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): March 24, 2003


                                    SLI, INC.
             ------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



           Oklahoma                    0-25848                 73-1412000
    --------------------           --------------             --------------
(State or Other Jurisdiction of     (Commission                (IRS Employer
       Incorporation)               File Number)            Identification No.)


                 500 Chapman Street, Canton, Massachusetts 02021
--------------------------------------------------------------------------------
               (Address of principal executive offices) (zip code)

                                  (781) 828-2948
--------------------------------------------------------------------------------
                           Registrant's telephone number,
                                including area code:


                                   Not Applicable
--------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)
<PAGE>


Item 5.  Other Events.

         On March 24, 2003, SLI Inc. (the "Company") and certain of the
Company's subsidiaries, each of which is a debtor and a debtor-in-possession in
the Company's Chapter 11 proceeding in the U.S. Bankruptcy Court for the
District of Delaware, announced that the Company has reached an agreement in
principle with its prepetition secured lenders in the United States and a
committee of its unsecured creditors regarding the terms of a consensual
reorganization of the Company and emergence from chapter 11. The Company also
announced that it withdrew its requests previously made to the U.S. Bankruptcy
Court for the District of Delaware for approval of the sale of the Company's
Miniature Lighting business to M Capital and of its General Lighting business to
a corporation controlled by Frank M. Ward, Chairman and Chief Executive Officer
of the Company. The Company has been operating under chapter 11 protection since
September 9, 2002. While no reorganization plan has been finalized, SLI
continues to believe that it is unlikely that there will be any recovery for the
Company's stockholders. A copy of the Company's press release announcing the
foregoing is attached as Exhibit 99.1 and is incorporated herein by reference.
<PAGE>



ITEM 7.  Financial Statements and Exhibits.

(a) Exhibits:

         Number            Description

         99.1     Press Release, dated as of March 24, 2003, of SLI, Inc.
<PAGE>


6
                                            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 hereunto duly authorized.

                                       SLI, Inc.


                                       By:   /s/ Robert J. Mancini
                                             -----------------------------------
                                       Name: Robert J. Mancini
                                       Title: Chief Financial Officer





Date:  March 24, 2003


<PAGE>


                                INDEX TO EXHIBITS

         Number            Description

         99.1     Press Release, dated as of March 24, 2003, of SLI, Inc.
<PAGE>


                                                                    Exhibit 99.1
--------------------------------------------------------------------------------

                            [LETTERHEAD OF SLI, INC.]
                                                        Corporate Headquarters
                                                        500 Chapman Street
                                                        Canton, MA 02021
                                                        Tel. 781-828-2948
                                                        Fax 781-828-2012



Company Contact:      Robert Mancini or Brian Whittman at (781) 828-2948

         Summary:     SLI REACHES AGREEMENT IN  PRINCIPLE  WITH ITS LENDERS
                      AND  UNSECURED  CREDITORS  REGARDING  ITS  REORGANIZATION
                      AND EMERGENCE FROM CHAPTER 11

                      SLI WITHDRAWS  MOTIONS SEEKING  APPROVAL OF PURCHASE
                      AGREEMENTS TO SELL ITS MINIATURE  LIGHTING AND GENERAL
                      LIGHTING DIVISIONS

FOR IMMEDIATE RELEASE

CANTON, MA - March 24, 2003 - SLI, Inc. ("SLI" or the "Company") announced that
it has reached an agreement in principle with its prepetition secured lenders in
the United States and a committee of its unsecured creditors regarding the terms
of a consensual reorganization of the Company and emergence from chapter 11.

The Company stated that a substantial portion of the Company's secured debt was
recently acquired by funds advised by DDJ Capital, a Wellesley, Massachusetts
investment adviser. DDJ and two other investors now have acquired substantially
all of the Company's secured debt. These three institutions have advised SLI
that they intend to sponsor a restructuring of the Company in which the secured
lenders will convert their debt into one or more equity securities of SLI and
the unsecured creditors will receive an agreed upon cash payment and a funded
interest in certain preference and other claims. The proposed restructuring is
subject to customary conditions, including approval of the United States
Bankruptcy Court and its creditors.

As part of its understanding with its secured and unsecured creditors, the
Company expects to file a formal plan of reorganization with the United States
Bankruptcy Court in Wilmington, Delaware within the next thirty days and hopes
to emerge from the bankruptcy proceedings by mid to late summer.

