SCHEDULE 14A INFORMATION
                    PROXY STATEMENT PURSUANT TO SECTION 14(a)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

Filed by the registrant  [X]
Filed by a party other than the registrant  [_]

Check the appropriate box:
[_]      Preliminary Proxy Statement
[_]      Confidential, for Use of the Commission Only (as permitted by
         Rule 14a-6(e)(2))
[_]      Definitive Proxy Statement
[_]      Definitive Additional Materials
[X]      Soliciting Material Under Rule 14a-12


                          CENTENNIAL TECHNOLOGIES, INC.
- --------------------------------------------------------------------------------
                (Name of Registrant as Specified in Its Charter)

    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of filing fee (Check the appropriate box):

[X] No fee required

[_] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i) 1), 14a-6(i)(2) or Item
    22(a) of Schedule 14A.

[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.


         (1)  Title of each class of securities to which transaction applies:
         (2)  Aggregate number of securities to which transaction applies:
         (3)  Per unit price or other underlying  value of transaction  computed
              pursuant to Exchange  Act Rule 0-11 (Set forth the amount on which
              the filing fee is calculated and state how it was determined):
         (4)  Proposed maximum aggregate value of transaction:
         (5)  Total fee paid:


[_] Fee paid previously with preliminary materials.

[_] Check box if any part of the fee is offset as provided by Exchange  Act Rule
    0-11(a)(2)  and  identify the filing for which the  offsetting  fee was paid
    previously.  Identify the previous filing by registration  statement number,
    or the form or schedule and the date of its filing.

         (1)  Amount previously paid:
         (2)  Form, schedule or registration statement no.:
         (3)  Filing party:
         (4)  Date filed:



On January 23, 2001,  Centennial  Technologies,  Inc. issued the following press
release:


Analysts Contacts:                                    Media Contacts:
- ------------------                                    ---------------
Thomas Alsborg                                        Robert (Bob) Kula
Solectron Corporation                                 Solectron Corporation
+1 (408) 956-6614 (U.S.)                              +1 (408) 935-5405 (U.S.)
thomasalsborg@ca.slr.com                              robertkula@ca.slr.com


Richard J. Pulsifer                                   Karen Schwartzman
Centennial Technologies, Inc.                         Polaris Public Relations
+1 (978) 805-2323 (U.S.)                              +1 (617) 437-9990 (U.S.)
rpulsifer@cent-tech.com                               kschwartzman@polarispr.net



                  SOLECTRON ENTERS INTO DEFINITIVE AGREEMENT TO
                      ACQUIRE CENTENNIAL TECHNOLOGIES, INC.



         - CENTENNIAL'S DESIGN, MANUFACTURING AND MARKETING CAPABILITIES
                    FOR PC CARD BASED PRODUCTS TO STRENGTHEN
                SOLECTRON'S TECHNOLOGY SOLUTIONS BUSINESS UNIT -



For Immediate Release: Jan. 23, 2001



     MILPITAS,  Calif.,  and WILMINGTON,  Mass. -- Solectron  Corporation (NYSE:
SLR), the world's leading provider of electronics manufacturing and supply-chain
management services, and Centennial Technologies, Inc. (NASDAQ: CENL) said today
they have entered into a definitive  merger  agreement  for Solectron to acquire
Centennial.  As a result  of the  transaction,  Solectron  will  acquire  all of
Centennial's  design,  manufacturing and marketing  capabilities,  which include
memory module and memory card solutions based on SRAM and flash technologies for
OEMs  and  end  users  in  multiple  markets  such as  telecommunications,  data
communications,  mobile computing and medical  markets.  Centennial will operate





under Solectron's  Technology  Solutions Business Unit, which currently includes
SMART Modular Technologies, Inc. and Force Computers, Inc.


