==============================================================================

                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

                                  FORM 10-Q/A

(MARK ONE)

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

For the quarterly period ended OCTOBER 2, 1998

                                      OR

[       ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to

                          Commission File No. 0-4466

                          ARTESYN TECHNOLOGIES, INC.
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            (Exact name of registrant as specified in its charter)

                                   FLORIDA
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        (State or other jurisdiction of incorporation or organization)

                                  59-1205269
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                     (I.R.S. Employer Identification No.)

7900 Glades Road, Suite 500, Boca Raton, Florida                   33434
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      (Address of principal executive offices)                  (Zip Code)

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



                                NOT APPLICABLE
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      Former name, address and fiscal year if changed since last report

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  period 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

The number of shares of Common Stock,  $.01 par value, of the Registrant  issued
and outstanding as of October 30, 1998, was 37,782,650 shares.

==============================================================================


<PAGE>


                          ARTESYN TECHNOLOGIES, INC.

                              INDEX TO FORM 10-Q

                                                                      Page
                                                                     Number

PART I.           FINANCIAL INFORMATION

Item 1.           Condensed Consolidated Financial Statements:

                  Statements of Operations - For the Thirteen
                  and Thirty-Nine Weeks Ended October 2, 1998 and
                  October 3, 1997                                       3

                  Statements of Financial Condition - October 2, 1998
                  and January 3, 1997                                   4

                  Statements of Cash Flows - For the
                  Thirty-Nine Weeks Ended October 2, 1998 and
                  October 3, 1997                                       5

                  Statement of Shareholders' Equity- For the
                  Thirty-Nine Weeks Ended October 2, 1998               6

                  Notes to Condensed Consolidated Financial
                  Statements                                          7-11

Item 2.           Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                 12-16

PART II.          OTHER INFORMATION

Item 4.           Submission of Matters to a Vote of

                  Security Holders                                     17

Item 6.           Exhibits and Reports on Form 8-K                     17

                  Exhibit No. 27

SIGNATURES


<PAGE>

                          PART I. FINANCIAL INFORMATION
                          ITEM 1. FINANCIAL STATEMENTS

                           ARTESYN TECHNOLOGIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                  (Dollars in Thousands Except Per Share Data)
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                           THIRTEEN WEEKS ENDED     THIRTY-NINE WEEKS ENDED
                                                          OCTOBER 2,  OCTOBER 3,     OCTOBER 2,    OCTOBER 3,
                                                            1998         1997           1998          1997
                                                          ---------    ---------      ---------    ---------
<S>                                                        <C>          <C>           <C>          <C>
SALES                                                      $124,582     $133,744      $393,584     $379,085
COST OF SALES                                                90,549       97,452       291,319      277,439
                                                          ---------    ---------      ---------    ---------
GROSS PROFIT                                                 34,033       36,292       102,265      101,646
                                                          ---------    ---------      ---------    ---------
EXPENSES
  Selling, general & administrative                          13,385       12,701        42,136       37,098
  Research & development                                      8,413        7,720        25,657       21,607
  Restructuring charge                                            -            -         7,189            -
                                                          ---------    ---------      ---------    ---------
TOTAL OPERATING EXPENSES                                     21,798       20,421        74,982       58,705
                                                          ---------    ---------      ---------    ---------
OPERATING INCOME                                             12,235       15,871        27,283       42,941
                                                          ---------    ---------      ---------    ---------
OTHER INCOME (EXPENSE)
  Interest expense                                             (935)     (1,358)        (3,069)      (3,483)
  Interest income                                               650         455          1,994        1,326
                                                          ---------   ----------      ---------    ---------
                                                               (285)       (903)        (1,075)      (2,157)
                                                          ---------   ----------      ---------    ---------
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES        11,950      14,968         26,208       40,784
PROVISION FOR INCOME TAXES                                    3,950       4,585          8,797       12,888
                                                          ---------   ----------      ---------    ---------
INCOME FROM CONTINUING OPERATIONS                             8,000      10,383         17,411       27,896
DISCONTINUED OPERATIONS
Loss from operations, net of income taxes of ($222)               -           -              -         (333)
Loss on disposal of RTP including provision of $1,000
for operating losses during phase-out period, net
of tax benefit of $1,152                                          -           -              -       (1,729)
                                                          ---------   ----------      ---------    ---------
NET INCOME                                                 $  8,000    $ 10,383       $ 17,411     $ 25,834
                                                          =========   ==========      =========    =========
EARNINGS PER SHARE
BASIC-
  Income from Continuing Operations                       $   0.21     $   0.28       $  0.45       $  0.77
  Discontinued Operations                                        -            -             -         (0.06)
                                                          ---------   ----------      ---------    ---------
  Net Income                                              $   0.21     $   0.28       $  0.45       $  0.71
                                                          =========   ==========      =========    =========

ASSUMING FULL DILUTION-
  Income from Continuing Operations                       $   0.20     $   0.25       $  0.42       $  0.70
  Discontinued Operations                                        -            -             -         (0.06)
                                                          ---------   ----------      ---------    ---------
  Net Income                                              $   0.20     $   0.25       $  0.42       $  0.64
                                                          =========   ==========      =========    =========
NUMBER OF SHARES USED IN THE PER SHARE CALCULATION
  Basic                                                      38,498      36,865         38,536       36,469
  Assuming Full Dilution                                     40,394      41,447         40,981       40,253

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED
FINANCIAL STATEMENTS.

