SECURITIES AND EXCHANGE COMMISSION

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): August 11, 2004

AVNET, INC.

New York

(480) 643-2000

Not Applicable

Table of Contents

Item 12. Disclosure of Results of Operations and Financial Condition

     On August 11, 2004, Avnet, Inc. issued a press release announcing its fourth quarter and year-end results for fiscal 2004. A copy of the press release is attached hereto as Exhibit 99.

     The information in this Current Report on Form 8-K and the Exhibit attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

     The following exhibits are furnished with this report on Form 8-K:

S I G N A T U R E

     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.

Exhibit 99

		Avnet, Inc. 2211 South 47th Street Phoenix, AZ 85034

PRESS RELEASE

August 11, 2004

Avnet, Inc. Reports Fourth Quarter and Fiscal 2004 Results

Fiscal Year Revenues Grew by $1.2 Billion
Strong Operating Leverage Realized
Best Quarter in over 3 Years

Phoenix, Arizona - Avnet, Inc. (NYSE:AVT) today reported revenues of $10.24 billion for fiscal 2004, up 13.2% over fiscal 2003 revenues of $9.05 billion. Fiscal 2004 operating income of $257.9 million grew 116% as compared with fiscal 2003, excluding restructuring charges in both periods (which are further discussed in the accompanying financial statements). Including such charges, fiscal 2004 operating income of $202.2 million was up $189.5 million over fiscal 2003. Net income for fiscal 2004 was $72.9 million, or $.60 per share on a diluted basis, as compared with a net loss of $46.1 million, or $0.39 per share on a diluted basis in fiscal 2003. Excluding certain charges in both fiscal years, net income in fiscal 2004 reached $125.6 million, or $1.04 per share on a diluted basis, as compared with fiscal 2003 net income of $27.8 million, or $0.23 per share on a diluted basis.

Roy Vallee, Chairman and Chief Executive Officer, stated, “The global technology industry recovery gained momentum throughout our fiscal year and we finished with the highest quarterly year-over-year revenue growth rate in over three years. Fiscal 2004 was a year in which revenue growth combined with operating efficiency to drive a dramatic increase in operating income. Leveraging Avnet’s global capabilities to enable the success of our customers and suppliers has allowed us to capitalize on the improved technology market.”

Revenues for the fourth quarter of fiscal 2004, ended July 3, 2004, were $2.64 billion, up 21% from the prior year fourth quarter revenues of $2.19 billion. Net income in the fourth quarter of fiscal 2004 was $48.7 million, or $.40 per share, as compared with $11.5 million, or $0.10 per share, for the fiscal 2003 fourth quarter, which represents a 300% increase.

In the fourth quarter of 2004, operating income more than doubled to $85.8 million as compared with $31.7 million in the prior year fourth quarter. Operating income as a percent of sales increased 180 basis points from 1.45% in the fourth quarter of fiscal 2003 to 3.25% in the current year quarter. The fourth quarter of fiscal 2004 represents the eighth consecutive year-over-year improvement in quarterly operating income dollars and operating income margin excluding restructuring and other charges.

“During fiscal 2004, the Avnet team was focused on delivering higher returns on capital through quality revenue growth and operational excellence,” said Ray Sadowski, Chief Financial Officer. “This focus improved our operating margins significantly during the last fiscal year. As we look into fiscal 2005, we see additional opportunities to improve operational efficiency thereby facilitating our ability to continue to improve our customer service and our bottom line, as well as to strengthen our balance sheet.”

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Gross profit dollars per employee for fiscal 2004 increased 21% and operating income per employee, excluding restructuring charges, increased by 132% over the prior year. Operating expenses as a percentage of gross profit dropped to its lowest level in three years, coming in at 85% (81% excluding restructuring charges) for the year and 77% in the fourth quarter.

Mr. Vallee added, “Over the last three years Avnet has been focused on value based management through our “Driving Value” initiative. This focus continues to meaningfully impact our business operations as evidenced by the continued improvement in our expense and asset productivity metrics. Specifically, our net operating profit after tax return on working capital is the highest that it has been in over three years with the fourth quarter result representing the eighth consecutive quarter of year-over-year improvement.”

