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): January 18, 2004

HEI, Inc.

(Exact Name of Registrant as Specified in Charter)

Minnesota	0-10078	41-0944876
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
PO Box 5000, 1495 Steiger Lake Lane, Victoria, Minnesota 55386
(Address of Principal Executive Offices, Including Zip Code)

Registrant’s telephone number, including area code: (952) 443-2500

N/A

(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 obligations of the registrant under any of the following provisions (see General Instruction A.2.):

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))

TABLE OF CONTENTS

	Item 2.02 Results of Operation and Financial Condition.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
Exhibit Index
Press Release

Item 2.02 Results of Operation and Financial Condition.

     On January 18, 2005, HEI, Inc. issued a press release announcing that it would be unable to file its Quarterly Report on Form 10-Q for the quarterly period ended November 27, 2004, by the extension deadline of January 18, 2005. The full text of the press release issued in connection with this announcement is furnished as Exhibit 99 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

     The following exhibit relating to Item 2.02 shall be deemed furnished and not filed as a part of this Current Report on Form 8-K.

Item No.	Description
99	Press Release dated January 18, 2005.

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.

	HEI, INC.
Date:  January 18, 2005	By /s/ Mack V. Traynor, III
	Mack V. Traynor, III
	Chief Executive Officer and President (Duly Authorized Officer)

Exhibit Index

Item No.	Description
99	Press Release dated January 18, 2005.

EX-99

Exhibit 99

NEWS RELEASE

1495 Steiger Lake Lane
Victoria, Minnesota 55386 USA
952-443-2500

CONTACTS:		For Immediate Release
	Mack V. Traynor III, CEO Timothy Clayton, Interim CFO

HEI, INC. DELAYS FILING OF FIRST QUARTER FORM 10-Q

     MINNEAPOLIS, January 18, 2005 — HEI, Inc. (Nasdaq: HEIIE, www.heii.com) announced today that it will be unable to file its Quarterly Report on Form 10-Q for the quarterly period ended November 27, 2004 (“First Quarter Form 10-Q”), with the United States Securities and Exchange Commission (“SEC”) by the extension deadline of January 18, 2005.

     On January 11, 2005, the Company filed for an automatic 5-day extension with the SEC. At such time, the Company was still focusing its efforts on completing its Annual Report on Form 10-K for the fiscal year ended August 31, 2004. The Company filed its 2004 Form 10-K on January 13, 2005, and is now taking steps to complete its financial statements for the quarterly period ended November 27, 2004, as quickly as possible.

     As previously announced, the Company’s relationship with its former independent registered accounting firm, KPMG LLC, ceased upon the completion of the audit of the Company’s consolidated financial statements for the fiscal year ended August 31, 2004, and the filing of the 2004 Form 10-K. The Company anticipates that it will engage a new independent registered accounting firm for its fiscal year ending August 31, 2005, as soon as practicable. The Company further anticipates that such firm will need an appropriate amount of time to review the First Quarter Form 10-Q before it is filed.

     At this time, the Company is unable to predict when it will be in a position to file its First Quarter Form 10-Q.

HEI, Inc. designs, develops and manufactures microelectronics, subsystems, systems, connectivity and software solutions for OEMs engaged in the medical equipment and medical device, hearing, communications and RFID industries. HEI provides its customers with a single point of contact that can take an idea from inception to a fully functional, cost effective and manufacturability product utilizing innovative design solutions and by the application of state-of-the-art materials, processes and manufacturing capabilities.

Headquarters & Microelectronics Division	PO Box 5000, 1495 Steiger Lake Lane, Victoria, MN 55386
-Advanced Medical Division	4801 North 63rd Street, Boulder CO 80301
-High Density Interconnect Division	610 South Rockford Drive, Tempe, AZ 85281
RF Identification and Smart Card Division	1546 Lake Drive West, Chanhassen, MN 55317

FORWARD LOOKING INFORMATION
Information in this news release, which is not historical, includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements contained in this press release, including the Company’s expectations regarding the timing of filing the Company’s Form 10-Q and the engagement of a new independent registered public accounting firm, are forward looking statements. All of such forward-looking statements involve risks and uncertainties including, without limitation, continuing adverse business and market conditions, the ability of HEI to secure and satisfy customers, the availability and cost of materials from HEI’s suppliers, HEI’s ability to satisfy financial or other obligations or covenants set forth in its banking agreements, adverse competitive developments, change in or cancellation of customer requirements, the integration of the Advanced Medical Division, collection of outstanding debt, HEI’s ability to succeed on the merits and defend against litigation, and other risks detailed from time to time in HEI’s SEC filings. HEI undertakes no obligation to update these statements to reflect ensuing events or circumstances, or subsequent actual results.