UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB


[X]  QUARTERLY  REPORT  UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
        OF  1934  FOR  THE  QUARTERLY  PERIOD  ENDED JUNE 30,  2002.


[ ]  TRANSITION  REPORT  UNDER  SECTION  13  OR  15(d)  OF  THE SECURITIES AND
       EXCHANGE ACT  OF  1934.

          FOR THE TRANSITION PERIOD FROM ____________ TO _____________


                         Commission File Number 0-21931

                                 AMPLIDYNE, INC.
                                 ---------------
        (Exact name of small business issuer as specified in its charter)

     DELAWARE                                      22-3440510
     --------                                      ----------
(State  or  other  jurisdiction  of             (I.R.S.  Employer
incorporation  or  organization)              Identification  No.)

                               59 LaGrange Street
                           Raritan, New Jersey  08869
                           --------------------------
                    (Address of principal executive offices)

                                 (908) 253-6870
                                 --------------
                           (Issuer's telephone number)

     Check  whether  the  issuer  (1)  filed all reports required to be filed by
Section  13  or  15(d) of the Securities Exchange Act of 1934 during the past 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 ___

The number of shares outstanding of the Issuer's Common Stock, $.0001 Par Value,
as  of  July  31,  2002  was  9,676,500.
<PAGE>
<TABLE>
<CAPTION>
<S>  <C>
                                 AMPLIDYNE, INC.
                                   FORM 10-QSB
                    THREE AND SIX MONTHS ENDED JUNE 30, 2002


                                TABLE OF CONTENTS
                                -----------------

PART  I  -  FINANCIAL  INFORMATION
            ----------------------

Item  1         Financial  Statements  (Unaudited):
                ---------------------

                Balance  Sheets  . . . . . . . . . . . . . . . . . . . .    1-2

                Statements  of  Operations . . . . . . . . . . . . . . .      3

                Statement  of  Cash  Flows . . . . . . . . . . . . . . .      4

                Statement  of  Changes  in  Stockholder's  Equity. . . .      5

                Notes  to  Financial  Statements . . . . . . . . . . . .   6-10

Item  2         Management's  Discussion  and  Analysis  of  Financial
                  Condition  and  Results  of  Operations . . . . . . . . 11-12


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

Item  1.    Legal  Proceedings . . . . . . . . . . . . . . . . . . . . .     13

Item  2.    Change  in  Securities . . . . . . . . . . . . . . . . . . .     13

Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     14

Certification  of  Principal  Executive  Officer
  And  Principal  Accounting  Officer  . . . . . . . . . . . . . . . . .     15

</TABLE>
<PAGE>
                                      AMPLIDYNE, INC.
                                       BALANCE SHEETS
<TABLE>
<CAPTION>

                                             ASSETS
                                            -------

                                                              June 30,     December 31,
                                                                2002          2001
                                                           -------------- -------------
CURRENT ASSETS                                               UNAUDITED
<S>                                                            <C>             <C>
   Cash and cash equivalents                               $       36,287  $  697,940
   Accounts receivable, net of allowance
      for doubtful accounts of $131,104 and $131,104
      at June 30, 2002 and December 31,
      2001, respectively                                          352,428     449,190
   Inventories                                                    930,327   1,181,682
   Loan receivable-officer                                         68,892      55,892
   Prepaid expenses and other                                       4,000      23,464
                                                           -------------- -------------

       Total current assets                                     1,391,934   2,408,168

 PROPERTY AND EQUIPMENT - AT COST
   Machinery and equipment                                        723,663     723,663
   Furniture and fixtures                                          43,750      43,750
   Autos and trucks                                                66,183      66,183
   Leasehold improvements                                           8,141       8,141
                                                           -------------- -------------

     Total                                                        841,737     841,737
     Less:  Accumulated depreciation and amortization             712,694     687,260
                                                           -------------- -------------

       Net property and equipment                                 129,043     154,477

 OTHER ASSETS
   Security Deposits and other non-current assets                  45,068      52,106
                                                           -------------- -------------

 TOTAL ASSETS                                              $    1,566,045  $2,614,751
                                                           ============== =============
</TABLE>
    The accompanying notes are an integral part of these financial statements
                                       -1-

