SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   Form 10-Q/A


                  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


          For the Quarter Ended May 31, 2000      Commission File Number 0-17249



                               AURA SYSTEMS, INC.
             (Exact name of Registrant as specified in its charter)

                   Delaware                           95-4106894
         (State or other jurisdiction       (I.R.S. Employer Identification No.)
       of incorporation or organization)

                                2335 Alaska Ave.
                          El Segundo, California 90245
                    (Address of principal executive offices)

Registrant's telephone number, including area code:           (310) 643-5300

Former name, former address and former fiscal year, if changed since last
       report: None


     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                    Outstanding at  June  14, 2000

                Common Stock, par value                  250,228,540 Shares
                    $.005 per share








<PAGE>


                       AURA SYSTEMS, INC. AND SUBSIDIARIES

                                      INDEX
<TABLE>
<CAPTION>


                                                                                                      Page No.

<

PART I.       FINANCIAL INFORMATION

<S>                                                                                                  <C>
         ITEM 1.      Financial Statements

                      Statement Regarding Financial Information                                        1

                      Condensed Consolidated Balance Sheets as of
                      May 31, 2000 and February 29, 2000                                               2

                      Condensed Consolidated Statement of Operations for the three
                      Months Ended May 31, 2000 and 1999                                               3

                      Condensed Consolidated Statements of Cash Flows for the Three
                      Months Ended May 31, 2000 and 1999                                               4

                      Notes to Condensed Consolidated Financial Statements
                                                                                                       5

         ITEM 2.      Management's Discussion and Analysis of Financial Condition and
                      Results of Operations                                                            6

PART II.  OTHER INFORMATION

         ITEM 1.      Legal Proceedings                                                                9
         ITEM 4.    Submission of Matters to Vote by Security Holders                                  9

         ITEM 6.      Exhibits and reports on Form 8-K                                                 9

SIGNATURES                                                                                             11

</TABLE>



<PAGE>


2

3


                       AURA SYSTEMS, INC. AND SUBSIDIARIES

                           QUARTER ENDED MAY 31, 2000

                          PART I. FINANCIAL INFORMATION



The  financial  statements  included  herein have been prepared by Aura Systems,
Inc. (the  "Company"),  without audit,  pursuant to the rules and regulations of
the Securities and Exchange  Commission (the "SEC").  As contemplated by the SEC
under Rule 10-01 of Regulation S-X, the  accompanying  financial  statements and
footnotes  have been  condensed  and  therefore  do not contain all  disclosures
required by  generally  accepted  accounting  principles.  However,  the Company
believes that the disclosures are adequate to make the information presented not
misleading.  These financial  statements  should be read in conjunction with the
financial  statements and notes thereto  included in the Company's Form 10-K for
the year ended February 29, 2000 as filed with the SEC (file number 0-17249).




<PAGE>

<TABLE>
<CAPTION>

                       AURA SYSTEMS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)

                                                                                        May 31,                February 29,
Assets                                                                                  2000                      2000      *
                                                                                     -------------            ----------------

<S>                                                                          <C>                        <C>
Current assets
     Cash and equivalents                                                    $         406,175          $        260,437
     Receivables-net                                                                 1,722,797                 2,459,200
     Inventories                                                                    10,004,240                11,189,227
     Notes receivable                                                                3,653,476                 3,557,007
     Other current assets                                                              900,096                   360,177
                                                                               ---------------           ---------------

       Total current assets                                                         16,686,784                17,826,048
                                                                               ---------------          ----------------

     Property and equipment, at cost                                                41,075,400                42,219,417
     Less accumulated depreciation
         and amortization                                                          (16,219,505)             (15,184,362)
                                                                              -----------------          ---------------

Net property and equipment                                                          24,855,895                27,035,055


