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 October 1, 1995                            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 close of the period  covered by this report.
Outstanding  at October  1, 1995:  5,867,148  shares of Common  Stock,  $.01 par
value.
                                                                           
<PAGE>

                         PART I - FINANCIAL INFORMATION

                       MILTOPE GROUP INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

ASSETS                                      DECEMBER 31,            OCTOBER 1,
------                                      ------------            ----------
                                                1994                    1995
                                                ----                    ---- 
                                                                    (Unaudited)
                                                                     ---------
CURRENT ASSETS:
     Cash                                $       811,000       $       210,000
     Accounts receivable                      14,623,000            14,560,000
     Inventories                              19,414,000            14,597,000
     Income tax receivable                     2,524,000                82,000
     Advances and other                          328,000               351,000
                                         ---------------       ---------------
        Total current assets                  37,700,000            29,800,000
                                         ---------------       ---------------
PROPERTY AND EQUIPMENT - at cost:
     Machinery and equipment                   7,847,000             7,397,000
     Furniture and fixtures                    1,438,000             1,510,000
     Land, building and improvements           7,105,000             7,030,000
                                         ---------------       ---------------
        Total property and equipment          16,390,000            15,937,000
     Less accumulated depreciation             4,400,000             4,970,000
                                         ---------------       ---------------

        Property and equipment - net          11,990,000            10,967,000
                                         ---------------       ---------------

OTHER ASSETS                                   3,472,000             3,667,000
                                         ---------------       ---------------

TOTAL                                    $    53,162,000       $    44,434,000
                                         ===============       ===============



LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------



CURRENT LIABILITIES:
     Accounts payable             $    13,950,000               $     5,072,000
     Current maturities of 
      long-term debt                      230,000                       230,000
     Accrued expenses                   3,815,000                     3,103,000
                                  ---------------               ---------------
        Total current liabilities      17,995,000                     8,405,000
LONG-TERM LIABILITIES                  17,937,000                    19,460,000
                                  ---------------               ---------------
        Total liabilities              35,932,000                    27,865,000
STOCKHOLDERS' EQUITY:
Common stock                               68,000                        68,000
Capital in excess of par value         20,154,000                    20,253,000
Retained earnings                      10,597,000                    10,075,000
Net unrealized appreciation on 
      investment available
      for sale, net of deferred
      income tax liability of
      $386,000 and $246,000 
      respectively                        657,000                       419,000
                                  ---------------               ---------------
                                       31,476,000                    30,815,000
Less treasury stock                    14,246,000                    14,246,000
                                  ---------------               ---------------

        Total stockholder's 
         equity                        17,230,000                    16,569,000
                                  ---------------               ---------------
TOTAL                             $    53,162,000               $    44,434,000
                                  ===============               ===============

 SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS                     
                                                     

<PAGE>


                       MILTOPE GROUP INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)


                                                   Nine Months Ended
                                        ----------------------------------------
                                               October 2,      October 1,     
                                                  1994            1995
                                               ----------      -----------



NET SALES                                      $59,978,000    $ 55,488,000
                                               -----------    ------------
COSTS AND EXPENSES:

 Cost of sales                                  45,170,000      44,668,000
 Selling, general and administrative             6,896,000       7,215,000
 Engineering, research and development           3,450,000       3,073,000
 Relocation and restructuring charge             8,300,000
                                                 ---------      -----------
  Total                                         63,816,000      54,956,000
                                                ----------      -----------
INCOME (LOSS) FROM OPERATIONS                   (3,838,000)        532,000

INTEREST EXPENSE -  net                            960,000       1,053,000
                                                -----------     -----------
LOSS BEFORE  INCOME TAXES                       (4,798,000)       (521,000)

INCOME TAX BENEFIT                              (1,439,000)
                                               ------------    ------------
NET  LOSS                                      $(3,359,000)    $  (521,000)

LOSS PER COMMON SHARE                                 (.58)    $      (.09) 
                                               ============    ============
Weighted average number of shares:               5,834,000       5,841,000
                                               


SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  

<PAGE>

                       MILTOPE GROUP INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)



                                                  Three Months Ended
                                            --------------------------------
                                               October 2,       October 1,
                                                  1994            1995
                                               ----------       ----------

