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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                   FORM 10-Q/A

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the three month period ended March 31, 2000.

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934

Commission file number 0-11685-NY

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

                                    NEW YORK
         (State or other jurisdiction of incorporation or organization)

                                   11-2569467
                        (IRS EMPLOYER IDENTIFICATION NO.)

                   3138 EAST ELWOOD STREET, PHOENIX, AZ 85034
                    (Address of principal executive offices)

                                  602-437-9620
                         (Registrant's Telephone number)


Indicate by check mark whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements, for
the past 90 days.

                                   YES /X/ NO

Indicate by check mark whether the registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court.

                                   YES /X/ NO

         The registrant had 14,271,557 shares of its common stock, par value
$.002, outstanding as of March 31, 2000.

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ITEM 5 -     OTHER INFORMATION - RECENT DEVELOPMENTS

         CONTRACT AWARD - On February 11, 2000 the company entered into an
equipment purchase and sale contract with a major Internet-over-Satellite
Internet service provider (ISP) worth in excess of $8.6 million. The ISP intends
to use the purchased equipment to continue its national and international
build-out of its satellite based, wireless network.


         NEW PRESIDENT APPOINTED- On March 28, 2000 company management announced
the appointment of Mr. Brian Duggan to the position of President and Chief
Operating Officer of Radyne ComStream.

Mr. Duggan had served as Radyne ComStream's Vice President of Sales and
Marketing since December 1998. Mr. Duggan was responsible for global sales and
marketing efforts for Radyne ComStream's complete equipment line, with all
regional sales offices reporting directly to him. Mr. Duggan previously served
as Director of Worldwide Sales for ComStream Corporation.

Robert Fitting will continue in his role as Chief Executive Officer and Director
of the Company.

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                                   SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.


Dated:     May 30, 2000                      RADYNE COMSTREAM INC.


                                             By: /S/ ROBERT C. FITTING
                                                 Robert C. Fitting
                                                 Chief Executive Officer and
                                                 President


                                             By: /S/ GARRY D. KLINE
                                                 Garry D. Kline
                                                 Vice President, Finance
                                                 (Principal Financial and
                                                 Chief Accounting Officer)


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