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 November 30, 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 January 11, 2000

       Common Stock, par value                   281,376,809 Shares
           $.005 per share


<PAGE>
                       AURA SYSTEMS, INC. AND SUBSIDIARIES

                                      INDEX

                                                                      Page No.
<TABLE>
<CAPTION>

PART I.      FINANCIAL INFORMATION
<S>                                                                                                       <C>

         ITEM 1.     Financial Statements

                     Statement Regarding Financial Information                                              2

                     Condensed Consolidated Balance Sheets as of                                            3
                     November 30, 2000 and February 29, 2000

                     Condensed Consolidated Statement of Operations for the Three Months and Nine           4
                     Months Ended November 30, 2000 and 1999

                     Condensed Consolidated Statements of Cash Flows for the                                5
                     Nine Months Ended November 30, 2000 and 1999

                     Notes to Condensed Consolidated Financial Statements                                   6

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


PART II. OTHER INFORMATION

         ITEM 1.     Legal Proceedings                                                                      11

         ITEM 2.     Changes in Securities                                                                  11

         ITEM 5.  Other Information                                                                         11

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

SIGNATURES                                                                                                  12
</TABLE>

<PAGE>

                       AURA SYSTEMS, INC. AND SUBSIDIARIES

                         QUARTER ENDED NOVEMBER 30, 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)
                                                                                November 30,              February 29,
Assets                                                                             2000                      2000*
------                                                                         -------------            ---------------
<S>                                                                          <C>                      <C>

Current assets:
     Cash and equivalents                                                     $       423,843              $    260,437
     Receivables-net                                                                  392,022                 2,459,200
     Inventories                                                                    9,727,202                11,189,227
     Notes receivable                                                               2,485,611                 3,557,007
     Other current assets                                                             592,346                   360,177
                                                                              ---------------           ---------------

Total current assets                                                               13,621,024                17,826,048
                                                                              ---------------           ---------------

     Property and equipment, at cost                                               41,298,736                42,219,417
     Less accumulated depreciation
         and amortization                                                         (19,396,034)              (15,184,362)
                                                                              ----------------          ----------------

Net property and equipment                                                         21,902,702                27,035,055

     Long-term investments                                                          2,123,835                 2,123,835
     Long-term receivables                                                          3,793,775                 1,250,000
     Patents and trademarks- net                                                    4,430,072                 4,615,769
     Other assets                                                                   3,252,980                 3,271,831
                                                                              ---------------           ---------------
       Total                                                                  $    49,124,388           $    56,122,538
                                                                                   ==========           ===============

Liabilities and Stockholder's Equity

Current liabilities:
     Notes payable                                                            $     6,853,038           $     9,899,531
     Accounts payable                                                               2,571,714                 4,216,004
     Accrued expenses                                                               1,849,912                 1,634,300
     Convertible note-unsecured                                                            --                 1,250,000
                                                                              ---------------            --------------

Total current liabilities                                                          11,274,664                16,999,835
                                                                              ---------------              ------------

Notes payable and other liabilities                                                31,592,774                37,606,695
                                                                              ---------------           ---------------

COMMITMENTS AND CONTINGENCIES

Stockholders' equity
   Common stock par value $.005 per share and        additional   paid
in capital. Issued and outstanding  281,376,809     and    196,975,392
shares respectively.                                                              262,059,413               234,196,092
   Common stock not issued                                                                 --                 9,132,774
   Cumulative currency translation adjustment (CTA)                                  (365,932)                 (365,932)
   Accumulated deficit                                                           (255,436,531)             (241,446,926)
                                                                             -----------------          ----------------

       Total stockholders' equity                                                   6,256,950                 1,516,008
                                                                                -------------           ---------------
       Total                                                                  $    49,124,388           $    56,122,538

                                                                               ==============           ===============

</TABLE>

                See accompanying notes to condensed consolidated
                             financial statements.