NET SALES                                $     21,085,000    $ 18,226,000
                                               ----------     -----------
COSTS AND EXPENSES:

     Cost of sales                             16,237,000      14,615,000

     Selling, general and administrative        2,219,000       1,906,000

     Engineering, research and development        923,000         780,000
                                            -------------     -----------

       Total                                   19,379,000      17,301,000
                                               ----------     -----------

INCOME FROM OPERATIONS                          1,706,000         925,000

INTEREST EXPENSE - net                            334,000         307,000
                                            -------------     -----------

INCOME BEFORE INCOME TAXES                      1,372,000         618,000

INCOME TAX PROVISION                              412,000               0
                                            -------------     -----------

NET INCOME                                  $     960,000     $   618,000 
                                            =============     ===========

EARNINGS PER COMMON SHARE                   $        .16      $       .11
                                            ============      ===========

Weighted average number of shares:             5,834,000        5,840,000



SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                                                           
<PAGE>

                       MILTOPE GROUP INC. AND SUBSIDIARIES
                 CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS
          FOR THE NINE MONTHS ENDED OCTOBER 2, 1994 AND OCTOBER 1, 1995
                                   (unaudited)

                                                                October 2,
                                                                   1994    
                                                                  ------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                  $ (3,359,000)      
   Adjustments to reconcile net loss to net cash
          provided by (used in) operating activities:
          Depreciation and amortization                           943,000      
          Deferred income taxes                                  (215,000)      
          Provision for slow-moving and obsolete
            inventories                                           360,000      
          Provision for doubtful accounts receivable              (74,000)      
      (Gain) Loss on sale of assets                              (482,000)      
          Change in operating assets and liabilities:
             Accounts receivable                                3,518,000      
             Inventories                                       (2,085,000)      
          Income taxes receivable                                (575,000)      
             Advances and other                                  (412,000)      
             Other assets                                        (796,000)      
             Accounts payable and accrued expenses              1,359,000      
             Asset available for sale                           5,332,000      
                                                                ---------
         Cash provided by (used in) operating activities        3,514,000      
                                                                ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Investment restricted for capital expenditures                               
   Proceeds from sale of property and equipment                   430,000      
   Proceeds from sale of securities                                             
   Purchases of property and equipment                         (4,243,000)      
                                                               -----------
Cash used in investing activities                              (3,813,000)      
                                                               -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   (Payments) Borrowings of revolving credit loan-net  
   Payments of other long term debt
   Proceeds from long term debt    
   Exercise of stock options                                      123,000      
                                                                ----------      
  Cash provided by financing activities                           123,000      
                                                                ----------      
NET DECREASE IN CASH                                             (176,000)      
CASH, BEGINNING OF PERIOD                                         434,000      
                                                                ----------
CASH, END OF PERIOD                                             $ 258,000      
                                                                =========
SUPPLEMENTAL DISCLOSURE:
     Payments made (refunds received):
      Income taxes                                             $ (653,343)      
                                                               ===========
      Interest                                                 $  723,000      
                                                               ===========


                                                               October 1,
                                                                  1995
                                                                 ------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                  $  (521,000)
   Adjustments to reconcile net loss to net cash
          provided by (used in) operating activities:
          Depreciation and amortization                        1,133,000
          Deferred income taxes                                  (58,000)
          Provision for slow-moving and obsolete
            inventories                                          667,000
          Provision for doubtful accounts receivable              (4,000)
      (Gain) Loss on sale of assets                              395,000
          Change in operating assets and liabilities:
             Accounts receivable                                  67,000
             Inventories                                       4,151,000
          Income taxes receivable                              2,524,000
             Advances and other                                 (105,000)
             Other assets                                       (571,000)
             Accounts payable and accrued expenses            (9,923,000)
             Asset available for sale                           (238,000)
                                                              -----------
         Cash provided by (used in) operating activities      (2,483,000)
                                                              -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Investment restricted for capital expenditures                375,000
   Proceeds from sale of property and equipment                   11,000
   Proceeds from sale of securities                              322,000
   Purchases of property and equipment                          (838,000)
                                                              -----------
Cash used in investing activities                               (130,000)
                                                              -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   (Payments) Borrowings of revolving credit loan-net           (812,000)
   Payments of other long term debt                           (3,375,000)
   Proceeds from long term debt                                6,100,000
   Exercise of stock options                                      99,000
                                                            -------------
  Cash provided by financing activities                        2,012,000
                                                            -------------
NET DECREASE IN CASH                                            (601,000)
CASH, BEGINNING OF PERIOD                                        811,000
                                                              -----------  
CASH, END OF PERIOD                                           $  210,000
                                                              ===========      
SUPPLEMENTAL DISCLOSURE:
     Payments made (refunds received):
      Income taxes                                          $ (2,533,000)
                                                            =============
      Interest                                              $    946,607
                                                            =============


