SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    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):  March 2, 1999
                                                           -------------

                         MEMC ELECTRONIC MATERIALS, INC.
           -----------------------------------------------------------
             (Exact name of registrant as specified in its charter)

Delaware                          1-13828                             56-1505767
- --------                          -------                             ----------
(State or other           (Commission File Number)                 (IRS Employer
jurisdiction of                                                   Identification
incorporation)                                                           No.)


501 Pearl Drive, St. Peters, Missouri                                   63376
- -------------------------------------                                   -----
(Address of principal executive offices)                              (Zip Code)


Registrant's telephone number, including area code:  (314) 279-5000
                                                     --------------


                                (Not Applicable)
                              ---------------------
          (Former name or former address, if changed since last report)




Item 5.  Other Events

         MEMC Announces $1.9 Million Cumulative Accounting Revision

     MEMC  Electronic  Materials,  Inc.  issued a new  release  on March 2, 1999
announcing  that MEMC has  revised  its  financial  statements  resulting  in an
additional  cumulative loss of $1.9 million  recorded as equity in income (loss)
of joint  ventures.  This news  release is  incorporated  herein by reference to
Exhibit 99.1 attached hereto.


Item 7.  Financial Statements and Exhibits

       C.  Exhibits

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

           99.1          News release issued by MEMC Electronic Materials, Inc.
                         dated March 2, 1999



                                    SIGNATURE

     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.

                                                MEMC Electronic Materials, Inc.

Date:  March 5, 1999                            /s/ James M. Stolze
       -------------                            -------------------------------
                                                James M. Stolze
                                                Executive Vice President and
                                                  Chief Financial Officer


                                  EXHIBIT INDEX

     These  Exhibits are numbered in  accordance  with the Exhibit Table of Item
601 of Regulation S-K:

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

     99.1                      News release issued by MEMC Electronic Materials,
                               Inc. dated March 2, 1999