<PAGE>
                                 AMPLIDYNE, INC.
                                  BALANCE SHEETS

                        LIABILITIES AND STOCKHOLDERS' EQUITY
                       -------------------------------------
<TABLE>
<CAPTION>
<S> <C>
                                                                              June 30,      December 31,
                                                                                2002            2001
                                                                           -------------  --------------
                                                                              UNAUDITED
CURRENT LIABILITIES
 Accounts payable                                                              $189,733        $121,533
 Accrued expenses                                                                98,052         131,308
 Current maturities of lease obligations                                              -           9,271
 Reserve for litigation loss                                                    495,000         180,000
                                                                           -------------  --------------

                 Total current liabilities                                      782,785         442,112


COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
    Convertible Preferred stock - authorized
  100,000 shares of $.0001 par value; 0 and 55,000
  shares issued and outstanding at June 30, 2002
  and December 31, 2001, respectively (liquidation
  preference of $550,000 at December 31, 2001)                                        -               6


    Common stock - authorized, 25,000,000 shares of                                 968             790
  $.0001 par value; shares 9,676,500 and
  7,892,661 shares issued and outstanding at June 30,
  2002 and December 31, 2001 respectively.

  Additional paid-in-capital                                                 22,465,524      21,921,495
  Subscriptions receivable preferred stock                                            -        (180,000)
  Accumulated deficit                                                       (21,683,232)    (19,569,652)
                                                                           -------------  --------------

                TOTAL STOCKHOLDERS' EQUITY                                      783,260       2,172,639
                                                                           -------------  --------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                   $1,566,045      $2,614,751
                                                                           =============  ==============

    The accompanying notes are an integral part of these financial statements

                                      -2-
</TABLE>
<PAGE>

AMPLIDYNE,  INC.
STATEMENTS  OF  OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>

                                                         Three           Three          Six              Six
                                                         Months          Months         Months           Months
                                                         Ended           Ended          Ended            Ended
                                                        June 30,        June 30,       June 30,         June 30,
                                                          2002            2001           2002             2001
                                                    ---------------  --------------  --------------  --------------
<S>                                                       <C>             <C>             <C>             <C>
     Net Sales                                       $     252,316   $     707,314   $     756,948   $  1,174,620

     Cost of goods sold                                    649,778         366,134       1,029,890        749,314
                                                    ---------------  --------------  --------------  --------------

       Gross margin                                       (397,462)        341,180        (272,942)       425,306

     Operating expenses
       Selling, general & administrative                   751,467         472,480       1,236,800        865,910
       Research, engineering and development               146,719         164,912         290,958        301,191
       Equity-based compensation charge                          -               -               -        140,000
                                                    ---------------  --------------  --------------  --------------

       Operating loss                                   (1,295,648)       (296,212)     (1,800,700)      (881,795)

     Other non operating income (expenses)
       Interest income                                         780          17,083           3,052         39,967
       Interest expense                                       (932)           (370)           (932)          (864)
       Provision for litigation loss                      (315,000)              -        (315,000)      (550,000)
                                                    ---------------  --------------  --------------  --------------

     NET LOSS                                        $  (1,610,800)  $    (279,499)  $  (2,113,580)  $ (1,392,692)
                                                    ===============  ==============  ==============  ==============

     NET LOSS PER SHARE - BASIC AND DILUTED          $       (0.17)  $       (0.04)  $       (0.23)  $      (0.19)
                                                    ===============  ==============  ==============  ==============

     WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING       9,673,780       7,469,649       8,999,146      7,469,970


       The accompanying notes are an integral part of these financial statements
</TABLE>

