SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    Form 10-Q


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


     For the Quarter Ended May 31, 1999    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   NO X

         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 February 4, 2000

 Common Stock, par value                                177,249,203 Shares
   $.005 per share





<PAGE>


                       AURA SYSTEMS, INC. AND SUBSIDIARIES

                                      INDEX



PART I.       FINANCIAL INFORMATION

ITEM 1.      Financial Statements
      Statement Regarding Financial Information                                1

      Condensed Consolidated Balance Sheets as of
      May 31, 1999 and February 28, 1999                                       2

      Condensed Consolidated Statement of Operations for the three
      Months Ended May 31, 1999 and 1998                                       3

      Condensed Consolidated Statements of Cash Flows for the Three
      Months Ended May 31, 1999 and 1998                                       4

      Notes to Consolidated Financial Statements                               5

ITEM 2.      Management's Discussion and Analysis of Financial Condition and
             Results of Operations                                             8

PART II.  OTHER INFORMATION

ITEM 1.      Legal Proceedings                                                10

ITEM 6.      Exhibits and reports on Form 8-K                                 11

SIGNATURES                                                                    12




<PAGE>


                       AURA SYSTEMS, INC. AND SUBSIDIARIES

                           QUARTER ENDED MAY 31, 1999

                          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 28, 1999 as filed with the SEC (file number 0-17249).




<PAGE>


                       AURA SYSTEMS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                   May 31,                February 28,
                                                                                    1999                      1999
<S>                                                                           <C>                      <C>
                                                                                -------------            ---------------
Assets

Current assets
     Cash and equivalents                                                     $            --          $       3,822,210
     Receivables-net                                                                2,234,741                  8,380,414
     Inventories                                                                   15,914,584                 18,477,058
     Notes Receivable                                                               3,229,313                    250,000
     Prepayments                                                                       60,804                  3,435,645
     Other current assets                                                             297,328                  2,124,535
                                                                              ---------------            ---------------

       Total current assets                                                        21,736,770                 36,489,862

     Property and equipment, at cost                                               43,840,650                 47,976,699
     Less accumulated depreciation
         and amortization                                                         (11,152,589)              (10,994,734)
                                                                              ----------------           ---------------

Net property and equipment                                                         32,688,061                 36,981,965

     Long-Term investments                                                          2,523,835                  2,923,835
     Long-Term receivables                                                          2,500,000                  2,500,000
     Patents and trademarks, net                                                    5,109,735                  5,293,278
     Goodwill, net                                                                         --                  5,383,208
     Other assets                                                                   3,531,931                    571,244
                                                                              ---------------           ----------------
       Total                                                                      $68,090,332          $      90,143,392
                                                                                  ===========           ================

Liabilities and Stockholder's Equity

Current liabilities:
     Notes payable                                                            $     3,622,458          $       8,787,113
     Convertible note-unsecured                                                     2,000,000                  2,000,000
     Accounts payable                                                              16,266,657                 22,515,842
     Accrued expenses                                                               7,622,180                  8,056,783
                                                                              ---------------           ----------------

       Total current liabilities                                                   29,511,295                 41,359,738

Notes payable and other liabilities                                                21,228,492                 25,955,529
                                                                              ---------------           ----------------
Convertible notes                                                                  36,481,782                 36,481,782
                                                                              ---------------           ----------------

COMMITMENTS AND CONTINGENCIES

Stockholders' equity
   Common stock par value $.005 per share paid in
capital.  Issued and outstanding 107,822,043
     and 107,752,043 shares respectively.                                         218,702,545                218,693,245
   Cumulative currency translation adjustment                                        (365,932)                  (365,932)
   Accumulated deficit                                                           (237,467,850)              (231,980,970)
                                                                                 ------------          ------------------

       Total stockholders' equity                                                 (19,131,237)               (13,653,657)
                                                                                  -----------          ------------------
       Total                                                                 $     68,090,332          $      90,143,392
                                                                              ===============          =================
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                       AURA SYSTEMS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                  FOR THE THREE MONTHS ENDED MAY 31,1999 & 1998
                                   (Unaudited)



<TABLE>
<CAPTION>


                                                                          1999                          1998
                                                                     ----------------              ---------------
<S>                                                                      <C>                         <C>

Net Revenues                                                               $2,580,693                  $32,452,538

