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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 10-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934


FOR THE FISCAL YEAR ENDED AUGUST 31, 2001

[ ] 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: 0-21308

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JABIL CIRCUIT, INC.

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE 38-1886260

(State or other jurisdiction of (I.R.S. Employer

incorporation or organization) Identification No.)
10560 NINTH STREET NORTH, 33716

ST. PETERSBURG, FLORIDA (Zip Code)

(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:

(727) 577-9749
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED

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Common Stock, $0.001 par value per share New York Stock Exchange
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

NONE
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 periods 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 [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item

405 of Regulation S-K is not contained herein, and will not 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-K. [ ]
The aggregate market value of the voting common stock held by

non-affiliates of the Registrant based on the closing sale price of the Common

Stock as reported on the New York Stock Exchange on November 16, 2001 was

approximately $4.1 billion. For purposes of this determination, shares of Common

Stock held by each officer and director and by each person who owns 5% or more

of the outstanding Common Stock have been excluded in that such persons may be

deemed to be affiliates. This determination of affiliate status is not

necessarily a conclusive determination for other purposes. The number of

outstanding shares of the Registrant's Common Stock as of the close of business

on November 16, 2001, was 197,144,750. The Registrant does not have any

non-voting stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
The Registrant's definitive Proxy Statement for the 2001 Annual Meeting of

Stockholders to be held on January 24, 2002 is incorporated by reference in Part

III of this Annual Report on Form 10-K to the extent stated herein.

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PART I
ITEM 1. BUSINESS
References in this report to "the Company", "Jabil", "we", or "us" mean

Jabil Circuit, Inc. together with its subsidiaries, except where the context

otherwise requires. This Annual Report on Form 10-K contains certain statements

that are, or may be deemed to be, forward-looking statements within the meaning

of section 27A of the Securities Act of 1933 and section 21E of the Securities

Exchange Act of 1934, and are made in reliance upon the protections provided by

such acts for forward-looking statements. These forward-looking statements (such

as when we describe what we "believe," "expect" or "anticipate" will occur, and

other similar statements) include, but are not limited to, statements regarding

future sales and operating results, future prospects, anticipated benefits of

proposed (or future) acquisitions and new facilities, growth, the capabilities

and capacities of business operations, any financial or other guidance and all

statements that are not based on historical fact, but rather reflect our current

expectations concerning future results and events. The ultimate correctness of

these forward-looking statements is dependent upon a number of known and unknown

risks and events, and is subject to various uncertainties and other factors that

may cause our actual results, performance or achievements to be different from

any future results, performance or achievements expressed or implied by these

statements. The following important factors, among others, could affect future

results and events, causing those results and events to differ materially from

those expressed or implied in our forward-looking statements: business

conditions and growth in our customer's industries, the contract manufacturing

industry and the general economy, variability of operating results, our

dependence on a limited number of major customers, the potential consolidation

of our customer base, limited availability of components, dependence on certain

industries, variability of customer requirements, our ability to successfully

consummate acquisitions, including the remaining portions of the Marconi

operation acquisition, and to integrate operations following consummation of

acquisitions, other economic, business and competitive factors affecting our

customers, our industry and business generally and other factors that we may not

have currently identified or quantified. For a further list and description of

various risks, relevant factors and uncertainties that could cause future

results or events to differ materially from those expressed or implied in our

forward-looking statements, see the "Factors Affecting Future Results" and

"Management's Discussion and Analysis of Financial Condition and Results of

Operations" sections and elsewhere in this document.
All forward-looking statements included in this Report on Form 10-K are

made only as of the date of this Report on Form 10-K, and we do not undertake

any obligation to publicly update or correct any forward-looking statements to

reflect events or circumstances that subsequently occur or which we hereafter

become aware of. You should read this document and the documents that we

incorporate by reference into this Annual Report on Form 10-K completely and

with the understanding that our actual future results may be materially

different from what we expect. We may not update these forward-looking

statements, even if our situation changes in the future. All forward-looking

statements attributable to us are expressly qualified by these cautionary

statements.
THE COMPANY
We are one of the leading worldwide independent providers of electronic

manufacturing services ("EMS"). We design and manufacture electronic circuit

board assemblies and systems for major original equipment manufacturers ("OEMs")

in the communications, computer, peripherals, automotive and consumer products

industries. We serve our OEM customers with dedicated work cell business units

that combine high volume, highly automated continuous flow manufacturing with

advanced electronic design and design for manufacturability technologies. Our

customers currently include industry leaders such as Cisco Systems, Inc., Dell

Computer Corporation, Hewlett-Packard Company, Johnson Controls, Inc., Lucent

Technologies and Marconi plc. For the fiscal year ended August 31, 2001, we

achieved net revenues of approximately $4.3 billion and net income of $118.5

million.
The EMS industry has experienced rapid growth over the past several years

as an increasing number of OEMs have outsourced their manufacturing

requirements. OEMs are turning to outsourcing in order to
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reduce product cost, achieve accelerated time-to-market and time-to-volume

production, access advanced design and manufacturing technologies, improve

inventory management and purchasing power, reduce their capital investment in

manufacturing facilities, and achieve parallel manufacturing of the same product

throughout the world. We believe further growth opportunities exist for EMS

providers to penetrate the worldwide electronics markets.
We offer our customers significant turnkey EMS solutions that are

responsive to their outsourcing needs. Our work cell business units are capable

of providing:
- integrated design and engineering services
- component selection, sourcing and procurement
- automated assembly
- design and implementation of product testing
- parallel global production
- systems assembly and direct order fulfillment services
- repair and warranty services
We currently conduct our operations in facilities that are located in the

