<PAGE>

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



[X]            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                           SECURITIES EXCHANGE ACT OF 1934
                                           
For the quarterly period ended September 26, 1997

[  ]           TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                           SECURITIES EXCHANGE ACT OF 1934
                                           
For the transition period from          to          .


Commission File Number: 0-9788


                               RICHEY ELECTRONICS, INC.
           ---------------------------------------------------------------
                (Exact name of registrant as specified in its charter)

              Delaware                                33-0594451
   ---------------------------------        -------------------------------
   (State or other jurisdiction of          (I.R.S. Employer Identification
   incorporation or organization)           No.)

                  7441 Lincoln Way, Garden Grove, California  92641
                -----------------------------------------------------
                 (Address of Principal Executive Office)  (Zip Code)

                                    (714) 898-8288
                 ----------------------------------------------------
                 (Registrant's Telephone Number, including Area Code)

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


    As of November 4, 1997, 9,068,417 shares of the registrant's Common Stock,
$0.001 par value, were issued and outstanding.

<PAGE>

                             PART I-FINANCIAL INFORMATION

ITEM 1.       FINANCIAL STATEMENTS.

                               RICHEY ELECTRONICS, INC.
                        CONDENSED CONSOLIDATED BALANCE SHEETS
                                     (UNAUDITED)

                                             SEPTEMBER 26,      DECEMBER 31, 
                                                  1997               1996    
                                            --------------     --------------
ASSETS
CURRENT ASSETS
 Cash                                       $       29,000     $       30,000
 Trade receivables                              33,941,000         27,111,000
 Inventories                                    49,291,000         37,631,000
 Deferred income taxes                           2,629,000          2,629,000
 Other current assets                              960,000          1,235,000
                                            --------------     --------------
     Total current assets                   $   86,850,000     $   68,636,000
                                            --------------     --------------
 LEASEHOLD IMPROVEMENTS, EQUIPMENT
 FURNITURE AND FIXTURES, net                $    5,167,000     $    3,668,000
                                            --------------     --------------

OTHER ASSETS AND INTANGIBLES
 Deferred income taxes                      $    4,031,000     $    2,218,000
 Deferred debt costs                             2,325,000          2,533,000
 Other                                             380,000            473,000
 Goodwill                                       49,849,000         47,233,000
                                            --------------     --------------
                                            $   56,585,000     $   52,457,000
                                            --------------     --------------
                                            $  148,602,000     $  124,761,000
                                            --------------     --------------
                                            --------------     --------------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
 Current maturities of long-term debt       $    4,459,000     $    4,012,000
 Accounts payable                               24,900,000         16,551,000
 Accrued expenses                                3,886,000          4,502,000
 Accrued restructuring costs                            --            538,000
                                            --------------     --------------
     Total current liabilities              $   33,245,000     $   25,603,000
                                            --------------     --------------

LONG-TERM DEBT
 Subordinated notes payable                 $    2,000,000     $    2,000,000
 Convertible subordinated notes payable         55,755,000         55,755,000
 Other long-term debt                           18,049,000          7,450,000
                                            --------------     --------------
                                            $   75,804,000     $   65,205,000
                                            --------------     --------------
STOCKHOLDERS' EQUITY
 Preferred Stock                                        --                 --
 Common Stock                               $        9,000     $        9,000
 Additional paid-in-capital                     21,730,000         21,001,000
 Retained earnings                              17,950,000         12,943,000
 Cumulative translation adjustment                (136,000)                --
                                            --------------     --------------
     Total stockholders' equity             $   39,553,000     $   33,953,000
                                            --------------     --------------
                                            $  148,602,000     $  124,761,000
                                            --------------     --------------
                                            --------------     --------------

               SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


                                          2

<PAGE>

                               RICHEY ELECTRONICS, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                     (UNAUDITED)
<TABLE>
<CAPTION>
 


                                                    QUARTER ENDED                        NINE MONTHS ENDED
                                       ------------------------------------    -----------------------------------
                                         SEPTEMBER 26,       SEPTEMBER 27,       SEPTEMBER 26,      SEPTEMBER 27,
                                             1997                1996                1997               1996     
                                       ---------------      ---------------     ---------------    ---------------

<S>                                    <C>                   <C>                 <C>               <C>           
Net Sales:                               $  65,091,000       $  53,713,000       $ 181,231,000      $ 170,309,000

Cost of Goods Sold:                         48,963,000          39,597,000         135,912,000        127,074,000
                                       ---------------      ---------------     ---------------    ---------------

Gross Profit:                            $  16,128,000       $  14,116,000       $  45,319,000      $  43,235,000
                                       ---------------      ---------------     ---------------    ---------------

Operating expenses:
 Selling, warehouse, general, and 
 administrative                          $  11,401,000       $   9,298,000       $  31,476,000      $  30,284,000

Amortization of intangibles                    429,000             369,000           1,178,000          1,072,000
                                       ---------------      ---------------     ---------------    ---------------

                                         $  11,830,000       $   9,667,000       $  32,654,000      $  31,356,000
                                       ---------------      ---------------     ---------------    ---------------

 Operating income                        $   4,298,000       $   4,449,000       $  12,665,000      $  11,879,000

Interest Expense                             1,578,000           1,519,000           4,294,000          4,150,000

 Income before income taxes              $   2,720,000       $   2,930,000       $   8,371,000      $   7,729,000

Federal and state income taxes               1,094,000           1,176,000           3,364,000          3,098,000
                                       ---------------      ---------------     ---------------    ---------------