     Long term investments                                                           2,123,835                 2,123,835
     Long term receivables                                                           3,684,189                 1,250,000
     Patents and trademarks, net                                                     4,553,995                 4,615,769
     Other assets                                                                    3,261,586                 3,271,831
                                                                               ---------------          ----------------
       Total                                                                 $      55,166,284         $      56,122,538
                                                                              ================          ================

Liabilities and Stockholders' Equity

Current liabilities:
     Notes payable                                                           $       8,742,983         $       9,899,531
     Accounts payable                                                                3,935,704                 4,216,004
     Accrued expenses                                                                4,703,300                 1,634,300
     Convertible note, unsecured                                                       250,000                 1,250,000
                                                                              ----------------          ----------------

       Total current liabilities                                                    17,631,987                16,999,835
                                                                              ----------------          ----------------

Notes payable and other liabilities                                                 37,219,555                37,606,695

COMMITMENTS AND CONTINGENCIES

Stockholders' equity
   Common stock par value $.005 per share and
additional paid in capital.  Issued and outstanding
239,067,065 and 196,975,392 shares respectively.                                   244,737,866               234,196,092
   Common stock not issued                                                                   -                 9,132,774
   Cumulative currency translation adjustment (CTA)                                   (365,932)                 (365,932)
   Accumulated deficit                                                            (244,057,192)             (241,446,926)
                                                                              -----------------         -----------------

       Total stockholders' equity                                                      314,742                 1,516,008
                                                                              ----------------          ----------------
       Total                                                                 $      55,166,284         $      56,122,538

                                                                              ================          ================
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

*    Amounts at  February  29, 2000 have been  derived  from  audited  financial
     statements.
<TABLE>
<CAPTION>

                       AURA SYSTEMS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                  FOR THREE MONTHS ENDED MAY 31, 2000 AND 1999
                                   (Unaudited)


                                                                          2000                          1999
                                                                     ----------------              ---------------

<S>                                                                     <C>                        <C>
Net Revenues                                                            $      381,521             $ 1,540,729

     Cost of goods and overhead                                              2,514,357                3,225,375
                                                                             ---------             ------------

Gross Profit                                                               (2,132,836)              (1,684,646)
                                                                           -----------             ------------

Expenses

     Selling, general and administrative                                     2,203,516                2,506,257
     Research and development                                                   32,048                  108,557
                                                                        --------------             -------------

     Total expenses                                                          2,235,564                2,614,814
                                                                        --------------             ------------

(Loss)  from operations                                                    (4,368,400)               (4,299,460)
                                                                        --------------             -------------

Other (income) and expense

     (Gain) on sale of assets                                               (1,756,746)                          -
     Other (income) expense                                                   (563,401)                   88,214
     Interest expense -net                                                     562,013                   797,184
                                                                           -----------              -------------

Loss from continuing operations                                             (2,610,266)                (5,184,858)
                                                                        ---------------            ----------------

Loss from discontinued operations                                                    -                   (302,022)
                                                                        --------------           ----------------

Net (loss)                                                              $   (2,610,266)              $ (5,486,880)
                                                                         ==============            =============

Net (loss) per common share-basic                                       $         (.01)            $         (.05)
                                                                         ==============            ===============

Weighted average shares used
to compute net (loss) per share                                            237,107,199               107,786,500
                                                                           ===========              ============
</TABLE>


     See accompanying notes to condensed consolidated financial statements.


<PAGE>

<TABLE>
<CAPTION>

                       AURA SYSTEMS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                FOR THE THREE MONTHS ENDED MAY 31, 2000 AND 1999
                                   (Unaudited)

                                                                          2000                         1999
                                                                      ------------               -------------

<S>                                                                   <C>                      <C>
Net cash (used) in operations                                         $       (29,064)         $     (5,277,473)
                                                                       ---------------          ----------------

Cash flows from investing activities:
      Proceeds from sale of subsidiary and assets                               64,311                 1,000,000
      Notes receivable                                                        905,092                   516,667
     Purchase of property and equipment                                             -                   (70,704)
                                                                      ---------------           ----------------