<PAGE>


                           ARTESYN TECHNOLOGIES, INC.
            CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                    (Dollars in Thousands Except Share Data)
<TABLE>
<CAPTION>

                                                            OCTOBER 2,         JANUARY 2,
                                                               1998              1998
                                                           -------------     -------------
                                                           (UNAUDITED)
ASSETS
CURRENT ASSETS
<S>                                                          <C>               <C>
  Cash and equivalents                                       $  40,675         $  55,392
  Accounts receivable, net                                      77,877            84,479
  Inventories                                                   68,627            59,663
  Prepaid expenses and other                                     4,056             8,522
  Deferred income taxes, net                                     7,253             5,293
                                                           -------------     -------------
    Total current assets                                       198,488           213,349
                                                           -------------     -------------
PROPERTY, PLANT & EQUIPMENT, NET                                71,726            61,581
                                                           -------------     -------------
OTHER ASSETS
  Goodwill, net                                                 41,340            40,704
  Deferred income taxes, net                                     4,989             4,509
  Other assets, net                                              1,582             2,034
                                                           -------------     -------------
    Total other assets                                          47,911            47,247
                                                           -------------     -------------
                                                              $318,125          $322,177
                                                           =============     =============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
 Current maturities of long-term debt and capital leases     $   7,184         $  15,598
  Accounts payable and accrued liabilities                      82,306            81,929
                                                           -------------     -------------
    Total current liabilities                                   89,490            97,527
                                                           -------------     -------------
LONG-TERM LIABILITIES
  Long-term debt and capital leases                             46,281            52,949
  Other long-term liabilities                                    8,268             9,025
                                                           -------------     -------------
    Total long-term liabilities                                 54,549            61,974
                                                           -------------     -------------
    Total liabilities                                          144,039           159,501

SHAREHOLDERS' EQUITY
  Preferred  stock,  par  value  $.01;  1,000,000  shares
    authorized; none issued                                          -                 -
  Common stock, par value $.01; 80,000,000 shares
  authorized; 38,051,000 shares issued and outstanding
   at October 2, 1998 (38,380,964 at January 2, 1998)              381               384
  Additional paid-in capital                                    82,788            78,056
  Retained earnings                                             92,766            88,769
  Foreign currency translation adjustment                       (1,849)           (4,533)
                                                           -------------     -------------
    Total shareholders' equity                                 174,086           162,676
                                                           -------------     -------------
                                                              $318,125          $322,177
                                                           =============     =============
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.


<PAGE>


                                  ARTESYN TECHNOLOGIES, INC.
                       CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (Dollars in Thousands)
                                         (Unaudited)
<TABLE>
<CAPTION>
                                                                   THIRTY-NINE WEEKS ENDED
                                                                 OCTOBER 2,        OCTOBER 3,
                                                                    1998              1997
                                                                  ---------        ----------
OPERATING ACTIVITIES:
<S>                                                                <C>              <C>
  Net income                                                       $17,411          $25,834
  Adjustments to reconcile net income to net
   cash provided by operating activities:
    Depreciation and amortization                                   12,511            9,695
    Provision for restructuring charge                               7,189                -
    Provision for discontinued operations                                -            1,636
    Deferred income taxes                                           (2,181)          (1,175)
    Other non-cash charges                                           5,307            1,380
  Changes in operating assets and liabilities:
    (Increase) decrease in accounts receivable                       8,590          (25,493)
    Increase in inventories and prepaid expenses and other          (5,974)         (12,180)
    Increase (decrease) in accounts payable and
     accrued liabilities                                           (10,409)          18,126
  Net cash provided by discontinued operations                           -            1,423
                                                                  ---------        ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES                           32,444           19,246
                                                                  ---------        ----------
INVESTING ACTIVITIES:
  Purchases of property, plant & equipment                         (19,862)         (15,516)
  Proceeds from sale of property, plant and equipment                  485                -
  Purchase of the Elba Group, net of cash acquired                       -          (25,768)
  Sale of RTP Corp.                                                  2,150            2,000
  (Increase) decrease in other assets                                 (191)              62
                                                                  ----------       ----------
NET CASH USED IN INVESTING ACTIVITIES                              (17,418)         (39,222)
                                                                  ---------        ----------
FINANCING ACTIVITIES:
  Proceeds from issuance of long-term debt                               -           33,715
  Principal payments on debt and capital leases                    (18,148)         (10,982)
  Proceeds from revolving credit loans                                   -           11,089
  Payments on revolving credit loans                                     -          (11,089)
  Proceeds from exercises of stock options                           3,458            4,421
  Repurchases and retirement of common stoc                        (15,481)               -
                                                                  ---------        ----------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                (30,171)          27,154
                                                                  ---------        ----------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND EQUIVALENTS                428             (442)
                                                                  ---------        ----------
INCREASE (DECREASE) IN CASH AND EQUIVALENTS                        (14,717)           6,736
CASH AND EQUIVALENTS, BEGINNING OF PERIOD                           55,392           34,676
                                                                  ---------        ----------
CASH AND EQUIVALENTS, END OF PERIOD                                $40,675          $41,412
                                                                  =========        ==========
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.


