10-Q/A

                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                                 FORM 10-Q/A


(Mark One)

 [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934

     For the quarterly period ended:         May 31, 2004
                                          _________________

 [ ] Transition report pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934

     For the transition period from            to
                                    __________    ____________


                      Commission File Number:  0-12182


Exact Name of Registrant as
  Specified in Its Charter:              CALAMP CORP.
                              ______________________________


            DELAWARE                              95-3647070
_______________________________                _______________
State or Other Jurisdiction of                 I.R.S. Employer
Incorporation or Organization:                 Identification No.


Address of Principal Executive Offices:        1401 N. Rice Avenue
                                               Oxnard, CA 93030

Registrant's Telephone Number:                 (805) 987-9000


Former name, if changed since last report:     California Amplifier, Inc.


Indicate by check mark whether the registrant:  (1) has 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 shorter 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 is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).          Yes [ ]  No [X]


The registrant had 23,126,024 shares of Common Stock outstanding as of
July 9, 2004.




            EXPLANATORY NOTE REGARDING THIS AMENDMENT TO FORM 10-Q


     On September 1, 2004, CalAmp Corp. (formerly known as California
Amplifier, Inc.) (the "Company") discovered that it had inadvertently filed
a superseded form of the officers' certification pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002 in its Form 10-Q for the quarter ended May
31, 2004 that was filed with the Securities and Exchange Commission on July
13, 2004.  The Company also discovered that there was a typographical error
in the officers' certification pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 that was included in the Form 10-Q for the quarter ended May 31,
2004.

     The purpose of this amendment to the Form 10-Q for the quarter ended
May 31, 2004 is to provide the correct form of the Section 302 officers'
certification, and to correct the typographical error in the Section 906
officers' certification.

     The accompanying revised certifications are dated July 13, 2004, the
same date as the original certifications, but these revised certifications
were executed on September 2, 2004, and the statements made in these revised
certifications are also true and correct as of this later date.



                                 SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized, on
September 2, 2004.


                                             /s/ Fred M. Sturm
                                          __________________________
                                           Fred M. Sturm
                                           Chief Executive Officer



                                             /s/ Richard K. Vitelle
                                         __________________________
                                           Richard K. Vitelle
                                           Chief Financial Officer

EX-31

                                                                EXHIBIT 31.1
                    CHIEF EXECUTIVE OFFICER CERTIFICATION
                PURSUANT TO SARBANES-OXLEY ACT SECTION 302

I, Fred M. Sturm, Chief Executive Officer of CalAmp Corp. (formerly known as
California Amplifier, Inc.)(the "registrant"), certify that:

1.  I have reviewed this quarterly report on Form 10-Q of the registrant;

2.  Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;

3.  Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;

4.  The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

    a)  Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;

    b)  Evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of
the period covered by this report based on such evaluation; and

    c)  Disclosed in this report any change in the registrant's internal
control over financial reporting that occurred during the registrant's most
recent fiscal quarter that has materially affected, or is reasonably likely
to materially affect, the registrant's internal control over financial
reporting; and

5.  The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting, to
the registrant's auditors and the audit committee of the registrant's board
of directors:

    a)  All significant deficiencies and material weaknesses in the design
or operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant's ability to record,
process, summarize and report financial information; and

    b)  Any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's internal
control over financial reporting.

          July 13, 2004                    /s/ Fred M. Sturm
     ------------------------            -----------------------------
            Date                          Fred M. Sturm
                                          Chief Executive Officer

EX-31

                                                                EXHIBIT 31.2
                  CHIEF FINANCIAL OFFICER CERTIFICATION
                PURSUANT TO SARBANES-OXLEY ACT SECTION 302

I, Richard K. Vitelle, Chief Financial Officer of CalAmp Corp. (formerly
known as California Amplifier, Inc.)(the "registrant"), certify that:

1.  I have reviewed this quarterly report on Form 10-Q of the registrant;

2.  Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;

3.  Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;

4.  The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

    a)  Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;

    b)  Evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of
the period covered by this report based on such evaluation; and

    c)  Disclosed in this report any change in the registrant's internal
control over financial reporting that occurred during the registrant's most
recent fiscal quarter that has materially affected, or is reasonably likely
to materially affect, the registrant's internal control over financial
reporting; and

5.  The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting, to
the registrant's auditors and the audit committee of the registrant's board
of directors:

    a)  All significant deficiencies and material weaknesses in the design
or operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant's ability to record,
process, summarize and report financial information; and

    b)  Any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's internal
control over financial reporting.

           July 13, 2004                  /s/ Richard K. Vitelle
     ------------------------            -----------------------------
            Date                          Richard K. Vitelle
                                          Chief Financial Officer

EX-32

                                                                EXHIBIT 32



               CERTIFICATION OF CHIEF EXECUTIVE OFFICER
                AND CHIEF FINANCIAL OFFICER PURSUANT TO
             SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002



     In connection with the Quarterly Report of CalAmp Corp. (formerly known
as California Amplifier, Inc.) (the "Company") on Form 10-Q for the period
ended May 31, 2004 as filed with the Securities and Exchange Commission (the
"Report"), we, Fred M. Sturm, President and Chief Executive Officer of the
Company, and Richard K. Vitelle, Vice President and Chief Financial Officer
of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best
of our knowledge:

        (1)  The Report fully complies with the requirements of section
    13(a) or 15(d) of the Securities Exchange Act of 1934; and

        (2)  The information contained in the Report fairly presents, in all
    material respects, the financial condition and results of operations of
    the Company.



                                   /s/ Fred M. Sturm
                              -----------------------------
                               Fred M. Sturm
                               President and Chief Executive Officer



                                   /s/ Richard K. Vitelle
                              -----------------------------
                               Richard K. Vitelle
                               Vice President and Chief Financial Officer



July 13, 2004


A signed original of this written statement required by Section 906 has been
provided to the Company and will be retained by the Company and furnished to
the Securities and Exchange Commission or its staff upon request.