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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Form 10-K

Commission file number 001-5075

PerkinElmer, Inc.

Registrant’s telephone number, including area code:

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

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

     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 þ          No o

     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 or any amendment to this Form 10-K.     þ

     Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2).     Yes þ          No o

     The aggregate market value of the common stock, $1 par value per share, held by nonaffiliates of the registrant on June 27, 2003, was $1,607,947,370 based upon the last reported sale of the common stock on that date.

     As of March 1, 2004, there were outstanding, exclusive of treasury shares, 127,552,776 shares of common stock, $1 par value per share.

DOCUMENTS INCORPORATED BY REFERENCE

      Portions of Perkinelmer, Inc.’s Proxy Statement for The Annual Meeting of Stockholders to be held on April 27, 2004, Part III of this Form 10-K

TABLE OF CONTENTS

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PART I

Overview

      We are a leading provider of scientific instruments, consumables and services to the pharmaceutical, biomedical, environmental testing, chemical and general industrial markets. We design, manufacture, market and service products and systems within three businesses, each of which is its own reporting segment:

	•	Life and Analytical Sciences. We are a leading provider of drug discovery, genetic screening, and environmental and chemical analysis tools, including instruments, reagents, consumables and services.
	•	Optoelectronics. We provide a broad range of digital imaging, sensor and specialty lighting components used in the biomedical, consumer products and other specialty end markets.
	•	Fluid Sciences. We provide critical fluid control and containment systems for highly demanding environments such as turbine engines and semiconductor fabrication facilities.

      In fiscal 2003, we had $1,535.2 million in sales from continuing operations.

      We are a Massachusetts corporation, founded in 1947. Our headquarters are in Wellesley, Massachusetts, and we market our products, services and systems in more than 125 countries. As of December 28, 2003, we had approximately 10,000 employees. Our common stock is listed on the New York Stock Exchange (trading symbol: PKI), and we are a component of the S&P 500 Index.

      We maintain a website with the address http://www.perkinelmer.com/. We are not including the information contained in our website as part of, or incorporating it by reference into, this annual report on Form 10-K. We make available free of charge through our website our annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, and amendments to these reports, as soon as reasonably practicable after we electronically file these materials with, or otherwise furnish them to, the Securities and Exchange Commission.

Significant Developments

      As part of our efforts to refocus on our core businesses, we have taken the following significant measures in recent years.

      Life and Analytical Sciences. In October 2002, we formed our Life and Analytical Sciences business by combining our Life Sciences and Analytical Instruments businesses. We combined our Life Sciences and Analytical Instruments businesses to improve our operational scale, which we believe will enable us to better serve our customers and more fully capitalize on the strengths of the businesses’ sales, service and research and development organization. In the second quarter of 2003, we completed many of the changes involved in combining the two businesses, including the integration of facilities, management reporting and other systems. We achieved in excess of the original range of $12 to $25 million in pre-tax cost savings in fiscal 2003 from the combination of our Life Sciences and Analytical Instruments businesses relative to our fiscal 2002 cost levels. We are targeting additional pre-tax cost savings, from the combination, of between $5.0 million and $20.0 million in fiscal 2004 for a combined pre-tax cost savings of between $30.0 million and $45.0 million relative to our fiscal 2002 cost levels. Unforeseen factors may offset some or all of the estimated cost savings or other benefits from the integration. As a result, our actual cost savings, if any, could differ or be delayed, compared to our estimates.

      Security and Detection Systems Business. In June 2002, we completed the sale of our Security and Detection Systems business to L-3 Communications. We received cash proceeds in this transaction of approximately $100.0 million. These proceeds are subject to a working capital adjustment, which we do not expect to be material. We have reflected this business as a discontinued operation for all periods presented in this annual report on Form 10-K.

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      Telecommunications Components and Entertainment Lighting Businesses. In June 2002, our Board of Directors approved a plan to shut down our Telecommunications Components business, and a plan to sell our Entertainment Lighting business, as part of our continued efforts to focus on higher growth opportunities. We reflected these businesses as discontinued operations for all periods presented in this annual report on Form 10-K.

      In June 2003, we completed the sale of a substantial portion of our Entertainment Lighting business for cash consideration of $1.4 million and abandoned the remaining assets. We recorded a net loss of $1.7 million pursuant to this transaction in the second quarter of 2003 as a loss on the disposition of discontinued operations.

      Packard BioScience. In November 2001, we completed our acquisition of Packard BioScience Company for consideration of approximately $764.0 million, primarily from the issuance of approximately 22 million shares of our common stock and our assumption of $118.2 million in debt. The acquisition extended our capabilities, now within our Life and Analytical Sciences business unit, in liquid handling, high throughput screening and proteomics, and strengthened our position as a global provider of comprehensive drug discovery solutions.

Life and Analytical Sciences

      Our Life and Analytical Sciences business unit is a leading provider of drug discovery, genetic screening and environmental and chemical analysis tools, including instruments, reagents, consumables and services. Our instruments are used in daily applications for scientific research and clinical applications. Our research products provide the fundamental tools necessary for a variety of testing applications that are critical to the development of many of our customers’ new products.

      Our Life and Analytical Sciences business helps our customers solve complex analytical problems encountered in drug discovery, genetic screening and environmental and chemical analysis laboratories. In fiscal 2003, our Life and Analytical Sciences business generated sales of $1,003.7 million.

      For drug discovery, we offer a wide range of instrumentation, software and consumables, including reagents, based on our core expertise in fluorescent, chemiluminescent and radioactive labeling and the detection of nucleic acids and proteins.

