UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM 10-Q

              Quarterly Report Under Section 13 or 15(d)
                of the Securities Exchange Act of 1934


 For the Quarter
Ended July 1, 2001		Commission File Number 0-13433

                           MILTOPE GROUP INC
         (Exact Name of Registrant as Specified in its Charter)
---------------------------------------------------------------------------


            Delaware                               11-2693062
-----------------------------------	       --------------------
   (State or other jurisdiction                 (I.R.S.Employer
of incorporation or organization)		Identification No.)


 500 Richardson Road South
      Hope Hull, AL                                  36043
--------------------------		           ---------
    (Address of principal                          (Zip Code)
     executive offices)


Registrant's telephone number, including area code (334) 284-8665

                            Not Applicable
---------------------------------------------------------------------------
 Former name, former address and former fiscal year, if changed since
                              last report


    Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the Registrant was required to file such reports)
and (2) has been subject to such filing requirements for the past 90
days.

     Yes   X                       No
	 -----

     Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Outstanding at August 7, 2001: 5,871,523 shares of Common Stock, $.01
par value.
 <PAGE>
                    PART I - FINANCIAL INFORMATION
                  MILTOPE GROUP INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED BALANCE SHEETS
                              (unaudited)

<TABLE>
                                          July 1,  	December 31,
ASSETS                                     2001      	   2000
-------				       -----------  	------------
<S>				       <C>		 <C>
CURRENT ASSETS:
 Cash                                  $ 1,198,000       $ 2,711,000
 Accounts receivable                     6,239,000         7,933,000
Inventories                             12,943,000        12,877,000
Deferred income taxes                    1,095,000           952,000
Other current assets                       311,000           382,000
				       -----------  	------------
      Total current assets              21,786,000        24,855,000
				       -----------  	------------
PROPERTY AND EQUIPMENT - at cost:
Machinery and equipment                  8,351,000         8,911,000

Furniture and fixtures                   1,628,000         1,628,000

Land, building and improvements          6,702,000         6,732,000
				       -----------  	------------
      Total property and equipment      16,681,000        17,271,000
  Less accumulated depreciation         10,665,000        10,679,000
				       -----------  	------------
        Property and equipment - net     6,016,000         6,592,000
				       -----------  	------------
DEFERRED INCOME TAXES                    3,069,000         3,212,000
OTHER ASSETS                               923,000           956,000
				       -----------  	------------
TOTAL                                  $31,794,000       $35,615,000
				       ===========	============
LIABILITIES AND STOCKHOLDERS'EQUITY
-----------------------------------
CURRENT LIABILITIES:
 Short-term debt                       $   725,000       $   800,000
Accounts payable                         4,748,000         5,533,000
Accrued expenses                         3,873,000         4,534,000
Current maturities of long-term debt     3,769,000         4,129,000
				       -----------  	------------
      Total current liabilities         13,115,000        14,996,000

LONG-TERM DEBT                           8,474,000         9,654,000
OTHER LIABILITIES                           33,000            49,000
				       -----------  	------------
     Total liabilities                  21,622,000        24,699,000
				       -----------  	------------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
Common stock - $.01 par value;
  20,000,000 shares authorized;
  6,811,112 shares outstanding
  at July 1, 2001 and
  December 31,2000.			    68,000	      68,000
Capital in excess of par value          24,519,000        24,519,000
Retained earnings (accumulated deficit)   (169,000)          575,000
				       -----------  	------------
                                        24,418,000        25,162,000
Less treasury stock at cost             14,246,000        14,246,000
				       -----------  	------------
     Total stockholders' equity         10,172,000        10,916,000
				       -----------  	------------
TOTAL                                  $31,794,000       $35,615,000
				       =========== 	============
</TABLE>

See Notes To Condensed Consolidated Financial Statements

<PAGE>
<TABLE>
                  MILTOPE GROUP INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                              (unaudited)

                                                    Thirteen Weeks Ended
						---------------------------
						  July 1,	 June 25,
                                        	   2001            2000
						-----------	-----------
<S>						<C>		<C>

