SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10 QSB



                   Quarterly Report Under Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934

                      for the Quarter Ended August 30, 2003


              For the Transition Period from_________ to _________
                          Commission File Number 0-5109


                            MICROPAC INDUSTRIES, INC.




Delaware                                                         75-1225149
------------------                             ---------------------------------
(State of Incorporation)                       (IRS Employer Identification No.)

905 E. Walnut, Garland, Texas                                       75040
-----------------------------                                 ------------------
(Address of Principal Executive Office)                           (Zip Code)

Registrant's Telephone Number, including Area Code              (972) 272-3571
                                                              ------------------

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act of 1934 during the past 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
   -------       -------


At August 30, 2003 there were  3,078,315  shares issued and 2,578,315  shares of
registrant's  common stock  outstanding.  The  aggregate  market value of Common
Stock could not be  determined  since  there is no  established  public  trading
market for the Company's Common Stock.

<PAGE>


                            MICROPAC INDUSTRIES, INC.

                                   FORM 10-QSB

                                 AUGUST 30, 2003

                                      INDEX

PART I   - FINANCIAL INFORMATION

           ITEM 1 -   FINANCIAL STATEMENTS

                           Condensed  Statements  of  Operations  for the  three
                           months and nine  months  ended  August  30,  2003 and
                           August 31, 2002
                           Condensed  Balance  Sheets as of August 30,  2003 and
                           November 30, 2002
                           Condensed  Statements  of Cash  Flows  for  the  nine
                           months ended August 30, 2003 and August 31, 2002
                           Notes to Financial Statements

           ITEM 2 -   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                           CONDITION AND RESULTS OF OPERATIONS

           ITEM 3-    CONTROLS AND PROCEDURES


PART II  - OTHER INFORMATION

           ITEM 1 -   LEGAL PROCEEDINGS
           ITEM 2 -   CHANGES IN SECURITIES
           ITEM 3 -   DEFAULTS UPON SENIOR SECURITIES
           ITEM 4 -   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
           ITEM 5 -   OTHER INFORMATION
           ITEM 6 -   EXHIBITS AND REPORTS ON FORM 8-K

                           (a)      Exhibits

                           (b)      Reports on Form 8-K



SIGNATURES













                                       2
<PAGE>
<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS



                            MICROPAC INDUSTRIES, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                    (Dollars in thousands except share data)
                                   (Unaudited)





                                                     Statement of Income           Statement of Income
                                                   For three months ended        For nine months ended
                                                   8/30/03        8/31/02        8/30/03        8/31/02
                                                 -----------    -----------    -----------    -----------
<S>                                              <C>            <C>            <C>            <C>

NET SALES                                        $     3,372    $     3,179    $     9,242    $     9,759


COST AND EXPENSES:

    Cost of Goods Sold                                (2,338)        (2,241)        (6,528)        (6,733)

    Research and development                             (33)           (38)          (225)          (240)


    Selling, general & administrative expenses          (611)          (665)        (2,016)        (2,004)
                                                 -----------    -----------    -----------    -----------

             Total cost and expenses             $     2,982    $     2,944    $     8,769    $     8,977


OPERATING INCOME BEFORE INTEREST                         390            235            473            782
           AND INCOME TAXES

    Interest income                                       22             25             55             68
                                                 -----------    -----------    -----------    -----------

INCOME BEFORE TAXES                              $       412    $       260    $       528    $       850

    Provision for taxes                                 (156)          (104)          (200)          (340)
                                                 -----------    -----------    -----------    -----------

NET INCOME                                       $       256    $       156    $       328    $       510
                                                 ===========    ===========    ===========    ===========

NET INCOME PER SHARE, BASIC AND DILUTED          $      0.08    $      0.05    $      0.11    $       .16

DIVIDENDS PER SHARE                                     --             --      $      0.10           --

WEIGHTED AVERAGE OF SHARES, Basic and diluted      3,066,169      3,127,151      3,066,169      3,127,151
</TABLE>



These  statements  reflect all adjustments  which, in the opinion of management,
are necessary for fair statement of the results for the interim period.



