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 10, 2002

                              Data I/O Corporation
             (Exact name of registrant as specified in its charter)

                 (State of other jurisdiction of incorporation)

                  0-10394                          91-0864123
          (Commission File Number)     (IRS Employer Identification No.)

                 10525 Willows Road N.E., Redmond, WA 98073-9746
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (425) 881-6444

                                 Not Applicable
          (Former name or former address, if changed since last report)

                                Page 1 of 5 Pages

Item 9.  Regulation  FD  Disclosure

A copy  of a web  site  posting  to be  made  on  September  10,  2002  entitled
"President's  Perspective"  at  providing a business  update and
outlook for Data I/O Corporation follows:

President's Perspective

Summer is generally a pleasant  time in the  Northwest.  Brilliant  sunshine and
nice  weather are  occasionally  punctuated  with a shower that does wonders for
lawns and  shrubs.  For those of us who love to be  outdoors,  these  months are
glorious, and this summer has been no exception.

Summer has been good for Data I/O as well.  August is  normally a weak month for
bookings, but August was the strongest single month all year. Together, July and
August  finished  20% ahead of the same  period  last year,  so I have reason to
believe  that the quarter will meet or exceed  expectations.  And, for the first
time in several quarters, all regions and product lines are performing well.

One of the reasons for the success is the growing  acceptance of our  RoadRunner
product line in major  accounts,  with each  account  providing  repeat  orders.
Selling has expanded beyond the initial target of wireless handset manufacturers
into other consumer electronics applications, and most recently into automotive.
Then there are at least two  factors  driving  the upturn in sales for the other
products.  Our programmer product lines have benefited from increases in defense
spending,  and demand for the  automated  handlers has grown as companies  build
production capacity for the holiday season.

Several new products were introduced at the Globaltronics tradeshow last week in
Singapore.  Both the PS300FC(TM) a new high performance  automated handler,  and
the TF20(TM) tray feeder have been in work for many months.  We are pleased that
we completed them in time for the show in Asia and for the start of our European
sales  conferences  in September.  The PS300FC  handler is built around the same
high-speed core  programmer  used in RoadRunner and the FlashPAK.  The TF20 tray
feeder provides a capability that many of our programming centers have requested
and should make our  products  much more  attractive  for the Asian market where
trays are used almost exclusively.

The summer has presented its challenges as well.  With actions that we took last
year, we had reduced the  breakeven  point from  approximately  $10M per quarter
down to about $7.3M,  and had stabilized our cash reserves  around the $5M level
that we have  maintained this year. But following the end of the second quarter,
management  recognized  the need to take  further  action to preserve its strong
balance sheet against downside risks.

The action was triggered by several events.  First, our Q2 orders were more than
$1M below our expectations.  Second, a revision to the economic data released by
the Bureau of Economic Analysis (BEA) indicated that the official  recession was
longer  and  deeper  than  first  reported.  Third,  the  Institute  for  Supply
Management  (ISM)  index of  manufacturing  activity  fell in July to its lowest
level since January of this year. Finally, economic growth slowed markedly in Q2
indicating  that the strong  increase in economic  activity in the first quarter
was short-lived.

So, based on the continuing economic  uncertainty,  we felt it prudent to make a
further  reduction in expenses to bring the  breakeven  point down closer to the
current $5M run rate.  This  preserves our strong cash position and positions us
not only to  weather  the  storm  but  also to grow  profitably  as the  economy
improves.  The  company  has no debt.  Once these  actions  are  completed  this
quarter,  the company should report profit at the $6M revenue level in line with
our fourth quarter expectations.

