SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 -------------------- Form 10-Q X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 		 For the quarterly period ended September 30, 1998. Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 		 For the transition period from __________ to __________ ------------------------------- Commission file number 1-10431 ------------------------------- AVX CORPORATION 			 	 Delaware 33-0379007 --------------- ------------- (State of other jurisdiction (IRS Employer ID No.) of incorporation or organization) 		 	 801 17th Avenue South, Myrtle Beach, South Carolina 29577 		 (Address of principal executive offices) 				 (843) 448-9411 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ___ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at November 7, 1998 ----- ------------------------------- Common Stock, par value $0.01 per share 86,530,025 			 AVX CORPORATION INDEX Page Number ----------- PART I: Financial Information ITEM 1. Financial Statements 	 Consolidated Balance Sheets as of September 30, 1998 and 	 March 31, 1998 1 	 	 Consolidated Statements of Income for the three months ended 	 September 30, 1998 and 1997 and for the six months ended 	 September 30, 1998 and 1997 2 	 	 Consolidated Statements of Cash Flows for the six months ended 	 September 30, 1998 and 1997 3 	 	 Notes to Consolidated Financial Statements 4-6 	 ITEM 2. Management's Discussion and Analysis of Results of Operations and 	 Financial Condition PART II: Other Information 	 Signatures 	 Exhibits 		 AVX CORPORATION AND SUBSIDIARIES 			CONSOLIDATED BALANCE SHEETS 		 (dollars in thousands, except share data) 						 September 30, March 31, Assets 1998 1998 						 (unaudited) ----------- ----------- Current assets: Cash and cash equivalents $ 132,968 $ 201,887 Accounts receivable, net 175,197 139,812 Inventories 329,606 326,787 Deferred income taxes 20,156 20,039 Other receivables - affiliate 3,588 3,707 Prepaid and other 31,716 29,980 ---------- ---------- Total current assets 693,231 722,212 				 Property and equipment: Land 11,291 10,110 Buildings and improvements 142,584 123,668 Machinery and equipment 714,634 663,594 Construction in progress 53,216 44,313 ---------- ---------- 	 921,725 841,685 Accumulated depreciation (607,115) (559,431) ---------- ----------- 						 314,610 282,254 Goodwill, net 81,406 33,479 Other assets 11,164 10,708 ---------- ---------- TOTAL ASSETS $1,100,411 $1,048,653 ========== ========== Liabilities and Stockholders' Equity Current liabilities: Short-term debt - bank $ 25,178 $ 9,887 Current maturities of long-term debt 3,171 2,911 Accounts payable: 	 Trade 40,537 39,507 	 Affiliates 37,151 37,800 Income taxes payable 13,382 15,650 Accrued payroll and benefits 23,692 36,361 Accrued expenses 59,118 27,309 ---------- ---------- Total current liabilities 202,229 169,425 Long-term debt 12,008 8,376 Deferred income taxes 9,166 8,563 Other liabilities 25,221 11,405 ---------- ---------- TOTAL LIABILITIES 248,624 197,769 				 ---------- ---------- Contingencies (Note 4) 				 Stockholders' equity: Preferred stock, par value $0.01 per share: Authorized, 20,000,000 shares; none issued or outstanding Common stock, par value $0.01 per share: Authorized, 300,000,000 shares; 88,184,125 (September 1998) and 88,183,500 (March 1998) issued. 882 882 Additional paid-in capital 325,028 325,017 Retained earnings 538,908 522,410 Foreign currency translation adjustment 9,116 2,575 Less common stock in treasury, at cost: 1,279,700 shares (22,147) ---------- ----------- TOTAL STOCKHOLDERS' EQUITY 851,787 850,884 ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,100,411 $1,048,653 ========== ========== See accompanying notes to consolidated financial statements. 1 				AVX CORPORATION AND SUBSIDIARIES 			 CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) 			 (dollars in thousands, except share data) 				Three Months ended Six Months ended 				 September 30, September 30, ------------------ ----------------			 				 1998 1997 1998 1997 								 Net sales $ 324,144 $ 329,224 $ 616,144 $ 643,031 Cost of sales 281,540 249,906 522,080 485,633 ------- ------- ------- ------- Gross profit 42,604 79,318 94,064 157,398 Selling, general, and administrative expenses 28,675 28,533 56,555 56,941 ------- ------- ------- ------- Profit from operations 13,929 50,785 37,509 100,457 Other income (expense): Interest income 1,986 2,949 4,564 5,890 Interest expense (687) (447) (1,218) (958) Other, net (1) 723 (407) 715 ------- ------- ------- ------- Income before income taxes 15,227 54,010 40,448 106,104 Provision for income taxes 4,713 17,280 12,532 34,439 ------- ------- ------- ------- Net income $ 10,514 $ 36,730 $ 27,916 $ 71,665 ======= ======= ======= ======= Basic and diluted Income per share $ 0.12 $ 0.41 $ 0.32 $ 0.81 Dividends declared $ 0.065 $ 0.06 $ 0.13 $ 0.12 Weighted average number of common shares outstanding 87,313,613 88,074,596 87,641,524 88,037,502 									 See accompanying notes to consolidated financial statements. 