UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





FORM
      10-Q


(Mark
      One)





**x**  **QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934**




For
              the quarterly period ended
            September
              30,
              2007


or




**o 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:
            0-11676




BEL
                  FUSE INC.(Exact
                  name of registrant as specified in its
                  charter)
 
 NEW
                  JERSEY
              
              22-1463699(State
                  of other jurisdiction of incorporation or organization)
              
              (I.R.S.
                  Employer Identification No.)
 
  206
                  Van Vorst Street
              Jersey
                  City, New Jersey
              07302(Address
                  of principal executive offices)
              
              (Zip
                  Code)
 
 (201)
                  432-0463(Registrant's
                  telephone number, including area
                  code)
 
 (Former
                  name, former address and former fiscal year, if changed since last
                  report)




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 and 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.


x Yes  o No





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer or a non-accelerated filer. See definition of "accelerated
      filer and large accelerated filer" in Rule 12b-12 of the Exchange
      Act.


o
      Large accelerated
      filer  x
      Accelerated filer  o
      Non-accelerated filer





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


o
      Yes  x
      No





At
      November 1, 2007, there were 2,565,190 shares of Class A Common Stock, $0.10
      par
      value, outstanding and 9,296,177 shares of Class B Common Stock, $0.10 par
      value, outstanding.











BEL
                  FUSE INC.INDEXPagePart
                  I
              
              Financial
                  InformationItem
                  1.
              Financial
                  Statements
              1Condensed
                  Consolidated Balance Sheets as of September 30, 2007
                (unaudited)
                  and December 31, 2006
              2-3Condensed
                  Consolidated Statements of Operations for the Three and
                Nine
                  Months Ended September 30, 2007 and 2006 (unaudited)
              4Condensed
                  Consolidated Statements of Stockholders' Equity for
                the
                  Year Ended December 31, 2006 and
                the
                  Nine Months Ended September 30, 2007 (unaudited)
              5-6Condensed
                  Consolidated Statements of Cash Flows for the Nine
                Months
                  Ended September 30, 2007 and 2006 (unaudited)
              7-9Notes
                  to Condensed Consolidated Financial Statements (unaudited)
              10-29Item
                  2.
              Management's
                  Discussion and Analysis of
                Financial
                  Condition and Results of Operations
              30-49Item
                  3.
              Quantitative
                  and Qualitative Disclosures About
                Market
                  Risk
              50Item
                  4.
              Controls
                  and Procedures
              51Part
                  II
              
              Other
                  InformationItem
                  1.
              Legal
                  Proceedings
              52-53Item
                  2.
              Unregistered
                  Sales of Equity Securities and Use of Proceeds
              53Item
                  6.
              Exhibits
              54Signatures
              55




PART
      I.  Financial
      Information





Item
      1.  Financial
      Statements (Unaudited)





Certain
      information and footnote disclosures required under accounting principles
      generally accepted in the United States of America have been condensed or
      omitted from the following condensed consolidated financial statements pursuant
      to the rules and regulations of the Securities and Exchange Commission. It
      is
      suggested that the following condensed consolidated financial statements be
      read
      in conjunction with the year-end consolidated financial statements and notes
      thereto included in the Company's Annual Report on Form 10-K for the year ended
      December 31, 2006.





The
      results of operations for the nine and three months ended September 30, 2007
      and
      2006 are not necessarily indicative of the results for the entire fiscal year
      or
      for any other period.





-1-


**BEL
          FUSE INC. AND SUBSIDIARIES**
 **CONDENSED
          CONSOLIDATED BALANCE SHEETS**
  September
                    30,
                
                December
                    31,2007
                
                2006(Unaudited)**ASSETS**Current
                    Assets:Cash
                    and cash equivalents
                
                $
                102,051,013
                
                $
                76,760,543Marketable
                    securities
                
                
                4,169,127
                
                
                15,576,212Accounts
                      receivable - less allowance for doubtful accounts
                      of $1,031,720 and $1,087,006 atSeptember
                      30, 2007 and December 31, 2006, respectively
                
                
                47,793,960
                
                
                43,765,750Inventories
                
                
                42,543,340
                
                
                46,297,208Prepaid
                      expenses and other currentassets
                
                
                1,467,430
                
                
                1,382,807Deferred
                    income taxes
                
                
                1,572,623
                
                
                1,665,857Assets
                    held for sale
                
                
                3,717,488
                
                
                848,049Total
                    Current Assets
                
                
                203,314,981
                
                
                186,296,426Property,
                    plant and equipment - net
                
                
                40,224,949
                
                
                44,289,159Restricted
                    cash
                
                
                4,500,000
                
                
                -Deferred
                    income taxes
                
                
                5,218,763
                
                
                3,425,375Intangible
                    assets - net
                
                
                1,278,913
                
                
                1,892,417Goodwill
                
                
                28,117,143
                
                
                28,117,143Other
                    assets
                
                
                5,669,113
                
                
                4,476,990TOTAL
                    ASSETS
                
                $
                288,323,862
                
                $
                268,497,510
  See
          notes
          to condensed consolidated financial statements.
 -2-
 **BEL
                    FUSE INC. AND SUBSIDIARIES****CONDENSED
                    CONSOLIDATED BALANCE
                    SHEETS**
  September
                    30,
                
                December
                    31,2007
                
                2006(Unaudited)**LIABILITIES
                    AND STOCKHOLDERS' EQUITY**Current
                    Liabilities:Accounts
                    payable
                
                $
                18,836,366
                
                $
                17,244,937Accrued
                    expenses
                
                
                14,107,839
                
                
                12,713,417Income
                    taxes payable
                
                
                1,812,702
                
                
                11,094,107Dividends
                    payable
                
                
                795,133
                
                
                566,583Total
                    Current Liabilities
                
                
                35,552,040
                
                
                41,619,044Long-term
                    Liabilities:Deferred
                    gain on sale of property
                
                
                4,653,229
                
                
                -Liability
                    for uncertain tax positions
                
                
                6,783,000
                
                
                -Minimum
                      pension obligation andunfunded pension
                      liability
                
                
                5,442,246
                
                
                4,728,286Total
                    Long-term Liabilities
                
                
                16,878,475
                
                
                4,728,286Total
                    Liabilities
                
                
                52,430,515
                
                
                46,347,330Commitments
                    and ContingenciesStockholders'
                    Equity:Preferred
                        stock, no par value,authorized 1,000,000 shares; none
                        issued
                
                
                -
                
                
                -Class
                            A common stock, par value$.10 per share - authorized 10,000,000
                            shares; outstanding 2,588,577 and 2,702,677 shares, respectively (net
                            of 1,072,770 treasury shares)
                
                
                258,858
                
                
                270,268Class
                            B common stock, par value$.10 per share - authorized 30,000,000
                            shares; outstanding 9,291,977 and 9,167,665 shares, respectively
                            (net of
                            3,218,310 treasury shares)
                
                
                929,198
                
                
                916,767Additional
                    paid-in capital
                
                
                30,229,301
                
                
                31,826,046Retained
                    earnings
                
                
                205,120,117
                
                
                190,952,754Accumulated
                      other comprehensive(loss)
                
                
                (644,127
                )
                
                (1,815,655
                )Total
                    Stockholders' Equity
                
                
                235,893,347
                
                
                222,150,180TOTAL
                    LIABILITIES ANDSTOCKHOLDERS'
                    EQUITY
                
                $
                288,323,862
                
                $
                268,497,510
  See
          notes
          to condensed consolidated financial statements.
 -3-
 **BEL
                    FUSE INC. AND SUBSIDIARIES****CONDENSED
                    CONSOLIDATED STATEMENTS OF OPERATIONS**(Unaudited)Nine
                    Months Ended
                
                Three
                    Months EndedSeptember
                    30,
                
                September
                    30,2007
                
                2006
                
                2007
                
                2006Net
                    Sales
                
                $
                189,797,803
                
                $
                194,360,103
                
                $
                66,378,882
                
                $
                73,259,757Costs
                    and expenses:Cost
                    of sales
                
                
                148,777,682
                
                
                146,058,522
                
                
                52,287,781
                
                
                55,809,958Selling,
                    general and administrative
                
                
                27,333,450
                
                
                28,706,846
                
                
                8,672,403
                
                
                9,096,679Gain
                    on sale of property, plant and equipment
                
                
                (1,186,793
                )
                
                -
                
                
                (306,989
                )
                
                -Casualty
                    loss
                
                
                -
                
                
                1,029,853
                
                
                -
                
                
                (67,418
                )174,924,339
                
                
                175,795,221
                
                
                60,653,195
                
                
                64,839,219Income
                    from operations
                
                
                14,873,464
                
                
                18,564,882
                
                
                5,725,687
                
                
                8,420,538Interest
                    expense and other costs
                
                
                (124,656
                )
                
                (52,787
                )
                
                (1,193
                )
                
                (8,401
                )Gain
                    on sale of marketable securities - net
                
                
                2,507,868
                
                
                5,151,039
                
                
                -
                
                
                -Interest
                    income
                
                
                2,979,687
                
                
                2,015,106
                
                
                1,143,748
                
                
                841,348Earnings
                    before provision for income taxes
                
                
                20,236,363
                
                
                25,678,240
                
                
                6,868,242
                
                
                9,253,485Income
                    tax provision
                
                
                4,155,000
                
                
                5,172,000
                
                
                954,000
                
                
                1,508,000Net
                    earnings
                
                $
                16,081,363
                
                $
                20,506,240
                
                $
                5,914,242
                
                $
                7,745,485Earnings
                    per share (2006, as restated, see Note 1)Earnings
                    per Class A common shareBasic
                
                $
                1.29
                
                $
                1.66
                
                $
                0.47
                
                $
                0.62Diluted
                
                $
                1.29
                
                $
                1.66
                
                $
                0.47
                
                $
                0.62Weighted
                    average Class A common sharesoutstanding
                    - basic
                
                
                2,661,750
                
                
                2,702,677
                
                
                2,621,623
                
                
                2,702,677Weighted
                    average Class A common sharesoutstanding
                    - diluted
                
                
                2,661,750
                
                
                2,702,677
                
                
                2,621,623
                
                
                2,702,677Earnings
                    per Class B common shareBasic
                
                $
                1.37
                
                $
                1.76
                
                $
                0.50
                
                $
                0.66Diluted
                
                $
                1.37
                
                $
                1.75
                
                $
                0.50
                
                $
                0.66Weighted
                    average Class B common sharesoutstanding
                    - basic
                
                
                9,228,038
                
                
                9,086,371
                
                
                9,275,962
                
                
                9,126,469Weighted
                    average Class B common sharesoutstanding
                    - diluted
                
                
                9,253,930
                
                
                9,141,595
                
                
                9,292,095
                
                
                9,169,704
   See
        notes to condensed consolidated financial
        statements.
  -4-
 **BEL
                    FUSE INC. AND SUBSIDIARIES****CONDENSED
                    CONSOLIDATED STATEMENTS OF STOCKHOLDERS'
                    EQUITY**(Unaudited)
  Accumulated
                  
                  
                  
                  
                  
                  
                  
                  DeferredCompre-
                  
                  
                  
                  Other
                  
                  Class
                      A
                  
                  Class
                      B
                  
                  Additional
                  
                  Stock-hensive
                  
                  Retained
                  
                  Comprehensive
                  
                  Common
                  
                  Common
                  
                  Paid-In
                  
                  BasedTotal
                  
                  Income
                  
                  Earnings
                  
                  Income
                      (loss)
                  
                  Stock
                  
                  Stock
                  
                  Capital
                  
                  CompensationBalance,
                      January 1, 2006
                  
                  $
                  201,576,549
                  
                  
                  
                  
                  $
                  167,991,188
                  
                  $
                  4,262,867
                  
                  $
                  270,268
                  
                  $
                  901,327
                  
                  $
                  31,713,608
                  
                  $
                  (3,562,709
                  )Exercise
                      of stock options
                  
                  
                  3,186,587
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  13,280
                  
                  
                  3,173,307Tax
                      benefits arising from the disposition of non-qualified incentive
                      stock
                      options
                  
                  
                  336,456
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  336,456
                  
                  
                  -Cash
                      dividends declared on Class A common stock
                  
                  
                  (430,940
                  )
                  
                  
                  
                  
                  (430,940
                  )Cash
                      dividends declared on Class B common stock
                  
                  
                  (1,810,847
                  )
                  
                  
                  
                  
                  (1,810,847
                  )Issuance
                      of restricted common stock
                  
                  
                  -
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  2,160
                  
                  
                  (2,160
                  )Deferred
                      stock-based compensation
                  
                  
                  (1,403,157
                  )
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  (1,403,157
                  )
                  
                  -Currency
                      translation adjustment
                  
                  
                  387,822
                  
                  $
                  387,822
                  
                  
                  
                  
                  
                  387,822Change
                      in unrealized gain or loss on marketable securities-net of
                      taxes
                  
                  
                  (4,819,632
                  )
                  
                  (4,819,632
                  )
                  
                  
                  
                  
                  (4,819,632
                  )Stock-based
                      compensation expense
                  
                  
                  1,570,701
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  1,570,701
                  
                  
                  -Adoption
                      of SFAS No. 123 (R)
                  
                  
                  -
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  (3,562,709
                  )
                  
                  3,562,709Unfunded
                      SERP liability-net of taxes upon adoption of SFAS No. 158
                  
                  
                  (1,646,712
                  )
                  
                  
                  
                  
                  
                  
                  
                  (1,646,712
                  )Net
                      earnings
                  
                  
                  25,203,353
                  
                  
                  25,203,353
                  
                  
                  25,203,353Comprehensive
                      income
                  
                  
                  
                  
                  $
                  20,771,543Balance,
                      December 31, 2006
                  
                  
                  222,150,180
                  
                  
                  
                  
                  
                  190,952,754
                  
                  
                  (1,815,655
                  )
                  
                  270,268
                  
                  
                  916,767
                  
                  
                  31,826,046
                  
                  
                  -
   See
          notes to condensed consolidated financial
          statements.
  -5-
  **BEL
                    FUSE INC. AND SUBSIDIARIES****CONDENSED
                    CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                    (Continued)**(Unaudited)
  Accumulated
                  
                  
                  
                  
                  
                  
                  
                  DeferredCompre-
                  
                  
                  
                  Other
                  
                  Class
                      A
                  
                  Class
                      B
                  
                  Additional
                  
                  Stock-hensive
                  
                  Retained
                  
                  Comprehensive
                  
                  Common
                  
                  Common
                  
                  Paid-In
                  
                  BasedTotal
                  
                  Income
                  
                  Earnings
                  
                  Income
                  
                  Stock
                  
                  Stock
                  
                  Capital
                  
                  CompensationExercise
                      of stock options
                  
                  
                  1,336,428
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  5,831
                  
                  
                  1,330,597Tax
                      benefits arising from the disposition of non-qualified incentive
                      stock
                      options
                  
                  
                  138,214
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  138,214Cash
                      dividends declared on Class A common stock
                  
                  
                  (383,000
                  )
                  
                  
                  
                  
                  (383,000
                  )Cash
                      dividends declared on Class B common stock
                  
                  
                  (1,531,000
                  )
                  
                  
                  
                  
                  (1,531,000
                  )Currency
                      translation adjustment
                  
                  
                  485,602
                  
                  $
                  485,602
                  
                  
                  
                  
                  
                  485,602Change
                      in unrealized gain or loss on marketable securities -net of
                      taxes
                  
                  
                  685,926
                  
                  
                  685,926
                  
                  
                  
                  
                  
                  685,926Issuance
                      of restricted common stock
                  
                  
                  -
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  7,420
                  
                  
                  (7,420
                  )Termination
                      of restricted common stock
                  
                  
                  -
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  (820
                  )
                  
                  820Repurchase/retirement
                      of Class A common stock
                  
                  
                  (4,124,931
                  )
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  (11,410
                  )
                  
                  
                  
                  
                  (4,113,521
                  )Stock-based
                      compensation expense
                  
                  
                  1,054,565
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  1,054,565Net
                      earnings
                  
                  
                  16,081,363
                  
                  
                  16,081,363
                  
                  
                  16,081,363Comprehensive
                      income
                  
                  
                  
                  
                  $
                  17,252,891Balance,
                      September 30, 2007
                  
                  $
                  235,893,347
                  
                  
                  
                  
                  $
                  205,120,117
                  
                  $
                  (644,127
                  )
                  $
                  258,858
                  
                  $
                  929,198
                  
                  $
                  30,229,301
                  
                  $
                  -
   See
          notes to condensed consolidated financial
          statements.


