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<SEC-DOCUMENT>0001157523-06-000153.txt : 20060109
<SEC-HEADER>0001157523-06-000153.hdr.sgml : 20060109
<ACCEPTANCE-DATETIME>20060109165445
ACCESSION NUMBER:		0001157523-06-000153
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20060109
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060109
DATE AS OF CHANGE:		20060109

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ARROW ELECTRONICS INC
		CENTRAL INDEX KEY:			0000007536
		STANDARD INDUSTRIAL CLASSIFICATION:	WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065]
		IRS NUMBER:				111806155
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-04482
		FILM NUMBER:		06519729

	BUSINESS ADDRESS:	
		STREET 1:		25 HUB DR
		CITY:			MELVILLE
		STATE:			NY
		ZIP:			11747
		BUSINESS PHONE:		5163911300

	MAIL ADDRESS:	
		STREET 1:		50 MARCUS DR
		CITY:			MELVILLE
		STATE:			NY
		ZIP:			11747
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>a5052546.txt
<DESCRIPTION>ARROW ELECTRONICS, INC. 8-K
<TEXT>

                                  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): January 9, 2006


                             ARROW ELECTRONICS, INC.

                         ------------------------------

               (Exact Name of Company as Specified in its Charter)


        NEW YORK                       1-4482                    11-1806155
(State of Incorporation)            (Commission                (IRS Employer
                                    File Number)             Identification No.)

        50 MARCUS DRIVE, MELVILLE, NEW YORK                        11747
     (Address of Principal Executive Offices)                   (Zip Code)

         Company's telephone number, including area code: (631) 847-2000

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing  obligation  of the company  under any of the
following provisions:

|_| Written communications pursuant to Rule 425 under the Securities Act
    (17CFR230.425)

|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17CFR240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17CFR240.14d-2(b))

|_| Pre commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17CFR240.13e-4(c))


<PAGE>

Item 8.01       Other Events.

On January 9, 2006,  Arrow  Electronics,  Inc.  (the  "Company")  issued a press
release announcing that the Company will redeem all of its remaining outstanding
Zero Coupon Convertible Senior Debentures Due 2021 (the "Debentures"),  pursuant
to the terms and subject to the conditions set forth in the Indenture,  dated as
of January 15,  1997,  between the Company and The Bank of New York,  a New York
banking corporation,  as successor to Bank of Montreal Trust Company, as trustee
(the  "Trustee"),  as supplemented by the  Supplemental  Indenture,  dated as of
February  21,  2001,  between the  Company and the Trustee and the  Supplemental
Indenture,  dated as of March,  11,  2005,  between  the Company and the Trustee
(collectively,  the "Indenture"), on February 21, 2006, at a redemption price of
$552.08 in cash per $1,000 principal amount at maturity outstanding. A notice of
redemption is being mailed to all registered holders of the Debentures.

A copy  of  the  press  release  is  attached  hereto  as  Exhibit  99.1  and is
incorporated herein by reference.



Item 9.01       Financial Statements and Exhibits.

       (c)      Exhibits
                --------
                99.1 press release issued by Arrow Electronics, Inc. dated
                January 9, 2006.








<PAGE>

                                   SIGNATURES

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

Dated: January 9, 2006

                               ARROW ELECTRONICS, INC.

                               By: /s/ Peter S. Brown
                                   ---------------------------------------------
                                   Name: Peter S. Brown
                                   Title: Senior Vice President, General Counsel
                                   and Secretary









<PAGE>

                                  EXHIBIT INDEX

        Exhibit
        Number          Description
        -------         --------------------------------------------------------

        99.1            Press release issued by Arrow Electronics, Inc. dated
                        January 9, 2006.
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>a5052546ex99_1.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>
                                                                    Exhibit 99.1


               Arrow Announces Redemption of All Outstanding Zero
                  Coupon Convertible Senior Debentures Due 2021


     MELVILLE, N.Y.--(BUSINESS WIRE)--Jan. 9, 2006--Arrow Electronics, Inc.
(NYSE: ARW) announced today that it will redeem all of its outstanding Zero
Coupon Convertible Senior Debentures Due 2021 (CUSIP No. 042735 AY6) (the
"Debentures") on February 21, 2006 at a redemption price in cash equal to
$552.08 per $1,000 principal amount at maturity of the Debentures, or
approximately $156.3 million. Arrow will utilize a portion of its cash and
short-term investments on-hand to fund the redemption. The original issue
discount on the outstanding Debentures will cease to accrue on and after
February 21, 2006.
     The Debentures may be converted into common stock, par value $1.00 per
share, of Arrow, at any time until February 14, 2006. Today's applicable
conversion rate is 11.972 shares of our common stock per $1,000 principal amount
at maturity of Debentures.
     The details concerning the material terms and conditions relating to the
redemption and conversion are fully described in a Notice of Redemption that
will be mailed to record holders of the Debentures today. Questions regarding
the redemption may be directed to The Bank of New York at 800-548-5075.

     Arrow Electronics is a major global provider of products, services and
solutions to industrial and commercial users of electronic components and
computer products. Headquartered in Melville, New York, Arrow serves as a supply
channel partner for nearly 600 suppliers and 150,000 original equipment
manufacturers, contract manufacturers and commercial customers through a global
network of more than 200 locations in 53 countries and territories.

     Safe Harbor

     The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for forward-looking statements. This press release contains
forward-looking statements that are subject to certain risks and uncertainties
which could cause actual results or facts to differ materially from such
statements for a variety of reasons including, but not limited to: industry
conditions, changes in product supply, pricing, and customer demand,
competition, other vagaries in the computer and electronic components markets,
changes in relationships with key suppliers, the effects of additional actions
taken to lower costs, the ability of the company to generate additional cash
flow and the other risks described from time to time in the company's reports to
the Securities and Exchange Commission (including the company's Annual Report on
Form 10-K and Quarterly Reports on Form 10-Q). Forward-looking statements are
those statements, which are not statements of historical fact. You can identify
these forward-looking statements by forward-looking words such as "expects,"
"anticipates," "intends," "plans," "may," "will," "believes," "seeks,"
"estimates," and similar expressions. Shareholders and other readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as of the date on which they are made. The company undertakes no
obligation to update publicly or revise any forward-looking statements.


     CONTACT: Arrow Electronics, Inc.
              Ira M. Birns, 631-847-1657
              Vice President & Treasurer
              or
              Paul J. Reilly, 631-847-1872
              Senior Vice President & Chief Financial Officer
              or
              Media Contact:
              Jacqueline F. Strayer, 631-847-2101
              Vice President, Corporate Communications
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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