SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                   ------------------------------------------

                                    FORM 10-K

         [X]  Annual Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934
                   For the Fiscal Year Ended December 31, 1999

         [ ] Transition Report Pursuant to Section 13 or 15(d) of
             the Securities Exchange Act of 1934
             For the transition period from __________ to__________

                         Commission File Number 0-11676

                   ------------------------------------------

                                  BEL FUSE INC.
             (Exact name of registrant as specified in its charter)

           New Jersey                               22-1463699
(State or other jurisdiction of                   (I.R.S.Employer
incorporation or organization)                   Identification No.)

               198 Van Vorst Street, Jersey City, New Jersey 07302
                                 (201) 432-0463
      (Address and telephone  number,  including  area code,  of  registrant's
principal executive office)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:
     Common Stock, $.10 par value

     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  _____

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not 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-K or any amendment to this
Form 10-K. [X]





<PAGE>



      Aggregate market value of voting stock held by non-affiliates as of March
10, 2000 was approximately $186,428,188 (based upon the closing sales price of
those shares reported on the National Association of Securities Dealers
Automated Quotation System for that day).

      Number of shares of Common Stock outstanding as of March 10, 2000:
2,635,322 Class A Common Stock; 7,934,054 Class B Common Stock

Documents incorporated by reference:

      Bel Fuse Inc.'s Definitive Proxy Statement for the 1999 Annual Meeting of
Stockholders is incorporated by reference into Part III.



<PAGE>



                                      BEL FUSE INC.

                                          INDEX
Part I
Page

      Item 1.     Business...................................             1

      Item 2.     Properties.................................             5

      Item 3.     Legal Proceedings..........................             5

      Item 4.     Submission of Matters to Vote of Security
                  Holders....................................             5

      Item 4A.    Executive Officers of the Registrant.......             6

Part II

      Item 5.     Market for Registrant's Common Equity
                  and Related Stockholder Matters............             8

      Item 6.     Selected Financial Data....................             9

      Item 7.     Management's Discussion and Analysis
                  of Financial Condition and Results of
                  Operations.................................            10

      Item 7A.    Quantitative and Qualitative Disclosures
                  About Market Risk..........................            15


      Item 8.     Financial Statements and Supplementary
                  Data.......................................            15*

      Item 9.     Changes in and Disagreements with Accountants
                  on Accounting and Financial Disclosure.....            16

Part III

      Item 10.    Directors of the Registrant; Compliance with
                  Section 16(a) of the Exchange Act...........           16

      Item 11.    Executive Compensation......................           16

      Item 12.    Security Ownership of Certain
                  Beneficial Owners and Management............           16

      Item 13.    Certain Relationships and Related
                  Transactions................................           16

Part IV

      Item 14.    Exhibits, Financial Statement Schedules
                  and Reports on Form 8-K.....................           17

Signatures....................................................           20

*Page F-1 follows page 15.


<PAGE>



            The Company's quarterly and annual operating results are affected by
      a wide variety of factors that could materially and adversely affect
      revenues and profitability, (a) the risk that it may be unable to respond
      adequately to rapidly changing technological developments in its industry,
      (b) risks associated with its Far East operations described herein under
      the caption "Management's Discussion and Analysis of Financial Condition
      and Results of Operations - Other Matters," (c) the highly competitive
      nature of the Company's industry and the impact that competitors' new
      products and pricing may have upon the Company, (d) the likelihood that
      revenues may vary significantly from one accounting period to another
      accounting period due to a variety of factors, including customers' buying
      decisions, the Company's product mix and general market and economic
      conditions, (e) the Company's reliance on certain substantial customers,
      and (f) risks associated with the Company's ability to manufacture and
      deliver products in a manner that is responsive to its customers' needs.
      As a result of these and other factors, the Company may experience
      material fluctuations in future operating results on a quarterly or annual
      basis, which could materially and adversely affect its business, financial
      condition, operating results, and stock prices. Furthermore, this document
      and other documents filed by the Company with the Securities and Exchange
      Commission (the "SEC") contain certain forward-looking statements under
      the Private Securities Litigation Reform Act of 1995 with respect to the
      business of the Company. These forward-looking statements are subject to
      certain risks and uncertainties, including those mentioned above, and
      those detailed in Item 1 of the Company's Annual Report on Form 10-K for
      the year ended December 31, 1999, which could cause actual results to
      differ significantly from these forward-looking statements. The Company
      undertakes no obligation to publicly release the results of any revisions
      to these forward-looking statements which may be necessary to reflect
      events or circumstances after the date hereof or to reflect the occurrence
      of unanticipated events. An investment in the Company involves various
      risks, including those mentioned above and those which are detailed from
      time to time in the Company's SEC filings.

                                     PART I

      Item 1. Business

            General

            Bel Fuse Inc. (the "Company") is organized under New Jersey law. The
      Company does not have reportable segments as defined in Statement of
      Financial Accounting Standards No. 131, "Disclosures about Segments of an
      Enterprise and Related Information". The Company is engaged in the design,
      manufacture and sale of products used in networking, telecommunication,
      automotive and consumer electronic applications. The Company operates
      facilities in the United States, Europe and the Far East. The Company
      maintains its principal executive offices at 198 Van Vorst Street, Jersey
      City, New Jersey 07302; telephone (201) 432-0463. The term "Company" as
      used in this Annual Report on Form 10-K refers to Bel Fuse Inc. and its
      consolidated subsidiaries unless otherwise specified.







                                      -1-


<PAGE>



      On October 2, 1998, the Company acquired the manufacturing assets,
primarily consisting of inventory and fixed assets, of Lucent Technologies,
Inc.'s ("Lucent") Power Systems Signal Transformer product line in exchange for
approximately $27 million in cash. Under the terms of the agreement, the
Company, among other things, continued to supply certain of Lucent's telecom
magnetic requirements. The Company has moved substantially all of the
manufacturing of this business to the People's Republic of China. The Company
has established research and development support and legacy product
manufacturing in Dallas, Texas. In addition, the Dallas facility will maintain a
marketing office to sell and service the Lucent customers.

      Additionally, Lucent and the Company entered into a Transition Services
Agreement whereby Lucent has agreed to provide contract labor and transitional
services to the Company for an agreed price. During September 1999 the
transition was completed and all Signal Transformer manufacturing operations
along with the purchased assets were relocated to the Company's manufacturing
facilities.

   Product Groups

      Magnetic Components

     The Company manufactures a broad range of magnetic components. These
wire-wound devices perform such functions as signal delay, signal timing, signal
conditioning, impedance matching, filtering, isolation, power conversion and
power transfer. The Company directs its design and marketing efforts to supply
the needs of the following markets: manufacturers of networking and
telecommunication equipment, computer manufacturers, and consumer, automotive
and industrial electronic manufacturers. Transformers may be either standard
devices to meet a market-based requirement or developed to meet an individual
customer need. They may be used either in conjunction with an Integrated Circuit
(IC) reference design or used independently to meet the needs of a unique
circuit.

      Value-added Modules and Thick Film Hybrids

      The Company supplies value-added modules to end users whose requirements
can be satisfied by combining in one integrated package one or more of the
Company's capabilities in surface mount assembly, automatic winding, hybrid
fabrication and component encapsulation.

      Thick film hybrids are dense, reliable, high quality electronic
microcircuits. The term "thick film hybrid" describes a method for screen
printing conductors, resistors and capacitors onto a ceramic substrate. This
substrate becomes a hybrid circuit when components such as integrated circuits,
transistors, capacitors, and inductors are added to the substrate in order to
form a functioning electrical circuit. The Company incorporates facets of this
technology in the design and manufacture of many of its other products,
including packaged modules.


                                       -2-


<PAGE>



      Miniature and Micro Fuses

      Fuses prevent currents in an electrical or electronic circuit from
exceeding certain predetermined levels. Fuses act as a safety valve to protect
expensive components from damage or to cut off high currents before they can
generate enough heat to cause smoke or fire. The Company manufactures miniature
and micro fuses for supplementary circuit protection. The Company sells its
fuses to a worldwide market. They are used in such products as televisions,
VCR's, power supplies, computers, telephones and networking equipment.

Marketing

      The Company sells its products to more than 500 customers throughout North
America, Western Europe and the Far East. Sales are made through independent
sales representative organizations and authorized distributors who are overseen
by the Company's sales personnel throughout the world. As of December 31, 1999,
the Company had a sales staff of 32 persons that supported 51 sales
representative organizations and 3 non-exclusive distributors.

      The Company has written agreements with all of its sales representative
organizations and major distributors. Written agreements terminable on short
notice by either party are standard in the industry.

      Finished products manufactured by the Company in its Far East facilities
are, in general, either sold to the Company's Jersey City facility for resale to
customers in the Americas or are shipped directly to other customers throughout
the world. For further information regarding the Company's geographic
operations, see Note 7 of Notes to Consolidated Financial Statements.

      The Company had sales to three customers in excess of ten percent of 1999
consolidated sales. The amounts and percentage of consolidated sales were
approximately $24,066,000 (20.1%), $21,118,000 (17.7%) and $12,733,000 (10.7%),
respectively. The loss of any of these customers could have a material adverse
effect on the Company's results of operations, financial position and cash
flows.

Research and Development

      The Company's research and development efforts in 1999 were spread among
all of the Company's current product groups. The Company's research and
development facilities are located in New Jersey, California, Indiana, Texas,
and Hong Kong. In addition, the Company maintains continuing programs to improve
the reliability of its products and to design specialized assembly equipment to
increase manufacturing efficiencies. Research and development costs amounted to
$5,932,000 in 1999.

Suppliers

      The Company has multiple suppliers for most of the raw materials that it
purchases. Where possible, the Company has contractual agreements with suppliers
to assure a continuing supply of critical components.


                                       -3-


<PAGE>



      With respect to those items which are purchased from single sources, the
Company believes that comparable items would be available in the event that
there were a termination of the Company's existing business relationships with
any such supplier. While such a termination could produce a disruption in
production, the Company believes that the termination of business with any of
its suppliers could have a material adverse effect on its long-term operations.

