U.S. Securities and Exchange Commission

                         Washington, D.C. 20549
                                                                CONFORMED
                                Form 10-KSB
(Mark One)
       [X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934

               For the fiscal year ended      June 30, 1996     
                                    OR
       [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934

          For the transition period from                        

           Commission File Number        0-15545               

                          Logitek, Incorporated     
              (Name of small business issuer in its charter)

                     New York                       No. 11-2203507
             (State or other jurisdiction of              (I.R.S. Employer
            incorporation or organization)              Identification No.)

          101 Christopher St., Ronkonkoma, N.Y.             11779      
       (Address of principal executive offices)                  (Zip Code)

Registrant's Telephone Number, including area code     516-467-4200   

Securities registered pursuant to Section 12(b) of the Act:
       Title of each class      Name of each exchange on which registered

            None                                     None            

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

                       Common Stock, $.01 par value   
                             (Title of class)
Check whether the issuer (1) filed all reports required to be filed by 
Section 13 or 15(d) of the Securities Exchange Act during the past 12 months
or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the
 past 90 days.  Yes X     No     

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

Issuer's revenues for its most recent fiscal year:    $3,461,412 
The aggregate market value of voting common stock held by non-affiliates,
computed based upon the average of the closing bid and asked prices on 
September 16, 1996 was $1,917,440.  As of September 16, 1996, there were 
3,424,000 shares of common stock outstanding (of which 1,925,753 shares were
held by non-affiliates).
                                    
    Documents Incorporated by Reference: 1995 Proxy Statement
                     <PAGE>
                                    
                               LOGITEK, INC.

                  FORM 10-KSB -  Year Ended June 30, 1996

                             TABLE OF CONTENTS 



PART I                                                     Page

Item 1.Business                                             3

Item 2.Properties                                           6

Item 3.Legal Proceedings                                    6

Item 4. Submission of Matters to a Vote of Security
         Holders                                            6


PART II 

Item 5.Market for Registrant's Common Equity
       and Related Stockholder Matters                       7

Item 6.Management's Discussion and Analysis of
       Financial Condition and Results of
       Operations                                             8

Item 7.Financial Statements and 
       Supplementary Data                                    10

Item 8.Changes In and Disagreements with Accountants
       on Accounting and Financial Disclosure                 10


PART III

Item 9.Directors and Executive Officers of
       the Registrant                                         11

Item 10.Executive Compensation                                11

Item 11.Security Ownership of Certain
        Beneficial Owners and Management                      11

Item 12.Certain Relationships and Related
        Transactions                                          11

Item 13 Exhibits and Reports on Form 8-K                      11
        Signature Page                                        12
        Report of Independent Certified Public
        Accountants                                           13
        Financial Statements                                  14
        Notes to Financial Statements                         17






<PAGE>
                                  PART I  

ITEM 1.  BUSINESS 
General 

Logitek, Inc. (the "Company"), a New York
corporation, organized in 1969, is engaged
in the design, development and production
of electronic monitors and controls which
include electronic time delays, flashers, and
voltage, frequency, phase and power
monitors and switch mode power supplies. 
Power monitors are generally used to
continuously and automatically monitor the
characteristics of electrical power systems
for conformance to design limits in order to
insure proper and safe operation of
equipment which utilize the monitored
power.  These devices provide for timed
control of system shutdown and transfer in
addition to visual fault annunciation. 
Although the Company manufactures
products "built to specifications" most of its
sales are for its standard products.   
  
The Company developed and manufactures
a line of time delay relays designed to cause
a system to perform or not to perform a
specific function for, during or after a
precise interval of time.  The time delay
relay is used in those instances, among
others, where a system must be turned on
for a specific period of time after application
of power and then shut down; where it is
necessary to operate a system for an interval
of time after the complete loss of power; or
to regulate the precise time interval between
various functions.  Among its practical
applications, time delay relays are used in
navigation systems of missiles and in radar
equipment as well as to sequence aircraft
functions.  When the navigation system in a
missile or projectile determines that the
missile or projectile is off course, a signal
may be applied to a time delay relay.  If the
missile returns to course prior to the
expiration of the preset time delay, the
signal is removed and the timer does not
operate.  If the missile remains off course
for a period of time greater than the preset
interval of the time delay relay, the time
delay relay will actuate causing the missile
to self destruct.  Some elements of certain
types of radar equipment can be damaged if
high voltage is applied prior to sufficient
warm-up time. These elements can be
protected by the use of time delay relays
which provide an automatic time delay
between the application of warm-up voltage
and high voltage.  These devices may also
be used to sequence the time interval
between the ejection of external  fuel pods
on  fighter aircraft.  The relays vary in price
from approximately $100 to $700 depending
on the type of function and complexity
required; however, most time delay relays
sell for $150 to $300.  

The Company has also developed and
produces solid state flashers designed to
cause an alternating electrical impulse.  The
flasher may be used to cause aircraft
position lights to flash on and off as well as
to sense and indicate a malfunction in certain
systems by causing a warning light to
flash/or activate an alarm device.  The
flasher varies in price from $100 to $500
depending on the type of function and
complexity required with most types of
flashers selling in the $125 to $225 range.

The Company has also designed and markets
equipment to monitor the characteristics of
the phase, voltage and frequency elements of
electric power.  These devices are connected
to electric power lines to monitor each of the
aforesaid input elements for deviation from
acceptable limits and can find application in
most electrical systems, machinery and
equipment where power source performance
is questionable and/or where equipment
damage may result from inadequate or
improper power.  The acceptable limits of
deviation of each element are pre-determined
and built into the monitor.  The Company
has also developed and manufactures power
monitors used to sense all three of the
aforesaid power elements.  In the event that
any element is not within pre-determined
specifications, the monitor shuts down the
system, transfers to another system and/or
operates an alarm.  The Company also
manufactures each of the aforesaid types of
monitors with time delay features.  These
types of monitors allow a deviation beyond
specified limits for a specified pre-set period
before initiating appropriate action.  The
internal time delay thereby prevents
unnecessary system response.  In the event
the system is activated, the element must
return to normal limits for a minimum pre-
set period before the power will resume
normal flow.  This equipment is presently in
use in auxiliary generating systems in planes
and ships to prevent damage to the
equipment operated by such systems.  Phase,
voltage and frequency sensors vary in price
from $300 to $900 and the power monitors
from $900 to $7,000 depending on the type
of function and complexity required.