<PAGE>
                           ARTESYN TECHNOLOGIES, INC.
             CONDENSED CONSOLIDATED STATEMENTOF SHAREHOLDERS EQUITY
                 For the Thirty-Nine Weeks Ended October 2, 1998
                             (Amounts in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                                      FOREIGN
                                                                        ADDITIONAL                    CURRENCY
                                                COMMON STOCK             PAID-IN        RETAINED     TRANSLATION
                                            SHARES         AMOUNT        CAPITAL        EARNINGS     ADJUSTMENT
                                           ---------      ---------     ----------      ---------    -----------

<S>              <C>                         <C>              <C>          <C>           <C>             <C>
BALANCE, JANUARY 2, 1998                     38,381           $384         $78,056       $88,769         $(4,533)

Issuance of common stock under stock
   option  plans                                598              6           3,452             -               -
Tax benefit from exercises of stock options       -              -           3,338             -               -
Repurchases and retirement of common stock     (928)            (9)         (2,058)      (13,414)
Foreign currency translation adjustment           -              -               -             -           2,684
Net income                                        -              -               -        17,411               -
                                           ---------      ---------     ----------      ---------     -----------
BALANCE, OCTOBER 2, 1998                     38,051           $381         $82,788       $92,766         $(1,849)
                                           =========      =========     ==========      =========     ===========
</TABLE>


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.


<PAGE>

                           ARTESYN TECHNOLOGIES, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
                                 OCTOBER 2, 1998

1.    BASIS OF PRESENTATION

The accompanying unaudited Condensed Consolidated Financial Statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  reporting  and with the  instructions  to Form 10-Q and Article 10 of
Regulation  S-X.  Certain  information  and  footnote  disclosures  required  by
generally accepted accounting  principles for complete financial statements have
been condensed or omitted.

In the opinion of management,  the accompanying financial statements include all
adjustments  (consisting of normal recurring accruals)  considered  necessary to
present fairly the financial position,  results of operations, and cash flows of
Artesyn  Technologies,  Inc. (the "Company").  The results of operations for the
thirteen  and  thirty-nine  weeks  ended  October  2,  1998 are not  necessarily
indicative  of the  results  that may be expected  for fiscal  year 1998.  These
Condensed  Consolidated  Financial Statements should be read in conjunction with
the financial statements and notes thereto included in the Company's 1997 Annual
Report to  Shareholders  and Form 10-Q for the  twenty-six  weeks  ended July 3,
1998.

Certain prior year amounts have been  reclassified  to conform to current year's
presentation.

RECLASSIFICATION

In response to a review by the Staff of the Securities and Exchange  Commission
of the  Company's  Form 10-Q filings for the  quarterly  periods  ended April 3,
1998,  July 3, 1998 and  October 2, 1998,  the  Company is  revising  previously
reported financial statements. This revision resulted in no change to previously
reported  operating income, net income or earnings per share.  Specifically,  in
connection with the Company's  restructuring  plan, charges for the write-off of
certain  duplicate  inventory  items and product lines  formerly  presented as a
component of "Restructuring Charge" in the accompanying  consolidated statements
of  operations  for the  thirty-nine  weeks  ended  October  2,  1998  have been
reclassified as a component of Cost of Sales. See Note 6.

2.    INVENTORIES

The components of inventory are as follows ($000s):

                                               October 2,   January 2,
                                                 1998         1998
                                               --------     --------
      Raw materials                             $36,545      $31,181
      Work in process                            11,628       12,582
      Finished goods                             20,454       15,900
                                               --------     --------
                                                $68,627      $59,663
                                               ========     ========


3.    PROPERTY, PLANT & EQUIPMENT, NET

Related  accumulated  depreciation was $66,729,000 and $50,858,000 at October 2,
1998 and January 2, 1998, respectively.


4.    ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

The  components  of  accounts  payable and  accrued  liabilities  are as follows
($000s):

                                                October 2,   January 2,
                                                  1998         1998
                                                 -------      -------

      Accounts payable                           $37,416      $36,790
      Accrued liabilities:
       Compensation and benefits                  14,190       14,875
       Income taxes payable                       12,209       14,071
       Restructuring reserve                       3,208            -
       Warranty reserve                            3,721        3,457
       Other                                      11,562       12,736
                                                 -------      -------
                                                 $82,306      $81,929
                                                ========     ========

5.    INCOME TAXES

The provision for income taxes reflects  federal,  state, and foreign taxes. The
effective  income tax rate on pretax earnings  differs from that computed at the
United States federal statutory rate for the following reasons:

                                                 Thirty-Nine Weeks Ended
                                                 October 2,    October 3,
                                                   1998          1997
                                                 --------      --------
      Provision computed at United States
       federal statutory rate                     35.0%         35.0%
      Effect of state income taxes                 2.7           5.1
      Amortization of goodwill                     0.4           0.3
      Foreign tax effects                         (1.5)         (2.5)
      Change in the valuation allowance           (3.7)         (6.5)
      Other                                        0.7           0.2
                                                 -------       -------
      Effective tax rate                          33.6%         31.6%
                                                 =======       =======

6.    RESTRUCTURING

As previously reported, during the first quarter of 1998, the Company recorded a
$9.6 million pre-tax charge in connection with the Company's  restructuring plan
following the merger with Zytec Corporation. This amount is allocated as follows
in the  accompanying  consolidated  statement  of  operations:  $7.2  million to
Restructuring  Charge,  as further  described below, and $2.4 million to Cost of
Sales,   related  principally  to  inventory  write-offs  of  duplicate  product
development  programs which were underway at Computer  Products,  Inc. and Zytec
Corporation  prior  to the  merger.  The  restructuring  charge  relates  to the
elimination of duplicate facilities in an effort to reduce costs pursuant to the
Company's  integration plan. Specific  restructuring actions include the closure
of certain  manufacturing  facilities through the consolidation of manufacturing
operations,  with  corresponding  personnel  reductions,  the realignment of the
Company's   workforce  to  eliminate   duplicate   functions,   particularly  in
administrative areas and other cost-savings actions.

