<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q

(Mark one)
  X
----- QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
                   for the three months ended June 30, 2000

                                      OR

___ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
       For the transition period from _______________ to ______________

                            Commission File Number
                                   000-23657
                               AstroPower, Inc.
            (Exact name of registrant as specified in its charter)

Delaware                                              51-0315869
(State or other jurisdiction                          (IRS Employer
of incorporation or organization)                     Identification
                                                      Number)

Solar Park
Newark, Delaware                                      19716-2000
(Address of principal executive offices)              (Zip Code)

                                 302-366-0400
             (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 such shorter period that the Registrant was required
to file such report(s), and (2) has been subject to such filing requirements for
the past 90 days.

                           YES    X       NO ___
                                 ---
   ( Registrant became subject to filing requirements on February 12, 1998)

The number of shares outstanding of the Registrant's common stock, $0.01 par
value, as of August 11, 2000, was 11,505,913.
<PAGE>

                                AstroPower, Inc.
              FORM 10-Q FOR THE THREE MONTHS ENDED June 30, 2000

                               TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                        Page No.
                                                                        --------
<S>                                                                     <C>
                         PART I: FINANCIAL INFORMATION
                         -----------------------------
ITEM 1. FINANCIAL STATEMENTS

        .    Consolidated Balance Sheets -
             June 30, 2000 (unaudited) and December 31, 1999............    1, 2

        .    Consolidated Statements of Income (unaudited) -
             Three months and six months ended June 30, 2000 and 1999...    3, 4

        .    Consolidated Statements of Cash Flows (unaudited) -
             Six months ended June 30, 2000 and 1999....................       5

        .    Notes to Consolidated Financial Statements (unaudited).....       6

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS.............................   7 - 9


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

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.............      10

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K................................      10


        SIGNATURES......................................................      11
</TABLE>


Cautionary Note Regarding Forward-Looking Statements
----------------------------------------------------

This quarterly report on Form 10-Q contains forward-looking statements that are
made pursuant to the Safe Harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements involve risks, uncertainties and
assumptions as described from time to time in registration statements, annual
reports, and other periodic reports and filings which we file with the
Securities and Exchange Commission. All statements, other than statements of
historical facts, which address our expectations of sources of capital or which
express our expectation for the future with respect to financial performance or
operating strategies, including statements with respect to year 2000 compliance,
can be identified as forward-looking statements. As a result, there can be no
assurance that our future results will not be materially different from those
described herein as "believed", "anticipated", "estimated" or "expected", which
reflect our current views with respect to future events. We caution readers that
these forward-looking statements speak only as of the date hereof. We hereby
expressly disclaim any obligation or undertaking to release publicly any updates
or revisions to any such statements to reflect any changes in our expectations
or any change in events, conditions or circumstances on which such statement is
based.
<PAGE>

                               ASTROPOWER, INC.

                          CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                 June 30            Dec. 31
                                 ASSETS                                            2000               1999
--------------------------------------------------------------------------   ----------------    --------------
                                                                                (unaudited)
<S>                                                                          <C>                 <C>
CURRENT ASSETS:
Cash and cash equivalents.................................................     $  22,205,508        25,338,239
Accounts receivable:
     Trade, net...........................................................        16,103,434        14,106,031
     Other................................................................           255,180           418,174
Inventories...............................................................        10,121,708         7,823,382
Prepaid expenses..........................................................           971,857           747,828
Deferred tax asset........................................................         1,881,848         2,280,373
                                                                             ---------------     -------------
                                                                                  51,539,535        50,714,027

INVESTMENT IN JOINT VENTURES..............................................           830,157           662,838

PROPERTY AND EQUIPMENT....................................................        20,861,553        16,760,070
     Less accumulated depreciation and amortization.......................        (5,246,981)       (4,629,442)
                                                                             ---------------     -------------
                                                                                  15,614,572        12,130,628
                                                                             ---------------     -------------
          Total assets....................................................        67,984,264        63,507,493
                                                                             ===============     =============
</TABLE>

          See accompanying notes to consolidated financial statements.