     Net cash provided by investing
         activities                                                           969,403                 1,445,963
                                                                      ---------------           ---------------

Cash flows from financing activities:

     Net proceeds (repayments) from borrowings                               (100,000)                        -
      Proceeds from exercise of warrants                                             -                     9,300
     Repayment of debt                                                       (978,601)                         -
      Net proceeds from sale of stock                                         284,000                         -
                                                                      ---------------           ---------------

     Net cash provided (used) by financing
     activities:                                                             (794,601)                    9,300
                                                                      ----------------          ---------------

Net increase (decrease) in cash and equivalents                               145,738                (3,822,210)
Cash and equivalents at beginning of period                                   260,437                  3,822,210
                                                                      ---------------           ----------------

Cash and equivalents at end of period                                 $        406,175         $               0
                                                                       ===============         =================

Supplemental disclosures of cash flow information Cash paid
     during the period for:
              Interest                                                $        303,817         $          71,568
              Income Tax                                                             0                         0
                                                                      ----------------            --------------
</TABLE>



Supplemental disclosure of non-cash investing and financing activities:

Effective March 1, 1999, the Company sold its MYS subsidiary for $4.2 million in
the form of a note  receivable  of $3.2  million  and a cash down  payment of $1
million,  included  above.  In the  quarter  ended  May 31,  1999,  the  Company
satisfied a liability of $20,000 through the exercise of 40,000 warrants.

In the quarter ended May 31, 2000,  $1,000,000 of convertible debt was converted
into  3,000,000  shares of the Company's  Common Stock.  The Company also issued
462,963  shares of its  common  stock to  satisfy a  liability  in the amount of
$125,000.  Effective  March 1, 2000, the Company sold the assets of its Ceramics
subsidiary for $3.5 million in the form of a note receivable of $2.5 million,  a
cash down  payment of $64,311  included  above,  and the  payment of $800,000 to
third parties in satisfaction of liabilities and an additional  $100,000 payment
on June 1, 2000.



     See accompanying notes to condensed consolidated financial statements.


<PAGE>


                               AURA SYSTEMS, INC.
                         NOTES TO CONDENSED CONSOLIDATED
                              FINANCIAL STATEMENTS
                                   (Unaudited)

1)       Management Opinion

         The condensed consolidated financial statements include the accounts of
Aura Systems, Inc. ("the Company" or "Aura") and subsidiaries from the dates of
acquisition. All material inter-company balances and inter-company transactions
have been eliminated.

         In the opinion of management, the accompanying condensed consolidated
financial statements reflect all adjustments (which include only normal
recurring adjustments) and reclassifications for comparability necessary to
present fairly the financial position at May 31, 2000 and results of operations
and cash flows for the three months ended May 31, 2000 and 1999.

2)       Capital

In the quarter ended May 31, 2000, common stock outstanding increased by a total
of  42,091,673  shares as  follows:  34,425,463shares  were  issued in the first
quarter  that were not issued at  February  29, 2000 due to  insufficient  stock
being  authorized;  3,000,000 shares were issued upon conversion of a $1 million
note payable, 462,963 shares were issued to satisfy a liability in the amount of
$125,000,  4,032,941  shares  were  issued as finders  fees  relating to private
placements  in the prior year,  150,000  shares were sold for gross  proceeds of
$300,000,  and 20,306  shares  were  issued to adjust a prior  issuance.  In the
quarter ended May 31, 1999,  warrants to purchase  70,000 shares of common stock
of the Company were exercised.

