<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-Q/A
                                 Amendment No.1

(Mark One)

[X] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange
    Act of 1934 for the quarterly period ended September 30, 2001

[ ] Transition report pursuant to section 13 or 15(d) of the Securities Exchange
    Act of 1934 For the Transition period from __________ to __________

Commission File No. 1-7134


                             MERCURY AIR GROUP, INC.

             (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                                       <C>
            Delaware                                            11-1800515
 ------------------------------                           ----------------------
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                           Identification Number)

5456 McConnell Avenue, Los Angeles, CA                            90066
----------------------------------------                        ----------
(Address of principal executive offices)                        (Zip Code)
</TABLE>

                                 (310) 827-2737
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

        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 equity, as of the latest practicable date.

<TABLE>
<CAPTION>
                                           Number of Shares Outstanding
               Title                          As of November 9, 2001
               -----                          ----------------------
   <S>                                     <C>
   Common Stock, $0.01 Par Value                    6,577,380
</TABLE>

<PAGE>

Explanatory Note

This electronic report on Form 10Q/A is being filed solely for the purpose of
including exhibits 4.7, 4.8 and 10.23





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Explanatory Note

This form 10-Q/A is being filed solely for the purpose of including Exhibits
4.7, 4.8 and 10.23

Item 14 (a) Exhibits and Exhibit List

                  All exhibits to this Form 10-Q/A except those designated with
        two asterisks (**) which are filed herewith and those designated with
        three asterisks (***) which were filed with the initial filing of this
        Form 10-Q on November 19, 2001 have previously been filed with the
        Commission, as a reference, and pursuant to 17 C.F.R. Section 230.411
        are incorporated by reference herein.

<TABLE>
<CAPTION>
Exhibit
No.         Description
-------     -----------
<S>         <C>
2.1         Agreement and Plan of Merger adopted January 9, 2001. (17)

2.2         Certificate of Merger. (17)

3.1         Bylaws of Company adopted January 9, 2001. (17)

3.2         Certificate of Incorporation. (17)

4.1         Loan Agreement between California Economic Development Financing
            Authority and Mercury Air Group, Inc. relating to $19,000,000
            California Economic Development Financing Authority Variable Rate
            Demand Airport Facilities Revenue Bonds, Series 1998 (Mercury Air
            Group, Inc. Project) dated as of April 1, 1998. (2)

4.2         Securities Purchase Agreement dated September 10, 1999 by and among
            Mercury Air Group, Inc. and J.H. Whitney Mezzanine Fund, L.P. (12)

4.3         Amendment No. 1 dated as of September 30, 2000 by and between J.H.
            Whitney Mezzanine, L.P. and Mercury Air Group, Inc. to the
            Securities Agreement. (16)

4.4         Waiver and Consent Agreement dated as of December 29, 2000 among
            Mercury Air Group, Inc. and J.H. Whitney Mezzanine Fund, L.P. (17)

4.5         Waiver and Consent Agreement dated as of July 2, 2001 among Mercury
            Air Group, Inc. and J.H. Whitney Mezzanine Fund, L.P. (18)

4.6         Waiver Agreement dated as of September 25, 2001 among Mercury air
            Group, Inc. and J.H. Whitney Mezzanine Fund, L.P.(18)

4.7         Amendment No. 2 dated as of September 30, 2001 by and between J.H.
            Whitney Mezzanine, L.P. and Mercury Air Group, Inc. to the
            Securities Purchase Agreement**

4.8         Amended and Restated J.H. Whitney Mezzanine Fund, L.P. Warrant**.

10.1        Company's 1990 Long-term Incentive Plan. (4)*

10.2        Company's 1990 Directors Stock Option Plan.(1)*

10.3.       Lease for 6851 West Imperial Highway, Los Angeles, California. (3)

10.4        Memorandum Dated September 15, 1997 regarding Summary of Officer
            Life Insurance Policies with Benefits Payable to Officers or Their
            Designated Beneficiaries. (8)*

10.5        Employment Agreement dated November 15, 1994 between the Company and
            Joseph Czyzyk. (9)*

10.6        Non-Qualified Stock Option Agreement dated March 21, 1996, by and
            between Frederick H. Kopko and Mercury Air Group, Inc. (6) *

10.7        Company's 1998 Long-Term Incentive Plan. (10) *

10.8        Company's 1998 Directors Stock Option Plan. (10) *
</TABLE>



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<TABLE>
<CAPTION>
Exhibit
No.         Description
-------     -----------
<S>         <C>
10.9        Amendment to Employment Agreement by and between Mercury Air Group,
            Inc. and Joseph A. Czyzyk dated October 15, 1998. (11) *

10.10       Amendment No. 2 to Employment Agreement by and between Mercury Air
            Group, Inc. and Joseph A. Czyzyk dated April 12, 1999. (11) *

10.11       Revolving Credit and Term Loan Agreement dated as of March 2, 1999
            by and among Mercury Air Group, Inc., The Banks listed on Schedule 1
            thereto, and The Fleet National Bank f/k/a BankBoston, N.A., as
            Agent. (11)

