U. S. Securities and Exchange Commission
                             Washington, D. C. 20549

                                   Form 10-KSB


(Mark One)

(X)      ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
         OF 1934 (Fee Required)

                   For the fiscal year ended November 30, 2004


(_)      TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
         ACT OF 1934 (No Fee Required)

               For the transition period from ________ to ________
                          Commission file number 0-5109

                            MICROPAC INDUSTRIES, INC.

          DELAWARE                                               75-1225149
          --------                                               ----------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

905 E. WALNUT STREET                                                75040
GARLAND, TEXAS                                                   (Zip Code)

                    Issuer's telephone number (972) 272-3571

          Securities to be registered under Section 12 (b) of the Act:

Title of each class                    Name of each exchange on which registered





          Securities to be registered under Section 12 (g) of the Act:

                           COMMON STOCK $.10 par value
                           ---------------------------

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

There  is no  disclosure  of  delinquent  filers  in  response  to  Item  405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the  best  of  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB.

              Revenues for its most recent fiscal year: $15,356,000

The aggregate market value of the voting stock held by  non-affiliates  computed
by the average bid and asked prices of such stock, as of a specified date within
the past 60 days, is not determined due to  non-activity  on the market over the
last 5 years.

                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

The  number of shares  outstanding  of each of the  issuer's  classes  of common
equity, as of the latest practicable date was 2,578,315 as of November 30, 2004.

                       DOCUMENTS INCORPORATED BY REFERENCE

None


<PAGE>


                                     PART I

Item 1. Business
----------------

INTRODUCTION
------------

Micropac Industries, Inc. (the "Company"), a Delaware corporation,  manufactures
and distributes various types of hybrid  microelectronic  circuits,  solid state
relays,  power  operational  amplifiers,   and  optoelectronic   components  and
assemblies.  The  Company's  products are used as components in a broad range of
military,  space and industrial systems,  including aircraft instrumentation and
navigation systems,  power supplies,  electronic  controls,  computers,  medical
devices, and high-temperature (200o C) products.

The business was started in 1963 as a sole proprietorship. On March 3, 1969, the
Company was incorporated  under the name of "Micropac  Industries,  Inc." in the
state of Delaware.  The stock was publicly held by 559  shareholders on November
30, 2004.


PRODUCTS AND TECHNOLOGIES
-------------------------

The Company's  products are either custom (being  application  specific circuits
designed  and  manufactured  to meet  the  particular  requirements  of a single
customer)  or  standard,   proprietary   components   such  as  catalog   items.
Custom-designed components are estimated to account for approximately 50% of the
Company's  sales for the fiscal year ended  November 30, 2004, and 52% in fiscal
2003;  standard components are estimated to account for approximately 50% of the
Company's  sales for the fiscal year ended November 30, 2004, and 48% for fiscal
2003.

In  2004,  the  Company's   investment  in  technology   through   research  and
development,  which was expensed,  totaled  approximately  $438,000 ($303,000 in
2003).  The  Company's  research  and  development  expenditures  were  directed
primarily toward long-term  specific customer  requirements,  some of which have
future potential as Micropac proprietary  products,  and product development and
improvement associated with the Company's space level and other high reliability
programs.

The  Company  provides  a one year  warranty  from the date of  shipment  to the
original  purchaser.  The  Company is  obligated  under this  warranty to either
replace  or repair  defective  goods or refund  the  purchase  price paid by the
buyer.


SALES, MARKETING AND DISTRIBUTION
---------------------------------

The Company's products are marketed  throughout the United States and in Western
Europe, through a direct technical sales staff, independent  representatives and
independent  stocking  distributors.  Approximately  25% of the sales for fiscal
year  2004  (17% in 2003)  were to  international  customers.  Sales to  Western
European   customers  are  made  by   independent   representatives   under  the
coordination of the Company's  office in Bremen,  Germany.  One major industrial
customer  has opened an operation in China and during 2004 moved a major part of
their  domestic  operations  to  China.  This  customer  accounted  for  22%  of
international  sales, and a contract  manufacturer in China accounted for 41% of
international sales.


CUSTOMERS
---------

The  Company's  major  customers  include   contractors  to  the  United  States
government with fixed price  contracts.  Sales to these customers for Department
of  Defense  (DOD) and  National  Aeronautics  and Space  Administration  (NASA)
contracts  accounted for  approximately 64% of the Company's fiscal net sales in
2004 compared to 62% in 2003.

During 2004,  two  customers  accounted  for 8% and 10% of the  Company's  sales
compared to 11% and 7% for the year ended November 30, 2003.

<PAGE>




BACKLOG
-------

At November  30,  2004,  the Company had a backlog of unfilled  orders  totaling
approximately  $9,292,000  compared to approximately  $3,799,000 at November 30,
2003.  The Company  expects to complete  and ship most of its  November 30, 2004
backlog during fiscal 2005.


EMPLOYEES
---------

At November 30, 2004, the Company had 121 full-time  employees  (compared to 112
at November 30, 2003), of which 28 were executive and managerial  employees,  24
were   engineers   and   quality-control   personnel,   20  were   clerical  and
administrative  employees,  and  49  were  production  personnel.  None  of  the
Company's employees were covered by collective bargaining agreements.

The Company is an Equal  Opportunity  Employer.  It is the  Company's  policy to
recruit,  hire, train and promote personnel in all job classifications,  without
regard to race, religion,  color,  national origin, sex or age. Above and beyond
non-discrimination, we are committed to an Affirmative Action Program, dedicated
to the hiring,  training,  and advancement  within the Company of minority group
members, women and handicapped individuals.