                                       1
<PAGE>

                               ASTROPOWER, INC.

                          CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                June 30           Dec. 31
                                                                                  2000              1999
                                                                            ---------------    -------------
                                                                               (unaudited)
                 LIABILITIES AND STOCKHOLDERS' EQUITY
----------------------------------------------------------------------
<S>                                                                         <C>                <C>
CURRENT LIABILITIES:
Accounts payable......................................................      $    4,613,079        3,349,921
Accrued payroll and payroll taxes.....................................             652,453        1,050,525
Accrued expenses......................................................             163,904          182,571
                                                                            --------------     ------------
          Total current liabilities...................................           5,429,436        4,583,017

OTHER LIABILITIES:
Deferred tax liability and other......................................           1,410,697        1,431,398
                                                                            --------------     ------------
          Total liabilities...........................................           6,840,133        6,014,415
                                                                            --------------     ------------

COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock..........................................................             114,639          112,271
Additional paid-in capital............................................          59,325,687       57,795,387
Unearned compensation.................................................             (98,681)        (147,693)
Retained earnings (deficit)...........................................           1,802,486         (266,887)
                                                                            --------------     ------------
           Total stockholders' equity.................................          61,144,131       57,493,078
                                                                            --------------     ------------
                      Total liabilities and stockholders' equity......          67,984,264       63,507,493
                                                                            ==============     ============
</TABLE>

          See accompanying notes to consolidated financial statements.

                                       2
<PAGE>

                               ASTROPOWER, INC.

                       CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                                                            Three Months Ended June 30
                                                                        ------------------------------------
                                                                                    (unaudited)

                                                                             2000                1999
                                                                        ----------------    ----------------
<S>                                                                     <C>                 <C>
REVENUES:

      Product sales...............................................      $    11,038,572           7,249,725
      Research contracts..........................................              872,911             740,412
                                                                        ---------------     ---------------
                Total revenues....................................           11,911,483           7,990,136
COST OF REVENUES:
      Product sales...............................................            7,692,580           5,286,429
      Research contracts..........................................              631,654             522,186
                                                                        ---------------     ---------------
                Total cost of revenues............................            8,324,234           5,808,616
                                                                        ---------------     ---------------
                Gross profit......................................            3,587,249           2,181,521
OPERATING EXPENSES:
      Product development expenses................................              720,235             489,349
      General and administrative expenses.........................            1,038,083             738,112
      Selling expenses............................................              814,710             333,613
                                                                        ---------------     ---------------
                Income from operations............................            1,014,221             620,447
OTHER INCOME (EXPENSE):
      Interest expense............................................              (11,829)               (392)
      Equity in earnings (loss) of joint ventures.................              (60,000)                  -
      Interest income.............................................              333,961              15,942
                                                                        ---------------     ---------------
                Total other income................................              262,132              15,550
                                                                        ---------------     ---------------
INCOME BEFORE INCOME TAXES........................................            1,276,353             635,996
INCOME TAXES......................................................              319,089             190,799
                                                                        ---------------     ---------------
NET INCOME........................................................              957,264             445,197
                                                                        ===============     ===============

NET INCOME DATA:
      Net income per share - basic................................                 0.08                0.05
                                                                        ===============     ===============
      Net income per share - diluted..............................                 0.08                0.05
                                                                        ===============     ===============
      Weighted average shares outstanding - basic.................           11,458,035           8,680,964
                                                                        ===============     ===============
      Weighted average shares outstanding - diluted...............           12,536,529           9,703,198
                                                                        ===============     ===============
</TABLE>


          See accompanying notes to consolidated financial statements.

                                       3
<PAGE>

                               ASTROPOWER, INC.

