SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-K

             [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)OF THE
                         SECURITIES EXCHANGE ACT OF 1934

For the Fiscal year ended JANUARY 2, 1998           Commission File No. 0-4466

                             COMPUTER PRODUCTS, INC.
                             -----------------------
             (Exact name of Registrant as specified in its charter)

             FLORIDA                                      59-1205269
             -------                                      ----------
 (STATE OR OTHER JURISDICTION OF                      (I.R.S. EMPLOYER
         INCORPORATION)                              IDENTIFICATION NO.)

7900 GLADES ROAD, SUITE 500, BOCA RATON, FL                33434-4105
-----------------------------------------                 -------------
(Address of principal executive offices)                    (ZIP CODE)

                                 (561) 451-1000
                                 --------------
              (Registrant's telephone number, including area code)

          SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

                                      NONE

          SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                          COMMON STOCK, $.01 PAR VALUE
                          COMMON STOCK PURCHASE RIGHTS
                          ----------------------------
                              (Title of each class)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such shorter  periods that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. YES X NO __.

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of Registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K [ X].

The  aggregate  market value of the voting stock held by  non-affiliates  of the
Registrant as of March 13, 1998 was approximately $784 million.

As of March  13,  1998,  38,521,952  shares of the  Registrant's  $.01 par value
common stock were outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Company's annual shareholders' report for the year ended January
2, 1998 (the "Annual Report") are incorporated by reference into Parts I and II.

Portions of the Company's proxy statement for the annual meeting of shareholders
to be held May 6, 1998 are incorporated by reference into Part III.

<PAGE>

                                     PART I

ITEM 1.  BUSINESS

Computer  Products,  Inc. (the "Company") was incorporated under the laws of the
State of Florida in 1968. Unless the context indicates otherwise, as used herein
the  term  "Company"  means  Computer   Products,   Inc.  and  its  consolidated
subsidiaries.

The  Company  has begun  doing  business  under the name  Artesyn  Technologies.
Management will request  shareholder  approval at its next annual  shareholders'
meeting in May 1998 to legally  change the Company's  corporate  name to Artesyn
Technologies,  Inc. Pending shareholder approval,  the Company's legal name will
remain Computer Products, Inc. and trade under The Nasdaq National Market symbol
CPRD.

The Company  designs,  develops,  manufactures  and markets (1) power conversion
products for electronic equipment used in commercial and industrial applications
requiring a precise and constant  voltage level for proper  operation,  (2) high
performance  single-board  computers,   systems  and  subsystems  for  real-time
applications,  and (3) provides  repair  services and logistics for a variety of
products primarily for a significant customer.

POWER CONVERSION

INDUSTRY OVERVIEW

The Company is one of the leading providers of power supplies,  power converters
and  distributed  power  systems to the  communications  industry.  According to
independent  industry  sources,  the Company  ranks among the top ten  worldwide
independent power supply manufacturers in sales volume.

Power supplies,  power  converters and  distributed  powers systems perform many
essential  functions  relating to the supply,  regulation,  and  distribution of
electrical  power within  electronic  equipment.  Electronic  systems  require a
steady supply of electrical power at one or more voltage levels.  AC-to-DC power
supplies  convert  alternating  electric  current  (`AC")  (the  form  in  which
virtually all electric current is delivered by utility companies) from a primary
power source into the direct  current ("DC")  required to operate  virtually all
solid state electronic equipment.  DC-to-DC power supplies are used to convert a
particular  direct current voltage into another (higher or lower) direct current
voltage  that is required  by the  electronic  device to which it is  connected.
Power supplies can also be designed to perform diagnostic functions that prevent
electronic equipment from being damaged by such equipment's own malfunction,  as
well as provide power through use of a short-term  battery  back-up  system when
the electronic equipment's primary power source fails.

The dominant  technology  now used in power  supplies is  switching  technology.
Before the development of switching power supplies,  power supply technology was
fairly simple,  and power supplies  consisted of a transformer  and some related
components to rectify and control power surges.  As the complexity of electronic
equipment has increased,  power supplies and their  underlying  technology  have
become more advanced.  Switching power supplies,  such as those  manufactured by
the Company, have hundreds of components,  provide advanced diagnostic and power
management functions,  can be designed to provide battery back-up power, and are
smaller and more efficient than older power supplies using simpler technology.

<PAGE>

                            SWITCHING POWER SUPPLIES

[GRAPHIC SHOWING FROM AC WALL POWER IN TO AC TO DC POWER SUPPLY TO A DISK
         DRIVE OR MEMORY OR INTEGRATED CIRCUITS OR MOTORS OR MONITORS]

A further  enhancement of AC/DC power  supplies  utilizing a newer more flexible
switching  technology is emerging  which the Company  refers to as  "distributed
power  architecture"   ("DPA").   Most  electronic  systems  have  a  number  of
subsystems,  each of which may require a different operating voltage or level of
power. As a result, power supplies can be designed to have multiple outputs that
can provide varying voltage levels to all subsystems of an electronic system. In
such power  supplies,  power is  "distributed"  throughout the system so that in
addition to the system's main AC/DC power supply, DC/DC converters located on or
near the  subsystem  or  component  being  powered  change the DC voltage to the
specific level of DC voltage needed for that particular  subsystem or component.
Distributed  power  permits  greater   flexibility  to  meet  the  power  supply
requirements  of electronic  systems if  components or subsystems  are added or
upgraded.

                         DISTRIBUTED POWER ARCHITECTURE

                     [GRAPHIC SHOWING FROM INPUT TO AC TO DC
                  FRONT END TO OUTPUT TO VARIOUS SUB SYSTEMS]

MARKET OVERVIEW

The overall market for power supplies can be classified as follows:

      Merchant/Captive.   Merchant   power  supply   manufacturers   design  and
manufacture power supplies for use by other third parties.  Captive power supply
manufacturers  design and  manufacture  power  supplies for use within their own
products.  Currently,  the merchant segment of the market is approximately  55%.
According to independent industry sources, the merchant segment of the market is
projected  to grow to 60% of the  overall  market in the year  2000 as  Original
Equipment  Manufacturers  ("OEMs")  demand product options and features and high
quality  levels that make power  supplies  increasingly  difficult to design and
manufacture in-house.

<PAGE>

Power Range. The power supply market is also segmented by power supply output
range, as follows:

<TABLE>
<CAPTION>

                          Typical                                                           Representative

Power Range           Characteristics                          End Users                     Applications

---------------------------------------------------------------------------------------------------------------------------------
<S>               <C>                                  <C>                             <C>
LOW               o Less than 150 Watts                 o  PC Companies                o Personal Computers
                  o Lower Technology                    o  Consumer Electronics        o Consumer Electronics
                  o Higher Volume                                                      o Desk Top Printers
                  o Lower Margin

MID               o 150-750 Watts                       o  Internetwork Companies      o Routers, Hubs
                  o High Technology                     o  Computer Companies          o Workstations, Fault
                  o Moderate Volume                     o  Medical Companies           o Tolerant Computers
                  o Higher Margin                                                      o Blood Analyzers

HIGH              o More than 750 Watts                 o  Computer Companies          o Main-frame Computers
                  o High Technology                     o  Industrial Companies        o Industrial Process Control
                  o Lower Volume                        o  Internetworking Companies   o High-end Routers/Switches
                  o Higher Margin
</TABLE>

      Custom/Standard.  Custom power supplies are designed and  manufactured  to
meet the form, fit, and functional  requirements of an OEM's unique and specific
application.  They are  attractive to OEMs because they present  maximum  design
flexibility,  provide the lowest  cost,  and allow the use of special  features.
Standard, "off-the-shelf" power supplies are not design-specific but also do not
require  substantial  up-front  engineering  design  costs.  Once a product  has
reached the stage of development where the OEM is confident that there will be a
market demand for the product, it is typically cost-effective to custom design a
unique power supply to meet that  product's  specific  requirements.  The OEM is
then able to utilize a moderately high-volume, customized solution at the lowest
cost per watt of power without paying for unnecessary features or capabilities.