      For genetic screening laboratories, we provide software, reagents and analysis tools to test for various inherited disorders. These clinical screening programs help prevent disease by identifying those most at risk. We sell our genetic screening solutions to public health authorities and private health care organizations around the world.

      For chemical analysis, we offer analytical tools employing technologies such as molecular and atomic spectroscopy, high-pressure liquid chromatography, gas chromatography and thermal analysis. Our instruments and related software applications measure a range of substances from bio-molecular matter to organic and inorganic chemicals. We sell these products to pharmaceutical manufacturers and customers in the environmental, food and beverage and chemical markets. These customers use our instruments in various applications to verify the identity, quality or composition of the materials they analyze.

      Principal Products. The principal products of our Life and Analytical Sciences business include:

	•	The AAnalystTM series of atomic absorption spectrometers used by customers in the environmental and chemical industries, among others, to quantify the constituents of a sample using flame, graphite furnace, mercury or hydride analysis techniques.
	•	Chemical and biological reagents, such as LANCETM and AlphaScreen assay technologies, fluorescent labeled probes, and cloned receptors, allowing a broad and flexible range of assays used in high throughput screening for drug discovery, functional genomics, proteomics, and genotyping.

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	•	DELFIA® Xpress, a fast and flexible random access analyzer for maternal health clinics and laboratories. This new instrument platform allows continuous loading and makes use of the highly sensitive and reliable DELFIA chemistry.
	•	TurboMatrix Headspace Trap technology provides up to 100 times lower detection limits for gas chromatography and is used in environmental and petrochemical applications.
	•	The ELAN® and OptimaTM families of inductively coupled plasma systems, are used for precision analysis of inorganic materials in the semi-conductor, petrochemical, environmental, food and agriculture industries.
	•	ImageTrakTM, an automated fluorescent cellular imager with built-in liquid handling capability, for high throughput screening in drug discovery and research laboratories.
	•	LABWORKSTM Laboratory Information Management System, a software application that enables scientists to store, share and create reports on instrument data in both small and large laboratory environments.

      New Products. New product releases by our Life and Analytical Sciences business include:

	•	EnVision, a combination of luminescence homogenous assay technology with a high capacity high throughput screening plate reader that provides versatility and ease-of-use with high sensitivity and wide dynamic range.
	•	UltraVIEW TM, a fully automated, high-resolution, live cell imaging system that allows for the observation and measurement of cellular and molecular processes in proteomics applications.
	•	OneSourceTM service partnerships which enables our customers to improve service levels and standardize processes for critical laboratory equipment. By working with a single service provider, our customers simplify the administration of instrument service, while reaping the benefits of quality rapid response provided by our professional service engineers.
	•	LumiTrak, an ultra high throughput inject and read luminescence imager which enables higher throughput and more robust and more economical screening of live cells for kinetic studies in drug discovery.
	•	Piezorray, a non-contact microdispensing system designed specifically for making protein arrays. The system is able to pipette sub-nanoliter volumes to dense arrays in an accurate and reproducible method for researchers to analyze those arrays quantitatively.
	•	prOTOFTM 2000 MALDI O-TOF mass spectrometer, features MALDI-TOF technology for the identification and characterization of proteins.
	•	SpectrumTM Spotlight FT-IR Imaging System, provides chemical images for applications such as formulation testing, product performance testing, failure analysis and drug delivery analysis.
	•	UV Winlab 4.0; UV WinLab ES, a software application that provides a structured approach to running UV/Vis analyses that mimics the workflow of a busy laboratory. This minimizes operator training and provides strict security and technical compliance, including audit trails and electronic signatures.
	•	VictorTM Light, a single mode detector representing our first entry into the lower end, academic plate reader market and focusing on detecting the sensitivity and simplicity of the broad range luminescence assays possible in this user segment.

      Brand Names. Our Life and Analytical Sciences reporting segment offers its products under various brand names, including Wallac^TM, OneSource^TM, Packard®, NEN®, AAnalyst^TM, Clarus^TM, LABWORKS^TM, PYRIS^TM, Spectrum^TM, Optima^TM, DELFIA®, ImageTrak^TM, UltraView^TM, prOTOF^TM, Victor^TM and LANCE^TM.

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Optoelectronics

      Our Optoelectronics business unit provides digital imaging, sensor and specialty lighting components to customers in biomedical, consumer products and other specialty end markets. For fiscal 2003, our Optoelectronics business unit generated sales of $351.8 million.

      We are a leading supplier of amorphous silicon digital x-ray detectors, a technology for medical imaging and radiation therapy. Amorphous silicon digital x-ray detectors replace film and produce improved image resolution and diagnostic capability for use in radiography, angiography, cardiac imaging and cancer treatment. Our sales of digital x-ray detectors to one customer represented a significant amount of our Optoelectronics business sales for fiscal years 2003, 2002 and 2001.

      We have significant expertise in optical sensor technologies, with products used in a variety of applications. Examples include sample detection in life sciences instruments, luggage screening, security and fire detection systems, HVAC controls, document handling/ sorting and smart weaponry.

      Our specialty lighting technologies include xenon flashtubes, ceramic xenon light sources and laser pump sources. These products are used in a variety of applications, including digital and analog cameras, medical endoscopy and laser machine tools.

