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 8, 2000
PARK ELECTROCHEMICAL CORP.
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(Exact Name of Registrant as Specified in Charter)
New York 1-4415 11-1734643
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(State or other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
5 Dakota Drive, Lake Success, New York 11042
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(Address of Principal Executive Offices) (Zip Code)
(516) 354-4100
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Registrant's Telephone Number,
Including Area Code
N/A
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Former Name or Former Address, if Changed Since Last Report
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Item 5. Other Events.
As a result of the three-for-two (3-for-2) stock split
in the form of a stock dividend of one share of Common Stock,
par value $.10 per share (the "Common Stock"), of Park Electro-
chemical Corp. (the "Company") for each issued two shares of
Common Stock declared by the Board of Directors of the Company
on October 10, 2000 payable November 8, 2000 to shareholders of
record at the close of business on October 20, 2000, (1) the
Conversion Price of the 5 1/2% Convertible Subordinated Notes
due March 1, 2006 issued by the Company pursuant to the
Indenture, dated as of February 1, 1996 (the "Indenture"),
between the Company and The Chase Manhattan Bank, N.A., as
Trustee, shall be adjusted, pursuant to Section 15.5(a) of the
Indenture, from $42.188 per share to $28.125 per share effective
at the close of business on November 8, 2000 and (2) the
preferred stock purchase rights distributed by the Company
pursuant to the Amended and Restated Rights Agreement, dated as
of July 12, 1995 (the "Rights Agreement"), between the Company
and Registrar and Transfer Company, as Rights Agent, shall be
adjusted, pursuant to Section 11(d) of the Rights Agreement, so
that each share of Common Stock following the stock split shall
represent two-thirds (2/3) of a Right.
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 hereunto duly
authorized.
PARK ELECTROCHEMICAL CORP.
Date: November 9, 2000 By:/s/ Stephen E. Gilhuley
Name: Stephen E. Gilhuley
Title: Secretary
