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

                                 FORM 10-K

     (Mark One)
(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

                       OR

( )  Transition Report Pursuant to Section 13 or 15(d) of The
     Securities Exchange Act of 1934

                       Commission File Number 0-275

                           Allen Organ Company
          (Exact name of registrant as specified in its charter)

     Pennsylvania                       23-1263194
  (State of Incorporation)      (IRS Employer Identification No.)

  150 Locust Street, P. O. Box 36, Macungie, Pennsylvania      18062-0036
  (Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code           610-966-2200

       Securities registered pursuant to section 12 (b) of the Act:

                                   None

       Securities registered pursuant to section 12 (g) of the Act:

               Class B Common Shares, par value $1 per share
                             (Title of Class)

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 of this Form 10-K.  (  X  )

The  Class  A voting stock of the registrant is not registered pursuant  to
the  Securities  Exchange  Act  of  1934,  is  not  publicly  traded,  and,
therefore, no market value information exists for such stock held  by  non-
affiliates.

The  number  of shares outstanding of each of the Registrant's  classes  of
common stock, as of the close of business on March 10, 2000:

Class A - Voting      84,002               Class B - Non-voting      1,086,709
<PAGE>
                            ALLEN ORGAN COMPANY

                                   INDEX



                                  PART I

1. Business
      - General developments of business
      - Industry Segments
      - Description of business
      - Financial information about foreign operations and export sales
2. Properties
3. Legal Proceedings
4. Submission of Matters to a Vote of Security Holders


                                  PART II

5. Market for the Registrants Common Stock and
   Related Security Holder Matters
6. Selected Financial Data
7. Management's Discussion and Analysis of Financial Condition and
   Results of Operations
7A.Quantitative and Qualitative Disclosures About Market Risk
8. Financial Statements
9. Changes in and Disagreements with Accountants on Accounting
   and Financial Disclosure


                                 PART III

10.   Directors and Executive Officers of the Registrant
11.   Executive Compensation
12.   Security Ownership of Certain Beneficial Owners and Management
13.   Certain Relationships and Related Transactions


                                  PART IV

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

Signatures

Exhibit
<PAGE>
                                  PART I
Item 1.   Business

          General developments of business.

                Incorporated  in Pennsylvania in 1945, Allen Organ  Company
          and  Subsidiaries ("Company") operate in four industry  segments:
          Musical  Instruments, Data Communications, Electronic Assemblies,
          and Audio Equipment.
                On March 7, 2000 the Company announced that it is exploring
          strategic alternatives for its subsidiary Eastern Research,  Inc.
          (ERI).   These  alternatives include a  public  offering  by  the
          Company or ERI, divestiture, merger or other options, which would
          provide  ERI with resources to continue its growth.  The  Company
          is  weighing various alternatives for ERI and has not decided  on
          what  course of action is in the Company's best interest nor when
          this evaluation will be completed.

          Industry segments.

                The  Company  operates in four industry  segments:  Musical
          Instruments,  Data  Communications,  Electronic  Assemblies,  and
          Audio  Equipment.   For  financial  information  concerning   the
          segments, see Note 15 to the financial statements.

          Description of business.

              Musical Instruments.

                Allen Organ Company is a leading manufacturer of electronic
          keyboard musical instruments, primarily digital electronic church
          organs  and accessories.  This segment accounted for    47%,  57%
          and 58% of revenue in 1999, 1998 and 1997 respectively.
               The principal market for the Musical Instruments segment are
          institutions, primarily churches.  Sales to the home market  make
          up  a  smaller  portion  of the segment's  sales.  The  segment's
          musical  instruments  are  distributed  mostly  through  dealers,
          primarily  independent retail music stores throughout the  United
          States,  with  a  lesser percentage distributed  through  dealers
          internationally.  The segment's business is not seasonal.
                The  principal raw materials used in the segment's products
          are  electronic  components and wood, all of  which  are  readily
          available from various sources without undue difficulty.  Certain
          electronic  components  have been placed  on  allocation  by  the
          suppliers  and order lead times have been significantly increased
          for  numerous  electronic components.  At the  present  time  the
          Company  does  not  expect  this to significantly  affect  future
          product shipments.
                The  segment does not engage in any significant amounts  of
          consignments,  extended payment terms, or lease guarantees.   The
          Company   is  contingently  liable  in  connection  with  certain
          customers' financing arrangements.  See Note 10 to the  financial
          statements.   The dollar amounts and number of times the  Company
          has had to honor these repurchase agreements are negligible.
                The  Musical  Instruments segment is not dependent  on  any
          single or small group of customers, the loss of which would  have
          a  material adverse effect on the business.  The dollar amount of
          the segment's unshipped order backlog at the end of February 2000
          and  1999  was  $7.0 million and $6.3 million respectively.   All
          orders are expected to be filled in the current year.
                The  electronic organ industry is competitive involving  at
          least  five  (5)  domestic and foreign companies.   In  addition,
          there  are  many small pipe organ companies in the  institutional
          organ  market.  The organ market consists of two basic divisions,
          institutional  (primarily churches) and  home  or  entertainment.
          The Company believes it has a major position in the institutional
          market because of product performance and competitive prices, and
          a smaller percentage of the home or entertainment market.

              Data Communications.

                The  Data  Communications segment  operates  through  three
          majority owned subsidiaries, VIR, Inc., Linear Switch Corporation
          and  Eastern Research, Inc.  This segment accounted for  40%, 27%
          and 22% of revenues in 1999, 1998 and 1997 respectively.
               Data communications products are sold primarily to wholesale
          and  retail distributors worldwide and under OEM agreements  with
          several of its customers.  The segment maintains an inventory  of
          in-process  and finished goods to allow for rapid fulfillment  of
          customer orders which is expected in the industry.
                The  principal raw material used in the data communications
          products  are electronic components, which are readily  available
          from   various   sources  without  undue   difficulty.    Certain
          electronic  components  have been placed  on  allocation  by  the
          suppliers  and order lead times have been significantly increased
          for  numerous  electronic components.  At the  present  time  the
          Company  does  not  expect  this to significantly  affect  future
          product shipments.
                The  data  communications segment derived 52% of  its  1999
          revenue from three customers and 13% and 12% of its 1998 and 1997
          revenues from one customer.
                VIR, Inc. (VIR) and Linear Switch Corporation (LSC)  During
          1997, these two companies combined their marketing and research &
          development functions under the name of "VIR Linear Switch".  The
          companies  design,  manufacture, and  market  a  number  of  data
          communication  products  including patch and  testing  equipment,
          often referred to as tech control products, test access equipment
          and  a  matrix  switch  which  can transport  high-speed  digital
          signals  and  allow "any-to-any" connectivity between  and  among
          connections.  The products are of varying complexity and are used
          to  connect, switch, test and trouble shoot data lines  in  large
          computer installations.
                 The  Companies  compete  in  a  relatively  mature  field,
          producing  high  quality  products at  competitive  prices.   The
          Companies have approximately four major competitors, all of which
          are larger than VIR/LSC.
                 With   the  need  for  higher  speed  and  more   reliable
          communications circuits increasing, VIR/LSC introduced in 1998, a
          new  family of products (TAS DS1 and DS3) to provide the  ability
          to  access and configure these higher speed circuits for  various
          test  procedures.   These  products require  long  sales  cycles.
          During  the second half of 1999 VIR/LSC began delivering products
          to  Competitive Local Exchange Carriers (CLEC), which is  one  of
          the targeted markets for these products.
                The dollar amount of unshipped order backlog at the end  of
          February  2000  and 1999 was $955,000  and $56,000  respectively.
          All orders are expected to be filled in the current year.
               Eastern Research, Inc. (ERI)  Designs and markets data inter-
          networking  products.   These  products  include  direct   access
          equipment  that allow users to utilize a broad range of  services
          offered by the telephone companies.
                ERI  competes in a growing market that is in excess of  $10
          billion.   However,  the Company's current and projected  product
          lines and sales programs are targeted at only a fraction of  that
          market.   The customer base includes major end-user corporations,
          public   carriers,   Internet  Service  Providers   and   systems
          integrators.  There are many competitors in this market  that  is
          dominated by several large data communications companies, such as
          Cisco  Systems, Tellabs and Alcatel.  The Company's strategy  has
          been  to  target existing, yet still growing, market niches  with
          products  that provide new features and packaging with attractive
          pricing.
                ERI initially built its business in the CSU/DSU market  and
          also  developed router technology products.  These  products  are
          relatively inexpensive and easy to manufacture. Thus, this  is  a
          competitive field where margins erode as new products emerge.
                ERI  is  focusing  on  its DNX (Digital  Exchange  Network)
          product  line,  a  narrowband DACS (Digital Access  Cross-connect
          Switch)  capable of access speeds from subrate to DS3.   The  DNX
          revenues  have significantly increased as a percentage  of  sales
          and  is  ERI's flagship product.  In order to properly capitalize
          on  this  market's opportunities, ERI is continuing to  implement
          more  aggressive  marketing strategies  and  is  also  increasing
          product  development work.  This will continue to require further
          investment through the coming year.
                ERI  has  been able to increase sales by working with,  and
          developing   strategic   customer   relationships    to    expand
          distribution of its products.  One such relationship,  which  ERI
          entered  into, is an OEM agreement to supply Lucent  Technologies
          with its DACS product line.
                The dollar amount of unshipped order backlog at the end  of
          February,  2000  and  1999  was $2.0  million  and  $3.0  million
          respectively.   All  orders are expected  to  be  filled  in  the
          current year.

              Electronic Assemblies.

                Allen Integrated Assemblies (AIA), a division of the  Allen
          Organ  Company,  provides subcontract manufacture  of  electronic
          assemblies  for  outside  customers.  The  Electronic  Assemblies
          segment is an outgrowth of the technical skills and manufacturing
          capabilities developed by the Company in its musical  instruments
          business. This segment accounted for  10%, 10% and 15% of revenue
          in  1999, 1998, and 1997 respectively.  AIA derived  68%  of  its
          revenues  from three customers in 1999 and 1998, and 55%  of  its
          revenues from one customer in 1997.
                The  Electronic Assemblies segment is very competitive with
          numerous  manufacturers  offering such services.   Customers  are
          generally   obtained  from  a  geographic  area  close   to   the
          manufacturer.   In  order  to improve its contract  manufacturing
          capabilities, the segment is upgrading its manufacturing  systems
          and increasing its sales and marketing efforts.
                The  dollar amount of the segment's unshipped order backlog
          at  the  end of February 2000 and 1999 was $1.6 million and  $2.6
          million  respectively.  All orders are expected to be  filled  in
          the current year.

              Audio Equipment.