Backlog

      The Company manufactures products against firm orders and projected usage
by customers. The products are shipped to the customers from manufacturing
locations, Company warehouses and customer designated consignment warehouses.
Cancellation and return arrangements are either negotiated by the Company on a
transactional basis or contractually determined. The Company's backlog of orders
as of February 25, 2000 was approximately $31.5 million, as compared with a
backlog of $33.4 million as of February 26, 1999. Management expects that all of
the Company's backlog as of February 25, 2000 will be shipped by December 31,
2000. Such expectation constitutes a Forward-Looking Statement. Factors that
could cause the Company to fail to ship all such orders by year-end include
unanticipated supply difficulties, changes in customer demand and new customer
designs. The Company's major customers have negotiated shorter lead times on
purchase orders and annual contracts and have implemented consignment inventory
programs with the goal of reducing their inventories. Accordingly, backlog is no
longer as reliable an indicator of the timing of future sales as it has been in
the past.

Trademarks and Patents

      The Company has been granted a number of U.S. patents and has additional
U.S. patent applications pending relating to its products. While the Company
believes that the issued patents are defendable and that the pending patent
applications relate to patentable inventions, there can be no assurance that a
patent will be obtained from the applications or that its existing patents can
be successfully defended. It is management's opinion that the successful
continuation and operation of the Company's business does not depend upon the
ownership of patents or the granting of pending patent applications, but upon
the innovative skills, technical competence and marketing and managerial
abilities of its personnel. The patents have a life of seventeen years from the
date of issue or twenty years from filing of patent applications. The Company's
existing patents expire on various dates from April 29, 2000 to January 27,
2020.

      The Company utilizes seven U.S. registered trademarks - BELFUSE, BEL,
BELMAG, BELSTACK, BELSTICK SLO-BEL and SURFUSE - to identify various products
that it manufactures. The trademarks survive as long as they are in use and the
registrations of these trademarks are renewed.

Competition

      There are numerous independent companies and divisions of major companies
which manufacture products that are competitive with one or more of the
Company's products. Some of the Company's competitors possess greater financial,
marketing and other resources than those available to the Company. The Company's
ability to compete is dependent upon several factors, including product
performance, quality, reliability, design and price. For information regarding
the effect of price competition on the Company's consolidated results of
operations, see "Management's Discussion and Analysis of Financial Condition and
Results of Operations."

                                       -4-


<PAGE>


Employees

      As of December 31, 1999, the Company had 1,025 full-time employees. The
Company employed 122 people in its U.S. facilities and 903 throughout the rest
of the world excluding workers supplied by independent contractors. The
Company's employees are not represented by any labor union. The Company believes
that its relations with employees are satisfactory.

Risks and Uncertainties

      The Company's business is subject to several risks and uncertainties,
including: (a) the risk that it may be unable to respond adequately to rapidly
changing technological developments in its industry, (b) risks associated with
its Far East operations described herein under the caption "Management's
Discussion and Analysis of Financial Condition and Results of Operations - Other
Matters," (c) the highly competitive nature of the Company's industry and the
impact that competitors' new products and pricing may have upon the Company, (d)
the likelihood that revenues may vary significantly from one accounting period
to another accounting period due to a variety of factors, including customers'
buying decisions, the Company's product mix and general market and economic
conditions, (e) the Company's reliance on certain substantial customers, and (f)
risks associated with the Company's ability to manufacture and deliver products
in a manner that is responsive to its customers' needs. Such factors, as well as
shortfalls in the Company's results of operations as compared with analysts'
expectations, capital market conditions and general economic conditions, may
also cause substantial volatility in the market price of the Company's common
stock.

Item 2.       Properties

      The Company currently occupies approximately 392,000 square feet of
manufacturing, warehouse, office, technical and staff quarter space worldwide.
The Company has additional production processing arrangements with contractors
in the People's Republic of China, occupying approximately 61,000 square feet of
manufacturing space. In addition to the Company's principal corporate offices in
New Jersey, the Company maintains facilities in The People's Republic of China
and its special administrative regions ("SAR") of Hong Kong and Macau in the Far
East, in California, Texas and Indiana in the U.S.A. and in the United Kingdom
in Europe. The Company also owns an idle facility of 46,300 square feet in
Illinois. Approximately 47% of the 392,000 square feet the Company occupies is
owned, while the remainder is leased. See Note 11 of Notes to Consolidated
Financial Statements for additional information pertaining to leased properties.

Item 3.       Legal Proceedings

      The Company is not presently subject to any legal proceedings which are
material to the consolidated results of operations or financial condition of the
Company.


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

      No matters were submitted to a vote of the Company's shareholders during
the fourth quarter of 1999.



                                     -5-


<PAGE>





Item 4A.    Executive Officers of the Registrant

      The following table and biographical outlines set forth the positions and
offices within the Company presently held by each executive officer of the
Company and a brief account of the business experience of each such officer for
the past five years.


                                                   Positions and Offices
                                 Officer            With the Company/
Name and Age                      Since             Business Experience
------------                      -----             -------------------
Elliot Bernstein, 76              1954             Chairman of the Board,
                                                   Chief Executive Officer
                                                   and Director

Daniel Bernstein, 46              1985             President, Managing
                                                   Director of the Company's
                                                   Macau Subsidiary and
                                                   Director

Robert H. Simandl, 71             1967             Secretary and Director

Arnold Sutta, 73                  1985             Vice President of Sales

Peter Christoffer, 58             1986             Vice President of Research
                                                   and Development

Colin Dunn, 55                    1992             Vice President and
                                                   Treasurer

Joseph Meccariello, 49            1995             Vice President of
                                                   Manufacturing

      Elliot Bernstein has been a Director of the Company since its inception in
January 1949, served as President and Chief Executive Officer from 1954 to 1992,
and has served as Chairman of the Board and Chief Executive Officer since 1992.
One of his sons (Daniel Bernstein) is the President and a Director of the
Company, and his brother (Howard Bernstein) is a Director of the Company.

      Daniel Bernstein has served the Company as President since June 1992. He
previously served as Vice President (1985-1992) and Treasurer (1986-1992) and
has served as a Director since 1986. He has occupied other positions with the
Company since 1978. He was appointed Managing Director of the Company's Macau
subsidiary during 1991. Daniel Bernstein is Elliot Bernstein's son and Howard
Bernstein's nephew.







                                     -6-


<PAGE>




Item 4A.    Executive Officers of the Registrant (continued)

      Robert H. Simandl, a Director and Secretary of the Company since 1967, is
a member of the law firm of Robert H. Simandl, Counselor At Law. He has been a
practicing attorney in New Jersey since 1953.

      Arnold Sutta joined the Company in 1966 and has served the Company as Vice
President, Sales since 1985. Mr. Sutta supervises the worldwide sales force of
the Company.

      Peter Christoffer has served the Company as Vice President since 1986.
Since 1991, he has been responsible for the engineering and production of
value-added modules at the Company's Indiana facility.

      Colin Dunn joined the Company in 1991 as Finance Manager and in 1992 was
named Vice President of Finance and Treasurer. Prior to joining the Company, Mr.
Dunn was Vice President of Finance and Operations at Kentek Information Systems,
Inc. from 1985 to 1991 and had previously held a series of senior management
positions with Braintech Inc. and Weyerhaeuser Company.

      Joseph Meccariello joined the Company in 1979 as a Manager of Mechanical
Engineering and in 1994 became the Deputy Managing Director of the Company's
Hong Kong subsidiary, Bel Fuse, Ltd. In 1995 he was named Vice President of
Manufacturing with responsibility for Far East production operations.





























                                         -7-


<PAGE>




                                       PART II

Item 5.     Market for Registrant's Common Equity and Related
            Stockholder Matters

            (a)   Market Information

      On July 9, 1998 the shareholders approved an amendment to the Company's
Certificate of Incorporation authorizing a new voting Class A Common Stock, par
value $.10 per share, and a new non-voting Class B Common Stock, par value $.10
per share ("Class A" and "Class B," respectively), which are traded in the
over-the-counter market. The following table sets forth the high and low closing
sales price range (as reported by National Quotation Bureau, Inc.) for the
Common Stock in the over-the-counter market for each quarter during the past two
years, after giving retroactive effect to a two for one stock dividend on
December 1, 1999. On that date, the Company issued one share of Class B common
stock for each share of Class A common stock and Class B common stock
outstanding on the applicable record date.

                                             High            Low
                                             ----            ---

Year Ended December 31, 1998:
First Quarter ........................     $12.59          $ 9.25
Second Quarter........................      17.00           10.50

                                       Class A  Class B   Class A  Class B
                                       -------  -------   -------  -------
                                             High               Low
                                             ----               ---
Third Quarter ........................  $10.88   $10.00   $ 7.38    $ 6.81
Fourth Quarter .......................   20.00    17.19     6.00      5.50

Year Ended December 31, 1999:
First Quarter.........................   24.75    20.00    15.31     12.50
Second Quarter........................   21.19    18.63    13.38     12.88
Third Quarter.........................   19.31    17.19    14.00     12.63
Fourth Quarter........................   37.38    35.00    16.68     14.56

      The Common Stock is reported under the symbol BELFA and BELFB in the
Nasdaq National Market.

           (b)     Holders

      As of March 10, 2000 there were 113 registered shareholders of the
Company's Class A Common Stock and 135 registered shareholders of Class B Common
Stock. The Company estimates that there were 4,088 beneficial shareholders of
Class A Common Stock and 4,884 beneficial shareholders of Class B Common Stock.

           (c)     Dividends

      The Company did not pay any cash dividends during 1998. There are no
contractual restrictions on the Company's ability to pay dividends. On February
1, 1999, May 1, 1999, August 1, 1999 and November 1, 1999, the Company paid a
$.10 per share dividend to all shareholders of record of Class B common stock in
the total amount of $254,239, $261,988, $262,356 and $262,469, respectively. On
February 1, 2000 the Company paid a $.05 per share dividend to all shareholders
of record at January 14, 2000 of Class B common stock in the total amount of
$393,908.