A Company spokesperson stated, "The stable financial platform provided by this
reorganization will benefit our customers, vendors and employees, and in our
view, represents the best solution for all of those constituencies. We are
extremely pleased with this result and look forward to continuing to provide
quality lighting products, services and solutions for many years to come."

The Company also announced that it withdrew its requests previously made to the
United States Bankruptcy Court for approval of the sale of the Company's
Miniature Lighting business to M Capital and of its General Lighting business to
a corporation controlled by Frank M. Ward, SLI's Chairman and Chief Executive
Officer.

The Company has been operating under chapter 11 protection since September 9,
2002. While no reorganization plan has been finalized, SLI continues to believe
that it is unlikely that there will be any recovery for the Company's
stockholders.

SLI, Inc., based in Canton, MA, is a vertically integrated designer,
manufacturer and seller of lighting systems, which are comprised of lamps and
fixtures. The Company offers a complete range of lamps (incandescent,
fluorescent, compact fluorescent, high intensity discharge, halogen, miniature
incandescent, neon, LED and special lamps). The Company also offers a
comprehensive range of fixtures. The Company serves a diverse international
customer base and markets, has 35 plants in 11 countries and operates throughout
the world. The Company believes that it is also the #1 global supplier of
miniature lighting products for automotive instrumentation.

Statements in this release may be forward-looking within the meaning of the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements reflect assumptions and involve risks and uncertainties that may
affect the Company's business and prospects and cause actual results to differ
materially from these forward-looking statements. Among the factors and risks
that may affect the Company's future results are the ability of the Company to
successfully: complete a financial and operational reorganization of the Company
in the Chapter 11 process; continue to operate in the ordinary course and manage
its relationships with its creditors, including its lenders, note holders,
vendors and suppliers, employees and customers given the Company's financial
condition; sell all or parts of the Company; reduce costs and improve cash flow;
limit the Company's vulnerability to general adverse economic conditions; sell
and market its products worldwide; retain sole source and other limited source
supplies; find suitable manufacturers to which the Company can outsource certain
of its products; continue to protect its intellectual property; and manage other
uncertainties and risk factors, such as those described from time to time in the
Company's filings with the Securities and Exchange Commission, including its
Annual Report on Form 10-K for the fiscal year ended December 30, 2001 and
Quarterly Report on Form 10-Q for the period ended September 30, 2002.

For more information, visit our website: http://www.sliinc.com.
                                         ---------------------
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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): March 24, 2003

                                    SLI, INC.
             ------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

           Oklahoma                    0-25848                 73-1412000
    --------------------           --------------             --------------
(State or Other Jurisdiction of     (Commission                (IRS Employer
       Incorporation)               File Number)            Identification No.)

                 500 Chapman Street, Canton, Massachusetts 02021
--------------------------------------------------------------------------------
               (Address of principal executive offices) (zip code)

                                  (781) 828-2948
--------------------------------------------------------------------------------
                           Registrant's telephone number,
                                including area code:

                                   Not Applicable
--------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)
Item 5.  Other Events.

         On March 24, 2003, SLI Inc. (the "Company") and certain of the
Company's subsidiaries, each of which is a debtor and a debtor-in-possession in
the Company's Chapter 11 proceeding in the U.S. Bankruptcy Court for the
District of Delaware, announced that the Company has reached an agreement in
principle with its prepetition secured lenders in the United States and a
committee of its unsecured creditors regarding the terms of a consensual
reorganization of the Company and emergence from chapter 11. The Company also
announced that it withdrew its requests previously made to the U.S. Bankruptcy
Court for the District of Delaware for approval of the sale of the Company's
Miniature Lighting business to M Capital and of its General Lighting business to
a corporation controlled by Frank M. Ward, Chairman and Chief Executive Officer
of the Company. The Company has been operating under chapter 11 protection since
September 9, 2002. While no reorganization plan has been finalized, SLI
continues to believe that it is unlikely that there will be any recovery for the
Company's stockholders. A copy of the Company's press release announcing the
foregoing is attached as Exhibit 99.1 and is incorporated herein by reference.
ITEM 7.  Financial Statements and Exhibits.

(a) Exhibits:

         Number            Description

         99.1     Press Release, dated as of March 24, 2003, of SLI, Inc.
6
                                            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 hereunto duly authorized.

                                       SLI, Inc.