-6-


**BEL
                    FUSE INC. AND SUBSIDIARIES****CONDENSED
                    CONSOLIDATED STATEMENTS OF CASH FLOWS**(Unaudited)
 Nine
                      Months EndedSeptember
                      30,2007
                  
                  2006Cash
                      flows from operatingactivities:Net
                      earnings
                  
                  $
                  16,081,363
                  
                  $
                  20,506,240Adjustments
                          to reconcile netincome
                          to net cash provided by operating activities:Depreciation
                      and amortization
                  
                  
                  5,812,718
                  
                  
                  6,983,518Casualty
                      loss
                  
                  
                  -
                  
                  
                  1,029,853Stock-based
                      compensation
                  
                  
                  1,054,565
                  
                  
                  1,189,599Excess
                        tax benefits from share-basedpayment
                        arrangements
                  
                  
                  (138,214
                  )
                  
                  (250,699
                  )Gain
                      on sale of marketable securities
                  
                  
                  (2,507,868
                  )
                  
                  (5,151,039
                  )Gain
                        on sale of property, plantand
                        equipment
                  
                  
                  (1,186,793
                  )
                  
                  -Other
                  
                  
                  387,247
                  
                  
                  643,905Deferred
                      income taxes
                  
                  
                  (2,018,000
                  )
                  
                  (778,000
                  )Changes
                        in operating assetsand
                        liabilities
                  
                  
                  (1,341,502
                  )
                  
                  (8,421,059
                  )Net
                        Cash Provided byOperating
                        Activities
                  
                  
                  16,143,516
                  
                  
                  15,752,318Cash
                      flows from investing activities:Purchase
                        of property, plantand
                        equipment
                  
                  
                  (6,159,523
                  )
                  
                  (7,633,002
                  )Purchase
                        of marketablesecurities
                  
                  
                  (11,801,386
                  )
                  
                  (2,236,972
                  )Payment
                        for acquisitions - net ofcash
                        acquired
                  
                  
                  -
                  
                  
                  (2,960,974
                  )Proceeds
                        from sale ofmarketable
                        securities
                  
                  
                  27,498,919
                  
                  
                  24,489,966Proceeds
                        from sale of property, plant and equipment
                  
                  
                  3,628,206
                  
                  
                  -Net
                        Cash Provided byInvesting
                        Activities
                  
                  
                  13,166,216
                  
                  
                  11,659,018
   See
          notes to condensed consolidated financial
          statements.
  -7-
 **BEL
                      FUSE INC. AND SUBSIDIARIES****CONDENSED
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                      (Continued)**(Unaudited)
 Nine
                      Months EndedSeptember
                      30,2007
                  
                  2006Cash
                        flows from financingactivities:Proceeds
                        from exercise ofstock
                        options
                  
                  
                  1,336,428
                  
                  
                  2,764,143Dividends
                        paid to commonshareholders
                  
                  
                  (1,685,450
                  )
                  
                  (1,660,523
                  )Purchase
                      and retirement of Class A common stock
                  
                  
                  (4,124,931
                  )
                  
                  -Excess
                        tax benefits from share-basedpayment
                        arrangements
                  
                  
                  138,214
                  
                  
                  250,699Net
                        Cash (Used In) Provided ByFinancing
                        Activities
                  
                  
                  (4,335,739
                  )
                  
                  1,354,319Effect
                      of exchange rate changes on cash
                  
                  
                  316,477
                  
                  
                  124,897Net
                        Increase inCash
                        and Cash Equivalents
                  
                  
                  25,290,470
                  
                  
                  28,890,552Cash
                      and Cash Equivalents-
                      beginning of period
                  
                  
                  76,760,543
                  
                  
                  51,997,634Cash
                      and Cash Equivalents-
                      end of period
                  
                  $
                  102,051,013
                  
                  $
                  80,888,186Changes
                        in operating assetsand
                        liabilities consist of:Increase
                      in accounts receivable
                  
                  $
                  (3,583,668
                  )
                  $
                  (13,114,129
                  )Decrease
                      (increase) in inventories
                  
                  
                  3,887,608
                  
                  
                  (7,289,696
                  )Increase
                        in prepaid expenses and othercurrent
                        assets
                  
                  
                  (84,623
                  )
                  
                  (443,578
                  )Increase
                      in other assets
                  
                  
                  (2,003,640
                  )
                  
                  (372,254
                  )Increase
                      in accounts payable
                  
                  
                  1,572,794
                  
                  
                  7,428,294Increase
                      (decrease) in income taxes payable
                  
                  
                  (2,360,191
                  )
                  
                  3,069,675Increase
                      in accrued expenses
                  
                  
                  1,230,218
                  
                  
                  2,300,629$
                  (1,341,502
                  )
                  $
                  (8,421,059
                  )
   See
            notes to condensed consolidated financial
            statements.
 -8-
 **BEL
                      FUSE INC. AND SUBSIDIARIES****CONDENSED
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                      (Continued)**(Unaudited)
 
 Nine
                      Months EndedSeptember
                      30,2007
                  
                  2006Supplementary
                      information:Cash
                      paid during the period for:Income
                      taxes
                  
                  $
                  8,763,000
                  
                  $
                  2,441,000Interest
                  
                  $
                  -
                  
                  $
                  52,787Details
                      of acquisitions:Intangibles
                  
                  $
                  -
                  
                  $
                  446,571Goodwill
                  
                  
                  -
                  
                  
                  6,000,000Acquisition
                      costs
                  
                  
                  -
                  
                  
                  6,446,571Less:
                      Amounts paid on acquisition payment
                  
                  
                  -
                  
                  
                  514,403Amounts
                      accrued
                  
                  
                  -
                  
                  
                  (4,000,000
                  )Cash
                      paid for acquisitions
                  
                  $
                  -
                  
                  $
                  2,960,974
   See
            notes to condensed consolidated financial
            statements.


-9-
 
 BEL
        FUSE
        INC. AND SUBSIDIARIES
 NOTES
        TO
        UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  1.
              BASIS
                  OF PRESENTATION AND ACCOUNTING
                  POLICIES
  The
        condensed consolidated balance sheet as of September 30, 2007, and the condensed
        consolidated statements of operations, stockholders' equity and cash flows
        for
        the periods presented herein have been prepared by Bel Fuse Inc. (the "Company"
        or "Bel") and are unaudited. In the opinion of management, all adjustments
        (consisting solely of normal recurring adjustments) necessary to present
        fairly
        the financial position, results of operations, changes in stockholders' equity
        and cash flows for all periods presented have been made. The results for
        the
        three and nine months ended September 30, 2007 should not be viewed as
        indicative of the Company’s annual results or the Company’s results for any
        other period. The information for the condensed consolidated balance sheet
        as of
        December 31, 2006 was derived from audited financial statements.
 
 Accounting
        Policies
  DESCRIPTION
        OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Bel Fuse
        Inc. and subsidiaries operate in one industry with three geographic reporting
        segments and are engaged in the design, manufacture and sale of products
        used in
        local area networking, telecommunication, business equipment and consumer
        electronic applications. The Company manages its operations geographically
        through its three reporting units: North America, Asia and Europe. Sales
        are
        predominantly in North America, Europe and Asia.
  
 PRINCIPLES
        OF CONSOLIDATION - The
        condensed consolidated financial statements include the accounts of the Company
        and its wholly owned subsidiaries, including businesses acquired since their
        respective dates of acquisition. All intercompany transactions and balances
        have
        been eliminated.
 
 USE
        OF
        ESTIMATES - The
        preparation of the condensed consolidated financial statements in conformity
        with accounting principles generally accepted in the United States of America
        requires management to make estimates and assumptions that affect the reported
        amounts of assets and liabilities and disclosure of contingent assets and
        liabilities at the date of the financial statements and the reported amounts
        of
        revenues and expenses during the reporting period. Actual results could differ
        from those estimates.
 
 CASH
        EQUIVALENTS - Cash
        equivalents include short-term investments in U.S. treasury bills and commercial
        paper with an original maturity of three months or less when purchased. At
        September 30, 2007 and December 31, 2006, cash equivalents approximated
        $58,422,000 and $35,843,000, respectively.
 
 MARKETABLE
        SECURITIES - The
        Company classifies its equity securities as "available for sale", and
        accordingly, reflects unrealized gains and losses, net of deferred income
        taxes,
        as a component of accumulated other comprehensive income.
 
 The
        fair
        values of marketable securities are based on quoted market prices. Realized
        gains or losses from the sale of marketable securities are based on the specific
        identification method.
  -10-
 
 ACQUISITION
        EXPENSES - The
        Company capitalizes all direct costs associated with proposed acquisitions.
        If
        the proposed acquisition is consummated, such costs will be included as a
        component of the overall cost of the acquisition. Such costs are expensed
        at
        such time as the Company deems the consummation of a proposed acquisition
        to be
        unsuccessful.
 
 FOREIGN
        CURRENCY TRANSLATION - The
        functional currency for some foreign operations is the local currency. Assets
        and liabilities of foreign operations are translated at exchange rates as
        of the
        balance sheet date, and income, expense and cash flow items are translated
        at
        the average exchange rate for the applicable period. Translation adjustments
        are
        recorded in Other Comprehensive Income. The U.S. Dollar is used as the
        functional currency for certain foreign operations that conduct their business
        in U.S. Dollars. Realized foreign currency gains (losses) were $(59,000)
        and
        $(170,000) for the nine months ended September 30, 2007 and 2006, and $(31,000)
        and $75,000 for the three months ended September 30, 2007 and 2006,
        respectively, and have been included in selling, general and administrative
        expense in the condensed consolidated statements of operations.
 
 CONCENTRATION
        OF CREDIT RISK - Financial
        instruments which potentially subject the Company to concentrations of credit
        risk consist principally of accounts receivable and temporary cash investments.
        The Company grants credit to customers that are primarily original equipment
        manufacturers and to subcontractors of original equipment manufacturers based
        on
        an evaluation of the customer's financial condition, without requiring
        collateral. Exposure to losses on receivables is principally dependent on
        each
        customer's financial condition. The Company controls its exposure to credit
        risk
        through credit approvals, credit limits and monitoring procedures and
        establishes allowances for anticipated losses.
 
 The
        Company places its temporary cash investments with quality financial
        institutions and commercial issuers of short-term paper and, by policy, limits
        the amount of credit exposure in any one financial instrument.
 
 INVENTORIES
        - Inventories
        are stated at the lower of weighted average cost or market.
 
 REVENUE
        RECOGNITION - The
        Company recognizes revenue in accordance with the guidance contained in SEC
        Staff Accounting Bulletin No. 104, "Revenue Recognition in Financial
        Statements". Revenue is recognized when the product has been delivered and
        title
        and risk of loss has passed to the customer, collection of the resulting
        receivable is deemed reasonably assured by management, persuasive evidence
        of an
        arrangement exists and the sales price is fixed and determinable. Substantially
        all of the Company's shipments are FCA (free carrier) which provides for
        title
        to pass upon delivery to the customer's freight carrier. Some product is
        shipped
        DDP/DDU with title passing when the product arrives at the customer's dock.
        DDP
        is defined as Delivered Duty Paid by the Company and DDU is Delivered Duty
        Unpaid by the Company.
 
 For
        certain customers, the Company provides consigned inventory, either at the
        customer’s facility or at a third party warehouse. Sales of consigned inventory
        are recorded when the customer withdraws inventory from consignment **.** During
        all periods in 2007 and 2006, inventory on consignment was
        immaterial.




-11-


The
        Company typically has a twelve-month warranty policy for workmanship defects.
        During June 2007, the Company established a warranty accrual related to
        certain defective parts sold to a customer primarily within the same quarter,
        which the Company is replacing, in the amount of approximately $1.2 million,
        which included a $0.4 million inventory write off of inventory on hand. Such
        accrual has been classified within cost of sales. As of September 30, 2007,
        the
        Company has a warranty accrual related to these defective parts in the amount
        of
        $0.7 million remaining. The Company believes that this liability will be
        paid by
        December 31, 2007. As the Company has not historically had significant warranty
        claims, no general reserves for warranties have been established.
 
 The
        Company is not contractually obligated to accept returns except for defective
        product or in instances where the product does not meet the customer's quality
        specifications. However, the Company may permit its customers to return product
        for other reasons. In these instances, the Company would generally require
        a
        significant cancellation penalty payment by the customer. The Company estimates
        such returns, where applicable, based upon management's evaluation of historical
        experience, market acceptance of products produced and known negotiations
        with
        customers. Such estimates are deducted from gross sales and provided for
        at the
        time revenue is recognized.
 
 GOODWILL
        - The
        Company tests goodwill for impairment annually (in the fourth quarter), using
        a
        fair value approach at the reporting unit level. A reporting unit is an
        operating segment or one level below an operating segment for which discrete
        financial information is available and reviewed regularly by management.
        Assets
        and liabilities of the Company have been assigned to the reporting units
        to the
        extent that they are employed in or are considered a liability related to
        the
        operations of the reporting unit and were considered in determining the fair
        value of the reporting unit.
 
 DEPRECIATION
        - Property,
        plant and equipment are stated at cost less accumulated depreciation and
        amortization. Depreciation and amortization are calculated primarily using
        the
        declining-balance method for machinery and equipment and the straight-line
        method for buildings and improvements over their estimated useful lives.
 
 INCOME
        TAXES - The
        Company accounts for income taxes using an asset and liability approach under
        which deferred income taxes are recognized by applying enacted tax rates
        applicable to future years to the differences between the financial statement
        carrying amounts and the tax bases of reported assets and
        liabilities.
 
 For
        that
        portion of foreign earnings that have not been repatriated, an income tax
        provision has not been recorded for U.S. federal income taxes on the
        undistributed earnings of foreign subsidiaries as such earnings are intended
        to
        be permanently reinvested in those operations. Such earnings would become
        taxable upon the sale or liquidation of these foreign subsidiaries or upon
        the
        repatriation of earnings.
 
 -12-
 
 The
        principal items giving rise to deferred taxes are unrealized gains/losses
        on
        unrealized property sales and marketable securities available for sale, foreign
        tax credits, the use of accelerated depreciation methods for machinery and
        equipment, timing differences between book and tax amortization of intangible
        assets and goodwill and certain expenses including the SERP which have been
        deducted for financial reporting purposes which are not currently deductible
        for
        income tax purposes.
 
 Effective
        January 1, 2007, uncertain tax positions are accounted for in accordance
        with
        FASB Interpretation No. 48 “Accounting for Uncertainty in Income Taxes.” See
        Note 7 for further discussion.
 
