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): December 21, 1998 FAIRCHILD SEMICONDUCTOR CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 333-26897 77-0449095 (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation or organization) Number) Identification No.) 333 Western Avenue 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 December 21, 1998, Fairchild Semiconductor Corporation announced it has signed an agreement to purchase the Power Device Division of Samsung Electronics Co., Ltd. Further information is included in the Registrant's press release incorporated herein by reference. Item 7. Financial Statements and Exhibits c) Exhibits 99.1 Press Release dated December 21, 1998 -2- 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 Corporation Date: December 22, 1998 By: /s/ Joseph R. Martin --------------------------------------- Joseph R. Martin Executive Vice President, Finance Chief Financial Officer (Principal Financial and Accounting Officer and Duly Authorized Officer) -3-