     Under the terms of the  agreement,  Solectron  will  issue or  reserve  for
issuance upon the exercise of assumed stock options  approximately  2.96 million
shares of  Solectron  common  stock in exchange  for all of  Centennial's  fully
diluted equity, including all outstanding Centennial stock options to be assumed
by Solectron in connection with the transaction.  Based upon the average closing
price of Solectron common stock last week, net of the proceeds from the exercise
of  stock  options,   the  net  purchase  price  of  the  transaction   will  be
approximately  US$108 million.  Using  Centennial's  current  capitalization and
assuming conversion of Centennial's outstanding convertible preferred stock, the
exchange ratio for the transaction is expected to be approximately  0.536 shares
of  Solectron  common  stock for each  share of  Centennial  common  stock.  The
transaction  will be accounted for as a purchase and is expected to close during
the second quarter of calendar year 2001.  The completion of the  transaction is
subject to governmental  approvals,  including antitrust clearance,  approval of
the  transaction  by  Centennial's  stockholders  and  other  customary  closing
conditions.


     "We are excited by the  opportunity  to strengthen  our flash memory module
and PC card  businesses,"  said Ajay Shah,  president and CEO of the  Technology
Solutions Business Unit. "Centennial's expertise in these areas will enhance our
current technology capabilities and expand our presence in United States, Canada
and the United Kingdom.  Furthermore,  this  acquisition  extends our Technology
Solutions Business Unit customer base in the linear flash market and provides us
with new opportunities to promote our ATA product line."


     "We believe this  transaction  is good not only for our  stockholders,  but
also for our customers and employees,"  said L. Michael Hone,  president and CEO
of Centennial.  "This  agreement with  Solectron  gives our customers  access to
Solectron's  substantial  financial  resources,  global reach and  technological
capabilities.  At the same time, this  transaction  recognizes and leverages the
significant  value and  expertise  our employees  bring to the  engineering  and
manufacture of custom PC cards."





     Solectron  will  assume   responsibility  for  Centennial's   manufacturing
facility  and  corporate   headquarters  in  Wilmington,   Mass.,   and  all  of
Centennial's  sales and service offices in the United States and United Kingdom.
Solectron expects to offer employment to the more than 140 manufacturing, sales,
engineering and related support associates currently employed by Centennial.


SAFE HARBOR
This news  release  contains  forward-looking  statements  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities  Exchange  Act of 1934,  as amended,  based on current  expectations,
forecasts and assumptions that involve risks and uncertainties  that could cause
actual  outcomes  and results to differ  materially.  In  particular,  while the
companies  have executed a definitive  merger  agreement,  there is no assurance
that the parties will complete the transaction.  In the event that the companies
do not receive the  necessary  government  or  shareholder  approvals or fail to
satisfy conditions for closing, the transaction will terminate. Additional risks
and  uncertainties  include  conditions in the financial markets relevant to the
proposed  merger,  the failure to achieve  expected  synergy and efficiencies of
operations,  discontinuity of component  supply or  availability,  risk of price
fluctuation, loss of major customers, fluctuations in operating results, changes
in technology,  competition,  the ability to manage rapid growth, the ability to
manage  business  integration,  risks  associated with  international  sales and
operations, environmental regulations, market risk, segment risk, the ability to
retain key personnel and intellectual property rights enforcement. For a further
list and  description  of risks  and  uncertainties,  see the  reports  filed by
Solectron with the Securities and Exchange Commission,  specifically Solectron's
forms 8-K, 10-Q, S-3 and 10-K, and by Centennial under the heading "Factors that
May Affect Future Results" contained in Centennial's  filings with the SEC. Each





of Solectron and  Centennial  disclaims any intention or obligation to update or
revise any forward-looking  statements,  whether as a result of new information,
future events or otherwise.