The Company has designed and markets
switch mode power supplies for military,
industrial and commercial applications. 
These power supplies are used to convert
AC voltage to DC voltage or to convert DC
voltage to a different level of DC voltage for
use by various types of electronic
equipment.  Power supplies vary in price
from $400 to $3,000 depending on the
function, complexity and power levels
involved.  The Company markets 13 basic
models within this product line and
approximately 424 different sub-models.  In
addition, the Company will modify these
power supplies to customer specification for
an additional cost.  

The components of the Company's products
include integrated circuits,transistors,diodes,
relays, resistors, capacitors and metal
casings which are purchased from a variety
of readily available sources on an as needed
basis.  The Company has not experienced
delays in obtaining any required materials.

The widest application of the Company's
products is in  systems such as aircraft and
space vehicles, aboard ships, vehicular
mobile communications,radar systems,and
data processing and telecommunication
systems.  The Company's products are sold
to major system manufacturers and to the
United States Government.  Customers
include General Dynamics  Falstrom,
Boeing, Lockheed, McDonnel Douglas, E-
Systems, Westinghouse and Hughes Aircraft. 
In terms of competition in the product line
of power monitors, to the best of the
Company's knowledge there are companies
similar to Logitek and the Company is aware 
of four or five of these companies. In the
product line of power supplies there are
many competitors in the broad scope, but in
Logitek's niche market the field is
significantly narrowed. Logitek has a
trademark on its name but does not have any
patents. 

The Company's backlog as of June 30, 1996
was approximately $ 2,000,000 as compared
to $1,600,000 as of June 30 1995.

Sales made directly to government agencies
are effected primarily through competitive
bidding and to a lesser extent are a result of
negotiated contracts.  Other sales arise
principally through personal solicitations by
the Company's personnel and also through
independent sales representatives who are
compensated solely on a commission basis. 

During the past two fiscal years ended June
30, 1996 and 1995 sales to Boeing Aircraft
accounted for approximately 12% and 21%,
respectively, of the Company's net sales.  In
addition, during the past two fiscal years
ended June 30, 1996 and 1995 sales to the
U.S. Government and its agencies were
approximately 11 % and 15%, respectively.

While it is possible that Boeing and the
Government might someday choose another 
vendor, the Company feels this is unlikely.
However, should this ever happen, the
impact on the financial statements would be
a decrease in sales of 23%.
All government contracts or subcontracts are
subject to cancellation by the government or
subcontractor at or for the convenience of
the government.  In the event of contract
termination, the Company would ordinarily
be entitled to recover payment for its costs
and a reasonable pro rata share of profit
based on work completed prior to
termination.  

Current research is focused on the
continuous development of switch mode
power supplies, a high density power supply
and a digital power monitor.  During the
two fiscal years ended June 30, 1996 and
1995, the Company expensed approximately
$194,000 and $82,000, respectively, on
research and development.

As of June 30, 1996 the Company had
approximately 42 employees, of which two 
were part time employees.

The following table sets forth the
approximate percentage each of the
Company's product lines contributed to total
sales for the periods indicated:<PAGE>


                         BREAKDOWN OF GROSS SALES
                       For the years ended June 30,

                                      1996                    1995
                                        %                       % 

Time delay relays                     10.0                    19.3

Flashers                               4.0                     5.2

Power supplies                        23.7                    30.9

Voltage, frequency and
 phase sensor relays
 and power monitors                   60.7                    43.5

Contract manufacturing & Other         1.6                     1.1


Company Totals                       100.0                    100.0

<PAGE>

ITEM 2.  PROPERTIES 

The Company's executive offices and
production facilities are located in a one
story free standing building comprising
approximately 20,000 square feet, such
building is owned by the Company.  The
building is located on approximately one and
one-half acres of land in Ronkonkoma, New
York.  The property is subject to a mortgage
held by the New York Job Development
Authority ("JDA"), payable in monthly
installments as of June 30, 1996 of
approximately $2,656, including interest at
8.25% through June 2004 and a subordinate
mortgage to Long Island Development
Corp., payable in monthly installments of
$4,427 including interest at 13.57% through
June 2004.  As of June 30, 1996 the JDA
mortgage had a balance of $170,309 and the
subordinate mortgage had a balance of
$247,755.

Located at the Company's facilities are
testing apparatus, machinery and equipment
including oscilloscopes, differential
voltmeters,,spray painting equipment,
production electrical test fixtures auto test
and manufacturing equipment, environmental
and vibrations test equipment and other
items.  Certain of this equipment is pledged
as collateral for two notes payable in
monthly principal installments of $1,806 and
$ 1,319 through June 1998 and December
1998, plus interest at prime plus 1 1/2%
with an outstanding balance as of June 30,
1996 of $81,597.  In addition, the Company
has given a security interest to a lender
covering all fixed assets, accounts receivable
and inventory on $182,750 of debt with
monthly payments of $5,750, plus interest at
10.25% as of June 30, 1996.





ITEM 3.  LEGAL PROCEEDINGS 

None.  (See Note 12)


ITEM 4.  SUBMISSION OF MATTERS
TO A VOTE OF SECURITY HOLDERS 
No matters were submitted to a vote of
security holders through the solicitation of
proxies or otherwise during the fourth
quarter of fiscal 1996.<PAGE>
<PAGE>


                                  PART II 


      ITEM 5.  MARKET FOR REGISTRANT'S  COMMON EQUITY AND RELATED 
                          STOCKHOLDER MATTERS 

The Company's common stock, $.01 par
value (the "Common Stock"), was traded on
the National Association of Securities
Dealers Automated Quotation System
("NASDAQ") under the symbol "LGTK"
until May, 1992. The Common Stock was
delisted when NASDAQ increased its
minimum capital, surplus and stock price
requirements and the Company was unable
to meet such requirements.  The Common
Stock currently trades in the over-the-
counter market.  The table which appears
below sets forth the quarterly range of high
ask and low bid prices for the Common
Stock for the periods indicated, as reported
by The National Quotation Bureau, Inc.

