UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549
                             ----------------------

                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant to Section 13 or 15(d) of
                     the Securities and Exchange Act of 1934


       Date of report (Date of earliest event reported): October 23, 2003


                     PERFORMANCE TECHNOLOGIES, INCORPORATED
               (Exact name of registrant as specified in charter)

                                    Delaware
                 (State or other jurisdiction of incorporation)

            0-27460                                       16-1158413
     (Commission File No.)                       (IRS Employer Identification
                                                    No. of Incorporation)

205 Indigo Creek Drive, Rochester, NY                                 14626
(Address of principal executive offices)                            (Zip Code)

                                 (585) 256-0200
               Registrant's telephone number, including area code


                                (Not Applicable)
          (Former Name or Former Address, if Changed Since last Report)



<PAGE>


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c)      Exhibits.
         (99.1) Press release issued by Performance Technologies, Incorporated
                on October 23, 2003.

Item 12. Results of Operations and Financial Condition.

On October  23,  2003,  Performance  Technologies,  Incorporated  announced  its
results of operations for the quarter and nine months ended  September 30, 2003.
A copy of the related press  release is being  furnished as Exhibit 99.1 to this
Form 8-K.

<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                     PERFORMANCE TECHNOLOGIES, INCORPORATED


October 23, 2003                                  By:/s/   Donald L. Turrell
                                                  -----------------------------
                                                          Donald L. Turrell
                                                            President and
                                                        Chief Executive Officer


October 23, 2003                                  By:/s/   Dorrance W.Lamb
                                                  -----------------------------
                                                          Dorrance W. Lamb
                                                    Chief Financial Officer and
                                                      Vice President, Finance



<PAGE>




                                                                  Exhibit 99.1

For more information contact:
Dorrance W. Lamb
Chief Financial Officer
Performance Technologies
585-256-0200 ext. 276
http://www.pt.com
finance@pt.com


             Performance Technologies Reports Continued Revenue and
                       Profit Growth in the Third Quarter


               "Achieved Substantial Revenue and Earnings Progress
                                 Year-Over-Year"


ROCHESTER, NY - October 23, 2003 -- Performance  Technologies,  Inc. (Nasdaq NM:
PTIX),  a leading  developer of embedded  computing  products  and  system-level
solutions  for  the  communications,  military  and  commercial  markets,  today
announced financial results for third quarter 2003.

Revenue in the third quarter 2003 was $13.1 million, compared to $4.0 million in
the corresponding quarter a year earlier. The Computing Products Group, acquired
in October 2002,  contributed $4.3 million to revenue in this period. Net income
for the third quarter 2003 amounted to $1.0 million,  or $.07 per diluted share,
compared to a net loss  amounting to $1.2  million,  or $(.10) per diluted share
for the third  quarter  2002,  based on 13.0  million  and 12.3  million  shares
outstanding,   respectively.   Third  quarter  2002  results  included  expenses
associated with a restructuring  charge amounting to $.4 million  (pre-tax),  or
$.02 per diluted share,  and the class action  settlement  cost amounting to $.1
million (pre-tax), or $.01 per diluted share.

Revenue for the nine months ended September 30, 2003 was $36.7 million, compared
to $17.0  million in the  corresponding  period a year  earlier.  The  Computing
Products Group,  acquired in October 2002,  contributed $15.4 million to revenue
in this  period.  Net income for the first nine months of 2003  amounted to $1.9
million,  or $.15 per diluted  share,  compared to a net loss  amounting  to $.4
million, or $(.03) per diluted share for the first nine months of 2002, based on
12.6 million and 12.4 million shares outstanding,  respectively. Results for the
first  nine  months of 2002  included  restructuring  charges  amounting  to $.6
million  (pre-tax),  or $.03 per diluted share, and the class action  settlement
cost amounting to $.1 million (pre-tax), or $.01 per share.

Cash and marketable  securities amounted to $26.0 million at September 30, 2003,
compared to $24.1 million at December 31, 2002 and no long-term  debt existed at
either date.