 STOCK-BASED
        COMPENSATION - The
        Company has one stock-based compensation plan under which both incentive
        stock-options and restricted stock awards are granted to employees and
        directors. Effective January 1, 2006, the Company accounts for stock-based
        compensation under Statement of Financial Accounting Standards ("SFAS") No.
        123
        (R), "Share-Based Payment". The Company adopted SFAS 123(R) using the modified
        prospective method. Under modified prospective application, SFAS 123(R) applies
        to new awards and to awards modified, repurchased, or cancelled after the
        required effective date. Additionally, compensation costs for the portion
        of the
        awards for which the requisite service has not been rendered that are
        outstanding as of the required effective date are being recognized as the
        requisite service is rendered after the required effective date. The
        compensation cost for the portion
        of awards is based on the grant-date fair value of those awards as calculated
        for either recognition or pro forma disclosures under SFAS 123. Changes to
        the
        grant-date fair value of equity awards granted before the required effective
        date of this Statement are precluded. The compensation cost for those earlier
        awards is attributed to periods beginning on or after the required effective
        date of SFAS 123(R) using the attribution method that was used under SFAS
        123,
        except that the method of recognizing forfeitures only as they occur was
        not
        continued.
  During
        the nine months ended September 30, 2007 and 2006, the Company issued 74,200
        and
        152,400 class B common shares, respectively, under a restricted stock plan
        to
        various employees and directors. For additional information regarding the
        accounting treatment and effect on the Condensed Consolidated Financial
        Statements see Note 10 of Notes to the Condensed Consolidated Financial
        Statements.
 
 RESEARCH
        AND DEVELOPMENT -
        Research and development costs are expensed as incurred, and are included
        in
        cost of sales. Generally all research and development is performed internally
        for the benefit of the Company. The Company does not perform such activities
        for
        others. Research and development costs include salaries, building maintenance
        and utilities, rents, materials, administration costs and miscellaneous other
        items. Research and development expenses for the nine months ended September
        30,
        2007 and 2006 amounted to $4.9 million, and for the three months ended September
        30, 2007 and 2006 amounted to $1.8 million and $1.7 million,
        respectively.
 
 -13-
 
 EVALUATION
        OF LONG-LIVED ASSETS - The
        Company reviews property and equipment and finite-lived intangible assets
        for
        impairment whenever events or changes in circumstances indicate the carrying
        value may not be recoverable in accordance with guidance in SFAS No. 144,
        “Accounting for the Impairment or Disposal of Long-Lived Assets.” If the
        carrying value of the long-lived asset exceeds the present value of the related
        estimated future cash flows, the asset would be adjusted to its fair value
        and
        an impairment loss would be charged to operations in the period
        identified.
 
 CASUALTY
        LOSS - During
        February 2006, the Company incurred a $1.0 million pre-tax casualty loss
        primarily for raw materials destroyed by a fire at the Company's leased
        manufacturing facility in the Dominican Republic.
  EARNINGS
        PER SHARE (RESTATED) -
        Subsequent to the issuance of its Condensed Consolidated Financial Statements
        for the quarter ended September 30, 2006, the Company determined that the
        method
        it uses to report earnings per share should utilize the two-class method,
        displaying earnings per share separately for both Class A and Class B common
        stock, rather than only one class as previously reported. The two-class method
        is an earnings allocation formula that determines earnings per share for
        each
        class of common stock according to dividends declared and participation rights
        in undistributed earnings. The Company’s Certificate of Incorporation, as
        amended, states that Class B common shares are entitled to dividends at least
        5%
        greater than dividends paid to Class A common shares, resulting in the two-class
        method of computing earnings per share. In computing earnings per share,
        the
        Company has allocated actual dividends declared to Class A and Class B based
        on
        amounts actually declared. In computing earnings per share, 5% more of the
        undistributed earnings have been allocated to Class B shares than to the
        Class A
        shares on a per share basis. Previously, all shareholders were assumed to
        share
        in the earnings equally. As a result, the earnings per share disclosures
        in the
        accompanying Condensed Consolidated Financial Statements for the three months
        and nine months ended September 30, 2006, have been restated to reflect the
        two-class method of computing earnings per share. Basic earnings per common
        share are computed by dividing net earnings by the weighted average number
        of
        common shares outstanding during the period. Diluted earnings per common
        share,
        for each class of common stock, are computed by dividing net earnings by
        the
        weighted average number of common shares and potential common shares outstanding
        during the period. Potential common shares used in computing diluted earnings
        per share relate to stock options for Class A and B common shares which,
        if
        exercised, would have a dilutive effect on earnings per share.
 
 -14-
 Restatement
                    of Earnings Per ShareAs
                    PreviouslyNine
                    Months Ended
                
                Reported
                
                As
                    RestatedSeptember
                    30, 2006Basic
                
                $
                1.74Diluted
                
                $
                1.73Class
                    A - Basic
                
                
                
                
                $
                1.66Class
                    B- Basic
                
                
                
                
                $
                1.76Class
                    A- Diluted
                
                
                
                
                $
                1.66Class
                    B - Diluted
                
                
                
                
                $
                1.75Three
                    Months EndedSeptember
                    30, 2006Basic
                
                $
                0.65Diluted
                
                $
                0.65Class
                    A - Basic
                
                
                
                
                $
                0.62Class
                    B- Basic
                
                
                
                
                $
                0.66Class
                    A- Diluted
                
                
                
                
                $
                0.62Class
                    B - Diluted
                
                
                
                
                $
                0.66
  The
        previously reported weighted average shares outstanding for the nine and
        three
        months ended September 30, 2006 were as follows:
 Nine
                    Months Ended
                
                Three
                    Months EndedSeptember
                    30,
                
                September
                    30,2006
                
                2006Basic
                
                
                11,789,048
                
                
                11,829,146Diluted
                
                
                11,844,272
                
                
                11,872,381
  The
        following table includes a reconciliation of shares used in the calculation
        of
        basic and diluted earnings per share for Class A and Class B common shares
        for
        the nine and three months ended September 30, 2007 and 2006.
 Nine
                    Months Ended
                
                Three
                    Months EndedSeptember
                    30,
                
                September
                    30,2007
                
                2006
                
                2007
                
                2006(As
                    restated)
                
                
                
                (As
                    restated)Class
                    A Common SharesWeighted
                    average shares outstanding - basic
                
                
                2,661,750
                
                
                2,702,677
                
                
                2,621,623
                
                
                2,702,677Dilutive
                    impact of stock options and
                  unvested
                    restricted stock awards
                
                
                -
                
                
                -
                
                
                -
                
                
                -Weighted
                    average shares oustanding - diluted
                
                
                2,661,750
                
                
                2,702,677
                
                
                2,621,623
                
                
                2,702,677Class
                    B Common SharesWeighted
                    average shares outstanding - basic
                
                
                9,228,038
                
                
                9,086,371
                
                
                9,275,962
                
                
                9,126,469Dilutive
                    impact of stock options and
                  unvested
                    restricted stock awards
                
                
                25,892
                
                
                55,224
                
                
                16,133
                
                
                43,235Weighted
                    average shares oustanding - diluted
                
                
                9,253,930
                
                
                9,141,595
                
                
                9,292,095
                
                
                9,169,704
  -15-
  During
        the quarter and nine months ended September 30, 2007 and 2006, 14,000
        outstanding options were not included in the foregoing computations for Class
        B
        common shares because their effect would be antidilutive.
 
 FAIR
        VALUE OF FINANCIAL INSTRUMENTS - For
        financial instruments, including cash and cash equivalents, marketable
        securities, accounts receivable, accounts payable and accrued expenses, the
        carrying amount approximates fair value because of the short maturities of
        such
        instruments.
 
 2.
              GOODWILL
                  AND OTHER INTANGIBLES
 
 Goodwill
        represents the excess of the purchase price and related acquisition costs
        over
        the value assigned to the net tangible and other intangible assets with finite
        lives acquired in a business acquisition.
 
 Other
        intangibles include patents, product information, covenants not-to-compete
        and
        supply agreements. Amounts assigned to these intangibles have been determined
        by
        management. Management considered a number of factors in determining the
        allocations, including valuations and independent appraisals. Other intangibles
        are being amortized over 1 to 10 years. Amortization expense was $614,000
        and
        $1,730,000 for the nine months ended September 30, 2007 and 2006, respectively,
        and $196,000 and $430,000 for the three months ended September 30, 2007 and
        2006, respectively.
 
 Under
        the
        terms of the E-Power LTD (“E-Power”) and Current Concepts, Inc. (“Current
        Concepts”) acquisition agreements of May 11, 2001, the Company was required to
        make contingent purchase price payments up to an aggregate of $7.6 million
        should the acquired companies attain specified related sales levels. E-Power was
        to be paid
        $2.0 million in contingent purchase price payments if sales reached $15.0
        million and an additional $4.0 million if sales reached $25.0
        million on a cumulative basis through May 2007. During January 2006, the
        $2.0
        million of contingent purchase price consideration was earned by
        E-Power  and
        during February
        2006, E-Power was paid $2.0 million in contingent purchase price
        payments **.** During
        September 2006, an additional $4.0 million was earned when
        sales reached $25.0 million on a cumulative basis and,
        as a
        result, $4.0 million was paid in November 2006, and accounted for as additional
        purchase price and as an increase to goodwill. No additional payments will
        be
        made under the E-Power agreement. Current Concepts was
        to be paid
        16% of the first $10.0 million in sales through May 2007. This $10.0 million
        benchmark was reached during the second quarter of 2006 and therefore, no
        additional payments will be made. During
        the nine and three months ended September 30, 2006, the Company paid or accrued
        approximately $447,000 and no payments were made in the quarter ended September
        30, 2006 in contingent purchase price payments to Current Concepts. The
        contingent purchase price payments for Current Concepts are accounted for
        as
        additional purchase price and as an increase to covenants not to compete
        within
        intangible assets when such payment obligations are incurred.
 
 -16-
  3.
                MARKETABLE
                    SECURITIES
 
 The
        Company currently owns a total of 1,840,919 shares, or approximately
        1.9% of the
        outstanding shares ,
        of the
        common stock of Toko, Inc. (“Toko”) at a total cost of $5.6 million. Toko had a
        market capitalization of approximately $218 million as of September 30, 2007.
        These shares are reflected on the Company’s condensed consolidated balance
        sheets as marketable securities. These marketable securities are considered
        to
        be available for sale under SFAS No. 115, “Accounting for Certain Investments in
        Debt and Equity Securities”. Thus, as of September 30, 2007, the Company has
        recorded an unrealized loss, net of income tax benefit, of approximately
        $0.9
        million which is included in accumulated other comprehensive income (loss)
        in
        stockholders’ equity. During April 2007, the Company sold 4,034,000 shares of
        common stock of Toko on the open market which resulted in a gain of
        approximately $2.5 million, net of investment banker fees and other expenses
        in
        the amount of $0.8 million. The Company accrued bonuses of $500,000 in
        connection with this gain which will be paid by December 31, 2007. For financial
        statement purposes approximately $360,000 and $140,000 has been classified
        within cost of sales and selling, general and administrative expenses,
        respectively.
 
 The
        Company acquired a total of 2,037,500 shares of the common stock of Artesyn
        Technologies, Inc. (“Artesyn”) at a total purchase price of $16,331,469. On
        April 28, 2006, Artesyn was acquired by Emerson Network Power for $11.00
        per
        share in cash. During the second quarter of 2006, in connection with the
        Company's sale of its Artesyn common stock, the Company recognized a gain
        of
        approximately $5.2 million, net of investment banker advisory fees of $850,000.
        The Company accrued bonuses of $1.0 million in connection with the gain.
        For
        financial statement purposes approximately $300,000 and $700,000 has been
        classified within cost of sales and selling, general and administrative
        expenses, respectively, and was paid to key employees by December 31, 2006.
 
 At
        September 30, 2007 and December 31, 2006, respectively, marketable securities
        have a cost of approximately $5,648,000 and $18,031,000, an estimated fair
        value
        of approximately $4,169,000 and $15,576,000 and gross unrealized losses of
        approximately $(1,488,000) and $(2,455,000). Such unrealized losses are
        included, net of tax, in accumulated other comprehensive income. The Company
        had
        no realized losses for the nine months ended September 30, 2007 and $88,000
        of
        realized losses for the nine months ended September 30, 2006. Included in
        other
        assets at September 30, 2007 and December 31, 2006 are marketable securities
        designated for utilization in accordance with the Company’s SERP plan with a
        cost of approximately $4,579,000 and an estimated fair value of approximately
        $5,063,000 at September 30, 2007 and a cost of $3,420,000 and an estimated
        fair
        value of $3,766,000 at December 31, 2006. Such unrealized net gains are
        included, net of tax, in other comprehensive income (loss).
 
 -17-
 
 4.
              INVENTORIES
 
 The
        components of inventories are as follows:
 September
                    30,
                
                December
                    31,2007
                
                2006Raw
                    materials
                
                $
                25,461,325
                
                $
                24,374,438Work
                    in progress
                
                
                2,672,424
                
                
                3,531,148Finished
                    goods
                
                
                14,409,591
                
                
                18,391,622$
                42,543,340
                
                $
                46,297,208
 
 5.
              BUSINESS
                  SEGMENT INFORMATION
 
 The
        Company operates in one industry with three reportable segments. The segments
        are geographic and include North America, Asia and Europe. The primary criteria
        by which financial performance is evaluated and resources are allocated are
        revenues and operating income. The following is a summary of key financial
        data:
  Nine
                    Months Ended
                
                Three
                    Months EndedSeptember
                    30,
                
                September
                    30,2007
                
                2006
                
                2007
                
                2006Total
                    segment revenuesNorth
                    America
                
                $
                65,058,170
                
                $
                61,973,366
                
                $
                25,890,375
                
                $
                22,442,362Asia
                
                
                133,937,916
                
                
                140,544,037
                
                
                45,673,823
                
                
                52,300,151Europe
                
                
                24,748,147
                
                
                21,025,711
                
                
                6,846,682
                
                
                7,670,179Total
                    segment revenues
                
                
                223,744,233
                
                
                223,543,114
                
                
                78,410,880
                
                
                82,412,692Reconciling
                    items:Intersegment
                    revenues
                
                
                (33,946,430
                )
                
                (29,183,011
                )
                
                (12,031,998
                )
                
                (9,152,935
                )Net
                    sales
                
                $
                189,797,803
                
                $
                194,360,103
                
                $
                66,378,882
                
                $
                73,259,757Income
                    from Operations:North
                    America
                
                $
                2,903,689
                
                $
                2,225,522
                
                $
                793,042
                
                $
                2,246,177Asia
                
                
                10,933,129
                
                
                15,351,855
                
                
                4,545,749
                
                
                5,644,688Europe
                
                
                1,036,646
                
                
                987,505
                
                
                386,896
                
                
                529,673$
                14,873,464
                
                $
                18,564,882
                
                $
                5,725,687
                
                $
                8,420,538
  6.
              DEBT
 
 Short-term
        debt
 
 During
        the first quarter of 2007, the Company entered into a new unsecured credit
        agreement in the amount of $20 million, which expires on July 21, 2008. There
        was no balance outstanding as of September 30, 2007. At that date, the entire
        $20 million line of credit was available to the Company to borrow. The credit
        agreement bears interest at LIBOR plus 0.75% to 1.25% based on certain financial
        statement ratios maintained by the Company.
 
 The
        Company’s Hong Kong subsidiary had an unsecured line of credit of approximately
        $2 million which was unused as of September 30, 2007. The line of credit
        expires
        July 31, 2008. Borrowing on the line of credit was guaranteed by the U.S.
        parent. The line of credit bears interest at a rate determined by the bank
        as
        the financing is extended.
 