NET SALES                          		$11,387,000	$10,725,000
						-----------	-----------
COSTS AND EXPENSES:
  Cost of sales                    		  9,798,000       8,638,000
  Selling, general and administrative             1,477,000       1,855,000
  Engineering, research and development             356,000         187,000
						-----------	-----------
   Total                           		 11,631,000      10,680,000
						-----------	-----------
INCOME (LOSS) FROM OPERATIONS      		   (244,000)         45,000
INTEREST EXPENSE -  net              		    189,000         283,000
						-----------	-----------
LOSS BEFORE  INCOME TAXES          		   (433,000)       (238,000)
INCOME TAX BENEFIT                         		  -               -
						-----------	-----------
NET LOSS                           		$  (433,000)	$  (238,000)
						===========	===========
BASIC AND DILUTED
  NET LOSS PER SHARE               		$      (.08)    $      (.04)
						===========	===========
WEIGHTED AVERAGE NUMBER OF
  SHARES OUTSTANDING               		  5,871,523       5,871,523
						===========	===========
</TABLE>
See Notes To Condensed Consolidated Financial Statements
<PAGE>
<TABLE>
                  MILTOPE GROUP INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                              (unaudited)

                                    		   Twenty-Six Weeks Ended
						---------------------------
                                 		   July 1,         June 25,
                                        	    2001   	    2000
						-----------	-----------
<S>						<C>		<C>
NET SALES                         		$21,380,000	$18,452,000
						-----------	-----------
COSTS AND EXPENSES:
 Cost of sales                    		 18,176,000      14,228,000
  Selling, general and administrative             3,031,000       3,646,000
  Engineering, research and development             515,000         452,000
						-----------	-----------
   Total                          		 21,722,000   	 18,326,000
						-----------	-----------
INCOME (LOSS) FROM OPERATIONS     		   (342,000)	    126,000
INTEREST EXPENSE -  net            		    402,000	    591,000
						-----------	-----------
LOSS BEFORE  INCOME TAXES         		   (744,000)	   (465,000)
INCOME TAX BENEFIT                       		  -               -
						-----------	-----------
NET  LOSS                         		$  (744,000)	$  (465,000)
						===========	===========
BASIC AND DILUTED
  NET LOSS PER SHARE              		$      (.13)	$      (.08)
						===========	===========
WEIGHTED AVERAGE NUMBER OF
  SHARES OUTSTANDING     			  5,871,523       5,871,523
						===========	===========
</TABLE>



See Notes To Condensed Consolidated Financial Statements
<PAGE>
<TABLE>
                  		MILTOPE GROUP INC. AND SUBSIDIARIES
            		CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
     		FOR THE TWENTY-SIX WEEKS ENDED JULY 1, 2001 AND JUNE 25, 2000
                              		(unaudited)

                                             				   July 1,         June 25,
                                        				    2001             2000
									-----------	-----------
<S>									<C>		<C>
OPERATING ACTIVITIES:
 Net loss                                 				$  (744,000)	$  (465,000)
 Adjustments to reconcile net loss to net cash

  provided by (used in) operating activities:
  Depreciation and amortization           				    526,000         695,000
  Provision for slow-moving and obsolete inventories            	    520,000         630,000
  Provision for doubtful accounts receivable           			     10,000           5,000

