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

FORM 10 KSB


Annual Report Pursuant To Section 13 Or 15(D)
Of The Securities Exchange Act Of 1934

For the fiscal year ended: December 31, 2001

Commission file number:  0-12227

                   Sutron Corporation
(Exact name of registrant as specified in its charter.)

        	Virginia				  54-1006352
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

21300 Ridgetop Circle, Sterling Virginia           20166
(Address of principal executive offices)       	(Zip Code)

                   (703) 406-2800
(Registrant's telephone number, including area code)

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  	[   ]

Check if there is no disclosure of delinquent filers in
response to Item 405 of Regulation S-B contained in this form,
and no disclosure will be contained, to the best of registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or
any amendments to this Form 10-KSB. [  ]

Issuer's revenues for its most recent fiscal year were
$10,251,010.

The aggregate market value of the voting stock held by non-
affiliates as of March 30, 2002 was approximately $772,000
based on the fair market value of such stock.

The number of shares outstanding of the issuer's
Common Stock, $.01 par value, as of March 30, 2002 was 4,289,551.


Documents Incorporated by Reference
Portions of the registrant's definitive proxy statement dated
April 8, 2002 are incorporated in Part III as set forth herein.

PART I

Item 1.  Business

Business Development

Sutron Corporation, incorporated in 1975, is an environmental
monitoring firm. The Company designs and manufactures
environmental monitoring and control systems for use by
government agencies and industry. The Company's business is to
provide real-time data collection,
telemetry, and technical expertise to monitor, control, manage,
and forecast activities in the areas of hydrology, meteorology
and water management.

Business

The Company offers products and professional services in the
areas of hydrology, meteorology and water mangement.  Sutron's
products consist of sensors, data collection platforms (DCP's)
and remote terminal units (RTU's) with telemetry capability and
system and application software.  Sutron provides services in
the integration and installation of turnkey real-time data
collection systems, the support of Sutron's data management
software and in the maintenance and repair of field site
sensors and data collection platforms. Sutron's customers
include a diversified base of federal, state and foreign
government agencies, universities, the Department of Defense
and hydropower companies.

Products

The Hydromet Products Division manufactures data
collection platforms,
remote terminal units and sensors. Sutron's data collection
platforms and remote terminal units collect and transmit sensor
data to central facilities by radio, telephone, cable, fiber
optics, or microwave. Sutron's sensors support the collection
of hydrological and meteorological data and include a tipping
bucket rain gauge, a barometric pressure sensor, a temperature
sensor, and several water level sensors. The Company's
equipment is compatible with sensors from other companies.
Sutron has long-standing relationships with suppliers for wind
speed and wind direction, water quality, humidity and solar
radiation sensors.

The Company received an ISO 9001 certification on
March 12, 1999. The Company's principal products are
described below.

8200/8210 Data Logger/Transmitter

The 8200/8210 Data Logger/Transmitter is a simple-to-
operate, low-cost data collection platform which supports a
wide variety of telemetry applications.  The 8200/8210 is
environmentally hardened, capable of operating from -40 C to 60
C, making it ideal for remote locations. As a data recorder,
the 8200/8210 will store over 65,000 readings in battery backed
memory.  The 8200/8210 supports a wide variety of
communications, including radio, satellite, and telephone.  The
Telephone/Voice Synthesis option allows communications over
standard telephone circuits using either a synthesized voice
message or a modem connected to a computer terminal.

8400 Digital Data Logger

The 8400 Digital Data Recorder consists of a shaft encoder
and data logger integrated into a single enclosure that is
compatible with the accessories of older analog water level
recorders which it was designed to replace. The 8400 is a low
cost, low maintenance system that reduces te time required for
site servicing and data processing and makes water level
monitoring networks more efficient.

Accubar Gauge Pressure Sensor

The Accubar Gauge Pressure sensor is a highly accurate solid state
pressure transducer capable of measuring air/dry gas pressures
from 0 to 22 psi with a maximum pressure of 35 psi.  It is housed
in an aluminum case and with its low power consumption and low
maintenance requirements, it is ideal for remote monitoring
applications.

AccuBubble Self-Contained Bubbler

The AccuBubble Self-Contained Bubbler is a mercury-free and
nitrogen-free bubbler apparatus designed for low maintenance
water level measuring. Using the Sutron Accubar Pressure Sensor
as the control and sensing element makes the AccuBubble a very
stable and highly accurate water level measuring device.
The AccuBubble uses power conservation techniques to minimize
current consumption. The bubbler purges the orifice line prior to
each measurement. This eliminates the need for a constant bubble rate,
which has been known to consume excessive power. In addition, the
purging sequence prevents debris build up in the orifice line.
The AccuBubble uses an oil-less, non-lubricated piston and cylinder
compressor. This type of compressor is designed to give consistent
air delivery without the use of a diaphragm which can rupture over time.
The AccuBubble uses the SDI-12 communications protocol as the control
interface. This allows the unit to be configured by any data loggers
supporting the SDI-12 standard.

The SatLink G312-1 is a high data rate satellite transmitter that
transmits at 100, 300 and 1200 baud and uses GPS. The unit was
certified by NESDIS in July 2001.  SatLink relays data from even
the most remote sensors and loggers to everywhere around the globe
and works with virtually all dataloggers. SatLink is programmable
from any PC using software provided with the unit. Our GOES satellite
customers are mandated by NESDIS to purchase high data rate satellite
transmitters and to replace all old 100 baud transmitters within a
ten-year period.

The Xpert Datalogger/controller is the Company's next generation datalogger.
It is built upon a  Microsoft CE operating system, has a 486
processor, C plus plus programming and standard 2 MB memory that is
expandable to over 1 gigabyte.   It enables the Company to enter closely
related environmental markets such as tides and weather monitoring.  The
XLite, a derived product based on the Xpert, does not have a display but
is similarly capable.  The XLite was  released at the end of 2001.

Services

The Company provides system integration services which include
the sale of Sutron's real-time database software (PC
Base II), the design and development of customer-specific
hardware configurations and software applications, and long-
term software support for PC Base II users.  This
capability allows the Company to provide turnkey hydrological
and meteorological systems to a variety of users.

The Company provides hydrological services which include provides data
interpretation and analysis services, flow modeling (low flow, rainfall
runoff, unsteady flow routing, water surface profiles), field studies
(time of travel, diffusion, dispersion, calibration of flow control
structures, site location), hydrologic studies (water budget,
regression analysis, basin inventory studies) and environmental
permitting and legal or expert witness.


Distribution Methods of Products and Services

The Company's products and services are currently sold in the
United States by the Company's direct sales force.  As of
December 31, 2001, the Company employed eight salaried sales and
marketing personnel, including five engaged directly in field
sales activities, and three in various other marketing and sales
support functions.  Internationally, the Company utilizes
sales agents to sell its products and services.

Customers

During 2001, approximately 58% of the Company's products and
services were sold to the Federal Government.  Revenues in 2001
among the various agencies were as follows: U.S. Army Corps of
 Engineers, 11%; Department of Defense, 4%; Department of
the Interior, 39%; and various other agencies of the federal
 government, 4%.  The revenues from the Corps of Engineers
 were spread among some ten (10) separate Districts, and the
revenues from the Department of the Interior among two (2)
agencies, the U.S. Geological Survey and the Bureau of
Reclamation.

