8-K

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934

Date of Report (Date of earliest event reported): July 17, 2003

ANDREW CORPORATION
(Exact name of registrant as specified in its charter)

DELAWARE (State or other jurisdiction of incorporation or organization)	001-14617 (Commission File Number)	36-2092797 (I.R.S. Employer Identification No.)
10500 W. 153rd Street, Orland Park, Illinois 60462 (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (708) 349-3300
None (Former name or former address, if changed since last report.)

Item 5. Other Events

        On July 17, 2003, Andrew Corporation issued two press releases. The first press release announced that Andrew's Vice Chairman and Chief Financial Officer, Charles R. Nicholas, will succeed Dr. Floyd L. English as Chairman of the Andrew Board upon Dr. English's retirement after the annual meeting in February 2004. In addition this press release announced the appointment of Philip Wm. Colburn and Robert G. Paul to Andrew's Board of Directors. The second press releases announced that Andrew's Board of Directors has elected Marty R. Kittrell as Andrew's new Chief Financial Officer effective October 1, 2003. A copy of these press releases is filed herewith as Exhibit 99.1 and Exhibit 99.2 and incorporated herein by reference.

Item 7. Financial Statements and Exhibits

(c)	Exhibits.
99.1	Press releases dated July 17, 2003 Andrew Board to Elect Charles R. Nicholas Chairman, Floyd L. English Chairman Emeritus, Effective February 2004
99.2	Press release dated July 17, 2003 Andrew Appoints New Chief Financial Officer

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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 hereunto duly authorized.

	ANDREW CORPORATION
Date: July 18, 2003	By:	/s/  CHARLES R. NICHOLAS Charles R. Nicholas Vice Chairman and Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press releases dated July 17, 2003 Andrew Board to Elect Charles R. Nicholas Chairman, Floyd L. English Chairman Emeritus, Effective February 2004
99.2	Press release dated July 17, 2003 Andrew Appoints New Chief Financial Officer

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Item 5. Other Events
Item 7. Financial Statements and Exhibits

SIGNATURE
EXHIBIT INDEX

EX-99.1

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Exhibit 99.1

Press Releases

Andrew Board to Elect Charles R. Nicholas Chairman, Floyd L. English
Chairman Emeritus, Effective February 2004

—board also announces new members Philip Wm. Colburn and Robert G. Paul—

Orland Park, IL...July 17, 2003...Andrew Corporation's (NASDAQ:ANDW) Board of Directors announced that Andrew vice chairman and chief financial officer, Charles R. Nicholas, will succeed Dr. Floyd L. English as Chairman of the Andrew board upon Dr. English's retirement after the annual meeting in February 2004. Dr. English, who announced in December 2002 his intent to retire in February 2004, became chairman of Andrew Corporation in 1994 and served as president and chief executive officer from 1983 until 2003. English will join C. Russell Cox as an Andrew Chairman Emeritus upon his retirement.

"After ten years as Andrew chairman, I am pleased to be handing over the reins to my partner of many years, Chuck Nicholas, who has served with distinction as Andrew's chief financial officer since 1986," said Dr. English. "Chuck and I have worked together for more than two decades to grow Andrew as a global company with an international reputation not only for quality products and services but also for the highest levels of corporate integrity."

In addition, the Andrew board appointed Philip Wm. Colburn, former chairman of Allen Telecom Inc., and Robert G. Paul, former chief executive officer of Allen, to the Andrew Board of Directors. Andrew completed its merger with Allen on July 15, 2003. "Phil and Bob are both telecommunications industry veterans, with reputations for strong and ethical leadership. I have had the pleasure of knowing them for a number of years, and their election adds significant communications management experience and knowledge to the Andrew board. We are looking forward to dynamic contributions from our newest members," added Dr. English.

The new appointments expand Andrew's board to a total of twelve members. Colburn and Paul join John G. Bollinger, Thomas A. Donahoe, Ralph E. Faison, Jere D. Fluno, William O. Hunt, Charles R. Nicholas, Gerald A. Poch, Glen O. Toney, Dennis L. Whipple, and Floyd L. English on the board.