The  following  contains  forward-looking  statements  within the meaning of the
Securities  Act of 1933 and  Securities  Exchange Act of 1934 and are subject to
the safe harbor  provisions of the Private  Securities  Litigation Reform Act of
1995.
<PAGE>

Performance  Technologies  Reports  Continued  Revenue and Profit  Growth in the
Third Quarter Page 2

Early in 2003, a corporate-wide effort was launched to reposition the Company to
deliver fully managed,  system-level platform solutions. This effort achieved an
important  milestone  during the third quarter with the release of the IPnexusTM
Advanced  Managed  Platform  product line.  This new line of platform  solutions
specifically  addresses equipment  manufacturers'  requirements for an increased
level  of  system   integration  and  services  from  suppliers.   This  growing
opportunity  for the Company is the result of downsized  engineering  staffs and
increased  time-to-market  pressures  placed  on  equipment  manufacturers.  The
Company's  strategy  addresses this trend by effectively  enabling  customers to
replace  proprietary  or legacy  platforms  with the latest  generation of fully
managed system functionality.

"The  Company  has  made  significant  progress  in  establishing  itself  as  a
comprehensive  system-level platform and solutions supplier over the past twelve
months  as is  evidenced  by  the  recent  design  win  announcements  with  Sun
Microsystems and Stratus Technologies,  both expected to be multi-million dollar
revenue  customers  during  2004,"  said  Donald  Turrell,  president  and chief
executive officer.  "However,  due to our customers' normal product cycles, none
of the design wins associated with the Company's system-level solutions have yet
to reach  production.  The potential  revenue and earnings growth driven by this
strategy is  expected  to be  realized  in 2004 and beyond.  Thus far this year,
management is pleased with the Company's positive revenue and profit growth; all
of which is occurring in an environment  where our customers'  revenues have not
yet begun to grow. We are also pleased with the significant upturn in the design
activity  the  Company is  experiencing  as we  penetrate  the  market  with our
expanded product and platform offering."

Guidance

The Company's products are integrated into current and next-generation  embedded
systems infrastructure. Traditionally, design wins have been an important metric
for  management to judge the Company's  product  acceptance in its  marketplace.
Design  wins reach  production  volumes at varying  rates,  generally  beginning
twelve to eighteen  months after the design win occurs.  A variety of risks such
as schedule  delays,  cancellations,  changes in customer  markets and  economic
conditions can adversely  affect a design win before  production is reached,  or
during deployment. In addition, during difficult economic periods, a substantial
portion of the Company's revenue is frequently derived from orders placed within
the quarter and shipped in the final month of the quarter.

In the Company's target markets,  capital spending  appeared to stabilize during
the fourth  quarter 2002,  however,  very few companies in the Company's  target
markets are currently experiencing revenue growth.  Starting in 2003, certain of
the  Company's  customers  began moving  projects  toward  production  and since
mid-year,  the Company's  sales  organization  has seen a broad  acceleration in
design activity.  During the third quarter 2003, the Company realized six design
wins  for  its   IPnexus   and   SEGwayTM   product   families.   Unfortunately,
forward-looking visibility on customer orders continues to be very limited.

Based upon the current  business  mix,  the current  backlog and review of sales
forecasts,  management  expects  revenue to be $12.0 million to $13.0 million in
the fourth quarter 2003. Gross margin is expected to be  approximately  50.5% to
52.5%,  reflecting  continuing  sequential  improvement,  and  diluted per share
earnings  for the fourth  quarter is expected to be between  $.05 and $.08.  The
effective  income  tax rate for the fourth  quarter  is  assumed to be 31%.  The
fourth quarter revenue guidance does not reflect orders from a customer that has
contributed greater than 10% of the Company's revenue in each of the first three
quarters of this year. This customer  typically  provides very little visibility
on future orders but ordinarily  would have placed orders for the fourth quarter
by this time.  Should this customer place orders,  of the usual  magnitude,  for
delivery in the fourth  quarter,  management  would expect the Company to exceed
this revenue and earnings guidance by a material amount.