3)   Inventories

     Inventories,  stated at the lower of cost (first in,  first out) or market,
consist of the following:

<TABLE>
<CAPTION>
                                                                      May 31              February 28,
                                                                       2000                   2000
                                                                       ----                   ----
<S>                                                              <C>                      <C>
Raw materials                                                    $     3,043,822          $    4,205,828
Finished goods                                                         7,287,354               7,310,335
Reserved for potential product obsolescence                             (326,936)               (326,936)
                                                                   --------------               ---------
                                                                 $    10,004,240          $   11,189,227
                                                                      ==========           =============
</TABLE>

     Inventories  consist  primarily of components  and completed  units for the
Company's  AuraGen  product.  The reserve  for  potential  product  obsolescence
consists solely of parts for the Company's actuator products.

     4) Contingencies

     The Company is engaged in various legal  actions.  See the  Company's  Form
10-K,  Item 3 Legal  Proceedings  for the year ended  February 29, 2000 as filed
with the SEC (file number 0-17249) for a discussion of the legal activities.  In
the case of a judgment or settlement,  appropriate  provisions have been made in
the financial statements.




<PAGE>


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


     This Report may contain forward-looking statements, which involve risks and
uncertainties.  The  Company's  actual  results may differ  materially  from the
results  discussed in such  statements.  Certain factors could also cause actual
results  to differ  materially  from  those  discussed  in such  forward-looking
statements,  including  factors  discussed  in the  Company's  Form 10-K for the
period ended February 29, 2000, and factors discussed in this Report.

     Results of Operations

     For the three  months  ended May 31,  2000,  the  Company had a net loss of
$2,610,266  on net  revenue  of  $381,521  compared  to a loss  from  continuing
operations  of $5,184,858 on net revenue of $1,540,729 in the prior year period.
The decrease in revenue is primarily  attributable  to the sale of the assets of
the Company's  wholly owned  subsidiary,  Aura Ceramics.  Approximately  56%, or
$860,000  of  the  sales  in the  comparable  prior  fiscal  year  quarter  were
attributable  to this subsidiary  with the balance  primarily  attributed to the
Company's  AuraGen  product.  Revenues  in the  current  year  period are solely
AuraGen related.

     Cost of goods and overhead decreased from $3.2 million in the quarter ended
May 31, 1999 to $2.5 million in the quarter ended May 31, 2000, due primarily to
the  disposition  of the  assets  of the  Company's  Aura  Ceramics  subsidiary.
Approximately  13% of the cost of goods and  overhead  in the  comparable  prior
fiscal year quarter was attributable to this subsidiary.

     Selling, general and administrative expenses decreased from $2.5 million in
the quarter ended May 31, 1999 to $2.2 million in the quarter ended May 31, 2000
as a result of the sale of the assets of the ceramics facility and the reduction
of employees at the headquarters facility.

     Research and  development  expense  decreased  from $108,557 in the quarter
ended May 31, 1999 to $32,048 in the quarter  ended May 31, 2000, as the Company
focused  its  reduced  resources  on the sales and  marketing  of the  Company's
product, the AuraGen(TM).

     Depreciation  and  amortization  for the quarter ended May 31, 2000 totaled
approximately $1.6 million.

     The  Company  recorded  a gain of  $1,756,746  on the sale of assets of its
ceramics facility in the quarter ended May 31, 2000.

     Other  income and  expense  for the  quarter  ended May 31,  2000  consists
primarily of forgiveness of debt of  approximately  $190,000,  reimbursement  of
prior period legal expenses of approximately  $180,000, and insurance claims and
refunds of approximately $90,000.

     Net  interest  expense for the quarter  ended May 31,  2000,  decreased  to
$562,013 from $797,184 in the prior year quarter due primarily to the conversion
of  approximately  $10  million  of debt  into  equity  and the  forgiveness  of
approximately $19 million of debt, partially offset by approximately $11 million
in accounts payable being converted into long term debt and accruing interest at
8%.

     Liquidity and Capital Resources

     At May 31,  2000,  the  Company  had cash of $406,175 as compared to a cash
level of $260,437 at February 29, 2000.  Inventories decreased by $1,184,987 due
primarily to the disposition of assets of the Company's ceramics subsidiary.