The Company also performed on various contracts of foreign
origin.  Total revenues from foreign customers amounted to
approximately 12% of total revenues in 2001, 32% of total
revenues in 2000 and 11% in 1999. Sutron actively markets
 its products and services internationally.

Contracts for products or services with federal, state and
local government agencies typically allow for termination at
the convenience of the government and for audit and annual
negotiation of overhead rates.  Upon termination, the Company
would be entitled to reimbursement for allowable costs incurred
and to a proportionate share of profits or fees earned to the
date of termination.  Such contracts are also typically
dependent upon compliance by the contractor with applicable
civil rights, equal employment opportunity, and contract
procurement requirements.

The Company at this time has no reason to believe that any
material changes will occur in the
foreseeable future with respect to federal, state, or local
government programs or services with respect to which the
Company has been granted its contracts or provides its
services.  However, due to changes in administration, national
goals and budgetary restrictions, funding of such programs or
services could be altered or abolished.  If a substantial cut-
back in the level of funding by the applicable government
agency were to occur, it would have a material adverse effect
on the Company.

Competition

The Company is aware of both domestic and foreign competitors
offering complete real-time networks of their own and
companies which fabricate real-time networks from components
manufactured by themselves and others. The Company is also
aware of numerous additional firms, ranging in size from large
to small, from general to highly specialized, and from new to
well established, offering competitive sensors and other
instruments, DCPs, telemetry equipment, satellite and other
electronic equipment, and software.

Several of these companies have financial, research and
development, marketing, management and technical resources
substantially greater than those of the Company.  The Company
may also be at a competitive disadvantage because it purchases
certain sensors and other equipment components, as well as
computer hardware and peripheral equipment, from manufacturers
who are or may become competitors with respect to one or more
of the Company's products.

The Company, with respect to its professional engineering and
technical services, is in competition with numerous diverse
engineering and consulting firms, many of which have larger
staffs and facilities, and are better known, have greater
financial resources, and have more experience than the Company.
As to its hydrological services, the Company is aware that many
firms offer maintenance services; some of these companies have
 larger staffs, are better equipped, and have greater financial,
 marketing and management resources than the Company.

Price, performance and integration capabilities are believed by
the Company to be the primary competitive factors with respect
to all of its products and services.

Research and Development

During the three years ended December 31, 2001, 2000, and 1999,
Sutron's internally funded research and development costs were
$1,434,129, $1,352,506, and $1,145,070 respectively. In 2001,
the company released three new products.  The SatLink G312-1
is a high data rate satellite transmitter that transmits at 100,
300 and 1200 baud and uses GPS. The unit was certified by NESDIS
in July 2001.  The Xpert datalogger/controller is the Company's
next generation data logger that uses Microsoft CE as the
operating system.   It enables the Company to enter closely
related environmental markets such as tides and weather monitoring.
The XLite, a derived product based on the Xpert, is less expensive
but similarly capable.  The XLite was released at the end of 2001.
The Company also invested significant time and resources in the
development of XConnect, an open systems base station software
application that is compatible with leading database software
including Oracle and Microsoft SQL Server.  The Company
anticipates releasing XConnect in fiscal 2002.

Patents, Trademarks, Copyrights and Agreements

Although the Company does not deem patent protection to be of
significant importance to its industry, it has and may in the
future seek patents for certain of its products, real-time
networks, and technology as well as Company software products,
real-time networks, and technology.  Company software products
and innovations may not be patentable but may be subject to
automatic but limited copyright protection.  The Company has
 treated its products, real-time networks, technology and
software as proprietary and relies on trade secret laws and
internal non-disclosure safeguards rather than making their
designs and processes generally available to the public by
applying for patents.  Further, the Company believes that,
because of the rapid pace of technological change in the
computer, electronics and telecommunications industries, patent
and copyright protection is of less significance than factors
such as the knowledge and experience of Company personnel and
their ability to design and develop enhanced and new products,
real-time networks and their components.

Raw Materials

The raw materials used by the Company, such as electronic
components and fabricated parts, are generally available from a
wide variety of sources at competitive prices. The Company does
not anticipate that its present or proposed business activities
would be substantially adversely affected by the scarcity of
any raw materials.

Backlog

The Company's backlog at December 31, 2001 was $1,615,236 as
compared with $2,619,672 at December 31, 2000.  The Company
anticipates that 95% of its 2001 year-end backlog will be
shipped in 2002.

Employees

The Company had a total of 55 employees as of December 31,
2001 of which 54 were full time.

Item 2.  Properties

On July 30, 1992, the Company entered into a five and one-half
year lease, for approximately 17,000 square feet of
manufacturing and office space in Sterling, Virginia.  The
lease commenced on October 23, 1992.  This facility allowed the
Company to consolidate it's manufacturing, systems integration,
research and development, and sales and administration
departments into one building.  An option for an additional five
years was exercised in 1997.

In July, 1999, the Company leased additional space of approximately
7,000 square feet in Sterling, Virginia.  Two departments were
relocated to the new space during fiscal year 2000 in order to provide
increased production and warehouse space at the corporate headquarters.

The Company believes that its facilities are adequate for its
present needs and that its properties are in good condition,
well maintained and adequately insured.

Item 3.  Legal Proceedings

The Company is not a party to any pending legal proceeding nor
is its property the subject of a pending legal proceeding.

Item 4.  Submission of Matters To A Vote of Security Holders

No matter was submitted during the fourth quarter of 2001 to a
vote of the Company's security holders, either through the
solicitation of proxies or otherwise.

PART II

Item 5.  Market for Common Equity and Related Stockholder
Matters

(a)  Market Information

The common stock of Sutron Corporation is quoted over the
counter through the NASD Bulletin Board supplied by the
National Association of Securities Dealers, Inc. under the
symbol STRN, and through the Pink Sheet Service of the National
Quotation Bureau, Inc.  The following table shows the high and
low bid quotations in 2001 and 2000 by quarter as reported by
the National Quotation Bureau, Inc. and the National
Association of Securities Dealers, Inc.  These quotations
represent prices between dealers in securities, do not include
retail mark-ups, mark-downs, or commissions and do not
necessarily represent actual transactions.

<TABLE>
MARKET INFORMATION
<CAPTION>

					2001			2000
				HIGH		LOW		HIGH		LOW
<C>				<S>		<S>		<S>		<S>
First Quarter		$1.13		 $.63		$2.50		$1.13
Second Quarter		 1.01		  .51        1.75		  .82
Third Quarter	 	 1.55		  .60		 1.25		  .82
Fourth Quarter	 	 2.99		  .65 	 1.15		  .69

</TABLE>

 (b)  Approximate Number of Equity Shareholders:
Title of Class: Common Stock, $.01 par value
Approximate Number of Record Holders At March 30, 2002: 715

 (c)  Dividends:
The Company has never paid a dividend on its common stock and the Board of
Directors intends for the foreseeable future to retain all earnings for use
in the Company's business.