2 			AVX CORPORATION AND SUBSIDIARIES 		CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) 			 (dollars in thousands) 					 Six Months Ended September 30, 						 1998 1997 ------------------------------ 				 Operating Activities: Net income $ 27,916 $ 71,665 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 45,441 41,983 Deferred income taxes 485 (1,759) Changes in operating assets and liabilities, net of effects of business acquired: Accounts receivable (13,020) (3,230) Inventories 24,123 (38,161) Accounts payable and accrued expenses (22,653) 17,196 Income taxes payable (2,415) 2,043 Other assets and liabilities 10,623 6,569 ------- ------- Net cash from operating activities 70,500 96,306 ------- ------- Investing Activities: Purchases of property and equipment (49,520) (52,461) Equity investments (5,300) Business acquired, net of cash (58,027) Other 17 67 -------- ------- Net cash used in investing activities (107,530) (57,694) Financing Activities: -------- ------- Purchase of treasury stock (22,147) Proceeds from issuance of debt 17,764 Repayment of debt (16,153) (84) Dividends paid (11,418) (10,563) Proceeds from issuance of common stock 11 4,036 -------- ------- Net cash from (used in) financing activities (31,943) (6,611) -------- ------- Effect of exchange rate changes on cash 54 13 -------- ------- Increase (decrease) in cash and cash equivalents (68,919) 32,014 Cash and cash equivalents at beginning of period 201,887 188,574 -------- ------- Cash and cash equivalents at end of period $ 132,968 $ 220,588 ======== ======= See accompanying notes to consolidated financial statements 3 		 AVX CORPORATION AND SUBSIDIARIES 		 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 				 UNAUDITED 		 (dollars in thousands, except share data) 1. Basis of presentation: The consolidated financial statements of AVX Corporation and subsidiaries (the "Company" or "AVX") include the accounts of the Company and its subsidiaries. All significant intercompany transactions and accounts have been eliminated. In the opinion of management, the accompanying unaudited financial statements reflect all adjustments (consisting of normal recurring accruals) that are necessary to a fair presentation of the results for the interim periods shown. These financial statements should be read in conjunction with the Company's audited financial statements for the fiscal year ended March 31, 1998. As part of the Company's ongoing cost control measures, during the three and six months ended September 1998, the Company reduced headcount by 6.7% and 10.9%, respectively. The costs associated with the headcount reductions are included in the results for the period. 2. Accounts Receivable: Accounts receivable consisted of: 						September 30, March 31, 						 1998 1998 -------- -------- Trade receivables $207,482 $163,348 Less: allowances for doubtful accounts, sales returns, distributor adjustments and discounts (32,285) (23,536) -------- -------- 						 $175,197 $139,812 ======== ======== 3. Inventories: Inventories consisted of: 						September 30, March 31, 						 1998 1998 -------- -------- Finished goods $107,996 $116,811 Work in process 113,164 114,827 Raw material and supplies 108,446 95,149 -------- -------- 						 $329,606 $326,787 ======== ======== 4. Environmental Matters and Contingencies: The Company has been named as a potentially responsible party in state and federal administrative proceedings seeking contribution for costs associated with the correction and remediation of environmental conditions at various waste disposal sites. Once it becomes probable that the Company will incur costs in connection with remediation of a site and such costs can be reasonably estimated, the Company establishes reserves or adjusts its reserve for its projected share of these costs. Based upon information known to the Company, the Company had accrued approximately $3,006 at September 30, 1998 and management believes that it has adequate reserves with respect to these matters. Actual costs may vary from these estimated reserves, but such costs are not expected to have material adverse effect on the Company's financial condition or results of operations. 