More in-depth  discussions of the Company's  strategy and financial  performance
can be found in the Company's recent Annual and Quarterly Reports,  on Form 10-K
and Form 10-Q, as filed with the Securities and Exchange Commission.
<PAGE>

Performance  Technologies  Reports  Continued  Revenue and Profit  Growth in the
Third Quarter Page 3

About Performance Technologies

Performance  Technologies  (Nasdaq NM:  PTIX) is a leading  developer of unified
embedded computing products and system-level  solutions for the  communications,
military and  commercial  markets.  Serving the industry for over 20 years,  our
packet-based  products enable  equipment  manufacturers  and carriers to provide
highly available and fully-managed systems with time-to-market,  performance and
cost advantages.

Performance  Technologies is  headquartered in Rochester,  New York.  Additional
operational  and  engineering  facilities  are located in San Diego and San Luis
Obispo, California and Ottawa, Canada. For more information, visit www.pt.com.

Forward Looking Statements

The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
for   certain   forward-looking   statements.   This  press   release   contains
forward-looking  statements  which  reflect  the  Company's  current  views with
respect  to future  events and  financial  performance,  within  the  meaning of
Section 27A of the  Securities  Act of 1933 and  Section  21E of the  Securities
Exchange  Act of 1934 and is  subject  to the safe  harbor  provisions  of those
Sections.

These forward-looking statements are subject to certain risks and uncertainties,
and the Company's actual results could differ materially from those discussed in
the forward-looking  statements.  These risks and uncertainties  include,  among
other factors,  general  business and economic  conditions,  rapid or unexpected
changes in  technologies,  cancellation  or delay of customer  orders  including
those relating to design wins,  changes in the product or customer mix of sales,
delays in new product  development,  customer  acceptance  of new  products  and
customer delays in qualification of products. These statements should be read in
conjunction  with the  audited  Consolidated  Financial  Statements,  the  Notes
thereto,  and  Management's  Discussion and Analysis of Financial  Condition and
Results of Operations of the Company as of December 31, 2002, as reported in its
Annual Report on Form 10-K, and other documents as filed with the Securities and
Exchange Commission.

                                      ####


A conference call will be held on Friday,  October 24, 2003 at 10:00 a.m. EDT to
discuss  the  Company's  financial   performance  for  the  third  quarter.  All
interested  institutional  investors can  participate in the conference  call by
dialing   (888)   423-7081.   The   conference   call  will  also  be  available
simultaneously  for all other  investors at (888)  701-8678.  The  conference ID
number is 3438724.  A digital  recording  will be available  two hours after the
completion of the conference from October 24 through October 27, 2003. To access
Encore,   US/Canada   participants   should   dial   (800)   642-1687   or   for
International/Local  participants,  dial (706) 645-9291 and enter the conference
ID 3438724.  A live Webcast of the conference call will also be available on the
Performance Technologies Web site at www.pt.com. The Webcast will be archived to
the Web site within two hours after the completion of the call.


<PAGE>


             PERFORMANCE TECHNOLOGIES, INCORPORATED AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS


                                     ASSETS
<TABLE>
<S>                                          <C>                <C>


                                               September 30,       December 31,
                                                   2003                2002
                                             ----------------   ----------------
                                               (unaudited)

Current assets:
  Cash and cash equivalents                     $ 25,997,000       $ 22,077,000
  Marketable securities                                               2,006,000
  Accounts receivable                              6,627,000          6,622,000
  Inventories                                      6,341,000          4,550,000
  Prepaid expenses and other assets                  403,000            942,000
  Deferred taxes                                   1,667,000          1,574,000
                                             ----------------   ----------------
    Total current assets                          41,035,000         37,771,000

