8-K

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):  February 11, 2003

ANDREW CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	001-14617	36-2092797
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(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 February 11, 2003, Andrew Corporation issued a press release regarding the appointment of Ralph E. Faison as chief executive officer and president of the company.  A copy of the press release is filed herewith as Exhibit 99.1 and incorporated herein by reference.

Item 7.  Financial Statements and Exhibits

(c)           Exhibits.

99.1Press release dated February 11, 2003

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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:  February 11, 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 release dated February 11, 2003

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EX-99.1

Exhibit 99.1

Press Release

Ralph E. Faison is New CEO of Andrew Corporation

Orland Park, IL.  11 February 2003 . . . Andrew Corporation’s Board of Directors has today appointed Ralph E. Faison as chief executive officer and president of Andrew Corporation (NASDAQ:ANDW).  Mr. Faison was formerly Andrew president and chief operating officer.  He succeeds Dr. Floyd L. English, who will continue as Andrew chairman until February 2004.

Mr. Faison’s appointment was formally announced at Andrew Corporation’s Fifty-fifth Annual Meeting of Stockholders (twenty-third as a publicly owned company) at the Drury Lane, Oakbrook Terrace, Illinois, February 11, 2003.

“I am very pleased to announce Ralph’s appointment as Andrew’s CEO,” said Dr. Floyd L. English, Chairman of the Board, Andrew Corporation, “We’ve recently worked together through some challenging times, restructuring Andrew to cut costs and achieve new growth.  And, after two decades as CEO it’s hard for me to leave — but I am very confident in handing over to Ralph.”

“I have the privilege of leading Andrew in the current tough but exciting times for the telecom industry,” says Ralph Faison.  “However, I am convinced that Andrew is fundamentally strong and positioned globally for great success.  I also have every confidence in the talent and commitment of Andrew people to make that success happen.”

Mr. Ralph Faison, 44, became president and chief operating officer of Andrew Corporation in June 2002 after his company Celiant Corporation, was acquired by Andrew.  Before Celiant, Mr. Faison was a vice president in Lucent Technologies’ New Ventures Group, in charge of creating ventures from wireless and multimedia technologies from Bell Laboratories.  Before that, Mr. Faison was Lucent’s VP of Advertising and Brand Management.  Prior to Lucent, he held

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positions in sales, marketing, business unit management, and manufacturing for AT&T, including VP and General manager of AT&T’s wireless business unit and Manufacturing VP for its Consumer Products unit in Bangkok, Thailand.

About Andrew Corporation

Andrew Corporation is a leading global supplier of infrastructure equipment systems for wireless, fixed-line and broadband and Internet service providers and broadcasters throughout the world.  Andrew is an S&P 500 company listed on the Nasdaq National Market System under the symbol: ANDW.

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