8-K

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

Date of Report (Date of earliest event reported): June 21, 2005

Jabil Circuit, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-14063	38-1886260
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10560 Dr. Martin Luther King, Jr. Street North, St. Petersburg, Florida 33716

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (727) 577-9749

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 2.02. Results of Operations and Financial Condition.
	Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Ex-99.1 Press Release

Item 2.02. Results of Operations and Financial Condition.

     On June 21, 2005, Jabil Circuit, Inc. issued a press release announcing its results of operations for the third fiscal quarter ended May 31, 2005. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

     The information furnished herewith pursuant to Item 2.02 of this Current Report shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Current Report shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report, regardless of any general incorporation language in the filing.

Item 9.01. Financial Statements and Exhibits.

     (c) Exhibits

          The following exhibit is furnished herewith:

Exhibit
Number	Description
99.1	Press release dated June 21, 2005.

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 hereunto duly authorized.

	JABIL CIRCUIT, INC. (Registrant)
June 21, 2005	By:	/s/ Forbes I.J. Alexander
		Forbes I.J. Alexander,
		Chief Financial Officer

EXHIBIT INDEX

99.1 Press release dated June 21, 2005.

EX-99.1

This news release contains forward-looking statements, including those regarding the anticipated outlook for our business, our currently estimated fourth quarter and full fiscal year 2005 and first quarter of fiscal 2006 net revenues and earnings results and our long-term outlook for our company, our industry and our customers. These statements are based on current expectations, forecasts and assumptions involving risks and uncertainties that could cause actual outcomes and results to differ materially. These risks and uncertainties include, but are not limited to: fluctuations in operating results; changes in technology; competition; anticipated growth for us and our industry that may not occur; managing rapid growth; managing any rapid declines in customer demand that may occur; our ability to successfully consummate our acquisitions; managing the integration of businesses we acquire; risks associated with international sales and operations; retaining key personnel; our dependence on a limited number of customers; business and competitive factors generally affecting the electronic manufacturing services industry, our customers and our business; other factors that we may not have currently identified or quantified; and other risks, relevant factors and uncertainties identified in our Annual Report on Form 10-K for the fiscal year ended August 31, 2004, any subsequent Reports on Form 10-Q and Form 8-K and our other securities filings. Jabil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

JABIL REPORTS THIRD QUARTER RESULTS
Company Posts Double Digit Growth in Revenue, Operating Income and Earnings

St. Petersburg, FL — June 21, 2005...Jabil Circuit, Inc. (NYSE: JBL), a global electronic product solutions company, today reported results for the third quarter of fiscal 2005, ended May 31, 2005. Net revenue for the third quarter of fiscal 2005 increased 19 percent to $1.9 billion compared to $1.6 billion for the same period of fiscal 2004.

Under accounting principles generally accepted in the United States of America (“GAAP”), operating income for the third quarter of fiscal 2005 increased 31 percent to $73.2 million compared to $55.9 million for the same period of fiscal 2004. On a GAAP basis, net income for the third quarter of fiscal 2005 increased 48 percent to $59.4 million as compared to $40.1 million for the same period in fiscal 2004. GAAP diluted earnings per share for the third quarter of fiscal 2005 increased 53 percent to $0.29 compared to $0.19 for the same period of fiscal 2004.

Jabil’s third quarter of fiscal 2005 core operating income increased 27 percent to $84.7 million or 4.4 percent of net revenue compared to $66.7 million or 4.1 percent of net revenue for the third quarter of fiscal 2004. Core earnings increased 30 percent to $68.9 million, compared to $53.1 million for the third quarter of fiscal 2004. Core earnings per share increased 27 percent to $0.33 per diluted share for the period, compared to $0.26 for the third quarter of fiscal 2004. (Jabil defines core operating income as GAAP operating income before amortization of intangibles, acquisition-related charges and restructuring and impairment charges. Jabil defines core earnings as GAAP net income before amortization of intangibles, acquisition-related charges, restructuring and impairment charges and other income/loss, net of tax. Jabil defines core earnings per share as core earnings divided by the weighted average number of outstanding shares determined under GAAP. Jabil reports core operating income, core earnings and core earnings per share to provide its investors with an alternative method for assessing operating income, earnings and earnings per share from what it believes to be its core manufacturing operations. See the accompanying reconciliation of Jabil’s core operating income to its GAAP operating income and Jabil’s core earnings and core earnings per share to its GAAP net income and GAAP earnings per share and additional information in the supplemental information below).

( M O R E )

Q3 2005 Earnings Release—Add One
June 21, 2005

Quarterly Highlights

• Cash flow from operations was approximately $190 million for the third quarter of fiscal 2005.

• Sales cycle for the third quarter of fiscal 2005 was 20 days.

• Inventory turns for the third quarter of fiscal 2005 were 10.

• Capital expenditures for the third quarter of fiscal 2005 were approximately $63 million.

