UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                    Washington, DC  20549

                          FORM 10-Q


     (X)  Quarterly Report Pursuant to Section 13 or 15(d)
          of the Securities Exchange Act of 1934

          For the third quarter period ended May 31, 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   0-20212

                          ARROW INTERNATIONAL, INC.
            -----------------------------------------------------
           (Exact name of registrant as specified in its charter)


         Pennsylvania                            23-1969991
-------------------------------              -------------------
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)               Identification No.)


2400 Bernville Road, Reading, Pennsylvania          19605
------------------------------------------        ----------
(Address of principal executive offices)          (Zip Code)


Registrant's telephone number, including area code:(610) 378-0131
                                                   --------------
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.

       Class                  Shares outstanding at July 11, 2000
     ---------                -----------------------------------

Common Stock, No Par Value            22,120,003

</PAGE>

<PAGE>
                  ARROW INTERNATIONAL, INC.

                       Form 10-Q Index


[S]                                                     Page
                                                        ----
                                                        [C]
PART I. FINANCIAL INFORMATION

        Item 1.  Financial Statements

        Consolidated Balance Sheets at May 31, 2000
        and August 31, 1999                              3-4

        Consolidated Statements of Income                5-6

        Consolidated Statements of Cash Flows            7-8

        Consolidated Statements of Comprehensive Income    9

        Notes to Consolidated Financial Statements     10-14


       Item 2.  Management's Discussion and Analysis of
                Financial Condition and Results of
                Operations                             15-21

       Item 3.  Quantitative and Qualitative Disclosures
                About Market Risk                         23



PART II.       OTHER INFORMATION

       Item 4.  Submission of Matters to a Vote of
                Security Holders                          24

       Item 6.  Exhibits and Reports on Form 8-K          24


       Signature                                          25

       Exhibit Index                                      26








                             -2-
</PAGE>

<PAGE>

PART I - FINANCIAL INFORMATION


Item 1. Financial Statements

<TABLE>
<CAPTION>

                  ARROW INTERNATIONAL, INC.
                 CONSOLIDATED BALANCE SHEETS

                       (In thousands)
                         (Unaudited)

                                     May 31,       August 31,
                                       2000           1999
                                    ----------     ----------
<S>                                 <C>            <C>
ASSETS

Current assets:
 Cash and cash equivalents          $    3,942     $    3,939
 Accounts receivable, net               73,329         70,467
 Inventories                            82,599         74,809
 Prepaid expenses and other             17,378         16,242
 Deferred income taxes                   2,122          2,018
                                    ----------      ---------
  Total current assets                 179,370        167,475
                                    ----------      ---------

Property, plant and equipment:
 Total property, plant and equipment   216,718        204,939

 Less accumulated depreciation        (97,919)       (88,005)
                                    ----------     ----------
                                       118,799        116,934
                                    ----------     ----------


Other assets:
 Goodwill, net                          39,443         35,698
 Intangible and other assets, net       39,648         33,487
 Deferred income taxes                   5,753          4,738
                                    ----------     ----------
  Total other assets                    84,844         73,923
                                    ----------     ----------

  Total assets                      $  383,013     $  358,332
                                    ==========     ==========

</TABLE>





See accompanying notes to consolidated financial statements.

                          Continued

                             -3-
</PAGE>


<PAGE>

<TABLE>
<CAPTION>


                  ARROW INTERNATIONAL, INC.
           CONSOLIDATED BALANCE SHEETS, Continued

            (In thousands, except share amounts)
                         (Unaudited)

                                        May 31,       August 31,
                                          2000           1999
                                       ---------      ----------
<S>                                 <C>            <C>
LIABILITIES

Current liabilities:
 Current maturities of long-term debt  $      300     $      470
 Notes payable                             53,170         32,802
 Accounts payable                           8,431         10,028
 Cash overdrafts                            1,098            394
 Accrued liabilities                        8,480          8,707
 Accrued compensation                       7,421          6,223
 Accrued income taxes                       5,323            950
                                       ----------     ----------
  Total current liabilities                84,223         59,574

Long-term debt                              9,482         11,105
Accrued postretirement benefit obligation   9,849          9,486

Commitments and contingencies

SHAREHOLDERS' EQUITY

 Preferred Stock, no par value;
  5,000,000 shares authorized;
  none issued                                -              -
 Common Stock, no par value;
  50,000,000 shares authorized;
  issued 26,478,813 shares                 45,661         45,661
 Retained earnings                        280,902        250,931
  Less treasury stock at cost:
  4,315,810 and 3,420,970 shares,
  respectively                            (39,575)       (12,618)
 Accumulated other comprehensive
  expense                                  (7,529)        (5,807)
                                       ----------     ----------
  Total shareholders' equity              279,459        278,167
                                       ----------     ----------

  Total liabilities and
   shareholders' equity                $  383,013     $  358,332
                                       ==========     ==========
</TABLE>



See accompanying notes to consolidated financial statements.

                             -4-

</PAGE>


<PAGE>

<TABLE>
<CAPTION>

                  ARROW INTERNATIONAL, INC.
              CONSOLIDATED STATEMENTS OF INCOME

     (In thousands, except share and per share amounts)
                         (Unaudited)

                                    For the Three Months Ended
                                    --------------------------
                                     May 31,        May 31,
                                       2000           1999
                                     --------       ---------
<S>                                  <C>            <C>

Net sales                            $  81,290      $  75,865
Cost of goods sold                      38,485         35,908
                                     ---------      ---------
 Gross profit                           42,805         39,957


Operating expenses:
 Research, development and engineering   5,369          4,988
 Selling, general and administrative    18,392         17,813
                                     ---------      ---------

 Operating income                       19,044         17,156
                                     ---------      ---------

Other expenses (income):
 Interest expense, net of
    amounts capitalized                    623            297
 Interest income                          (141)          (131)
 Other, net                               (302)          (942)
                                     ---------      ---------
 Other expenses, net                       180           (776)
                                     ---------      ---------

Income before income taxes              18,864         17,932
Provision for income taxes               6,414          6,545
                                     ---------      ---------


  Net income                         $  12,450      $  11,387
                                     =========      =========




Basic and diluted earnings
  per common share                   $     .56      $     .49
                                     =========      =========
Cash dividends per common share      $    .060      $    .055
                                     =========      =========
Weighted average shares outstanding 22,277,772     23,201,489
                                    ==========     ==========

</TABLE>








See accompanying notes to consolidated financial statements.

                                 -5-
</PAGE>



<PAGE>

<TABLE>
<CAPTION>


                  ARROW INTERNATIONAL, INC.
              CONSOLIDATED STATEMENTS OF INCOME

     (In thousands, except share and per share amounts)
                         (Unaudited)

                                         For the Nine Months Ended
                                         -------------------------
                                            May 31,        May 31,
                                             2000           1999
                                         ----------      ---------
<S>                                      <C>             <C>

Net sales                                 $ 238,608      $ 218,224
Cost of goods sold                          111,652        102,569
 Gross profit                               126,956        115,655
                                          ---------      ---------
Operating expenses:
 Research, development and engineering       15,493         15,739
 Selling, general and administrative         55,511         52,037
 Special charges                              3,320          4,139
                                          ---------      ---------

 Operating income                            52,632         43,740
                                          ---------      ---------

Other expenses (income):
 Interest expense, net of
    amounts capitalized                       1,675          1,021
 Interest income                               (429)          (294)
 Other, net                                      25         (3,972)
                                          ---------      ---------
 Other expenses (income), net                 1,271         (3,245)
                                          ---------      ---------

Income before income taxes                   51,361         46,985
Provision for income taxes                   17,463         17,150
                                          ---------      ---------

 Net income                               $  33,898      $  29,835
                                          =========      =========



Basic and diluted earnings
   per common share                       $    1.50      $    1.29
                                          =========      =========

Cash dividends per common share           $    .175      $    .160
                                          =========      =========

Weighted average shares outstanding      22,572,368     23,217,815
                                         ==========     ==========
</TABLE>






See accompanying notes to consolidated financial statements.