                                       By:   /s/ Robert J. Mancini
                                             -----------------------------------
                                       Name: Robert J. Mancini
                                       Title: Chief Financial Officer

Date:  March 24, 2003
INDEX TO EXHIBITS

         Number            Description

         99.1     Press Release, dated as of March 24, 2003, of SLI, Inc.
Exhibit 99.1
--------------------------------------------------------------------------------

                            [LETTERHEAD OF SLI, INC.]
                                                        Corporate Headquarters
                                                        500 Chapman Street
                                                        Canton, MA 02021
                                                        Tel. 781-828-2948
                                                        Fax 781-828-2012

Company Contact:      Robert Mancini or Brian Whittman at (781) 828-2948

         Summary:     SLI REACHES AGREEMENT IN  PRINCIPLE  WITH ITS LENDERS
                      AND  UNSECURED  CREDITORS  REGARDING  ITS  REORGANIZATION
                      AND EMERGENCE FROM CHAPTER 11

                      SLI WITHDRAWS  MOTIONS SEEKING  APPROVAL OF PURCHASE
                      AGREEMENTS TO SELL ITS MINIATURE  LIGHTING AND GENERAL
                      LIGHTING DIVISIONS

FOR IMMEDIATE RELEASE

CANTON, MA - March 24, 2003 - SLI, Inc. ("SLI" or the "Company") announced that
it has reached an agreement in principle with its prepetition secured lenders in
the United States and a committee of its unsecured creditors regarding the terms
of a consensual reorganization of the Company and emergence from chapter 11.

The Company stated that a substantial portion of the Company's secured debt was
recently acquired by funds advised by DDJ Capital, a Wellesley, Massachusetts
investment adviser. DDJ and two other investors now have acquired substantially
all of the Company's secured debt. These three institutions have advised SLI
that they intend to sponsor a restructuring of the Company in which the secured
lenders will convert their debt into one or more equity securities of SLI and
the unsecured creditors will receive an agreed upon cash payment and a funded
interest in certain preference and other claims. The proposed restructuring is
subject to customary conditions, including approval of the United States
Bankruptcy Court and its creditors.

As part of its understanding with its secured and unsecured creditors, the
Company expects to file a formal plan of reorganization with the United States
Bankruptcy Court in Wilmington, Delaware within the next thirty days and hopes
to emerge from the bankruptcy proceedings by mid to late summer.

A Company spokesperson stated, "The stable financial platform provided by this
reorganization will benefit our customers, vendors and employees, and in our
view, represents the best solution for all of those constituencies. We are
extremely pleased with this result and look forward to continuing to provide
quality lighting products, services and solutions for many years to come."

The Company also announced that it withdrew its requests previously made to the
United States Bankruptcy Court for approval of the sale of the Company's
Miniature Lighting business to M Capital and of its General Lighting business to
a corporation controlled by Frank M. Ward, SLI's Chairman and Chief Executive
Officer.

The Company has been operating under chapter 11 protection since September 9,
2002. While no reorganization plan has been finalized, SLI continues to believe
that it is unlikely that there will be any recovery for the Company's
stockholders.

SLI, Inc., based in Canton, MA, is a vertically integrated designer,
manufacturer and seller of lighting systems, which are comprised of lamps and
fixtures. The Company offers a complete range of lamps (incandescent,
fluorescent, compact fluorescent, high intensity discharge, halogen, miniature
incandescent, neon, LED and special lamps). The Company also offers a
comprehensive range of fixtures. The Company serves a diverse international
customer base and markets, has 35 plants in 11 countries and operates throughout
the world. The Company believes that it is also the #1 global supplier of
miniature lighting products for automotive instrumentation.

Statements in this release may be forward-looking within the meaning of the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements reflect assumptions and involve risks and uncertainties that may
affect the Company's business and prospects and cause actual results to differ
materially from these forward-looking statements. Among the factors and risks
that may affect the Company's future results are the ability of the Company to
successfully: complete a financial and operational reorganization of the Company
in the Chapter 11 process; continue to operate in the ordinary course and manage
its relationships with its creditors, including its lenders, note holders,
vendors and suppliers, employees and customers given the Company's financial
condition; sell all or parts of the Company; reduce costs and improve cash flow;
limit the Company's vulnerability to general adverse economic conditions; sell
and market its products worldwide; retain sole source and other limited source
supplies; find suitable manufacturers to which the Company can outsource certain
of its products; continue to protect its intellectual property; and manage other
uncertainties and risk factors, such as those described from time to time in the
Company's filings with the Securities and Exchange Commission, including its
Annual Report on Form 10-K for the fiscal year ended December 30, 2001 and
Quarterly Report on Form 10-Q for the period ended September 30, 2002.

For more information, visit our website: http://www.sliinc.com.
                                         ---------------------