Property, equipment and improvements               2,617,000          3,012,000
Software development costs                         2,468,000          2,068,000
Note receivable from unconsolidated company        1,000,000          1,000,000
Investment in unconsolidated company               1,080,000          1,353,000
                                             ----------------   ----------------
    Total assets                                $ 48,200,000       $ 45,204,000
                                             ================   ================





                      LIABILITIES AND STOCKHOLDERS' EQUITY


Current liabilities:
  Accounts payable                              $  1,414,000       $  1,926,000
  Income taxes payable                             1,108,000            502,000
  Accrued expenses                                 3,515,000          3,213,000
                                             ----------------   ----------------
    Total current liabilities                      6,037,000          5,641,000

Deferred taxes                                       781,000            754,000
                                             ----------------   ----------------
    Total liabilities                              6,818,000          6,395,000
                                             ----------------   ----------------

Stockholders' equity:
  Preferred stock
  Common stock                                       133,000            133,000
  Additional paid-in capital                      10,448,000         10,961,000
  Retained earnings                               42,481,000         40,565,000
  Treasury stock                                 (11,622,000)       (12,782,000)
  Accumulated other comprehensive loss               (58,000)           (68,000)
                                             ----------------   ----------------
    Total stockholders' equity                    41,382,000         38,809,000
                                             ----------------   ----------------
    Total liabilities and stockholders' equity  $ 48,200,000       $ 45,204,000
                                             ================   ================
</TABLE>

<PAGE>


             PERFORMANCE TECHNOLOGIES, INCORPORATED AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
         FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (unaudited)

<TABLE>
<S>                                                  <C>               <C>                   <C>                  <C>


                                                            Three Months Ended                     Nine Months Ended
                                                              September 30,                          September 30,
                                                         2003               2002                2003               2002
                                                    ---------------    ----------------    ---------------    ----------------

Sales                                                 $13,060,000         $ 3,955,000        $36,735,000         $16,981,000
Cost of goods sold                                      6,516,000           2,216,000         19,062,000           7,544,000
                                                    ---------------    ----------------    ---------------    ----------------
Gross profit                                            6,544,000           1,739,000         17,673,000           9,437,000
                                                    ---------------    ----------------    ---------------    ----------------

Operating expenses:
  Selling and marketing                                 1,514,000             855,000          4,322,000           3,128,000
  Research and development                              2,513,000           1,576,000          7,291,000           4,757,000
  General and administrative                            1,168,000             558,000          3,430,000           1,717,000
  Restructuring charge                                                        410,000                                573,000
  Class action legal settlement                                               143,000                                143,000
                                                    ---------------    ----------------    ---------------    ----------------
      Total operating expenses                          5,195,000           3,542,000         15,043,000          10,318,000
                                                    ---------------    ----------------    ---------------    ---------------
Income (loss) from operations                           1,349,000          (1,803,000)         2,630,000            (881,000)

Other income, net                                         150,000              95,000            404,000             332,000
                                                    ---------------    ----------------    ---------------    ----------------
Income (loss) before income taxes and
   equity loss in unconsolidated company                1,499,000          (1,708,000)         3,034,000            (549,000)

Income tax provision (benefit)                            465,000            (529,000)           941,000            (170,000)
                                                    ---------------    ----------------    ---------------    ----------------
Income (loss) before equity in loss of
   unconsolidated company                               1,034,000          (1,179,000)         2,093,000            (379,000)

Equity in loss of unconsolidated
   company, net of tax                                    (79,000)            (12,000)          (177,000)            (12,000)

                                                    ---------------    ----------------    ---------------    ----------------
      Net income (loss)                               $   955,000         $(1,191,000)       $ 1,916,000          $ (391,000)
                                                    ===============    ================    ===============    ================



Basic earnings (loss) per share                       $       .08         $      (.10)       $       .16         $      (.03)
                                                    ===============    ================    ===============    ================


Weighted average common shares                         12,236,000          12,281,000         12,220,000          12,260,000
                                                    ===============    ================    ===============    ================


Diluted earnings (loss) per share                     $       .07         $      (.10)       $       .15         $      (.03)
                                                    ===============    ================    ===============    ================