                             -6-

</PAGE>


<PAGE>

<TABLE>
<CAPTION>


                      ARROW INTERNATIONAL, INC.
                CONSOLIDATED STATEMENTS OF CASH FLOWS

                           (In thousands)
                             (Unaudited)

                                           For the Nine Months Ended
                                           -------------------------
                                             May 31,         May 31,
                                              2000            1999
                                           ----------      ---------
<S>                                        <C>             <C>
Cash flows from operating activities:
 Net income                                 $  33,898      $  29,835

Adjustments to reconcile net income to net cash
 provided by operating activities:
 Depreciation                                  10,782         10,817
 Special charge                                 3,320          4,139
 Amortization of intangible assets
    and goodwill                                4,383          2,470
 Amortization of unearned compensation            -               44
 Deferred income taxes                         (1,119)        (2,685)
 Unrealized holding (gain) loss on securities    (225)           887
 Other                                            346            320
 Changes in operating assets and liabilities:
  Accounts receivable, net                     (3,924)        (7,519)
  Inventories                                  (8,754)           334
  Prepaid expenses and other                   (2,236)        (3,586)
  Accounts payable and accrued liabilities     (1,730)         3,960
  Accrued compensation                          1,255         (1,872)
  Accrued income taxes                          4,350            536
                                           ----------     ----------
  Total adjustments                             6,448          7,845
                                           ----------     ----------
  Net cash provided by operating activities    40,346         37,680

Cash flows from investing activities:
 Capital expenditures                         (13,935)       (14,557)
 Increase in intangible and other assets       (4,511)        (1,442)
 Cash paid for businesses acquired, net       (11,016)       (27,888)
                                           ----------     ----------
  Net cash used in investing activities       (29,462)       (43,887)

Cash flows from financing activities:
 Increase in notes payable                     20,390         17,962
 Principal payments of long-term debt            (830)          (997)
 Increase (decrease) in book overdrafts           704         (1,884)
 Dividends paid                                (3,864)        (3,600)
 Proceeds from stock options exercised             50            -
 Purchase of treasury stock                   (27,007)        (1,564)
                                           ----------     ----------
  Net cash (used in) provided
    by financing activities                   (10,557)         9,917

 Effect of exchange rate changes on cash and
  cash equivalents                               (324)           (80)

Net change in cash and cash equivalents             3          3,630
Cash and cash equivalents at beginning of year  3,939          4,652
                                           ----------     ----------
Cash and cash equivalents
    at end of period                       $    3,942     $    8,282
                                           ==========     ==========
</TABLE>


    See accompanying notes to consolidated financial statements.

                              Continued

                                 -7-

</PAGE>


<PAGE>

<TABLE>
<CAPTION>

                   ARROW INTERNATIONAL, INC.
        CONSOLIDATED STATEMENTS OF CASH FLOWS, Continued

                         (In thousands)
                           (Unaudited)


                                            For the Nine Months Ended
                                            -------------------------
                                             May 31,        May 31,
                                               2000           1999
                                            ----------     ----------
<S>                                         <C>            <C>

Supplemental disclosure of cash flow information:

 Cash paid during the year for:
  Interest (net of amounts capitalized)      $   1,675      $   1,021
  Income taxes                               $  14,546      $  17,843


Supplemental schedule of non-cash investing and financing activities:

  Estimated fair value of assets acquired,
     net of cash acquired                    $  13,325      $  29,110
  Cash paid for assets, net of cash acquired,
     of $386 and $0, respectively               11,016         27,888
                                             ---------      ---------
  Liabilities assumed                        $   2,309      $   1,222
                                             =========      =========

 Cash paid for business acquired:
  Working capital                            $    (876)     $   7,722
  Property, plant and equipment                     54            300
  Goodwill, intangible assets and in-process
    research and development                    12,224         19,866
                                             ---------      ---------
                                             $  11,402      $  27,888
                                             =========      =========
</TABLE>



   See accompanying notes to consolidated financial statements

                               -8-
</PAGE>



<PAGE>

<TABLE>
<CAPTION>


                    ARROW INTERNATIONAL, INC.
         CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                         (In thousands)
                           (Unaudited)


                                            For the Three Months Ended
                                            --------------------------
                                              May 31,        May 31,
                                                2000          1999
                                             ---------      ---------
<S>                                          <C>            <C>

Net income                                   $  12,450      $  11,387

Other comprehensive income (expense):
 Currency translation adjustments               (1,174)        (1,708)
 Unrealized holding loss on securities,
  net of tax ($360 and $417, respectively)        (579)          (632)
                                             ---------      ---------
Other comprehensive expense                     (1,753)        (2,340)
                                             ---------      ---------

Total comprehensive income                   $  10,697      $   9,047
                                             =========      =========


                                             For the Nine Months Ended
                                             -------------------------
                                               May 31,       May 31,
                                                2000          1999
                                             ---------      ---------
<S>                                          <C>            <C>

Net income                                   $  33,898      $  29,835

Other comprehensive income (expense):
 Currency translation adjustments               (2,113)          (922)
 Unrealized holding gain (loss) on securities,
  net of tax ($(225) and $887, respectively)       391         (1,343)
                                             ---------      ---------

Other comprehensive expense                     (1,722)        (2,265)
                                             ---------      ---------

Total comprehensive income                   $  32,176      $  27,570
                                             =========      =========

</TABLE>




   See accompanying notes to consolidated financial statements


                               -9-

</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.
           Notes to Consolidated Financial Statements

            (In thousands, except per share amounts)
                           (Unaudited)


Note 1 - Basis of Presentation:

These  unaudited  consolidated financial statements  include  all
adjustments, consisting only of normal recurring accruals,  which
management  considers necessary for a fair  presentation  of  the
Company's consolidated financial position, results of operations,
and  cash  flows for the interim periods presented.  Results  for
the  interim period are not necessarily indicative of results for
the  entire  year.  Such statements are presented  in  accordance
with  the  requirements  of Form 10-Q  and  do  not  include  all
disclosures  normally required by generally  accepted  accounting
principles or those normally made on Form 10-K.


Note 2 - Inventories:

Inventories are summarized as follows:

<TABLE>
<CAPTION>

                                     May 31,       August 31,
                                       2000           1999
                                    ----------     ----------
<S>                                 <C>            <C>

 Finished goods                     $   29,867     $   31,779
 Semi-finished goods                    15,856         12,654
 Work-in-process                        10,922         10,528
 Raw materials                          25,954         19,848
                                    ----------     ----------

                                    $   82,599     $   74,809
                                    ==========     ==========

</TABLE>

Note 3 - Commitments and Contingencies:

The  Company is a party to certain legal actions arising  in  the
ordinary   course  of  its  business.   Based  upon   information
presently available to the Company, the Company believes  it  has
adequate  legal defenses or insurance coverage for these  actions
and  that the ultimate outcome of these actions would not have  a
material  adverse  effect on the Company's business,  results  of
operations, or financial position.




                            Continued

                              -10-
</PAGE>



<PAGE>

                    ARROW INTERNATIONAL, INC.
           Notes to Consolidated Financial Statements

            (In thousands, except per share amounts)
                           (Unaudited)

Note 4 - Related Party Transactions:

During  the three and nine months ended May 31, 2000, the Company
made  purchases  amounting  to $37 and $116,  respectively,  from
Precision Medical Products, Inc., ("PMP"), a former subsidiary of
Arrow Precision Products, Inc. ("Precision"), which is related to
the Company through common ownership.  PMP is currently owned  by
certain  former management employees of Precision,  including  T.
Jerome Holleran, who serves as PMP's Chairman and Chief Executive
Officer and as Secretary and a Director of the Company.

Note 5 - Accounting Policies

Reclassifications

Certain prior period information has been reclassified for
comparative purposes.

Fixed Asset Lives

During the three months ended May 31, 2000, the Company completed
a  study  of  its  fixed asset lives.  The study  indicated  that
actual  lives for certain asset categories were generally  longer
than the useful lives for depreciation purposes.  Therefore,  the
Company extended the estimated useful lives of certain categories
of  property, plant and equipment, effective March 1,  2000.  The
majority  of  the change in depreciation related to manufacturing
equipment.   For the three months ended May 31, 2000, the  change
in  depreciation expense related to manufacturing  equipment  was
included  in  inventory  value and  will  be  recognized  as  the
inventory is sold; the change in depreciation expense related  to
non-manufacturing  assets was reflected  in  operating  expenses.
This  change in estimated fixed asset lives resulted in decreased
depreciation expense of $961 and increased net income of $203 for
both  the  three and nine months ended May 31, 2000.   Basic  and
diluted earnings per common share increased by less than $.01  as
a result of this change.

