HAUPPAUGE DIGITAL INC
NT 10-K, 2001-01-02
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING
                                                            SEC FILE NUMBER

                                                                1-13550
                                                                -------

                                                             CUSIP NUMBER

                                                             419131-10-7
                                                             -----------


(Check One):   [ X ] Form 10-K and Form 10-KSB [ ] Form 11-K     [  ] Form 20-F
                           [  ] Form 10-Q and Form 10-QSB        [  ] Form N-SAR

         For Period Ended:    September 30, 2000
                            -----------------------------------

         [   ]    Transition Report on Form 10-K
         [   ]    Transition Report on Form 11-K
         [   ]    Transition Report on Form 20-F
         [   ]    Transition Report on Form 10-Q
         [   ]    Transition Report on Form N-SAR
         For the Transition Period Ended:
                                           --------------------



Nothing  in this  form  shall be  construed  to imply  that the  Commission  has
verified any information contained herein.

If the notification  relates to a portion of the filing checked above,  identify
the item(s) to which the notification relates:


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<PAGE>

                         PART I - REGISTRANT INFORMATION

                             HAUPPAUGE DIGITAL INC.
                             ----------------------
                             Full Name of Registrant

                           --------------------------
                            Former Name if Applicable

                                 91 Cabot Court
                                 --------------
            Address of Principal Executive Office (Street and Number)

                               Hauppauge, NY 11788
                               -------------------
                            City, State and Zip Code

                        PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without  unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)

[ X ] (a)   The reasons described in reasonable detail in Part III of this form
            could not be eliminated without unreasonable effort or expense;
[ X ] (b)   The subject annual report, semi-annual report, transition report on
            Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will
            be filed on or before the fifteenth  calendar day following the
            prescribed due date; or the subject quarterly report or transition
            report on Form 10-Q, or portion  thereof, will be filed on or before
            the fifth calendar day following the prescribed due date; and
[   ] (c)   The accountant's statement or other exhibit required by Rule
            12b-25(c) has been attached if applicable.

                              PART III - NARRATIVE

State below in reasonable  detail the reasons why Forms 10-K,  11-K, 20-F, 10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period.

     Hauppauge  Digital Inc. (the "Company") was unable to complete and file its
Annual  Report on Form 10-K for the fiscal year ended  September 30, 2000 within
the prescribed time period because certain  information related to the Company's
new European business structure did not arrive in a timely fashion.


<PAGE>

                           PART IV - OTHER INFORMATION

(1)      Name and telephone number of person to contact in regard to this
         notification:

             Gerald Tucciarone            (631)                  434-1600
         ----------------------------------------------------------------------
                 (Name)                 (Area Code)          (Telephone Number)

(2)     Have all other periodic reports required under Section 1 or 15(d) of the
        Securities Exchange Act of 1934 or Section 30 of the Investment Company
        Act of 1940 during the preceding 12 months or for such shorter period
        that the registrant was required to file such report(s) been filed?
        If answer is no, identify report(s).  [ X  ] Yes     [   ] No

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

(3)     Is it anticipated that any significant change in results of operations
        from the corresponding period for the last fiscal year will be reflected
        by the earnings statements to be included in the subject report or
        portion thereof?             [ X ] Yes   [   ] No

         If  so,  attach  an  explanation  of  the  anticipated   change,   both
         narratively and quantitatively,  and, if appropriate, state the reasons
         why a reasonable estimate of the results cannot be made.

         Reference is made to the  Company's  Annual Report on Form 10-K for the
         fiscal year ended  September 30, 2000 and filed with the Securities and
         Exchange Commission on January 2, 2001.




<PAGE>

                             HAUPPAUGE DIGITAL INC.
 -----------------------------------------------------------------------------
                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.

Date: January 2, 2001
      ----------------------------
                                         By: /s/ Gerald Tucciarone
                                             ---------------------------------
                                             Gerald Tucciarone
                                             Chief Financial Officer and
                                             Treasurer


INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly  authorized  representative.  The name and title of the person
signing  the form  shall  be typed or  printed  beneath  the  signature.  If the
statement is signed on behalf of the registrant by an authorized  representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.

                                    ATTENTION

Intentional  misstatements  or omissions  of fact  constitute  Federal  Criminal
Violations (See 18 U.S.C. 1001)


<PAGE>




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