Weighted average common and
  common equivalent shares                             13,004,000          12,281,000         12,556,000          12,406,000
                                                    ===============    ================    ===============    ================
</TABLE>
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UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549
                             ----------------------

                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant to Section 13 or 15(d) of
                     the Securities and Exchange Act of 1934

       Date of report (Date of earliest event reported): October 23, 2003

                     PERFORMANCE TECHNOLOGIES, INCORPORATED
               (Exact name of registrant as specified in charter)

                                    Delaware
                 (State or other jurisdiction of incorporation)

            0-27460                                       16-1158413
     (Commission File No.)                       (IRS Employer Identification
                                                    No. of Incorporation)

205 Indigo Creek Drive, Rochester, NY                                 14626
(Address of principal executive offices)                            (Zip Code)

                                 (585) 256-0200
               Registrant's telephone number, including area code

                                (Not Applicable)
          (Former Name or Former Address, if Changed Since last Report)
Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c)      Exhibits.
         (99.1) Press release issued by Performance Technologies, Incorporated
                on October 23, 2003.

Item 12. Results of Operations and Financial Condition.

On October  23,  2003,  Performance  Technologies,  Incorporated  announced  its
results of operations for the quarter and nine months ended  September 30, 2003.
A copy of the related press  release is being  furnished as Exhibit 99.1 to this
Form 8-K.
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.

                     PERFORMANCE TECHNOLOGIES, INCORPORATED

October 23, 2003                                  By:/s/   Donald L. Turrell
                                                  -----------------------------
                                                          Donald L. Turrell
                                                            President and
                                                        Chief Executive Officer

October 23, 2003                                  By:/s/   Dorrance W.Lamb
                                                  -----------------------------
                                                          Dorrance W. Lamb
                                                    Chief Financial Officer and
                                                      Vice President, Finance
Exhibit 99.1

For more information contact:
Dorrance W. Lamb
Chief Financial Officer
Performance Technologies
585-256-0200 ext. 276
http://www.pt.com
finance@pt.com

             Performance Technologies Reports Continued Revenue and
                       Profit Growth in the Third Quarter

               "Achieved Substantial Revenue and Earnings Progress
                                 Year-Over-Year"

ROCHESTER, NY - October 23, 2003 -- Performance  Technologies,  Inc. (Nasdaq NM:
PTIX),  a leading  developer of embedded  computing  products  and  system-level
solutions  for  the  communications,  military  and  commercial  markets,  today
announced financial results for third quarter 2003.

Revenue in the third quarter 2003 was $13.1 million, compared to $4.0 million in
the corresponding quarter a year earlier. The Computing Products Group, acquired
in October 2002,  contributed $4.3 million to revenue in this period. Net income
for the third quarter 2003 amounted to $1.0 million,  or $.07 per diluted share,
compared to a net loss  amounting to $1.2  million,  or $(.10) per diluted share
for the third  quarter  2002,  based on 13.0  million  and 12.3  million  shares
outstanding,   respectively.   Third  quarter  2002  results  included  expenses
associated with a restructuring  charge amounting to $.4 million  (pre-tax),  or
$.02 per diluted share,  and the class action  settlement  cost amounting to $.1
million (pre-tax), or $.01 per diluted share.

Revenue for the nine months ended September 30, 2003 was $36.7 million, compared
to $17.0  million in the  corresponding  period a year  earlier.  The  Computing
Products Group,  acquired in October 2002,  contributed $15.4 million to revenue
in this  period.  Net income for the first nine months of 2003  amounted to $1.9
million,  or $.15 per diluted  share,  compared to a net loss  amounting  to $.4
million, or $(.03) per diluted share for the first nine months of 2002, based on
12.6 million and 12.4 million shares outstanding,  respectively. Results for the
first  nine  months of 2002  included  restructuring  charges  amounting  to $.6
million  (pre-tax),  or $.03 per diluted share, and the class action  settlement
cost amounting to $.1 million (pre-tax), or $.01 per share.