                                         -8-


<PAGE>




Item 6.     Selected Financial Data

                                             Years Ended December 31,
                                  ---------------------------------------------
                                  1999      1998      1997       1996      1995
                                  ----      ----      ----       ----      ----
                                (In thousands of dollars, except per share data)

Selected Statements of Operations Data:

Net sales                       $119,464   $90,754   $73,531   $65,458   $70,706
Cost of sales                     76,113    58,654    50,724    46,539    50,590
Selling, general and
 administrative
 expenses                         19,502    16,648    13,830    11,494    12,554
Other income - net
 (a)                                 878     1,579     1,428     2,306     1,758
Earnings before
 income taxes                     24,727    17,031    10,405     9,731     9,320
Income tax provision               3,435     1,813     1,555     1,925     1,222
Net earnings                      21,292    15,218     8,850     7,806     8,098
Earnings per common share -
 basic (b)                          2.03      1.47       .87       .77       .81
Earnings per common share -
 diluted (b)                        1.98      1.45       .86       .76       .80


                                             Years Ended December 31,
                                  ---------------------------------------------
                                  1999      1998      1997       1996      1995
                                  ----      ----      ----       ----      ----
                                (In thousands of dollars, except per share data)

Selected Balance Sheet Data:

Working capital                 $ 63,074   $40,809   $44,055   $36,873   $28,644
Total assets                     125,249   103,625    83,152    71,614    64,475
Stockholders' equity             110,254    88,806    72,829    63,399    55,889
Book value per
 share (b)                         10.46      8.56      7.11      6.25      5.53
Return on average
 total assets, %                   18.25      12.5      11.6      11.5      13.9
Return on average
 stockholders'
 equity, %                         20.93      19.0      13.1      13.1      16.0

(a)   Includes gains of $1,267 and $1,359 from the sale of marketable securities
      during 1996 and 1995, respectively.

(b)   After giving retroactive effect to a two for one stock split on December
      1, 1999.









                                           -9-


<PAGE>




Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations


     The following discussion and analysis should be read in conjunction with
the Company's consolidated financial statements and the notes related thereto.
The discussion of results, causes and trends should not be construed to infer
any conclusion that such results, causes or trends will necessarily continue in
the future.

Results of Operations

     The following table sets forth, for the past three years, the percentage
relationship to net sales of certain items included in the Company's
consolidated statements of operations.

                                              Percentage of Net Sales
                                              -----------------------
                                              Years Ended December 31,
                                              ------------------------
                                             1999       1998        1997
                                             ----       ----        ----

Net sales ............................       100.0%     100.0%     100.0%
Cost of sales ........................        63.7       64.6       69.0
Selling, general and administrative
 expenses ............................        16.3       18.3       18.8
Other income, net of interest
 expense .............................          .7        1.7        1.9
Earnings before income taxes .........        20.7       18.8       14.2
Income tax provision .................         2.9        2.0        2.1
Net earnings .........................        17.8       16.8       12.1

     The following table sets forth, for the periods indicated, the percentage
increase or decrease of certain items included in the Company's consolidated
statements of operations.

                                                       Increase from
                                                        Prior Period
                                                ----------------------------
                                                1999 Compared  1998 Compared
                                                  with 1998      with 1997
                                                -------------  -------------

Net sales ......................................      31.6%        23.4 %

Cost of sales ..................................      29.8           15.6
Selling, general and administrative
 expenses ......................................      17.1           20.4
Net earnings ...................................      39.9           71.9





                                          -10-


<PAGE>






     Sales

      Net sales increased 31.6% from approximately $90.8 million in 1998 to
approximately $119.5 million in 1999. The Company attributes this increase
primarily to the inclusion of sales of telecom magnetic products of the signal
transformer product line recently acquired from Lucent, increased fuse sales and
initial sales of the new belMag(TM) high speed RJ-45 modular connector for
computer network and hub applications, offset, in part, by reduced LAN magnetic
component and delay line sales.

      Net sales increased 23.4% from 1997 to 1998 from approximately $73.5
million to $90.8 million. The Company attributes this increase primarily to
sales growth of network magnetic products and telecom magnetic products recently
acquired from Lucent, offset, in part, by reduced sales of value added modules.

     Cost of Sales

      Cost of sales as a percentage of net sales decreased from 64.6% in 1998 to
63.7% in 1999. The decrease in the cost of sales percentage is primarily
attributable to lower labor and factory overhead costs as a percentage of sales
offset in part by higher material content, principally attributed to differences
in sales mix.

   Cost of sales as a percentage of net sales decreased from 69.0% in 1997 to
64.6% in 1998. The decrease in the cost of sales percentage is primarily
attributable to lower material content and lower overhead and labor costs
principally due to higher sales volume.

     Selling, General and Administrative Expenses

      The percentage relationship of selling, general and administrative
expenses to net sales decreased from 18.3% in 1998 to 16.3% in 1999. The Company
attributes the percentage decrease primarily to increased sales. Selling,
general and administrative expenses increased in dollar amount by 17.1%. The
Company attributes the increase in dollar amount of such expenses primarily to
increases in sales and marketing salaries and other sales related expenses and
amortization of goodwill resulting from the acquisition of the signal
transformer product line acquired from Lucent in the fourth quarter of 1998.


                                     -11-


<PAGE>






      The percentage relationship of selling, general and administrative
expenses to net sales remained relatively constant, decreasing from 18.8% in
1997 to 18.3% in 1998. Selling, general and administrative expenses increased in
dollar amount by 20.4%. The Company attributes the increase in dollar amount of
such expenses primarily to increases in sales and marketing salaries and sales
related expenses, recruitment expenses to staff the signal transformer product
line and, to a lesser extent, amortization of goodwill acquired from Lucent.

     Other Income - Net

      Other income, consisting principally of interest earned on cash
equivalents, decreased by approximately $700,000 from the year 1998 to 1999. The
decrease is primarily due to the use of cash and cash equivalents in the
acquisition of the signal transformer business from Lucent.

      Other income, consisting principally of interest and dividends earned on
cash equivalents and marketable securities, increased by approximately $150,000
from the year 1997 to 1998. The increase is primarily due to higher earnings on
invested funds due to greater average balances in 1998 compared to 1997, offset,
in part, by the use of cash and cash equivalents in the acquisition of the
signal transformer business from Lucent.

      Provision for Income Taxes

      The Company has historically followed a practice of reinvesting a portion
of the earnings of foreign subsidiaries in the expansion of its foreign
operations. If the unrepatriated earnings were distributed to the parent
corporation rather than reinvested in the Far East, such funds would be subject
to United States Federal income taxes. No earnings were repatriated during 1999,
1998, or 1997. The Company files income tax returns in every jurisdiction in
which it has reason to believe it is subject to tax. Historically, the Company
has been subject to examination by various taxing jurisdictions. To date, none
of these examinations has resulted in any material additional tax. Nonetheless,
any tax jurisdiction may contend that a filing position claimed by the Company
regarding one or more of its transactions is contrary to that jurisdiction's
laws or regulations.

      The provision for income taxes for 1999 was $3,435,000 as compared to
$1,813,000 in 1998. The increase in the provision is due primarily to higher
foreign earnings and an increase in foreign effective tax rates in 1999 versus
1998.

      The provision for incomes taxes in 1998 was $1,813,000 as compared to
$1,555,000 in 1997. The increase in the provision is due primarily to higher
earnings before income taxes in 1998 versus 1997, offset, in part, by certain
recruitment expenses and the amortization of goodwill incurred in the U.S. in
connection with the signal transformer product line acquired from Lucent and
lower foreign income tax rates.


                                     -12-


<PAGE>






      The Company's effective tax rate has been lower than the statutory United
States corporate rate primarily as a result of the lower tax rates in Hong Kong
and Macau.

     Inflation

      During the past two  years,  the effect of  inflation  on the  Company's
profitability  was  not  material.  Historically,  fluctuations  of  the  U.S.
dollar  against other major  currencies  have not  significantly  affected the
Company's  foreign  operations as most  transactions  have been denominated in
U.S. dollars or currencies linked to the U.S. dollar.

      Liquidity and Capital Resources

      Historically, the Company has financed its capital expenditures through
cash flows from operating activities. Management believes that the cash flow
from operations, combined with its existing capital base and the Company's
available lines of credit, will be sufficient to funds its operations for the
near term. Such statement constitutes a Forward Looking Statement. Factors which
could cause the Company to require additional capital include, among other
things, potential acquisitions requiring substantial capital and future
expansion of the Company's operations.

        The Company has two domestic unsecured lines of credit amounting to
$11,000,000 which were unused at December 31, 1999. The lines of credit are
renewable annually. Borrowings under a $10 million line of credit are secured by
a first priority security interest in and a lien on all personal property of Bel
Fuse Inc. and its domestic subsidiaries.

        The Company's Hong Kong subsidiary has an unsecured line of credit of
approximately $2,000,000 which expires in October 2000. Borrowing on the line of
credit is guaranteed by the U.S. parent.

         On October 2, 1998, the Company acquired the manufacturing assets,
primarily consisting of inventory and fixed assets, of Lucent Technologies,
Inc.'s ("Lucent") signal transformer product line in exchange for approximately
$27 million in cash. Under the terms of the agreement, the Company, among other
things, continued to supply certain of Lucent's telecom magnetic requirements.
The Company has moved substantially all of the manufacturing of this business to
the People's Republic of China. The Company has established research and
development, support and legacy product manufacturing in Dallas, Texas. In
addition the Dallas facility will maintain a marketing office to sell and
service the Lucent customers

     Additionally, Lucent and the Company entered into a Transition Services
Agreement whereby Lucent has agreed to provide contract labor and transitional
services to the Company for an agreed price. During September 1999 the
transition was completed and all signal transformer manufacturing operations
along with the purchased assets were relocated to the Company's manufacturing
facilities.




                                     -13-

<PAGE>

      During 1999, the Company's cash and cash equivalents increased by
approximately $16.5 million, reflecting approximately $23.3 million provided by
operating activities and the exercise of stock options, offset, in part, by
approximately $5.3 million in purchases of plant and equipment, $1.4 million in
purchases of marketable securities and approximately $1.0 million in dividends.

      Cash, marketable securities and cash equivalents and accounts receivable
comprised approximately 42.2 % and 30.9 % of the Company's total assets at
December 31, 1999 and 1998, respectively. The Company's current ratio (i.e., the
ratio of current assets to current liabilities) was 5.5 to 1 and 4.0 to 1 at
December 31, 1999 and 1998, respectively.


Other Matters

Year 2000

      Impact of Year 2000

      During 1999, the Company addressed the year 2000 readiness of its mission
critical systems and mission critical service providers. Prior to December 31,
1999, the Company believed that its mission critical systems were year 2000
compliant and, based on written communications received from mission critical
service providers, that all such service providers had addressed the year 2000
readiness of their mission critical systems and devices. Prior to December 31,
1999, the Company had also identified and upgraded non mission critical systems
and devices to a state of year 2000 readiness. As of the filing date of this
Form 10-K, the Company has not experienced any significant year 2000 related
issues in its own operations, nor has there been any significant year 2000
related disruption in service from the Company's mission critical service
providers.