The  Company   currently   offers   standard   power   products  in  over  1,000
configurations  and  accommodates  a wide variety of customer  applications.  In
addition to its standard power supply  products,  the Company pursues the custom
power supply  business  because it  capitalizes on its strengths in the areas of
sophisticated design,  volume  manufacturing,  and customer service. It has been
the  Company's   experience  that   competition   among  qualified   design  and
manufacturing  outsourcing  companies  providing these  customized  solutions is
intense.  The competition  causes downward  pressure on gross margins,  which is
only partially offset by lower selling and distribution costs.

The Company  believes a number of important  trends affecting its customers will
continue to shape the power supply  marketplace.  The applications  markets that
are growing  rapidly,  such as  workstations  and data  communications  hardware
(e.g.,  hubs,  routers and file servers),  need  mid-range  power  supplies.  In
addition, OEMs face pressure from end-users to improve the price and performance
of products,  bring new products to market quickly, provide more product options
and features,  reduce  product size,  and meet  increasingly  complex safety and
regulatory  agency  standards.  The Company  believes that these  pressures will
support the need for and encourage a modest migration from captive manufacturers
to  merchant-provided,  custom-designed  power supply  manufacturers such as the
Company particularly the mid-range segment of the market.

The Company's  Power  Conversion  products are  manufactured  in Redwood  Falls,
Minnesota;   Broomfield,   Colorado;  Huntington  Beach,  California;  Kindberg,
Austria;  Tatabanya,   Hungary;  Chomutov,  Czech  Republic;  Youghal,  Ireland;
Oberhausen and Ensiedel,  Germany; and in Hong Kong and Zhongshan,  China. Power
Conversion  activities  are also  carried  on in  Vienna,  Austria;  Etten-Leur,
Netherlands;   Eden  Prairie,  Minnesota;  Boston,  Massachusetts  and  Fremont,
California.

COMPUTER SYSTEMS

The  Company's   Computer  Systems   division  designs  and  manufactures   high
performance  board-level  computers and communication  controllers,  integrating
them with  real-time  operating  system and protocol  software to form  complete
subsystems for communications and other real-time applications.

The products are designed around and incorporate industry standards which permit
easy portability to a variety of applications.  The technology relies on popular
and powerful  microprocessors from sources such as Motorola, Intel and MIPS. The
primary product line combines both the worldwide industry standard VMEbus, which
defines physical board size and signal  characteristics  for the interconnection
of microprocessors.  Application requirements for these products usually include
environments requiring rapid computer response time with high quality processing
capabilities, such as telecommunications or data communications.

The  Company's  Computer  Systems'  customers  are  primarily  OEMs  who use the
products for high-speed telecommunications  applications.  They are also used in
other  areas such as medical  instrumentation,  airplane  and  weapons  training
simulators,  process control, industrial automation and traffic control systems.
Management  believes  that the market for VMEbus  and  real-time  products  will
expand as  communications  companies  move from  proprietary  to open systems in
order to speed time to market and enhance upgrade capability.

The Company's Computer Systems' products are manufactured in Madison, Wisconsin.

SERVICES AND LOGISTICS

The Company's  Services and Logistics  division  provides  repair services for a
variety of products  primarily  manufactured  by  Hewlett-Packard  Company.  The
process to repair  products  that fail in the field  involves  the  logistics of
arranging for return of products and,  when they have been  repaired,  arranging
for delivery of products to their  customers.  This  function has  traditionally
been  accomplished  as part of the OEM's  business.  In the 1980s and 1990s,  as
companies  have  focused  their  energies  on  core  competencies,   electronics
manufacturers  have often  outsourced  many activities that they do not consider
essential to their business. In the case of the Company's Services and Logistics
operation,  the Company was retained by Hewlett-Packard ("HP") in 1992 to manage
inbound and outbound  logistics for some of HP's computer products and to repair
certain  products.  This  business  has  grown  rapidly  since  1992  as HP  has
transferred repairs of more products to the Company. Since 1992, the Company has
taken over  repair of laserjet  and deskjet  printers,  faxes,  scanners  and to
service other products.  Through 1997, nearly all of the Company's  Services and
Logistics' sales were to HP.

It is the  Company's  strategy to expand its Services and  Logistics  facilities
within  the  value  chain of  manufacturer  distribution  and  repair.  For this
purpose, the Company has established a Foreign Trade Zone ("FTZ"),  which allows
reduced or delayed  customs duties on products  returned from foreign  locations
for repair or on component  parts  shipped to the United States and assembled in
the FTZ. The FTZ, together with existing repair processes, allows the Company to
service both domestic and foreign  products and, in combination with its process
design  capability,  to  perform  assembly  or light  manufacturing  operations.
Another expansion of the value chain involves network services operations, which
plan to target  configuration  and installation of hardware,  as well as provide
follow-on maintenance.

The Company's Services and Logistics division is located in Lincoln, California.

                                    STRATEGY

The  Company's  objective is to be the supplier of choice to  multinational  OEM
customers who require sophisticated power supply solutions and who are likely to
have substantial volume requirements.  To achieve this objective,  the Company's
strategy is to differentiate  itself from its competition through utilization of
new and advanced  technology  and design,  fastest  time-to-market  and superior
product  performance,  quality,  service and the lowest total cost of ownership.
The Company's  primary target market for the last several years has been OEMs in
the  communications,   networking,   computer  and  other  electronic  equipment
marketplaces.  These OEMs manufacture  hubs,  routers,  high  availability  file
servers and disk arrays which  typically  have  complex  technical  needs,  high
product  reliability  standards,  short product  development cycles and variable
production needs. The Company implements its strategy by combining the following
key elements:

      Deliver High-Quality Products and Services

The Company believes that quality and responsiveness to the customer's
needs are of critical importance in its efforts to compete successfully. The
Company actively involves its employees in implementing techniques to measure,
monitor and improve performance and provides its employees with education and
training, including courses in statistical process control and related
techniques. Also, employees participate in the Company's planning sessions and
monitor adherence to their annual plans on a monthly basis. Through its
commitment to customer service and quality, the Company believes it is able to
provide superior value to its customers.

      Provide Leading-Edge Engineering and Time-to-Market

The Company's  target  markets and customers  are  characterized  by high growth
rates and continually evolving technology.  As a result, its customers typically
require  leading-edge  technology  designed in a relatively  short  period.  The
Company has been  working to enhance  time-to-market  through  two  initiatives:
concurrent  engineering  and  design-ready  platforms.   Concurrent  engineering
creates  a  process  allowing  all  functional  disciplines  to  take  part in a
product's  design from the very  beginning.  With  design-ready  platforms,  the
Company can modify standard  platforms to meet specific  customers'  needs for a
customized  product, a fast fulfillment  schedule and an affordable price. These
initiatives have contributed to a reduction of  time-to-market  from 72 weeks in
1994 to 24 weeks in 1997.

      Develop and Expand Collaborative Relationships

Through the development and expansion of  collaborative  relationships  with its
customers,  the Company attempts to satisfy their needs by offering a full range
of value-added  services,  including design expertise,  process  development and
control, testing,  inventory management, and rapid response to volume and design
changes.  Some  custom-designed  projects are priced  based on  agreed-to  gross
margins  and  allow  for a  sharing  of the  costs,  risks  and  rewards  of the
manufacturing  process with the customer.  These  relationships also provide the
Company with increased knowledge regarding the customer's products.  The Company
focuses its efforts on customers with which it believes the  opportunity  exists
to develop long-term business collaborations.

