8-K

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 1933

November 19, 2003

Date of Report (date of earliest event reported)

OmniVision Technologies, Inc.

(Exact name of Registrant as specified in its charter)

Delaware	000-29939	77-0401990
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

1341 Orleans Drive

Sunnyvale, California 94089-1136

(Address of principal executive offices)

(408) 542-3000

(Registrant’s telephone number, including area code)

ITEM 7.    Financial Statements and Exhibits.

(c)    Exhibits

        The following exhibit is furnished herewith:

99.1 Press Release, dated November 19, 2003, of OmniVision Technologies, Inc. announcing its financial results for the fiscal quarter ended October 31, 2003.

ITEM 12.    Results of Operations and Financial Condition.

The following information is intended to be furnished under Item 12 of Form 8-K, “Results of Operations and Financial Condition.” This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On November 19, 2003, OmniVision Technologies, Inc. issued a press release announcing its financial results for its second fiscal quarter ended October 31, 2003. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

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.

Dated:  November 19, 2003

OmniVision Technologies, Inc.
By:	/S/    SHAW HONG
	Shaw Hong President and Chief Executive Officer

Exhibit Index

Exhibit Number	Description
99.1	Press Release, dated November 19, 2003, of OmniVision Technologies, Inc. announcing its financial results for the fiscal quarter ended October 31, 2003.

EX-99.1

Exhibit 99.1

OMNIVISION TECHNOLOGIES ACHIEVES RECORD QUARTER-TO-QUARTER

GROWTH IN SECOND QUARTER OF FISCAL 2004

SUNNYVALE, Calif.—Nov. 19, 2003—OmniVision Technologies, Inc. (Nasdaq:OVTI) reported that in the three months ended October 31, 2003, the second quarter of its fiscal year ending April 30, 2004, it earned net income of $11.6 million, or $0.39 per diluted share, on revenues of $68.5 million, compared to net income of $3.0 million, or $0.12 per diluted share, on revenues of $21.7 million in the second quarter of fiscal 2003.

Revenues grew by 215% year-to-year and by 47% quarter-to-quarter. “We achieved our greatest quarter-to-quarter revenue growth to date, thanks to wide diversity in customers and to strong contributions from the cell-phone, digital-camera, and video-game markets,” said Shaw Hong, president and chief executive officer.

For the three months ended October 31, 2003, gross profit was $26.1 million, or 38.0% of revenues, and included approximately $441,000 from the sale of previously written off inventory. Without the sale of previously written off inventory, gross margin would have been 37.6%, and net income would have been approximately $11.4 million, or $0.38 per diluted share. In the comparable period a year ago, gross profit was $8.7 million, or 39.9% of revenues, and included approximately $957,000 from the sale of previously written off inventory; without the sale of previously written off inventory, second-quarter fiscal 2003 gross margin would have been 37.2%, and net income would have been approximately $2.2 million, or $0.09 per diluted share.

During the quarter ended October 31, 2003, direct sales to original equipment manufacturers and value-added resellers accounted for approximately 71% of revenues, with the balance of approximately 29% coming through the Company’s distributors.

As of October 31, 2003, the Company had $186 million in cash and short-term investments, $208 million in working capital, $232 million in stockholders’ equity, and no debt.

For the quarter ending January 31, 2004, the Company currently expects to report earnings of $0.40 to $0.42 per diluted share on revenues of $74 million to $78 million; these expectations do not presume the sale of any previously written off inventory.

Teleconference

At 1:30 p.m. PST (4:30 p.m. EST) today, November 19, 2003, the Company will hold a teleconference to discuss the financial results and future plans and prospects. To participate in the teleconference, please call (toll free) 877-523-2171 approximately 10 minutes prior to the start time. For international callers, the dial-in number is 706-634-1478. One may also listen live via the Internet at the Company’s Website, www.ovt.com, or at www.FullDisclosure.com.

About OmniVision

OmniVision Technologies designs, develops and markets high performance, highly integrated and cost efficient semiconductor image sensor devices. Our main product, an image sensing device called the CameraChip^™, is used to capture an image in a wide variety of consumer and commercial mass-market applications including digital still cameras, cell phones and video game consoles. OmniVision believes that its highly integrated CameraChips enable device manufacturers to build camera products that are smaller, less complex and more reliable, consume less power, and cost less than cameras using either traditional CCDs or multiple-chip CMOS image sensors. OmniVision believes that it supplies one of the most highly integrated single-chip CMOS image sensor solutions available today. OmniVision’s CameraChips are currently used in a number of consumer and commercial applications such as digital still and video cameras, cell phones, personal digital assistants, personal computer cameras, toys and games, including interactive video games, and security surveillance cameras. OmniVision Technologies is headquartered at 1341 Orleans Drive, Sunnyvale, CA 94089. Additional information is available at www.ovt.com.

