UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D. C. 20549
                              FORM 10-Q

[x] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934.
             For quarterly period ended February 1, 2003
                                 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 Number 0-3319

                   DEL GLOBAL TECHNOLOGIES CORP.
         (Exact name of registrant as specified in its charter)


 New York                                              13-1784308
 --------                                   ------------------------------------
 (State or other jurisdiction of                   (I.R.S. Employer
 incorporation or organization)                    Identification No.)

               One Commerce Park, Valhalla, NY 10595
         (Address of principal executive offices) (Zip Code)


                            914-686-3600
                           ------------
          (Registrant's telephone number including area code)
                                 None
 (Former name, former address and former 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            No   X
    -----          -----


Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act)


Yes             No   X
   -----           -----

 The number of shares of Registrant's common stock outstanding as of March 17,
2003 was 10,347,515.







                                       1
<PAGE>






              DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES

                            Table of Contents




Part I. Financial Information:                                         Page No.
                                                                       --------


        Item 1.  Financial Statements (Unaudited)

        Condensed Consolidated Balance Sheets - February 1, 2003
        and August 3, 2002                                                 3

        Condensed Consolidated Statements of Operations for the Three and
           Six Months Ended February 1, 2003 and January 26, 2002          5

        Condensed Consolidated Statements of Cash Flows for the Six
        Months Ended February 1, 2003 and January 26, 2002                 6


        Notes to Condensed Consolidated Financial Statements               7


        Item 2.  Management's Discussion and Analysis of Operations
        and Financial Condition                                            17

        Item 3.  Quantitative and Qualitative Disclosures about Market
        Risk                                                               23

        Item 4.  Controls and Procedures                                   23

Part II. Other Information:


        Item 1.  Legal Proceedings                                         24


        Item 6.  Exhibits and Reports on Form 8-K                          25


        Signatures                                                         26

        Certifications                                                     27










                                       2
<PAGE>

                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in Thousands)


                                     ASSETS

<TABLE>
                                           February 1, 2003   August 3, 2002 (1)
                                           ----------------- -------------------
                                                 (Unaudited)
<S>                                       <C>               <C>
   CURRENT ASSETS
   Cash and cash equivalents                      $ 2,181             $  895

   Marketable securities                               42                 45

   Trade receivables (net of allowance
   for doubtful accounts of $1,062 and $1,127
   at February 1, 2003 and August 3, 2002,
   respectively)                                   18,758             19,252

   Inventory - Net                                 19,806             20,956
   Income tax receivable                                -              3,992
   Deferred income tax asset                        2,590              2,590
   Prepaid expenses and other current
    assets                                            729              1,644
                                             ----------------- ----------------
      Total current assets                         44,106             49,374


   REFUNDABLE INCOME TAXES                            148                148
   FIXED ASSETS - Net                               9,453              9,152
   DEFERRED INCOME TAX ASSET                        9,252             13,982
   GOODWILL                                         3,239              3,239
   OTHER INTANGIBLES-Net                              405                477
   OTHER ASSETS                                     1,289              1,325
                                            ----------------- -----------------

      TOTAL ASSETS                                $67,892            $77,697
                                            ================= =================
</TABLE>

See notes to condensed consolidated financial statements

(1) August 3, 2002 balances were obtained from audited financial statements.



                                       3
<PAGE>

                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                              (Dollars in Thousands)


                      LIABILITIES AND SHAREHOLDERS' EQUITY
<TABLE>
                                           February 1, 2003   August 3, 2002 (1)
                                           -----------------  ------------------
                                               (Unaudited)
<S>                                       <C>                <C>
CURRENT LIABILITIES
   Short-term credit facilities                  $ 5,263             $ 7,992
   Current portion of long-term debt                 584                 792
   Accounts payable - trade                       11,542              10,127
   Accrued liabilities                             9,188              11,252
   Deferred compensation liability                   205                 207
   Income taxes payable                              176                 356
                                            ----------------- -----------------
      Total current liabilities                   26,958              30,726


NON-CURRENT LIABILITIES
   Long-term debt                                  5,158               5,114
   Subordinated note                               1,706               1,610
   Other long-term liabilities                     2,257               2,158
                                            ----------------- -----------------

      Total liabilities                           36,079              39,608
                                            ----------------- -----------------

MINORITY INTEREST IN SUBSIDIARY                    1,136                 948
                                            ----------------- -----------------
COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY
   Common  stock,  $.10 par value;
   Authorized  20,000,000  shares;
     Issued and outstanding - 10,976,081 at
     February 1, 2003 and August 3, 2002           1,097               1,097
   Additional paid-in capital                     63,653              63,547
   Accumulated other comprehensive gain (loss)        62               (229)
   Accumulated deficit                          (28,633)            (21,772)
   Less common stock in treasury - 628,566
     shares at February 1, 2003 and August 3,
     2002                                        (5,502)             (5,502)
                                            ----------------- -----------------

      Total shareholders' equity                  30,677              37,141
                                            ----------------- -----------------

   TOTAL LIABILITIES AND SHAREHOLDERS'
   EQUITY                                       $ 67,892            $ 77,697
                                            ================= =================
</TABLE>

    See notes to condensed consolidated financial statements

    (1) August 3, 2002 balances were obtained from audited financial statements.



                                       4
<PAGE>
                DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                    (Dollars in Thousands except share data)
                                  (Unaudited)
<TABLE>
                                Three Months Ended           Six Months Ended
                              February 1,  January 26,   February 1, January 26,
                                  2003         2002         2003         2002
                              -----------  ----------    ---------   -----------
<S>                          <C>          <C>           <C>         <C>
NET SALES                      $  26,035  $    24,401    $  51,590     $  43,882

COST OF SALES                     20,487       18,057       40,614        33,795
                               -----------   ----------    ---------  ----------

GROSS MARGIN                       5,548        6,344       10,976        10,087
                               -----------   ----------    ---------  ----------

Selling, general and
 administrative                    5,571        5,416       11,192        10,667
Research and development             734          625        1,046         1,206
Litigation settlement recovery         -            -            -         (258)
Facilities reorganization
 costs                               219           35          453            77
                               -----------   ----------   ---------   ----------
 Total operating expenses          6,524        6,076       12,691        11,692
                               -----------   ----------   ---------   ----------
OPERATING (LOSS) INCOME            (976)          268      (1,715)       (1,605)


Interest expense                     357          325          713          787
Other income (expense)              (31)           48          472           31
                                -----------  ----------    ---------   ---------

LOSS BEFORE INCOME TAXES
AND MINORITY INTEREST            (1,364)          (9)      (1,956)      (2,361)

INCOME TAX PROVISION (BENEFIT)     4,761          (3)        4,788        (832)
                                -----------  ----------    ---------   ---------

LOSS BEFORE MINORITY
INTEREST                         (6,125)          (6)       (6,744)     (1,529)

MINORITY INTEREST                    130          165           117         177
                                -----------  ----------    ---------   ---------

NET LOSS                        $(6,255)    $   (171)      $(6,861)   $ (1,706)
                                ============ ===========   =========   =========

LOSS PER COMMON SHARE:

BASIC AND DILUTED                 $(.60)       $(.02)        $(.66)      $(.22)
                                ============ ===========   =========   =========

Weighted average number of
common shares outstanding,
basic and diluted               10,347,515    7,847,515   10,347,515   7,847,515
                                ============ ===========  ==========   =========
</TABLE>

See notes to condensed consolidated financial statements

                                       5
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in Thousands)
                                 (Unaudited)
<TABLE>
                                                    Six Months Ended
                                            Feb. 1, 2003     Jan. 26, 2002
                                            ------------     -------------
<S>                                        <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                      $ (6,861)       $(1,706)
  Adjustments to reconcile net loss to
   net cash provided by operating activities:
  Depreciation and amortization                     1,243          1,319
  Deferred income provision (benefit)               4,730          (787)
  Loss on sale of fixed assets                         16             33
  Unrealized loss on marketable securities              3             21
  Minority interest                                   117            177
  Imputed interest - Subordinated note                 96              -
  Stock based compensation expense                    104             74