*Amounts at February 29, 2000 have been derived from audited financial
 statements


<PAGE>

<TABLE>
<CAPTION>


                       AURA SYSTEMS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
             THREE AND NINE MONTHS ENDED NOVEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                           Three Months                             Nine Months

                                                       2000              1999                 2000                1999
                                                       ----              ----                 ----                ----
<S>                                                  <C>                 <C>                 <C>                  <C>

Net Revenues                                          $     501,803      $   1,089,984       $   1,270,209        $   6,315,065

     Cost of goods and overhead                           2,382,663          2,808,880           7,453,082           11,077,263
                                                          ---------          ---------     ---------------      ---------------

Gross Profit                                             (1,880,860)        (1,718,896)         (6,182,873)          (4,762,198)

Expenses

     Selling, general and administrative                  1,628,208          1,483,544           7,164,686            7,285,309
     Research and development                               246,384            128,594             332,335              373,215
                                                      -------------      -------------      --------------       --------------

     Total costs and expenses                             1,874,592          1,612,138           7,497,021            7,658,524
                                                     --------------     --------------      --------------       --------------

Loss from operations                                     (3,755,452)        (3,331,034)        (13,679,894)         (12,420,722)

Other (income) and expense

     (Gain) loss on sale of subsidiary                           --                 --                  --             (877,512)
     (Gain) loss on disposition of assets                        --            144,248          (1,756,746)           1,549,297
     Other income                                          (707,185)          (249,801)         (2,161,813)            (272,460)
     Legal settlements and costs                          1,046,792             60,124           2,611,288              279,635
     Interest expense-net                                   557,960            904,042           1,616,982            2,476,214
                                                   ----------------     --------------   -----------------       --------------

Net loss                                             $   (4,653,019)    $   (4,189,647)       $(13,989,605)        $(15,575,896)
                                                     ===============    ===============      =============         ============

Net loss per common share-basic                    $           (.02)   $          (.04)   $          (.06)     $          (.14)
                                                   =================    ===============   ================      ===============

Weighted average shares used
to compute net loss per share                           274,403,680        107,822,043         253,849,598         107,810,152
                                                        ===========      =============    ================    ================
</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 NINE MONTHS ENDED NOVEMBER 30, 2000 AND 1999
                                   (Unaudited)
                                                                            2000                         1999
                                                                         ------------              -------------
<S>                                                              <C>                          <C>
Net cash (used) in operations                                    $         (9,012,671)        $      (6,796,443)
                                                                           -----------         -----------------

Cash flows from investing activities:

     Proceeds from sale of subsidiary                                          64,311                 1,000,000
     Additions to property and equipment                                      (17,123)                 (324,194)
     Note receivable                                                        1,363,551                 2,696,000
                                                                      ---------------           ---------------

     Net cash provided by (used) in investing
         activities                                                         1,410,739                 3,371,806

Cash flows from financing activities:

     Net proceeds (repayment) from short-term
       borrowing                                                             (400,000)                        --
     Repayment of debt                                                     (1,718,977)                 (115,757)
     Net proceeds from sale of stock                                         9,884,315                        --
     Proceeds from exercise of warrants                                             --                     9,300
                                                                      ----------------          ----------------

     Net cash provided  (used) by financing
       activities:                                                           7,765,338                  (106,457)
                                                                             ---------              ------------

Net increase (decrease) in cash and cash equivalents
                                                                              163,406                (3,531,094)

Cash and cash equivalents at beginning of year                                 260,437                 3,822,210
                                                                       ---------------           ---------------

Cash and cash equivalents at end of period                            $        423,843          $        291,116
                                                                       ===============          ================

Supplemental  disclosures of cash flow  information
Cash paid during the period for:

              Interest                                                $      1,519,221          $        231,098
              Income Tax                                                             0                         0
                                                                        ==============            ==============
</TABLE>

Supplemental disclosure of noncash investing and financing activities:

In the nine months  ended  November 30, 2000,  $2,363,019  of notes  payable and
accrued  interest were converted into 5,648,918  shares of the Company's  common
stock.  The  Company  issued  12,042,627  shares  of  common  stock  to  satisfy
liabilities of $6,509,189.  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.

In the nine months ended  November 30, 1999, the Company sold its MYS subsidiary
for $4.2 million in the form of a note  receivable in the amount of $3.2 million
and a cash down  payment of $1 million.  The Company also sold the assets of its
AuraSound subsidiary for a note receivable of $2 million.

                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") and subsidiaries from the effective dates of
acquisition.  All material inter-company balances and inter-company transactions
have been eliminated.  Certain  reclassifications have been made to the November
1999 financial statements to conform with November 2000 classifications.
These  reclassifications  have no effect on the  reported  net loss  amount  for
November 1999.

         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 and nine months ended November 30, 2000.

2)       Capital

         In the nine months ended  November 30, 2000,  the Company  received net
proceeds of $9,884,315 in exchange for 28,113,974 shares of common stock. In the
nine months  ended  November  30, 1999,  warrants to purchase  70,000  shares of
common stock were exercised.