      Territories of Hong Kong, Macau and The People's Republic of China

      The Territory of Hong Kong reverted to The People's Republic of China
pursuant to a long-term land lease which expired in the middle of 1997. The
territory of Macau reverted to The People's Republic of China at the end of
1999. Management cannot presently predict what impact, if any, the expiration of
these leases will have on the Company or how the political climate in China will
affect its contractual arrangements in China. Substantially all of the Company's
manufacturing operations and approximately 63% of its identifiable assets are
located in Hong Kong, Macau, and The People's Republic of China. Accordingly,
events resulting from the expiration of such leases as well as any change in the
"Most Favored Nation" status granted to China by the U.S. could have a material
adverse effect on the Company.








                                     -14-


<PAGE>



      New Accounting Pronouncements

      In June 1998, the Financial Accounting Standard Board issued SFAS No. 133,
Accounting for Derivative Instruments and Hedging Activities (SFAS No. 133).
This Statement establishes accounting and reporting standards for derivative
instruments and hedging activities. It requires the recognition of all
derivatives as either assets or liabilities in the statement of financial
position and measurement of those instruments as either assets or liabilities in
the statement of financial position and measurement of those instruments at fair
value. The accounting for changes in the fair value of a derivative is dependent
upon the intended use of the derivative. SFAS No. 133 will be effective in the
Company's first quarter in the year ending December 31, 2001 and retroactive
application is not permitted. Management does not believe that this Statement
will have a significant impact on the Company.



Item 7A.  Quantitative and Qualitative Disclosures About Market Risk

          Fair Value of Financial Instruments -- The following disclosure of the
estimated fair value of financial instruments is made in accordance with the
requirements of Statement of Financial Accounting Standards No. 107,
"Disclosures about Fair Value of Financial Instruments". The estimated fair
values of financial instruments have been determined by the Company using
available market information and appropriate valuation methodologies. However,
considerable judgment is required in interpreting market data to develop the
estimates of fair value. Accordingly, the estimates presented herein are not
necessarily indicative of the amounts that the Company could realize in a
current market exchange.

          The Company has not entered into, and does not expect to enter into,
financial instruments for trading or hedging purposes. The Company does not
currently anticipate entering into interest rate swaps and/or similar
instruments.

          The Company's carrying values of cash, marketable securities, accounts
receivable, accounts payable and accrued expenses are a reasonable approximation
of their fair value.

          The Company's business in this regard is subject to certain risks,
including, but not limited to, differing economic conditions, loss of
significant customers, changes in political climate, differing tax structures,
other regulations and restrictions and foreign exchange rate volatility. The
Company's future results could be materially and adversely impacted by changes
in these or other factors.

Item 8.   Financial Statements and Supplementary Data

          See the consolidated financial statements listed in the accompanying
Index to Consolidated Financial Statements for the information required by this
item.





                                          -15-

<PAGE>

INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Stockholders of
BelFuse Inc.
Jersey City, New Jersey

We have audited the accompanying consolidated balance sheets of BelFuse Inc. and
its subsidiaries (the "Company") as of December 31, 1999 and 1998, and the
related consolidated statements of operations, stockholders' equity, and cash
flows for each of the three years in the period ended December 31, 1999. Our
audits also included the financial statement schedule listed in the Index at
Item 14. These financial statements and financial statement schedule are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements and financial statement schedule 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 such consolidated financial statements present fairly, in all
material respects, the financial position of BelFuse Inc. and its subsidiaries
at December 31, 1999 and 1998, and the results of their operations and their
cash flows for each of the three years in the period ended December 31, 1999 in
conformity with generally accepted accounting principles. Also, in our opinion,
such financial statement schedule, when considered in relation to the basis
consolidated financial statements taken as a whole, presents fairly in all
material respects the information set forth therein.


/S/ DELOITTE & TOUCHE LLP

February 16, 2000
New York, New York

                                      F-1



<PAGE>




                             BEL FUSE INC. AND SUBSIDIARIES
                               CONSOLIDATED BALANCE SHEETS

                                         ASSETS


                                                            December 31,
                                                   -----------------------------
                                                       1999             1998
                                                   -----------------------------

Current Assets:
   Cash and cash equivalents                       $ 31,382,629     $ 14,923,685
   Marketable securities                              2,253,039            -
   Accounts receivable - less allowances
    of $661,000 and $317,000                         18,815,513       17,072,537
   Inventories                                       24,210,654       21,847,563
   Prepaid expenses and other current
    assets                                              334,820          353,869
   Deferred income taxes                                111,000          284,000
                                                   ------------     ------------

      Total Current Assets                           77,107,655       54,481,654

Property, plant and equipment - net                  36,021,708       35,471,498

Goodwill - net of amortization of
 $2,042,008 and $523,423                             11,747,444       13,222,223

Other assets                                            372,475          449,253
                                                   ------------     ------------

      TOTAL ASSETS                                 $125,249,282     $103,624,628
                                                   ============     ============























                     See notes to consolidated financial statements.
                                           F-2


<PAGE>




                             BEL FUSE INC. AND SUBSIDIARIES
                               CONSOLIDATED BALANCE SHEETS

                          LIABILITIES AND STOCKHOLDERS' EQUITY

                                                           December 31,
                                                  -----------------------------
                                                      1999             1998
                                                  -----------------------------
Current Liabilities:
   Accounts payable                               $  4,375,915     $  4,985,840
   Accrued expenses                                  9,021,672        8,416,051
   Income taxes payable                                241,850           10,247
   Dividends payable                                   393,908          260,331
                                                   -----------      -----------
      Total Current Liabilities                     14,033,345       13,672,469

Deferred income taxes                                  962,000        1,146,000
                                                   -----------      -----------
      Total Liabilities                             14,995,345       14,818,469
                                                   -----------      -----------

Commitments and Contingencies

Stockholders' Equity:
   Preferred stock, no par value,
    authorized 1,000,000 shares;
    none issued                                          --                --
   Class A common stock, par value
   $.10 per share - authorized
   10,000,000 shares; outstanding
   2,632,197 and 2,603,310 shares
   (net of 1,072,770 treasury shares)                  263,220          260,331
  Class B common stock, par value
   $.10 per share - authorized
   30,000,000 shares; outstanding
   7,910,306 and 7,809,930 shares
   (net of 3,218,310 treasury shares)                  791,031          780,993
   Additional paid-in capital                        8,811,653        8,040,759
   Retained earnings                                99,839,765       79,728,787
   Cumulative other comprehensive
    income (loss)                                      548,268           (4,711)
                                                   -----------       ----------
      Total Stockholders' Equity                   110,253,937       88,806,159
                                                   -----------       ----------

      TOTAL LIABILITIES AND
      STOCKHOLDERS' EQUITY                       $125,249,282      $103,624,628
                                                  ===========       ===========



                     See notes to consolidated financial statements.

                                           F-3


<PAGE>



                             BEL FUSE INC. AND SUBSIDIARIES
                          CONSOLIDATED STATEMENTS OF OPERATIONS

                                              Years Ended December 31,
                                   -------------------------------------------
                                       1999             1998           1997
                                   ------------     -----------    -----------

Net sales                          $119,463,650     $90,754,195    $73,530,876
                                   ------------     -----------    -----------
Costs and Expenses:

   Cost of sales                     76,112,866      58,654,040     50,723,813
   Selling, general and
    administrative                   19,501,988      16,648,125     13,829,765
                                   ------------     -----------    -----------
                                     95,614,854      75,302,165     64,553,578
                                   ------------     -----------    -----------
Income from operations               23,848,796      15,452,030      8,977,298
Other income (net)                      878,037       1,578,790      1,428,164
                                   ------------     -----------    -----------
Earnings before income
 taxes                               24,726,833      17,030,820     10,405,462
Income tax provision                  3,435,000       1,813,000      1,555,000
                                   ------------     -----------    -----------
Net earnings                       $ 21,291,833     $15,217,820    $ 8,850,462
                                   ============     ===========    ===========
Earnings per common
 share - basic                           $2.03           $1.47        $ .87
                                          ====            ====         ====
Earnings per common
 share - diluted                         $1.98           $1.45        $ .86
                                          ====            ====         ====
Weighted average number
 of common shares out-
 standing - basic                    10,476,670      10,361,630     10,176,966
                                   ============     ===========    ===========
           - diluted                 10,777,485      10,527,844     10,317,756
                                   ============     ===========    ===========










                     See notes to consolidated financial statements.
                                           F-4


<PAGE>


<TABLE>
                                                              BEL FUSE INC. AND SUBSIDIARIES
                                                      CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
<CAPTION>

                                                                            Cumulative
                                                                               Other
                                                                              Compre-
                                                   Compre-                    hensive                 Class A   Class B   Additional
                                                   hensive      Retained      Income      Common       Common    Common    Paid-In
                                     Total         Income        Earnings     (Loss)       Stock        Stock     Stock    Capital
                                 ------------    ----------   ------------   --------   -----------   --------  --------  ----------
<S>                              <C>             <C>          <C>            <C>        <C>           <C>       <C>       <C>
Balance, January 1, 1997         $ 63,399,097    $            $ 55,920,836   $ (7,721)  $ 1,014,164   $   --    $   --    $6,471,818
Exercise of stock options             426,963                                                10,220                          416,743
Tax benefits arising
 from the non-quali-
 fied disposition of
 incentive stock options              125,000                                                                                125,000
Currency translation adjustment        27,888   $    27,888                    27,888
Net earnings                        8,850,462     8,850,462      8,850,462
                                                -----------
    Comprehensive Income                        $ 8,878,350
                                                ===========
                                 ------------                 ------------   --------   -----------   --------  --------  ----------
Balance, December 31, 1997         72,829,410                   64,771,298     20,167     1,024,384       --        --     7,013,561
Exercise of stock options             863,138                                                16,016        231       693     846,198
Effect of splitting Common
 Stock into A and B shares                                                               (1,040,400)   260,100   780,300
Tax benefits arising
 from the non-quali-
 fied disposition of
 incentive stock options              181,000                                                                                181,000
Cash dividends on Class B
 Common Stock-$.10 per share         (260,331)                    (260,331)
Currency translation adjustment       (24,878)  $   (24,878)                  (24,878)

