SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549

                                 FORM 10-C

              REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ

                        INTERDEALER QUOTATION SYSTEM

                  FILED PURSUANT TO SECTION 13 OR 15(D) OF THE

                SECURITIES EXCHANGE ACT OF 1934 AND RULE 13A-17

                              OR 15D-17 THEREUNDER


                          LOGIC DEVICES INCORPORATED
                (Exact name of issuer as specified in charter)

                            628 East Evelyn Avenue
                             SUNNYVALE, CA  94086 
                   (Address of principal executive offices)

         Issuer's telephone number, including area code (408) 737-3300

             I. CHANGE IN NUMBER OF SHARES OUTSTANDING
 Indicate  any  change  (increase or decrease) of 5% or more in the number of
 shares outstanding:

 1.   Title of security: Common Stock, no par value
 2.   Number of shares outstanding before the change : 5,004,205
 3.   Number of shares outstanding after the change : 5,859,205
 4.   Effective date of change: August 23, 1995
 5.   Method of change: Placement  of  securities  in  transactions exempt from
      registration under the Securities Act of 1933, as amended.

 Give brief description of transaction: A total of  855,000  shares of the
 issuer's  common stock were issued in two seperate placements, the  first  of
 which closed on August 23, 1995.

                         II. CHANGE IN NAME OF ISSUER

 1.   Name prior to change
 2.   Name after change
 3.   Effective date of charter amendment changing name
 4.   Date of shareholder approval of change, if required

       Date:  August 23, 1995              /S/ TODD J. ASHFORD, CFO
                                      (officer's signature & title)