Operating Groups – Fourth Quarter

Electronics Marketing (EM) sales of $1.61 billion grew 28% as compared with the fourth quarter of last year. The growth in EM was strong in all regions led by the Asia Pacific region’s year-over-year growth, as revenue increased 46% as compared with the prior year fourth quarter. EM Americas and EM EMEA (Europe, Middle East and Africa) produced revenue growth of 21% and 28%, respectively, as compared with the fourth quarter of fiscal 2003. EM’s operating income of $75.3 million for the fourth quarter of fiscal 2004 was 121% higher than the prior year fourth quarter. EM’s operating income margin of 4.7% represented a significant improvement as compared with 2.7% in last year’s fourth quarter.

Technology Solutions (TS) sales of $1.03 billion increased 11% as compared with the fourth quarter of fiscal 2003 and operating income of $24.4 million was almost five times higher than a year ago. Operating income margin of 2.4% for the fourth quarter of fiscal 2004 was 183 basis points better than the prior year fourth quarter.

Outlook

Looking forward to the first quarter of Avnet’s fiscal 2005, Mr. Vallee stated, “Based on current business conditions, seasonal factors and the current value of the Euro to the U.S. Dollar, we expect Technology Solutions revenue growth to be the range of minus 2% to positive 2% sequentially and Electronics Marketing revenues to decline 1-4% sequentially. Therefore, Avnet’s consolidated sales should be in the range of $2.55 billion to $2.65 billion in the first quarter of fiscal 2005 which represents a growth of 6% to 10% as compared with the first quarter of fiscal 2004. We expect earnings to decline sequentially and be in the range of $0.30 to $0.35 per share, up significantly from a GAAP loss of $0.09 per share and pro forma income of $0.09 per share in the fiscal 2004 first quarter.”

Forward Looking Statements

This press release contains certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are based on management’s current expectations and are subject to uncertainty and changes in factual circumstances. The forward-looking statements herein include statements addressing future financial and operating results of Avnet and may include words such as “anticipate”, “expect”, believe”, and “should”. Actual results may vary materially from the expectations contained in the forward-looking statements.

The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: the Company’s ability to retain and grow market share, the Company’s ability to generate additional cash flow, any significant and unanticipated sales decline, changes in business conditions and the economy in general, changes in market demand and pricing pressures, allocations of products by suppliers, and other competitive and/or regulatory factors affecting the businesses of Avnet generally.

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More detailed information about these and other factors is set forth in Avnet’s filings with the Securities and Exchange Commission, including the Company’s reports on Form 10-K and Form 10-Q. Avnet is under no obligation to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise.

Non-GAAP and Pro forma Financial Information

In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles (GAAP), the Company also discloses pro forma or non-GAAP results of operations that exclude certain items. Management believes that providing this additional information is useful to investors to better assess and understand operating performance, especially when comparing results with previous periods or forecasting performance for future periods. Management believes the pro forma measures also help indicate underlying trends in the business. Management also uses pro forma measures to establish operational goals and, in some cases, for measuring performance for compensation purposes.

However, analysis of results and outlook on a pro forma or non-GAAP basis should be used as a complement to, and in conjunction with, data presented in accordance with GAAP. Reconciliations of the Company’s analysis of results to GAAP for the current quarter and year-to-date are attached.

Teleconference Webcast and Upcoming Events

Avnet will host a Webcast of its quarterly teleconference today at 5:00 p.m. Eastern Time. The live Webcast event, as well as other financial information including financial statement reconciliations of GAAP and non-GAAP financial measures, can be accessed through www.ir.avnet.com. Please log onto the site 15 minutes prior to the start of the event to register or download any necessary software. An archive copy of the presentation will also be available after the webcast.

Additional upcoming events and other information can be accessed by visiting Avnet’s investor relations website at www.ir.avnet.com.

About Avnet

Avnet (NYSE:AVT) enables success from the center of the technology industry, providing cost-effective services and solutions vital to a broad base of more than 100,000 customers and 250 suppliers. The company markets, distributes and adds value to a wide variety of electronic components, enterprise computer products and embedded subsystems. Through its premier market position, Avnet brings a breadth and depth of capabilities that help its trading partners accelerate growth and realize cost efficiencies. Avnet generated more than $10 billion in revenue in fiscal 2004 (year ended July 3, 2004) through sales in 68 countries. Visit Avnet’s Investor Relations Website at www.ir.avnet.com or contact us at investorrelations@avnet.com.

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