                                               -3-
<PAGE>
<TABLE>
<CAPTION>

 AMPLIDYNE,  INC.
 STATEMENTS  OF  CASH  FLOWS
 (UNAUDITED)
                                                            Three         Three          Six            Six
                                                            Months        Months         Months         Months
                                                            Ended         Ended          Ended          Ended
                                                           June 30,      June 30,       June 30,       June 30,
                                                             2002          2001           2002           2001
                                                         -----------    -----------    -----------    -----------
Cash flows from operating activities:
<S>                                                            <C>            <C>            <C>            <C>
   Net Loss                                             $ (1,610,800)  $   (279,499)  $ (2,113,580)  $ (1,392,692)
   Adjustments to reconcile net loss to net cash
         Depreciation and amortization                         7,115         32,805         25,434         65,610
         Litigation loss                                     315,000              -        315,000        550,000
         Provision for inventory write-down                  233,995              -        233,995              -
         Stock compensation charge                                 -              -              -        140,000
         Other costs paid with restricted common stock         4,201              -          4,201              -
         Changes in assets and liabilities
           Accounts receivable                               174,852       (146,546)        96,762       (184,036)
           Inventories                                       118,909       (130,127)        17,360       (277,514)
           Prepaid expenses and other assets                  15,963         13,500         19,464         92,985
           Accounts payable and accrued expense               27,781            171         34,944        (96,113)
                                                        -------------  -------------  -------------  -------------
                Total adjustments                            897,816       (230,197)       747,160        290,932
                                                        -------------  -------------  -------------  -------------
     Net cash used for operating activities                 (712,984)      (509,696)    (1,366,420)    (1,101,760)
                                                        -------------  -------------  -------------  -------------

     Cash flows from investing activities:
       Loan receivable officer                                     -         11,996        (13,000)        (3,003)
       Change in security deposits                             7,038              -          7,038
       Purchase of property and equipment                          -              -              -         (2,360)
                                                        -------------  -------------  -------------  -------------
     Net cash used for investing activities                    7,038         11,996         (5,962)        (5,363)
                                                        -------------  -------------  -------------  -------------

     Cash flows from financing activities:
       Payment of lease obligations                           (6,210)          (983)        (9,271)        (6,797)
       Subscriptions receivable preferred stock - net              -              -        180,000              -
       Balance due on financing costs                        (80,000)             -              -              -
       Proceeds from issuance of stock and exercise of             -              -
         options and warrants, net of costs                        -        526,500        540,000        526,500
                                                        -------------  -------------  -------------  -------------
     Net cash provided by financing activities               (86,210)       525,517        710,729        519,703
                                                        -------------  -------------  -------------  -------------

           NET INCREASE (DECREASE) IN CASH                  (792,156)        27,817       (661,653)      (587,420)

     Cash at beginning of period                             828,443      1,350,905        697,940      1,966,142
                                                        -------------  -------------  -------------  -------------

     Cash and cash equivalents at end of period         $     36,287   $  1,378,722   $     36,287   $  1,378,722
                                                        =============  =============  =============  =============

     Supplemental disclosures of cash flow information
       Cash paid for:  Interest                         $        356   $        370   $        932   $        864
                       Income taxes                                -              -              -              -

                  The accompanying notes are an integral part of these financial statements
                                               -4-
</TABLE>
<PAGE>


AMPLIDYNE,  INC.
STATEMENT  OF  CHANGES  IN  STOCKHOLDER'S  EQUITY
FOR  THE  YEAR  ENDED  DECEMBER  31,  2001
AND  SIX  MONTHS  ENDED  JUNE  30,  2002
<TABLE>
<CAPTION>

                                                            Preferred Stock              Common Stock              Additional
                                                    -----------------------------  -----------------------------     Paid-in
                                                       Shares        Par Value        Shares        Par Value        Capital
                                                    -------------  --------------  -------------  --------------  --------------
<S>                                                      <C>            <C>             <C>            <C>             <C>
   Balance at December 31, 2000                                -   $           -      7,463,841   $         747   $  20,212,154

   Net loss for the year ended December 31, 2001
   Cost of litigation to be settled by
     the issuance of common stock                                                                                       500,000
   Financing cost associated with warrants
     extended and shares issued                                                           1,820         140,000
   Issuance of common stock, net of costs                                               415,000              42         559,708
   Issuance of preferred stock net of costs               55,000               6                                        494,994
   Issuance of common stock for services
     rendered by third party                                                             12,000               1          14,639
                                                    -------------  --------------  -------------  --------------  --------------


   Balance at Dec. 31, 2001                               55,000               6      7,892,661             790      21,921,495

   Net loss for the six months ended June 30, 2002

   Collection of subscription receivable
   Conversion of preferred stock to common stock         (55,000)             (6)       701,194              70             (64)
   Issuance of common stock in settlement of
     class action                                                                       324,486              32             (32)
   Issuance of restricted common stock
     in lieu of expenses                                                                  8,159               1           4,200
    Issuance of common stock, net of cost                                               750,000              75         539,925
                                                    -------------  --------------  -------------  --------------  --------------

