SCHEDULE 14A
                                (Rule 14a-101)

                    INFORMATION REQUIRED IN PROXY STATEMENT
                           SCHEDULE 14A INFORMATION
          Proxy Statement Pursuant to Section 14(a) of the Securities
                  Exchange Act of 1934 (Amendment No. _____)

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
[X]  Definitive Proxy Statement                   permitted by Rule 14a-6(e)(2)
[_]  Definitive Additional Materials
[_]  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12


                           TAITRON COMPONENTS, 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
     [_]  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and
          0-11.

     (1)  Title of each class of securities to which transaction applies:
- --------------------------------------------------------------------------------

     (2)  Aggregate number of securities to which transactions 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:
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     (2)  Form, Schedule or Registration Statement no.:
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     (3)  Filing party:
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     (4)  Date filed:
- --------------------------------------------------------------------------------


                        TAITRON COMPONENTS INCORPORATED
                        ______________________________

                   NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

                            To Be Held May 17, 2002
                         ____________________________


TO THE SHAREHOLDERS OF
TAITRON COMPONENTS INCORPORATED

     You are cordially invited to attend the Annual Meeting of Shareholders of
Taitron Components Incorporated, a California corporation (the "Company"), which
will be held at the Hyatt Valencia, 24500 Town Center Drive, Valencia,
California 91355, on Friday, May 17, 2002, at 2:00 p.m. Pacific time, to
consider and act upon the following matters:

     1.   The election of directors; and

     2.   Transact any other business that may properly come before the Annual
          Meeting and any adjournment(s) thereof.

     The Board of Directors has fixed April 19, 2002 as the record date for the
determination of shareholders entitled to notice of and to vote at the Annual
Meeting and any postponements or adjournments thereof, and only shareholders of
record at the close of business on that date are entitled to such notice and to
vote at the Annual Meeting.  A list of shareholders entitled to vote at the
Annual Meeting will be available at the Annual Meeting and at the offices of the
Company for ten days prior to the Annual Meeting.

     We hope that you will use this opportunity to take an active part in the
affairs of the Company by voting on the business to come before the Annual
Meeting, either by executing and returning the enclosed Proxy Card or by casting
your vote in person at the Annual Meeting.

     IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AT THE ANNUAL MEETING
REGARDLESS OF THE NUMBER OF SHARES YOU HOLD. YOU ARE INVITED TO ATTEND THE
ANNUAL MEETING IN PERSON, BUT WHETHER OR NOT YOU PLAN TO ATTEND, PLEASE
COMPLETE, DATE, SIGN AND RETURN THE ACCOMPANYING PROXY CARD IN THE ENCLOSED
ENVELOPE. IF YOU DO ATTEND THE ANNUAL MEETING, YOU MAY, IF YOU PREFER, REVOKE
YOUR PROXY AND VOTE YOUR SHARES IN PERSON.


                                         By Order of the Board of Directors


                                         /s/ Stewart Wang
                                         Stewart Wang
                                         CEO and President


28040 West Harrison Parkway
Valencia, California 91355
(661) 257-6060
April  5, 2002


                        TAITRON COMPONENTS INCORPORATED
                               _________________

                                PROXY STATEMENT
                         ANNUAL MEETING OF SHAREHOLDERS

                                  May 17, 2002
                               _________________

                                  INTRODUCTION

     This Proxy Statement is furnished in connection with the solicitation of
proxies by the Board of Directors of Taitron Components Incorporated, a
California corporation (the "Company"), for use at the Annual Meeting of
Shareholders to be held at the Hyatt Valencia, 24500 Town Center Drive,
Valencia, California 91355, on Friday, May 17, 2002, at 2:00 p.m. Pacific time.
Accompanying this Proxy Statement is the Board of Directors' Proxy for the
Annual Meeting, which you may use to indicate your vote as to the proposals
described in this Proxy Statement.

     The expense of this solicitation of proxies will be borne by the Company.
Solicitations will be made only by use of the mail except that, if deemed
desirable, officers and regular employees of the Company may solicit proxies by
telephone, telegraph or personal calls.  Brokerage houses, custodians, nominees
and fiduciaries will be requested to forward the proxy soliciting material to
the beneficial owners of the stock held of record by such persons and the
Company will reimburse them for their reasonable expenses incurred in this
connection.