     Cash flows used in  operations  decreased by  $5,148,409 as compared to the
fiscal  quarter ended May 31, 1999.  This is primarily a result of the reduction
in the loss from  operations  of $2.6  million  coupled  with the  reduction  in
receivables   of   approximately   $700,000,   the  reduction  in  inventory  of
approximately   $1.2  million  and  the  increase  in  accrued   liabilities  of
approximately  $3.1  million.  The  Company's  working  capital  was a  negative
$945,203  at May 31,  2000 as  compared  to  $826,213  at the fiscal  year ended
February 29, 2000 while the current ratio declined to .95:1 at May 31, 2000 from
1.05:1 at February 29, 2000.

     In the fiscal quarter ended May 31, 2000, the Company received net proceeds
of $284,000 from the sale of 150,000 shares of the Company's  common stock.  The
Company also  satisfied a liability of $125,000  through the issuance of 462,963
shares of common stock.  In the fiscal  quarter ended May 31, 1999,  the Company
received  proceeds of $9,300 from the  exercise of  warrants.  The Company  also
satisfied a liability of $20,000 through the exercise of 40,000 warrants.

     In the past, the Company's cash flow generated from operations has not been
sufficient  to  completely  fund its working  capital  needs.  Accordingly,  the
Company has also relied  upon  external  sources of  financing  to maintain  its
liquidity.  In order to finance its existing operations it will be necessary for
the Company to obtain  additional  working  capital from external  sources.  The
Company is presently seeking additional sources of financing, including debt and
equity financing.  No assurances can be provided that these funding sources will
be  available  at the times and in the amounts  required.  The  inability of the
Company to obtain  sufficient  working  capital at the times and in the  amounts
required  would have a material  adverse  effect on the  Company's  business and
operations.

     For additional information regarding the Company's financial condition, see
the  Company's  Form 10K,  Item 7 -  Management's  Discussion  and  Analysis  of
Financial  Condition and Results of Operations  for the year ended  February 29,
2000 as filed with the SEC (file number 0-17249).


     Forward Looking Statements

     The Company  wishes to caution  readers  that  important  factors,  in some
cases,  have  affected,  and in the future could affect,  the  Company's  actual
results and could cause the Company's actual consolidated results for the second
quarter of Fiscal 2001, and beyond, to differ materially from those expressed in
any forward-looking statements made by, or on behalf of the Company.

     Such  factors  include,  but are not  limited to, the  following  risks and
contingencies:  Changed business  conditions in the automotive  industry and the
overall  economy;   increased   marketing  and  manufacturing   competition  and
accompanying  prices  pressures;  contingencies in initiating  production at new
factories along with their potential  underutilization,  resulting in production
inefficiencies  and higher  costs and  start-up  expenses  and;  inefficiencies,
delays  and  increased  depreciation  costs  in  connection  with  the  start of
production in new plants and expansions.

     Relating  to  the  above  are  potential  difficulties  or  delays  in  the
development,  production,  testing and marketing of products, including, but not
limited to, a failure to ship new products and  technologies  when  anticipated.
There might exist a difficulty in obtaining raw materials,  supplies,  power and
natural  resources and any other items needed for the  production of Company and
another products,  creating capacity  constraints limiting the amounts of orders
for certain  products and thereby  causing  effects on the Company's  ability to
ship its  products.  Manufacturing  economies  may fail to develop when planned,
products  may be  defective  and/or  customers  may fail to  accept  them in the
consumer marketplace.

     In  addition  to the  above,  risks and  contingencies  may exist as to the
amount and rate of growth in the Company's  selling,  general and administrative
expenses,  and the impact of unusual items resulting from the Company's  ongoing
evaluation  of its business  strategies,  asset  valuations  and  organizational
structures.  Furthermore,  any  financing or other  financial  incentives by the
Company  under or  related to major  infrastructure  contracts  could  result in
increased  bad debt or other  expenses or  fluctuation  of profit  margins  from
period to period.  The focus by some of the  Company's  businesses  on any large
system order could entail fluctuating results from quarter to quarter.