      Principal Products. The principal products of our Optoelectronics business include:

	•	Health Sciences

	—	Amorphous silicon digital x-ray detectors, an enabling technology for digital x-ray imaging that replaces film and produces improved image resolution and diagnostic capability in applications such as radiography, angiography and cancer treatments.
	—	Cermax® xenon short arc lamps and fiber optic light sources used in diagnostic and surgical endoscopes, surgical headlamps, microscopes and photodynamic therapy systems.
	—	A wide range of optical detectors and light sources used in analytical instruments, drug discovery tools and clinical diagnostic systems. The detectors include charge coupled devices, avalanche photodiodes, photodiode arrays, channel photo multipliers and our unique single photon counting module. The light sources include our Cermax xenon short arc lamps as well as our line of guided arc xenon flash lamps. We also produce ultraviolet-visible range spectrometer sub-systems based on the above components.
	—	Gas detection sensors and sub-systems used in patient monitoring applications, also known as capnography, such as anesthesia gas and carbon dioxide.
	—	Thermopile temperature sensors used in digital ear thermometers.

	•	Industrial Products

	—	Xenon flashtubes for use in digital still cameras, 35mm compact cameras and single-use cameras.
	—	Optical sensors used in a variety of applications, including luggage screening, security and fire systems, laser printers and copiers, HVAC systems, automotive applications and smart weaponry.
	—	Linear xenon and argon flashlamps used in solid state lasers in machine tools and other industrial applications.
	—	Charge-coupled device cameras, which are used to detect defects in manufacturing processes, pilot vision systems and postal sorting.

      New Products. New product releases by our Optoelectronics business include:

	•	Miniaturized photoflash technology for embedded mobile phone cameras and digital cameras: These high quality, compact xenon flash lamps and modules used in mobile phone and other digital cameras provide significant improvements over light emitting diodes, or LEDs, in increased light output and brightness levels, improved color temperature, reduced shutter speeds and lower cost.

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	•	Cermax® lamps for home theater and HDTV applications: Cermax Xenon lamps for mid-range to high-end home theater front-projection and rear-projection televisions, designed to provide manufacturers with long-life, superior-color temperature lamps at prices comparable to existing lower-performing high pressure mercury lamps.
	•	Amorphous silicon flat panel detector for oncology. The amorphous flat panel detector is a digital X-ray detector using a glass substrate and is used in radiation oncology to deliver advanced, high-quality images.
	•	ColdBlueTM: ColdBlue cooled imaging systems allow for high resolution detection of faint signals with its highest resolution in proteomic and life sciences research applications such as live cell imaging and protein expression.

      Brand Names. Our Optoelectronics reporting segment offers its products under various brand names, including Cermax®, Heimann^TM, ColdBlue^TM, Power Systems, Amorphous Silicon and Reticon®.

Fluid Sciences

      Our Fluid Sciences business is a leading provider of critical fluid control and containment systems for highly demanding environments such as turbine engines and semiconductor fabrication facilities. This business has an extensive network of strategic alliances with major original equipment manufacturers worldwide. For fiscal 2003, our Fluid Sciences business generated sales of $179.7 million.

      In the aerospace market, we are a leading provider of sealing and pneumatic systems for large commercial transport aircraft, military, business and regional jets. Most major aircraft and turbine engine manufacturers use our products to reduce leakage and improve reliability. For example, we design and produce high-pressure accumulators used to moderate pressure in hydraulic systems that provide additional hydraulic power when heavy demands are placed on the system. New fleet orders and maintenance on existing aircraft generally create demand for our aerospace products and services.

      In the semiconductor equipment market, we provide components, sub-assembly integration and processing services to many of the world’s leading semiconductor equipment manufacturers. Our bellows sealing and linear motion devices are used in more semiconductor wafer-processing equipment worldwide than any other brand. Building upon our understanding of our customers’ needs, we have expanded our product offerings to include a broad range of assemblies and related after-market services used in semiconductor wafer-processing equipment and maintenance.

      We also provide static and dynamic seals that reduce emissions and improve efficiency on many new power generation equipment platforms. Our fluid testing business has been providing fuel and lubricant testing services for almost 50 years to the gasoline refining and petrochemical industries.

      Principal Products. The principal products of our Fluid Sciences business include:

	•	Rigid E-Seal JointsTM that have become the industry standard as a connection point for installation and removal of pneumatic ducts and attached equipment.
	•	Flexible joints and ducting systems used in aircraft environmental control systems and for other engine bleed air system applications such as anti-icing and air starters.
	•	Dynamic seals and aftermarket repair services, including pressure-balanced face seals, circumferential segmented seals, controlled gap clearance seals, hydrodynamic seals, swivel seals, brush seals and welded metal bellows seals.
	•	A broad range of static seals, including C-Seals, E-SealsTM and U-Plex SealsTM that increase system efficiencies, minimize leakage and decrease the cost of sealing interfaces.
	•	Bellows seals, devices and assemblies used as accumulators and aneroids, and for a variety of sensing, lifting, storage and compensating applications in aerospace, power generation and semiconductor equipment.

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	•	Solenoid valves and next-higher level assemblies that provide actuation or control on aircraft pneumatic, fuel and hydraulic systems.
	•	Surface treatment processes for semiconductor wafer process equipment that reduce process variability and increase yield.
	•	Patented, high-pressure, maintenance-free accumulator technology for emerging higher-pressure systems, which improves the life and reliability of aircraft accumulators and is less sensitive to fluid contamination.
	•	Sealing solutions including swivel seals for fossil fuel drilling applications designed to reduce equipment downtime.
	•	Valves for emerging fuel cell technology programs that enable customers to use higher pressures and control temperatures to improve fuel cell system performance.

      In addition, our Fluid Sciences business is experiencing increased opportunities to supply higher value, vertically integrated assemblies and after-market services to semiconductor wafer-processing equipment manufacturers.

