SECURITIES EXCHANGE AND 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): July 31, 2005

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

                                    DELAWARE
                 (State or other jurisdiction of incorporation)

            0-8419                                    94-1517641
    (Commission File No.)                (I.R.S. Employer Identification No.)

                          2305 CAMINO RAMON, SUITE 200
                            SAN RAMON, CA 94583-1369
              (Address of principal executive offices and zip code)

       Registrant's telephone number, including area code: (925) 355-2000

<PAGE>

ITEM 7.01. REGULATION FD DISCLOSURE

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 24, 2005, SBE, Inc. announced its results of operations for the three
and nine months ended July 31, 2005. A copy of the related press release is
being furnished as Exhibit 99.1 this Current Report on Form 8-K and incorporated
by reference herein.


7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits.

(99.1) Press release issued by SBE, Inc.

EXHIBIT
NUMBER               EXHIBIT

99.1             SBE third quarter fiscal 2005 Earnings Release.



                                       2
<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, thereunto duly authorized.

                                        SBE, INC.


Dated:  August 24, 2005            By:  /s/ David W. Brunton
                                        -----------------------------------
                                        David W. Brunton
                                        Chief Financial Officer and
                                        Vice President, Finance


                                       3
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SECURITIES EXCHANGE AND 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): July 31, 2005

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

                                    DELAWARE
                 (State or other jurisdiction of incorporation)

            0-8419                                    94-1517641
    (Commission File No.)                (I.R.S. Employer Identification No.)

                          2305 CAMINO RAMON, SUITE 200
                            SAN RAMON, CA 94583-1369
              (Address of principal executive offices and zip code)

       Registrant's telephone number, including area code: (925) 355-2000
ITEM 7.01. REGULATION FD DISCLOSURE

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 24, 2005, SBE, Inc. announced its results of operations for the three
and nine months ended July 31, 2005. A copy of the related press release is
being furnished as Exhibit 99.1 this Current Report on Form 8-K and incorporated
by reference herein.

7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits.

(99.1) Press release issued by SBE, Inc.

EXHIBIT
NUMBER               EXHIBIT

99.1             SBE third quarter fiscal 2005 Earnings Release.

                                       2
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, thereunto duly authorized.

                                        SBE, INC.

Dated:  August 24, 2005            By:  /s/ David W. Brunton
                                        -----------------------------------
                                        David W. Brunton
                                        Chief Financial Officer and
                                        Vice President, Finance

                                       3