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 the  Company,  the  accompanying
unaudited condensed  consolidated  financial  statements contain all adjustments
necessary  (consisting of only normal and recurring  accruals) to present fairly
the financial position of the Company and its subsidiaries as of October 1, 1995
and December 31, 1994 and the results of operations  and cash flows for the nine
months ended October 1, 1995 and October 2, 1994 and also results of operations
for the three months ended October 1, 1995 and October 2, 1994.

The results for the nine  months  ended  October 1, 1995 and October 2, 1994 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,
1994.

2.   INVENTORIES - NET

Inventories consist of the following:

                                  DECEMBER 31, 1994     OCTOBER 1, 1995
                                  -----------------     ---------------

Purchased parts and
     subassemblies                  $  3,268,000        $  3,141,000

Work-in-process                       13,769,000          11,766,000

Inventoried costs related to
     long-term contracts and
     programs, net of amounts
     attributed to revenues
     recognized to date                2,687,000                   0 
                                    ------------        ------------
Total                                 19,724,000          14,907,000

Less progress billings received          310,000             310,000
                                    ------------         -----------
Total                                $19,414,000         $14,597,000
                                    ============         ===========



3. OTHER  ASSETS - The Company has an  investment  available  for sale,  with an
original cost of $5,000, in M-Systems Flash Disk Pioneers, Ltd. ("M-Systems"), a
company  based in Israel.  The  Company is a major  customer of  M-Systems.  The
Company  currently owns 189,864 shares of M-Systems stock. The fair market value
of the Company's  investment  in M-Systems  stock on October 1, 1995 is $665,000
and is included in other  assets and as a separate  component  of  stockholders'
equity (net of deferred income taxes) on the accompanying balance sheet.  The 
Company also has an option to purchase an additional 153,242 shares of M-Systems
stock at a price of $325,000.  The Company has advised M-Systems of its 
intention to exercise this option.


<PAGE>


4. RELOCATION AND  RESTRUCTURING  CHARGE - On March 4, 1994, the Company decided
to relocate and restructure substantially all of the manufacturing,  engineering
and  administrative  functions  located in  Melville,  New York to  Alabama  and
Vermont.  A pre-tax charge of $8.3 million was recorded during the first quarter
of 1994 and an  additional  $.8  million was  recorded in the fourth  quarter of
1994,  to cover the  costs  associated  with the  relocation  and  restructuring
including  severance and related human resource programs,  employee  relocation,
transfer  of assets to Alabama and Vermont  and  production  inefficiencies.  At
October 1, 1995, $.1 million of these charges,  representing  certain relocation
related costs, is included in accrued expenses on the accompanying balance sheet
and is expected to be paid during 1995.  


5.  SUBSEQUENT  EVENT - In November  1995,  the Company  extended its  revolving
credit  agreement.  The  agreement  extends the  maturity of the loan to May 31,
1997, and reduces the total loan commitment from $19 million to $15 million.  
                                                                        

<PAGE>

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

GENERAL
-------

         The  following   discussion  and  analysis   presents  certain  factors
affecting the Company's results of operations for the three months and nine 
months ended October 1, 1995, as compared to the three months and nine months 
ended October 2, 1994.  The Company has implemented an interim  reporting
period  that encompasses a full 13-week quarter. The fiscal year end will remain
December 31.  There is no material effect on financial results from the prior 
year due to this change.


RESULTS OF OPERATIONS
---------------------

THREE MONTHS  ENDED  OCTOBER 1, 1995  COMPARED TO THREE MONTHS ENDED  OCTOBER 2,
--------------------------------------------------------------------------------
1994.
----

         Net sales for the three  months ended  October 1, 1995 (third  quarter)
were $18.2 million compared to 1994 third quarter net sales of $21 million.  The
decrease  in sales was the  result of lower  military  product  sales  partially
offset by an increase in sales of commercial products.

