UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

                   For the Fiscal Quarter Ended March 31, 2001

                                       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 number: 0-26620

                                   ACCOM, INC.
             (Exact name of registrant as specified in its charter)

               Delaware                                         94-3055907
    (State or other jurisdiction of                            (IRS Employer
    incorporation or organization)                        Identification Number)

                               1490 O'Brien Drive
                          Menlo Park, California 94025
                    (Address of principal executive offices)

               Registrant's telephone number, including area code:
                                 (650) 328-3818

         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 at least the past 90 days.

         Yes     X                                                      No
              -------                                                      -----


As of May 4, 2001,  10,198,277 shares of the Registrant's  common stock,  $0.001
par value, were outstanding.


<PAGE>


                                   ACCOM, INC.

                 FORM 10-Q For the Quarter Ended March 31, 2001

                                      INDEX

                                                                            Page

               Facing sheet                                                    1

               Index                                                           2

Part I.        Financial Information (unaudited)

Item 1.        a)  Condensed consolidated interim balance sheets
                   at March 31,  2001 and December 31, 2000                    3

               b)  Condensed consolidated  interim statements of
                   operations for the  three month periods ended
                   March 31, 2001 and March 31, 2000                           4

               c)  Condensed  consolidated interim statements of
                   cash flows for the three  month periods ended
                   March 31, 2001 and March 31, 2000                           5

               d)  Notes   to  condensed   consolidated  interim
                   financial statements                                        6

Item 2.        Management's Discussion and Analysis of Financial
               Condition and Results of Operations                            10

Item 3         Quantitative  and  Qualitative  Disclosures About
               Market Risks                                                   15

Part II.       Other Information                                              16

Item 1         Legal Proceedings                                              16

Item 2         Changes in Securities and Use of Proceeds                      16

Item 3         Defaults Upon Senior Securities                                16

Item 4         Submission  of  Matters  to  a  Vote  of Security
               Holders                                                        16

Item 5         Other Information                                              16

Item 6         Exhibits and Reports on Form 8-K                               16

               Signatures                                                     17


                                      -2-

<PAGE>

                          PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements
<TABLE>
                                   ACCOM, INC.
                  CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS
                      (In thousands, except per share data)
<CAPTION>
                                                                         As of
                                                                  March 31,  December 31,
                                                                    2001        2000
                                                                    ----        ----
                                                                (Unaudited)    (Note)
<S>                                                              <C>         <C>
                                    Assets
Current assets:
     Cash and cash equivalents                                   $    179    $    216
     Restricted cash                                                  185       1,620
     Accounts receivable, net                                       2,593       4,400
     Inventories                                                    6,307       4,992
     Other current assets                                             332         484
                                                                 --------    --------
         Total current assets                                       9,596      11,712
Property and equipment, net                                         1,592       1,808
Intangibles, net                                                    1,072       1,145
Other assets                                                           74          74
                                                                 --------    --------
         Total assets                                            $ 12,334    $ 14,739
                                                                 ========    ========

                     Liabilities and Stockholders' Equity
Current liabilities:
     Bank borrowings - line of credit                            $    181    $  1,030
     Current portion of notes payable                               3,333         224
     Accounts  payable                                              2,862       2,886
     Accrued liabilities                                            1,848       2,671
     Customer deposits                                              1,045       1,131
                                                                 --------    --------
         Total current liabilities                                  9,269       7,942
Long-term portion of notes payable                                   --         3,318
Stockholders' equity:
     Common stock, $0.001 par value; 40,000 shares authorized;
         10,198 shares issued and outstanding on
         March 31, 2001 and December 31, 2000                      24,252      24,252
     Note receivable from stockholder                                (500)       (500)
     Accumulated other comprehensive income                           (13)         (7)
     Accumulated deficit                                          (20,674)    (20,266)
                                                                 --------    --------
         Total stockholders' equity                                 3,065       3,479
                                                                 --------    --------

         Total liabilities and stockholders' equity              $ 12,334    $ 14,739
                                                                 ========    ========

<FN>
Note:    The condensed consolidated balance sheet at December 31, 2000, has been
         derived from the audited annual consolidated balance sheet at that date
         but does not include all of the information  and footnotes  required by
         generally accepted  accounting  principles for a complete  consolidated
         balance sheet.