Cash and marketable  securities amounted to $26.0 million at September 30, 2003,
compared to $24.1 million at December 31, 2002 and no long-term  debt existed at
either date.

The  following  contains  forward-looking  statements  within the meaning of the
Securities  Act of 1933 and  Securities  Exchange Act of 1934 and are subject to
the safe harbor  provisions of the Private  Securities  Litigation Reform Act of
1995.
Performance  Technologies  Reports  Continued  Revenue and Profit  Growth in the
Third Quarter Page 2

Early in 2003, a corporate-wide effort was launched to reposition the Company to
deliver fully managed,  system-level platform solutions. This effort achieved an
important  milestone  during the third quarter with the release of the IPnexusTM
Advanced  Managed  Platform  product line.  This new line of platform  solutions
specifically  addresses equipment  manufacturers'  requirements for an increased
level  of  system   integration  and  services  from  suppliers.   This  growing
opportunity  for the Company is the result of downsized  engineering  staffs and
increased  time-to-market  pressures  placed  on  equipment  manufacturers.  The
Company's  strategy  addresses this trend by effectively  enabling  customers to
replace  proprietary  or legacy  platforms  with the latest  generation of fully
managed system functionality.

"The  Company  has  made  significant  progress  in  establishing  itself  as  a
comprehensive  system-level platform and solutions supplier over the past twelve
months  as is  evidenced  by  the  recent  design  win  announcements  with  Sun
Microsystems and Stratus Technologies,  both expected to be multi-million dollar
revenue  customers  during  2004,"  said  Donald  Turrell,  president  and chief
executive officer.  "However,  due to our customers' normal product cycles, none
of the design wins associated with the Company's system-level solutions have yet
to reach  production.  The potential  revenue and earnings growth driven by this
strategy is  expected  to be  realized  in 2004 and beyond.  Thus far this year,
management is pleased with the Company's positive revenue and profit growth; all
of which is occurring in an environment  where our customers'  revenues have not
yet begun to grow. We are also pleased with the significant upturn in the design
activity  the  Company is  experiencing  as we  penetrate  the  market  with our
expanded product and platform offering."

Guidance

The Company's products are integrated into current and next-generation  embedded
systems infrastructure. Traditionally, design wins have been an important metric
for  management to judge the Company's  product  acceptance in its  marketplace.
Design  wins reach  production  volumes at varying  rates,  generally  beginning
twelve to eighteen  months after the design win occurs.  A variety of risks such
as schedule  delays,  cancellations,  changes in customer  markets and  economic
conditions can adversely  affect a design win before  production is reached,  or
during deployment. In addition, during difficult economic periods, a substantial
portion of the Company's revenue is frequently derived from orders placed within
the quarter and shipped in the final month of the quarter.

In the Company's target markets,  capital spending  appeared to stabilize during
the fourth  quarter 2002,  however,  very few companies in the Company's  target
markets are currently experiencing revenue growth.  Starting in 2003, certain of
the  Company's  customers  began moving  projects  toward  production  and since
mid-year,  the Company's  sales  organization  has seen a broad  acceleration in
design activity.  During the third quarter 2003, the Company realized six design
wins  for  its   IPnexus   and   SEGwayTM   product   families.   Unfortunately,
forward-looking visibility on customer orders continues to be very limited.

Based upon the current  business  mix,  the current  backlog and review of sales
forecasts,  management  expects  revenue to be $12.0 million to $13.0 million in
the fourth quarter 2003. Gross margin is expected to be  approximately  50.5% to
52.5%,  reflecting  continuing  sequential  improvement,  and  diluted per share
earnings  for the fourth  quarter is expected to be between  $.05 and $.08.  The
effective  income  tax rate for the fourth  quarter  is  assumed to be 31%.  The
fourth quarter revenue guidance does not reflect orders from a customer that has
contributed greater than 10% of the Company's revenue in each of the first three
quarters of this year. This customer  typically  provides very little visibility
on future orders but ordinarily  would have placed orders for the fourth quarter
by this time.  Should this customer place orders,  of the usual  magnitude,  for
delivery in the fourth  quarter,  management  would expect the Company to exceed
this revenue and earnings guidance by a material amount.

