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                                  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 Act of 1934

Date of Report (Date of earliest event reported)               February 27, 2002


                            Commission File #0-18018



                              AEROVOX INCORPORATED
             (Exact name of registrant as specified in its charter)





           Delaware                                         76-0254329
           --------                                         ----------
(State or other jurisdiction of                          (I.R.S.Employer
 incorporation or organization)                         Identification No.)




               167 John Vertente Boulevard, New Bedford, MA 02745
            --------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (508) 994-9661
                                 --------------
                          Registrant's telephone number

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ITEM 5. OTHER EVENTS

On June 6, 2001, Aerovox Incorporated ("the Company") filed a voluntary petition
for bankruptcy protection, on behalf of its U.S. operation, under Chapter 11 of
the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of
Massachusetts, Eastern Division ("the Bankruptcy Court"). The Company's two
foreign subsidiaries, BHC Aerovox Ltd., in Weymouth, England and Aerovox de
Mexico, located in Juarez and Mexico City, Mexico, have not filed petitions for
bankruptcy.

The Company is currently operating as a debtor-in-possession pursuant to
Sections 1107 and 1108 of the Bankruptcy Code. Business operations will continue
to be managed by the Company's directors and officers, subject to the
supervision of the Bankruptcy Court.

Under applicable bankruptcy requirements and procedures, the Company prepares
and files with the Bankruptcy Court monthly operating statements, including but
not limited to the following items: (i) monthly reporting questionnaire; (ii)
comparative balance sheets; (iii) summary of accounts receivable; (iv) schedule
of post-petition liabilities; (v) income statements; and (vi) statement of
sources and uses of cash (the "Monthly Bankruptcy Statements").

In light of the substantial expense and undue hardship that would be incurred by
the Company in preparing quarterly and annual reports on Forms 10-Q and 10-K,
respectively (the "Quarterly/Annual Reports"), and in consideration of the
belief that the Monthly Bankruptcy Statements provide investors with timely and
sufficient information, the Company requested on July 23, 2001 that the
Commission issue a "no-action" letter, which would allow the Company to modify
its periodic reporting practices as required under the Securities Exchange Act
of 1934.

On October 5, 2001 the Company received verbal notification that its request had
not been approved. The basis for not approving the request was (i) the trading
volume of Aerovox shares; (ii) the number of market makers and (iii) a number of
other issues, including the lack of detail provided in the "no action" letter
request regarding the Company's default with respect to its senior debt. At this
time, the Company is reviewing its option to revise its request for a
"no-action" letter. In the meantime, the Company will file modified reports in
the form of Monthly Bankruptcy Statements as exhibits to Current Reports on Form
8-K, pursuant to Exchange Act Release No. 9660.

ITEM 7. EXHIBITS
(a) Financial statements of business acquired. Not applicable.
(b) Pro forma financial information. Not applicable.
(c) Exhibits.

Exhibit
-------
  No.                            Description
  --                             -----------
  99.1    Monthly Reporting Questionnaire for the Period December 30, 2001 -
          January 26, 2002
  99.2    Comparative Balance Sheets for the Period December 30, 2001 - January
          26, 2002
  99.3    Summary of Accounts Receivable for the Period December 30, 2001 -
          January 26, 2002
  99.4    Schedule of Post-Petition Liabilities for the Month Ended January 26,
          2002
  99.4.1  Post-Petition Liabilities Detail
  99.5    Income Statement for the Period December 30, 2001 - January 26, 2002
  99.6    Statement of Sources and Uses of Cash for the Period December 30,
          2001 - January 26, 2002

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SIGNATURE

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 thereunto duly authorize;

                                             AEROVOX INCORPORATED


DATE  March 18, 2002                         BY /S/ F. RANDAL HUNT
                                                ------------------
                                                F. Randal Hunt
                                                Senior Vice President and
                                                Chief Financial Officer

