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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): February 3, 2005

___________

POWER-ONE, INC.

(Exact name of registrant as specified in its charter)

Commission file number 0-29454

     
DELAWARE
(State or other jurisdiction of incorporation or organization)
740 CALLE PLANO, CAMARILLO, CA
(Address of principal executive offices)
  77-0420182
(IRS Employer Identification No.)
93012
(zip code)

     Registrant’s telephone number, including area code (805) 987-8741



 


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Item 2.02. Results of Operations and Financial Conditions
Item 7.01. Regulation FD Disclosure
Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT 99.1


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Item 2.02. Results of Operations and Financial Conditions

     The following information is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

     On February 3, 2005, Power-One, Inc. (the “Company”) issued a press release announcing the Company’s financial and operating results for the fourth fiscal quarter and full year of 2004. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated into Item 2.02 of this Form 8-K by reference.

Item 7.01. Regulation FD Disclosure

     Concurrent with the press release, on February 3, 2005, the Company announced a restructuring plan for which it expects to record $20 to $25 million in restructuring and impairment charges during the first quarter of 2005. The expected restructuring charge results from a plan to significantly downsize the Company’s telecom systems operations in Norway, as certain functions move to other existing Power-One facilities in low-cost locations, and to reduce operations and overhead in other locations.

Item 9.01. Financial Statements and Exhibits

Exhibit

     Attached as Exhibit 99.1 to this Report on Form 8-K is the Company’s press release reporting Company’s financial and operating results for the fourth fiscal quarter and full year of 2004.

 


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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

         
Dated: February 3, 2005  Power-One, Inc.
 
 
  By:   /s/ Eddie K. Schnopp    
    Eddie K. Schnopp   
    Sr. Vice President-- Finance, Treasurer and Chief Financial Officer