     The Company's Annual Report to Shareholders, including financial statements
for the fiscal year ended December 31, 2001, accompanies but does not constitute
part of this Proxy Statement.

     The purpose of the meeting and the matters to be acted upon are set forth
in the attached Notice of Annual Meeting. As of the date of this Proxy
Statement, the Board of Directors knows of no other business which will be
presented for consideration at the Annual Meeting.  All Proxies which are
properly completed, signed and returned to the Company prior to the Annual
Meeting, and which have not been revoked, will be voted in favor of the
proposals described in this Proxy Statement unless otherwise directed.  A
shareholder may revoke his or her Proxy at any time before it is voted either by
filing with the Secretary of the Company, at its principal executive offices, a
written notice of revocation or a duly executed Proxy bearing a later date, or
by attending the Annual Meeting and expressing a desire to vote his or her
shares in person.  If any other business shall properly come before the meeting,
votes will be cast pursuant to said proxies in respect of any such other
business in accordance with the judgement of the persons acting under said
proxies.

     The Company's principal executive offices is located at 28040 West Harrison
Parkway, Valencia, CA 91355.  It is anticipated that the mailing to shareholders
of this Proxy Statement and the enclosed proxy will commence on or about April
17, 2002.

                   OUTSTANDING SECURITIES AND VOTING RIGHTS

     The close of business on April 19, 2002 has been fixed as the record date
for the determination of Shareholders entitled to notice of and to vote at the
Annual Meeting or any adjournment(s) of the Annual Meeting.  As of the record
date, the Company had outstanding 4,964,107 shares of Class A Common Stock, par
value $.001 per share, (the "Class A Common Stock"), and 762,612 shares of Class
B Common Stock, par value $.001 per share (the "Class B Common Stock" and
collectively with the Class A Common Stock, the "Common Stock").  The Class A
Common Stock and the Class B Common Stock are the only outstanding voting
securities of the Company.  As of the record date, the Company had approximately
100 Shareholders of record.  The Company believes that there are approximately
1,000 beneficial holders of its Class A Common Stock.

     A holder of Class A Common Stock is entitled to cast one vote for each
share held on the record date on all matters to be considered at the Annual
Meeting. A holder of Class B Common Stock is entitled to cast ten votes for each
share held on the record date on all matters to be considered at the Annual
Meeting.  The five nominees for election as Directors who receive the highest
number of votes will be elected.  All other matters that may properly come
before the meeting require for approval the favorable vote of a majority of
shares voted at the meeting or by proxy.  If the Company has fewer than 800
beneficial owners on April 19, 2002, and a shareholder requests cumulative
voting before commencement of the election (and if the candidates' names have
been placed in nomination prior to that time), then any

                                       1


shareholder may distribute among as many candidates as desired a number of votes
equal to the number of directors to be elected multiplied by the number of
shares held. The Company believes it will have more than 800 beneficial
shareholders as of the record date, however, if cumulative voting is in effect,
the persons named in the accompanying proxy will vote the shares in their
discretion among all or any of the candidates named herein. Abstentions and
broker non-votes will be included in the determination of shares present at the
Annual Meeting for purposes of determining a quorum. Abstentions will be counted
toward the tabulation of votes cast on proposals submitted to shareholders and
will have the same effect as negative votes, while broker non-votes will not be
counted as votes cast for or against such matters.

                                 PROPOSAL No. 1
                             ELECTION OF DIRECTORS

     In accordance with the Articles of Incorporation and Bylaws of the Company,
the Board of Directors consists of not less than three nor more than seven
members, the exact number to be determined by the Board of Directors.  At each
annual meeting of the Shareholders of the Company, directors are elected for a
one-year term.  The Board of Directors is currently set at five members, and
there currently exist no vacancies.  At the 2002 Annual Meeting, each director
will be elected for a term expiring at the 2003 annual meeting.  The Board of
Directors proposes the election of the nominees named below.

     Unless marked otherwise, Proxies received will be voted FOR the election of
each of the nominees named below.  If any such person is unable or unwilling to
serve as a nominee for the office of director at the date of the Annual Meeting
or any postponement or adjournment thereof, the Proxies may be voted for a
substitute nominee, designated by the present Board of Directors to fill such
vacancy.  The Board of Directors has no reason to believe that any such nominee
will be unwilling or unable to serve if elected a director.

     THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE FOR
THE ELECTION OF THE DIRECTORS NOMINATED HEREIN.

     The Board of Directors proposes the election of the following nominees as
members of the Board of Directors:

                         Tzu Sheng (Johnson) Ku
                         Stewart Wang
                         Richard Chiang
                         Craig Miller
                         Felix M. Sung

     If elected, the nominees are expected to serve until the 2003 Annual
Meeting of Shareholders.

Information with Respect to Each Nominee and Executive Officers.

     The following table sets forth certain information with respect to each
nominee and executive officer of the Company as of March 31, 2001.



 Name                                            Age                   Position
 ----                                            ---                   --------
                                                      
 Tzu Sheng (Johnson) Ku                          53         Chairman of the Board and Director Nominee

 Stewart Wang                                    52         President, Chief Executive Officer, Director and
                                                            Director Nominee

 Richard Chiang                                  45         Director and Director Nominee

 Craig Miller                                    48         Director and Director Nominee

 Felix M. Sung                                   52         Director and Director Nominee

 Steven H. Dong                                  35         Chief Financial Officer and Secretary

________________________________________________________________________________

     All officers are appointed by and serve at the discretion of the Board of
Directors. There are no family relationships between any directors or officers
of the Company.

                                       2


     Tzu Sheng ("Johnson") Ku, a co-founder of the Company, has been the
Chairman of the Company since it was founded in 1989.  Mr. Ku  is the Chairman
of Weekendz Off, Inc., which sells high quality casual sportswear to stores such
as Nordstrom, Bloomingdales, Saks Fifth Avenue and its own label "Weekendz Off".
Additionally, Mr. Ku is Chairman of both Johnson Premium Hardwood Flooring and
Americana Floors Incorporated, both located in  Los Angeles, California.
Johnson Premium Hardwood Flooring is a manufacturer of pre-finished solid wood
floors and Americana Floors Incorporated is an importer, wholesaler and retailer
of name brand hard wood floors

     Stewart Wang, a co-founder of the Company, has served as the Chief
Executive Officer and President and a Director of the Company since its
organization in 1989. Prior to founding the Company, Mr. Wang attended
Pepperdine University, where he received his Masters of Business Administration
degree in 1989. From 1985 to 1986, Mr. Wang was employed by Diodes Incorporated,
a manufacturer and reseller of discrete rectifiers located in Southern
California, as Purchasing and MIS Manager and later as Chief Operating Officer
and President from 1986 to 1987. Prior thereto, from 1983 to 1985, Mr. Wang was
Sales Manager for Rectron Limited, a rectifier manufacturer in Taiwan.

     Richard Chiang has been a Director of the Company since it was founded in
1989. Since 1986, Mr. Chiang has been the Chairman of Princeton Technology
Corporation, which is a fabless integrated circuit design company. Also, Mr.
Chiang is Chairman of Triton Management Corporation, which is a venture capital
fund management company managing in excess of $80 million. Since 1996, Mr Chiang
also served as Chairman of Proware Technology Corporation, which is a networking
storage subsystem business company, Chairman of ARCHIC Technology Corporation,
which is a RF Analog IC design company and Chairman of Unifosa Corp, a DRAM
memory module manufacture. Mr. Chiang also serves as a Director of both Alliance
Venture Capital Corporation and Triton Venture Capital Corp, which is a venture
capital firm located in Taipei, Taiwan . Also, Mr. Chiang serves as a Director
of both DataFab, Inc., which is a leading Flash Memory Card Reader company in
Taiwan and FiberCom which is a Fiber Optic Passive Components manufacturer in
Taiwan.

     Craig Miller became a director of the Company in May 2000. Since 1998, Mr.
Miller has been a director of Mosaic Capital, LLC, an investment banking firm
located in Sherman Oaks, California. Prior thereto, Mr. Miller served as
Regional Vice President with Comerica Bank since 1994. From 1987 to 1994, Mr.
Miller served as Executive Vice President and Chief Financial Officer of Told
Corporation, an industrial real estate development firm. He started his career
with Union Bank in 1976 as a management trainee and left in 1987 as Senior Vice
President.

     Felix M. Sung became a director of the Company in February 1995. Mr. Sung
is the Managing Director and former Vice President of Tai North Company, a
company engaged in exporting electronics, plastic parts and finished products to
the United States and various European countries.