4 		 		 AVX CORPORATION AND SUBSIDIARIES 	 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued) 			 UNAUDITED 5. New Accounting Standards: 	 In June 1998, the Financial Accounting Standards Board issued statement of financial Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging Activities (SFAS No. 133). This statement establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities. The Company will be required to adopt SFAS No. 133 for the quarter ended June 30, 2000. Currently, the Company is evaluating this standard and is uncertain as to the impact it will have on the Company's consolidated financial statements. 	 6. Comprehensive Income: 	 The Company has adopted Statement of Financial Accounting Standards No. 130, Reporting Comprehensive Income (SFAS No. 130). The statement requires disclosure of total non-shareowner changes in equity. Total non-shareowner changes in equity includes all changes in equity during a period except those resulting from investments by and distributions to shareowners. The specific components include: net income, deferred gains and losses resulting from foreign currency translation and minimum pension liability adjustments. The Company's total comprehensive income was $17,072, $30,460, $34,457, $67,763 for the three month and six month periods ended September 30, 1998 and 1997, respectively. The only adjustment to net income in the periods was for foreign currency translation adjustments. 7. Earnings Per Share: Basic earnings per share are computed by dividing net income by the weighted average number of shares of common stock outstanding for the period which were 87,313,613, 88,074,596, 87,641,524 and 88,037,502 for the three and six month periods ended September 30, 1998 and 1997, respectively. Diluted earnings per share has been calculated by dividing net income by the weighted average number of shares of common stock and common stock equivalents outstanding for the period which were 87,313,613, 88,467,543, 87,650,499 and 88,311,340 and for the three months and six months ended September 30, 1998 and 1997, respectively. Stock options are the only common stock equivalents and are therefore considered in the diluted earnings per share calculations. Common stock equivalents are computed using the treasury stock method. Common stock equivalents which were not included in the computation of diluted earning per share because the option's exercise price was greater than the average market price of the common shares were as follows: 							 September 30, 							 1998 1997 --------------- 				 Quarter ended 809,214 0 				 Six months ended 544,034 2,741 	 5 		 AVX CORPORATION AND SUBSIDIARIES 		 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued) 				 UNAUDITED 8. Acquisition: On June 2, 1998, the Company purchased the passive component business of Thomson-CSF ("TPC") for $74 million ($58 million in cash and $16 million of assumed debt). The acquisition was accounted for as a purchase and funded through the use of working capital. Based upon preliminary evaluations of the fair values of the assets acquired and liabilities assumed the purchase price exceeded the fair value of net assets acquired by approximately $50 million, which is being amortized on a straight-line basis over 20 years. The Company is in the process of finalizing the allocation of the purchase price to the assets acquired and the liabilities assumed. The final allocation is expected to be completed during the third quarter. The Company does not believe the final purchase price allocation will have a significant effect on the reported quarterly results of operations or financial condition. The results of operations of TPC are included in the accompanying financial statements from the date of acquisition. 9. Treasury shares: In January 1998, the Company's Board of Directors approved a stock repurchase program whereby up to 2.2 million shares of common stock may be purchased from time to time at the discretion of management. The repurchased shares are held as treasury stock and are available for general corporate purposes. 	 10. Subsequent Event: 		 On October 23, 1998, the Company declared a $0.065 dividend per share of common stock with respect to the quarter ended September 1998, payable on November 9, 1998. 6 			AVX CORPORATION AND SUBSIDIARIES 		 MANAGEMENT'S DISCUSSION AND ANALYSIS OF 		 RESULTS OF OPERATIONS AND FINANCIAL CONDITION Results of Operations - --------------------- Three Months Ended September 30, 1998 Compared to Three Months Ended - -------------------------------------------------------------------- September 30, 1997 - ------------------ Three months ended September 30, 1998 1997 ---------------------------------------------------------------- Net sales 100.0% 100.0% Cost of sales 86.9 75.9 Gross profit 13.1 24.1 Selling, general and administrative expenses 8.8 8.7 Profit from operations 4.3 15.4 Income before income taxes 4.7 16.4 Net income 3.2 11.2 Net sales in the three months ended September 30, 1998 decreased 