</TABLE>



               See notes to consolidated financial statements.
                                     F-5

<PAGE>

<TABLE>
                                                              BEL FUSE INC. AND SUBSIDIARIES
                                                      CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

<CAPTION>

                                                                            Cumulative
                                                                               Other
                                                                              Compre-
                                                   Compre-                    hensive                 Class A   Class B   Additional
                                                   hensive      Retained      Income      Common       Common    Common    Paid-In
                                     Total         Income        Earnings     (Loss)       Stock        Stock     Stock    Capital
                                 ------------   -----------   ------------   --------   -----------   --------  --------  ----------
<S>                              <C>             <C>          <C>            <C>        <C>           <C>       <C>       <C>


Net earnings                       15,217,820    15,217,820     15,217,820
                                                -----------
    Comprehensive Income                        $15,192,942
                                                ===========
                                 ------------                  -----------    -------     ---------  ---------  --------   ---------
Balance, December 31, 1998         88,806,159                   79,728,787     (4,711)        --       260,331   780,993   8,040,759
Exercise of stock options             662,821                                                            2,889    10,038     649,894
Tax benefits arising from
 the non-qualified disposition
 of incentive stock options           121,000                                                                                121,000
Cash dividends on Class B
 common stock                      (1,180,855)                  (1,180,855)
Currency translation adjustment        15,275    $   15,275                    15,275
Unrealized gain on marketable
 securities-net of taxes              537,704       537,704                   537,704
Net earnings                       21,291,833    21,291,833     21,291,833
                                                -----------
    Comprehensive Income                        $21,844,812
                                                ===========


                                 ------------                  -----------  ---------      --------  ---------  --------  ----------
Balance, December 31, 1999       $110,253,937                  $99,839,765  $ 548,268      $   --    $ 263,220  $791,031  $8,811,653
                                 ============                  ===========  =========      ========  =========  ========  ==========
</TABLE>

                 See notes to consolidated financial statements.
                                       F-6


<PAGE>




                         BEL FUSE INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                              Years Ended December 31,
                                      -----------------------------------------
                                          1999           1998           1997
                                      ------------   ------------   -----------
Cash flows from operating activities:
    Net income                        $ 21,291,833   $ 15,217,820   $ 8,850,462
 Adjustments to reconcile net
  income to net cash provided
  by operating activities
    Depreciation and
     amortization                        6,100,768      4,128,868     3,424,230
   Other                                   126,929        303,108       178,347
   Deferred income taxes                  (369,000)       326,000      (113,000)
    Changes in operating assets
     and liabilities                    (3,905,708)    (4,160,999)   (4,056,541)
                                      ------------   ------------   -----------

      Net Cash Provided by
       Operating Activities             23,244,822     15,814,797     8,283,498
                                      ------------   ------------   -----------

Cash flows from investing activities:
 Purchase of property, plant
   and equipment                        (5,272,130)    (3,652,388)   (6,137,171)
 Purchase of marketable
     securities                         (1,357,335)    (2,830,415)   (4,669,954)
 Payment for acquisition                   (43,806)   (27,514,000)         --
 Proceeds from sale of
   marketable securities                      --        2,829,840     7,651,275
 Proceeds from sale of
   equipment                               136,953         14,291         8,526
 Proceeds from repayment
   by contractors                          128,804        166,455       170,339
 Dividends paid to common
   shareholders                         (1,041,185)          --            --
                                      ------------   ------------   -----------
      Net Cash (Used in)
       Investing Activities             (7,448,699)   (30,986,217)   (2,976,985)
                                      ------------   ------------   -----------






                                                                     (Continued)
                     See notes to consolidated financial statements.
                                           F-7


<PAGE>



                             BEL FUSE INC. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

                                             Years Ended December 31,
                                     ------------------------------------------
                                         1999           1998           1997
                                     ------------   ------------   ------------
Cash flows from financing activities:
 Proceeds from exercise of
   stock options                          662,821        863,138        426,963
                                     ------------   ------------   ------------

Net Increase (decrease) in
 Cash and Cash Equivalents             16,458,944    (14,308,282)     5,733,476
Cash and Cash Equivalents
 - beginning of year                   14,923,685     29,231,967     23,498,491
                                     ------------   ------------   ------------

Cash and Cash Equivalents
 - end of year                       $ 31,382,629   $ 14,923,685   $ 29,231,967
                                     ============   ============   ============


Changes in operating assets
   and liabilities consist of:
   Increase in accounts
    receivable                       $ (1,742,976)  $ (5,981,158)  $ (2,346,939)
   Increase in inventories             (2,363,091)    (2,215,625)    (3,791,398)
   Increase in prepaid
     expenses and other
     current assets                      (109,755)      (142,042)       (69,609)

  Decrease in other assets                 76,778        131,511        250,493
   Increase (decrease) in
    accounts payable                     (609,925)     1,517,943        170,072

   Increase in accrued
    expenses                              611,658      2,755,640      1,813,785
   Increase (decrease) in
    income taxes payable                  231,603       (227,268)       (82,945)
                                     ------------   ------------   ------------

                                     $ (3,905,708)  $ (4,160,999)  $ (4,056,541)
                                     ============   ============   ============












                                                                     (Continued)
                     See notes to consolidated financial statements.
                                           F-8


<PAGE>




                             BEL FUSE INC. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)


                                             Years Ended December 31,
                                          1999           1998            1997

Supplementary information:
   Cash paid during year for:
  Income taxes                         $ 1,598,000    $ 1,261,000   $ 1,050,000
                                       ===========    ===========   ===========
  Details of acquisition:
    Fair value of assets
     acquired                                         $27,514,000
    Liabilities assumed                                      --
                                                      -----------
  Net cash paid for
   acquisition                                        $27,514,000
                                                      ===========

Supplemental disclosure of
 non-cash investing and
 financing activities:
   Unrealized gain on
    marketable securities              $  (537,704)
                                       ===========

Accrued and unpaid dividends
 on Class B common shares              $   393,908    $   260,331
                                       ===========    ===========







                     See notes to consolidated financial statements.
                                           F-9


<PAGE>




                         BEL FUSE INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.    DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Bel Fuse Inc. and its subsidiaries (the "Company") operate in one industry
segment and are engaged in the design, manufacture and sale of products used in
local area networking, telecommunication, business equipment and consumer
electronic applications. Sales are predominantly in North America, Western
Europe and the Far East.

      PRINCIPLES OF CONSOLIDATION - The consolidated financial statements
include the accounts of the Company and its wholly-owned subsidiaries. All
significant intercompany transactions and balances have been eliminated.

      USE OF ESTIMATES - The preparation of the 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 revenues and expenses
during the reporting period. Actual results could differ from those estimates.

      CASH EQUIVALENTS - Cash equivalents include short-term investments in U.S.
treasury bills and commercial paper with an original maturity of three months or
less when purchased. At December 31, 1999 and 1998, cash equivalents approximate
$19,586,000 and $4,206,000, respectively.

      MARKETABLE SECURITIES - The Company classifies its investments in equity
securities as "available for sale", and accordingly, reflects unrealized gains
and losses, net of deferred income taxes, as a separate component of
stockholders' equity.

      The fair values of marketable securities are estimated based on quoted
market prices. Realized gains or losses from the sales of marketable securities
are based on the specific identification method.

      CONCENTRATION OF CREDIT RISK - Financial instruments which potentially
subject the Company to concentrations of credit risk consist principally of
accounts receivable and temporary cash investments. The Company grants credit
primarily to original equipment manufacturers and to subcontractors of original
equipment manufacturers based on an evaluation of the customer's financial
condition, without requiring collateral. Exposure to losses on receivables is
principally dependent on each customer's financial condition. The Company
controls its exposure to credit risk through credit approvals, credit limits and
monitoring procedures and establishes allowances for anticipated losses.

      The Company places its temporary cash investments with quality financial
institutions and, by policy, limits the amount of credit exposure with any one
financial instrument.

                                          F-10


<PAGE>




                             BEL FUSE INC. AND SUBSIDIARIES
                       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 1.   DESCRIPTION   OF  BUSINESS   AND  SUMMARY  OF   SIGNIFICANT   ACCOUNTING
      POLICIES (Continued)

      INVENTORIES - Inventories are stated at the lower of weighted average cost
or market.

      REVENUE RECOGNITION - Revenue is recognized when products are shipped and
title passes to customers.

      AMORTIZATION OF INTANGIBLES - Goodwill represents the excess of purchase
price and related costs over the value assigned to the net tangible assets
acquired. Goodwill and other intangible assets are amortized on a straight-line
basis over 3 1/2 to 15 years. Amortization expense was $1,518,000 in 1999,
$394,000 in 1998 and $21,000 in 1997.

      DEPRECIATION - Property, plant and equipment are stated at cost less
accumulated depreciation. Depreciation is calculated primarily using the
declining-balance method for machinery and equipment and the straight-line
method for buildings over their estimated useful lives.

      INCOME TAXES - Deferred taxes are provided to reflect the tax effect of
temporary differences between financial reporting and tax basis of assets and
liabilities. The principal items giving rise to deferred taxes are the use of
accelerated depreciation methods for plant and equipment and certain expenses
which have been deducted for financial reporting purposes which are not
currently deductible for income tax purposes.

      STOCK BASED COMPENSATION - The Company has adopted the disclosure-only
provisions of Statement Of Financial Accounting Standards No. 123, "Accounting
for Stock-Based Compensation." The standard encourages, but does not require,
companies to recognize compensation expense for grants of stock, stock options
and other equity instruments to employees based on fair value.

      EVALUATION OF LONG-LIVED ASSETS - Long-lived assets are assessed for
recoverability on an on-going basis. In evaluating the fair value and future
benefits of long-lived assets, their carrying value would be reduced by the
excess, if any, of the long-lived asset over management's estimate of the
anticipated undiscounted future net cash flows of the related long-lived asset.
As of December 31, 1999, management concluded that no impairment exists.









                                     F-11


<PAGE>




                         BEL FUSE INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.    DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      (Continued)

      EARNINGS PER COMMON SHARE -

      Basic earnings per common share are computed by dividing net earnings by
the weighted average number of common shares outstanding during the year.
Diluted earnings per common share are computed by dividing net earnings by the
weighted average number of common shares and potential common shares outstanding
during the year. Potential common shares used in computing diluted earnings per
share relate to stock options which, if exercised, would have a dilutive effect
on earnings per share. The number of potential common shares outstanding were
300,815, 166,214 and 140,790 for the years ended December 31, 1999, 1998 and
1997, respectively. During the three years ending December 31, 1999, there were
no antidilutive options omitted from the calculation of diluted earnings per
share.