  Gain on sale of property and equipment            			     (5,000)        (24,000)
  Changes in operating assets and liabilities:
     Accounts receivable            					  1,684,000      (3,725,000)
     Inventories                           				   (586,000)      1,319,000
     Other current assets                  				     72,000         339,000
     Other assets                           				      9,000         124,000
     Accounts payable and accrued expenses          		         (1,464,000)        461,000
									-----------	-----------
      Cash provided by (used in) operating activities         		     22,000        (641,000)
									-----------	-----------
INVESTING ACTIVITIES:
 Purchase of property and equipment       				    (76,000)        (79,000)
  Sale of property and equipment          				    156,000         900,000
									-----------	-----------
     Cash provided by investing activities          			     80,000         821,000
									-----------	-----------
FINANCING ACTIVITIES:
 Payments of other long-term debt - net      				 (1,615,000)     (2,104,000)
									-----------	-----------
    Cash used in financing  activities           			 (1,615,000)     (2,104,000)
									-----------	-----------
NET DECREASE IN CASH                     				 (1,513,000)     (1,924,000)
CASH, BEGINNING OF PERIOD                				  2,711,000       2,437,000
									-----------	-----------
CASH, END OF PERIOD                      				$ 1,198,000 	$   513,000
									===========	===========
SUPPLEMENTAL DISCLOSURE:
   Cash payments made for:
    Income taxes                         				$    87,000     $         -
									===========	===========
    Interest                             				$   522,000    	$   641,000
									===========	===========
</TABLE

See Notes To Condensed Consolidated Financial Statements

<PAGE>

              MILTOPE GROUP INC. AND SUBSIDIARIES
      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                          (unaudited)

1.     Financial  Statements  -  In  the  opinion  of  management,  the
accompanying  unaudited  condensed  consolidated  financial  statements
contain  all  adjustments  necessary (consisting  of  only  normal  and
recurring  accruals)  to  present fairly the results  of  the  reported
interim period.

The  results for the twenty-six weeks ended July 1, 2001 and  June  25,
2000  are not necessarily indicative of the results for an entire year.
It is suggested that these consolidated financial statements be read in
conjunction  with  the Company's Annual Report on  Form  10-K  for  the
fiscal year ended December 31, 2000.

       Reclassifications  -  Certain  prior  years  amounts  have  been
reclassified to conform to the 2001 presentation.

      Net  Loss  Per Share - Basic and diluted earnings per  share  are
computed by dividing the net loss by the weighted average common shares
outstanding  (basic EPS) or weighted average common shares  outstanding
assuming  dilution (diluted EPS).  Based on this computation, there  is
no  difference  between basic and diluted net loss per share.   Options
that  could potentially dilute basic net income per share in the future
were  not  included in the computation of diluted net  loss  per  share
because  to do so would have been anti-dilutive.  Anti-dilutive options
were  395,795,  and  336,012  at  July  1,  2001  and  June  25,  2000,
respectively.

      Recent  Accounting Pronouncements - In June 2001,  the  Financial
Accounting  Standards  Board issued Statement of  Financial  Accounting
Standards ("SFAS") No. 141, "Business Combinations" (effective July  1,
2001)  and  SFAS  No.  142,  "Goodwill  and  Other  Intangible  Assets"
(effective  for  Miltope on January 1, 2002).  SFAS No.  141  prohibits
pooling-of-interests  accounting  for  acquisitions.   SFAS   No.   142
specifies that goodwill and certain intangible assets will no longer be
amortized  but instead will be subject to periodic impairment  testing.
The  Company  is  in the process of evaluating the financial  statement
impact of adoption of SFAS No. 142.

       Statement  of  Financial  Account  Standards  (SFAS)  No.   133,
Accounting  for  Derivative  Instruments  and  Hedging  Activities,  is
effective  for  all fiscal years beginning after June 15,  2000.   SFAS
133,  as  amended, establishes accounting and reporting  standards  for
derivative   instruments,  including  certain  derivative   instruments
embedded  in  other contracts and for hedging activities.   Under  SFAS
133,  certain  contracts that were not formerly considered  derivatives
may  now meet the definition of a derivative.  The Company adopted SFAS
133 effective January 1, 2001.  The adoption of SFAS 133 did not have a
material  impact on the financial position, results of  operations,  or
cash flows of the Company.

2.   Business Acquisitions - On April 1, 2000, the Company entered into
an  agreement  with Great Universal Incorporated ("GUI"),  to  transfer
GUI's  ownership of 90% of the outstanding stock of IV  Phoenix  Group,
Inc.  ("PGI")  to  the  Company.  Since GUI,  through  its  controlling
interest in the Company, continues to own a controlling interest in PGI
after  the transfer, the acquisition has been recorded on the Company's
books  at  GUI's historical cost and accounted for on an "as if  pooled
basis".

