8-K

                       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: December 11, 2003



                                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







                                ESSEX CORPORATION





ITEM 5. OTHER EVENTS

         On  December  11,  2003,  Essex  Corporation  issued  a  press  release
         announcing  that it has priced the  follow-on  public  offering  of its
         common stock at a price of $8.50 per share. The offering  consists of 4
         million  shares  offered by the  Company.  The  Company has granted the
         underwriters the right to purchase up to 150,000 additional shares from
         the Company and up to 450,000  additional  shares from certain  selling
         shareholders  to  cover   over-allotments,   if  any.  A  copy  of  the
         Registrant's press release is attached hereto as Exhibit 99.1.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

    (c) Exhibits

        99.1 Press Release dated December 11, 2003, issued by Essex Corporation.



                                   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
                                            (Registrant)



                                            /S/ JOSEPH R. KURRY, JR.
DATE:  December 11, 2003                       Joseph R. Kurry, Jr.
                                            ------------------------------------
                                            Sr. Vice President, Treasurer and
                                            Chief Financial Officer






                                  EXHIBIT INDEX


Exhibit
NUMBER      DESCRIPTION



99.1        Press Release dated December 11, 2003, issued by Essex Corporation.

EX-99

Exhibit 99.1


FOR IMMEDIATE RELEASE                            CONTACT:  Leonard E. Moodispaw
                                                                CEO & President
                                                                   301.939.7000

                     ESSEX PRICES FOLLOW-ON PUBLIC OFFERING

COLUMBIA,  MD - December 11, 2003 - Essex  Corporation  (AMEX:  EYW),  announced
today that it has priced the follow-on  public offering of its common stock at a
price of $8.50 per share.  The offering  consists of 4 million shares offered by
the Company.  The Company has granted the  underwriters the right to purchase up
to 150,000  additional  shares  from the  Company  and up to 450,000  additional
shares from certain selling shareholders to cover over-allotments, if any.

C.E.  Unterberg,  Towbin served as the sole  bookrunner and lead manager for the
offering, with A.G. Edwards & Sons, Inc. serving as co-managing underwriter.

A registration  statement  relating to these  securities has been filed with the
Securities and Exchange Commission and has been declared  effective.  This press
release shall not constitute an offer to sell or the  solicitation  of any offer
to buy,  nor  shall  there  be any  sale of  these  securities  in any  state or
jurisdiction  in which such offer,  solicitation or sale would be unlawful prior
to the registration or  qualification  under the security laws of any such state
or jurisdiction.

The shares of common stock may only be offered by means of a prospectus.  Copies
of the final  prospectus  relating to the  offering  may be  obtained  from C.E.
Unterberg, Towbin at the following address:

The Syndicate Department
C.E. Unterberg, Towbin
350 Madison Avenue
New York, NY 10017

ABOUT ESSEX:  Essex creates solutions for today's most advanced signal and image
processing challenges,  serving commercial,  defense and intelligence customers.
For more information contact Essex Corporation,  9150 Guilford Road, Columbia MD
21046; Phone 301.939.7000;  Fax 301.953.7880;  E-mail info@essexcorp.com,  or on
the Web at WWW.ESSEXCORP.COM.

THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS REGARDING EXPECTATIONS AS
TO THE  COMPLETION  OF A  FOLLOW-ON  PUBLIC  OFFERING.  A NUMBER  OF  RISKS  AND
UNCERTAINTIES   COULD  CAUSE  ACTUAL   EVENTS  TO  DIFFER  FROM  THE   COMPANY'S
EXPECTATIONS INDICATED BY THESE FORWARD-LOOKING STATEMENTS.  THESE RISKS INCLUDE
SUCCESSFUL CLOSING WITH THE UNDERWRITERS AND COMPLETION OF THE OFFERING, AS WELL
AS OTHER  RISKS  ADDRESSED  IN THE  COMPANY'S  PERIODIC  REPORTS  FILED WITH THE
SECURITIES  AND  EXCHANGE  COMMISSION,  INCLUDING  BUT NOT LIMITED TO ITS ANNUAL
REPORT ON FORM 10-KSB AND ITS QUARTERLY REPORTS ON FORM 10-QSB.

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