                       CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                                                             Six Months Ended June 30
                                                                        -----------------------------------
                                                                                     (unaudited)

                                                                             2000                1999
                                                                        ---------------     ---------------
<S>                                                                     <C>                 <C>
REVENUES:
      Product sales..............................................        $   20,709,054          13,550,281
      Research contracts.........................................             1,605,017           1,578,840
                                                                        ---------------     ---------------
                Total revenues...................................            22,314,071          15,129,121
COST OF REVENUES:
      Product sales..............................................            14,291,413           9,973,474
      Research contracts.........................................             1,145,264           1,136,912
                                                                        ---------------     ---------------
                Total cost of revenues...........................            15,436,677          11,110,386
                                                                        ---------------     ---------------
                Gross profit.....................................             6,877,394           4,018,735
OPERATING EXPENSES:
      Product development expenses...............................             1,343,172           1,045,759
      General and administrative expenses........................             1,896,318           1,392,240
      Selling expenses...........................................             1,353,559             593,461
                                                                        ---------------     ---------------

                Income from operations...........................             2,284,345             987,275
OTHER INCOME (EXPENSE):
      Interest expense...........................................               (13,621)               (785)
      Equity in earnings (loss) of joint ventures................               (80,000)                  -
      Interest income............................................               674,789              57,653
                                                                        ---------------     ---------------
                Total other income...............................               581,168              56,868
                                                                        ---------------     ---------------
INCOME BEFORE INCOME TAXES.......................................             2,865,513           1,044,141
INCOME TAXES.....................................................               796,140             313,242
                                                                        ---------------     ---------------
NET INCOME.......................................................             2,069,373             730,899
                                                                        ===============     ===============


NET INCOME DATA:
      Net income per share - basic...............................                  0.18                0.09
                                                                        ===============     ===============
      Net income per share - diluted.............................                  0.16                0.08
                                                                        ===============     ===============
      Weighted average shares outstanding - basic................            11,381,042           8,639,821
                                                                        ===============     ===============
      Weighted average shares outstanding - diluted..............            12,580,454           9,543,149
                                                                        ===============     ===============
</TABLE>

          See accompanying notes to consolidated financial statements.

                                       4
<PAGE>

                               ASTROPOWER, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                           Six Months Ended June 30
                                                                                      -----------------------------------
                                                                                                  (unaudited)

                                                                                            2000                1999
                                                                                      ----------------     --------------
<S>                                                                                   <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net Income..................................................................         $   2,069,373            730,899
    Adjustments to reconcile net income to net cash used in operating
        activities:
               Deferred income taxes............................................               398,525            313,242
           Depreciation and amortization........................................               617,539            516,987
           Amortization of unearned compensation................................                49,012             49,012
           Investment in joint ventures.........................................              (167,319)                 -
           Changes in working capital items:
                Accounts receivable.............................................            (1,834,409)        (2,154,469)
                Inventories.....................................................            (2,298,326)        (2,702,712)
                Prepaid expenses................................................              (224,029)          (848,131)
                Accounts payable and accrued expenses...........................             1,244,491            781,931
                Accrued payroll and payroll taxes...............................              (398,072)          (291,096)
                Other...........................................................                (8,333)             9,224
                                                                                      ----------------     --------------
      Net cash used in operating activities.....................................              (551,548)        (3,595,113)
                                                                                      ----------------     --------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures............................................................            (4,101,483)        (1,482,776)
                                                                                      ----------------     --------------
Net cash used in investing activities...........................................            (4,101,483)        (1,482,776)
                                                                                      ----------------     --------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock..........................................             1,520,300            682,392
                                                                                      ----------------     --------------
Net cash provided by financing activities.......................................             1,520,300            682,392
                                                                                      ----------------     --------------

NET DECREASE IN CASH AND CASH EQUIVALENTS.......................................            (3,132,731)        (4,395,497)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD................................            25,338,239          6,545,095
                                                                                      ----------------     --------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD......................................            22,205,508      $   2,149,598
                                                                                      ================     ==============
</TABLE>

          See accompanying notes to consolidated financial statements.