<PAGE>

Net  sales  and  net income (loss) for the separate companies  and  the
combined  amounts presented in the accompanying consolidated  financial
statements are as follows:

<TABLE>
                                     		      Thirteen Weeks            Thirteen Weeks
                                    		    Ended July 1, 2001       Ended June 25,2000
						    ------------------       -------------------
<S>							<C>			<C>
Revenues:
  Miltope                           			$10,567,000		$ 9,610,000
  PGI                                        		    820,000     	  1,115,000

  Combined (net of related party transactions)		$11,387,000		$10,725,000

Net income (loss):
  Miltope   	                  			$   272,000 		$    12,000
  PGI                                                	   (705,000)  	 	   (250,000)

  Combined (net of related party transactions)          $  (433,000)		$  (238,000)

</TABLE>
<TABLE>

                                   		     Twenty-six Weeks         Twenty-six Weeks
                                    		    Ended July 1, 2001       Ended June 25,2000
						    ------------------       -------------------
<S>							<C>			<C>
Revenues:
  Miltope                           			$20,014,000		$16,093,000
  PGI                                     		  1,366,000       	  2,359,000

  Combined (net of related party transactions)          $21,380,000  		$18,452,000

Net income (loss):
  Miltope                                 		$   670,000    	            (24,000)
  PGI                                             	 (1,414,000)       	   (441,000)

  Combined (net of related party transactions)          $  (744,000)		$  (465,000)

</TABLE>


Certain amounts from PGI's prior financial statements were reclassified
to conform to Miltope's presentation.


3.   Inventories - Net

Inventories consist of the following:

<TABLE>
                        July 1, 2001   December 31, 2000
                        ------------   -----------------
<S>			<C>		  <C>
Purchased parts and
  subassemblies         $ 9,690,000 	  $ 9,911,000
Work-in-process           3,253,000   	    2,966,000
			-----------	  -----------
Total                   $12,943,000 	  $12,877,000
			===========	  ===========

</TABLE>
<PAGE>

4.    Income Taxes - No income tax benefit has been recognized  related
to the net operating losses for the twenty-six weeks ended July 1, 2001
and  June  25, 2000 as they have been fully reserved with  a  valuation
allowance. Although realization is not assured, management believes  it
is  more likely than not that the recorded deferred tax assets, net  of
valuation   allowance  provided,  will  be  realized.   The   valuation
allowances  can  be  adjusted in future periods as the  probability  of
realization of the deferred tax assets change.

5.   Segment Information - The Company's reportable segments are
organized around its two main products and services segments,
Military/Rugged and Commercial.  Through its military/rugged segment,
the Company is engaged in the design, manufacture and testing of
computer and computer peripheral equipment for military and other
specialized applications requiring reliable operations in severe land,
sea and airborne environments.  These products are generally sold by
the Company's business development group through the federal government
bid process.  PGI is an operating segment of the Company which has been
aggregated within the Military/Rugged segment for financial reporting
purposes.  The Company's commercial segment designs, develops,
manufactures and markets commercial computer related products primarily
for transportation, telecommunications and in-field maintenance
markets.  These products are sold through an established network of
marketing representatives and Company employed sales people to a broad
base of customers both international and domestic.  The accounting
policies of the segments are the same as those described in the summary
of significant accounting policies.  The Company's determination of
segment operating profit or loss does not reflect other income and
expense or income taxes.

<TABLE>

Thirteen Weeks Ended July 1, 2001 and June 25, 2000
---------------------------------------------------
                                                       					  General
    July 1, 2001         	      Military/Rugged    Commercial     Eliminations     Corporate     Consolidated
    ------------		      ---------------	------------	------------	-----------    ------------
    <S>					<C>		<C>		<C>		<C>		<C>
    Net sales from external customers	$ 8,796,000	$ 2,687,000	$  (96,000)			$11,387,000
					===========	===========	==========			===========
    Segment operating loss       	$  (235,000)	$    (9,000) 	$        - 			$  (244,000)
					===========	===========	==========			===========
    Identifiable assets  		$18,651,000     $ 6,547,000    	$        - 	$ 6,596,000	$31,794,000
					===========	===========	==========	===========	===========
    Capital expenditures 		$    27,000  	$     8,000  	$        - 			$    35,000
					===========	===========	==========			===========
    Depreciation and amortization  	$   251,000 	$     1,000  	$        - 			$   252,000
					===========	===========	==========			===========