      FAIR VALUE OF FINANCIAL INSTRUMENTS - For financial instruments including
cash, accounts receivable, accounts payable and accrued expenses, it was assumed
that the carrying amount approximated fair value because of the short maturities
of such instruments.

      NEW FINANCIAL ACCOUNTING STANDARDS - In June 1998, the Financial
Accounting Standards Board issued SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities ("SFAS No. 133"). This Statement establishes
accounting and reporting standards for derivative instruments and hedging
activities. It requires the recognition of all derivatives as either assets or
liabilities in the statement of financial position and measurement of those
instruments as either assets or liabilities in the statement of financial
position and measurement of those instruments at fair value. The accounting for
changes in the fair value of a derivative is dependent upon the intended use of
the derivative. SFAS No. 133 will be effective in the Company's first quarter in
the year ending December 31, 2001. Management does not believe that this
Statement will have a material impact on the Company.








                                     F-12


<PAGE>



                         BEL FUSE INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


2.    ACQUISITION

     On October 2, 1998, the Company acquired the manufacturing assets,
primarily consisting of inventory and fixed assets, of Lucent Technologies,
Inc.'s ("Lucent") signal transformer product line in exchange for approximately
$27 million in cash. Under the terms of the agreement, the Company, among other
things, continued to supply certain of Lucent's telecom magnetic requirements.
The Company has moved substantially all of the manufacturing of this business to
the People's Republic of China. The Company has established research and
development, support and legacy product manufacturing in Dallas, Texas. In
addition the Dallas facility will maintain a marketing office to sell and
service the Lucent customers.

     Additionally, Lucent and the Company entered into a Transition Services
Agreement whereby Lucent has agreed to provide contract labor and transitional
services to the Company for an agreed price. During September 1999, the
transition was substantially completed and all signal transformer manufacturing
operations along with the purchased assets were relocated to the Company's
manufacturing facilities.

      The acquisition has been accounted for under the purchase method of
accounting and includes the results of operations of the acquired entity from
October 2, 1998 to December 31, 1998. Intangible assets and goodwill which arose
in connection with the acquisition in the amount of $13.5 million, are being
amortized over 3 and one-half to 15 years using the straight line method.
Proforma unaudited results of operations for the year ended December 31, 1998
reflect the consolidated operations of the Company assuming the acquisition
occurred on January 1, 1998. Proforma adjustments have been made for
amortization of intangibles, depreciation, reduction of interest income and
income taxes. The proforma results are as follows:


                                                      Year Ended
                                                      December 31,
                                                          1998
                                                ---------------------
                                                (Dollars in thousands
                                                except per share data)

Sales                                                  $123,418
Net earnings (1)                                         25,003
Diluted earnings per
  common share (2)                                     $   2.37

(1)    In arriving at net earnings, income taxes were estimated based upon
       assumptions as to the geographic area in which the operating income would
       have been earned by the Company.

(2)    After giving retroactive effect to a two for one stock dividend on
       December 1, 1999.



                                     F-13


<PAGE>




                        BEL FUSE INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

3. MARKETABLE SECURITIES

      At December 31, 1999 marketable securities have a cost of $1,357,000, an
estimated fair value of $2,253,000 and gross unrealized gain of $896,000.


4.    INVENTORIES

                                                     December 31,
                                              ---------------------------
                                                  1999            1998
                                              ------------    -----------
Raw materials                                 $ 11,311,699    $11,459,928
Work in process                                    100,273        139,166
Finished goods                                  12,298,682     10,248,469
                                              ------------    -----------
                                              $ 23,710,654    $21,847,563
                                              ============    ===========

5.    PROPERTY, PLANT AND EQUIPMENT

                                                      December 31,
                                              ---------------------------
                                                  1999            1998
                                              ------------    -----------
Land                                          $  1,164,436    $ 1,164,436
Buildings and improvements                      14,282,892     13,901,108
Machinery and equipment                         51,331,262     46,658,618
Idle property held for sale                        935,000        935,000
                                              ------------    -----------
                                                67,713,590     62,659,162
Less accumulated depreciation                   31,691,882     27,187,664
                                              ------------    -----------
                                              $ 36,021,708    $35,471,498
                                              ============    ===========

      Depreciation expense for the years ended December 31, 1999, 1998 and 1997
was $4,585,000, $3,735,000, and $3,404,000, respectively.


6.    INCOME TAXES

      The provision for income taxes consists of the following:

                                            Years Ended December 31,
                                  ------------------------------------------
                                     1999            1998            1997
                                  ----------      ----------     -----------
Current:
  Federal                         $  907,000      $  935,000     $   961,000
  Foreign                          2,732,000         352,000         614,000
  State                              165,000         200,000          93,000
                                  ----------      ----------     -----------
                                   3,804,000       1,487,000       1,668,000
                                  ----------      ----------     -----------

Deferred:
  Federal                           (312,000)        180,000        (396,000)
  Foreign                            (57,000)        146,000         283,000
                                  ----------      ----------     -----------
                                    (369,000)        326,000        (113,000)
                                  ----------      ----------     -----------

                                  $3,435,000      $1,813,000      $1,555,000
                                  ==========      ==========      ==========


                                     F-14


<PAGE>



                        BEL FUSE INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


6.  INCOME TAXES (continued)

      A reconciliation of taxes on income at the federal statutory rate to
amounts provided is as follows:

                                             Years Ended December 31,
                                  --------------------------------------------
                                     1999             1998             1997
                                  -----------      -----------     -----------

Tax provision computed
 at the Federal sta-
 tutory rate                      $ 8,407,000      $ 5,791,000     $ 3,538,000
Increase (decrease) in
 taxes resulting from:
Lower tax rates applicable
 to foreign operations             (4,924,000)      (4,255,000)     (2,280,000)

State taxes, net of federal
 benefit                              109,000          132,000          61,000
Other, net                           (157,000)         145,000         236,000
                                  -----------      -----------     -----------
                                  $ 3,435,000      $ 1,813,000     $ 1,555,000
                                  ===========      ===========     ===========


      The types of temporary differences between the tax basis of assets and
liabilities and their financial reporting amounts that give rise to the deferred
tax liability and deferred tax asset and their approximate tax effects are as
follows:
                                            December 31,
                       --------------------------------------------------------
                                  1999                          1998
                       ---------------------------   --------------------------
                        Temporary                     Temporary
                        Difference     Tax Effect     Difference    Tax Effect
                       ------------   ------------   ------------   -----------
Deferred Liabilities:
   Depreciation and
    amortization       $ 13,961,000   $    604,000   $ 14,632,000   $ 1,146,000

   Unrealized
    appreciation
    in marketable
    securities              896,000        358,000           --            --
                       ------------   ------------   ------------   -----------
                       $ 14,875,000   $    962,000   $ 14,632,000   $ 1,146,000
                       ============   ============   ============   ===========
Deferred Asset:
   Other temporary
    differences        $   (278,000)  $   (111,000)  $   (711,000)  $  (284,000)
                       ============   ============   ============   ===========










                                     F-15


<PAGE>



                        BEL FUSE INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


6.  INCOME TAXES (continued)

      The Company files income tax returns in all jurisdictions in which it has
reason to believe it is subject to tax. Historically, the Company has been
subject to examination by various taxing jurisdictions. To date, none of these
examinations has resulted in any material additional tax. Nonetheless, any tax
jurisdiction may contend that a filing position claimed by the Company regarding
one or more of its transactions is contrary to that jurisdiction's laws or
regulations.

      It is management's intention to permanently reinvest a portion of the
earnings of foreign subsidiaries in the expansion of its foreign operations. No
earnings were repatriated during 1999, 1998 or 1997. Unrepatriated earnings,
upon which income taxes have not been accrued, approximate $92.8 million at
December 31, 1999. Estimated income taxes related to unrepatriated foreign
earnings would approximate $22.6 million.
































                                     F-16


<PAGE>



                        BEL FUSE INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

7.   SEGMENTS - GEOGRAPHIC AREAS


     The Company does not have reportable operating segments as
defined in Statement of Financial Accounting Standards No. 131, "Disclosures
about Segments of an Enterprise and Related Information". The method for
attributing revenues to individual countries is based on the destination to
which finished goods are shipped. The Company operates facilities in the United
States, Europe and the Far East.


     The Company had sales to individual customers in excess of ten percent of
consolidated net sales as follows: The amounts and percentages of the Company's
sales were approximately $24,066,000 (20.1%), $21,118,000 (17.7%) and
$12,733,000 (10.7%) in 1999; $23,055,000 (25.4%) and $13,385,000 (14.7%) in
1998; and $19,217,000 (26.1%) and $8,272,000 (11.3%) in 1997. The loss of any of
these customers could have a material adverse effect on the Company's results of
operations, financial position and cash flows.