      Offer Customers the Lowest Total Cost of Ownership

The Company  strives to create  value for its  customers  by  offering  them the
lowest  total cost of  ownership.  Through  manufacturing  flexibility,  reduced
time-to-market,   world-wide  procurement,  design  for  manufacturability,  and
unmatched  customer  service,  the Company is able to complement each customer's
unique set of needs.  The Company  has built  long-standing  relationships  with
industry  leaders by  providing  a high level of  consultation  at the  earliest
stages of design  development.  This  hands-on  approach  enables the Company to
design all its products for  manufacturability to maximinze quality and minimize
unit cost.

      Leverage Advanced Manufacturing and Management Techniques

The Company's  strategy focuses on the quality of all elements of the production
process,  rather than merely the quality of the end product.  To implement  this
strategy,  the Company uses  sophisticated  design and manufacturing  techniques
(such as computer integrated design and manufacture,  computer aided design, and
automated  testing  and  assembly  of printed  circuit  boards),  combined  with
advanced   management   techniques,    including   just-in-time   manufacturing,
statistical process control and total quality commitment. These techniques allow
the  Company  to  decrease  production  costs by  improving  the  efficiency  of
production processes.

      Expand Complementary Businesses

The Company believes that providing a wide range of services affords the Company
a competitive  advantage,  as it further addresses  customer needs and therefore
increases  the  likelihood  that the Company will make  continuing  sales to its
customers.  For  example,  at  a  customer's  request,  the  Company  may  build
assemblies by adding  cables,  harnesses,  frames,  and other  components to its
power supply unit. In addition, it offers power supply repair services for power
supplies manufactured by others.

                              PRODUCTS AND SERVICES

The  following  table sets forth sales of the  Company's  product  lines  (after
elimination  of  intercompany  transactions)  during the fiscal years  indicated
($000s): <TABLE> <CAPTION>

                                                          1997               1996              1995
                                                      -------------     --------------     --------------
<S>                                                        <C>               <C>                 <C>
Power Conversion                                           $474,116          $395,322            $314,422
Computer Systems                                             26,771            18,953              19,026
Services and Logistics                                       26,349            21,456              11,521
                                                      -------------     --------------     --------------
Total                                                      $527,236          $435,731            $344,969
                                                      =============     ==============     ==============
</TABLE>

For  further  information  on sales,  particularly  with  respect to foreign and
intercompany  sales,  refer to Note 18 of the  Notes to  Consolidated  Financial
Statements in the  Company's  Annual  Report,  which is  incorporated  herein by
reference.

                           MARKETING AND DISTRIBUTION

The  Company's  distribution  channels  consist  of  distributors,   independent
manufacturers' representatives,  and a direct sales team. The Company's business
is not seasonal in nature.  Power Conversion products are sold directly to OEMs,
private-label  customers and distributors.  In addition, the Company's sales and
engineering  personnel supervise and provide technical assistance to independent
domestic sales representatives and to domestic and foreign distributors.

Computer Systems products are marketed  domestically  through  independent sales
representative  organizations.  Substantially all foreign sales are made through
independent foreign distributors and foreign trading companies. Computer Systems
manages some sales on a direct basis.

Sales  representatives  are  responsible  for  marketing  the  Company's  repair
business in North America.

Although the Company seeks to diversify both its customer and market application
base, sales to one customer  (Hewlett-Packard Company) amounted to $79.2 million
or 15% of 1997 sales.

The Company has derived a significant  portion of its sales in recent years from
its  international  operations.   Thus,  the  Company's  future  operations  and
financial results could be significantly affected by international factors, such
as changes in foreign  currency  exchange  rates or political  instability.  The
Company's  operating  strategy and pricing take into account changes in exchange
rates over time.  However,  the Company's  future  results of operations  may be
significantly  affected in the short term by  fluctuations  in foreign  currency
exchange rates. See Note 17 of the Notes to Consolidated  Financial  Statements,
incorporated herein by reference, for additional information.

                            MATERIALS AND COMPONENTS

The manufacture of the Company's  products  requires a wide variety of materials
and  components.  The  Company  has  multiple  external  sources for most of the
materials and components used in its production  processes,  and it manufactures
certain  of  these  components.  Although  the  Company  has  from  time to time
experienced  shortages of certain supplies,  such shortages have not resulted in
any significant  disruptions in production.  The Company believes that there are
adequate alternative sources of supply to meet its requirements.

                          INTELLECTUAL PROPERTY MATTERS

The Company  believes that its future  success is primarily  dependent  upon the
technical competence and creative skills of its personnel,  rather than upon any
patent or other proprietary rights.  However,  the Company has protected certain
of its products  with  patents  where  appropriate  and has  defended,  and will
continue to defend, its rights under these patents.

                                     BACKLOG

Sales are made  pursuant to purchase  orders  rather than  long-term  contracts.
Backlog  consists of purchase  orders on hand  generally  having  delivery dates
scheduled within the next six months.  Order backlog from continuing  operations
at January 2, 1998 was $102.1  million as compared to $100.1  million at January
3, 1997.  Historically,  the effects of changes and cancellations  have not been
significant  to  the  Company's   operations.   The  Company   expects  to  ship
substantially  all of its  January  2, 1998  backlog  in the first six months of
fiscal 1998.

                                   COMPETITION

The  industries  in which  the  Company  competes  are  highly  competitive  and
characterized by increasing  customer demands for product  performance,  shorter
manufacturing   cycles  and  lower  prices.  These  trends  result  in  frequent
introductions  of  new  products  with  added   capabilities  and  features  and
continuous  improvements  in the  relative  price/performance  of the  products.
Increased  competition could result in price reductions,  reduced profit margins
and loss of market  share,  each of which could  adversely  affect the Company's
results  of  operations  and  financial   condition.   The  Company's  principal
competitors  include  Lucent  Technologies,  Delta  Product and Astec (BSR) plc.
Certain of the Company's major  competitors have also been engaged in merger and
acquisition  transactions.  Such  consolidations  by  competitors  are likely to
create  entities with increased  market share,  customer  bases,  technology and
marketing  expertise,  sales force size, and/or  proprietary  technology.  These
developments  may  adversely  affect  the  Company's  ability to compete in such
markets.

                            RESEARCH AND DEVELOPMENT

The Company  maintains  active  research and development  departments  which are
engaged  in the  modification  and  improvement  of  existing  products  and the
development of new products.  Expenditures  for research and development  during
the 1997, 1996, and 1995 fiscal years were  approximately  $30.0 million,  $23.6
million,  and $21.1  million,  respectively.  As a  percentage  of total  sales,
research and  development  accounted for 5.7%,  5.4%, and 6.1% in 1997, 1996 and
1995,  respectively.  Research and development spending has increased in each of
the past three years as the Company invested in new product platforms to service
the communications  industry.  The Company believes that the timely introduction
of new  technology  and  products is an important  component of its  competitive
strategy.

                                    EMPLOYEES

The Company presently employs approximately 4,200 full-time people. In addition,
the  Company   presently  has  approximately   2,700  temporary   employees  and
contractors  primarily in its China facility.  The Company's  ability to conduct
its present and  proposed  activities  would be impaired if the Company lost the
services of a significant  number of its engineers and technicians and could not
readily  replace them with  comparable  personnel.  Although there is demand for
qualified  technical  personnel,  the  Company  has not,  to  date,  experienced
difficulty in  attracting  and retaining  sufficient  engineering  and technical
personnel to meet its needs.

None of the Company's  domestic  employees is covered by  collective  bargaining
agreements.  The  Company  considers  its  relations  with its  employees  to be
satisfactory.