     Steven H. Dong joined the Company in March 1999 as its Chief Financial
Officer. Prior thereto, from 1995 to 1999, Mr. Dong practiced as an independent
financial consultant assisting publicly-held companies with high level financial
projects and serving as interim Chief Financial Officer. From 1988 to 1995, Mr.
Dong was employed by the international accounting firm of
PriceWaterhouseCoopers, LLP. Mr. Dong is a Certified Public Accountant and a
member in good standing with the American Institute of Certified Public
Accountants and California State Board of Accountancy.

     During 2001, the Board of Directors met once. Each director attended one
hundred percent of the Board of Directors meetings and the meetings of Board
committees on which he served.

Committees of the Board

     Audit Committee - The Board of Directors has established an Audit Committee
that reviews the audit and control functions of the Company, the Company's
accounting principles, policies and practices and financial reporting, the scope
of the audit conducted by the Company's independent auditors, the fees and all
non-audit services of the independent auditors and the independent auditor's
opinion and management comment letter (if any) and management's response
thereto. The Audit Committee met once during the year. Members of the Audit
Committee are Mr. Chiang, Mr. Miller and Mr. Sung.

     Compensation Committee - The Board of Directors has established a
Compensation Committee. The function of the Compensation Committee is to review
and make recommendations with respect to compensation of executive officers and
key employees, including administration of the Company's Stock Incentive Plan.
The Compensation Committee met once during the year. Members of the Compensation
Committee are Mr. Chiang, Mr. Miller and Mr. Sung.

                                       3


     The Board of Directors does not have a Nominating Committee or a committee
performing similar functions.

Compliance with Section 16(a) of the Securities Exchange Act.

     Section 16(a) of the Securities and Exchange Act of 1934 (the "Exchange
Act") requires the Company's officers and directors, and persons who own more
than ten percent of a registered class of the Company's equity securities, to
file reports of ownership and changes in ownership with the Securities and
Exchange Commission (the "SEC").  Officers, directors and greater than ten
percent shareholders are required by SEC regulation to furnish the Company with
copies of all Section 16(a) forms they file.  Based solely on its review of the
copies of such forms received by it, or written representations from certain
reporting persons that Section 16(a) forms were required and filed by such
persons. The Company believes that, during the year ended December 31, 2001, all
filing requirements applicable to its officers, directors, and greater than ten
percent beneficial owners were in compliance.

                     MANAGEMENT SUMMARY COMPENSATION TABLE

     The following table sets forth certain information as to the Company's
Executive Officers (the "Named Executive Officers")  which total annual salary
plus bonus for the year ended December 31, 2001 exceeded $100,000:





                                              Annual Compensation                    Long Term
                                              -------------------                Compensation Stock           All Other
Name and Principal Position          Year          Salary        Bonus            Option Awards (1)        Compensation (2)
- ---------------------------          ----          ------        -----            -----------------        ----------------
                                                                                            
Stewart Wang, CEO                    2001         $181,999       $     --              27,500                  $18,269
                                     2000         $185,911       $     --              20,000                  $ 5,022
                                     1999         $183,791       $     --              58,000                  $ 8,820

Steven H. Dong, CFO (3)              2001         $114,999       $     --              10,000                  $ 3,079
                                     2000         $109,389       $  1,720                  --                  $ 4,984
                                     1999         $ 89,737       $     --              20,000                  $ 4,275
- ----------------------------------------------------------------------------------------------------------------------------


(1)  All numbers reflect number of shares of Class A Common Stock subject to
     options granted during the year.
(2)  The amount mostly consists of automobile allowances and accrued vacation.
(3)  Mr. Dong's salary for 1999 is from his date of hire of March 1, 1999.

                       OPTION GRANTS IN LAST FISCAL YEAR

     The following table sets forth information with respect to grants of
options ("Options") to purchase Class A Common Stock under the Stock Option Plan
to the Named Executive Officers during the fiscal year ended December 31, 2001.