RISK FACTORS
------------

Pricing  Pressures.  The Company continues to experience  pricing pressures from
some of its original equipment manufacturer (OEM) customers.  In some cases, the
Company sells product under  agreements  with OEMs that require the Company,  at
regular  intervals,  to review the pricing  structure for possible  reduction in
selling  price for future  orders.  This  requires  the  Company to improve  its
productivity  and to request similar price reduction from its supplier chain. If
one or both of the  approaches  by the Company does not succeed,  product  gross
margins will decrease affecting the Company's net earnings.

Limited Insurance  Coverage.  The Company operates  manufacturing  facilities in
Garland,  Texas and Juarez, Mexico. These facilities use industrial machines and
chemicals that could provide risks of personal  injury and/or  property  damage.
There is no assurance that accidents will not occur. If accidents do occur,  the
Company  could be  exposed  to  substantial  liability.  The  Company  maintains
worker's  compensation  insurance and general liability insurance for protection
of its employees and for protection of the Company's  assets. In addition to the
basic policies  mentioned,  the Company  maintains an umbrella  policy  covering
claims up to $10 million  dollars.  The Company's  financial  position  could be
materially  affected  by claims not  covered  or  exceeding  coverage  currently
carried by the Company.

Environmental  Regulations.  The Company is subject to governmental  regulations
pertaining to the use,  storage,  handling and disposal of hazardous  substances
used in connection with its manufacturing activities.  Failure of the Company to
control all  activities  dealing  with  hazardous  chemicals  could  subject the
Company  to  significant  liabilities  or could  cause the  Company to cease its
manufacturing activities.

Product Liability. The use of the Company's products in commercial or government
applications may subject the Company to product liability  claims.  Although the
Company  has not  experienced  any  product  liability  claims,  the sale of any
product  may provide  risk of such  claims.  Product  liability  claims  brought
against  the  Company  could have a  material  adverse  effect on the  Company's
operating results and financial condition.

Component Shortages or Obsolescence.  The Company relies on suppliers to deliver
quality raw materials in a timely and cost effective  manner.  From time to time
vendors do not deliver the  product as needed due to  manufacturing  problems or
possibly a decision not to furnish that product in the future. Such interruption
of  supply  or price  increases  could  have a  material  adverse  effect on the
Company.

Technological  Changes.  The Company's base products and technologies  generally
have long life cycles.  The Company's  products are primarily  used in military,
space or aerospace applications,  which also have long life cycles. There can be
no  assurance  that the Company  will be able to define,  develop and market new
products  and  technologies  on a timely and cost  effective  basis.  Failure to
respond to customer's requirements, and to competitors progress in technological
changes could have a material adverse effect on the Company's business.

<PAGE>


Changes in Government Policy. The Company could be adversely affected by changes
in laws and  regulations  made by U.S.  and non U.S.  governments  and  agencies
dealing with foreign  shipments.  Changes by  regulatory  agencies  dealing with
environmental issues could affect the cost of the Company's products and make it
hard for a small company to be competitive with larger companies.

COMPETITION
-----------

The Company  competes  with two or more  companies  with  respect to each of its
major  products.  Some of these  competitors are larger and have greater capital
resources  than the  Company.  Management  believes  the  Company's  competitive
position is favorable;  however,  no assurance can be given that the Company can
compete successfully in the future.

SUPPLY CHAIN
------------

The parts and raw materials for the Company's  products are generally  available
from more than one  source.  Except for  certain  optoelectronic  products,  the
Company does not  manufacture the basic parts or materials used in production of
its  products.  From time to time,  the Company has  experienced  difficulty  in
obtaining  certain  materials  when needed.  The  Company's  inability to secure
materials for any reason could have adverse effects on the Company's  ability to
deliver  products  on a  timely  basis.  The  Company  uses  capacitors,  active
semiconductor  devices  (primarily  in chip form),  hermetic  packages,  ceramic
substrates, resistor inks, conductor pastes, precious metals and other materials
in its manufacturing operations.

Item 2. Properties
------------------

The  Company  occupies   approximately  36,000  square  feet  of  manufacturing,
engineering and office space in Garland,  Texas.  The Company owns 31,200 square
feet of that space and leases an  additional  4,800  square  feet.  The  Company
considers its facilities adequate for its current level of operations.

Item 3. Legal Proceedings
-------------------------

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

Item 4. Submission of Matters to a Vote of Security Holders
-----------------------------------------------------------

No matters were submitted to vote of the Company's  security holders through the
solicitation  of proxies by the Company  during the fourth quarter of the fiscal
year ended November 30, 2004.


<PAGE>



                                     PART II

Item 5.  Market  for the  Registrant's  Common  Equity and  Related  Stockholder
--------------------------------------------------------------------------------
Matters
-------

On November 30, 2004, there were approximately 559 shareholders of record of the
Company's  common  stock.  No  prices  have  been  presented  since  there is no
established  public trading market for the Company's  common stock. The stock of
the Company is closely  held;  and,  therefore,  certain  shareholders  have the
ability to significantly influence decisions.

On December  29,  2004,  the Board of  Directors  of Micropac  Industries,  Inc.
approved the payment of a $.12 per share dividend to all  shareholders of record
on January 25, 2005.  The dividend  payment will be paid to  shareholders  on or
about February 8, 2005.

On January 8, 2004, the Board of Directors of Micropac Industries, Inc. approved
the  payment  of a special  dividend  of $.05 per share to all  shareholders  of
record on January 30, 2004.  The dividend  payment was paid to  shareholders  on
February 13, 2004.

