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                     SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

                                  FORM 10-Q/A

(MARK ONE)

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

For the quarterly period ended JULY 4, 1997

                                      OR

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

For the transition period from                      to

                          Commission File No. 0-4466
                                              -------

                           COMPUTER PRODUCTS, INC.

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            (Exact name of registrant as specified in its charter)

                                   FLORIDA

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        (State or other jurisdiction of incorporation or organization)

                                  59-1205269

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                     (I.R.S. Employer Identification No.)

7900 Glades Road, Suite 500, Boca Raton, Florida                   33434
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      (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number, including area code    (561) 451-1000
                                                     ------------------

                                NOT APPLICABLE
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      Former name, address and 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 Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No

The number of shares of Common Stock,  $.01 par value, of the Registrant  issued
and outstanding as of August 1, 1997, was 24,171,160 shares.

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<PAGE>
                            COMPUTER PRODUCTS, INC.

                              INDEX TO FORM 10-Q/A

                                                                      Page
                                                                     Number

PART I.           FINANCIAL INFORMATION

Item 1.           Condensed Consolidated Financial Statements:

                  Statements of Operations - For the Thirteen
                  and Twenty-Six Weeks Ended July 4, 1997 and
                  June 28, 1996                                         3

                  Statements of Financial Condition - July 4, 1997
                  and January 3, 1997                                   4

                  Statements of Cash Flows - For the
                  Twenty-Six Weeks Ended July 4, 1997 and
                  June 28, 1996                                         5

                  Statements of Shareholders' Equity For the
                  Twenty-Six Weeks Ended July 4, 1997                   6
                                                                     
                  Notes to Condensed Consolidated Financial
                  Statements                                          7-11


SIGNATURE
================================================================================
<PAGE>
                          PART I. FINANCIAL INFORMATION
                    COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                  (Amounts in Thousands Except Per Share Data)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                  THIRTEEN WEEKS ENDED   TWENTY-SIX WEEKS ENDED
                                                   JULY 4,     JUNE 28,     JULY 4,    JUNE 28, 
                                                    1997        1996         1997        1996
                                                   -------     ------     --------    --------

<S>                                                <C>         <C>        <C>          <C>    
SALES                                              $59,544     $48,066    $116,409     $95,432
COST OF SALES                                       37,502      30,332      74,760      60,596                                   
                                                   -------     -------    --------     -------
GROSS PROFIT                                        22,042      17,734      41,649      34,836
                                                   -------     ------     --------     -------
EXPENSES:
  Selling, general & administrative                 8,860       7,388       17,572      14,780
  Research & development                            5,223       3,925        9,694       7,414            
                                                   -------     ------       ------      ------
                                                   14,083      11,313       27,266      22,194
                                                   -------     ------       ------      ------
OPERATING INCOME                                    7,959       6,421       14,383      12,642
                                                   -------     ------       ------     -------
OTHER INCOME (EXPENSE):
  Interest expense                                   (570)       (654)      (1,160)     (1,363)
  Interest income                                     347         258          674         475
  Foreign exchange gain (loss)                        111        (320)          77        (326)
                                                   -------     ------      --------     -------
                                                     (112)       (716)       (409)      (1,214)
                                                   -------     ------      --------     -------
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME     
   TAXES                                            7,847       5,705      13,974       11,428
PROVISION FOR INCOME TAXES                          2,119       1,487       3,773        3,032
                                                   -------     ------     --------     -------
INCOME FROM CONTINUING OPERATIONS                   5,728       4,218      10,201        8,396
DISCONTINUED OPERATIONS
  Profit (loss)from operations, net of income
   taxes of $58, ($222) and $41, respectively           -         164       (333)        (102)

  Loss on disposal of RTP  including  provision of
   $1,000 for operating losses during phase-out
    period, net of tax benefit of $1,152                -           -     (1,729)           -                                  
                                                   -------     ------     -------      -------
NET INCOME                                         $5,728      $4,382     $8,139       $8,294         
                                                   =======     ======    ========      =======

EARNINGS PER COMMON AND COMMON EQUIVALENT SHARE:
PRIMARY-
  Income from Continuing Operations                $ 0.23      $ 0.17     $ 0.41       $ 0.34  
  Discontinued Operations                               -        0.01      (0.08)           -
                                                   ------      ------     ------      ------- 
  Net Income                                       $ 0.23      $ 0.18     $ 0.33       $ 0.34
                                                   ======      ======     ======      =======

ASSUMING FULL DILUTION-
  Income from Continuing Operations                $ 0.23      $ 0.17     $ 0.40       $ 0.33   
  Discontinued Operations                               -        0.01      (0.08)           -
                                                   ------      ------    -------      -------                         
  Net Income                                       $ 0.23      $ 0.18     $ 0.32       $ 0.33                 
                                                   ======      ======     ======      =======

COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING:
  Primary                                          24,882      24,508     24,776       24,331
  Fully Diluted                                    25,161      24,691     25,146       24,760
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.