     Cost of goods and overhead                                             4,645,668                   24,418,019
                                                                            ---------                   ----------

Gross Profit                                                               (2,064,975)                   8,034,519
                                                                           -----------              --------------

Expenses

     General and administrative                                             3,297,426                    7,097,481
     Research and development                                                 116,127                      296,346
                                                                         ------------               --------------

     Total costs and expenses                                               3,413,553                    7,393,827
                                                                            ---------               --------------

Income  (loss) from operations                                             (5,478,528)                     640,692
                                                                           -----------              --------------

Other (income) and expense

     Equity in losses of unconsolidated joint
     ventures                                                                       --                     325,000
    (Gain) loss on sale of subsidiary                                        (877,512)                          --
     Other  (income) expense                                                   88,042                   (1,569,823)
     Interest expense - net                                                   797,822                    2,681,079
                                                                        -------------                -------------

Income (loss) before income taxes and
minority interests                                                         (5,486,880)                    (795,564)

     Provision for taxes                                                           --                      628,000
     Minority interests in income of consolidated
     subsidiary                                                                    --                      500,997
                                                                      ---------------               --------------

Net income (loss)                                                         $(5,486,880)                $ (1,924,561)
                                                                          ============                ============

Net income (loss) per common share-basic                              $         (.05)             $           (.02)
                                                                      ===============               ===============

Weighted average shares used
to compute net income (loss) per share                                    107,786,500                   80,026,516
                                                                          ===========                   ==========

</TABLE>





     See accompanying notes to condensed consolidated financial statements.


<PAGE>


                       AURA SYSTEMS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE THREE MONTHS ENDED MAY 31, 1999 & 1998
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                             1999                       1998
                                                                         ------------              -------------

<S>                                                                  <C>                      <C>

Net cash (used) in operations                                         $    (5,277,473)         $     (4,656,612)
                                                                       ---------------          ----------------

Cash flows from investing activities:

     Proceeds from sale of subsidiary                                       1,000,000                        --
     Notes receivable                                                         516,667                        --
     Equity Investments                                                            --                (5,000,000)
     Purchase of property and equipment                                       (70,704)               (4,655,154)

     Net cash provided by (used) in investing
         activities                                                         1,445,963                (9,655,154)
                                                                      ---------------           ----------------

Cash flows from financing activities:

     Net proceeds (repayments) from short-term borrowings                          --                 6,767,541

     Proceeds from exercise of warrants                                         9,300

     Proceeds from issuance of convertible
     debt                                                                          --                 8,000,000

     Repayment of debt                                                             --                   (77,729)

     Net cash provided (used) by financing
     activities                                                                 9,300                14,689,812
                                                                      ---------------           ---------------

Net increase (decrease) in cash                                            (3,822,210)                  378,046

Cash and cash equivalents at beginning of year                              3,822,210                 6,079,411
                                                                       --------------            --------------

Cash and cash equivalents at end of period                           $              0          $      6,457,457
                                                                      ===============           ===============

Supplemental  disclosures of cash flow  information
        Cash paid during the period for:
              Interest                                               $         71,568          $      1,611,137
              Income Tax                                                            0                   635,200
                                                                     ================            ==============
</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.




     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 and results of operations as of and for
the three months ended May 31, 1999.

2)       Capital

         In the quarter ended May 31, 1999,  warrants to purchase  70,000 shares
of common stock of the Company were exercised.

3)       Significant Customers

                  Sales of  communication  and multimedia  products by NewCom to
four major mass  merchandisers  accounted for  approximately  $17.7 million,  or
54.5% of revenues in the fiscal quarter ended May 31, 1998. Sales of speakers to
a major electronics  retailer accounted for approximately $2.7 million,  or 8.3%
of net  revenues  in the fiscal  quarter  ended May 31,  1998.  These sales were
generated by the Company's  subsidiaries  NewCom and MYS, which are not included
in the current  years  financial  statements.  None of the above  customers  are
related or affiliated with the Company or any other customers of the Company.


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 28, 1999 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 28, 1999, and factors discussed in this Report.