 -18-
  Included
        in interest expense for the nine months ended September 30, 2007 is the
        write-off of approximately $122,000 of previously unamortized deferred financing
        charges in connection with a credit facility that has been
        superseded.
 
 7.
              INCOME
                  TAXES
 
 The
        Company adopted the provisions of FASB Interpretation No. 48, Accounting
        for
        Uncertainties in Income Taxes (“FIN 48”), on January 1, 2007. Although the
        implementation of FIN 48 did not impact the amount of the Company’s liabilities
        for uncertain tax positions, approximately $6.8 million of the Company’s
        liability for uncertain tax positions was reclassified to non-current
        liabilities.
 
 At
        September 30, 2007, Company has approximately $9.2 million of liabilities
        for
        uncertain tax positions all of which, if recognized, would reduce the Company’s
        effective tax rate.
 
 The
        Company and its subsidiaries file income tax returns in the U.S. federal
        jurisdiction and various states and foreign jurisdictions. The Company is
        no
        longer subject to U.S. federal examinations by tax authorities for years
        before
        2004 and for state examinations before 2004. Regarding foreign subsidiaries,
        the
        Company is no longer subject to examination by tax authorities for years
        before
        2000. The Internal Revenue Service (“IRS”) commenced an examination of the
        Company’s U.S. income tax returns for 2004 and reviewed 2003 and 2005 during the
        fourth quarter of 2006. During April 2007, the IRS wrote a preliminary letter
        to
        the Company accepting the tax return as originally filed for 2004.
 
 The
        Inland Revenue Department (“IRD”) of Hong Kong commenced an examination of one
        of the Company’s Hong Kong subsidiaries’ income tax returns for the year 2000
        through 2005 and issued a notice of additional assessment during 2007 and
        demand
        for tax in the amount of $3.7 million. This was paid during May 2007 and
        August
        2007. There is no interest or penalties in connection with this assessment.
        The
        IRD proposed certain adjustments to the Company’s offshore income tax claim
        position which Company management agrees with.
 
 During
        the quarter ended September 30, 2007 certain statute of limitations expired
        which resulted in a reversal of a previously recognized liability for uncertain
        tax positions in the amount of $1.4 million. This was offset by an increase
        in
        the liability for uncertain tax positions of $1.0 million and certain changes
        in
        estimates for prior year taxes which reduced the income tax provision by
        approximately $.4 million.
 
 Based
        on
        possible outcomes of the examinations mentioned above, or as a result of
        the
        expiration of the statute of limitations for specific jurisdictions, it is
        reasonably possible that the related unrecognized benefits for tax positions
        taken regarding previously filed tax returns may change materially from those
        recorded as liabilities for uncertain tax positions in the Company’s condensed
        consolidated financial statements at September 30, 2007. Based on the number
        of
        tax years currently under audit by the relevant tax authorities, the Company
        anticipates that several of these audits may be finalized in the next twelve
        months. It is not possible to estimate the effect of changes, if any that
        will
        occur to previously recorded uncertain tax positions over the next
        year.
 
 -19-
 
 The
        Company’s policy is to recognize interest and penalties related to uncertain tax
        positions as a component of the current provision for income taxes. During
        the
        nine and three months ended September 30, 2007, the Company recognized
        approximately $368,000 and $131,000 in interest and penalties in the Condensed
        Consolidated Statement of Operations. The Company has approximately $1.6
        million
        accrued for the payment of interest and penalties at September 30, 2007,
        which
        is included in both income taxes payable and liability for uncertain tax
        positions in the condensed consolidated balance sheet.
 
 8.
              ACCRUED
                  EXPENSES
 
 Accrued
        expenses consist of the following:
  September
                    30,
                
                December
                    31,2007
                
                2006Sales
                    commissions
                
                $
                1,650,596
                
                $
                1,715,816Subcontracting
                    labor
                
                
                1,434,593
                
                
                2,032,763Deposits
                    on future sale of properties
                
                
                2,278,270
                
                
                -Salaries,
                    bonuses andrelated
                    benefits
                
                
                3,783,615
                
                
                4,147,135Other
                
                
                4,960,765
                
                
                4,817,703$
                14,107,839
                
                $
                12,713,417
  9.  RETIREMENT
        FUND AND PROFIT SHARING PLAN
 
 The
        Company maintains a domestic profit sharing plan and a contributory stock
        ownership and savings 401(K) plan, which combines stock ownership and individual
        voluntary savings provisions to provide retirement benefits for plan
        participants. The plan provides for participants to voluntarily contribute
        a
        portion of their compensation, subject to certain legal maximums. The Company
        will match, based on a sliding scale, up to $350 for the first $600 contributed
        by each participant. Matching contributions plus additional discretionary
        contributions are made with Company stock purchased in the open market. The
        expense for the nine months ended September 30, 2007 and 2006 amounted to
        approximately $405,000 and $383,000, respectively. The expense for the three
        months ended September 30, 2007 and 2006 amounted to approximately $116,000
        and
        $103,000, respectively. As of September 30, 2007, the plans owned 17,140
        and
        146,174 shares of Bel Fuse Inc. Class A and Class B common stock,
        respectively.
 
 The
        Company's Far East subsidiaries have a retirement fund covering substantially
        all of their Hong Kong based full-time employees. Eligible employees contribute
        up to 5% of salary to the fund. In addition, the Company may contribute an
        amount up to 7% of eligible salary, as determined by Hong Kong government
        regulations, in cash or Company stock. The expense for the nine months ended
        September 30, 2007 and 2006 amounted to approximately $295,000 and $309,000,
        respectively. The expense for the three months ended September 30, 2007 and
        2006
        amounted to approximately $93,000 and $188,000, respectively. As of September
        30, 2007, the plan owned 3,323 and 17,342 shares of Bel Fuse Inc. Class A
        and
        Class B common stock, respectively.
 
 The
        Supplemental Executive Retirement Plan (“SERP”) is designed to provide a limited
        group of key management and highly compensated employees of the Company with
        supplemental retirement and death benefits. Participants in the SERP are
        selected by the Compensation Committee of the Board of Directors. The SERP
        initially became effective in 2002 and was amended
        and restated in April 2007 to conform with applicable requirements of Section
        409A of the Internal Revenue Code and to modify the provisions regarding
        benefits payable in connection with a change in control of the Company. Benefits
        under the SERP are payable from the general assets of the Company, but the
        Company has certain life insurance policies in effect on participants to
        partially cover the Company’s obligations under the Plan. The Plan also allows
        the Company to establish a grantor trust to provide for the payment of Plan
        benefits.
  -20-
 The
        components of SERP expense are as follows:
  Nine
                    Months Ended
                
                Three
                    Months EndedSeptember
                    30,
                
                September
                    30,2007
                
                2006
                
                2007
                
                2006Service
                    cost
                
                $
                437,000
                
                $
                582,000
                
                $
                146,000
                
                $
                96,000Interest
                    cost
                
                
                86,000
                
                
                115,000
                
                
                29,000
                
                
                19,000Amortization
                    of adjustments
                
                
                52,000
                
                
                70,000
                
                
                17,000
                
                
                12,000Total
                    SERP expense
                
                $
                575,000
                
                $
                767,000
                
                $
                192,000
                
                $
                127,000
   September
                    30,
                
                December
                    31,2007
                
                2006Balance
                    sheet amounts:Minimum
                    pension obligation
                  andunfunded
                    liability
                
                $
                5,442,246
                
                $
                4,728,286Accumulated
                    othercomprehensive
                  income
                    (loss)
                
                
                (1,646,712
                )
                
                (1,646,712
                )
  During
        July 2007 the Company made a contribution to the SERP in the amount of
        $1.2 million.  The Company does not anticipate making any additional
        contributions to the SERP during the remainder of 2007.
  10.
              SHARE-BASED
                  COMPENSATION
 
 On
        January 1, 2006, the Company adopted SFAS No. 123 (R) "Share-Based Payment"
        requiring the recognition of compensation expense in the Condensed Consolidated
        Statements of Operations related to the fair value of its employee share-based
        options and awards. SFAS No. 123 (R) revises SFAS No. 123 "Accounting for
        Stock-Based Compensation" and supersedes APB Opinion No. 25 "Accounting for
        Stock Issued to Employees." SFAS No. 123(R) is supplemented by SEC Staff
        Accounting Bulletin ("SAB") No. 107 "Share-Based Payment." SAB No. 107 expresses
        the SEC staff's views regarding the interaction between SFAS No. 123(R) and
        certain SEC rules and regulations including the valuation of share-based
        payment
        arrangements.
 
 The
        aggregate pretax compensation cost recognized in net earnings for stock based
        compensation (including incentive stock options, restricted stock and dividends
        on restricted stock, as further discussed below) amounted to approximately
        $1,092,000 and $1,189,000 for the nine months ended September 30, 2007 and
        2006,
        respectively. For the three months ended September 30, 2007 and 2006, the
        aggregate compensation cost recognized in net earnings amounted to $409,000
        and
        $399,000, respectively. The Company did not use any cash to settle any equity
        instruments granted under share based arrangements during the nine months
        ended
        September 30, 2007 and 2006.
 
 Under
        the
        provisions of SFAS 123 (R), the recognition of deferred compensation,
        representing the amount of unrecognized restricted stock expense that is
        reduced
        as expense is recognized,
        at the date restricted stock is granted, is no longer required. Therefore,
        in
        the first quarter of 2006, the amount that had been in "Deferred compensation"
        in the Condensed Consolidated Balance Sheet was reversed to zero.
  -21-
  Stock
        Options
 
 The
        Company has an
        equity
        compensation program (the
        " Program ")
        which
        provides for the granting of "Incentive Stock Options" within
        the meaning of Section 422 of the Internal Revenue Code of 1986, as
        amended ,
        non-qualified stock options and restricted stock awards . The
        Company believes that such awards better align the interest of its employees
        with those of its shareholders. The Plan provides for the issuance of 2,400,000
        common shares. Unless
        otherwise provided at the date of grant or unless subsequently accelerated,
        options granted under the Program  become
        exercisable twenty-five percent (25%)  one
        year
        from the date of grant
        and
        twenty-five percent (25%) for each year of the three years thereafter. Upon
        exercise the Company will issue new shares. The exercise price of  incentive
        stock options
        granted pursuant to the Plan is not to be less than 100 percent of the fair
        market value of the shares on the date of grant. In general,
        no option will be exercisable after ten years
        from the date granted.
  A
        summary
        of option activity under the plan as of September 30, 2007 and January 1,
        2007
        and changes during the nine months ended September 30, 2007 is presented
        below:
 WeightedAverageWeighted
                
                Remaining
                
                AggregateAverage
                
                Contractual
                
                IntrinsicOptions
                
                Shares
                
                Exercise
                    Price
                
                Term
                
                ValueOutstanding
                    at January 1, 2007
                
                
                137,813
                
                $
                25.59Granted
                
                
                -Exercised
                
                
                (58,313
                )
                
                22.92
                
                
                
                
                $
                853,479Forfeited
                    or expired
                
                
                (1,500
                )
                
                18.89Outstanding
                    at September 30, 2007
                
                
                78,000
                
                $
                27.72
                
                
                1.9
                
                $
                574,200Exercisable
                    at September 30, 2007
                
                
                44,500
                
                $
                25.79
                
                
                1.4
                
                $
                419,410
  During
        the nine months ended September 30, 2007 and 2006, the Company received
        $1,336,428 and $2,764,143 from the exercise of stock options and realized
        tax
        benefits of approximately $138,000 and $251,000, respectively. The total
        intrinsic value of options exercised during the nine months ended September
        30,
        2007 and 2006 was $853,479 and $1,235,225, respectively. Stock compensation
        expense applicable to stock options for the nine months ended September 30,
        2007
        and 2006 was approximately $131,000 and $335,000 and for the three months
        ended
        September 30, 2007 and 2006 was $8,000 and $109,000, respectively.
 
 -22-
 
 A
        summary
        of the status of the Company's nonvested shares as of December 31, 2006 and
        changes during the nine months ended September 30, 2007 is presented
        below:
  Weighted-AverageGrant-DateNonvested
                    Shares
                
                Shares
                
                Fair
                    ValueNonvested
                    at December 31, 2006
                
                
                91,000
                
                $
                25.53Granted
                
                
                -Vested
                
                
                (56,000
                )
                
                22.86Forfeited
                
                
                (1,500
                )
                
                18.89Nonvested
                    at September 30, 2007
                
                
                33,500
                
                $
                30.28
 At
        September 30, 2007, there was $25,000 of total unrecognized cost related
        to
        nonvested incentive stock options arrangements under the  Program .
        The
        cost is expected to be recognized over a weighted average period of 1 year.
        Currently, the Company believes that substantially all options will vest.
 
 Restricted
        Stock Awards
 
 The
        Company provides common stock awards to certain officers and key employees.
        The
        Company grants these awards, at its discretion, from the shares available
        under
        the Program.
        Unless otherwise provided at the date of grant or unless subsequently
        accelerated, the shares
        awarded are earned in 25% increments on the second,
        third, fourth and fifth anniversaries of the award ,
        respectively, and are distributed provided the employee has remained employed
        by
        the Company through such anniversary dates; otherwise the unearned shares
        are
        forfeited. The market value of these shares at the date of award is recorded
        as
        compensation expense on the straight-line method over the five  year
        periods from the respective award dates, as adjusted for forfeitures of unvested
        awards. During 2007 and 2006, the Company issued 74,200 and 152,400 class
        B
        common shares, respectively, under a restricted stock plan to various employees
        and directors. The shares vest 25% after two years of employment with an
        additional 25% vesting in each of years three through five. Deferred
        stock-based compensation expense of $6.0 million associated with unearned
        shares
        under this plan as of September 30, 2007, is reported within Stockholders'
        equity on the Company's condensed consolidated balance sheet. Pretax
        compensation expense was $961,000 and $855,000 for the nine months ended
        September 30, 2007 and 2006, respectively and $401,000 and $291,000 for the
        three months ended September 30, 2007 and 2006, respectively.
 
 -23-
 
 A
        summary
        of the activity regarding restricted stock awards under the Program as of
        January 1, 2007 and for the nine months ended September 30, 2007 is presented
        below:
 
 WeightedWeighted
                
                AverageAverage
                
                RemainingRestricted
                    Stock
                
                
                
                Award
                
                ContractualAwards
                
                Shares
                
                Price
                
                TermOutstanding
                    at January 1, 2007
                
                
                167,000
                
                $
                34.93
                
                
                3.85
                    yearsGranted
                
                
                74,200
                
                
                36.40Vested
                
                
                -Forfeited
                
                
                (10,200
                )
                
                36.97Outstanding
                    at September 30, 2007
                
                
                231,000
                
                
                35.35
                
                
                3.55
                    yearsExercisable
                    at September 30, 2007
                
                
                -
  The
        Company's policy is to issue new shares to satisfy Restricted Stock Awards
        and
        incentive stock option exercises.
 
 Currently
        the Company believes that substantially all Restricted Stock Awards will
        vest.
 
 -24-
 
 11.
              COMMON
                  STOCK
 
 During
        2000, the Board of Directors of the Company authorized the purchase of up
        to ten
        percent (10%) of the Company’s outstanding common shares. As of September 30,
        2007, the Company had cumulatively purchased and retired 23,600 Class B common
        shares at a cost of approximately $808,000 which reduced the number of Class
        B
        common shares outstanding. No shares of Class B common stock were repurchased
        during the nine and three months ended September 30, 2007.
 
 As
        of
        September 30, 2007, the Company had purchased and retired 114,100 Class A
        common
        shares at a cost of approximately $4.1 million, which reduced the number
        of
        Class A common shares outstanding. All such shares were purchased during
        the
        nine months ended September 30, 2007. During October and November 2007, the
        Company purchased 23,387 additional Class A common shares at a cost of
        approximately $842,000.
 
