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: February 5, 2004


                                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 7.  FINANCIAL STATEMENTS AND EXHIBITS

Exhibit 99 Press Release of the Corporation dated February 5, 2004.

ITEM 12.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

            On February 5, 2004, Essex  Corporation  announced via press release
the  Corporation's  preliminary  revenue results for the fourth quarter 2003 and
updated earlier guidance for full year 2003. The Company also announced plans to
release its audited fourth  quarter and full year 2003  financial  results after
market close on March 9, 2004 with a conference  call to follow on March 10th at
10:30 a.m. A copy of the  Corporation's  press  release  is  attached  hereto as
Exhibit 99. This Form 8-K, the information  contained  herein,  and the attached
exhibit are  furnished  under Item 12 of Form 8-K and are  furnished to, but not
filed with, the Securities and Exchange  Commission.  The information  contained
herein and in the accompanying exhibit shall not be incorporated by reference to
any filing of the  Corporation,  whether  made before or after the date  hereof,
regardless  of  any  general  incorporation  language  in  such  filing,  unless
expressly incorporated by specific reference to such filing.

                                   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



                                            /S/ JOSEPH R. KURRY, JR.
                                    -------------------------------------------
DATE:  February 9, 2004             Joseph R. Kurry, Jr.
                                    Sr. Vice President, Treasurer and
                                    Chief Financial Officer






                                  EXHIBIT INDEX


Exhibit
NUMBER          DESCRIPTION


99              Press Release of the Corporation dated February 5, 2004.