The  components  of the  restructuring  charge and related  charge for inventory
write-offs  recorded in the first quarter of 1998, payments and other activities
through the third quarter of 1998, and the remaining reserve balances at October
2, 1998 were as follows ($000s):

<TABLE>
<CAPTION>
                                          Employee
                                         Termination         Asset         Facility       Product Line
                                           Benefits       Write-offs       Closures      Rationalization
                                        -------------     ------------    -------------  ---------------

<S>                                          <C>              <C>           <C>                 <C>
Restructuring provision /write offs          $3,956           $1,231        $2,002              $2,411
Cash payments                                (2,488)               -          (262)                  -
Non-cash activities                               -           (1,231)            -              (2,411)
                                        -------------     ------------    -------------   ----------------
Reserve balance at October 2, 1998           $1,468       $        -        $1,740          $        -
                                        =============     ============    =============   ================
</TABLE>

Employee  termination  benefits  primarily  represent  severance  pay and  other
benefits   associated  with  the  elimination  of  approximately  400  positions
worldwide,  with  more  than 70% of the  eliminated  positions  coming  from the
rationalization  of certain duplicate  manufacturing  locations in Europe. As of
October 2, 1998,  approximately  300 of the  anticipated  400 positions had been
eliminated  worldwide.  The provision for the facility  closures  includes lease
termination  payments,  service  contracts  obligations,  and other  exit  costs
associated  with such  facility  closures.  In  addition,  certain  fixed assets
(including duplicate management information systems and unusable equipment) were
written down to their net realizable value.

Total expected cash expenditures  relating to the initial  restructuring  charge
are estimated to be  approximately  $6.0 million,  which,  with the exception of
certain  lease-related  cash  requirements,  is  expected to be paid in the near
term.  To date,  the  Company  has paid  $2.8  million  primarily  for  employee
termination benefits.


7.    COMPREHENSIVE INCOME

The Company adopted Statement of Financial  Accounting  Standards No. 130 ("SFAS
130"),  "Reporting  Comprehensive  Income",  effective January 3, 1998. SFAS 130
establishes  standards for reporting and display of comprehensive income and its
components   in  financial   statements.   The   components   of  the  Company's
comprehensive income are as follows ($000s):
<TABLE>
<CAPTION>

                                                   Thirteen Weeks Ended                  Thirty-Nine Weeks Ended
                                              October 2,         October 3,          October 2,           October 3,
                                                 1998              1997                1998                 1997
                                            ---------------    --------------     ---------------      ---------------
<S>                                             <C>                  <C>                <C>                  <C>
   Net income                                   $  8,000             $10,383            $17,411              $25,834
    Foreign currency translation adjustment        4,696              (1,661)             4,042               (5,552)
    Tax (provision)  benefit                      (1,578)                565             (1,358)               1,888
                                            ---------------    --------------     ---------------      ---------------
                                                   3,118              (1,097)             2,684               (3,664)
                                            ---------------    --------------     ---------------      ---------------
   Comprehensive income                          $11,118              $9,286            $20,095              $22,170
                                            ===============    ==============     ===============      ===============

</TABLE>

8.    EARNINGS PER SHARE

The following data show the amounts used in computing earnings per share and the
effects  on income  and the  weighted-average  number  of  shares  of  potential
dilutive common stock.  The  reconciliation  of the numerator and denominator of
the earnings per share ("EPS")  calculation is presented  below (000s except per
share data):
<TABLE>
<CAPTION>

                                                     Thirteen Weeks Ended                  Thirty-Nine Weeks Ended
                                                October 2,          October 3,          October 2,         October 3,
                                                   1998                1997                1998               1997
                                               --------------      --------------      -------------      -------------
BASIC EPS
<S>                                               <C>                <C>                   <C>                <C>
   Income from continuing operations              $  8,000           $  10,383             $17,411            $27,896
                                               --------------      --------------      -------------      -------------
   Weighted average shares                          38,498              36,865              38,536             36,469
                                               --------------      --------------      -------------      -------------
   Per share - Basic                                 $0.21               $0.28               $0.45              $0.77
                                               ==============      ==============      =============      =============

ASSUMING DILUTION
   Income from continuing operations              $  8,000             $10,383             $17,411            $27,896
   Add: after-tax interest on convertible note           -                 138                   -                414
                                               --------------      --------------      -------------      -------------
                                                  $  8,000             $10,521             $17,411            $28,310
                                               --------------      --------------      -------------      -------------

   Weighted average shares                          38,498              36,865              38,536             36,469
   Effect of dilutive items
     Stock options                                   1,896               3,415               2,445              2,617
     Convertible note                                    -               1,167                   -              1,167
                                               --------------      --------------      -------------      -------------
                                                    40,394              41,447              40,981             40,253
                                               --------------      --------------      -------------      -------------
   Per share- Diluted                                $0.20               $0.25               $0.42              $0.70
                                               ==============      ==============      =============      =============

Antidilutive weighted options                        1,352                   -                 442                174

</TABLE>

The above antidilutive  weighted options to purchase shares of common stock were
not included in computing  diluted earnings per share because their effects were
antidilutive for the respective periods.