 Net income                              $   1,626,000       $   1,754,000       $   5,007,000      $   4,631,000
                                       ---------------      ---------------     ---------------    ---------------
                                       ---------------      ---------------     ---------------    ---------------

 Earnings per Share

     Primary                             $        0.18       $        0.19       $        0.55      $        0.51
                                       ---------------      ---------------     ---------------    ---------------
                                       ---------------      ---------------     ---------------    ---------------

     Fully Diluted                       $        0.17       $        0.18       $        0.53      $        0.50
                                       ---------------      ---------------     ---------------    ---------------
                                       ---------------      ---------------     ---------------    ---------------

 Weighted Average number of 
 shares outstanding

     Primary                                 9,064,000           9,063,000           9,064,000          9,059,000
                                       ---------------      ---------------     ---------------    ---------------
                                       ---------------      ---------------     ---------------    ---------------

     Fully Diluted                          13,011,000          13,010,000          13,011,000         12,153,000
                                       ---------------      ---------------     ---------------    ---------------
                                       ---------------      ---------------     ---------------    ---------------

</TABLE>
 

               SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                          3

<PAGE>

                               RICHEY ELECTRONICS, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                     (UNAUDITED)

<TABLE>
<CAPTION>
 

                                                                                    NINE MONTHS ENDED
                                                                          -----------------------------------
                                                                            SEPTEMBER 26,      SEPTEMBER 27,
                                                                                1997               1996
                                                                           --------------     ---------------

<S>                                                                        <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                                 $  5,007,000        $  4,631,000
Adjustments to reconcile net income to net cash
       provided by (used in) operating activities:
       Depreciation and amortization                                          2,534,000           2,325,000
       Deferred income taxes                                                  1,067,000           1,154,000
       Changes in operating assets and liabilities,
       net of effect of business combinations:
                 (Increase) in trade receivables                             (3,622,000)           (215,000)
                 (Increase) in inventories                                   (8,794,000)         (5,589,000)
                 Decrease in other assets                                       392,000             460,000
                 Increase (decrease) in accounts
                   payable and accrued expenses                               2,060,000            (291,000)
                                                                          --------------      --------------
                 Net cash provided by (used in) 
                   operating activities                                   ($  1,356,000)       $  2,475,000
                                                                          --------------      --------------

CASH FLOWS (USED IN) INVESTING ACTIVITIES
       Purchase of leasehold improvements and equipment                   ($  1,243,000)      ($  1,005,000)
       Payment of acquisition and restructuring costs                        (7,348,000)         (5,892,000)
                                                                          --------------      --------------
                 Net cash (used in) investing activities                  ($  8,591,000)      ($  6,897,000)
                                                                          --------------      --------------

CASH FLOWS FROM FINANCING ACTIVITIES
       Net advances (repayments) on long-term revolving line of credit     $ 10,013,000       ($  8,361,000)
       (Payments) on long-term debt                                                  --         (40,871,000)
       Proceeds from issuance of convertible debt                                    --          55,755,000
       Transaction costs associated with refinancing activities                 (38,000)         (2,667,000)
       Proceeds from issuance of common stock                                     8,000              25,000
                                                                          --------------      --------------
                 Net cash provided by financing activities                 $  9,983,000        $  3,881,000
                                                                          --------------      --------------
                 Net effect of translation on cash                        ($     37,000)       $          0
                                                                          --------------      --------------
                 (Decrease) in cash                                       ($      1,000)      ($    541,000)

CASH 
       Beginning                                                           $     30,000        $    572,000
                                                                          --------------      --------------
       Ending                                                              $     29,000        $     31,000
                                                                          --------------      --------------
                                                                          --------------      --------------

</TABLE>
 

               SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                          4

<PAGE>

                               RICHEY ELECTRONICS, INC.
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
                                     (UNAUDITED)

                                                       NINE MONTHS ENDED
                                                 ------------------------------
                                                 SEPTEMBER 26,    SEPTEMBER 27,
                                                      1997            1996
                                                 -------------    -------------

SUPPLEMENTAL DISCLOSURE OF CASH
  FLOW INFORMATION

Cash Payments For:

  Interest                                         $ 5,114,000     $ 3,479,000
                                                  ------------    ------------

  Income taxes                                     $ 1,640,000     $   349,000
                                                  ------------    ------------


SUPPLEMENTAL SCHEDULE OF NONCASH
  INVESTING AND FINANCING ACTIVITIES

Acquisition of MS Electronics:


  Working capital acquired                                         $   888,000

  Fair market value of other assets acquired
       including goodwill                                            2,231,000
                                                                  ------------

  Purchase price and related transaction costs                     $ 3,119,000
                                                                  ------------
                                                                  ------------

Acquisition of Simmonds Technology:

  Working capital acquired                         $   362,000
  Fair market value of equipment acquired            1,384,000
  Deferred income taxes                              2,920,000
  Goodwill                                           3,635,000
  Long-term lease obligations                         (756,000)
  Common stock warrants issued                        (730,000)
                                                  ------------
  Purchase price and related transaction costs     $ 6,815,000
                                                  ------------
                                                  ------------


               SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                          5

<PAGE>

                               RICHEY ELECTRONICS, INC.

               CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                         NINE MONTHS ENDED SEPTEMBER 26, 1997
                                     (UNAUDITED)


<TABLE>
<CAPTION>
 

                                                   COMMON STOCK
                              ----------------------------------------------------------
                                                                        ADDITIONAL                    CUMULATIVE
                              PREFERRED     SHARES         PAR           PAID-IN       RETAINED       TRANSLATION
                                STOCK     OUTSTANDING     VALUE          CAPITAL       EARNINGS        ADJUSTMENT      TOTAL
                              ---------   -----------   --------       -----------   -------------   -------------  ------------

<S>                            <C>         <C>          <C>            <C>            <C>            <C>             <C>        
Balance, December 31, 1996        --        9,063,000    $ 9,000       $21,001,000     $12,943,000            --     $33,953,000

    Stock issued for options      --            1,000                        8,000              --            --           8,000
    Common stock warrants           
    Issued in conjunction           
    with STI acquisition          --               --         --           721,000              --            --         721,000

    Translation adjustment        --               --         --                --              --      (136,000)       (136,000)

    Net Income                    --               --         --                --       5,007,000            --       5,007,000
                              ---------   -----------   --------       -----------   -------------   -------------  ------------
Balance, September 26, 1997       --        9,064,000    $ 9,000       $21,730,000     $17,950,000    ($ 136,000)    $39,553,000
                              ---------   -----------   --------       -----------   -------------   -------------  ------------

</TABLE>
 

               SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                          6

<PAGE>

                               RICHEY ELECTRONICS, INC.
                 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (UNAUDITED)

NOTE 1.  NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS

    Richey Electronics, Inc. (the "Company" or "Richey Electronics") is a
specialty distributor of electronic components and a provider of related
value-added assembly services.  The Company distributes a broad line of
connectors, switches, wires, cables and heat shrinkable tubing and other
interconnect, electromechanical and passive components used in the assembly and
manufacturing of electronic equipment.  Richey Electronics also provides a wide
variety of value-added assembly services.  These value-added assembly services
consist of (i) component assembly, which is the assembly of components to
manufacturer specifications and (ii) contract assembly, which is the assembly of
cable assemblies, battery packs and mechanical assemblies to customer
specifications.  The Company's customers are primarily small- and medium-sized
original equipment manufacturers.

SIGNIFICANT ACCOUNTING POLICIES

    The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation
S-X.  Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements.  In management's opinion, the accompanying financial statements
reflect all material adjustments, consisting of only normal and recurring
adjustments, necessary for a fair statement of the results for the interim
periods presented.  The results for the interim periods ended September 26, 1997
and September 27, 1996 are not necessarily indicative of the results which will
be reported for the entire year.  For further information, refer to the audited
financial statements of the Company and notes thereto for the year ended
December 31, 1996, included in the Company's Annual Report on Form 10-K.

    RECENT PRONOUNCEMENTS

    In February 1997, the FASB issued SFAS No. 128, Earnings Per Share, which
establishes standards for computing and presenting earnings per share.  This
standard redefines earnings per share under generally accepted accounting
principles.  Under this standard, primary earnings per share is replaced by
basic earnings per share and fully diluted earnings per share is replaced by
diluted earnings per share.  SFAS No. 128 will be effective for the Company for
its fiscal years beginning with 1998.  If the Company had applied SFAS No. 128
in the accompanying unaudited financial statements, its earnings per share would
not have changed.

    In the first six months of 1997, the FASB also issued SFAS No. 129,
Disclosure of Information about Capital Structure, SFAS No. 130, Reporting
Comprehensive Income, and SFAS No. 131, Reporting Disaggregated Information
about a Business Enterprise.  These statements will be effective for the Company
for its fiscal years beginning with 1998.  Management has not yet completed its
analysis to determine the impact implementations of SFAS No. 129, 130 and 131
will have on the Company's financial statements.


                                          7

<PAGE>

                               RICHEY ELECTRONICS, INC.
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
                                     (UNAUDITED)

    PRINCIPLES OF CONSOLIDATION

    The accompanying unaudited financial statements consolidate the accounts of
Richey Electronics and its wholly owned Canadian subsidiary which was acquired
on June 13, 1997.  All material intercompany transactions have been eliminated.

    EARNINGS PER SHARE

    The weighted average number of shares used for computing fully diluted
earnings per share assumes that the 7% Convertible Subordinated Notes due 2006
(the "Notes") which were sold by the Company in the first quarter of 1996
through a private offering are converted at $14.125 per share on the date they
were issued.  The Notes are not common stock equivalents and, therefore, are not
considered in determining the primary weighted average number of shares.  Net
income used in computing fully diluted earnings per share is increased for the
interest expense, net of tax, associated with the Notes.

    INCOME TAXES

    Income tax expense in these interim financial statements is recorded based
upon the Company's expected annual effective income tax rate.

    FOREIGN CURRENCY TRANSLATION

    The financial statements of the Company's Canadian subsidiary are
translated into US dollars in accordance with Statement of Financial Accounting
Standards No. 52, Foreign Currency Translation, using the Canadian dollar as the
functional currency.  The Company translates the balance sheet accounts at the
exchange rate on the balance sheet date and the income statement at the average
exchange rate for the period.  Translation gains and losses are recorded in
stockholders' equity, and transaction gains and losses are reflected in income.


                                          8

<PAGE>

                               RICHEY ELECTRONICS, INC.
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
                                     (UNAUDITED)

NOTE 2.  BUSINESS COMBINATIONS  

ACQUISITIONS IN 1996

    On March 19, 1996, the Company completed the acquisition of the assets and
business of MS Electronics, Inc.  MS Electronics specialized in the distribution
of interconnect, electromechanical and passive electronic components and
provided related value-added assembly services in the Baltimore-Washington
marketplace.  On December 5, 1996, the Company acquired the assets and business
of Summit Distributors, Inc., a Buffalo, New York distributor of interconnect,
electromechanical and passive electronic components.  These acquisitions were
accounted for as purchase business combinations, with the operations of the
acquired business included subsequent to the acquisition date.  Pro forma
financial information is not provided with respect to these acquisitions because
they would not have materially changed reported sales or net income.

