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) October 17, 2002



                           DIGITAL POWER CORPORATION
             (Exact name of registrant as specified in its charter)


California                     1-12711                       94-1721931
----------                     -------                       -------------------
(State or other          (Commission File No.)               (I.R.S. Employer
 jurisdiction                                                Identification No.)
 of incorporation)



              41920 Christy Street, Fremont, California 94538-3158
              ----------------------------------------------------
                    (Address of principal executive offices)

                                 (510) 657-2635
              (Registrant's telephone number, including area code)



<PAGE>


Item 5.  Other

         The Annual Meeting of the Shareholders of Digital Power Corporation was
reconvened on Thursday, October 17, 2002 at 9:00 a.m. at our  corporate  offices
located at 41920 Christy  Street,  Fremont,  California  94538.  At  the  annual
meeting, the shareholders elected David Amitai, Benzion Diamont,  Josef  Berger,
Mark Thum, Yechezkel Mahea and Youal Minipaz to the Board of Directors to  hold
office until the next annual meeting or until their successors are  elected  and
qualified. The shareholders also approved the 2002 Stock Option Plan.



<PAGE>


                                    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.


                                    DIGITAL POWER CORPORATION,
                                    a California Corporation



Dated:  10/17/02                    /S/ Haim Yatim
                                    ________________________________
                                    Haim Yatim,
                                    Chief Financial Officer
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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) October 17, 2002

                           DIGITAL POWER CORPORATION
             (Exact name of registrant as specified in its charter)

California                     1-12711                       94-1721931
----------                     -------                       -------------------
(State or other          (Commission File No.)               (I.R.S. Employer
 jurisdiction                                                Identification No.)
 of incorporation)

              41920 Christy Street, Fremont, California 94538-3158
              ----------------------------------------------------
                    (Address of principal executive offices)

                                 (510) 657-2635
              (Registrant's telephone number, including area code)
Item 5.  Other

         The Annual Meeting of the Shareholders of Digital Power Corporation was
reconvened on Thursday, October 17, 2002 at 9:00 a.m. at our  corporate  offices
located at 41920 Christy  Street,  Fremont,  California  94538.  At  the  annual
meeting, the shareholders elected David Amitai, Benzion Diamont,  Josef  Berger,
Mark Thum, Yechezkel Mahea and Youal Minipaz to the Board of Directors to  hold
office until the next annual meeting or until their successors are  elected  and
qualified. The shareholders also approved the 2002 Stock Option Plan.
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.

                                    DIGITAL POWER CORPORATION,
                                    a California Corporation

Dated:  10/17/02                    /S/ Haim Yatim
                                    ________________________________
                                    Haim Yatim,
                                    Chief Financial Officer