<PAGE>


                    COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                    (Dollars in Thousands Except Share Data)

<TABLE>
<CAPTION>
                                                           JULY 4,      JANUARY 3,
                                                            1997          1997
                                                        (UNAUDITED)     (AUDITED)
                                                        ------------    ----------
ASSETS
CURRENT ASSETS
                                     
<S>                                                      <C>           <C>     
  Cash and equivalents                                   $ 32,639      $ 26,141
  Accounts receivable, net                                 38,881        35,989
  Inventories                                              34,255        28,726
  Prepaid expenses                                          3,626         2,038
  Deferred income taxes, net                                1,304           965
  Current assets of discontinued operations                 5,681         7,646
                                                          --------     ---------                           
   Total current assets                                   116,386       101,505
                                                          --------      --------
PROPERTY, PLANT & EQUIPMENT, NET                           30,052        28,686
                                                          --------      --------
OTHER ASSETS
  Goodwill, net                                            19,328        20,022
  Deferred income taxes, net                                1,241           863
  Other assets, net                                         1,211         1,171
  Long-term assets of discontinued operations               1,356         1,594
                                                          --------      --------
   Total other assets                                      23,136        23,650
                                                          --------      --------
                                                         $169,574      $153,841
                                                         ========      =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
  Current maturities of long-term debt                    $ 4,861       $ 4,155            
  Accounts payable and accrued liabilities                 42,928        34,210
  Current liabilities of discontinued operations            1,244         2,055
                                                          --------      --------
   Total current liabilities                               49,033        40,420

LONG-TERM DEBT                                             21,161        23,408
LEASE LIABILITIES                                           5,889         5,994
                                                          --------      --------
   TOTAL LIABILITIES                                       76,083        69,822
                                                          --------      --------
SHAREHOLDERS' EQUITY
  Preferred  stock, par value $.01; 1,000,000 shares
   authorized;  none issued

  Common  stock, par value $.01; 80,000,000 shares
   authorized; 24,036,076  shares  issued and
   outstanding at July 4, 1997 (23,849,759 
   at January 3, 1997)                                        240           239 
  Additional paid-in capital                               47,743        44,724
  Retained earnings                                        46,922        38,783
  Foreign currency translation adjustment                  (1,414)          273
                                                          --------      --------
   TOTAL SHAREHOLDERS' EQUITY                              93,491        84,019
                                                          --------      --------
                                                          $169,574      $153,841
                                                          ========      ========
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.


<PAGE>


                    COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Amounts in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                       TWENTY-SIX WEEKS ENDED
                                                        JULY 4,      JUNE 28,
                                                         1997          1996
                                                       --------      --------
OPERATING ACTIVITIES:

<S>                                                    <C>            <C>   
  Net income                                           $8,139         $8,294
  Adjustments to reconcile net income to net
   cash provided by operating activities:
   Depreciation and amortization                        3,390          2,831
   Provision for discontinued operations                1,636              -
   Other non-cash charges                                  52          1,756
  Changes in operating assets and liabilities:
  Increase in accounts receivable                      (3,872)        (1,166)
   (Increase) decrease in inventories and
     prepaid expenses                                  (7,536)           115
   Increase (decrease) in accounts payable   
     and accrued liabilities                            9,115         (5,658)
  Net cash provided by (used in) discontinued 
     operations                                         1,423            (11)
                                                      --------       --------                                                  
NET CASH PROVIDED BY OPERATING ACTIVITIES              12,347          6,161
                                                      --------       --------
INVESTING ACTIVITIES:
  Purchases of property, plant and equipment           (4,688)        (2,792)
  Proceeds from sale of property, plant and equipment      25             70
  Investing activities of discontinued operations         (32)          (667)
  (Increase) decrease in other assets                    (162)            78
                                                      --------       --------                                                 
NET CASH USED IN INVESTING ACTIVITIES                  (4,857)        (3,311)  
                                                      --------       --------
FINANCING ACTIVITIES:
  Principal payments on debt and capital leases        (1,660)        (1,979)
  Proceeds from exercises of stock options                979          2,217
  Repurchases of common stock                               -         (2,032)
                                                       --------      --------
NET CASH USED IN FINANCING ACTIVITIES                    (681)        (1,794)
                                                       --------      --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND            
  EQUIVALENTS                                            (311)           (47)
                                                       --------      --------
INCREASE IN CASH AND EQUIVALENTS                        6,498          1,009