More in-depth  discussions of the Company's  strategy and financial  performance
can be found in the Company's recent Annual and Quarterly Reports,  on Form 10-K
and Form 10-Q, as filed with the Securities and Exchange Commission.
Performance  Technologies  Reports  Continued  Revenue and Profit  Growth in the
Third Quarter Page 3

About Performance Technologies

Performance  Technologies  (Nasdaq NM:  PTIX) is a leading  developer of unified
embedded computing products and system-level  solutions for the  communications,
military and  commercial  markets.  Serving the industry for over 20 years,  our
packet-based  products enable  equipment  manufacturers  and carriers to provide
highly available and fully-managed systems with time-to-market,  performance and
cost advantages.

Performance  Technologies is  headquartered in Rochester,  New York.  Additional
operational  and  engineering  facilities  are located in San Diego and San Luis
Obispo, California and Ottawa, Canada. For more information, visit www.pt.com.

Forward Looking Statements

The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
for   certain   forward-looking   statements.   This  press   release   contains
forward-looking  statements  which  reflect  the  Company's  current  views with
respect  to future  events and  financial  performance,  within  the  meaning of
Section 27A of the  Securities  Act of 1933 and  Section  21E of the  Securities
Exchange  Act of 1934 and is  subject  to the safe  harbor  provisions  of those
Sections.

These forward-looking statements are subject to certain risks and uncertainties,
and the Company's actual results could differ materially from those discussed in
the forward-looking  statements.  These risks and uncertainties  include,  among
other factors,  general  business and economic  conditions,  rapid or unexpected
changes in  technologies,  cancellation  or delay of customer  orders  including
those relating to design wins,  changes in the product or customer mix of sales,
delays in new product  development,  customer  acceptance  of new  products  and
customer delays in qualification of products. These statements should be read in
conjunction  with the  audited  Consolidated  Financial  Statements,  the  Notes
thereto,  and  Management's  Discussion and Analysis of Financial  Condition and
Results of Operations of the Company as of December 31, 2002, as reported in its
Annual Report on Form 10-K, and other documents as filed with the Securities and
Exchange Commission.

                                      ####

A conference call will be held on Friday,  October 24, 2003 at 10:00 a.m. EDT to
discuss  the  Company's  financial   performance  for  the  third  quarter.  All
interested  institutional  investors can  participate in the conference  call by
dialing   (888)   423-7081.   The   conference   call  will  also  be  available
simultaneously  for all other  investors at (888)  701-8678.  The  conference ID
number is 3438724.  A digital  recording  will be available  two hours after the
completion of the conference from October 24 through October 27, 2003. To access
Encore,   US/Canada   participants   should   dial   (800)   642-1687   or   for
International/Local  participants,  dial (706) 645-9291 and enter the conference
ID 3438724.  A live Webcast of the conference call will also be available on the
Performance Technologies Web site at www.pt.com. The Webcast will be archived to
the Web site within two hours after the completion of the call.
PERFORMANCE TECHNOLOGIES, INCORPORATED AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS
September 30,       December 31,
                                                   2003                2002
                                             ----------------   ----------------
                                               (unaudited)

Current assets:
  Cash and cash equivalents                     $ 25,997,000       $ 22,077,000
  Marketable securities                                               2,006,000
  Accounts receivable                              6,627,000          6,622,000
  Inventories                                      6,341,000          4,550,000
  Prepaid expenses and other assets                  403,000            942,000
  Deferred taxes                                   1,667,000          1,574,000
                                             ----------------   ----------------
    Total current assets                          41,035,000         37,771,000