                 The   Audio   Equipment  segment  operates   through   two
          subsidiaries,  Legacy  Audio, Inc  and  Allen  Audio,  Inc.  This
          segment  accounted for  3% and 6% of revenue  in  1999  and  1998
          respectively,  and  5% of revenues for the 9  month  period  from
          acquisition to December 31, 1997.
                The  principal raw materials used in the segment's products
          are  audio speakers, electronic components and wood, all of which
          are   readily  available  from  various  sources  without   undue
          difficulty.
                The  Audio Equipment segment is not dependent on any single
          or  small  group  of customers, the loss of which  would  have  a
          material adverse effect on the business
                Legacy  Audio, Inc. (LAI) Designs, manufactures and markets
          high-quality  audio speaker cabinets for hi-fi  stereo  and  home
          theater applications.  It also markets electronic audio equipment
          amplifiers that are manufactured to its specifications  by  third
          party suppliers.
                The  principal market for LAI's products are consumers  for
          home use.  The segment's products are distributed directly to the
          customer  and  through  Dealer Audition  Sites.   This  segment's
          business is not seasonal.
                The  high-end  audio  market is going  through  significant
          changes  as  it evolves from the traditional two-channel  to  the
          multi-channel   market,  which  is  utilized  in   home   theater
          applications.  Legacy Audio has recently developed and has  begun
          marketing products specifically for the home theater market.
                LAI's  manufacturing facility is currently  operating  near
          full capacity.  Many of their manufacturing needs are similar  to
          those required in the Company's Musical Instruments segment.  The
          Company  is  building  some  of LAI's  speaker  cabinets  at  its
          Macungie, PA facility.
                The  Company  competes with several  other  high-end  audio
          speaker cabinet manufacturers including Martin-Logan, Thiel, B&W,
          Celestion, and others.
                LAI  is  not  dependent on any single, or small  group,  of
          customers.   The  dollar amount of the segment's unshipped  order
          backlog  at  the end of February 2000 and 1999 was  $674,000  and
          $246,000  respectively.  All orders are expected to be filled  in
          the current year.
                Allen  Audio, Inc. (AAI) Designs, manufactures and  markets
          Public Address System products.
               AAI has developed a PA System mixer utilizing Digital Signal
          Processor (DSP) technology also used in the Allen digital organs.
          AAI  has also developed a line of speakers for the PA field.  The
          Company  began marketing these PA Systems to mid-sized  churches,
          auditoriums and the like during 1999.  These products  are  being
          distributed  through dealers primarily in the sound reinforcement
          business.   AAI  began  shipping products  primarily  for  dealer
          inventory during the second half of 1999.

          General.

                The  Company's working capital is sufficient  to  meet  the
          normal expansion of inventory and receivables.
                The  Company  spent $4,910,278, $3,478,775, and  $2,654,662
          annually  in  1999, 1998, and 1997 respectively on  research  and
          development.  The increases are a result of the Company's ongoing
          commitment  to new product development and support, primarily  at
          Eastern Research.
                The Company and its subsidiaries employ approximately   567
          persons.
                The  Company is not aware of any problem in complying  with
          applicable federal, state, or local provisions with regard to the
          environment.  The manufacturing requirements do not  require  any
          special expenditures to meet environmental compliance.

          Financial information about foreign operations and export sales.

                The  Company does not own manufacturing or sales facilities
          in   any  foreign  countries.   See  Note  14  to  the  financial
          statements, for additional information on export sales.
                Export  sales are all made in US dollars and for  the  most
          part are made under Letter of Credit or on a prepaid basis.
                The  Company  has  established a Foreign Sales  Corporation
          within  the  meaning of the Internal Revenue Code of 1986.   This
          wholly-owned  subsidiary is Allen Organ  International,  Inc.,  a
          Virgin Islands corporation.

Item 2.   Properties

                The  following sets forth the location, approximate  square
          footage  and use of the Company's operating locations  segregated
          by  segment.   The  Company  believes  that  its  facilities  are
          generally suitable and adequate for its needs.

                                    Approximate
           Location               Square Footage             Use
        Musical Instruments and Electronic Assemblies:
         Macungie, Pennsylvania       242,000     Administrative, research and
                                                  manufacturing facility.
                                                  Owned by Allen Organ Company.
                                                  Operating at approximately
                                                  90% capacity.

         Macungie, Pennsylvania        27,000     International sales,
                                                  exhibition  center,  museum
                                                  and teaching facility. Owned
                                                  by Allen Organ Company.

        Data Communications:
         Southampton, Pennsylvania     22,000     Administrative, research
                                                  and manufacturing facility.
                                                  Leased until  July, 2000.
                                                  Operating at approximately
                                                  80%  capacity.

         Moorestown, New Jersey        29,000     Administrative, sales and
                                                  research facility.   Leased
                                                  until September, 2002.


        Audio Equipment:
         Springfield,  Illinois        15,000     Administrative, research
                                                  and  manufacturing facility.
                                                  Owned by Legacy Audio, Inc.
                                                  Operating at approximately
                                                  95% capacity.

                In April 1999, the Company sold its manufacturing and sales
          facility located in Rocky Mount, North Carolina.  See Note  3  to
          the financial statements, for additional information.

Item 3.   Legal Proceedings

               There is no litigation requiring disclosure pursuant to Item
          103 of regulation S-K.

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

                No  matters  were  submitted to a vote of security  holders
          during the fourth quarter of fiscal year 1999.

                                  PART II

Item 5.   Market  for the Registrant's Common Stock and Related  Security
          Holder Matters

                The  Company's  Class A voting shares  are  not  registered
          pursuant  to  the  Securities Exchange Act of 1934  and  are  not
          publicly  traded.  The Company's Class B non-voting stock  trades
          on The NASDAQ Stock Market under the symbol AORGB.

                The high and low bid quotations for each quarter during the
          last two years as reported by NASDAQ Market Information System is
          as follows:

                  1999             High           Low

                  First Quarter    41 1/8         33
                  Second Quarter   39             33 1/2
                  Third Quarter    40 1/2         35 1/4
                  Fourth Quarter   39 3/4         37

                  1998             High           Low

                  First Quarter    43             38
                  Second Quarter   42 1/2         37
                  Third Quarter    40 1/2         35
                  Fourth Quarter   39             33

                The  Company  has 8 Class A Shareholders and  325  Class  B
          Shareholders of record as of March 10, 2000.

                During  the past two fiscal years, the Company has declared
          dividends on both its class A and B shares as follows:

                  Record of Quarterly Dividends Paid in 1999

                  Record Date        Payable     Amount

                  Cash   2/19/99      3/5/99      $.14
                  Cash   5/23/99      6/6/99      $.14
                  Cash   8/20/99      9/3/99      $.14
                  Cash  11/19/99     12/3/99      $.14

                  Record of Quarterly Dividends Paid in 1998

                  Record Date        Payable     Amount

                  Cash   2/20/98      3/6/98      $.14
                  Cash   5/22/98      6/5/98      $.14
                  Cash   8/21/98      9/4/98      $.14
                  Cash  11/20/98     12/4/98      $.14

Item 6.   Selected Financial Data
                                  Years Ended December 31,
                   1999         1998         1997         1996        1995

Net Sales       $58,018,742  $44,966,075  $40,348,084  $36,715,128  $30,024,761

Net Income
(Loss)          $ 2,884,488  $  (616,711) $ 3,512,142  $ 3,865,876  $ 4,015,105

Earnings (Loss)
per share       $      2.46  $     (0.52) $      2.79  $      2.88  $      2.94

Cash dividends
per share       $       .56  $       .56  $       .56  $       .55  $       .55

At Year End
 Total Assets   $67,466,070  $61,989,953  $62,562,004  $63,966,646  $65,299,426

 Long-Term Debt,
  net of current
  portion       $         0  $         0  $         0  $         0  $ 1,388,000

        The  1999,  1998 and 1997 results of operations include  the  Audio
     Equipment segment acquired April 1, 1997.

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

     Liquidity and Capital Resources:
        The  Company continues to maintain a strong financial position  and
     high level of liquidity, which enables it to generate funds internally
     to   meet   operating  needs,  capital  expenditures  and   short-term
     obligations.  Key indicators of the Company's liquidity are  presented
     below:
                                            December 31,
                                       1999            1998
          Working Capital          $40,175,282     $39,994,941
          Current Ratio                 6 to 1         10 to 1
          Debt to Equity Ratio        .13 to 1        .08 to 1

        The  Company's  ratio  of  debt to equity  has  remained  very  low
     because of management's continuing policy of financing expansion  with
     internally  generated funds.  This policy has enabled the  Company  to
     maintain  its  competitive  advantage  without  incurring  the   costs
     associated with borrowed funds.
        Cash  flows provided by operating activities decreased during  1999
     as  compared to 1998 primarily due to a 3,075,000 increase in accounts
     receivable  and $2,800,000 increase in inventory at Eastern  Research,
     Inc. as a result of that subsidiaries growth.  Cash flows provided  by
     operating  activities increased during 1998 compared to 1997 primarily
     due  to  $3,200,000 and $600,000 reduction in inventory levels in  the
     Musical  Instruments and Electronic Assemblies segments' respectively.
     The Company expects that cash flows from operating activities will  be
     sufficient to fund expected increases in working capital during 2000.
        Cash  flows used in investing activities during 1999 were  used  to
     purchase  approximately  $3,260,000 in plant and  equipment  including
     $775,000 for a new air handling system in the wood and metal finishing
     area  and $150,000 for a new automated router in the woodworking  area
     of   the  Macungie,  PA  plant.   Plant  and  equipment  purchases  of
     approximately  $1,567,000  in  the  Data  Communications  segment  are
     primarily related to leasehold improvements, new computers, office and
     test equipment to support the growth of Eastern Research.  To continue
     Eastern  Research's  growth through 2000, the Company  estimates  that
     capital expenditures will approximate $1,700,000.
        Cash  flows used in investing activities during 1998 were  used  to
     purchase approximately $925,000 in machinery and equipment to be  used
     in   the   Musical  Instruments  and  Electronic  Assemblies  segments
     including approximately $200,000 for hardware and software related  to
     new   information  systems.   The  Data  Communications  segment  used
     approximately $552,000 primarily related to computer, office and  test
     equipment purchased to support the growth of Eastern Research.
        During  1997,  cash  flows  from  investing  activities  were  used
     primarily  to fund the purchase of treasury shares.  Cash  flows  from
     investing activities were also used to fund the acquisition of  Legacy
     Audio,  Inc.  in April, 1997.  During 1997, the company increased  its
     expenditures   for  property  and  equipment  including  approximately
     $700,000  additional automated equipment and building improvements  to
     enhance its electronics manufacturing capabilities used in the musical
     instruments and electronic assemblies segments.

