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):    April 30, 2009

PARK ELECTROCHEMICAL CORP.

(Exact Name of Registrant as Specified in Charter)

New York	1-4415	11-1734643
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
48 South Service Road, Melville,	New York	11747
(Address of Principal Executive Offices)		(Zip Code)

Registrant's telephone number, including area code     (631) 465-3600

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:

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 2.02Results of Operations and Financial Condition.

   Park Electrochemical Corp. (the "Company") issued a news release on April 30, 2009 reporting its results of operations for its 2009 fiscal year fourth quarter and for its full fiscal year ended March 1, 2009. The Company is furnishing the news release to the Securities and Exchange Commission pursuant to Item 2.02 of Form 8-K as Exhibit 99.1 hereto.

Item 9.01Financial Statements and Exhibits.

(c)      Exhibits.

       99.1  News Release dated April 30, 2009

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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.

	PARK ELECTROCHEMICAL CORP.
Date:  April 30, 2009	By:	/s/ P. Matthew Farabaugh
	Name:	P. Matthew Farabaugh
	Title:	Vice President and Controller

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EXHIBIT INDEX

Number Exhibit	Description	Page
99.1	News Release dated April 30,2009	5

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EX-99.1

  Exhibit 99.1

NEWS RELEASE

Contact: Karen Maffucci	48 South Service Road
	Melville, NY 11747
	(631) 465-3600

PARK ELECTROCHEMICAL CORP.  REPORTS FOURTH QUARTER AND FISCAL YEAR RESULTS

Melville, New York, April 30, 2009…..Park Electrochemical Corp. (NYSE-PKE) reported net sales of $35,497,000 for the fourth quarter ended March 1, 2009 compared to net sales of $60,581,000 for the fourth quarter of last year.  Park’s net sales for the fiscal year ended March 1, 2009 were $200,062,000 compared to net sales of $241,852,000 for the prior year.

Park reported net earnings from continuing operations before special items of $2,861,000 for the fourth quarter ended March 1, 2009 compared to net earnings from continuing operations before special items of $9,193,000 for the fourth quarter of last year.  In the fourth quarter ended March 1, 2009, the Company recorded one-time pre-tax charges of $5,687,000 related to restructurings and asset impairments and recognized tax benefits of $1,235,000 related to these charges and a tax benefit of $4,677,000 related to the elimination of certain valuation allowances resulting principally from the closure of the Company’s New England Laminates Co., Inc. facility located in Newburgh, New York. Additionally, during the fourth quarter ended March 1, 2009, the Company recorded a discontinued operations benefit of $16,486,000 related to the elimination of a liability from discontinued operations of its Dielektra GmbH subsidiary located in Germany.  In the fourth quarter ended March 2, 2008, the Company recorded a one-time pre-tax charge of $1,362,000 for the restructuring and workforce reduction at the Company’s Neltec Europe SAS electronic materials business unit located in Mirebeau, France and a tax benefit of $1,500,000 relating to the reduction of tax reserves.

Accordingly, net earnings from continuing operations were $3,086,000 for the fourth quarter ended March 1, 2009 compared to net earnings from continuing operations of $9,331,000 for last year’s fourth quarter.  Net earnings were $19,572,000 for the fourth quarter ended March 1, 2009 compared to net earnings of $9,331,000 for last year’s fourth quarter.

For the year ended March 1, 2009, Park reported net earnings from continuing operations before special items of $18,859,000 compared to net earnings from continuing operations before special items of $34,541,000 for the prior fiscal year.  During the 2009 fiscal year, the Company recorded a one-time pre-tax charge of $570,000 related to restructurings at certain of the Company’s North American and European business units and one-time pretax charges of $5,687,000 related to the restructurings and asset impairments mentioned above and recognized related tax benefits of $1,235,000 mentioned above and a tax benefit of $4,677,000 related to the elimination of valuation allowances mentioned above. Additionally, during the 2009 fiscal year, the Company recorded the discontinued operations benefit of $16,486,000 mentioned above.  During the 2008 fiscal year, the Company recorded a charge of $1,362,000 for the restructuring and workforce reduction at the Company’s Neltec Europe SAS electronic materials business unit mentioned above and a tax benefit of $1,500,000 relating to the reduction of tax reserves mentioned above.