      New Products. New product releases by our Fluid Sciences business include:

	•	Volume compensator, a bellows device that allows for the necessary coolant fluid expansion in the Environmental Control System on commercial and military aircraft.
	•	Centurion Swivel Seal for deepwater drilling rigs used in the energy industry. This new seal is designed to provide extended performance and may be replaced quickly thus reducing costly rig downtime.

      Brand Names. Our Fluid Sciences business offers its products under various brand names, including Belfab®, Callisto^TM, Centurion^TM, U-Plex Seals^TM, E-Seals^TM, Rigid E-Seal Joints^TM and PressureScience^TM.

Marketing

      All of our businesses market their products and services through their own specialized sales forces. As of December 28, 2003, we had approximately 2,600 internally employed sales and service representatives operating in approximately 40 countries and marketing products and services in approximately 125 countries. In geographic regions where we do not have a sales and service presence, we utilize distributors to sell our products.

Raw Materials and Supplies

      Each of our businesses uses raw materials and supplies that are generally readily available in adequate quantities from domestic and foreign sources. We typically do not have long-term contracts with any of our suppliers. In some cases, we may rely on a single supplier for particular items, although we believe that we could obtain these items from alternative suppliers, if necessary.

Intellectual Property

      We own numerous United States and foreign patents and have patent applications pending in the United States and abroad. We also license intellectual property rights to and from third parties, some of which bear royalties and are terminable in specified circumstances. In addition to our patent portfolio, we possess a wide array of unpatented proprietary technology and know-how. We also own numerous United States and foreign trademarks, registered trademarks and trade names for a variety of our product names, and have applications for the registration of trademarks and trade names pending in the United States and abroad. We believe that patents and other proprietary rights are important to the development of each of our reporting segments, but we also rely upon trade secrets, know-how, continuing technological innovations and licensing opportunities to develop and maintain the competitive position of each of our reporting segments. We do not believe that the loss of any one patent or other proprietary right would have a material adverse effect on our overall business or on any of our reporting segments.

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      In some cases, we may participate in litigation or other proceedings to defend against or assert claims of infringement, to enforce our patents or our licensors’ patents, to protect our trade secrets, know-how or other intellectual property rights or to determine the scope and validity of our or third parties’ intellectual property rights. Litigation of this type could result in substantial cost to us and diversion of our resources. An adverse outcome in any litigation or proceeding could subject us to significant liabilities or expenses, require us to cease using disputed intellectual property or cease the sale of a commercial product or require us to license the disputed property from third parties. We are currently one of several parties defending litigation brought by Enzo Biochem, Inc. and Enzo Life Sciences, Inc. alleging that our Life and Analytical Sciences business breached our distributorship and settlement agreements with the plaintiffs, infringed the plaintiffs’ patents, engaged in unfair competition and fraud and committed torts against the plaintiffs by, among other things, engaging in commercial development and exploitation of the plaintiffs’ patented products and technology, separately and together with the other defendants. On July 16, 2003, Enzo Life Sciences served its new complaint and we subsequently filed an answer denying the substantive allegations and including a counterclaim alleging that several of Enzo’s patents are invalid. See “Item 3. Legal Proceedings” for a discussion of this matter.

Backlog

      We believe that backlog is not a meaningful indicator of future business prospects for any of our business units due to the short lead time required on a majority of our sales. Therefore, we believe that backlog information is not material to an understanding of our business.

Competition

      Because of the wide range of our products and services, we face many different types of competition and competitors. This affects our ability to sell our products and services and the prices at which these products and services are sold. Our competitors range from large foreign and domestic organizations that produce a comprehensive array of goods and services and that may have greater financial and other resources than we do, to small firms producing a limited number of goods or services for specialized market segments.

      In our Life and Analytical Sciences reporting segment, we compete on the basis of service level, price, technological innovation, product differentiation, product availability and quality and reliability. Competitors range from multinational organizations with a wide range of products to specialized firms that in some cases have well-established market niches. We expect the proportion of large competitors in this reporting segment to increase through the continued consolidation of competitors.

      No single competitor competes directly with our Optoelectronics reporting segment across its full product range. However, we do compete with specialized manufacturing companies in the manufacturing and sale of specialty flashtubes and ultraspecialty lighting sources, photodetectors and photodiodes and switched power supplies. Competition is based on price, technological innovation, operational efficiency, and product reliability and quality.

      Competition in our Fluid Sciences reporting segment is typically based on product performance and innovation, quality, service and price. In a few markets, competitors are large, diversified engineering and manufacturing concerns. Most of our competitors, however, are small specialized manufacturing companies offering limited product lines for narrow market segments. Competition for lubricant testing services is primarily from one large non-profit institute and some customer-owned laboratories, and is mainly based on quality and price.

      We believe we compete effectively in each of the areas in which our businesses experience competition.

Research and Development

      PerkinElmer-sponsored research and development expenditures were approximately $83.1 million during 2003, approximately $86.5 million during 2002 and approximately $80.1 million during 2001.

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      We directed our research and development efforts in both 2003 and 2002 primarily in the genetic screening applications markets and the biopharmaceutical end markets within our Life and Analytical Sciences business, and in the medical digital imaging and industrial sensor markets within our Optoelectronics business.

Environmental Matters

      Our operations are subject to various foreign, federal, state and local environmental and safety laws and regulations. These requirements include those governing emissions and discharges of hazardous substances, the remediation of contaminated soil and groundwater, the regulation of radioactive materials and the health and safety of our employees.

      We may have liability under the Comprehensive Environmental Response Compensation and Liability Act, and comparable state statutes that impose liability for investigation and remediation of contamination without regard to fault, in connection with materials that we or our former businesses sent to various third-party sites. We have incurred, and expect to incur, costs pursuant to these statutes.