     Results of Operations:

     Sales and Operating Income
        Consolidated net sales increased $13,052,667 (29%) during  1999  as
     compared  to  1998 primarily due to higher sales at Eastern  Research,
     Inc  (ERI)  as  well  as  in  the Musical  Instruments  segment.   ERI
     increased  its incoming order volume, expanded its customer base,  and
     shipped  products  under OEM agreements with other data  communication
     equipment  companies.  In 1998, sales increased  $4,617,991  (11%)  as
     compared  to  1997  primarily due to increased sales  in  the  Musical
     Instruments  segment  related to higher order volume  and  changes  in
     product  mix  and from the Data Communications segment resulting  from
     additional   sales   and  marketing  efforts   initiated   since   the
     acquisition.

                                           December 31,
                                1999            1998            1997
        Net Sales
        Musical Instruments
         Domestic            $23,769,362     $21,748,131     $18,918,509
         Export                3,563,383       3,676,981       4,432,974
          Total               27,332,745      25,425,112      23,351,483
        Data Communications
         Domestic             22,149,842      11,036,926       6,933,787
         Export                1,146,137       1,261,029       2,103,734
          Total               23,295,979      12,297,955       9,037,521
        Electronic Assemblies
         Domestic              5,650,917       4,727,975       5,935,381
        Audio Equipment
         Domestic              1,651,566       2,422,507       1,812,138
         Export                   87,535          92,526         211,561
          Total                1,739,101       2,515,033       2,023,699

        Total                $58,018,742     $44,966,075     $40,348,084

        Income (Loss) from Operations
        Musical Instruments  $ 2,950,251     $   795,773     $ 2,718,085
        Data Communications     (805,738)     (3,397,020)     (1,069,165)
        Electronic Assemblies    430,031         326,609         631,521
        Audio Equipment         (761,688)         (9,846)        337,495
          Total              $ 1,812,856     $(2,284,484)    $ 2,617,936

       Musical Instruments Segment

           The   1999   and  1998  increase  in  domestic  sales   reflects
       continuing  customer acceptance of the Company's products  based  on
       Renaissance  technology.   In  addition,  churches,  which  are  the
       primary  customer  for the segments products,  have  also  been  the
       beneficiary  of  the strong US economy and financial markets,  which
       has increased the segments order volume during these same periods.
           Export  sales  decreased in 1999, 1998 and 1997, primarily  from
       changes   in   economic   conditions  in  certain   world   markets,
       particularly  Far  East countries.  The order  volume  from  certain
       foreign markets improved during 1999.
           Gross  profit margins on sales were  30.5%, 24.6% and 28.1%  for
       the  three years ended December 31, 1999.  The increase in the  1999
       gross  profit  is a result of higher sales volume and  the  business
       improvement  programs,  which negatively  affected  the  1998  gross
       profit.   These programs included, implementation of new information
       systems,  up-graded  production and product planning  processes  and
       the   closure   of  the  North  Carolina  production  facility   and
       consolidated of all organ production at the Macungie, PA facility.
           Selling,    administrative,   and   other   expenses   increased
       approximately  $200,000 and $230,000 in 1999 and 1998  respectively,
       due  to  increased  selling costs associated with the  higher  sales
       volume.
           Research   and   development  expenses  increased  approximately
       $151,000  and  $147,000  in  1999  and  1998  respectively.    These
       increases  are primarily due to increases in personnel  to  continue
       new product development.

       Data Communications Segment

           Domestic  sales in each of the last two years have increased  as
       a  result of additional sales and marketing efforts initiated  since
       the  acquisition.   International sales in 1999 and  1998  decreased
       primarily  from  changes  in economic conditions  in  certain  world
       markets, particularly Far East countries.
           The  Company has significantly increased its investment  in  the
       sales,  marketing  and research and development efforts  at  Eastern
       Research  and  will  continue  to  do  so  in  the  future.    These
       additional   efforts   are   focused  on   expanding   channels   of
       distribution and targeting markets for the Company's products.   The
       segment  is  developing strategic relationships  with  customers  to
       expand  their  channels  of distribution.   One  such  relationship,
       which Eastern Research has entered into in February 1999, is an  OEM
       agreement to supply Lucent Technologies with its DACS product line.
           Gross  profit margins were 48%, 41% and 46% for the three  years
       ended  December 31, 1999.  The 1999 increase is due to higher  sales
       of  VIR's  DS3/DS1 Test Access Systems and ERI's DNX  product  line.
       1998  gross  profits were lower due to variations  in  product  mix.
       While  the companies strive to maintain profit margins by developing
       products  that  offer  more features, the  industry  is  competitive
       which  often  results  in  pricing changes to  obtain  and  maintain
       market share.
           Selling   expenses   increased  approximately   $2,200,000   and
       $2,000,000  in 1999 and 1998 respectively, reflecting the additional
       sales  and  marketing efforts.  Selling expenses  will  continue  to
       increase  in  the  future  as  sales  and  marketing  programs   and
       personnel  are added to further promote the segment's  products  and
       obtain additional market share.
           Administrative  expenses remained approximately  equal  in  1999
       and 1998.
           Research  and  development expenses were $3,759,183,  $2,464,808
       and  $1,799,665  for  the years ended December 31,  1999,  1998  and
       1997,  respectively.   The  segment  is  committed  to  new  product
       development  and support and expects these expenditures to  continue
       to increase the future.

       Electronic Assemblies Segment

           Sales increased during 1999 from higher incoming order volume.
           Gross  profit margins were 15.2%, 13.6% and 14.5% for the  three
       years  ended December 31, 1999.  The 1999 increase is due to changes
       in  product  mix.   The 1998 decrease was related to  the  segment's
       efforts   to   restructure  operations  along   with   the   Musical
       Instruments segment.
           Selling,   general   and   administrative   expenses   increased
       approximately $115,000 in 1999 when compared to 1998.   The  segment
       continues  its  marketing efforts and has  begun  to  diversify  its
       customer  base.   The  Company continues to improve  its  production
       capabilities  to  offer state of the art manufacturing  services  to
       its customers.

       Audio Equipment Segment

           Sales   for   the   year  ended  December  31,  1999   decreased
       approximately $775,000 when compared to 1998.
           Gross  profit margins were 38.1%, 39.6% and 49.7% for the  years
       ended  December 31, 1999 and 1998, and the nine month  period  ended
       1997,  respectively.  This decrease is attributable to  lower  sales
       volume  and  changes in distribution in certain  areas  from  direct
       marketing to Dealer Audition Sites.
           Selling,    general   and   administrative    costs    increased
       approximately  $390,000 during 1999 as compared  to  1998  resulting
       from   increased   sales  and  marketing  efforts   and   additional
       administrative personnel added to support the company's growth.
           As  previously discussed, the Company has developed  a  line  of
       Public  Address  System  products and in  connection  therewith  has
       formed   Allen  Audio,  Inc.  to  continue  development,   establish
       marketing  and distribution for these products.  Allen  Audio  began
       shipping  units  in  the  second half of 1999  and  began  to  incur
       expenses  associated with the initiation of its sales and  marketing
       efforts during 1999.

       Other Income (Expense)

           The  decrease in investment income during 1999 and 1998  is  due
       to  lower  invested  balances.   The 1999, 1998,  and  1997  amounts
       include  $67,244,  $242,227 and $765,109 of realized  capital  gains
       respectively.
           Gain  (loss)  on sale of property, plant and equipment  includes
       approximately $1,068,000 of gains related to the sale of  the  Rocky
       Mount, North Carolina facility

       Income Taxes

           The  1999  effective tax rate was 30.6%, which  is  net  of  the
       benefits  of tax credits and tax exempt income.  The 1998  effective
       rate  was  55.4%, this increase related primarily to the  effect  of
       tax exempt income.

       Factors that May Affect Operating Results

           The  statements contained in this report on Form 10-K  that  are
       not  purely  historical  are forward looking statements  within  the
       meaning  of  Section 27A of the Securities Act of 1933  and  Section
       21E  of  the  Securities Exchange Act of 1934, including  statements
       regarding   the   Company's  expectations,  hopes,   intentions   or
       strategies   regarding  the  future.   Forward  looking   statements
       include:   statements   regarding   future   products   or   product
       development;  statements regarding future research  and  development
       spending   and  the  Company's  marketing  and  product  development
       strategy,  statements  regarding future  production  capacity.   All
       forward  looking statements included in this document are  based  on
       information  available to the Company on the date  hereof,  and  the
       Company  assumes  no obligation to update any such  forward  looking
       statements.   Readers are cautioned not to place undue  reliance  on
       these   forward  looking  statements,  which  reflect   management's
       opinions  only  as  of  the date hereof.  Readers  should  carefully
       review  the  risk factors described in other documents  the  Company
       files   from   time  to  time  with  the  Securities  and   Exchange
       Commission,  including the Quarterly Reports  on  Form  10-Q  to  be
       filed  by the Company in fiscal year 1999.  It is important to  note
       that  the  Company's  actual results could  differ  materially  from
       those in such forward looking statements.  Some of the factors  that
       could  cause  actual  results to differ  materially  are  set  forth
       below.
           The   Company  has  experienced  and  expects  to  continue   to
       experience fluctuations in its results of operations.  Factors  that
       affect  the  Company's results of operations include the volume  and
       timing  of  orders  received, changes in the mix of  products  sold,
       market  acceptance  of  the Company's and its  customer's  products,
       competitive  pricing  pressures,  global  currency  valuations,  the
       Company's  ability to meet increasing demand, the Company's  ability
       to  introduce  new  products on a timely basis, the  timing  of  new
       product  announcements  and introductions  by  the  Company  or  its
       competitors, changing customer requirements, delays in  new  product
       qualifications,  the timing and extent of research  and  development
       expenses  and fluctuations in manufacturing yields.  As a result  of
       the  foregoing or other factors, there can be no assurance that  the
       Company   will  not  experience  material  fluctuations  in   future
       operating  results  on  a  quarterly or annual  basis,  which  would
       materially  and  adversely affect the Company's business,  financial
       condition and results of operations.
           See   Note   1  to  the  financial  statements  for  information
       concerning the effects of changes in accounting policies.

Item 7A   Quantitative and Qualitative Disclosures About Market Risk.

           Financial  instruments that potentially subject the  Company  to
       market   and/or  credit  risk  consist  principally  of   short-term
       investments    and   trade   receivables.    The   Company    places
       substantially  all  of  its  investments  in  mutual  funds  holding
       federal,  state  and local government obligations  and,  by  policy,
       limits  the  amount of credit exposure in any one  investment.   The
       Company's  Musical Instruments segment sells most  of  its  products
       through   established  dealer  networks.   The  Data  Communications
       segment  sells  most  of  their products  to  wholesale  and  retail
       distributors  worldwide  and under OEM agreements  with  other  data
       communications  companies.  The market and  credit  risk  associated
       with  related  receivables is limited due to  the  large  number  of
       dealers  and  distributors  and their  geographic  dispersion.   The
       Company has no other material exposure to market risk.

