content: SECURITIES AND EXCHANGE COMMISSION
                                             WASHINGTON, DC 20549
  
  
  
                                                   FORM 8-K
  
                                                CURRENT REPORT
                                    PURSUANT TO SECTION 13 OR 15(d) OF THE
                                         SECURITIES AND EXCHANGE ACT
  
  
            Date of report (Date of earliest event reported):November 19, 2001
  
  
                                           DATAMETRICS CORPORATION
                              (Exact Name of Registrant as Specified in Charter)
  
  
   Delaware                            1-8690                          95-3545701
  (State or Other Jurisdiction      (Commission                    (IRS Employer
  of Incorporation)                  File Number)              Identification No.)
  
            1717 Diplomacy Row, Orlando, Florida                        32809
  Address of Principal Executive Offices)                             (Zip Code)
  
  
          Registrant's telephone number, including area code: (407) 251-4577
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  Item 2.         Acquisition of Assets
  
       On  November  19,  2001,  the  Company,  after  approval  by its  Board  of
  Directors,  signed a merger  agreement (the "Merger  Agreement") with Peripheral
  Equipment  Corporation,  a California  corporation ("PEC"). The Merger Agreement
  was  subject to  approval of  shareholders  of PEC,  and PEC will be merged (the
  "Merger") into Peripheral Equipment Acquisition Corp., a California  corporation
  and a direct,  wholly-owned  subsidiary  of the  Company  ("Merger  Sub").  Upon
  effectiveness  of  the  Merger  each  share  of  PEC  Common  Stock  issued  and
  outstanding immediately prior to the effective time of the Merger and each share
  subject to an outstanding option or warrant of PEC (the "PEC Options"), shall be
  converted  in the right to receive  Warrants  to  purchase  Common  Stock of the
  Company at a price of $.07 per share.  The  exercise  period for the Warrants is
  ten (10)  years.  Upon  effectiveness  of the  Merger,  and as a  result  of the
  conversion of PEC Common Stock and PEC Options,  PEC stockholders and PEC option
  and  warrant  holders  shall own in the  aggregate,  Warrants  to purchase up to
  30,000,000 shares of Common Stock of the Company. Such aggregate amount does not
  give effect to a proposed one (1) for twenty (20) reverse  stock split of Common
  Stock of the Company.
  
       Upon  effectiveness of the Merger,  Merger Sub will change its name to PEC.
  In addition, Messrs. James R. Youngblood, President and CFO of PEC; Danny Moore,
  VP and  Secretary  of PEC;  and  Richard  Regan,  VP of PEC shall have agreed to
  continue their employment with PEC.
  
       On December 3, 2001, the shareholders of PEC voted to approve the Merger.
  
  
  
  
  Item 7.  Financial Statements and Exhibits
  
         (a), (b)          Financial Statements (to be filed by amendment).
  
         (c) Exhibits:
  
       2.  Agreement  and Plan of Merger  between the Company,  PEC and Merger Sub
  dated November 19, 2001.
  
           99.      Press Release
  
  
  
  
  
  
  
                                                  SIGNATURES
  
       Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
  the  registrant  has duly  caused  this  report  to be  signed  on behalf by the
  undersigned hereunto duly authorized.
  
  Dated: December 3, 2001
  
                                                       DATAMETRICS CORPORATION
  
  
                                                    By: /s/ Daniel Bertram, CEO
                                                            Daniel Bertram, CEO
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metadata_filer: {"company-data": {"conformed-name": "DATAMETRICS CORP", "cik": "0000027082", "assigned-sic": "3577", "irs-number": "953545701", "state-of-incorporation": "DE", "fiscal-year-end": "1028"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-08690", "film-number": "1806596"}, "business-address": {"street1": "1717 DIPLOMACY ROW", "city": "ORLANDO", "state": "FL", "zip": "32809", "phone": "4072514577"}, "mail-address": {"street1": "25B HANOVER ROAD", "city": "FLORHAM PARK", "state": "NJ", "zip": "07932"}}
text: SECURITIES AND EXCHANGE COMMISSION
                                             WASHINGTON, DC 20549
  
                                                   FORM 8-K
  
                                                CURRENT REPORT
                                    PURSUANT TO SECTION 13 OR 15(d) OF THE
                                         SECURITIES AND EXCHANGE ACT
  
            Date of report (Date of earliest event reported):November 19, 2001
  
                                           DATAMETRICS CORPORATION
                              (Exact Name of Registrant as Specified in Charter)
  
   Delaware                            1-8690                          95-3545701
  (State or Other Jurisdiction      (Commission                    (IRS Employer
  of Incorporation)                  File Number)              Identification No.)
  
            1717 Diplomacy Row, Orlando, Florida                        32809
  Address of Principal Executive Offices)                             (Zip Code)
  
          Registrant's telephone number, including area code: (407) 251-4577
  
  Item 2.         Acquisition of Assets
  
       On  November  19,  2001,  the  Company,  after  approval  by its  Board  of
  Directors,  signed a merger  agreement (the "Merger  Agreement") with Peripheral
  Equipment  Corporation,  a California  corporation ("PEC"). The Merger Agreement
  was  subject to  approval of  shareholders  of PEC,  and PEC will be merged (the
  "Merger") into Peripheral Equipment Acquisition Corp., a California  corporation
  and a direct,  wholly-owned  subsidiary  of the  Company  ("Merger  Sub").  Upon
  effectiveness  of  the  Merger  each  share  of  PEC  Common  Stock  issued  and
  outstanding immediately prior to the effective time of the Merger and each share
  subject to an outstanding option or warrant of PEC (the "PEC Options"), shall be
  converted  in the right to receive  Warrants  to  purchase  Common  Stock of the
  Company at a price of $.07 per share.  The  exercise  period for the Warrants is
  ten (10)  years.  Upon  effectiveness  of the  Merger,  and as a  result  of the
  conversion of PEC Common Stock and PEC Options,  PEC stockholders and PEC option
  and  warrant  holders  shall own in the  aggregate,  Warrants  to purchase up to
  30,000,000 shares of Common Stock of the Company. Such aggregate amount does not
  give effect to a proposed one (1) for twenty (20) reverse  stock split of Common
  Stock of the Company.
  
       Upon  effectiveness of the Merger,  Merger Sub will change its name to PEC.
  In addition, Messrs. James R. Youngblood, President and CFO of PEC; Danny Moore,
  VP and  Secretary  of PEC;  and  Richard  Regan,  VP of PEC shall have agreed to
  continue their employment with PEC.
  
       On December 3, 2001, the shareholders of PEC voted to approve the Merger.
  
  Item 7.  Financial Statements and Exhibits
  
         (a), (b)          Financial Statements (to be filed by amendment).
  
         (c) Exhibits:
  
       2.  Agreement  and Plan of Merger  between the Company,  PEC and Merger Sub
  dated November 19, 2001.
  
           99.      Press Release
  
                                                  SIGNATURES
  
       Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
  the  registrant  has duly  caused  this  report  to be  signed  on behalf by the
  undersigned hereunto duly authorized.
  
  Dated: December 3, 2001
  
                                                       DATAMETRICS CORPORATION
  
                                                    By: /s/ Daniel Bertram, CEO
                                                            Daniel Bertram, CEO