STI ACQUISITION IN 1997

    DESCRIPTION OF ACQUISITION


    On June 13, 1997, the Company completed the purchase (the "STI
Acquisition") of all of the issued and outstanding common stock of Simmonds
Technologies Inc. ("STI"), an indirect wholly owned subsidiary of Simmonds
Capital Limited ("Simmonds"), for $1.  STI is a distributor of interconnect,
electromechanical and passive electronic components, headquartered in Toronto,
Ontario, with additional branch locations in the Montreal, Ottawa, Winnipeg,
Saskatoon, Calgary, Edmonton and Vancouver regions.

    In events related to the STI Acquisition, the Company also issued to
Simmonds a warrant to purchase 197,044 shares of common stock of the Company at
an exercise price of $10.15 per share.  For purchase accounting purposes, the
value of this warrant was estimated to be $730,000.  In addition, through STI,
the Company contributed approximately $1.1 million toward the future settlement
of certain of STI's long-term capital lease obligations and facility leases to
be retained by Simmonds.  Simmonds agreed to be responsible for negotiating such
settlements and obtaining releases of STI's obligations under such leases.  The
Company also transferred to Simmonds $3.4 million of STI non-core inventory
which the Company believes it will not be  able to use in its operations. 
Simmonds also received a right to a future payment due March 31, 2002 from STI
based upon a percentage of STI's operating earnings as defined by agreement
between the parties.  For purchase accounting purposes, this future payment will
be accounted for as contingent consideration and will be recorded as additional
purchase price when the amount is determinable.  The additional consideration
will be recorded as goodwill and amortized over the remaining economic life of
the goodwill, or approximately ten years.

    Under the terms of the transaction, the Company refinanced STI's bank
indebtedness of approximately $5.7 million.  The Company funded the STI bank
debt refinancing and the contribution toward settlement of certain long-term
obligations referred to above, by drawing upon the Company's $45 million
revolving line of credit with Wells Fargo Bank, N.A.


                                          9

<PAGE>

                               RICHEY ELECTRONICS, INC.
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
                                     (UNAUDITED)

    The STI Acquisition was accounted for as a purchase business combination,
with the operations of STI included subsequent to the date of acquisition.

    In July 1997, the Company changed the name of STI to Richey Electronics
Limited.

    PRO FORMA FINANCIAL INFORMATION

    The following pro forma results of continuing operations assume that the
STI Acquisition (which occurred on June 13, 1997) had occurred on January 1,
1996, and January 1, 1997, after giving effect to certain adjustments including
amortization of acquired goodwill, interest expense and related tax effects. 
The pro forma results do not reflect any cost savings directly attributable to
the acquisition.


                                  Nine Months Ended        Nine Months Ended
                                  September 26, 1997       September 27, 1996
                                  ------------------       ------------------

Net sales (000)                       $  192,447                $  194,020

Net income (000)                      $    2,621                $    1,035

Earnings per share


    Primary                           $      .29                $      .11

    Fully diluted                     $      .29                $      .11

    The Summit Distributors, Inc., acquisition would not have materially
changed pro forma net sales or net income.  This pro forma financial information
does not purport to be indicative of the results of operations that would have
occurred had the STI Acquisition actually taken place at January 1, 1996, and
January 1, 1997.


                                          10

<PAGE>

                               RICHEY ELECTRONICS, INC.
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
                                     (UNAUDITED)

    PRELIMINARY ALLOCATION OF PURCHASE PRICE

    The following preliminary allocation of the purchase price after adjusting
to fair value the assets and liabilities of STI is based upon estimates that are
currently available and is subject to change based upon final numbers.  The
final allocation will be contingent upon completion of management's assessment
of the fair value of net assets acquired and resolution of certain material
lease obligations which Simmonds is required to settle and obtain releases for.

                                                               U.S. Dollars
                                                               ------------

Consideration and liabilities assumed:

    Bank debt assumed and then refinanced                       $    5,720

    Accounts payable, accrued expenses and lease
    obligations assumed                                              5,942

    Cash contribution toward settlement of long-term 
    lease obligations                                                1,095

    Transaction costs                                                  730

    Common stock warrants                                              730

    Contingent payment obligation                                       --
                                                               ------------
                                                                $   14,217
                                                               ------------
                                                               ------------

Allocated to:

    Current assets                                              $    6,278

    Deferred tax assets                                              2,920

    Leasehold improvements, fixtures and assets 
    acquired under capital leases                                    1,384

    Goodwill                                                         3,635
                                                               ------------

                                                                $   14,217
                                                               ------------
                                                               ------------

    In the preliminary allocation of the purchase price, the Company has
recorded a deferred tax asset of $2,920,000, which is net of a valuation
allowance of approximately $1,000,000.  This deferred tax asset represents STI
net operating loss carryforwards.  Realization of this deferred tax asset is
dependent upon the Company generating Canadian taxable income of approximately
$6,500,000 before the expiration dates of these loss carryforwards which are
2002 and 2003.  Due to the uncertainty inherent in forecasts of future results,
management has established the valuation allowance to reduce the net deferred
tax asset to the tax benefit expected to be realized over the next three to five
years.


