UNITED STATES
                       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

                           May 11, 2000 (May 11, 2000)
                Date of Report (Date of earliest event reported)

                           TRIMBLE NAVIGATION LIMITED
             (Exact name of registrant as specified in its charter)

         California                    0-18645                 94-2802192
(State or other jurisdiction of  (Commission File Number)   (I.R.S. Employer
 incorporation or organization)                              identification No.)


 645 North Mary Avenue, Sunnyvale, California                        94088
(Address of Principal Executive Offices)                          (Zip Code)

                                 (408) 481-8000
              (Registrant's telephone number, including area code)

                                 Not Applicable

              (Former name, former address and former fiscal year,
                          if changed since last report)







This report contains  forward-looking  statements  within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended.  Actual results could differ  materially  from
those  indicated in the  forward-looking  statements  due to a number of factors
including,  but not limited to, as a result of the risk  factors set forth below
in this report as well as those set forth in the Company's Annual Report on Form
10-K and the other  reports and  documents  that the Company  files from time to
time with the Securities and Exchange Commission.

Item 5. Other Events.

     On May 11,  2000,  Trimble  Navigation  Limited  ("Trimble")  announced  it
entered into a  definitive  agreement  to acquire the Spectra  Precision  wholly
owned businesses of Thermo  Instrument  Systems Inc., a Thermo Electron company,
collectively  known as the "Spectra  Precision Group" for an aggregate  purchase
price  of  approximately   $280  million.   The  transaction   contemplates  the
acquisition  of  100%  of the  stock  of  Spectra  Precision  Inc.,  a  Delaware
corporation,  Spectra  Precision SRL, an Italian  corporation,  Spectra  Physics
Holdings  GmbH, a German  corporation,  and Spectra  Precision BV, a Netherlands
corporation. The transaction also contemplates the acquisition of certain assets
and liabilities of Spectra Precision AB, a Swedish  corporation,  including 100%
of the shares of Spectra Precision SA, a French  corporation,  Spectra Precision
Scandinavia  AB, a Swedish  corporation,  Spectra  Precision  of Canada  Ltd., a
Canadian  corporation,   and  Spectra  Precision  Handelsges  mbH,  an  Austrian
corporation.

     This  transaction  will be accounted for as a purchase and will be financed
with  approximately  $80 million in cash,  $80 million in a seller  subordinated
note, the assumption of  approximately  $10 million of debt and additional  bank
financing. The company expects to record approximately $240 million of goodwill,
which will be amortized over 20 years. The closing of the transaction,  which is
expected at the end of the second fiscal  quarter 2000, is subject to regulatory
approval and other conditions to close.

     Revenues for the Spectra  Precision  Group for the last twelve months ended
April 30, 2000,  including  annualizing  the results for Spectra  Precision AB's
September  1999 joint  venture with an  affiliate of the Carl Zeiss Group,  were
approximately   $230  million.   The  Spectra   Precision  Group  currently  has
manufacturing  and development  centers in Ohio,  Sweden,  and Germany,  and has
approximately 1,300 employees.

     The Spectra Precision Group develops instruments and systems that
provide positioning solutions for four major customer applications:

1.   Surveying -- Spectra  Precision AB is a leading  supplier of surveying  and
     positioning  systems based on both optical  measurement and GPS technology.
     Products  are used in  highway  construction,  site  development  and other
     infrastructure development projects.

2.   Construction  Site  Positioning  --  Spectra  Precision  Group is a leading
     supplier of laser-based  positioning  instruments which permit the accurate
     alignment of foundations, sewers, walls, floors and ceilings.

3.  Construction and Agricultural  Machine Control -- The Spectra Precision
    Group is a leading  supplier  of laser  systems  which  correctly  position
    and control heavy construction  equipment in construction site preparation,
    highway construction and agricultural land leveling.

4.   Software -- The Spectra Precision Software Inc., a subsidiary of Spectra
     Precision, Inc., is a leading developer of three-dimensional land modeling
     software for the civil engineering, surveying, construction, GIS and
     photogrammetry industries.

     We believe that this  transaction will strengthen  Trimble's  position as a
provider of positioning  solutions worldwide.  Some of the anticipated strategic
and operational benefits include:

1.   The combination will create a company with a substantially expanded product
     mix, providing current and potential customers with the ability to purchase
     a broader  range of integrated  products and services,  for a more complete
     solution.

2.   The Spectra Precision  Group's cutting edge laser and optical  capabilities
     will  complement  Trimble's  current GPS product  offerings and will better
     serve  the  needs of our  customers  in the  surveying,  construction,  and
     agriculture market.

3.   The addition of the Spectra  Precision  Group's  products and services will
     enable   Trimble  to  address   additional   segments  of  the   surveying,
     construction,   and  agricultural   market  not  currently  served  by  GPS
     technology.

4.   An  element  of  Trimble's  construction  strategy  is to be a  significant
     provider of wireless platforms to the future construction site. The Spectra
     Precision  Group expands the number of platforms we can integrate into that
     wireless information strategy. In addition, the Spectra Precision Group has
     over three decades of experience in the construction



     industry and will be a strong  partner to Trimble as we execute our
     strategy of bringing  wireless information to the construction site.

5.   The combination will allow Trimble to provide its current GPS products to a
     larger  customer  base  by  accessing  The Spectra Precision Groups
     distribution capabilities.  In addition, the Trimble sales force will now
     have access to the robotic optical total station and be able to provide
     existing  Trimble customers with a full positioning solution.

6.   The combination will provide the opportunity to leverage overhead and
     economies of scale to achieve improved financial performance.

7.   The combination will assemble a complementary management team with
     extensive real-world experience and specialized industry know-how.

     Before  non-recurring  merger  related  expenses and after  accounting  for
synergies,  increased financing expenses, and goodwill  amortization,  we expect
the combined pro forma earnings per share,  on a fully taxed bases using current
statutory  rates to be slightly  dilutive  in fiscal year 2000 by  approximately
five to ten cents per diluted share or 7 to 12%, but significantly  accretive in
fiscal year 2001 by approximately 15 to 20%.

     The  pending  acquisition  involves a number of risks  including  Trimble's
ability to finance the acquisition and the associated  costs through future cash
flows,  the  diversion  of  management's  attention  to the  integration  of the
companies,  assets,  operations and personnel;  the introduction of new products
and services into Trimble's business; and the risk of loss of key employees. Our
profitability  may suffer if we are unable to successfully  integrate and manage
this  acquisition,  or if we do not  generate  sufficient  revenue to offset the
increased expenses associated with this acquisition.








                                   SIGNATURES

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.

TRIMBLE NAVIGATION LIMITED
(Registrant)

By:     /s/Mary Elen Genovese
        --------------------------------------------------------
         Mary Ellen Genovese
        (Vice President Finance, Chief Financial Officer, and
         Corporate Controller)


Dated:   May 11, 2000