 During
        July 2007 the Board of Directors of the Company authorized an increase in
        the
        dividends by $.02 per share per quarter for both Class A and B common shares
        effective with the November 2007 dividend payment. On the same date, they
        declared a dividend of $.06 per share on the Class A common shares and $.07
        per
        share on the Class B common shares payable on November 1, 2007 to shareholders
        of record on October 15, 2007.
 
 -25-
 
 12.
              COMPREHENSIVE
                  INCOME
  Comprehensive
        income for the nine and three months ended September 30, 2007 and 2006 consists
        of:
  Nine
                    Months Ended
                
                Three
                    Months EndedSeptember
                    30,
                
                September
                    30,2007
                
                2006
                
                2007
                
                2006Net
                    earnings
                
                $
                16,081,363
                
                $
                20,506,240
                
                $
                5,914,242
                
                $
                7,745,485Currency
                    translation adjustment
                
                
                485,602
                
                
                216,394
                
                
                151,782
                
                
                11,426Increase
                    (decrease) in unrealizedgain
                    on marketable securities-
                    net of taxes
                
                
                685,926
                
                
                (3,881,863
                )
                
                (266,904
                )
                
                (857,336
                )Comprehensive
                    income
                
                $
                17,252,891
                
                $
                16,840,771
                
                $
                5,799,120
                
                $
                6,899,575
   13.
              ASSETS
                  SOLD AND HELD FOR SALE
 
 During
        May 2007, the Company sold a parcel of land located in Jersey City, New Jersey
        for $6,000,000. The Company estimates that approximately $760,000 of the
        proceeds will be payable to the State of New Jersey as a portion of the property
        is subject to tideland claims. Of the $6.0 million sales price, the Company
        received cash of $1.5 million before closing costs, and $4.5 million is being
        held in escrow pending final resolution of the State of New Jersey tideland
        claim and certain environmental costs the Company is liable for in the maximum
        amount of $390,000. The Company has agreed to indemnify the title insurance
        company for the entire $6.0 million selling price of the property for any
        possible title claim by the State of New Jersey. The Company has deferred
        the
        estimated gain on the sale of the land before deduction of the estimated
        tideland claim payment of $760,000, in the amount of $4.7 million, due to
        the
        uncertainty of the final resolution of the State of New Jersey tideland Claim.
        The escrow of $4.5 million has been classified in restricted cash and the
        deferred gain of $4.7 million has been classified in deferred gain on the
        sale
        of property in the Condensed Consolidated Balance Sheet as of September 30,
        2007. Additionally, the Company realized gains of $1.2 million and $0.3 million
        from the sale of property, plant and equipment in Hong Kong and Macao during
        the
        nine months and three months ended September 30, 2007, respectively.
 
 During
        the second quarter of 2007, two of the Company’s Far East subsidiaries
        entered into contracts to sell two real estate properties, one in Hong Kong
        and
        one in Macau with a gross selling price of $8.1 million. The Company has
        classified these assets as held for sale with a net book value of approximately
        $3.7 million on the Company’s condensed consolidated balance sheet at September
        30, 2007 and expects to sell the properties by the fourth quarter of
        2007.
 
 -26-
  14.
              NEW
                  FINANCIAL ACCOUNTING STANDARDS
 
 In
        September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements”, which
        enhances existing guidance for measuring assets and liabilities using fair
        value. This Standard provides a single definition of fair value, together
        with a
        framework for measuring it, and requires additional disclosure about the
        use of
        fair value to measure assets and liabilities. SFAS No. 157 is effective for
        financial statements issued for fiscal years beginning after November 15,
        2007,
        and interim periods within those fiscal years. The Company does not believe
        that
        SFAS No. 157 will have a material impact on its financial
        statements.
  In
        February 2007, the FASB issued SFAS No. 159 (“SFAS 159”) “The Fair Value Option
        for Financial Assets and Financial Liabilities”, providing companies with an
        option to report selected financial assets and liabilities at fair value.
        The
        Standard’s objective is to reduce both complexity in accounting for financial
        instruments and the volatility in earnings caused by measuring related assets
        and liabilities differently. It also requires entities to display the fair
        value
        of those assets and liabilities for which the Company has chosen to use fair
        value on the face of the balance sheet. SFAS 159 is effective for fiscal
        years
        beginning after November 15, 2007. The Company is currently evaluating the
        impact of the adoption of this Statement on its financial statements.
 
 In
        June
        2007, the FASB issued EITF Issue No. 07-3, "Accounting for Nonrefundable
        Advance
        Payments for Goods or Services Received for Use in Future Research and
        Development Activities," which is effective for calendar year companies on
        January 1, 2008. The Task Force concluded that nonrefundable advance payments
        for goods or services that will be used or rendered for future research and
        development activities should be deferred and capitalized. Such amounts should
        be recognized as an expense as the related goods are delivered or the services
        are performed, or when the goods or services are no longer expected to be
        provided. The Company is currently assessing the potential impacts of
        implementing this standard.
 
 -27-
  15.
              LEGAL
                  PROCEEDINGS
 
 The
        Company is a defendant in a lawsuit captioned Halo Electronics, Inc. (“Halo”) v.
        Bel Fuse Inc., Pulse Engineering, Inc. and Technitrol, Inc. brought in Nevada
        Federal District Court. Plaintiff claims that the Company has infringed its
        patents covering certain surface mount discrete magnetic products made by
        the
        Company. Halo is seeking unspecified damages, which it claims should be trebled.
 
 The
        Company is a plaintiff in a lawsuit captioned Bel Fuse Inc., a New Jersey
        Corporation v. Halo Electronics, Inc. brought in the United States District
        Court of New Jersey during May 2007. The Company claims that Halo has infringed
        a patent covering certain surface mount discrete magnetic products made by
        Halo.
        The Company is seeking unspecified damages plus interest, costs and attorney
        fees.
 The
        Company and two of its officers are defendants in a wrongful termination
        lawsuit
        brought in the District Court of Frankfurt am Main, Germany by a former employee
        at a foreign subsidiary of the Company. During July 2007, this lawsuit was
        settled for approximately $466,000. The Company had provided for this liability
        in its financial statements prior to the settlement.
 
 The
        Company is a plaintiff in a lawsuit captioned Bel Fuse Inc., a New Jersey
        corporation, and Bel Power, Inc., a Massachusetts corporation, v. Andrew
        Ferencz, Gregory Zovonar, Bernhard Schroter, EE2GO, Inc., a Massachusetts
        corporation, Howard E. Kaepplein and William Ng, brought in the Superior
        Court
        of the Commonwealth of Massachusetts. The Company was granted injunctive
        relief
        and is seeking damages against the former stockholders of Galaxy Power, Inc.,
        key employees of Galaxy and a corporation formed by some or all of the
        individual defendants. The Company has alleged that the defendants violated
        their written non-competition, non-disclosure and non-solicitation agreements,
        diverted business and usurped substantial business opportunities with key
        customers, misappropriated confidential information and trade secrets, and
        harmed the Company’s business.
 
 In
        a
        related matter, the Company is a defendant in a lawsuit captioned Robert
        Chimielnski, P.C. on behalf of the stockholder representatives and the former
        stockholders of Galaxy Power, Inc. v. Bel Fuse Inc. et al. brought in the
        Superior Court of the Commonwealth of Massachusetts. This complaint for damages
        and injunctive relief is based on an alleged breach of contract and other
        allegedly illegal acts in a corporate context arising out of the Company’s
        objection to the release of nearly $2.0 million held in escrow under the
        terms
        of the stock purchase agreement between Galaxy and the Company. The Company
        believes it has adequate defenses regarding this lawsuit and accordingly
        has not
        accrued any liability in connection with such lawsuit.
 
 The
        Company is a defendant in a lawsuit captioned Murata Manufacturing Company,
        Ltd.
        v. Bel Fuse Inc. et al, brought in Illinois Federal District Court. Plaintiff
        claims that its patent covers all of the Company's modular jack products.
        That
        party had previously advised the Company that it was willing to grant a
        non-exclusive license to the Company under the patent for a 3% royalty on
        all
        future gross sales of ICM products; payment of a lump sum of 3% of past sales
        including sales of applicable Insilco products; an annual minimum royalty
        of
        $500,000; payment of all attorney fees; and marking of all licensed ICM's
        with
        the third party's patent
        number. The Company was also a defendant in a lawsuit, captioned Regal
        Electronics, Inc. v. Bel Fuse Inc., brought in California Federal District
        Court. Plaintiff claims that its patent covers certain of the Company's modular
        jack products. That party had previously advised the Company that it was
        willing
        to grant a non-transferable license to the Company for an up front fee of
        $500,000 plus a 6% royalty on future sales. The District Court has granted
        summary judgment
        in the Company's favor dismissing Regal Electronics' infringement claims,
        while
        at the
        same
        time the Court dismissed the Company's invalidity counterclaim against Regal
        Electronics. Regal
        has
        appealed the Court's rejection of its infringement claims to the U.S. Court
        of
        Appeals. The case was heard on February 6, 2007 and the U.S.
        Court of Appeals upheld the District Court’s ruling in favor of the
        Company.
  -28-
  The
        Company cannot predict the outcome of the unresolved matters; however,
        management believes that the ultimate resolution of these matters will not
        have
        a material impact on the Company's condensed consolidated financial condition
        or
        results of operations. As of September 30, 2007, no amounts have been accrued
        in
        connection with these lawsuits, as the amounts are not determinable.
 
 The
        Company is not a party to any other legal proceeding, the adverse outcome
        of
        which is likely to
        have a
        material adverse effect on the Company's condensed consolidated financial
        condition or results of operations.
 
 16.
              ACCUMULATED
                  OTHER COMPREHENSIVE INCOME (LOSS)
 
 The
        components of accumulated other comprehensive income (loss) as of September
        30,
        2007 and December 31, 2006 are summarized below:
  September
                    30,
                
                December
                    31,2007
                
                2006Foreign
                    currency translation adjustment
                
                $
                1,626,486
                
                $
                1,140,884Unrealized
                      holding (loss)
                    on
                      available-for-sale securities
                    under
                      SFAS No. 115, net of
                    taxes
                      of $(380,554) and $(802,797)as of September 30,
                    2007 and December 31, 2006
                
                
                (623,901
                )
                
                (1,309,827
                )Unfunded
                      SERP liability net of taxes
                    of
                      $(686,000) as of September 30, 2007
                    and
                      December 31, 2006
                
                
                (1,646,712
                )
                
                (1,646,712
                )Accumulated
                    other comprehensive loss
                
                $
                (644,127
                )
                $
                (1,815,655
                )
  -29-
 Item
        2.
        Management’s Discussion and Analysis of Financial Condition and Results of
        Operations
  The
        Company’s quarterly and annual operating results are affected by a wide variety
        of factors that could materially and adversely affect revenues and
        profitability, including the risk factors described in the Company's Annual
        Report on Form 10-K for the year ended December 31, 2006. As a result of
        these
        and other factors, the Company may experience material fluctuations in future
        operating results on a quarterly or annual basis, which could materially
        and
        adversely affect its business, financial condition, operating results, and
        stock
        prices. Furthermore, this document and other documents filed by the Company
        with
        the Securities and Exchange Commission (the “SEC”) contain certain
        forward-looking statements under the Private Securities Litigation Reform
        Act of
        1995 (“Forward-Looking Statements”) with respect to the business of the Company.
        These Forward-Looking Statements are subject to certain risks and uncertainties,
        including those detailed in Item 1A of the Company’s Annual Report on Form 10-K
        for the year ended December 31, 2006, which could cause actual results to
        differ
        materially from these Forward-Looking Statements. The Company undertakes
        no
        obligation to publicly release the results of any revisions to these
        Forward-Looking Statements which may be necessary to reflect events or
        circumstances after the date such statements are made or to reflect the
        occurrence of unanticipated events. An investment in the Company involves
        various risks, including those which are detailed from time to time in the
        Company’s SEC filings.
  Overview
 
 Bel
        is a
        leading producer of electronic products that help make global connectivity
        a
        reality. The Company designs, manufactures and markets a broad array of
        magnetics, modules, circuit protection devices and interconnect products.
        While
        these products are deployed primarily in the computer, networking and
        telecommunication industries, Bel’s expanding portfolio of products also finds
        application in the automotive, medical and consumer electronics markets.
        Bel's
        products are designed to protect, regulate, connect, isolate or manage a
        variety
        of electronic circuits.
 
 We
        design
        our products to enhance the systems in which they operate. As our products
        typically become components in other third-party’s systems, our revenues are
        largely driven by the extent to which our customers can design and develop
        new
        applications and the extent to which those customers have needs for the types
        of
        components that we can provide. We are problem-solvers; we design most of
        our
        products to combine various discrete components in a manner that will allow
        the
        systems designer to save space and to offer a more efficient
        product.
 
 Our
        expenses are driven principally by the cost of the materials that we use
        and the
        cost of labor where our factories are located. In recent years, the increasing
        cost of copper, steel and petroleum-based products and an increased wage structure in the Far East have contributed to increases in
        manufacturing costs .
        Effective September 1, 2006, local People’s
        Republic of China (“PRC”) authorities
        implemented a new revised standard work week, and new minimum wages and overtime
        rates, for areas where our factories are located .
 
 The
        Company’s sales decreased by $4.6 million or 2.3% for the nine months ended
        September 30, 2007 as compared to the nine months ended September 30, 2006.
        The Company’s
        sales decreased by $6.9 million or 9.4% for the three months ended September
        30,
        2007 as compared to the three months ended September 30, 2006. The decline
        principally reflected revenue decreases in sales of magnetics and interconnect
        products, as the Company exited from certain low margin business.
  -30-
  Gross
        profit margins were lower during the nine months and three months ended
        September 30, 2007 compared to the nine months and three months ended September
        30, 2006, principally due to increased costs for raw material such as mosfets,
        steel, integrated circuits, PBC and petroleum-based products, increased
        transportation costs and a warranty reserve and related inventory write-off
        in
        the amount of $1.2 million during June 2007. Sales of the Company’s
        DC-DC power products have increased. While these products are strategic to
        Bel’s
        growth and important to total earnings, they return lower gross profit
        percentage margins as a larger percentage of their bills of material are
        purchased components. As these sales continue to increase, the Company’s average
        gross profit percentage will likely decrease unless offset by increased sales
        of
        higher margin products. Gross
        profit margins are also adversely affected to the extent that the Company
        manufactures lead-free products, as the Company has additional labor and
        manufacturing costs associated
        with operating duplicate production lines  but
        cannot attain premium pricing for such products.
 
 On
        January 1, 2007, the Company implemented FASB Interpretation No. 48 “Accounting
        for Uncertainty in Income Taxes”, (“FIN 48”) which resulted in no adjustment in
        the liability for uncertain tax positions.
 
 During
        the nine months ended September 30, 2007, the Company incurred severance
        and
        related expenses of approximately $417,000; wrote off approximately $122,000
        in
        deferred financing fees related to a credit facility no longer available
        because
        of a change in the Company’s banking relationship; incurred stock based
        compensation expense of $1,092,000, accrued $368,000 of interest and penalties
        in connection with uncertain tax positions; and incurred $1.1 million less
        amortization of intangibles compared to the nine months ended September 30,
        2006
        due to certain intangibles becoming fully amortized. Additionally, the Company
        realized a pretax gain from the sale of real estate in the amount of $1.2
        million and a pretax gain from the sale of Toko common shares in the amount
        of
        $2.5 million.
 