In a separate announcement, the board announced the appointment of Marty R. Kittrell, currently Andrew vice president of strategic planning, to the position of Chief Financial Officer, Andrew Corporation, effective October 1, 2003.

Andrew Corporation (http://www.andrew.com) designs, manufactures, and delivers innovative and essential communications equipment and solutions for the global telecommunications infrastructure market. A global company, Andrew serves operators and OEMs from facilities in 36 countries. Andrew (founded in 1937) is an S&P 500 company listed on the NASDAQ National Market System under the symbol: ANDW.

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Exhibit 99.1

Andrew Board to Elect Charles R. Nicholas Chairman, Floyd L. English Chairman Emeritus, Effective February 2004

EX-99.2

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Exhibit 99.2

Press Releases

Andrew Appoints New Chief Financial Officer
Marty R. Kittrell to be CFO, Gregory F. Maruszak moves to new
Chief Compliance Officer role, and Daniel J. Hartnett promoted
to Vice President, Tax

Orland Park, IL...July 17, 2003...Andrew Corporation's (NASDAQ:ANDW) Board of Directors announced the election of Marty R. Kittrell, currently the company's vice president of strategic planning, as Andrew Corporation's new Chief Financial Officer, effective October 1, 2003.

Marty Kittrell joined Andrew Corporation in June 2002 and was formerly vice president and chief financial officer of Celiant Corporation, a company acquired by Andrew in June 2002. Prior to this, he held a number of financial executive posts with several public companies including, from 1989 to 1997, the position of vice president and chief financial officer at Exide Electronics Group, Inc. Marty began his career with the public accounting firm of Price Waterhouse. He is a member of the Financial Executives Institute, the National Investor Relations Institute, the American Institute of Certified Public Accountants, the Institute of Management Accountants, and the Institute of Internal Auditors.

"Marty brings significant financial expertise and breadth of experience to the CFO position. I look forward to working with him for many years," said Chuck Nicholas, vice chairman and CFO, Andrew Corporation. Nicholas—Chairman elect of Andrew—will transition CFO duties to Kittrell over the next several months.

It was also announced that, effective immediately, Gregory F. Maruszak has been appointed to the newly created role of Chief Compliance Officer. In this position, Maruszak will be responsible for guiding the company through its implementation of requirements created by the Sarbanes-Oxley Act and other corporate governance and compliance matters. "In today's environment, Greg's unique skills and thorough knowledge of Andrew Corporation will help us maintain and improve our focus on integrity and good corporate governance," said Chuck Nicholas. In his new role, Maruszak reports directly to the Audit and Human Resources/Governance Committee of the Andrew Board of Directors.

Greg joined Andrew Corporation in 1982 and was appointed vice president and corporate controller in 1991 and named vice president, finance, in 1998. Prior to Andrew Corporation, Greg was a senior executive in the public accounting firm of Ernst & Young. He is a member of the American Institute of Certified Public Accountants.

In another move, Daniel J. Hartnett, currently tax director, Andrew Corporation, was promoted to the new role of Vice President of Tax and elected as a corporate officer of Andrew. Dan has over 26 years of corporate tax experience. Prior to joining Andrew in 1997, he was tax director—international with Sara Lee Corporation in Chicago, Illinois, and Paris, France, and a tax manager with the public accounting firm of Touche Ross. He holds a J.D. and Master of Science in Taxation degree from DePaul University. Dan is a member of the Illinois Bar and the American Institute of Certified Public Accountants.

Andrew Corporation (http://www.andrew.com) designs, manufactures, and delivers innovative and essential communications equipment and solutions for the global telecommunications infrastructure market. A global company, Andrew serves operators and OEMs from facilities in 36 countries. Andrew (founded in 1937) is an S&P 500 company listed on the NASDAQ National Market System under the symbol: ANDW.

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Exhibit 99.2

Andrew Appoints New Chief Financial Officer Marty R. Kittrell to be CFO, Gregory F. Maruszak moves to new Chief Compliance Officer role, and Daniel J. Hartnett promoted to Vice President, Tax