GALILEO TECHNOLOGY LTD
6-K, 1998-06-09
SEMICONDUCTORS & RELATED DEVICES
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<PAGE>
 
                                  FORM 6-K

                                UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                          REPORT OF FOREIGN ISSUER

                    PURSUANT TO RULE 13a-16 OF 15d-16 OF
                     THE SECURITIES EXCHANGE ACT OF 1934
                                        
                         For the month of June 1998

                           Galileo Technology Ltd.
- ------------------------------------------------------------------------------
               (Translation of registrant's name into English)

                   Moshav Manof, D.N. Misgav 20178, Israel
- ------------------------------------------------------------------------------
                  (Address of principal executive offices)

     Indicate by check mark whether the registrant files or will file annual
reports under cover        
Form 20-F or Form 40-F.

             Form 20-F      X          Form 40-F   
                       ------------               ---------------

     Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

             Yes                         No         X
                  ---------------            --------------
<PAGE>
 
                                   SIGNATURES

  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, thereunto duly authorized.


                                  GALILEO TECHNOLOGY LTD.


June 9, 1998                      By:  George A. Hervey
                                      ----------------------------------------
                                       George A. Hervey, Sr. Vice President 
                                       of Finance and Chief Financial Officer
<PAGE>
FOR MORE INFORMATION CONTACT

George A. Hervey
Sr. VP Finance & CFO
(408) 367-1400 x228

Galileo Website Location: http://www.galileoT.com

FOR IMMEDIATE RELEASE
- ---------------------


                      GALILEO TECHNOLOGY LTD. REVENUES
                     TO BE BELOW ANALYSTS' EXPECTATIONS

     San Jose, CA  June 5, 1998  Galileo Technology Ltd. (Nasdaq:GALTF) today
announced that it expects revenues for its second quarter ending June 30, 1998
to be below analysts' estimates. Based on current information, the Company
estimates that revenues will likely be between $11.3 million and $12 million,
down 20 to 25 percent from the record $15.1 million in revenues the Company
reported in the first quarter ended March 31, 1998. The Company expects to
release final results for its second quarter on July 23, 1998.

     The company attributes the projected decline in revenue for the quarter to
several principal factors. First, there has been a decline in the 10Mbps
Ethernet systems market. This reduced demand for 10Mbps Ethernet systems has led
to some cancellations and push-outs of orders for the Company's existing GT-
48001A switch, as well as to delays by Galileo's customers in bringing to market
products that incorporate the Company's new Galaxy tm family of integrated
Ethernet plus Fast Ethernet switches. In addition, it has taken longer to ramp-
up the Company's new GT-48004A with four ports of Fast Ethernet into customers'
production programs. At the same time, the price per port in the 100Mbps Fast
Ethernet systems market has declined significantly. This pricing pressure seems
to have caused some of the Company's customers to have slower than expected
sales of their existing inventory, which in turn has contributed to the slower
ramp-up.

     "We previously indicated that this quarter would present a challenge to
transition to several new products ," said Avigdor Willenz, Galileo's Chairman
and CEO. " That unfortunately has proven to be the case. While we are
disappointed with the estimated revenue for this quarter, we believe we are
achieving considerable progress in ramping our new 100Mbps products into
production programs. We look forward to these products contributing to revenue
growth in the second half of 1998. We remain committed to designing and
developing innovative networking products with the development of our next
generation of switching products, incorporating the Galnet II architecture,
which are progressing steadily towards a summer introduction."

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<PAGE>
 
ABOUT GALILEO TECHNOLOGY LTD.

  Galileo Technology Ltd., defines, develops and markets advanced digital
semiconductor devices that perform critical functions for network systems.
Galileo's Datacom Systems on Silicon tm are designed to simplify design efforts,
reduce development risks and costs, and substantially improve time-to-market for
OEM's in the data communications equipment market. The company's product lines -
system controllers, switched Ethernet LAN controllers and remote access WAN
controllers - provide three of the key functionalities of data communications
systems. Galileo Technology Ltd., founded in Karmiel, Israel, began operations
in early 1993, and opened its business operations, Galileo Technology, Inc., in
San Jose, California, in early 1994. Galileo employs more than 120 employees
worldwide.

                                     ###

  Any forward-looking statements contained in this document reflect management's
current intentions and expectations. Actual future results could vary materially
depending on certain risks and uncertainties, including dependence on new
product development, customer acceptance and competition and other risk factors
listed in the company's most recent report on form 20-F on file with the SEC.

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