 -31-
  Critical
        Accounting Policies
 
 The
        Company’s discussion and analysis of its financial condition and results of
        operations are based upon the Company’s condensed consolidated financial
        statements, which have been prepared in accordance with accounting principles
        generally accepted in the United States of America. The preparation of these
        financial statements requires the Company to make estimates and judgments
        that
        affect the reported amounts of assets, liabilities, revenues and expenses,
        and
        related disclosure of contingent assets and liabilities. On an on-going basis,
        the Company evaluates its estimates, including those related to product returns,
        bad debts, inventories, intangible assets, investments, SERP expense, income
        taxes and contingencies and litigation. The Company bases its estimates on
        historical experience and on various other assumptions that are believed
        to be
        reasonable under the circumstances, the results of which form the basis for
        making judgments about the carrying values of assets and liabilities that
        are
        not readily apparent from other sources. Actual results may differ from these
        estimates under different assumptions or conditions.
 
 The
        Company believes the following critical accounting policies affect its more
        significant judgments and estimates used in the preparation of its condensed
        consolidated financial statements.
 
 Allowance
        for Doubtful Accounts
 
 The
        Company maintains allowances for doubtful accounts for estimated losses from
        the
        inability of its customers to make required payments. The Company determines
        its
        reserves by both specific identification of customer accounts where appropriate
        and the application of historical loss experience to non-specific accounts.
        If
        the financial condition of the Company's customers were to deteriorate,
        resulting in an impairment of their ability to make payments, additional
        allowances may be required.
 
 Inventory
 
 The
        Company makes purchasing decisions principally based upon firm sales orders
        from
        customers, the availability and pricing of raw materials and projected customer
        requirements. Future events that could adversely affect these decisions and
        result in significant charges to the Company’s operations include miscalculating
        customer requirements, technology changes which render certain raw materials
        and
        finished goods obsolete, loss of customers and/or cancellation of sales orders,
        stock rotation with distributors and termination of distribution agreements.
        The
        Company writes down its inventory for estimated obsolescence or unmarketable
        inventory equal to the difference between the cost of inventory and the
        estimated market value based upon the aforementioned assumptions. If actual
        market conditions are less favorable than those projected by management,
        additional inventory write-downs may be required.
 
 -32-
 
 When
        inventory is written-off, it is never written back up; the cost remains at
        zero
        or the level to which it has been written-down. When inventory that has been
        written-off is subsequently used in the manufacturing process, the lower
        adjusted cost of the material is charged to cost of sales. Should any of
        this
        inventory be used in the manufacturing process for customer orders, the improved
        gross profit will be recognized at the time the completed product is shipped
        and
        the sale is recorded.
 
 Goodwill
        and Intangible Assets
 
 The
        assets and liabilities of acquired businesses are recorded under the purchase
        method of accounting at their estimated fair values at the dates of acquisition.
        Goodwill represents costs in excess of fair values assigned to the underlying
        net assets of acquired businesses.
 
 Goodwill
        and intangible assets deemed to have indefinite lives are not amortized,
        but are
        subject to annual impairment testing. The identification and measurement
        of
        goodwill impairment involves the estimation of the fair value of geographic
        reporting units. The estimates of fair value of geographic reporting units
        are
        based on the best information available as of the date of the assessment,
        which
        primarily incorporate management assumptions about expected future cash flows
        and contemplate other valuation techniques. Future cash flows can be affected
        by
        changes in industry or market conditions or the rate and extent to which
        anticipated synergies or cost savings are realized with newly acquired entities.
        There can be no assurances that goodwill impairments will not occur in the
        future. See Note 2 to the Condensed Consolidated Financial Statements for
        further discussion.
 
 Income
        Taxes
 
 Income
        taxes are accounted for under Statement of Financial Accounting Standards
        (“SFAS”) No. 109, “Accounting for Income Taxes.” In accordance with SFAS No.
        109, deferred tax assets and liabilities are recognized for the future tax
        consequences attributable to differences between the financial statement
        carrying amounts of existing assets and liabilities and their respective
        tax
        bases, as measured by enacted tax rates that are expected to be in effect
        in the
        periods when the deferred tax assets and liabilities are expected to be settled
        or realized. Significant judgment is required in determining the worldwide
        provisions for income taxes. In the ordinary course of a global business,
        the
        ultimate tax outcome is uncertain for many transactions. It is the Company’s
        policy to establish provisions for taxes that may become payable in future
        years
        as a result of an examination by tax authorities. The Company establishes
        the
        provisions based upon management’s assessment of exposure associated with
        permanent tax differences and tax credits applied to temporary difference
        adjustments. The tax provisions are analyzed periodically (at least quarterly)
        and adjustments are made as events occur that warrant adjustments to those
        provisions.
 
 Our
        accounting policy for income taxes was recently modified due to the adoption
        of
        FIN 48. FIN 48 requires significant judgment in determining what constitutes
        an
        individual tax position as well as assessing the outcome of each tax position.
        Changes in judgment as to recognition or measurement of tax positions can
        materially affect the estimate of the effective tax rate and consequently,
        affect our operating results.
 
 -33-
 
 Revenue
        Recognition
 
 The
        Company recognizes revenue in accordance with the guidance contained in SEC
        Staff Accounting Bulletin No. 104, “Revenue Recognition in Financial
        Statements”. Revenue is recognized when the product has been delivered and title
        and risk of loss have passed to the customer, collection of the resulting
        receivable is deemed reasonably assured by management, persuasive evidence
        of an
        arrangement exists and the sale price is fixed and determinable.
 
 Historically
        the Company has been successful in mitigating the risks associated with its
        revenue. Some issues relate to product warranty, credit worthiness of its
        customers and concentration of sales among a few major customers.
 
 The
        Company is not contractually obligated to accept returns from non-distributor
        customers except for defective product or in instances where the product
        does
        not meet the Company’s quality specifications. If these conditions existed, the
        Company would be obligated to repair or replace the defective product or
        make a
        cash settlement with the customer. Distributors generally have the right
        to
        return up to 5% of their purchases over the previous three to six months
        and are
        obligated to purchase an amount at least equal to the return. If the Company
        terminates a distributor, the Company is obligated to accept as a return
        all of
        the distributor’s inventory from the Company. The Company accrues an estimate
        for anticipated returns based on historical experience at the time revenue
        is
        recognized and adjusts such estimate as specific anticipated returns are
        identified. If a distributor terminates its relationship with the Company, the
        Company is not obligated to accept any inventory returns. The Company has
        a
        significant amount of sales with several customers. One customer represented
        16.3% of sales during the nine months ended September 30, 2007. The loss
        of any
        substantial customer could have a material adverse effect on the Company’s
        consolidated results of operations, financial position and cash
        flows.
 
 -34-
 
 Results
        of Operations
 
 The
        following table sets forth, for the periods presented, the percentage
        relationship to net sales of certain items included in the Company’s condensed
        consolidated statements of operations.
  Percentage
                    of Net Sales
                
                Percentage
                    of Net SalesNine
                    Months Ended
                
                Three
                    Months EndedSeptember
                    30,
                
                September
                    30,2007
                
                2006
                
                2007
                
                2006Net
                    sales
                
                
                100.0
                %
                
                100.0
                %
                
                100.0
                %
                
                100.0
                %Cost
                    of sales
                
                
                78.4
                
                
                75.1
                
                
                78.8
                
                
                76.2Selling,
                    general and administrative expenses
                
                
                14.4
                
                
                14.8
                
                
                13.1
                
                
                12.4Gain
                      on sale of property, plant andequipment
                
                
                0.6
                
                
                -
                
                
                0.5
                
                
                -Casualty
                    loss
                
                
                -
                
                
                0.5
                
                
                -
                
                
                (0.1
                )Interest
                      income and interestand financing expense
                
                
                1.5
                
                
                1.0
                
                
                1.7
                
                
                1.1Gain
                      on sale of property andmarketable securities
                
                
                1.3
                
                
                2.7
                
                
                -
                
                
                -Earnings
                      before provisionfor income taxes
                
                
                10.7
                
                
                13.2
                
                
                10.3
                
                
                12.6Income
                    tax provision
                
                
                2.2
                
                
                2.7
                
                
                1.4
                
                
                2.1Net
                    earnings
                
                
                8.5
                
                
                10.6
                
                
                8.9
                
                
                10.6
  The
        following table sets forth the year over year percentage increase or decrease
        of
        certain items included in the Company's condensed consolidated statements
        of
        operations.
  Increase
                    (decrease) from
                  Prior
                    Period
                
                (Decrease)
                    from
                  Prior
                    PeriodNine
                    Months Ended
                  September
                    30, 2007
                  compared
                    with Nine
                  Months
                    Ended September
                  30,
                    2006
                
                Three
                    Months Ended
                  September
                    30, 2007
                  compared
                    with Three
                  Months
                    Ended September
                  30,
                    2006Net
                    sales
                
                
                (2.3
                )%
                
                (9.4
                )%Cost
                    of sales
                
                
                1.9
                
                
                (6.3
                )Selling,
                    general and administrative expenses
                
                
                (4.8
                )
                
                (4.7
                )Net
                    earnings
                
                
                (21.6
                )
                
                (23.6
                )
  -35-
 
 **NINE
        MONTHS ENDED SEPTEMBER 30, 2007 VERSUS**
 **NINE
        MONTHS ENDED SEPTEMBER 30, 2006**
 
 Sales
  Net
        sales
        decreased 2.3% from $194.4 million during the nine months ended September
        30,
        2006 to $189.8 million during the nine months ended September 30, 2007. The
        Company attributes the decrease to a decrease in magnetic sales of $15.5
        million, a decrease in interconnect sales of $1.2 million, and a decrease
        in
        circuit protection sales of $0.6 million, partially offset by an increase
        in
        module sales of $12.7 million. The decreases reflect determinations by the
        Company to exit lower margin businesses.
 
 The
        significant components of the Company's revenues for the nine months ended
        September 30, 2007 were magnetic products of $94.7 million (as compared with
        $110.2 million during the nine months ended September 30, 2006), interconnect
        products of $33.4 million (as compared with $34.6 million during the nine
        months
        ended September 30, 2006), module products of $47.2 million (as compared
        with
        $34.5 million during the nine months ended September 30, 2006), and circuit
        protection products of $14.5 million (as compared with $15.1 million during
        the
        nine months ended September 30, 2006.)
 
 Based
        in
        part on conflicting opinions the Company received from customers and competitors
        in the electronics industry pertaining to revenue growth during 2006, the
        Company cannot predict with any degree of certainty sales revenue for the
        remainder of 2007 or for 2008. Although the Company's backlog has been stable,
        the Company feels that such backlog is not a good indicator of revenues.
        The
        Company continues to have limited visibility as to future customer requirements.
 
 The
        Company cannot quantify the extent of sales growth arising from unit sales
        mix
        and/or price changes. Given the change in the nature of the products purchased
        by customers from period to period, the Company believes that neither unit
        changes nor price changes are meaningful. Over the past year, newer and more
        sophisticated products with higher unit selling prices have been introduced.
        Through the Company's engineering and research effort, the Company has been
        successful in adding additional value to existing product lines, which tends
        to
        increase sales prices initially until that generation of products becomes
        mature
        and sales prices experience price degradation. In general, as products become
        mature, average selling prices decrease.
 
 -36-
  Cost
        of Sales
 
 Bel
        generally enters into processing arrangements with five independent third
        party
        contractors in the Far East. Costs are recorded as incurred for all products
        manufactured either at third party facilities or at the Company's own
        manufacturing facilities. Such amounts are determined based upon the estimated
        stage of production and include labor cost and fringes and related allocations
        of factory overhead. The Company manufactures finished goods at its own
        manufacturing facilities in Glen Rock, Pennsylvania, Inwood, New York, the
        Dominican Republic and Mexico.
 
 Cost
        of
        sales as a percentage of net sales increased from 75.1% during the nine months
        ended September 30, 2006 to 78.4% during the nine months ended September
        30,
        2007. The increase in the cost of sales percentage is primarily attributable
        to
        the following:
 
  ̈
            The
                Company established a $1.2 million warranty accrual for a defective
                part,
                including a $.4 million inventory write-off of materials on hand
                related
                to this matter which are deemed to be
                unusable. 
  ̈
            The
                Company incurred a 3.4% increase in material costs as a percentage
                of net
                sales. The increase in raw material costs is principally related
                to
                increased manufacturing of value-added products, which have a higher
                raw
                material content than the Company’s other products, increased costs for
                raw materials such as copper, steel and petroleum-based products
                and
                increased transportation costs. Since the majority of the manufacturing
                is
                conducted in the Far East, the increased material costs negatively
                impact
                the operating profits in the Far East. 
  ̈
            The
                Company is currently paying higher wage rates and benefits to its
                production workers in China. These higher rates and benefits are
                reflected
                in the Company’s cost of sales and result from new labor regulations and a
                continuing tightening of the labor market. 
  ̈
            Sales
                of the Company’s DC-DC power products have increased. While these products
                are strategic to Bel’s growth and important to total earnings, they return
                lower gross profit percentage margins as a larger percentage of their
                bills of materials are purchased components. As these sales continue
                to
                increase, the Company’s average gross profit percentage will likely
                decrease.  Included
        in cost of sales are research and development expenses of $4.9 million for
        the
        nine months ended September 30, 2007 and 2006.
  -37-
  Selling,
        General and Administrative Expenses
 
 The
        percentage relationship of selling, general and administrative expenses to
        net
        sales decreased from 14.8% during the nine months ended September 30, 2006
        to
        14.4% during the nine months ended September 30, 2007. The Company attributes
        the percentage decrease to a decrease in selling, general and administrative
        expense. The decrease in selling, general and administrative expense for
        the
        nine months ended September 30, 2007 compared to the nine months ended September
        30, 2006 was approximately $1.4 million. The decrease is principally attributed
        to a decrease of commissions and related selling expenses of $1.1 million
        and
        amortization of intangibles of $0.7 million partially offset by increased
        administrative salaries and related benefits of $.5 million. The decrease
        in
        commissions and related selling expenses is attributable to lower sales.
        The
        decrease in amortization is principally attributable to lower amortization
        of
        intangibles due to certain intangibles becoming fully amortized. The increase
        in
        administrative salaries and related benefits is principally the result of
        higher
        bonuses and wages in the nine months ended September 30, 2007 as compared
        to the
        nine months ended September 20, 2006.
 
 -38-
  Interest
        Income
 
 Interest
        income earned on cash and cash equivalents increased by approximately $1.0
        million during the nine months ended September 30, 2007, as compared to the
        comparable period in 2006. The increase is due primarily to increased balances
        of cash and cash equivalent balances and marketable securities and increased
        yields on such balances.
 
 Interest
        Expense and Other Costs
 
 Interest
        expense and other costs amounted to $125,000 during the nine months ended
        September 30, 2007, related primarily to the write off of financing expenses
        incurred in connection with the Company’s credit facility. During the nine
        months ended September 30, 2006, interest and other expenses included $53,000
        of
        amortization of financing expenses related to the Company's credit facility
        in
        the United States.
 
 Sale
        of Marketable Securities and Property, Plant and Equipment
 
 During
        the nine months ended September 30, 2007, the Company realized gains from
        the
        sale of Toko common stock in the amount of $2.5 million and the sale of
        property, plant and equipment in Hong Kong and Macao in the amount of $1.2
        million. The sale of the Company's real estate in Macao reflects the Company's
        decision to cease manufacturing in Macao and to consolidate manufacturing
        in
        larger more efficient facilities. During the fourth quarter the Company intends
        to cease manufacturing in a small plant in China. During the nine months
        ended
        September 30, 2006, the Company realized a gain principally from the sale
        of
        Artesyn common stock in the amount of $5.2 million.
  Casualty
        Loss
 
 During
        2006, the Company
        incurred a $1.0 million pre-tax casualty loss as a result of a fire at its
        leased manufacturing facility in the Dominican Republic .
        The
        loss was for raw
        materials and equipment in excess of estimated insurance proceeds. The
        production at this facility was substantially restored during July 2006.
 
