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): SEPTEMBER 3, 2002 FAIRCHILD SEMICONDUCTOR INTERNATIONAL, INC. ------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 001-15181 04-3363001 (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation or organization) Number) Identification No.) 82 RUNNING HILL ROAD SOUTH PORTLAND, MAINE 04106 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (207) 775-8100 ITEM 5. OTHER EVENTS On September 3, 2002 we updated our third quarter 2002 outlook. Further information is included in our press release filed as Exhibit 99.1 to this report and incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS c) Exhibits 99.1 Press Release dated September 3, 2002. 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 thereunto duly authorized. Fairchild Semiconductor International, Inc. Date: September 3, 2002 /s/ David A. Henry ------------------------------------------- David A. Henry Vice President, Corporate Controller (Principal Accounting Officer and Duly Authorized Officer)