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                                  FORM 10-Q/A

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                            -----------------------

(Mark One)
/X/  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended   September 30, 1996
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                                       OR
/ /  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 0-7428
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                           CALIFORNIA MICROWAVE, INC.
             (Exact name of registrant as specified in its charter)


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<S>                                               <C>
DELAWARE                                                         94-1668412
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(State or other jurisdiction of Incorporation)    (I.R.S. Employer Identification Number)
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555 TWIN DOLPHIN DRIVE, REDWOOD CITY, CALIFORNIA                    94065
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code           (415) 596-9000
                                                             --------------

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Former name, former address, and former fiscal year, if changed since last
report.

    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 the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

                  Classes                        Outstanding at October 31, 1996
-----------------------------------------        -------------------------------
Common Stock $.10 Par Value                            16,142,749



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     The Quarterly Report on Form 10-Q of California Microwave, Inc., relating
to the three-month period ended September 30, 1996, is hereby amended as 
follows:

     The word "facility", which appears as the last word of the penultimate
paragraph under the sub-heading "Liquidity and Capital Resources" in Item 2
(Management's Discussion and Analysis of Financial Condition and Results of
Operations) of Part I (Financial Information), is hereby deleted and the word
"liability" is substituted therefor.

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                                   SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.

CALIFORNIA MICROWAVE, INC.

November 27, 1996                       BY /s/ PHILIP F. OTTO
___________________________                ________________________
Date                                       Philip F. Otto
                                           Chief Executive Officer
                                           Chairman of the Board


November 27, 1996                       BY /s/ Dennis R. Raney
___________________________                ________________________
Date                                       Dennis R. Raney
                                           Senior Vice President
                                           Chief Financial Officer

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