                              ENVIRONMENTAL MATTERS

Compliance  with federal,  state and local laws and  regulations  regulating the
discharge of materials  into the  environment  has not had,  and,  under present
conditions the Company does not anticipate that such laws and  regulations  will
have, a material  effect on the results of operations,  capital  expenditures or
competitive position of the Company.

                ACQUISITIONS AND DIVESTITURE; RECENT DEVELOPMENTS

ZYTEC  --  On  December  29,  1997,   shareholders  of  the  Company  and  Zytec
Corporation,  a  Minnesota  corporation  ("Zytec"),  approved  the merger of CPI
Acquisition Corp, a Minnesota  corporation and a wholly-owned  subsidiary of the
Company with and into Zytec,  pursuant to an Agreement  and Plan of Merger dated
September 2, 1997,  with Zytec  surviving as a  wholly-owned  subsidiary  of the
Company (the "Merger").  As a result of the Merger,  each  outstanding  share of
Zytec's common stock, no par value, was converted into the right to receive 1.33
shares of the  Company's  common  stock,  $0.01 par  value.  Approximately  14.1
million  shares of the Company's  stock were  exchanged  for Zytec  shares.  The
Merger  constituted a tax-free  reorganization  and has been  accounted for as a
pooling-of-interests.

THE ELBA  GROUP - - On July 22,  1997,  pursuant  to an  Agreement  on the Sale,
Purchase and Transfer of Shares, the Company acquired for a purchase price of 52
million Deutsche marks (approximately $28.5 million) all the outstanding capital
stock of the following  affiliated  companies:  Elba Electric  GmbH,  Elba Modul
GmbH,  Elba  Elektronik  AG, Elba  Electronics  Ltd.,  Elba  Electric-Produktion
s.r.o.,  Elba  Electronique  S.A.R.L.,  and KRP Power Source B.V.  (collectively
referred to as the Elba Group).  Such  acquisition  has been  accounted for as a
purchase transaction.

The Elba Group is engaged in the design,  manufacture  and  marketing  of a wide
range of both AC to DC and DC to DC power conversion products in Europe.  Elba's
fastest growing product segment is its medium power AC to DC converters (150-750
watts) sold to OEM communications  customers under the Elba and KRP Power Source
labels. The Elba Group's customers include major multinational corporations such
as Ericsson, Kodak, Krone AG and Siemens among others.

RTP CORP. - - On July 5, 1997, the Company sold  substantially all the assets of
its Industrial Automation Division,  RTP Corp. ("RTP") to RT Acquisition Florida
Corp. The sales price,  as  subsequently  adjusted on January 6, 1998,  included
$3.0 million in cash, a subordinated  unsecured promissory note due July 1998 in
the aggregate principal amount of approximately $1.1 million bearing interest at
the prime rate, and the assumption of certain of RTP's liabilities.

ITEM 2.  PROPERTIES

The Company currently occupies approximately 1,180,000 square feet of office and
manufacturing  space worldwide.  Approximately  47% of the space utilized by the
Company is owned while the remainder is leased.  Certain of the facilities owned
by the Company are subject to liens,  which are described in Note 8 to the Notes
to Consolidated Financial Statements, incorporated herein by reference.

The Company maintains the following facilities:
<TABLE>

<CAPTION>

                                                                           APPROXIMATE           OWNED VS.

      FACILITY                      PRIMARY ACTIVITY                      SQUARE FOOTAGE           LEASED

      --------                      ----------------                      --------------           ------
<S>                              <C>                                          <C>                  <C>
Boca Raton, FL                  Corporate Headquarters                         7,000               Leased
Eden Prairie, MN                Engineering, Administration                   28,000               Leased
Redwood Falls, MN               Manufacturing                                103,000               Owned
Redwood Falls, MN               Manufacturing                                 87,000               Leased
Broomfield, CO                  Manufacturing                                 81,000               Leased
Vienna, Austria                 Engineering, Administration                   17,200               Leased
Kindberg, Austria               Manufacturing                                 64,000               Leased
Tatabanya, Hungary              Magnetics Manufacturing                       49,000               Owned
Lincoln, CA                     Repair, Logistics                            210,000               Leased
Madison, WI                     Manufacturing                                 45,586               Owned
Fremont, CA                     Engineering, Administration                   44,565               Leased
Boston, MA                      Engineering, Administration                   40,000               Leased
Hong Kong                       Manufacturing                                144,900               Owned
Youghal, Ireland                Manufacturing                                 86,000               Owned
Huntington Beach, CA            Manufacturing                                 45,315               Owned
Oberhausen, Germany             Manufacturing                                 64,450               Owned
Ensiedel, Germany               Manufacturing                                 29,300               Owned
Chomutov, Czech Republic        Manufacturing                                 12,750               Owned
Etten-Leur, Netherlands         Administration                                19,550               Leased
</TABLE>

In addition to the above locations, the Company has leased sales offices located
in or near London and Chesterfield,  England;  Paris and  Vaulx-Milieu,  France;
Pfaffikon, Switzerland and Munich, Germany. The Company considers the facilities
described in this Item to be generally well-maintained, adequate for its current
needs and capable of  supporting  a  reasonably  higher  level of demand for its
products.

ITEM 3.  LEGAL PROCEEDINGS

None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On December  29,  1997,  a special  meeting of the  stockholders  of each of the
Company and Zytec was held  whereby  shareholders  of the  Company  voted on the
following proposal:

         Proposal to approve the  issuance of shares of common  stock,  $.01 par
         value per share of the Company,  pursuant to an  Agreement  and Plan of
         Merger,  dated as of  September  2,  1997,  between  the  Company,  CPI
         Acquisition Corp. and Zytec (the "Merger Agreement");

         while shareholders of Zytec voted on the following proposal:

         Proposal for the approval and adoption of the Merger Agreement pursuant
         to which CPI  Acquisition  Corp.  would be merged  with and into Zytec,
         with Zytec surviving as a wholly-owned subsidiary of the Company.

         The  shareholders  of the  Company  and Zytec  voted to  approve  their
         respective proposals by the following vote:

                                                                       BROKER
                           FOR            AGAINST       ABSTAIN      NON-VOTES
                           ---            -------       -------      ---------
Computer Products      17,271,652          60,232        38,719          0

Zytec Corporation       6,874,820         119,231       158,347          0

<PAGE>

<TABLE>
<CAPTION>

ITEM 4A.          EXECUTIVE OFFICERS

<S>                               <C>              <C>

Name                                Age           Position(s) with the Company
----                                ---           ----------------------------

Joseph M. O'Donnell                  51           Co-Chairman of the Board, President and Chief Executive Officer, Director

Richard J. Thompson                  48           Vice President - Finance, Chief Financial Officer, and
                                                  Secretary

Hartmut Liebel                       35           Corporate Treasurer

John M. Steel                        53           Vice President

Robert J. Aebli                      62           President - Communication Products

Louis R. DeBartelo                   57           President - Power Conversion North America

Harvey Dewan                         58           President, North America and Asia Manufacturing

Gary J. Duffy                        45           Managing Director - Power Conversion Europe

Ervin F. Kamm, Jr.                   58           President, Systems and Services Group

Thomas J. Kent                       49           President, Services and Logistics

Joseph J. Matz                       58           Managing Director - Zytec Austria
</TABLE>

Joseph M.  O'Donnell  was  appointed  as Chairman of the Board of  Directors  in
February 1997 and as Co-Chairman  of the Board  following the Merger in December
1997. Mr.  O'Donnell has served as President and Chief Executive  Officer of the
Company since July 1994. Mr. O'Donnell served as Managing  Director of O'Donnell
Associates,  a  consulting  firm,  from March 1994 to June 1994 and from October
1992 to September  1993; as Chief  Executive  Officer of Savin  Corporation,  an
office  products  distributor,  from  October  1993  to  February  1994;  and as
President and Chief Executive  Officer of Go/Dan  Industries,  a manufacturer of
automotive  parts,  from June 1990 to September  1992.  He is a Director of Boca
Research, Inc., a manufacturer of data communications, multimedia and networking
products,  and a Director  of V-Band  Corporation,  a  manufacturer  of computer
systems.