The figures shown  represent "inter-dealer"
prices without adjustment for markups,
markdowns or commissions and may not 
necessarily represent actual transactions.<PAGE>
On September 16, 1996 the closing bid and
asked prices  for  the  Common  Stock 
were  $.50 and $.63 per share, respectively. 
As of September 16, 1996 there were
3,424,000 shares of Common Stock
outstanding and approximately 150 record
holders of Common Stock, which includes
stock being held by brokers in street name.
The Company has never paid cash dividends
on its Common Stock and does not intend to
do so for the foreseeable future.  It is
anticipated that earnings, if any, will be
retained to finance the Company's growth. 
Future payments of cash dividends, if any,
will be determined by the Board of Directors
based upon circumstances then existing,
including contractual restrictions, financial
condition, capital requirements and business
outlook of the Company.<PAGE>
<PAGE>



Quarter Ended               Ask Price - High            Bid Price - Low


September 30, 1994                 3/4                      1/8

December 31, 1994                  1/2                      1/16 

March 31, 1995                     1/2                      1/32

June 30, 1995                     17/32                     1/16

September 30, 1995                 1/2                       1/4    

December 31, 1995                  3/4                       3/8 

March 31, 1996                     5/8                       3/8

June 30 , 1996                    1 1/4                      1/2

<PAGE>
ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS 
                                    
General 

The Company ("Logitek, Inc.") reported a
net profit after tax of $259,975 for the year
ended June 30, 1996 compared to a $94,233
profit for the year ended June 30, 1995.   

Results of Operations
Comparison of Fiscal Years Ended June 30,
1996 and 1995

Sales for fiscal 1996 were $3,461,412
compared to $2,970,922, or a 17% increase
of $490,490. The increase was due primarily
to additional sales as a result of new product
lines. The company has also begun to utilize
fully automated test and automatic assembly
equipment  and has redesigned certain of its
products to take advantage of the more cost
effective surface mount manufacturing
technologies.


Gross profit margins were 40.9 % and
35.0% for the twelve month periods ended
June 30, 1996 and 1995. This reflects the
company's committment to manufacturing its
products in a more efficient manner, as well
as close cost containment.

Operating expenses for fiscal 1996 were
approximately $1,054,000 compared to
$873,000 or a increase of $181,000. Of this
increase,research and development expenses
accounted for approximately  $112,000. This
increase is a reflection of the company's
efforts to develope the digital power monitor
and a high density power supply, both of
which will be unique in the marketplace and
will differentiate the company in the
marketplace.  

Interest expense decreased approximately 5%
due to decreased borrowing levels.  During the
past twelve month period the Company has
reduced total debt by $29,555.  By December
1994 all then existing equipment loans  had
been satisfied. The Company will now be
required to service its two mortgages on the
building and a term loan with a  balance of
$182,750 as of June 30, 1996 (see Notes 7 and
8). In June 1995 and October 1995 the
Company decided to borrow $ 65,000 and
$47,500 in order to pay off its remaining
equipment leases and to purchase additional
new equipment as part of its plan to
streamline its operations and to make more of
the manufacturing an automatic  process
rather than labor intensive.  

The  legal expenses of $10,000 for the twelve
month period ended June 30, 1996 were for
normal ongoing legal matters, compared to
$10,000 for the year ended June 30,1995. The
company has made a settlement on a
trademark  infringement  suit. The settlement
is for $105,000 of which $55,000 was collected
in the year ended June 30,1996. The
remaining $50,000 will be collected during the
year ended June 30,1997.

The Company's effective tax rate of 22.6%
differs from the statutory tax rate of 34% due
principally to the impact of a deferred tax
benefit,  utilization of federal tax credits and
a state income tax provision.  

Liquidity and Capital Resources

Total borrowings were $728,964 and $758,519, 
at June 30, 1996 and1995 , respectively, which
represent decreases of $29,555, or 4%, and
$58,132, or 7%, for the latest two twelve
month periods.  As of June 30, 1996 the
Company has increased total debt, accounts
payable and accrued expenses by
approximately $195,398 .As of June 30,1995
the Company had reduced total debt,accounts
payable and accrued expenses by $211,300.
During this two year period the Company has
built its cash reserves to approximately
$349,000 as of June 30, 1996. 

During the year ended June 30,1996, the
Company increased its cash by about $402,000
through its operating activities primarily from
its net income and depreciation.The Company 
used its cash to purchase  manufacturing
equipment of $89,000 and paid down debt by
about $124,000.

In terms of significant changes on the
Company's assets, the primary change has
been in the inventory where the Company has
made an investment in the components
necessary to compete effectively in the power 
supply business. This has resulted in slightly
higher than normal accounts payable. The
current portion of Long Term Debt has been
significantly reduced as a result of the
reclassification of a term loan from cuurent to
long term.

The Company is not aware of any
committments or contingencies that are likely 
to have a material impact on the financial
statements.

Term Loan

In January 1996 the lender agreed to extend
the loan to March 1999. Therefore the  loan
of $182,750 was classified partially as current
and partially as long term as of the date of the 
June 30,1996 report. 
  
Due to the Company's current cash resources
of  $349,000 and it's continued profitability the
Company does not anticipate a need for
additional outside financing.  <PAGE>
The Company has
recorded a valuation allowance against its deferred
tax asset due to the fact that the deferred tax asset
consists of state credits and it is management's judgement 
that a portion of these credits may expire
prior to the Company's utilization of the
credits.
 <PAGE>
ITEM 7. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 

The Company's financial statements, notes thereto, and supplementary
schedules are included in this Report on Form 10-KSB as follows:



                                   Index 


Item                                                        Page
                                                            Number

Report of Independent Certified Public Accountants             13

Balance Sheets as of June 30, 1996 and 1995                    14

Statements of Income and Retained Earnings 
 for the Years Ended June 30, 1996 and 1995                    15

Statements of Cash Flows for the Years
 Ended June 30, 1996 and 1995                                  16

Notes to Financial Statements                                  17












ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable<PAGE>

                                 PART III

ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Please refer to  Company's 1996 Proxy statement at item 14.


ITEM 10.  EXECUTIVE COMPENSATION

Please refer to Company's 1996 Proxy statement at item 14.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

Please refer to Company's 1996 Proxy statement at item 14.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Please refer to Company's 1996 Proxy statement at item 14.

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

     (a) Exhibits
       
        None.  
       