Item 8.   Financial Statements
            See Item 14 for index.

Item 9.   Changes in and Disagreements with Accountants on Accounting and
          Financial Disclosure
            There were no reportable events as described in Item 304(b).
<PAGE>
     KPMG

     4905 Tilghman Street
     Allentown, PA 18104



                       INDEPENDENT AUDITORS' REPORT


The Board of Directors and Stockholders
Allen Organ Company


      We have audited the accompanying consolidated balance sheets of Allen
Organ  Company and Subsidiaries as of December 31, 1999 and 1998,  and  the
related  consolidated statements of income, stockholders' equity  and  cash
flows  for  each of the years in the three year period ended  December  31,
1999.   These financial statements are the responsibility of the  Company's
management.  Our responsibility is to express an opinion on these financial
statements based on our audits.

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

      In  our  opinion, the consolidated financial statements  referred  to
above  present fairly, in all material respects, the financial position  of
Allen Organ Company and Subsidiaries as of December 31, 1999 and 1998,  and
the  results of their operations and their cash flows for each of the years
in  the  three  year  period ended December 31,  1999  in  conformity  with
generally accepted accounting principles.



/s/ KPMG LLP




Allentown, PA
February 2, 2000
<PAGE>
                      ALLEN ORGAN COMPANY AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                                            December 31
                     ASSETS                              1999          1998
CURRENT ASSETS
 Cash                                               $   209,277    $ 1,727,554
 Investments including accrued interest              19,649,433     19,988,346
 Accounts receivable, net of allowance for
  doubtful accounts of $300,823 in 1999
  and $191,057 in 1998                               10,444,430      7,068,588
 Inventories                                         16,715,328     14,481,177
 Prepaid income taxes                                      --          422,656
 Prepaid expenses                                       287,138        511,954
 Deferred income tax benefits                           658,869        306,812
     Total Current Assets                            47,964,475     44,507,087

PROPERTY, PLANT AND EQUIPMENT, NET                   11,429,173      9,911,637

OTHER ASSETS
 Prepaid pension costs                                  470,154        642,609
 Inventory held for future service                      733,301      1,242,754
 Note receivable                                      1,111,147        659,886
 Cash value of life insurance                         1,721,497      1,400,334
 Deferred income tax benefits                           122,742            --
 Goodwill, net                                        3,872,441      3,619,147
 Other assets                                            41,140          6,499
     Total Other Assets                               8,072,422      7,571,229
     Total Assets                                   $67,466,070    $61,989,953

  LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
 Accounts payable                                   $ 3,593,708    $ 1,562,432
 Accrued income taxes                                   683,133            --
 Other accrued expenses                               1,927,156      1,422,285
 Customer deposits                                    1,585,196      1,527,429
     Total Current Liabilities                        7,789,193      4,512,146
NONCURRENT LIABILITIES
 Deferred liabilities                                   179,915        280,504
     Total Liabilities                                7,969,108      4,792,650

MINORITY INTERESTS                                      175,271        288,607

COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
 Common stock, par value $1 per share
 Authorized
     Class A Shares -   400,000 in 1999 and 1998
     Class B Shares - 3,600,000 in 1999 and 1998
 Issued     1999          1998
     Class A   127,232 shares;   127,232 shares         127,232        127,232
     Class B 1,410,761 shares; 1,410,761 shares       1,410,761      1,410,761
      Total Common Stock                              1,537,993      1,537,993
 Capital in excess of par value                      12,758,610     12,758,610
 Retained earnings                                   56,677,650     54,448,760
 Accumulated other comprehensive income:
     Unrealized gain on investments, net                322,400        134,336
      Sub-total                                      71,296,653     68,879,699
 Less cost of common shares in treasury
     1999 - 43,230 Class A shares and
           324,052 Class B shares                   (11,974,962)           --
     1998 - 43,120 Class A shares and
           324,052 Class B shares                           --     (11,971,003)
 Total Stockholders' Equity                          59,321,691     56,908,696
 Total Liabilities and Stockholders' Equity         $67,466,070    $61,989,953

          See accompanying notes to Consolidated Financial Statements.
<PAGE>
                      ALLEN ORGAN COMPANY AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME

                                                 Years Ended December 31,
                                              1999        1998        1997

NET SALES                                $58,018,742  $44,966,075  $40,348,084
COSTS AND EXPENSES
  Cost of sales                           36,793,515   31,870,469   26,785,916
  Selling, administrative and
   other expenses                         14,502,093   11,486,315    8,289,570
  Research and development                 4,910,278    3,478,775    2,654,662
  Costs to close Rocky Mount plant               --       415,000         --
    Total Costs and Expenses              56,205,886   47,250,559   37,730,148

INCOME (LOSS) FROM OPERATIONS              1,812,856   (2,284,484)   2,617,936

OTHER INCOME (EXPENSE)
  Investment income                        1,128,524    1,223,699    2,114,722
  Gain (loss) on sale of property,
   plant and equipment                     1,063,722       (8,153)       3,984
  Other income (expense), net                 (9,593)      21,078       10,459
  Minority interests in
   consolidated subsidiaries                 112,979       61,958        6,041
    Total Other Income                     2,295,632    1,298,582    2,135,206

INCOME (LOSS) BEFORE TAXES                 4,108,488     (985,902)   4,753,142

PROVISION FOR TAXES
  Current                                  2,030,000      (11,000)   1,296,000
  Deferred                                  (806,000)    (646,000)     (55,000)
    Total Provision for Taxes              1,224,000     (657,000)   1,241,000

NET INCOME (LOSS) BEFORE CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING
PRINCIPLE                                $ 2,884,488  $  (328,902) $ 3,512,142

CUMULATIVE EFFECT OF CHANGE IN
ACCOUNTING PRINCIPLE (net of
 income tax benefit of $183,000)                  --     (287,809)       --

NET INCOME (LOSS)                        $ 2,884,488  $  (616,711) $ 3,512,142

OTHER COMPREHENSIVE INCOME, NET OF TAX
  Unrealized gains on investments:
   Unrealized gains arising              $   230,132  $   162,874  $   525,168
    during period
   Less:  reclassified adjustment
    for gains included in income             (42,068)    (157,012)    (486,074)
Other comprehensive income                   188,064        5,862       39,094
COMPREHENSIVE INCOME (LOSS)              $ 3,072,552  $  (610,849) $ 3,551,236

BASIC AND DILUTED EARNINGS PER SHARE:
Net income (loss) before cumulative
 effect of change in accounting
 principle                               $      2.46  $     (0.28) $      2.79
Cumulative effect of change in
accounting principle                             --         (0.24)         --

NET INCOME (LOSS)                        $      2.46  $     (0.52) $      2.79

         See accompanying notes to Consolidated Financial Statements.
<PAGE>
                      ALLEN ORGAN COMPANY AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

                                      Common Stock                   Capital
                                                                     in
                                 Class A              Class B        Excess of
                            Shares      Amount   Shares    Amount    Par Value

Balance-December 31, 1996   128,104  $128,104  1,409,889 $1,409,889 $12,758,610

Exchange Class A Shares
 for Class B Shares            (872)     (872)       872        872

Balance-December 31, 1997   127,232  $127,232  1,410,761 $1,410,761 $12,758,610

Balance-December 31, 1998   127,232  $127,232  1,410,761 $1,410,761 $12,758,610

Balance-December 31, 1999   127,232  $127,232  1,410,761 $1,410,761 $12,758,610

                                         Accumulated
                                           Other
                             Retained   Comprehensive       Treasury Stock
                             Earnings      Income        Shares       Amount

Balance-December 31, 1996  $52,915,056    $ 89,380       213,756    $ 5,991,708
Net Income                   3,512,142
Reacquired Class B Shares                                143,519      5,626,717
Change in unrealized gain
  on securities available
  for sale                                  39,094
Cash dividend paid
 ($.56 per share)             (702,018)

Balance-December 31, 1997  $55,725,180    $128,474       357,275    $11,618,425

Net Loss                      (616,711)
Reacquired Class B Shares                                  9,897        352,578
Change in unrealized gain
 on securities available
 for sale                                    5,862
Cash dividend paid
 ($.56 per share)             (659,709)

Balance-December 31, 1998  $54,448,760    $134,336       367,172    $11,971,003

Net Income                   2,884,488
Reacquired Class A Shares                                    110          3,959
Change in unrealized gain
 on securities available
 for sale                                  188,064
Cash dividend paid
 ($.56 per share)             (655,598)

Balance-December 31, 1999  $56,677,650    $322,400       367,282    $11,974,962

       See accompanying notes to Consolidated Financial Statements.
<PAGE>
                      ALLEN ORGAN COMPANY AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                 Years Ended December 31,
                                             1999          1998        1997
CASH FLOWS FROM OPERATING ACTIVITIES
 Net income (loss)                        $2,884,488   $ (616,711)  $3,512,142
 Adjustments to reconcile net income
  (loss) to net cash provided by
   operating activities
  Depreciation and amortization            1,916,970    1,478,379    1,114,639
  Minority interest in consolidated
   subsidiaries                             (112,979)     (61,958)      (6,041)
  Cumulative effect of change in
   accounting principle (excluding
    income tax effects)                         --        470,809          --
  (Gain) Loss on sale of property,
    plant and equipment                   (1,063,722)       8,153       (3,984)
  Gain on sale of investments                (67,244)    (242,227)    (765,110)
  Change in assets and liabilities (net
   of acquisition effects)
   Accounts receivable                    (3,375,842)  (1,336,156)    (914,493)
   Inventories                            (1,724,698)   3,459,802   (3,188,750)
   Prepaid income taxes                      422,656     (189,761)     164,509
   Prepaid expenses                          224,816      (28,654)    (328,631)
   Deferred income tax benefits             (474,799)    (306,812)        --
   Prepaid pension costs                     172,455      152,498       94,099
   Other assets                              (34,641)         --          --
   Accounts payable                        2,031,276      649,322      498,632
   Accrued income taxes                      683,133          --          --
   Other accrued expenses                    504,871      730,003      192,927
   Customer deposits                          57,767      219,428      546,262
   Deferred liabilities                     (100,589)    (514,851)     (32,217)
     Net Cash Provided by Operating
      Activities                           1,943,918    3,871,264      883,984
CASH FLOWS FROM INVESTING ACTIVITIES
 Cash proceeds from sale of investments
  classified as available for sale         5,993,248    2,526,721   30,263,188
 Cash paid for purchase of investments
  classified as available for sale        (5,399,027)  (2,226,644) (20,497,033)
 Increase in cash value of life
  insurance                                 (321,163)    (277,839)    (264,278)
 Increase in note receivable                (451,261)    (456,329)     (40,409)
 Payment for acquisition, net of cash
  acquired                                      --          --      (1,512,000)
 Additions goodwill                         (733,194)    (238,534)    (211,690)
 Cash proceeds from sale of property,
  plant and equipment                      1,382,716       28,170        7,841
 Cash paid for purchase of property,
  plant and equipment                     (3,260,719)  (1,477,340)  (2,046,097)
   Net Cash (Used In) Provided by
    Investing Activities                  (2,789,400)  (2,121,795)   5,699,522
CASH FLOWS FROM FINANCING ACTIVITIES
 Dividends paid in cash                     (655,598)    (659,709)    (702,018)
 Reacquired Class B common shares               --       (352,578)  (5,626,717)
 Subsidiary company stock reacquired
  from minority stockholders                 (13,238)     (29,976)     (15,625)
 Reacquired Class A common shares             (3,959)        --          --
  Net Cash Used in Financing Activities     (672,795)  (1,042,263)  (6,344,360)
NET (DECREASE) INCREASE IN CASH           (1,518,277)     707,206      239,146