      We are conducting a number of environmental investigations and remedial actions at current and former locations and, along with other companies, have been named a potentially responsible party for specific waste disposal sites. We accrue for environmental issues in the accounting period in which our responsibility is established and when the cost can be reasonably estimated. We have accrued $6.2 million as of December 28, 2003, representing management’s estimate of the total cost of ultimate disposition of known environmental matters. This amount is not discounted and does not reflect any recovery of any amounts through insurance or indemnification arrangements. These cost estimates are subject to a number of variables, including the stage of the environmental investigations, the magnitude of the possible contamination, the nature of the potential remedies, possible joint and several liability, the timeframe over which remediation may occur and the possible effects of changing laws and regulations. For sites where we are named a potentially responsible party, our management does not currently anticipate any additional liability to result from the inability of other significant named parties to contribute. We expect that these accrued amounts could be paid out over a period of up to ten years. As assessment and remediation activities progress at each individual site, we review these liabilities and adjust them to reflect additional information as it becomes available. There have been no environmental problems to date that have had or that we expect to have a material effect on our financial position, results of operations or cash flows. While it is possible that we may incur a material loss exceeding the amounts recorded, we do not expect the potential exposure to be materially different than the amounts recorded.

      We may become subject to new or unforeseen environmental costs or liabilities. Compliance with new or more stringent laws or regulations, stricter interpretations of existing laws or the discovery of new contamination could cause us to incur additional costs.

Employees

      As of December 28, 2003, we employed approximately 10,000 employees. Several of our subsidiaries are parties to contracts with labor unions and workers’ councils. As of December 28, 2003, we employed an aggregate of approximately 2,100 union and workers’ council employees. We consider our relations with employees to be satisfactory.

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Financial Information About Reporting Segments

      The table below sets forth sales and operating profit (loss) by reporting segment for the 2003, 2002 and 2001 fiscal years:

      Our Security and Detection Systems, Telecommunications Components, and Entertainment Lighting businesses are discontinued operations and therefore have not been included in the preceding table.

      Additional information relating to our reporting segments for the 2003, 2002, and 2001 fiscal years is as follows:

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Financial Information About Geographic Areas

      The following geographic area information for continuing operations for the 2003, 2002, and 2001 fiscal years represents sales based on location of external customer and net property, plant and equipment based on physical location:

      Each of our reporting segments conducts business in, and derives substantial revenue from, various countries outside the United States. During 2003, we had $817.6 million in sales from our international operations, representing approximately 53% of our total sales. During 2003, we derived approximately 73% of our international sales from our Life and Analytical Sciences reporting segment, approximately 24% of our international sales from our Optoelectronics reporting segment, and approximately 3% of our international sales from our Fluid Sciences reporting segment. We anticipate that sales from international operations will continue to represent a substantial portion of our total sales in the future.

      We are exposed to the risks associated with international operations, including exchange rate fluctuations, regional and country-specific political and economic conditions, foreign receivables collection concerns, trade protection measures and import or export licensing requirements, tax risks, staffing and labor law concerns, intellectual property protection risks and differing regulatory requirements.

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      As of December 28, 2003, our continuing operations occupied approximately 3,262,000 square feet. We own approximately 1,175,000 square feet of this space and lease the balance. Our headquarters occupies 53,000 square feet of leased space in Wellesley, Massachusetts. We conduct our other operations in manufacturing and assembly plants, research laboratories, administrative offices and other facilities located in 12 states and 36 foreign countries.

      Non-United States facilities account for approximately 1,448,000 square feet of our owned and leased property, or approximately 45% of our total occupied space.

      Our real property leases are both short-term and long-term. We believe that our properties are well-maintained and are adequate for our present requirements.

      The following table indicates, as of December 28, 2003, the approximate square footage of real property owned and leased attributable to the continuing operations of each of our reporting segments:

      We are subject to various claims, legal proceedings and investigations covering a wide range of matters that arise in the ordinary course of our business activities. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may be resolved in a manner that is unfavorable to us.

      We and our subsidiary, EG&G Idaho, Inc., were served with a complaint in 1998 naming us as defendants in a lawsuit pending in the United States District Court for the District of Idaho. Filed by two former employees of EG&G Idaho under the Civil False Claims Act, the suit named as defendants several entities that were formerly prime contractors or subcontractors to the United States Department of Energy at the Idaho National Engineering and Environmental Laboratory. The plaintiffs alleged that we and the other defendants submitted false claims to the government for reimbursement of costs and payment of award fees related to environmental activities that the defendants knew or should have known had either not been performed or were performed improperly. In a series of orders issued in response to various defense motions, the District Court dismissed most, but not all, of the allegations involving us. In October 2003, the parties settled the remaining allegations and stipulated to the dismissal of the suit.

      Our subsidiary, EG&G Rocky Flats, Inc., and two other companies were served with a complaint in January 2000 naming EG&G Rocky Flats, Inc. as a defendant in a civil false claim action pending in the United States District Court for the District of Colorado, involving alleged false claims arising out of security issues at the United States Department of Energy’s Rocky Flats Plant. In response to a motion filed by the United States Department of Justice, the District Court dismissed the case. The plaintiffs appealed the dismissal to the United States Court of Appeals for the Tenth Circuit in January 2003.