     (b)  Reports on form 8-K 
  
               None.
<PAGE>
                                     
ITEM 14. PROXY STATEMENT

           
                                        LOGITEK, INC.
                                      101 Christopher Street
                                     Ronkonkoma, N.Y. 11779   


                 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
                                TO BE HELD NOVEMBER 25,1996 


      NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders of
Logitek,Inc. (the "Company") will be held at the principal offices of the 
Company, 101 Christopher St., Ronkonkoma, N.Y. 11779, on November 25,1996 at
6:00 P.M., New York time, for the following purposes:

 1.   To elect a board of three directors, each to serve for a term of 
      one year and until his successor shall have been duly elected and
      qualified.

 2.   To elect Marcum & Kliegman, Certified Public Accountants ,130 Crossways 
      Park Drive, Woodbury N.Y. 11797 as the Company's independent certified 
      public accountants.

 3.   To transact such other business as may properly come before the
      meeting, or any adjournment thereof.

Shareholders of record at the close of business on October 25,1996 will be
entitled to notice of and to vote at the meeting.


                                       By Order of the Board of Directors,


                                        Herbert L. Fischer, Chairman

Dated :  October 28,1996
            Ronkonkoma, N.Y. 

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

IF YOU DO NOT EXPECT TO BE PRESENT AT THE MEETING AND WISH YOUR 
SHARES TO BE VOTED, PLEASE DATE , SIGN AND MAIL THE ACCOMPANYING 
FORM OF PROXY AS PROMPTLY AS POSSIBLE IN THE ENCLOSED ENVELOPE.



                                          LOGITEK INC.
                                          101 Christopher St.
                                      Ronkonkoma, N.Y. 11779
                                 ------------------------------------------

                                      PROXY STATEMENT

The accompanying proxy is solicited by and on behalf of the Board of 
Directors of Logitek, Inc.,a New York corporation( the "Company"), for use 
at the Annual Meeting of Shareholders to be held at the office of the
Company, 101 Christopher St. Ronkonkoma, N.Y. 11779 on November 25,1996 at 
6:00 P.M. , New York time( the "Meeting") or any adjournments therof. 
Shareholders of record at the close of business on October 25,1996 will be
entitled to vote at the meeting.

The Company will solicit proxies by mail. Arrangements will be made with 
brokerage houses and other custodians,nominees,and fiduciaries to forward 
solicitation material to the beneficial owners of the shares held of record 
by such persons, and the Company will reimburse them for the reasonable out
of pocket expenses incurred by them in so doing.

The shares represented by the accompanying proxy will be voted as directed 
with respect to all matters or, if no direction is indicated ,will be voted
in favor of all matters as listed below.
Each proxy executed and returned by a shareholder may be revoked at any time
hereafter by giving written notice of such revocation to the Secretary of
the Company, except as to any matter or matters upon which ,prior to such
revocation ,a vote shall have been cast pursuant to the authority conferred 
by such proxy.

The Annual Report to Shareholders for the fiscal year ended June30,1996 
including financial statements, is being sent to shareholders on or before
the date of this Proxy statement. The date of this Proxy Statement is the 
approximate date on which the Proxy Statement and form of proxy are first 
being sent or given to shareholders.

             VOTING SECURITIES AND PRINCIPAL SHAREHOLDERS                   
            
On October 1,1996, the Company had outstanding 3,424,000 shares of common 
stock, par value $ .01 per share ( "Common Shares "), each of which entitled
the holder to one vote. Voting is not cumulative.
 
The table on the following pages sets forth information as of October 1,1996,
with respect to all shareholders known by the Company to be the beneficial 
owners of more than 5% of the outstanding Common Shares, all directors, and 
all directors and executive officers as a group. Except as noted below, each 
shareholder has sole voting and investment power with respect to the shares
shown.




Name and Address of              Number of Common Shares  
Beneficial Owner                  Beneficially Owned                  % 

Logitek Employee Stock Ownership       628,566                      18.4 
  Plan ("ESOP")
  101 Christopher St.
  Ronkonkoma N.Y. 11779

Herbert L. Fischer             (1)   1,254,689                      36.6 
  President & CEO
  101 Christopher St.
  Ronkonkoma N.Y. 11779

Howard Fein, Director          (2)      11,000                       .3 
  101 Christopher St.
  Ronkonkoma N.Y. 11779

Francis Vucci, Director        (2)     10,000                       .3
  101 Christopher St.
  Ronkonkoma N.Y. 11779  

   (1) 882,080 owned outright by Mr. Fischer, 250,000 shares subject to 
       stock option exercise and 122,609 shares vested in the Company's ESOP
   (2) Shares subject to stock option exercise.
   (3) Includes shares owned by the Company's ESOP, shares included in 
       items(1) and (2) above 125,000 shares subject to option to another
       officer and 10,000 shares subject to option by another director.

                             I. ELECTION OF DIRECTORS

     A board of three directors is proposed to be elected at the meeting to 
hold office for a term of one year and until their respected successors
shall have been duly elected and shall have qualified. The proxy will vote
all proxies received "FOR" the election of all matters listed below if no 
direction to the contrary is given. In the event that any nominee is unable 
to serve, the proxy solicited herewith may be voted, in the discretion of
the proxy, for the election of another person in his stead. The Board of 
Directors knows of no reason to anticipate that this will occur.

The following information with respect to business experience, age and
directorship for the past five years has been furnished to the Company as of
October 1,1996 by each person nominated for election as a director.


                                   Principal Occupation          Director 
Name                Age            and Experience           Continuosly Since


Herbert L. Fischer      62           Chairman of the Board 
                                        President and CEO          1970

Howard Fein             54          President of Fein & Fein
                                   Certified Public Accountants
                                   for the past 25 years         1986

Francis Vucci           44            Executive V.P. Treasurer
                                       & Board member of the 
                                        Falstrom Company            1995


All directors were elected at the annual meeting of shareholders held on 
November 27,1995,to hold office for a term of one year and until their 
successors are elected and qualified. The Board does not have any committees.

The following are the executive officers of the Company: indicating their 
position with the Company, their age and their five year background:

Francis J. Vucci, is currently President and a member of the Board of 
Directors of the Falstrom Company, a manufacturer of electronic equipment 
and enclosures and has been at that company for the past 18 years. Mr. Vucci 
brings a wealth of direct experience to Logitek including manufacturing, 
finance, sales and customer relations.

