SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549

                                 FORM 8-K

                              CURRENT REPORT

                  Pursuant to Section 13 or 15 (d) of the
                      Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  August 1, 1995




                 Digital Products Corporation
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            (Exact name of registrant as specified in character)


Florida                            0-9503                     59-1141879
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(State or other jurisdiction     (Commission                   (IRS Employer
of incorporation)                File Number)                Identification No.)



800 N.W. 33rd Street, Pompano Beach, Florida                       33064
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(Address of principal executive offices)                          (Zip Code)



            Registrant's telephone number, including area code:
                               (305) 783-9600
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Item 5.  Other Events

On August 1, 1995, Digital Products Corporation (the "Company") and
Strategic Technologies Inc. ("Strategic"), announced the signing of a
letter agreement between the companies which proposes a merger whereby
Digital will become a wholly-owned subsidiary of Strategic and Digital
shareholders will receive approximately 4.4 million Strategic shares in
exchange for their Digital stock.  Upon completion of the merger, Strategic
will then have approximately 10.4 million shares outstanding (11.4 million
fully diluted) including 600,000 Digital employee and management options
to be assumed by Strategic exercisable at a price of (Cdn)$1.55.

The Company and Strategic further announced that the letter agreement also
provides that Strategic will be granted a staged interim share purchase
warrant entitling Strategic to acquire 500,000 shares of Digital,
increasing on execution of definitive agreements to 2.0 million shares at a
price of $0.25 per share for a one year period exercisable in the event the
transaction does not consummate and dependent on the timing of the
termination.  The merger is expected to close in approximately 150 days but
still remains subject to execution of definitive agreements, as well as the
approval of shareholders and securities regulatory authorities having
jurisdiction.

Attached as Exhibit 1 is a press release issued with respect to such matter
on August 1, 1995.





                                 SIGNATURE


     Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned hereto duly authorized,



                                     DIGITAL PRODUCTS CORPORATION





August 1, 1995                       /s/ Richard A. Angulo
- --------------                       -------------------------------------
Date                                 Richard A. Angulo
                                     President and Chief Executive Officer








STRATEGIC TECHNOLOGIES INC.                         DIGITAL PRODUCTS CORPORATION
("STRATEGIC")                                                        ("Digital")
Building A, Unit 102 17802 66th Avenue                      800 N.W. 33rd Street
Surrey, British Columbia V3S7X1                           Pompano Beach, Florida
Telephone:  (604) 576-8658                                             USA 33064
Telecopier:  (604) 576-0436                           Telephone:  (305) 783-9600
Contact:  Doug Blakeway                               Telecopier:  (305)783-9609
VSE Trading Symbol:  STI                             Contact:  Richard A. Angulo
                                            OTC Electronic Bulletin Board:  DIPC



                               NEWS RELEASE


August 1, 1995

          STRATEGIC TECHNOLOGIES INC. AND DIGITAL PRODUCTS CORP.
                            PROPOSE MERGER

Vancouver, British Columbia:  Douglas H. Blakeway, President and CEO of
STRATEGIC and Richard A. Angulo, President and CEO of Digital, announce the
signing of a letter agreement between the companies which proposes a merger
whereby Digital will become a wholly-owned subsidiary of STRATEGIC and
Digital shareholders will receive approximately 4.4 million STRATEGIC
shares for their Digital stock.  Upon completion of the merger, STRATEGIC
will then have approximately 10.4 million shares outstanding (11.4 million
fully diluted) including 600,000 Digital employee and management options to
be assumed by STRATEGIC exercisable at a price of (Cdn) $1.55.  Digital and
STRATEGIC have the number two and three market share positions in the North
American home curfew offender monitoring business.  The combined companies
are expected to have gross revenues in the US $16 million per annum range.

The letter agreement also provides that STRATEGIC will be granted a staged
interim share purchase warrant entitling STRATEGIC to acquire 500,000
shares of Digital, increasing on execution of definitive agreements to 2.0
million shares at a price of $0.25 per share for a one year period
exercisable in the event the transaction does not consummate and dependent
on the timing of the termination.  The merger is expected to close in
approximately 150 days but still remains subject to execution of definitive
agreements, as well as the approval of shareholders and securities
regulatory authorities having jurisdiction.

Upon consummation of the merger the Board of Directors shall consist of
nine persons, five of whom shall be STRATEGIC nominees and four will be
Digital nominees, including existing Directors Richard A. Angulo, Col.
Clinton Pagano (Ret.), Michael A. Marino and Digital's corporate counsel
Thomas P. Gallagher.  Douglas H. Blakeway will become Chairman of the Board
of Directors and CEO, and Richard A. Angulo will become the President and
COO upon the effective date of the merger.





Douglas Blakeway stated, "The merger of STRATEGIC and Digital represents an
ideal fit when you compare the complementary nature of the two companies'
technologies, management, staff and existing customer base.  STRATEGIC is
very excited about the prospects for the combined companies in the current
competitive environment.  The merger of Digital and STRATEGIC will create
an industry leader as a result of the combination of our respective financial
resources, technological developments as well as our sales and marketing
networks."

Richard A. Angulo stated, "We believe that the electronic monitoring industry
has the potential to expand significantly and the industry will be eager for
new leadership to manage and develop new opportunities.  The merger of
STRATEGIC and Digital will create synergies and economies which will benefit
the shareholders of both companies."

In-residence monitoring of offenders is fast becoming a preferable alternative
to the serious problem of prison overcrowding in Canada and the United States.
STRATEGIC is the only Canadian manufacturer of electronic supervision
equipment for use in court ordered home curfew programs.  STRATEGIC markets
its leading edge technology under the name SureTrac and SureTalk in Canada,
the United States and Australia.  Digital is a major provider of global
information management solutions to the criminal justice and corrections
industry, the construction trade and to corporations doing multinational
business.

Further information will be released as the transaction progresses.

ON BEHALF OF THE BOARD                     ON BEHALF OF THE BOARD

Strategic Technologies, Inc.               Digital Products Corporation


Per:                                       Per:


Douglas H. Blakeway                        Richard A. Angulo
President and                              President and
Chief Executive Officer                    Chief Executive Officer