3)       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 description of the legal  actions.  To
the extent that judgment has been rendered,  appropriate provision has been made
in the financial statements.

         Deutsche Financial Services v. Aura

         In June,  1999,  a lawsuit  naming Aura was filed in the United  States
District  Court for the  Central  District  of  California,  Deutsche  Financial
Services ("DFS") vs. Aura (Case No. 99-03551 GHK (BQRx)).  The complaint follows
DFS'  termination of its credit  facility with NewCom of $11,000,000 and seizure
of substantially all of NewCom's  collateral in April,  1999. It alleges,  among
other  things,  that Aura is liable to DFS for NewCom's  indebtedness  under the
secured credit  facility  purportedly  guaranteed by Aura in 1996, well prior to
the NewCom initial public  offering of September  1997. In the  proceeding,  DFS
sought  an  order  to  attach  Aura's  assets  which  was  denied  following  an
evidentiary hearing before the Honorable Brian Quinn Robbins,  U.S.  Magistrate,
and the matter has been  ordered by the District  Court to binding  arbitration.
Aura has now responded in  arbitration,  denying DFS' claims and has asserted in
its defense, among other things, that the guarantee,  if any, is discharged.  In
addition,  Aura through its counsel, has asserted  cross-claims for, among other
things,  tortuous lender liability,  alleging that DFS wrongfully terminated the
NewCom credit facility,  wrongfully  seized the NewCom collateral and wrongfully
foreclosed upon NewCom collateral, acting in a commercially unreasonably manner.
A panel of three  arbitrators  has been  selected and  appointed by the American
Arbitration  Association,  and a hearing set for May,  2000 was suspended by the
panel  without  scheduling  a new  hearing  date.  Hearing  dates  have now been
scheduled  beginning  April 24, 2001.  The Company  believes it has  meritorious
defenses  and  cross-claims.  However,  no  assurances  can be  given  as to the
ultimate outcome of this proceeding.

         Excalibur v. Aura

     On November 12, 1999, a lawsuit was filed by three  investors  against Aura
and Zvi Kurtzman,  Aura's Chief Executive Officer, in Los Angeles Superior Court
entitled Excalibur Limited Partnership v. Aura Systems, Inc. (Case No. BC220054)
arising out of two NewCom, Inc. financings consummated in December 1998.

         The NewCom financings comprised (1) a $3 million investment into NewCom
in exchange for NewCom  Common  Stock,  Warrants for NewCom  Common  Stock,  and
certain  "Repricing  Rights" which entitled the investors to receive  additional
shares of NewCom Common Stock in the event the price of NewCom Common Stock fell
below a specified  level, and (2) a loan to NewCom of $1 million in exchange for
a Promissory Note and Warrants to purchase NewCom Common Stock. As part of these
financings Aura agreed with the investors to allow their  Repricing  Rights with
respect to NewCom Stock to be exercised for Aura Common Stock, at the investors'
option.  Aura also  agreed to  register  Aura  Common  Stock  relating  to these
Repricing Rights.

         The  Plaintiffs  allege  in their  complaint  that  Aura  breached  its
agreements  with the Plaintiffs by, among other things,  failing to register the
Aura Common Stock  relating to the  Repricing  Rights.  The  Plaintiffs  further
allege that Aura  misrepresented  its  intention  to register the Aura shares in
order to induce the  Plaintiffs  to loan $1.0 million to NewCom.  The  Complaint
seeks  damages  of not less than  $4.5  million.  In  January  2000  Aura  filed
counterclaims against the Plaintiffs,  including claims that the Plaintiffs made
false  representations  to Aura in order to  induce  Aura to agree to issue  its
Common Stock pursuant to the Repricing Rights.  The parties had agreed to submit
this matter to  mediation on June 28,  2000,  which did not finally  resolve the
matters.  Trial is scheduled to begin on April 17,  2001.  The Company  believes
that  it  has  meritorious   defenses  and   counterclaims  to  the  Plaintiffs'
allegations.  However,  no assurances can be given as to the ultimate outcome of
this proceeding.



<PAGE>


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

         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.

         Net revenue for the three and nine month  periods  ended  November  30,
2000 decreased by $588,181 and  $5,044,856 to $501,803 and  $1,270,209  from the
corresponding  periods in the prior year.  The  decrease in revenue is primarily
attributable  to  the  sale  of  the  assets  of  the  Company's   wholly  owned
subsidiaries Aura Ceramics and AuraSound.

