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) - April 12, 2004

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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)

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ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

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

99.1 - Press release of Standard Microsystems  Corporation dated April 12, 2004,
reporting  Standard  Microsystems  Corporation  financial results for the fourth
quarter of fiscal 2004 and for the year ended February 29, 2004.


ITEM 12.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On April 12, 2004,  Standard  Microsystems  Corporation  issued a press  release
announcing  its financial  results for the fourth quarter of fiscal 2004 and for
the year ended  February 29,  2004.  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:     April 12, 2004                     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 of Standard Microsystems Corporation dated April 12,
              2004,  reporting  Standard  Microsystems   Corporation  financial
              results  for the fourth  quarter of fiscal  2004 and for the year
              ended February 29, 2004.