Item 6.  Management's Discussion and Analysis of Financial
Condition and Results of Operations


The following discussion contains forward-looking statements, which reflect
the current views of the Company with respect to future events that could
have an effect on its future financial performance.  These statements may
 include such words as "expects," "believes," "estimates," and similar
expressions.  These forward-looking statements are subject to various
 risks and uncertainties that could cause actual results to differ materially
 from historical results or those currently anticipated.  Readers are
cautioned not to place undue reliance on these forward-looking statements.

 The following table sets forth, for the periods presented, certain income
 statement data of the Company expressed as a percentage of revenues:

<TABLE>
				Percentage of Revenues
<CAPTION>

				2000		1999		1998
<S>	  			<C>	 	<C>	 	<C>
Revenues			100.0%	100.0%	100.0%
Cost of sales		 62.8		62.6		58.3
Gross profit		 37.2		37.4		41.7
Selling, general and
administrative expenses	 22.7		24.8		21.3
Research and
Development expenses	 14.0		13.6		10.0
Operating income		   .5		(1.0)		10.4
Interest expense		   .6		  .4		.4
Income before
 income taxes		 (.1)		(1.4)		10.0
Income taxes (benefit)	 (.7) 	(1.0) 	 3.5
Net income			  .6%		  (.4)	 6.5%

</TABLE>

Fiscal 2001 Compared to Fiscal 2000

Results of Operations

The Company's Revenues for 2001 increased 3% to $10.2
million from $9.9 million in 2000.

Revenues from sales to domestic customers increased in
2001 to $9 million from  $6.7 million  in 2000, an increase
of 34%.  Export sales decreased to $1.2 million in 2001 from
$3.2 million in 2000.  The Company was not awarded any major
international projects in 2001.  The company was awarded
several major international contracts in Peru in 2000 that
totaled $1.6 million.  The Company believes that export sales
will rebound in 2002 to the $3.2 million level of fiscal year
2000 due to the introduction of its new products and increased
international opportunities.

Datalogger-Transmitter product sales increased 33% to $4.9
million from $3.3 million in 2000.  The increase was due to
strong demand for the 8210 datalogger product line from our
core customers and to sales of the Company's new satellite
transmitter,  the SatLink G312-1.  Systems sales and services
decreased to $2.3 million in 2001 from $3.8 million reflecting
 the decrease in international projects.  Sales of sensor and
accessory products increased 7% to $3.0 million from $2.8 million.

The Company's largest customer in each of 2001 and 2000
the Department of the Interior, the principal agencies being
the US Geological Survey and the Bureau of Reclamation, which
accounted for 39% and 28% of revenues.  Commercial and
international revenues represented 44% of revenues in 2001
versus 57% in 2000.

Gross Profit

Gross profit for 2001 increased 3% to $3.8 million in 2000 from
$3.7 million in 2000.  Gross margin as a percentage of revenues
for 2000 decreased to 37.2% as compared to 37.4% in 2000.
The decrease in gross margin in 2001 is a result of increased
product costs primarily associated with the introduction of the
SatLink G312-1 as the Company gained experience in the
manufacturing of this new product.  The Company's gross margin
is dependent on product costs, product mix and overhead expenses,
all of which fluctuate from year to year.

Selling, General and Administrative Expenses

Selling, general and administrative expenses decreased 8% to $2.3 million
in 2001 from $2.5 million in 2000.  Selling, general and administrative
expenses as a percentage of revenues decreased to 22.7% in 2001 from
24.8% in 2000 due primarily to lower agent commission fees relating
to international projects.

Research and Development Expenses

Research and development expenses increased 6% to $1.43 million in
2001 from $1.35 million in 2000.  Research and development expenses
 as a percentage of revenues increased to 14% in 2001 from 13.6%
in 2000.  In 2001, the company released three new products.  The
SatLink G312-1 is a high data rate satellite transmitter that transmits
 at 100, 300 and 1200 baud and uses GPS. The unit was certified by NESDIS
 in July 2001.  Our GOES satellite customers are mandated by NESDIS to
 purchase high data rate satellite transmitters and to replace all old
100 baud transmitters within a ten-year period.

The Xpert Datalogger/Controller is the Company's next generation data
logger that uses Microsoft CE as the operating system.   It enables
the Company to enter closely related environmental markets such as tides
 and weather monitoring.  The XLite, a derived product based on the Xpert,
 is less expensive but similarly capable.  The XLite was released at the
 end of 2001.  The Company also invested significant time and resources
in the development of XConnect, an open systems base station software
application that is compatible with leading database software including
 Oracle and Microsoft SQL Server.  The Company anticipates releasing
 XConnect in fiscal 2002.

Other Income (Expense)

Other income and expenses consisted of interest expenses of $69 thousand
in 2001 compared with $38 thousand in 2000.

Fiscal 2000 Compared to Fiscal 1999

Results of Operations

The Company's Revenues for 2000 decreased 13% to
$9.9 million from revenues of $11.4 million in 1999.
Revenues from sales to domestic customers decreased in
2000 to $6.7 million from $10.1 million in 1999, a decrease
of 34%.  Export sales increased to $3.2 million in 2000
from $1.3 million in 1999.  The Company was awarded several
major international projects in 2000 in Peru. These
contracts totaled $1.6 million. The Company expects export
sales to increase significantly in fiscal year 2001 to
$4.8 million due to expanding demand world-wide for
hydrological and meteorological data.

Datalogger-Transmitter product sales decreased 60% to
$3.3 million in 2000 from $7.6 million in 1999.  The decrease
is due to one time orders totaling $1.9 million for the 8210
Datalogger with a satellite transmitter in 1999 which were
not repeated in 2000 and due to the Company classifying
standard products used in systems as systems sales rather
than product sales in 2000.  Systems sales and services
increased to $3.8 million from $1.3 million reflecting
the change in the classification of standard products used
in systems and the increase in international sales.  Sales
of sensor and accessory products increased to $2.8 million
from $2.5 million.

The Company's largest customer in each of 2000 and 1999 was
the Department of the Interior, the principal agencies being
the US Geological Survey and the Bureau of Reclamation, which
accounted for 28% and 52% of revenues.  Commercial and
international revenues represented 57% of revenues in 2000
versus 31% in 1999.

Gross Profit

Gross profit for 2000 decreased 22% to $3.7 million from
$4.8 million in 1999.  Gross margin as a percentage of
revenues for 2000 decreased to 37.4% as compared to 41.7%
in 1999.  The decrease in gross margin in 2000 is a result
of increased product costs and less absorption of overhead
due to decreased volumes and efficiencies.  The Company's
gross margin is dependent in part on product costs, product
mix and overhead expenses, all of which fluctuate from
year to year.

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased
1% to $2.5 million in 2000 from $2.4 million in 1999.
Selling, general and administrative expenses as a percentage
of revenues increased to 24.8% in 2000 from 21.3% in 1999
due to the decrease in revenues.

