ARROW ELECTRONICS, INC. — Director's Dealing 2004

Feb 6, 2004

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: ARROW ELECTRONICS INC (ARW)
CIK: 0000007536
Period of Report: 2003-12-31

Reporting Person: PATRICK STEPHEN C (Director)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Employee Directors Stock Option Plan	$17.27	2013-07-16	Common Stock (15000)	15000	Direct
Phantom Stock	$		Common Stock (220.5558)	220.5558	Direct

Footnotes

F1: Phantom Stock issued under the Arrow Electronics, Inc. Non-Employee Directors Deferral Plan and settled by issuance of shares of Common Stock on a one-for-one basis following (i) termination of services as a Director, (ii) the occurence of an unforeseeable emergency or (iii) a change in control as defined in the Plan.

F2: Right to buy granted under the Arrow Electronics, Inc. Non-Employee Directors Stock Option Plan.