8-K

UNITED STATES
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):
October 30, 2007

Meade Instruments Corp.(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)		0-22183 (Commission File Number)	95-2988062 (IRS Employer Identification Number)
6001 Oak Canyon, Irvine, California (Address of principal executive offices)			92618 (Zip Code)
	Registrant’s telephone number, including area code: (949) 451-1450
	Not applicable(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01Other Events

(a)           On October 30, 2007, Meade Instruments Corp. (the “Company”) issued a press release announcing that it has engaged an investment banker, Robert W. Baird & Co. to assist the Company in the evaluation of strategic alternatives for the Company.  A copy of the press release is furnished as Exhibit 99.1 to this report.

(b)           On November 1, 2007, the Company issued a press release announcing that it has taken further steps in connection with its restructuring.  A copy of the press release is furnished as Exhibit 99.2 to this report.

Item 9.01	Financial Statements and Exhibits
(d)	Exhibits

Exhibit No.	Exhibit Title or Description
99.1	Press Release, dated October 30, 2007, issued by Meade Instruments Corp.
99.2	Press Release, dated November 1, 2007, issued by Meade Instruments Corp.

SIGNATURES

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.

Dated: November  8, 2007	MEADE INSTRUMENTS CORP. (Registrant)
	By:	/s/ Paul E. Ross
		Senior Vice President — Finance and
		Chief Financial Officer

2

EXHIBIT INDEX

Exhibit No.	Exhibit Title or Description
99.1	Press Release, dated October 30, 2007, issued by Meade Instruments Corp.
99.2	Press Release, dated November 1, 2007, issued by Meade Instruments Corp.

3

EX-99.1

Exhibit 99.1

{Corporate Logo}

Meade Instruments Corp.	The Piacente Group, Inc.
Paul Ross, CFO	Brandi Piacente
Tel: 949-451-1450	Tel: 212-481-2050
Fax: 949-451-1460	Email: brandi@tpg-ir.com

MEADE INSTRUMENTS ENGAGES ROBERT W. BAIRD & CO. FOR
REVIEW OF STRATEGIC ALTERNATIVES

IRVINE, Calif. — October 30, 2007 — Meade Instruments Corp. (Nasdaq: MEAD), a leading designer and manufacturer of optical products, including telescopes and riflescopes, today announced that it has engaged Robert W. Baird & Co. to assist in the Company’s previously announced evaluation of strategic alternatives to maximize shareholder value, which may include a sale of the Company.  Robert W. Baird will serve as financial advisor to the special committee formed by the Board of Directors to conduct a review and develop recommendations for the full Board to consider.

Steve Muellner, President and Chief Executive Officer of Meade, commented, “We continue to execute on our restructuring and growth initiatives, as well as develop new plans for achieving a successful turnaround of the Company.  We believe that the strength of our brands is the foundation for a growing and profitable company.  Therefore, in order to unlock the inherent value of these brands for its shareholders in a timely manner, the Company is pursuing a parallel path and exploring all strategic options. We are pleased that the special committee has chosen a financial advisor as a step in this process.”

In making the announcement, the Company cautioned that there can be no assurance that the exploration of strategic alternatives will result in any financial or business transaction.  The Company does not currently plan to provide interim updates on the special committee’s work and does not expect to report on the strategic alternatives process until the full Board of Directors has considered and pursued recommendations made to it by the special committee.  A timetable for completion of the strategic alternatives review and the Board’s consideration of the results has not been established; however, the special committee and its financial advisor are commencing work immediately.

ABOUT MEADE INSTRUMENTS

Meade Instruments is a leading designer and manufacturer of optical products including telescopes and accessories for the beginning to serious amateur astronomer.  Meade offers a complete line of binoculars that address the needs of everyone from the casual observer to the serious sporting or birding observer. Meade also offers a complete line of riflescopes under the Simmons®, Weaver® and Redfield® brand names. The Company distributes its products worldwide through a network of specialty retailers, mass merchandisers and domestic and foreign distributors. Additional information on Meade is available at www.meade.com.

“Safe-Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This news release contains comments and forward-looking statements based on current plans, expectations, events, and financial and industry trends that may affect the Company’s future operating results and financial position, including, without limitation, management’s beliefs that the Company’s brands are the foundation of a growing and profitable company.  Such statements involve risks and uncertainties which cannot be predicted or quantified and which may cause future activities and results of operations to differ materially from those discussed above. Such risks and uncertainties include, without limitation: the Company’s ability to execute on its restructuring and growth initiatives and the potential need for further restructuring activities; the achievement of a successful turnaround; the ability of the Company to consummate a strategic alternative, if at all, related to all or a portion of the Company’s businesses; the ability of the Company to secure a premium valuation related to any strategic alternative; as well as the other risks and uncertainties previously set forth in the Company’s filings with the Securities and Exchange Commission. For additional information, please refer to the Company’s filings with the Securities and Exchange Commission.