         The  accompanying  notes  are  an  integral  part  of  these  condensed
         consolidated interim financial statements.
</FN>
</TABLE>
                                      -3-

<PAGE>

<TABLE>
                                   ACCOM, INC.
             CONDENSED CONSOLIDATED INTERIM STATEMENTS OF OPERATIONS
                      (In thousands, except per share data)
                                   (Unaudited)
<CAPTION>
                                                                                   Three months ended
                                                                                        March 31,
                                                                                    2001         2000
                                                                                    ----         ----
<S>                                                                               <C>         <C>
Net sales                                                                         $  6,136    $  8,403

Cost of sales                                                                        2,997       3,787
                                                                                  --------    --------

Gross profit                                                                         3,139       4,616
                                                                                  --------    --------

Operating expenses:
     Research and development                                                        1,364       1,796
     Marketing and sales                                                             1,862       2,236
     General and administrative                                                        654         653
                                                                                  --------    --------

Total operating expenses                                                             3,880       4,685
                                                                                  --------    --------

Operating loss                                                                        (741)        (69)

     Interest and other income (expenses), net                                        (126)        (41)
     Gain from sale of ELSET product line                                              400       2,888
                                                                                  --------    --------

Income (loss) before provision for income taxes and cumulative effect of
     accounting change                                                                (467)      2,778

Provision for income taxes                                                              --         (54)
                                                                                  --------    --------

Income (loss) before cumulative effect of accounting change                           (467)      2,724

Cumulative effect of accounting change                                                  59          --
                                                                                  --------    --------

Net income (loss)                                                                 $   (408)   $  2,724
                                                                                  ========    ========

Basic net income (loss) per share before cumulative effect of accounting change
                                                                                  $  (0.05)   $   0.27
                                                                                  ========    ========
Cumulative effect of accounting change                                                0.01          --
Basic net income (loss) per share                                                 $  (0.04)   $   0.27
                                                                                  ========    ========
Shares used in computation of basic net income (loss) per share                     10,198      10,136
                                                                                  ========    ========
Diluted net income (loss) per share before cumulative effect of
       accounting change                                                          $  (0.05)   $   0.21
                                                                                  ========    ========
Cumulative effect of accounting change                                                0.01          --
Diluted net income (loss) per share                                               $  (0.04)   $   0.21
                                                                                  ========    ========
Shares used in computation of diluted net income (loss) per share                   10,198      13,649
                                                                                  ========    ========

<FN>
     The accompanying notes are an integral part of these condensed consolidated
interim financial statements.
</FN>
</TABLE>
                                      -4-

<PAGE>

<TABLE>
                                   ACCOM, INC.
             CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                   (Unaudited)
<CAPTION>
                                                                                    Three Months Ended
                                                                                        March 31,
                                                                                      2001      2000
                                                                                      ----      ----
<S>                                                                                <C>        <C>
Cash flows from operating activities:
Net income (loss)                                                                  $  (408)   $ 2,724
Adjustments to reconcile net income to net cash provided by (used in) operating
activities:
     Depreciation and amortization                                                     181        234
     Gain on sale of ELSET product line                                               (400)    (2,888)
     Cumulative effect of accounting change                                              4         --
     Changes in operating assets and liabilities,  net of the effect of the sale
     of the ELSET product line:
         Accounts receivable                                                         1,807     (2,012)
         Inventories                                                                (1,315)       980
         Other current assets                                                          148         16
         Other assets                                                                   --          3
         Accounts payable                                                              (24)      (431)
         Accrued liabilities                                                          (823)      (113)
         Customer deposits                                                             (86)      (100)
 Translation adjustment                                                                 (6)        --
                                                                                   -------    -------
           Net cash used in operating activities                                      (922)    (1,587)
                                                                                   -------    -------

Cash flows from investing activities:
Expenditures for property and equipment                                                (71)       (34)
Proceeds from disposal of property and equipment, net of the effect of the sale
     of the ELSET product line                                                          (4)        10
Decrease (increase) in customer service inventories                                    183       (164)
                                                                                   -------    -------
           Net cash provided by (used in) investing activities                         108       (188)
                                                                                   -------    -------

Cash flows from financing activities:
Borrowings and payments on line of credit, net                                        (849)       176
Repayment of notes payable                                                            (224)      (565)
Proceeds from long-term notes                                                           15         14
Issuance of common stock                                                                --         40
Restricted cash                                                                      1,435     (1,795)
Repayment of note receivable from stockholder                                           --         65
Net proceeds from sale of ELSET product line                                           400      3,705
                                                                                   -------    -------
           Net cash provided by financing activities                                   777      1,640
                                                                                   -------    -------

Net decrease in cash and cash equivalents                                              (37)      (135)
Cash and cash equivalents at beginning of period                                       216        328
                                                                                   -------    -------
           Cash and cash equivalents at end of period                              $   179    $   193
                                                                                   =======    =======




<FN>
     The accompanying notes are an integral part of these condensed consolidated
interim financial statements
</FN>
</TABLE>
                                      -5-

<PAGE>

          NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1.  Basis of Preparation

         The condensed  consolidated interim balance sheet as of March 31, 2001,
and the condensed  consolidated  interim statements of operations and cash flows
for the three month periods ended March 31, 2001 and 2000, have been prepared by
the Company and are  unaudited.  In the opinion of management,  all  adjustments
(consisting  of normal  accruals)  necessary  to present  fairly  the  financial
position  as of March 31, 2001 and the  results of  operations  and cash for the
three month periods ended March 31, 2001 and 2000, have been made.