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 Nicholas Nadolsky,  former Chairman of the Board and Chief Executive
Officer  ("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 fair value of each share of his common  stock was
$2.68. The Company paid Mr. Nadolsky a total purchase price of $1,470,880. These
shares were subsequently retired.


Item 6. Management's  Discussion and Analysis of Financial Condition and Results
--------------------------------------------------------------------------------
of Operations
-------------

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

The  Company  currently  has an  existing  line of credit  with a Texas  banking
institution.  The line of  credit  agreement  provides  the  Company  with up to
$3,000,000  for normal  operation of the Company.  The Company has not, to date,
used any of the  available  line of credit.  The Company  expects to continue to
generate  adequate  amounts of cash to meet its liquidity needs from the sale of
products and services and the collection thereof.

The Company  realized  $908,000 net in cash flows from  operations in 2004. Cash
influx came primarily from the  combination of net income  totaling  $1,408,000;
recovery of depreciation totaling $222,000,  increase of accrued compensation of
$249,000,  increase  in other  accrued  liabilities  of  $272,000,  increase  in
accounts  payable of $79,000,  and an increase in tax  liabilities  of $196,000.
Cash was used to increase inventory $911,000,  accounts receivables increased by
$449,000,  deferred  tax benefit  increased  $139,000 and an increase in prepaid
expense of $19,000. Inventories increased due to the purchase of long lead items
for shipments within the first half of 2005. Day's sales in accounts receivables
totaled  approximately 53.0 days as of November 30, 2004,  compared to 52.0 days
at November 30, 2003.

The Company used $182,000 in cash for  investment  in  additional  manufacturing
equipment,  computers and facility  improvements in 2004 compared to $181,000 in
2003.

As of November 30, 2004, the Company had $1,239,000 in cash and cash equivalents
and $2,507,000 in short term investments compared to $2,337,000 in cash and cash
equivalents and $812,000 in short term investments on November 30, 2003.

On December  29,  2004,  the Board of  Directors  of Micropac  Industries,  Inc.
approved the payment of a $.12 per share dividend to all  shareholders of record
on January 25, 2005.  The dividend  payment will be paid to  shareholders  on or
about February 8, 2005.

<PAGE>


On January 8, 2004, the Board of Directors of Micropac Industries, Inc. approved
the  payment  of a special  dividend  of $.05 per share to all  shareholders  of
record on January 30, 2004.  The dividend  payment was paid to  shareholders  on
February 13, 2004.

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 Nicholas Nadolsky,  former Chairman of the Board and Chief Executive
Officer  ("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 fair value of each share of his common  stock was
$2.68. The Company paid Mr. Nadolsky a total purchase price of $1,470,880. These
shares were subsequently retired.

Company management believes it will meet its 2005 capital  requirements  through
the use of cash  derived  from  operations  for the  year  and/or  usage  of the
Company's  short-term   investments.   There  were  no  significant  outstanding
commitments for equipment purchases or improvements at November 30, 2004.



Results of Operations 2004 vs. 2003

                                      Three Months Ended     Twelve Months Ended
                                      11/30/04   11/30/03    11/30/04   11/30/03

Net Sales                               100.0%     100.0%      100.0%     100.0%

Cost of sales                            57.1%      67.6%       65.0%      69.8%
R & D                                     5.3%       2.4%        2.9%       2.4%
S, G, & A                                18.7%      17.4%       17.6%      20.7%
  Total Cost & Exp                       81.1%      87.4%       85.5%      92.9%

Operating Income                         18.9%      12.6%       14.5%       7.1%

Interest Income                           0.3%       0.3%        0.2%       0.4%

Income Before Income Taxes               19.2%      12.3%       14.7%       7.5%

Provision for taxes                       7.2%       3.8%        5.6%       2.6%

Net Income                               12.0%       8.5%        9.1%       4.9%

Sales in 2004 were approximately $15,356,000, an increase of 22.9% or $2,866,000
compared  to 2003 sales.  The  increase in sales is  primarily  attributable  to
improved  business  conditions in the company's major market segments,  combined
with the  introduction of new products.  New orders for fiscal year 2004 totaled
$20,946,000  compared to $11,191,000 for fiscal 2003. The increase in new orders
is attributable to increased funding on certain military programs, combined with
higher  demand  for  some  of  the  Company's  standard  products  sold  through
distribution  channels,  and increased penetration in the medical and industrial
markets.  The  Company's  backlog as of November  30,  2004,  was  approximately
$9,292,000, compared to approximately $3,799,000 on November 30, 2003.

Custom-designed components are estimated to account for approximately 50% of the
Company's  sales for the fiscal year ended  November 30, 2004, and 52% in fiscal
2003;  standard components are estimated to account for approximately 50% of the
Company's  sales for the fiscal year ended November 30, 2004, and 48% for fiscal
2003.

Approximately  25% of the sales  for  fiscal  year  2004  (17% in 2003)  were to
international  customers.  Sales  to  Western  European  customers  are  made by
independent  representatives  under the  coordination of the Company's office in

<PAGE>

Bremen,  Germany. One major industrial customer has opened an operation in China
and during 2004 moved a major part of their domestic  operations to China.  This
customer accounted for 22% of international  sales, and a contract  manufacturer
in China accounted for 41% of international sales.

The  Company's  major  customers  include   contractors  to  the  United  States
government with fixed price  contracts.  Sales to these customers for Department
of  Defense  (DOD) and  National  Aeronautics  and Space  Administration  (NASA)
contracts  accounted for  approximately 64% of the Company's fiscal net sales in
2004 compared to 62% in 2003.