EX-99.2

Exhibit 99.2

{Corporate Logo}

Meade Instruments Corp.	The Piacente Group, Inc.
Paul Ross, CFO	Brandi Piacente
Tel: 949-451-1450	Tel: 212-481-2050
Fax: 949-451-1460	Email: brandi@tpg-ir.com

MEADE INSTRUMENTS ANNOUNCES FURTHER RESTRUCTURING
- - Q3 ACTIONS EXPECTED TO SAVE $10 MILLION ANNUALLY -

IRVINE, Calif. — November 1, 2007 — Meade Instruments Corp. (Nasdaq NM: MEAD), a leading designer and manufacturer of optical products, including telescopes, riflescopes, binoculars and microscopes, today announced that it has taken further steps to reduce its cost structure and accelerate its turnaround strategy.

The Company has undertaken a plan to reduce the number of SKUs (i.e. variations) on its high-end telescope products to improve efficiency and profitability, and it will transfer manufacturing and assembly of all high-end telescopes from its manufacturing operations in Irvine, California to lower cost locations.  Production of the Company’s remaining high-end telescope SKUs will be manufactured and assembled in the Company’s current production operation in Mexico or by its contract manufacturing partners in China.  The Company expects that the manufacturing operations in Irvine, California will be closed during the fourth fiscal quarter ended February 28, 2008.  The Company further expects that its Mexico operations will be manufacturing certain higher-volume of the remaining SKUs during the fourth quarter of fiscal 2008 and it has developed a timeline for adding new SKUs to production during the first and second quarters of fiscal 2009.

In connection with the closure of the Irvine, California production operations, and in combination with the headcount reductions previously announced during the third quarter of fiscal 2008, the Company is reducing its U.S. employee base by 60%, or approximately 120 employees.   These employees consist primarily of manufacturing, selling and administrative personnel.  The combination of these headcount reductions along with other expense reductions initiated in the third quarter are expected to save the Company approximately $10 million annually, net of additional headcount costs in Mexico.

The Company expects to incur total cash restructuring charges of approximately $0.5 million related to severance costs for headcount reductions initiated in the third quarter, which will primarily be paid during the third and fourth quarters of fiscal 2008.  In addition, the Company is currently analyzing its inventory position and other long-term assets in light of the SKU reduction and any resulting non-cash write-downs are also expected to be included in its third fiscal quarter results.

“We previously announced that we would be following a parallel path and would continue with the restructuring of the Company in addition to evaluating strategic alternatives,” commented Steve Muellner, President and Chief Executive Officer of Meade.  “This latest action demonstrates management’s continued commitment to delivering value to our shareholders via the turnaround plan.  We believe that transferring the remainder of our manufacturing operations to lower-cost areas will enable the Company to compete more effectively with its competitors and at the same time enhance gross and operating margins.”

ABOUT MEADE INSTRUMENTS

Meade Instruments is a leading designer and manufacturer of optical products including telescopes and accessories for the beginning to serious amateur astronomer. Meade offers a complete line of binoculars that address the needs of everyone from the casual observer to the serious sporting or birding observer. Meade also offers a complete line of riflescopes under the Simmons®, Weaver® and Redfield® brand names. The Company distributes its products worldwide through a network of specialty retailers, mass merchandisers and domestic and foreign distributors. Additional information on Meade is available at www.meade.com.

“Safe-Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This news release contains comments and forward-looking statements based on current plans, expectations, events, and financial and industry trends that may affect the Company’s future operating results and financial position, including, without limitation, the Company’s expectation that its Irvine, California manufacturing operations will be closed by the end of fourth fiscal quarter ended February 28, 2008; the Company’s expectation that it will begin manufacturing high-volume telescope products during the fourth fiscal quarter of 2008 and adding additional SKUs to production in fiscal 2009; the Company’s expectation that it will realize approximately $10 million in net cost savings resulting from the restructuring activities and that charge incurred will be $0.5 million; the Company’s expectation that any inventory or other write-downs will occur will be recorded in the third quarter of fiscal 2008;  and the Company’s expectation that the restructuring will allow it to compete more effectively with its competitors while also delivering enhanced gross and operating margins.  Such statements involve risks and uncertainties which cannot be predicted or quantified and which may cause future activities and results of operations to differ materially from those discussed above. Such risks and uncertainties include, without limitation: the Company’s ability to execute on its restructuring initiatives and the potential need for further restructuring activities; the Company’s ability to move its manufacturing operations out of California without meaningful disruption to its supply chain and relationships with customers of those products; the Company’s ability to operate with a significantly reduced headcount; as well as the other risks and uncertainties previously set forth in the Company’s filings with the Securities and Exchange Commission. The historical results achieved are not necessarily indicative of future prospects of the Company. For additional information, please refer to the Company’s filings with the Securities and Exchange Commission.