 Provision
        for Income Taxes
 
 The
        provision for income taxes for the nine months ended September 30, 2007 was
        $4.2
        million compared to a $5.2 million provision for the nine months ended September
        30, 2006. The Company's earnings before income taxes for the nine months
        ended
        September 30, 2007 are approximately $5.4 million lower than in 2006. The
        Company’s effective tax rate, the income tax provision as a percentage of
        earnings before provision for income taxes, was 20.5% and 20.1% for the nine
        months ended September 30, 2007 and September 30, 2006, respectively. During
        the
        nine months ended September 30, 2007 certain statute of limitations expired
        regarding liabilities for uncertain tax positions which resulted in a reversal
        of such liabilities. Additionally, there were certain changes in estimates
        for
        prior year taxes, upon finalization of 2006 tax returns. During the first
        quarter of 2006, the Company incurred a $1.0 million casualty loss in the
        U.S.
        which reduced U.S. income tax expense.
  -39-
  The
        Company conducts manufacturing activities in the Far East. More specifically,
        the Company has the majority of its products manufactured on the mainland
        of the
        People’s Republic of China (“PRC”), Hong Kong and Macao and has not been subject
        to corporate income tax in the PRC. The Company's activities in Hong Kong
        have
        generally consisted of administration, quality control and accounting, as
        well
        as some limited manufacturing activities. Hong Kong imposes corporate income
        tax
        at a rate of 17.5 percent solely on income sourced to Hong Kong. That is,
        its
        tax system is a territorial one which only seeks to tax activities conducted
        in
        Hong Kong.
  Macao
        currently has a statutory corporate income tax rate of 12 percent. Since
        most of
        the Company's operations are conducted in the Far East, the majority of its
        profits are sourced in these three Far East jurisdictions. Accordingly, the
        profits earned in the U.S. are comparatively small in relation to its profits
        earned in the Far East. Therefore, there is generally a significant difference
        between the statutory U.S. tax rate and the Company's effective tax rate.
  During
        2005, the Company was granted an offshore operating license from the government
        of Macao to set up an MCO named Bel Fuse (Macao Commercial Offshore) Limited
        with the intent to handle all of the Company’s sales to third party customers in
        Asia. Sales to third party customers commenced during the first quarter of
        2006.
        Sales consist of products manufactured in the PRC. The MCO is not subject
        to
        Macao corporate income taxes.
 
 The
        Company has historically followed a practice of reinvesting a portion of
        the
        earnings of foreign subsidiaries in the expansion of its foreign operations.
        If
        the unrepatriated earnings were distributed to the parent corporation rather
        than reinvested in the Far East, such funds would be subject to United States
        Federal income taxes.
 
 The
        Company’s policy is to recognize interest and penalties related to uncertain tax
        positions as a component of the current provision for income taxes. During
        the
        nine months ended September 30, 2007, the Company recognized approximately
        $368,000 in interest and penalties in the Condensed Consolidated Statement
        of
        Operations. The Company has approximately $1.6 million accrued for the payment
        of interest and penalties at September 30, 2007, which is included in both
        income taxes payable and liability for uncertain tax positions in the condensed
        consolidated balance sheet.
 
 -40-
 
 **THREE
        MONTHS ENDED SEPTEMBER 30, 2007 VERSUS**
 **THREE
        MONTHS ENDED SEPTEMBER 30, 2006**
 
 Sales
 
 Net
        sales
        decreased 9.4% from $73.3 million during the three months ended September
        30,
        2006 to $66.4 million during the three months ended September 30, 2007. The
        Company attributes the decrease to a decrease in magnetic sales of $8.1 million,
        and a decrease in circuit protection sales of $0.5 million offset in part
        by an
        increase in module sales of $1.6 million and an increase in interconnect
        sales
        of $0.1 million. The decreases principally reflect determinations by the
        Company
        to exit lower margin businesses.
 
 The
        significant components of the Company's revenues for the three months ended
        September 30, 2007 were magnetic products of $33.3 million (as compared with
        $41.4 million during the three months ended September 30, 2006), interconnect
        products of $11.4 million (as compared with $11.3 million during the three
        months ended September 30, 2006), module products of $16.6 million (as compared
        with $15.0 million during the three months ended September 30, 2006), and
        circuit protection products of $5.1 million (as compared with $5.6 million
        during the three months ended September 30, 2006.)
 
 Cost
        of Sales
 
 Cost
        of
        sales as a percentage of net sales increased from 76.2% during the three
        months
        ended September 30, 2006 to 78.8% during the three months ended September
        30,
        2007. The increase in the cost of sales percentage is primarily attributable
        to
        the following:
 
  ̈
            The
                Company incurred a 4.4% increase in material costs as a percentage
                of net
                sales. The increase in raw material costs is principally related
                to
                increased manufacturing of value-added products, which have a higher
                raw
                material content than the Company’s other products, increased costs for
                raw materials such as copper, steel and petroleum-based products
                and
                increased transportation costs. Since the majority of the manufacturing
                is
                conducted in the Far East, the increased material costs negatively
                impact
                the operating profits in the Far East. 
  ̈
            The
                Company is currently paying higher wage rates and benefits to its
                production workers in China. These higher rates and benefits are
                reflected
                in the Company’s cost of sales and result from new labor regulations and a
                continuing tightening of the labor market. 
  ̈
            Sales
                of the Company’s DC-DC power products have increased. While these products
                are strategic to Bel’s growth and important to total earnings, they return
                lower gross profit percentage margins as a larger percentage of their
                bills of materials are purchased components. As these sales continue
                to
                increase, the Company’s average gross profit percentage will likely
                decrease.  Included
        in cost of sales are research and development expenses of $1.8 million and
        $1.7
        million for the three months ended September 30, 2007 and 2006, respectively.
 
 -41-
  Selling,
        General and Administrative Expenses
 
 The
        percentage relationship of selling, general and administrative expenses to
        net
        sales increased from 12.4% during the three months ended September 30, 2006
        to
        13.1% during the three months ended September 30, 2007 notwithstanding a
        decrease in selling, general and administrative expense. The decrease in
        selling, general and administrative expense for the three months ended September
        30, 2007 compared to the three months ended September 30, 2006 was approximately
        $0.4 million. The decrease is principally related to lower commissions and
        related selling expenses, due to lower sales, as well as to a reduction in
        accounting fees relating to compliance with The Sarbanes-Oxley Act, in the
        three
        months ended September 30, 2007 compared to the three months ended September
        30,
        2006.
 
 Interest
        Income
 
 Interest
        income earned on cash and cash equivalents increased by approximately $0.3
        million during the three months ended September 30, 2007, as compared to
        the
        comparable period in 2006. The increase is due primarily to increased average
        balances of cash and cash equivalent balances and marketable securities and
        increased yields on such balances.
 
 Sale
        of Marketable Securities and Property, Plant and Equipment
 
 During
        the three months ended September 30, 2007, the Company realized gains from
        the
        sale of property, plant and equipment in Hong Kong and Macao in the amount
        of
        $0.3 million.
 
 Provision
        for Income Taxes
 
 The
        provision for income taxes for the three months ended September 30, 2007
        was
        $1.0 million compared to a $1.5 million provision for the three months ended
        September 30, 2006. The Company's earnings before income taxes for the three
        months ended September 30, 2007 are approximately $2.4 million lower than
        the
        same period in 2006. The Company’s effective tax rate, the income tax provision
        as a percentage of earnings before provision for income taxes, was 13.9%
        and
        16.3% for the three months ended September 30, 2007 and September 30, 2006,
        respectively. The decrease is principally related to the same reasons as
        outlined in the nine month analysis.
 
 -42-
  Inflation
        and Foreign Currency Exchange
 
 During
        the past two years, the effect of inflation on the Company's profitability
        was
        not material. Historically, fluctuations of the U.S. Dollar against other
        major
        currencies have not significantly affected the Company's foreign operations
        as
        most sales have been denominated in U.S. Dollars or currencies directly or
        indirectly linked to the U.S. Dollar. Most significant expenses, including
        raw
        materials, labor and manufacturing expenses, are either incurred in U.S.
        Dollars
        or the currencies of the Hong Kong Dollar, the Macao Pataca or the Chinese
        Renminbi. The Chinese Renminbi has appreciated in value during 2007 and 2006.
        Further appreciation of the Renminbi would result in the Company’s incurring
        higher costs for all expenses incurred in China. Commencing with the acquisition
        of the Passive Components Group, the Company's European entity has sales
        transactions which are denominated principally in Euros and British
        Pounds. Conversion of these transactions into U.S. dollars has resulted in realized
        currency exchange losses of $59,000 and $170,000 for the nine months ended
        September 30, 2007 and 2006, respectively, which were charged to expense,
        and
        approximately $486,000 and $216,000 for the nine months ended September 30,
        2007
        and 2006, respectively, in unrealized exchange gains relating to the translation
        of foreign subsidiary financial statements which are included in accumulated
        other comprehensive income. Any change in linkage of the U.S. Dollar and
        the
        Hong Kong Dollar or the Macao Pataca could have a material effect on the
        Company's condensed consolidated financial position or results of operations.
 
 Liquidity
        and Capital Resources
 
 Historically,
        the Company has financed its capital expenditures primarily through cash
        flows
        from operating activities and has
        financed acquisitions both through cash flows from operating activities and
        borrowings . Management believes that the cash flow from operations after payments of
        dividends combined with its existing capital base and the Company's available
        lines of credit, will be sufficient to fund its operations for the near term.
        Such statement constitutes a Forward Looking Statement. Factors which could
        cause the Company to require additional capital include, among other things,
        a
        softening in the demand for the Company’s existing products, an inability to
        respond to customer demand for new products, potential acquisitions requiring
        substantial capital, future expansion of the Company's operations and net
        losses
        that would result in net cash being used in operating, investing and/or
        financing activities which result in net decreases in cash and cash equivalents.
        Net losses may result in the loss of domestic and foreign credit facilities
        and
        preclude the Company from raising debt or equity financing in the capital
        markets on
        affordable terms or otherwise .
 
 During
        the quarter ended March 31, 2007, the Company entered into a new unsecured
        credit agreement in the amount of $20 million, which expires on July 21,
        2008.
        There was no balance outstanding as of September 30, 2007. At that date,
        the
        entire $20 million line of credit was available to the Company to borrow.
        The
        loan bears interest at LIBOR plus 0.75% to 1.25% based on certain financial
        statement ratios maintained by the Company.
 
 -43-
  The
        Company's Hong Kong subsidiary had an unsecured line of credit of approximately
        $2 million, which was unused at September 30, 2007. The line of credit expires
        during July 2008. Borrowing on the line of credit was guaranteed by the U.S.
        parent. The line of credit bears interest at a rate determined by the bank
        as
        the financing is extended.
  For
        information regarding further commitments under the Company's operating leases,
        see Note 15 of Notes to the Company's Consolidated Financial Statements in
        the
        Company's 2006 Annual Report on Form 10-K.
  The
        Company completed construction of a 117,000 square foot manufacturing facility,
        during November 2006, in Zhongshan City, PRC for approximately $1.3 million.
  During
        May 2007, the Company sold a parcel of land located in Jersey City, New Jersey
        for $6,000,000. The Company estimates that approximately $760,000 of the
        proceeds will be payable to the State of New Jersey as a portion of the property
        is subject to tideland claims. Of the $6.0 million sales price, the Company
        received cash of $1.5 million before closing costs, and $4.5 million is being
        held in escrow pending final resolution of the State of New Jersey tideland
        claim and certain environmental costs the Company is liable for in the maximum
        amount of $390,000. The Company has agreed to indemnify the title insurance
        company for the entire $6.0 million selling price of the property for any
        possible title claim by the State of New Jersey. The Company has deferred
        the
        estimated gain on the sale of the land before deduction of the estimated
        tideland claim payment of $760,000, in the amount of $4.7 million, due to
        the
        uncertainty of the final resolution of the State of New Jersey tideland Claim.
        The escrow of $4.5 million has been classified in restricted cash and the
        deferred gain of $4.7 million has been classified in deferred gain on the
        sale
        of property in the Condensed Consolidated Balance Sheet as of September 30,
        2007. Additionally, the Company realized a $1.2 million gain from the sale
        of
        property, plant and equipment in Hong Kong and Macao during the nine months
        ended September 30, 2007.
  During
        the quarter ended June 30, 2007, two of the Company’s Far East subsidiaries
        entered into contracts to sell two real estate properties, one in Hong Kong
        and
        one in Macao with a gross selling price of $8.1 million. The Company has
        classified these assets as held for sale with a net book value of approximately
        $3.7 million on the Company’s condensed consolidated balance sheet at September
        30, 2007 and expects to sell the properties by the fourth quarter of
        2007.
 
 -44-
 
 The
        Company currently owns a total of 1,840,919 shares, or approximately
        1.9% of the
        outstanding shares ,
        of the
        common stock of Toko, Inc. (“Toko”) at a total purchase price of $5.6 million.
        Toko had a market capitalization of approximately $218 million as of September
        30, 2007. These shares are reflected on the Company’s condensed consolidated
        balance sheet as marketable securities. These marketable securities are
        considered to be available for sale under SFAS No. 115, “Accounting for Certain
        Investments in Debt and Equity Securities”. Thus, as of September 30, 2007, the
        Company has recorded an unrealized loss, net of income tax benefit of
        approximately $0.9 million which is included in accumulated other comprehensive
        income in stockholders’ equity. During April 2007,, the Company sold 4,034,000
        shares of common stock of Toko on the open market which resulted in a pre-tax
        gain, net of investment banker fees and other expenses of approximately $2.5
        million.
 
 The
        Company acquired a total of 2,037,500 shares of the common stock of Artesyn
        Technologies, Inc. (“Artesyn”) at a total purchase price of $16,331,469. On
        April 28, 2006, Artesyn was acquired by Emerson Network Power for $11.00
        per
        share in cash. During the second quarter of 2006, in connection with the
        Company's sale of its Artesyn common stock, the Company recognized a gain
        of
        approximately $5.2 million, net of investment banker advisory fees of $850,000.
        The Company accrued bonuses of $1.0 million in connection with the gain.
        For
        financial statement purposes approximately $300,000 and $700,000 has been
        classified within cost of sales and selling, general and administrative
        expenses, respectively, and was paid to key employees by December 31, 2006.
 
 Under
        the
        terms of the E-Power LTD (“E-Power”) and Current Concepts, Inc. (“Current
        Concepts”) acquisition agreements of May 11, 2001, the Company was required to
        make contingent purchase price payments up to an aggregate of $7.6 million
        should the acquired companies attain specified related sales levels. E-Power was
        to be paid
        $2.0 million in contingent purchase price payments if sales reached $15.0
        million and an additional $4.0 million if sales reached $25.0
        million on a cumulative basis through May 2007. During January 2006, the
        $2.0
        million of contingent purchase price consideration was earned by
        E-Power  and
        during February
        2006, E-Power was paid $2.0 million in contingent purchase price
        payments **.** During
        September 2006, an additional $4.0 million was earned when
        sales reached $25.0 million on a cumulative basis and,
        as a
        result, $4.0 million was paid in November 2006, and accounted for as additional
        purchase price and as an increase to goodwill. No additional payments will
        be
        made under the E-Power agreement. Current Concepts is
        to be paid
        16% of the first $10.0 million in sales through May 2007. This $10.0 million
        benchmark was reached during the second quarter of 2006 and therefore, no
        additional payments will be made. During
        the nine and three months ended September 30, 2006, the Company paid or accrued
        approximately $447,000 and $0, respectively, in contingent purchase price
        payments to Current Concepts. The contingent purchase price payments for
        Current
        Concepts are accounted for as additional purchase price and as an increase
        to
        covenants not to compete within intangible assets when such payment obligations
        are incurred.
 