CASH AND EQUIVALENTS, BEGINNING OF PERIOD              26,141         26,650
                                                      --------       --------
CASH AND EQUIVALENTS, END OF PERIOD                   $32,639        $27,659
                                                      ========       ========

</TABLE>

The  accompanying  notes are an integral  part of these  consolidated  financial
statements.


<PAGE>


<TABLE>
<CAPTION>

                                  COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
                           CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY
                                For the Twenty-Six Weeks Ended July 4, 1997
                                           (Amounts in Thousands)
                                                (Unaudited)

                                                                                    Foreign
                                                           Additional               Currency
                                       Common Stock         Paid-in      Retained  Translation
                                    Shares      Amount      Capital      Earnings  Adjustment
                                   ---------   ---------   ----------    --------  -----------

<S>              <C>                <C>           <C>       <C>          <C>            <C> 
Balance, January 3, 1997            23,850        $239      $44,724      $38,783        $273

Issuance of common stock under
 stock option plans                    186           1          979
Tax benefit from exercises  of                                2,040
 stock options
Foreign currency translation                                                    
  adjustment                                                                          (1,687)
Net income                                                                 8,139
                                   ---------   ---------   ----------    --------  -----------

Balance, July 4, 1997               24,036         240      $47,743      $46,922     $(1,414)
                                   =========   =========   ==========    ========  ===========
</TABLE>


The accompanying notes are an integral part of these consolidated financial
statements.

<PAGE>
                   COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                  JULY 4, 1997

1.    BASIS OF PRESENTATION

The accompanying unaudited Condensed Consolidated Financial Statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  reporting  and with the  instructions  to Form 10-Q and Article 10 of
Regulation  S-X.  Certain  information  and  footnote  disclosures  required  by
generally accepted accounting  principles for complete financial statements have
been condensed or omitted.

In the opinion of management,  the accompanying financial statements include all
adjustments  (consisting of normal recurring accruals)  considered  necessary to
present fairly the financial position,  results of operations, and cash flows of
Computer  Products,  Inc. (the  "Company").  The results of  operations  for the
thirteen and twenty-six weeks ended July 4, 1997 are not necessarily  indicative
of the  results  that  may  be  expected  for  fiscal  year  1997.  For  further
information, these Condensed Consolidated Financial Statements should be read in
conjunction  with the financial  statements  and notes  thereto  included in the
Company's 1996 Annual Report to Shareholders and Form 10-Q for the thirteen week
period ended April 4, 1997.

Certain  prior year  amounts  have been  reclassified  to  reflect  discontinued
operations as described in Note 6.

2.    INVENTORIES

The components of inventory are as follows ($000s):

                                                July 4,    January 3,
                                                 1997         1997
                                               --------     --------
      Raw materials                             $18,720     $14,953
      Work in process                             5,828       4,424
      Finished goods                              9,707       9,349
                                               --------     --------
                                                $34,255     $28,726
                                               ========     ========

3.    PROPERTY, PLANT & EQUIPMENT, NET

Related  accumulated  depreciation  was  $28,125,000  and  $26,064,000 
at July 4,  1997 and January 3, 1997, respectively.


