HEI INC
8-K, 1998-11-24
SEMICONDUCTORS & RELATED DEVICES
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                       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):November 20, 1998

                                    HEI, Inc.

             (Exact name of Registrant as specified in its charter)

     Minnesota                      0-10078                     41-0944876
- ----------------------      ------------------------       --------------------
   (State or other                  (Commission              (I.R.S.Employer
   jurisdiction of                  File Number)             Identification No.)
   incorporation)

1495 Steiger Lake Lane Victoria, MN   55386
- -------------------------------------------

(Address of principal executive offices)             (Zip Code)

 Registrant's telephone number, including area code: (612) 443-2500

- -------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)


Item 5.        Other Events

On November 23, 1998, the Registrant issued the following press release:

HEI Appoints Fant as CEO

VICTORIA,  MINNESOTA.,  November 23, 1998 - HEI, Inc.  (Nasdaq:  HEII) announced
today the  appointment  of Anthony J. Fant,  its Chairman,  to succeed Eugene W.
Courtney as Chief  Executive  Officer.  Mr. Fant will also continue as Chairman.
Mr.  Courtney  will  continue  to serve as a member of the  board of  directors.
Additionally,  Mr.  Courtney  will  provide  certain  consulting  services in an
advisory role for a period of six months as part of this succession plan.


Mr. Fant said,  "I look forward to the  challenge of leading HEI in this time of
opportunity  for the Company.  I am excited about the prospects I see for growth
and diversification."


HEI is a Minnesota-based  company  specializing in the design and manufacture of
ultraminiature    microelectronic   devices   and   high   technology   products
incorporating  those devices.  The Company's stock trades on the Nasdaq National
Market under the symbol HEII.


                                    SIGNATURE

         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, thereto duly authorized.

                                                    HEI, INC.
                                                ---------------
                                                  (Registrant)

                                                By: /s/ Jerald H. Mortenson
                                                   ------------------------
                                                        Jerald H. Mortenson
                                                        Chief Financial Officer

Date: November 24, 1998


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