Richard J.  Thompson  has served as Vice  President - Finance,  Chief  Financial
Officer,  and  Secretary  of the Company  since June 1990.  Prior to joining the
Company,  Mr.  Thompson  served as Group  Controller  - Technical  Services  and
Controller - Pan Am/Asia Pacific at Control Data  Corporation,  a multi-national
computer company.

Hartmut  Liebel was  appointed  in February  1998 to the  position of  Corporate
Treasurer.  Prior to joining the Company,  Mr.  Liebel had been employed by W.R.
Grace & Co.,  a  global  specialty  chemical  supplier.  Mr.  Liebel  served  as
Assistant  Treasurer from 1995 to 1997 and Director of Financial Risk Management
during 1993 and 1994.

John M. Steel was appointed in December 1997 to the position of Vice President -
Marketing and New Product  Development and Director.  Mr. Steel was a co-founder
of Zytec and had been an officer and a director of Zytec since 1984.

Robert J. Aebli was  appointed in November  1993 to the position of President of
Communication  Products.  From 1991 to 1993 Mr. Aebli  served as Vice  President
Operations of Contraves, Inc., a manufacturer of testing and simulation systems.

Louis R.  DeBartelo was appointed  President of the Company's  Power  Conversion
North America Division in 1993. From 1992 to 1994 he served as President - Power
Conversion National Accounts Division and from 1990 to 1992 as President - Power
Conversion America.

Harvey Dewan was appointed  President of North America and Asia Manufacturing in
December  1997.  From February to December 1997, Mr. Dewan was Vice President of
Operations for the Company's Communication Products division. From 1969 to April
1996, Mr. Dewan held various positions with General Instrument Corporation, most
recently as Vice President of Quality and General Manager.

Gary J. Duffy has served as Managing  Director of the Company's  European  Power
Conversion  Division since 1987,  having held various  manufacturing and general
management positions since joining the Company in 1982.

Ervin F. Kamm, Jr. was appointed  President of the Systems and Services Group in
December  1997. Mr. Kamm was  previously  President of Zytec's Power  Conversion
division  since 1997 and a director of Zytec since 1996.  From 1994 to 1997, Mr.
Kamm served as  President  and Chief  Executive  Officer of Digi  International,
Inc.,  a provider of data  communications  hardware and  software.  From 1988 to
1993,  Mr. Kamm was President and Chief  Executive  Officer of Norstan,  Inc., a
telecommunications  company.  Mr. Kamm is also a director of the  Institute  for
Advanced Technology and MicroMedics, Inc.

Thomas J. Kent was appointed President of the Services and Logistics division in
December  1997.  Mr.  Kent had been  General  Manager  of Zytec's  Services  and
Logistics  operations  since 1994 and was named Vice  President  of Services and
Logistics  as well as a director of Zytec in 1996.  From 1990 to 1994,  Mr. Kent
was employed by US Windpower, most recently as its Director of Customer and Site
Support.

Joseph J.  Matz  joined  Zytec in  November  1991 as  Managing  Director  of its
Austrian  division.  From October 1990 to November  1991, he was Vice  President
European Operations for Modular Computer Systems, a computer manufacturer.

                                     PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

The common  stock of Computer  Products,  Inc. is traded on the NASDAQ  National
Stock Market under the symbol CPRD.  High and low sales prices of such stock and
the  information  pertaining  to the number of record  holders on page 40 of the
Annual Report for the fiscal year ended January 2, 1998 is  incorporated  herein
by reference.

The  Registrant  has not paid cash  dividends  in the past and no change in such
policy is anticipated. Future dividends, if any, will be determined by the Board
of  Directors  in  light  of the  circumstances  then  existing,  including  the
Company's earnings and financial  requirements and general business  conditions.
The  Company's  term loans and $20 million  revolving  credit  facility  contain
certain restrictive  covenants that, among other things,  require the Company to
maintain  certain  financial  ratios  and  limit  the  purchase,  redemption  or
retirement of capital stock and other assets.  To date, no funds have been drawn
on the revolving credit facility.

ITEM 6.  SELECTED FINANCIAL DATA

The Consolidated Five-Year Financial History on page 13 of the Annual Report for
the fiscal year ended January 2, 1998 is incorporated herein by reference.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations  included in the Annual  Report for the fiscal year ended  January 2,
1998 is incorporated herein by reference.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The  consolidated  financial  statements  of the  Company  (including  Note  19,
Selected  Consolidated  Quarterly  Data) and the  independent  certified  public
accountants'  report thereon contained in the 1997 Annual Report to Stockholders
are incorporated in this Item 8 by reference.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

None.

                                    PART III

ITEMS 10, 11, 12 AND 13.

The  information  called  for by that  portion  of Item 10 which  relates to the
Directors of the Company, by Item 11 (Executive Compensation), Item 12 (Security
Ownership  of Certain  Beneficial  Owners and  Management)  and Item 13 (Certain
Relationships and Related Transactions) is incorporated herein by reference from
the Company's  definitive proxy statement for the Annual Meeting of Shareholders
to be filed with the Securities and Exchange  Commission not later than 120 days
after the close of the fiscal year ended  January 2, 1998.  That portion of Item
10 which relates to Executive Officers of the Company appears as Item 4A of Part
I of this Report.

                                    PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULE AND REPORTS ON FORM 8K.

(a)  FINANCIAL STATEMENTS, FINANCIAL STATEMENT SCHEDULES AND EXHIBITS

     1.  FINANCIAL STATEMENTS

The following consolidated  financial statements of Computer Products,  Inc. and
subsidiaries  included in the Company's  Annual Report for the fiscal year ended
January 2, 1998 are incorporated herein by reference in Item 8:

         Consolidated  Statements  of  Operations  -- Years  Ended on the Friday
         nearest December 31, 1997, 1996 and 1995

         Consolidated Statements of Financial Condition -- as of the Friday
         nearest December 31, 1997 and 1996

         Consolidated  Statements  of Cash  Flows -- Years  Ended on the  Friday
         nearest December 31, 1997, 1996 and 1995

         Consolidated  Statements of Shareholders'  Equity -- Years Ended on the
         Friday nearest December 31, 1997, 1996 and 1995

         Notes to Consolidated Financial Statements

         Report of Independent Certified Public Accountants

     2.   FINANCIAL STATEMENT SCHEDULE

The following  information is filed as part of this Form 10-K and should be read
in conjunction with the financial statements contained in the 1997 Annual Report
to Stockholders.

     Report of Independent Certified Public Accountants On Schedule

     Report of Independent Accountants

     Schedule for Computer Products Inc. and Subsidiaries:

         Schedule II - Valuation and Qualifying Accounts

Schedules other than that listed above have been omitted because they are either
not required or not  applicable,  or because the required  information  has been
included in the consolidated financial statements or notes thereto.

     3.   EXHIBITS

EXHIBIT #      DESCRIPTION

     2.1  Agreement  and  Plan  of  Merger  by and  between  Zytec  Corporation,
          Computer Products Inc. and CPI Acquisition Corp. dated as of September
          2, 1997 -  incorporated  by reference  to Exhibit 2.1 of  Registrant's
          Registration Statement on Form S-4 filed on September 25, 1997.