  Changes in operating assets and liabilities:
  Decrease in trade receivables                     1,076          1,953
  Decrease in inventory                             1,578          3,576
  Decrease in income taxes receivable               3,992              -
  Decrease (Increase) in prepaid expenses and
    other current assets                              947          (307)
  Decrease in other assets                            118            242
  Increase in accounts payable-trade                1,016          1,516
  Decrease in accrued liabilities                 (2,228)        (1,597)
  Decrease in income taxes payable                  (182)          (192)
  Other                                              (18)             26
                                              -----------     -----------
Net cash provided by operating activities           5,747          4,348
                                              -----------     -----------
CASH FLOWS FROM INVESTING ACTIVITIES
  Fixed asset purchases                           (1,227)          (710)
                                              ------------    -----------
Net cash used in investing activities             (1,227)          (710)
                                              -----------     -----------
CASH FLOWS FROM FINANCING ACTIVITIES
  Repayment of bank borrowings                    (3,293)        (3,126)
                                              -----------     -----------
Net cash used in financing activities             (3,293)        (3,126)
                                              -----------     -----------
EFFECT OF EXCHANGE RATE CHANGES                        59            (5)
                                              -----------     -----------
NET CHANGE IN CASH AND CASH EQUIVALENTS             1,286            507
CASH AND CASH EQUIVALENTS AT THE BEGINNING
OF THE PERIOD                                         895          1,402
                                              -----------      ----------
CASH AND CASH EQUIVALENTS AT THE END OF
THE PERIOD                                         $2,181       $  1,909
                                              ============    ===========

</TABLE>
See notes to condensed consolidated financial statements


                                       6
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                   (Dollars in thousands, except share data)
                                 (Unaudited)
BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been prepared
in accordance with accounting principles generally accepted in the United States
of America for interim financial information and with the instructions to Form
10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by accounting principles generally
accepted in the United States for complete financial statements. In the opinion
of management, all adjustments (consisting only of normal recurring adjustments)
considered necessary for a fair presentation of the results for the interim
period have been included. Results of operations for the interim periods are not
necessarily indicative of the results that may be expected for the full year.
These consolidated financial statements should be read in conjunction with the
financial statements and the notes thereto included in the Company's annual
report on Form 10-K filed with the Securities and Exchange Commission for the
year ended August 3, 2002.

The accounting policies followed by the Company are set forth in Note 1 to the
Company's consolidated financial statements for the fiscal year ended August 3,
2002.

The Company recognizes product revenue upon shipment, provided there is
persuasive evidence of an arrangement, there are no uncertainties concerning
acceptance, the sales price is fixed, collection of the receiveble is probable
and only perfunctory obligations related to the arrangement need to be
completed. The Company's products are covered primarily by one year warranty
plans and in some cases optional extended warranties for up to five years are
offered. The Company establishes allowances for warranties as more fully
described in the Product Warranty footnote herein. The Company recognizes
service revenue when repairs or out of warranty repairs are completed. As
described in the Description of the Business section of our Form 10-K dated
August 3, 2002, the Company has an FDA obligation to continue to provide repair
service for certain medical systems for up to seven years past the warranty
period. Said repairs are billed to the customers at market rates.

The financial statements of the Company's consolidated subsidiary Villa are
denominated in Euros and are translated into U.S. dollars for reporting
purposes. As a result, they are therefore subject to the effects of currency
fluctuations which may affect reported earnings and future cash flows. These
foreign currency translations are made in accordance with Statement of Financial
Accounting Standard ("SFAS") No. 52, "Foreign Currency Translation".

NEW ACCOUNTING PRONOUNCEMENTS
In June 2001, the Financial Accounting Standards Board issued SFAS No. 143,
Accounting for Asset Retirement Obligations. This statement addresses financial
accounting and reporting for the obligations associated with the retirement of
tangible long-lived assets and the associated asset retirement costs. This
statement is effective for financial statements issued for fiscal years
beginning after June 15, 2002. The adoption of this statement did not have a
significant impact on the Company's consolidated financial statements.

SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets,
was issued in October 2001. SFAS No. 144 replaces SFAS No. 121, Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of.
SFAS No. 144 requires that long-lived assets whose carrying amount is not
recoverable from its undiscounted cash flows be measured at the lower of
carrying amount or fair value less cost to sell, whether reported in continuing
operations or in discontinued operations. Therefore, discontinued operations
will no longer be measured at net realizable value or include amounts for
operating losses that have not yet occurred. SFAS No. 144 also broadens the
reporting of discontinued operations to include all components of an entity with
                                       7
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)
operations that can be distinguished from the rest of the entity and that will
be eliminated from the ongoing operations of the entity in a disposal
transaction. The provisions of SFAS No. 144 are effective for financial
statements issued for fiscal years beginning after December 15, 2001 and are to
be applied prospectively. The adoption of this statement did not have a
significant impact on the Company's consolidated financial statements.

SFAS No. 145, Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB
Statement No. 13, and Technical Corrections was issued in April 2002.  This
pronouncement rescinded SFAS No. 4, Reporting Gains and Losses from
Extinguishment of Debt, SFAS No. 64, Extinguishments of Debt to Satisfy
Sinking-Fund Requirements, and SFAS No. 44, Accounting for Intangible Assets of
Motor Carriers, and changed the accounting treatment for capital lease
modifications by amending SFAS No. 13, Accounting for Leases. This pronouncement
also amends the existing authoritative pronouncements to make various technical
corrections, clarify meanings, or describe their applicability under changed
conditions. There will be no significant impact on the consolidated financial
statements upon the adoption of this statement.

SFAS No. 146, Accounting for Costs Associated with Exit or Disposal Activities,
was issued in June 2002. SFAS No. 146 revises the accounting and reporting for
costs associated with exit or disposal activities to be recognized when a
liability for such cost is incurred rather than when an entity commits to an
exit plan. SFAS No. 146 is effective for exit or disposal activities initiated
after December 31, 2002. SFAS No. 146 does not impact previously recorded
liabilities and, therefore, the initial adoption of this standard did not have a
significant impact on the Company's consolidated financial statements.

SFAS No. 148, Accounting for Stock-based Compensation-Transition and Disclosure,
an amendment of FASB Statement No. 123, amends SFAS No. 123 to provide
alternative methods of transition for a voluntary change to the fair value based
method of accounting for stock-based employee compensation. It also amends the
disclosure provisions of SFAS No. 123 to require prominent disclosure in both
annual and interim financial statements about the method of accounting for
stock-based employee compensation and the effect of the method used on reported
results. The provisions of SFAS 148 are effective for annual financial
statements for fiscal years ending after December 15, 2002, and for financial
reports containing condensed financial statements for interim periods beginning
after December 15, 2002. The Company has not determined whether it will adopt
the fair value based method of accounting for stock-based employee compensation.

In November 2002, the FASB issued Interpretation ("FIN") No. 45,Guarantor's
Accounting and Disclosure Requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others." FIN 45 requires certain guarantees to be
recorded at fair value regardless of the probability of the loss. The adoption
did not have a material impact on the Company's consolidated financial
statements.

In January 2003, the FASB issued FASB Interpretation No. 46 ("FIN 46"),
"Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51."
FIN 46 requires certain variable interest entities to be consolidated by the
primary beneficiary of the entity if the equity investors in the entity do not
have the characteristics of a controlling financial interest or do not have
sufficient equity at risk for the entity to finance its activities without
additional subordinated financial support from other parties. The Company
anticipates that there will be no significant impact on the consolidated
financial statements upon the adoption of this statement.
                                       8
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


GOODWILL AND OTHER INTANGIBLE ASSETS
Effective August 4, 2002, the Company adopted SFAS 142, Goodwill and Other
Intangible Assets, which establishes new accounting and reporting requirements
for goodwill and other intangible assets. Under SFAS 142, all goodwill
amortization ceased effective August 4, 2002.