                                       5
<PAGE>

                                AstroPower, Inc.
                  Notes to Consolidiated Financial Statements
                                 June 30, 2000
                                   (unaudited)

(1)  General
     -------

The accompanying consolidated financial statements for the three month and six
month periods ended June 30, 2000 and 1999 have been prepared by AstroPower,
Inc. (Company) without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. The information furnished herein reflects
all adjustments (consisting only of normal recurring accruals) which are, in the
opinion of management, necessary to present fairly the financial position and
operating results of the Company as of and for the respective periods. Certain
information and footnote disclosures normally included in annual financial
statements prepared in accordance with generally accepted accounting principles
have been omitted pursuant to such rules and regulations. However, management of
the Company believes that the disclosures herein are adequate to make the
information presented not misleading. The accompanying financial statements
should be read in conjunction with the financial statements contained in the
Company's Annual Report Form 10-K for the year ended December 31, 1999. The
results of operations for interim periods may not be indicative of the results
that may be expected for the entire year.

                                       6
<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

Overview

We develop, manufacture, market and sell a range of solar electric power
products, including solar cells, modules and panels, for the global marketplace.
Solar cells are semiconductor devices which convert sunlight into electricity
and form the building block for all solar electric power products. Historically,
our products have primarily been used to generate electricity for users not
connected to the utility grid. Such applications include electrification of
rural homes and villages, and power supply for equipment in the communications
and transportation industries. More recently our products are also being used by
customers already connected to the utility grid as a clean, renewable source of
alternative or supplemental electricity. Additionally, through our joint venture
agreement with GPU International, we generate and sell wholesale solar electric
power.

We currently generate product revenues from the sale of solar cells, modules,
and panels. Although we are continuing a significant expansion of our
Silicon-Film manufacturing capacity, the predominant source of our product
revenues to date has been recycled wafer products. We recognize product sales
revenue upon shipment. Solar cell prices and manufacturing costs vary depending
upon supply and demand in the market for solar cells and modules, order size,
yields, the costs of raw materials, particularly reclaimed silicon wafers
recycled from the semiconductor industry, and other factors. Product sales
represented 92.7% and 92.8% of total revenues for the three months and six
months ended June 30, 2000, respectively. In addition, we also generate revenue
from contracts with various federal government agencies to conduct research on
advanced Silicon-Film products and optoelectronic devices. Generally, these
contracts last from six months to three years. We recognize research contract
revenue at the time costs benefiting the contracts are incurred, which
approximates the percentage of completion method.

For the three months and six months ended June 30, 2000, 81.2% and 82.1%,
respectively, of our product revenues were generated by sales to customers
located outside of the United States. We believe that international sales will
continue to account for a significant portion of our product sales for the
foreseeable future. Current sales are denominated in U.S. dollars and foreign
exchange rate fluctuations have not had an impact on our results of operations.

Solar cells that we manufacture are sold to original equipment manufacturers
that assemble the solar cells into modules. We sell modules to distributors and
value-added resellers. The sale of a module results in substantially more
revenue to us than the sale of solar cells due to the value of the additional
materials, labor and overhead added during the module assembly process.
Accordingly, our product sales are affected not just by changes in total solar
cells produced, but by changes in the mix between solar cells and modules sold.
The gross margin percentages for modules are generally less than those of solar
cells and as a result, changes in the mix of solar cells and modules sold may
affect total product gross margin.

Substantially all of our revenues from government contracts are subject to audit
under various federal statutes. Although we have received final written
acceptance of our overhead rates through 1993, the Defense Contract Audit Agency
is now disputing certain elements of those submissions as well as the overhead
rates for 1994 and 1995. The dispute is centered on the effect of our
manufacturing operations on our government contract overhead rates during the
years of transition from a contract research and development organization to
commercial manufacturing. The overhead rates for 1996 have been submitted, but
have not yet been audited. This dispute does not affect our overhead rates for
1997, 1998 and 1999, inasmuch as we revised our methodology for determining
overhead rates. We believe that adjustments to revenue, if any, will not have a
material adverse effect on our business and financial condition, but may impact
results of operations.

