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 Exchange Act of 1934

                       ----------------------------------

       Date of Report (Date of earliest event reported): February 8, 2005
                                                         ----------------

                                VICOR CORPORATION
               (Exact name of Registrant as specified in charter)

    Delaware                              0-18277                04-2742817
- -------------------              ------------------------     ----------------
(State or other jurisdiction     (Commission file number)       (IRS employer
of incorporation)                                            identification no.)


                 25 Frontage Road, Andover, Massachusetts 01810
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (978) 470-2900
                                 --------------
              (Registrant's telephone number, including area code)

                                       N/A
                                       ---
              (Former name, former address and former fiscal year,
                         if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     |_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))


Item 2.02 Results of Operations and Financial Condition. On February 8, 2005, Vicor Corporation issued a press release announcing its financial results for the fourth quarter and year end of 2004. The full text of that press release is attached as Exhibit 99.1 hereto and incorporated by reference herein. The information furnished under this Item 2.02, including the Exhibit attached hereto, shall not be deemed "filed" for any purpose, including for purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. The following exhibit is being furnished herewith: Exhibit Number Title - ------- ----- 99.1 Vicor Corporation's press release dated February 8, 2005. [Remainder of page left blank intentionally] 2

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. VICOR CORPORATION Dated: February 8, 2005 By: /s/ Mark A. Glazer ----------------------------- Name: Mark A. Glazer Title: Chief Financial Officer 3

EXHIBIT INDEX Exhibit Number Title - ------- ----- 99.1 Vicor Corporation's press release dated February 8, 2005. 4

                                                                    Exhibit 99.1

Vicor Corporation Fourth Quarter and Year End Results

    ANDOVER, Mass.--(BUSINESS WIRE)--Feb. 8, 2005--Vicor Corporation
(NASDAQ: VICR) today reported its financial results for the fourth
quarter and fiscal year ended December 31, 2004.
    Revenues for the quarter were $40,637,000 compared to $39,111,000
for the corresponding period a year ago. Net loss for the quarter was
$2,022,000, or ($.05) per diluted share, compared to net income of
$172,000, or $.00 per diluted share, in the corresponding period of
2003. Net income in the fourth quarter of 2003 included a
non-recurring tax benefit of $5,356,000.
    For the year ended December 31, 2004, Vicor reported revenues of
$171,580,000 compared to $151,421,000 for the same period of 2003. Net
loss for 2004 was $3,723,000, or ($.09) per diluted share, compared to
a net loss of $19,535,000, or ($.47) per diluted share, in 2003.
    The book-to-bill ratio for the fourth quarter was .94:1 compared
to 1.09:1 in the fourth quarter of 2003 and .94:1 in the third quarter
of 2004. The book-to-bill ratio for 2004 was 1.00:1 compared to 1.03:1
in 2003. Vicor ended 2004 with approximately $36.3 million in backlog
compared to $37.0 million in 2003.
    In the fourth quarter, gross margin was 36.1%, compared to 28.1%
in the fourth quarter of 2003 and 37.7% in the third quarter of 2004.
Gross margin for 2004 was 36.9% compared to 25.8% in 2003.
    Commenting on the quarter, Vicor's Chairman and CEO, Patrizio
Vinciarelli noted, "The fourth quarter was characterized by adverse
market conditions but demand from key end markets has recently
increased. We expect modest growth in revenues and further
improvements in gross margins to lead to a profitable 2005."
    Vinciarelli went on to say: "We are satisfied with 2004 and
excited about Vicor's future prospects. With the initial building
blocks of Factorized Power, we have generated interest or achieved
early acceptance of V-I Chips with leading companies in the Consumer
Electronics, Information Technology and Automotive market segments.
V-I Chips are uniquely adept at a broad range of applications from
tens of kilo-Watts to tens of Watts, spanning power conversion
requirements from the wall plug to the microprocessor core at voltages
as high as 400V and as low as 0.8V."
    Commenting on industry trends as they relate to Vicor's
competitive position, Vinciarelli said "We see the recent competitive
developments relating to the Intermediate Bus Architecture (IBA),
including digital embellishments, as a commodity play for which
semiconductor companies may well have a significant competitive
advantage over power supply makers. In any case, when it comes to
processing power, IBA is up against physics principles that govern
efficient electric power distribution and conversion. Leveraging
superior efficiency in distribution and point of load conversion, FPA
has the inherent performance, flexibility and ultimate cost
effectiveness to provide a distinct competitive advantage for Vicor,
its partners and V-I Chip customers. Achieving a sustainable
competitive advantage through innovation remains an essential part of
our strategy for profitable growth, retained earnings and long term
shareholder value."
    Depreciation and amortization in the quarter was $5.0 million and
capital additions were $1.7 million. In 2004, depreciation and
amortization was $20.9 million and capital additions were $5.0
million. This compares with depreciation and amortization of $22.4
million and capital additions of $5.8 million in the corresponding
period of 2003.
    Inventories increased by approximately $4.1 million to $26.2
million as compared with $22.1 million at the end of 2003 and
increased by approximately $200,000 from the end of the third quarter
of 2004.
    Cash and short-term investments were $113.6 million, an increase
of approximately $4.9 million from the end of 2003. In addition to
paying a $3.4 million dividend, Vicor repurchased 111,300 shares of
its Common Stock for a total of $1.1 million. Approximately $24.9
million remains available in the authorized stock buy-back plan.
    For more information on Vicor and its products, please visit the
Company's website at www.vicorpower.com.