     Balance at June 30, 2002                                  -   $           -      9,676,500   $         968   $  22,465,524
                                                    =============  ==============  =============  ==============  ==============


                                                      Accumulated    Subscriptions
                                                       Deficit         Receivable      Total
                                                    --------------  --------------  ----------
<S>                                                     <C>             <C>             <C>
   Balance at December 31, 2000                     $ (17,544,770)  $           -   $2,668,131

   Net loss for the year ended December 31, 2001       (2,024,882)                  (2,024,882)
   Cost of litigation to be settled by
     the issuance of common stock                                                      500,000
   Financing cost associated with warrants
     extended and shares issued                                                        140,000
   Issuance of common stock, net of costs                                              559,750
   Issuance of preferred stock net of costs                              (180,000)     315,000
   Issuance of common stock for services
     rendered by third party                                                            14,640
                                                    --------------  --------------  ----------

   Balance at Dec. 31, 2001                           (19,569,652)       (180,000)   2,172,639
   (UNAUDITED)
   Net loss for the six months ended June 30, 2002     (2,113,580)                  (2,113,580)

   Collection of subscription receivable                                  180,000      180,000
   Conversion of preferred stock to common stock                                             -
   Issuance of common stock in settlement of                                                 -
     class action
   Issuance of restricted common stock                                                   4,201

     in lieu of expenses
   Issuance of common stock, net of cost                                               540,000

                                                    --------------  --------------  ----------
     Balance at June 30, 2002                       $ (21,683,232)  $           -   $  783,260
                                                    ==============  ==============  ===========

         The accompanying notes are an integral part of these financial statements
                                               -5-


</TABLE>
<PAGE>
                                 AMPLIDYNE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE  A  -  ADJUSTMENTS
-----------------------

In  the  opinion  of  management,  all  adjustments,  consisting  only of normal
recurring  adjustments  necessary  for  a  fair  statement  of  (a)  results  of
operations  for  the  three month periods ended June 30, 2002 and June 30, 2001,
(b)  the  financial  position at June 30, 2002, (c) the statements of cash flows
for  the  three and six month periods ended June 30, 2002 and June 30, 2001, and
(d)  the changes in stockholders' equity for the six month period ended June 30,
2002 have been made. The results of operations for the six months ended June 30,
2002  are  not necessarily indicative of the results to be expected for the full
year.


NOTE  B  -  UNAUDITED  INTERIM  FINANCIAL  INFORMATION
------------------------------------------------------

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information.
Accordingly,  they  do not include all the information and footnotes required by
generally  accepted accounting principles for financial statements.  For further
information, refer to the audited financial statements and notes thereto for the
year  ended  December 31, 2001, included in the Company's Form 10-KSB filed with
the  Securities  and  Exchange  Commission  on  April  15,  2002.

The Company's financial statements have been presented on a going concern basis,
which contemplates the realization of assets and the satisfaction of liabilities
in  the  normal  course  of  business.  The  liquidity  of  the Company has been
adversely  affected  in  recent years by significant losses from operations.  As
further  discussed  in Note G, the Company incurred losses of $2,113,580 for the
six-month  period  ended  June  30,  2002 and has limited cash reserves, raising
substantial  doubt  as  to  its  ability  to  continue  as  a  going  concern.

As  further  discussed in Note G, management is seeking additional financing and
intends to aggressively market its products, control operating costs and broaden
its  product  base  through  enhancements of products. The Company believes that
these  measures  may  provide sufficient liquidity for it to continue as a going
concern  in  its  present  form.  Accordingly,  the  financial statements do not
include  any  adjustments  relating  to the recoverability and classification of
recorded  asset  amounts  or the amount and classification of liabilities or any
other  adjustments  that  might  be  necessary  should  the Company be unable to
continue  as  a  going  concern  in  its  present  form.


