U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

         For the quarterly period ended:    March 31, 2001
                                          ------------------

                                       OR

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

                           Commission File No.: 0-3125
                                                ------

                              General Devices, Inc.
        ----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


           Delaware                                      21-0661726
-------------------------------                      -------------------
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                       Identification No.)


            376 Main Street, P.O. Box 74 Bedminster, New Jersey 07921
          -------------------------------------------------------------
                    (Address of principal executive offices)


                                 (908) 234-1881
               ---------------------------------------------------
                           (Issuer's telephone number)

                                      N/A
          ------------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the issuer was required to file such  reports),  and (2) has
been subject to such filing requirements for the past 90 days. Yes X  No
                                                                  ---   ---

     State the number of shares  outstanding of each of the issuer's  classes of
common  stock:  As of April 30,  2001,  the issuer had  1,372,922  shares of its
common stock, par value $.01 per share, outstanding.

     Transitional  Small Business  Disclosure Format (check one).
                              Yes   No X
                                 ---  ---




<PAGE>

Part I - FINANCIAL INFORMATION
------   ---------------------
Item 1 - Financial Statements
------   ---------------------
                              GENERAL DEVICES, INC.
                                  BALANCE SHEET
                                   (UNAUDITED)


                                                                    March 31,
                                                                      2001
                                                                   ----------
Assets
------

Current assets:
  Cash                                                              $  35,284
                                                                    ---------
     Total current assets                                           $  35,284
                                                                    =========

Liabilities and Stockholders' Equity
------------------------------------

Current liabilities:
  Accounts payable and accrued liabilities                          $  10,011
                                                                    ---------

Stockholders' equity:
  Common stock $.01 par value 12,000,00
    shares authorized; 1,372,922 outstanding                           13,729
  Capital in excess of par value                                    2,183,102
  Accumulated deficit                                              (2,171,558)
                                                                    ---------

     Total stockholders' equity                                        25,273
                                                                    ---------

     Total liabilities and stockholders'
      equity                                                        $  35,284
                                                                    =========





                 See accompanying notes to financial statements.

                                        1


<PAGE>



                              GENERAL DEVICES, INC.
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


                                                        Three Months Ended
                                                             March 31,
                                                   ----------------------------
                                                      2001               2000
                                                   ---------          ---------
Revenue                                            $       -          $       -

Expenses:

  General and administrative                          10,343              9,430
                                                   ---------          ---------

Net loss                                          ($  10,343)        ($   9,430)
                                                   =========          =========

Basic and diluted net loss per share              ($     .01)        ($     .01)
                                                   =========          =========

Average weighted number of
   shares outstanding                              1,372,923            998,007
                                                   =========          =========























                 See accompanying notes to financial statements.

                                        2




<PAGE>



                              GENERAL DEVICES, INC.
                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


                                                   Three Months Ended
                                                        March 31,
                                               -------------------------
                                                 2001             2000
                                               --------         --------

Cash flows from operating activities:
   Net loss                                    ($10,343)        ($ 9,430)
   Change in accounts payable and
       accrued liabilities                        6,655         ( 34,742)
                                                -------          -------
      Net cash used in operating
       activities                              (  3,688)        ( 44,172)
                                                -------          -------

Net decrease in cash                           (  3,688)        ( 44,172)

Cash at beginning of period                      38,972           63,691
                                                -------          -------

Cash at end of period                           $35,284          $19,519
                                                =======          =======


















                 See accompanying notes to financial statements.

                                        3




<PAGE>



                              GENERAL DEVICES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                             MARCH 31, 2001 AND 2000

                                   (UNAUDITED)

1.   Basis of Presentation
     ---------------------

     The accompanying  unaudited financial  statements of General Devices,  Inc.
(the "Company") as of March 31, 2001 and for the three month periods ended March
31, 2001 and 2000 reflect all  material  adjustments  consisting  of only normal
recurring  adjustments which, in the opinion of management,  are necessary for a
fair  presentation of results for the interim periods.  Certain  information and
footnote disclosure required under accounting  principles  generally accepted in
the United  States of America  have been  condensed  or omitted  pursuant to the
rules and  regulations of the Securities and Exchange  Commission,  although the
Company  believes  that the  disclosures  are  adequate to make the  information
presented  not  misleading.   These  financial  statements  should  be  read  in
conjunction  with the financial  statements  and notes  thereto  included in the
Company's  Annual Report on Form 10-KSB for the year ended December 31, 2000, as
filed with the Securities and Exchange Commission.

