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 Exchange Act of 1934

        Date of Report (Date of earliest event reported) April 29, 2005

                             Zoom Technologies, 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)

                0-18672                                   51-0448969
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           (Commission File Number)         (I.R.S. Employer Identification No.)

            207 South Street, Boston, MA                       02111
      ----------------------------------------            ---------------
      (Address of Principal Executive Offices)               (Zip Code)

                              (617) 423-1072
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           (Registrant's Telephone Number, Including Area Code)

       (Former Name or Former Address, if Changed Since Last Report)

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)

[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))


Item 2.02         Results of Operations and Financial Condition

     On April 29,  2005,  the  Company  issued a press  release  announcing  its
financial  results for the first  quarter  ended March 31,  2005.  A copy of the
press release is attached hereto as Exhibit 99.1 and is  incorporated  herein in
its entirety by reference.

     LIMITATION ON INCORPORATION BY REFERENCE. The information furnished in this
Item  2.02  shall  not be deemed  "filed"  for  purposes  of  Section  18 of the
Securities  Exchange  Act of 1934,  as  amended,  or  otherwise  subject  to the
liabilities of that section,  nor shall such information be deemed  incorporated
by reference in any filing under the Securities Act of 1933, as amended,  except
as shall be expressly set forth by specific reference in such a filing.

     CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS. Except for historical
information  contained in the press release  attached as an exhibit hereto,  the
press release  contains  forward-looking  statements which involve certain risks
and  uncertainties  that could cause actual  results to differ  materially  from
those expressed or implied by these  statements.  Please refer to the cautionary
note in the press release regarding these forward-looking statements.

Item 9.01         Financial Statements and Exhibits

Exhibit Number      Description
--------------      -----------
    99.1            Press  release  dated April 29,  2005 of Zoom  Technologies,
                    Inc.




                                    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 hereunto duly authorized.

Dated: April 29, 2005            ZOOM TECHNOLOGIES, INC.



                                    By:    /s/ Robert A. Crist
                                        --------------------------
                                            Robert A. Crist, Chief
                                            Financial Officer



                                  EXHIBIT INDEX

Exhibit Number      Description
--------------      -----------
    99.1            Press  release  dated April 29,  2005 of Zoom  Technologies,
                    Inc.

                                  EXHIBIT 99.1

         Zoom Technologies Reports Results for the First Quarter of 2005

     Boston,  MA, April 29, 2005 -Zoom  Technologies,  Inc.  (NASDAQ:  ZOOM),  a
leading  manufacturer  of modems and other data  communication  products,  today
reported net sales of $6.4 million for its first  quarter  ended March 31, 2005,
down 17.4% from $7.8 million for the first quarter of 2004. Zoom's DSL modem net
sales for the first quarter of 2005 rose 51% from the first quarter of 2004, but
this increase was offset by a 44% decline in dial-up modem net sales in the same
time period.
     Zoom  reported a net loss of $1.3 million or $.15 per diluted share for its
first  quarter  ended March 31, 2005,  compared to a net loss of $0.6 million or
$.07 per  diluted  share for the first  quarter of 2004,  with the change due to
lower gross profit, partially offset by reduced operating expenses.
     Gross profit was $1.5 million or 23.8% of net sales in the first quarter of
2005, down from $2.3 million or 29.7% of net sales in the first quarter of 2004.
The lower gross profit  resulted  primarily  from lower sales and lower  margins
realized on those  sales.  Gross  margins  were lower  primarily  because of the
continuing  product sales shift away from dial-up modems,  Zoom's highest margin
product category,  and because of lower absorption of manufacturing overhead due
to lower sales.
     Operating  expenses  were $2.7  million  or 41.8% of net sales in the first
quarter  of 2005  compared  to $2.9  million  or 36.7% of net sales in the first
quarter of 2004. Selling expenses declined by $.1 million primarily due to lower
dial-up  modem  sales  and  lower  associated  selling  expenses.   General  and
administrative  expenses declined $.1 million,  primarily due to lower personnel
costs. R&D expenses rose $.1 million,  reflecting higher costs for personnel and
outside services.
     Zoom's  cash  balance on March 31,  2005 was $7.6  million,  down from $9.4
million on  December  31,  2004,  due  primarily  to the  quarter's  loss and an
increase in inventory of $1.2 million.  The inventory increase was primarily due
to a push-out of some customers' orders and the increase of  work-in-process  of
Zoom's new Wireless-G ADSL modem. The mortgage on Zoom's  headquarters is due in
January 2006, and has therefore been  reclassified from a long-term to a current
liability.  Zoom intends to make a decision on mortgage  refinancing  later this
year.
     "Our number one  priority is growing  Zoom's  sales,"  said Frank  Manning,
Zoom's  President  and  CEO.  "To do this we need to  continue  to grow our ADSL
revenues,  and to build  the sales  momentum  for our  voice  over the  Internet
products and services.  We began  shipping our first  Wireless-G  ADSL modems in
late  March,  and our  sales  of  this  product  are  encouraging.  We are  also
encouraged  by the  progress  we are making  with our VoIP  hardware  and Global
Village phone services."
     Zoom has scheduled a conference  call for Friday,  April 29th at 10:00 a.m.
Eastern Time. You may access the  conference  call by dialing (800) 210-9006 for
calls made within the United  States and dialing  (719)  457-2621 for calls made
from  outside  the  United  States.  The call  will also be  simulcast  to stock
analysts and other interested  parties on Zoom's website  (www.zoom.com/Q1)  and
other  financial  and  investor-oriented  websites  via the CCBN /  StreetEvents
network.  Shortly  after the  conference  call,  a recording of the call will be
available on Zoom's website. For additional information, please contact Investor
Relations,  Zoom  Technologies,  207 South Street,  Boston, MA 02111,  telephone
(617)423-1072, email investor@zoom.com, or visit Zoom's website at www.zoom.com.