4.    ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

The components of accounts payable and accrued liabilities are ($000s):

                                                July 4,     January 3,
                                                  1997         1997
                                                -------      -------

      Accounts payable                           $21,288      $16,136
      Accrued liabilities:
       Compensation and benefits                   6,028        5,793
       Income taxes payable                        6,247        5,080
       Accrued loss on disposal of subsidiary      1,560            -
       Other                                       7,805        7,201
                                                --------      -------
                                                 $42,928      $34,210
                                                 =======      =======

5.    INCOME TAXES

The provision for income taxes reflects  federal,  state, and foreign taxes. The
effective  income tax rate on pretax earnings  differs from that computed at the
United States federal statutory rate for the following reasons:

                                                Twenty-Six Weeks Ended
                                                 July 4,      June 28,
                                                  1997           1996
                                                 -------       --------
      Provision computed at United States
       federal statutory rate                     35.0%         35.0%
      Effect of state income taxes                 4.8           4.2
      Amortization of goodwill                     0.2           0.2
      Foreign tax effects                         (7.2)         (4.1)
      Change in the valuation allowance           (5.9)         (9.0)
      Other                                        0.1           0.2
                                                 -------       -------
      Effective tax rate                          27.0%         26.5%
                                                 =======       ========

6.    DISCONTINUED OPERATIONS

On April 17, 1997,  the Company  announced its intention to sell its  Industrial
Automation  division,  RTP Corp. ("RTP") pursuant to a plan of disposal approved
by the Board of Directors.

At April  4,  1997,  the  estimated  loss on the  disposal  of the  discontinued
operations of $1,729,000  (net of income tax benefit of $1,152,000)  represented
the estimated  loss on the disposal of RTP's net assets and a pre-tax  provision
of $1,000,000 for expected operating losses during the phase-out period.

RTP's  sales for the  thirteen  and  twenty-six  weeks  ended  July 4, 1997 were
$2,541,000  and  $4,793,000,  respectively.  Prior  year's  RTP  sales  for  the
comparable periods were $3,607,000 and $6,677,000, respectively. RTP's operating
results  for the  second  quarter of 1997 and 1996 are shown  separately  in the
accompanying consolidated statements of operation.

Assets and  liabilities  of the  discontinued  operations  have been  separately
classified in the accompanying  statements of financial condition and consist of
the following ($000s):

                                          July 4,      January 3,
                                           1997          1997 
                                        ----------    ---------

  Accounts receivable, net                 $2,526       $4,129
  Inventories                               3,144        3,494
  Prepaid expenses and other                   51          100
  Property, Plant & Equipment, net          1,316        1,517
                                        ----------    --------
      Total assets                         $7,037       $9,240
                                        ==========    =========

  Accounts payable and other accruals      $1,244       $2,055
                                       ==========    =========

All prior year amounts have been  restated for the  discontinued  operations  to
conform with the current year's presentation.

7.    DERIVATIVE FINANCIAL INSTRUMENTS

FOREIGN EXCHANGE  INSTRUMENTS --The Company enters into foreign currency forward
contracts  to minimize its exposure to  potentially  adverse  changes in foreign
currency  exchange rates on anticipated  but not firmly  committed  purchases or
sales denominated in foreign currencies made by its international  subsidiaries.
The foreign  exchange  contracts on receivables  require the Company to exchange
European ECU for Irish Punts. The foreign exchange contracts on payables require
the Company to exchange Japanese Yen to receive US dollars. At July 4, 1997, the
Company held $5.0 million of forward currency exchange  contracts on receivables
and $0.9 million of forward currency exchange  contracts on payables maturing in
one to three months.  No contracts were outstanding as of January 3, 1997. Gains
and losses on these  contracts  are  included in the  consolidated  statement of
operations as they arise.  Costs  associated  with entering into these contracts
are amortized over the contracts lives which  typically  mature within one year.
The  amount of any gain or loss on these  contracts  during  the  period was not
material. The Company does not hold or issue
financial instruments for trading purposes.

INTEREST RATE INSTRUMENTS -- The Company  periodically enters into interest rate
swaps,  cap and collar  agreements  to reduce the impact of changes in  interest
rates on its floating  rate debt.  The swap  agreement is a contract to exchange
floating  rate for fixed  interest  payments  periodically  over the life of the
agreement without the exchange of the underlying notional amounts.  The notional
amounts of interest rate  agreements are used to measure  interest to be paid or
received  and do not  represent  the  amount of  exposure  to credit  loss.  The
differential  paid or received on interest  rate  agreements is recognized as an
adjustment to interest expense. See Note 9 - Subsequent Events.

