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.