Note 6 - Business Acquisitions:

On  September  1, 1999, the Company completed the acquisition  of
Sometec,  S.A.,  a French development company that  has  recently
developed   a  non-invasive  esophageal  ultrasound  probe   that
continuously measures descending aortic blood flow, for  $11,402.
The  acquisition has been accounted for using the purchase method
of accounting.  The allocation of the purchase price was prepared
on  a preliminary basis pending completion of the valuation.  The
excess of the purchase price over the estimated fair value of the
net  assets  acquired of approximately $4,783 is being  amortized
over  a period of 20 years.  Intangible assets acquired are being
amortized  over a period of 10 years.  The results of  operations
of  this  business  are  included in the  Company's  consolidated
financial  statements  from the date of acquisition.   Pro  forma
financial information is not presented as this acquisition has no
material  effect  on  the  Company's  results  of  operations  or
financial condition.

                            Continued

                              -11-

</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.
           Notes to Consolidated Financial Statements

            (In thousands, except per share amounts)
                           (Unaudited)

Note 7 - Special Charge:

In  the first quarter of fiscal 2000, the Company recorded a non-
cash  pre-tax special charge of $3,320 ($2,191 after-tax or  $.10
per  basic  and  diluted common share) related primarily   to   a
write-down  for   the   in-process   research   and   development
acquired  in connection with the Company's recent acquisition  of
Sometec,  S.A.  (see  Note  6  of  these  Notes  to  Consolidated
Financial  Statements).  The technology  acquired  is  a  compact
monitoring  device  that  measures and  monitors  the  descending
aortic  blood  flow  during anesthesia and intensive  care.   The
device  provides  real-time aortic blood flow (a  measurement  of
cardiac output) by using both pulsed Doppler for measuring  blood
velocity  and M-mode ultrasound to accurately measure the  aortic
diameter.    The  monitoring  system  consists   of   four   main
components: the main console (monitor), a transesophageal  probe,
a disposable jacket and an articulated probe holder.  The monitor
provides  the physician with a continuous display of a  patient's
hemodynamic  profile, including aortic blood  flow,  heart  rate,
stroke  volume,  peak  velocity, acceleration,  left  ventricular
ejection  time  and systemic vascular resistance.  To  facilitate
use  of  this device, a disposable jacket, containing an acoustic
gel, is placed over the probe utilizing a special vacuum mounting
tool  supplied  with the jacket.  The Company believes  that  the
speed  and  ease  of  use  of  this new  noninvasive  measurement
technique has the potential of establishing cardiac output  as  a
frequently  used  physician  tool with  value  similar  to  blood
pressure,  EKG  and pulse oximetry measurements.   In  accordance
with  SFAS No. 2, "Accounting for Research and Development Costs"
and  FIN  No.  4,  "Applicability  of  SFAS  No.  2  to  Business
Combinations Accounted for by the Purchase Method",  these  costs
were  charged  to  expense at the date  of  consummation  of  the
acquisition.   The value assigned to purchase Sometec  in-process
technology  was  based on a valuation prepared by an  independent
third-party  appraisal company.  Each of the  technologies  under
development   at  the  date  of  acquisition  was  reviewed   for
technological   feasibility,  stage  of   completeness   at   the
acquisition  date,  and  scheduled  release  dates  of   products
employing the technology to determine whether the technology  was
complete  or  under  development.  At the acquisition  date,  the
research  and  development  project  was  estimated  to  be   75%
complete.   Incomplete  development  efforts  at  the   time   of
acquisition  included improved portability, software  development
and  development  of the disposable sheath.   The  valuation  was
based  on  the  estimated cash flows resulting from  commercially
viable products discounted to present value using a risk adjusted
after-tax  discount  rate of 22%.  The research  and  development
costs  and  the  net  cash  inflows  from  these  projects   have
commenced.   However, while the Company believes  these  projects
will  be completed as planned, the Company cannot assure you that
they  will be completed on schedule or, once completed, that  the
new  products  resulting from these projects will be successfully
introduced into the marketplace.  The Company does not anticipate
material  adverse  changes from historical pricing,  margins  and
expense  levels  as  a  result of the  introduction  of  the  new
technologies related to the projects.


                              -12-

</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.
           Notes to Consolidated Financial Statements

            (In thousands, except per share amounts)
                           (Unaudited)


Note 8 - Segment Reporting:

In  the  fourth quarter of fiscal 1999, the Company adopted  SFAS
No. 131, "Disclosures about Segments of an Enterprise and Related
Information".   SFAS No. 131 changes the way the Company  reports
information  about  its  operating segments  to  the  "management
approach".   The  management  approach  is  based  on   the   way
management  organizes  the  segments within  the  enterprise  for
making  operating  decisions  and  assessing  performance.    The
Company  operates  as a single reportable segment.   The  Company
operates  in four main geographic regions, therefore, information
by product category and geographic areas is presented below.

The  following  table  provides quarterly information  about  the
Company's sales by product category:
<TABLE>
<CAPTION>

                    Three Months Ended    Three Months Ended
                       May 31, 2000           May 31, 1999
                    -------------------   ------------------
                    Critical    Cardiac   Critical   Cardiac
                      Care       Care       Care        Care
                    --------   --------   --------   -------
<S>                 <C>        <C>        <C>        <C>
Sales to external
  customers         $ 67,800   $ 13,500   $ 61,500   $ 14,400


The following tables present quarterly information about
geographic areas:


                               Three Months Ended May 31, 2000
                  ---------------------------------------------------------
                  United  Asia and        Other
                  States  Africa   Europe Foreign Eliminations Consolidated
                  ------  -------- ------ ------- ------------ ------------
<S>               <C>     <C>      <C>    <C>     <C>          <C>
Sales to unaffiliated
  customers      $ 61,600 $10,500  $6,900 $2,300    $  -        $   81,300



                              Three Months Ended May 31, 1999
                  ---------------------------------------------------------
                  United  Asia and        Other
                  States  Africa   Europe Foreign Eliminations Consolidated
                  ------  -------- ------ ------- ------------ ------------

Sales to unaffiliated
  customers      $ 57,900 $ 8,900  $6,900 $2,200    $  -        $   75,900

</TABLE>

Export sales to unaffiliated customers were $9,200 and $9,100 for  the
three months ended May 31, 2000 and May 31, 1999, respectively




                              -13-

</PAGE>


<PAGE>
                    ARROW INTERNATIONAL, INC.
           Notes to Consolidated Financial Statements

            (In thousands, except per share amounts)
                           (Unaudited)



Note 8 - Segment Reporting (continued):

The  following table provides year-to-date information about  the
Company's sales by product category:

<TABLE>
<CAPTION>

                     Nine Months Ended    Nine Months Ended
                       May 31, 2000          May 31, 1999
                    ------------------    -----------------
                    Critical   Cardiac    Critical  Cardiac
                      Care       Care       Care       Care
                    --------   -------    --------  -------
<S>                 <C>        <C>        <C>       <C>
Sales to external
  customers         $198,300  $ 40,300    $177,400  $ 40,800


The following tables present year-to-date information about
geographic areas:


                          Nine Months Ended May 31, 2000
                  ---------------------------------------------------------
                  United  Asia and        Other
                  States  Africa   Europe Foreign Eliminations Consolidated
                  ------  -------- ------ ------- ------------ ------------
<S>               <C>     <C>      <C>    <C>      <C>          <C>
Sales to unaffiliated
  customers      $180,900 $30,000  $21,100 $ 6,600   $  -       $  238,600


                          Nine Months Ended May 31, 1999

                  United  Asia and        Other
                  States  Africa   Europe Foreign Eliminations Consolidated
                  ------  -------- ------ ------- ------------ ------------
Sales to unaffiliated
  customers      $166,500 $24,900  $20,900 $  5,900  $  -       $  218,200

</TABLE>

Export  sales to unaffiliated customers were $26,600 and $25,900  for
the nine months ended May 31, 2000 and May 31, 1999, respectively.


