X0202 3 2006-02-02 0 0000040528 GENERAL DEVICES INC GDVC 0001351900 Dunphy Kevin T 153 GREENWOOD AVENUE SUITE 11-13 BETHEL CT 06801 1 1 0 0 CFO and Treasurer Stock Option 0.1393 2006-05-31 2011-05-31 Common Stock 987250 D Stock Option 0.1393 2011-05-31 Common Stock 542034 D Of these 542,034 options (i) 180,678 are exercisable when the closing market price for the common reaches $0.50 per share, while average trading volume is 179,500 shares, for 20 consecutive trading days, (ii) 180,678 are exercisable when the closing market price for the common reaches $0.66, while average daily trading volume is 179,500 shares, for 20 consecutive trading days and (iii) 180,678 are exercisable when the market price for the common is $0.83, while the average daily trading volume is 179,500, for 20 consecutive trading days. Subject to adjustment for certain dilutive equity issuances and for stock splits, stock dividends, mergers, recaptitalizations, reorganizations, and other similar events. /s/ Kevin T. Dunphy 2006-02-02