                                       3
<PAGE>
<TABLE>
<CAPTION>

                            MICROPAC INDUSTRIES, INC.
                             CONDENSED BALANCE SHEET
                             (Dollars in thousands)
                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS                                                            8/30/03      11/30/02
                                                                        ----------    ----------
<S>                                                                     <C>           <C>
     Cash and cash equivalents                                          $    1,229    $    1,296
     Short term investments                                                  1,716         2,728
        Receivables, net of allowance for doubtful accounts of $89 on        1,677         1,801
            August 30, 2003 and November 30, 2002 Inventories:
         Raw materials                                                         833         1,022
         Work-in process                                                     1,245         1,278
                                                                        ----------    ----------
     Total Inventories                                                       2,078         2,300
     Prepaid expenses and other current assets                                  73            56
     Deferred income tax                                                       330           330
                                                                        ----------    ----------
                         Total current assets                           $    7,103    $    8,511
                                                                        ----------    ----------

PROPERTY, PLANT AND EQUIPMENT, at cost:
     Land                                                                       80            80
     Buildings                                                                 498           498
     Facility improvements                                                     796           797
     Machinery and equipment                                                 4,983         4,955
     Furniture and fixtures                                                    490           440
                                                                        ----------    ----------
                         Total property, plant, and equipment           $    6,847    $    6,770
         Less accumulated depreciation                                      (5,832)       (5,719)
                                                                        ----------    ----------
     Net property, plant and equipment                                       1,015         1,051
                                                                        ----------    ----------

OTHER ASSETS:
        Long-term investments                                                 --             112
                                                                        ----------    ----------

                         Total assets                                   $    8,118    $    9,674
                                                                        ==========    ==========


                          LIABILITIES AND SHAREHOLDERS'
EQUITY

CURRENT LIABILITIES:
     Accounts payable                                                   $      419    $      501
     Accrued compensation                                                      208           256
     Accrued professional fees                                                  42            48
     Other accrued liabilities                                                 264           234
     Income taxes payable                                                      114           109
                                                                        ----------    ----------
                         Total current liabilities                           1,047         1,148
                                                                        ----------    ----------

DEFERRED INCOME TAXES                                                           78            78

SHAREHOLDERS' EQUITY
     Common stock, ($.10 par value), authorized 10,000,000 shares,             308           363
     3,078,315 issued 2,578,315 outstanding at August 31,2003 and
     3,627,151 issued 3,127,151 outstanding at November 30, 2002
     Paid-in capital                                                           885           885
       Treasury stock, 500,000 shares, at cost                              (1,250)       (1,250)
     Retained earnings                                                       7,050         8,450
                                                                        ----------    ----------

                         Total shareholders' equity                     $    6,993    $    8,448
                                                                        ----------    ----------

                         Total liabilities and shareholders' equity     $    8,118    $    9,674
                                                                        ==========    ==========
</TABLE>



These  statements  reflect all adjustments  which, in the opinion of management,
are necessary for fair statement of the results for the interim period.




                                       4
<PAGE>
<TABLE>
<CAPTION>

                            MICROPAC INDUSTRIES, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                   (Unaudited)

                                                                       8/30/03        8/31/02
                                                                     -----------    -----------
<S>                                                                  <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net Income                                                      $       328    $       510
     Adjustments to reconcile net income to:
         Cash from operating activities:
             Depreciation and amortization                                   151            187
         Changes in current assets and liabilities:
             Accounts receivable                                             124            124
             Inventories                                                     222           (249)
             Prepaid expenses and other current assets                       (17)            (3)
             Income taxes, prepaid and deferred                                5            (18)
             Accounts payable                                                (82)           (26)
             Payroll and withholdings                                        (48)           (40)
             Accrued liabilities                                              24            137
                                                                     -----------    -----------

                         Net cash provided by operating activities   $       707    $       622

CASH FLOWS FROM INVESTING ACTIVITIES:
        Changes in investments                                       $     1,124    $       151
        Additions to property, plant and equipment                          (115)           (92)
                                                                     -----------    -----------


                         Net cash provided by investing activities         1,009             59

CASH FLOWS FROM FINANCING ACTIVITIES
         Repurchase of common stock                                       (1,471)          --
         Cash dividend                                                      (312)          --
                                                                     -----------    -----------

                         Net cash used in financing activities            (1,783)          --
                                                                     -----------    -----------


Net change in cash and cash equivalents                                      (67)           681

Cash and Cash Equivalents at beginning of period                           1,296            486
                                                                     -----------    -----------

Cash and Cash Equivalents at end of period                           $     1,229    $     1,167
                                                                     ===========    ===========

Supplemental Cash Flow Disclosure

      Cash Paid For Income Taxes                                     $       194    $       307
                                                                     ===========    ===========
</TABLE>













These statements  reflect all adjustments,  which, in the opinion of management,
are necessary for fair statement of the results for the interim period.





