6-K

                                ----------------

                                    FORM 6-K


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                        REPORT OF FOREIGN PRIVATE ISSUER
                        PURSUANT TO RULE 13a-16 OR 15d-16
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                           For the Month of June 2005

                        Commission File Number 000-50544


                       LIPMAN ELECTRONIC ENGINEERING LTD.
                       ----------------------------------
                 (Translation of registrant's name into English)


             11 Haamal Street, Park Afek, Rosh Haayin 48092, Israel
             ------------------------------------------------------
                    (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.

                      Form 20-F [X]        Form 40-F [ ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): ____

NOTE: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a
Form 6-K if submitted solely to provide an attached annual report to security
holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): ____

NOTE: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a
Form 6-K if submitted to furnish a report or other document that the registrant
foreign private issuer must furnish and make public under the laws of the
jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.

Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.


                         Yes [ ]           No [X]

If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-____



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         On June 30, 2005, Lipman Electronic Engineering Ltd. issued a press
release.

         A copy of this press release is annexed hereto as Exhibit 1.

         The following document is attached hereto and incorporated by reference
herein:

                    Exhibit 1.   Press Release, dated June 30, 2005, announcing
                                 second quarter 2005 results expected slightly
                                 below analysts' consensus estimates, and
                                 reiterating full year 2005 guidance.






                                    SIGNATURE

         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, thereunto duly authorized.


                                    LIPMAN ELECTRONIC ENGINEERING LTD.
                                    (Registrant)



                                    By: /s/ Mike Lilo
                                       ------------------------------------
                                         Mike Lilo
                                         Executive Vice President, Finance and
                                         Chief Financial Officer

Dated:   July 1, 2005






                                  EXHIBIT INDEX

Exhibit No.       Description
- -----------       -----------

    1.            Press Release, dated June 30, 2005, announcing second quarter
                  2005 results expected slightly below analysts' consensus
                  estimates, and reiterating full year 2005 guidance.

EX-99.1

                                                                       Exhibit 1

[GRAPHIC OMITTED]
[LIPMAN LOGO]

FOR FURTHER INFORMATION CONTACT
- -------------------------------


ISRAEL:                                          UNITED STATES:
Maya Lustig                                      Jeff Corbin/Lee Roth
Investor Relations & Public Relations Manager    KCSA Worldwide
Lipman Electronic Engineering Ltd.               800 Second Ave.
11 Haamal Street, Park Afek                      New York, NY 10017
Rosh Haayin 48092, Israel                        (212) 896-1214/(212) 896-1209
972-3-902-9730                                   jcorbin@kcsa.com/lroth@kcsa.com
maya_l@lipman.co.il


        LIPMAN SEES SECOND QUARTER 2005 RESULTS SLIGHTLY BELOW ANALYSTS'
             CONSENSUS ESTIMATES; REITERATES FULL YEAR 2005 GUIDANCE

Rosh Haayin, Israel, June 30, 2005 - Lipman Electronic Engineering Ltd. (Nasdaq,
TASE: LPMA) today announced that although it only provides annual guidance and
refrains from providing quarterly guidance, it has decided to provide
information regarding expected second quarter 2005 results which are expected to
be slightly lower than analysts' consensus. Revenues for the second quarter are
expected to be between $57 and $58 million, with diluted net income per share,
expected to be in the range of $0.20 to $0.24. Excluding stock based
compensation, which is estimated to be approximately $1.3 million in the second
quarter (equal to approximately $.05 per share), pro forma net income per
diluted share is expected to be in the range of $0.25 to $0.29.

The Company noted that the difference between the currently expected results and
analysts' estimates for the second quarter was primarily due to the timing of
orders, as several orders that were expected to close towards the end of the
second quarter have been delayed. Lipman expects to receive these orders in the
third quarter, and reiterates its previously provided guidance for the full 2005
year of $273 to $285 million in revenues and diluted net income per share in the
range



                                       1




of $1.39 to $1.42. Excluding stock based compensation, which is estimated to be
approximately $5.4 million in 2005 (equal to approximately $0.20 per share), pro
forma net income per diluted share is expected to be in the range of $1.59 to
$1.62.

Isaac Angel, President and CEO of Lipman said, "Lipman is committed to providing
the most accurate, up-to-date information possible about its operational
performance. While we do not provide sequential guidance due to seasonality and
quarterly fluctuations in our business, we believe it is important to provide an
update this quarter given the difference between our currently expected results
and analysts' consensus. Despite the difference from analysts' consensus
regarding our expected second quarter results, our full year guidance remains
unchanged. We continue to believe in the overall strength of Lipman and its
position in the Point of Sale (POS) terminal market and expect to see solid
performance in the second half of 2005."

The Company will release second quarter 2005 financial results on Tuesday, July
26, 2005, following the close of market. Lipman management will host a
conference call at 9:00 EDT on Wednesday, July 27, 2005, which will be
simultaneously web cast. Investors are invited to listen to the call via a live
web cast at the Lipman corporate Web site at http://www.lipman.biz or at
http://www.kcsa.com. Please visit the sites approximately twenty minutes before
the conference call is scheduled to begin, as users will need to register as
well as download and install any necessary audio software. A replay of the call
will be available on the corporate Web site approximately two hours after the
conference is completed.


ABOUT LIPMAN

Lipman is a leading worldwide provider of electronic payment systems. Lipman
develops, manufactures and markets a variety of handheld, wireless and landline
POS terminals, electronic cash registers, retail ATM units, PIN pads and smart
card readers, as well as integrated PIN and smart card ("Chip & PIN") solutions.
In addition, Lipman develops technologically advanced software platforms that
offer comprehensive and customized transaction processing solutions for its
customers, as well as managed professional services such as on-site and
call-center support with remote terminal management.

Lipman's corporate headquarters and R&D facilities are located in Israel. Lipman
also maintains offices in the US, United Kingdom, Turkey, China, Spain, Finland,
Russia, Italy, Canada and Latin America. For more information visit
www.lipman.biz

Statements concerning Lipman's business outlook or future economic performance;
product introductions and plans and objectives related thereto; and statements
concerning assumptions made or expectations as to any future events, conditions,
performance or other matters, are "forward-looking statements" as that term is
defined under U.S. Federal securities laws. Forward-looking statements are
subject to various risks, uncertainties and other factors that could cause
actual results to differ materially from those stated in such statements. These
risks, uncertainties and factors include, but are not limited to: our dependence
on distributors and customers; the competitive market for our products; market
acceptance of new products and continuing products; timely product and
technology development/upgrades and the ability to manage changing market
conditions; manufacturing in Israel; compliance with industry and government
standards and regulations; dependence on key personnel; possible business
disruption from acquisitions; and other factors detailed in Lipman's filings
with the U.S. Securities and Exchange Commission. Lipman assumes no obligation
to update the information in this release.