Research and Development Expenses

Research and development expenses increased 18% to
$1.35 million in 2000 from $1.15 million in 1999.
Research and development expenses as a percentage of
revenues increased to 13.6% in 2000 from 10% in 1999.
In 2000, the company released two new products, the
Digital Water Level Monitoring System and the metric DMX.
The majority of the development effort, however, was
focused on two products that were near completion at the
end of fiscal year 2000.  SATLINK is a high data rate
satellite transmitter that transmits at 100, 300 and
1200 baud and is eagerly awaited by our GOES customers
who are mandated by NESDIS to purchase a higher rate
satellite transmitter.  Xpert is the Company's next
generation data logger that uses Microsoft CE as the
operating system.   It will enable the Company to enter
closely related environmental markets such as tides
and weather monitoring.

Other Income (Expense)

Other income and expenses consisted of interest expenses
of $38 thousand in 2000 compared to $45 thousand in 1999.

Liquidity and Capital Resources

The Company's working capital was $3.4 million at December 31,
2001 compared with $3.2 million at December 31, 2000.  Cash
on hand was $102,976 at December 31, 2001 compared to $2,799
at December 31, 2000.

Net cash provided by operating activities was $.1 million
in the year ended December 31, 2001 compared to cash used
by operations of $.3 million for the year ended December 31, 2000
and cash provided by operations of $1.1 million for the year
ended December 31, 1999.

Net cash used in investing activities was $.2 million for the year
ended December 31, 2001, compared to $.3 million and $.3 million
for the years ended December 31, 2000 and 1999, and was primarily
due to purchases of property and equipment.

Net cash provided by financing activities was $.1 million in 2001
due to proceeds from term notes to finance operating and investing
activities. Net cash provided by financing activities was $.5 million
for the year ended December 31, 2000 due to draws on the line of
credit.  Cash used by financing activities was $.7 million for the
year ended December 31, 1999 due to payments on the line of credit.

The Company has a revolving credit facility of $2,000,000 and a
capital equipment credit facility of $400,000, of which $327,513
had been utilized as of December 31, 2001.  The terms of the credit
facility and capital equipment facility are until June 30, 2002
and are subject to renewals thereafter.

Management believes that its existing cash resources, cash
flow from operations and short-term borrowings on our existing
credit line will provide adequate resources for supporting
operations during fiscal 2002.


INDEPENDENT AUDITORS' REPORT


To the Board of Directors and Stockholders
Sutron Corporation
Sterling, Virginia


	We have audited the accompanying balance sheets of Sutron
Corporation as of December 31, 2001 and 2000, and the related
statements of operations, stockholders' equity, and cash flows
for each of the three years ended December 31, 2001, 2000 and 1999.
These financial statements are the responsibility of the Corporation's
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

	We conducted our audits in accordance with generally
accepted auditing standards.  Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial
statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

	In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Sutron Corporationas of December 31, 2001 and 2000, and
the results of its operations and its cash flows for each
of the three years ended December 31, 2001, 2000 and 1999
in conformity with generally accepted accounting principles.


Thompson, Greenspon & Co.


Fairfax, Virginia
February 14, 2002




<TABLE>
                       PART I. - FINANCIAL INFORMATION
                                  SUTRON CORPORATION
                                    BALANCE SHEETS
			(In thousands)

<CAPTION>


					December 31,	  December 31,
						2001		      2000
<S>						<C>			<C>
ASSETS
Current assets
Cash and cash equivalents		$ 103			$ 3
Accounts receivable			1,916			2,029
Inventory					2,560			2,702
Prepaid items and other			  283			  572
						-----			------
Total current assets			4,862			5,306
Property, plant and equipment		2,514			2,351
Accumulated depreciation
 and amortization				(1,722)		(1,522)
						-----			------
Net property, plant, and
equipment					792			829
						-----			------
Other assets				14			14
						-----			------
Total Assets				$5,668		$6,149
						======		======


</TABLE>

<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
<S>						<C>		<C>
Current liabilities
Accounts payable				$  456	$1,046
Accrued payroll				   146	 151
Other accrued expenses			   403	 473
Line of credit				  375		 406
Current maturities of
long-term notes				  118		  57
						-----		-----
Total current liabilities		1,498		2,133
Long-term notes				  209		  112
						-----		-----
Total liabilities				1,707		2,245
						-----		-----

Stockholders' equity
Common stock, 				   43		   43
Additional paid-in capital		2,307		2,310
Retained Earnings 			1,611		1,551
						-----		-----
Total stockholders' equity		3,961		3,904
						-----		-----
Total liabilities and
stockholders' equity			$5,668     $6,149
						======	=====



<FN>
See Accompanying Notes to Financial Statements
</TABLE>

<TABLE>
                                SUTRON CORPORTION
                             STATEMENTS OF OPERATIONS
				(In thousands, except per share data)
<CAPTION>
                             	   Year Ended December 31,
					2001		2000		1999
<S>				    <C>		<C>		<C>
Revenue			    $10,251	   	9,907	    $11,405
Cost of sales			6,435		6,198		6,644
					-----		-----		-----
Gross profit 			3,816		3,709		4,761
Selling, general and
administrative expenses 	2,322		2,457		2,425
Research and development
expenses				1,434		1,353		1,145
					-----		-----		-----
Operating income			   60		(101)		1,191
Other income (expense)		   -		 1		(8)
Interest expense, net		 (69)		(38)		(45)
					-----		-----		-----
Income before income taxes 	  (9)		(138)		1,138
Income taxes (benefit)		 (70)		(98)		403
					-----		-----		-----
Net income 				 $61		$(40)		$735
					=====		=====		=====
Net income per common share	$(.01)	$(.01)	$.17
Net Income per diluted share	$(.01)	$(.01)	$.17

<FN>
See Accompanying Notes to Financial Statements
</TABLE>


<TABLE>
						SUTRON CORPORATION
					STATEMENTS OF STOCKHOLDERS' EQUITY
				YEARS ENDED DECEMBER 31, 2001, 2000, and 1999
					(In thousands, except shares data)
<Caption>

				COMMON			PAID-IN	ACCUMULATED
				SHARES	AMOUNT	CAPITAL	DEFICIT	TOTAl
<S>				<C>		<C>		<C>		<C>		<C>

				--------	---		------	-----		-----
Balances, December
 31, 1998			4,298,351	$43		2,316		855		3,214
Net income			       -	 -		    -		735		  735
				---------	---		-----		-----		-----
Balance, December
 31, 1999			4,298,351	$43		$2,316	$1,590 	$3,949
Retirement of
 treasuary shares	         (5,000)    -		    (5)	    -          (5)
Net income for 2000	        -	  -		    -	        (40)	  (40)
				---------	---		-----		-----		-----
Balances, December
 31,2000			4,293,351	$43		$2,311	$1,550	$3,904

Retirement of
 treasury shares		(3,800)	-		   (4)	  -		   (4)
Net income									   61		   61
				---------	---		-----		-----		-----
Balances, December
 31,2001			4,289,551	$43		$2,307	$1,611	$3,961
				=========	===		======	======	======


 <FN> See Accompanying Notes to Financial Statements
 </TABLE>



 <TABLE>
                                    		SUTRON CORPORTION
                             			   STATEMENTS OF CASH FLOWS
								(In thousands)
                                             Year Ended December 31,

