SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Hsia Liang Choo (Last) (First) (Middle) 15 SECOR RD. (Street) BROOKFIELD CT 06804 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/03/2012	3. Issuer Name and Ticker or Trading Symbol PHOTRONICS INC [ PLAB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

No securities are beneficially owned.

	/s/ Richelle Burr, attorney-in-fact for Dr. Hsia	01/05/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER  OF  ATTORNEY
For Executing Forms 3, 4 and 5





	Know all by these presents, that the undersigned hereby constitutes
and appointseach of Richelle E. Burr, Sean T. Smith and Nicholas N. Colonese,
signing singly,his/her true and lawful attorney-in-fact to:

(1)  Execute for and on behalf of the undersigned Forms 3, 4 and 5
in accordance with Section 16(a) of the Securities Exchange Act
of 1934 and the rules thereunder;

(2)  Do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete the
execution of any such Form 3, 4 or 5 and the timely filing of such
form with the United States Securities and Exchange Commission and
any other authority; and

(3)  Take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his/her discretion.

	The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary and proper to be done in the exercise of
any of the rights and powers herein granted, as fully to all intents and
purposes as such attorney-in-fact, or his/her substitute or substitutes,
shall lawfully do or cause to be done by virtue of this power of attorney
and the rights and powers herein granted.  The undersigned acknowledges
that the foregoing attorneys-in-fact, in serving in such capacity at the
request of the undersigned, are not assuming any of the undersigned?s
responsibilities to comply with Section 16 of the Securities Exchange Act
of 1934.


	IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed this 5th day of January 2012.



				____/s/Liang-Choo Hsia_____
					Signature

				_____Liang-Choo Hsia_____
					Print Name