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) September 15, 2008
Vishay Intertechnology, Inc.
(Exact name of registrant as specified in its charter)
Delaware		1-7416	38-1686453
(State or other jurisdiction of incorporation)		(Commission File Number)	(I.R.S. Employer Identification No.)
63 Lancaster Avenue Malvern, PA 19355			19355-2143
(Address of principal executive offices)			(Zip Code)
Registrant’s telephone number, including area code    610-644-1300
(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:
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 – Entry into a Material Definitive Agreement

On September 15, 2008, Siliconix Technology C.V. (“STCV”), a wholly-owned subsidiary of Vishay Intertechnology, Inc., entered into an Asset Purchase Agreement, dated as of September 15, 2008, with KEMET Electronics Corporation (“KEC”), a wholly-owned subsidiary of KEMET Corporation, pursuant to which Vishay acquired the wet tantalum specialty capacitor line of KEMET.  The consideration for the transaction consisted of $35.2 million in cash and other consideration in the form of a three-year term loan from Vishay to KEC in the amount of $15 million.  Vishay and KEC entered into a Loan Agreement and a Security Agreement, both dated as of September 15, 2008, with respect to the term loan, which provide for interest at the rate of LIBOR plus 4% and security in the form of certain accounts receivables of KEMET.  Until maturity, the term loan is recourse only to the security except in limited circumstances.

Also in connection with the Asset Purchase Agreement, STCV and KEC entered into a Transition Services Agreement, pursuant to which KEC will provide certain manufacturing and related services on a transitional basis with respect to a portion of the purchased product line.

A copy of the press release regarding the Asset Purchase Agreement and the Loan Agreement described above is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 – Financial Statements and Exhibits

(d) Exhibits

Exhibit No.    Description

99.1 Press Release, dated September 15, 2008.

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.

Date: September 15, 2008

 VISHAY INTERTECHNOLOGY, INC.

 By: /s/ Lior E. Yahalomi           

              Name: Dr. Lior E. Yahalomi

              Title:  Chief Financial Officer

EX-99.1

Exhibit 99.1

Vishay Announces Acquisition of a Specialty Capacitor Product Line from Kemet

MALVERN, Pa.--(BUSINESS WIRE)--Sept. 15, 2008--Vishay Intertechnology, Inc. (NYSE:VSH) announced today the acquisition of a specialty capacitor (wet tantalum) product line from KEMET Corporation (NYSE: KEM) for $35.2 million and other consideration in the form of a three-year term loan of $15 million. Sales of these products during Kemet's fiscal-year ended March 31, 2008 were approximately $16.0 million, of which approximately $7 million represent former Arcotronics products (acquired last year by KEMET) sold mostly outside of the US and approximately $9 million of original KEMET products sold mostly in the US. Worldwide sales during the quarter ended June 30, 2008 were $4.4 million. Closing is scheduled to occur by the close of business today.

Terms of the secured loan of $15 million to KEMET from Vishay include a three-year non-amortizing maturity, an interest rate of LIBOR plus four percent, security consisting of accounts receivable currently in the amount of approximately $34 million, and certain limited events of default.

Dr. Felix Zandman, Executive Chairman of the Board and Chief Technical and Business Development Officer, and Dr. Gerald Paul, President and CEO, stated, "With this acquisition we broaden our product portfolio in specialty capacitors used in military, aerospace and medical applications. It fits our strategy to expand our product offering in specialty lines."

About Vishay Intertechnology, Inc.

Vishay Intertechnology, Inc., a Fortune 1,000 Company listed on the NYSE (VSH), is one of the world's largest manufacturers of discrete semiconductors (diodes, rectifiers, transistors, and optoelectronics and selected ICs) and passive electronic components (resistors, capacitors, inductors, sensors, and transducers). These components are used in virtually all types of electronic devices and equipment, in the industrial, computing, automotive, consumer, telecommunications, military, aerospace, and medical markets. Its product innovations, successful acquisition strategy, and ability to provide "one-stop shop" service have made Vishay a global industry leader. Vishay can be found on the Internet at http://www.vishay.com.

CONTACT: Vishay Intertechnology, Inc.

Peter G. Henrici, +1-610-644-1300

Senior Vice President Corporate Communications

SOURCE: Vishay Intertechnology, Inc.