Note 9 - New Accounting Standards:

On  December  6, 1999, the Securities and Exchange Commission  issued
Staff  Accounting  Bulletin #101, Revenue  Recognition  in  Financial
Statements  (SAB  101).   SAB 101 summarizes  the  staff's  views  in
applying   generally  accepted  accounting  principles   to   revenue
recognition  in financial statements.  SAB 101 is effective  for  the
fourth  quarter  of  fiscal  year 2001.   The  Company  is  currently
evaluating  the impact SAB 101 will have on its financial statements,
if any.



                              -14-

</PAGE>



<PAGE>
                    ARROW INTERNATIONAL, INC.
           Notes to Consolidated Financial Statements



Item 2.  Management's Discussion and Analysis of Financial
Condition and Results of Operations

The   following   discussion  includes  certain   forward-looking
statements.   Such forward-looking statements are  subject  to  a
number  of  factors, including material risks, uncertainties  and
contingencies,  which  could  cause  actual  results  to   differ
materially from the forward-looking statements.  For a discussion
of  important factors that could cause actual results  to  differ
materially from the forward-looking statements, see Exhibit  99.1
to  this  Report  and the Company's periodic  reports  and  other
documents filed with the Securities and Exchange Commission.


                      Results of Operations

Three  Months  Ended May 31, 2000 Compared to Three Months  Ended
May 31, 1999:

Net  sales  for the three months ended May 31, 2000 increased  by
$5.4 million, or 7.2%, to $81.3 million from $75.9 million in the
same  period  of  fiscal 1999.  Net sales represent  gross  sales
invoiced  to  customers less certain related  charges,  including
freight,  discounts, returns and other allowances.  This increase
was  due primarily to an increase in unit volume of the Company's
central  venous  catheter  products.   Sales  of  critical   care
products  increased 10.3% to $67.8 million from $61.5 million  in
the  comparable  prior  year period due  primarily  to  increased
shipments  of  central  venous catheter products.   Cardiac  care
product  sales decreased to $13.5 million from $14.4  million,  a
decrease  of  6.3%  from the comparable prior  year  period,  due
primarily   to  lower  sales  of  intra-aortic  balloon   ("IAB")
products.   International sales increased  by  $1.8  million,  or
6.8%,  to $28.9 million, representing 35.6% of net sales for  the
three  months  ended  May  31, 2000, compared  to  35.7%  in  the
comparable prior year period, principally as a result  of  higher
sales of central venous catheter products. The increased strength
of the U.S. dollar, relative to currencies in countries where the
Company  operates direct sales subsidiaries, decreased net  sales
for the three month period ended May 31, 2000 by $0.1 million.

Gross  profit increased 7.1% to $42.8 million in the three months
ended  May  31,  2000 from $40.0 million in the  same  period  of
fiscal  1999.   As  a percentage of net sales, gross  profit  was
52.7% in both the three months ended May 31, 2000 and 1999.






                              -15-
</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.


Research, development and engineering expenses increased by  7.6%
to  $5.4 million in the three months ended May 31, 2000 from $5.0
million in the comparable prior year period.  As a percentage  of
net sales, these expenses were 6.6% in both the third quarter  of
fiscal  2000  and the same period in fiscal 1999.  The  increased
spending   is   primarily  a  result  of  increased  development,
regulatory and clinical trial activity related to the LionHeartT,
the Company's left ventricular assist system.

Selling, general and administrative expenses increased by 3.3% to
$18.4  million in the three months ended May 31, 2000 from  $17.8
million  in  the comparable prior year period.  Selling,  general
and  administrative  expenses decreased as a  percentage  of  net
sales to 22.6% in the third quarter of fiscal 2000 from 23.5%  in
the  comparable prior year period of fiscal 1999.  The  increased
expense   was  due  primarily  to  higher  amortization   expense
resulting  from  the Company's acquisition of  Sometec,  S.A.  in
September 1999.

Principally due to the above factors, operating income  increased
in  the  third  quarter of fiscal 2000 by 11.0% to $19.0  million
from $17.2 million in the comparable prior year period.

Other  expenses  (income),  net, decreased  to  $0.2  million  of
expense in the third quarter of fiscal 2000 from $0.8 million  of
income  in  the  comparable  prior year  period.  Other  expenses
(income),  net, consist principally of interest income,  interest
expense and foreign exchange gains and losses associated with the
Company's direct sales subsidiaries.

As  a result of the factors discussed above, income before income
taxes increased by 5.2% to $18.9 million in the third quarter  of
fiscal  2000  from  $17.9 million in the  comparable  prior  year
period.  For  the  third quarter of fiscal  2000,  the  Company's
effective income tax rate was 34.0%, a decrease from 36.5% in the
same period of fiscal 1999, principally as a result of the recent
completion of tax examinations through August 31, 1998.

Net  income in the third quarter of fiscal 2000 increased by 9.3%
to  $12.5 million from $11.4 million in the comparable prior year
period  primarily  as  a  result of  the  above  factors.   As  a
percentage  of  net sales, net income represented  15.3%  in  the
three  months  ended  May  31, 2000, compared  to  15.0%  in  the
comparable period of fiscal 1999.  During the three months  ended
May  31,  2000, the Company completed a study of its fixed  asset
lives.   The study indicated that actual lives for certain  asset
categories  were  generally  longer than  the  useful  lives  for
depreciation  purposes.   Therefore,  the  Company  extended  the
estimated  useful lives of certain categories of property,  plant
and  equipment,  effective March 1, 2000.  The  majority  of  the
change  in depreciation related to manufacturing equipment.   For
the  three  months ended May 31, 2000, the change in depreciation
expense  related  to  manufacturing  equipment  was  included  in
inventory value and will be recognized as the inventory is  sold;
the  change  in depreciation expense related to non-manufacturing
assets  was  reflected  in operating expenses.   This  change  in
estimated  fixed  asset lives resulted in decreased  depreciation
expense  of $1.0 million and increased net income of $0.2 million
for  the  three  months ended May 31, 2000.   Basic  and  diluted
earnings per common share increased by less than $.01 as a result
of this change.



                              -16-
</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.



Basic  and  diluted earnings per common share were  $.56  in  the
three  month period ended May 31, 2000, an increase of 13.9%,  or
$.07  per share, from $.49 per share in the comparable prior year
period.  Weighted average common shares outstanding decreased  to
22,277,772 in the third quarter of fiscal 2000 from 23,201,489 in
the  comparable  prior  period, due primarily  to  the  Company's
previously  announced share repurchase program, which remains  in
effect.


Nine Months Ended May 31, 2000 Compared to Nine Months Ended  May
31, 1999

Net  sales  for the nine months ended May 31, 2000  increased  by
$20.4 million, or 9.3%, to $238.6 million from $218.2 million  in
the  same period of fiscal 1999.  This increase was due primarily
to  an  increase  in unit volume in the Company's central  venous
catheter  products.   Sales of critical care  products  increased
11.8%  to  $198.3 million from $177.4 million in  the  comparable
prior year period due primarily to increased shipments of central
venous  and  specialty catheter products.  Cardiac  care  product
sales  decreased to $40.3 million from $40.8 million, a  decrease
of  1.2% from the comparable prior year period, due primarily  to
lower  sales  of IAB products.  International sales increased  by
$6.7  million, or 8.6%, to $84.3 million, representing  35.3%  of
net  sales  for the nine months ended May 31, 2000,  compared  to
35.6%   of  net  sales  in  the  comparable  prior  year  period,
principally  as  a  result of increased sales of  central  venous
catheter  products.  The decreased strength of the  U.S.  dollar,
relative  to  currencies in countries where the Company  operates
direct sales subsidiaries, increased net sales for the nine month
period ended May 31, 2000 by $0.1 million.

