UNITED STATES
                       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): March 1, 2006

                             VICON INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

          New York                   1-7939                    11-2160665
(State of Incorporation or    (Commission File Number)       (IRS Employer
       Organization)                                       Identification No.)

  89 Arkay Drive, Hauppauge, New York                              11788
(Address of Principal Executive Offices)                         (Zip Code)

                                 (631) 952-2288
                          (Registrant's telephone number,
                               including area code)

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ITEM 1.01 Entry into a Material Definitive Agreement

On March 1,  2006,  Vicon  Industries,  Inc.  (the  "Company")  entered  into an
employment  agreement (the "Agreement") with John M. Badke, the Company's Senior
Vice President,  Finance and Chief Financial Officer, effective as of January 1,
2006.

The  Agreement  provides  for an annual  base  salary of  $175,000  through  its
expiration on December 31, 2007, unless terminated  earlier by the Company under
certain occurrences.  The Agreement also provides that if a change in control of
the Company occurs (as defined) without Board of Directors  approval,  Mr. Badke
has the right to cancel the Agreement and elect to receive a termination payment
equal to three times his average annual base salary for the five years preceding
the change in control.  Mr.  Badke is also  entitled  to a  severance/retirement
payment of $350,000  upon a specified  minimum  retirement  age or earlier under
certain  occurrences,  including his termination of employment for reasons other
than misconduct (as defined), death or disability.

The  Agreement  also  provides  Mr.  Badke with an award of 6,561  shares of the
Company's common stock upon attaining a minimum  retirement age or earlier under
certain occurrences, including his employment termination for reasons other than
misconduct,  a change  in  control  of the  Company  without  Board of  Director
approval, or upon his death.

The foregoing  description  of the Agreement does not purport to be complete and
the  Agreement,  which is filed as Exhibit  10.1  hereto,  should be read in its
entirety.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits.

Exhibit 10.1 Employment and Deferred Compensation Agreement, dated as of January
             1, 2006, between Vicon Industries, Inc. and John M. Badke






                                    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 hereunto duly authorized.


Dated: March 6, 2006



                                           VICON INDUSTRIES, INC.
                                               (Registrant)


                                         By: /s/ John M. Badke
                                             -----------------
                                             John M. Badke
                                             Senior Vice President, Finance and
                                             Chief Financial Officer