     2.2  Agreement  on the Sale,  Purchase  and  Transfer of Shares dated as of
          July 22, 1997 - incorporated by reference to Exhibit 2 of Registrant's
          Registration Statement on Form 8-K filed on August 6, 1997.

     3.1  Articles of Incorporation of the Company,  as amended, on May 15, 1989
          -  incorporated  by  reference to Exhibit 3.1 of  Registrant's  Annual
          Report on Form 10-K for the fiscal year ended December 28, 1989.

     3.2  By-laws  of the  Company,  as  amended,  effective  October  16,  1990
          incorporated by reference to Exhibit 3.2 of Registrant's  Registration
          Statement on Form S-4,  filed with the  Commission  on  September  25,
          1997, as amended.

     4.1  Rights  Agreement,  dated  as of  November  9,  1988,  by and  between
          Computer  Products,  Inc.  and  The  Bank  of  New  York,  as  amended
          incorporated  by  reference  to Exhibit  4.1 of  Registrant's  Current
          Report on Form 8-K filed with the Commission on June 15, 1990.

     10.1 Grant Agreement,  dated June 19, 1981, as  supplemented,  by and among
          the Industrial  Development Authority of Ireland,  Power Products Ltd.
          and Computer  Products,  Inc. -  incorporated  by reference to Exhibit
          10.2 of  Registrant's  Annual  Report on Form 10-K for the fiscal year
          ended December 31, 1982.

     10.2 Indenture  between  Industrial  Development  Authority  of Ireland and
          Power  Products  Ltd. -  incorporated  by reference to Exhibit 10.3 of
          Registrant's  Annual  Report on Form 10-K for the  fiscal  year  ended
          December 31, 1982.

     10.3 Lease for  facilities of Boschert,  Incorporated  located in Milpitas,
          California  -   incorporated   by   reference  to  Exhibit   10.14  of
          Registrant's  Annual  Report on Form 10-K for the  fiscal  year  ended
          January 3, 1986.

     10.4 Letter  Amendment to Lease for  facilities of Boschert,  Incorporated,
          dated January 9, 1991 located in Milpitas,  California -  incorporated
          by  reference to Exhibit 10.8 of  Registrant's  Annual  Report on Form
          10-K for the fiscal year ended December 28, 1990.

     10.5 Sublease for facilities of Boschert, Incorporated located in Milpitas,
          California - incorporated by reference to Exhibit 10.8 of Registrant's
          Annual Report on Form 10-K for the fiscal year ended January 1, 1988.

     10.6 Sublessee Estoppel Certificate to Sublease for facilities of Boschert,
          Incorporated,  dated February 4, 1991, located in Milpitas, California
          - incorporated  by reference to Exhibit 10.10 of  Registrant's  Annual
          Report on Form 10-K for the fiscal year ended December 28, 1990.

     10.7 1981 Stock Option Plan,  as amended,  effective as of October 16, 1990
          incorporated  by reference to Exhibit  10.10 of  Registrant's  Current
          Report on Form 8-K, filed with the Commission on November 30, 1990.

     10.8 Computer  Products,  Inc. 1986 Outside  Directors'  Stock Option Plan,
          amended as of February 22, 1988 - incorporated by reference to Exhibit
          10.12 of  Registrant's  Annual Report on Form 10-K for the fiscal year
          ended January 1, 1988.

     10.9 Asset  Purchase  Agreement,  dated as of January 1, 1992, by and among
          Computer  Products,  Inc., HC Holding Corp.  and Heurikon  Corporation
          including  exhibits and schedules  thereto - incorporated by reference
          to Exhibit 2 of Registrant's Current Report on Form 8-K, filed with
          the Commission on January 20, 1992.

     10.10Contract  to  Purchase  between  Computer  Products,   Inc.  and  Sauk
          Enterprises  dated December 23, 1991 for the premises  located at 8310
          Excelsior  Drive,  Madison,  Wisconsin - incorporated  by reference to
          Registrant's  Annual  Report on Form 10-K for the  fiscal  year  ended
          January 3, 1992.

     10.11Lease for facilities of the executive  offices  located in Boca Raton,
          Florida - incorporated  by reference to Exhibit 10.23 of  Registrant's
          Annual  Report on Form 10-K for the  fiscal  year ended  December  30,
          1988.

     10.12Outside  Directors'   Retirement  Plan,  effective  October  17,  1989
          incorporated  by reference  to Exhibit  10.22 of  Registrant's  Annual
          Report on Form 10-K for the fiscal year ended December 29, 1989.

     10.131990  Performance  Equity Plan - incorporated  by reference to Exhibit
          10.26 of  Registrant's  Annual Report on Form 10-K for the fiscal year
          ended December 28, 1990.

     10.141990 Outside  Directors' Stock Option Plan - incorporated by reference
          to Exhibit  10.27 of  Registrant's  Annual Report on Form 10-K for the
          fiscal year ended December 28, 1990.

     10.15Manufacturing and Development  Agreement dated March 16, 1992, between
          Computer  Products,  Inc. and Analogic  Corporation - incorporated  by
          reference to Exhibit 10.30 of Registrant's  Annual Report on Form 10-K
          for the fiscal year ended January 3, 1992.

     10.16License  Agreement dated March 16, 1992,  between  Computer  Products,
          Inc. and Analogic  Corporation - incorporated  by reference to Exhibit
          10.31 of  Registrant's  Annual Report on Form 10-K for the fiscal year
          ended January 3, 1992.

     10.17Asset Purchase  Agreement between Computer Products,  Inc.,  Tecnetics
          Incorporated,   Miller  Acquisition  Corporation  and  certain  former
          managers of  Tecnetics  Incorporated  -  incorporated  by reference to
          Exhibit 10.29 of  Registrant's  Quarterly  Report on Form 10-Q for the
          quarterly period ended April 3, 1992.

     10.18 Manufacturing  License and  Technical  Assistance  Agreement  between
           Heurikon  Corporation  and Lockheed  Sanders,  Inc. dated January 31,
           1992 -  incorporated  by reference to Exhibit  10.34 of  Registrant's
           Quarterly  Report on Form 10-Q for the quarterly period ended July 3,
           1992.

     10.19 Star MVP  Domestic  Terms and  Conditions  of Sale  Between  Heurikon
           Corporation  and  Lockhead   Sanders,   Inc.  dated  March  18,  1992
           incorporated by reference to Exhibit 10.35 of Registrant's  Quarterly
           Report on Form 10-Q for the quarterly period ended July 3, 1992.

     10.20 DSP32C VME Board License Agreement  between Heurikon  Corporation and
           American  Telephone  and  Telegraph  Company  dated  October 28, 1991
           incorporated by reference to Exhibit 10.36 of Registrant's  Quarterly
           Report on Form 10-Q for the quarterly period ended July 3, 1992.

     10.21 Software License agreement between Heurikon  Corporation and American
           Telephone and Telegraph Company dated October 28, 1991 - incorporated
           by reference to Exhibit  10.37 of  Registrant's  Quarterly  Report on
           Form 10-Q for the quarterly period ended July 3, 1992.

     10.22 Employment  Agreement,  dated June 29, 1994, by and between  Computer
           Products, Inc. and Joseph M. O'Donnell - incorporated by reference to
           Exhibit 10.41 of Registrant's  Quarterly  Report on Form 10-Q for the
           quarterly period ended July 1, 1994.

     10.23 (a)  Credit  Agreement,  dated as of June 28,  1994,  by and  between
           Heurikon Corporation and Firstar Bank Madison,  N.A.; (b) Guaranty of
           Payment, dated as of June 28, 1994, by and between Computer Products,
           Inc. and Firstar  Bank  Madison,  N.A. (c) Term Note,  as of June 28,
           1994, by and between  Heurikon  Corporation and Firstar Bank Madison,
           N.A.;  (d)  Mortgage,   Security  Agreement,  and  Fixture  Financing
           Statement,  dated  as of  June  28,  1994,  by and  between  Heurikon
           Corporation  and  Firstar  Bank  Madison,   N.A.  -  incorporated  by
           reference to Exhibit 10.42 of Registrant's  Quarterly  Report on Form
           10-Q for the quarterly period ended July 1, 1994.