1.5% to $324.1 million from $329.2 million in the three months ended September 30, 1997. Sales for the three months ended September 30, 1998 include $27.2 million of sales from TPC, a business acquired on June 2, 1998. Exclusive of the acquisition of TPC, sales declined 9.8%. The decrease was attributable to a combination of factors, including lower average selling prices, the Asian economic crisis impact on worldwide demand, the softening in demand of the electronic component industry as customers reduce their level of inventory and suppliers reduce their lead times, and the continued trend toward smaller part sizes which traditionally have lower average selling prices. Partially offsetting these decreases was the continued growth of Advanced and Connector products. Gross profit in the three months ended September 30, 1998 decreased to $42.6 million (13.1% of net sales) from $79.3 million (24.1% of net sales) in the three months ended September 30, 1997. The decrease in gross profit as a percentage of net sales can be attributed to the steep decline in selling prices, the rising cost of palladium, a principle raw material used in the manufacture of ceramic capacitors, and lower throughput, which negatively impacts cost absorption, as a result of the soft demand and intentional reduction in the Company's inventory levels. Partially offsetting the effects of lower sales prices and volumes were lower product costs due to continued efficiencies and improvements in production processes, as well as the impact of relatively higher sales of better margin Advanced and Connector products. The results in 1997 were negatively impacted by a temporary halt in production in the Czech Republic facility as a result of floods. Selling, general and administrative expenses in the three months ended September 30, 1998 remained stable at $28.7 million (8.8% of net sales) compared with $28.5 million (8.7% of net sales) in the three months ended September 30, 1997. As part of the Company's ongoing cost control measures, during the three months ended September 1998, the Company reduced headcount by 6.7%. This decrease, coupled with earlier reductions, is expected to save the Company $30 million annually. The costs associated with the headcount reductions are included in the results for the period. As a result of the above factors, profit from operations in the three months ended September 30, 1998 decreased to $13.9 million from $50.8 million in the three months ended September 30, 1997. 7 			 AVX CORPORATION AND SUBSIDIARIES 		 MANAGEMENT'S DISCUSSION AND ANALYSIS OF 		RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued) 	 For the reasons set forth above, higher interest income on invested cash in 1997 and a $900 thousand dividend from a nonmarketable equity investment in 1997, net income in the three months ended September 30, 1998 decreased to $10.5 million (3.2% of net sales) from $36.7 million (11.2% of net sales) in the three months ended September 30, 1997. Six Months Ended September 30, 1998 Compared to Six Months Ended - ---------------------------------------------------------------- September 30, 1997 - ------------------ Six months ended September 30, 1998 1997 ----------------------------------------------------------------- Net sales 100.0% 100.0% Cost of sales 84.7 75.5 Gross profit 15.3 24.5 Selling, general and administrative expenses 9.2 8.9 Profit from operations 6.1 15.6 Income before income taxes 6.6 16.5 Net income 4.5 11.1 Net sales in the six months ended September 30, 1998 decreased 4.2% to $616.1 million from $643.0 million in the six months ended September 30, 1997. Sales for the six months ended September 30, 1998 include $36.6 million of sales from TPC, a business acquired on June 2, 1998. Exclusive of the acquisition of TPC sales declined 9.9%. The decrease was attributable to a combination of factors, including lower average selling prices, the Asian economic crisis impact on worldwide demand, the softening in demand of the electronic component industry as customers reduce their level of inventory and suppliers reduce their lead times, and the continued trend toward smaller part sizes which traditionally have lower average selling prices. Partially offsetting these decreases was the continued growth of Advanced and Connector products. Gross profit in the six months ended September 30, 1998 decreased to $94.1 million (15.3% of net sales) from $157.4 million (24.5% of net sales) in the six months ended September 30, 1997. The decrease in gross profit as a percentage of net sales can be attributed to the steep decline in selling prices, the rising cost of palladium, a principle raw material used in the manufacture of ceramic capacitors, and lower throughput, which negatively