Recorded goodwill was tested for impairment by comparing the fair value to the
carrying value for reporting units within the Power Conversion Group and for the
Medical Systems Group. Fair value was determined using a discounted cash flow
method as well as a review of valuation parameters for comparable publicly
traded companies. This impairment test is required to be performed at adoption
of SFAS 142 and at least annually thereafter. On an ongoing basis, (absent any
impairment indicators), the Company expects to perform this impairment test
during the fourth quarter. Based on the initial impairment test, it was
determined that none of the goodwill recorded was impaired. Impairment
adjustments recognized after adoption, if any, generally are required to be
recognized as operating expenses.

In connection with the adoption of SFAS 142, the useful lives and the
classification of our identifiable intangible assets were reviewed and it was
determined that they continue to be appropriate. These identifiable assets were
acquired in connection with business combinations prior to July 1, 2001. The
components of our amortizable intangible assets are as follows:

<TABLE>
                   February 1, 2003                 August 3, 2002
                   ----------------                 --------------
             Gross Carrying  Accumulated     Gross Carrying   Accumulated
                 Amounts     Amortization        Amounts      Amortization
<S>         <C>             <C>             <C>              <C>
Non-Compete
Agreements       $   902        $   698           $   902        $   659

Distribution
Network              653            452               653            419
                 -------        -------           -------        -------
Total            $ 1,555        $ 1,150           $ 1,555        $ 1,078
                 =======        =======           =======        =======
</TABLE>

Amortization expense for intangible assets during the three and six months of
fiscal year 2003 was $36 and $72 respectively. Estimated amortization expense
for the remainder of 2003 and the five succeeding fiscal years is as follows:

<TABLE>
<S>                         <C>
     2003 (remainder)        $  72
     2004                      144
     2005                      144
     2006                       45
     2007                        -
     2008                        -
</TABLE>

There are no components of intangible assets that have an indefinite life.

                                       9
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


The following table shows the Company's fiscal three and six months 2003 and
2002 results, adjusted to exclude amortization related to goodwill:

<TABLE>
                                   Three Months               Six Months
                          ---------------------------- -----------------------
                              February 1, January 26,  February 1,  January 26,
                                 2003        2002         2003         2002
                          ---------------- ----------- ------------- ----------
<S>                      <C>             <C>          <C>          <C>
Net loss - as reported        $( 6,255)      $(171)    $ (6,861)      $(1,706)
  Add back: goodwill
  amortization, net
  of taxes                           -           33            -            66
                              ---------     -------      -------       -------
Net loss - as adjusted         $(6,255)      $(138)    $ (6,861)      $(1,640)
                               ========     =======      =======       =======
Loss per share -
basic and diluted
As reported                    $ (.60)       $(.02)      $ (.66)      $ (.22)
  Add back: goodwill
  amortization                       -            -            -          .01
                             ---------       --------     -------      --------
As adjusted                    $ (.60)       $(.02)      $ (.66)      $ (.21)
                              ========       ========     =======      ========
</TABLE>
There were no changes in goodwill balances during the first half of fiscal year
2003.


INVENTORY
Inventory is stated at the lower of cost (first-in, first-out) or market.
Inventories and their effect on cost of sales are determined by physical count
for annual reporting purposes and are estimated by management for interim
reporting purposes. The estimation methodologies used for interim reporting
purposes are described in Managements Discussion and Analysis under the subtitle
Critical Accounting Policies.

<TABLE>
                                          February 1, 2003     August 3, 2002
                                         -----------------   ------------------
<S>                                     <C>                 <C>
 Raw materials and purchased parts          $ 10,824             $ 12,980
 Work-in-process                               7,108                7,084
 Finished goods                                4,150                4,322
                                         -----------------   ------------------
                                              22,082               24,386
 Less allowance for obsolete and excess
 inventory                                    (2,276)             (3,430)
                                         -----------------   ------------------
        Total inventory, net                $ 19,806             $ 20,956
                                         =================   ==================
</TABLE>

                                       10
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


PRODUCT WARRANTIES
In November 2002, the FASB issued FASB Interpretation No. 45, which, among other
things, requires additional disclosure related to a company's product
warranties. The Company's products are covered primarily by one year warranty
plans and in some cases optional extended contracts may be offered covering
products for periods up to 5 years, depending upon the product and contractual
terms of sale. The Company establishes allowances for warranties on an aggregate
basis for specifically identified, as well as anticipated, warranty claims based
on contractual terms, product conditions and actual warranty experience by
product line. A reconciliation of the charges in the Company's
product warranty liability for the six months ended February 1, 2003 is as
follows:

<TABLE>

                                                     Accrued Warranty
                                                    ------------------
          <S>                                      <C>
           Beginning balance, August 4, 2002             $    626
           Warranty costs incurred                          (498)
           Warranty expense accrued                           506
                                                         -----------
           Ending balance, February 1, 2003              $    634
                                                          ==========
</TABLE>


DEFERRED INCOME TAX ASSET

Deferred income tax assets and liabilities represent the effects of the
differences between the income tax basis and financial reporting basis of the
assets and liabilities at the tax rates expected at the time the deferred tax
liability or asset is expected to be settled or realized. Based on information
and forecasts available as of August 2002, the Company recorded a net deferred
income tax asset of $16,572, with $2,590 classified as a current asset and the
balance of $13,982 as a long term asset.

Based on an evaluation conducted in March 2003, management concluded that due to
current results being lower than originally anticipated, it was prudent to
establish a valuation allowance of $4,730 against long term deferred tax assets.
The valuation allowance was computed by estimating the amount of future taxable
income expected over the net operating loss carryforward period, considering
recent performance and other actions the Company has taken to improve
profitability. The valuation allowance recorded is the estimate of the amount of
deferred tax assets that may not be realized.

A corresponding amount of $4.7 million was recorded as an income tax provision
for the three and six month periods ended February 1, 2003. The Company
anticipates that it is more likely than not the remaining deferred asset will be
utilized against future operating profits; however, no assurances can be given
that results of operations will generate profits in the future.


                                       11
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)

COMPREHENSIVE LOSS
Comprehensive loss for the Company includes foreign currency translation
adjustments and net loss reported in the Company's Consolidated Statements of
Operations.

Comprehensive loss for 2003 and 2002 was as follows:
<TABLE>

                               Three Months Ended        Six Months Ended
                          ---------------------------- ------------------------
                             February 1,  January 26,  February 1,   January 26,
                                2003         2002          2003         2002
                          ---------------- ----------- ------------- ----------
<S>                      <C>              <C>         <C>           <C>
Net Loss                    $ (6,255)       $ (171)   $ ( 6,861)     $ (1,706)
Foreign currency
translation adjustment            285          (56)          291           143
                              -------       -------      -------       -------
Comprehensive loss          $ (5,970)        $(227)   $  (6,570)     $ (1,563)
                              =======       =======      =======       =======
</TABLE>

<TABLE>
LOSS PER SHARE
                               Three Months Ended         Six Months Ended
                           --------------------------   ------------------------
                             February 1,  January 26,   February 1,  January 26,
                                2003         2002          2003          2002
                           -------------  ----------    -----------   ----------
<S>                      <C>             <C>          <C>           <C>
Numerator:
Net Loss                       $ (6,255)     $ (171)    $ (6,861)       $(1,706)
                               ==========  ==========   ==========    ==========
Denominator:
Denominator for basic
 Loss per share-
Weighted average shares
 outstanding                 10,347,515    7,847,515    10,347,515    7,847,515
Effect of dilutive
 Securities                           -            -             -            -

Denominator for diluted      ----------    ---------    ----------    ---------
 loss per share              10,347,515    7,847,515    10,347,515    7,847,515
                             ==========    =========    ==========    =========
Loss per basic and diluted
 common share                  $  (.60)    $   (.02)     $   (.66)     $  (.22)
                             ==========     ========    ==========    =========

</TABLE>
Common shares outstanding for the current period and prior period ended were
reduced by 628,566 shares of treasury stock. Common shares outstanding for the
three and six month period ended February 1, 2003 reflect the issuance of
2,500,000 shares in conjunction with the shareholder settlement approved on
January 29, 2002.