                                                                                      Potential Realizable
                                                                                        Value at Assumed
                             Number of     % of Total                                 Annual Rate of Stock
                            Securities       Options                                    Appreciation for
                            Underlying     Granted to      Exercise                      Option Term(2)
                              Options       Employees       Price        Expiration   --------------------
      Name                  Granted(#)    in Fiscal Year   ($/sh)(1)        Date         5%         10%
      ----                  ----------    --------------   --------      ----------   --------     -------
                                                                                 
Stewart Wang, CEO              20,000          25.22%         $1.80         2011       $51,975     $54,450
Steven H. Dong, CFO            10,000           9.17%         $1.80         2011       $18,900     $19,800

_______________

(1)  The exercise price was market value of the Class A Common Stock on the
     date of grant.

(2)  These amounts represent certain assumed rates of appreciation only. Actual
     gains, if any, on option exercises are dependent upon other factors,
     including the future performance of the Class A Common Stock and overall
     stock market conditions.

                                       4


                  OPTION EXERCISES AND FISCAL YEAR END VALUE


     The following table sets forth with respect to the Named Executive Officers
information with respect to options exercised, unexercised options and year-end
option values with respect to options to purchase shares of Class A Common
Stock.

Aggregated Option Exercises During Fiscal 2001 and Fiscal Year-End Option Values



                                                        Number of Securities
                                                             Underlying          Value of Unexercised
                            Shares         Value       Unexercised Options at    In the Money Options
                            Acquired on   Realized      December 31, 2001(#)     at December 31, 2001 (1)
                                                     --------------------------  --------------------------
   Name                     Exercise(#)     ($)      Exercisable  Unexercisable  Exercisable  Unexercisable
   ----                     -----------   --------   -----------  -------------  -----------  -------------
                                                                            
Stewart Wang, CEO                    --         --       147,000         25,000       $6,840  $  --
Steven Dong, CFO                     --         --        16,666          6,667       $3,200  $  --

_______________

(1)  Represents the difference between the last reported sale price of the
     Common Stock on December 31, 2001 and the exercise price of the option
     multiplied by the applicable number of shares.


Compensation of Directors


     Non-employee directors receive $1,500 for attending the Annual Board of
Directors meeting.  The Company pays all out-of-pocket fees associated with the
Directors attendance.  In addition, members of the Compensation Committee
receive an annual grant of 5,000 non-statutory stock options under the Company's
1995 Stock Incentive Plan (the "1995 Plan"), exercisable at the fair market
value of the Company's Class A Common Stock on the date of grant, and which vest
1/3 upon each anniversary thereafter.


Employment Contract


     Mr. Wang's employment agreement expired December 31, 1997.  As of the date
of this Report, the Company and Mr. Wang have not entered into a new agreement
and they do not anticipate to do so.  Mr. Wang and the other executive officers
are appointed by and serve at the discretion of the Board of Directors.

Compensation Committee Interlocks and Insider Participation


     During the year ended December 31, 2001, the Company had purchases of
approximately $114,000 from a company controlled by Mr. Chiang, a director of
the Company. All of these sales were of electronic component products carried by
the Company in inventory and the Company considers these sales to be in the
normal course of business and on an arm's length basis. The Company has entered
into a distributor agreement with the affiliated company, as such, the Company
expects that such sales may continue in the future.

     During the year ended December 31, 2001, the Company purchased printing and
related services of approximately $12,000 from a company in which Mr. Ku and Mr.
Wang are affiliated. All of these purchases were for printing of the company's
public reports and other materials that the Company considers to be in the
normal course of business and on an arm's length basis.


        REPORT OF THE COMPENSATION COMMITTEE ON EXECUTIVE COMPENSATION



     The Compensation Committee has the responsibility to determine and
administer the Company's executive compensation programs and make appropriate
recommendations concerning matters of executive compensation.  Set forth below
are the principal factors underlying the Committee's philosophy used in setting
compensation for fiscal 2001.

     Compensation Philosophy. At the direction of the Board of Directors, the
Committee endeavors to ensure that the compensation programs for executive
officers of the Company are competitive and consistent in order to attract and
retain key executives critical to the Company's long-term success. The Committee
believes that the Company's overall financial performance should be an important
factor in the total compensation of executive officers. At the executive officer
level, the Committee has a policy that a significant portion of potential
compensation should consist of variable, performance-based components, such as
stock options and bonuses, which can increase or decrease to reflect changes in
corporate and individual performance. These incentive compensation programs are
intended to reinforce management's

                                       5


commitment to the enhancement of profitability and shareholder value.