impacts cost absorption, as a result of the soft demand and the intentional reduction in the Company's inventory levels. Partially offsetting the effects of lower sales prices and volumes were lower product costs due to continued efficiencies and improvements in production processes, as well as the impact of relatively higher sales of better margin Advanced and Connector products. Selling, general and administrative expenses in the six months ended September 30, 1998 were $56.6 million (9.2% of net sales) compared with $56.9 million (8.9% of net sales) in the six months ended September 30, 1997. Selling, general, and administrative expenses as a percent of sales, increased 0.3% (9.2% vs. 8.9%). The increase is primarily attributable to lower sales. 8 		 AVX CORPORATION AND SUBSIDIARIES 		 MANAGEMENT'S DISCUSSION AND ANALYSIS OF 	 RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued) 	 As part of the Company's ongoing cost control measures, during the six months ended September 1998 the Company reduced headcount by 10.9%. This decrease is expected to save the Company $30 million annually. The costs associated with the headcount reductions are included in the results for the period. As a result of the above factors, profit from operations in the six months ended September 30, 1998 decreased to $37.5 million from $100.5 million in the six months ended September 30, 1997. For the reasons set forth above, higher interest income on invested cash in 1997 and a $900 thousand dividend from a nonmarketable equity investment in 1997, net income in six months ended September 30, 1998 decreased to $27.9 million (4.5% of net sales) from $71.7 million (11.1% of net sales) in the six months ended September 30, 1997. 7 		 Liquidity and Capital Resources ------------------------------- The Company's liquidity needs arise primarily from working capital requirements, dividends, capital expenditures and acquisitions. Historically, the Company has satisfied its liquidity requirements through internally generated funds. As of September 30, 1998, the Company had a current ratio of 3.4 to 1, $132.9 million of cash and cash equivalents, $851.8 million of stockholders' equity and an insignificant amount of long-term debt. 	 Net cash from operating activities was $70.5 million in the six months ended September 30, 1998 compared to $96.3 million in the six months ended September 30, 1997. Lower earnings before depreciation and amortization offset by the Company's control over the growth of working capital contributed to the decrease. Purchases of property and equipment were $49.5 million in the six month period ended September 30, 1998 and $52.5 million in the six month period ended September 30, 1997. Expenditures for both periods were primarily for expanding production capabilities of the tantalum and ceramic surface-mount and advanced product lines in North America and Europe. 	 On June 2, 1998, the Company purchased the passive component business of Thomson-CSF ("TPC") for $74.0 million, including the assumption of debt. The Company's net cash outlay was $58.0 million during the six months ended September 30, 1998. During the six month period ended September 30, 1997 the Company invested $5.3 million in a research and development company (Electro-Chemical Research Ltd. "ECR"). ECR has developed and patented a technology for high capacity electrical storage devices. In accordance with the Company's stock repurchase program, the Company purchased 1,279,700 shares at a cost of $22.1 million. The repurchased shares are held as treasury stock and are available for general corporate purposes. 9 			 AVX CORPORATION AND SUBSIDIARIES 		 MANAGEMENT'S DISCUSSION AND ANALYSIS OF 	 RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued) 	 Based on the financial condition of the Company as of September 30, 1998, management believes that cash on hand and expected to be generated from operating activities will be sufficient to satisfy the Company's anticipated financing needs for working capital, capital expenditures, research and development expenses and any dividends to be paid in the foreseeable future. 			 