Herbert Fischer has been Chairman of the Board , President and Chief 
Executive Officer of the Company since 1969. Mr. Fischer is not affiliated
with any other public companies.

Matthew Angelos, age 35, was appointed Vice President-Engineering in 
December 1992. From July 1992 to December 1992 he was the Company's 
Engineering Manager and from August 1990 to July 1992 was project manager
with the Company. From March 1987 to August 1990 Mr.Angelos was aproject 
manager with Tempo Instruments Inc.

                                       COMPENSATION

The tables on the following pages set forth the executive compensation paid
by the Company for each executive officer/director of the Company whose cash
compensation exceeded $100,000 during the past three fiscal years.







                                 SUMMARY COMPENSATION TABLE

Name & Principal               
Position               Year     Salary      Bonus      Other        Stock 

Herbert Fischer          1996    225,000
President & CEO          1995    218,890
                         1994    162,500       50,000
   

(1)Herbert Fischer has a one year employment agreement with the Company 
   which is renewable annually. The agreement provides for a base annual
   salary of $275,000 plus a cost of living increase, such increase has
   never been received. In June 1992, Mr Fischer voluntarily reduced
   his salary to $125,000 and in October 1993 the Board of Directors
   increased his salary to $175,000.


                   Options/SAR Grants in Last Fiscal Year
                              Individuals Grants
 
Name           Options Granted   % of Total Options  Exercise  Expiration    
                             Granted in Fiscal Year  Price     Date
Francis Vucci 
Director         10,000                 2.5%          .25    N/A



















Aggregated Option/SARExercises in LastFiscal Yearand FY End Option SAR Values

                                            Number              Value 
                                       of Unexercised    of Unexercised 
                                      Options /SARS       InThe Money
                                                          Options SAR's    
                                                                           

              Shares Acquired   Value      Exercisable/      Exercisable
Name           on Exercise      Realized   Unexercisable    Unexercisable

Herbert Fischer                              250,000            125,000
President & CEO

Matthew Angelos                                  125,000             62,500
Vice President                                                              

Howard Fein                                       11,000              5,500
Director

Francis Vucci                                    10,000              5,000
Director
          
(1) Based on the average bid and asked prices of  $.50 for the quarter
    ended June 30, 1996.
(2) All directors of the Company are non-salaried and no director
    has received any fees associated with outside services during the three
    year period ended June 30, 1996.

                                 II. OTHER BUSINESS

As of the date of this Proxy Statement, the only business which the Board of 
Directors intends to present, and knows that others will present, at the 
Meeting is that hereinabove set forth. If any other matter or matters are
properly brought before the Meeting, or any adjournments thereof, it is the
intention of the persons named in the accompanying form proxy to vote the 
proxy on such matters in accordance with their judgement.

                                      ACCOUNTANTS
For the fiscal year ended June 30, 1996 the accounting firm of Marcum & 
Kliegman served as the Company's principal accountants. Representatives of
Marcum & Kliegman are expected to be present at the Annual Meeting and will 
have the oppurtunity to make a statement  if they desire and will be 
available to respond to questions.


                                     SHAREHOLDER PROPOSALS




The annual Meeting of the Company for the year ending June 30,1997 is 
scheduled to be held in November 1997. In order to have any proposal 
presented at the Company's shareholder meeting the proposal must be received
at the Company's executive offices no later than June 15,1997 for inclusion
in the proxy statement and form of proxy related to that meeting.

                                     By the Order of the Board of Directors,


                                         Herbert L. Fischer, Chairman

Dated October 28,1996
        Ronkonkoma N.Y. 



                                   
                                       SIGNATURES


Pursuant to the requirements of Section 12 of the Securities Exchange Act of 
1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.


                          LOGITEK INC.

                        By: /s Herbert L.Fischer
                               Herbert L. Fischer 
                                   President

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


                                 /s/ Herbert L.Fischer
                                      Herbert L. Fischer
                                       President and 
                                     Principal Executive Officer

                                   





                 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS


     
To the Board of Directors and
Stockholders of Logitek,Inc.

We have audited the accompanying balance sheets of Logitek, Inc. as of June
30,1996 and 1995,and the related statements of income and retained earnings 
and cash flows for the years then ended. 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 financial statements referred to above present fairly,
in all material respects,the financial position of Logitek, Inc. as of June 
30,1996 and 1995, and the results of its operations and its cash flows for
the years then ended in conformity with generally accepted accounting
principles.


Marcum & Kliegman LLP



Woodbury, New York
August 22,1996










                               LOGITEK, INC. 
                              BALANCE SHEETS 

                                                         June 30,       
ASSETS (Note 7)                                     1996              1995

Current Assets:
Cash and cash equivalents (Note 1)                $348,979         $139,751
Accounts receivable (Note 11)                      328,801          341,777
Inventories (Note 2)                             1,018,074          811,036
Prepaid expenses and other current assets           33,941           38,764
Due from officer (Note 4)                           30,500            3,500
    Total Current Assets                         1,760,295        1,334,828

Property, Plant, and Equipment, net
 (Notes 3 and 7 )                                  720,929          694,378
Deferred income taxes,state (Note 9)                 7,000            7,000
Goodwill (Note 1)                                   34,441           34,441
Other Assets (Note 5)                               33,111           29,756
    TOTAL ASSETS                                $2,555,776        2,100,403

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
Current portion of 
  long-term debt (Note 7)                          140,491        $297,254
Capitalized lease obligation, current (Note6)        7,150            0
Accounts payable                                   463,889         312,952
Accrued expenses and taxes                         166,561          92,545

    Total Current Liabilities                      778,091         702,751

Capitalized lease obligation, 
  less current portion (Note 6)                     39,402              0    
Long-term debt, net of
   current portion (Note 7 )                       541,921         461,265

Deferred income taxes payable, 
   federal  (Note 9)                                13,380         13,380

     TOTAL LIABILITIES                            1,372,794      1,177,396


COMMITMENTS AND CONTINGENCIES 
 (Notes 6, 8 and 10)

STOCKHOLDERS' EQUITY (Note 10)
Common stock, $.01 par value; authorized
  10,000,000 shares; issued 3,600,000 shares, 
  of which  176,000 shares are held in treasury         36,000        36,000
Capital in excess of par value                         280,355       280,355
Retained earnings                                      872,127       612,152


