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) July 18, 2002
Exact name of registrant as specified in its charter Richardson Electronics, Ltd.
State or other jurisdiction of incorporation Delaware
Commission file Number 0-12906
IRS Employer Identification No. 36-2096643
Address of principal executive office 40W267 Keslinger Road, P. O. Box 393, La Fox, IL
Zip Code 60147-0393
Registrant's telephone number, including area code 630-208-2386

This Current Report on Form 8-K contains a total of 5 pages.


Item 5. Other.

Richardson Posts Sequential Revenue Growth in the Fourth Quarter And Reports Fiscal Year-end 2002 Results

LaFox, IL, Thursday July 18, 2002: Richardson Electronics, Ltd. (NASDAQ: RELL) today reported results for the fourth quarter of fiscal 2002, which ended May 31, 2002. Revenues in the fourth quarter of 2002 were $113.9 million, a sequential increase of 4.1% from fiscal third quarter, and 7% down from the previous year. Net earnings were $1.2 million, or $0.09 per share, before charges of $10.3 million, compared to net earnings of $3.7 million, or $0.26 for the same quarter last year. The charges are primarily associated with a provision for inventory obsolescence driven by the industry wide decline in sales, a prolonged recovery period, and changes in the Company's mix of business toward higher technology products particularly in the telecom market. The charges also include a provision for uncollectable accounts receivable and severance due to recent management changes.

Including the charges, the Company reported a net loss of $9.1 million, or $0.66 per share, for the fourth quarter of fiscal 2002.

For the year ended fiscal 2002, the Company recorded sales of $443.5 million, compared to $502.4 million in the prior year. Net earnings before the charges described above, and the one-time charges associated with the sale of the Medical Glassware Business in the fiscal third quarter, were $1.9 million, or $0.14 per share, compared to prior year net earnings of $17.7 million, or $1.21 per share.

Including the fiscal fourth quarter charges and the third quarter one-time charges the Company net loss for the fiscal year ended 2002 was $11.3 million, or $0.83 per share.

Edward J. Richardson, Chairman of the Board and Chief Executive Officer, said, "This has been one of the most challenging years in Company history. We are pleased with our ability to remain profitable (excluding fiscal fourth quarter and one-time charges) through proactive expense controls. Our engineered solutions model, combined with our global presence and diverse product offering, continues to gain market share."

"In addition, the Company took advantage of the depressed environment during fiscal 2002, making several key investments and expanding our strategic partnerships, to position ourselves more competitively than ever before."

Richardson concluded, "Although May bookings were the strongest in 17 months, and our book to bill is above 1.0, visibility remains poor, however, our continued investment in our engineered solutions should produce more positive results throughout the year."

Conference Call

Tomorrow, Friday July 19, 2002 at 9:00 a.m. CST, Richardson will host a conference call to discuss the fourth quarter earnings release. Joining Mr. Richardson will be Bruce Johnson, President and Chief Operating Officer, Greg Peloquin, Executive Vice President of the RF and Wireless Communications Group and Dario Sacomani, Senior Vice President and Chief Financial Officer. To listen to the call, please dial 800-450-0821 approximately five minutes prior to the start of the call. A replay of the call will be available from 12:30 p.m. on July 19, 2002 through October 18, 2002. The telephone numbers for the replay are (USA) 800-475-6701 and (International) 320-365-3844; access code 644686.

This release includes certain "forward looking" statements as defined by the SEC. Such statements are not guarantees of future performance since the company's operations involve risks and uncertainties and actual results may differ materially from predictions. Reference is made to the company's Form 10-Q's and 10-K's for a summary of some of the risks that may affect the company's performance.

About Richardson Electronics

Richardson Electronics, Ltd. is a global provider of "engineered solutions," serving the RF and wireless communications, industrial power conversion, security and display systems markets. The Company delivers engineered solutions for its customers' needs through product manufacturing, systems integration, prototype design and assembly, testing and logistics. Press announcements and other information about Richardson are available on the World Wide Web at http://www.rell.com/investor.asp


Richardson Electronics, Ltd.
Consolidated Condensed Statements of Operations
Fourth Quarter Fiscal 2002, Ended May 31, 2002
(in thousands, except per share amounts)
  Three Months
Twelve Months
  2002
2001
2002
2001
Net sales $ 113,881 $ 122,913 $ 443,492 $ 502,369
Cost of products sold 100,850
90,654
349,326
370,819
     Gross margin 13,031 32,259 94,166 131,550
Selling, general and administrative expense 24,238
24,001
94,519
94,444
     Operating (loss) income (11,207) 8,258 (353) 37,106
Other expenses, net 2,972
2,812
17,256
10,716
     (Loss) income before income taxes (14,179) 5,446 (17,609) (1) 26,390
Income (benefit) taxes (5,104)
1,756
(6,339)
8,656
     Net (loss) income $   (9,075)
$     3,690
$ (11,270)
(1) $   17,734
Net (loss) income per share - basic:
     Net (loss) income per share (Note 2)