CASH, JANUARY 1                            1,727,554    1,020,348      781,202

CASH, DECEMBER 31                         $  209,277   $1,727,554   $1,020,348


           SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION

  Cash paid for income taxes              $1,625,400   $  167,050   $1,758,833


         See accompanying notes to Consolidated Financial Statements.
<PAGE>
                     ALLEN ORGAN COMPANY AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 Significant Accounting Policies
     Background:
        Allen   Organ  Company  and  Subsidiaries  operate  in  four   industry
     segments:     Musical   Instruments,   Data   Communications,   Electronic
     Assemblies,  and Audio Equipment.  See Note 15 for additional  information
     on the operating activities of each segment.

     Principles of Consolidation:
        The  consolidated  financial statements include  the  accounts  of  the
     Allen   Organ  Company  and  the  following  subsidiaries.   All  material
     intercompany transactions have been eliminated.
           Subsidiary Name                Ownership %
         Allen Audio, Inc.                 100.00%
         Allen Diversified, Inc.           100.00%
         Allen Organ International, Inc.   100.00%
         Eastern Research, Inc.             92.52%
         Legacy Audio, Inc.                 75.00%
         Linear Switch Corporation          92.20%
         Rocky Mount Instruments, Inc.     100.00%
         VIR, Inc.                          98.59%

     Off-Balance Sheet Risk:
        Financial  instruments that potentially subject the Company  to  credit
     risk  consist principally of short-term investments and trade receivables.
     The  Company  places substantially all of its investments in mutual  funds
     holding  federal, state and local government obligations and,  by  policy,
     limits the amount of credit exposure in any one investment.  The Company's
     Musical Instruments segment sells most of its products through established
     dealer  networks.   The Data Communications segment sells  most  of  their
     products  to  wholesale and retail distributors worldwide  and  under  OEM
     agreements  with  other data communications companies.   The  credit  risk
     associated with related receivables is limited due to the large number  of
     dealers and distributors and their geographic dispersion.

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

     Investments:
        The  Company accounts for its short-term investments in accordance with
     Statement  of  Financial  Accounting Standards  No.  115,  Accounting  for
     Certain  Investments in Debt and Equity Securities.  Management determines
     the  appropriate  classification of its investments  in  debt  and  equity
     securities  at the time of purchase and reevaluates such determination  at
     each balance sheet date.

     Inventories:
        Inventories  are  valued  at the lower of  cost  or  market.   Cost  is
     determined  using the first-in, first- out (FIFO) method for substantially
     all inventories.

     Property, Plant and Equipment:
        Property,  plant  and  equipment are stated at cost.   Depreciation  is
     computed  over  estimated useful asset lives using both straight-line  and
     accelerated  methods for financial reporting and accelerated  methods  for
     tax reporting.

     Goodwill:
        Goodwill  represents the excess of cost over the net assets of acquired
     subsidiaries.  Goodwill is amortized on a straight-line basis over various
     periods from 3 - 20 years and is presented net of accumulated amortization
     of  $1,275,630  and  $782,850 at December 31, 1999 and 1998  respectively.
     The  carrying value of goodwill for each business is continually  reviewed
     to  assess  its  recoverability from future  operations  of  the  acquired
     subsidiaries,  based on future cash flows (undiscounted)  expected  to  be
     generated  by such operations.  Any impairment in value indicated  by  the
     assessment would be charged against current operations.

     Income Taxes:
        Income  taxes are provided for the tax effects of transactions reported
     in  the  financial  statements and consist of  taxes  currently  due  plus
     deferred taxes.  Deferred taxes are recognized for differences between the
     basis  of  assets and liabilities for financial statement and  income  tax
     purposes.

     Research and Development:
        Research  and  development  expenditures  are  charged  to  expense  as
     incurred.

     Stock-Based Compensation:
        The  Company accounts for its stock-based compensation plans using  the
     accounting  prescribed  by Accounting Principles  Board  Opinion  No.  25,
     Accounting  for  Stock  Issued to Employees.  Since  the  Company  is  not
     required  to adopt the fair value based recognition provisions  prescribed
     under Statement of Financial Accounting Standards No. 123, Accounting  for
     Stock-Based  Compensation,  it  has  elected  only  to  comply  with   the
     disclosure requirements set forth in the Statement.  (See Note 18.)

     Change in Accounting Policies:
        Effective  January  1, 1998, the Company adopted the  AICPA  Accounting
     Standards  Executive Committee Statement of Position, 98-5,  Reporting  on
     the  Costs of Start-up Activities, (SOP 98-5).  In accordance with SOP 98-
     5,  costs  associated  with start-up activities, including  organizational
     costs,  should be expensed as incurred.  The effect of the change resulted
     in  a  decrease  to  net income for the year ended December  31,  1998  of
     $287,809  (net  of  taxes of $183,000).  These amounts were  a  result  of
     unamortized organizational costs associated with the subsidiaries  in  the
     Data Communications and Audio Equipment segments.

NOTE 2 Business Acquisitions
     Legacy Audio:
        On  April 1, 1997 the Company purchased a 75% interest in Legacy  Audio
     in  exchange  for $1,512,000 in cash.  In connection with the acquisition,
     the  company  established a new subsidiary, Legacy Audio, Inc.  (LAI),  to
     acquire  the  assets  of  the  seller.  A founding  owner  of  the  seller
     contributed  the  remaining 25% of the assets of the  seller  to  the  new
     company  in  exchange  for  a  25% interest in  LAI.   Additionally,  this
     founding owner has been named the President and Chief Designer of LAI.
        The  acquisition has been accounted for as a purchase.  The results  of
     operations  of  LAI  have  been  included in  the  Company's  consolidated
     financial statements from the date of acquisition.  Assets and liabilities
     have  been recorded at their estimated fair market values with the  excess
     being  recorded  as  goodwill, which is being amortized  over  a  20  year
     period.

NOTE 3 Sale of Manufacturing Facility
        In  April  1999  the Company sold its manufacturing  plant  located  in
     Rocky  Mount, North Carolina for $1,360,000 (net of selling expenses)  and
     recognized  a gain on the sale of approximately $1,068,000.   The  Company
     announced the closing of this facility in October 1998 at which  time  the
     Company  accrued  termination  costs of $415,000  of  which  approximately
     $370,000 has been paid as of December 31, 1999.  The Company believes that
     the  remaining $45,000 of accrued termination costs is adequate  to  cover
     the  estimated  remaining expenditures.  The Company ceased operations  at
     this  facility effective March 31, 1999 and has consolidated  all  of  its
     Musical   Instruments  production  into  its  manufacturing  facility   in
     Macungie, PA.

NOTE 4  Investments

       The  cost  and  fair value of investments in debt and equity  securities
       are as follows:

                                            Gross       Gross
                               Amortized  Unrealized  Unrealized       Fair
                                 Cost       Gains      Losses          Value

      December 31, 1999
      Available for sale
       Equity securities       $  129,311  $    218    $ 88,966    $    40,563
       Mutual Funds
        Short Term Gov't Funds  9,854,584        --      97,841      9,756,743
        Municipal  Bond Funds   5,873,745        --     211,713      5,662,032
        Equity Funds            2,211,262   895,833         --       3,107,095
       U.S. Treasury Bills      1,083,000        --         --       1,083,000
      Totals                  $19,151,902  $896,051    $398,520    $19,649,433

      December 31, 1998
      Available for sale
       Equity securities      $   181,473  $     42    $139,696    $    41,819
       Mutual Funds
        Short Term Gov't Funds 10,331,781   135,266         --      10,467,047
        Municipal Bond Funds    6,066,165   112,575         --       6,178,740
        Equity Funds            2,779,074   118,495      14,829      2,882,740
      U.S. Treasury Bills         418,000        --         --         418,000
      Totals                  $19,776,493  $366,378    $154,525    $19,988,346

        Marketable  debt  securities have an average  contractual  maturity  of
     approximately 1 year or less.
        Realized gains and losses are determined based on the original cost  of
     these  investments using a first-in, first-out method.  During 1999,  1998
     and 1997, sales proceeds and gross realized gains and losses on securities
     classified as available for sales were:

                                  1999           1998           1997

     Sales proceeds           $5,993,248     $2,526,721     $30,263,188

     Gross realized losses    $   60,606     $      --      $    44,448

     Gross realized gains     $  127,850     $  242,227     $   809,558

        The  change  in  net  unrealized holding gains (losses)  on  securities
     available  for sale in the amount of $285,677, $8,697, and 53,746  net  of
     deferred  tax expense (benefits) of $97,613, $2,835, and $14,650 has  been
     included  in  other comprehensive income in stockholders' equity  for  the
     years ended December 31, 1999, 1998, and 1997, respectively.

NOTE 5 Inventories
                                                 December 31,
                                              1999        1998
           Finished goods                $ 5,915,057  $ 2,631,290
           Work in process                 4,803,969    4,932,978
           Raw materials                   5,996,302    6,916,909
            Totals                       $16,715,328  $14,481,177

           The  Company also maintains an inventory of various parts to be used
       to  service musical instruments as future needs arise which are reported
       as a noncurrent asset.