Less: Treasury Stock at cost                         1,188,482       928,507
                                   
                                                         5,500         5,500

Total Stockholders' Equity                           1,182,982        923,007


TOTAL LIABILITIES AND 
    STOCKHOLDERS' EQUITY                           $2,555,776     $2,100,403


  The accompanying notes are an integral part of the financial statements.  
  <PAGE>
                               LOGITEK, INC. 
               STATEMENTS OF INCOME AND RETAINED EARNINGS
                       For the Years Ended June 30,

                                             1996               1995

Net sales (Note 11)                       $3,461,412          $2,970,922

Cost of goods sold                         2,046,622           1,932,054
  Gross profit                             1,414,790          1, 038,868

Operating expenses:
 Selling                                     256,411             256,444
 General and administrative
    (Notes 3,6,8 and 12)                     603,162             534,747
 Research and development (Note 1)           194,488              82,278
  Total operating expenses                 1,054,061             873,469

 Income from operations                      360,729             165,399

Other income (expense):
Interest expense                            (90,496)             (95,007)
Interest income                              10,742                9,000
Other income (Note 12)                       55,000                  -    
                                             ______                ______

  Total other  expense                      (24,754)             (86,007)

  Income before income taxes                 335,975              79,392

Income tax  expense (benefit)  (Note 9)       76,000             (14,841)

  Net income                                  259,975             94,233

Retained earnings, beginning of year         612,152             517,919

Retained earnings, end of year               $872,127           $612,152


Per Share Amounts:
Net income                                   $.08                   $.03 
Weighted average shares
  outstanding (Note 1)                      3,424,000            3,424,000



 

The accompanying notes are an integral part of  the financial statements.
<PAGE>
                              LOGITEK, INC.  
                         STATEMENTS OF CASH FLOWS 
                       For the Years Ended June 30,

                                                       1996            1995


Cash Flows from Operating Activities:
Net income                                           $259,975         $94,233
Adjustments to reconcile net income
 to net cash provided by (used in) operating         
 activities: 
Depreciation                                          110,037        100,854
(Increase) decrease in operating assets:
Accounts receivable                                    12,976        (34,619)
Inventories                                          (207,038)        81,743
Deferred income tax asset                                  0         (7,000)   
Prepaid expenses and other current assets              4,823          11,289
Other assets                                          (3,355)        (1,779)
Increase (decrease) in operating liabilities:

Accounts payable                                      150,937       ( 54,473)
Accrued expenses                                       74,016        (98,562)
Deferred income taxes payable                             0          (13,000)

      Total adjustments                                142,396      (104,694)

Net cash provided by (used in) operating            
activities                                              402,371      (10,461)
Cash Flows from Investing Activities
Purchases of property,plant and equipment              (88,942)       (73,551

Advances to officer                                     (27,000)          0   
Net repayment of officer loan                              0           12,824

Net cash used in investing activities                  (115,942)      (60,727)

Cash Flows from Financing  Activities:
Repayment of long-term debt                           (124,701)       (58,132)
Proceeds from long-term debt                             47,500            0   
Repayment of capitalized lease obligation                   0        (10,152)
  Net cash used in financing activities                (77,201)      (68,284)

Net increase (decrease) in cash and equivalents         209,228      (139,472)

Cash and cash equivalents, beginning of  year            139,751      279,223

Cash and cash equivalents, end of  year                 $348,979     $139,751

SUPPLEMENTAL DISCLOSURE OF CASH
FLOW INFORMATION
  Cash paid during the years for:
   Interest                                              $82,801     $84,630
   Income taxes                                          $13,270      $5,308

 The accompanying notes are an integral part of the financial statements.
<PAGE>
                              LOGITEK, INC. 
                      Notes to Financial Statements 

NOTE 1 - Description of Business and Summary of Significant Accounting 
Policies:Description of business: 

Logitek, Inc. ("the Company") is engaged in the design, development and 
production ofelectronic power monitoring equipment and electronic power 
supplies.  The Company sells its products and provides services to domestic
customers, and to a lesser extent to international customers,  primarily in
the aerospace and defense industries, and to the United States
government.

Revenue recognition: 

The Company recognizes sales when merchandise is shipped.  For contracts 
subject to Department of Defense regulations, the Company recognizes revenue 
when the earnings process is deemed completed.  

Inventories: 

Inventories are carried at the lower of cost (based on a moving average) or 
market.

Property,plant and equipment and depreciation: 

Property, plant and equipment is recorded at cost.  Expenditures for major 
renewals and betterments to property and equipment are capitalized, and 
expenditures for maintenance and repairs are charged to operations as 
incurred.  When assets are retired or otherwise disposed of, their cost and
related accumulated depreciation are eliminated from the accounts.  Any 
resulting gain or loss is reflected in income.  Depreciation is provided
 using the straight-line method over the estimated useful lives of the 
related assets, which are as follows:
         Buildings and improvements               15 to 31.5 years
         Machinery and equipment                   5 to  7 years
         Furniture and fixtures                         5 to  7 years
         Automobiles                                    5 years

Goodwill: 

Goodwill arose from a 1969 acquisition, is considered by management to have 
continuing value and , accordingly, is not being amortized.


Income taxes: 

Deferred income tax assets and liabilities are computed annually for 
differences between the financial statement and tax bases of assets and 
liabilities that will result in taxable or deductible amounts in the future
based on enacted tax laws and rates applicable to the periods in which the
differences are expected to affect taxable income.  Valuation allowances are 
established when 
                                           LOGITEK,INC.
                                    Notes to Financial Statements
 
Note 1- Description of Business and Summary of Significant Accounting 
Policies Income Taxes, Continued:

necessary to reduce deferred tax assets to the amount expected to be realized
Income tax expense is the tax payable or refundable for the period plus or
minus the change during the period in deferred tax assets and liabilities.

Tax credits are accounted for on the flow-through method.

Research and development costs: 

Research and development costs are expensed as incurred.

Cash and cash equivalents: 

The Company considers all highly liquid debt instruments purchased with a
maturity date of three months or less to be cash equivalents.  At June 30, 
1996 and June 30, 1995 the Company has cash deposits in banks in excess of 
the maximum amount insured by the Federal Deposit Insurance Corp.