                                          11

<PAGE>

                               RICHEY ELECTRONICS, INC.
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
                                     (UNAUDITED)

    ASSUMPTION OF LEASE OBLIGATIONS

    In connection with the STI Acquisition, certain operating and capital lease
obligations were assumed.  As of the date of the STI Acquisition, future minimum
lease payments under these capital and operating leases were as follows:


                                             OPERATING
    YEAR ENDING            CAPITAL LEASES      LEASES         TOTAL
    -------------         ---------------   -----------    -----------

       1997                  $   238,000    $  262,000     $   500,000

       1998                      374,000       510,000         884,000

       1999                      372,000       443,000         815,000

       2000                      164,000       372,000         536,000

       2001                       37,000       373,000         410,000

    Thereafter                     4,000     3,398,000       3,402,000
                          ---------------   -----------    -----------

Total minimum payments         1,189,000     5,358,000       6,547,000

Less:  Amount Representing       142,000            --         142,000
Interest
                          ---------------   -----------    -----------
Present value of net 
minimum lease payments       $ 1,047,000    $ 5,358,000    $ 6,405,000


The capital lease obligations are included in other long-term debt and current
maturities of long-term debt on the balance sheet.  This lease commitment
schedule reflects the entire operating lease obligation for the Pickering
(Toronto) facility or approximately $365,000 a year through December 2010.  The
Company has entered into an informal sublease arrangement for 50% of this
facility.  By December 31, 1997, the Company expects to enter into a new lease
for this reduced space.  The above schedule does not reflect obligations under
the leases for which Simmonds is responsible for obtaining settlements and
releases as described above.

NOTE 3.  STOCK OPTIONS

    The Company has a stock option plan adopted in 1992 and amended and
restated in 1997.  In general, the options granted under this plan vest at a
rate of 25% per year over a four-year period and expire ten years from the date
of grant.  The exercise price for all options granted is equal to the fair
market value of the stock at the date of the grant.  As of September 26, 1997,
total options authorized for grant were 1,300,000, of which 630,992 were
available for grant.


                                          12

<PAGE>

                               RICHEY ELECTRONICS, INC.
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
                                     (UNAUDITED)

During the nine months ended September 26, 1997, 60,500 options were granted to
employees at a price of $12.875, 1,250 options were exercised and 12,500 options
were canceled.

NOTE 4.  NET OPERATING LOSS CARRYFORWARDS

    As of December 31, 1996, the Company had acquired net operating loss
carryforwards ("NOLs") as described below with the indicated expiration dates. 
In addition, the Company has NOLs acquired in conjunction with the STI
Acquisition.  Those amounts are not reflected in the following NOLs:


    EXPIRATION DATE                               Federal
    ---------------                           ---------------
         2005. . . . . . . . . . . . . . . .   $    454,000
         2006. . . . . . . . . . . . . . . .      9,673,000
         2007. . . . . . . . . . . . . . . .      2,588,000
         2008. . . . . . . . . . . . . . . .        771,000
                                              ---------------
                                               $ 13,486,000
                                              ---------------
                                              ---------------

Section 382 of the Internal Revenue Code of 1986, as amended and the related
regulations impose certain limitations on a corporation's ability to use NOLs if
more than a 50% ownership change occurs.  The Company's issuance of additional
common stock in 1995, together with an earlier acquisition, constitute a more
than 50% ownership change.  As a result, the usage of these NOLs is restricted
to approximately $4,900,000 on an annual basis. 


                                          13

<PAGE>

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

                               SUMMARY OF SELECTED DATA
                                     (UNAUDITED)

     The following table sets forth certain items in the statements of
operations as a percent of net sales for periods shown and additional items of a
statistical nature.

<TABLE>
<CAPTION>
 

                                                                QUARTER ENDED                NINE MONTHS ENDED
                                                          SEPT. 26,      SEPT. 27,      SEPT. 26,      SEPT. 27,
                                                            1997           1996           1997           1996
                                                         ----------      ---------      ---------      ---------

<S>                                                      <C>             <C>            <C>            <C>
STATEMENTS OF OPERATIONS DATA:
Net Sales. . . . . . . . . . . . . . . . . . . . .          100.0%         100.0%         100.0%         100.0%
Cost of Goods Sold . . . . . . . . . . . . . . . .           75.2           73.7           75.0           74.6
                                                          ----------     ---------      ---------      ---------
     Gross Profit. . . . . . . . . . . . . . . . .           24.8           26.3           25.0           25.4
                                                          ----------     ---------      ---------      ---------
Selling, warehouse, general & administrative . . .           17.5           17.3           17.4           17.8
Amortization of intangibles. . . . . . . . . . . .            0.7            0.7            0.6            0.6
                                                          ----------     ---------      ---------      ---------
     Operating Income. . . . . . . . . . . . . . .            6.6            8.3            7.0            7.0
Interest Expense . . . . . . . . . . . . . . . . .            2.4            2.8            2.4            2.5
                                                          ----------     ---------      ---------      ---------
     Income before income taxes. . . . . . . . . .            4.2            5.5            4.6            4.5
Federal and state income taxes . . . . . . . . . .            1.7            2.2            1.8            1.8
                                                          ----------     ---------      ---------      ---------
     Net income. . . . . . . . . . . . . . . . . .            2.5%           3.3%           2.8%           2.7%
                                                          ----------     ---------      ---------      ---------
                                                          ----------     ---------      ---------      ---------
</TABLE>


<TABLE>
                                                   SEPT. 26,      JUNE 27,       MARCH 28,      DEC. 31,      SEPT. 27,
                                                     1997           1997           1997           1996          1996
BALANCE SHEET AND OTHER  DATA:                    -----------   ------------   ------------   ------------   -----------