                                       7
<PAGE>

Results of Operations

Three Months Ended June 30, 2000 and 1999


Revenues - Our total revenues were $11.9 million for the three months ended June
30, 2000, an increase of

$3.9 million or 49.1% from 1999. Product sales were $11.0 million for the three
months ended June 30, 2000, an increase of $3.8 million or 52.3% from 1999. Our
increase in product sales was due to ongoing strong demand for our products and
expansion of manufacturing capacity at both our manufacturing plants. Contract
revenues were $873,000 for the three months ended June 30, 2000, an increase of
$ 132,000 or 17.9% from 1999.

Gross profit - Our gross profit was $3.6 million for the three months ended June
30, 2000, an increase of

$1.4 million or 64.4% from 1999. Product gross profit for the three months ended
June 30, 2000 was $3.3 million, an increase of $1.4 million or 70.4% from 1999.
Our product gross margin was 30.3% for the three months ended June 30, 2000. In
the similar 1999 period, the product gross margin was 27.1%. Our 2000 second
quarter increase in product gross margins was due to improvements in
manufacturing productivity and the effects of increased manufacturing volumes on
unit costs as compared to the similar period in 1999. Product gross margins were
lower in the second quarter of 2000 as compared to the first quarter as a result
of a shift in product mix away from solar cells and expenses of our capacity
expansion. Our gross profit on research contracts for the three months ended
June 30, 2000 was $241,000, an increase of $23,000 or 10.6% from the 1999
period.

Product development costs - Our product development costs for the three months
ended June 30, 2000 were $720,000, up $231,000 or 47.2% from 1999, as a result
of increased levels of development efforts related to new products.

General and administrative expenses - Our general and administrative expenses
for the three months ended June 30, 2000 were $1.0 million, an increase of
$300,000 or 40.6% from the similar 1999 period. The increase is primarily a
result of higher levels of salaries, professional fees and insurance expenses.

Selling expenses - Our selling expenses for the three months ended June 30, 2000
were $815,000, an increase of $481,000 or 144.2% from 1999. The increase is due
to higher salary costs as a result of additions to the sales and marketing
staff, and higher advertising expenditures.

Interest income - Our interest income for the three months ended June 30, 2000
was $334,000, as compared with $16,000 in the 1999 period. The increase is due
to higher cash balances as a result of our follow-on public offering in October,
1999.

Income taxes - Income taxes for the three months ended June 30, 2000 were
$319,000, as compared with $191,000 in 1999, representing an effective rate of
25.0%. Our effective tax rate is lower than the statutory rates, principally as
a result of research and experimentation tax credits and the benefit of a
Foreign Sales Corporation.

                                       8
<PAGE>

Results of Operations

Six Months Ended June 30, 2000 and 1999

         Revenues - Our total revenues were $22.3 million for the six months
ended June 30, 2000, an increase of $7.2 million or 47.5% from 1999. Product
sales were $20.7 million for the six months ended June 30, 2000, an increase of
$7.2 million or 52.8% from 1999. Our increase in product sales was due to
ongoing strong demand for our products and improvements in manufacturing
productivity and increases in capacity at both our manufacturing plants.
Contract revenues were $1.6 million for both the six months ended June 30, 2000
and 1999.

         Gross profit - Our gross profit was $6.9 million for the six months
ended June 30, 2000, an increase of $2.9 million or 71.1% from 1999. Product
gross profit for 2000 was $6.4 million, an increase of $2.8 million or 79.4%
from 1999. Our product gross margin was 31.0% for the six months ended June 30,
2000. In the similar 1999 period, the product gross margin was 26.4%. The 1999
product gross margin was affected by startup costs pertaining to our second
manufacturing facility. Our gross profit on research contracts for the six
months ended June 30, 2000 was $460,000, an increase of $18,000 or 4.0% from the
1999 period

         Product development costs - Our product development costs for the six
months ended June 30, 2000 were $1.3 million, up $297,000 or 28.4% from 1999, as
a result of increased levels of development efforts related to new products.