 -45-
 
 During
        2000, the Board of Directors of the Company authorized the purchase of up
        to ten
        percent of the Company’s outstanding common shares. As of September 30, 2007,
        the Company had purchased and retired 23,600 Class B common shares at a cost
        of
        approximately $808,000 which reduced the number of Class B common shares
        outstanding and had purchased and retired 114,100 Class A common shares at
        a
        cost of approximately $4.1 million which reduced the number of Class A common
        shares outstanding. During October and November 2007, the Company purchased
        23,387 additional Class A common shares at a cost of $842,000 which will
        reduce
        the number of Class A common shares outstanding. No shares of Class B common
        stock were repurchased during the nine months ended September 30, 2007 and
        114,100 Class A shares were repurchased during the nine months ended September
        30, 2007.
 
 During
        July 2007, the Board of Directors of the Company approved an increase in
        the
        dividends by $.02 per share per quarter for both Class A and B common shares
        effective with the November 2007 dividend payment declared on July 26, 2007.
        Such amounts are subject to change, and will be recorded when declared by
        the
        Board of Directors.
  During
        the nine months ended September 30, 2007, the Company's cash and cash
        equivalents increased by $25.3 million, reflecting approximately $16.1 million
        provided by operating activities (principally as a result of net income of
        $16.1
        million and depreciation and amortization expense of $5.8 million offset
        principally by $3.7 million from gains on sale of marketable securities and
        property, plant and equipment and changes in deferred income taxes of $2.0
        million), $27.5 million from the sale of marketable securities, $3.6 million
        from the sale of property, plant and equipment and proceeds of $1.3 million
        from
        the exercise of stock options offset, in part, by $11.8 million used principally
        for purchases of marketable securities, $6.2 million for the purchase of
        property, plant and equipment, $4.1 million for the repurchase of the Company’s
        common stock and $1.7 million for payments of dividends.
  Cash,
        marketable securities and cash equivalents and accounts receivable comprised
        approximately 53.4% and 50.7% of the
        Company's total assets at September 30, 2007 and December 31, 2006,
        respectively. The Company's current ratio (i.e., the ratio of current assets
        to
        current liabilities) was 5.7 to 1 and 4.5 to 1 at September 30, 2007 and
        December 31, 2006, respectively.
 
 -46-
  The
        following table sets forth at September 30, 2007 the amounts of payments
        due
        under specific types of contractual obligations, aggregated by category of
        contractual obligation, for the time periods described below. This table
        excludes liabilities recorded relative to uncertain income tax positions
        under
        FIN 48, amounting to $2.4 million included in income taxes payable and $6.8
        million included in liability for uncertain tax positions, as of September
        30,
        2007 due to the uncertain timing of the resolution of such matters.
 Payments
                    due by periodContractual
                    Obligations
                
                Total
                
                Less
                    than 1 year
                
                1-3
                  years
                
                3-5
                  years
                
                More
                    than
                  5
                    yearsCapital
                    expenditure obligations
                
                $
                2,149,976
                
                $
                2,149,976
                
                $
                -
                
                $
                -
                
                $
                -Operating
                    leases
                
                
                4,357,567
                
                
                1,310,698
                
                
                1,546,428
                
                
                1,052,079
                
                
                448,362Raw
                    material purchase obligations
                
                
                20,064,385
                
                
                20,064,385
                
                
                -
                
                
                -
                
                
                -Total
                
                $
                26,571,928
                
                $
                23,525,059
                
                $
                1,546,428
                
                $
                1,052,079
                
                $
                448,362
  The
        Company is required to pay SERP
        obligations at the occurrence of certain events. As of September 30, 2007,
        the
        SERP had an unfunded benefit obligation of approximately $1.6 million, net
        of
        deferred income tax benefit. The gross minimum pension obligation and unfunded
        benefit obligation in the amount of $5.4 million is included in long-term
        liabilities as an unfunded pension obligation on the Company’s condensed
        consolidated balance sheet. Included in other assets at September 30, 2007
        are
        marketable securities with an estimated value of $5.1 million, which have
        been
        designated by the Company to be utilized to fund the Company’s SERP
        obligations.
 
 -47-
 
 New
        Financial Accounting Standards
 
 
 In
        September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements”, which
        enhances existing guidance for measuring assets and liabilities using fair
        value. This Standard provides a single definition of fair value, together
        with a
        framework for measuring it, and requires additional disclosure about the
        use of
        fair value to measure assets and liabilities. SFAS No. 157 is effective for
        financial statements issued for fiscal years beginning after November 15,
        2007,
        and interim periods within those fiscal years. The Company does not believe
        that
        SFAS No. 157 will have a material impact on its financial
        statements.
 
 In
        February 2007, the FASB issued SFAS No. 159 (“SFAS 159”) “The Fair Value Option
        for Financial Assets and Financial Liabilities”, providing companies with an
        option to report selected financial assets and liabilities at fair value.
        The
        Standard’s objective is to reduce both complexity in accounting for financial
        instruments and the volatility in earnings caused by measuring related assets
        and liabilities differently. It also requires entities to display the fair
        value
        of those assets and liabilities for which the Company has chosen to use fair
        value on the face of the balance sheet. SFAS 159 is effective for fiscal
        years
        beginning after November 15, 2007. The Company is currently evaluating the
        impact of the adoption of this Statement on its financial statements.
 
 In
        June
        2007, the FASB issued EITF Issue No. 07-3, "Accounting for Nonrefundable
        Advance
        Payments for Goods or Services Received for Use in Future Research and
        Development Activities," which is effective for calendar year companies on
        January 1, 2008. The Task Force concluded that nonrefundable advance payments
        for goods or services that will be used or rendered for future research and
        development activities should be deferred and capitalized. Such amounts should
        be recognized as an expense as the related goods are delivered or the services
        are performed, or when the goods or services are no longer expected to be
        provided. The Company is currently assessing the potential impacts of
        implementing this standard.
 
 -48-
 
 Item
        3. Quantitative
        and Qualitative Disclosures About Market Risk
  Fair
        Value of Financial Instruments — The estimated fair values of financial
        instruments have been determined by the Company using available market
        information and appropriate valuation methodologies.
  The
        Company has not entered into, and does not expect to enter into, financial
        instruments for trading or hedging purposes. The Company does not currently
        anticipate entering into interest rate swaps and/or similar
        instruments.
  The
        Company's carrying values of cash, marketable securities, accounts receivable,
        accounts payable and accrued expenses are a reasonable approximation of their
        fair value.
  The
        Company enters into transactions denominated in U.S. Dollars, Hong Kong Dollars,
        the Macao Pataca, the Chinese Renminbi, Euros and British Pounds. Fluctuations
        in the U.S. dollar exchange rate against these currencies could significantly
        impact the Company's consolidated results of operations.
  The
        Company believes that a change in interest rates of 1% or 2% would not have
        a
        material effect on the Company's condensed consolidated statement of operations
        or balance sheet.
  -49-
  Item
        4. Controls
        and Procedures
 
 a)
              Disclosure
                  controls and procedures.
                  As of the end of the Company’s most recently completed fiscal quarter
                  covered by this report, the Company carried out an evaluation,
                  with the
                  participation of the Company’s management, including the Company’s chief
                  executive officer and vice president of finance, of the effectiveness
                  of
                  the Company’s disclosure controls and procedures pursuant to Securities
                  Exchange Act Rule 13a-15. Based upon that evaluation, the Company’s chief
                  executive officer and vice president of finance concluded that
                  the
                  Company’s disclosure controls and procedures are effective in ensuring
                  that information required to be disclosed by the Company in the
                  reports
                  that it files or submits under the Securities Exchange Act is recorded,
                  processed, summarized and reported, within the time periods specified
                  in
                  the SEC’s rules and forms.
 
 b.)
              Changes
                  in internal controls over financial reporting:
                  There have been no changes in the Company's internal controls over
                  financial reporting that occurred during the Company's last fiscal
                  quarter
                  to which this report relates that have materially affected, or
                  are
                  reasonable likely to materially affect, the Company’s internal control
                  over financial reporting.
 
 -50-
  PART
        II.  Other
        Information
 
 Item
        1.  Legal
        Proceedings
 
 The
        Company is a defendant in a lawsuit captioned Halo Electronics, Inc. (“Halo”) v.
        Bel Fuse Inc., Pulse Engineering, Inc. and Technitrol, Inc. brought in Nevada
        Federal District Court. Plaintiff claims that the Company has infringed its
        patents covering certain surface mount discrete magnetic products made by
        the
        Company. Halo is seeking unspecified damages, which it claims should be trebled.
 
 The
        Company is a plaintiff in a lawsuit captioned Bel Fuse Inc., a New Jersey
        Corporation v. Halo Electronics, Inc. brought in the United States District
        Court of New Jersey during May 2007. The Company claims that Halo has infringed
        a patent covering certain surface mount discrete magnetic products made by
        Halo.
        The Company is seeking unspecified damages plus interest, costs and attorney
        fees.
 
 The
        Company and two of its officers are defendants in a wrongful termination
        lawsuit
        brought in the District Court of Frankfurt am Main, Germany by a former employee
        at a foreign subsidiary of the Company. During July 2007, this lawsuit was
        settled for approximately $466,000. The Company had provided for this liability
        in its financial statements prior to the settlement.
 
 The
        Company is a plaintiff in a lawsuit captioned Bel Fuse Inc., a New Jersey
        corporation, and Bel Power, Inc., a Massachusetts corporation, v. Andrew
        Ferencz, Gregory Zovonar, Bernhard Schroter, EE2GO, Inc., a Massachusetts
        corporation, Howard E. Kaepplein and William Ng, brought in the Superior
        Court
        of the Commonwealth of Massachusetts. The Company was granted injunctive
        relief
        and is seeking damages against the former stockholders of Galaxy Power, Inc.,
        key employees of Galaxy and a corporation formed by some or all of the
        individual defendants. The Company has alleged that the defendants violated
        their written non-competition, non-disclosure and non-solicitation agreements,
        diverted business and usurped substantial business opportunities with key
        customers, misappropriated confidential information and trade secrets, and
        harmed the Company’s business.
 
 In
        a
        related matter, the Company is a defendant in a lawsuit captioned Robert
        Chimielnski, P.C. on behalf of the stockholder representatives and the former
        stockholders of Galaxy Power, Inc. v. Bel Fuse Inc. et al. brought in the
        Superior Court of the Commonwealth of Massachusetts. This complaint for damages
        and injunctive relief is based on an alleged breach of contract and other
        allegedly illegal acts in a corporate context arising out of the Company’s
        objection to the release of nearly $2.0 million held in escrow under the
        terms
        of the stock purchase agreement between Galaxy and the Company. The Company
        believes it has adequate defenses regarding this lawsuit and accordingly
        has not
        accrued any liability in connection with such lawsuit.
  -51-
 
 The
        Company is a defendant in a lawsuit captioned Murata Manufacturing Company,
        Ltd.
        v. Bel Fuse Inc. et al, brought in Illinois Federal District Court. Plaintiff
        claims that its patent covers all of the Company's modular jack products.
        That
        party had previously advised the Company that it was willing to grant a
        non-exclusive license to the Company under the patent for a 3% royalty on
        all
        future gross sales of ICM products; payment of a lump sum of 3% of past sales
        including sales of applicable Insilco products; an annual minimum royalty
        of
        $500,000; payment of all attorney fees; and marking of all licensed ICM's
        with
        the third party's patent number. The Company was also a defendant in a lawsuit,
        captioned Regal Electronics, Inc. v. Bel Fuse Inc., brought in California
        Federal District Court. Plaintiff claims that its patent covers certain of
        the
        Company's modular jack products. That party had previously advised the Company
        that it was willing to grant a non-transferable license to the Company for
        an up
        front fee of $500,000 plus a 6% royalty on future sales. The District Court
        has
        granted summary judgment in the Company's favor dismissing Regal Electronics'
        infringement claims, while at the same time the Court dismissed the Company's
        invalidity counterclaim against Regal Electronics. Regal has appealed the
        Court's rejection of its infringement claims to the U.S. Court of Appeals.
        The
        case was heard on February 6, 2007 and the U.S. Court of Appeals upheld the
        District Court’s ruling in favor of the Company.
 
 The
        Company cannot predict the outcome of these matters; however, management
        believes that the ultimate resolution of these matters will not have a material
        impact on the Company's consolidated financial condition or results of
        operations. As at September 30, 2007, no amounts have been accrued in connection
        with these lawsuits, as described above, as the amounts are not determinable.
  The
        Company is not a party to any other legal proceeding, the adverse outcome
        of
        which is likely to
        have a
        material adverse effect on the Company's consolidated financial condition
        or
        results of operations.
 
 Item
        2.
        Unregistered Sales of Equity Securities and Use of Proceeds
 
 The
        following table sets forth certain information regarding the Company's purchase
        of shares of its Class A Common Stock during each calendar month in the quarter
        ended September 30, 2007:
  Period
                
                Total
                    Number of Shares Purchased
                
                Average
                    Price Paid per Share
                
                Total
                    Number of Shares Purchased as Part of Publicly Announced Plans
                    or
                    Programs
                
                Maximum
                    Number of Shares that May Yet Be Purchased Under the PlanJuly
                    1 - July 20, 2007
                
                
                1,000
                
                $
                33.64
                
                
                1,000
                
                
                1,031,974August
                    1 - August 31, 2007
                
                
                11,828
                
                
                34.26
                
                
                11,828
                
                
                1,020,146September
                    1 - September 30, 2007
                
                
                34,246
                
                
                35.29
                
                
                34,246
                
                
                985,900Total
                
                
                47,074
                
                $
                35.00
                
                
                47,074
                
                
                985,900
  -52-
 
 Item
        6. Exhibits
 (a)
        Exhibits:
 
 31.1
                Certification
                    of the Chief Executive Officer pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002
 
 31.2
              Certification
                  of the Vice President of Finance pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002.
 
 32.1
              Certification
                  of the Chief Executive Officer pursuant to Section 906 of the Sarbanes
                  -
                  Oxley Act of 2002.
  32.2
              Certification
                  of the Vice-President of Finance pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002.
  -53-
 
 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.
 
 BEL
                FUSE
                INC.By:
              /s/Daniel
                BernsteinDaniel
                Bernstein,President
                and
                Chief Executive Officer
  By:
              /s/
                Colin DunnColin
                Dunn,Vice
                President of Finance
 
 Dated:
        November 9, 2007
 
 -54-
  EXHIBIT
        INDEX
 
 Exhibit
        31.1 - Certification of the Chief Executive Officer pursuant to Section 302
        of
        the Sarbanes-Oxley Act of 2002.
 
 Exhibit
        31.2 - Certification of the Vice President of Finance pursuant to Section
        302 of
        the Sarbanes-Oxley Act of 2002.
 
 Exhibit
        32.1 - Certification of the Chief Executive Officer pursuant to Section 906
        of
        the Sarbanes-Oxley Act of 2002.
 
 Exhibit
        32.2 - Certification of the Vice President of Finance pursuant to Section
        906 of
        the Sarbanes-Oxley Act of 2002.
 
 -55-