UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549
                               -------------------


                                 AMENDMENT NO. 1

                                       TO

                                 SCHEDULE 14D-9

                      SOLICITATION/RECOMMENDATION STATEMENT

                                      UNDER

             SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934
                               -------------------


                          SIGNAL TECHNOLOGY CORPORATION
                            (Name of Subject Company)

                          SIGNAL TECHNOLOGY CORPORATION
                        (Name of Person Filing Statement)

                     COMMON STOCK, $.01 PAR VALUE PER SHARE
                         (Title of Class of Securities)

                                   826675 10 0
                      (CUSIP Number of Class of Securities)


                                GEORGE E. LOMBARD
                CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER
                          SIGNAL TECHNOLOGY CORPORATION
                               TOWER AT NORTHWOODS
                               222 ROSEWOOD DRIVE
                          DANVERS, MASSACHUSETTS 01923
                                 (978) 774-2281

      (Name, address, and telephone number of person authorized to receive
      notices and communications on behalf of the person filing statement)

                                 with a copy to:

                             ROGER D. FELDMAN, ESQ.
                             FISH & RICHARDSON P.C.
                               225 FRANKLIN STREET
                        BOSTON, MASSACHUSETTS 02110-2894
                                 (617) 956-5924

[ ] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.

      This Amendment No. 1 amends and supplements the
Solicitation/Recommendation Statement on Schedule 14D-9 filed with the
Securities and Exchange Commission by Signal Technology Corporation on April 25,
2003. Except as otherwise indicated, the information set forth in the original
Schedule 14D-9 remains unchanged. Capitalized terms used but not defined herein
shall have the meanings ascribed to them in the original Schedule 14D-9.

ITEM 2. IDENTITY AND BACKGROUND OF FILING PERSON.

      Item 2 is amended and supplemented by deleting the last paragraph thereof
in its entirety and replacing it with the following:

      All information contained in this Statement or incorporated herein by
reference directly concerning Purchaser, Parent or their affiliates, or actions
or events with respect to any of them, was provided for inclusion herein by
Purchaser or Parent or obtained from reports or statements filed by Purchaser or
Parent with the SEC, including, without limitation, the Schedule TO, and the
Company has not verified the accuracy of such information. The Company has,
however, received and commented on those portions of the Offer to Purchase
directly concerning the Company or actions or events with respect to the
Company.

ITEM  3. PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS.

      Item 3 is amended and supplemented as follows:

      (1) The following sentence is inserted after the third sentence of the
subsection entitled "Treatment of Stock Options":

As of April 24, 2003, the aggregate dollar value of the cash amounts that shall
be payable to all holders of Company Options is $14,920,169.46, and the
aggregate dollar value of the cash amounts that shall be payable to the officers
and directors of the Company who hold Company Options is $9,904,185.63.

      (2) The first paragraph of the subsection entitled "Employee Stock
Purchase Plan" is amended by deleting the second sentence thereof and replacing
it with the following:

The Board authorized and directed the current offering period under the ESPP to
be terminated as of May 2, 2003.

ITEM  4. THE SOLICITATION OR RECOMMENDATION.

      Item 4 is amended and supplemented as follows:

      (1) The second paragraph of the subsection entitled "Background of the
Offer and the Merger" is deleted in its entirety and replaced with the
following:

      In late 2001, the Board considered (i) the detrimental effect that the
Company's non-defense businesses were having on the Company's market valuation
and (ii) the relatively high multiples of net income at which defense companies
were then trading. The Board was concerned that such multiples would not be long
lasting and decided to explore whether it would be feasible to dispose of the
Company's non-defense businesses and sell the Company as solely a defense
business at a premium to its market valuation as solely a defense business. To
that end, in early 2002, the Board contacted several investment banks, including
Wachovia and Needham & Company, Inc. ("Needham"), regarding a potential
engagement as the Company's advisor to explore a possible sale or merger of the
Company.

      In March 2002, the Board authorized the Company to engage Wachovia as its
advisor in order to explore a possible merger or sale of the Company. At such
time the Board also authorized the Company to retain Needham to provide a
fairness opinion in connection with any such merger or sale. Subsequently, the
Company realized that Wachovia's engagement contemplated the issuance of a
fairness opinion by

Wachovia, and that obtaining such an opinion from Needham would result in an
additional cost to the Company of $250,000. The Company and Needham then agreed
that Needham would not provide any fairness opinion, as had previously been
agreed between the parties, but that the Company would still pay Needham a fee
equal to $100,000 as consideration for breaking its agreement with Needham and
Needham's having stayed up to date on any potential transaction in the event its
services may have been required by the Company. The engagements letters between
the Company and each of Wachovia and Needham are described in Item 5 of this
Statement.

