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):

                               September 30, 2002

                               eMagin Corporation
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             (Exact name of registrant as specified in its charter)



      Delaware                   000-24757                      88-0378451
--------------------    ----------------------------    ------------------------
  (State or Other         (Commission File Number)           (I.R.S. Employer
  Jurisdiction of                                         Identification Number)
   Incorporation)

                2070 Route 52, Hopewell Junction, New York 12533
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               (Address of principal executive offices) (zip code)

                                 (845) 892-1900
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              (Registrant's telephone number, including area code)





ITEM 5.  OTHER EVENTS.

     eMagin Corporation  ("eMagin" or the "Company") and The Travelers Insurance
Company  ("Travelers")  entered into an eighth amendment  agreement to amend and
extend the maturity  date of the  Convertible  Promissory  Note (the  "Travelers
Convertible  Note")  dated  August  20,  2001,  issued  under the Note  Purchase
Agreement  entered  into  as of  August  20,  2001  by and  between  eMagin  and
Travelers.  The amendment  agreement  extends the maturity date of the Travelers
Convertible Note from September 30, 2002 to October 31, 2002.

     In addition,  eMagin and Mr. Mortimer D.A. Sackler ("Sackler") entered into
a second  amendment  agreement  to amend and  extend  the  maturity  date of the
Secured Promissory Note (the "Sackler Secured Note") dated June 20, 2002, issued
under the Secured Note Purchase  Agreement  entered into as of June 20, 2002, by
and between  eMagin and  Sackler.  As well,  eMagin and Sackler  entered  into a
second amendment  agreement to amend and extend the maturity date of the Secured
Convertible  Promissory Notes (the "Sackler Secured Convertible Notes"),  issued
under the Secured Note Purchase  Agreement entered into as of November 27, 2001,
by and between eMagin and Sackler,  as amended by the Omnibus Amendment,  Waiver
and Consent  Agreement dated January 14, 2002, and the  Subscription  Agreements
dated January 14, 2002.  The amendment  agreements  extends the maturity date of
the  Sackler  Secured  Note  and the  Sackler  Secured  Convertible  Notes  from
September 30, 2002 to October 31, 2002.

     In addition,  eMagin and Ginola Limited ("Ginola"),  an assignee of Rainbow
Gate Corporation,  entered into a second amendment agreement to amend and extend
the  maturity  date of the  Secured  Convertible  Promissory  Note (the  "Ginola
Secured  Convertible  Note") dated  November 27, 2002,  issued under the Secured
Note  Purchase  Agreement  entered into as of November 27, 2001,  by and between
eMagin and Rainbow Gate Corporation, as amended by the Omnibus Amendment, Waiver
and Consent  Agreement dated January 14, 2002. The amendment  agreement  extends
the maturity date of the Ginola Secured Convertible Note from September 30, 2002
to October 31, 2002.

     The foregoing is not intended to be a full and complete  description of the
transaction.  Terms of the transaction are more fully described in the copies of
the Debentures attached as exhibits to this Form 8-K.


ITEM 7.           EXHIBITS.

                  Exhibit
                  Number      Description

                  10.1        Amendment  No. 8 to  Convertible  Promissory  Note
                              dated as of September 30, 2002.

                  10.2        Amendment No. 2 to Secured  Promissory  Note dated
                              as of September 30, 2002.


                                      -2-





                  10.3        Amendment   No.  2  to  the  Secured   Convertible
                              Promissory Notes dated as of September 30, 2002.

                  10.4        Amendment   No.  2  to  the  Secured   Convertible
                              Promissory Note dated as of September 30, 2002.


                                      -3-



                                   SIGNATURES

          Pursuant to the  requirements  of the  Securities  and Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.



                                EMAGIN CORPORATION



                                By: /s/ Gary W. Jones
                                   -------------------------------------
                                   Name:  Gary W. Jones
                                   Title: President and Chief Executive Officer

Dated: September 30, 2002