Property, equipment and improvements               2,617,000          3,012,000
Software development costs                         2,468,000          2,068,000
Note receivable from unconsolidated company        1,000,000          1,000,000
Investment in unconsolidated company               1,080,000          1,353,000
                                             ----------------   ----------------
    Total assets                                $ 48,200,000       $ 45,204,000
                                             ================   ================

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                              $  1,414,000       $  1,926,000
  Income taxes payable                             1,108,000            502,000
  Accrued expenses                                 3,515,000          3,213,000
                                             ----------------   ----------------
    Total current liabilities                      6,037,000          5,641,000

Deferred taxes                                       781,000            754,000
                                             ----------------   ----------------
    Total liabilities                              6,818,000          6,395,000
                                             ----------------   ----------------

Stockholders' equity:
  Preferred stock
  Common stock                                       133,000            133,000
  Additional paid-in capital                      10,448,000         10,961,000
  Retained earnings                               42,481,000         40,565,000
  Treasury stock                                 (11,622,000)       (12,782,000)
  Accumulated other comprehensive loss               (58,000)           (68,000)
                                             ----------------   ----------------
    Total stockholders' equity                    41,382,000         38,809,000
                                             ----------------   ----------------
    Total liabilities and stockholders' equity  $ 48,200,000       $ 45,204,000
                                             ================   ================
PERFORMANCE TECHNOLOGIES, INCORPORATED AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
         FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (unaudited)
Three Months Ended                     Nine Months Ended
                                                              September 30,                          September 30,
                                                         2003               2002                2003               2002
                                                    ---------------    ----------------    ---------------    ----------------

Sales                                                 $13,060,000         $ 3,955,000        $36,735,000         $16,981,000
Cost of goods sold                                      6,516,000           2,216,000         19,062,000           7,544,000
                                                    ---------------    ----------------    ---------------    ----------------
Gross profit                                            6,544,000           1,739,000         17,673,000           9,437,000
                                                    ---------------    ----------------    ---------------    ----------------

Operating expenses:
  Selling and marketing                                 1,514,000             855,000          4,322,000           3,128,000
  Research and development                              2,513,000           1,576,000          7,291,000           4,757,000
  General and administrative                            1,168,000             558,000          3,430,000           1,717,000
  Restructuring charge                                                        410,000                                573,000
  Class action legal settlement                                               143,000                                143,000
                                                    ---------------    ----------------    ---------------    ----------------
      Total operating expenses                          5,195,000           3,542,000         15,043,000          10,318,000
                                                    ---------------    ----------------    ---------------    ---------------
Income (loss) from operations                           1,349,000          (1,803,000)         2,630,000            (881,000)

Other income, net                                         150,000              95,000            404,000             332,000
                                                    ---------------    ----------------    ---------------    ----------------
Income (loss) before income taxes and
   equity loss in unconsolidated company                1,499,000          (1,708,000)         3,034,000            (549,000)

Income tax provision (benefit)                            465,000            (529,000)           941,000            (170,000)
                                                    ---------------    ----------------    ---------------    ----------------
Income (loss) before equity in loss of
   unconsolidated company                               1,034,000          (1,179,000)         2,093,000            (379,000)

Equity in loss of unconsolidated
   company, net of tax                                    (79,000)            (12,000)          (177,000)            (12,000)

                                                    ---------------    ----------------    ---------------    ----------------
      Net income (loss)                               $   955,000         $(1,191,000)       $ 1,916,000          $ (391,000)
                                                    ===============    ================    ===============    ================

Basic earnings (loss) per share                       $       .08         $      (.10)       $       .16         $      (.03)
                                                    ===============    ================    ===============    ================

Weighted average common shares                         12,236,000          12,281,000         12,220,000          12,260,000
                                                    ===============    ================    ===============    ================

Diluted earnings (loss) per share                     $       .07         $      (.10)       $       .15         $      (.03)
                                                    ===============    ================    ===============    ================

Weighted average common and
  common equivalent shares                             13,004,000          12,281,000         12,556,000          12,406,000
                                                    ===============    ================    ===============    ================