NOTE 6 Property, Plant and Equipment
                                                                   Estimated
                                                December 31,           Useful
                                              1999         1998        Lives
        Land and improvements            $ 2,369,994  $ 2,445,579      10 yrs
        Buildings and improvements         8,636,998    8,250,158   10-40 yrs
        Machinery and equipment            8,629,366    8,385,676    5-10 yrs
        Office furniture and equipment     3,283,352    2,109,192     3-8 yrs
        Vehicles                             194,087      224,632       4 yrs
         Sub-total                        23,113,797   21,415,237
        Less accumulated depreciation     11,684,624   11,503,600
                                         $11,429,173  $ 9,911,637

           Depreciation   expense   charged  to  operations   was   $1,424,189,
       $1,044,393 and $836,769 in 1999, and 1998 and 1997 respectively.

NOTE 7 Note Receivable
           The  Company  has  entered  into  two  Split-Dollar  Life  Insurance
       agreements  with  its  President who is the insured  and  owner  of  the
       policies.  The policy owner shall pay the portion of the premiums  equal
       to  the  value  of  the economic benefit determined in  accordance  with
       applicable  IRS Revenue Rulings.  The Company shall pay the  balance  of
       the net premiums, which shall approximate $450,000 annually.
           The  agreements  provide  that  the Company  shall  be  entitled  to
       recover the amount of premiums paid out of the built up cash value  upon
       termination  of the agreement or out of the proceeds upon the  death  of
       the  insured.   As  security for repayment the Company is  a  collateral
       assignee  of the policy to the extent of any such unreimbursed premiums.
       The   Company  is  also  secured  by  the  personal  obligation  of  its
       President.   The  note receivable exceeds the cash  surrender  value  of
       these  policies by approximately $415,000 and $340,000 at  December  31,
       1999 and 1998, respectively.

NOTE 8 Income Taxes
           The provision for income taxes consists of the following:
                      1999                   1998                 1997
           Currently              Currently              Currently
            Payable    Deferred    Payable     Deferred   Payable    Deferred

 Federal  $1,620,000  $(658,000)  $(151,000)  $(420,000) $1,270,000  $ 73,000
 State       410,000   (148,000)    125,000    (394,000)     26,000  (128,000)
  Total   $2,030,000  $(806,000)  $ (26,000)  $(814,000) $1,296,000  $(55,000)

           The  total  1998 tax benefit of $840,000 is included in current  and
       deferred taxes on income and in the tax effect of the cumulative  effect
       of  change  in  accounting principle on the consolidated  statements  of
       income.
           A  reconciliation  of  the  provision  for  income  taxes  with  the
       statutory rate follows:
                                  1999             1998              1997
 Statutory provision for
  federal income tax    $1,359,000   34.0% $ (516,000)  34.0% $1,614,000  34.0%
 State taxes, net of
  federal tax benefits      73,000    1.8    (177,000)  11.7      81,000   1.6
 Tax credits              (179,000)  (4.5)       --      --      (60,000) (1.3)
 Tax-exempt income        (110,000)  (2.8)    (97,000)   6.4    (110,000) (2.3)
 Exempt income of foreign
  sales corporation        (77,000)  (1.9)    (61,000)   4.0    (101,000) (2.1)
 Other items, net           58,000    1.5      11,000   (0.7)    (38,000) (0.8)
 Effect of change in
  prior years state tax
  revenue allocations          --     --          --     --     (229,000) (4.8)
 Effect of change in
  state valuation allowance
  of deferred tax asset    100,000    2.5         --     --       84,000   1.8
   Total                $1,224,000   30.6% $ (840,000)  55.4% $1,241,000  26.1%

           The  following temporary differences give rise to the net  deferred
     tax asset at December 31, 1999 and 1998.
                                                     1999            1998
 Deferred Tax Liabilities
  Excess of tax depreciation/amortization
   over book depreciation/amortization          $ (389,932)     $ (359,778)
  Excess of pension expense for tax
   purposes over book                             (172,872)       (224,910)
  Unrealized gain not recognized for
   tax purposes                                   (184,206)        (74,522)
      Total Deferred Tax Liabilities              (747,010)       (659,210)
 Deferred Tax Assets
  Deferred compensation not
   recognized for tax purposes                      66,612          16,856
 Net operating loss carry forwards                 740,368         383,516
 Accrued expenses to close
  Rocky Mount plant                                   --           112,652
  Reserve for Bad Debts                            113,714          70,702
  Inventory Reserve                                801,927         243,709
   Sub-total                                     1,722,621         827,435
 Valuation Allowance                              (194,000)        (94,000)
      Total Deferred Tax Assets                  1,528,621         733,435
        Net Deferred Tax Asset                  $  781,611      $   74,225

           Deferred taxes are included in the Company's financial statements as
     follows:
                                                       1999         1998
       Current deferred tax asset                   $ 658,869    $ 306,812
       Non-current deferred tax asset (liability)     122,742     (232,587)
         Net deferred tax asset                     $ 781,611    $  74,225

           The  Company  has  available at December  31,  1999,  approximately
     $756,000  of unused federal and $8,100,000 of unused state net  operating
     loss carry forwards that may be applied against future taxable income and
     that expire in various years from 2002 to 2019.
           At  December  31,  1999 and 1998 the Company recorded  a  valuation
     allowance of $194,000 and $94,000, respectively against the deferred  tax
     assets relating to the uncertainty of realizing state net operating  loss
     carry forwards.

NOTE 9 Other Accrued Expenses
                                                         December 31,
                                                     1999           1998
             Accrued salaries and commissions     $ 722,336       $ 552,099
             Accrued additional purchase price      733,319         238,535
             Accrued plant closing costs             44,588         304,431
             Other                                  426,913         327,221
              Total                              $1,927,156      $1,422,286

NOTE 10    Commitments and Contingencies
           As  of December 31, 1999, the Company is contingently liable for  a
     maximum  amount  of  approximately  $1,891,000  in  connection  with  the
     financing arrangements of certain customers.
           Under  the terms of an agreement with the wife of the late Chairman
     and principal shareholder, the Company may be required to purchase within
     eight  months of her death, at the option of her personal representative,
     an amount of Class B Common Shares then owned by her or includable in her
     estate for Federal Estate Tax purposes sufficient to pay estate taxes and
     costs,  subject to the limitations of Section 303 of the Internal Revenue
     Code.   At  December  31,  1999,  the shareholder  owned  or  would  have
     includable  in  her estate 261,072 shares of Class B Common  Stock.   The
     Company has purchased life insurance on the life of the shareholder  with
     a  face  value of $6,000,000.  While the potential obligation related  to
     this  agreement  is in large part dependent on the value  placed  on  the
     Company's  stock  for estate tax purposes, the Company believes  that  it
     would  have  access  to sufficient resources to fund this  obligation  if
     necessary.
           In connection with the purchase of VIR, Eastern Research and Linear
     Switch,  the Company agreed to pay a contingent purchase price  equal  to
     4.5%  of  the sales of these Companies in excess of $7,000,000  per  year
     through  December 2000.  The total additional payment for 1999, 1998  and
     1997  amounted  to  $733,319,  $238,535 and $92,432,  respectively.   The
     agreement  provides  that the total of these payments  shall  not  exceed
     $2,000,000.
           The  Company's Data Communications segment leases its  offices  and
     production facility under non-cancelable operating leases which expire at
     various  dates  through  September 2002.  These  leases  include  renewal
     options  for periods ranging up to fifteen years with increases of  lease
     payments based on changes in the Consumer Price Index.  Rent expense  was
     $321,368,  $230,447and  $179,765 for 1999, 1998 and  1997,  respectively.
     Minimum annual rent payments for the operating leases are as follows:

            2000                     $ 313,258
            2001                       305,040
            2002                       228,173
             Total                   $ 846,471

NOTE 11    Retirement Plans
           The  Company  sponsors two noncontributory defined benefit  pension
     plans,  which  cover substantially all of its employees.   Salaried  plan
     benefits  are  generally based on the employee's  years  of  service  and
     compensation  levels.  Hourly plan benefits are based on various  monthly
     amounts for each year of credited service.  The Company's funding  policy
     is  to  contribute  amounts to the plans sufficient to meet  the  minimum
     funding requirements set forth in the Employee Retirement Income Security
     Act of 1974, plus such additional amounts as the Company may determine to
     be  appropriate from time to time.  Plan assets are comprised principally
     of   cash   equivalents,  U.S.  Government  obligations,   fixed   income
     securities, and equity securities.
           Following are reconciliations of the pension benefit obligation and
     the value of plan assets:

                                          1999          1998           1997
   Pension benefit obligation
      Balance, beginning of year       $14,923,318   $13,222,392   $13,252,456
      Service cost                         380,650       310,909       299,166
      Interest cost                        999,772       983,147       953,842
      Benefits paid to participants       (812,359)     (792,052)     (757,090)
      Gain (loss) on updated
       data/assumptions                   (426,280)    1,198,922      (525,982)
        Balance, end of year           $15,065,101   $14,923,318   $13,222,392

   Plan assets
      Fair value, beginning of year    $15,611,950   $14,764,799   $13,641,779
      Actual investment returns          2,678,280     1,639,203     1,750,515
      Company contributions                  --             --         129,595
      Benefits paid to participants       (812,359)     (792,052)     (757,090)
        Fair value, end of year        $17,477,871   $15,611,950   $14,764,799

           The Funded status of the plans were as follows:
                                                 December 31,
                                          1999          1998           1997
   Excess of the value of plan assets over
    the benefit obligation             $ 2,412,770   $   688,632   $ 1,542,407
   Unrecognized prior service cost          73,323       147,313       221,303
   Unrecognized net transition
    liability (asset)                     (144,020)     (216,028)     (288,036)
   Unrecognized net actuarial
    loss (gain)                         (1,871,919)       22,692      (680,567)
     Prepaid benefit cost              $   470,154   $   642,609   $   795,107

           The following weighted-average rates were used:

   Discount rate on the benefit obligation     7.0%         6.75%        7.5%
   Rate of return on plan assets               8.0%         8.0%         8.0%
   Rate of long-term compensation increase     6.0%         6.0%         6.5%


           Pension expense is comprised as follows:
                                          1999          1998           1997

   Service cost                        $   380,650   $   310,909   $   299,166
   Interest cost                           999,772       983,147       953,842
   Expected return on plan assets       (1,209,949)   (1,143,540)   (1,031,296)
   Amortization of unrecognized
    prior service cost                      73,990        73,990        73,990
   Amortization of transition asset        (72,008)      (72,008)      (72,008)
    Net Pension Cost                   $   172,455   $   152,498   $   223,694

           The  foregoing net amounts regarding the pension benefit  obligation
       and  the  value  of  plan  assets are based on  a  combination  of  both
       overfunded  and  underfunded plans.  The aggregate amounts  relating  to
       underfunded plans are as follows:

                                                 December 31,
                                          1999          1998           1997
      Projected benefit obligation     $    --       $ 7,798,136   $     --
      Accumulated benefit obligation        --         6,708,396         --
      Fair value of plan assets             --         7,707,085         --


           The  Company  provides  a  401(k) deferred compensation  and  profit
       sharing  plan  for the benefit of eligible employees.  The  plan  allows
       eligible  employees  to  defer a portion of their  annual  compensation,
       pursuant  to  Section  401(k)  of the Internal  Revenue  Code.   Company
       profit-sharing   contributions  to  the  plan   are   discretionary   as
       determined   by   the  Company's  board  of  directors.    The   Company
       contributions were $93,388, $112,981and $147,160 to the plans  in  1999,
       1998 and 1997 respectively.
           During   1999,   the  Company  established  supplemental   executive
       retirement  plans  for  3  of its officers.   These  plans  provide  for
       discretionary  company contributions, which vest over a 5  year  period,
       accrue  interest  at the prime rate, not to exceed 9%, and  are  payable
       upon the executives death or retirement.