9.    SHAREHOLDERS EQUITY

On July 22, 1998, the Company's Board of Directors authorized a share repurchase
program to purchase up to 4.0 million  shares of the  Company's  common stock in
the open market or in  privately-negotiated  transactions,  depending  on market
conditions and other factors. As of October 2, 1998, the Company repurchased and
retired  927,500 shares of its common stock for a total of  approximately  $15.5
million in cash. The excess of the cost of shares repurchased over par value was
allocated to  additional  paid-in  capital based on the pro rata share amount of
additional  paid-in  capital  for all  shares  with the  difference  charged  to
retained earnings.

10.   DERIVATIVE FINANCIAL INSTRUMENTS

The Company utilizes derivative financial instruments to reduce financial market
risks.  These instruments are used to hedge foreign currency market exposures of
underlying assets and liabilities. The Company does not use derivative financial
instruments  for  speculative  or trading  purposes.  The  Company's  accounting
policies for these  instruments  are based on the Company's  designation of such
instruments  as  hedging  transactions.   The  criteria  the  Company  uses  for
designating an instrument as a hedge include the  instrument's  effectiveness in
risk reduction and one-to-one  matching of derivative  instruments to underlying
transactions. Gains and losses on currency forward contracts that are designated
and effective as hedges of anticipated transactions, for which a firm commitment
has been attained, are deferred and recognized in income in the same period that
the underlying  transactions  are settled.  Gains and losses on currency forward
contracts that are  designated and effective as hedges of existing  transactions
are  recognized  in  income  in the  same  period  as  losses  and  gains on the
underlying transactions are recognized and generally offset. Gains and losses on
any  instruments not meeting the above criteria would be recognized in income in
the current period.

The Company transacts  business in various foreign  currencies,  primarily Irish
Punts,  Deutsche Mark, Japanese Yen and other European  currencies.  The Company
has established  balance sheet hedging programs to protect against reductions in
value and volatility of future cash flows caused by changes in foreign  exchange
rates.  At  October 2,  1998,  the  Company's  outstanding  notional  amount for
currency forward  contracts was  approximately  $11.0 million maturing in one to
three  months.  At January 2, 1998,  the  Company  held $6.6  million of forward
currency exchange  contracts.  The amount of any gain or loss on these contracts
during the period was not material. Deferred gains or losses attributable to the
foreign currency instruments are not material.

11.   RECENT ACCOUNTING PRONOUNCEMENT

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial Accounting  Standards No. 133, "Accounting for Derivative  Instruments
and Hedging  Activities"  ("SFAS  133").  SFAS 133  establishes  accounting  and
reporting standards for derivative  instruments and for hedging activities. SFAS
133  requires  that an entity  recognize  all  derivatives  as either  assets or
liabilities in the statement of financial position and measure those instruments
at fair  value.  The  accounting  for  changes in the fair value  depends on the
intended use of the derivative and the resulting designation.  This statement is
effective for all fiscal quarters of fiscal years beginning after June 15, 1999.
The  Company  believes  the  adoption  of SFAS No.  133 will not have a material
effect on the Company's financial condition or results of operations.


<PAGE>
                         PART I - FINANCIAL INFORMATION
                 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

In response to a review by the Staff of the Securities  and Exchange  Commission
of the  Company's  Form 10-Q filings for the  quarterly  periods  ended April 3,
1998,  July 3, 1998 and  October 2, 1998,  the  Company is  revising  previously
reported financial statements. The revisions resulted in no change to previously
reported  operating  income,  net income or earnings  per share.  The  revisions
included:  (1) in connection with the Company's  restructuring plan, a charge of
$2.4 million  related to the Company's  restructuring  plan for the write-off of
certain  duplicate  inventory  items and product lines  formerly  presented as a
component of "Restructuring Charge" in the accompanying  consolidated statements
of  operations  for the  thirty-nine  weeks  ended  October  2,  1998  has  been
reclassified  as a component of Cost of Sales;  and (2) the Company's  Year 2000
initiatives  and effects  have been  provided  under the  Liquidity  and Capital
Resources  section of the  Management's  Discussion  And  Analysis Of  Financial
Condition And Results Of Operations.

Sales for the third quarter of 1998  decreased 7% to $124.6  million from $133.7
million for last year's  comparable  period.  For the first nine months of 1998,
sales  totaled  $393.6  million,  up 4% from $379.1  million for the  comparable
period in 1997.  Sales  continued  to reflect  erratic  demand in the  Company's
primary  sales  market.  This lower  demand has been  exacerbated  by  inventory
reduction initiatives at certain of the Company's customers.

Orders for the third quarter of 1998 grew to $127.8  million  representing  a 7%
sequential improvement over the prior quarter. At October 2, 1998, order backlog
was $104.7  million  compared to $103.1  million at January 2, 1998. The Company
has a cautious  demand outlook for the rest of the year although the increase in
orders  during the third  quarter of 1998  supports  our belief  that demand for
product in the end-use markets is gradually improving.

