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): June 10, 2004

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

                             Sypris Solutions, Inc.
             (Exact name of registrant as specified in its charter)

             Delaware                   0-24020               61-1321992
   (State or Other Jurisdiction       (Commission          (I.R.S. Employer
        of Incorporation)            File Number)         Identification No.)

   101 Bullitt Lane, Suite 450
       Louisville, Kentucky                                       40222
      (Address of Principal                                    (Zip Code)
        Executive Offices)

       Registrant's telephone number, including area code: (502) 329-2000

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

    (c) Exhibits

        99  Registrant's press release dated June 10, 2004.

Item 9.  Regulation FD Disclosure

      The Registrant's press release dated June 10, 2004, reporting it has
completed the first funding of a total issuance of up to $55 million of
unsecured senior notes through a private placement, is attached as Exhibit 99 to
this Form 8-K, and is furnished to the U.S. Securities and Exchange Commission
pursuant to Regulation FD.







                                   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.


Dated: June 10, 2004            Sypris Solutions, Inc.

                                By:       /s/ David D. Johnson
                                      ------------------------------------------
                                      David D. Johnson
                                      Vice President and Chief Financial Officer










                                INDEX TO EXHIBITS

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

  99      Registrant's press release dated June 10, 2004


                                                                      Exhibit 99

Sypris Announces Issuance of up to $55 Million of Senior Notes

    LOUISVILLE, Ky.--(BUSINESS WIRE)--June 10, 2004--Sypris Solutions,
Inc. (Nasdaq/NM:SYPR) today announced that it has completed the first
funding of a total issuance of up to $55 million of unsecured senior
notes through a private placement.
    The $55 million has been divided into three series: Series A for
$7.5 million due in 2009 and bearing interest at 4.73%; Series B for
$27.5 million due in 2011 and bearing interest at 5.35%; and Series C
for $20 million due in 2014 and bearing interest at 5.78%. Series A
and C for $27.5 million closed on June 10, 2004 and Series B for an
additional $27.5 million is expected to close in the third quarter,
subject to certain pre-closing conditions.
    The Company will use the proceeds from this financing to pay down
debt on its revolving credit facility and for general corporate
purposes.
    The senior notes have not been registered under the Securities Act
of 1933 and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.

    This press release, and any oral statements made with reference to
this cautionary guidance, includes "forward-looking statements" within
the meaning of Section 21E of the Securities Exchange Act of 1934, as
they relate to, or may affect, the Company's future results. These
statements only reflect management's current opinions, and no
assurance can be given that any of these results will actually occur.
Important factors could cause performance to differ materially from
projected results contained in, or based upon, these statements,
including: the discovery of, or failure to discover, material issues
during due diligence; the failure to agree on the final terms of
definitive agreements, long-term supply agreements or related
agreements or any party's breach of, or refusal to close the
transactions reflected in, those agreements; failure of the Company to
fulfill any of the conditions to closing to the satisfaction of the
notes' purchasers; material changes in the Company's financial
condition or in its key ratios; or the Company's subsequent default
under, or prepayment of, any or all of the notes; as well as other
factors included in the Company's reports filed with the Securities
and Exchange Commission.

    CONTACT: Sypris Solutions, Inc., Louisville
             David D. Johnson, 502-329-2000