content: SECURITIES AND EXCHANGE COMMISSION
  
                               Washington, D.C. 20549
  
                     -------------------------------------------
  
  
                                      FORM 8-K
  
  
                                   CURRENT REPORT
  
                         Pursuant to Section 13 or 15(d) of
                         the Securities Exchange Act of 1934
  
  
  
                                   Date of Report
                         (Date of earliest event reported):
  
                                 September 29, 1998
  
                      ----------------------------------------
  
  
                              THERMO OPTEK CORPORATION
               (Exact name of Registrant as specified in its charter)
  
  
  Delaware                         1-11757                         04-3283973
  (State or other               (Commission                     (I.R.S. Employer
  jurisdiction of               File Number)                Identification Number)
  incorporation or
  organization)
  
  
  8 East Forge Parkway
  Franklin, Massachusetts                                             02038
  (Address of principal executive offices)                         (Zip Code)
  
  
                                   (508) 553-1700
                           (Registrant's telephone number
                                including area code)
  
  
  
  <PAGE>
  
  
  
        This Form 8-K contains forward-looking statements that involve a number of
  risks and  uncertainties.  Important  factors that could cause actual results to
  differ  materially from those indicated by such  forward-looking  statements are
  set forth under the heading "Forward-looking Statements" in Exhibit 13 to Thermo
  Optek  Corporation's  Annual  Report on Form 10-K for the year ended  January 3,
  1998.  These  include  risks  and   uncertainties   relating  to:   competition,
  technological change, and new-product development; possible adverse effects from
  consolidation  in  the   environmental   market  and  changes  in  environmental
  regulations;  the protection,  use, and defense of intellectual property rights;
  Thermo Optek's acquisition strategy; international operations; and the potential
  impact of the year 2000 on processing date-sensitive information.
  
  Item 5.     Other Events
  
        On September 29, 1998, Thermo Optek Corporation ("Thermo Optek") announced
  that it will record approximately $8.5 million in pretax restructuring and other
  charges  in its third  quarter,  ending  October  3,  1998.  These  charges  are
  primarily  related to $5.8 million in severance costs resulting from a reduction
  in Thermo Optek's  workforce by  approximately  seven percent  (between  160-180
  employees).  In addition, Thermo Optek will record approximately $2.7 million of
  charges,  primarily consisting of inventory write-downs relating to discontinued
  products.  These charges will reduce third  quarter 1998 fully diluted  earnings
  per share by approximately  $.12. Thermo Optek estimates that these actions will
  result in 1999 operating savings of approximately $6 million.
  
  Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits
  
        (a)    Financial Statements of Business Acquired: not
              applicable.
  
        (b)   Pro Forma Financial Information: not applicable.
  
        (c)   Exhibits: not applicable.
  
  
  
  <PAGE>
  
  
  
  
                                      SIGNATURE
  
  
  
        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, on this 29th day of September, 1998.
  
  
  
                                            THERMO OPTEK CORPORATION
  
  
  
                                            By: /s/ Kenneth J. Apicerno
                                               Kenneth J. Apicerno
                                               Treasurer
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text: SECURITIES AND EXCHANGE COMMISSION
  
                               Washington, D.C. 20549
  
                     -------------------------------------------
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
                         Pursuant to Section 13 or 15(d) of
                         the Securities Exchange Act of 1934
  
                                   Date of Report
                         (Date of earliest event reported):
  
                                 September 29, 1998
  
                      ----------------------------------------
  
                              THERMO OPTEK CORPORATION
               (Exact name of Registrant as specified in its charter)
  
  Delaware                         1-11757                         04-3283973
  (State or other               (Commission                     (I.R.S. Employer
  jurisdiction of               File Number)                Identification Number)
  incorporation or
  organization)
  
  8 East Forge Parkway
  Franklin, Massachusetts                                             02038
  (Address of principal executive offices)                         (Zip Code)
  
                                   (508) 553-1700
                           (Registrant's telephone number
                                including area code)
  This Form 8-K contains forward-looking statements that involve a number of
  risks and  uncertainties.  Important  factors that could cause actual results to
  differ  materially from those indicated by such  forward-looking  statements are
  set forth under the heading "Forward-looking Statements" in Exhibit 13 to Thermo
  Optek  Corporation's  Annual  Report on Form 10-K for the year ended  January 3,
  1998.  These  include  risks  and   uncertainties   relating  to:   competition,
  technological change, and new-product development; possible adverse effects from
  consolidation  in  the   environmental   market  and  changes  in  environmental
  regulations;  the protection,  use, and defense of intellectual property rights;
  Thermo Optek's acquisition strategy; international operations; and the potential
  impact of the year 2000 on processing date-sensitive information.
  
  Item 5.     Other Events
  
        On September 29, 1998, Thermo Optek Corporation ("Thermo Optek") announced
  that it will record approximately $8.5 million in pretax restructuring and other
  charges  in its third  quarter,  ending  October  3,  1998.  These  charges  are
  primarily  related to $5.8 million in severance costs resulting from a reduction
  in Thermo Optek's  workforce by  approximately  seven percent  (between  160-180
  employees).  In addition, Thermo Optek will record approximately $2.7 million of
  charges,  primarily consisting of inventory write-downs relating to discontinued
  products.  These charges will reduce third  quarter 1998 fully diluted  earnings
  per share by approximately  $.12. Thermo Optek estimates that these actions will
  result in 1999 operating savings of approximately $6 million.
  
  Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits
  
        (a)    Financial Statements of Business Acquired: not
              applicable.
  
        (b)   Pro Forma Financial Information: not applicable.
  
        (c)   Exhibits: not applicable.
  SIGNATURE
  
        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, on this 29th day of September, 1998.
  
                                            THERMO OPTEK CORPORATION
  
                                            By: /s/ Kenneth J. Apicerno
                                               Kenneth J. Apicerno
                                               Treasurer