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): October 31, 2004

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

                                    DELAWARE
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                 (State or other jurisdiction of incorporation)

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

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

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







ITEM 9. REGULATION FD DISCLOSURE


Item 12. Results of Operations and Financial Condition.

On December 15, 2004, SBE, Inc. announced its results of operations for the
three months and fiscal year ended October 31, 2004. 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 fourth quarter and fiscal 2004 Earnings Release.






                                    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:  December 15, 2004                       By: /s/ David W. Brunton
                                                    ----------------------------
                                                    David W. Brunton
                                                    Chief Financial Officer and
                                                    Vice President, Finance