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

Date of Report (Date of earliest event reported) April 13, 2005

RELM Wireless Corporation

(Exact name of registrant as specified in its charter)

Nevada	000-07336	59-34862971
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7100 Technology Drive, West Melbourne, FL	32904
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code (321)-984-1414

N/A

(Former name or former address, if changed since last report)

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:

¨ 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))

Item 8.01

Other Events.

On April 13, 2005, the Company’s Chairman George N. Benjamin, III announced, in a press release issued by the Company attached hereto as Exhibit 99.1 and incorporated herein by reference, that the Company’s Board of Directors is currently exploring various strategic alternatives for the Company and has engaged Jefferies Quarterdeck, a division of Jefferies and Company, Inc., as the Company’s financial advisor. There is no assurance that this process will result in any specific transaction.

On April 14, 2005, PR Newswire issued a correction to the foregoing press release, attached hereto as Exhibit 99.2 and incorporated herein by reference, indicating that the dateline of the press release should have read “Olathe, Kan.” rather than “Olathe, Ky,” and setting forth the complete corrected press release in its entirety.

Item 9.01

Financial Statements and Exhibits.

(c)

Exhibits.

Exhibit Number	Description
99.1	Press Release issued by the Company on April 13, 2005
99.2	Correction issued by PR Newswire on April 14, 2005

2

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.

RELM WIRELESS CORPORATION
	(Registrant)
By:	/s/ WILLIAM P. KELLY
	William P. Kelly Executive Vice President and Chief Financial Officer

Date: April 15, 2005

3

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release issued by the Company on April 13, 2005
99.2	Correction issued by PR Newswire on April 14, 2005

EX-99.1

EXHIBIT 99.1

Press Release

RELM Wireless Corp. Exploring Various Strategic Alternatives

OLATHE, Ky, April 13, 2005 - RELM Wireless Corporation (OTC Bulletin Board: RELM.OB - News) Chairman George N. Benjamin, III announced today that RELM’s Board of Directors is currently exploring various strategic alternatives for the Company and has engaged Jefferies Quarterdeck, a division of Jefferies and Company, Inc., as the Company’s financial advisor. There is no assurance that this process will result in any specific transaction.

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act Of 1995. These forward-looking statements concern the Company’s operations, economic performance and financial condition and are based largely on the Company’s beliefs and expectations. These statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others, the following: reliance on overseas manufacturers; heavy reliance on sales to the U.S. Government; federal, state and local budget deficits and spending limitations; limitations in available radio spectrum for use by land mobile radios; general economic and business conditions; changes in customer preferences; competition; changes in technology; changes in business strategy; the debt and inventory levels of the Company; quality of management, business abilities and judgment of the Company’s personnel; and the availability, terms and deployment of capital. Certain of these factors and risks, as well as other risks and uncertainties are stated in more detail in the Company’s Annual Report on Form 10-K for the year ended December 31, 2004 and in the Company’s subsequent filings with the SEC. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.

———————————————

Source: RELM Wireless Corporation

EX-99.2

EXHIBIT 99.2

/CORRECTION – RELM Wireless Corporation/

April 14, 2005 – In the news release, RELM Wireless Corp. Exploring Various Strategic Alternatives, issued yesterday, April 13, by RELM Wireless Corp., over PR Newswire, we are advised by the company that the dateline of the release should read “Olathe, Kan.” rather than “Olathe, Ky” as originally issued inadvertently.  Complete corrected release follows:

RELM Wireless Corp. Exploring Various Strategic Alternatives

OLATHE, KAN., April 13, 2005 - RELM Wireless Corporation (OTC Bulletin Board: RELM.OB - News) Chairman George N. Benjamin, III announced today that RELM’s Board of Directors is currently exploring various strategic alternatives for the Company and has engaged Jefferies Quarterdeck, a division of Jefferies and Company, Inc., as the Company’s financial advisor. There is no assurance that this process will result in any specific transaction.

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act Of 1995. These forward-looking statements concern the Company’s operations, economic performance and financial condition and are based largely on the Company’s beliefs and expectations. These statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and risks include, among others, the following: reliance on overseas manufacturers; heavy reliance on sales to the U.S. Government; federal, state and local budget deficits and spending limitations; limitations in available radio spectrum for use by land mobile radios; general economic and business conditions; changes in customer preferences; competition; changes in technology; changes in business strategy; the debt and inventory levels of the Company; quality of management, business abilities and judgment of the Company’s personnel; and the availability, terms and deployment of capital. Certain of these factors and risks, as well as other risks and uncertainties are stated in more detail in the Company’s Annual Report on Form 10-K for the year ended December 31, 2004 and in the Company’s subsequent filings with the SEC. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.