<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                   Form 10-Q


             [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934
                  for the quarterly period ended  December 31, 1995

                                       OR

            [  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934


Commission File Number 0-3295
- --------------------------------------------------------------------------------

KOSS CORPORATION
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)



A DELAWARE CORPORATION                                   39-1168275
- --------------------------------------------------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)



4129 North Port Washington Avenue, Milwaukee, Wisconsin   53212
- --------------------------------------------------------------------------------
(Address of principal executive office)              (Zip Code)


Registrant's telephone number, including area code:  (414) 964-5000
                                                     ---------------------------



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 ____

At December 31, 1995, there were 3,511,080 shares outstanding of the
Registrant's common stock, $0.01 par value per share.













                                    1 of 11


<PAGE>   2


                       KOSS CORPORATION AND SUBSIDIARIES
                                   FORM 10-Q
                               December 31, 1995


                                     INDEX




                                                                         Page

  PART I   FINANCIAL INFORMATION


           Item 1       Financial Statements

                        Condensed Consolidated Balance Sheets
                        December 31, 1995 (Unaudited) and June 30, 1995    3

                        Condensed Consolidated Statements
                        of Income (Unaudited)
                        Quarter and six months ended 
                        December 31, 1995 and 1994                         4

                        Condensed Consolidated Statements of Cash
                        Flows (Unaudited)
                        Quarter and six months ended
                        December 31, 1995 and 1994                         5

                        Notes to Condensed Consolidated Financial

                        Statements (Unaudited) December 31, 1995           6-7


           Item 2       Management's Discussion and Analysis of
                        Financial Condition and Results of Operations      8-9



  PART II  OTHER INFORMATION


           Item 4       Submission of Matters to Vote of Security Holders  10











                                    2 of 11





<PAGE>   3


                       KOSS CORPORATION AND SUBSIDIARIES

                     CONDENSED CONSOLIDATED BALANCE SHEETS





<TABLE>
<CAPTION>
                                                      December 31, 1995  June 30, 1995
                                                         (Unaudited)          (*)
                                                      --------------------------------
<S>                                                    <C>                <C>
ASSETS
  Current Assets:
    Cash                                                    $    64,908    $    49,227
    Accounts receivable, net                                 10,506,810      7,242,862
    Inventories                                               9,252,293      9,395,915
    Prepaid expenses                                            874,094        676,874
    Income taxes receivable                                          --        376,147
    Prepaid income taxes                                        378,946        378,946
- --------------------------------------------------------------------------------------
      Total current assets                                   21,077,051     18,119,971

  Property and Equipment, net                                 2,275,053      2,283,394
  Intangible and Other Assets                                   553,956        569,558
- --------------------------------------------------------------------------------------
                                                            $23,906,060    $20,972,923
======================================================================================

LIABILITIES AND STOCKHOLDERS' INVESTMENT

  Current Liabilities:
    Accounts payable                                        $ 2,450,445    $ 1,726,711
    Accrued liabilities                                       1,187,231        930,660
- --------------------------------------------------------------------------------------
      Total current liabilities                               3,637,676      2,657,371

  Long-Term Debt                                                929,948        570,000
  Deferred Income Taxes                                           6,862          6,862
  Deferred Compensation and Other Liabilities                   964,804        907,264
  Contingently Redeemable Equity Interest                     1,490,000      1,490,000
  Stockholders' Investment                                   16,876,770     15,341,426
- --------------------------------------------------------------------------------------
                                                            $23,906,060    $20,972,923
======================================================================================
</TABLE>


*  The balance sheet at June 30, 1995, has been prepared from the audited
financial statements at that date.

See accompanying notes.





                                    3 of 11



<PAGE>   4

                       KOSS CORPORATION AND SUBSIDIARIES

                   CONDENSED CONSOLIDATED STATEMENT OF INCOME
                                  (Unaudited)


<TABLE>
<CAPTION>
                                      Three Months              Six Months
Period Ended December 31           1995          1994        1995         1994
- -----------------------------------------------------------------------------------
<S>                              <C>         <C>          <C>          <C>
Net sales                        $9,870,439   $9,805,952  $19,458,983   $18,178,854
Cost of goods sold                6,988,367    6,418,953   13,432,290    11,926,752
- -----------------------------------------------------------------------------------
Gross profit                      2,882,072    3,386,999    6,026,693     6,252,102
Selling, general and
  administrative expense          2,227,795    2,355,552    4,368,540     4,345,539
- -----------------------------------------------------------------------------------
Income from operations              654,277    1,031,447    1,658,153     1,906,563
Other income (expense)
  Royalty income                    679,737      680,687    1,068,729     1,023,928
  Interest income                     4,323       25,910        8,448        42,025
  Interest expense                  (33,181)    (109,175)     (60,349)     (179,023)
- -----------------------------------------------------------------------------------
Income before income taxes        1,305,156    1,628,869    2,674,981     2,793,493
Provision for income taxes          534,750      639,032    1,096,463     1,093,278
- -----------------------------------------------------------------------------------
  Net income                     $  770,406   $  989,837  $ 1,578,518   $ 1,700,215
===================================================================================
Number of common and common
  equivalent shares used in
  computing earnings per share    3,575,094    3,688,832    3,570,142     3,678,177
===================================================================================
Earnings per common and common
  equivalent share                    $0.22        $0.27        $0.44         $0.46
===================================================================================
Dividends per common share             None         None         None          None
===================================================================================
</TABLE>



