SCI SYSTEMS INC
8-K, 1996-04-15
ELECTRONIC COMPONENTS & ACCESSORIES
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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): April 12, 1996

SCI Systems, Inc.
- ---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)


Delaware                             0-2251                  63-0583436
- ---------------------------------------------------------------------------
(State or other jurisdiction)     (Commission File         (IRS Employer
    of incorporation)                Number)            Identification No.)

c/o SCI Systems (Alabama), Inc.
2101 West Clinton Avenue, Huntsville, Alabama          35805
- ---------------------------------------------------------------------------
(Address of principal executive offices)            (Zip Code)

(302)          998-0592
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(Registrant's  telephone number, including area code)


Not Applicable
- ---------------------------------------------------------------------------
(Former name or former address, if changed since last report)





<PAGE>




Item 5.  Other Events.

The Company announced that it intends,  subject to market  conditions,  to raise
approximately $250,000,000 through the sale of convertible subordinated notes to
institutional  investors  and non-U.S.  investors  (to be  increased  15% if the
customary  underwriters'  over-allotment option is exercised in full). The notes
will be  convertible  into SCI common  stock.  The notes will mature in 2006 and
will be non-callable for three years.

The Company plans to use the proceeds from the sale of the notes for acquisition
funding and for general  corporate  purposes,  including funding working capital
and capital expenditures.

A copy of the Company's  April 8, 1996, Press Release is attached  hereto and is
incorporated herein.





<PAGE>






                                    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.




                                SCI SYSTEMS, INC.


Date:  April 12 1996               By: /s/ Michael M. Sullivan
                                      -------------------------
                                      Michael M. Sullivan
                                      Secretary
















                                                       


<PAGE>

                                 PRESS RELEASE
                            (For Immediate Release)


SCI SYSTEMS, INC. ANNOUNCES OFFERING OF

CONVERTIBLE SUBORDINATED NOTES

Contact:  Ron Sibold (205) 882-4131



Huntsville,  Alabama,  April 8, 1996 -- SCI Systems,  Inc.  (NASDAQ:SCIS)  today
announced  that it  intends,  subject to market and other  conditions,  to raise
approximately $250,000,000 through the sale of convertible subordinated notes to
institutional  investors  and  non-US  investors  ( to be  increased  15% if the
customary  underwriters'  over-allotment option is exercised in full). The notes
will be  convertible  into SCI Common  Stock.  The notes will mature in 2006 and
will be non-callable for three years.
The  company plans to use  the proceeds from sale of the Notes for acquisition  
funding and for general  corporate  purposes, including  funding working capital
and capital expenditures.
The  securities to be offered will not be registered under the Securities Act of
1933, as amended, or applicable  state securities laws, and may  not be  offered
or  sold absent  registration  under the  Securities Act of  1933 and applicable
state  securities laws or available  exemptions from  registrations.
This  announcement does  not  constitute an offer to sell or the  solicition of 
offers to buy any security and shall not  constitute  an offer, solicitation  or
sale of any  security  in any jurisdiction  in which such offer, solicitation or
sale would be unlawful.









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