The Company's  continued focus on achieving material and manufacturing  overhead
savings was reflected in the current quarter's gross margin, which improved both
sequentially  and from the year ago  quarter to 27.3%,  notwithstanding  reduced
sales  volume and a more price  competitive  market  place.  Also,  the  current
year-to-date  margin of 26.0% is slightly  lower  compared to the 26.8% reported
for the nine-month  period a year ago,  primarily due to the $2.4 million charge
for the  write-off  of  duplicate  product  lines  between the merged  companies
related to the Company's  restructuring  plan. Although the Company continues to
focus on reducing  manufacturing  costs and  improving  overall  processes,  the
Company does not anticipate that gross margins will vary  significantly from the
current level due to  continuing  competitive  pricing  pressures and changes in
product mix.

Selling,  general  and  administrative  expenses  were $13.4  million  and $42.1
million  for  the  thirteen  and  thirty-nine   weeks  ended  October  2,  1998,
respectively,  compared to $12.7  million and $37.1  million for the  comparable
prior  year  periods.  The  increase  in 1998 was  partially  due to  additional
spending  for  the  integration  activities  following  the  merger  with  Zytec
Corporation  and the inclusion of the Elba Group  acquired in July of 1997.  The
integration costs were incurred to support marketing  activities,  to change the
Company's  name  to  Artesyn  Technologies,  to  begin  implementation  of a new
enterprise-wide  information system, and to familiarize the Company's employees,
customers,  suppliers  and  investors  with  the  resources  of the new  Artesyn
Technologies.  The Company has been taking  aggressive  steps to curb  operating
expenses and to eliminate excess manufacturing resources wherever prudent.

The  Company   continued   its   commitment  to  new  products  for  its  global
communication customers by investing $8.4 million, or 6.8% of sales, in research
and development  activities  during the third quarter of 1998,  compared to $7.7
million, or 5.8%, in the comparable year ago quarter.  The Company believes that
the timely introduction of new technology and products is an important component
of its  competitive  strategy and  anticipates  future  research and development
spending will not significantly differ from the historical trend as a percentage
of sales of approximately 6-8%.

As previously reported, during the first quarter of 1998, the Company recorded a
$9.6 million pre-tax charge in connection with the Company's  restructuring plan
following the merger with Zytec Corporation. This amount is allocated as follows
in the  accompanying  consolidated  statement  of  operations:  $7.2  million to
Restructuring  Charge,  as further  described below, and $2.4 million to Cost of
Sales,   related  principally  to  inventory  write-offs  of  duplicate  product
development  programs which were underway at Computer  Products,  Inc. and Zytec
Corporation  prior  to the  merger.  The  restructuring  charge  relates  to the
elimination of duplicate  manufacturing  facilities in an effort to reduce costs
pursuant to the  Company's  integration  plan.  Specific  restructuring  actions
include  the  elimination  of  certain  manufacturing   facilities  through  the
consolidation  of  manufacturing   operations,   with  corresponding   personnel
reductions,  the realignment of the Company's  workforce to eliminate  duplicate
functions  particularly in administrative areas, and other cost-savings actions.
Total  expected  cash  expenditure  relating  to  the  restructuring  charge  is
estimated to be approximately $6.0 million, which, with the exception of certain
lease-related  cash  requirements,  is expected to be paid in the near term.  To
date,  the Company has paid  approximately  $2.8 million  primarily for employee
termination benefits.

Net income for the third quarter of 1998 was $8.0  million,  or $0.20 per share,
compared  to $10.4  million,  or $0.25 per share,  reported  for the  comparable
year-ago quarter.  For the first nine months of 1998, excluding the $9.6 million
pre-tax  restructuring  charge taken in the first  quarter of 1998,  income from
continuing  operations was $23.8 million, or $0.58 per share,  compared to $27.9
million, or $0.70 per share, in 1997.

LIQUIDITY AND CAPITAL RESOURCES

At October 2, 1998, the Company's  cash balance  decreased to $40.7 million from
$55.4  million at  January  2, 1998  primarily  due to $15.5  million  spent for
repurchases  of the  Company's  common stock,  $18.2 million for principal  debt
repayments and $19.9 million for capital  expenditures.  These  activities  were
funded  primarily with cash from operations and proceeds from exercises of stock
options.

Accounts  receivable  decreased  to $77.9  million at October 2, 1998 from $84.4
million at January 2, 1998 due to lower sales  volume and  increased  collection
activities.

Inventories  increased  to $68.6  million at October 2, 1998 from $59.7  million
January 2, 1998 to support production  planning to meet manufacturing lead times
and anticipated demand for new product introductions.

Effective  June 30, 1998,  the Company  repaid the  outstanding  balance of $3.2
million on its 6.9% mortgage note maturing July 1, 2001.

On July 22, 1998, the Company's Board of Directors authorized a share repurchase
program to purchase up to 4.0 million  shares of the  Company's  common stock in
the open market or in  privately-negotiated  transactions,  depending  on market
conditions and other factors. As of October 2, 1998, the Company repurchased and
retired  927,500 shares of its common stock for a total of  approximately  $15.5
million in cash.