                                       5
<PAGE>

                            MICROPAC INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1

In the opinion of management,  the unaudited  consolidated  financial statements
include all  adjustments  (consisting  of only  normal,  recurring  adjustments)
necessary to present fairly the financial position as of August 30, 2003 and the
cash flows and the results of  operations  for the three  months and nine months
ended August 30, 2003 and August 31, 2002.  Unaudited  financial  statements are
prepared on a basis  substantially  consistent  with those  audited for the year
ended  November  30, 2002.  The results of  operations  for the interim  periods
presented  may not be  indicative  of total  results for the full year.  Certain
information and footnote  disclosures  normally included in financial statements
prepared in accordance  with  generally  accepted  accounting  principles in the
United  States  have  been  condensed  or  omitted  pursuant  to the  rules  and
regulations  promulgated  by the Securities  and Exchange  Commission.  However,
management  believes  that the  disclosures  contained  are adequate to make the
information presented not misleading.


Note 2

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements and the reported  amounts of sales and expenses  during the reporting
period. Actual results could differ from those estimates.


Note 3

On January  28,  2003,  the Board of  Directors  of  Micropac  Industries,  Inc.
approved the payment of a $.10 per share dividend to all  shareholders of record
on February 10, 2003. The dividend  payment was paid to shareholders on February
28, 2003.


Note 4

On August 27, 2003, the Company purchased 548,836 shares of the Company's common
stock pursuant to the terms of an agreement dated February 5, 2001,  between the
Company and Mr. Nadolsky  ("Agreement").  The Agreement obligated the Company to
purchase any shares of the Company's  common stock owned by Mr.  Nadolsky at the
fair  market  value  thereof  (but in no event  less than the book value of such
shares)  in the event of his  death,  permanent  disability  or  termination  of
employment. Mr. Nadolsky's employment terminated on May 1, 2003. By letter dated
August 15, 2003, Mr.  Nadolsky  requested that the Company  purchase the 548,836
shares of the Company's  common stock he owned pursuant to the  requirements  of
the above  agreement  and agreed that the book value of each share of his common
stock was  $2.68.  The  Company  paid Mr.  Nadolsky  a total  purchase  price of
$1,470,880.48. These shares were subsequently retired.

The transaction was recorded as follows:
Debit   Common Stock   548,836 shares at .10 par value        $       54,883.60
Debit   Retained Earnings                                     $    1,415,997.40
Credit  Cash                                                  $   (1,470,880.88)


Note 5

On March 1, 2001,  the Company's  shareholders  approved the 2001 Employee Stock
Option Plan (the "Stock Plan"). As of August 30, 2003 there were 500,000 options
available to be granted. No options have been granted to date.


Note 6

During fiscal 2003, the Company renewed an  uncollateralized  $3,000,000 line of
credit  agreement with a bank. The interest rate is equal to the prime rate less
1/4%. The line of credit requires that the Company  maintain  certain  financial
and management personnel requirements.  The Company has not borrowed against the
line of credit to date.


                                       6
<PAGE>

Note 7

Basic and  diluted  earnings  per share are  computed  based  upon the  weighted
average number of shares outstanding during the year. Diluted earnings per share
gives effect to all dilutive  potential common shares. For the nine months ended
August 30, 2003 and August 31,  2002,  the  Company  had no  dilutive  potential
common stock.


Note 8

Certain amounts have been reclassified to conform to current year presentation.


Note 9

Effective  May 1, 2002,  the Company's CEO and Chairman of the Board since 1974,
Nicholas Nadolsky, began a medical leave of absence which ended May 1, 2003. Mr.
Nadolsky's employment agreement also ended May 1, 2003.

Ms. Connie Wood, Chief Operating Officer and President has been appointed by the
Board of Directors as the Chief Executive  Officer and President of the Company.
Ms. Wood was elected to the Board of Directors at the Company's  Annual  meeting
on February 28, 2002. Ms. Wood has been with the Company since February 1969 and
has held several significant senior management positions with the Company during
her employment.

Effective  May 1, 2002,  the Company and Ms.  Wood  entered  into a two (2) year
employment agreement at a base salary of $156,000 per annum.


Note 10

Glast,  Phillips & Murray, P.C. serves as the Company's legal counsel. Mr. James
K. Murphey, a director and member of the Company's audit committee,  is a member
of Glast, Phillips & Murray, P.C.