                                                       					  General
    June 25, 2000        	      Military/Rugged	 Commercial  	Eliminations   	 Corporate     Consolidated
    -------------		      ---------------   -----------     ------------    -----------    ------------
    <S>					<C>		<C>		<C>		<C>		<C>
    Net sales from external customers   $ 7,308,000	$ 3,525,000	$ (108,000)                	$10,725,000
					===========	===========	==========			===========
    Segment operating income (loss)     $  (168,000)    $   250,000	$  (37,000)                   	$    45,000
					===========	===========	==========			===========
    Identifiable assets  		$22,342,000     $ 6,607,000    	$   80,000	$ 5,953,000	$34,982,000
					===========	===========	==========	===========	===========
    Capital expenditures 		$    19,000 	$    10,000  	$        -          		$    29,000
					===========	===========	==========			===========
    Depreciation and amortization  	$   216,000 	$    84,000 	$   37,000        		$   337,000
					===========	===========	==========			===========

Twenty-Six Weeks Ended July 1, 2001 and June 25, 2000
-----------------------------------------------------
                                                       					  General
    July 1, 2001         	      Military/Rugged	 Commercial  	Eliminations     Corporate     Consolidated
    -------------		      ---------------   -----------     ------------    -----------    ------------
    <S>					<C>		<C>		<C>		<C>		<C>
    Net sales from external customers 	$16,060,000   	$ 5,416,000   	$  (96,000)             	$21,380,000
					===========	===========	==========			===========
    Segment operating income (loss)    	$  (637,000)    $   302,000	$   (7,000)                  	$  (342,000)
					===========	===========	==========			===========
    Identifiable assets  		$18,651,000     $ 6,547,000    	$        -     	$ 6,596,000 	$31,794,000
					===========	===========	==========	===========	===========
    Capital expenditures 		$    56,000 	$    20,000  	$        -          		$    76,000
					===========	===========	==========			===========
    Depreciation and amortization  	$   517,000 	$     2,000  	$    7,000         		$   526,000
					===========	===========	==========			===========

											  General
    June 25, 2000                     Military/Rugged	 Commercial  	Eliminations   	 Corporate     Consolidated
    -------------		      ---------------   -----------     ------------    -----------    ------------
    <S>					<C>		<C>		<C>		<C>		<C>
    Net sales from external customers   $11,674,000   	$ 6,985,000   	$ (207,000)                 	$18,452,000
					===========	===========	==========			===========
    Segment operating income (loss)   	$  (532,000)    $   731,000	$  (73,000)                    	$   126,000
					===========	===========	==========			===========
    Identifiable assets  		$22,342,000     $ 6,607,000    	$   80,000	$ 5,953,000 	$34,982,000
					===========	===========	==========	===========	===========
    Capital expenditures 		$    44,000 	$    35,000  	         -          		$    79,000
					===========	===========	==========			===========
    Depreciation and amortization  	$   444,000 	$   178,000     $   73,000   			$   695,000
					===========	===========	==========			===========


    											  General
    December  31, 2000   	      Military/Rugged	 Commercial  	Eliminations   	 Corporate     Consolidated
    -------------		      ---------------   -----------     ------------    -----------    ------------
    <S>					<C>		<C>		<C>		<C>		<C>
    Identifiable assets  		$18,675,000     $ 8,727,000    	$    7,000 	$ 8,206,000   	$35,615,000

</TABLE>
<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

       The   following  discussion  includes  certain  forward  looking
statements which are affected by important factors including,  but  not
limited  to,  actions of competitors, termination of contracts  at  the
convenience   of   the  United  States  government,  customer   funding
variations  in  connection  with  multi-year  contracts  and  follow-on
options  that  could  cause actual results to  differ  materially  from
forward looking statements.