<S>                                               <C>           <C>            <C>            <C>            <C>        
Total assets (000)                                 $ 148,602      $ 144,699      $ 129,946      $ 124,761      $ 128,420
Working capital (000)                              $  53,605      $  51,418      $  45,555      $  43,033      $  43,311
Ratio of current assets to current liabilities           2.6            2.7            2.6            2.7            2.6
Short-term debt (000)                              $   4,459      $   3,201      $   3,553      $   4,012      $     263
Subordinated long-term notes payable (000)         $   2,000      $   2,000      $   2,000      $   2,000      $   2,958
Convertible subordinated notes payable (000)       $  55,755      $  55,755      $  55,755      $  55,755      $  55,755
Other long-term debt (000)                         $  18,049      $  18,157      $   7,450      $   7,450      $  10,034
Inventory turnover                                      4.0x           4.0x           4.2x           4.4x           4.2x
Days sales outstanding in accounts receivable           47.5           44.3           45.0           44.1           46.1
Customer order backlog (U.S. only) (000)           $  58,600      $  57,255      $  57,900      $  53,800      $  51,000
Stockholders' equity (000)                         $  39,553      $  37,983      $  35,656      $  33,953      $  32,048
</TABLE>


                                          14

<PAGE>

RESULTS OF OPERATIONS

    Net income for the third quarter of 1997 was $1,626,000 ($0.17 per share,
fully diluted) compared with net income of $1,754,000 ($0.18 per share, fully
diluted) for the third quarter of 1996.  Net income for the nine months ended
September 26, 1997, was $5,007,000 ($0.53 per share, fully diluted) compared
with $4,631,000 ($0.50 per share, fully diluted) for the same period in 1996, an
increase of 8.1%.

    The results of operations for the third quarter of 1997 give effect to the
first full quarter of Canadian operations acquired in the STI Acquisition.  The
Canadian operations generated $5,810,000 of net sales and $1,578,000 of
operating expenses for the third quarter of 1997.  Absent the effect on earnings
of the Canadian acquisition, net income would have been approximately $0.19 per
share, fully diluted.

    Net sales for the third quarter of 1997 rose to $65,091,000 from
$53,713,000 for the same period in 1996, an increase of 21.2%.  Net sales for
the first nine months of 1997 were $181,231,000 compared to net sales of
$170,309,000 for the same period in 1996, an increase of 6.4%.  The increase in
sales was due to the STI Acquisition and internal growth as a result of the
continuing recovery in the electronics distribution industry.

    Net sales of electronic components increased to $45,239,000 in the third
quarter of 1997 from $36,454,000 in the third quarter of 1996, an increase of
24%.  Net sales of value-added assembly services increased to $19,852,000 for
the third quarter of 1997 from $17,259,000 for the same period of 1996, an
increase of 15%.  Component sales increased primarily due to the newly-acquired
Canadian operation which sells mostly electronic components.  The value-added
sales increased as a result of the continuing trend by OEM's to outsource
assembly operations.  Value-added sales were 33.5% of total sales in the United
States in the third quarter of 1997, up from 32.2% in the second quarter of 1997
and 32.1% in the third quarter of 1996.

    The Company believes that order backlog (confirmed orders from customers
for shipment within the next 12 months) generally averages two to three months'
sales in the electronics distribution industry.  The Company's order backlog in
the United States at September 26, 1997 was $58,600,000, up from $51,000,000 at
September 27, 1996 and up from $53,800,000 at December 31, 1996.

    Gross profit margin for the first nine months of 1997 was 25.0% compared to
gross profit margin of 25.4% for the first nine months of 1996.  Gross profit
margin for the third quarter of 1997 was 24.8% compared to a margin of 26.3% for
the third quarter of 1996.  The decrease in margins to more normal levels for
the third quarter of 1997 and the first nine months of 1997 was primarily
because of customer orders returning to more normal patterns compared to the
high turns, high margin business experienced in 1996.  The more normal ordering
patterns are the result of ongoing recovery in the electronics distribution
industry.

    Operating expenses for the third quarter of 1997 were $11,830,000 (18.2% of
net sales) compared to $9,667,000 (18.0% of net sales) for the third quarter of
1996.  For the first nine months of 1997, operating expenses were $32,654,000
(18.0% of net sales) compared to $31,356,000 (18.4% of net sales) for the first
nine months of 1996.  The reduction in operating expenses as a percentage of net
sales for the first nine months of 1997 was primarily the result of savings
realized from the operational integration of Deanco into the Company through
reductions 


                                          15

<PAGE>

in duplicative facilities, personnel and other operating costs.  These savings
were partially offset by investments, primarily in sales, marketing and MIS
personnel and by operating expenses associated with the Company's newly-acquired
Canadian operations.   The increase in operating expenses as a percentage of
sales for the third quarter of 1997 over the same quarter in 1996 was primarily
due to the fact that STI's expenses as a percentage of sales were historically
higher than those of the Company.

    The Company has undertaken, consistent with its acquisition plan, a major
reorganization of the Canadian operations which encompassed closure of two
unprofitable sales offices, an approximately one-third reduction in employee
staffing levels nationwide, and centralization of warehousing, purchasing and
accounting functions primarily in Toronto.  The Company has also completed the
downsizing of the Montreal and Vancouver facilities and has begun the computer
conversion process from the  acquired Canadian operations to the Company's
computer systems.

    Interest expense for the third quarter of 1997 was $1,578,000 as compared
with $1,519,000 for the third quarter of 1996.  The increase in interest expense
was primarily due to an increase in borrowings as a result of the STI
Acquisition.