The computation of diluted shares outstanding, does not include 671,050 and
480,475 employee stock options and 266,168 and 0 warrants to purchase Company
common stock as of February 1, 2003 and January 26, 2002, respectively,
since the effect of their assumed conversion would be anti-dilutive.


                                       12
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
               NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


SEGMENT INFORMATION
The Company has three reportable segments: Medical Systems Group, Power
Conversion Group and Other. The fiscal 2003 "Other" segment includes unallocated
corporate costs which were previously reported in the Power Conversion Group in
the prior period. Had the prior year's methodology been used, operating expenses
of the Power Conversion Group would have been approximately $3,300, and $6,500
resulting in an operating loss of approximately $1,800 and $2,300 for the three
and six months ended February 1, 2003, respectively.

Interim segment information is as follows:
<TABLE>
                                         Medical    Power
For three months ended                   Systems    Conversion
February 1, 2003                         Group      Group      Other     Total
-----------------------                  -------   ----------  ------   --------
<S>                                     <C>       <C>         <C>      <C>
Net Sales to Unaffiliated Customers       $15,248   $10,787        -    $26,035
Cost of sales                              11,502     8,985        -     20,487
                                          -------  ---------  ------   --------
Gross margin                                3,746     1,802        -      5,548

Operating expenses                          3,017     2,247    $1,041     6,305
Facilities reorganization costs                 -       285      (66)       219
                                         --------   --------  -------   -------
Total operating expenses                    3,017     2,532       975     6,524
                                         --------   --------  -------   -------
Operating income / (loss)                 $   729    $(730)  $(  975)     (976)
                                         ========   ========   ======
Interest expense                                                          (357)
Other income (expense)                                                     (31)
                                                                        --------
  Loss before income taxes and minority interest                       $(1,364)
                                                                        ========


For three months ended
January 26, 2002
-----------------------
Net Sales to Unaffiliated Customers       $14,321   $ 10,080        -   $ 24,401
Cost of sales                              10,483      7,574        -     18,057
                                          -------   --------   -------   -------
Gross margin                                3,838      2,506        -      6,344

Operating expenses                          2,561      3,480               6,041
Facilities reorganization costs                 -         35        -         35
                                           ------    -------   ------    -------
Total operating expenses                    2,561      3,515               6,076
                                           ------    -------   ------    -------
Operating income / (loss)                  $1,277   $(1,009)        -        268
                                           ======    =======   ======
Interest expense                                                           (325)
Other income (expense)                                                        48
                                                                         -------
      Loss before income taxes and minority interest                     $   (9)
                                                                         =======
</TABLE>

                                       13
<PAGE>

                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


<TABLE>
                                        Medical    Power
For six months ended                    Systems    Conversion
February 1, 2003                         Group      Group     Other      Total
-----------------------                  -------  ----------  ------   --------
<S>                                     <C>      <C>         <C>      <C>
Net Sales to Unaffiliated Customers       $27,248   $24,342        -    $51,590
Cost of sales                              20,939    19,675        -     40,614
                                          -------  ---------  ------   --------
Gross margin                                6,309     4,667        -     10,976

Operating expenses                          5,701     4,402    $2,135    12,238
Facilities reorganization costs                 -       389        64       453
                                         --------   --------  -------    ------
Total operating expenses                    5,701     4,791     2,199    12,691
                                         --------   --------  -------    ------
Operating income / (loss)                 $   608  $(  124)  $(2,199)   (1,715)
                                         ========   ========   ======
Interest expense                                                          (713)
Other income (expense)                                                      472
                                                                         ------
   Loss before income taxes and minority interest                      $(1,956)
                                                                        =======



For six months ended
January 26, 2002
-----------------------
Net Sales to Unaffiliated Customers       $23,961   $ 19,921        -   $ 43,882
Cost of sales                              17,939     15,856        -     33,795
                                          -------   --------   -------   -------
Gross margin                                6,022      4,065        -     10,087

Operating expenses                          4,371      7,502        -     11,873
Litigation settlement recovery                  -          -   $(258)      (258)
Facilities reorganization costs                 -         77        -         77
                                           ------    -------   ------    -------
Total operating expenses                    4,371      7,579      258     11,692
                                           ------    -------   ------    -------
Operating income / (loss)                  $1,651   $(3,514)   $  258    (1,605)
                                           ======    =======   ======
Interest expense                                                           (787)
Other income (expense)                                                        31
                                                                         -------
 Loss before income taxes and minority interest                         $(2,361)
                                                                         =======

</TABLE>

                                       14
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)


CONTINGENCIES
Securities and Exchange Commission ("SEC") Investigation - On December 11, 2000,
the Division of Enforcement of the SEC issued a formal Order Directing Private
Investigation, designating SEC officers to take testimony and requiring the
production of certain documents, in connection with matters giving rise to the
need to restate the Company's previously issued financial statements. The
Company has provided numerous documents to and continues to cooperate fully with
the SEC staff.

The Company has reached an agreement in principle with the Staff of the SEC to
settle the SEC's claims against the Company for a settlement that will include a
penalty of up to $400 and an injunction against future violations of the
antifraud, periodic reporting, books and records and internal accounting control
provisions of the federal securities law. The proposed settlement may be subject
to, amongst other things, a future restatement of historical financial
statements for the Company, or other material adjustments. However, management
is not aware of any restatements or adjustments required with respect to
financial statements filed with the SEC since April 2002. In addition, the
proposed settlement will require approval by the Commission and by the Court. We
can give no assurance that this settlement will be approved by either the
Commission or the Court.

Although the Company has not reached a binding agreement with the SEC on this
settlement proposal, management believes that this agreement in principle is a
reasonable basis on which it can now estimate the financial impact of this SEC
investigation. As a result, the Company recorded a charge of $685 in the fourth
quarter of fiscal year 2002 related to this agreement in principle with the SEC
Staff, which includes associated legal costs.

Department of Defense Investigation - On March 8, 2002, RFI Corporation, a
subsidiary of the Company and part of the Power Conversion Group segment, was
served with a subpoena by the US Attorney Eastern District of New York in
connection with an investigation by the US Department of Defense ("DOD").  RFI
supplies noise suppression filters for communications and defense applications.
Management has retained special counsel to represent the Company on this matter.
The Company is fully cooperating with this investigation, including voluntarily
providing employees to be interviewed by the Defense Criminal Investigative
Services division of the DOD. Management of the Company cannot predict the
duration of such investigation or its potential outcome.

ERISA Matters - During the year ended July 28, 2001, management of the Company
concluded that violations of the Employee Retirement Income Security Act,
("ERISA") existed relating to a defined benefit Plan for which accrual of
benefits had been frozen as of February 1, 1986. The violations related to
excess concentrations of the Common Stock of the Company in the Plan assets. In
July 2001, management of the Company decided to terminate this Plan, subject to
having available funds to finance the plan in accordance with rules and
regulations relating to terminating pension plans. This plan has not been
terminated yet, but the Company expects to start the process of terminating this
plan in fiscal 2003.

