FORM 10-Q/A
                                (Amendment No. 1)

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             -----------------------

(Mark One)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 14(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD
         ENDED JANUARY 31, 1998.

                                      OR

[  ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD
         FROM         TO          .
               ------     -------

                         Commission file number 1-13580

                       ALLIED DIGITAL TECHNOLOGIES CORP.
                       ---------------------------------
             (Exact name of registrant as specified in its charter)


        Delaware                                     38-3191597
        --------                                     ----------
(State or other jurisdiction of                    (IRS Employer
incorporation or organization)                   identification No.)

 140 Fell Court, Hauppauge, New York                     11788
 -----------------------------------                     -----
(Address of principal executive offices)              (Zip Code)

                                 (516) 232-2323
              (Registrant's telephone number, including area code)

                              ---------------------

         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     .
    ---      ---

         As of April 24, 1998, 13,619,644 shares of the registrant's common
stock were outstanding.




Pursuant to the requirements of Section 13 or 15(d) 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.



                                   ALLIED DIGITAL TECHNOLOGIES CORP.



Date:  April 25, 1998          By: /s/ George N. Fishman
                                  -----------------------------------------
                                  George N. Fishman
                                  Co-Chairman and Chief Executive Officer
                                  (Principal Executive Officer)



Date:  April 25, 1998          By: /s/ Charles A. Mantione
                                  -----------------------------------------
                                  Charles A. Mantione
                                  Vice President - Finance
                                  (Principal Financial Officer and Principal
                                   Accounting Officer)