         Results of Operations

         For the three months ended May 31, 1999, the Company lost $5,486,880 on
net revenues of  $2,580,693  compared to a loss of  $1,924,561 on net revenue of
$32,452,538  in the prior year  comparable  period.  The  decrease in revenue is
primarily   attributable  to  the  cessation  of  operations  by  the  Company's
previously  majority  owned  subsidiary,  Newcom,  and the sale of the Company's
wholly owned subsidiary,  MYS.  Approximately 86% of the sales in the comparable
prior fiscal year quarter were attributable to these two subsidiaries.

         Sales of communication and multimedia  products by NewCom to four major
mass  merchandisers  accounted  for  approximately  $17.7  million,  or 54.5% of
revenues in the fiscal  quarter ended May 31, 1998.  There were no such sales in
the comparable  current year quarter.  Sales of speakers to a major  electronics
retailer by MYS Corporation accounted for approximately $2.7 million, or 8.3% of
net revenues in the fiscal quarter ended May 31, 1998,  with no such  comparable
sales in the current year  quarter.  Neither of the above two  subsidiaries  are
included in the current year financial  statements.  None of the above customers
are  related  or  affiliated  with the  Company  or any other  customers  of the
Company.

         Cost of goods and overhead  decreased from $24.4 million in the quarter
ended May 31,  1998 to $4.6  million  in the  quarter  ended May 31,  1999,  due
primarily to the disposition of the Company's NewCom and MYS  subsidiaries,  and
the resultant decrease in product purchased for resale.

         General and administrative  expenses decreased from $7.1 million in the
quarter  ended May 31, 1998 to $3.3  million in the quarter  ended May 31, 1999,
due primarily to the decrease in personnel and support  services  resulting from
the sale of the  Company's  wholly  owned MYS  subsidiary  and the  cessation of
business of the Company's previously majority owned NewCom subsidiary.

         Research and development expense decreased from $296,346 in the quarter
ended May 31, 1998 to $116,127 in the quarter  ended May 31, 1999 as the Company
focused  its  reduced  resources  on the sales and  marketing  of the  Company's
product, the Auragen.

         In the Fiscal  quarter  ended May 31,  1999,  the Company  sold its MYS
subsidiary and recorded a gain of $877,512.  In the fiscal quarter ended May 31,
1998,  the  Company  recorded  a gain on the  sale of  stock  in its  previously
majority owned subsidiary  NewCom of approximately  $1.4 million.  No such sales
occurred in the current year fiscal quarter.

         Net interest  expense for the quarter ended May 31, 1999,  decreased to
$797,822  from  $2,681,079 in the prior year  quarter.  Interest  expense in the
prior year quarter included a quarterly fee being charged to interest expense on
the note that was  renegotiated in September 1997.  There was no such fee in the
current year quarter.

         Liquidity and Capital Resources

     In the  fiscal  quarter  ended May 31,  1999,  the  Company  had no cash as
compared  to a  cash  level  of  $3,822,210  at  February  28,1999.  Inventories
decreased by $2,562,474.

         Cash flows used in operations  increased by $620,861 as compared to the
fiscal quarter ended May 31, 1998. The Company's  working capital was a negative
$7,774,525  at May 31, 1999 as compared to a negative  $4,869,876  at the fiscal
year ended  February 28, 1999,  while the current ratio declined to .74:1 at May
31, 1999 from .88:1 at February 28, 1999.

         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 by the  exercise of  warrants.  In the fiscal  quarter  ended May 31,
1998,  the  Company  received  proceeds  of  $8,000,000  from  the  issuance  of
convertible notes payable.

         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,  principally private and bank indebtedness and equity financing.  The
Company is presently seeking additional sources of financing, including bank and
equity financing.  No assurances can be provided that these funding sources will
be available at the times and in the amounts required.

         For additional information regarding the Company's financial condition,
see the Company's Form 10-K, Item 7 - Management's  Discussion  and  Analysis of
Financial Condition and Results of Operations.

         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 2000, 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  consumer  electronic  and
automotive   industries  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   Consolidated   Financial   Statements
              appearing elsewhere herein.




<PAGE>




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:         February 10, 2000                By:   /s/Steven C. Veen
       -----------------------------               --------------------
                                                       Steven C. Veen
                                                     Senior Vice President
                                                     Chief Financial Officer
                                           (Principal Financial and Accounting
                                             Office and Duly Authorized Officer)




<PAGE>




                                INDEX TO EXHIBITS

     Exhibit
      Number

      EX-27                       Article 5, Financial Data Schedule

<PAGE>