About Zoom Technologies

     Zoom  Technologies,   Inc.  designs,   produces,   markets,   and  supports
communications  products under the Zoom and Hayes(R) brands,  and provides voice
over the Internet services under the Global Village brand. Zoom is headquartered
in Boston,  and its European sales and support center is in the UK. Zoom markets
its products in over forty countries,  and provides  multi-lingual  support from
its offices in Boston,  Florida, and the UK. For more information about Zoom and
its products, please see www.zoom.com.
                                     _______
Forward Looking Statements

This release  contains  forward-looking  information  relating to Zoom's  plans,
expectations,  and intentions,  including statements relating to sales of Zoom's
new VoIP and DSL products and Zoom's mortgage.  Actual results may be materially
different from  expectations as a result of known and unknown risks,  including:
the  uncertainty  of  market  acceptance  and  growth  of VoIP and of DSL  modem
markets;   the  uncertainty  of  Zoom's  ability  to  grow  its  sales  or  more
successfully  penetrate those markets;  Zoom's reliance on a relatively  limited
number of customers for sale of its DSL modems;  Zoom's  increasing  reliance on
international  sales;  the  uncertainty  of the  regulatory  environment of VoIP
products;  uncertainty of new product  development and  introduction,  including
budget overruns, project delays, and the risk that newly introduced products may
contain  undetected  errors or defects or otherwise not perform as  anticipated;
other delays in shipments of  products;  Zoom's  dependence  on one or a limited
number of suppliers  for certain key  components;  rapid  technological  change;
competition; and other risks set forth in Zoom's filings with the Securities and
Exchange Commission.  Zoom cautions readers not to place undue reliance upon any
such  forward-looking  statements,  which  speak only as of the date made.  Zoom
expressly  disclaims  any  obligation  or  undertaking  to release  publicly any
updates or revisions to any such  statements to reflect any change in the Zoom's
expectations  or any change in events,  conditions or  circumstance on which any
such statement is based.




                             ZOOM TECHNOLOGIES, INC.
                           Consolidated Balance Sheets
                                  In thousands
                                   (Unaudited)

                                                     Mar 31,            Mar 31,
                                                      2005               2004
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Assets

Current assets:

        Cash                                          $ 7,608           $ 9,439
        Accounts receivable, net                        2,674             3,349
        Inventories, net                                6,245             5,031
        Prepaid expenses and other                        303               530
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               Total current assets                    16,830            18,349

Property and equipment, net                             2,641             2,703

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               Total assets                           $19,471           $21,052
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LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

        Accounts payable                              $ 1,842           $ 2,007
        Accrued expenses                                1,146             1,275
        Current portion of long-term debt               5,050               230
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               Total current liabilities                8,038             3,512

        Long-term debt                                      -             4,872
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               Total liabilities                        8,038             8,384
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Stockholders' equity:

        Common stock and additional paid-in capital    30,767            30,662
        Treasury stock                                     (7)               (7)
        Accumulated other comprehensive
         income (loss)                                    488               523
        Retained earnings (deficit)                   (19,815)          (18,510)
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               Total stockholders' equity              11,433            12,668
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               Total liabilities &
               Stockholders' equity                   $19,471           $21,052
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                             ZOOM TECHNOLOGIES, INC.
                      Consolidated Statements of Operations
                       In thousands,except per share data
                                    (Unaudited)

                                                   Three Months Ended
                                                 -----------------------
                                                 03/31/05       03/31/04
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Net sales                                        $ 6,436       $ 7,792
Cost of goods sold                                 4,904         5,480
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    Gross profit                                   1,532         2,312

Operating expenses:
    Selling                                        1,120         1,226
    General and administrative                       823           954
    Research and development                         749           678
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    Total operating expenses                       2,692         2,858
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    Operating profit (loss)                       (1,160)         (546)

Other income (expense), net                         (145)          (12)
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    Income(loss) before income taxes              (1,305)         (558)

Income tax expense(benefit)                            -             -
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    Net income (loss)                            $(1,305)      $  (558)
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Basic earnings (loss) per share:

    Earnings (loss) per share                     $(0.15)       $(0.07)

Diluted earnings (loss) per share:

    Earnings (loss) per share                     $(0.15)       $(0.07)
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Weighted average number of shares outstanding:

        Basic                                      8,967         8,136
        Diluted                                    8,967         8,136
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