      In papers dated July 1, 2002, Kevin Hatch filed a purported class action lawsuit in the United States District Court for the District of Massachusetts, Civil Action No. 02-11314 GAO, against PerkinElmer, Inc., Gregory L. Summe and Robert F. Friel, on behalf of himself and purchasers of our common stock between July 15, 2001 and April 11, 2002. The lawsuit seeks an unspecified amount of damages and claims violations of Sections 10(b) and 20(a) of, and Rule 10b-5 under, the Securities Exchange Act of 1934, alleging various statements made during the putative class period by PerkinElmer and its management were misleading with

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      In papers dated October 23, 2002, Enzo Biochem, Inc. and Enzo Life Sciences, Inc. filed a complaint in the United States District Court for the Southern District of New York, Civil Action No. 02-8448, against Amersham PLC, Amersham Biosciences, PerkinElmer, Inc., PerkinElmer Life Sciences, Inc., Sigma-Aldrich Corporation, Sigma Chemical Company, Inc., Molecular Probes, Inc., and Orchid Biosciences, Inc. The six count complaint alleges that we have breached our distributorship and settlement agreements with Enzo, infringed Enzo’s patents, engaged in unfair competition and fraud, and committed torts against Enzo by, among other things, engaging in commercial development and exploitation of Enzo’s patented products and technology, separately and together with the other defendants. Enzo seeks injunctive and monetary relief. On May 28, 2003, the Court severed the lawsuit and ordered Enzo Life Sciences to serve individual complaints against the five defendants. Enzo Life Sciences served its new complaint on July 16, 2003, and we subsequently filed an answer denying the substantive allegations and including a counterclaim alleging that several of Enzo’s patents are invalid.

      On June 14, 2002, we sold our Security and Detection Systems business to L-3 Communications Corporation. L-3 and several of its affiliates have been named as defendants in litigation arising out of the terrorist attacks on September 11, 2001. Among the claims in that litigation are allegations that there were defects in the products of the Security and Detection Systems business that we sold to L-3. L-3 has asserted that we are contractually obligated to indemnify L-3 for any liability it may incur as a result of that litigation.

      We intend to defend ourselves vigorously in all of the above matters. We are currently unable, however, to determine whether resolution of any or all of these matters will have a material adverse impact on our financial position or consolidated results of operations.

      Not applicable.

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EXECUTIVE OFFICERS OF THE REGISTRANT

      Listed below are our executive officers as of March 11, 2004. No family relationship exists between any of these officers and any of our other executive officers or directors.

      Gregory L. Summe, 47. Mr. Summe was named Chief Executive Officer of PerkinElmer effective January 1, 1999 and Chairman effective April 27, 1999. He was appointed President and Chief Operating Officer of PerkinElmer and elected to our Board of Directors in February 1998. Prior to joining PerkinElmer, Mr. Summe held several management positions with AlliedSignal, Inc., now Honeywell International, and General Electric. Previously he was a partner at McKinsey & Co., Inc. Mr. Summe is a Director of State Street Corporation.

      Robert A. Barrett, 60. Mr. Barrett was first elected a Vice President of PerkinElmer in January 1999 and a Senior Vice President in January 2000. In October 2002, he was re-appointed Senior Vice President when our Fluid Sciences business was reconsolidated into our continuing operations. Mr. Barrett has served as President of our Fluid Sciences business since May 1998. From 1990 to 1998, he served as President and General Manager of our Pressure Science division.

      Peter B. Coggins, 55. Dr. Coggins joined us in July 2002 as our Senior Vice President and President of our Life Sciences business. He currently serves as President of our Life and Analytical Sciences business. From 1994 to June 2002, Dr. Coggins served in various capacities at Amersham Biosciences, a developer of systems for medical research, drug discovery and manufacture, most recently as Executive Vice President, Global Sales and Marketing, Chairman of the Board of Amersham Japan KK and a member of the Amersham Bioscience Executive Committee.

      John P. Murphy, 37. Mr. Murphy joined us in August 2001 as our Senior Vice President and President of our Optoelectronics business. From July 2000 to August 2001, Mr. Murphy served as Vice President and General Manager of the Business Regional and General Aviation Unit of Honeywell International. From July 1993 to June 2000, Mr. Murphy served at AlliedSignal, Inc., now Honeywell International, in various capacities, most recently as Vice President and General Manager of Business and General Aviation.

      Robert F. Friel, 48. Mr. Friel joined us in February 1999 as our Senior Vice President and Chief Financial Officer. From 1997 to 1999 he was Corporate Vice President and Treasurer of AlliedSignal, Inc., now Honeywell International. Prior to that, he was Vice President, Finance and Administration of AlliedSignal Engines from 1992 to 1996.

      Terrance L. Carlson, 51. Mr. Carlson joined us in June 1999 as our Senior Vice President, Business Development, General Counsel and Clerk. From 1997 to May 1999 he was Deputy General Counsel of AlliedSignal, Inc., now Honeywell International. Prior to that, he was Vice President and General Counsel

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      Richard F. Walsh, 51. Mr. Walsh joined us in July 1998 as our Senior Vice President of Human Resources. From 1995 to 1998, he served as Senior Vice President of Human Resources of ABB Americas, Inc., the United States subsidiary of an international engineering company. Prior to that, Mr. Walsh held a number of managerial positions in human resources with ABB starting in 1989. His prior employment was with Unilever where he spent nine years in human resource management.

      Jeffrey D. Capello, 39. Mr. Capello joined us in June 2001 as our Vice President of Finance and Treasurer and was named Chief Accounting Officer in April 2002. Mr. Capello served as an audit partner at PricewaterhouseCoopers LLP, initially in the United States and later in the Netherlands, where he worked from 1991 to 2002.

PART II

Market Price of Common Stock

      Our common stock is listed and traded on the New York Stock Exchange. The following table sets forth the high and low per share sale prices for our common stock on that exchange for each fiscal quarter in 2003 and 2002.

      As of March 8, 2004, we had approximately 8,568 holders of record of our common stock.