Impact of the Year 2000 Issue ----------------------------- The Year 2000 Issue concerns the inability of information systems to properly recognize and process date-sensitive information beyond January 1, 2000. The Company has determined that it will be required to modify or replace some of its hardware and software so that those systems will properly utilize dates beyond December 31, 1999. However, if such modifications and replacements are not made, or are not completed on a timely basis, the Year 2000 Issue could have a material impact on the operations of the Company. The Company's plan to resolve the Year 2000 Issue involves four phases: assessment, remediation, testing and implementation. The Company has completed its assessment of all major systems that could be affected by the Year 2000 Issue. The assessment indicated that most of the Company's significant systems, such as Customer order, Manufacturing and Accounting systems, could be affected. For its information technology systems, the Company is currently 70% complete with the remediation phase for all major systems and expects to complete software reprogramming and replacement no later than the quarter ended March 1999. After completing the reprogramming and replacement of software, the Company plans call for testing and implementing it's information technology systems. The Company has completed 50% of its testing and has implemented 30% of its remediated systems. The testing and remediation of all systems is expected to be completed by the quarter ended June 1999. For operating equipment systems, the Company is currently 80% complete with the remediation phase of the resolution process. The Company has completed 70% of its testing and has implemented 70% of its remediated equipment. The testing and remediation of all equipment systems is expected to be completed by the quarter ended June 1999. The Company has queried its important raw material and service suppliers relative to their resolution of the year 2000 issue. The Company is not aware of any supplier problems that would materially impact results of operations, liquidity or capital resources. The Company has no means of ensuring that these entities will be Year 2000 ready. If important suppliers or customers are unable to complete their Year 2000 resolution it could materially impact the Company. The Company does not yet have a comprehensive contingency plan with respect to the Year 2000 Issue, but intends to establish such a plan in the near future as part of its ongoing Year 2000 effort. 10 		 AVX CORPORATION AND SUBSIDIARIES 		 MANAGEMENT'S DISCUSSION AND ANALYSIS OF 	 RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued) The Company is using both internal and external resources to reprogram, or replace, test and implement the software and operating equipment for Year 2000 modifications. The total cost of the Year 2000 project is estimated at $5.0 million and is being funded through operating cash flows. The Company has incurred approximately $ 1.7 million ($ 0.5 million expensed and $ 1.2 million capitalized for new systems and equipment), related to all phases of the Year 2000 project. Of the remaining project costs, approximately $1.9 million is attributable to the purchase of new software and operating equipment, which will be capitalized. The remaining $1.3 million relates to remediation of hardware and software and will be expensed as incurred. The Company's plan to complete the Year 2000 modifications discussed above are based on management's best estimates, which were derived utilizing numerous assumptions of future events, including the continued availability of certain resources and other factors. Estimates on the status of completion and the expected completion dates are based on costs incurred to date compared to total expected costs. However, there can be no guarantee that these estimates will be achieved and actual results could differ materially from those plans. Cautionary Statement Pursuant to Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995 This report may contain "forward-looking" information within the meaning of the federal securities laws. The forward-looking information may include, among other information, statements concerning the Company's outlook for fiscal 1999, overall volume and pricing trends, cost reduction strategies and their anticipated results, and expectations for research, capital expenditures and Year 2000 expectations. There may also be other statements of expectations, beliefs, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. The forward- looking information and statements in this report are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the information or statements. 	 11 Part II: Other Information Item 1. Legal Proceedings. 	 None. Item 2. Change in Securities. 	 None. Item 3. Defaults Upon Senior Securities. 	 None. Item 4. Submission of Matters to a Vote of Security Holders. 	 None. Item 5. Other Information. 	None. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: None. (b) Reports on Form 8-K. None. Signatures 12 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 thereunto duly authorized. Date: November 9, 1998 AVX Corporation 								 /s/ Donald B. Christiansen --------------------------- Donald B. Christiansen Chief Financial Officer, Senior Vice President and Treasurer