Earnings per share: 

Earnings per share for both years have been presented based on the weighted
average number of shares outstanding.  Stock options are not included in the
calculation of earnings per share for 1996 and 1995 since their effect would
be anti-dilutive.  

Reclassifications:

Certain accounts in the prior year financial statements have been 
reclassified for comparative purposes to conform with the presentation in 
the current year financial statements. These reclassifications have no 
effect on previously reported income.

Use of Estimates in the Financial Statements

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 liablilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period. 
Actual results could differ from those estimates.

Advertising Costs

Advertising costs of $ 86,357 were expensed as incurred.

                                         LOGITEK,INC.
                                 Notes to Financial Statements

Statement of Financial Accounting Standards No. 121

The Company has elected to defer adoption of Statements of Financial 
Accounting Standards (SFAS) No. 121 "Accounting for the Impairment of Long
Lived Assets to be Disposed of "and No. 123 "Accounting for Stock Based 
Compensation" until such adoption is mandatory. The Company will evaluate 
its long term assets held for sale,for impairment wherever events or changes
in circumstances indicate the carrying amount of the asset may not be 
recoverable. The anticipated future cash flows of an asset used in the
computation under SFAS No. 121 should be undiscounted and without interest
charges.

The Company's current practice with regard to long lived assets to be 
disposed is consistent with that required by SFAS No. 121 which requires that
certain assets to be disposed of be measured at the lower of carrying amount
or net realizable value. The Company does not expect any material impact on 
its financial position and results of operations from implementation
of SFAS No. 121,123 and 125.


  
NOTE 2 - Inventories 

Inventories consist of the following:

                                                        June 30,              
                                                  1996           1995 
                                                                   
    Raw materials                               $479,414       $334,879 
    Work-in-process                              282,155        205,089 
    Finished goods                               256,505        271,068 
   Total                                      $1,018,074       $811,036 
                                                                
                                                                         
 Note 3 - Property, Plant and Equipment 
                                  
Property, plant and equipment consists of the following:
             
                                                         June 30,              
                                                   1996        1995  
  Land                                           $78,000      $78,000  
  Buildings and improvements                     802,850      802,850  
  Machinery and equipment                      1,111,529      974,941  
  Furniture and fixtures                         142,876      142,876  
  Automobiles                                     68,988      68,988  
     Total                                     2,204,243    2,067,655  
                                                              
   Less: accumulated depreciation             (1,483,314)  (1,373,277) 
  Property Plant and Equipment,Net            $  720,929   $  694,378  
                                                             
(a)  Depreciation expense charged to operations was $ 110,037 and $ 100,854 
     for the years ended June 30, 1996 and June 30,1995,
     respectively
(b)  The cost of equipment under a capital lease and accumulated 
     depreciation on these assets was $ 47,646 and $ 3,403, respectively,
     at June 30,1996.

    NOTE 4 - Related Party Transactions 
           
The Company has an uncollateralized loan receivable from its president and 
principal stockholder.  The loan balance of $30,500 accrues interest at 6% 
and is payable on demand.

                                                                         
                                                                         
                                    
                                                                         
                            LOGITEK ,INC.
                       Notes to Financial Statements

    NOTE 5-Other Assets
                                                      
Included in Other Assets is $32,811 and $29,455 of restricted cash as of 
June 30, 1996 and 1995, respectively, which is held as collateral for the
mortgage payable to Long Island
Development Corp. (See Note 7).
                                          
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
   NOTE 6 - Leases 
  
Capitalized lease obligation
During the year ended June 30,1996 the Company obtained equipment under a 
capital lease expiring in June 2001. The assets and liabilities under 
capital leases are recorded at the lower of the present values of the 
minimum lease payments or the fair values of the assets. The assets
are included in property and equipment and are depreciated over their 
estimated useful lives.As of June 30,1996 , minimum future lease payments 
under this capital lease are:
         Year ending                                               Amount
          June 30,   
             1997                                              $   13,484
             1998                                                  13,484
             1999                                                  13,484
             2000                                                  13,484
             2001                                                  11,237  
Total minimum lease payments                                       65,173
Less: amounts representing interest                                18,621
Net minimum lease payments                                      $  46,552

 Operating leases
The Company leases certain equipment to support its manufacturing and test
capabilities and certain office equipment.  Such leases expire through June
2000.  Rent expense for the years ended June 30, 1996 and 1995 was $2,580 and
$7,512 respectively. Future minimum rental payments under noncancelable
operating leases as of June 30,1996 are as follows:

                                                                         
                                               
                      Year Ending
                         June 30,                             Amount
                                                                   
                                                                      
                        1997                                  $5,252
                        1998                                   5,252
                        1999                                   5,037
                        2000                                   2,672
                       Total                                 $18,213
                                                                  
                                                                         
                                                                         
                                                                         
                                                                         
                                                                         
                                  LOGITEK, INC.
                            Notes to Financial Statements 

NOTE 7 - Long-Term Debt 

Long-term debt consists of the following: 
                                                   June 30,           
                                                    1996          1995 


Mortgage payable to NY Job Development
   Authority (JDA) in monthly installments
   of $2,656 including interest (8.25%  at
   June 30, 1996) through June 2004,
   collateralized by restricted cash, building and
   improvements with a net book value of
   approximately $406,822 (a)                $     170,309   $  184,668 


Mortgage payable to Long Island
   Development Corp. (LIDC) in monthly
   installments of $4,427, including
   interest at 13.5% through June 2004,
   subordinate to the JDA mortgage,
   collateralized by restricted cash, land,
   building and improvements with a net 
   book value of $406,822  (b)                         247,755      263,851



Notes payable to bank in monthly installments
 of $ 3,125 plus interest at 1.5% above prime 
 through November 1998, collateralized by 
 a secondary lien on all assets
 of the Company (a)                                   81,598        65,000


Term loan payable to bank (c)                        182,750       245,000


Total debt                                           682,412      758,519

Less : current portion                              (140,491)  (  297,254)

Total Long term debt                                $541,921     $461,265

<PAGE>
                               LOGITEK, INC.
                       Notes to Financial Statements 


Note 7 - Long-Term Debt - continued  

(a) Interest rate varies in response to market conditions.