     10.24 Grant Agreement,  dated October 26, 1994, by and among the Industrial
           Development  Authority of Ireland,  Power  Products Ltd. and Computer
           Products,  Inc. -  incorporated  by  reference  to  Exhibit  10.43 of
           Registrant's  Annual  Report on Form 10-K for the  fiscal  year ended
           December 30, 1994.

     10.25 1996  Employee  Stock  Purchase Plan -  incorporated  by reference to
           Exhibit  10.45 of  Registrant's  Annual  Report  on Form 10-K for the
           fiscal year ended December 29, 1995.

     10.26 1990  Performance  Equity Plan as amended - incorporated by reference
           to Exhibit 10.46 of  Registrant's  Annual Report on Form 10-K for the
           fiscal year ended December 29, 1995.

     10.27 1990 Outside Directors Stock Option Plan,  restated as of January 25,
           1996 -  incorporated  by reference to Exhibit  10.47 of  Registrant's
           Annual  Report on Form 10-K for the fiscal  year ended  December  29,
           1995.

     10.28 1996 Executive  Incentive Plan - incorporated by reference to Exhibit
           10.48 of Registrant's  Annual Report on Form 10-K for the fiscal year
           ended December 29, 1995.

     10.29 Executive Stock Ownership plan - incorporated by reference to Exhibit
           10.49 of Registrant's  Annual Report on Form 10-K for the fiscal year
           ended December 29, 1995.

     10.30 Agreement  and Plan of Merger,  dated August 23,  1996,  by and among
           Computer  Products,  Inc., JPS  Acquisition  Corp, Jeta Power Systems
           Inc.  and Jagdish C. Chopra -  incorporated  by  reference to Exhibit
           10.50 of Registrant's Quarterly Report on Form 10-Q for the quarterly
           period ended September 27, 1996.

     10.31 Asset  Purchase  Agreement  among RT Acquisition  Florida Corp.,  RTP
           Corp.   and  Computer   Products  Inc.  dated  as  of  July  5,  1997
           incorporated by reference to Exhibit 10.33 of Registrant's  Quarterly
           Report on Form 10-Q for the quarterly period ended July 4, 1997.

     10.32 Amendment  to  Installment  or  Single  Payment  Note by and  between
           Firstar  Bank  Madison,   N.A.,  Heurikon  Corporation  and  Computer
           Products Inc. dated as of May 23, 1997-  incorporated by reference to
           Exhibit 10.34 of Registrant's  Quarterly  Report on Form 10-Q for the
           quarterly period ended July 4, 1997.

     10.33 Agreement by and between  Oates  Business  Park and the Company dated
           May 1, 1995  regarding  the  leasing  of  certain  premises  and real
           property  located in Lincoln,  California - Incorporated by reference
           to Exhibit 10.26 to Form 10-K of Zytec Corporation for the year ended
           December 31, 1995 (File No. 0-22428).

     10.34 Agreement and Addendum by and between Buzz Oates  Enterprise  and the
           Company dated September 15, 1995, as amended December 8, 1995, and as
           second  amended March 8, 1996, and as third amended May 14, 1996, and
           as fourth amended November 8, 1996,  regarding the leasing of certain
           premises   and  real   property   located  in   Lincoln,   California
           Incorporated  by  reference  to  Exhibit  10.19 to Form 10-K of Zytec
           Corporation for the year ended December 31, 1996.

     10.35 Agreement by and between Superior Investments I, Inc. and the Company
           dated January 22, 1996 regarding the leasing of certain  premises and
           real  property  located in  Broomfield,  Colorado -  Incorporated  by
           reference to Exhibit 10.27 to Form 10-K of Zytec  Corporation for the
           year ended December 31, 1995. (File No. 0-22428).

     10.36 Rental Agreement by and between Schrack Elektronik Aktiengesellschaft
           and IMMORENT-Weiko  Grundverwertungsge- sellschaft m.b.H. dated March
           14, 1985 (English translation)  regarding the leasing of certain real
           property located in Kindberg,  Austria - Incorporated by reference to
           Exhibit 10.70 to Zytec Corporation's Registration
           Statement on Form S-1 (File No. 33-68822).

     10.37 Real  Estate  Lease  Agreement  by  and  between   IMMORENT  -  Weiko
           Grundverwertungsge-sellschaft    m.b.H.   and   Schrack    Elektronik
           Aktiengesellschaft  dated December 16, 1984 Aktiengesellschaft  dated
           December  16, 1984  (English  translation)  regarding  the leasing of
           certain real property located in Kindberg,  Austria - Incorporated by
           reference  to  Exhibit  10.71  to  Zytec  Corporation's  Registration
           Statement on Form S-1 (File No. 33-68822).

     10.38 Lease  (Rental)  Agreement  by and  between  Schrack  Telecom  AG and
           Schrack  Power Supply  Gesellschaft  m.b.H.  dated  February 19, 1991
           (English  translation)  regarding  the  leasing of  certain  property
           located in Kindberg,  Austria - Incorporated  by reference to Exhibit
           10.72 to Zytec Corporation's Registration Statement on Form S-1 (File
           No. 33-68822).

     10.39 Sublease  (Subrental)  Agreement by and between  Schrack Power Supply
           Gesellschaft  m.b.H.  and Schrack  Power Supply  Gesellschaft  m.b.H.
           dated February 14, 1991 (English  translation)  regarding the leasing
           of certain  property  located in Kindberg,  Austria - Incorporated by
           reference to Exhibit 10.73 to Zytec Corporation's Registration
           Statement on Form S-1 (File No. 33-68822).

     10.40 Sublease  (Subrental)  Agreement by and between  Schrack Power Supply
           Gesellschaft  m.b.H.  and Schrack  Telecom AG dated February 14, 1991
           (English  translation)  regarding  the  leasing of  certain  property
           located in Kindberg,  Austria - Incorporated  by reference to Exhibit
           10.74 to Zytec Corporation's Registration Statement on Form S-1 (File
           No. 33-68822).

     10.41 Third  Addendum to Lease  Agreement  between  Zytec  Corporation  and
           Superior  Investments I, Inc.  dated May 23, 1997 -  Incorporated  by
           reference to Exhibit 10.2 to Form 10-Q of Zytec  Corporation  for the
           quarter ended June 29, 1997.

     10.42 Fourth  Addendum to Lease  Agreement  between Zytec  Corporation  and
           Superior  Investments  I, Inc. dated June 27, 1997-  Incorporated  by
           reference to Exhibit 10.3 to Form 10-Q of Zytec  Corporation  for the
           quarter ended June 29, 1997.

     10.43 Loan agreement between Herbert Elektronische Gerate GmbH & Co. KG and
           First Union National Bank, London Branch dated as of July 15, 1997.

     10.44 Loan  agreement  between  Computer  Products,  Inc.  and First  Union
           National Bank, London Branch dated as of July 15, 1997.

     10.45 Amended and restated loan agreement between Computer Products,  Inc.,
           First Union  National  Bank and First  Union  National  Bank,  London
           Branch dated as of July 15, 1997.