During 2004,  two  customers  accounted  for 8% and 10% of the  Company's  sales
compared to 11% and 7% for the year ended November 30, 2003.

Sales for 2004 compared to 2003 increased 16% in the commercial  market,  22% in
the military market, and 50% in the space market.

Cost of sales, as a percentage of net sales, was 65.0% in 2004 compared to 69.8%
in 2003.  The cost of goods  sold  decrease  of 4.8% is  attributable  to stable
operating  expense on higher  sales  volume;  changes in product  mix, and yield
improvements  on certain  products.  In actual  dollars cost of sales  increased
$1,253,000 for 2004,  versus 2003. Cost of sales decreased $84,000 in the fourth
quarter of 2004, compared to the same period of 2003.

Expenses for  research  and  development  totaled  $438,000 in 2004  compared to
$303,000  in  2003.  Most  of  the  research  and   development   expenses  were
concentrated  on expanding the company's line of solid state power  controllers,
high-temperature  couplers,   detectors,   hall-effect  devices;  and  enhancing
manufacturing processes to improve the Company's competitive position.

Selling,  general,  and  administrative  expenses  totaled 17.6% of net sales in
2004,  compared to 20.7% in 2003,  based on higher sales.  In dollars  expensed,
selling, general and administrative expenses totaled $2,709,000 in 2004 compared
to  $2,581,000  in  2003,  an  increase  of  $128,000,  attributable  to  higher
commissions on increased sales and increased selling expense.

Interest income for fiscal 2004 totaled  $32,000  compared to $50,000 for fiscal
2003.  The  decrease  is  related  to  lower  interest  rates  on the  Company's
investments.

Income before taxes for fiscal 2004 was approximately $2,265,000 or 14.7% of net
sales,  compared  to $933,000  or 7.5% of net sales in fiscal  2003.  Net income
after taxes  totaled  approximately  $1,408,000 or $.55 per share in 2004 versus
2003 net earnings of $611,000 or $.21 per share.  Net income after taxes in 2004
increased $797,000 compared to 2003.


New Accounting Standards
------------------------

None


<PAGE>



Item 7.  Financial Statements
-----------------------------

The  financial  statements  listed  below  appear on pages 12 through 21 of this
Report.  The Company is not required to furnish the Supplementary  Data required
by Item 302 of Regulation S-K.

       Page No.

          12             Report of Independent Registered Public Accounting Firm

          13             Balance Sheets as of
                         November 30, 2004 and 2003

          14             Statements of Income for the years ended
                         November 30, 2004 and 2003

          15             Statements of Shareholders' Equity for the years
                         ended November 30, 2004 and 2003

          16             Statements of Cash Flows for the years ended
                         November 30, 2004 and 2003

         17-21           Notes to Financial Statements for the years ended
                         November 30, 2004 and 2003

Item  8.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
--------------------------------------------------------------------------------
Financial Disclosure
--------------------

None.





<PAGE>




                                    PART III


Item 9. Directors & Executive Officers of The Registrant
--------------------------------------------------------

Information  related to the Company's  Directors  and Executive  Officers is set
forth in the  Company's  definitive  proxy  statement  relating to the Company's
Annual  Meeting  of  Stockholders  to be held on or  about  March 4,  2005.  The
information  in the proxy is set forth under the heading  "Election of Directors
and  Information  as to Directors,  Nominees and Executive  Officers." The proxy
statement will be filed with the Securities and Exchange  Commission on or about
January 31, 2005, and such information is incorporated by reference.


Item 10. Executive Compensation
-------------------------------

Information  related to  executive  compensation  is set forth in the  Company's
definitive  proxy  statement   relating  to  the  Company's  Annual  Meeting  of
Stockholders  to be held on or about March 4, 2005. The information in the proxy
is set forth under the heading  "Executive  Compensation."  The proxy  statement
will be filed with the  Securities  and Exchange  Commission on or about January
31, 2005, and such information is incorporated by reference.


Item 11. Security Ownership of Certain Beneficial Owners & Management
---------------------------------------------------------------------

Information related to the ownership of certain beneficial owners and management
of the  Company's  Common Stock is set forth in the Company's  definitive  proxy
statement relating to the Company's Annual Meeting of Stockholders to be held on
or about March 4, 2005.

The  information  in the  proxy  is set  forth  under  the  heading  "Securities
Ownership of Certain Beneficial Owners and Management." The proxy statement will
be filed with the  Securities  and Exchange  Commission  on or about January 31,
2005, and such information is incorporated by reference.

Item 12. Certain Relationships and Related Transactions
-------------------------------------------------------

Information relating to the business relationships and related transactions with
respect to the Company and certain Directors,  executive officers,  nominees for
election as Directors and  beneficial  owners of its  securities is set forth in
the  Company's  definitive  proxy  statement  relating to the  Company's  Annual
Meeting  of  Stockholders  to be held on or  about  March  4,  2005.  The  proxy
statement will be filed with the Securities and Exchange  Commission on or about
January 31, 2005, and such information is incorporated by reference.


Item 13. 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.

<PAGE>


         (b)      Form 8K -


                  On  December  29,  2004,  the Board of  Directors  of Micropac
                  Industries,  Inc.  approved  the  payment  of a $.12 per share
                  dividend to all  shareholders  of record on January 25,  2005.
                  The dividend  payment will be paid to shareholders on or about
                  February 8, 2005.