ABOUT SOLECTRON CORPORATION
Solectron  (www.solectron.com),  the world's leading  supply-chain  facilitator,
provides a full range of manufacturing and supply-chain  management  services to
the world's  premier  high-tech  electronics  companies.  Solectron's  offerings
include new product  design and  introduction  services,  materials  management,
high-tech product  manufacturing,  and product warranty and end-of-life support.
The company,  based in Milpitas,  Calif., and founded in 1977, employs more than
71,000 people in 60 locations worldwide. Net sales for the first three months of
the fiscal year 2001 ended Dec. 1, 2000, was US$5.7  billion.  Solectron was the
first  two-time  winner  of the  Malcolm  Baldrige  National  Quality  Award for
manufacturing.


SMART Modular Technologies,  Inc. is a wholly owned operating company within the
Technology  Solutions Business Unit of Solectron.  SMART, a leading  independent
manufacturer  of memory  and I/O  products,  offers  more than 500  products  to
leading OEMs in the computer, networking and telecommunications  industries. The
memory product line includes  specialty and standard DRAM, Flash memory and SRAM
modules and Flash  memory  cards.  The I/O product  line  includes  standard and
custom wireless and wireline  communications devices and modular I/O sub-systems
for  client-side  and  central  office  applications.   SMART  operates  several
specialized  manufacturing and design facilities and has access to the worldwide
manufacturing operations of Solectron Corporation. More information on SMART can
be obtained on the Internet at www.smartmodulartech.com.





ABOUT CENTENNIAL TECHNOLOGIES, INC.
Centennial Technologies, Inc. provides custom and industry standard PC Cards for
original equipment  manufacturers,  and is a global leader in the integration of
patented  and  proprietary  technology  into   application-specific   cards  for
commercial,  industrial and military markets.  Centennial's headquarters and ISO
9001 certified engineering and manufacturing facility are located in Wilmington,
Mass.,  just north of Boston,  with sales and  services  offices in  California,
Florida, New York, North Carolina, Indiana, Pennsylvania and Texas. Centennial's
international  sales and  service  operations  are  headquartered  in the United
Kingdom. More information about Centennial is available at www.cent-tech.com.


ADDITIONAL INFORMATION
Solectron  intends to file a  registration  statement on Form S-4 and Centennial
intends to mail a proxy  statement/prospectus  to its stockholders in connection
with  the  transaction,  each  of  which  will  contain  information  about  the
transaction.  Investors and security  holders are urged to read the registration
statement  and  the  proxy  statement/prospectus   carefully  when  they  become
available.  The registration statement and the proxy  statement/prospectus  will
contain important information about Solectron,  Centennial,  the transaction and
related matters, including detailed risk factors. Investors and security holders
will be able to obtain free copies of the  registration  statement and the proxy
statement/prospectus   through   the  web   site   maintained   by  the  SEC  at
http//www.sec.gov,  or by  directing  a request to  Solectron  at 777  Gibraltar
Drive,  Milpitas,  Calif. 95035,  Attention:  Thomas Alsborg,  telephone:  (408)
956-6614,  or Centennial at 7 Lopez Road,  Wilmington,  Mass.  01887,  Attention
Richard J. Pulsifer,  telephone: (978) 805-2323. In addition to the registration
statement  and the proxy  statement/prospectus,  Solectron and  Centennial  file





annual,  quarterly and special reports,  proxy statements and other  information
with the SEC.  Investors and security holders may read and obtain free copies of
any  such  reports,  statements  and  other  information  through  the web  site
maintained  by  the  SEC,  or by  contacting  Solectron  and  Centennial  at the
addresses listed above.


     Centennial,  its  directors  and certain of its  executive  officers may be
considered  participants in the  solicitation of proxies in connection with this
transaction.  Centennial's  directors  are:  William J. Shea,  Eugene M. Bullis,
Steven M.  DePerrior,  Jay M. Eastman,  L. Michael Hone,  David A. Lovenheim and
John J. Shields. Centennial's executive officers are: L. Michael Hone, President
and Chief  Executive  Officer;  Richard N. Stathes,  Executive  Vice President -
Worldwide Sales & Marketing; Jacques Assour, Senior Vice President - Operations;
John C.  Nugent,  Managing  Director  -  Centennial  Technologies  International
Limited;  Richard J.  Pulsifer,  Vice  President,  Chief  Financial  Officer and
Secretary;  and Mary A.  Gallahan,  Vice  President -  Administration  and Human
Resources.  Information concerning Centennial's directors and executive officers
can be found in documents  filed by Centennial with the SEC.  Certain  directors
and  executive  officers of Centennial  may have direct or indirect  interest in
this  transaction due to securities  holdings,  vesting of options and rights to
severance  payments if their  employment  is  terminated  following  the merger.
Additional  information  regarding  participants  in the  solicitation  will  be
contained in the proxy statement/prospectus.



                                      ###




On January 23, 2001, the following  Memorandum  was  distributed to employees of
Centennial Technologies, Inc.


                       CONFIDENTIAL: FOR EMPLOYEE USE ONLY
                          NOT FOR EXTERNAL DISTRIBUTION



                                   MEMORANDUM


TO:      Centennial Employees

FROM:    Mike Hone

DATE:    January 23, 2001

SUBJ:    Sale of Centennial Technologies to Solectron
- --------------------------------------------------------------------------------

We  expect  that  many of our  employees  will  have  questions  concerning  our
announcement  today that we have entered  into an  agreement to sell  Centennial
Technologies to Solectron.  We have tried to anticipate your questions, as shown
here. If you as an employee have a question that is not addressed  here,  please
don't hesitate to raise it with me or with your manager.  Please be advised that
these questions and answers are not to be shared outside the company.


Q:    WE'VE JUST GOTTEN PAST THE WORST OF IT AND WE'RE FINALLY BACK ON OUR FEET,
RELISTED, AND DOING WELL. WHY SELL NOW?


A:    We're a publicly traded company. We owe it to our stockholders to maximize
shareholder  value  and  this  transaction  represents  the  best  step  for our
shareholders.  But it also  the  best  step  we can  take to  protect  you,  our
employees,  in the face of a market  for our  product  that some day will not be
what it is today. We are coming off 10 straight profitable quarters, but the day
of diminishing  returns will come,  unless we can tap and leverage the resources
of a bigger player to expand our markets and our product  offerings.  I see this
as the best opportunity with the greatest potential to protect the well-being of
Centennial employees for years into the future.


Q:    WHO IS CENTENNIAL BEING SOLD TO?


A:    We have signed an agreement with Solectron, under which Centennial will be
operated by the Technology Solutions Business Unit of Solectron,  which includes
SMART  Modular  Technologies,   Inc.,  one  of  Solectron's  subsidiaries.   The
Technology  Solutions  Business  Unit has a number of locations  throughout  the
United  States,  the  closest  being a  research  and  development  facility  in
Westborough, Massachusetts.




      Solectron   (www.solectron.com),    the   world's   leading   supply-chain
facilitator,  provides a full range of manufacturing and supply-chain management
services to the world's premier  high-tech  electronics  companies.  Solectron's
offerings  include  new  product  design and  introduction  services,  materials
management,   high-tech   product   manufacturing,   and  product  warranty  and
end-of-life  support.  The company,  based in Milpitas,  Calif.,  and founded in
1977, employs more than 71,000 people in 60 locations  worldwide.  Net sales for
the first three  months of the fiscal  year 2001 ended Dec. 1, 2000,  was US$5.7
billion.  Solectron  was the  first  two-time  winner of the  Malcolm  Baldridge
National Quality Award for manufacturing.

      SMART is a wholly owned operating company within the Technology  Solutions
Business Unit of Solectron Corporation (NYSE: SLR). SMART, a leading independent
manufacturer  of memory  and I/O  products,  offers  more than 500  products  to
leading OEMs in the computer, networking and telecommunications  industries. The
memory product line includes  specialty and standard DRAM, Flash memory and SRAM
modules and Flash  memory  cards.  The I/O product  line  includes  standard and
custom wireless and wireline  communications devices and modular I/O sub-systems
for  client-side  and  central  office  applications.   SMART  operates  several
specialized  manufacturing and design facilities and has access to the worldwide
manufacturing operations of Solectron Corporation. More information on SMART can
be obtained on the Internet at www.smartmodulartech.com.

      SMART is a Centennial competitor,  insofar as they make PC cards, but they
are less focused on custom  design and  manufacture.  SMART  typically  deals in
higher  volume and works with a small number of  customers.  It is  Centennial's
strength in custom design and manufacture of PC cards, especially low volume and
high mix, that makes Centennial attractive to both SMART and Solectron.


Q:   WHEN DO YOU EXPECT THIS TRANSACTION TO CLOSE?


A:   From our perspective,  the sooner we can close this transaction, the better
it will be for  everyone  involved.  In any  event,  we hope to get this  closed
during the second calendar quarter of 2001.


Q:   WHAT CAN YOU TELL ME ABOUT MY OWN JOB SECURITY?


A:   Solectron has representatives here now to discuss this issue with you , but
my  expectation  is that  there  will not be any  layoffs  as a  result  of this
transaction. To the contrary,  Solectron needs each and every one of you if they
are to maximize the investment they are making in our company.  They do not have
the capacity to serve the needs of our  customers at any of their other  plants,
nor do they have the  skills of our  workforce  - so they  have no  interest  in
losing  you or the  talent  you bring to them.  Basically  Solectron  intends to
leverage our unique  capabilities to strengthen their company as a whole, and to
grow their customer base.




Q:   WILL MY WORK ASSIGNMENT CHANGE?


A:   No changes to work assignments  are expected at this time.  Employees  will
likely,  however,  over the long term, have many more opportunities to step up a
rung on the  career  ladder,  since  Solectron  is so vast and has so many  more
growth opportunities to offer.


Q:   HOW ABOUT MY SALARY? CAN I EXPECT THAT TO STAY THE SAME?


A:   Yes.


Q:   WHAT  ABOUT  BENEFITS  LIKE  VACATION  PAY  AND  SICK  DAYS?  CAN WE EXPECT
COMPARABLE BENEFITS?


A:   Yes. Human  Resources will be holding group meetings to discuss benefits in
further detail.


Q:   WILL I HAVE TO COMMUTE TO A DIFFERENT FACILITY?


A:   Solectron  does not expect that its newest  associates will have to commute
to another  facility.  Solectron  has no  plans to change what we do here at our
Wilmington   headquarters.   They  like  our  plant,   are   impressed   by  our
state-of-the-art equipment, and see no reason to change this. In fact, Solectron
is talking about increasing capacity in Wilmington, not decreasing it.


Q:   WHAT ABOUT CENTENNIAL EMPLOYEES WHO WORK OFF-SITE,  LIKE OUR SALES TEAM AND
INTERNATIONAL GROUP?


A:   They are expected to remain with the company as well,  under the same terms
that affect all employees.


Q:   WE ALL HAVE STOCK OPTIONS.  HOW AND WHEN WILL WE RECOGNIZE THE VALUE OF OUR
STOCK OPTIONS?


A:   Each  Centennial stock  option  converts  into 0.536 of a  Solectron  stock
option.  For example,  let's  suppose you have 100 stock  options now at a $5.00
exercise  price.  At the time of the  closing  of this  transaction,  when  your
Centennial options become Solectron options,  you will have 53 Solectron options
(100 Centennial  options x 0.536 = 53 Solectron options) at an exercise price of
$9.33  ($5.00  Centennial  exercise  price  divided  by 0.536  equals  the $9.33
Solectron  exercise price.) (Note:  Option share amounts will be rounded down to
the nearest  share  amount and the  exercise  price is rounded up to the nearest
cent.)


Q:   WHAT'S IN IT FOR OUR CUSTOMERS?


A:   This is a win not just for you as employees, but for our customers as well.
They  will  like the fact that they  will  continue  to get  uninterrupted  high
quality customized service from the same people who have served them for years -
you - and they will also likely  appreciate  the added  resources  and  products




available to them through Solectron.  If you want to know what to tell customers
when you're  talking to them,  tell them that they are losing  nothing with this
transaction, and gaining plenty.


Q:  WHAT WILL HAPPEN TO THE BOARD OF DIRECTORS?


A:  Centennial's Board will be disbanded.


Q:  SHOULD WE ASSUME THAT THIS A DONE DEAL?


A:   No. The  transaction  still  requires Hart Scott Rodino (HSR) approval from
the  U.S.  government  among  other  regulatory  approvals.  However,  we  don't
anticipate  any obstacles in gaining such  approvals.  Furthermore,  we have the
full support of  Centennial's  board and our entire  management  team. With your
hard work and support,  we have been able to turn the company around,  which has
resulted in very satisfied customers and 10 consecutive profitable quarters. So,
while the deal is not yet completed,  I would ask that you try to remain focused
and continue to provide the same uncompromising service so that we can close the
deal during the second calendar  quarter of 2001. As the  transaction  nears the
close, we will regularly update you.


ADDITIONAL INFORMATION

     Solectron  intends  to  file a  registration  statement  on  Form  S-4  and
Centennial intends to mail a proxy  statement/prospectus  to its stockholders in
connection with the transaction,  each of which will contain  information  about
the  transaction.   Investors  and  security  holders  are  urged  to  read  the
registration  statement and the proxy  statement/prospectus  carefully when they
become available. The registration statement and the proxy  statement/prospectus
will contain important information about Solectron,  Centennial, the transaction
and related  matters,  including  detailed risk factors.  Investors and security
holders will be able to obtain free copies of the registration statement and the
proxy  statement/prospectus  through  the  web  site  maintained  by the  SEC at
http//www.sec.gov,  or by  directing  a request to  Solectron  at 777  Gibraltar
Drive,  Milpitas,  Calif. 95035,  Attention:  Thomas Alsborg,  telephone:  (408)
956-6614,  or Centennial at 7 Lopez Road,  Wilmington,  Mass.  01887,  Attention
Richard J. Pulsifer,  telephone: (978) 805-2323. In addition to the registration




statement  and the proxy  statement/prospectus,  Solectron and  Centennial  file
annual,  quarterly and special reports,  proxy statements and other  information
with the SEC.  Investors and security holders may read and obtain free copies of
any  such  reports,  statements  and  other  information  through  the web  site
maintained  by  the  SEC,  or by  contacting  Solectron  and  Centennial  at the
addresses listed above.

     Centennial,  its  directors  and certain of its  executive  officers may be
considered  participants in the  solicitation of proxies in connection with this
transaction.  Centennial's  directors  are:  William J. Shea,  Eugene M. Bullis,
Steven M.  DePerrior,  Jay M. Eastman,  L. Michael Hone,  David A. Lovenheim and
John J. Shields. Centennial's executive officers are: L. Michael Hone, President
and Chief  Executive  Officer;  Richard N. Stathes,  Executive  Vice President -
Worldwide Sales & Marketing; Jacques Assour, Senior Vice President - Operations;
John C.  Nugent,  Managing  Director  -  Centennial  Technologies  International
Limited;  Richard J.  Pulsifer,  Vice  President,  Chief  Financial  Officer and
Secretary;  and Mary A.  Gallahan,  Vice  President -  Administration  and Human
Resources.  Information  concerning Centennial' directors and executive officers
can be found in documents  filed by Centennial with the SEC.  Certain  directors
and  executive  officers of Centennial  may have direct or indirect  interest in
this  transaction due to securities  holdings,  vesting of options and rights to
severance  payments if their  employment  is  terminated  following  the merger.
Additional  information  regarding  participants  in the  solicitation  will  be
contained in the proxy statement/prospectus.