8-K



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


June 8, 2004
Date of Report
(Date of earliest event reported)
0-7928
Commission File Number
   
COMTECH TELECOMMUNICATIONS CORP.
(Exact name of registrant as specified in its charter)
   
Delaware
(State or other jurisdiction of
incorporation or organization)
11-2139466
(I.R.S. Employer Identification Number)
   
105 Baylis Road
Melville, New York 11747

(Address of Principal Executive Offices) (Zip Code)
   
(631) 777-8900
(Registrant’s telephone number, including area code)





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


  (c) Exhibits.

  The following exhibit is filed herewith:

Exhibit Number Description


              99.1            Press Release, dated June 8, 2004, reporting the financial results of Comtech Telecommunications Corp. (the “Registrant”) for its fiscal 2004 third quarter ended April 30, 2004 (furnished and not filed herewith solely pursuant to Item 12).

Item 12. Results of Operations and Financial Condition


  On June 8, 2004, Comtech Telecommunications Corp. issued a press release announcing its results of operations for its third quarter ended April 30, 2004. A copy of the press release issued by the Registrant concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

  The information contained in this report (including the exhibit hereto) shall not be deemed filed under the Securities and Exchange Commission’s rules and regulations and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Comtech Telecommunications Corp. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




Dated: June 8, 2004
COMTECH TELECOMMUNICATIONS CORP.



By: /s/ Robert G. Rouse
       ——————————————
       Name: Robert G. Rouse
       Title:   Senior Vice President
                   and Chief Financial Officer

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