UNITED STATES SEC USE ONLY
SECURITIES AND EXCHANGE COMMISSION DOCUMENT SEQUENCE NO.
Washington, D.C. 20549
FORM 144
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker
1(a) NAME OF ISSUER (Please type or print) (b) IRS IDENT. NO.(c) S.E.C. FILE NO.
Digital Power Corporation 94-1721931 1-12711
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1(d) ADDRESS OF ISSUER STREET CITY STATE ZIP CODE (e) TELEPHONE NO.
41920 Christy Street, Fremont, California 94539-3158 (510) 657-2635
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2(a)NAME OF PERSON FOR WHOSE (b)SOCIAL SECURITY (c)RELATIONSHIP (d) ADDRESS STREET CITY ZIP CODE
ACCOUNT THE SECURITIES NO. OR IRS IDENT. TO ISSUER
ARE TO BE SOLD NO.
Robert O. Smith Chief c/o Digital Power Corporation
Executive 41920 Christy Street, Fremont California 94539-3158
Officer
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INSTRUCTION: The person filing this notice should contact the issuer to obtain
the I.R.S. Identification Number and the S.E.C. File Number.
3(a) (b) SEC USE ONLY (c) (d) (e) (f) (g)
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Title of the Name and Address Broker-Dealer Number of Aggregate Number of Shares Approximate Name of Each
Class of of Each Broker File Number Shares or Market or Other Units Date of Sale Securities
Securities Through Whom the Other Units Value Outstanding (See instr. 3(f)) Exchange
to be Sold Securities are to be Sold See instr. (See instr. 3(e)) (MO. DAY YR.) (See instr. 3(g))
to Offered or (See instr. 3(d))
Each Market Maker 3(c))
who is Aquiring
the Securities
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Common Donner Corp., 311,500 $2,005,281.20 2,812,435 09/12/00 AMEX
Stock International
3000 W. Macarthur Blvd.#412
Santa Ana, CA 92704
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INSTRUCTIONS
1. (a) Name of Issuer 3. (a) Title of the class of securities to be sold
(b) Issuer's I.R.S. Identification Number (b) Name and address of each broker
(c) Issuer's S.E.C. number, if any through whom the securities are intended to be sold
(d) Issuer's address, including zip code (c) Number of shares or other units to be sold (if debt
(e) Issuer's telephone number, including securities, give the aggregate face amount)
(d) Aggregate market value of the securities to be sold as of a
specified date within 10 days prior to the filing of this notice
(e) Number of shares or other units of the class
outstanding, or if debt securities the face amount thereof
outstanding, as shown by the most recent report or statement
published by the issuer
2. (a) Name of person for whose account the securities are to (f) Approximate date on which the securities are to be sold
be sold (g) Name of each securities exchange, if any, on which the
(b) Such persons Social Security or I.R.S. Identification securities are intended to be sold
number
(c) Such person's relationship to the issuer (e.g.,
officer, director, 10% stockholder, or member
of immediate family of any of the foregoing)
(d) Such person's address, including zip code
SEC 1147 (9-93)
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TABLE I - SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:
Name of Person
Title of Date You Nature of from Whom Acquired Amount of Date of
the Class Acquired Acquisition Transaction (If gift, also give date Securities Acquired Payment Nature of Payment
donor acquired)
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Common 09/12/00 Exercise of Options Digital Power Corporation 311,500 09/12/00 Cash
Stock
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INSTRUCTIONS: 1. If the securities were purchased and full payment therefore was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.
2. If within two years after the acquisition of the securities the person for whose account they are to be sold had any short positions, put or other option to dispose of securities referred to in paragraph (d)(3) of Rule 144, furnish full information with respect thereto.
TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish the following information as to all securities
of the issuer sold during the past 3 months by the person for whose account the
securities are to be sold.
Amount of Gross
Name and Address of Seller Title of Securities Sold Date of Sale Securities Proceeds
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Robert Smith Common Stock 08/24/00 86,900 825,500
c/o Digital Power Corporation
41920 Christy Street
Fremont, CA 94539
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REMARKS:
INSTRUCTIONS: ATTENTION:
See the definition of "person" in paragraph (a) of Rule 144. Information The person for whose account the securities to
is to be given not only as to the person for whose account the securities are which this notice relates are to sold hereby
to be sold but also as to sales by all persons whose sales are required by represents by signing this notice that he does
paragraph (e) of Rule 144 to be aggregated with sales for the account of the not know any material adverse information in
person filing this notice. regard to the current and prospective
operations of the Issuer of the securities to
be sold which have not been publicly disclosed.
/s/ ROBERT O. SMITH
09/12/00 ------------------
____________________________________________________ Robert O. Smith
(DATE OF NOTICE) (SIGNATURE)
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The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures.
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001).