    Earnings Conference Call

    Vicor will be holding its investor conference call, today,
Tuesday, February 8, 2005 at 5:00 p.m. (Eastern Time). Shareholders
interested in participating in the call, should call 888-339-2688 at
approximately 4:50 p.m. and use the Passcode 87153305. Internet users
can listen to a real-time audio broadcast of the conference call on
the Investor Relations section of Vicor's website at
www.vicorpower.com/irwebcast. Please go to the website at least 15
minutes prior to the call to register, download and install any
necessary software. For those who cannot participate a replay will be
available, shortly after the conclusion of the call, through February
22, 2005. The replay dial-in number is 888-286-8010 and the Passcode
is 25466105. In addition, a webcast replay of the conference call will
also be available on the Investor Relations section of Vicor's website
at www.vicorpower.com/irwebcast beginning shortly after the conclusion
of the call.

    This press release contains certain forward-looking statements as
that term is defined in the Private Securities Litigation Reform Act
of 1995. You can identify these statements by our use of the words
"may," "will," "would," "plans," "expects," "anticipates," "believes,"
"continue," "estimate," "prospective," "project," "intend," and
similar expressions. These forward-looking statements involve risks
and uncertainties that could cause actual results to differ materially
from those projected or anticipated. These risks and uncertainties
include our ability to develop and market new products and
technologies cost-effectively, to leverage design wins into increased
product sales, to decrease manufacturing costs, to enter into
licensing agreements that amplify the market opportunity and
accelerate market penetration, to realize significant royalties under
license agreements, to achieve a sustainable increased bookings rate
over a longer period, and to successfully leverage the V-I Chips in
standard products to promote market acceptance of Factorized Power,
factors impacting the company's various end markets, including
Consumer Electronics, Information Technology and Automotive, as well
as those risks and uncertainties identified in the Company's Annual
Report on Form 10-K. The risk factors contained in the Annual Report
on Form 10-K may not be exhaustive. Therefore, the information
contained in that Form 10-K should be read together with other reports
and documents that the Company files with the SEC from time to time,
which may supplement, modify, supersede or update those risk factors.

    Vicor Corporation designs, develops, manufactures and markets
modular power components and complete power systems based upon a
portfolio of patented technologies. Headquartered in Andover,
Massachusetts, Vicor sells its products primarily to the
telecommunications, electronic data processing, industrial control and
military electronics markets.



VICOR CORPORATION

CONSOLIDATED STATEMENT OF OPERATIONS
(Thousands except for per share amounts)

                                   QUARTER ENDED   TWELVE MONTHS ENDED
                                    (Unaudited)        (Unaudited)
                                 ----------------- -------------------
                                  DEC 31,  DEC 31,   DEC 31,   DEC 31,
                                   2004     2003      2004      2003
                                 -------- -------- --------- ---------

Net revenues                     $40,637  $39,111  $171,580  $151,421
Cost of sales                     25,960   28,130   108,292   112,409
                                 -------- -------- --------- ---------
Gross margin                      14,677   10,981    63,288    39,012

Costs and expenses:
          Sales & administration  10,186   10,322    41,112    41,270
          Research & development   7,057    6,232    26,211    23,445
                                 -------- -------- --------- ---------
                                  17,243   16,554    67,323    64,715

Operating loss                    (2,566)  (5,573)   (4,035)  (25,703)
                                 -------- -------- --------- ---------

Other income (expense), net          779      588     1,632       812
                                 -------- -------- --------- ---------

Loss before taxes                 (1,787)  (4,985)   (2,403)  (24,891)

(Provision) benefit for income
 taxes                              (235)   5,157    (1,320)    5,356
                                 -------- -------- --------- ---------

Net income (loss)                ($2,022)    $172   ($3,723) ($19,535)
                                 ======== ======== ========= =========

Net income (loss) per share:
           Basic                  ($0.05)   $0.00    ($0.09)   ($0.47)
           Diluted                ($0.05)   $0.00    ($0.09)   ($0.47)

Shares outstanding:
           Basic                  42,026   41,882    42,022    41,896
           Diluted                42,026   42,041    42,022    41,896



VICOR CORPORATION

CONSOLIDATED BALANCE SHEET
(Thousands)

                                                 DEC 31,     DEC 31,
                                                  2004        2003
                                               (Unaudited) (Unaudited)
                                               ----------- -----------
Assets

Current Assets
        Cash and cash equivalents                 $36,277     $41,723
        Short-term investments                     77,371      67,046
        Accounts receivable                        23,359      22,493
        Inventories, net                           26,229      22,080
        Deferred tax assets                         2,497       3,548
        Other current assets                        2,245       4,101
                                               ----------- -----------
                  Total current assets            167,978     160,991

Property and equipment, net                        67,001      82,366
Other assets                                        9,903       8,107
                                               ----------- -----------

                                                 $244,882    $251,464
                                               =========== ===========

Liabilities and Stockholders' Equity

Current Liabilities
        Accounts payable                           $5,806      $5,078
        Accrued compensation and benefits           4,265       3,541
        Other accrued liabilities                  11,015      11,825
                                               ----------- -----------
                 Total current liabilities         21,086      20,444

Deferred income taxes - long-term                   3,173       4,362

Stockholders' Equity
        Capital stock                             149,302     147,155
        Retained earnings                         176,769     183,863
        Treasury stock                           (105,448)   (104,360)
                                               ----------- -----------
                 Total stockholders' equity       220,623     226,658
                                               ----------- -----------

                                                 $244,882    $251,464
                                               =========== ===========


    CONTACT: Vicor Corporation
             Mark A. Glazer, 978-470-2900
             Chief Financial Officer
             Fax: 978-749-3439