Accordingly, net earnings from continuing operations were $18,514,000 for the year ended March 1, 2009 compared to net earnings from continuing operations of $34,679,000 for year ended March 2, 2008.  Net earnings were $35,000,000 for the year ended March 1, 2009 compared to net earnings of $34,679,000 for year ended March 2, 2008.

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Park reported diluted earnings per share from continuing operations before special items of $0.14 for the fourth quarter ended March 1, 2009 compared to $0.45 for last year’s fourth quarter.  Diluted earnings per share from continuing operations were $0.15 for the quarter ended March 1, 2009 compared to $0.46 for last year’s fourth quarter.  Diluted earnings per share were $0.96 for the quarter ended March 1, 2009 compared to $0.46 for last year’s fourth quarter.

For the fiscal year ended March 1, 2009, Park reported diluted earnings per share from continuing operations before special items of $0.92 compared to $1.70 for the prior fiscal year.  Diluted earnings per share from continuing operations were $0.90 for the year ended March 1, 2009 compared to $1.70 for the prior fiscal year.  Diluted earnings per share were $1.71 for the fiscal year ended March 1, 2009 compared to $1.70 for the prior fiscal year.

The Company will conduct a conference call to discuss its financial results at 11:00 a.m. EDT today.  Forward-looking and other material information may be discussed in this conference call.  The conference call dial-in number is (866) 393-8397 in the United States and Canada and (706) 902-3776 in other countries and the required passcode is 97029030.

For those unable to listen to the call live, a conference call replay will be available from approximately 2:00 p.m. EDT on Thursday, April 30, 2009 through 11:59 p.m. EDT on Monday, May 4, 2009.  The conference call replay can be accessed by dialing (800) 642-1687 in the United States and Canada and (706) 645-9291 in other countries and entering passcode 97029030 or on the Company's web site at www.parkelectro.com/investor/investor.html.

Any additional material financial or statistical data disclosed in the conference call will also be available at the time of the conference call on the Company's web site at www.parkelectro.com/investor/investor.html.

Park believes that an evaluation of its ongoing operations would be difficult if the disclosure of its financial results were limited to generally accepted accounting principles (“GAAP”) financial measures, which include special items, such as restructuring and workforce reduction charges, asset impairments, tax benefits and elimination of valuation allowances. Accordingly, in addition to disclosing its financial results determined in accordance with GAAP, Park discloses non-GAAP operating results that exclude special items in order to assist its shareholders and other readers in assessing the Company’s operating performance, since the Company’s on-going, normal business operations do not include such special items. The detailed operating information presented below reconciles the non-GAAP operating results before special items to earnings determined in accordance with GAAP. Such non-GAAP financial measures are provided to supplement the results provided in accordance with GAAP.

Park Electrochemical Corp. is a global advanced materials company which develops and manufactures high-technology digital and RF/microwave printed circuit materials principally for the telecommunications and internet infrastructure and high-end computing markets and advanced composite materials and parts principally for the aerospace markets.  Park’s core capabilities are in the areas of polymer chemistry formulation and coating technology. Park also specializes in the manufacture of complex composite aircraft and space vehicle parts.  The Company’s manufacturing facilities are located in Singapore, China, France, Connecticut, Kansas, Arizona, California and Washington.

Additional corporate information is available on the Company’s web site at www.parkelectro.com.

