UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 19)*
Under the Securities Exchange Act of 1934
CSP Inc.
(Name of Issuer)
Common Stock (par value $0.01 per share)
(Title of Class of Securities)
126389105
(CUSIP Number)
Melissa Dehn
2219 Buchanan Road, Suite 7
Antioch, CA 94509
(925) 778-2390
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 17, 2005
(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of 240.13d-
1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ].
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See 240.13d-7 for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 126389105 SCHEDULE 13D Page 2 of 6
1 Names of Reporting Persons
Eliot Rose Asset Management, LLC
IRS Identification No. of Above Persons (entities only)
04-3649045
2 Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 Source of Funds OO
5 Check Box if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
Rhode Island
NUMBER OF 7 Sole Voting Power -0-
SHARES
BENEFICIALLY 8 Shared Voting Power -0-
OWNED BY EACH
REPORTING 9 Sole Dispositive Power 698,499
PERSON
WITH 10 Shared Dispositive Power -0-
11 Aggregate Amount Beneficially Owned by Each Reporting Person
698,499
12 Check Box if the Aggregate Amount in Row 11 Excludes Certain
Shares
[ ]
13 Percent of Class Represented by Amount in Row 11
18.97%
14 Type of Reporting Person
OO, IA
CUSIP No. 126389105 SCHEDULE 13D Page 3 of 6
1 Name of Reporting Person Gary S. Siperstein
IRS Identification No. of Above Person
2 Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 Source of Funds OO
5 Check Box if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
California
NUMBER OF 7 Sole Voting Power -0-
SHARES
BENEFICIALLY 8 Shared Voting Power -0-
OWNED BY EACH
REPORTING 9 Sole Dispositive Power 698,499
PERSON
WITH 10 Shared Dispositive Power -0-
11 Aggregate Amount Beneficially Owned by Each Reporting Person
698,499
12 Check Box if the Aggregate Amount in Row 11 Excludes Certain
Shares
[ ]
13 Percent of Class Represented by Amount in Row 11
18.97
14 Type of Reporting Person
IN
CUSIP No. 126389105 SCHEDULE 13D Page 4 of 6
Item 1. Security and Issuer
This Schedule 13D ("Schedule") relates to shares of Common Stock,
par value $0.01 per share (the "Common Stock"), of CSP Inc. (the
"Issuer"). The principal executive office of the Issuer is 43
Manning Road, Billerica, Massachusetts 01821-3901.
Item 2. Identity and Background
This Schedule is filed on behalf of Eliot Rose Asset Management,
LLC and Gary S. Siperstein.
Eliot Rose Asset Management, LLC is an investment advisor
registered as such with the SEC and in various states. Eliot
Rose Asset Management, LLC's managing member and majority owner
is Gary S. Siperstein. The business address of Eliot Rose Asset
Management, LLC and Gary S. Siperstein is 10 Weybosset Street,
Suite 401, Providence, RI 02903.
Neither Eliot Rose Asset Management, LLC, or Gary S. Siperstein
have, during the past five years, been convicted of any criminal
proceeding (excluding traffic violations or similar
misdemeanors).
Neither Eliot Rose Asset Management, LLC or Gary S. Siperstein,
have been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or
finding any violation with respect to such laws.
Eliot Rose Asset Management, LLC is a Rhode Island limited
liability company, and Gary S. Siperstein is a United States
citizen.
Item 3. Source and Amount of Funds or Other Consideration
Funds for the purchases of Common Stock were obtained from the
working capital of various accounts managed by Eliot Rose.
Item 4. Purpose of Transaction.
The acquisition of Common Stock was made solely for investment
purposes. Depending upon market conditions and other factors,
Eliot Rose Asset Management, LLC may acquire additional
securities of the Issuer, or alternatively, may dispose of some
or all of the securities of the Issuer that it beneficially owns.
CUSIP No. 126389105 SCHEDULE 13D Page 5 of 6
Item 5. Interest in Securities of the Issuer
(a),(b) Reference is made hereby to Items 7-11 and 13 of pages
two (2) and three (3) of this Schedule, which Items are
incorporated by reference herein.
(c) Eliot Rose Asset Management, LLC effected the following
transactions through a registered broker dealer in the
last sixty days, or since the last filing:
Transaction Date Amount of Securities Price
Sell 10/28/2005 12,500 $6.35
sell 10/31/2005 5,000 $6.36
sell 11/2/2005 4,500 $6.59
sell 11/14/2005 8,000 $7.47
sell 11/15/2005 3,500 $7.10
buy 11/16/2005 1,000 $7.13
sell 11/17/2005 5,500 $7.03
(d),(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
None.
Item 7. Material to be Filed as Exhibits
None.
CUSIP No. 126389105 SCHEDULE 13D Page 6 of 6
Signatures
After reasonable inquiry and to the best of their knowledge and
belief, the undersigned certify that the information set forth in
this statement is true, complete and correct.
DATED: November 23, 2005
Eliot Rose Asset Management, LLC
/s/ Gary S. Siperstein
______________________________
Gary S. Siperstein
Managing Member
Gary S. Siperstein
/s/ Gary S. Siperstein
______________________________
Gary S. Siperstein