8.    NEW ACCOUNTING PRONOUNCEMENT

On March 3, 1997, the Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards  ("SFAS") No. 128,  "Earnings Per Share".  This
statement  simplifies  the standards for computing and  presenting  earnings per
share ("EPS") and makes them comparable to international EPS standards. SFAS 128
replaces the  presentation  of primary EPS with a presentation  of basic EPS. It
also  requires  dual  presentation  of basic and  diluted EPS on the face of the
income statement for all entities with complex capital structures. SFAS 128 will
be effective beginning with the fourth quarter of 1997 and, upon adoption,  will
require  restatement of all prior periods presented.  The Company has quantified
the impact of applying the new standard to the second quarter results. Pro forma
information is as follows:

                                       Thirteen Weeks      Twenty-Six Weeks
                                            Ended                Ended
                                      July 4,  June 28,    July 4,   June 28,
                                       1997      1996       1997       1996
                                     --------  --------- ---------- -----------
EARNINGS PER COMMON SHARE

Income from Continuing Operations      $0.24     $0.18      $0.43      $0.36
Discontinued Operations, net of tax        -      0.01      (0.09)         -
                                     -------   --------   --------  --------
Net Income                             $0.24     $0.19      $0.34      $0.36
                                     ========  ========   ========  ========

EARNINGS PER COMMON SHARE - ASSUMING DILUTION

Income from Continuing Operations      $0.23     $0.17      $0.41      $0.34
Discontinued Operations, net of tax        -      0.01      (0.08)         -
                                      -------   -------   --------   -------
Net Income                             $0.23     $0.18      $0.33      $0.34
                                     ========  ========   ========= =========


9.    SUBSEQUENT EVENTS

SALE OF SUBSIDIARY

Effective July 5, 1997, the Company sold its industrial automation division, RTP
Corp., to RT Acquisition Florida Corp. Proceeds from the sale, which are subject
to adjustment, included $2.0 million cash and a subordinated unsecured five-year
note in the aggregate  principal  amount of  approximately  $2.5 million bearing
interest at the prime rate.  The  estimated  after-tax  loss on the sale of $1.7
million was recorded in the first quarter of 1997.

ACQUISITION

Effective July 22, 1997, the Company  acquired the Elba Group, a  privately-held
European  designer,  manufacturer and marketer of a wide range of both AC/DC and
DC/DC  power  conversion   products.   Computer  Products   purchased  Elba  for
approximately  $29 million in cash provided by two seven-year  term loans from a
financial institution. Elba has design, sales and manufacturing organizations in
Oberhausen  and Einsiedel,  Germany;  Chomutov,  Czech Republic and  Etten-Leur,
Netherlands.  The  Company  also has sales  offices in  Pfaffikon,  Switzerland;
Vaulx-Milieu, France; and Chesterfield, United Kingdom.

The  acquisition  will be accounted for under the purchase method of accounting.
Accordingly,  the excess of the purchase  price over the estimated fair value of
the net assets  acquired will be recorded as goodwill and will be amortized on a
straight line basis over a period of 20 years.

LOAN AGREEMENTS

Effective July 15, 1997, the Company amended and restated its existing revolving
and term loan agreement to reprice its outstanding term loan and to provide for
a new $20 million  three-year  multi-currency  revolving working capital line of
credit. The new multi-currency  revolving facility, which expires in April 2000,
replaces the Company's previous $20 million credit line which would have expired
on April 1, 1998.  The interest rate on the revolver is at the London  Interbank
Offering  Rate  "Libor"  plus .50%.  No  borrowings  are  outstanding  under the
existing line. The Company's 1995 seven-year term loan, which has an outstanding
balance  of $22  million,  was  repriced  to bear  interest  at Libor  plus .75%
compared to the previous rate set at Libor plus 1.5%.

In addition,  effective July 15, 1997,  the Company and one of its  subsidiaries
entered into two separate unsecured  seven-year term loans with a bank providing
an aggregate of 52 million Deutsche marks. The term loans bear interest at Libor
plus .75%,  or  approximately  5.6%.  Proceeds  from the term loans were used to
finance the Elba Group acquisition on July 22, 1997.

Effective  July 14,  1997,  the  Company  entered  into two  interest  rate swap
agreements with a bank pursuant to which it exchanged its floating rate interest
obligations on the aggregate 52 million Deutsche marks notional principal amount
for a fixed rate payment  obligation of 5.58% per annum for a seven-year  period
beginning July 22, 1997.

<PAGE>
                                    SIGNATURE

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.

                                                COMPUTER PRODUCTS, INC.
                                                -----------------------
                                                         (Registrant)

DATE:    October 28, 1997                       BY:   Richard J. Thompson
                                                      -------------------
                                                      Richard J. Thompson
                                                      Vice President Finance
                                                      Chief Financial Officer