         These condensed  consolidated  interim  financial  statements should be
reviewed  in  conjunction  with  the  audited   consolidated   annual  financial
statements  and notes thereto  included in the  Company's  Annual Report on Form
10-K for the year ended  December 31, 2000.  The results of  operations  for the
three month period ended March 31, 2001, are not  necessarily  indicative of the
operating results for any future period.

Note 2.  Comprehensive Income (Loss)

         The following are the  components  of  comprehensive  income (loss) (in
thousands):

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

Net income (loss)                       $      (408)         $         2,724
Foreign currency translation loss                (6)                       -
                                      ---------------------------------------
Comprehensive income (loss)             $      (414)         $         2,724
                                      =======================================

         The  accumulated  other  comprehensive  loss  at  March  31,  2001,  of
approximately   $13,000  consisted   entirely  of  cumulative  foreign  currency
translation loss.

Note 3.  Inventories

         Inventories consist of the following (in thousands):

                                               March 31,           December 31,
                                                 2001                  2000
                                                 ----                  ----

Purchased parts and materials           $       1,779         $       1,490
Work-in-process                                 2,835                 2,174
Finished goods                                    513                   249
Demonstration inventory                         1,180                 1,079
                                      -----------------------------------------
                                        $       6,307         $       4,992
                                      =========================================

Note 4.  Debt

         The Company has a revolving line of credit  ("line") with The Provident
Bank  ("Provident")  that allows for  borrowings  equal to 60% of the  Company's
eligible  accounts  receivable as determined by Provident.  All borrowings under
the line  are due on  January  31,  2002.  As of March  31,  2001,  the  balance
outstanding was $181,000.


                                      -6-

<PAGE>

         The terms of the agreement  between the Company and Provident  defining
the line currently allow for borrowings up to $2,000,000.  However,  as of March
30, 2001,  Provident  had imposed,  for an undefined  period of time, a limit on
borrowings of $1,000,000. Taking into account this restriction, the Company had,
at March 31, 2001, unused availability of $819,000.

         Indebtedness  under the line of credit  currently  accrues  interest at
Provident's prime rate plus 250 basis points. The interest rate charged at March
31, 2001, was 10.50%.

         Borrowings are secured by all assets of the Company.

         Borrowings  under  the line are  subject  to  compliance  with  certain
financial  covenants.  As of March 31, 2001, the Company was in compliance  with
these covenants.

         On March 12, 1999,  the Company  completed a private  placement of $3.5
million in senior  subordinated  convertible notes with a group of investors led
by the American  Bankers'  Insurance Group, Inc.  ("ABIG").  The notes currently
have a coupon rate of 8% per year, mature in the year 2004, and are convertible,
at any time,  into shares of Accom  common  stock at a price of $1.00 per share.
The proceeds from these notes were used to repay the balance then outstanding on
a line of credit with LaSalle  Business  Credit,  Inc.  that was in place at the
time the proceeds were received.

         The agreement  between the Company and ABIG  specifies that the Company
meet  certain  financial  covenants.  ABIG has the  right to  declare  the notes
immediately  due if the covenants are not met. As of March 31, 2001, the Company
was not in  compliance  with the  covenants.  On March 30,  2001,  ABIG issued a
waiver to the Company for the incidence of  non-compliance as of March 31, 2001,
and for any incidences of  non-compliance  that might occur through December 31,
2001.

         As of March 31, 2001, the Company  classified the convertible  notes on
its balance sheet as a current  liability.  In the periods since  issuance,  the
notes had been classified as a long-term liability. The change in classification
is a result  of the  Company's  inability  to  guarantee  that it will  meet the
financial  covenants  imposed by ABIG through March 31, 2002. Under the terms of
the  agreement  between  the Company and ABIG,  the ABIG  convertible  notes are
subordinated  to the Provident  credit line. As indicated  above,  the Provident
line expires  January 31, 2002.  Upon the expiration of the Provident  line, the
current and  projected  incidences  of  non-compliance  with the ABIG  financial
covenants  would trigger an event of default with ABIG which would give ABIG the
right to declare the notes immediately due. As indicated above, the current ABIG
waiver to the Company waives incidences of non-compliance  only through December
31, 2001.

         In conjunction with the sale of convertible  notes, the Company and the
investors  entered into an  Investors  Rights  Agreement.  The  Investors  Right
Agreement grants the investors,  among other things, certain rights with respect
to the common stock of the Company issuable upon conversion of the notes.

         In January 2001, the Company paid the remaining  balance of $224,000 on
a  subordinated  promissory  note that had been issued to Scitex  Digital Video,
Inc.  ("SDV") as partial  consideration  for the purchase of certain  assets and
liabilities and the business of SDV in December 1998. The original amount of the
note was $750,000;  it accrued  interest at a variable rate equal to the Merrill
Lynch Money Market rate. The Company made an initial  payment of $89,000 against
the note in April  2000.  The amount of the note not paid to SDV,  approximately
$484,000,  was kept by the  Company  as  settlement  of  indemnification  claims
relating to the purchase of SDV which were identified  during the purchase price
allocation period following the acquisition.


