UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 10, 2005 ESSEX CORPORATION (Exact name of Registrant as specified in its charter) Commission File No. 0-10772 Virginia 54-0846569 (State or other jurisdiction of (IRS Employer ID No.) incorporation or organization) 9150 Guilford Road Columbia, Maryland 21046-2306 (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code: (301) 939-7000 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ESSEX CORPORATION ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On March 10, 2005, Essex Corporation announced via press release the Corporation's financial results for the year ended December 31, 2004. A copy of the Corporation's press release is attached hereto as Exhibit 99. This Form 8-K, the information contained herein, and the attached exhibit are furnished under Item 2.02 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission. The information contained herein and in the accompanying exhibit shall not be incorporated by reference to any filing of the Corporation, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS Exhibit 99 Press Release of the Corporation dated March 10, 2005. 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. ESSEX CORPORATION /s/ Leonard E. Moodispaw ----------------------------------------- DATE: March 10, 2005 Leonard E. Moodispaw President and Chief Executive Officer 2 ESSEX CORPORATION EXHIBIT INDEX Exhibit Number Description ------- ----------- 99 Press Release of the Corporation dated March 10, 2005.