<CAPTION>

							2001        2000		1999
<S>                            		<C>   	<C> 	 	<C>
Cash flows from operating activities:
Net income						$  61		$(40)		$735
Non-cash items included in net income:
 Depreciation and amortization		 199		167		114
Changes in current assets and
 liabilities:
Accounts receivables				  113		(347)		78
Costs and estimated earnings in
excess of billings on contracts
in progress 					   -		 -		1,137
Inventory						  142		(165)		(709)
Prepaid items and other				  289		(346)		143
Other assets					   -		  -		23
Accounts payable					(590)		 543		(249)
Accrued expenses					 (75)		(119)		(96)
Contract billings in excess of
costs and estimated earnings			  -		(4)		(113)
Estimated losses on uncompleted
 Contracts						   -		(22)		10
							-----		-----		-----
Net cash provided by operating activities	 139		(333)		1,073

Cash flows from investing activities:
Purchase of property and equipment		(163)		(317)		(256)
							-----		-----		-----
Net cash used by investing activities	(163)		(317)		(256)

Cash flows from financing activities:
Proceeds from term notes payable		246		 126		  -
Proceeds from line of credit, net		-		406		  -
Payments on line of credit, net		 (31)		 -		(651)
Payments on term notes payable		 (87)		(32)		(28)
Payments for purchase of treasury stock	(4)		(6)		  -
Payments on stockholder loans			 -		-		(55)
							-----		-----		-----
Net cash used by financing activities	124		494		(734)

Net increase (decrease) in cash and
 cash equivalents					100		(156)		83
Cash and cash equivalents, beginning
 of year						 3		 159		76
							-----		-----		-----
Cash and cash equivalents, end of year	$103	    $   3		$ 159
							=====		=====		=====

<FN>
See Accompanying Notes to Financial Statements
</TABLE>


SUTRON CORPORATION

NOTES TO FINANCIAL STATEMENTS

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business
Sutron Corporation ("the Company") was incorporated
 on December 30, 1975 under the General Laws of the
Commonwealth of Virginia.  The Company designs and
manufactures environmental monitoring and control
systems for use by government agencies and industry.
The Company's products include sensors, data
 collection platforms and remote terminal units with
 telemetry capability and system and application
software.  Sutron's customers include a diversified
 base of Federal, state and foreign government
 agencies, universities, and hydropower companies.

Revenue Recognition
The Company utilizes the accrual method of
accounting for both financial statement and tax
 return reporting purposes.  The Company recognizes
 revenue from product sales upon shipment.  Selling,
 general, and administrative expenses are charged
 against periodic income as incurred.  Revenue
from cost-plus-fee contracts is recognized to the
 extent of costs incurred, plus a proportionate
 amount of fees earned.  Revenue from fixed-price
 contracts is recognized on the
percentage-of-completion method based on costs
incurred in relation to total estimated costs.
 Revenue from time-and-materials contracts is
recognized to the extent of billable rates, times
hours delivered, plus materials costs incurred.
Contract costs include allocated indirect costs
and general and administrative expenses.
Anticipated losses are recognized as soon as
they become known.

Cash and Cash Equivalents
For purposes of the statements of cash flows,
cash equivalents include time deposits and all
 highly liquid debt instruments with original
 maturities of three months or less.
Interest paid amounted to $75,815 in 2001,
$34,866 in 2000 and $75,555 in 1999.
Income taxes paid amounted to $-0- in 2001,
$50,000 in 2000 and $492,065 in 1999.

Accounts Receivable
The Company set a provision of $11,800 in 2001 and $44,000
in 2000 for accounts that may not be collected
in future periods.  Bad debt expense amounted to $12,750
for 2001, $39,199 for 2000 and $17,719 in 1999.

Property, Plant and Equipment
Equipment is recorded at cost and depreciated over
 estimated useful lives ranging from 3 to 7 years
using the straight-line method for financial statement
purposes and the straight-line and accelerated methods
 for income tax purposes.
Expenditures for maintenance, repairs, and improvements
 which do not materially extend the useful lives of
the assets are charged to earnings.  When items of
property, plant, and equipment are disposed of, the
 cost of the asset and the related accumulated
depreciation are removed from the accounts.  Any
gain or loss resulting from the removal from service
is taken into the current period earnings.

Income Taxes
The Company utilizes an asset and liability approach
to accounting for income taxes.  The objective is to
 recognize the amount of income taxes payable or
 refundable in the current year based on the Company's
 income tax return and the deferred tax liabilities
 and assets for the expected future tax consequences
of events that have been recognized in the Company's
financial statements or tax returns.
The assets and liability method accounts for deferred
income taxes by applying enacted statutory rates to
 temporary differences, the difference between
financial statement amounts and tax bases of assets
and liabilities.  The resulting deferred tax
 liabilities or assets are classified as current or
noncurrent based on the classification of the
related asset or liability.  Deferred income tax
 liabilities or assets are adjusted to reflect
changes in tax laws or rates in the year of enactment.

Financial Instruments
The estimated fair value of cash and cash equivalents,
 accounts receivable, accounts payable and accrued
 expenses and short term notes receivable approximate
their carrying amounts in the financial statements.
Based on the borrowing rates currently available to
 the Company for debt with similar maturity dates and
 collateral, the estimated fair value of long-term debt
 is $209,309 at December 31, 2001.

Use of Estimates
The preparation of financial statements in conformity
 with generally accepted accounting principles requires
management to make estimates and assumptions that
 affect the reported amounts of assets and liabilities
 and disclosure of contingent assets and liabilities
at the date of the financial statements and the
reported amounts of revenue and expenses during
the reporting period.  Actual results could vary
from the estimates that were used.

Capital
The Company has 12,000,000, $.01 par value, shares
authorized.  There were 4,289,551 shares issued and
outstanding at December 31, 2001, 4,293,351 shares
issued and outstanding at December 31, 2000 and
4,298,351 issued and outstanding at December 31, 1999.
The Company's Board of Directors has authorized the
 repurchase of up to 100,000 shares of its common
stock in open market transactions.  As of
December 31, 2001, 13,800 shares have been repurchased.

Earnings Per Share
The Company has adopted Statement of Financial
Accounting Standards ("SFAS") No. 128 which establishes
 standards for computing and presenting earnings
per share (EPS) for entities with publicly held
common stock.  The standard requires presentation
of two categories of earnings per share, basic EPS
 and diluted EPS.  Basic EPS excludes dilution and
 is computed by dividing income available to
common stockholders by the weighted-average number
 of common shares outstanding for the year.  Diluted
EPS reflects the potential dilution that could
occur if securities or other contracts to issue
 common stock were exercised or converted into
 common stock or resulted in the issuance of
common stock that then shared in the earnings
of the Company.  Contracts to issue common
stock which are antidilutive in nature are not
included in the earnings per share calculations.