10.12       First Amendment to Revolving Credit and Term Loan Agreement dated as
            of September 10, 1999. (14)

10.13       Second Amendment to Revolving Credit and Term Loan Agreement dated
            as of March 31, 2000. (14)

10.14       Third Amendment, Waiver and Consent to Revolving Credit and Term
            Loan Agreement dated as of August 11, 2000. (14)

10.15       The Company's 401(k) Plan consisting of CNA Trust Corporation.
            Regional Prototype Defined Contribution Plan and Trust and Adoption
            Agreement. (14)*

10.16       Amendment No. 3 to Employment Agreement by and between Mercury Air
            Group, Inc. and Joseph A. Czyzyk dated September 11, 2000. (15)*

10.17       Employment Agreement dated July 31, 2000 between the Company and Dr.
            Philip J. Fagan. (15)*

10.18       Fourth Amendment to Revolving Credit and Term Loan Agreement dated
            as of November 14, 2000. (16)

10.19       Amendment No. 1 to Mercury Air Group, Inc. 1998 Long-Term Incentive
            Option Plan as of August 22, 2000. (16)*

10.20       Amendment No. 1 to Mercury Air Group, Inc. 1998 Directors Stock
            Option Plan as of August 22, 2000. (16)*

10.21       Limited Waiver letter Agreement to Revolving Credit and Term Loan
            Agreement dated as of September 21, 2001. (18)

10.22       Fifth Amendment to Revolving Credit and Term Loan Agreement dated as
            of June 7, 2001.***

10.23       Limited Consent letter Agreement to Revolving Credit and Term Loan
            Agreement dated as of September 30, 2001.**

99.1        Partnership Agreement dated as of July 27, 2000 of CFK Partners by
            and among Philip J. Fagan, M.D., Frederick H. Kopko, Jr. and Joseph
            A. Czyzyk. (13)
</TABLE>

* Denotes managements contract or compensation plan or arrangement

  (1)          Such document was previously filed as Appendix A to the Company's
               Proxy Statement for the December 10, 1993 Annual Meeting of
               Shareholders and is incorporated herein by reference.

  (2)          All such documents were previously filed as Exhibits to the
               Company's Quarterly Report on Form 10-Q for the quarter ended
               March 31, 1998 and are incorporated herein by reference.

  (3)          All such documents were previously filed as Exhibits to the
               Company's Registration Statement No. 33-39044 on Form S-2 and are
               incorporated herein by reference.



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<PAGE>

  (4)          Such document was previously filed as Appendix A to the Company's
               Proxy Statement for the December 2, 1992 Annual Meeting of
               Shareholders.

  (5)          All such documents were previously filed as Exhibits to the
               Company's Registration Statement No. 33-65085 on Form S-1 and are
               incorporated herein by reference.

  (6)          All such documents were previously filed as Exhibits to the
               Company's Quarterly Report on Form 10-Q for the quarter ended
               March 31, 1996 and are incorporated herein by reference.

  (7)          All such documents were previously filed as Exhibits to the
               Company's Report on Form 8-K filed September 13, 1996 and are
               incorporated herein by reference.

  (8)          Such document was previously filed as an Exhibit to the Company's
               Annual Report on Form 10-K for the year ended June 30, 1997 and
               is incorporated herein by reference.

  (9)          All such documents were previously filed as an Exhibit to the
               Company's Annual Report on Form 10-K for the year ended June 30,
               1998 and is incorporated herein by reference.

  (10)         Such document was previously filed as Appendix A to the Company's
               Proxy Statement for the December 3, 1998 Annual Meeting of
               Shareholders and incorporated herein by reference.

  (11)         All such documents were previously filed as an Exhibit to the
               Company's Quarterly Report on Form 10-Q for the quarter ended
               March 31, 1999 and incorporated herein by reference.

  (12)         All such documents were previously filed as an Exhibit to the
               Company's Annual Report on Form 10-K for the year ended June 30,
               1999 and is incorporated herein by reference.

  (13)         Such document was previously filed as an Exhibit to the Company's
               current Report on Form 8-K on August 11, 2000 and is incorporated
               herein by reference.

  (14)         All such documents were previously filed as an Exhibit to the
               Company's Annual Report on Form 10-K for the year ended June 30,
               2000 and is incorporated herein by reference.

  (15)         All such documents were previously filed as an Exhibit to the
               Company's Quarterly Report on Form 10-Q for the quarter ended
               September 30, 2000 and incorporated herein by reference.

  (16)         All such documents were previously filed as an Exhibit to the
               Company's Quarterly Report on Form 10-Q for the quarter ended
               December 31, 2001 and incorporated herein by reference.



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<PAGE>

  (17)         All such documents were previously filed as an Exhibit to the
               Company's Quarterly Report on Form 10-Q for the quarter ended
               March 31, 2001 and incorporated herein by reference.


  (18)         All such documents were previously filed as an Exhibit to the
               Company's Annual Report on Form 10-K for the year ended June 30,
               2001 and is incorporated herein by reference.

(b) Reports on Form 8-K:

        None



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<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.





                                      Mercury Air Group, Inc.
                                      Registrant


                                      /s/ JOSEPH CZYZYK
                                      ------------------------------------------
                                      Joseph Czyzyk
                                      Chief Executive Officer





                                      /s/ RANDY AJER
                                      ------------------------------------------
                                      Randy Ajer
                                      Principal Financial and Accounting Officer





Date: November 21, 2001



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