Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Crincoli Michael
 2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2003		 3. Issuer Name and Ticker or Trading Symbol
FRANKLIN ELECTRONIC PUBLISHERS INC [FEP]
(Last)
(First)
(Middle)
FRANKLIN ELECTRONIC PUBLISHERS, INC., ONE FRANKLIN PLAZA		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Vice President, NA Operations
 5. If Amendment, Date Original Filed(Month/Day/Year)
05/27/2005
(Street)

BURLINGTON, NJ 08016		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Options/Right to buy 01/31/2001(1) 01/31/2010 Common Stock, $.01 par value 15,000 $ 6 D  
Options/Right to buy 06/20/2001(2) 06/20/2011 Common Stock, $.01 par value 2,000 $ 2.8 D  
Options/Right to buy 03/11/2002(3) 03/11/2012 Common Stock, $.01 par value 2,952 $ 3.5 D  
Options/Right to buy 06/26/2002(4) 06/26/2012 Common Stock, $.01 par value 3,000 $ 1.2 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Crincoli Michael
FRANKLIN ELECTRONIC PUBLISHERS, INC.
ONE FRANKLIN PLAZA
BURLINGTON, NJ 08016		       Vice President, NA Operations  

Signatures

Michael Crincoli 06/07/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) An option to purchase 15,000 shares of the Issuer's common stock, par value $.01 per share, was issued to the Reporting person under the Issuer's 1998 Stock Option Plan as amended and restated. One fourth of such option became exercisable on each of January 31, 2001, January 31, 2002, January 31, 2003 and January 31, 2004.
(2) An option to purchase 2,000 shares of the Issuer's common stock, par value $.01 per share, was issued to the Reporting person under the Issuer's 1998 Stock Option Plan as amended and restated. One fourth of such option became exercisable on each of June 20, 2002, June 20, 2003 and June 20, 2004. The balance of such option becomes exercisable in one-fourth on June 20, 2005.
(3) An option to purchase 2,952 shares of the Issuer's common stock, par value $.01 per share, was issued to the Reporting person under the Issuer's 1998 Stock Option Plan as amended and restated. One fourth of such option became exercisable on each of March 11, 2003, March 11, 2004, and March 11, 2005. The balance of such option becomes exercisable in one-fourth on March 11, 2006.
(4) An option to purchase 3,000 shares of the Issuer's common stock, par value $.01 per share, was issued to the Reporting person under the Issuer's 1998 Stock Option Plan as amended and restated. One fourth of such option became exercisable on each of June 26, 2003 and Jujne 26, 2004. The balance of such option becomes exercisable in one-fourth on each of June 26, 2005 and June 26, 2006.

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