<TABLE>
<CAPTION>

							Years Ended December 31,
	     					2001  		2000		     	1999
<S>						<C>			<C>			<C>
Weighted average shares used in	4,292			4,298			4,235
   Basic computation
Common stock equivalents-options	   --			   --			   47
Weighted average shares used in 	4,292			4,298			4,345
   Diluted computation



</TABLE>


2. INVENTORY
Inventory is stated at the lower of cost or market.
Electronic components and work in process and finished goods
Costs consisting of materials, labor and overhead are
Recorded at a standard cost.  Inventory consists of the
 following at December 31 (in thousands):

<TABLE>
							2001			2000

							<c>			<c>
Electronic components				$    958		$ 1,311
Work in process					     817		  882
Finished goods					     785		  509
Totals						$  2,560	     $2,702

</TABLE>

3. ACCUMULATED DEPRECIATION AND AMORTIZATION
Accumulated depreciation and amortization at
December 31, is as follows (in thousands):

			      	2001		  2000
Furniture and equipment		$1,655	  $1,471
Automotive equipment		    46	      35
Leasehold improvements     	    21	      16
Totals				$1,722	  $1,522

4. LINE OF CREDIT
The Company signed a loan and security agreement
which extends the Company a revolving line of credit.
The maximum amount of borrowing under the line is not to
exceed the lesser of $2,000,000 or the Company's
 borrowing base as determined by the bank.
Interest on the unpaid balance is payable monthly
at prime plus .5%.  The maturity
date of the line is June 30, 2002, and the
outstanding balance at December 31, 2001, amounted
to $374,894 and $406,181 at December 31, 2000.

5. NOTE PAYABLE
The Company borrowed $100,000 in December, 1998 under a
term note payable.  The note calls for monthly payments
of principal of $2,083 and accrued interest.  The
interest rate is 8.35% and matures in December, 2002.
Additionally, the note agreement contains certain
financial covenants. In July 2000, the Company borrowed
$126,315 under a separate term note payable.
The note calls for monthly principal and interest of $2,632.
The interest rate is 10% and matures in October 2004.
In May 2001, the Corporation borrowed $246,500 under a
separate term note payable. The note calls for monthly
payments of principal and interest of $5,135. The interest
rate is 8.22% and matures in June 2005.  The above
referenced line of credit and term note payable are secured
by substantially all assets of the Company.


Year ending December 31:
2002                         $493
2003                           93
2004                           85
2005                           31
					---
Total                        $702
					===


6.  LEASE OBLIGATIONS
The Company signed a 5 year option under the
current lease for its headquarters and production
facilities which expires in March 2003.
The operating lease calls for
monthly rent of $14,984 including $4,230 estimated as
the Company's pro rata share of operating expenses
and annual rent increases of 3%.

The Company entered into a lease agreement for additional office
and warehouse space in Sterling, Virinia.  The 45 month
lease, expiring in March, 2003, calls for monthly
Payments of $10,198.

Rent expenses amounted to $275,000 for 2001, $238,000 in 2000 and
$165,000 for 1999.

The following is a schedule, by years, of
future minimum payments due (in thousands):

	Year ending December 31:
	2002			 301
	2003			  75
	   Total		$376

7.  INCOME TAXES
The income tax (benefit) expense charged to
operations for the years ended December 31, were as
follows (in thousands):

<TABLE>

	  						2001		2000		1999

							<c>		<c>		<c>
Current income tax (benefit) expense	$ (78)	$(141)	$386
Deferred tax benefit	  			    8		   43		  17
Total tax  (benefit) expense			$ (70)	$ (98)	$403

Deferred tax assets, are comprised of the
 following at December 31 (in thousands):

	 						 2001		2000		1999
Accrued vacation and warranty	 	  	$100		$104		$ 96
Net operating loss carryforward		  47		   -		   -
Estimated losses on contracts			   -		   -		   9
							_____		_____		____
Gross deferred tax assets			 147		 104		 105
Gross deferred tax liability -
depreciation				  	(145)		 (94)		 (52)
Net							$  2		$ 10		$ 53

</TABLE>

A reconciliation between the amount of reported
income tax expense and the amount computed by
multiplying the applicable statutory Federal
income tax rate is as follows:

<TABLE>

	    					 2001		2000		1999

						<c>		<c>		<c>
Income before income taxes		$(138)	$(138)	$1,138
Applicable statutory tax rate	          34%	  34%	    	 34%
Computed "expected" Federal tax
expense					   (3)	   (47)	   387
Adjustments to Federal income tax
resulting from:
State income tax				    3		   (7)	    56
Tax credits					   (70)	  (44)	   (40)
Change in valuation allowance	 	    --	    --	    --
Income tax (benefit) expense		$  (70)      $  (98)      $ 403
</TABLE>

8. MAJOR CUSTOMERS
Set forth below are customers, including agencies
of the U.S. Government, from which the Company
received more than 10 percent of total revenue,
for the years ended December 31:
				2001	2000	1999
Department of Interior	39%	28%	52%
International		12%	32%	11%
Commercial			30%	25%	20%
Department of Defense	15%	11%	15%


9.  STOCK OPTIONS PLANS
Stock Options
The Company has granted stock options under the 1997
and the 1996 Stock Option Plans to key employees and
directors for valuable services to the Company.
Under the 1996 Plan a maximum of 260,000 shares may
 be granted at not less than 100 percent of the fair
market value at the grant date. Under the 1997 Plan a
maximum of 60,000 shares may be granted at not less
than 100 percent of the fair market value at the grant
 date. All options have a ten year term from the date
of grant. The following summarizes the option activity
under the 1997 and 1996 Stock Option Plans for the last
three years (in thousands):

<TABLE>
<CAPTION>
	                           Number of	Option Price
	                            Shares
					(in thousands)	   Per Share

						<c>		<c>

Outstanding, December 31, 1998	264		1.125 - 1.44
Grants                              -	      -
Exercised                           -     	-
Canceled or expired			(9)		1.125 - 1.44

Outstanding, December 31, 1999	255		1.125
Grants					 --		    --
Exercised					 --		    --
Canceled or expired		       --		    --

Outstanding at Decembr 31, 2000	255		$1.l25

Grants	                          25		.62
Exercised	                         -		-
Canceled or expired			(22)		1.125
Outstanding, December 31, 2001	258	     $.62 - 1.125

</TABLE>

The vesting period of the remaining options
 is as follows:

Vested and exercisable	233
January 1, 2002		  5
January 1, 2003		  5
January 1, 2004		  5
January 1, 2005		  5
January 1, 2006		  5
Total				258

The Company adopted the disclosure-only provisions
 of Statement of Financial Accounting Standards
No. 123, Accounting for Stock-Based Compensation
 and will continue to apply Accounting Principles
Board Statement No. 25 and related interpretations
in accounting for its employee compensation plans.
 SFAS 123 establishes standards of financial
 accounting and reporting for stock-based employee
 compensation plans including stock option plans,
 stock purchase plans and other arrangements by
which employees receive shares of stock or other
equity instruments based on the market price of
an entity's stock.