     The Committee takes into account various qualitative and quantitative
indicators of corporate and individual performance in determining the level and
composition of compensation for the Company's executive officers. In
implementing the Company's executive compensation objectives, the Committee has
designed an executive compensation program consisting of base salary, annual
incentive compensation, stock options and other employment benefits.


     The Committee seeks to maintain levels of compensation that are competitive
with similar companies in the Company's industry. To that end, the Committee
reviews proxy data and other compensation data relating to companies within the
Company's industry. In addition, from time to time, the Committee also receives
assessments and advice regarding the Company's compensation practices from
independent compensation consultants.


     Base Salary. The base salary of the executive officers represents the fixed
component of their compensation program. The Company's philosophy regarding base
salaries is to maintain salaries for the aggregate group of executive officers
at levels the Committee believes to be near the industry average. Periodic
increases in base salary relate to individual contributions to the Company's
performance.


     Annual Incentive Compensation. The Company's executive officers are
eligible for annual incentive compensation consisting primarily of cash bonuses
based on the attainment of corporate earnings. While performance against
financial objectives is the primary measurement for executive officers' annual
incentive compensation, non-financial performance also affects pay. The
Committee considers such corporate performance measures as net income, basic
earnings per common share, return on average common shareholders' equity, sales
growth and expense management in making compensation decisions. The Committee
also appreciates the importance of achievements that may be difficult to
quantify, and accordingly recognizes qualitative factors, such as successful
supervision of major corporate projects and demonstrated leadership ability.


     Stock Options. The Committee strongly believes that the Company's
compensation program should provide employees with an opportunity to increase
their equity ownership and potentially gain financially from Class A Common
Stock price increases. By this approach, the best interests of shareholders,
executives and employees will be closely aligned. Therefore, executives and
other employees are eligible to receive stock options, giving them the right to
purchase shares of Class A Common Stock of the Company at a specified price in
the future. The Committee believes that the use of stock options as the basis
for long-term incentive compensation meets the Committees compensation strategy
and business needs of the Company by achieving increased value for shareholders
and retaining key employees.


     The Company recommended to the Board of Directors the granting of 109,000
options to purchase the company's Class A Common Stock during the 2001 fiscal
year. In approving grants and awards under the Plan, the quantitative and
qualitative factors and industry comparisons outlined above are considered. The
number of options previously awarded to and held by executive officers was an
important factor in determining the size of current option grants.


     Other Employment Benefits. The Company provides a cafeteria plan to cover
health and welfare benefits to executives and all employees similar to those
provided by similar companies in the Company's industry. The Company also
provides a 401(k) plan in which all employees are eligible.


     Chief Executive Officer Compensation. With respect to Mr. Wang, the
Company's Chief Executive Officer, the Compensation Committee established an
annual base salary of $182,000 for him. In determining the appropriate
compensation figure for Mr. Wang, the Compensation Committee considered a
variety of factors, including a comparison of Mr. Wang's compensation at his
level of experience with the executive compensation paid in similar industry
groups to executives with comparable levels of experience.



                                                COMPENSATION COMMITTEE


                                                Richard Chiang
                                                Craig Miller
                                                Felix Sung

The Report of the Compensation Committee on Executive Compensation shall not be
deemed incorporated by

                                       6


reference by any general statement incorporating by reference this proxy
statement into any filing under the Securities Act of 1933 as amended, or under
the Securities Exchange Act of 1934, as amended, except to the extent that the
Company specifically incorporates this information by reference, and shall not
otherwise be deemed filed under such acts.

                            STOCK PERFORMANCE GRAPH

The following performance table compares the five year cumulative total return
for (i) the Company's Class A Common Stock, (ii) the NASDAQ US Companies index,
(iii) the Peer Group of companies. For each group an initial investment of $100
is assumed on December 31, 1996. The Company's fiscal year end is December 31 of
each year. The total return calculation assumes reinvestment of all dividends
for the indices. The Company did not pay dividends on its Class A Common Stock
during the time frame set forth below:

                                    [GRAPH]

     The data points depicted on the graph are as follows:



    Date                                              The Company                NASDAQ US Companies                Peer Group (1)
                                                                                                           
December 31, 1996                                        $100.00                          $100.00                       $100.00
December 31, 1997                                        $115.79                          $123.48                       $100.43
December 31, 1998                                        $ 65.68                          $173.22                       $ 69.18
December 31, 1999                                        $ 78.74                          $321.91                       $119.39
December 31, 2000                                        $105.26                          $195.48                       $116.88
December 31, 2001                                        $ 65.26                          $153.91                       $ 90.37


(1)  The Peer Group consists of the following electronic and industrial
     distribution companies:


     All American Semiconductor, Inc.          Jaco Electronics, Inc.
     Arrow Electronics, Inc.                   Reptron Electronics, Inc.
     Avnet, Inc.