                  On  January  8,  2004,  the  Board of  Directors  of  Micropac
                  Industries, Inc. approved the payment of a special dividend of
                  $.05 per share to all  shareholders  of record on January  30,
                  2004.  The  dividend  payment  was  paid  to  shareholders  on
                  February 13, 2004.

                  At a Board of  Directors  meeting  held on May 11,  2004,  the
                  Board of Directors  unanimously  elected Mr. Nicholas Nadolsky
                  as a  Member  and  Chairman  of the  Board,  to  serve in such
                  positions  until the next annual  meeting of  shareholders  or
                  until his earlier  death,  resignation or removal from office.
                  There is no employment  agreement between Mr. Nadolsky and the
                  Company. Since 1980, the Company has leased a 4800 square foot
                  building  from Mr.  Nadolsky,  at a current  annual  rental of
                  $39,600.

                  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 fair 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.


ITEM 14. CONTROLS AND PROCEDURES

         (a)      Evaluation of disclosure controls and procedures.

                  As of October 30, 2004, 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
                  pursuant  to  Exchange  Act Rule  13a-15(e).  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.

                  Not applicable.



<PAGE>






                                   SIGNATURES


Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


                                           MICROPAC INDUSTRIES, INC.



                                           By:
                                                 -------------------------------
                                                 Connie Wood, President
                                                 and Chief Executive Officer
                                                 (Principal Executive Officer)


                                           By:
                                                 -------------------------------
                                                 Patrick Cefalu, CFO and
                                                 Principal Accounting Officer

Dated:  01/31/2005



Pursuant to the  requirements  of the Securities and Exchange Act of 1934,  this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
registrant and in the capacities indicated on 01/31/2005



Connie Wood, Director                             H. Kent Hearn, Director
------------------------------                    ------------------------------


James K. Murphey, Director                        Heinz-Werner Hempel, Director
------------------------------                    ------------------------------


Nicholas Nadolsky, Director
------------------------------








<PAGE>


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


The Board of Directors and Shareholders
Micropac Industries, Inc.:

We have audited the accompanying balance sheets of Micropac Industries,  Inc. as
of  November  30,  2004  and  2003,  and  the  related   statements  of  income,
shareholders'  equity,  and cash flows for the years then ended. These financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Micropac Industries, Inc. as of
November 30, 2004 and 2003, and the results of its operations and its cash flows
for the years then ended in conformity with U.S. generally  accepted  accounting
principles.


                                                          KPMG LLP

Dallas, Texas,
January 20, 200





<PAGE>
<TABLE>
<CAPTION>



                            MICROPAC INDUSTRIES, INC.
                            -------------------------
                                 BALANCE SHEETS
                                 --------------
                        AS OF NOVEMBER 30, 2004 AND 2003
                        --------------------------------
                    (Dollars in thousands except share data)

                                 ASSETS                                   2004        2003
                                 ------                                --------    --------
<S>                                                                    <C>         <C>
CURRENT ASSETS:
    Cash and cash equivalents                                          $  1,239    $  2,337
    Short-term investments                                                2,507         812
    Receivables, net of allowance for doubtful accounts
        of  $121 for 2004 and $89 for 2003                                2,326       1,877
    Inventories
        Raw materials and supplies                                        1,354         692
        Work-in-process                                                   1,346       1,097
                                                                       --------    --------
                  Total inventories                                       2,700       1,789

    Deferred income taxes                                                   528         386
      Prepaid expenses and other assets                                      90          71
                                                                       --------    --------
                  Total current assets                                    9,390       7,272

PROPERTY, PLANT, AND EQUIPMENT, at cost:
    Land                                                                     80          80
    Buildings                                                               498         498
    Facility improvements                                                   796         797
    Machinery and equipment                                               5,200       5,027
    Furniture and fixtures                                                  479         489
                                                                       --------    --------
        Total property, plant, and equipment                              7,053       6,891
    Less- accumulated depreciation                                       (6,091)     (5,889)
                                                                       --------    --------
        Net property, plant, and equipment                                  962       1,002
                                                                       --------    --------


                  Total assets                                         $ 10,352    $  8,274
                                                                       ========    ========

                  LIABILITIES AND SHAREHOLDERS' EQUITY
                  ------------------------------------

CURRENT LIABILITIES:
    Accounts payable                                                   $    387    $    308
    Accrued compensation                                                    488         239
    Accrued professional fees                                                11          23
    Income taxes payable                                                    306         110
    Property taxes                                                           66          65
    Commissions payable                                                      46          48
    Deferred revenue                                                        404         115
    Other accrued liabilities                                                17          21
                                                                       --------    --------
                  Total current liabilities                               1,725         929

DEFERRED INCOME TAXES                                                        72          69
COMMITMENTS AND CONTINGENCIES (Note 5)
SHAREHOLDERS' EQUITY:
    Common stock, $.10 par value, authorized 10,000,000 shares
         3,078,315 issued 2,578,315 outstanding at November 30, 2004
         and November 30, 2003                                              308         308
    Paid-in capital                                                         885         885
    Treasury stock, at cost, 500,000 shares                              (1,250)     (1,250)
    Retained earnings                                                     8,612       7,333
                                                                       --------    --------
                  Total shareholders' equity                              8,555       7,276
                                                                       --------    --------
                  Total liabilities and shareholders' equity           $ 10,352    $  8,274
                                                                       ========    ========
</TABLE>
                See accompanying notes to financial statements.