NOTE 12    Deferred Liabilities
                                                 December 31,
                                              1999         1998
           Deferred compensation expense   $ 179,915    $  47,917
           Deferred income taxes                 --       232,587
                                           $ 179,915    $ 280,504

NOTE 13    Earnings Per Share
           Earnings  per  share were computed using 1,170,719 shares  in  1999,
       1,178,064  shares  in 1998, and 1,258,966 shares in 1997,  the  weighted
       average  number  of  shares outstanding during each year.   The  Company
       does not have any dilutive equity instruments.

NOTE 14    Export Sales
           In  1999,  1998  and  1997,  net sales by  the  Musical  Instruments
       segment include export sales, principally to Canada, Europe and the  Far
       East  of  $3,563,383,  $3,676,981, and  $4,432,974,  respectively.   Net
       sales   by   the  Data  Communications  segment  include  export   sales
       principally  to  Europe  and  the  Far  East  of  $1,146,137  for  1999,
       $1,261,029  for 1998, and $2,103,734 for 1997.  Net sales by  the  Audio
       Equipment  segment include export sales principally to  Europe  and  the
       Far  East  of  $87,535 for 1999, $92,526 for 1998 and $211,561  for  the
       nine months ended December 31, 1997.

NOTE 15    Industry Segment Information
           The   Company's   operations  are  classified  into  four   industry
       segments:   Musical   Instruments,   Data   Communications,   Electronic
       Assemblies,  and  Audio Equipment.  The Musical Instruments  segment  is
       comprised   of   operations   principally  involved   in   the   design,
       manufacture,  sale  and  distribution  of  electronic  keyboard  musical
       instruments,  primarily digital computer organs and related accessories.
       Musical   instruments   are  sold  primarily  to   retail   distributors
       worldwide.
           The   Data  Communications  segment  is  involved  in  the   design,
       manufacture,  sale  and  distribution of data communications  equipment.
       Data  communications products are sold primarily to wholesale and retail
       distributors worldwide and under OEM agreements with several customers.
           The  Electronic  Assemblies segment is involved in the  manufacture,
       sale  and  distribution of electronic assemblies for  outside  customers
       used   primarily  as  control  devices  and  other  circuitry  in  their
       products.   Subcontract  assembly services  are  provided  primarily  to
       industrial concerns in Pennsylvania and New Jersey.
           The  Audio  Equipment segment began in 1997 with the acquisition  of
       Legacy  Audio  discussed in Note 2.  Legacy is involved in  the  design,
       manufacture, sale and distribution of high quality speaker cabinets  and
       related  equipment  for  hi-fi  stereo and  home  theater  applications.
       Legacy's  products  are sold worldwide directly to individual  customers
       for  home  use  with  a  lesser  percentage distributed  through  dealer
       audition  sites.   During  1999 the Company established  the  subsidiary
       Allen  Audio,  Inc.  and  introduced a line  of  Public  Address  system
       products,  which  have  initially been targeted at  small  to  mid-sized
       churches, auditoriums and similar customers.
           Following is a summary of segmented information for 1999,  1998  and
       1997.
                                                    December 31,
                                           1999         1998        1997
      Net Sales to Unaffiliated Customers
         Musical Instruments             $27,332,745  $25,425,112  $23,351,483
         Data Communications              23,295,979   12,297,955    9,037,521
         Electronic Assemblies             5,650,917    4,727,975    5,935,381
         Audio Equipment                   1,739,101    2,515,033    2,023,699
          Total                          $58,018,742  $44,966,075  $40,348,084

      Intersegment Sales
         Musical Instruments             $   109,667  $   136,123  $     5,252
         Data Communications                 174,516          594       84,939
         Electronic Assemblies                37,742      495,266      938,479
         Audio Equipment                      58,253      148,573       52,244
          Total                          $   380,178  $   780,556  $ 1,080,914

      Income (Loss) from Operations
         Musical Instruments             $ 2,950,251  $   795,773  $ 2,718,085
         Data Communications                (805,738)  (3,397,020)  (1,069,165)
         Electronic Assemblies               430,031      326,609      631,521
         Audio Equipment                    (761,688)      (9,846)     337,495
          Total                          $ 1,812,856  $(2,284,484) $ 2,617,936

      Identifiable Assets
         Musical Instruments             $18,912,763  $19,777,418  $22,669,782
         Data Communications              19,764,425   11,532,523   10,294,411
         Electronic Assemblies             3,658,915    3,501,492    4,422,908
         Audio Equipment                   2,209,810    2,259,185    2,153,922
          Sub-total                       44,545,913   37,070,618   39,541,023
         General corporate assets         22,920,157   24,919,335   23,020,981
          Total                          $67,466,070  $61,989,953  $62,562,004

      Capital Expenditures
         Musical Instruments             $ 1,268,726  $   866,868  $ 1,070,108
         Data Communications               1,908,323      542,030      386,308
         Electronic Assemblies                 5,670       59,850      504,635
         Audio Equipment                      78,000        8,592       85,046
          Total                          $ 3,260,719  $ 1,477,340  $ 2,046,097

      Depreciation and Amortization
         Musical Instruments             $   697,587  $   614,670  $   518,144
         Data Communications                 992,933      618,380      392,108
         Electronic Assemblies               145,948      171,912      139,542
         Audio Equipment                      80,502       73,417       64,845
          Total                          $ 1,916,970  $ 1,478,379  $ 1,114,639

           Intersegment  sales are generally priced at cost plus  a  percentage
       mark-up,  and  are generally thought to be marginally less  than  prices
       which  would be charged for the same product to unaffiliated  customers.
       Intersegment  sales  are  excluded  from  net  sales  reported  in   the
       accompanying  consolidated income statements.   Identifiable  assets  by
       segment  are  those  assets  that are used in the  Company's  operations
       within  that  segment.  General corporate assets consist principally  of
       cash and short-term investments.
           The  Electronic Assemblies segment derived 68% of its revenues  from
       three  customers  in  1999 and 1998, and 55% of its  revenues  from  one
       customer  in 1997.  The Data Communications segment derived 52%  of  its
       revenue  from  three customers in 1999 and 13% and 12%  of  its  revenue
       from  one  customer  in  1998  and 1997,  respectively.   The  Company's
       Musical  Instrument and Audio Equipment segments are  not  dependent  on
       any single customer.

NOTE 16    Investment Income

                                                    December 31,
                                           1999         1998        1997

       Interest Income                  $  935,290  $  887,338   $1,198,362
       Dividend Income                     125,990      94,134      151,250
       Gain on Sale of Investments          67,244     242,227      765,110
        Total                           $1,128,524  $1,223,699   $2,114,722

NOTE 17    Stock Option Plans
           VIR,  Inc.  (VIR) and Eastern Research, Inc. (ERI) have  established
       employee  stock-based compensation plans to assist  them  in  attracting
       and  retaining  personnel.  The maximum number  of  these  subsidiaries'
       shares  that  may be issued under the plans approximates a 15%  interest
       in  each  of the respective companies.  Options are issued at  estimated
       fair  market  value.  The maximum term of the options is  6  years,  and
       they generally vest equally over 4 years.
           As  of  December  31, 1999, total options issued  for  VIR  and  ERI
       represent   9%   and   12%,  respectively,  of  the   shares   currently
       outstanding.   Vested  options consist of 4% and  5%  of  the  currently
       outstanding shares of VIR and ERI, respectively.
           No  compensation  expense  was  recognized  for  these  plans.   Had
       compensation  cost been determined pursuant to FASB Statement  No.  123,
       net income (loss) and earnings per share would have been:

                                     1999        1998        1997
           Net income (loss)     $2,775,220   $(686,811)  $3,431,897
           Earnings per share         $2.37      $(0.58)       $2.73
<PAGE>

                                 PART III

Item 10.    Directors and Executive Officers of the Registrant.

                 (a)            Identification of Directors
                                                               Time Period
                              Date Term                         Position
Name                           Expires       Age  Position         Held

Steven Markowitz             Next Annual     46   Director     Since 1980
                           Meeting in 2000
Eugene Moroz                 Next Annual     76   Director     Since 1968
                           Meeting in 2000
Leonard W. Helfrich (1)      Next Annual     70   Director     1964 - 1968 and
                           Meeting in 2000                     1972 to present
Orville G. Hawk (1)          Next Annual     82   Director     Since 1989
                           Meeting in 2000
Albert F. Schuster (1)       Next Annual     80   Director     Since 1989
                           Meeting in 2000
Martha Markowitz             Next Annual     78   Director     Since 1991
                           Meeting in 2000
Jeffrey L. Schucker (1)      Next Annual     45   Director     Since July 1996
                           Meeting in 2000
Ernest Choquette             Next Annual     46   Director     Since April 1998
                           Meeting in 2000

   (1)  Audit Committee member.

           (b)  Identification of Executive Officers.
                                                                   Time Period
                           Date Term                               Position
Name                        Expires         Age  Position            Held
Steven Markowitz       Next Annual        46   President           1990 to
                        Meeting in 2000                            present
Leonard W. Helfrich    Next Annual        70   Vice President,     1958 - 1968
                        Meeting in 2000        Secretary           and 1971 to
                                                                    present
Barry J. Holben        Next Annual        47   Vice President      October 1995
                        Meeting in 2000                            to present
Dwight A. Beacham      Next Annual        53   Vice President      October 1995
                        Meeting in 2000                            to present
Nathan S. Eckhart      Next Annual        36   Treasurer,          May 1996
                        Meeting in 2000        Assistant Secretary to present


                  (c)  Identification of Certain Significant Employees.

                       Not required to be answered.

                  (d)  Family Relationships.

                        Except  for Martha Markowitz and Steven  Markowitz,
                  who  are  mother and son, there is no family relationship
                  between any officers or directors of the Company.

                  (e)  Business Experience.