                                       15
<PAGE>
                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
               NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


Employment Matters - The Company had an employment agreement with the former
Chief Executive Officer ("CEO") through July 2005. The agreement provided a
minimum base salary, deferred compensation and bonuses, as defined. The Company
accrued deferred compensation at a rate of 5% of pretax income with a minimum of
$100 and a maximum of $125. In the third quarter of fiscal 2001, the employment
of the former CEO was terminated. In February 2002, the Company filed a lawsuit
against the former CEO alleging fraudulent and other wrongful acts, including
securities law violations, fraudulent accounting practices, breaches of
fiduciary duties, insider trading violations and corporate mismanagement. The
complaint sought damages in excess of $15 million. The former CEO answered the
Company's complaint, and counterclaimed for damages based on the termination of
his employment by the Company.

In March of 2003, the Company and the former CEO reached a settlement of these
lawsuits. Under the terms of the settlement and mutual release, the Company's
former CEO paid the Company $400 in cash and transferred to the Company 14,967
shares of Company common stock, valued at approximately $45 as of March 7, 2003.
The Company expects to recognize the effect of this settlement in the third
quarter of Fiscal 2003, offset by any associated legal cost.

Indemnification Legal Expenses - In connection with the Company's previously
reported accounting irregularities and the related shareholder litigation and
governmental enforcement actions, during fiscal year 2002, the Company spent
approximately $209 in the advancement of legal expenses for those directors,
officers and employees that are indemnified by the Company. During the first
half of fiscal 2003, the Company has incurred additional expenses of this nature
of approximately $230. Management is unable to estimate at this time the amount
of legal fees that the Company may have to pay in the future related to these
matters. Further, there can be no assurance that those to whom we have been
advancing expenses will have the financial means to repay the Company pursuant
to undertaking agreements that they executed, if it is later determined that
such individuals were not entitled to be indemnified.

Other Legal Matters - The Company is a defendant in several other legal actions
arising from normal course of business. Management believes the Company has
meritorious defenses to such actions and that the outcomes will not be material
to the Company's consolidated financial statements.



                                       16
<PAGE>
              DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES


Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
        RESULTS OF OPERATIONS (Dollars in Thousands except share data)

This Management's Discussion and Analysis of Financial Condition and Results of
Operations contains forward-looking statements. Such statements involve various
risks that may cause actual results to differ materially. These risks include,
but are not limited to, the ability of the Company to grow internally or by
acquisition and to integrate acquired businesses, changing industry or
competitive conditions and other risks referred to in the Company's registration
statements and periodic reports filed with the Securities and Exchange
Commission, including the Company's Form 10-K for the year ended August 3, 2002.

OVERVIEW
Del Global Technologies Corp. is a leader in developing, manufacturing and
marketing medical imaging equipment and power conversion subsystems and
components worldwide. Our products include stationary and portable medical
diagnostic imaging equipment, high voltage power systems and electronic systems
and components such as electronic filter, transformers and capacitors. Operating
businesses that we report as segments include our Medical Systems Group and our
Power Conversion Group. In addition, we have a third reporting segment, Other,
comprised of certain corporate expenses.

The Company's new management has made significant progress in resolving previous
SEC and shareholder matters giving rise to the need to restate financial
statements issued by the previous management as described in the Contingencies
footnote herein. The Company has reached an agreement in principle with the SEC
to settle its claims against the Company. In February 2003, we filed an S-1
Registration statement with the SEC covering the issuance of one million shares
underlying the warrants as required by a previous shareholder settlement.
Management believes these are important steps towards closure of the past legal,
regulatory and financial reporting matters confronting the Company.

Our businesses continue to compete vigorously and we continue to enjoy good
relationships with our customers. We have achieved successive quarterly sales
growth in fiscal 2003 and have completed the majority of the consolidation of
the Hicksville facility to Valhalla as of February, 2003. Our Power Conversion
Group has been selected as a supplier of high voltage power systems by the two
Federal Aviation Administration, or FAA, qualified manufacturers of Explosive
Detection Systems, or EDS, for checked baggage.

CRITICAL ACCOUNTING POLICIES

A complete description of significant accounting policies are outlined in Note 1
of our Form 10-K for the year ended August 3, 2002. Within these policies, we
have identified the accounting for deferred tax assets and the allowance for
obsolete and excess inventory as being critical accounting policies due to the
significant amount of estimates involved. In addition for interim periods, we
have identified the valuation of finished goods inventory as being critical due
to the amount of estimates involved.

We account for deferred taxes in accordance with Statement of Financial
Accounting Standards ("SFAS") No. 109, "Accounting for Income Taxes," whereby we
recognize an asset related to our net operating loss carry forwards and other
temporary differences between financial reporting basis and income tax basis. As
of November 2, 2003, this deferred tax asset represented approximately 23% of
our total assets. The valuation of our deferred tax assets and the recognition
of tax benefits in each period assumes future taxable income and profitability.
We periodically evaluate the likelihood of the recoverability of our deferred
tax asset recognized, based upon our actual operating results and expectations
of future operating profits.
                                       17
<PAGE>
During February and March 2003, as part of its customary six month planning and
review cycle, management updated each business units' forecasts for the second
half of fiscal 2003 and began preliminary planning for fiscal 2004. After
reviewing the second half expectations, coupled with lower then expected first
half gross margins and the uncertain economic outlook, management concluded that
it was prudent to establish a valuation allowance of $4.7 million against long
term deferred tax assets. The valuation allowance was computed by estimating the
amount of future taxable income expected over the net operating loss
carryforward period, considering recent performance and other actions the
Company has taken to improve profitability. The valuation allowance recorded is
the estimate of the amount of deferred tax assets that may not be realized.

A corresponding amount of $4.7 million was recorded as an income tax provision
for the three and six month periods ended February 1, 2003. We anticipate that
it is more likely than not the remaining deferred asset will be utilized against
future operating profits; however, we can make no assurances that our business
will generate profits in the future

Other than the establishment of a valuation allowance, we recorded no
adjustments to our current or deferred tax accounts during the first half of
fiscal 2003 with the exception of current tax provision amounts recorded at
Villa Sistemi, our foreign subsidiary.

Another significant estimate is our allowance for obsolete and excess inventory.
We re-evaluate our allowance for obsolete inventory once a quarter, and this
allowance comprises the most significant portion of our inventory reserves. The
re-evaluation of reserves is based on a written policy, which requires at a
minimum that reserves be established based on our analysis of historical actual
usage on a part-by-part basis. In addition, if management learns of specific
obsolescence in addition to this minimum formula, these additional reserves will
be recognized as well. Specific obsolescence might arise due to a technological
or market change, or based on cancellation of an order. As we typically do not
purchase inventory substantially in advance of production requirements, we do
not expect cancellation of an order to be a material risk. However, market or
technology changes can and do happen.

In addition, the Company also uses certain estimates in determining interim
operating results. The most significant estimates in interim reporting relate to
the valuation of inventories. For certain subsidiaries, for interim periods, the
Company makes an estimate of the amount of labor and overhead costs related to
finished goods inventories. As of February 1, 2003, finished goods represented
approximately 21% of the net carrying value of the Company's total net
inventory. We believe the estimation methodologies used to be appropriate and
are consistently applied.

CONSOLIDATED RESULTS OF OPERATIONS

Second Quarter and Six Months Ended February 1, 2003 Compared to Second Quarter
and Six Months Ended January 26, 2002.

