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):   August 28,2007
                                                   ---------------

                  PARK ELECTROCHEMICAL CORP.
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      (Exact Name of Registrant as Specified in Charter)


          New York               1-4415          11-1734643
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(State or Other Jurisdiction   (Commission     (IRS Employer
     of Incorporation)        File Number)     Identification
                                                    No.)


48 South Service Road, Melville   New York           11747

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(Address of Principal Executive Offices)          (Zip Code)



 Registrant's telephone number, including area code (631) 465-3600
                                                    --------------
                          Not Applicable
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 Former Name or Former Address, 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:

   [  ]  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 2.05 Costs Associated with Exit or Disposal Activities.
--------- -------------------------------------------------

On   August   28,  2007,  the  Board  of  Directors   of   Park
Electrochemical Corp. (the "Company") authorized a proposal  to
restructure the operations and reduce the workforce  of  Neltec
Europe  SAS,  the Company's electronic materials business  unit
located in Mirebeau, France, and authorized the commencement of
a  consultation process with the employees of Neltec Europe SAS
regarding the proposed restructuring and workforce reduction in
accordance  with  French law.  The proposed  restructuring  and
workforce  reduction are in response to the continuing  erosion
of  the  markets  for electronic materials in  Europe  and  the
continuing migration of such markets to Asia.  If the  proposed
restructuring  and  workforce reduction  are  implemented,  the
Company   would   expect  to  record  a  one-time   charge   of
approximately $1.5 million in the fourth quarter of the current
fiscal  year ending March 2, 2008.  The Company expects  Neltec
Europe SAS to continue to support all of its existing customers
if  the  proposed  restructuring is implemented.  The  proposed
restructuring  plan  does  not  contemplate  the  loss  of  any
business by Neltec Europe SAS.  The proposed restructuring will
not  affect  the Company's Neltec SA business unit  located  in
Lannemezan, France.

The Company issued a news release on August 29, 2007 announcing
the  proposed  restructuring.  A copy of such news  release  is
attached as Exhibit 99.1 hereto.



Item 9.01 Financial Statements and Exhibits.
--------- ---------------------------------

     (c)  Exhibits.
          --------
          99.1      News Release dated August 29, 2007







                           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  hereunto   duly
authorized.


                                   PARK ELECTROCHEMICAL CORP.



Date: September 4, 2007            By:    /s/Stephen E. Gilhuley
                                          -----------------------------
                                   Name:  Stephen E. Gilhuley
                                   Title: Executive  Vice  President,
					  Secretary and General Counsel






                         EXHIBIT INDEX


Number
Exhibit        Description                             Page
-------        -----------                             ----

 99.1          News Release dated August 29, 2007        5