                                    4 of 11

<PAGE>   5
                       KOSS CORPORATION AND SUBSIDIARIES

                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)





<TABLE>
<CAPTION>
Six Months Ended December 31                               1995         1994
- --------------------------------------------------------------------------------
<S>                                                    <C>           <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:
  Net income                                            $ 1,578,518  $ 1,700,215
  Adjustments to reconcile net
    income to net cash provided (used)
    by operating activities:
      Depreciation and amortization                         341,874      489,332
      Deferred compensation and other liabilities           140,088       54,387
      Net changes in operating assets and
        liabilities                                      (2,305,514)  (3,798,438)
- --------------------------------------------------------------------------------
      Net cash used in operating activities:               (245,034)  (1,554,504)
- --------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING
ACTIVITIES:
  Acquisition of equipment
    and leasehold improvements                             (165,483)    (499,941)
- --------------------------------------------------------------------------------
    Net cash used in
      investing activities                                 (165,483)    (499,941)
- --------------------------------------------------------------------------------
CASH FLOWS FROM
FINANCING ACTIVITIES:
  Repayments under line of credit agreements             (8,384,000)  (5,022,000)
  Borrowings under line of credit agreements              8,743,948    7,343,000
  Principal payments on
    long-term debt                                               --       (6,224)
  Exercise of stock options                                  66,250       66,947
- --------------------------------------------------------------------------------
    Net cash provided
      by financing activities                               426,198    2,381,723
- --------------------------------------------------------------------------------
Net (decrease) increase in cash                              15,681      327,278
Cash at beginning of year                                    49,227       37,355
- --------------------------------------------------------------------------------
Cash at end of quarter                                  $    64,908  $   364,633
================================================================================
</TABLE>


See accompanying notes






                                    5 of 11



<PAGE>   6
                       KOSS CORPORATION AND SUBSIDIARIES
                               December 31, 1995
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1.    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

      The financial statements presented herein are based on interim figures
      and are subject to audit.  In the opinion of management, all adjustments
      (consisting only of normal recurring accruals) necessary to present
      fairly the financial position, results of operations and cash flows at
      December 31, 1995, and for all periods presented have been made.

      Certain information and footnote disclosures normally included in
      financial statements prepared in accordance with generally accepted
      accounting principles have been condensed or omitted.  It is suggested
      that these condensed consolidated financial statements be read in
      conjunction with the financial statements and notes thereto included in
      the Registrant's June 30, 1995, Annual Report on Form 10-K.  The income
      from operations for the quarter and six months ended December 31, 1995 is
      not necessarily indicative of the operating results for the full year.

2.    EARNINGS PER COMMON AND COMMON EQUIVALENT SHARE

      Earnings per share are computed based on the average number of common and
      common share equivalents outstanding.  When dilutive, stock options are
      included as share equivalents using the treasury stock method.  Common
      stock equivalents of 64,014 and 438,112 related to stock option grants
      were included in the computation of the average number of shares
      outstanding for the quarter ended December 31, 1995 and 1994
      respectively.

3.    INVENTORIES

      The classification of inventories is as follows:




<TABLE>
<CAPTION>
                             December 31, 1995  June 30, 1995
          ---------------------------------------------------
          <S>                       <C>            <C>
          Raw materials and
            work in process         $4,507,967     $3,888,903
          Finished goods             5,430,005      6,192,691
          ---------------------------------------------------
                                     9,937,972     10,081,594
          LIFO Reserve                (685,679)      (685,679)
          ---------------------------------------------------
                                    $9,252,293     $9,395,915
          ===================================================
</TABLE>


                                    6 of 11


<PAGE>   7
4.    STOCK PURCHASE AGREEMENT

      The Company has an agreement with its Chairman to repurchase stock from
      his estate in the event of his death.  The repurchase price is 95% of the
      fair market value of the common stock on the date that notice to
      repurchase is provided to the Company.  The total number of shares to be
      repurchased shall be sufficient to provide proceeds which are the lesser
      of $2,500,000 or the amount of estate taxes and administrative expenses
      incurred by his estate.  The Company is obligated to pay in cash 25% of
      the total amount due and to execute a promissory note at a prime rate of
      interest for the balance.  The Company maintains a $1,150,000 life
      insurance policy to fund a substantial portion of this obligation.  At
      December 31, 1995 and June 30, 1995, $1,490,000 has been classified as a
      Contingently Redeemable Equity Interest reflecting the estimated
      obligation in the event of execution of the agreement.