                                      1999            1998             1997
                                 -------------    -------------    ------------
 Revenue from unrelated entities
 and country of Company's
 domicile:
  United States                  $  69,603,111    $  47,884,195    $ 37,702,876
  Asia/Pacific                      23,675,905       17,914,000      11,491,000
  Hong Kong                          7,622,297        4,337,000       3,507,000
  United Kingdom                       347,745        1,657,000       2,455,000
  Europe                            17,835,412       17,656,000      16,085,000
  Other                                379,180        1,306,000       2,290,000
                                 -------------    -------------    ------------
                                 $ 119,463,650    $  90,754,195    $ 73,530,876
                                 =============    =============    ============

Total revenues:
    United States                $  72,048,046    $  49,641,429    $ 39,083,088
    Asia                           104,083,997       75,662,502      64,727,693
  Less intergeographic
   revenues                        (56,668,393)     (34,549,736)    (30,279,905)
                                 -------------    -------------    ------------
                                 $ 119,463,650    $  90,754,195    $ 73,530,876
                                 =============    =============    ============

Income from Operations:
  United States                  $   2,299,951    $   1,877,219    $    454,908
  Asia                              21,548,845       13,574,811       8,522,390
                                 -------------    -------------    ------------
                                 $  23,848,796    $  15,452,030    $  8,977,298
                                 =============    =============    ============

Assets:
  United States                  $  51,770,893    $  42,374,486    $ 37,415,565
  Asia                              87,937,707       66,096,256      49,194,689
  Less intergeographic
   eliminations                    (14,459,318)      (4,846,114)     (3,458,031)
                                 -------------    -------------    ------------
Total identifiable assets        $ 125,249,282    $ 103,624,628    $ 83,152,223
                                 =============    =============    ============
Capital Expenditures:
  United States                  $   1,334,885    $     469,286    $    798,258
  Asia                               3,937,245        3,183,102       5,338,913
                                 -------------    -------------    ------------
                                 $   5,272,130    $   3,652,388    $  6,137,171
                                 =============    =============    ============


                                     F-17


<PAGE>





                         BEL FUSE INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 7.     OPERATIONS IN GEOGRAPHIC AREAS, FOREIGN OPERATIONS AND EXPORT SALES
(Continued)

                                    1999           1998          1997
                                -----------    ------------  ------------
  Depreciation and Amortization
     expense:
    United States               $ 1,208,414    $    639,637  $    500,564
    Asia                          4,892,354       3,489,231     2,923,666
                                -----------    ------------  ------------
                                $ 6,100,768    $  4,128,868  $  3,424,230
                                ===========    ============  ============

        Transfers between geographic areas include raw materials manufactured in
the United States which are shipped to foreign countries to be manufactured into
finished products and finished products manufactured in foreign countries and
transferred to the United States for sale. Income from operations represents
total revenue less operating expenses.

        Identifiable assets are those assets of the Company that are identified
with the operations of each geographic area.

        The territory of Hong Kong reverted to the People's Republic of China
pursuant to a long-term land lease which expired in the middle of 1997. The
territory of Macau reverted to the People's Republic of China at the end of
1999. Management cannot presently predict what impact, if any, the expiration of
these leases will have on the Company, if any, or how the political climate in
China will affect the Company's contractual arrangements in China. Substantially
all of the Company's manufacturing operations and approximately 63% of its
identifiable assets are located in The People's Republic of China and its
special administrative regions ("SAR") of Hong Kong and Macau. Accordingly,
events which may result from the expiration of such leases, as well as any
change in the "Most Favored Nation" status granted to China by the U.S. could
have a material adverse effect on the Company.

        The Company's research and development facilities are located in
California, Indiana, Texas and Hong Kong. Research and development costs
amounted to $5,932,000 in 1999, $4,989,000 in 1998, and $3,895,000 in 1997.

 8.     RETIREMENT FUND AND PROFIT SHARING PLAN

        The Company maintains a domestic profit sharing plan, a contributory
stock ownership and savings 401(K) plan which combines stock ownership, and
individual voluntary savings provisions to provide retirement benefits for plan
participants. The plan provides for participants to voluntarily contribute a
portion of their compensation, subject to certain legal maximums. The Company
will match, based on a sliding scale, up to $350 for the first $600 contributed
by each participant. Matching contributions plus additional discretionary
contributions will be made with Company stock purchased in the open market. The
expense for the years ended December 31, 1999, 1998 and 1997 amounted to
approximately $281,000, $174,000 and $152,000 , respectively. As of December 31,
1999, the plans owned 39,050 and 137,120 shares of Bel Fuse Inc. Class A and
Class B common stock, respectively.

                                      F-18


<PAGE>



                         BEL FUSE INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 8.     RETIREMENT FUND AND PROFIT SHARING PLAN (Continued)

        The Company's Far East subsidiaries have a retirement fund covering
substantially all of their Hong Kong based full-time employees. Eligible
employees contribute up to 5% of salary to the fund. In addition, the Company
may contribute an amount equal to a percentage of eligible salary, as determined
by the Company, in cash or Company stock. The expense for the years ended
December 31, 1999, 1998 and 1997 amounted to approximately $511,000, $516,000
and $385,000, respectively. The Company has agreed to repurchase its stock, if
no market exists, should it be requested to do so by the trustees of the
Company's Far East plan. As of December 31, 1999, the plan owned 4,820 and
20,401 shares of Bel Fuse Inc. Class A and Class B common stock, respectively.

 9.     STOCK OPTION PLAN

        The Company has a Qualified Stock Option Plan (the "Plan") which
provides for the granting of "Incentive Stock Options" to key employees within
the meaning of Section 422 of the Internal Revenue Code of 1954, as amended. The
Plan provides for the issuance of 2,400,000 shares. Substantially all options
outstanding become exercisable twenty-five (25%) percent one year from the date
of grant and twenty-five (25%) percent for each year of the three years
thereafter. The price of the options granted pursuant to the Plan is not to be
less than 100 percent of the fair market value of the shares on the date of
grant. An option may not be exercised within one year from the date of grant,
and in general, no option will be exercisable after six years from the date
granted. All outstanding options as of July 9, 1998 were split equally into
Class A Common Stock and Class B Common Stock. The Company has adopted the
disclosure-only provisions of Statement of Financial Accounting Standards No.
123, "Accounting for Stock-Based Compensation (SFAS No. 123)." Accordingly, no
compensation cost has been recognized for the stock options awarded. Had
compensation cost for the Company's stock option plan been determined based on
the fair value at the grant date for awards in 1999 and 1998 consistent with the
provisions of SFAS No. 123, the Company's net earnings and earnings per share
would have been reduced to the pro forma amounts indicated below:

                                                           December 31,
                                                   ----------------------------
                                                      1999              1998
                                                   -----------      -----------
Net earnings - as reported                         $21,291,833      $15,217,820
Net earnings - pro forma                            20,373,438       14,717,692
Earnings per share - basic - as reported                 $2.03            $1.47
Earnings per share - basic - pro forma                   $1.95            $1.43
Earnings per share - diluted - as reported               $1.98            $1.45
Earnings per share - diluted - pro forma                 $1.89            $1.41

        The fair value of each option grant is estimated on the date of grant
using the Black-Scholes option-pricing model with the following weighted-average
assumptions used for grants in 1999 and 1998, respectively: dividends yield of
 .8% and -0-%; expected volatility of 65% for Class A in 1998 and 82% and 59% for
Class B; risk-free interest rate of 5% and 5.05% , and expected lives of 5
years.

                                     F-19


<PAGE>




                         BEL FUSE INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 9.     STOCK OPTION PLAN (Continued)

        Information regarding the Company's Plan for 1999, 1998 and 1997 is as
follows after giving retroactive effect to a two for one stock split on December
1, 1999:
<TABLE>
<CAPTION>

                                            1999                               1998                               1997
                              --------------------------------    -------------------------------    -------------------------------
                                                   Weighted-                          Weighted-                          Weighted-
                                                   Average                            Average                            Average
                                                   Exercise                           Exercise                           Exercise
                                  Shares             Price            Shares           Price             Shares            Price
                             ----------------   --------------    --------------   --------------    --------------   --------------
<S>                          <C>               <C>              <C>               <C>              <C>               <C>
Options out-
 standing, begin-
 ning of year                         523,400           $ 6.07           472,800           $ 5.73           372,000           $ 4.80
Options exercised                    (129,263)          $ 5.13          (169,400)          $ 5.10          (102,200)          $ 4.18
Options granted                       174,000           $15.40           230,000           $ 6.07           211,000           $ 6.63
Options cancelled                        --             $  --            (10,000)          $ 6.44            (8,000)          $ 6.07
                              ---------------                     --------------                     --------------
Options out-
 standing, end
 of year                              568,137           $ 9.03           523,400           $ 6.07           472,800           $ 5.73
                              ===============                     ==============                     ==============
Options price
 range at end of
 year                         $5.75 to $15.44                     $3.25 to $6.63                     $3.25 to $7.00
Options price range
 for exercised
 shares                        $3.25 to $7.00                     $3.25 to $7.00                     $3.25 to $7.00
Options available
 for grant at end
 of year                              713,000                            887,000                            107,000

Weighted-average fair
 value of options,
 granted during the
 year                                   $9.61                              $3.35                              $3.73
</TABLE>

        The following table summarizes information about fixed-price stock
options outstanding at December 31, 1999:
<TABLE>
<CAPTION>
                                        Weighted-
                      Number Out-        Average         Weighted     Number Exer-       Weighted-
   Range of           standing at       Remaining         Average      cisable at         Average
   Exercise           December 31,     Contractual       Exercise     December 31,        Exercise
    Prices               1999              Life            Price           1999            Price
----------------     ------------      -----------       ---------     -----------       ---------
<S>                  <C>              <C>              <C>             <C>             <C>
$ 5.75 to $ 7.00          394,137          3 years          $ 6.37          87,219          $ 6.31
$15.38 to $15.44          174,000          4 years          $15.40            --            $  --
                          -------                                           ------
                          568,137                                           87,219
                          =======                                           ======
</TABLE>

10.  COMMON STOCK

     On July 9, 1998, the shareholders approved an amendment to Article VI of
the Company's Certificate of Incorporation that (i) authorized a new voting
Class A Common Stock, par value $.10 per share, and a new non-voting Class B
Common Stock, par value $.10 per share;(ii) increased the authorized

                                      F-20

<PAGE>



                         BEL FUSE INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

10. COMMON STOCK (continued)

number of shares of common stock from 10,000,000 to 20,000,000, consisting of
10,000,000 shares of Class A Common Stock and 10,000,000 shares of Class B
Common Stock; (iii) established the rights, powers and limitations of the Class
A Common Stock and the Class B Common Stock, and (iv) reclassified each share of
the Company's issued Common Stock, par value $.10 per share, as one-half share
of Class A Common Stock and one-half share of Class B Common Stock.

        On November 5, 1999 the Board of Directors declared a two for one stock
split to be paid in the form of a special dividend of one share of Class B
common stock for each share of Class A and Class B outstanding. The special
stock dividend was payable on December 1, 1999 to all Class A and Class B
shareholders of record on November 22, 1999. The Board also approved an
amendment to the Company's certificate of incorporation increasing the number of
authorized shares of Class B common stock from 10,000,000 shares to 30,000,000
shares.

11.     COMMITMENTS AND CONTINGENCIES

        Leases

        The Company leases various facilities. Some of these leases require the
Company to pay certain executory costs (such as insurance and maintenance).