Cash provided by operations increased to $32.4 million for the thirty-nine weeks
ended October 2, 1998 from $19.2 million for the thirty-nine weeks ended October
3, 1997. The increase was primarily due to a decrease in accounts receivable and
a smaller  increase in  inventories  partially  offset by a decrease in accounts
payable and accrued liabilities.

Net cash used in investing activities for the thirty-nine weeks ended October 2,
1998 reflects capital  expenditures of $19.9 million  partially offset by $2.2
million  proceeds  from  the  sale of RTP  Corp.  Net  cash  used in  investing
activities  for the  comparable  period in 1997 includes the  acquisition of the
Elba Group for approximately  $25.8 million (net of cash acquired) and purchases
of plant  and  equipment  for $15.5  million  partially  offset by $2.0  million
proceeds from the sale of RTP Corp.

Net cash used in financing activities for the thirty-nine weeks ended October 2,
1998  of  $30.2  million  reflects:  (1)  long-term  debt  principal  repayments
including $4.4 million on the Company's  seven-year  term loan,  $3.2 million on
its 6.9% mortgage note, and approximately $7.6 million on the Company's Austrian
subsidiary's revolving loans and notes payable, (2) repurchase and retirement of
927,500 shares of the Company's common stock for $15.5 million, and (3) proceeds
from stock option exercises.

Cash provided by financing activities for the thirty-nine weeks ended October 3,
1997 of $27.2 million  reflects  borrowings  under the 52 million  Deutsche Mark
term loans, net of debt issuance costs, and $4.4 million proceeds from exercises
of stock options  partially  offset by $11.0 million  long-term debt and capital
lease principal  repayments  including $3.7 million on the Company's  seven-year
term loan.

The Company  has a $20 million  revolving  line of credit that  extends  through
April 1, 2000. As of July 3, 1998, the Company had made no borrowings  under the
line of credit and was in compliance  with the agreement's  covenants.  Based on
current plans and business  conditions,  the Company  believes that its cash and
equivalents,  its available  credit line,  cash generated from  operations,  and
other  financing  activities  are  expected  to  be  adequate  to  meet  capital
expenditures,  working capital requirements, debt and capital lease obligations,
and operating lease commitments through the remainder of fiscal 1998.

YEAR 2000 INITIATIVES AND EFFECTS

The Company has formed an internal  Year 2000  compliance  team and  developed a
compliance   plan  to  evaluate  its  internal   facilities,   engineering   and
manufacturing  processes,  and business information systems with respect to Year
2000  readiness and  compliance.  Included in this  evaluation are the Company's
products and systems and potential impact of the Company's significant suppliers
and  customers.  The  Company  is in  the  process  of  communicating  with  its
significant  suppliers and large  customers to determine the extent to which the
Company  might be vulnerable  to those third  parties'  failures to remedy their
Year 2000 issues.  The Company  does not believe  that it has material  exposure
related  to the Year 2000  issue for the  products  it has sold.  The  Company's
current standard and custom product sets do not include date sensitive  software
or components and are, therefore, Year 2000 compliant.

There are five phases that describe the Company's  process in becoming Year 2000
compliant.  Phase 1, the awareness  phase,  encompasses  developing a budget and
project plan. Phase 2, the assessment phase, identifies mission-critical systems
to check for  compliance.  Phase 3, the remediation  phase,  includes the actual
corrective  activities for non-compliant  systems and processes.  The Company is
currently  involved in some phase 3 remediation  activities while completing the
inventory and final  assessment  of internal  applications  and  infrastructure.
Inventory  completion  is scheduled for January 1999 with final  assessments  of
Year 2000 issues  scheduled for  completion in February  1999. The remaining two
phases,  validation and  implementation,  are expected to start in February 1999
and be completed later in 1999.

The Company's current primary business  information  systems, in both the United
States and its foreign  locations,  are known to be non-compliant.  Upgrades for
the  Company's  European  and  Asia  Pacific  locations  will be  completed  and
installed by December 1999. In addition, the Company is proceeding with a phased
installation  of a new Year 2000 compliant  Enterprise  Resource  Planning (ERP)
system to replace its existing legacy application systems. The Company's goal is
to complete the ERP implementation  within all North American Artesyn facilities
by mid  1999.  In case of  unexpected  delays in the  implementation  of the ERP
systems in North  America,  the  Company's  contingency  plan will  include  the
upgrade of its current business  information  systems to be Year 2000 compliant.
The Company  believes that it will have sufficient time to upgrade these systems
in case of such a delay. The cost to upgrade these systems is not expected to be
material.  The  implementation of the ERP system for the Company's  European and
Asia  Pacific  locations  is  planned  to be  completed  by mid year  2000.  The
implementation  and  installation  of the new ERP  system  was a planned  system
change  following  the merger with Zytec  Corporation  to  integrate  the merged
companies,  and such  implementation  is not  deemed  undertaken  solely for the
Company to become Year 2000 compliant.