Gross  profit increased 9.8% to $127.0 million in the nine months
ended  May 31, 2000 compared to $115.7 million in the same period
of  fiscal  1999.   As  a percentage of net sales,  gross  profit
increased to 53.2% during the nine months ended May 31, 2000 from
53.0%  in  the  comparable prior year period, due principally  to
product and distribution mix.

Research, development and engineering expenses decreased by  1.6%
to $15.5 million in the nine months ended May 31, 2000 from $15.7
million in the comparable prior year period.  As a percentage  of
net  sales, these expenses decreased in the first nine months  of
fiscal  2000  to  6.5%, compared to 7.2% in the  same  period  of
fiscal  1999, primarily as a result of decreased spending in  the
development of experimental and custom products.

Selling, general and administrative expenses increased by 6.7% to
$55.5  million in the nine months ended May 31, 2000  from  $52.0
million  in  the  comparable  prior year  period.  The  increased
expenses were due primarily to additional expenses resulting from
the  Company's  acquisition of Sometec, S.A. in  September  1999.
Selling,  general  and  administrative expenses  decreased  as  a
percentage  of  net sales to 23.3% in the first  nine  months  of
fiscal 2000 from 23.8% in the comparable period of fiscal 1999.



                              -17-

</PAGE>



<PAGE>
                    ARROW INTERNATIONAL, INC.


In  the first quarter of fiscal 2000, the Company recorded a non-
cash  pre-tax special charge of $3.3 million ($2.2 million after-
tax or $.10 per basic and diluted common share) related primarily
to  a  write-down  for  the in-process research  and  development
acquired  in connection with the Company's recent acquisition  of
Sometec,  S.A.  (see  Note 6 of Notes to  Consolidated  Financial
Statements).   The  technology acquired is a  compact  monitoring
device  that  measures and monitors the descending  aortic  blood
flow  during anesthesia and intensive care.  The device  provides
real-time aortic blood flow (a measurement of cardiac output)  by
using both pulsed Doppler for measuring blood velocity and M-mode
ultrasound  to  accurately  measure  the  aortic  diameter.   The
monitoring  system  consists of four main  components:  the  main
console  (monitor), a transesophageal probe, a disposable  jacket
and  an  articulated  probe  holder.  The  monitor  provides  the
physician  with  a continuous display of a patient's  hemodynamic
profile, including aortic blood flow, heart rate, stroke  volume,
peak  velocity, acceleration, left ventricular ejection time  and
systemic vascular resistance.  To facilitate use of this  device,
a  disposable jacket, containing an acoustic gel, is placed  over
the  probe utilizing a special vacuum mounting tool supplied with
the  jacket.  The Company believes that the speed and ease of use
of  this  new noninvasive measurement technique has the potential
of  establishing  cardiac output as a frequently  used  physician
tool with value similar to blood pressure, EKG and pulse oximetry
measurements.   In  accordance with SFAS No. 2,  "Accounting  for
Research and Development Costs" and FIN No. 4, "Applicability  of
SFAS No. 2 to Business Combinations Accounted for by the Purchase
Method",  these costs related to the special charge were  charged
to  expense at the date of consummation of the acquisition.   The
value  assigned  to  purchase Sometec in-process  technology  was
based  on  a  valuation  prepared by an  independent  third-party
appraisal company.  Each of the technologies under development at
the   date   of   acquisition  was  reviewed  for   technological
feasibility, stage of completeness at the acquisition  date,  and
scheduled  release dates of products employing the technology  to
determine   whether   the  technology  was  complete   or   under
development.    At  the  acquisition  date,  the   research   and
development project was estimated to be 75% complete.  Incomplete
development efforts at the time of acquisition included  improved
portability,   software  development  and  development   of   the
disposable sheath.  The valuation was based on the estimated cash
flows  resulting from commercially viable products discounted  to
present  value using a risk-adjusted after-tax discount  rate  of
22%.  The research and development costs and the net cash inflows
from  these projects have commenced.  However, while the  Company
believes these projects will be completed as planned, the Company
cannot  assure  you that they will be completed on  schedule  or,
once  completed,  that  the  new products  resulting  from  these
projects  will  be successfully introduced into the  marketplace.
The  Company  does not anticipate material adverse  changes  from
historical pricing, margins and expense levels as a result of the
introduction of the new technologies related to the projects.




                              -18-
</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.


In the second quarter of fiscal 1999, the Company recorded a non-
cash  pre-tax special charge of $4.1 million ($2.6 million after-
tax  or  $.11 per basic and diluted common share) related to  the
purchase  of in-process IAB and pump research and development  as
part  of  its  acquisition of the assets of  the  cardiac  assist
division of C.R. Bard, Inc.  The IAB and pumps are class  3  life
saving   medical  devices  regulated  by  the   Food   and   Drug
Administration  (the  "FDA").  In accordance  with  SFAS  No.  2,
"Accounting for Research and Development Costs" and  FIN  No.  4,
"Applicability  of SFAS No. 2 to Business Combinations  Accounted
for  by  the Purchase Method", these costs related to the special
charge were charged to expense at the date of consummation of the
acquisition.  The value assigned to this purchased IAB  and  pump
in-process  technology was based on a valuation  prepared  by  an
independent   third-party  appraisal  company.    Each   of   the
technologies  under  development at the date of  acquisition  was
reviewed for technological feasibility, stage of completeness  at
the  acquisition  date, and scheduled release dates  of  products
employing the technology to determine whether the technology  was
complete  or  under  development.  At the acquisition  date,  the
research  and  development projects were  in  various  stages  of
completion ranging from 50% to 80%.  The valuation was  based  on
the  estimated  cash  flows  resulting from  commercially  viable
products discounted to present value using risk-adjusted discount
rates  ranging  from  29% to 32%.  The research  and  development
costs   from  the  projects  commenced  within  a  year  of   the
acquisition date.  Net cash inflows related to certain  of  these
technologies  have  commenced and inflows  from  other  of  these
technologies are expected to commence by the end of fiscal  2000.
While  the  Company believes these projects will be completed  as
planned,  the  Company  cannot  assure  you  that  they  will  be
completed  on schedule or, once completed, that the new  products
resulting  from  these  projects will be successfully  introduced
into  the  marketplace.  The Company does not anticipate material
adverse  changes  from historical pricing,  margins  and  expense
levels  as  a  result of the introduction of the new technologies
related to the projects.

Principally due to the above factors, operating income  increased
in the first nine months of fiscal 2000 by 20.3% to $52.6 million
from $43.7 million in the comparable period of fiscal 1999.

Other  expenses  (income),  net, decreased  to  $1.3  million  of
expense  in  the  first nine months of fiscal  2000  from  $(3.2)
million  of  income in the comparable prior year  period.   Other
expenses  (income), net, consist principally of interest  expense
and  foreign  exchange  gains  and  losses  associated  with  the
Company's direct sales subsidiaries.

As  a result of the factors discussed above, income before income
taxes  increased in the first nine months of fiscal 2000 by  9.3%
to  $51.4 million from $47.0 million in the comparable prior year
period.   For the first nine months of fiscal 2000, the Company's
effective income tax rate was 34.0%, a decrease from 36.5% in the
same period of fiscal 1999, principally as a result of the recent
completion of tax examinations through August 1998.




                              -19-
</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.


Net  income  increased 13.6% to $33.9 million in the nine  months
ended  May  31,  2000 from $29.8 million in the comparable  prior
year   period.   As  a  percentage  of  net  sales,  net   income
represented  14.2%  during the nine months  ended  May  31,  2000
compared  to  13.7%  in  the comparable period  of  fiscal  1999.
During  the nine months ended May 31, 2000, the Company completed
a  study  of  its  fixed asset lives.  The study  indicated  that
actual  lives for certain asset categories were generally  longer
than the useful lives for depreciation purposes.  Therefore,  the
Company extended the estimated useful lives of certain categories
of  property, plant and equipment, effective March 1,  2000.  The
majority  of  the change in depreciation related to manufacturing
equipment.  For the nine months ended May 31, 2000, the change in
depreciation  expense  related  to  manufacturing  equipment  was
included  in  inventory  value and  will  be  recognized  as  the
inventory is sold; the change in depreciation expense related  to
non-manufacturing  assets was reflected  in  operating  expenses.
This  change in estimated fixed asset lives resulted in decreased
depreciation expense of $1.0 million and increased net income  of
$0.2  million for the nine months ended May 31, 2000.  Basic  and
diluted earnings per common share increased by less than $.01  as
a result of this change.