5.    DEFERRED COMPENSATION

      In 1991, the Board of Directors agreed to continue John C. Koss' current
      base salary in the event he becomes disabled prior to age 70.  After age
      70, Mr. Koss shall receive his current base salary for the remainder of
      his life, whether or not he becomes disabled.  The Company is currently
      recognizing an annual expense of $115,080 in connection with this
      agreement, which represents the present value of the anticipated future
      payments.  At December 31, 1995 and June 30, 1995, respectively, the
      related liabilities in the amounts of $498,680 and $326,060 have been
      included in deferred compensation on the accompanying balance sheets.






















                                    7 of 11


<PAGE>   8
                       KOSS CORPORATION AND SUBSIDIARIES
                         FORM 10-Q - December 31, 1995
 
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition and Liquidity

Cash used in operating activities during the six months ended December 31, 1995
amounted to $245,034.  The Company expects to generate adequate amounts of cash
to meet future needs but maintains sufficient borrowing capacity to fund any
shortfall.

Working capital was $17,439,375 at December 31, 1995.  The increase of
$1,976,775 from the balance at June 30, 1995 consists primarily of an increase
in accounts receivable.  This increase in accounts receivable is the result of
higher sales volume for the six month period.

Capital expenditures for new property and equipment (including production
tooling) were $165,483 for the six months ended December 31, 1995.
Depreciation aggregated $313,851 for the six months.  For the fiscal year
ending June 30, 1996, the Company expects its capital expenditures to be
$1,600,000.  The Company expects to generate sufficient operating funds to
fulfill these expenditures.

Stockholders' investment increased to $16,876,770 at December 31, 1995, from
$15,341,426 at June 30, 1995.  The increase reflects primarily the income for
the six month period ending December 31, 1995.  No cash dividends have been
paid since the first quarter of fiscal 1984.

The Company has an unsecured working capital credit facility with a bank which
runs through March 15, 1997.  This credit facility provides for borrowings up
to a maximum of $8,000,000.  Borrowings under this credit facility bear
interest at the bank's prime rate, or LIBOR plus 2.25%.  This credit facility
includes certain covenants that require the Company to maintain a minimum
tangible net worth and specified current, interest coverage and leverage
ratios.  Utilization of this credit facility as of December 31, 1995 totaled
$1,073,697, consisting of $811,000 in borrowings and $262,697 in commitments
for foreign letters of credit.  The Company also has a $2,000,000 credit
facility which can be used by the Company in the event the Company desires to
purchase shares of its own stock.  The Company is currently in the process of
extending the expiration date of both credit facilities to March 15, 1998.

In April, 1995 the Board of Directors authorized the Company's purchase from
time to time of its common stock for its own account utilizing the
aforementioned $2,000,000 line of credit.  From April of 1995 through December
31, 1995, the Company purchased 50,000 shares of its common stock in the open
market at an average of $5.775 per share.  The Company intends to retire all
50,000 shares in the near future.  During calendar year 1995, the Company also
purchased 35,193 shares of its common stock in the open market for the
Company's Employee Stock Ownership Plan and Trust, at an average price of
$7.763 per share.

The Company's Canadian  subsidiary has a line of credit of $550,000. The
interest rate is the prime rate plus 1.5%.  The credit facility is subject to
the availability of qualifying receivables and inventories which serve as
security for the borrowings.  Loan advances against the line were $118,948 at
December 31, 1995 as compared to $0 at June 30, 1995.

                                    8 of 11


<PAGE>   9
Results of Operations

Net sales for the quarter ended December 31, 1995 were $9,870,439 compared with
$9,805,952 for the same period in 1994, which represents a slight increase in
sales compared with the same period in 1994.  Net sales for the six months
ended December 31, 1995 were $19,458,983 compared with $18,178,854 for the same
period in 1994, an increase of $1,280,129.  This increase was primarily a
result of strong orders in August and September.

Gross profit as a percent of net sales was 29% for the quarter ended December
31, 1995 compared with 35% for the same period in the prior year.  For the six
month period ended December 31, 1995, the gross profit percentage was 31%
compared with 34% for the same period in 1994.  Shifts in product mix resulted
in the decrease in gross profit as compared to last year.