                                       7


                            PRINCIPAL  SHAREHOLDERS

     The following table sets forth as of March 31, 2002, certain information
regarding the ownership of the Company's Common Stock by (i) each person
(including any group) known by the Company to be the beneficial owner of more
than 5% of the outstanding shares of Common Stock, (ii) each of the Company's
directors and (iii) all of the Company's executive officers and directors as a
group.  Except as otherwise indicated below, each person named in the table has
sole voting and investment power with respect to all shares of Common Stock
owned by such person.  Unless otherwise indicated, the address of each person
shown is c/o the Company, 28040 West Harrison Parkway, Valencia,  California
91355.  As of March 31, 2002, the Company had issued and outstanding 4,964,107
shares of Class A Common Stock and 762,612 shares of Class B Common Stock.



                                            Class A Common Stock (1)         Class B Common Stock (1)
                                            ------------------------         ------------------------      % of Vote of all Classes
Name and Address of Beneficial Owner      Number of Shares   % of Class    Number of Shares    % of Class     of Common Stock (1)
- ------------------------------------      ----------------   ----------    ----------------    ----------  ------------------------
                                                                                                           
Stewart Wang                               912,312    (2)     18.37 %       762,612             100%                61.76 %     (3)

Tzu Sheng Ku                             1,194,659    (4)     24.07 %                                                9.49 %

FMR Corporation                            487,700    (7)      9.82 %                                                3.87 %
     82 Devonshire Street
     Boston,  MA 02109

Richard Chiang                              50,527    (5)      1.02 %                                                   *

Craig Miller                                 2,667    (8)         *                                                     *

Felix Sung                                  52,560    (5)      1.06 %                                                   *

All directors and executive
 officers as a group (10 persons)        2,242,894    (6)     45.18 %       762,612             100%                72.33 %     (3)


*  Less than 1.0%

(1) Beneficial ownership is determined in accordance with rules of the
    Securities and Exchange Commission that deem shares to be beneficially owned
    by any person who has or shares voting or investment power with respect to
    such shares. Unless otherwise indicated, the persons named in this table
    have sole voting and sole investment power with respect to all shares shown
    as beneficially owned, subject to community property laws where applicable.

(2) Includes 762,612 shares of Class A Common Stock issuable upon conversion of
    the 762,612 shares of Class B Common Stock owned by Mr. Wang, 2,700 shares
    of Class A Common Stock owned by Mr. Wang's wife and 147,000 shares of Class
    A Common Stock underlying options that are or will within 60 days of the
    date hereof, be exercisable.

(3) Excludes 762,612 shares of Class A Common Stock issuable upon conversion of
    the 762,612 shares of Class B Common Stock owned by Mr. Wang.

(4) Includes 81,962 shares of Class A Common Stock owned by Mr. Ku's wife and
    133,635 shares of Class A Common Stock owned by Mr. Ku's three minor
    children as to which Mr. Ku exercises sole voting control and includes
    25,833 shares of underlying options that are, or will within 60 days of the
    date hereof, be exercisable.

(5) Includes 25,833 shares of underlying options that are, or will within 60
    days of the date hereof, be exercisable.

(6) Includes the shares of Class A Common Stock referred to in footnotes (2),
    (4) and (5) above.

(7) FMR Corporation filed a Form 13G/A on February 14, 2002, claiming beneficial
    ownership of 487,700 shares of Class A Common Stock.

(8) Includes 1,700 shares of underlying options that are, or will within 60 days
    of the date hereof, be exercisable.

                                   AUDITORS

                                       8


     Grant Thornton LLP, independent certified public accountants, were selected
by the Board of Directors to serve as independent auditors of the Company for
the fiscal year ended December 31, 1999, 2000 and 2001. Representatives of Grant
Thornton LLP are expected to be present at the Annual Meeting. They will have an
opportunity to make a statement if they desire to do so and will respond to
appropriate questions from shareholders.