                                      -7-

<PAGE>

Note 5.  Net Income (Loss) Per Share
<TABLE>
         The following table sets forth the computation of basic and diluted net
income (loss) per share (in thousands, except for per share amounts):
<CAPTION>
                                                                                        For the Three Months Ended
                                                                                                 March 31,
                                                                                              2001        2000
                                                                                          --------    --------
<S>                                                                                       <C>         <C>
Numerator
Numerator for basic net income (loss) per share-income (loss) before cumulative           $   (467)   $  2,724
effect of accounting change (A)
Effect of dilutive securities:
           8% convertible notes                                                                 --          83
                                                                                          --------    --------
Numerator for diluted net income (loss) per share-income available to stockholders
   after assumed conversions and before cumulative effect of accounting change (B)        $   (467)   $  2,807

Denominator
Denominator for basic net income (loss) per share-weighted average shares                   10,198      10,136
   outstanding (C)
Effect of dilutive securities:
           Employee stock options                                                               --         749
           Warrants                                                                             --          72
           8% convertible notes                                                                 --       2,692
                                                                                          --------    --------
Denominator for diluted net income (loss) per share-weighted average shares
   outstanding and assumed conversions (D)                                                  10,198      13,649
Basic net income (loss) per share before cumulative effect of accounting change (A/C)     $  (0.05)   $   0.27
                                                                                          ========    ========
Diluted net income (loss) per share before cumulative effect of accounting change (B/D)   $  (0.05)   $   0.21
                                                                                          ========    ========
</TABLE>

Note 6.  Segment Information

         Management  has  organized  the business into three product lines under
one  industry  segment  which  includes   activities  relating  to  development,
manufacturing  and marketing of digital  video  equipment.  The chief  operating
decision  maker relies  primarily on aggregate  revenue to assess the  Company's
single market segment performance.  The following table summarizes the Company's
net sales by product line:

                                                 For the Three Months Ended
                                                          March 31,

                      Market                        2001             2000
                      ------                        ----             ----

             Post-Production                   $     2,521      $     4,716
             Distribution                            2,548            2,613
             Other                                   1,067            1,074
                                               ---------------- ---------------
                                               $     6,136      $     8,403
                                               ================ ===============


                                      -8-

<PAGE>

         The following  table  summarizes the Company's net sales, in thousands,
by geographic region:

                                                  For the Three Months Ended
                                                          March 31,
                        Geographic Region            2001             2000
                        -----------------            ----             ----

             United States and Canada          $     4,067      $     5,767
             Europe                                  1,154            1,210
             Asia (excluding Japan)                    337              455
             Japan                                     455              670
             Latin America                             123              301
                                               ---------------- ---------------
                                               $     6,136      $     8,403
                                               ================ ===============

         Substantially all of the Company's assets are in the United States. All
sales to external customers are accepted and approved in the United States.

Note 7.  Derivative Instruments

         In June 1998, the Financial  Accounting Standards Board ("FASB") issued
Statement of Financial  Accounting Standards No. 133, "Accounting for Derivative
Instruments  and  Hedging   Activities"   ("FAS  133").  FAS  133,  as  amended,
establishes  methods of accounting  for  derivative  financial  instruments  and
hedging  activities  related  to  those  instruments  as well as  other  hedging
activities. The Company was required to adopt FAS 133 effective January 1, 2001.
FAS 133 requires the Company to recognize  all  derivatives  as either assets or
liabilities on the balance sheet and to measure those instruments at fair value,
cash flow, or foreign currency hedges, and establishes  accounting standards for
reporting changes in the fair value of the derivative instruments. Upon the date
of adoption,  January 1, 2001, the Company recorded the cumulative effect of the
change in accounting for derivatives for the Orad warrant held. FAS 133 requires
the derivatives to be carried at fair value,  so subsequent  fluctuations in the
fair value of the warrant will be included in the Company's net income.


                                      -9-

<PAGE>
         Item 2.   Management's  Discussion  and Analysis of Financial Condition
         and Results of Operations

         The  following  Management's   Discussion  and  Analysis  of  Financial
Condition  and  Results of  Operations  should be read in  conjunction  with the
Company's Consolidated Financial Statements as of December 31, 2000 and 1999 and
for the twelve months ended  December 31, 2000,  1999 and 1998, the three months
ended  December 31, 1999 and 1998 and the fiscal year ended  September 30, 1998,
included in its Annual Report on Form 10-K for the year ended December 31, 2000.