         General and administrative expenses - Our general and administrative
expenses for the six months ended June 30, 2000 were $1.9 million, an increase
of $504,000 or 36.2% from the similar 1999 period. The increase is primarily due
to higher levels of salaries as a result of additional positions to support our
growth, professional fees and insurance expenses.

         Selling expenses - Our selling expenses for the six months ended June
30, 2000 were $1.4 million, an increase of $760,000 or 128.1% from 1999. The
increase is due to higher salary costs as a result of additions to the sales and
marketing staff, higher travel costs and increased advertising expenses.

         Interest income - Our interest income for the six months ended June 30,
2000 was $675,000, as compared with $58,000 in the 1999 period. The increase was
due to increased cash balances available for investment, as a result of our
follow-on public offering in October 1999.

         Income taxes - Income taxes for the six months ended June 30, 2000 were
$796,000, as compared with $313,000 in 1999. Our effective tax rate in 2000 has
decreased to 27.8% from 30.0% in the 1999 period. Our effective tax rate is
lower than the statutory rate principally as a result of research and
experimentation tax credits and the benefit of a Foreign Sales Corporation.

Liquidity and Capital Resources

At June 30, 2000, we had cash of $22.2 million, as compared with $25.3 million
at December 31, 1999. The decrease in the cash balance during the six months
ended June 30, 2000 was due to increases in accounts receivable and inventory
balances and to increases in capital expenditures, offset by increases in
accounts payable and proceeds from the exercise of stock options.

Our sources of liquidity as of June 30, 2000 consist principally of cash of
$22.2 million, and available bank credit lines of $4.0 million. Any borrowings
under our bank facilities will be secured by accounts receivable, inventory and
machinery and equipment. There were no borrowings outstanding under the bank
credit lines as of June 30, 2000.

We expect that the available cash balance, together with projected cash
generated from operations and available bank credit lines, will be sufficient to
fund our activities for the next 24 months.

                                       9
<PAGE>

                               AstroPower, Inc.
              FORM 10-Q FOR THE THREE MONTHS ENDED JUNE 30, 2000



                          PART II: OTHER INFORMATION

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         The Company's Annual Meeting of Shareholders was held on June 15, 2000
         for the purpose of the following:

         1.   To elect two directors
         2.   To amend the Company's 1999 Stock Option Plan so as to increase
              the number of shares available.
         3.   To amend and restate the Certificate of Incorporation so as to
              increase the authorized shares of common stock.
         4.   To ratify the appointment of independent accountants.

         Shareholders votes on these proposals follow:

Election of Directors:

        Name                     For            Against      Broker Non-Votes
        ----                     ---            -------      ----------------

Dr. George S. Reichenbach      8,296,200        217,750             -
Dr. George W. Roland           8,293,637        220,263             -

<TABLE>
<CAPTION>
                                         For         Against     Abstain       Broker Non-Votes
                                         ---         -------     -------       ----------------
<S>                                    <C>          <C>          <C>           <C>
Proposal to amend 1999 Stock           6,685,836    1,687,592    140,482               -
Option Plan

Proposal to approve 1999               7,434,256    1,011,849    67,8905               -
AstroPower, Inc. Stock Option Plan

Proposal to ratify appointment of      8,471,593        8,534    33,783                -
independent accountants
</TABLE>

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

          Exhibits

          Exhibit No.               Description
          -----------               -----------

          27                        Financial Data Schedule

          There were no reports on Form 8-K filed during the quarter ended
          June 30, 2000.

                                       10
<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.

                               AstroPower, Inc.


Date: August 14, 2000      By: /s/        Allen M. Barnett
                               ------------------------------------------------
                                          Allen M. Barnett
                                    President and Chief Executive Officer

Date: August 14, 2000      By: /s/        Thomas J. Stiner
                               ------------------------------------------------
                                          Thomas J. Stiner
                              Senior Vice President and Chief Financial Officer
                                         (Principal Financial Officer)

                                       11