     The  preparation  of 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  amount of revenues and
expenses  during the reporting  period.  Actual  results could differ from those
estimates.

     The results of operations  for the three month periods ended March 31, 2001
and 2000 are not  necessarily  indicative  of the results to be expected for the
entire year or for any other period.

2.   Net Loss Per Share
     ------------------

     Basic loss per common  share are  computed by dividing  the net loss by the
weighted-average number of common shares outstanding. Diluted loss per share are
computed by dividing the net loss by the sum of the  weighted-average  number of
common shares  outstanding  plus the dilutive effect of shares issuable  through
the exercise of stock options. The Company has no outstanding stock options.

     All share and per share  information  reflects a one-for-ten  reverse stock
split effective as of the close of business on October 16, 2000.



                                       4




<PAGE>



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

Results of Operations
---------------------

     The  Company  had  been  engaged  in the  business  of  providing  contract
technical  services.  Effective  April 14,  1990,  the Company  sold most of its
technical  services  business,  and  certain  assets to TAD  Technical  Services
Corporation.  On  June  1,  1990,  the  Company  sold  its  100%  owned  British
subsidiary,  GDI  Euroforce  Ltd., to TAD Technical  Services  Corporation.  The
Company continued to operate in the technical services business from its King of
Prussia,  Pennsylvania location on a much smaller scale. Since 1993, the Company
has been inactive.  A Petition of Reorganization under Chapter 11 of the Federal
Bankruptcy  Code was filed on August 23, 1996. The court confirmed the Company's
chapter 11  reorganization  plan on December 22, 1997, and issued a final decree
on September 15, 1998. In February 1999 three investors  purchased a controlling
interest in the Company with the objective of maximizing  shareholder value. The
Company is  currently  seeking the  acquisition  of an operating  business.  The
Company is not currently a party to any  understandings or agreements  regarding
an  acquisition,  merger or similar  business  combination or  transaction.  The
Company was  incorporated in 1953 under the laws of the State of New Jersey.  In
September of 2000,  the Company was  reorganized  under the laws of the State of
Delaware.  Its executive  offices were located in King of Prussia,  Pennsylvania
until September 2000 when such offices were relocated in Bedminster, New Jersey.
The Company had no revenues in the first quarter of 2001 or in 2000.

     General and  administrative  expenses  were $10,343 in the first quarter of
2001,  compared to $9,430 in the first  quarter of 2000 an increase of $913.  In
the first  quarter of 2001,  general and  administrative  expenses  consisted of
accounting fees of $7,500, management fees of $600 and all other office expenses
of $2,243.  In the first quarter of 2000,  general and  administrative  expenses
consisted of consulting fees of $4,500,  accounting fees of $2,600 and all other
office expenses of $2,330.

Liquidity and Capital Resources
-------------------------------

     At March 31, 2001 the  Company had cash and working  capital of $35,284 and
$25,273,  respectively.  Management believes that the Company's cash is adequate
for its current business  activities.  Additional  financing may be required for
the costs of seeking an  acquisition  of an operating  business.  Management  is
currently reviewing additional sources of financing should it become necessary.





                                       5




<PAGE>



PART II - OTHER INFORMATION
-------   -----------------

Item 6. - Exhibits and Reports on Form 8-K
-------   --------------------------------

(a)       Exhibits
          --------

          None

(b)       Reports on Form 8-K
          -------------------

          None











                                       6




<PAGE>


                                   SIGNATURES


In  accordance  with the requirements of the Exchange Act, the registrant caused
this  report  to  be  signed  on  its  behalf by the undersigned, thereunto duly
authorized.

                                                 GENERAL DEVICES, INC.



Dated: May 11, 2001                              By: /s/ John W. Galuchie, Jr.
                                                 ------------------------------
                                                 John W. Galuchie, Jr.
                                                 President
















                                        7