         Additionally,  the following  Management's  Discussion  and Analysis of
Financial Condition and Results of Operations  contains certain  forward-looking
statements.  The  Company  desires  to  take  advantage  of  the  "safe  harbor"
provisions   of  the  Private   Securities   Litigation   Reform  Act  of  1995.
Specifically,  the Company wishes to alert readers that the factors set forth in
the Company's  Annual Report on Form 10-K for the year ended  December 31, 2000,
under  the  sections  in  Item  1  entitled   "Manufacturing   and   Suppliers,"
"Competition,"  "Proprietary  Rights and Licenses" and "Additional  Factors That
May Affect  Future  Results,"  as well as other  factors,  could  affect  future
results and have  affected the  Company's  actual  results in the past and could
cause the  Company's  results for future years or quarters to differ  materially
from those expressed in any  forward-looking  statements made by or on behalf of
the Company, including without limitation,  those contained in this 10-Q report.
Forward-looking  statements can be identified by  forward-looking  words such as
"may," "will,""expect,"  "anticipate,"  "believe," "estimate," and "continue" or
similar words.

Overview

         Accom  designs,  manufactures,  sells,  and supports a complete line of
digital video signal processing,  editing,  and disk recording tools,  primarily
for the worldwide  professional  video post-  production,  live broadcasting and
computer video post-production marketplaces.  The Company's systems are designed
to be used by video  professionals  to create,  edit and broadcast  high quality
video  content such as television  shows,  commercials,  news,  music videos and
video games.
<TABLE>
         The following table  summarizes the Company's  products and the primary
marketplaces they address:
<CAPTION>
  -----------------------------------------------------------------------------------------------------------------
                     MARKETS / Product                               Primary Applications
  -----------------------------------------------------------------------------------------------------------------
<S>                                                         <C>
  POST-PRODUCTION:
  -----------------------------------------------------------------------------------------------------------------
    Digital Signal Processors
  -----------------------------------------------------------------------------------------------------------------
       8150 Digital                                         Digital switcher for on-line post-production editing
       Switcher                                             for commercials and long form television programs
  -----------------------------------------------------------------------------------------------------------------
    Digital Editors
  -----------------------------------------------------------------------------------------------------------------
       Axial(R)3000                                         Edit controller for on-line post-production editing
                                                            for commercials and long form television programs
  -----------------------------------------------------------------------------------------------------------------
       AFFINTY(TM)                                          Integrated nonlinear workstation for long and short
                                                            form programs and commercials using multiple streams
                                                            of uncompressed video
  -----------------------------------------------------------------------------------------------------------------
   Video Digital Disk Recorders
  -----------------------------------------------------------------------------------------------------------------
       APR(TM)/Attache                                      On-line post-production editing and effects and
                                                            on-air playback of graphics for broadcast
  -----------------------------------------------------------------------------------------------------------------
       WSD(R)/2Xtreme                                       Desktop computer graphics and animation production
  -----------------------------------------------------------------------------------------------------------------
       WSD(R)/HD                                            High definition computer graphics, animation,
                                                            editing, and production.  Supports both standard
                                                            definition and the industry standard high definition
                                                            formats
  -----------------------------------------------------------------------------------------------------------------
  DISTRIBUTION:
  -----------------------------------------------------------------------------------------------------------------
    Digital Signal Processors
  -----------------------------------------------------------------------------------------------------------------
       Dveous(TM)and Brutus                                 Digital Video Effects systems for news and sports
  -----------------------------------------------------------------------------------------------------------------
       Axess(TM)                                            Creation and broadcast distribution of news graphics
                                                            and short video segments
  -----------------------------------------------------------------------------------------------------------------
       Abekas(R)6000                                        Multi-user digital video server for broadcast
                                                            applications
  -----------------------------------------------------------------------------------------------------------------
</TABLE>
                                      -10-
<PAGE>

         The Company's  revenues are currently  derived  primarily  from product
sales.  Revenues are recognized when persuasive evidence of an agreement exists,
delivery of the product has occurred, no significant  obligations with regard to
implementation  remain,  the fee is fixed or  determinable,  and  collection  is
probable.  Services revenues resulting from warranty and maintenance  agreements
are  deferred  and  recognized  on a  straight-line  basis  over the life of the
related agreement, which is typically from one to two years.

         The Company's gross margin has historically  fluctuated from quarter to
quarter.  Gross  margins  are  dependent  on the mix of higher and  lower-priced
products  having  various gross margin  percentages  and the percentage of sales
made through direct and indirect distribution channels.