Consolidated net sales of $26.0 million for the second quarter of fiscal 2003
were 7% higher than the second quarter of fiscal 2002, with increases at both
operating segments. The Power Conversion Group's sales of $10.8 million were up
7% over the prior year quarter as a $3 million increase in shipments of high
voltage power supplies to airport explosive detection system ("EDS") suppliers
were offset by declines in other product lines and late shipments resulting from
the consolidation of facilities. The Medical Systems Group's second quarter
sales of $15.2 million improved 7% versus the prior year quarter as stronger
domestic sales were partially offset by a decrease in international business.
The Medical Systems Group's international shipments decreased due to a delay
between the phasing out of old products and introduction of new products within
an OEM manufacturing program, as well as a decrease in shipments to the Mexican
market.
                                       18
<PAGE>
Consolidated second quarter 2003 sales increased slightly from first quarter
2003 levels of $25.6 million. The Medical Systems Group's sales increased
significantly from the first quarter level of $12.0 million to second quarter
levels of $15.2 million with sequential increases at both domestic and
international units. Fiscal 2003 first quarter Medical Systems Group's sales
were at reduced levels due to August vacation shutdowns in the European
operation. The Power Conversion Group's second quarter sales of $10.8 million
decreased from $13.6 million in the first quarter largely due to a $3 million
decrease in EDS shipments in the second quarter, partly offset by a recovery in
business at the Company's RFI subsidiary. First quarter RFI sales were at
reduced levels due to a scheduled maintenance shutdown and a reorganization of
the production lines.

Consolidated net sales of $51.6 million for the six months ended February 1,
2003 were 18% higher than sales for the first six months of the prior fiscal
year. The Power Conversion Group's six month sales of $24.3 million improved by
22% over the prior year period, primarily due to a $9 million increase in EDS
business. The Medical Systems Group's six months sales of $27.2 million improved
by 14% over the prior year period due to increased domestic shipments.

Consolidated backlog at February 1, 2003 was $28 million versus backlog at
August 3, 2002 of approximately $32 million. The decline in backlog from
beginning of year levels is mostly attributable to high shipments of EDS orders
in the Power Conversion Segment, offset by an increase in the backlog at our
Medical Systems Segment. Substantially all of the backlog should result in
shipments within the next 12 months.

Gross margins as a percent of sales were 21% for the second quarter of fiscal
2003, compared to 26% in the second quarter of fiscal 2002, resulting in a gross
profit decrease of $0.8 million year over year. The Power Conversion Group's
second quarter margins were 17%, versus 25% in the prior year period, reflecting
higher manufacturing costs due to disruptions resulting from the plant
consolidation, and standard cost downward revaluations. The relocation of
inventories to the Valhalla facility resulted in us recognizing additional
inventory write-downs, particularly in work in process, due to re-examination of
labor and overhead allocations and due to the write off of certain production
supplies. These factors were partially offset by $3.0 million in sales of higher
margin EDS products during the second quarter of fiscal 2003. At the Medical
Systems Group, gross margins in the European operations held constant with the
prior year second quarter level of 29% Although quarterly sales increased 27% in
our U.S. operations, gross margin declined to 20% from 28% in last years second
quarter due to increases in material and material handling costs. In addition,
last year's second quarter in the domestic Medical Systems Group operations
benefited from the shipment of previously written off product. These products
were determined to be technologically obsolete and fully reserved for as of the
end of fiscal 2001, however, we were able to recover value for them during the
second quarter of last year. The segment continues to evaluate its product line
contribution margins and seeks to emphasize its higher margin products.

Gross margin percentages for the second quarter of 2003, on a consolidated basis
were similar to the 21% margins experienced during the first quarter of the
year. The Medical Systems Group's second quarter margins of 25% improved from
first quarter margins of 21% due to the increase in sales. The Power Conversion
Group's second quarter margins of 17% decreased from the 21% level in the first
quarter due to the decrease in sales, disruptions caused by plant consolidations
and second quarter physical inventory adjustments.

Gross margins as a percent of sales were 21% for the first half of fiscal 2003,
compared to 23% in the comparable fiscal 2002 period. Due to higher shipments in
fiscal 2003, the gross margin improved $0.9 million year over year. The Power
Conversion Group's first six month margins were 19%, versus 20% in the prior
year six month period, reflecting the effects of the plant consolidation and
inventory adjustments as described above. The Medical Systems Group's gross
margins were 23%, compared to 25% in the prior year period, primarily due to the
higher margins in the prior year from shipment of previously written off product
discussed above.
                                       19
<PAGE>
Selling General and Administrative ("SG&A") expenses were $5.6 million for the
second quarter of fiscal 2003, including $0.8 million of unusual legal and
accounting fees incurred in connection with current legal matters as disclosed
in the contingencies footnote to our financial statements. SG&A expenses for the
second quarter of fiscal 2002 were $5.4 million and included $1.1 million of
unusually high accounting fees. Excluding the unusually high legal and
accounting fees, second quarter SG&A increased $0.5 million from the same
quarter last year, primarily due to reorganization efforts, increased headcount,
and higher medical, general and directors and officers insurance costs. Research
and Development ("R&D") expenses, consisting primarily of engineering costs,
remained consistent at 3% of sales for both periods. R&D expenses increased
relative to the second quarter of fiscal 2002 in the Medical Systems Group, but
decreased at the Power Conversion Group as engineering efforts remained focused
on plant consolidations, process improvements and quality initiatives.

Second quarter 2003 SG&A expenses of $5.6 million were comparable to first
quarter levels. R&D expenses were $0.3 million in the first quarter compared to
$0.7 million in the second quarter of 2003, with the increases occurring in the
Medical Systems Group.

SG&A for the six months ended February 1, 2003 of $11.2 million or 22% of sales
included unusually high legal and accounting fees of $1.3 million as described
above. SG&A for the six months ended January 26, 2002 were $10.7 million or 24%
of sales and included $3.1 million of unusually high accounting fees. Excluding
the unusually high legal and accounting fees, SG&A for the first half of fiscal
2003 increased by $2.3 million from the same period last year, reflecting the
factors discussed above, plus a payment of $0.2 million during the first quarter
related to the separation of the former president of our Italian subsidiary.

Facilities reorganization costs relate to the continued phase out of the Power
Conversion Group's Hicksville, N.Y. facility, which was started in the fourth
quarter of fiscal 2002 and will continue until the relocation to that group's
Valhalla, N.Y. facility is completed. The majority of the physical move of
inventory, equipment and personnel was completed as of the second quarter of
fiscal 2003 and we expect a decrease in these costs over the balance of the
fiscal year.

There were no litigation settlement costs incurred during fiscal 2003, however,
we may incur some costs in connection with the settlement of the ongoing
Department of Defense investigation although we are not able to estimate an
amount at present. Prior year amounts include a $0.3 million insurance recovery
of class action litigation related legal costs.

As a result of the above we recognized a second quarter operating loss of $1.0
million compared to a profit of $0.3 million in the second quarter of fiscal
2002. The Medical Systems Group posted an operating profit of $0.7 million,
offset by a $0.7 operating loss at the Power Conversion Group and higher
corporate expenses. The second quarter operating loss of $1.0 million increased
from the first quarter 2003 loss due primarily to increased R&D spending and the
second quarter inventory adjustments. For the first six months of fiscal 2003 we
recognized an operating loss of $1.7 million compared to a loss of $1.6 million
in last years period. Six month results reflect a Medical Systems Group
operating profit of $0.6 million, offset by operating losses of $0.1 million in
the Power Conversion Group and unallocated corporate costs of $2.2 million,
reflecting the higher legal and accounting costs as described above.
                                       20
<PAGE>
Interest expense for the six months and quarter ended February 1, 2003 was
comparable to the prior years periods.

Other income includes a recovery in the first quarter of fiscal 2003 of $0.5
million related to the settlement of a dispute in connection with a 1999 product
line acquisition.

Provision for income taxes for the three and six month period ended February 1,
2003 reflects the establishment of a $4.7 million deferred tax valuation
allowance as discussed in Critical Accounting Policies, above. We expect to be
profitable in future periods, however management periodically evaluates the
likelihood of the recoverability of the deferred tax asset recognized on our
balance sheet. Based on management analysis, we believe it is more likely than
not that the remaining deferred tax assets will be realized.