      (2) The eighth paragraph of the subsection entitled "Background of the
Offer and the Merger" is deleted and replaced with the following:

      Between September 6 and September 13, 2002, representatives of the Company
and Wachovia engaged in several discussions with Mr. Whitelock in which the
Company sought to persuade Parent to increase its indicated price range and
sought further clarification regarding Parent's September 6, 2002 indication of
interest, including Parent's assumptions underlying the proposed price range.
George Lombard, the Company's Chairman and Chief Executive Officer, also told
Parent that it needed to get closer to an acquisition price of $14.50 per Share.

      (3) The sixteenth paragraph of the subsection entitled "Background of the
Offer and the Merger" is deleted in its entirety and replaced with the
following:

      On November 11, 2002, Mr. Lombard had a telephone conversation
regarding the transaction with Mr. Fast. Mr. Lombard indicated that Parent's
November 4, 2002 proposal was not satisfactory to the Company and that there
was at least one other party that had shown strong interest that Mr. Lombard
expected would result in a superior offer. Mr. Lombard encouraged Mr. Fast to
improve Parent's proposal to a purchase price closer to $14.00 per Share. Mr.
Fast stated that, on the basis of the information available to him at that
time, Parent would not agree to improve its proposal. He suggested that the
Company should pursue the alternative proposal if it deemed the proposal
superior, but that Parent would be willing to resume discussions with the
Company if new information became available.

      (4) The following paragraph is inserted after the twenty-third paragraph
of the subsection entitled "Background of the Offer and the Merger":

      On April 3, 2003, Mr. Fast, Mr. Whitelock and certain other members of the
management of Parent and Crane Aerospace, together with representatives of
JPMorgan, met with Mr. Lombard, Mr. Nelsen and members of the Company's
operating management to review the Company's results for the quarter ended March
31, 2003 and its updated forecast for the balance of the year for the Company as
a whole and also on a divisional basis. The Company's operating management
presented to Parent its internal forecast (which reflected preliminary results
for the first quarter of 2003) for revenue and pre-tax income for 2003 of $109.4
million and $12.3 million, respectively. The Company informed Parent that, as
compared to its external guidance, these internal operating forecasts did not
include any discount for unforeseen risks or uncertainties that the Company has
generally applied. The Company stated that such discount for 2003 amounted to a
reduction of approximately 10 to 15 percent of revenues and pre-tax income. With
respect to the first quarter of 2003, the Company informed Parent that, subject
to final closing adjustments, revenues were expected to be $21.5 million and
pre-tax income was expected to be $1.7 million. During this meeting, the
Company's operating management also presented to Parent information concerning
orders, which the Company stated were below its internal plan for the first
quarter but were expected to recover to meet planned levels for the full year
2003.

      (5) The eighth bullet in the first paragraph of the subsection entitled
"Reasons for the Recommendation of the Board" is deleted in its entirety and
replaced with the following:

      -     The opportunities and challenges facing the Company and the
            uncertainties surrounding the time-frame in which defense sector
            multiples could fall back to their historic lower levels, as well as
            the Company's ability to achieve its goals and objectives for new
            business development and the Company's performance execution risks,
            including competition and market risks. Specifically,

            the Board considered the opportunities resulting from, among other
            things, the possible successful venture into homeland security and
            new integrated product offerings. The Board also considered the
            challenges and risks to the Company's ability to achieve these
            successes, including, among others: the uncertainties of the U.S.
            Government's defense budget; the high cost of having to maintain
            state of the art technologies; increases in competition; the
            viability of its customers due to heavy competition in such
            customers' businesses; and the ability to hire and retain engineers
            due to the high demand for such employees.

ITEM  5. PERSON/ASSETS RETAINED, EMPLOYED, COMPENSATED OR USED.

Item 5 is amended and supplemented by deleting the first sentence of the second
paragraph thereof and replacing it with the following:

      With Wachovia's consent, the Company retained Needham pursuant to the
terms of an engagement letter, dated as of March 4, 2003, to act as its
non-exclusive financial advisor in connection with a possible transaction
involving Parent.

                                    SIGNATURE

      After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this amendment to Schedule 14D-9 is true,
complete and correct.

                                   SIGNAL TECHNOLOGY CORPORATION

                                   By:         /s/ Robert N. Nelsen
                                        --------------------------------
                                   Name:    Robert N. Nelsen

                                   Title:   Vice President, Treasurer and Chief
                                             Financial Officer

Dated: May 12, 2003