Selling, general and administrative expenses for the quarter ended December 31,
1995 were $2,227,795 or 23%, as against $2,355,552 or 24% for the same period
in 1994.  For the six month period ended December 31, 1995, such expenses were
$4,368,540 or 22%, as against $4,345,539 or 24% for the same period in 1994.
The decrease is due to a rigorous control of expenses by the Company this
fiscal year.

For the second quarter ended December 31, 1995, income from operations was
$654,277 versus $1,031,447 for the same period in the prior year.  Income from
operations for the six months ended December 31, 1995 was $1,658,153 as
compared to $1,906,563 for the same period in 1994.  The decrease is primarily
related to the decrease in gross margin resulting from shifts in product mix.

Net interest expense amounted to $33,181 for the quarter as compared to
$109,175 for the same period in the prior year.  For the six month period, the
interest expense amounted to $60,349 compared with $179,023 for the same period
in the prior year.  The decrease is a result of the Company borrowing at much
lower levels as compared to the same periods last year.

The Company has a License Agreement with Trabelco N.V., a Netherlands, Antilles
company and a subsidiary of Hagemeyer, N.V., covering North America and most of
South America and Central America.  Hagemeyer N.V., a diverse international
trading company based in the Netherlands, has business interests in food,
appliances, electromechanical and automobile distribution as well as a solid
base of consumer electronic distribution in Asia, Europe, North America, South
America and Central America.  This License Agreement expires December 31, 1997;
however, said agreement contains renewal options for additional three year
periods.  Royalty income earned in connection with this License Agreement for
the quarter ended December 31, 1995 was $679,737 as compared to $680,687 for
the same period in 1994.  For the six month period, royalty income was
$1,068,729 at December 31, 1995 compared to $1,023,928 at December 31, 1994.
The Company recognizes royalty income when earned.

On September 29, 1995, the Company entered into a second License Agreement with
Trabelco N.V. covering most European countries.  No sales have been reported
under this License Agreement for the quarter ending December 31, 1995.



                                    9 of 11

<PAGE>   10


P
ART II  OTHER INFORMATION


Item 4   Submission of Matters to Vote of Security Holders

         a)   On October 19, 1995 an Annual Meeting of Stockholders was held.

         b)   Proxies for the election of directors were solicited pursuant to 
              Regulation 14, there was no solicitation in opposition to
              management's nominees and all such nominees were elected.

         c)   There were 3,322,507 shares of common stock eligible to vote at 
              the Annual Meeting, of which 2,784,830 shares were present at
              the Annual Meeting in person or by proxy, which constituted a
              quorum.  The following is a summary of the results of the voting:




<TABLE>
<CAPTION>
                                          Number of Votes
                                          ---------------
                                      For           Withheld
                                      ---           --------
             <S>                      <C>           <C>        
             Nominees for 1-year
             terms ending in 1996:

             John C. Koss             2,745,854     38,976
             Thomas L. Doerr          2,744,900     39,930
             Victor L. Hunter         2,746,654     38,176
             Michael J. Koss          2,745,054     39,776
             Lawrence S. Mattson      2,744,400     40,430
             Martin F. Stein          2,746,654     38,176
             John J. Stollenwerk      2,746,854     37,976

<CAPTION>
                                             Number of Votes
                                             ---------------
                                      For        Against    Abstain
                                      ---        -------    -------
                                      <C>        <C>        <C>
             Appointment of Price
             Waterhouse L.L.P.
             as independent auditors
             for the year ended
             June 30, 1996            2,770,007  6,669      8,154
</TABLE>







                                    10 of 11


<PAGE>   11

                                   Signatures              


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


                               KOSS CORPORATION



Dated: 2/13/96                 /s/ Michael J. Koss                     
                               ---------------------------                
                               Michael J. Koss, President,                
                               Chief Executive Officer,                   
                               Chief Financial Officer                    
                                                                          
Dated: 2/13/96                 /s/ Sue Sachdeva            
                               ---------------------------                
                               Sue Sachdeva                               
                               Vice President -- Finance                  




                                    11 of 11





<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             OCT-01-1995
<PERIOD-END>                               DEC-31-1995
<CASH>                                           64908
<SECURITIES>                                         0
<RECEIVABLES>                                 10506810
<ALLOWANCES>                                         0
<INVENTORY>                                    9252293
<CURRENT-ASSETS>                              21077051
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                23906060
<CURRENT-LIABILITIES>                          3637676
<BONDS>                                              0
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                             0
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                  23906060
<SALES>                                        9870439
<TOTAL-REVENUES>                              10554499
<CGS>                                          6988367
<TOTAL-COSTS>                                  9216162
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               33187
<INCOME-PRETAX>                                1305156
<INCOME-TAX>                                    534750
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    770406
<EPS-PRIMARY>                                      .22
<EPS-DILUTED>                                        0
        

</TABLE>