Note 11

Effective May 13, 2002, the Company's Board of Directors  approved the formation
of an audit  committee  composed  of the four (4)  members of the  Board.  It is
possible that two members of the audit  committee,  Messrs.  Hempel and Murphey,
may resign from the committee if future Securities and Exchange Commission rules
establish a criteria  that such  individuals  are not  independent  due to their
relationships with the Company.




























                                       7
<PAGE>
<TABLE>
<CAPTION>

                            MICROPAC INDUSTRIES, INC.
                                   (Unaudited)



ITEM 2 - MANAGEMENT  DISCUSSION  AND  ANALYSIS OF THE  FINANCIAL  CONDITION  AND
RESULTS OF OPERATIONS

Results of Operations

                                                      Nine months ended          Year to Date
                                                   8/30/2003    8/31/2002    8/30/2003    8/31/2002
                                                   ---------    ---------    ---------    ---------
<S>                                                <C>          <C>          <C>          <C>

NET SALES                                             100.00%      100.00%      100.00%      100.00%
COST AND EXPENSES

    Cost of sales                                      69.34%       70.49%       70.63%       68.99%

    Research and development                            0.98%        1.20%        2.43%        2.46%
    Selling, general and administrative                18.12%       20.92%       21.81%       20.53%
                                                   ---------    ---------    ---------    ---------

                         Total cost and expenses       88.43%       92.61%       94.88%       91.99%

OPERATING INCOME BEFORE INTEREST                       11.57%        7.39%        5.12%        8.01%
     AND INCOME TAXES

    Interest income                                     0.65%        0.79%        0.60%        0.70%
                                                   ---------    ---------    ---------    ---------

INCOME BEFORE TAXES                                    12.22%        8.18%        5.71%        8.71%

    Provision for taxes                                 4.63%        3.27%        2.16%        3.48%
                                                   ---------    ---------    ---------    ---------

NET INCOME                                              7.59%        4.91%        3.55%        5.23%
</TABLE>



Sales for the third  quarter  and nine  months  ended  August 30,  2003  totaled
$3,372,000 and $9,242,000,  respectively.  Sales for the third quarter increased
6% or  $193,000  above  sales for the same  period of 2002,  while sales for the
first nine months of 2003  decreased 6% or $517,000  below the first nine months
of 2002.  The  increase  in sales for the third  quarter  was due  primarily  to
increased activity in the semiconductor industry. A number of issues contributed
to the decrease in Sales for the first nine months of 2003,  including  customer
reschedules  on firm  orders,  delays  in  release  of  funding  and  production
contracts due to customer  redesigns,  lower shippable  backlog and raw material
problems which impacted  manufacturing  yields.  Sales were further  impacted by
lower  demand for some of the  Company's  standard  products  sold  through  the
distribution network.

Cost of goods sold for the third  quarters  2003 versus 2002  totaled  69.3% and
70.5% of net sales, respectively,  while cost of sales for the first nine months
of the comparable  period totaled 70.6% and 69.0%,  respectively.  Lower cost of
goods  sold in the third  quarter  resulted  from  cost  control  and  reduction
activities.  The increase in year to date cost of goods sold as a percentage  of
sales is the result of  allocating  fixed  overhead  costs over a smaller  sales
base;  combined  with  higher  material  costs  associated  with yield  problems
described  above and product  mix  changes.  The  Company  has reduced  overhead
expenses  approximately  10% compared to the first nine months of 2002;  however
material costs have increased 9% due to manufacturing yield problems and product
mix changes.

Selling,  general and  administrative  expenses for the third  quarter and first
nine months of 2003 totaled 18.1% and 21.8%, respectively, compared to 20.9% and
20.5% for the same period in 2002. In actual dollars expensed,  selling, general
and  administrative  expenses  decreased  $54,000 in the third  quarter of 2003,
compared  to 2002,  and  increased  $12,000  for the first nine  months of 2003,
versus 2002.  The decrease is  associated  with a reduction in headcount  due to
employee retirements in the third quarter of 2003.

Net  income in the third  quarter  and year to date 2003  totaled  $256,000  and
$328,000,  respectively,  compared to $156,000 and  $510,000 for the  comparable
periods in 2002.  Net income per share totaled $.11 and $.16 for the  comparable


                                       8
<PAGE>

nine  months of 2003 and  2002,  respectively.  The  decrease  in net  income is
attributable to lower sales and higher material costs  associated with materials
and yield problems.  General and administrative  costs decreased 8% in the third
quarter compared to the third quarter of 2002.