<PAGE>
<TABLE>
<CAPTION>


                            MICROPAC INDUSTRIES, INC.
                            -------------------------
                              STATEMENTS OF INCOME
                              --------------------
                 FOR THE YEARS ENDED NOVEMBER 30, 2004 AND 2003
                 ----------------------------------------------
                    (Dollars in thousands except share data)



                                                               2004           2003
                                                           -----------    -----------

<S>                                                        <C>            <C>
NET SALES                                                  $    15,356    $    12,490

COSTS AND EXPENSES:
Cost of sales                                                    9,976          8,723
Research and development                                           438            303
Selling, general, and administrative expenses                    2,709
                                                           -----------    -----------
                                                                                2,581

                  Total costs and expenses                      13,123         11,607
                                                           -----------    -----------

OPERATING INCOME BEFORE INTEREST AND INCOME TAXES                2,233            883

Interest income                                                     32             50
                                                           -----------    -----------

INCOME BEFORE INCOME TAXES                                       2,265            933

PROVISION (BENEFIT) FOR INCOME TAXES:
    Current                                                        996            387
    Deferred                                                      (139)           (65)
                                                           -----------    -----------

          Total provision for current and deferred taxes           857            322
                                                           -----------    -----------

NET INCOME                                                 $     1,408    $       611
                                                           ===========    ===========

BASIC AND DILUTED EARNINGS PER SHARE                       $       .55    $       .21
                                                           ===========    ===========

WEIGHTED AVERAGE NUMBER OF SHARES, basic and diluted         2,578,315      2,944,206
                                                           ===========    ===========
</TABLE>




                See accompanying notes to financial statements.


<PAGE>


                            MICROPAC INDUSTRIES, INC.
                            -------------------------
                       STATEMENTS OF SHAREHOLDERS' EQUITY
                       ----------------------------------
                 FOR THE YEARS ENDED NOVEMBER 30, 2004 AND 2003
                 ----------------------------------------------
                             (Dollars in thousands)



                               Common    Paid-in   Treasury   Retained
                                Stock    Capital     Stock    Earnings    Total
                              -------    -------   -------    -------    -------


BALANCE, November 30, 2002   $   363    $   885   $(1,250)   $ 8,450    $ 8,448

    Common stock repurchase      (55)      --        --       (1,416)    (1,471)
   Dividend                     --         --        --         (312)      (312)
    Net income                  --         --        --          611        611
                             -------    -------   -------    -------    -------

BALANCE, November 30, 2003       308        885    (1,250)     7,333      7,276
                             -------    -------   -------    -------    -------

    Dividend                    --         --        --         (129)      (129)
    Net income                  --         --        --        1,408      1,408
                             -------    -------   -------    -------    -------

BALANCE, November 30, 2004   $   308    $   885   $(1,250)   $ 8,612    $ 8,555
                             =======    =======   =======    =======    =======











                See accompanying notes to financial statements.


<PAGE>
<TABLE>
<CAPTION>


                            MICROPAC INDUSTRIES, INC.
                            -------------------------
                            STATEMENTS OF CASH FLOWS
                            ------------------------
                 FOR THE YEARS ENDED NOVEMBER 30, 2004 AND 2003
                 ----------------------------------------------
                             (Dollars in thousands)

                                                                           2004       2003
                                                                        -------    -------
<S>                                                                     <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                                          $ 1,408    $   611
    Adjustments to reconcile net income to
        net cash provided by operating activities-
           Depreciation and amortization                                    222        230
           Deferred tax benefit                                            (139)       (65)
Changes in certain current assets and liabilities-
               Increase in receivables, net                                (449)       (76)
              (Increase)  decrease in inventories                          (911)       511
               Increase in prepaid expenses and other assets                (19)       (15)
               Increase (decrease) in accounts payable                       79       (193)
               Increase (decrease) in accrued compensation                  249        (17)
               Increase in income taxes payable                             196          1
               Increase (decrease) in all other accrued liabilities         272        (10)
                                                                        -------    -------

                  Net cash provided by operating activities                 908        977

CASH FLOWS FROM INVESTING ACTIVITIES:
           Purchase of Investments                                       (1,695)    (1,400)
Sale of Investments                                                        --        3,428
           Additions to property, plant, and equipment                     (182)      (181)
                                                                        -------    -------
                  Net cash (used in) provided by investing activities    (1,877)     1,847


CASH FLOWS FROM FINANCING ACTIVITIES:
    Common stock repurchase                                                --       (1,471)
     Dividends paid                                                        (129)      (312)
                                                                        -------    -------

                  Net cash used in financing activities                    (129)    (1,783)
                                                                        -------    -------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                     (1,098)     1,041

CASH AND CASH EQUIVALENTS, beginning of year                              2,337      1,296
                                                                        -------    -------

CASH AND CASH EQUIVALENTS, end of year                                  $ 1,239    $ 2,337
                                                                        =======    =======

SUPPLEMENTAL CASH FLOW DISCLOSURES:
        Cash paid for income taxes, net of refunds received             $   803    $   386
                                                                        =======    =======
</TABLE>





                See accompanying notes to financial statements.

<PAGE>




                            MICROPAC INDUSTRIES, INC.
                            -------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                           NOVEMBER 30, 2004 AND 2003
                           --------------------------



1.       BUSINESS DESCRIPTION:
------------------------------

Micropac Industries, Inc. (the "Company"), a Delaware corporation,  manufactures
and distributes various types of hybrid  microelectronic  circuits,  solid state
relays,  power  operational  amplifiers,   and  optoelectronic   components  and
assemblies.  The  Company's  products are used as components in a broad range of
military,  space and industrial systems,  including aircraft instrumentation and
navigation systems,  power supplies,  electronic  controls,  computers,  medical
devices, and high-temperature (200o C) products.