Results of Operations

Three Months Ended March 31, 2001 and March 31, 2000
<TABLE>
         The  following  table  presents the  Company's  Condensed  Consolidated
Interim  Statements of Operations  for the three months ended March 31, 2001 and
2000 as reported (dollar amounts in thousands):
<CAPTION>

                                                              Three Months Ended
                                                                    March 31,        Increase (Decrease)
                                                                2001       2000      Amount     Percent
                                                                ----       ----      ------     -------
<S>                                                           <C>        <C>        <C>          <C>
Net sales                                                     $ 6,136    $ 8,403    $(2,267)     (27.0)%
Cost of sales                                                   2,997      3,787       (790)     (20.9)%
                                                              -------    -------    -------    -------
Gross profit                                                    3,139      4,616     (1,477)     (32.0)%
Operating expenses:
  Research and development                                      1,364      1,796       (432)     (24.1)%
  Marketing and sales                                           1,862      2,236       (374)     (16.7)%
  General and administrative                                      654        653          1        0.2 %
                                                              -------    -------    -------    -------
Total operating expenses                                        3,880      4,685       (805)     (17.2)%
                                                              -------    -------    -------    -------
Operating loss                                                   (741)       (69)      (672)    (973.9)%
Interest and other income (expenses), net                        (126)       (41)       (85)    (207.3)%
Gain from sale of ELSET product line                              400      2,888     (2,488)     (86.1)%
                                                              -------    -------    -------    -------
Income (loss) before provision for income taxes and
  cumulative effect of accounting change                         (467)     2,778     (3,245)    (116.8)%
Provision for income taxes                                       --          (54)        54      100.0 %
                                                              -------    -------    -------    -------
Income (loss) before cumulative effect of accounting change      (467)     2,724     (3,191)    (117.1)%
Cumulative effect of accounting change                             59       --           59       NA
                                                              -------    -------    -------    -------
Net income (loss)                                             $  (408)   $ 2,724    $(3,132)    (115.0)%
                                                              =======    =======    =======    =======
</TABLE>


                                      -11-

<PAGE>

<TABLE>
         The  following  table  presents the  Company's  Condensed  Consolidated
Interim  Statements of Operations  for the three months ended March 31, 2001 and
2000, as a percentage of net sales, as reported:
<CAPTION>
                                                                                    Three Months Ended
                                                                                         March 31,        Increase
                                                                                      2001       2000     (Decrease)
                                                                                      ----       ----     ----------

<S>                                                                                   <C>        <C>         <C>
Net sales                                                                             100.0%     100.0%        --%
Cost of sales                                                                          48.8%      45.1%       3.7%
                                                                                   ---------------------------------
Gross margin                                                                           51.2%      54.9%      (3.7)%
Operating expenses:
      Research and development                                                         22.2%      21.3%       0.9%
      Marketing and sales                                                              30.4%      26.6%       3.8%
      General and administrative                                                       10.7%       7.8%       2.9%
                                                                                   ---------------------------------
Total operating expenses                                                               63.3%      55.7%       7.6%
                                                                                   ---------------------------------
Operating loss                                                                        (12.1)%     (0.8)%    (11.3)%
Interest and other income (expenses),  net                                             (2.0)%     (0.5)%     (1.5)%
Gain from sale of ELSET product line                                                    6.5%      34.4%     (27.9)%
                                                                                   ---------------------------------
Income (loss) before provision for income taxes and cumulative effect of
accounting change                                                                      (7.6)%     33.1%     (40.7)%
Provision for income taxes                                                               --%       0.7%       0.7%
                                                                                   ---------------------------------
Income (loss) before cumulative effect of accounting change                            (7.6)%     32.4%     (40.0)%
Cumulative effect of accounting change                                                  1.0%        --%       1.0%
                                                                                   ---------------------------------
Net income (loss)                                                                      (6.6)%     32.4%     (39.0)%
                                                                                   =================================
</TABLE>

         Net sales.  The  decrease in net sales  during the three  months  ended
March 31,  2001,  from levels for the same period in 2000 was  primarily  due to
decreased   sales  in  the   post-production   marketplace.   The   decrease  in
post-production  sales in 2001 resulted primarily from a decline in sales of the
Company's  nonlinear  editor  products  and a decline in sales of the  Company's
older disk-based products. Sales in 2001 were negatively impacted by uncertainty
among customers of future economic  conditions  which resulted in a postponement
of purchasing decisions. Sales to countries outside the United States and Canada
for the three months ended March 31, 2001 and 2000,  represented 33.7% and 31.4%
of net sales, respectively.

         The  following  table  presents net sales  dollar  volume for the three
months ended March 31, 2001 and 2000, by market and related percentages of total
net sales (dollar amounts in thousands):

                                            Three Months Ended
                                                 March 31,
                                        2001                   2000
                                        ----                   ----
                Marketplace       Amount     Percent     Amount      Percent
                -----------       ------     -------     ------      -------
Post-Production                 $ 2,521       41.1%     $ 4,716       56.1%
Distribution                      2,548       41.5%       2,613       31.1%
Other                             1,067       17.4%       1,074       12.8%
                                ----------------------  ----------------------
                                $ 6,136      100.0%     $ 8,403      100.0%
                                ======================  ======================

         Cost of sales.  Cost of sales, as a percentage of sales,  increased for
the three months  ended March 31,  2001,  from levels for the three months ended
March 31, 2000,  primarily as a result of higher  material costs incurred in the
manufacturing of the Company's line of digital effects products.

