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): April 14, 2003

                           Trimble Navigation Limited
             (Exact name of registrant as specified in its charter)

                                   California
                 (State or other jurisdiction of incorporation)

                                     0-18645
                            (Commission File Number)

                                   94-2802192
                             (IRS Employer I.D. No.)

                         645 N. Mary Ave. Sunnyvale, CA
                    (Address of principal executive offices)

                                      94088
                                   (Zip Code)

       Registrant's telephone number, including area code: (408) 481-8000







Item 5. Other Events.

          On April 14, 2003,  Trimble  Navigation  Limited (the  "Company") sold
2,100,000  shares (the "Shares") of its common stock, no par value per share, to
certain  investors at a price of $18.25 per share in an offering pursuant to the
Company's  "shelf"  registration  statement which was declared  effective by the
Securities and Exchange  Commission  (the "SEC") on March 28, 2003. The offering
resulted in net proceeds to the Company of approximately  $37.0 million.  Gerard
Klauer Mattison & Co., Inc. acted as placement agent in the offering.








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.


                                                     TRIMBLE NAVIGATION LIMITED
                                                     a California corporation


         Dated: April 14, 2003                       /s/ Mary Ellen Genovese
                                                     -----------------------
                                                     Mary Ellen Genovese
                                                     Chief Financial Officer