     The effects of, and changes in, trade,  monetary and fiscal policies,  laws
and  regulations,   other  activities  of  governments,   agencies  and  similar
organizations,  and social and economic  conditions,  such as trade restrictions
impose  yet other  constraints  on any  company  statements.  The cost and other
effects of legal and administrative cases and proceedings present impose another
factor which may or may not have an impact.


<PAGE>



PART II - OTHER INFORMATION


Item 1: Legal Proceedings

     For  information  regarding  pending legal  proceedings,  see Note 4 to the
Company's  Condensed  Financial   Consolidated  Financial  Statements  appearing
elsewhere herein.

Item 2: Changes in Securities

     During the first quarter of Fiscal 2001 the Company issued 3,000,000 shares
of Common Stock to a single person upon  conversion of a $1,000,000  convertible
note  payable  and  received  $300,000  from the sale to such  person of 150,000
shares.

     During the first quarter of Fiscal 2001 462,963 shares of Common Stock were
issued to a single person in satisfaction of a liability of $125,000.

     During the first  quarter of Fiscal  2001  4,032,941  shares were issued to
five persons as finders fees for private placements in the prior fiscal year.

     All of the foregoing transactions were exempt from registration pursuant to
Section 4(2) of the  Securities  Act of 1933 as these  offerings  were a private
placement to a limited number of accredited investors."

Item 4: Submission of Matters to Vote by Security Holders

     The  Company's  1999 Annual  Meeting of  Shareholders  was held on March 6,
2000. At the Annual Meeting each of the Company's nominees were elected to serve
as directors of the Company. The election results are as follows:

<TABLE>
<CAPTION>
                                                                                      .
              NAME                                   For                      Withheld        Abstain

<S>                                                 <C>                      <C>            <C>
Zvi "Harry" Kurtzman                                91,684,018               9,827,982      2,763,422
Harvey Cohen  92,864,439                             8,647,561               2,763,422
Salvador Diaz-Verson, Jr.                           93,007,303               8,504,697      2,763,422
Sanford R. Edlein                                   92,067,732               9,444,268      2,763,422
Norman Reitman                                      91,906,240               9,605,760      2,763,422
Stephen A. Talesnick                                93,416,650               8,095,350      2,763,422
David F. Hadley                                     92,099,913               9,412,087      2,763,422
</TABLE>

     The shareholders in addition, approved the following proposals:

1.   To  increase  the  number  of  authorized   shares  from   200,000,000   to
     500,000,000.

                     For                    Withheld        Abstain
                 102,455,535               3,586,711        284,666

2.   To approve an amendment to the Company's  Certificate of  Incorporation  to
     authorize 10,000,000 shares of Preferred Stock.

                     For                    Withheld        Abstain
                  98,424,057               7,655,739        180,539

3.   To adopt the Company's 2000 Stock Option Plan.

                     For                    Withheld        Abstain
                  98,276,911               4,566,007        3,706,937

4.   To adopt a  proposal  to effect a  reverse  split of the  Company's  common
     stock.

                    For                     Withheld        Abstain
                 89,935,298                18,184,528        251,457

Item 6: Exhibits and Reports on Form 8-K

a)       Exhibits:
                            See exhibit index
b)       Reports on Form 8-K:
                                None



<PAGE>




                                   SIGNATURES




     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.







                                                AURA SYSTEMS, INC.
                                            ------------------------------
                                                 (Registrant)






Date: May 11, 2001               By:           /s/Steven C. Veen
       ----------------------------      -----------------------------
                                                Steven C. Veen
                                               Senior Vice President
                                              Chief Financial Officer
                                 (Principal Financial and Accounting Officer
                                           and Duly Authorized Officer)