• Depreciation for the third quarter of fiscal 2005 was approximately $47 million.

• Cash balances were $681 million at the end of the third quarter of fiscal 2005.

• Return on Invested Capital (ROIC) was 18 percent for the third quarter of fiscal 2005.

Business Outlook

“Our dedicated global workforce delivered another strong quarter of performance. Our superior operational and financial results flow from an unwavering focus on customer satisfaction and operational execution. We expect our growth momentum to continue in our fourth fiscal quarter of 2005 and as we move into fiscal 2006,” said President and Chief Executive Officer Timothy L. Main.

Jabil management also updated its guidance and outlook. For the fourth quarter of fiscal 2005, Jabil indicated that they currently foresee net revenue in a range of $2.0 to $2.1 billion and core earnings per share in a range of $0.35 to $0.37 per diluted share, depending upon actual levels of production. GAAP earnings per share for the fourth quarter are currently estimated to be in a range of $0.31 to $0.33 per diluted share. (Expected GAAP earnings per share for the fourth quarter of fiscal year 2005 are currently estimated to include $0.04 per share for amortization of intangibles.)

The company reiterated its full fiscal year 2005 guidance. Jabil expects to produce net revenue of approximately $7.5 billion and core earnings per share in a range of $1.27 to $1.29 per diluted share, depending upon actual levels of production. GAAP earnings per share for the full fiscal year are currently estimated to be in a range of $1.08 to $1.10 per diluted share. (Expected GAAP earnings per share for the year are currently estimated to include $0.19 per share for amortization of intangibles.)

The company also provided guidance for its first fiscal quarter of 2006. Jabil said it expects sequential revenue growth for its first fiscal quarter of 8 to 17 percent, indicating a revenue range of $2.2 to $2.4 billion and core earnings of $0.40 to $0.44 per diluted share, depending upon actual levels of production. GAAP earnings per share for the first fiscal quarter of 2006 are currently estimated to be in a range of $0.37 to $0.41 per diluted share. (Expected GAAP earnings per share for the first quarter of fiscal year 2006 are currently estimated to include $0.03 per share for amortization of intangibles.)

# #

Q3 2005 Earnings Release—Add Two
June 21, 2005

Supplemental Information

The financial results disclosed in this release include certain measures calculated and presented in accordance with GAAP. In addition to the GAAP financial measures, Jabil provides supplemental, non-GAAP financial measures to facilitate evaluation of Jabil’s core operating performance. The non-GAAP financial measures disclosed in this release exclude certain amounts that are included in the most directly comparable GAAP measures. The non-GAAP, or core financial measures disclosed in this release do not have standard meanings and may vary from the non-GAAP financial measures used by other companies.

Jabil has incurred charges from its acquisitions that are included in the GAAP financial measures disclosed in this release. Management believes that the nature of these amounts do not impact the performance of its core manufacturing operations. Management believes core financial measures (which exclude the effects of the amortization of intangibles, acquisition-related charges, restructuring and impairment charges and other income) are a useful measure that facilitates evaluating the past and future performance of Jabil’s ongoing operations on a comparable basis. Jabil reports core operating income, core earnings and core earnings per share to provide its investors with an alternative method for assessing operating income, earnings and earnings per share from what it believes to be its core manufacturing operations. Included in this release is a Consolidated Statement of Earnings as well as a reconciliation of the disclosed core financial measures to the most directly comparable GAAP financial measures.

Company Conference Call Information

Jabil Circuit will conduct a conference call to announce its third quarter of fiscal 2005 earnings today at 4:30 p.m. EDT, live on the Internet at http://jabil.com. This earnings conference call will be recorded and archived for playback on the web at http://jabil.com.

The news release and information about Jabil’s earnings will also be available in the investor relations’ section of the web site (jabil.com) by approximately 4:30 p.m., EDT. A taped replay of the conference call will also be available June 21, 2005 at approximately 7:30 p.m. EDT through midnight on June 22, 2005. To access the replay, call (800) 642-1687 from within the United States, or (706) 645-9291 outside the United States. The passcode is 6823595. An archived webcast of the conference call will be available at http://jabil.com/investors/.

Jabil is an electronic product solutions company providing comprehensive electronics design, manufacturing and product management services to global electronics and technology companies. Jabil helps bring electronics products to the market faster and more cost effectively by providing complete product supply chain management around the world. With more than 44,000 employees and facilities in 19 countries, Jabil provides comprehensive, individualized-focused solutions to customers in a broad range of industries. Jabil common stock is traded on the New York Stock Exchange under the symbol, “JBL”. Further information is available on the company’s website: jabil.com.