    Federal and state income tax expense decreased to $1,094,000 (40% effective
rate) for the quarter ended September 26, 1997 from $1,176,000 (40% effective
rate) for the corresponding period of 1996.  This decrease was proportional to
the decrease in pre-tax earnings for the quarter.  See Note 4 of Notes to
Condensed Consolidated Financial Statements for further discussion of income tax
matters.

LIQUIDITY AND CAPITAL RESOURCES

    The Company currently maintains with Wells Fargo Bank, N.A. a $45 million
revolving line of credit.  The Company used this line of credit to fund the
purchase of STI on June 13, 1997.  As of September 26, 1997, the Company had
outstanding borrowings under this revolving line of credit of $20,629,000 and
additional borrowing capacity of $24,371,000.

    Working capital increased to $53,605,000 on September 26, 1997 from
$43,033,000 on December 31, 1996, an increase of $10,572,000.  During the first
nine months of 1997, the Company generated $15,199,000 of earnings before
interest, income taxes, depreciation and amortization ("EBITDA") as compared to
EBITDA of $14,204,000 for the corresponding period of 1996, an increase of 7.0%.

    During the first nine months of 1997, operating activities generated
$11,060,000 in cash from net income, depreciation, amortization, deferred income
taxes, decreases in other assets and increases in accounts payable and accrued
expenses.  During the same period, the Company invested $12,416,000 in inventory
and receivables.  Thus, operating activities for the first nine months of 1997
used net cash of $1,356,000 as compared to net cash of $2,475,000 provided by
operating activities for the same period of 1996.  During the first nine months
of 1997, the Company used $8,591,000 in investing activities, including
$1,243,000 for capital expenditures relating to normal investments in leasehold
improvements, software, furniture, fixtures and equipment, $532,000 for payment
of restructuring costs accrued in connection with acquisitions and $6,816,000
relating to the acquisition of STI.  See Note 2 of Notes to Condensed
Consolidated Financial Statements.  This use of cash was financed with
borrowings under the Company's revolving line of credit.


                                          16

<PAGE>

    For the quarter ended September 26, 1997, inventory turnover was 4.0x
compared to 4.2x for the quarter ended September 27, 1996 and 4.4x for the
quarter ended December 31, 1996.  Of the $11,600,000 increase in inventory,
approximately $3.2 million was due to the STI Acquisition, with the balance
being approximately equally due to inventory investment in nationally franchised
lines and lower than anticipated sales growth in the first nine months of 1997.

    Days sales outstanding in accounts receivable were 47.5 days at September
26, 1997 compared to 46.1 days at September 27, 1996 and 44.1 days at December
31, 1996.  The increase in the number of days outstanding is due to slower
collections caused by the UPS strike which impacted invoicing and collection
patterns.  In addition, STI's days outstanding were historically higher than
those of the Company.  Management expects to be able, over the long term, to
improve the Canadian operation's number of days outstanding.

YEAR 2000

    The Company is in the process of conducting a comprehensive review of its
computer and other operating systems to identify the systems that could be
affected by the "Year 2000" issue and is conducting detailed testing.  These
reviews and testing are expected to be completed by the second quarter of 1998. 
The Year 2000 issue is the result of computer programs being written using two
digits (rather the four) to define the applicable year.  As a result, certain
programs that have time sensitive software may recognize a date using "00" as
the year 1900 rather than the year 2000.  This could result in systems failure
or miscalculations.  The Company presently believes that, with minor
modifications to existing software, the Year 2000 issue will not pose
significant operational problems for the Company's computer systems as so
modified and corrected.  However, if such modifications are not completed
timely, this issue could have an impact on the operations of the Company.


                                          17

<PAGE>

                             PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.


         None.

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 required by Item 601 of Regulation S-K.

         2.1    Share Purchase Agreement dated June 13, 1997, among Richey
                Electronics, Inc., SCL Electronics Ltd., Simmonds Technologies
                Inc. and Simmonds Capital Limited (Incorporated by reference
                from the Current Report on Form 8-K for Richey Electronics,
                Inc., dated June 26, 1997, filed June 26, 1997 as exhibit 2.1
                thereof).

         2.2    Intercompany Debt Repayment Agreement dated June 13, 1997 among
                Simmonds Capital Limited, SCL Electronics Ltd. and Simmonds
                Technologies Inc. (Incorporated by reference from the Current
                Report on Form 8-K for Richey Electronics, Inc., dated June 26,
                1997, filed June 26, 1997 as exhibit 2.2 thereof).

         3.1    Restated Certificate of Incorporation of Richey Electronics,
                Inc. (Incorporated by reference from the Registration Statement
                on Form S-1, filed January 7, 1994, Registration No. 33-73916
                as exhibit 3.1 thereof).

         3.2    Bylaws of Richey Electronics, Inc. (Incorporated by reference
                from the Registration Statement on Form S-1, filed January 7,
                1994, Registration No. 33-73916 as exhibit 3.2 thereof).

         4.1    Indenture between Richey Electronics, Inc. and First Trust of
                California, National Association, dated as of February 15, 1996
                (Incorporated by 


                                          18

<PAGE>

                reference from the Annual Report on Form 10-K for Richey
                Electronics, Inc. filed March 26, 1996 as exhibit 4.1 thereof).

         4.2    Registration Rights Agreement among Richey Electronics, Inc.,
                Jefferies & Company, Inc. and Cruttenden Roth Incorporated,
                dated as of February 26, 1996 (Incorporated by reference from
                the Registration Statement on Form S-2, filed April 26, 1996,
                Registration No. 333-02983 as exhibit 4.2 thereof).