         Research and  development.  Research and  development  expenses for the
three months ended March 31, 2001,  decreased over levels for the same period in
2000  primarily due to a decrease in expenses for materials  used in new product
development and testing.  The use of materials declined as major products neared
completion of the main development stage.


                                      -12-

<PAGE>

         Marketing and sales.  Marketing and sales expenses for the three months
ended March 31, 2001, decreased over levels for the three months ended March 31,
2000,  primarily due to decreases in sales commissions,  advertising,  promotion
and  trade  show   expenses,   and  expenses  for  acquiring   and   maintaining
demonstration equipment.

         General and administrative. General and administrative expenses for the
three  months  ended March 31, 2001 were  unchanged  from for the same period in
2000.

         Interest and other income, net. Interest and other income, net, for the
three months ended March 31,  2001,  decreased  over levels for the three months
ended March 31,  2000,  due to a decrease in other  income,  including a loss of
$96,000 on the valuation of the Orad warrant.

         Gain from sale of ELSET product line. In January 2000,  the Company and
certain of its subsidiaries  sold  substantially  all of their respective assets
related to the ELSET  virtual  set product  line  ("ELSET")  to  IMadGINE  Video
Systems  Marketing,  B.V., a Dutch company that is a wholly owned  subsidiary of
Orad Hi-Tec  Systems,  Ltd., an Israeli  corporation.  In the three months ended
March 31, 2000, the Company  recognized a pre-tax gain of $2,888,000 on the sale
of ELSET  based on the net assets of ELSET as of the sale date and other  direct
expenses  related to the sale.  The  reported  gain of  $2,888,000  excluded  an
additional  $400,000  contingent  gain which was deferred under the terms of the
asset purchase agreement and was to be used to settle any indemnification claims
between the Company and Orad arising during the year following the  transaction.
In January 2001,  Orad  indicated  that it would not make any claims against the
escrow  account and the funds were  subsequently  released to the  Company.  The
Company  recorded the  resulting  gain in the three month period ended March 31,
2001.

         Provision for income taxes.  For the three months ended March 31, 2001,
no provision  for income  taxes was booked due to a loss in the period.  For the
three months ended March 31, 2000,  the provision  for income taxes  consists of
tax expense calculated at 2% of income before taxes. The effective rate of 2% is
lower than the statutory  rate of 35% due to  realization  of net operating loss
carryforwards.


                                      -13-

<PAGE>

Liquidity and Capital Resources

         Since   inception,   the  Company  has  financed  its   operations  and
expenditures  for property and equipment  through cash  generated in operations,
the sale of capital stock and convertible debt,  borrowings under a bank line of
credit and term loans.

         As of  March  31,  2001,  the  Company  had  $179,000  of cash and cash
equivalents.

         Operating  activities used $922,000 and $1.6 million in net cash in the
three  months  ended  March 31,  2001 and 2000,  respectively.  Net cash used by
operations  in the three months ended March 31,  2001,  was due  primarily to an
increase  in  inventories,  a decrease in accrued  liabilities  and the net loss
partially  offset  by a  decrease  in  accounts  receivable.  Net  cash  used by
operations  in the three months ended March 31,  2000,  was due  primarily to an
increase in accounts receivable.  Additionally, cash was provided by the sale of
ELSET virtual set product line in January 2000.

         On  February  10,  2000,  the  Company  signed  an  agreement  with The
Provident Bank  ("Provident"),  an Ohio chartered  bank, for a revolving line of
credit ("line").  Provident and the Company  modified the original  agreement on
August  11,  2000,  February  13,  2001,  and March 30,  2001.  The terms of the
agreement allows for borrowings up to $2,000,000,  with availability  limited to
60% of the Company's eligible accounts receivable as determined by Provident. In
March 2001,  Provident  imposed,  for an  undefined  period of time,  a limit on
borrowings of $1,000,000.  Interest currently accrues on outstanding  borrowings
at the bank's  prime rate plus 250 basis  points.  The credit line is secured by
all assets of the Company.  Borrowings  under the line are subject to compliance
with certain  financial  covenants and as of March 31, 2001,  the Company was in
compliance with these  covenants.  As of March 31, 2001,  $181,000 in borrowings
was outstanding under the line.