Basic  and  diluted earnings per common share were $1.50  in  the
nine  month period ended May 31, 2000, an increase of  16.3%,  or
$.21 per share, from $1.29 per share in the comparable prior year
period.  Weighted average common shares outstanding decreased  to
22,572,368  from 23,217,815 in the comparable prior  year  period
primarily as a result of the Company's previously announced share
repurchase program, which remains in effect.


                 Liquidity and Capital Resources

For  the  nine  months ended May 31, 2000, net cash  provided  by
operations  was $40.3 million, an increase of $2.7  million  from
the  same  period  in  the prior year due to higher  net  income,
improved  accounts receivable collection efforts, and the  timing
of  income tax payments offset by an increase in inventory of the
Company's  new  HemoSonic (TRADEMARK) 100 hemodynamic  monitoring
system  to support   the   launch  of  this  product.    Accounts
receivable increased by $2.9 million in the nine months ended May
31,  2000 compared to a $7.5 million increase  in the same period
of  fiscal 1999.   Accounts  receivable,  measured  in days sales
outstanding  during  the  period, decreased to 84 days at May 31,
2000 from  90 days  at  May  31,  1999,  due  principally  to  an
increase  in collection efforts by the Company.

Net cash used in the Company's investing activities totaled $29.5
million  in the nine months ended May 31, 2000 and $43.9  million
in  the  comparable period of fiscal 1999.  Fiscal 1999  includes
the acquisition of the cardiac assist division of C.R. Bard, Inc.
in the first quarter for $27.9 million.  Fiscal 2000 includes the
acquisition  of  Sometec,  Inc. in the first  quarter  for  $11.0
million.



                              -20-

</PAGE>


<PAGE>
                    ARROW INTERNATIONAL, INC.


Financing activities used $10.6 million of net cash in  the  nine
month period ended May 31, 2000, and provided $9.9 million of net
cash  in  the comparable period of fiscal 1999.  This  change  is
principally  attributable to increased use of  cash  to  purchase
shares  of  the  Company's common stock in  the  open  market  in
connection with its previously announced program to repurchase up
to one million shares of its common stock.  On April 6, 2000, the
Company  announced  the  approval by its Board  of  Directors  to
extend  this program by purchasing on the open market  up  to  an
additional one million shares of its common stock.  For the  nine
months ended May 31, 2000, the Company has expended $27.0 million
to  fund  the  repurchase of 896,400 shares of its  common  stock
pursuant  to this program.  As of July 11, 2000, the Company  has
repurchased 1,104,300 shares under this program for approximately
$32.6 million.

As  of  May  31, 2000, the Company had U.S bank credit facilities
providing  an aggregate of $65.0 million in revolving credit,  of
which $24.6 million remained unused.  In addition, certain of the
Company's  foreign  subsidiaries had revolving credit  facilities
totaling  the U.S. dollar equivalent of $22.6 million,  of  which
$9.8  million  remained unused as of May 31,  2000.   Incremental
borrowings  under  these facilities increased $20.4  million  and
$17.4  million during the nine months ended May 31, 2000 and  May
31, 1999, respectively.

As  a  partial  hedge  against adverse fluctuations  in  exchange
rates,  the  Company  periodically enters into  foreign  currency
exchange contracts with certain major financial institutions.  By
their nature, all such contracts involve risk, including the risk
of   nonperformance   by  counterparties.   Accordingly,   losses
relating to these contracts could have a material adverse  effect
upon  the Company's business, financial condition and results  of
operations.  Based upon the Company's knowledge of the  financial
condition   of   the  counterparties  to  its  existing   forward
contracts,  the  Company  believes that  it  does  not  have  any
material  exposure to any individual counterparty.  The Company's
policy prohibits the use of derivative instruments for trading or
speculative purposes.

During  the  nine month periods ended May 31, 2000  and  May  31,
1999,   the  percentage  of  the  Company's  sales  invoiced   in
currencies   other  than  U.S.  dollars  was  24.2%  and   23.7%,
respectively.   As of May 31, 2000, outstanding foreign  currency
exchange  contracts totaling the U.S. dollar equivalent  of  $7.5
million  mature  at  various dates through September  2000.   The
Company  expects to continue to utilize foreign currency exchange
contracts  to  manage  its exposure, although  there  can  be  no
assurance  that  the  Company's effort in  this  regard  will  be
successful.

Based upon its present plans, the Company believes that operating
cash  flow  and  available credit resources will be  adequate  to
repay  current  portions of long-term debt, to finance  currently
planned  capital  expenditures, stock  repurchases  on  the  open
market  and to meet the currently foreseeable liquidity needs  of
the Company.



                              -21-

</PAGE>


<PAGE>

                    ARROW INTERNATIONAL, INC.


Overall  effects  of inflation and seasonality on  the  Company's
business during the periods discussed above were not significant.

The  Company expended an aggregate of approximately $1.7  million
and devoted in excess of 1,200 man-days in internal resources  in
fiscal  1999  and 2000 and the first quarter of  fiscal  2000  to
achieve  its  objective of ensuring that the Company's  products,
business systems and support services to customers would continue
to operate
satisfactorily  on and after January 1, 2000.   The  Company  has
described in detail its efforts to address the Year 2000  problem
as  it may have related to its business operations and regulation
by  the FDA in its Annual Report on Form 10-K for its fiscal year
ended  August  31,  1999  and  in  its  other  filings  with  the
Securities and Exchange Commission.

Subsequent  to the end of the Company's first quarter  of  fiscal
2000,  the  calendar  changed to the year  2000.   To  date,  the
business  and  operations  of  the Company  have  experienced  no
material  adverse  effects  from the date  change,  nor  has  the
Company  been  notified of any disruptions  or  failures  in  the
systems  of  any  of  its suppliers or customers.   There  is  an
ongoing  risk that Year 2000 related problems could  still  occur
and  the  Company will continue to evaluate these risks; however,
the  Company believes that the Year 2000 issue will not pose  any
significant operational problems for the Company.


                    New Accounting Standards

On  December  6,  1999,  the Securities and  Exchange  Commission
issued  Staff  Accounting Bulletin #101, Revenue  Recognition  in
Financial  Statements (SAB 101).  SAB 101 summarizes the  staff's
views  in  applying generally accepted accounting  principles  to
revenue  recognition  in  financial  statements.   SAB   101   is
effective  for  the  fourth quarter of  fiscal  year  2001.   The
Company  is currently evaluating the impact SAB 101 will have  on
its financial statements, if any.






                              -22-

</PAGE>


<PAGE>


                    ARROW INTERNATIONAL, INC.


Item 3.    Quantitative and Qualitative Disclosures About Market
Risk.

Financial Instruments:

During  the  nine month periods ended May 31, 2000  and  May  31,
1999,   the  percentage  of  the  Company's  sales  invoiced   in
currencies   other  than  U.S.  dollars  was  24.2%  and   23.7%,
respectively.  In addition, a small part of the Company's cost of
goods  sold  is denominated in foreign currencies.   The  Company
enters  into  foreign  currency  forward  contracts,  which   are
derivative   financial   instruments,   with   major    financial
institutions to reduce the effect of these foreign currency  risk
exposures,  primarily on U.S. dollar cash inflows resulting  from
the collection of intercompany receivables denominated in foreign
currencies.  Such transactions occur throughout the year and  are
probable, but not firmly committed.  Forward contracts are marked
to  market  each  accounting period, and the resulting  gains  or
losses on these contracts are recorded in Other Income/Expense of
the  Company's consolidated statements of income.  Realized gains
and   losses  on  these  contracts  are  offset  by  the  assets,
liabilities and transactions being hedged.  The Company does  not
use  financial  instruments for trading or speculative  purposes.
The  Company  expects  to  continue to utilize  foreign  currency
exchange contracts to manage its exposure, although there can  be
no  assurance that the Company's efforts in this regard  will  be
successful.

