1
================================================================================



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
                         PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES AND EXCHANGE ACT OF 1934


                                 OCTOBER 5, 2001
                                (Date of Report)


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


       DELAWARE                      0-3295                     39-1168275
    (State or other             (Commission File               (IRS Employer
    jurisdiction of                  Number)                    ID Number)
    incorporation)


                        4129 NORTH PORT WASHINGTON AVENUE
                           MILWAUKEE, WISCONSIN 53212

                    (Address of principal executive offices)



                                 (414) 964-5000
              (Registrant's telephone number, including area code)



================================================================================



   2



         This report includes "forward-looking statements" within the meaning of
Section 27A of the Securities Act and Section 21E of the Securities Exchange Act
of 1934, as amended. All statements other than statements of historical facts
included in this report are forward-looking statements. Forward-looking
statements are inherently subject to risks and uncertainties, some of which
cannot be predicted or quantified based on current expectations. Consequently,
future events and actual results could differ materially from those set forth
in, contemplated by, or underlying the forward-looking statements contained in
this report, other filings, press releases or otherwise.

         Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Important factors that could cause
actual results to differ materially from such expectations ("Cautionary
Factors") include, without limitation, unanticipated developments in any one or
more of the following areas: the profitability of the Company, capital
requirements, operational costs, business opportunities, tax considerations,
general economic conditions, consumer demand for the Company's and its
customers' products, competitive and technological developments, foreign
currency fluctuations, restrictions in any then-existing credit agreements, and
other risks factors which may be detailed from time to time in the Company's
Securities and Exchange Commission filings. All subsequent written or oral
forward-looking statements attributable to the Company or persons acting on
behalf of the Company are expressly qualified in their entirety by the
Cautionary Factors. Shareholders, potential investors and other readers are
urged to consider these Cautionary Factors carefully in evaluating the
forward-looking statements and are cautioned not to place undue reliance on such
forward-looking statements.

ITEM 5.  OTHER EVENTS

         PRESS RELEASE. On October 2, 2001, Koss Corporation issued a Press
Release announcing its two-for-one stock split. The stock split will be
effective for shareholders of record on October 22, 2001, with a distribution
date of November 5, 2001. A copy of said Press Release is attached hereto as
Exhibit 99.1 and is incorporated herein by this reference.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c)      Exhibits:

                  99.1     Press release announcing stock split.



   3



                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                  KOSS CORPORATION
                                  (Registrant)


                                  By:   /s/ Michael J. Koss
                                        ----------------------------------------
                                        Michael J. Koss
                                        President, Chief Executive Officer
                                        and Chief Financial Officer


Date: October 5, 2001


                                       2

   4



                                KOSS CORPORATION
                                  EXHIBIT INDEX
                                       TO
                           CURRENT REPORT ON FORM 8-K


EXHIBIT                  DESCRIPTION                INCORPORATED         FILED
NUMBER                                               HEREIN BY         HEREWITH
                                                     REFERENCE

 99.1         Press release announcing stock split.                        X





                                       3