NOTE  C  -  STOCKHOLDERS'  EQUITY
---------------------------------

At  June  30,  2002,  the  following  1,337,500  warrants, remained outstanding:

     67,500  exercisable  at  $2.50  through  December  31,  2002,  (2)  20,000
     exercisable  at  $1.00  through  May  2010, (3) 20,000 exercisable at $7.00
     through  December  2004,  (4)  30,000 exercisable at $6.00 through November
     2004,  (5)  50,000  exercisable  at $2.00 through December 2004, (6) 50,000
     exercisable  at  $4.00  through  December  2004, (7) 141,000 exercisable at
     $1.75  (16,000  of  which  expire December 2004 and 125,000 of which expire
     December  2002), (8) 41,500 exercisable at $1.80 through July 31, 2004, (9)
     207,500 exercisable at $3.00 through July 31, 2004, (10) 55,000 exercisable
     at  $1.20  through  September  30,  2004, (11) 100,000 exercisable at $3.00
     through  November  30,  2002,  (12)  100,000  exercisable  at $5.00 through
     November  30,  2002, (13) 300,000 exercisable at $2.00 through December 31,
     2005,  (14)  75,000 exercisable at $.96 through March 2007, and (15) 80,000
     shares  exercisable  at  $1.50  through  December  2004.

                                       -6-
<PAGE>

                                 AMPLIDYNE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE  C  -  STOCKHOLDERS'  EQUITY  -  CONTINUED
-----------------------------------------------

At  June 30, 2002, the Company had employee stock options outstanding to acquire
2,001,000  shares  of  common  stock  at  exercise  prices  of  $1.04  to $4.00.

During the first quarter ended March 31, 2002, the Company issued 750,000 shares
of Common Stock, at $.80 per share (resulting in gross proceeds of $600,000), to
accredited  investors.  In  connection  with  such private offering, the Company
paid  commissions  to NASD broker-dealers in the amount of $60,000 and issued to
such persons 75,000 warrants, which are exercisable at $.96 per share and expire
March  31,  2007.

During the first quarter ended March 31, 2002, the Company issued 701,194 shares
of Common Stock in connection with the conversion of all of the Company's Series
B  Preferred  Stock  (which  included  shares  of Common Stock issued in lieu of
accrued  dividends  thereon).

During the first quarter ended March 31, 2002, the Company issued 324,486 shares
of  Common Stock to the members of the class action compliant, which was settled
in  September  2001.

During  the  second quarter ended June 30, 2002, the Company issued 8,159 shares
of  common  stock  to  a  customer  in  lieu  of  cash.


NOTE  D  -  LOSS  PER  SHARE
----------------------------

The Company complies with the requirements of the Financial Accounting Standards
Board  issued Statement of Financial Accounting Standards No. 128, "Earnings per
Share"  ("SFAS  No. 128").  SFAS No. 128 specifies the compilation, presentation
and  disclosure  requirements  for earnings per share for entities with publicly
held  common stock or potential common stock.  Net loss per common share - basic
and  diluted  is  determined  by  dividing  the net loss by the weighted average
number  of  common  stock  outstanding.

Net  loss  per  common  share - diluted does not include potential common shares
derived  from  stock  options  and  warrants  (see  Note  C)  because  they  are
antidilutive.

NOTE  E  -  LITIGATION
----------------------

From  time  to  time,  the  Company  is  party  to  what it believes are routine
litigation and proceedings that may be considered as part of the ordinary course
of  its  business.  Except  for  the proceedings noted below, the Company is not
aware of any pending litigation or proceedings that could have a material effect
on  the  Company's  results  of  operations  or  financial  condition.

                                       -7-

<PAGE>
                                 AMPLIDYNE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 2002

The  Company  is  a  party  to  the  following  matters:

1.  AIRNET  COMMUNICATIONS  CORPORATION  VS  AMPLIDYNE,  INC.

AirNet  filed  a  complaint  in  the  Circuit  Court  of the Eighteenth Judicial
District  of  the  State  of  Florida  on  January  23,  1997 alleging breach of
contract.  During  2000,  the Company settled with AirNet at a cost of $175,000;
$25,000  is to be paid quarterly over two years. $95,000 remained unpaid at June
30,  2002.

2.  ENS  ENGINEERING  VS  AMPLIDYNE,  INC.

The  Company  was  also  a  defendant  in a complaint filed in the United States
District  Court  for  the  District of New Jersey on May 13, 1998. The complaint
alleges breach of contract of a representative agreement between the Company and
ENS  Engineering  of South Korea. The Company reached oral settlement terms and,
based  upon  such  oral  settlement,  the  court dismissed the case in the first
quarter  of 2000. The terms of the oral settlement called for the Company to pay
$85,000  in  twelve  equal  monthly installments, none of which has been paid to
date. The Company has not received any required documents and releases from ENS.