         Future minimum lease payments for operating leases are approximately as
follows:
                                  Years Ending December 31,
                                 --------------------------
                                 2000               538,000
                                 2001               233,000
                                 2002               172,000
                                 2003               142,000
                                 2004               103,000
                                 2005                11,000
                                                 ----------
                                                 $1,199,000
                                                 ==========

        Rental expense was approximately $600,000, $521,000, and $484,000 for
the years ended December 31, 1999, 1998 and 1997, respectively.

        Credit Facilities

        The Company has two domestic unsecured lines of credit amounting to
$11,000,000 which were unused at December 31, 1999. The lines of credit are
renewable annually. Borrowings under the $10 million line of credit are secured
by a first priority security interest in and a lien on all personal property of
Bel Fuse Inc. and its domestic subsidiaries.

        The Company's Hong Kong subsidiary has an unsecured line of credit of
approximately $2,000,000 which expires in October 2000. Borrowing on the line of
credit is guaranteed by the U.S. parent.

          Facilities


        The Company has contracted for the renovation and addition of new
corporate offices in Jersey City in the amount of $2.5 million. As of December
31, 1999, no payments have been made towards this contract.


                                      F-21


<PAGE>

                         BEL FUSE INC. AND SUBSIDIARIES
                        SELECTED QUARTERLY FINANCIAL DATA
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                              Quarter Ended                          Total Year
                      ------------------------------------------------------------      Ended
                       March 31,         June 30,     September 30,   December 31,    December 31,
                         1999              1999           1999            1999            1999
                      -----------      -----------     -----------     -----------    ------------
<S>                  <C>              <C>             <C>             <C>            <C>
   Net sales          $30,758,768      $28,451,932     $30,536,478     $29,716,472    $119,463,650

   Gross
    Profit             10,444,162       10,512,466      10,931,466      11,462,471      43,350,784

   Net
    earnings            5,121,033        4,717,579       5,315,398       6,137,823      21,291,833

   Earnings
    per share
    - basic (1)(2)           $.49             $.45           $ .51           $ .58           $2.03

   Earnings
    per
    share -
    diluted (1)(2)           $.48             $.44           $ .50           $ .57           $1.98

<CAPTION>
                                              Quarter Ended                          Total Year
                      ------------------------------------------------------------      Ended
                       March 31,         June 30,     September 30,   December 31,    December 31,
                         1998              1998           1998            1998            1998
                      -----------      -----------     -----------     -----------    ------------
<S>                  <C>              <C>             <C>             <C>            <C>
   Net sales          $19,514,700      $19,531,655     $21,148,681     $30,559,159     $90,754,195

   Gross
    Profit              6,336,972        6,684,748       7,557,154      11,521,281      32,100,155

   Net
    earnings            2,966,488        3,038,705       3,651,761       5,560,866      15,217,820

   Earnings
    per share
    - basic (1)(2)           $.29             $.30            $.35            $.54           $1.47

   Earnings
    per
    share  -
    diluted (1)(2)           $.28             $.29            $.35            $.53           $1.45


      (1) Quarterly amounts of earnings per share may not agree to the total for
      the year due to rounding.

      (2)   After giving retroactive effect to a two for one stock split on
            December 1, 1999.
</TABLE>

                                     F-22


<PAGE>




Item 9.   Changes in and Disagreements with Accountants on Accounting and
          Financial Disclosure

          None.


                                    PART III

          The information required by Items 10 through 13 is included in the
          Company's definitive proxy statement under the captions "The Board of
          Directors and its Committees," "Election of Directors," "Executive
          Officers," "Security Ownership of Certain Beneficial Owners and
          Management" and "Certain Relationships and Related Transactions." Such
          information is incorporated herein by reference, pursuant to General
          Instruction G(3).





















                                     -16-


<PAGE>





                                     PART IV

Item 14.        Exhibits, Financial Statement Schedules and Reports on Form 8-K


                                                                        Page

(a)             Financial Statements

        1.      Financial statements filed as a part of this Annual
                Report on Form 10-K:

               Independent Auditors' Report                              F-1

               Consolidated Balance Sheets as of December 31,
                1999 and 1998                                         F-2 - F-3

               Consolidated Statements of Operations for Each
                of the Three Years in the Period Ended
                December 31, 1999                                        F-4

               Consolidated Statements of Stockholders' Equity
                for Each of the Three Years in the Period
               Ended December 31, 1999                                F-5 - F-6

               Consolidated Statements of Cash Flows for Each
                of the Three Years in the Period Ended
                December 31, 1999                                     F-7 - F-9

               Notes to Consolidated Financial Statements            F-10 - F-21

               Selected Quarterly Financial Data - Years Ended
                December 31, 1999 and 1998 (Unaudited)                   F-22

        2.      Financial statement schedules filed as part of
                this report:

               Schedule II:  Valuation and Qualifying Accounts           S-1

               All other schedules are omitted because they are inapplicable,
               not required or the information is included in the financial
               statements or notes thereto.

(b)            Reports on Form 8-K

               The Company did not file any current reports on Form 8-K during
               the three month period ended December 31, 1999.

(c)            Exhibits

        3.1    Certificate of Incorporation, as amended.




                                     -17-


<PAGE>




Item 14.       Exhibits,  Financial Statement Schedules and Reports on
               Form 8-K (continued)


Exhibit No.:

      3.2      By-laws, as amended, are hereby incorporated by reference to
               Exhibit 4.2 of the Company's Registration Statement on Form S-2
               (Registration No. 33-16703) filed with the Securities and
               Exchange Commission on August 25, 1987.

     10.1      Agency agreement dated October 1, 1988 between Bel Fuse Ltd. and
               Rush Profit Ltd. Incorporated by reference to Exhibit 10.1 of the
               Company's annual report on Form 10-K for the year ended December
               31, 1994.

     10.2      Contract dated March 16, 1990 between Accessorios Electronicos
               (Bel Fuse Macau Ltd.) and the Government of Macau. Incorporated
               by reference to Exhibit 10.2 of the Company's annual report on
               Form 10-K for the year ended December 31, 1994.

     10.3      Loan agreement dated February 14, 1990 between Bel Fuse, Ltd. (as
               lender) and Luen Fat Lee Electronic Factory (as borrower).
               Incorporated by reference to Exhibit 10.3 of the Company's Annual
               Report on Form 10-K for the year ended December 31, 1995.

     10.4      Stock Option Plan. Incorporated by reference to Exhibit 28.1 of
               the Company's Registration Statement on Form S-8 (Registration
               No. 33-53462) filed with the Securities and Exchange Commission
               on October 20, 1992.

     10.5      Employment agreement between Elliot Bernstein and Bel Fuse Inc.
               dated October 29, 1997. Incorporated by reference to Exhibit 10.7
               of the Company's Annual Report on Form 10-K for the year ended
               December 31, 1997.









                                          -18-


<PAGE>



Item 14.       Exhibits,  Financial Statement Schedules and Reports on
               Form 8-K (continued)


Exhibit No.:

     10.6      Agreement for the Purchase and Sale of Assets by and among Lucent
               Technologies Inc. and Lucent Technologies Maquiladoras Inc. (each
               as Seller) and BelFuse Inc. (Buyer) dated October 9, 1998.
               Incorporated by reference to Exhibit 2.1 of the Company's Report
               on Form 8-K dated October 17, 1998.

     11.1      A statement regarding the computation of earnings per share is
               omitted because such computation can be clearly determined from
               the material contained in this Annual Report on Form 10-K.

     22.1      Subsidiaries of the Registrant.

     23.1      Consent of Independent Auditors.

     27.1      Financial Data Schedule.




















                                     -19-


<PAGE>



                                   SIGNATURES

        Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates indicated.

                                       BEL FUSE, INC.

                                       BY:/s/ Daniel Bernstein
                                          ---------------------------
                                          Daniel Bernstein, President


Dated: March 29, 2000

        Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.


        Signature                       Title                         Date
        ---------                       -----                         ----

                                    Chairman of the Board
/s/ Elliot Bernstein                and Director (Principal       March 29, 2000
--------------------------          Executive Officer)
Elliot Bernstein

                                    President, (Principal
/s/ Daniel Bernstein                Financial and Account-        March 29, 2000
--------------------------          ing Officer) and
Daniel Bernstein                    Director


/s/ Howard B. Bernstein             Director                      March 29, 2000
--------------------------
Howard B. Bernstein


/s/ Robert H. Simandl               Director                      March 29, 2000
--------------------------
Robert H. Simandl


/s/ Peter Gilbert                   Director                      March 29, 2000
--------------------------
Peter Gilbert


/s/ John Tweedy                     Director                      March 29, 2000
--------------------------
John Tweedy


/s/ John Johnson                    Director                      March 29, 2000
--------------------------
John Johnson

                                      -20-


<PAGE>


<TABLE>
                                                            BEL FUSE INC. AND SUBSIDIARIES
                                                      SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
<CAPTION>

             Column A                            Column B         Column C          Column D       Column E            Column F
             --------                            --------         --------          --------       --------            --------
                                                                           Additions
                                                                 ---------------------------
                                                                    (1)               (2)
                                                                  Charged           Charged
                                                Balance at       to profit          to other                           Balance
                                                Beginning        and loss           accounts      Deductions          at close
           Description                          of period        or income         (describe)     (describe)          of period
           -----------                          ---------        ---------         ----------     ----------          ---------
<S>                                            <C>             <C>                <C>            <C>                <C>
Year ended December 31, 1999
  Allowance for doubtful
   accounts                                      $317,000        $  344,000         $   -          $    -             $  661,000
                                                 ========        ==========         ========       =========          ==========
  Allowance for excess and obsolete
   inventory                                     $764,000        $1,468,000         $   -   (a)    $(690,000)         $1,542,000
                                                 ========        ==========         ========       =========          ==========
Year ended December 31, 1998
  Allowance for doubtful
   accounts                                      $227,000        $   90,000         $   -          $    -             $  317,000
                                                 ========        ==========         ========       =========          ==========
  Allowance for excess and obsolete
   inventory                                     $522,000        $  242,000         $   -          $    -             $  764,000
                                                 ========        ==========         ========       =========          ==========
Year ended December 31, 1997
  Allowance for doubtful
   accounts                                      $195,000        $   32,000         $   -         $     -             $  227,000
                                                 ========        ==========         ========       =========          ==========
  Allowance for excess and obsolete
   inventory                                     $100,000        $  422,000         $   -         $    -              $  522,000
                                                 ========        ==========         ========       =========          ==========

(a)   Write offs.
</TABLE>


                                                                   S-1