2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
----------------------------------------------------

Revenue Recognition
-------------------

Revenues are recorded as  deliveries  are made based upon contract  prices.  Any
losses anticipated on fixed price contracts are provided for currently.  Product
returns and warranties are accrued for when returned by the customer.

Short-Term Investments
----------------------

Short-term  investments include certificates of deposits with maturities greater
than  90  days.  These  investments  are  reported  at  historical  cost,  which
approximates  fair  market  value as of November  30, 2004 and 2003.  All highly
liquid  investments  with  maturities of 90 days or less are  classified as cash
equivalents. All short-term investments are securities which the Company has the
ability and positive intent to hold to maturity. All held-to maturity securities
mature within one year.

Inventories
-----------

Inventories  are stated at lower of cost or market  value and include  material,
labor and  manufacturing  overhead.  All  inventories  are valued using the FIFO
(first-in,  first-out)  method of inventory  valuation.  The Company provides an
allowance for obsolete and overstocked inventory.

Income Taxes
------------

The Company  accounts  for income  taxes using the asset and  liability  method.
Under this method the Company  records  deferred  income taxes for the temporary
differences  between the financial  reporting  basis and the tax basis of assets
and  liabilities at enacted tax rates expected to be in effect when such amounts
are realized or settled.  The resulting  deferred tax liabilities and assets are
adjusted to reflect  changes in tax law or rates in the period that includes the
enactment date.

Property, Plant, and Equipment
------------------------------

Property, plant, and equipment are carried at cost, and depreciation is provided
using the  straight-line  method at rates  based  upon the  following  estimated
useful lives (in years) of the assets:

     Buildings................................................................15
     Facility improvements..................................................8-15
     Machinery and equipment................................................5-10
     Furniture and fixtures..................................................5-8

The Company assesses long-lived assets for impairment under Financial Accounting
Standards board Statement of Financial  Accounting Standards No. 144, Accounting
for  the   Impairment  or  Disposal  of  Long-Lived   Assets.   When  events  or

<PAGE>

circumstances  indicate  that  an  asset  may  be  impaired,  an  assessment  is
performed.  The estimated  future  undiscounted  cash flows  associated with the
asset are compared to the asset's net book value to determine if a write down to
market value or discounted cash flow value is required. The Company adopted SFAS
144 on December 1, 2003.  The adoption of SFAS 144 did not affect the  Company's
financial statements.

Repairs and maintenance are charged against income when incurred.  Improvements,
which extend the useful life of property, plant, and equipment are capitalized.

Research and Development Costs
------------------------------

Costs for the design and development of new products are expensed as incurred.

Comprehensive Income
--------------------

Comprehensive income includes net income and other comprehensive income which is
generally  comprised  of  changes  in  the  fair  value  of   available-for-sale
marketable securities,  foreign currency translation adjustments and adjustments
to recognise additional minimum pension  liabilities.  For each period presented
in the accompanying statement of income, comprehensive income and net income are
the same amount.

Basic and Diluted Earnings Per Share
------------------------------------

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.  During 2004 and 2003, the
Company had no dilutive potential common stock.

Use of Estimates
----------------

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  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.


3.       NOTES PAYABLE TO BANKS:
--------------------------------

During fiscal 2004, the Company renewed an  uncollateralized  $3,000,000 line of
credit  agreement  with a bank.  The interest  rate is equal to the bank's prime
rate less 1/4%.  The line of credit expires on June 7, 2005. The Company has not
utilized any portion of the available facility. The line of credit requires that
the Company maintain  certain  financial  ratios.  The Company was in compliance
with these covenants during the 2004 fiscal year.

4.       RELATED PARTIES:
-------------------------

The Company leases a building from the Company's  Chairman of the Board. A lease
was  signed on July 1, 1999,  for a term of five (5) years and  renewed in April
2004 for three (3) years under similar terms and  conditions as the prior lease.
Amounts paid under the lease agreement approximated $39,000 in 2004 and 2003.

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.

Effective May 13, 2003, the Company's Board of Directors  approved the formation
of an audit  committee  composed  of the five (5)  members of the  Board.  It is
possible  that the members of the audit  committee 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.  The Board of Directors held eight (8) board  meetings  during the year
ended  November 30, 2004.  Directors  receive a fee of $500.00 for each meeting.
The Audit  Committee  held four (4) meetings  during the year ended November 30,
2004. Members of the Audit Committee received a fee of $500.00 for each meeting.

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

<PAGE>

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 approximate  fair value of each share of
his common stock was $2.68. The Company paid Mr. Nadolsky a total purchase price
of $1,470,880. These shares were subsequently retired.


5.       PRODUCT WARRANTIES:
----------------------------

The Company records a reserve for product warranties based on known instances of
defects  upon  customer  notification.  The  activity in the  product  liability
account is as follows:

        Balance, November 30, 2003          $           0
        Expense for repaired product        $      33,600
        Product warranty accruals           $      33,600
        Balance, November 30, 2004          $           0


6.       LEASE COMMITMENTS:
---------------------------

Rent expenses for the years ended November 30, 2004 and 2003, was approximately
$45,000 and $42,000 respectively per year.