REPORT OF THE AUDIT COMMITTEE

     For many years, the Company has had an Audit Committee composed entirely of
non-management directors. The members of the Audit Committee meet the
independence and experience requirements of The National Association of
Securities Dealers' listing standards, as applicable and as may be modified or
suplemented. The Audit Committee has adopted, and our Board of Directors
approved, a charter outlining the practices it follows; a copy of the charter is
attached as Appendix I to the 2001 proxy statement.

     During the year 2001, the Audit Committee met one time with the senior
members of the Company's financial management team. During the meeting,
management reviewed the audited financial statements in the Annual Report with
the Audit Committee including a discussion of the quality, not just the
acceptability, of the accounting principles, the reasonableness of significant
judgments, and the clarity of disclosures in the financial statements.
Additionally, the Audit Committee discussed written disclosures from the
independent auditors discussing matters required by SAS 61 (Codification of
Statement on Auditing Standards, AU Section 380) and Independence Standards
Board Standard No. 1 (Independence Standrads Board Standard No. 1, Independence
Discussions with Audit Committees).

     In performing all of these functions, the Audit Committee acts only in an
oversight capacity. The Committee does not complete its reviews prior to the
Company's public announcements of financial results and, necessarily, in its
oversight role, the Committee relies on the work and assurances of the Company's
management, which has the primary responsibility for financial statements and
reports, and of the independent auditors, who, in their report, express an
opinion on the conformity of the Company's annual financial statements to
generally accepted accounting principles.

     In reliance on these reviews and discussions, and the report of the
independent auditors, the Audit Committee has recommended to the Board of
Directors, and the Board has approved, that the audited financial statements be
included in the Company's Annual Report on Form 10-K for the year ended December
31, 2001, for filing with the Securities and Exchange Commission.


                                         AUDIT COMMITTEE
                                         Richard Chiang
                                         Craig Miller
                                         Felix Sung



               AUDIT FEES, FINANCIAL INFORMATION SYSTEMS DESIGN
                  AND IMPLEMENTAION FEES AND ALL OTHER FEES.

     Fees for the last annual audit were approximately $40,000 and fees for
nonaudit services were approximately $18,000. Audit and nonaudit related
services generally include fees for statutory audits, business acquisitions, and
accounting consultations. No other fees were incurred or paid to the Company's
independent auditors.


                           PROPOSALS OF SHAREHOLDERS


     A proper proposal submitted by a shareholder for presentation at the
Company's 2003 Annual Meeting and received at the Company's executive offices no
later than December 26, 2002, will be included in the Company's proxy statement
and form of proxy relating to the 2003 Annual Meeting.


                                 OTHER MATTERS


     The Board of Directors is not aware of any matter to be acted upon at the
Annual Meeting other than described in this Proxy Statement. Unless otherwise
directed, all shares represented by the persons named in the accompanying proxy
will be voted in favor of the proposals described in this Proxy Statement. If
any other matter properly comes before the meeting, however, the proxy holders
will vote thereon in accordance with their best judgment.

                                       9


                                   EXPENSES


     The entire cost of soliciting proxies will be borne by the Company.
Solicitation may be made by mail. The Company will request brokerage houses,
nominees, custodians, fiduciaries and other like parties to forward soliciting
material to the beneficial owners of the Company's Common Stock held of record
by them and will reimburse such persons for their reasonable charges and
expenses in connection therewith.



                         ANNUAL REPORT TO SHAREHOLDERS



     The Company's Annual Report for the year ended December 31, 2001 is being
mailed to Shareholders along with this Proxy Statement. The Annual Report is not
to be considered part of the soliciting material.



                              REPORT ON FORM 10-K


     THE COMPANY UNDERTAKES, UPON WRITTEN REQUEST, TO PROVIDE, WITHOUT CHARGE,
EACH PERSON FROM WHOM THE ACCOMPANYING PROXY IS SOLICITED WITH A COPY OF THE
COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2001, AS
FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING THE FINANCIAL
STATEMENTS AND SCHEDULES THERETO, BUT EXCLUDING EXHIBITS THERETO. REQUESTS
SHOULD BE ADDRESSED TO TAITRON COMPONENTS INCORPORATED, 28040 WEST HARRISON
PARKWAY, VALENCIA, CALIFORNIA, 91355, ATTENTION: CHIEF FINANCIAL OFFICER.

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