Operations  of  the Company are also exposed to,  in  the  normal
course  of  business,  fluctuations  in  interest  rates.    This
interest  rate  risk exposure results from changes in  short-term
U.S. dollar interest rates.

The  Company's  exposure to credit risk consists  principally  of
trade  receivables.  Hospitals and international dealers  account
for a substantial portion of trade receivables and collateral  is
generally   not   required.   The  risk  associated   with   this
concentration  is  limited due to the Company's  on-going  credit
review procedures.

At  May  31, 2000, the Company had forward exchange contracts  to
sell  foreign  currencies which mature at various  dates  through
September  29,  2000.  The  following  table  identifies  forward
exchange contracts to sell foreign currencies at May 31, 2000 and
August 31, 1999 as follows:
<TABLE>
<CAPTION>

                           May 31, 2000          August 31, 1999
                         Notional Fair Market  Notional Fair Market
                          Amounts   Value        Amounts    Value
                         --------  ---------   ----------  --------
<S>                      <C>       <C>         <C>         <C>

Foreign currency: (U.S. Dollar Equivalents)

 Japanese yen              $1,643     $1,623     $ 5,698    $ 5,855
 Canadian dollars           1,599      1,570       1,115      1,108
 Greek drachmas             2,056      2,088       1,571      1,603
 Mexican peso               1,576      1,630       1,012      1,064
 African rand                 577        575       1,270      1,314
                         --------    -------     -------    -------
                           $7,451     $7,486     $10,666    $10,944
                         ========    =======     =======    =======
</TABLE>


                              -23-

</PAGE>


<PAGE>
                    ARROW INTERNATIONAL, INC.



PART II.  OTHER INFORMATION

Item 4.    Submission of Matters to a Vote of Security Holders.

       (a)   The Company held a special meeting of shareholders
             on June 19, 2000.

       (b)   At the special meeting, the following matter was
             voted upon:  the approval of the adoption of the
             Company's 1999 Stock Incentive Plan.

             With respect to the approval of the adoption of
             the Company's 1999 Stock Incentive Plan, votes were
             cast as follows:


            Votes for              19,176,785
            Votes against           1,373,277
            Abstentions               535,245

            There were no broker non-votes in respect of this matter.


Item 6.  Exhibits and Reports on Form 8-K

          (a)  Exhibits

               The following exhibits will be filed as part of
               this Form 10-Q:

               Exhibit 27      *Financial Data Schedule

               Exhibit 99.1    Cautionary Statement for Purposes
                               of the Safe Harbor Provisions of
                               the Private Securities Litigation
                               Reform Act of 1995

          (b)  Reports on Form 8-K

               No reports on Form 8-K were filed during the
               quarter ended May 31, 2000.




*Not  deemed  filed for purposes of Section 11 of the  Securities
Act  of  1933, Section 18 of the Securities Exchange Act of  1934
and  Section 323 of the Trust Indenture Act of 1939 or  otherwise
subject  to the liabilities of such sections and not deemed  part
of any registration statement to which such exhibit relates.






                              -24-
</PAGE>


<PAGE>
                      ARROW INTERNATIONAL, INC.

                            SIGNATURE



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.



                              ARROW INTERNATIONAL, INC.
                                   (Registrant)




Date:  July 14, 2000       By: /s/   Frederick J. Hirt
                               -------------------------
                                      (signature)

                                 Frederick J. Hirt
                                 Vice President-Finance and Treasurer
                                 (Principal Financial Officer and
                                 Chief Accounting Officer)

</PAGE>
                              -25-

<PAGE>


                          EXHIBIT INDEX



Exhibit   Description
Number    of Exhibit                  Method of Filing
------    ----------                  ----------------

27        *Financial Data Schedule    EDGAR

99.1      Cautionary Statement for    Page 27 of this report
          Purposes of the Safe
          Harbor Provisions of the
          Private Securities
          Litigation Reform Act of
          1995



























*Not  deemed  filed for purposes of Section 11 of the  Securities
Act  of  1933, Section 18 of the Securities Exchange Act of  1934
and  Section 323 of the Trust Indenture Act of 1939, or otherwise
subject  to the liabilities of such sections and not deemed  part
of any registration statement to which such exhibit relates.





                              -26-
</PAGE>



<PAGE>
                          EXHIBIT 99.1

CAUTIONARY STATEMENT FOR PURPOSES OF THE SAFE HARBOR
PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995

     From  time  to  time, in both written reports  and  in  oral
statements  by  our  senior management,  expectations  and  other
statements are expressed regarding our future performance.  These
forward-looking statements are inherently uncertain and investors
must  recognize  that events could turn out to be different  than
such  expectations  and  statements.  Key factors  impacting  our
current and future performance are discussed in our Annual Report
on  Form 10-K for our fiscal year ended August 31, 1999 and other
filings   with  the  Securities  and  Exchange  Commission   (the
"Commission").   In addition to such information  in  our  Annual
Report  on  Form 10-K and our other filings with the  Commission,
investors   should  consider  the  following  risk   factors   in
evaluating us and our business, as well as in reviewing  forward-
looking  statements contained in our periodic reports filed  with
the  Commission  and  in  oral  statements  made  by  our  senior
management.  Our actual results could differ materially from such
forward-looking  statements due to material risks,  uncertainties
and contingencies, including, without limitation, those set forth
below.

Stringent Government Regulation

     Our products are subject to extensive regulation by the Food
and  Drug  Administration (the "FDA") and, in some jurisdictions,
by   state,  local  and  foreign  governmental  authorities.   In
particular,  we must obtain specific clearance or  approval  from
the  FDA  before  we can market new products or certain  modified
products  in  the  United  States.  With  the  exception  of  one
product,  we have, to date, obtained FDA marketing clearance  for
our  products  only  through  the 510(k)  premarket  notification
process.   Certain of our products under development  and  future
applications,  however, will require approval  through  the  more
vigorous  Premarket  Approval application ("PMA")  process.   The
process  of  obtaining such clearances or approvals can  be  time
consuming and expensive.  We cannot assure you that the FDA  will
grant all clearances or approvals sought by us or that FDA review
will  not  involve delays adversely affecting the  marketing  and
sale  of  our  products.   We  are also  required  to  adhere  to
applicable  regulations setting forth current Good  Manufacturing
Practices ("GMP") which require that we manufacture our  products
and  maintain our records in a prescribed manner with respect  to
manufacturing, testing and control activities.  In  addition,  we
are  required  to comply with FDA requirements for  labeling  and
promotion  of  our products.  Failure to comply  with  applicable
federal,  state,  local  or  foreign laws  or  regulations  could
subject  us  to  enforcement action, including product  seizures,
recalls,  withdrawal of clearances or approvals,  and  civil  and
criminal  penalties,  any  one or more  of  which  could  have  a
material adverse effect on our business, financial condition  and
results  of operations.  Many of the foreign countries  where  we
conduct business have adopted medical device laws and regulations
with  similar  substantive and enforcement provisions.   Federal,
state,  local  and  foreign  laws and regulations  regarding  the
development, manufacture and sale of medical devices are  subject
to  future changes.  We cannot assure you that such changes  will
not  have  a  material adverse effect on our business,  financial
condition and results of operations.


                              -27-
</PAGE>


<PAGE>


Significant Competition and Continual Technological Change

      The markets for medical devices are highly competitive.  We
currently  compete  with many companies in  the  development  and
marketing of catheters and related medical devices.  Some of  our
competitors have access to greater financial and other  resources
than us.

       Furthermore,   the   markets  for  medical   devices   are
characterized  by  rapid  product development  and  technological
change.  Technological advances by one or more of our current  or
future  competitors could render our present or  future  products
obsolete  or  uneconomical.  Our future success will depend  upon
our  ability  to  develop new products and technology  to  remain
competitive  with  other  developers  of  catheters  and  related
medical  devices. Our business strategy emphasizes the  continued
development  and  commercialization  of  new  products  and   the
enhancement  of  existing  products for  the  critical  care  and
cardiac care markets.  We cannot assure you that we will be  able
to  continue to successfully develop new products and to  enhance
existing   products,   to  manufacture  these   products   in   a
commercially   viable  manner,  to  obtain  required   regulatory
approvals  or  to  gain satisfactory market  acceptance  for  our
products.