                       (1)  Steven Markowitz, Leonard W. Helfrich and
                       Dwight  Beacham, have been employees of the  Company
                       in  executive capacities for at least the last  five
                       years.
                             Mr.  Holben  has  been  employed  by  the
                       Company  since 1989, spending two years  in  product
                       development  and  then  serving  in  various   sales
                       capacities.
                             Mr.  Eckhart  has been  employed  by  the
                       Company   since   1993,   previously   serving    as
                       Controller.  Prior to that time he was a manager for
                       a public accounting firm.
                             Mr. Moroz was employed by the Company for
                       over 50 years, having last held the position of Vice
                       President.  He retired from active employment in May
                       1998  and  continues  to  serve  on  the  Board   of
                       Directors.
                             Mr.  Hawk who has been retired more  than
                       five  (5)  years was formerly Chairman of the  Board
                       and President of First National Bank of Allentown.
                             Mr. Schuster is a church director of music
                       and prior to his retirement more than five (5) years
                       ago was a supervisor at Bethlehem Steel Corporation.
                             Mr.  Schucker is currently  President  of
                       Middle  Market Capital Advisors, L.L.C. and formerly
                       a Vice President of Meridian Capital Markets.
                             Mr. Choquette has been a member of the law
                       firm  of  Stevens & Lee, Reading PA, for  almost  20
                       years  and currently serves as Co-Chairman of  their
                       Corporate Group.
                             Mrs.  Markowitz  is the widow  of  Jerome
                       Markowitz, the Company's founder, and represents the
                       family interests.

                  (f)    Involvement  in  Certain  Legal   Proceedings   by
                  Directors or Officers.

                       None.

                  (g)  Compliance with Section 16(a) of the Exchange Act.

                       No transaction required to be reported.

Item 11.    Executive Compensation.
                 Deleted paragraphs and/or columns are not required to be
                 answered.

             (b)  SUMMARY COMPENSATION TABLE:
                                         Annual Compensation       All Other
                                          Salary     Bonus        Compensation
Name and Principal Position       Year       $          $               $

Steven A. Markowitz, President    1999    126,840       -           42,059 (1)
  (Chief Executive Officer)       1998    105,115    17,000         35,558
                                  1997    100,090    18,598         30,650

Leonard W. Helfrich,              1999    116,416       -
  Vice President - Finance        1998     95,065    16,000
  (Secretary)                     1997     93,624    17,402


(1)-Value  of  Split Dollar Life Insurance.  See Note 7 to the accompanying
consolidated  financial  statements  for  additional  information  on  this
arrangement.

             (f)  Defined Benefit or Actuarial Plan Disclosure.

                   Estimated  Annual Benefit obtained from  1999  Actuarial
                   Valuation Report:

                    Steven A. Markowitz     $62,461   Age 46 (1)
                    Leonard W. Helfrich     $42,415   Age 70 (2)


       (1)  Amount shown is calculated from prior compensation to date and
            estimated compensation to normal retirement age (65).
       (2)  Amount shown is calculated from prior compensation to current age.

             (g)  Compensation of Directors:

                       Non-employee Directors receive  $350  for
                  each Board and committee meeting attended plus reasonable
                  expenses   in   connection  with  attendance.    Employee
                  Directors  receive no additional compensation  for  their
                  services as a Director.

             (h)  Employment Contracts and Termination  of
                  Employment and Change in Control Arrangements:

                      There are no employment contracts between
                  the  Company and any of the Company's Executive Officers.
                  The Company has established an Executive Bonus Program in
                  the  form of executive supplemental retirement plans  for
                  the  benefit of Mr. Beacham, Mr. Holben and Mr.  Eckhart.
                  These    plans   provide   for   discretionary    company
                  contributions,  which vest over a 5 year  period,  accrue
                  interest  at  the prime rate, not to exceed 9%,  and  are
                  payable upon the executives death or retirement.

             (j)  Additional Information with Respect to Compensation Committee
                   Interlocks and Insider Participation in
                   Compensation Decisions:

                      (1)   Leonard W. Helfrich, Vice President, Secretary, and
                       Director of the  Company, is the sole member of the
                       Compensation Committee  of the Board of Directors
                       whose  function is  to  set the compensation of the
                       President.   The compensation of all other employees
                       is set by or  at the direction of the President.

Item 12.     Security Ownership of Certain Beneficial Owners and Management

             (a)   Voting securities of the registrant owned of  record  or
             beneficially by each person who owns of record, or is known by
             the registrant to own beneficially, more than 5 percent of any
             class  of  such securities.  Class A Common Shares  constitute
             the  only  securities with voting rights.  Information  as  of
             February 29, 2000.
                                          Amount and
                                          Nature of
            Names and           Title of  Beneficial   % of
            Addresses             Class   Ownership    Class
            Jerome Markowitz        A     81,531       97.06%
            Trust (2)                     (1)
            821 N. 30th St.
            Allentown, PA

            (1)  Sole voting and investment power

            (2)   The  shares are held by Trustees under an Inter  Vivos
               Trust  established by Mr. Markowitz, who died  in  February,
               1991,  for the benefit of his family, principally his widow,
               Martha   Markowitz.   The  Trustees  are  Steven  Markowitz,
               President  and  a  Director  of  the  Company,  and   Martha
               Markowitz, a Director of the Company.

             (b)   Each class of equity securities of the registrant  or  any
             of  its   parents   or  subsidiaries,  other  than   directors'
             qualifying shares, beneficially owned directly or indirectly  by
             all  directors  naming them and directors and  officers  of  the
             registrant, as a group, without naming them.  Information as  of
             December 31, 1999.

                                                    Percent    Percent
                                        Nature of    of         of
                 Class     Class        Beneficial  Class      Class
Directors          A         B          Ownership    A          B

Steven Markowitz     58                 (1) (3)      .07 %
                           13,562       (1) (3)               1.25%
                 81,531*                (2) (4)    97.06 %
                          242,016*      (2) (4)              22.27%

Eugene Moroz                6,290       (1) (3) as
                                        to 6,290
                            6,000       (2) (4) as
                                        to 6,000              1.13%

Leonard W. Helfrich           346       (2) (4)                .03%

Orville G. Hawk                50       (2) (4)                .005%

Martha Markowitz           19,056       (1) (3)               1.75%
                81,531*                 (2) (4)    97.06 %
                          242,016*      (2) (4)              22.27%


                                                    Percent    Percent
All Directors                                         of         of
and Officers     Class     Class                    Class      Class
as a Group         A         B                        A          B

     7          81,589**  287,320**                97.13%**  26.43%


              (1)   Sole voting power
              (2)   Shared voting power
              (3)   Sole investment power
              (4)   Shared investment power

                     *     Shares owned by the Jerome Markowitz Trust  for
                  which   Martha  Markowitz  and  Steven  Markowitz,   Co-
                  Trustees, have shared voting and investment power and of
                  which  Martha  Markowitz is the primary beneficiary  and
                  Steven Markowitz, one of the residuary beneficiaries.

                    **   The shares held by the Jerome Markowitz Trust are
                  not duplicated in the totals for the Class A and Class B
                  Shares.

             (c)      Changes in Control.  Not required to be answered.

Item 13.    Certain Relationships and Related Transactions

            See  Note  10 to Financial Statements, concerning an  agreement
            between  the  Company and Martha Markowitz, a Director  of  the
            Company.

                                  PART IV

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

            (a)  (1)  Financial Statements

                       The  following consolidated financial statements  of
                 Allen  Organ Company and its subsidiaries are included  in
                 Part II, Item 8:

                      Independent Auditors' Reports.

                       Consolidated Balance Sheets as of December 31,  1999
                 and 1998.

                      Consolidated Statements of Income for the years ended
                 December 31, 1999, 1998, and 1997.

                       Consolidated  Statement of Changes in  Stockholders'
                 Equity  for the years ended December 31, 1999,  1998,  and
                 1997.

                       Consolidated Statements of cash flows for the  years
                 ended December 31, 1999, 1998, and 1997.

                       Notes to Consolidated Financial Statements.

                        The   individual   financial  statements   of   the
                 Registrant's subsidiaries have been omitted, as  they  are
                 all  included  in  the  consolidated financial  statements
                 referred to above.

                 (a)  (2) Financial Statement Schedules

                      Financial schedules are omitted as not applicable.

                 (a)  (3) Exhibits
                      Exhibit No.    Description
                      2(4)      Plan of acquisition
                      3.1(1)    Articles of Incorporation as amended
                      3.2(2)    Bylaws, as amended
                      10.2(3)   Agreement of Amendment between the Company
                                and Martha Markowitz
                               10.3(5)         Executive Bonus Program  and
                               Endorsement  Split  Dollar  Life   Insurance
                               Agreements  between the Company  and  Dwight
                               A.  Beacham, Nathan S. Eckhart and Barry  J.
                               Holben
                      21       Subsidiaries of the registrant

                     1.       Incorporated  by  reference  to  the  exhibit
                              filed with the Registrants Annual Report on
                              Form  10-K for the year ended December 31, 1984.
                     2.       Incorporated  by  reference  to  the  exhibit
                              filed  with the Registrants Quarterly Report  on
                              Form 10-Q for the period ended September 30,1996.
                     3.       Incorporated  by  reference  to  the  exhibit
                              filed with the Registrants Annual Report on
                              Form  10-K for the year ended December 31, 1992.
                     4.       Incorporated by reference to the exhibit filed
                              with the Registrants Current Report on form 8-K
                              dated August 1, 1995.
                     5.       Incorporated by reference to the exhibit filed
                              with the Registrants Quarterly Report on Form
                              10-Q for the period ended September 30, 1999.


                 (b)   Reports  on  Form  8-K.  None  filed  during  fourth
                 quarter of 1999.


SIGNATURES

Pursuant  to  the  requirements of Section 13 or 15 (d) of  the  Securities
Exchange  Act  of 1934, the registrant has duly caused this  report  to  be
signed on its behalf by the undersigned, thereunto duly authorized.


                                     ALLEN ORGAN COMPANY



Date: March 14, 2000                                  /s/ STEVEN A. MARKOWITZ
                                                      Steven A. Markowitz
                                                      Chief Executive Officer,
                                                      President and Director


Date: March 14, 2000                                  /s/ LEONARD W. HELFRICH
                                                      Leonard W. Helfrich
                                                      Vice President-Finance,
                                                      and Director, Chief
                                                      Financial and Principal
                                                      Accounting Officer


Date: March 14, 2000                                  /s/ MARTHA MARKOWITZ
                                                      Martha Markowitz
                                                      Director

Date: March 14, 2000                                  /s/ JEFFREY L. SCHUCKER
                                                      Jeffrey L. Schucker
                                                      Director
<PAGE>