3.  HIGH  GAIN  ANTENNA  CO.,  LTD.  OF  KOREA

The  Company (as well as an officer and director of the Company) was a defendant
in  a  complaint  brought  in  the  Superior  Court of New Jersey, Law Division,
Somerset  County,  by High Gain Antenna Co., Ltd. of Korea in November 2000. The
complaint  sought  damages for an alleged breach of a contract for the repair of
certain  equipment  purchased  by  plaintiff from a distributor of the Company's
products and the Company. A trial commenced on May 7, 2002, and on May 13, 2002,
the  jury brought in a verdict against the Company for $400,000. The Company has
filed a motion in the Law Division for a new trial and, if the motion is denied,
to  file  an  appeal  of  the  verdict and judgment to the Superior Court of New
Jersey,  Appellate  Division.  The  Company,  in its appeal, will argue that the
verdict  was against the weight of the evidence and that the Court made a number
of  errors of law in the conduct of the trial. Although the Company is confident
in  its position, it cannot predict the outcome of the motion for a new trial or
the outcome on appeal. Failure by the Company to succeed on the motion for a new
trial  or  on  appeal  will  have  a  material  adverse  effect on the Company's
financial  position  and  prospects.

4. AMPLIDYNE, INC. V. WAYNE FOGEL, DIGITAL COMMUNICATIONS NETWORK, INC. AND
   INTERNET NETWORK CORPORATION

On  May  30,  2002,  the  Company  sued  defendants in the Superior Court of New
Jersey, Law Division, Sommerset County, seeking, among other things, declaratory
relief  that  the  Company  is not obligated to pay a finders fee (in connection
with  the  Company's  purchase  of  the  Darwin Assets), and that the Company is
entitled  to  monetary  damages  as  a  result  of  defendant's  false
misrepresentations.  On  July  10,  2002,  the matter was removed to the federal
bankruptcy court for the United States District Court of New Jersey. On July 29,
2002, defendants filed a counterclaim seeking $200,000 in damages as a result of
a  finders  fee agreement. Although the Company is confident in its position, it
cannot  predict  the  outcome  of  the  case and any negative outcome may have a
material  adverse  effect  on  the  Company's  financial  position or prospects.

                                       -8-
<PAGE>
                                 AMPLIDYNE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 2002


NOTE  F  -  ASSET  ACQUISITION
------------------------------

In January 2002, the Company entered into an agreement to acquire certain assets
of  Darwin  Networks,  Inc.  ("Darwin")  for $175,000 plus additional contingent
payments  not  to  exceed $340,000. Darwin was in the business of installing and
maintaining  high-speed  Internet  structures  for  hotels  and  residential
properties.  The assets acquired included equipment not yet installed as well as
completed  installations in a specified number of hotel properties.  Pursuant to
the  agreement,  the  Company has the sole and exclusive right (through July 31,
2002, verbally extended through December 31, 2002) to contact and negotiate with
each  property  to  either  activate  or remove the equipment. After a specified
number  of  locations  are  successfully  negotiated  (which  are covered in the
initial  purchase  price)  the  Company  may  continue  to  contact  additional
properties  and  must  pay a specified sum for each successful negotiation up to
the  $340,000  maximum.  As  of  August  14,  2002, the Company has successfully
negotiated one property and has incurred no liability to pay any additional sums
under  the  contract.

NOTE  G  -  LIQUIDITY
---------------------

The  Company  has  incurred losses of $(2,113,580) for the six months ended June
30,  2002.  The  Company funded operations during this period primarily from the
proceeds  from  privately  placed  common and preferred stock. Historically, the
Company  has  also  funded certain operating expenses through borrowings (in the
form  of  deferring  salaries  and  cash  advances)  from officers and principal
shareholders.  The  Company  has  in  the  past issued its stock in lieu of cash
payments  for  compensation,  sales  commissions  and  consulting fees, wherever
possible.

Management's  plans  for  dealing  with  the  foregoing  matters  include:

     Increasing  sales  of its high-speed Internet connectivity products through
     both  individual  customers  and  strategic  alliances;

     Decreasing  the  dependency  on  certain  major  customers  by aggressively
     seeking  other  customers  in  the  multicarrier  amplifier  markets;

     Investigate  potential revenue - sharing partnership in other markets, such
     as  the  hospitality  industry  and  multi-tenant  buildings;

     Reducing  costs  through  a  more  streamlined operation by using automated
     machinery  to  produce  components  for  our  products;

     Obtaining  financing  through  private  placements,  if  possible;

     Selling  remaining  net  operating  losses  applicable  to the State of New
     Jersey,  pursuant to a special government high-technology incentive program
     in  order  to  provide  working  capital,  if  possible;

     Reducing  overhead  costs  and  general  expenditures.