         With the recently announced addition of major companies as distributors
for the AuraGen,  the Company expects that revenue growth will begin to increase
at an accelerating rate. The accelerating increase in the rate of revenue growth
is expected to favorably  impact the Company's  operations in terms of cash flow
from operations and net earnings.

         Cost of goods and overhead for the three and nine months ended November
30,  2000  decreased  by  $659,569  and   $3,857,533  in  comparison   with  the
corresponding  periods in the prior year due primarily to the disposition of the
Company's AuraSound and Aura Ceramics subsidiaries' assets.

         General  and  administrative  expenses  increased  for  the  three  and
decreased for the nine month periods by $144,664 and $120,623  respectively,  as
the  Company  has  recently  begun to  expand  its  activities  in the sales and
marketing area. While the Company expects general and administrative expenses to
moderately  increase as the Company  continues to expand its sales and marketing
efforts,  the  Company  expects  the rate of  increase  in these  expenses to be
substantially below the rate of increase in revenue growth.

         Included in cost of goods and overhead  and general and  administrative
costs for the three and nine months ended November 30, 2000, is depreciation and
amortization of $1.7 million and $5.0 million, respectively.

         Research and  development  costs  increased for the three and decreased
for the nine months ended November 30, 2000 by $117,790 and $40,880. The Company
has recently begun to increase its research and development  activities in order
to expand its line of AuraGen products and expects these activities and expenses
to  continue  to grow as the  Company's  cash flow from  operations  allows  the
Company  to  develop  more  variations  on  the  Company's  basic  5KW  AuraGen,
including,  but not  limited  to, the 6KW,  8KW,  10KW,  25KW,  AC/DC  versions,
inverter and battery charger versions, and marine and other applications.

         In the nine months ended November 30, 2000, the Company recorded a gain
of $1,756,746 on the disposition of the assets of the Aura Ceramics facility. In
the nine months ended November 30, 1999, the Company recorded a gain of $877,512
on the sale of its MYS subsidiary and a loss on the disposition of the assets of
the AuraSound subsidiary of $1,405,049.

         Net interest expense  decreased by $346,082 to $577,960 and $859,232 to
$1,616,982 in the three and nine months ended November 30, 2000 due primarily to
the  reduction  in  outstanding   debt  of  the  Company  as  a  result  of  the
restructuring.

         Liquidity and Capital Resources

         In the nine months ended November 30, 2000,  cash increased by $163,406
to $423,843  from  $260,437 at February 29, 2000.  Accounts  payable and accrued
expenses decreased by $1,428,678 from February 29, 2000.  Inventories  decreased
by $1,462,025 and accounts receivable decreased by $2,067,178.

         Cash flows used in operations  increased by $2,216,228  compared to the
prior year nine months.  Working  capital was $2,346,360 as compared to $826,213
at the fiscal year end level,  with the current  ratio  improving to 1.21:1 from
1.05:1.

         In the nine months ended  November 30, 2000,  the Company  received net
proceeds of  $9,884,315  from the sale of its common  stock.  In the nine months
ended  November  30,  1999,  the  Company  received  proceeds of $9,300 from the
exercise of 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 10-K, 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 fourth
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  price  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
other 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 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 3 to
              the  Company's   Condensed   Consolidated   Financial   Statements
              appearing elsewhere herein.

ITEM 2        Changes in Securities

              Private Placement for Debt Conversion

              In the  third  quarter  of Fiscal  2001 the  Company  conducted  a
              private  offering to a group of accredited  investors  whereby the
              Company  converted  or  exchanged  approximately  $4.7  million of
              outstanding indebtedness for 5,795,903 shares of Common Stock. The
              offering was exempt from registration  pursuant to Section 4(2) of
              the Securities Act of 1933 as the offering was a private placement
              to a limited number of accredited investors.

ITEM 5        Other Information

              Appointment of Independent Accountants:

              On January 9, 2001, the Company appointed Singer Lewak Greenbaum &
              Goldstein LLP as its Independent Accountants.

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:     January 16, 2001      By:  /s/Steven C. Veen
      -----------------------        ---------------------------------------
                                                 Steven C. Veen
                                               Senior Vice President
                                              Chief Financial Officer
                                (Principal Financial and Accounting Officer)
<PAGE>
                                INDEX TO EXHIBITS


       Exhibit                                                Sequential
        Number                                                  Page No.

       EX-27           Financial Data Schedule