The Company's  future  minimum lease  payments  under  non-cancelable  operating
leases  (including  the related party lease  described in note 4) for office and
manufacturing   space   with   remaining   terms  in  excess  of  one  year  are
approximately:

     2005                                       $  40,000
     2006                                       $  40,000
     2007                                       $  20,000
                                                ---------
                               Total            $ 100,000


7.       EMPLOYEE BENEFITS:
---------------------------

The Company  sponsors an Employees'  Profit Sharing Plan and Trust (the "Plan").
Pursuant to section  401(k) of the Internal  Revenue Code, the Plan is available
to  substantially  all employees of the Company.  Employee  contributions to the
Plan are matched by the Company at amounts up to 6% of the participant's salary.
Contributions  made by the  Company  were  approximately  $131,000  in 2004  and
$138,000 in 2003. Employees become vested in Company  contributions at 20% after
two years, 40% after three years, 60% after four years, 80% after five years and
100% after six years.  If the employee  leaves the Company  prior to being fully
vested,  the unvested portion of the Company's  contributions  are forfeited and
such  forfeitures  are used to lower future Company  contributions.  The Company
does not offer other post retirement benefits to its employees at this time.

8.       NEW ACCOUNTING STANDARDS
---------------------------------

None



<PAGE>



9.       INCOME TAXES:
----------------------

The income tax provision consisted of the following for the years ended November
30:

                                                            2004         2003
                                                         ---------    ---------
Current Provision
    Federal                                              $ 854,000    $ 319,000
    State                                                  142,000       68,000
                                                         ---------    ---------
                                                           996,000      387,000
Deferred Benefit
    Federal                                               (139,000)     (65,000)
                                                         ---------    ---------

             Total                                       $ 857,000    $ 322,000
                                                         =========    =========



The  provision  for income  taxes  differs  from that  computed  at the  federal
statutory corporate tax rate as follows:

                                                             2004        2003
                                                          ---------   ---------
Tax at 34% statutory rate                                 $ 770,000   $ 317,000
State income taxes, net of federal benefit                   82,000      45,000
Adjustment to prior year estimates                            5,000     (40,000)
                                                          ---------   ---------


         Income tax provision                             $ 857,000   $ 322,000
                                                          =========   =========

The  components  and  changes in  deferred  tax assets and  liabilities  were as
follows:

                                                            November   November
                                                            30, 2004   30, 2003
                                                            --------   --------
Current Deferred Taxes -
     Allowance for doubtful accounts                        $ 45,000   $ 33,000
     Inventory                                               280,000    267,000
     Accrued liabilities and other                           203,000     86,000
                                                            --------   --------
         Net current deferred tax asset                     $528,000   $386,000
                                                            --------   --------

Non-current Deferred Taxes Liability
     Depreciation and other                                 $ 72,000   $ 69,000
                                                            --------   --------

         Net deferred taxes                                 $456,000   $317,000
                                                            ========   ========


10.      SIGNIFICANT CUSTOMER INFORMATION:
------------------------------------------

The Company's primary line of business relates to the design,  manufacture,  and
sale of hybrid microcircuits and optoelectronic components and assemblies. Sales
result primarily from  subcontracts  with customers for ultimate  production and
delivery  to the United  States  government.  Sales to primary  contractors  for
defense and space related contracts accounted for 64% of total sales in 2004 and
62% of total sales in 2003. During 2004, two customers  accounted for 8% and 10%
of the Company's  sales  compared to 11% and 7% for the year ended  November 30,
2003.

11.      SHAREHOLDERS' EQUITY:
------------------------------

On November 30, 2004, there were approximately 559 shareholders of record of the
Company's  common  stock.  The  stock  of the  Company  is  closely  held;  and,
therefore,  certain shareholders/board members have the ability to significantly
influence decisions.

<PAGE>


On January 8, 2004, the Board of Directors of Micropac Industries, Inc. approved
the payment of a special  dividend of $0.05 per share for shareholders of record
as of January 30, 2004. This dividend was paid to the Company's  shareholders on
February 13, 2004.

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 fair value of each share of his common
stock was  $2.68.  The  Company  paid Mr.  Nadolsky  a total  purchase  price of
$1,470,880. These shares were subsequently retired.

On March 1, 2001,  the Company's  shareholders  approved the 2001 Employee Stock
Option Plan (the "Stock  Plan").  As of November  30,  2004,  there were 500,000
options  available  to be  granted;  however,  no  options  had been  granted at
year-end.


12.      SUBSEQUENT EVENTS
--------------------------

On December  29,  2004,  the Board of  Directors  of Micropac  Industries,  Inc.
approved the payment of a $.12 per share dividend to all  shareholders of record
on January 25, 2005.  The dividend  payment will be paid to  shareholders  on or
about February 8, 2005.







<PAGE>




                             DIRECTORS AND OFFICERS
                             ----------------------
                                NOVEMBER 30, 2004


                                NICHOLAS NADOLSKY
                              Chairman of the Board
                            Micropac Industries, Inc

                                   CONNIE WOOD
                             Chief Executive Officer
                            Micropac Industries, Inc.

                               HEINZ-WERNER HEMPEL
                             Chief Operating Officer
       Hanseatishe Waren Handelsgesellschaft MBH & Co. KG, Bremen, Germany


                                  H. KENT HEARN
                                   Stockbroker
                          Milkie-Ferguson, Dallas, Tx.


                                JAMES K. MURPHEY
                               Corporate Attorney
                     Glast, Phillips and Murray, Dallas, Tx.


                                 PATRICK CEFALU
                             Chief Financial Officer
                            Micropac Industries, Inc.


                                    MARK KING
                             Chief Operating Officer
                            Micropac Industries, Inc.









LEGAL COUNSEL                                         TRANSFER AGENT & REGISTRAR
Glast, Phillips and Murray                            Securities Transfer
Dallas, Tx                                            Frisco, Texas