Reflecting the above, we recorded net losses of $6.3 million or $0.60 per share
in the second quarter compared to near breakeven results in the second quarter
of last year. Our loss was $6.9 million or $0.66 per share in the first half of
this year compared to a loss of $1.7 million or $.22 per share for the first
half of 2002. Current year earnings per share amounts reflect the 2,500,000
additional shares issued in conjunction with the shareholder settlement
described in our latest Form 10-K.

FINANCIAL CONDITION

LIQUIDITY AND CAPIAL RESOURCES
The Company has funded its operations through a combination of cash flow from
operations and short-term credit facilities.

Working Capital - At February 1,2003 and August 3,2002, the Company's working
capital was approximately $17.1 million and $18.6 million, respectively. At such
dates the Company had approximately $2.2 million and $0.9 million, respectively,
in cash and cash equivalents. As of February 1, 2003 the Company had
approximately $5 million of excess borrowing availability under its domestic
revolving credit facility.

Cash Flows from Operating activities - For the six months ended February 1, 2003
the Company generated approximately $5.7 million of cash from operations,
compared to a generation of $4.3 million in last year's period. Contributing to
this year's cash generation were a decrease in Trade receivables of
approximately $1.1 million and a reduction in inventory of approximately $1.6
million. These reductions were achieved despite higher trailing six month
shipments as of February 1, 2003 (versus the previous six months) as the Company
continues to improve its purchasing and collection practices. In addition, the
Company collected approximately $4.0 million in income tax refunds during the
first half of fiscal 2003.

Cash flows from Investing activities - The Company continues to invest in
capital equipment and improvements, principally for its manufacturing
operations, in order to improve its manufacturing capability and capacity. The
Company has expended approximately $1.2 million in facility improvements and
capital equipment for the six-month period ended February 1, 2003, principally
at the Power Conversion Group's Valhalla facility related to the consolidation
of the Bertan business. In addition the Company made improvements to the HVAC
system at its Milan based Villa Systemi Medicali S.p.A, subsidiary.

Cash Flows from Financing Activities - During fiscal 2003, the Company repaid
approximately $3.3 million of indebtedness.

                                       21
<PAGE>
The following table summarizes our contractual obligations, including debt and
operating leases at August 3, 2002:
<TABLE>
                               Fiscal      Fiscal       Fiscal     After Fiscal
Obligations          Total(1)   2003    2004 - 2006   2007 - 2008      2008
                   ---------  -------   -----------   -----------  ------------
<S>               <C>        <C>       <C>           <C>          <C>
Long-term debt     $ 3,170    $  688      $ 1,324       $  896       $   262
Capital lease
 Obligations         3,900       285          926          770         1,919
Subordinated note    1,610         -            -        1,610             -
Operating leases     2,678     1,089        1,524           65             -
                   ---------  -------   -----------   -----------  ------------
Total contractual
 cash obligations  $11,358    $2,062      $ 3,774       $3,341       $ 2,181
                   =========  =======   ===========   ===========  ============
</TABLE>
(1) In addition, as of August 3, 2002 we had approximately $7 million revolving
credit debt in the U.S. and $1 million in Italy. The Italian credit facilities
are generally renewed on a yearly basis and the U.S facility matures in fiscal
2005. Upon maturity, the Company anticipates refinancing any balances remaining
on the U.S. facility.

Credit Facility and Borrowing - The Company has a $10 million senior revolving
credit agreement with Transamerica Business Capital ("Transamerica") dated as of
June 10, 2002. This facility has a term of three years and interest under this
U.S. credit facility is at prime plus 3/4%, or at the Company's option, at a
rate tied to LIBOR. The interest rate on the revolving line of credit is 5.0% at
February 1, 2003. The credit facility is subject to commitment fees of 3/8% on
the daily unused portion of the facility, payable monthly. This credit facility
is secured by substantially all of the Company's accounts receivable, inventory,
and fixed assets in the U.S. The terms of this credit facility, require the
Company to comply with various operational and financial covenants and place
limitations on the Company's ability to make capital expenditures and to pay
dividends.

As of February 1, 2003, the Company is in compliance with the financial
covenants, as amended, in its U.S. credit facility. In the first quarter of
fiscal 2003, the Company obtained a waiver of non-compliance with certain
financial covenants, and signed a Second Amendment with Transamerica which
includes revised financial covenants that the Company expects it will be able to
continue to meet.

The Company anticipates that cash generated from operations and amounts
available from its new credit facility will be sufficient to satisfy its
currently projected operating cash needs for at least the next twelve months.

Legal Matters - In February 2003, we filed an S-1 Registration statement with
the SEC covering the issuance of one million shares of Company common stock
underlying warrants that were issued to certain shareholders in connection with
the previous shareholder litigation. Prior to declaring this Registration
Statement effective, the Company must satisfactorily respond to any questions
raised by the SEC in its review and there can be no assurances that the SEC will
declare this Registration Statement effective. Should the SEC declare this
Registration Statement effective, shareholders would be able to exercise the
warrants issued as part of the shareholder litigation settlement and purchase
Del Common Stock at a price of $2 per share. These warrants are also callable by
the Company at a price of $0.25 per warrant, if the Common Stock trades at or
above $4 per share for ten (10) consecutive days.

In addition, as described more fully in Part II of this filing, in March 2003 we
settled litigation with the former CEO in return for the payment of $0.4 million
in cash to the Company and the return of approximately 15,000 shares of Company
common stock.
                                       22
<PAGE>
Item 3         QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We do not ordinarily hold market risk sensitive instruments for trading
purposes, use derivative instruments or engage in hedging activities. We do,
however, experience market risk from interest rate and foreign currency exchange
exposure.

Interest Rate Risk
Our U.S. and foreign revolving credit facilities and certain of our Italian
subsidiary's long-term debt incur interest charges that fluctuate with changes
in market interest rates. Based on the balances as of August 3, 2002, an
increase of 1/2 of 1% in interest rates would increase interest expense by
approximately $70,000 annually. There is no assurance that interest rates will
increase or decrease over the next fiscal year.


Foreign Currency Risk
The financial statements of Villa Sistemi Medicali S.p.A. are denominated in
Euro. Villa accounts for approximately 25 to 30% of our total revenues. Having a
portion of our future income denominated in Euro exposes us to market risk with
respect to fluctuations in the U.S. dollar value of future Euro earnings. A 10%
decline in the value of the Euro in fiscal year 2002, for example, would have
reduced sales by approximately $2.8 million, and would have increased our
consolidated operating loss by approximately $300,000 (due to the reduction in
the U.S. dollar value of Villa's operating income.) In addition, Villa on
average, carries approximately $0.8 million of U.S. dollar denominated trade
receivables, and is subject to the risk of currency fluctuations between
invoicing and subsequent collection.

Item 4         CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to ensure (1)
that information required to be disclosed by us in the reports we file or submit
under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"),
is recorded, processed, summarized, and reported within the time periods
specified in the Securities and Exchange Commission's ("SEC") rules and forms,
and (2) that this information is accumulated and communicated to our management,
including our Chief Executive Officer and Chief Financial Officer, as
appropriate, to allow timely decisions regarding required disclosures. In
designing and evaluating the disclosure controls and procedures, management
recognizes that any controls and procedures, no matter how well designed and
operated, can provide only reasonable assurance of achieving the desired control
objectives, and management necessarily was required to apply its judgment in
evaluating the cost benefit relationship of possible controls and procedures.

Under the supervision and review of our Chief Executive Officer and Chief
Financial Officer, we conducted an evaluation of the effectiveness of our
disclosure controls and procedures in February 2003. Based on that evaluation,
our Chief Executive Officer and our Chief Financial Officer have concluded that
our disclosure controls and procedures are effective in alerting them in a
timely manner to material information regarding the Company (including our
consolidated subsidiaries) that is required to be included in our periodic
reports to the SEC.