New orders for the third quarter and  year-to-date  2003 totaled  $2,752,000 and
$8,346,000,   respectively,  compared  to  $4,567,000  and  $9,912,000  for  the
comparable  periods of 2002.  Reduced  and delayed  funding on certain  military
programs,  combined with strong  competition  for orders for custom and standard
military products have impacted the Company's bookings in the current period and
year-to-date.

Backlog  totaled  $4,203,000  on August 30, 2003  compared to  $5,570,000  as of
August 31, 2002 and $5,144,000 on November 30, 2002. The majority of the backlog
is shippable in the next twelve (12) months.

Total  assets  decreased  $1,556,000  to  $8,118,000  as of August 30, 2003 from
$9,674,000  as of  November  30,  2002 with a  decrease  in cash and  short-term
investments of $1,079,000,  inventory decrease of $222,000,  accounts receivable
decrease of $124,000 and long-term investments of $112,000.

Cash and short term  investments  decreased  $1,079,000  with the  repurchase of
common stock.

Accounts receivable, net totaled $1,677,000 as of August 30, 2003 and represents
a decrease of $124,000 since November 30, 2002, due to improved collections.

Inventories  totaled $2,078,000 at the end of the third quarter 2003 compared to
$2,300,000  on  November  30,  2002,  a  decrease  of  $222,000.  Raw  materials
inventories  decreased  $189,000 since November 30, 2002, while  work-in-process
inventories  decreased $33,000. The decrease in inventory is consistent with the
current business level.

Current  liabilities  totaled  $1,047,000  on August  30,  2003  representing  a
decrease of  $101,000  from  November  30,  2002;  primarily  associated  with a
decrease in  accounts  payable of $82,000  based on lower  inventory  levels;  a
decrease of $48,000 in accrued  payroll due to a reduction of  employees  and an
increase in other accrued  liabilities  of $30,000 based on higher  reserves and
advance payments from customers.

Shareholders'  equity  decreased  $1,455,000  in the first nine  months of 2003.
Earnings  per  share for the nine  month  period  totaled  $.11 per  share.  The
reduction  in  shareholders'  equity  is  associated  with  the  repurchase  and
retirement of the Company's common stock.

Liquidity and Capital Resources
-------------------------------

Cash and  short-term  investments  as of  August  30,  2003  totaled  $2,945,000
compared to  $4,024,000  on November  30, 2002,  a decrease of  $1,079,000.  The
decrease in cash and short-term  investments is attributable to the payment of a
cash  dividend  of  $312,000,  the  investment  of $137,000  in  equipment,  the
repurchase  of stock for  $1,470,880,  offset by $707,000  net cash  provided by
operations and the reduction of $112,000 in long-term investments.

As of August  30,  2003 cash  flows  from  operating  activities  were  $707,000
compared to $622,000 as of August 31, 2002.

Capital expenditures  through the third quarter of 2003 totaled $115,000.  These
purchases were financed internally with the Company's cash.

A special  cash  dividend  of  $312,000  was paid on  February  28,  2003 to all
shareholders of record.

During fiscal 2003 the Company  renewed an  uncollateralized  $3,000,000 line of
credit  agreement with a bank. The interest rate is equal to the prime rate less
1/4%. The line of credit requires that the Company  maintain  certain  financial
ratios. The Company has not, to date, used any of the available line of credit.

On August 27, 2003, the Company purchased 548,836 shares of the Company's common
stock pursuant to the terms of an agreement dated February 5, 2001,  between the
Company and Mr. Nadolsky  ("Agreement").  The Agreement obligated the Company to
purchase any shares of the Company's  common stock owned by Mr.  Nadolsky at the
fair  market  value  thereof  (but in no event  less than the book value of such
shares)  in the event of his  death,  permanent  disability  or  termination  of
employment. Mr. Nadolsky's employment terminated on May 1, 2003. By letter dated
August 15, 2003, Mr.  Nadolsky  requested that the Company  purchase the 548,836
shares of the Company's  common stock he owned pursuant to the  requirements  of
the above  agreement  and agreed that the book value of each share of his common
stock was  $2.68.  The  Company  paid Mr.  Nadolsky  a total  purchase  price of
$1,470,880.48, which was financed with the Company's cash.

The  Company  expects  to  generate  adequate  amounts  of cash from the sale of
products and services and the collection thereof to meet its liquidity needs.