Dividends

      During the 2003 and 2002 fiscal years, we declared regular quarterly cash dividends on our common stock. The table below sets forth the cash dividends per share that we declared on our common stock during each of those fiscal years, by quarter. Our senior credit facility and the indenture governing our outstanding 8 7/8% senior subordinated notes contain restrictions that may limit our ability to pay our regular quarterly cash dividends in the future.

      For further information related to our stockholder’s equity, refer to Note 19 included in our notes to consolidated financial statements.

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      The following table sets forth selected historical financial information as of and for each of the fiscal years in the five-year period ended December 28, 2003. We derived the selected historical financial information as of and for each of the fiscal years in the three-year period ended December 28, 2003 from our audited consolidated financial statements which are included elsewhere in this annual report on Form 10-K. We derived the selected historical financial information as of and for the fiscal years in the two-year period ended December 31, 2000 from our audited consolidated financial statements which are not included elsewhere in this annual report on Form 10-K. Our consolidated financial statements for the fiscal year ended January 2, 2000 were audited by Arthur Andersen LLP, independent public accountants who have ceased operations. We adjusted the information in the financial statements for the fiscal year ended January 2, 2000, where appropriate, to account for the discontinuation of both our Telecommunications Components and Entertainment Lighting businesses.

      Our historical financial information may not be indicative of our results of operations or financial position that you should expect in the future.

      You should read the following selected historical financial information together with our “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements, including the related notes, included elsewhere in this annual report on Form 10-K.

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      This annual report on Form 10-K, including the following management’s discussion and analysis, contains forward-looking information that you should read in conjunction with the consolidated financial statements and notes to consolidated financial statements that we have included elsewhere in this annual report on Form 10-K. For this purpose, any statements contained in this report that are not statements of historical fact may be deemed to be forward-looking statements. Words such as “believes,” “plans,” “anticipates,” “expects,” “will” and similar expressions are intended to identify forward-looking statements. Our actual results may differ materially from the plans, intentions or expectations we disclose in the forward-looking statements we make. We have included important factors below under the heading “Forward-Looking Information and Factors Affecting Future Performance” that we believe could cause actual results to differ materially from the forward-looking statements we make. We are not obligated to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

      We are a leading provider of scientific instruments, consumables and services to the pharmaceutical, biomedical, environmental testing and general industrial markets. We design, manufacture, market and service products and systems within three businesses, each constituting one reporting segment:

	•	Life and Analytical Sciences. We are a leading provider of drug discovery, genetic screening, and environmental and chemical analysis tools, including instruments, reagents, consumables and services.
	•	Optoelectronics. We provide a broad range of digital imaging, sensor and specialty lighting components used in the biomedical, consumer products and other specialty end markets.
	•	Fluid Sciences. We provide critical fluid control and containment solutions for highly demanding environments such as turbine engines and semiconductor fabrication facilities.

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      We combined our Life Sciences and Analytical Instruments businesses to form our Life and Analytical Sciences business in the fourth quarter of 2002 to improve our operational scale, which we believe will enable us to better serve our customers and more fully capitalize on the strengths of the combined businesses’ sales, service and research and development organizations. In the second quarter of 2003, we completed many of the changes involved in combining the two businesses, including the integration of facilities and management reporting and other systems. We have now aggregated the two segments into one reporting segment for financial statement purposes, as discrete financial information is now only available on a combined basis. For comparative purposes we have disclosed our Life and Analytical Sciences business as one reporting segment for all periods presented.

      In connection with the combination of our Life Sciences and Analytical Instruments business units, we recorded a $26.0 million restructuring charge in the fourth quarter of 2002 as a result of workforce reductions, facility closures and contract terminations. These actions occurred during 2003 with the exception of lease commitment payouts and other spending, which we expect to complete in 2004. We achieved in excess of the original range of $12 to $25 million in pre-tax cost savings in fiscal 2003 from the combination of our Life Sciences and Analytical Instruments businesses relative to our fiscal 2002 cost levels. We are targeting additional pre-tax cost savings, from the combination, of between $5 million and $20 million in fiscal 2004 for combined pre-tax cost savings of between $30 million and $45 million relative to our fiscal 2002 cost levels. Unforeseen factors may offset some or all of the estimated cost savings or other benefits from the integration. As a result, our actual cost savings, if any, could differ or be delayed, compared to our estimates.

Consolidated Results of Continuing Operations

     Sales

      2003 Compared to 2002. Sales for 2003 were $1,535.2 million, versus $1,505.0 million during 2002, an increase of $30.2 million, or 2%. Changes in foreign exchange rates, primarily the Euro, increased sales by approximately $73 million in 2003, as compared to 2002. This increase in sales reflects a $12.0 million, or 1%, increase in our Life and Analytical Sciences segment sales, which grew from $991.7 million in 2002 to $1,003.7 in 2003, and includes approximately $62.0 million in sales attributable to favorable changes in foreign exchange rates compared to 2002. Our Optoelectronics segment sales grew $28.0 million, or 9%, from $323.8 million in 2002 to $351.8 million in 2003, including approximately $10.0 million in sales attributable to favorable changes in foreign exchange rates compared to 2002. The increased sales in our Life and Analytical Sciences and Optoelectronics segments were offset by a decrease in sales of $9.8 million, or 5%, in our Fluid Sciences segment, which declined from $189.5 million in 2002 to $179.7 million in 2003.