In addition, there have been no significant changes in our internal controls or
in other factors that could significantly affect those controls since our
November 2002 evaluation. We cannot assure you, however, that our system of
disclosure controls and procedures will always achieve its stated goals under
all future conditions, no matter how remote.
                                       23
<PAGE>
                          PART II - OTHER INFORMATION

Item 1.      LEGAL PROCEEDINGS (Dollars in Thousands)

Securities and Exchange Commission ("SEC") Investigation - On December 11, 2000,
the Division of Enforcement of the SEC issued a formal Order Directing Private
Investigation, designating SEC officers to take testimony and requiring the
production of certain documents, in connection with matters giving rise to the
need to restate the Company's previously issued financial statements. The
Company has provided numerous documents to and continues to cooperate fully with
the SEC staff.

The Company has reached an agreement in principle with the Staff of the SEC to
settle the SEC's claims against the Company for a settlement that will include a
penalty of up to $400 and an injunction against future violations of the
antifraud, periodic reporting, books and records and internal accounting control
provisions of the federal securities law. The proposed settlement may be subject
to, amongst other things, a future restatement of historical financial
statements for the Company, or other material adjustments. However, management
is not aware of any restatements or adjustments required with respect to
financial statements filed with the SEC since April 2002. In addition, the
proposed settlement will require approval by the Commission and by the Court. We
can give no assurance that this settlement will be approved by either the
Commission or the Court.

Although the Company has not reached a binding agreement with the SEC on this
settlement proposal, management believes that this agreement in principle is a
reasonable basis on which it can now estimate the financial impact of this SEC
investigation. As a result, the Company recorded a charge of $685 in the fourth
quarter of fiscal year 2002 related to this agreement in principle with the SEC
Staff, which includes associated legal costs.

Department of Defense Investigation - On March 8, 2002, RFI Corporation, a
subsidiary of the Company and part of the Power Conversion Group segment, was
served with a subpoena by the US Attorney Eastern District of New York in
connection with an investigation by the US Department of Defense ("DOD").  RFI
supplies noise suppression filters for communications and defense applications.
Management has retained special counsel to represent the Company on this matter.
The Company is fully cooperating with this investigation, including voluntarily
providing employees to be interviewed by the Defense Criminal Investigative
Services division of the DOD. Management of the Company cannot predict the
duration of such investigation or its potential outcome.

Employment Matters - The Company had an employment agreement with the former
Chief Executive Officer ("CEO") through July 2005. The agreement provided a
minimum base salary, deferred compensation and bonuses, as defined. The Company
accrued deferred compensation at a rate of 5% of pretax income with a minimum of
$100 and a maximum of $125. In the third quarter of fiscal 2001, the employment
of the former CEO was terminated. In February 2002, the Company filed a lawsuit
against the former CEO alleging fraudulent and other wrongful acts, including
securities law violations, fraudulent accounting practices, breaches of
fiduciary duties, insider trading violations and corporate mismanagement. The
complaint sought damages in excess of $15 million.

The former CEO answered the Company's complaint, and counterclaimed for damages
based on the termination of his employment by the Company. The former CEO also
brought third party claims against certain directors and officers, which were
dismissed on October 18, 2002.

In March of 2003, the Company and the former CEO reached a settlement of these
lawsuits. Under the terms of the settlement and mutual release, the Company's
former CEO paid the Company $400 in cash and transferred to the Company 14,967

                                       24
<PAGE>
shares of Company common stock, valued at approximately $45 as of March 7, 2003.
The Company expects to recognize the effect of this settlement in the third
quarter of Fiscal 2003, offset by any associated legal cost.

Other Legal Matters - The Company is a defendant in several other legal actions
arising from normal course of business. Management believes the Company has
meritorious defenses to such actions and that the outcomes will not be material
to the Company's consolidated financial statements.




Item 6.      EXHIBITS AND REPORTS ON FORM 8-K


 a: Exhibits

         10.22    Settlement agreement and release between the Company, its
                  affiliates and other interested parties and the former CEO of
                  the Company.

         99.1     Certification pursuant to 18 U.S.C. Section 1350 adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of
                  Chief Executive Officer, Samuel E. Park.

         99.2     Certification pursuant to 18 U.S.C. Section 1350 adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of
                  Chief Financial Officer, Thomas V. Gilboy.

  b: Reports on Form 8-K

                  On January 23, 2003, the Company filed a Current Report on
                  Form 8-K reporting under Item 5. "Other Events" to report that
                  the Company issued a press release announcing that the Company
                  has received relief from the SEC for filing selected financial
                  data for fiscal years 1999 and 1998 in its securities filings.
















                                       25
<PAGE>

                 DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES






SIGNATURES


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






                                              DEL GLOBAL TECHNOLOGIES CORP.




                                             /s/ Samuel E. Park
                                             -----------------------
                                             Samuel Park
                                             Chief Executive Officer
                                             and President




                                             /s/ Thomas V Gilboy
                                             -----------------------
                                             Thomas V Gilboy
                                             Chief Financial Officer,
                                             Vice President
                                             (Principal Financial and
                                              Accounting Officer)


Dated :    March 17, 2003



                                       26
<PAGE>

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for
Quarterly Reports on Form 10-Q.

I, Samuel E. Park, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Del Global Technologies
Corp.;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and I have:

   a. designed such disclosure controls and procedures to ensure that material
      information relating to the registrant, including its consolidated
      subsidiaries is made known to us by others within those entities,
      particularly during the period in which this quarterly report is being
      prepared;
   b. evaluated the effectiveness of the registrant's disclosure controls and
      procedures as of a date within 90 days prior to the filing date of this
      quarterly report (the "Evaluation Date"); and
   c. presented in this quarterly report my conclusions about the effectiveness
      of the disclosure controls and procedures based on our evaluation as of
      the evaluation Date;

5. I have disclosed, based on my most recent evaluation, to the registrant's
auditors and the audit committee of registrant's board of directors (or persons
performing the equivalent function):

   a. all significant deficiencies in the design or operation of internal
      controls which could adversely affect the registrant's ability to
      record, process, summarize and report financial data and have
      identified for the registrant's auditors any material weaknesses in
      internal controls; and
   b. any fraud, whether or not material, that involves management or other
      employees who have a significant role in the registrant's internal
      controls; and

6. I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of our most recent
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.

Date: March 17, 2003                              /s/ Samuel E. Park
                                                 ------------------
                                                 Samuel E. Park
                                                 Chief Executive Officer


                                       27
<PAGE>
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for
Quarterly Reports on Form 10-Q.

I, Thomas V. Gilboy, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Del Global Technologies
Corp.;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and I have:

   a. designed such disclosure controls and procedures to ensure that material
      information relating to the registrant, including its consolidated
      subsidiaries, is made known to us by others within those entities,
      particularly during the period in which this quarterly report is being
      prepared;
   b. evaluated the effectiveness of the registrant's disclosure controls and
      procedures as of a date within 90 days prior to the filing date of this
      quarterly report (the "Evaluation Date"); and
   c. presented in this quarterly report my conclusions about the effectiveness
      of the disclosure controls and procedures based on our evaluation as of
      the evaluation Date;

5. I have disclosed, based on my most recent evaluation, to the registrant's
auditors and the audit committee of registrant's board of directors (or persons
performing the equivalent function):

   a. all significant deficiencies in the design or operation of internal
      controls which could adversely affect the registrant's ability to record,
      process, summarize and report financial data and have identified for the
      registrant's auditors any material weaknesses in internal controls; and
   b. any fraud, whether or not material, that involves management or other
      employees who have a significant role in the registrant's internal
      controls; and

6. I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of our most recent
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.

Date: March 17, 2003                            /s/ Thomas V Gilboy
                                                --------------------
                                                Thomas V. Gilboy
                                                Chief Financial Officer



                                       28
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