                                       9
<PAGE>

Cautionary Statement

This Form 10-QSB contains  forward-looking  statements that are made pursuant to
the safe harbor  provisions of the Private  Securities  Litigation Reform Act of
1995.  Actual  results  could  differ  materially.  Investors  are  warned  that
forward-looking  statements involve risks and unknown factors including, but not
limited to, customer cancellation or rescheduling of orders,  problems affecting
delivery  of  vendor-supplied   raw  materials  and  components,   unanticipated
manufacturing  problems and availability of direct labor resources.  The Company
disclaims any responsibility to update the forward-looking  statements contained
herein, except as may be required by law.




































                                       10
<PAGE>
ITEM 3. CONTROLS AND PROCEDURES

(a)      Evaluation of disclosure controls and procedures.

         Within  the 90 days  prior  to the  date of this  report,  the  Company
         carried out an evaluation, under the supervision and with participation
         of the Company's management,  including the Chief Executive Officer and
         Chief  Financial  Officer,  of  the  effectiveness  of the  design  and
         operation  of the  Company's  disclosure  controls and  procedures  (as
         defined  in   240.13a-14(c)   and   240.15d-14(c)).   Based  upon  that
         evaluation,  the Chief Executive  Officer and Chief  Financial  Officer
         concluded  that the Company's  disclosure  controls and  procedures are
         effective in timely alerting them to material  information  relating to
         the  Company  required to be included  in the  Company's  periodic  SEC
         filings.

(b)      Changes in internal controls.

         There were no changes in the internal controls or in other factors that
         could significantly affect these controls subsequent to the date of the
         evaluation, including any corrective actions with regard to significant
         deficiencies and material weaknesses.

PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS
                  -----------------

                  The Company is not involved in any material current or pending
                  legal proceedings.

ITEM 2.           CHANGES IN SECURITIES
                  ---------------------

                  None

ITEM 3.           DEFAULTS UPON SENIOR SECURITIES
                  -------------------------------

                  None

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

                  None

ITEM 5.           OTHER INFORMATION
                  -----------------

                  None

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K
                  --------------------------------

         (a)      Exhibits

                  31.1     Certification of Chief Executive  Officer pursuant to
                           Section 302 of the Sarbanes- Oxley Act of 2002

                  31.2     Certification of Chief Accounting Officer pursuant to
                           Section 302 of the Sarbanes- Oxley Act of 2002

                  32.1     Certification of Chief Executive  Officer pursuant to
                           18  U.S.C.  section  1350,  as  adopted  pursuant  to
                           section 906 of the Sarbanes-Oxley act of 2002.

                  32.2     Certification of Chief Accounting Officer pursuant to
                           U. S. C. section 1350, as adopted pursuant to section
                           906 of the Sarbanes-Oxley act of 2002.





                                       11
<PAGE>

         (b)      Form 8-K

                  The  Company  submitted  a  FORM  8-K  to  the  United  States
                  Securities  and Exchange  Commission  on August 27, 2003.  The
                  following  disclosure  was included in the FORM 8-K: On August
                  27,  2003,  the  Company   purchased  548,836  shares  of  the
                  Company's  common stock  pursuant to the terms of an agreement
                  dated February 5, 2001,  between the Company and Mr.  Nadolsky
                  ("Agreement"). The Agreement obligated the Company to purchase
                  any shares of the Company's common stock owned by Mr. Nadolsky
                  at the fair market  value  thereof  (but in no event less than
                  the book  value of such  shares)  in the  event of his  death,
                  permanent   disability  or  termination  of  employment.   Mr.
                  Nadolsky's employment terminated on May 1, 2003.

                  By letter dated August 15, 2003, Mr.  Nadolsky  requested that
                  the  Company  purchase  the  548,836  shares of the  Company's
                  common  stock he owned  pursuant  to the  requirements  of the
                  above  agreement  and agreed that the book value of each share
                  of his common stock was $2.68. The Company paid Mr. Nadolsky a
                  total purchase price of $1,470,880.48.









SIGNATURES

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 duly authorized.

                            MICROPAC INDUSTRIES, INC.



October 15, 2003                                          /s/ Connie Wood
----------------                                         -----------------------
Date                                                     Connie Wood
                                                         Chief Executive Officer


October 15, 2003                                          /s/ Patrick Cefalu
----------------                                         -----------------------
Date                                                     Patrick Cefalu
                                                         Chief Financial Officer













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