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)

                                February 11, 2005



                              GENERAL DEVICES, INC.
             (Exact name of registrant as specified in its charter)


                                    DELAWARE
         (State of other jurisdiction of incorporation or organization)


        0-3125                                       21-0661726
(Commission File Number)               (I.R.S. Employer Identification Number)

            376 Main Street
              P.O. Box 74
        Bedminster, New Jersey                                 07921
(Address of principal executive offices)                    (Zip Code)


               Registrant's telephone number, including area code
                                 (908)234-1881


<PAGE>

Item 3.02      Unregistered Sales of Equity Securities
---------      ---------------------------------------

     On February 11, 2005 General Devices, Inc. (the "Company") issued 1,250,000
shares of common stock at a price of $.10 per share ($125,000  aggregate) to the
Company's  principal  stockholders  in  a  private  placement  transaction.  The
proceeds will be used by the Company as working  capital to fund its operations.
The  issued  shares are  exempt  from  registration  under  Section  4(2) of the
Secutities Act of 1933, and were issued to current  shareholders  of the Company
who qualify as accredited investors.






















<PAGE>
                                   SIGNATURES


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.

                                                General Devices, Inc.



February 14, 2005                               /s/ John W. Galuchie, Jr.
                                                --------------------------------
                                                John W. Galuchie, Jr.
                                                Chairman
[{"type": "8-K", "sequence": "1", "filename": "gndv8ksales.txt", "secsgml_size_bytes": 2350}]
{"company-data": {"conformed-name": "GENERAL DEVICES INC", "cik": "0000040528", "assigned-sic": "9995", "irs-number": "210661726", "state-of-incorporation": "NJ", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-03125", "film-number": "05608030"}, "business-address": {"street1": "376 MAIN ST", "street2": "PO BOX 74", "city": "BEDMINSTER", "state": "NJ", "zip": "07921", "phone": "9082341881"}, "mail-address": {"street1": "376 MAIN ST", "street2": "PO BOX 74", "city": "BEDMINSTER", "state": "NJ", "zip": "07921"}}
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)

                                February 11, 2005

                              GENERAL DEVICES, INC.
             (Exact name of registrant as specified in its charter)

                                    DELAWARE
         (State of other jurisdiction of incorporation or organization)

        0-3125                                       21-0661726
(Commission File Number)               (I.R.S. Employer Identification Number)

            376 Main Street
              P.O. Box 74
        Bedminster, New Jersey                                 07921
(Address of principal executive offices)                    (Zip Code)

               Registrant's telephone number, including area code
                                 (908)234-1881
Item 3.02      Unregistered Sales of Equity Securities
---------      ---------------------------------------

     On February 11, 2005 General Devices, Inc. (the "Company") issued 1,250,000
shares of common stock at a price of $.10 per share ($125,000  aggregate) to the
Company's  principal  stockholders  in  a  private  placement  transaction.  The
proceeds will be used by the Company as working  capital to fund its operations.
The  issued  shares are  exempt  from  registration  under  Section  4(2) of the
Secutities Act of 1933, and were issued to current  shareholders  of the Company
who qualify as accredited investors.
SIGNATURES

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.

                                                General Devices, Inc.

February 14, 2005                               /s/ John W. Galuchie, Jr.
                                                --------------------------------
                                                John W. Galuchie, Jr.
                                                Chairman