United States, Belgium, Brazil, China, England, Hungary, Hong Kong, Ireland,

Italy, Malaysia, Mexico, and Scotland. Our parallel global production strategy

provides our customers with the benefits of improved supply-chain management,

reduced inventory obsolescence, lowered transportation costs and reduced product

fulfillment time.
Our principal executive offices are located at 10560 Ninth Street North,

St. Petersburg, Florida 33716, and our telephone number is (727) 577-9749. Our

website is located at www.jabil.com. Information contained in our website is not

a part of this document or the documents incorporated by reference in this

document.
EMS INDUSTRY BACKGROUND
The EMS industry is composed of companies that provide a range of

manufacturing services for OEMs in the electronics industry. The EMS industry

has experienced rapid growth over the past several years as an increasing number

of OEMs have chosen an external manufacturing strategy. This growth has been

impacted by OEMs divesting of internal manufacturing capacity. Factors driving

OEMs to favor outsourcing to EMS providers include:
- Reduced Product Cost. EMS providers are able to manufacture products at

a reduced total cost to OEMs. These cost advantages result from higher

utilization of capacity because of diversified product demand and,

typically, a higher sensitivity to elements of cost.
- Accelerated Product Time-to-Market and Time-to-Volume. EMS providers are

able to deliver accelerated production start-ups and achieve high

efficiencies in transferring new products into production. EMS providers

are also able to rapidly scale production for changing markets and to

position themselves in global locations that serve the leading world

markets. With increasingly shorter product life cycles, these key

services allow new products to be sold in the marketplace in an

accelerated time frame.
- Access to Advanced Technologies. Customers of EMS providers gain access

to advanced technologies in manufacturing processes, as well as product

and production design. Product and production design services may offer

customers significant improvements in the performance, cost,

time-to-market and manufacturability of their products.
- Improved Inventory Management and Purchasing Power. EMS providers are

able to manage both procurement and inventory, and have demonstrated

proficiency in purchasing components at
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improved pricing due to the scale of the operations and continuous

interaction with the materials marketplace.
- Reduced Capital Investment in Manufacturing. OEMs are increasingly

seeking to lower their investment in inventory, facilities and equipment

used in manufacturing in order to allocate capital to other activities

such as sales and marketing, and research and development. This shift in

capital deployment has placed a greater emphasis on outsourcing to

external manufacturing specialists.
OUR STRATEGY
We are focused on expanding our position as one of the leading global

providers of electronic manufacturing services to major OEMs. To achieve this

objective, we will continue implementing the following strategies:
- Establish and Maintain Long-Term Customer Relationships. Our core

strategy is to establish and maintain long-term relationships with

leading electronics companies in expanding industries with the size and

growth characteristics that can benefit from highly automated, continuous

flow and global manufacturing. Historically, we have derived a majority

of our growth from existing customers. We focus on maintaining long-term

relationships with our customers and seek to expand such relationships to

include additional product lines and services. In addition, we have a

focused effort to identify and develop relationships with new customers

who meet our profile.
- Utilize Work Cell Business Units. Each of our work cell business units

is dedicated to one customer and operates with a high level of autonomy,

utilizing dedicated production equipment, production workers,

supervisors, buyers, planners and engineers. We believe our work cell

business units promote increased responsiveness to our customers' needs,

particularly as a customer relationship grows to multiple production

locations.
- Expand Parallel Global Production. Our ability to produce the same

product on a global scale is a significant requirement of our customers.

We believe that parallel global production is a key strategy to reduce

obsolescence risk and secure the lowest landed costs while simultaneously

supplying products of equivalent or comparable quality throughout the

world. Consistent with this strategy, we have acquired facilities in the

United Kingdom and Italy.
- Offer Systems Assembly and Direct Order Fulfillment. Our systems

assembly and direct order fulfillment services allow our customers to

reduce product cost and risk of product obsolescence by reducing total

work-in-process and finished goods inventory. We offer these services at

all of our manufacturing locations.
- Pursue Selective Acquisition Opportunities. An increasing number of OEMs

are divesting internal manufacturing operations to EMS providers. In many

of these situations, the OEM enters into a customer relationship with the

EMS provider that acquires the operations. Our acquisition strategy is

focused on obtaining OEM manufacturing operations with consistent growth,
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