8-K

                       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): May 7, 2002



                                PHOTRONICS, INC.
                                ----------------
             (Exact name of registrant as specified in its charter)



  Connecticut                     0-15451                  06-0854886
  -----------                     -------                  ----------
(State or other                 (Commission               (IRS Employer
 jurisdiction of                File Number)            Identification No.)
 Incorporation)



         1061 East Indiantown Road, Jupiter, FL         33477
        (Address of principal executive offices)      (Zip Code)


     Registrant's telephone number, including area code: (561) 745-1222



         (Former name or former address, if changed since last report.)



Item 5. Other Events

     On May 7, 2002, the Company issued a press release announcing that Dan Del
     Rosario, the Chief Executive Officer of Photronics, Inc. and George
     Macricostas, the President of RagingWire Telecommunications, Inc. have been
     elected to the Company's Board of Directors. A copy of the press release is
     attached to this Form 8-K.

Item 7. Financial Statements and Exhibits

(c)  Exhibits

     99.  Press Release dated May 13, 2002.

     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.

                                                 PHOTRONICS, INC.


                                                 /s/ James A. Eder
May 14, 2002                                     By: James A. Eder
                                                 Title: Vice President
                                                        & General Counsel

EX-99

                                                                      Exhibit 99

                            FOR FURTHER INFORMATION:

                                 Michael W. McCarthy            Jane Ryan
                                 VP-Corporate Communications    Account Director
                                 Photronics, Inc.               MCA
                                 (203) 775-9000                 (650)968-8900
                                 mmccarthy@brk.photronics.com   jryan@mcapr.com

   FOR IMMEDIATE RELEASE
   May 13, 2002


                      PHOTRONICS EXPANDS BOARD OF DIRECTORS

     BROOKFIELD, Connecticut May 13, 2002 -- Photronics, Inc. (Nasdaq:PLAB), the
world's largest and fastest growing sub-wavelength reticle solutions supplier,
announced today that its Board of Directors has been expanded to seven members
with the election of Daniel Del Rosario, Chief Executive Officer of Photronics
and George Macricostas, Chief Executive Officer of RagingWire
Telecommunications, Inc.

     Constantine "Deno" Macricostas, Photronics' Chairman and Founder stated,
"Photronics is a dynamic company that has continued to grow and evolve as a
technology and service leader. Both Dan and George are proven leaders in the
business community that bring unique business experiences and perspectives vital
to an organization seeking to prosper in a global economy driven by exciting
advancements in semiconductor design and fabrication technology. We welcome
their contribution, which I and my fellow Board members are certain will assist
Photronics in achieving its near and long-term goals."

     Messrs. Del Rosario and Macricostas will serve on Photronics' Board of
Directors until either their successors are named, or they are re-elected to
their positions at the Company's next annual shareholder meeting.

                                      # # #

Note to Editors: Biographies and pictures of Messrs. Del Rosario and Macricostas
are available on Photronics' web site at www.photronics.com and
www.ragingwire.com.

Photronics is a leading worldwide manufacturer of photomasks. Photomasks are
high precision quartz plates that contain microscopic images of electronic
circuits. A key element in the manufacture of semiconductors, photomasks are
used to transfer circuit patterns onto semiconductor wafers during the
fabrication of integrated circuits. They are produced in accordance with circuit
designs provided by customers at strategically located manufacturing facilities
in Asia, Europe, and North America. Additional information on the Company can be
accessed at www.photronics.com.

RagingWire Telecommunications, Inc. offers premium managed service solutions and
IT infrastructure specifically engineered to accommodate the business needs of
large, data-intensive enterprise companies' mission-critical systems. By
leveraging RagingWire's customized IT solutions, its clients are able to reduce
operating costs, speed time to market, focus on their core competencies, and
ultimately add value to their customers. RagingWire operates a highly reliable,
Class "A+" Enterprise Data CenterSM facility designed with "five nines"
(99.999%) availability and highly scalable power and cooling to deliver
state-of-the-art solutions that enable its FORTUNE 1000 clients to maintain and
protect their mission-critical enterprise systems in a secure environment. For
more information on RagingWire, access www.ragingwire.com.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: Except for historical information, the matters discussed in this news
release that may be considered forward-looking statements may be subject to
certain risks and uncertainties that could cause the actual results to differ
materially from those projected, including, but not limited to, uncertainties in
the market, pricing competition, procurement and manufacturing efficiencies,
described in the Company's Annual Report on Form 10-K for the year ended October
31, 2001 under the caption "Forward Looking Information" and other risks
detailed from time to time in the Company's other SEC reports. The Company
assumes no obligation to update the information in this release.