         On March 12, 1999,  the Company  completed a private  placement of $3.5
million in senior  subordinated  convertible notes with a group of investors led
by the American Bankers  Insurance Group, Inc.  ("ABIG").  The agreement between
the  Company and the  holders of the  convertible  notes was amended and certain
waivers  granted on November 3, 1999,  February 10, 2000,  January 29, 2001, and
March 30, 2001.  Additional  waivers  were  granted on April 18, 2000,  July 19,
2000,  and October 25, 2000.  The notes  currently  have a coupon rate of 8% per
year, mature in 2004, and are convertible into shares of Accom common stock at a
price of $1.00 per share.  Proceeds from the private  placement were used to pay
the balance on a revolving  line of credit with LaSalle  Business  Credit,  Inc.
that was  outstanding  at the time the proceeds  were  received.  The  agreement
between the Company and ABIG specifies  that the Company meet certain  financial
covenants.  ABIG has the  right to  declare  the  notes  immediately  due if the
covenants  are not met. As of March 31, 2001,  the Company was not in compliance
with the  covenants.  As part of the March 30, 2001,  amendment,  ABIG agreed to
waive  this   incidence  of   non-compliance   and  any  other   incidences   of
non-compliance  that might occur through  December 31, 2001.  Under the terms of
the  agreement  between  the Company and ABIG,  the ABIG  convertible  notes are
subordinated  to the Provident  credit line. As indicated  above,  the Provident
line expires  January 31, 2002.  Upon the expiration of the Provident  line, the
current and  projected  incidences  of  non-compliance  with the ABIG  financial
covenants  would trigger an event of default with ABIG which would give ABIG the
right to declare the notes immediately due. As indicated above, the current ABIG
waiver to the Company waives incidences of non-compliance  only through December
31, 2001.  If such an event of default were to occur,  the Company would seek an
amendment  of the  ABIG  agreement  as it has done in the past  when  events  of
default ocurred. In addition, upon expiration of the Provident line, the Company
would seek to renew the Provident line or establish a line with another lender.

         As of March 31,  2001,  the Company had  $185,000 in  restricted  cash.
Restricted  cash  consisted of funds  collected by the Company which had not yet
been "swept" to Provident,  according to the terms of the agreement  between the
Company and Provident,  to be applied to the outstanding  balance on the line of
credit.

         The  Company's  financial  statements  are prepared and  presented on a
basis assuming it continues as a going  concern.  At March 31, 2001, the Company
had an accumulated deficit of $20.7 million.  Management's  planned expenditures
for 2001 exceed current cash and cash equivalents. However, the Company believes
that  its  existing  cash,  cash  equivalents  and  credit  facilities  will  be
sufficient to meet its cash  requirements  for at least the next twelve  months.
The Company's most


                                      -14-

<PAGE>

recently developed products,  all of which were first shipped in 2000, will need
to  attain  favorable  market  acceptance  to  meet  its  forecasted  cash  flow
requirements.

         The Company believes that its operating plans are reasonable and can be
achieved. In the event that results from operations and cash flows generated are
less than planned,  the Company will reevaluate its operating plans and believes
it will have the ability to delay or reduce expenditures so as to not breach the
covenants of its credit  facilities  or require  additional  resources to ensure
that the Company  continues as a going  concern at least through March 31, 2002.
In May 2001,  the  Company  implemented  a plan  designed  to  reduce  operating
expenses by eliminating  28 jobs. The job cuts are expected to reduce  operating
expenses on an annual basis by approximately $4.0 million. If the Company is not
successful in delaying or reducing  expenditures  sufficiently  to continue as a
going  concern,  it will  consider  other  strategic  options.  To  assist it in
evaluating  strategic options now and in the future, the Company has engaged EOS
Capital, Inc. to provide financial advisory and consulting services.

Item 3.  Quantitative and Qualitative Disclosures About Market Risks

         Accom  develops  its  technology  in the  United  States  and sells its
products primarily in North America,  Europe, and the Far East. As a result, the
Company's  financial  results  could be affected  by factors  such as changes in
foreign currency exchange rates or weak economic  conditions in foreign markets.
As  all  of  the  Company's  sales  are  currently  made  in  U.S.  dollars,   a
strengthening  of the dollar could make the Company's  products less competitive
in foreign markets. The Company's interest expense on its credit line borrowings
with The Provident Bank is sensitive to changes in the general level of interest
rates.  Due to the nature of the Company's debts, the Company has concluded that
there is currently no material market risk exposure.  Therefore, no quantitative
tabular disclosures have been presented.


                                      -15-

<PAGE>

                           Part II. Other Information

Item 1.  Legal Proceedings

None.


Item 2.  Changes in Securities and Use of Proceeds

None.


Item 3.  Defaults Upon Senior Securities

None.


Item 4.  Submission of Matters to a Vote of Security Holders

None.


Item 5.  Other Information

None.


Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits.

         None.


(b) Reports on Form 8-K.

         None.


                                      -16-

<PAGE>

                                   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.

         ACCOM, INC.



         By: /s/  JUNAID SHEIKH
             ---------------------
                 (Junaid Sheikh)
         Chairman, President and Chief Executive Officer
         (Principal Executive Officer)


         By: /s/  DONALD K. McCAULEY
             ---------------------------
                (Donald K. McCauley)
         Senior Vice President, Finance and Chief Financial Officer
         (Principal Financial and Accounting Officer)



         Date:  May 14, 2001

                                      -17-