If the Company had elected to recognize compensation
 cost for the plan based on the fair value at the
grant dates for awards under those plans, consistent
 with the method prescribed by SFAS No. 123, net
income and earnings per share would have been
changed to the pro forma amounts indicated below:

<TABLE>
<CAPTION>

	   			2001		2000		1999

				<c>		<c>		<c>
Net income
As reported			$61		$(40)		$735
Pro forma			 59    	(40)		 735
Earnings per share
As reported			.01		(.01)		 .17
Pro forma			.01		(.01)		 .17

</TABLE>

The fair value of the options granted in 2001
 amounted to $1,485.
Compensation costs under SFAS 123 are recognized
 when the options are vested and exercisable.
The fair value of Sutron Corporation stock
 options used to compute pro forma net income
 and earnings per share disclosures is the
estimated present value at grant date using
the Black Scholes pricing model with the following
assumptions: a risk free interest rate of 5.02%,
no estimated dividend yield, an expected
 volatility of 34 percent and an expected holding
period of five years.

10.  PROFIT SHARING PLAN
The 401 (k) Profit Sharing Plan covers substantially
 all full time employees.  The contributions, if any,
 to the plan will be determined each year by the
Board of Directors based on profits.  The contribution
 was $0 for 2001, $0 for 2000 and $190,692 for 1999.

11.  EXPORT SALES
Export sales from the Company's operations
were as follow (in thousands):

<TABLE>
<CAPTION>
	         			Year ended December 31,
	  				  2001	2000		1999

					<c>		<c>		<c>
Central and South America	$  432	$2,202	$   64
Canada			          81	   242	   492
Asia					   377         447         425
Australia/New Zealand		    33	    52	    29
Europe and other			   298	   219	   278
					$1,221	$3,162	$1,288

</TABLE>

12.  SEGMENT INFORMATION
The Company adopted SFAS No. 131, Disclosures About Segments
of an Enterprise and Related Information. SFAS No. 131
established standards for reporting information about operating
segments in annual financial statements and requires selected
information about operating segments in interim financial reports
issued to stockholders.  It also established standards for
related disclosures about products and services, geographic
areas and significant customers.  Operating segements are
defined as components of an enterprise about which separate
financial information is available that is evaluated regularly by
the chief operating decision maker, or decision making group,
in deciding how to allocate resources and in assessing performance.
The Company's chief operating decision maker is the President of
the Company.

The Company currently reports its results in two divisions, Hydromet
Products and Integrated Systems.  Hydromet Products division is
responsible for the manufacture and sale of standard environmental
monitoring products including dataloggers, sensors and digital direct
readout ground stations.  The Integrated Systems division is
responsible for project integration and services.  Integration
involves supplying Sutron products that work seamlessly with products,
primarily sensors and radios, from other manufacturers to provide a
turnkey system.  The Integrated Systems division also provides system
and application software, installation, and training.  The results of
these two segments are shown below  (in thousands):


<TABLE>
<CAPTION>
					Years Ended December 31,
					2001		2000		1999

					<c>		<c>		<c>
Revenue
Hydromet Products			$ 7,804	$ 6,130	$10,095
Integrated Systems		  2,447	  3,777	  1,310
 Totals				$10,251	$ 9,907	$11,405

Cost of Goods Sold
Hydromet Products			$4,592	$3,570	$5,489
Integrated Systems		 1,843	 2,628	 1,156
 Totals				$6,435	$6,198	$6,645

Gross Margin
Hydromet Products			$3,212	$2,560	$4,606
Integrated Systems		   604	  1,149	   154
 Totals				$3,816	$3,709	$4,760

</TABLE>

13.	Summary of Quarterly Results (unaudited)

Summarized quarterly supplemental financial information for 2001 and
2000 is as follows:

<TABLE>
<CAPTION>

		                         				Quarter Ended
(In thousands, except per share data) March 31,	  June 30,	  September 30,	December 31,

							<c>		<c>		<c>	     <c>
2001
Revenues						$2,063	$2,496	$2,275	$3,417
Gross profit					   812	   904	   857	 1,243
Operating income (loss)				  (247)	   (94)	    69	   332
Net income						  (164)	   (31)	    50	   206
Basic earnings per share			 $(.04)	 $(.01)	  $.01	  $.05
Diluted earnings per share			 $(.04)	 $(.01)	  $.01	  $.05

2000
Revenues						$1,918	$1,763	$3,569	$2,657
Gross profit					   716	   579	 1,630	   784
Operating income (loss)				  (301)	  (206)	   682	  (276)
Net income						  (167)	  (150)	   414	  (137)
Basic earnings (loss) per share		 $(.04)	 $(.03)	  $.10	 $(.04)
Diluted earnings (loss) per share		 $(.04)	 $(.03)	  $.10	 $(.04)
</TABLE>


Item 8.  Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure

	None

PART III

Information required by Item 10 - Executive Compensation, Item
11 - Security Ownership of Certain Beneficial Owners and
Management and Item 12 - Certain Relationships and Related
Transactions and certain information required by Item 9 -
Directors, Executive Officers, Promoters and Control Persons
will be contained on pages 1 through 6 of the registrant's
definitive proxy statement to be filed on April 9, 2002 and is
incorporated herein by reference.

Item 9.  Directors, Executive Officers, Promoters and Control
Persons

Executive Officers

The following tabulation sets forth the names of the executive
officers at December 31, 2001, the positions and offices with
the Company held by them, the date they first became officers,
and their ages at December 31, 2001:

								First	Became
Name	Office						an Officer	Age
Raul S. McQuivey	President, Chief Executive	1980		62
			Officer and Chairman
Daniel W. Farrell	Vice President, Secretary	1984		49
			and a Director
Sidney C. Hooper	Treasurer				1993		43



Item 13.  Exhibits and Reports on Form 8-K.