The Company has not completed  its  assessment of the total costs to address and
remedy  Year 2000  issues.  The  Company  anticipates  that it will  complete  a
detailed  breakdown of estimated  costs  following  completion  of the Company's
inventory and risk  assessment in February  1999.  These costs will include time
and effort of internal  staff and  consultants  for  renovation,  validation and
implementation, and computer and embedded technology systems enhancements and/or
replacements.  The total costs, excluding the implementation of the ERP systems,
for achieving Year 2000  compliance is currently  estimated at $3.5 million,  of
which  approximately  $500,000 has been incurred to date. Of the total estimated
amount,   approximately   $2.5  million  is  expected  to  be  capitalized   and
approximately  $1.0  million is expected to be expensed as  incurred.  The total
estimated cost to implement the new ERP systems is approximately  $25 million to
be incurred  over a three-year  period of which $22 million will be  capitalized
and amortized and $3.0 million will be expensed as incurred. The Company expects
these expenditures to be financed through operating cash flows or borrowings, as
applicable.

The Company  presently  believes that its Year 2000 plan is sufficient  and that
the Year 2000 issue will not pose significant operational problems. However, the
Company has identified the following  potential Year 2000 risks at this time: 1)
suppliers and/or  customers may not be Year 2000 compliant;  2) ERP installation
may not be completed on time;  and 3) new  systems/upgrades  have  incomplete or
inadequate  testing.   The  risk  posed  by  suppliers  to  the  Company  is  an
interruption  of  material  flow which  would  impact  shipments  and  resultant
revenue.  The risk posed by  customers is a  cancellation  or delay in orders of
products by customers  who are not Year 2000 ready or whose costs to remedy Year
2000 issues are so significant that they cancel or delay orders. The risk of ERP
installation  not being  complete  is  mitigated  by the  Company's  anticipated
ability  to be able to  upgrade  current  information  systems  with  Year  2000
upgrades, as applicable, for an amount not deemed by the Company to be material.
In addition,  Year 2000 issues would have a significant  impact on the Company's
operations and its financial results if:  modifications cannot be completed on a
timely basis;  unforeseen  needs or problems  arise;  or if systems  operated by
third parties are not Year 2000 compliant.

A "worst case  scenario"  Year 2000 Company  contingency  plan is expected to be
completed by February 1999. The contingency  plan will address plans to minimize
any potential  impact on Company  operations in the case of unplanned  Year 2000
related  failures.  The plan will  include  the  upgrade of current  information
systems to Year 2000  compliant  versions as well as management of materials and
inventory to cover potential supplier missed shipments.

The Company has not been  required to, and does not  anticipate,  deferring  any
projects as a result of its Year 2000 preparation.

The estimates and  conclusions  set forth herein  regarding Year 2000 compliance
contain  forward-looking  statements and are based on management's  estimates of
future  events  and  information  provided  by third  parties.  There  can be no
assurance that such estimates and information  will prove to be accurate.  Risks
to completing the Year 2000 project include the  availability of resources,  the
Company's  ability to discover and correct  potential Year 2000 problems and the
ability of  suppliers,  customers and other third parties to bring their systems
into Year 2000 compliance.

FORWARD LOOKING STATEMENTS

Certain  statements in this Form 10-Q  constitute  "forward-looking  statements"
within the meaning of the Private  Securities  Litigation Reform Act of 1995 and
are based on the Company's  current  expectations  with respect to future sales,
operating  efficiencies,  growth and  working  capital  needs.  Such  statements
involve  risks  and  uncertainties  which  may cause  actual  results  to differ
materially  from those set forth in these  forward-looking  statements.  Factors
that might affect such forward-looking statements include, among others, general
economic   conditions  and  growth  in  the  power  supply  and   communications
industries,  changes in customer mix, competitive factors and pricing pressures,
changes in product mix, the timely  development  and acceptance of new products,
ability  to  attract  and  retain  customers  including  new OEM  communications
customers,  ability to  attract  and retain  personnel,  inventory  risks due to
shifts in market  demand,  changes  in  absorption  of  manufacturing  overhead,
domestic  and foreign  regulatory  approvals  and other risks  described  in the
Company's various reports filed with the Securities and Exchange Commission.


<PAGE>

                           PART II. OTHER INFORMATION


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

None


ITEM  5.    OTHER INFORMATION

In  accordance  with the  Company's  By-laws  and Rules  14a-4(c)  and  14a-5(e)
promulgated  under the  Securities  Exchange  Act of 1934,  the  Company  hereby
notifies  its  stockholders  that if the  Company  does not  receive  notice  by
February 1, 1999 of a proposed  matter to be submitted for  stockholder  vote at
the  Company's  1999 Annual  Meeting,  then any  proxies  held by members of the
Company's  management in respect of such Meeting may be voted in the  discretion
of such  management  members on such  matter,  without  any  discussion  of such
proposed  matter in the proxy  statement  to be  distributed  in respect of such
Meeting. In addition, the Company's By-laws contain other restrictions regarding
the  method by which a  stockholder  may  present a matter to be  submitted  for
stockholder vote at the Company's Annual Meeting.


ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

(a)   EXHIBITS

Exhibit No. 27 -- Financial Data Schedule.

(B)   REPORTS ON FORM 8-K

The Company did not file any reports on Form 8-K during the thirteen-week period
ended October 2, 1998.


<PAGE>

                                    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 authorized.

                                                ARTESYN TECHNOLOGIES, INC.
                                                --------------------------
                                                      (Registrant)

DATE:    December 21, 1998                    BY:   /s/ Richard J. Thompson
                                                      -----------------------
                                                      Richard J. Thompson
                                                      Vice President Finance
                                                         Chief Financial Officer