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                                 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 28, 2004
                                                --------------------------------

                              RADYNE COMSTREAM INC.
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             (Exact name of registrant as specified in its charter)

           Delaware                     0-11685                11-2569467
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 (State or other jurisdiction      (Commission File           (IRS Employer
      of incorporation)                 Number)            Identification No.)


 3138 East Elwood Street, Phoenix, Arizona                  85034
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 (Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code      602-437-9620
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          (Former name or former address if changed since last report)


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Item 9.     REGULATION FD DISCLOSURE AND

Item 12.    RESULTS OF OPERATIONS AND FINANCIAL CONDITION
            For The 3 Months Ended March 31, 2004

            References to "we," "our" and "us" in this Current Report on Form
            8-K refer to Radyne ComStream Inc. and consolidated subsidiaries.

            On April 28, 2004, we issued a press release announcing our
            financial results for the quarter ended March 31, 2004. A copy of
            the press release is attached as exhibit 99.1 and is furnished
            pursuant to Item 12 of Form 8-K.

            The information in this report, including the exhibit hereto, is
            furnished pursuant to Item 12 of Form 8-K, and is not deemed to be
            "filed" for purposes of Section 18 of the Securities Exchange Act of
            1934 or otherwise subject to the liabilities of that section. The
            information contained herein and in the accompanying exhibit is not
            incorporated by reference in any filing of Radyne ComStream Inc.
            under the Securities Act of 1933 or the Securities Exchange Act of
            1934, whether made before or after the date hereof and irrespective
            of any general incorporation language in any filings.




                                   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.


                                           Radyne ComStream Inc.
                                                (Registrant)

      Date:  April 28, 2004        By:  /s/ Malcolm C. Persen
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                                   Name:  Malcolm C. Persen
                                   Title: Vice President and Chief
                                          Financial Officer




                                  EXHIBIT INDEX

Exhibit No.       Description

99.1              Radyne ComStream Inc. Press Release dated April 28, 2004