         The gross margin  percentage  for the third  quarter of 1995 was 20% as
compared  with  23%  for the  same  period  in  1994.  The  lower  gross  margin
performance was attributable to a less favorable product mix.

         Selling,  general and administrative  expenses for the third quarter of
1995  decreased  approximately  $.3 million from the third  quarter of 1994,  to
approximately $1.9 million.

         Net  earnings for the third  quarter of 1995 as compared  with the same
period of 1994  decreased  $.3 million to $.6  million.  Earnings per share were
$.11  compared to $.16 for the prior period  based on a weighted  average of 5.8
million shares of the Company's Common Stock outstanding.


NINE MONTHS ENDED OCTOBER 1, 1995 COMPARED TO NINE MONTHS ENDED OCTOBER 2, 1994
-------------------------------------------------------------------------------

         Net sales for the nine months ended  October 1, 1995 were $55.5 million
compared to $60 million for the same period of 1994.  The  decrease in sales was
the result of a  reduction  in military  product  sales  partially  offset by an
increase in sales of commercial products.

         Loss from  operations  for the first nine  months of 1995  totaled  $.5
million as compared to $3.8 million in 1994 reflecting the first quarter of 1994
charge for relocation and restructuring expenses of $8.3 million.

         The gross margin percentage for the first nine months of 1995 was 19.5%
as  compared  with 24.6% for the same  period of 1994.  The lower  gross  margin
performance was attributable to a less favorable product mix.          
                                                                 

<PAGE>

         Selling,  general and administrative expenses for the first nine months
of 1995 increased 4.6% over the same period of 1994 to $7.2 million, reflecting,
in part,  the  decision in the second  quarter of 1995 to relocate  the Business
Products segment to Alabama.

         Company sponsored  engineering,  research and development  expenses for
the first nine months of 1995 were $3 million  compared to $3.5  million for the
same period in 1994.  Management  believes than an annual  expenditure  level of
between 5% and 7% of net sales for these expenses should adequately  support the
growth of the Company's business, maintain its competitiveness and allow for new
product development.

         Interest expense,  net of interest income,  was $1 million for the nine
months ended October 1, 1995 and the nine months ended October 2, 1994.

         Net loss  for the  first  nine  months  of 1995  totaled  $.5  million,
compared to $3.4  million in 1994.  Loss per share was $.09 as  compared  with a
loss of $.58 per share for the prior period based upon a weighted average of 5.8
million shares of the Company's Common Stock outstanding.

         No tax benefit has been  recognized on the net operating  losses in the
first half of 1995.  A net  deferred  tax asset  could be  recognized  in future
periods if the probability of realization increases.

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

         Working capital approximated $21.4 million at October 1, 1995 and  
$19.7 million at December 31, 1994.

         In  November  1995,  the  Company  amended  its bank  revolving  credit
facility  to provide for total indebtedness not to exceed $15 million, subject  
to inventory  and accounts receivable collateral base limitations.  Borrowings 
under the revolving credit  facility  totaled  $12.5  million at October 1, 1995
compared  to $13.3 million at December 31, 1994.

         The revolving credit facility is scheduled to mature on May 31, 1997 at
which time the outstanding  amount is convertible  into a term loan,  payable in
twelve (12) equal quarterly installments, starting in August, 1997. However, the
bank may  extend the  revolving  credit  facility  for  successive  one (1) year
periods based upon a review of the Company's financial  position.  The Company's
accounts  receivable,  contract rights and inventories are pledged as collateral
to the agreement.                                                       
                    

<PAGE>

PART II - OTHER INFORMATION
---------------------------

Item 6 - Exhibits and Reports on Form 8-K

         (a)  Exhibits
              --------

              27. Financial Data Schedule

         (b)  Reports on Form 8-K
              -------------------

              None
                                                                           
<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/ George K. Webster
                                                   ---------------------
                                                   George K. Webster
                                                   President and CEO
                                                   (Principal Accounting and
                                                   Financial Officer)


Dated:  November 13, 1995
                                                                           
<PAGE>

                              EXHIBIT INDEX


     Exhibits
     --------

       27          -          Financial Data Schedule