<PAGE> 1
PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(b)(3)
TO PROSPECTUS DATED JUNE 14, 1999 REGISTRATION NO. 333-75865
SOLECTRON CORPORATION
$1,656,000,000
LIQUID YIELD OPTION(TM) NOTES (ZERO COUPON - SENIOR) DUE 2019
AND
THE COMMON STOCK ISSUABLE UPON CONVERSION OF THE LYONs
This Prospectus Supplement relates to the resale by the holders (the
"Selling Securityholders") of Liquid Yield Option(TM) Notes (Zero Coupon -
Senior) due 2019 (the "LYONs") of Solectron Corporation (the "Company") and the
shares of Common Stock, par value of $.001 per share (the "Common Stock"), of
the Company issuable upon the conversion thereof (the "Conversion Shares").
This Prospectus Supplement should be read in conjunction with the
Prospectus dated June 14, 1999, which is to be delivered with this Prospectus
Supplement. All capitalized terms used but not defined in the Prospectus
Supplement shall have the meanings given them in the Prospectus.
The table below sets forth information as of the date hereof about the
principal amount at maturity of the LYONs and the underlying common stock
beneficially owned by each Selling Securityholder of the LYONs that may be
offered using this prospectus. All information concerning beneficial ownership
has been furnished by the Selling Securityholders.
<TABLE>
<CAPTION>
Principal Amount
at Maturity of
LYONs Number of
Beneficially Percentage of Shares of Percentage of
Owned LYONs Common Stock Common Stock
Name That May Be Sold Outstanding That May Be Sold(1) Outstanding(2)
---- ---------------- ------------- ------------------- --------------
<S> <C> <C> <C> <C>
American Fidelity Assurance Company $280,000 * 2,092 *
Associated Electric & Gas Insurance Services Ltd. $495,000 * 3,699 *
Banque Nationale de Paris Georgetown Branch by
Banque Nationale de Paris New York Branch $5,000,000 * 37,360 *
Blue Cross Blue Shield of Florida $2,150,000 * 16,065 *
Calamos Convertible Portfolio--Calamos Advisor Trust $6,000 * 45 *
Calamos Strategic Income Fund $130,000 * 971 *
CapitalCare, Inc. $155,000 * 1,158 *
CareFirst of Maryland, Inc. $1,050,000 * 7,846 *
CGCM Market Neutral Fund $300,000 * 2,242 *
Chrysleter Corporation Mater Retirement Trust $12,450,000 * 93,026 *
City of Birmingham Retirement & Relief System $900,000 * 6,725 *
D.E. Shaw $2,500,000 * 18,680 *
Delphi Foundation $136,000 * 1,016 *
Delta Air Lines Master Trust $5,010,000 * 37,435 *
Freestate Health Plan, Inc. $400,000 * 2,989 *
General Electric Mortgage Insurance Corporation $525,000 * 3,923 *
General Motors Employees Global Group Pension Trust $28,389,000 1.6% 197,179 *
Geneal Motors Foundation, Inc. $1,015,000 * 7,584 *
Group Hospitalization Medical Services, Inc. $1,000,000 * 7,472 *
JP Morgan Securities Inc. $9,600,000 * 71,731 *
Lincoln Mutual Life Insurance Company $90,000 * 672 *
Lions Club International Foundation $300,000 * 2,242 *
Motion Picture Industry Health Plan - Active
Member Fund $1,475,000 * 11,021 *
Motion Picture Industry Health Plan - Retiree
Member Fund $735,000 * 5,492 *
Motors Insurance Corporation $6,460,000 * 48,269 *
National Union Fire Insurance Co. of Pittsburgh $3,700,000 * 27,646 *
OCM Convertible Limited Partnership $365,000 * 2,727 *
OCM Convertible Trust $13,730,000 * 102,591 *
Partner Reinsurance Company, Ltd. $1,360,000 * 10,182 *
Physicians Reciprocal Insurers Account #7 $500,000 * 3,736 *
Raytheon Company Master Retirement Trust $6,200,000 * 46,326 *
Salomon Smith Barney, Inc. $3,000,000 * 22,416 *
SG Cowen Securities $2,000,000 * 14,944 *
Southern Farm Bureau Life Insurance Company $550,000 * 4,110 *
State Employees' Retirement Fund of the State of
Delaware $4,345,000 * 32,466 *
State of Connecticut Combined Investment Funds $14,660,000 * 109,540 *
The Northwestern Mutual Life Insurance Company $43,500,000 2.6% 325,032 *
The Northwestern Mutual Life Insurance Company
Group Annuity Separate Account $3,500,000 * 26,152 *
Warburg Dillon Read LLC $42,717,000 2.6% 319,181 *
</TABLE>
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* Less than 1%
(1) Assumes conversion of all of the holder's LYONs at a conversion rate of
7.472 shares of common stock per $1,000 principal amount at maturity of
the LYONs. However, this conversion rate will be subject to adjustment as
described under "Description of LYONs - Conversion Right." As a result,
the amount of common stock issuable upon conversion of the LYONs may
increase or decrease in the future.
(2) Calculated based on Rule 13d-3(d)(1) of the Exchange Act using 253,032,261
shares of common stock outstanding as of June 9, 1999. In calculating this
amount, we treated as outstanding the number of shares of common stock
issuable upon conversion of all of that particular holder's LYONs.
However, we did not assume the conversion of any other holder's LYONs.
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FOR A DISCUSSION OF CERTAIN FACTORS THAT SHOULD BE CONSIDERED IN
CONNECTION WITH AN INVESTMENT IN THE SECURITIES OFFERED HEREBY, SEE "RISK
FACTORS" BEGINNING ON PAGE 6 OF THE PROSPECTUS.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMIS-
SION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
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The date of this Prospectus Supplement is June 30, 1999.
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(TM) Trademark of Merrill Lynch & Co.