OmniVision and CameraChip^™ are trademarks of OmniVision Technologies, Inc.

Safe-Harbor Statement

Certain statements in this press release, including statements relating to the Company’s expectations regarding revenue and earnings per share for the quarter ending January 31, 2004 are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s current expectations, and actual results may differ materially from those projected as a result of certain risks and uncertainties. The risks and uncertainties include, without limitation, the following: the degree to which intense competition might affect the Company’s ability to compete successfully in current and emerging markets for image sensor products; risks associated with the Company’s ability to obtain design wins from camera, cell phone and other image sensor device manufacturers which could inhibit the Company’s ability to sustain and grow its business; risks associated with wafer manufacturing yields and other manufacturing processes, which could materially and adversely affect the Company’s revenue and earnings and its ability to satisfy customer demand; risks associated with the Company’s planned streamlining and consolidation of manufacturing processes which could adversely affect the Company’s operating expenses and its ability to sustain and expand its business; risks associated with the development of current and emerging markets for CMOS image sensor products, generally, and the Company’s products, specifically, which could result in lower revenues and earnings and adversely affect the Company’s business and prospects; risks associated with the development of new products which would adversely affect the Company’s ability to compete successfully in the CMOS image sensor market; the Company’s dependence upon a few key customers, the loss of one or more of such key customers could materially and adversely affect the Company’s business and results of operations; a decline in the average selling price of the Company’s products, which could result in a decline in the Company’s revenues and gross margins; and the other risks detailed from time to time in the Company’s Securities and

Exchange Commission filings and reports, including, but not limited to, the Company’s most recent quarterly report filed on Form 10-Q. The Company disclaims any obligation to update information contained in any forward-looking statement.

Contact:

OmniVision Technologies, Inc.

John T. Rossi, CFO

408-542-3000

Silverman Heller Associates

Philip Bourdillon/Eugene Heller

310-208-2550

(financial tables follow)

OMNIVISION TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

	October 31, 2003			April 30, 2003
ASSETS
Current assets:
Cash and cash equivalents	$	174,864		$	50,438
Short-term investments		11,548			10,224
Accounts receivable, net		39,649			19,133
Inventories		29,302			13,642
Refundable and deferred income taxes		6,438			7,642
Prepaid expenses and other assets		1,696			1,195
Total current assets		263,497			102,274
Property, plant and equipment, net		18,370			12,456
Long-term investments		4,828			2,845
Other non-current assets		407			378
Total assets	$	287,102		$	117,953
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	38,031		$	10,528
Accrued expenses and other liabilities		12,954			8,037
Deferred revenue		4,341			2,845
Total current liabilities		55,326			21,410
Stockholders’ equity:
Common stock, $0.001 par value; 100,000 shares authorized; 27,079 and 23,403 shares issued and outstanding		27			23
Additional paid-in capital		222,133			104,848
Deferred compensation related to stock options		(71	)		(159	)
Retained earnings/accumulated (deficit)		9,687			(8,169	)
Total stockholders’ equity		231,776			96,543
Total liabilities and stockholders’ equity	$	287,102		$	117,953

OMNIVISION TECHNOLOGIES, INC.

CONDENSED INCOME STATEMENTS

(in thousands, except per share amounts)

(unaudited)

	Three Months Ended				Six Months Ended
	October 31, 2003		October 31, 2002		October 31, 2003		October 31, 2002
Revenues	$	68,540	$	21,743	$	115,032	$	38,533
Cost of revenues		42,476		13,063		71,604		23,337
Gross profit		26,064		8,680		43,428		15,196
Operating expenses:
Research and development		3,173		2,489		6,753		5,119
Selling, general and administrative		5,705		2,710		10,195		4,790
Stock compensation charge		95		150		196		264
Total operating expenses		8,973		5,349		17,144		10,173
Income from operations		17,091		3,331		26,284		5,023
Interest income (expense), net		548		216		770		432
Income before income taxes		17,639		3,547		27,054		5,455
Provision for income taxes		5,997		532		9,198		818
Net income	$	11,642	$	3,015	$	17,856	$	4,637
Net income per share:
Basic	$	0.43	$	0.13	$	0.70	$	0.21
Diluted	$	0.39	$	0.12	$	0.62	$	0.19
Shares used in computing net income per share:
Basic		26,973		22,438		25,406		22,348
Diluted		30,148		24,441		28,827		24,955

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