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The performance table (in thousands, except per share amounts–unaudited):

	13 Weeks Ended 3/01/09		14 Weeks  Ended 3/02/08		52 Weeks Ended 3/01/09		53 Weeks Ended 3/02/08
Basic Earnings Per Share:
Earnings from Continuing Operations	$	0.15	$	0.46	$	0.90	$	1.71
Discontinued Operations		0.81	-			0.81	-
	$	0.96	$	0.46	$	1.71	$	1.71
Earnings from Continuing Operations
before Special Items:	$	0.14	$	0.45	$	0.92	$	1.70
Weighted Average Shares Outstanding		20,471		20,347		20,441		20,305
Diluted Earnings Per Share:
Earnings from Continuing Operations	$	0.15	$	0.46	$	0.90	$	1.70
Discontinued Operations		0.81	-			0.81	-
	$	0.96	$	0.46	$	1.71	$	1.70
Earnings from Continuing Operations
before Special Items	$	0.14	$	0.45	$	0.92	$	1.70
Weighted Average Shares Outstanding		20,483		20,362		20,486		20,364

The comparative balance sheets (in thousands):

	3/01/09		3/2/08
Assets
Current Assets
Cash and Marketable Securities	$	225,294	$	213,978
Accounts Receivable, Net		22,433		37,466
Inventories		10,677		14,049
Other Current Assets		5,527		5,546
Total Current Assets		263,931		271,039
Fixed Assets, Net		48,777		47,188
Other Assets		14,871		9,180
Total Assets	$	327,579	$	327,407
Liabilities and Stockholders' Equity
Current Liabilities
Accounts Payable	$	8,480	$	12,828
Accrued Liabilities		11,425		13,314
Income Taxes Payable		4,381		5,837
Total Current Liabilities		24,286		31,979
Deferred Income Taxes		3,927		4,851
Other Liabilities		3,657		4,224
Liabilities from Discontinued Operations		-		17,181
Total Liabilities		31,870		58,235
Stockholders’ Equity		295,709		269,172
Total Liabilities and Stockholders' Equity	$	327,579	$	327,407
Equity Per Share	$	14.45	$	13.23

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Detailed operating information (in thousands – unaudited):

	13 Weeks			14 Weeks			52 Weeks			53 Weeks
	Ended			Ended			Ended			Ended
	3/1/09			3/2/08			3/1/09			3/2/08
Net Sales	$	35,497		$	60,581		$	200,062		$	241,852
Cost of Sales		27,385			44,747			156,638			179,398
%		77.1	%		73.9	%		78.3	%		74.2	%
Gross Profit		8,112			15,834			43,424			62,454
%		22.9	%		26.1	%		21.7	%		25.8	%
Selling, General and Administrative
Expenses		6,091			7,356			24,806			27,159
%		17.2	%		12.1	%		12.4	%		11.2	%
Earnings from Operations		2,021			8,478			18,618			35,295
%		5.7	%		14.0	%		9.3	%		14.6	%
Other Income		1,633			2,381			6,648			9,361
%		4.6	%		3.9	%		3.3	%		3.9	%
Earnings Before Income Taxes		3,654			10,859			25,266			44,656
%		10.3	%		17.9	%		12.6	%		18.5	%
Income Tax Provision		793			1,666			6,407			10,115
Effective Tax Rate		21.7	%		15.3	%		25.4	%		22.7	%
Net Earnings before Special Items		2,861			9,193			18,859			34,541
%		8.1	%		15.2	%		9.4	%		14.3	%

Special Items:
Restructuring Charges		1,720			1,362			2,290			1,362
Impairment Charge		3,967			-			3,967			-
Pre-Tax Special Items		5,687			1,362			6,257			1,362
Income Tax Provision (Benefit)		(1,235	)		(1,500	)		(1,235	)		(1,500	)
Valuation Allowance Reversal		(4,677	)		-			(4,677	)		-
After-Tax Special Items		(225	)		(138	)		345			(138	)
Earnings (Loss) from Continuing Operations
before Income taxes		(2,033	)		9,497			19,009			43,294
Income Tax Provision (Benefit)		(5,119	)		166			495			8,615
Net Earnings (Loss) from Continuing
Operations		3,086			9,331			18,514			34,679
Discontinued Operations Reversal		16,486			-			16,486			-
Net Income	$	19,572		$	9,331		$	35,000		$	34,679

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