Cost  Pressures  on Medical Technology and Proposed  Health  Care
Reform

       Our  products  are  purchased  principally  by  hospitals,
hospital  networks  and  hospital buying  groups.   Although  our
products  are used primarily for non-optional medical procedures,
we  believe that the overall escalating cost of medical  products
and  services  has  led and will continue to  lead  to  increased
pressures  upon the health care industry to reduce  the  cost  or
usage  of  certain products and services.  In the United  States,
these  cost  pressures are leading to increased emphasis  on  the
price and cost-effectiveness of any treatment regimen and medical
device.   In  addition, third party payors, such as  governmental
programs,  private insurance plans and managed care plans,  which
are  billed  by  hospitals  for such health  care  services,  are
increasingly negotiating the prices charged for medical  products
and services and may deny reimbursement if they determine that  a
device  was not used in accordance with cost-effective  treatment
methods as determined by the payor, was experimental, unnecessary
or  used for an unapproved indication.  In international markets,
reimbursement  systems  vary  significantly  by  country.    Many
international markets have government managed health care systems
that  control  reimbursement  for  certain  medical  devices  and
procedures  and,  in most such markets, there  also  are  private
insurance systems which impose similar cost restraints. We cannot
assure  you  that hospital purchasing decisions or government  or
private  third party reimbursement policies in the United  States
or  in  international  markets  will  not  adversely  affect  the
profitability of our products.

      In  recent years, several comprehensive health care  reform
proposals have been introduced in the U.S. Congress.  While  none
of these proposals have to date been adopted, the intent of these
proposals was, generally, to expand health care coverage for  the
uninsured and reduce the rate of growth of total health care



</PAGE>
                              -28-

<PAGE>


expenditures.  In addition, certain states have made  significant
changes  to  their  Medicaid programs and  have  adopted  various
measures  to expand coverage and limit costs.  Implementation  of
government health care reform and other efforts to control  costs
may  limit  the price of, or the level at which reimbursement  is
provided  for,  our  products.  Several  foreign  countries  have
recently  considered,  and  in some  countries  adopted,  similar
reforms to limit the growth of health care costs, including price
regulation.   We  anticipate that Congress,  state  legislatures,
foreign  governments  and  the private sector  will  continue  to
review  and  assess alternative health care delivery and  payment
systems.   We  cannot  predict  what  additional  legislation  or
regulation, if any, relating to the health care industry  may  be
enacted in the future or what impact the adoption of any federal,
state  or  foreign health care reform, private sector  reform  or
market  forces  may have on our business.  We cannot  assure  you
that any such reforms will not have a material adverse effect  on
the  medical  device industry in general, or on our business,  in
particular.

Dependence on Patents and Proprietary Rights

      We  own  numerous U.S. and foreign patents and have several
U.S.  and  foreign  patent applications pending.   We  also  have
exclusive  license  rights  to  certain  patents  held  by  third
parties.  These patents relate to aspects of the technology  used
in certain of our products.  From time to time, we are subject to
legal  actions  involving patent and other intellectual  property
claims.   Successful litigation against us regarding our  patents
or  infringement  of  the patent rights of others  could  have  a
material adverse effect on our business, financial condition  and
results  of operations.  In addition, we cannot assure  you  that
pending patent applications will result in issued patents or that
patents issued to or licensed-in by us will not be challenged  or
circumvented  by competitors or found to be valid or sufficiently
broad  to  protect  our  technology or to  provide  it  with  any
competitive  advantage.   We  also  rely  on  trade  secrets  and
proprietary technology that we seek to protect, in part,  through
confidentiality agreements with employees, consultants and  other
parties.  We cannot assure you that these agreements will not  be
breached,  that  we will have adequate remedies for  any  breach,
that   others   will  not  independently  develop   substantially
equivalent proprietary information or that third parties will not
otherwise gain access to our trade secrets.

      There has been substantial litigation regarding patent  and
other   intellectual  property  rights  in  the  medical  devices
industry.  Historically, litigation has been necessary to enforce
certain   patent  and  trademark  rights  held  by  us.    Future
litigation  may  be  necessary  to  enforce  patent   and   other
intellectual  property rights belonging to  us,  to  protect  our
trade secrets or other know-how owned by us, or to defend ourself
against  claimed  infringement of the rights  of  others  and  to
determine  the scope and validity of our and others'  proprietary
rights.  Any such litigation could result in substantial cost  to
and  diversion  of effort by us.  Adverse determinations  in  any
such  litigation could subject us to significant  liabilities  to
third parties, require us to seek licenses from third parties and
prevent  us from manufacturing, selling or using certain  of  our
products, any one or more of which could have a material  adverse
effect  on  our  business,  financial condition  and  results  of
operations.






                             -29-
</PAGE>


<PAGE>

Risks Associated with International Operations

      We generate significant sales outside the United States and
are  subject  to  risks generally associated  with  international
operations,   such   as   unexpected   changes   in    regulatory
requirements, tariffs, customs, duties and other trade  barriers,
difficulties in staffing and managing foreign operations,  longer
payment  cycles,  problems  in  collecting  accounts  receivable,
political risks, fluctuations in currency exchange rates, foreign
exchange  controls  which  restrict or prohibit  repatriation  of
funds, technology export and import restrictions or prohibitions,
delays   from   customs  brokers  or  government   agencies   and
potentially adverse tax consequences resulting from operating  in
multiple jurisdictions with different tax laws, any one  or  more
of  which  could materially adversely impact the success  of  our
international  operations.   As our revenues  from  international
operations  increase, an increasing portion of our  revenues  and
expenses  will  be  denominated in  currencies  other  than  U.S.
dollars and, consequently, changes in exchange rates could have a
greater  effect on our future operations.  We cannot  assure  you
that such factors will not have a material adverse effect on  our
business,  financial  condition and results  of  operations.   In
addition,  we  cannot  assure  you that  laws  or  administrative
practices  relating  to regulation of medical devices,  taxation,
foreign  exchange or other matters of countries within  which  we
operate  will  not  change.  Any such change could  also  have  a
material adverse effect on our business, financial condition  and
results of operations.

Potential Product Liability

     Our business exposes us to potential product liability risks
which are inherent in the testing and marketing of catheters  and
related medical devices. Our products are often used in intensive
care settings with seriously ill patients.  In addition, many  of
the  medical devices manufactured and sold by us are designed  to
be  implanted  in  the human body for long periods  of  time  and
component  failures,  manufacturing  flaws,  design  defects   or
inadequate  disclosure of product-related risks with  respect  to
these  or other products manufactured or sold by us could  result
in  an  unsafe condition or injury to, or death of, the  patient.
The  occurrence  of  such  a  problem  could  result  in  product
liability claims and/or a recall of, or safety alert relating to,
one  or  more  of our products.  We cannot assure  you  that  the
product liability insurance maintained by us will be available or
sufficient to satisfy all claims made against us or that we  will
be  able to obtain insurance in the future at satisfactory  rates
or  in  adequate  amounts.  Product liability claims  or  product
recalls  in  the  future, regardless of their  ultimate  outcome,
could  result  in  costly litigation and could  have  a  material
adverse effect on our business or reputation or on our ability to
attract and retain customers for our products.

Risks Associated with Derivative Financial Instruments

      As a partial hedge against adverse fluctuations in exchange
rates,  we  periodically  enter into  foreign  currency  exchange
contracts  with certain major financial institutions.   By  their
nature,  all such contracts involve risk, including the  risk  of
nonperformance  by counterparties.  Accordingly, losses  relating
to  these contracts could have a material adverse effect upon our
business,  financial condition and results  of  operations.   Our
policy   prohibits   the  use  of  derivative   instruments   for
speculative purposes.



                              -30-
</PAGE>


<PAGE>

Dependence on Key Management

      Our success depends upon the continued contributions of key
members of our senior management team, certain of whom have  been
with  us since our inception in 1975.  Accordingly, loss  of  the
services of one or more of these key members of management  could
have  a  material adverse effect on our business.  None of  these
individuals has an employment agreement with us.
























































                              -31-

</PAGE>