GENERAL
-------
      The  following  discussion and analysis presents certain  factors
affecting  the  Company's results of operations for the thirteen  weeks
and  twenty-six weeks ended July 1, 2001, as compared to  the  thirteen
weeks and twenty-six weeks ended June 25, 2000.

RESULTS OF OPERATIONS
---------------------
CONSOLIDATED
------------
Thirteen  weeks  ended  July 1, 2001 compared to thirteen  weeks  ended
June 25, 2000
-----------------------------------------------------------------------
      Net  sales  for  the thirteen weeks ended July  1,  2001  (second
quarter  of  2001)  were $11,387,000 compared  to  net  sales  for  the
thirteen  weeks  ended  June  25, 2000  (second  quarter  of  2000)  of
$10,725,000.   This  increase was primarily attributable  to  increased
sales  to  the government of SPORT units offset partially by a decrease
in sales of rugged workstations.

      The  gross margin percentage for the second quarter of  2001  was
14.0%  compared to 19.5% for the same period in 2000.  The decrease  is
largely due to unforeseen expenditures required to complete several PGI
initial-award contracts.

      Selling,  general  and  administrative expenses  for  the  second
quarter  of  2001 decreased 20.4% from the second quarter of  2000,  to
$1,477,000.   These expenses as a percent of sales were  13.0%  in  the
second  quarter  of  2001 compared to 17.3% for the similar  period  in
2000.  The decrease as a percent of sales is primarily attributable  to
increased  sales and the effect of planned reductions in administrative
and marketing costs at both Miltope and PGI.

      Company  sponsored engineering, research and development expenses
for  the second quarter of 2001 increased 90.4% from the second quarter
of  2000, to $356,000.  These expenses as a percent of sales were  3.1%
in  the  second quarter of 2001 compared to 1.7% for the similar period
in 2000.  The increase is primarily attributable to efforts expended in
relation  to the new five-year rugged laptop computer contract  awarded
to Miltope in May of 2001.

      Interest  expense, net of interest income, was  $189,000  in  the
second  quarter of 2001 compared to $283,000 for the similar period  in
2000.   The  decrease is a result of decreased debt  balances,  reduced
interest  rates, and increased interest income compared  to  the  prior
year.

      The  consolidated  net loss for the second quarter  of  2001  was
$433,000 compared to a consolidated net loss of $238,000 in the  second
quarter  of 2000.  The basic and diluted net loss per share  was  $0.08
for  the  second quarter of 2001 compared to the basic and diluted  net
loss  per  share  of $0.04 for the similar period in 2000  based  on  a
weighted  average  of  5,871,523 shares of the Company's  common  stock
outstanding for the second quarter of 2001 and 2000.

Twenty-six weeks ended July 1, 2001 compared to twenty-six weeks  ended
June 25, 2000
-----------------------------------------------------------------------
      Net sales for the first half of 2001 were $21,380,000 compared to
net  sales for the first half of 2000 of $18,452,000.  The increase  in
sales  was  primarily attributable to increased sales to the government
of SPORT units.

      The  gross  margin percent for the first half of 2001  was  15.0%
compared  to 22.9% for the same period in 2000.  The decrease in  gross
margin  percent was largely due to unforeseen expenditures required  to
complete several PGI initial-award contracts.

     Selling, general and administrative expenses for the first half of
2001 decreased 16.9% from the first half of 2000, to $3,031,000.  These
expenses  as  a percent of sales were 14.2% in the first half  of  2001
compared  to  19.8% for the similar period in 2000. The decrease  as  a
percent  of sales is primarily attributable to increased sales and  the
effect  of planned reductions in administrative and marketing costs  at
both Miltope and PGI.

      Company  sponsored engineering, research and development expenses
for the first half of 2001 increased 13.9% from the first half of 2000,
to  $515,000.  These expenses as a percent of sales remained  unchanged
at  2.4%  for both the first half of 2001 and the first half  of  2000.
The  increase  in  expenditures is primarily  attributable  to  efforts
expended  in  relation  to  the new five-year  rugged  laptop  computer
contract awarded to Miltope in May of 2001.