                                       -9-
<PAGE>

                                 AMPLIDYNE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 2002


NOTE  H  -  SEGMENT  INFORMATION
--------------------------------

The Company does not measure its business activities by segment.  Information on
the  Company's  product  lines  are  as  follows:
<TABLE>
<CAPTION>

                           Six  Months  Ended  June  30,
                    ----------------------------------------      Year  Ended
Sales-external              2002                  2001         December 31, 2001
-----------------  ----------------------  ------------------  -----------------
<S>                           <C>                     <C>              <C>
Amplifier          $              406,708  $        1,003,677      $1,901,702
Internet
business and
broadband
solutions                         350,240             171,443         303,727
                   ----------------------  ------------------   ----------------
                   $              756,948  $        1,174,620      $2,205,429
                   ======================  ==================   =================


                                                                    December
Inventory                                     June 30, 2002         31, 2001
-----------------                           ------------------  ------------------
Amplifier                                   $        467,765      $   802,964

Internet
business and
broadband
solutions                                            462,562         378,718
                                            ------------------- ------------------

     Total                                  $        930,327      $1,181,682
                                            =================== ==================

</TABLE>
                                      -10-

<PAGE>

                                 AMPLIDYNE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 2002


                         PART I - FINANCIAL INFORMATION

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

RESULTS  OF  OPERATIONS

RESULTS  OF  OPERATIONS  -  THREE  MONTHS  ENDED JUNE 30, 2002 COMPARED TO THREE
MONTHS  ENDED  JUNE  30,  2001.

Net sales for the three month period ended June 30, 2002 were $252,316 while net
sales  for  the  three  month  period  ended June 30, 2001 were $756,948.  Sales
decreased  mainly  due  to  the  general  business  conditions  of  the
telecommunications  industry.

Sales  of  amplifiers  were  approximately  57%  of  total  sales.  The  Ampwave
high-speed  wireless  Internet  products  and  broadband solutions accounted for
approximately  43%  of  total  sales.

Gross  margin  for  the  three  months ended June 30, 2002 amounted to a loss of
($397,462),  including  an  inventory  write-down of $233,995 (loss of 1.6 times
sales)  compared to $341,180 (gross profit of 48% of sales) for the three months
ended  June  30,  2001. Excluding the inventory write-down, the gross margin for
the three months ended June 30, 2002 was a loss of ($163,467) or 64.8% of sales.
The  decline  in  gross margin was principally attributable to pricing pressures
caused  by  business conditions in the telecommunications industry. Gross margin
decreased from the year ended December 31, 2001 because of lower amplifier sales
resulting  in  higher  fixed  direct  costs and lower margins for the high-speed
wireless  Internet  products.

Selling,  general and administrative expenses were $751,467 and $472,480 for the
three  months  ended  June  30,  2002  and  2001, respectively.  The increase of
$278,987  (59%)  is  mainly  due  to:  an increase in bad debts of approximately
$113,000;  and  increase  in  professional  fees  of  approximately  $41,000; an
increase  in  staffing at the sales levels (approximately $90,000 increase) and;
commissions  paid  to  outside  sales  reps  (approximately  $35,000).

Research,  engineering,  and  development costs remained relatively constant for
the  three months ended June 30, 2002 ($146,719) compared to the corresponding
three month  period  of  2001  ($164,912).

The  interest  income  decreased  for  the  three  months  ended  June  30, 2002
compared  to  the  corresponding  period  of  2001.  The  decrease  is  due to a
reduction  of  funds  available  for  short  term  investment.

As  a  result  of the foregoing, the Company incurred net losses of ($1,610,800)
or  ($.17) per  share  and  ($279,499)  or ($.04) per share for the three months
ended  June  30,  2002  and  2001,  respectively.

RESULTS  OF  OPERATIONS  -  SIX  MONTHS  ENDED  JUNE  30,  2002  COMPARED TO SIX
MONTHS  ENDED  JUNE  30,  2001.