Investor & Media Contact:
Beth Walters
Vice President, Investor Relations & Communications
Jabil Circuit, Inc.
(727) 803-3349
investor_relations@jabil.com

JABIL CIRCUIT, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

	May 31,			August 31,
	2005			2004
ASSETS
Current assets
Cash and cash equivalents	$	681,042		$	621,322
Accounts receivable, net		899,427			777,357
Inventories		739,111			656,681
Prepaid expenses and other current assets		85,174			70,143
Deferred income taxes		44,045			57,172
Total current assets		2,448,799			2,182,675
Property, plant and equipment, net		831,269			776,353
Goodwill and intangible assets, net		457,896			352,426
Deferred income taxes		23,571			5,923
Other assets		29,580			11,979
Total assets	$	3,791,115		$	3,329,356
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Current installments of notes payable, long-term debt and long-term lease obligations	$	637		$	4,412
Accounts payable		1,165,720			937,636
Accrued expenses		213,442			213,418
Income taxes payable		1,360			3,618
Total current liabilities		1,381,159			1,159,084
Notes payable, long-term debt and long-term lease obligations, less current installments		311,881			305,194
Deferred income taxes		8,291			—
Other liabilities		43,690			45,738
Total liabilities		1,745,021			1,510,016
Stockholders’ equity
Common stock		203			201
Additional paid-in capital		1,012,861			976,129
Retained earnings		951,268			789,953
Unearned compensation		(9,014	)		—
Accumulated other comprehensive income		90,776			53,057
Total stockholders’ equity		2,046,094			1,819,340
Total liabilities and stockholders’ equity	$	3,791,115		$	3,329,356

JABIL CIRCUIT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands, except for per share data)
(Unaudited)

	Three months ended						Nine months ended
	May 31,			May 31,			May 31,			May 31,
	2005			2004			2005			2004
Net revenue	$	1,938,415		$	1,625,850		$	5,487,796		$	4,626,720
Cost of revenue		1,776,333			1,489,935			5,030,404			4,226,029
Gross profit		162,082			135,915			457,392			400,691
Operating expenses:
Selling, general and administrative		71,688			65,913			205,914			197,908
Research and development		5,667			3,318			17,761			9,408
Amortization of intangibles		11,491			10,792			32,402			32,903
Acquisition-related charges (1)		—			—			—			1,339
Operating income		73,236			55,892			201,315			159,133
Other loss (income) (2)		—			6,370			—			6,370
Interest income		(4,214	)		(2,087	)		(9,007	)		(5,558	)
Interest expense		6,972			5,584			18,040			15,120
Income before income taxes		70,478			46,025			192,282			143,201
Income tax expense		11,125			5,894			30,967			20,559
Net income	$	59,353		$	40,131		$	161,315		$	122,642
Earnings per share:
Basic	$	0.29		$	0.20		$	0.80		$	0.61
Diluted	$	0.29		$	0.19		$	0.78		$	0.59
Common shares used in the calculation of earnings per share:
Basic		202,666			200,716			202,021			200,203
Diluted		207,736			206,371			206,643			206,151

(1) There were no acquisition-related charges recorded during the nine months ended May 31, 2005. During the nine months ended May 31, 2004, we recorded acquisition-related charges of $1.3 million ($1.0 million after-tax) primarily in connection with the acquisitions of certain operations of Royal Philips Electronics and NEC Corporation.

(2) There was no other income/loss recorded during the nine months ended May 31, 2005. During the three months and nine months ended May 31, 2004, we recorded a loss of $6.4 million ($4.0 million after-tax) on the write-off of unamortized issuance costs associated with our $345 million, 20-year, 1.75% convertible subordinated notes, which were retired in May 2004.

JABIL CIRCUIT, INC. AND SUBSIDIARIES
SUPPLEMENTAL DATA
RECONCILIATION OF GAAP FINANCIAL RESULTS TO NON-GAAP MEASURES
(In thousands, except for per share data)
(Unaudited)

	Three months ended				Nine months ended
	May 31,		May 31,		May 31,		May 31,
	2005		2004		2005		2004
Operating income (GAAP)	$	73,236	$	55,892	$	201,315	$	159,133
Amortization of intangibles		11,491		10,792		32,402		32,903
Acquisition-related charges		—		—		—		1,339
Core operating income (Non-GAAP)	$	84,727	$	66,684	$	233,717	$	193,375
Net income (GAAP)	$	59,353	$	40,131	$	161,315	$	122,642
Amortization of intangibles, net of tax		9,503		8,972		27,419		26,799
Acquisition-related charges, net of tax		—		—		—		987
Other loss (income), net of tax		—		3,975		—		3,975
Core earnings (Non-GAAP)	$	68,856	$	53,078	$	188,734	$	154,403
Earnings per share: (GAAP)
Basic	$	0.29	$	0.20	$	0.80	$	0.61
Diluted	$	0.29	$	0.19	$	0.78	$	0.59
Core earnings per share: (Non-GAAP)
Basic	$	0.34	$	0.26	$	0.93	$	0.77
Diluted	$	0.33	$	0.26	$	0.91	$	0.75
Common shares used in the calculations of earnings per share:
Basic		202,666		200,716		202,021		200,203
Diluted		207,736		206,371		206,643		206,151