      Interest  expense, net of interest income, was  $402,000  in  the
first half of 2001 compared to $591,000 for the similar period in 2000.
The  decrease  reflects  decreased debt, reduced  interest  rates,  and
increased interest income as compared to the prior year.

      The consolidated net loss for the first half of 2001 was $744,000
compared  to a consolidated net loss of $465,000 in the first  half  of
2000.  The basic and diluted net loss per share was $0.13 for the first
half of 2001 as compared to the basic and diluted net loss per share of
$0.08  for  the similar period in 2000 based on a weighted  average  of
5,871,523 shares of the Company's common stock outstanding in 2001  and
2000.

<PAGE>
MILTOPE CORPORATION

     Approximately 94% of the consolidated net sales for the twenty-six
weeks ended July 1, 2001 are attributable to Miltope Corporation.  The
following is a discussion of Miltope's operating results net of any
inter-company activity with IV Phoenix Group, Inc.
<TABLE>

     			           Miltope (net of eliminations)
        		              (Amounts in thousands)
----------------------------------------------------------------------

          		     26 weeks ended  26 weeks ended
			      July 1, 2001   June 25, 2000        %
			     --------------  ---------------  --------
<S>				<C>		<C>	      <C>
Net Sales          		$20,014  	$16,093		24.4%

Cost of Sales      		 16,109 	 12,431      	29.6%
				-------------------------------------
Gross Profit      		  3,905       	  3,662    	 6.6%
				-------------------------------------
Selling, G&A      		  2,421       	  2,745        (11.8)%

Engineering, R&D       		    475    	    386         22.7%
				-------------------------------------
Income (loss) from Operations     1,009             531         89.8%

Interest Expense - net              339    	    555        (38.9)%
				-------------------------------------
Net Income (Loss) before taxes      670  	    (24)     2,891.7%

Income Tax Benefit           	      -      	      -            -
				-------------------------------------
Net Income (Loss)        	$   670 	$   (24)     2,891.7%
				=====================================
</TABLE>

     Miltope reported net income of approximately $670,000 for the
first twenty-six weeks of 2001 compared to a net loss of approximately
$24,000 for the comparable period in 2000.  The basic and diluted net
income per share was $.11 for the first twenty-six weeks of 2001
compared to basic and diluted net loss per share of $.01 for the first
twenty-six weeks of 2000.

     Sales for the twenty-six week period of 2001 totaled approximately
$20,014,000, an increase of approximately $3,921,000, or 24.4%, from
the first half of 2000.  This change was attributable to increases in
SPORT related sales and increased airborne cockpit printer sales.

     Gross profit, as a percent of sales, was 19.5% for the first
twenty-six weeks of 2001 and 22.8% for the same period in 2000.  The
decrease in 2001 from 2000 was primarily attributable to variations in
product mix.

     Selling, general and administrative expenses, as a percentage of
sales, were 12.1% in the first twenty-six weeks of 2001 and 17.1% in
the same period of 2000.  The decrease in 2001 as a percentage of sales
was attributable to increased sales coupled with the effect of planned
reductions in administrative and marketing costs.

     Engineering, research and development expenses, as a percentage of
sales, remained constant at 2.4% in the first twenty-six weeks of 2001
and 2000.  The increase in expenditures is primarily attributable to
efforts expended in relation to the new five-year rugged laptop
computer contract awarded to Miltope in May of 2001.

     Interest expense, net of interest income, decreased 38.9% in the
first twenty-six weeks of 2001 compared to the first twenty-six weeks
of 2000 due to a decrease in total debt, decreased interest rates, and
increased interest income.