(A)	Index to Exhibits

Exhibit No.	          Description
3(a)	Copy of Articles of Incorporation of Sutron Corporation,
	received and approved December 30, 1975 (1)
3(b)	Copy of Articles of Amendment to the Articles of
	Incorporation and Articles of Reduction of Stated
	Capital of Sutron Corporation received and approved
	September 7, 1983(1)
3(c)	By-laws of the Registrant(1)
3(d)	Copy of Articles of Amendment to the Articles of
	 Incorporation received and approved June 8, 1995(10)
4(a)	Specimen Shares of Common Stock Certificate(2)
4(b)	Form of Warrant to be issued as part of Unit (2)
4(c)	Amended Form of Warrant issued as part of Unit(3)
4(d)	Incentive Stock Option Plan dated August 31, 1983(1)
4(e)	Stock Bonus Plan dated August 31, 1983(1)
4(f)	Loan and Security Agreement, dated December 11, 1992
	between the Company and Crestar Bank (8)
4(g)	1996 Stock Option Plan (11)
10(a)	Employment Agreement dated as of July 1, 1983 with
	 Kenneth W. Whitt(1)
10(b)	Employment Agreement dated as of July 1, 1983 with
Dr.
	 Raul S. McQuivey(1)
10(c)	Employment Agreement dated as of July 1, 1983 with
Dr.
	Thomas N. Keefer(1)
10(d)	Employment Agreement dated as of July 1, 1983 with
Duane
	M. Preble(1)
10(e)	Purchase Agreement dated as of July 1, 1983 with Eric
S.
	Clyde(1)
10(f)	Stock Option Agreement between Registrant and Gerald
	 Calhoun dated July 1, 1983(1)
10(g)	Certified Copy of Resolution of Commissioners of
	Fairfax
	County Economic Development Authority, adopted October 	12,
	 1982, approving $425,000 Industrial revenue bond loan
	to registrant(1)
10(h) 	Certified Copy of Resolution of Commissioners of
	Fairfax County Economic Development Authority, adopted
	March 8, 1983, approving $400,000 industrial revenue
	bond loan to registrant (1)
10(i)	Certified Copy of Resolution of Board of Supervisors
	of Fairfax County, adopted March 21, 1983, approving
	issuance of industrial revenue bonds for purpose of
	$400,000 loan to Registrant(1)
10(j)	License agreement dated January 29, 1987, with TSUKASA
	SOKKEN Co., Ltd. of Japan, to use U.S. Patent No.
	3,677,085 (4)
10(k)	License agreement dated November 10, 1986, with S.A.
	Des Caliberies et Trefileries de Cossonay of
	Switzerland, to use U.S. Patent No. 4,279,147 and
	Canada Patent No. 1,120,286 (4)
10(l)	Lease agreement dated September 18, 1987, with Squire
	Court Limited Partnership to lease building space
	(9,000 sq. ft.) (4)
10(m)	Copy of termination agreement with Duane Preble dated April 1, 1988 (5)
10(n)	Sale agreement with National Hospital Health System
	Corporation, dated November 29, 1989, and subsequent
	amendments dated December 29, 1989, February 28, 1990,
	and March 27, 1990, to sell land and building in
	Herndon, Virginia (6)
10(o)	Lease agreement dated May 9, 1990 with National
	Hospital Health SystemCorporation to lease building
	space (5545 sq.ft.) (7)
10(p)	Stock Option Agreement between Sutron Corporation and
	Glenn A. Conover dated October 15, 1990 (7)
10(q)	Stock Option Agreement between Sutron Corporation and
	Daniel W. Farrell dated October 15, 1990 (7)
10(r)	Lease agreement dated July 30, 1992 with Loudoun
	Holding Inc. to lease building space (16,794 sq. ft.)
	(8)
10(s)	Stock Option Agreement between Sutron Corporation and
	Ronald C. Dodson dated December 6, 1993 (9)

10(t)	Stock Option Agreement between Sutron Corporation and
Raul S. McQuivey dated November 1, 1996 (11)

10(u)	Stock Option Agreement between Sutron Corporation and
Glenn A. Conover dated November 1, 1996 (11)

10(v)	Stock Option Agreement between Sutron Corporation and
Daniel W. Farrell dated November 1, 1996 (11)

10(w)	Stock Option Agreement between Sutron Corporation and
Sidney C. Hooper November 1, 1996 (11)


(1)  Filed as Exhibits to Registrant's Registration Statement on Form
 S-18 (File No. 2-86573-W) dated September 16, 1983, and
incorporated herein by reference.

(2)  Filed as Exhibits to Amendment No. 1 to Registrant's Registration
Statement on Form S-18 (File No. 2-86573-W) dated October 26,
2983, and incorporated herein by reference.

(3)  Filed as Exhibits to Amendment No. 2 to Registrant's Registration
Statement on form S-18 (File No. 2-896573-W) dated November 4,
1983 and incorporated herein by reference.

(4)  Filed as Exhibits to Registrant's Annual Report on Form 10-K for
the year ended December 31, 1987, and incorporated herein by
reference.

(5)  Filed as Exhibit on Form 8-K dated April 1, 1990, and
incorporated herein by reference.

(6)  Filed as Exhibits to Registrant's Annual Report on Form 10-K for
the year ended December 31, 1989, and incorporated herein by
reference.

(7)  Filed as Exhibits to Registrant's Annual Report on Form 10-K for
 the year ended December 31, 1990 and incorporated herein by
reference.

(8)  Filed as Exhibits to Registrants Annual Report on Form 10-KSB
for the year ended December 31, 1992 and incorporated herein by
reference.

(9)  Filed as Exhibits to Registrants Annual Report on Form 10-KSB
for the year ended December 31, 1993 and incorporated herein by
reference.

(10)  Filed as Exhibits to Registrants Annual Report on Form 10-KSB
for the year ended December 31, 1995 and incorporated herein by
reference.

(11)  Filed as Exhibits to Registrants Annual Report on Form 10-KSB
for the year ended December 31, 1996 and incorporated herein by
reference.

(B)	  Reports on Form 8-K

The registrant did not file any reports on Form 8-K during the fourth
quarter of the fiscal year ended December 31, 2001.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
 caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

	       Sutron Corporation
		(Registrant)

Date:  March 29, 2002
By
/s/ Raul S. McQuivey 			Raul S. McQuviey, President
						and Director (Principal
						Executive and Financial
						Officer)

In accordance with the Securities Exchange Act, this report has been signed
 by the following persons on behalf of the Registrant and in the capacities
and on the dates indicated.

Date: March 29, 2002
By
/s/ Raul S. McQuivey 			Raul S. McQuivey,
						President
			 			and Director
						President and
						Chief Executive Officer

Date: March 29, 2002
By
/s/ Thomas N. Keefer 			Thomas N. Keefer,
						Vice President and
						Director

Date: March 29, 2002
By
/s/ Daniel W. Farrell 			Daniel W. Farrell,
						Vice
						President and
						Director

Date: March 29, 2002
By
/s/ Sidney C. Hooper 			Sidney C. Hooper,
						Treasurer and Chief
						Accounting Officer


Article 5 Fin. Data Schedule for fiscal ended DEC-31-01
<TABLE>
<S>                             	     <C>
<PERIOD-TYPE>                   	      12-MOS
<FISCAL-YEAR-END>        		      DEC-31-2001
<PERIOD-START>				      JAN-01-2001
<PERIOD-END>                     	      DEC-31-2001
<CASH>                                   	103
<SECURITIES>                        	0
<RECEIVABLES>                    		1916
<ALLOWANCES>                   		12
<INVENTORY>                       		2560
<CURRENT-ASSETS>          			4862
<PP&E>                                  	2514
<DEPRECIATION>                   		1722
<TOTAL-ASSETS>       	             	5668
<CURRENT-LIABILITIES>  			     	1498
<BONDS>                                   0
<COMMON>                               	43
<PREFERRED-MANDATORY> 	0
<PREFERRED>                            	0
<OTHER-SE>                          	3918
<TOTAL-LIABILITY-AND-EQUITY>			5668
<SALES>                                   10251
<TOTAL-REVENUES>                         	10251
<CGS>                                 	6435
<TOTAL-COSTS>                   		6435
<OTHER-EXPENSES>              		0
<LOSS-PROVISION>                    	0
<INTEREST-EXPENSE>                		69
<INCOME-PRETAX>                    		(9)
<INCOME-TAX>                          	(70)
<INCOME-CONTINUING>                 	61
<DISCONTINUED>                      	0
<EXTRAORDINARY>                 		0
<CHANGES>                          		0
<NET-INCOME>                          	61
<EPS-PRIMARY>                          	.01
<EPS-DILUTED>                        	.01
</TABLE>