      2002 Compared to 2001. Sales for 2002 were $1,505.0 million, versus $1,525.3 million during 2001, a decrease of $20.3 million, or 1%. Changes in foreign exchange rates, primarily the Euro, increased sales by approximately $22 million in 2002, as compared to 2001. This decrease in sales reflects a $56.4 million, or 15%, decrease in our Optoelectronics segment sales, which declined from $380.2 million in 2001 to $323.8 million in 2002. The decrease in Optoelectronics sales in 2002 was primarily due to the absence of sales from our specialty lighting businesses and other discontinued product lines which we divested in 2001 that had accounted for $39.4 million in sales for 2001. Our Fluid Sciences segment sales declined by $41.1 million, or 18%, from $230.6 million in 2001 to $189.5 million in 2002. The decrease in sales in our Optoelectronics and Fluid Sciences segments were offset in part by an increase in sales of $77.2 million, or 8%, in our Life and Analytical Sciences segment, which grew from $914.5 million in 2001 to $991.7 million in 2002. This increase includes approximately $18.0 million in sales attributable to favorable changes in foreign exchange rates compared to 2001. Also contributing to the increased sales in our Life and Analytical Sciences segment were sales from a full year of Packard, which we acquired in November 2001. In 2001, we included only two months, or $40 million, of sales from Packard in our results of operations. The increase in sales for 2002 in our Life and Analytical Sciences segment, was offset in part by our divestiture in the fourth quarter of 2001 of our Instruments for Research and Applied Science business, which contributed $47.4 million in sales in 2001.

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     Cost of Sales

      2003 Compared to 2002. Cost of sales for 2003 was $906.3 million, versus $904.1 million for 2002, an increase of $2.2 million, or 0.2%. As a percentage of sales, cost of sales decreased to 59% in 2003 from 60% in 2002, resulting in an increase in gross margin of 100 basis points from 40% in 2002 to 41% in 2003. The 100 basis point increase in gross margin was primarily attributable to a 2002 $17.2 million inventory adjustment charge recorded within our Optoelectronics segment. We did not record a similar charge in 2003. Apart from this adjustment, the gross margin percentages for the Life and Analytical Sciences, Optoelectronics and Fluid Sciences reporting segments were substantially unchanged in 2003, as compared to 2002.

      2002 Compared to 2001. Cost of sales for 2002 was $904.1 million, versus $849.4 million for 2001, an increase of $54.7 million, or 6%. As a percentage of sales, cost of sales increased to 60% in 2002 from 56% in 2001, resulting in a decrease in gross margin of 400 basis points from 44% in 2001 to 40% in 2002. Of the 400 basis point decrease in gross margin approximately a 350 basis point was due to a decrease in gross margin in our Optoelectronics segment, resulting primarily from a 2002 $17.2 million inventory adjustment, and 150 basis point to a decrease in gross margin in our Fluid Sciences segment, offset in part by a 100 basis point increase in gross margin in our Life and Analytical Sciences segment.

      2003 Compared to 2002. Research and development expenses for 2003 were $83.1 million versus $86.5 million in 2002, a decrease of $3.4 million, or 4%. As a percentage of sales, research and development expenses decreased to 5.4% in 2003 from 5.7% in 2002, primarily due to the consolidation of research and development activities to take advantage of increased synergies and corresponding cost savings as a result of fewer sites. We directed research and development efforts during 2003 and 2002 primarily toward genetic screening and biopharmaceutical end markets within our Life and Analytical Sciences reporting segment and medical digital imaging and industrial sensors within our Optoelectronics reporting segment. We expect our research and development efforts to continue to emphasize the health sciences end markets. We expect our research and development spending for fiscal 2004 to remain substantially similar to our historical levels in fiscal 2003 and 2002.

      2002 Compared to 2001. Research and development expenses for 2002 were $86.5 million versus $80.1 million in 2001, an increase of $6.4 million or 8%. As a percentage of sales, research and development expenses increased to 5.7% in 2002 from 5.3% in 2001, principally as a result of the inclusion of spending associated with the Packard operations. We directed research and development efforts during 2002 and 2001 primarily toward drug discovery tools and genetic screening applications as well as biopharmaceutical end markets within our Life and Analytical Sciences reporting segment and biomedical end markets within our Optoelectronics reporting segment.

      2003 Compared to 2002. Selling, general and administrative expenses for 2003 were $386.4 million, versus $431.3 million for 2002, a decrease of $44.9 million, or 10%. As a percentage of sales, selling, general and administrative expenses decreased 350 basis points to 25.2% in 2003 from 28.7% in 2002. Proportionately, the decrease as a percentage of sales of 350 basis points in 2003 was due to a 200 basis point decrease attributable to reduced expenses in our Life and Analytical Sciences segment, a 100 basis point decrease attributable to reduced expenses in our Optoelectronics segment and a 50 basis point decrease attributable to reduced expenses in our Fluid Sciences segment. The overall decrease in selling, general and administrative expenses was primarily due to productivity improvements throughout our company, including cost savings we derived from restructuring actions.

      2002 Compared to 2001. Selling, general and administrative expenses for 2002 were $431.3 million, versus $376.9 million for 2001, an increase of $54.4 million, or 14%. As a percentage of sales, selling, general and administrative expenses increased 400 basis points to 28.7% in 2002 from 24.7% in 2001. Proportionately, the increase as a percentage of sales of 400 basis points was due to a 250 basis point increase attributable to increased expenses in our Life and Analytical Sciences segment primarily due to integration costs and an

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      2003 Compared to 2002. Restructuring (reversals) charges, net for 2003 was a reversal of $3.5 million, the combination of our 2003 changes in estimate of $5.8 million and our 2003 charges of $2.3 million, versus a charge of $35.7 million during 2002. The following table summarizes our restructuring accrual balances and related activity by restructuring plan during 2003, 2002 and 2001: