SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    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 18, 2003

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                        STANDARD MICROSYSTEMS CORPORATION


             (Exact name of registrant as specified in its charter)
          DELAWARE                       0-7422              11-2234952
(State or other jurisdiction of     (Commission File      (I.R.S. Employer
 incorporation or organization)          Number)         Identification No.)


                    80 Arkay Drive, Hauppauge, New York 11788
               (Address of principal executive offices) (Zip Code)


                                 (631) 435-6000
              (Registrant's telephone number, including area code)





ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS

( c )  Exhibits - The following exhibit is furnished as part of this Report:

99.1   Press  release   issued  by  Standard   Microsystems   Corporation  dated
       September 16, 2003.

ITEM 12.   RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On September 16, 2003, Standard Microsystems  Corporation issued a press release
announcing  second quarter fiscal 2004  operating  results.  A copy of the press
release is attached as Exhibit 99.1.  The  information  in Exhibit 99.1 attached
hereto shall not be deemed  "filed" for purposes of Section 18 of the Securities
Exchange  Act of 1934,  as  amended,  nor  shall it be  deemed  incorporated  by
reference in any filing under the Securities Act of 1933, as amended.

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                                   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.

                        STANDARD MICROSYSTEMS CORPORATION

                                  (Registrant)

Date:  September 18, 2003                     By:  /s/ ANDREW M. CAGGIA
                                              ----------------------------------
                                                   Andrew M. Caggia
                                                   Senior Vice President and
                                                   Chief Financial Officer,
                                                   and Director
                                                   (Principal Financial Officer)

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                                  Exhibit Index

Exhibit No.    Description
-----------    -----------

99.1           Press release dated September 16, 2003, announcing second quarter
               fiscal 2004 operating results.