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

     The following is a breakdown of significant balance sheet
categories between Miltope and PGI:
<TABLE>

                           			Miltope                  	  PGI
                         		  (Amounts in thousands)         (Amounts in thousands)
					 ------------------------       -------------------------
                     			 July 1,     December 31,       July 1,       December31,
                      			  2001           2000            2001            2000
					 ------------------------       -------------------------
<S>					<C>		<C>		<C>		<C>
Cash and equivalents 			$   803		$ 2,181 	$   395		$   530

Receivables, net      			  5,596           7,457             643             476

Inventories & other current assets       12,213          12,233           2,136           1,978
					-------		-------		-------		-------
   Total current assets 	         18,612          21,871           3,174           2,984
					=======		=======		=======		=======

Payables and other current liabilities    2,617           5,581           6,004           4,486

Short-term debt                		      -               -             725             800

Current portion of long-term debt         3,762           4,096               7              33
					-------		-------		-------		-------
  Total current liabilities     	$ 6,379		$ 9,677       	$ 6,736   	$ 5,319
           				=======		=======		=======		=======
</TABLE>

      Working  capital  was  $8,671,000 at July  1,  2001  compared  to
$9,859,000  at  December  31,  2000.   Accounts  receivable   decreased
$1,694,000 as a result of a higher volume of sales in the last  quarter
of  2000.   Inventory  levels  remained  fairly  constant  compared  to
December  31,  2000  balances.   Accounts  payable  decreased  $785,000
reflecting satisfaction of invoices relating to inventory purchases  in
support of increased production in February and March of 2001.  Current
maturities  of  long-term  debt  decreased  reflecting  more  favorable
repayment terms on certain of the Company's debt instruments.

      The  Company's  $15,000,000 revolving credit agreement  with  its
primary  lender matured on May 31, 1999 and was converted into  a  term
loan payable in twelve equal quarterly installments commencing  August,
1999.  As  of  July  1,  2001 the Company was in  compliance  with  all
requirements under the term loan. The Company has committed to continue
its  search for a lender to replace the existing term loan. In the near
term  the  Company anticipates its cash position as being  adequate  to
sustain  the  Company's  ongoing financial commitments.  The  Company's
accounts  receivable, contract rights and inventories  are  pledged  as
collateral to the agreement.

<PAGE>

PART II - OTHER INFORMATION
---------------------------
Item 1 - Legal Proceedings

     The  Company,  from  time  to time,  is  a  party  to  pending  or
threatened legal proceedings and arbitrations.   Based upon information
presently available, and in light of legal and other defenses available
to  the  Company,  management  does not  consider  liability  from  any
threatened or pending litigation to be material.

Item 6 - Exhibits and Reports on Form 8-K

       (a) Exhibits
	   --------
           None

       (b) Reports on Form 8-K
 	   -------------------
           None

Item 7a - Quantitative and Qualitative Disclosures About Market Risk

     Market risk is the risk of loss arising from adverse changes in
market prices and interest rates.  The Company is exposed to interest
risk inherent in its financial instruments.  The Company is not
currently subject to foreign currency or commodity price risk.  The
Company manages its exposure to these market risks through its regular
operating and financing activities.

     The Company has a revolving credit loan and an Industrial
Development Authority Bond Issue that are exposed to changes in
interest rates during the course of their maturity.  Both debt
instruments bear interest at current market rates and thus approximate
fair market value.  The Company manages its interest rate risk by (a)
periodically retiring and issuing debt and (b) periodically fixing the
interest rate on the London Inter Bank Offered Rate (LIBOR) portion of
its revolving credit loan for 30 to 60 days in order to minimize
interest rate swings.  A 10% increase in interest rates would affect
the Company's variable debt obligations and could potentially reduce
future earnings by a maximum of approximately $73,200.


<PAGE>
                           SIGNATURES



      Pursuant  to the requirements of the Securities Exchange  Act  of
1934,  the Registrant has duly caused this report to be signed  on  its
behalf by the undersigned thereunto duly authorized.



                                   MILTOPE GROUP INC.


                                   By:/s/ Thomas Dickinson
				   ------------------------------------------
                                     Thomas Dickinson,
                                     President  and  Chief  Executive Officer
                                     (Principal Executive Officer)






Dated:  August 15, 2001