Unfortunately,  as a part of these actions, the company had to lay off about 25%
of the workforce.  These  employees made a positive  contribution to the company
and they are missed.  In reducing  employment,  we  simplified  the structure to
allow us to operate  effectively  with fewer  people.  We succeeded in retaining
employees  with the depth of  knowledge,  breadth  of  skills,  motivation,  and
attitude needed to sustain the company's  momentum.  We kept a strong management
team in place on which to build for the  future and yet  reduced  the number and
layers of  management.  The company morale and  determination  to succeed remain

As announced in the 10-Q financial release,  the company was notified last month
that its stock is  subject  to  de-listing  by NASDAQ  for  failure  to meet its
minimum bid price  requirement  of $1 for a period of  30-days.  The company has
ninety days, until November 4, 2002, to regain compliance.

Based on the most  recent  forecasts  mentioned  above,  the  company  should be
profitable in the fourth  quarter.  We believe that the return to  profitability
will  reflect very  favorably on the stock price  allowing us to comply with the
Marketplace Rule. However,  should the stock price fail to rebound,  the company
can still apply to NASDAQ to transfer its securities to the SmallCap Market with
a 180-day grace period.

Looking  forward,  there have been a number of recent  reports  showing  certain
sectors of the electronics  industry are improving,  lending confidence that the
improved conditions are sustainable.

o    Taiwan   Semiconductor   Manufacturing   Company,   the   world's   largest
     semiconductor  foundry,  reported that its sales in August were up 50% from
     August  of  last  year.  United   Microelectronics   Corporation,   another
     semiconductor foundry in Taiwan, reported August sales up 64%.

o    The book-to-bill  ratio for the printed circuit board industry has begun to
     improve and prices are stabilizing, even rising on some circuit boards.

Looking  further  into the future,  a number of firms are  beginning to forecast
substantial improvement.

o    According  to  Semico  Research  Corp,  the  industry  is  faced  with  the
     possibility of sudden,  catastrophic supply shortages by early 2003. "There
     are no killer applications, just a lot of applications," Semico analyst Jim
     Handy  said.  "Flash  inventories  are lower than  we've  seen since  1994.
     There's going to be a very sudden snap."

o    Frost and  Sullivan  predicts a 10.3%  growth  ($2.10 B) in 2003 of surface
     mount technology placement equipment Market.

o    Demand from mobile phone and digital camera applications has contributed to
     the tightening  supply of critical chips.  Digital camera sales grew nearly
     20% last year  despite  the  market  downturn  and are  continuing  to grow
     strongly this year. In addition,  flash memory capacity  demanded by mobile
     phones has been steadily increasing.

o    Nikkei Market Access  reports that NAND flash memory prices are expected to
     rebound on short  supply and will drive  production  value up 44% to US$1.2
     billion this year.

Some sectors of the electronics  industry  continue to grow despite the doom and
gloom that is so  prevalent.  Our focus is on  continuing  to  identify  the hot
sectors and turn the opportunities they present into real orders.

While none of us can predict the future with  certainty,  I am encouraged by the
recent  upturn in business and am excited about the prospects for the balance of
this  year's  business  and into  2003.  With a  lowered  breakeven  point,  new
products,  and many emerging  opportunities,  the company is well-positioned for
improved financial performance.

Forward-Looking  Statements:  Statements made above concerning expected economic
conditions,   a  reduced  breakeven  point,  financial  performance,   workforce
reductions,  discontinued  costs  and  activities,  cash  levels  and any  other
statement that may be construed as a prediction of future  performance or events
are   forward-looking   statements   which  involve  known  and  unknown  risks,
uncertainties  and  other  factors  which  may cause  actual  results  to differ
materially  from those  expressed or implied by such  statements.  These factors
include  uncertainties  as to changes in economic  conditions and market demand,
delays and changes in operational restructuring,  employee retention, activities
of  competitors,  and other risks  including  those  described in the  Company's
filings on Forms 10K and 10Q with the Securities and Exchange  Commission (SEC),
press releases and other communications.


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.

                                    Data I/O Corporation

September 10, 2002                  By /s/Frederick R. Hume
                                    Frederick R. Hume
                                    Chief Executive Officer

                                    By /s/Joel S. Hatlen
                                    Joel S. Hatlen
                                    Vice President - Finance
                                    Chief Financial Officer
                                    Secretary and Treasurer