(b) This mortgage is personally guaranteed by the Company's president and 
principalstockholder.  The loan contains restrictive covenants which include,
among others, limiting property, plant and equipment additions in each year,
obtaining written consent of the lender prior to incurring additional
financing obligations and prior to transferring ownership of common
stock belonging to the Company's president and principal stockholder.


(c)  The term loan payable to bank requires monthly principal payments of 
$5,750 plus interest at 2% above the bank's prime rate ( 8.25% at June 30,
1996) through March 1999.  The note is  collateralized by accounts receivable
inventory and certain machinery and equipment.

Aggregate long-term debt maturities for the five fiscal years subsequent to 
June 30, 1996 are:




                                    Year Ending June30,            Amount  


                                          1997                    $140,491 
                                          1998                     145,482 
                                          1999                      94,863 
                                          2000                      48,991 
                                          2001                      55,163 
                                       Thereafter                  197,422 

Total                                  $682,412 

<PAGE>
                               LOGITEK, INC.
                       Notes to Financial Statements 
Note 8 - Retirement Plan 
The Company has a defined contribution plan for all eligible employees under
Internal Revenue Code Section 401(k).  The plan states that the Company will
provide a matching contribution of up to 25% of the first 3% of a
participant's compensation as well as a discretionary payment. The Company 
has recorded expense associated with the plan of  $32,735 and  $2,967 for the
years ended June 30, 1996 and 1995, respectively.

Note 9 - Income Taxes 
The provision  for (benefit from) income taxes is as follows:

                                            Year Ended June 30,          
                                            1996                 1995 
Deferred : Federal                        $   0           $   (13,000)
         : State                              0                (7,000)    
         : State                            6,000               2,159
                                          $76,000          $ (14,841)

Deferred income taxes result from temporary differences in the recognition
of expenses for income tax and financial reporting purposes.  Such differences
result principally from the use for income tax purposes of accelerated 
depreciation.    
The net deferred tax liability in the accompanying balance sheet includes 
the following amounts of deferred tax assets and liabilities:

                                             1996                 1995  
Deferred tax liability                $     13,380            $ 13,380  
Deferred tax asset                         (34,000)            (34,000) 
Valuation allowance for
 deferred tax asset                         27,000              27,000  
   Net deferred tax liability         $      6,380            $  6,380  


Income taxes were different from the amount computed by applying the federal
statutory tax rate to  income before income taxes due to the following:



                                               1996                 1995

Statutory rate                                  34.0                34.0

State income taxes                               1.8                 0.2

Income tax credits                              13.2                 0.0

Non-deductible items                             0.0                 5.5

Net change in items giving rise to deferred      0.0               (54.1)
  taxes 
Benefit of graduated rates                       0.0               (4.3)
  Effective rate                                22.6               (18.7) 


                                        LOGITEK,INC.       
                                 Notes to Financial Statements

Note 9-Income Taxes-Continued

The company recorded a benefit from income taxes for the year ended June 30,
1995 due to the reduction in the deferred tax liability, as computed in
accordance with the provisions of Statement of Financial Accounting
 Standards No. 109"Accounting for Income Taxes".
The components of the deferred taxes are as follows:
   Deferred Tax Liability-Consists primarily of income
   tax depreciation in excess
   of financial reporting depreciation.                         $ 13,380 
   Deferred Tax Asset 
   Consists primarily of income tax credits.                    ( 34,000)
  
   Valuation Allowance
   Consists primarily of a reserve against 
   the income tax credits.                                      27,000
  

   Net deferred tax liability                                   6,380 


Note 10 - Stockholders' Equity 

The following options were granted and/or terminated during the  years ended
June 30, 1996 and June 30,1995. All options outstanding as of June 30, 1996
were exercisable for a total exercise price of $99,880.

                                         SHARES             EXERCISE PRICE 

Outstanding July 1, 1994 and July  
1,1995                                   386,000                 $.25   
   Granted June 30,1996                   10,000                 $.25   
Outstanding June 30,1996                 396,000 

The exercise price of the options were set below fair market value on the
date of grant.In the application of APB 25 it was determined that the
compensation expense was immaterial to our financial statements taken as 
awhole.

   

Note 11 - Major Customers 

During the year ended June 30,1996 the Company sold a substantial portion of
its merchandise to three customers. Net sales to these customers were
approximately $ 469,000(14%),$417,000 (12%) and $379,000(11%). At June 30,
1996 amounts due from these customers and included in accounts receivable 
were 0,$16,638 and $68,115, respectively. During the year ended June
30,1995 two customers accounted for $623,103 (21%) and $445,601 (15%) of net
sales. At June 30,1995 amounts due from these customers were $16,638 and
$68,153, respectively.

Note 12 - Settlement Income and Legal Expenses 

The Company incurred legal expenses in 1995 and 1996 as a result of a claim 
filed by the Company in which it  opposed an application by another company
for the use of Logitek's trade-name.  This claim was settled in the year 
ended June 30,1996 for $105,000 with $55,000 received  during the year ended 
June 30,1996 and $50,000 to be received during the year ended June 30,1997.

Note 13- Noncash Investing and Financing Activities

During the year ended June 30,1996, a note payable of $47,646 was incurred 
when the Company purchased equipment. <PAGE>

Auditors
Marcum & Kliegman LLP
Certified Public Accountants & Consultants
130 Crossways Park Drive
Woodbury , N.Y. 11797


Transfer Agent
Continental Stock Transfer
& Trust Co.
2 Broadway
New York, N.Y. 10004

Form 10-KSB or additional information about the Company
Stockholders and others interested in obtaining additional information about
the Company may do so by writing or calling Logitek, Inc., 101 Christopher 
Street., Ronkonkoma, N.Y. 11725,
(516) 467-4200.  The Form 10-KSB Annual Report will be furnished without 
charge.


Affirmative Action Policy
It is the policy of Logitek, Inc. that all employees will be judged on the 
basis of qualifications and ability, without regard to age, sex, race, creed,
color or national origin, in all personnel actions.  No employee or 
applicant for employment will receive discriminatory treatment because
of physical or mental handicap in regard to any position for which the
employee or applicant is qualified.


Annual Stockholders' Meeting
The annual meeting of stockholders will be held at offices of Logitek, Inc.,
101 Christopher Street., Ronkonkoma, N.Y. 11725 on November 25, 1996 at
6:00 P.M.