$       (.66)


$         .28


$       (.83)
(1)
$       1.33

     Average shares outstanding 13,684
13,395
13,617
13,333
Net (loss) income per share - diluted:
     Net (loss) income per share (Note 2)

$       (.66)


$        .26


$       (.83)

(1)
$         1.21

     Average shares outstanding 13,684
17,522
13,617
17,568
Dividends per common share $ .04
$ .04

$ (.16)
$ .16

Notes:

  1. Previously reported quarterly results for the year ended May 31, 2002 have been revised to reflect adoption of FAS 133, "Accounting for Derivative Instruments and Hedging Activities" effective June 1, 2001. Certain revised Consolidated Condensed Statements of Operations amounts for each quarter are as follows:
      First Quarter
    Second Quarter
    Third Quarter
    (Loss) income before taxes $ (555) $ 1,413 $ (4,288)
    Net (loss) income (354) 902 (2,743)
    Net (loss) income per share basic and diluted (0.03) 0.07 (0.20)

  2. Diluted earnings per share assumes the conversion of the Company's 7 1/4% and 8 1/4% convertible debentures when such assumption is dilutive. Such assumption is anti-dilutive in the three- and twelve-month periods ended May 31, 2002 and dilutive in the three- and twelve- month periods ended May 31, 2001.

  3. Proforma net income reconciliation
      Three Months
    Twelve Months
      Net
    EPS
    Net
    EPS
    Reported loss $ (9,075) $ (.66) $ (11,270) $ (.83)
    Loss on medical business - - 2,913 .21
    Inventory obsolescence charge 9,780 .71 9,780 .72
    Accounts Receivable and severance 509
    .04
    509
    .04
         Proforma net income $ 1,214
    $ 0.09
    $ 1,932
    $ .14


Richardson Electronics, Ltd.
Sales and Gross Margin
Fourth Quarter Fiscal 2002, Ended May 31, 2002
(in thousands, unaudited)
By Business Unit: Sales
Gross Margin
  FY 2002
FY 2001
% Change
FY 2002
GM% of Sales
FY 2001
GM% of Sales

Fourth Quarter
     Wireless
     Industrial
     Security
     Display
     Medical
     Corporate


$ 55,958
19,558
21,854
14,278
1,787
446


$ 58,926
21,996
19,864
15,189
5,919
1,019


-5.0%
-11.1%
10.0%
-6.0%
-69.8%



$ 12,650
6,151
5,244
3,872
312
(15,198)


22.6%
31.5%
24.0%
27.1%
17.5%


$ 15,156
7,216
4,503
4,219
1,040
125

25.7%
32.8%
22.7%
27.8%
17.6%


          Total $113,881
$122,913
-7.3% $ 13,031
11.4% $ 32,259
26.2%
Full Year
     Wireless
     Industrial
     Security
     Display
     Medical
     Corporate

$202,409
74,578
85,087
60,697
17,278
3,443


$244,381
89,053
82,352
59,476
23,289
3,818


-17.2%
-16.3%
3.3%
2.1%
-25.8%



$ 47,467
24,356
20,080
15,864
3,317
(16,918)


23.5%
32.7%
23.6%
26.1%
19.2%


$ 63,593
30,650
18,932
14,553
4,780
(958)

26.0%
34.4%
23.0%
24.5%
20.5%


          Total $443,492
$502,369
-11.7% $ 94,166
21.2% $ 131,550
26.2%
 
By Area: Sales
Gross Margin
  FY 2002
FY 2001
% Change
FY 2002
GM% of Sales
FY 2001
GM% of Sales
Fourth Quarter
     North America
     Europe
     Asia/Pacific
     Latin America
     Other
     Corporate

$ 61,148
23,971
18,487
8,136
1,693
446

$ 71,841
25,979
13,428
8,722
1,924
1,019

-14.9%
-7.7%
37.7%
-6.7%
-12.0%


$ 15,435
6,106
4,064
2,192
432
(15,198)

25.2%
25.5%
22.0%
26.9%
25.5%


$ 18,282
7,374
3,518
2,435
525
125

25.4%
28.4%
26.2%
27.9%
27.3%


          Total $ 113,881
$122,913
-7.3% $ 13,031
11.4% $ 32,259
26.2%
Full Year
     North America
     Europe
     Asia/Pacific
     Latin America
     Other
     Corporate

$ 246,105
92,351
65,534
28,943
7,116
3,443

$ 310,211
99,215
51,411
28,012
9,702
3,818

-20.7%
-6.9%
27.5%
3.3%
-26.7%


$ 62,422
24,261
14,906
7,736
1,759
(16,918)

25.4%
26.3%
22.7%
26.7%
24.7%


$ 79,388
28,241
14,488
7,751
2,640
(958)

25.6%
28.5%
28.2%
27.7%
27.2%


          Total $ 443,492
$ 502,369
-11.7% $ 94,166
21.2% $ 131,550
26.2%


    Fiscal 2001 data has been restated to conform with the current presentation.