     13    Annual  Report of Computer  Products,  Inc. for the fiscal year ended
           January 2, 1998.

     21    List of subsidiaries of Registrant.

     23.1  Consent of Arthur Andersen LLP.

     23.2 Consent of Coopers & Lybrand L.L.P.

     27    Financial data schedule

(b)      Reports on Form 8-K

During the  thirteen-week  period ended  January 2, 1998,  the Company filed the
following reports on Form 8-K:

On October  30,  1997,  the Company  filed a Current  Report on Form 8-K to file
restated audited historical  financial  statements  pursuant to its discontinued
operations plan for RTP Corp. adopted during 1997.

On January 13, 1998,  the Company filed a Current  Report on Form 8-K announcing
that on  December  29,  1997 it  completed  its  merger  transaction  with Zytec
Corporation.

<PAGE>

         REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS ON SCHEDULE

To the Board of Directors and Shareholders of
  Computer Products, Inc.:

We have audited in accordance with generally  accepted auditing  standards,  the
consolidated  financial statements included in Computer Products,  Inc.'s annual
report to  shareholders  incorporated  by reference in this Form 10-K,  and have
issued our report  thereon dated January 23, 1998.  Our audits were made for the
purpose of forming an opinion on those statements taken as a whole. The schedule
listed in Item 14(a)(2) is the responsibility of the Company's management and is
presented  for  purposes  of  complying   with  the   Securities   and  Exchange
Commission's  rules  and is not part of the  basic  financial  statements.  This
schedule has been subjected to the auditing  procedures applied in the audits of
the basic financial statements and, in our opinion,  based on our audits and the
report of other auditors,  fairly states in all material  respects the financial
data  required  to be set forth  therein  in  relation  to the  basic  financial
statements taken as a whole.

ARTHUR ANDERSEN LLP

Fort Lauderdale, Florida,
  January 23, 1998.

<PAGE>

                       REPORT OF INDEPENDENT ACCOUNTANTS

The Shareholders and Board of Directors of
  Computer Products, Inc.:

We have  audited  the  consolidated  balance  sheet of Zytec  Corporation  as of
December 31, 1996, and the related consolidated  statements of operations,  cash
flows and  stockholders'  equity for each of the two years in the  period  ended
December 31, 1996 (not shown separately in Computer Products, Inc. Annual Report
on Form 10-K for the year ended January 2, 1998).  In connection with our audits
of such  financial  statements,  we have  also  audited  the  related  financial
statement  schedule II,  valuation and  qualifying  accounts for each of the two
years in the period ended  December 31, 1996 (not shown  separately  in Computer
Products,  Inc. Annual Report on Form 10-K for the year ended, January 2, 1998).
These   financial   statements   and  financial   statement   schedule  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial  statements and financial statement schedule based on
our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the consolidated financial position of Zytec Corporation
as of December 31, 1996, and the consolidated  results of its operations and its
cash flows for each of the two years in the period ended  December 31, 1996,  in
conformity with generally accepted accounting  principles.  In addition,  in our
opinion,  the financial statement schedule referred to above, when considered in
relation to the basic financial statements taken as a whole, presents fairly, in
all material respects, the information required to be included therein.

COOPERS & LYBRAND L.L.P.

Minneapolis, Minnesota
February 18, 1997

<PAGE>


COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
For the Years Ended on the Friday Nearest December 31 ($000s)
<TABLE>
<CAPTION>

---------------------------------------------------------- ----------- ------------------------ ----------------------- -----------
                        COLUMN A                            COLUMN B          COLUMN C                 COLUMN D          COLUMN E
---------------------------------------------------------- ----------- ------------------------ ----------------------- -----------
                                                                       -----------------------
                                                                              Additions
                                                           ----------- ------------ ----------   ----------------------  ----------
                                                            Balance at  Charged to  Charged to         Deductions        Balance at
                                                            Beginning    Costs &      Other      ----------- ----------   End of
                       Description                          of Period    Expenses    Accounts    Description   Amount     Period
---------------------------------------------------------- ----------- ----------- ------------ ----------- ----------- -----------

<S>         <C>
Fiscal Year 1997:

  Reserve deducted from asset to which it applies:
    Allowance for doubtful accounts                         $  1,312     $   426   $        -      (1)        $     2    $  1,736
    Inventory                                                  7,076       4,963                   (3)            941      11,098
    Deferred tax asset valuation allowance                     8,926      (2,332)                  (2)          1,743       4,851

Fiscal Year 1996:

  Reserve deducted from asset to which it applies:
    Allowance for doubtful accounts                          $ 1,223    $     89                   (1)      $       -    $  1,312
    Inventory                                                  6,728       1,990                   (3)          1,642       7,076
    Deferred tax asset valuation allowance                     9,890         982                   (2)          1,946       8,926
    Other                                                        292                               (1)            292           -

Fiscal Year 1995:

  Reserve deducted from asset to which it applies:
    Allowance for doubtful accounts                          $ 1,114    $    183                   (3)       $     74    $  1,223
    Inventory                                                  4,013       4,422                   (3)          1,707       6,728
    Deferred tax asset valuation allowance                    10,453          74                   (2)            637       9,890
    Other                                                        292                                                          292

</TABLE>

(1)   This amount relates to recoveries.

(2) The reduction relates to utilization of tax loss carryforwards.

(3) The reduction relates to charge-offs.

<PAGE>

                                SIGNATURES

Pursuant  to the  requirements  of  Section  13 or 15(d) 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 authorized.

                                                    COMPUTER PRODUCTS, INC.
                                                    -----------------------
                                                        (Registrant)

Dated:  March 27, 1998                        By:     Joseph M. O'Donnell
                                                      -------------------
                                                      Joseph M. O'Donnell
                                                      Co-Chairman of the Board,
                                                       President and Chief
                                                         Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been  signed by the  following  persons on behalf of the  Registrant  in the
capacities and on the dates indicated.

Signature                            Title                          Date
---------                            -----                          ----

Joseph M. O'Donnell           Co-Chairman of the Board,           03/27/98
-------------------           President and Chief Executive
Joseph M. O'Donnell           Officer, Director


Ronald D. Schmidt             Co-Chairman of the Board            03/27/98
-------------------
Ronald D. Schmidt

Richard J. Thompson           Vice President-Finance,             03/27/98
-------------------           Chief Financial Officer,
Richard J. Thompson            and Secretary


Edward S. Croft, III          Director                            03/27/98
--------------------
Edward S. Croft, III

Dr. Fred C. Lee               Director                            03/27/98
---------------
Dr. Fred C. Lee

Lawrence J. Matthews          Director                            03/27/98
--------------------
Lawrence J. Matthews

Stephen A. Ollendorff         Director                            03/27/98
---------------------
Stephen A. Ollendorff

Phillip A. O'Reilly           Director                            03/27/98
-------------------
Phillip A. O'Reilly

Bert Sager                    Director                            03/27/98
----------
Bert Sager

A. Eugene Sapp, Jr.           Director                            03/27/98
-------------------
A. Eugene Sapp, Jr.

Lewis Solomon                 Director                            03/27/98
-------------
Lewis Solomon

John M. Steel                 Director                            03/27/98
-------------
John M. Steel


<PAGE>

                                INDEX TO EXHIBITS

EXHIBIT NO.           DESCRIPTION

     10.43  Loan agreement between Herbert Elektronische Gerate GmbH & Co. KG
            and First Union National Bank, London Branch dated as of July 15,
            1997.

     10.44  Loan agreement between Computer Products, Inc. and First Union
            National Bank, London Branch dated as of July 15, 1997.


     10.45  Amended and restated loan agreement between Computer Products, Inc.,
            First Union National Bank and First Union National Bank, London
            Branch dated as of July 15, 1997.

     13     Annual Report of Computer Products, Inc. for the fiscal year ended
            January 2, 1998

     21     List of subsidiaries of Registrant

     23.1   Consent of Arthur Andersen LLP

     23.2   Consent of Coopers & Lybrand L.L.P.

     27     Financial Data Schedule