         4.3    Warrant dated June 13, 1997, to purchase common stock of Richey
                Electronics, Inc., expiring March 31, 2002 (Incorporated by
                reference from the Current Report on Form 8-K for Richey
                Electronics, Inc., dated June 26, 1997, filed June 26, 1997 as
                exhibit 4.1 thereof).

         10.1   Amendment to Lease dated September 2, 1997, amending the Lease
                Agreement dated December 2, 1994, between Richey Electronics,
                Inc., and Principal Mutual Life Insurance Company.

         10.2   Standard Sublease dated September 3, 1997, between Richey
                Electronics, Inc., and Corning OCA Corporation.

         11.1   Statement regarding computation of per share earnings

         27.1   Financial Data Schedule

         (b)    Reports on Form 8-K.

                Current Report Amendment No. 1 on Form 8-K/A dated July 8, 1997
                and filed on July 8, 1997 reporting on pro forma financial
                information relating to the acquisition of Simmonds
                Technologies Inc., including the following:

                   Unaudited Pro Forma Condensed Balance Sheets (March 31,
                   1997)

                   Unaudited Pro Forma Condensed Statements of Operations (Year
                   Ended December 31, 1996)

                   Unaudited Pro Forma Condensed Statements of Operations
                   (Three Months Ended March 31, 1997)

                   Notes to Unaudited Pro Forma Financial Statements)

                Current Report Amendment No. 2 on Form 8-K/A dated August 25,
                1997 and filed on August 26, 1997 reporting on audited
                financial information for Simmonds Technologies Inc., including
                the following:

                   1994 Combined Financial Statements


                                          19

<PAGE>

                       Auditors' Report

                       Combined Balance Sheet as at December 31, 1994

                       Combined Statement of Operations and Retained Earnings,
                       Period Ended December 31, 1994

                       Combined Statement of Changes in Financial Position,
                       Period Ended December 31, 1994

                       Notes to Combined Financial Statements, Period Ended
                       December 31, 1994

                   1995 Financial Statements

                       Auditors' Report

                       Balance Sheet as at December 31, 1995

                       Statement of Operations and Retained Earnings, Year
                       Ended December 31, 1995

                       Statement of Changes in Financial Position, Year Ended
                       December 31, 1995

                       Notes to Financial Statements, Year Ended December 31,
                       1995

                   1996 Financial Statements

                       Auditors' Report

                       Balance Sheet as at December 31, 1996

                       Statement of Operations and Retained Earnings (Deficit),
                       Year Ended December 31, 1996

                       Statement of Changes in Financial Position, Year Ended
                       December 31, 1996

                       Notes to Financial Statements, Year Ended December 31,
                       1996



                                          20

<PAGE>


                                      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 thereunto duly authorized.


                                            RICHEY ELECTRONICS, INC.
                                               (Registrant)

                                            By /s/ Richard N. Berger
                                               ---------------------------
                                               Richard N. Berger
                                               Vice President,
                                               Chief Financial Officer
                                               and Secretary



November 7, 1997




                                          21

<PAGE>

                                    EXHIBIT INDEX

EXHIBIT NUMBER  DESCRIPTION 

    2.1         Share Purchase Agreement dated June 13, 1997, among Richey
                Electronics, Inc., SCL Electronics Ltd., Simmonds Technologies
                Inc. and Simmonds Capital Limited (Incorporated by reference
                from the Current Report on Form 8-K for Richey Electronics,
                Inc., dated June 26, 1997, filed June 26, 1997 as exhibit 2.1
                thereof).


    2.2         Intercompany Debt Repayment Agreement dated June 13, 1997 among
                Simmonds Capital Limited, SCL Electronics Ltd. and Simmonds
                Technologies Inc. (Incorporated by reference from the Current
                Report on Form 8-K for Richey Electronics, Inc., dated June 26,
                1997, filed June 26, 1997 as exhibit 2.2 thereof).

    3.1         Restated Certificate of Incorporation of Richey Electronics,
                Inc. (Incorporated by reference from the Registration Statement
                on Form S-1, filed January 7, 1994, Registration No. 33-73916
                as exhibit 3.1 thereof).

    3.2         Bylaws of Richey Electronics, Inc. (Incorporated by reference
                from the Registration Statement on Form S-1, filed January 7,
                1994, Registration No. 33-73916 as exhibit 3.2 thereof).

    4.1         Indenture between Richey Electronics, Inc. and First Trust of
                California, National Association, dated as of February 15, 1996
                (Incorporated by reference from the Annual Report on Form 10-K
                for Richey Electronics, Inc. filed March 26, 1996 as exhibit
                4.1 thereof).

    4.2         Registration Rights Agreement among Richey Electronics, Inc.,
                Jefferies & Company, Inc. and Cruttenden Roth Incorporated,
                dated as of February 26, 1996 (Incorporated by reference from
                the Registration Statement on Form S-2, filed April 26, 1996,
                Registration No. 333-02983 as exhibit 4.2 thereof).


    4.3         Warrant dated June 13, 1997, to purchase common stock of Richey
                Electronics, Inc., expiring March 31, 2002 (Incorporated by
                reference from the Current Report on Form 8-K for Richey
                Electronics, Inc., dated June 26, 1997, filed June 26, 1997 as
                exhibit 4.1 thereof).

    10.1        Amendment to Lease dated September 2, 1997, amending the Lease
                Agreement dated December 2, 1994, between Richey Electronics,
                Inc., and Principal Mutual Life Insurance Company.

    10.2        Standard Sublease dated September 3, 1997, between Richey
                Electronics, Inc., and Corning OCA Corporation.


                                          22

<PAGE>

    11.1        Statement regarding computation of per share earnings

    27.1        Financial Data Schedule



                                          23