Net  sales  for  the  six  month  period ended June 30, 2002 were $756,948 while
sales  for  the six months ended June 30, 2000 were $1,174,620.  Sales decreased
due  to  a decline in the Company's sales of cellular amplifier equipment caused
mainly  due  to  the  general  business  conditions  of  the  telecommunications
industry.
                                      -11-

<PAGE>
                                 AMPLIDYNE, INC.
                                  JUNE 30, 2002

Gross  margin  for  the  six  months  ended  June 30, 2002 amounted to a loss of
($272,942),  including  an  inventory  write-down  of $233,995 (a loss of 36% of
sales),  compared  to $425,306 gross profit (36% of sales) for the corresponding
six  months  of  2001.  Excluding the inventory write-down, the gross margin for
the six months ended June 30, 2002 was a loss of ($38,947) or 5.1% of sales. The
decline in gross margin was principally attributable to pricing pressures caused
by  business  conditions  in  the  telecommunications  industry.  Gross  margin
decreased from the year ended December 31, 2001 because of lower amplifier sales
resulting  in  higher  fixed  direct  costs and lower margins for the high-speed
wireless  Internet  products.

Selling,  general  and  administrative expenses were $1,236,800 and $865,910 for
the  six  months  ended  June  30,  2002 and 2001, respectively. The increase of
$370,890  (43%)  is  mainly  due  to:  an increase in bad debts of approximately
$113,000;  and  increase  in  professional  fees  of  approximately  $53,000; an
increase  in  staffing  at  the  sales levels (approximately $101,000 increase);
officer  salary  increases of approximately $30,000; commissions paid to outside
sales  reps  of  approximately $35,000 and; aggregate other expense increases of
$39,000.

Research,  engineering,  and  development costs remained relatively constant for
the six months  ended  June 30, 2002 ($290,958) from the corresponding six month
period  of  2001  ($301,191).

Equity-based  compensation primarily represents the value of the modification of
warrants  in  2001.

The  Company has provided the cost of the lawsuit by High Gain Antenna Co., Ltd.
of  Korea  (see note E-3) jury verdict of $400,000 in the quarter ended June 30,
2002.

As  a  result  of the foregoing, the Company incurred net losses of ($2,113,580)
or  ($.23) per  share  and  ($1,392,692)  or ($.19) per share for the six months
ended  June  30,  2002  and  2001,  respectively.


LIQUIDITY  AND  CAPITAL  RESOURCES

At  June  30, 2002, the Company had cash and cash equivalents of $36,287 and had
working  capital  of  $609,149.

The  Company  needs to obtain additional financing through private placements in
order  meet  its working capital obligations and fund further development of its
business.  There  can  be  no  assurance  that  any additional financing will be
available  to  the  Company  on acceptable terms, or at all. Because of this, as
well  as  the losses and limited cash reserves, there is substantial doubt as to
the  Company's  ability  to  continue as a going concern. See also Notes B and G
regarding  liquidity  matters.

In  connection  with  the  complaint  brought  by High Gain Antenna Co., Ltd. of
Korea,  failure  by  the  Company to succeed on the motion for a new trial or on
appeal  will  have a material adverse effect on the Company's financial position
and  prospects.  See  Part  I  -  Note  E  3.

                                      -12-

<PAGE>

                                 AMPLIDYNE, INC.
                                  JUNE 30, 2002


PART  II  -  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

See  Note  E (Nos. 3 and 4) to the Company's financial statements  set  forth
in  Part I.

ITEM  2.  CHANGE  IN  SECURITIES

During  the  second quarter ended June 30, 2002, the Company issued 8,159 shares
of  common  stock  to  a  customer  in  lieu  of cash. The shares were issued in
reliance  on  Section  4(2)  of  the  Securities  Act  of  1933,  as  amended.





                                      -13-

<PAGE>


                                   SIGNATURES
                                   ----------


     In accordance with the requirements of the Exchange Act, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly  authorized.


                                           AMPLIDYNE,  INC.

Dated:  August  16,  2002
                                           By:  /s/  Devendar  S.  Bains
                                                ------------------------
                                           Name:  Devendar S.  Bains
                                           Title:  Chief  Executive
                                           Officer,  Treasurer,
                                           Principal  Accounting
                                           Officer  and  Director



                                      -14-

<PAGE>