SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                               ---------------

                                 FORM 10-K/A-1

 [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934
                   For the fiscal Year Ended December 31, 1997
                                       or
   [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                        Commission File Number: 000-27376
                               ---------------

                            ELCOM INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)

                DELAWARE                                  04-3175156
    (State or other jurisdiction of                    (I.R.S.   Employer
      incorporation or organization)                    Identification No.)

                                  10 OCEANA WAY
                          NORWOOD, MASSACHUSETTS 02062
                                 (781) 440-3333
        (Address, including zip code, and telephone number, including area code,
           of registrant's principal executive offices)

         Securities Registered pursuant to Section 12(b) of the Act:
                                      None
         Securities Registered pursuant to Section 12(g) of the Act:

                                                       Name of exchange
          Title of each class                        on which registered
          -------------------                        -------------------
   Common Stock, $.01 par value                            NASDAQ


     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 if disclosure of  delinquent  filers  pursuant to
Item  405  of  Regulation  S-K  is  not  contained  herein,  and  will  not be
contained,  to the best of the registrant's  knowledge, in definitive proxy or
information  statements  incorporated  by  reference  in Part III of this Form
10-K or any amendment to this Form 10-K.  [X]

     The aggregate  market value of the voting stock held by  non-affiliates  of
the  registrant  based on the  closing  price of such stock on The Nasdaq  Stock
Market on March 3, 1998, was  approximately  $124,965,000.  For purposes of this
disclosure  only,  the  registrant  has assumed  that its  directors,  executive
officers,  and beneficial owners of 5% or more of the registrant's  common stock
are affiliates of the registrant.

     The  registrant  had  27,248,327  shares of common  stock,  $.01 par value,
outstanding as of March 3, 1998.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the  Registrant's  definitive  proxy  statement  for the 1998 annual
meeting  of  stockholders  of Elcom  International,  Inc.  are  incorporated  by
reference into Part III of this report.
                      

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Form 10-K/A-1


         Elcom  International,  Inc. (the "Registrant") has filed this Amendment
to Annual Report on Form 10-K/A-1 to correct the cover page of its Annual Report
on Form 10-K,  filed with the  Securities  and Exchange  Commission on March 16,
1998.  The cover page item  directing the  Registrant to "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," was incorrectly check marked "No" instead of "Yes" on the Form 10-K which
was filed on March 16, 1998 with the Commission.






                                    SIGNATURE

         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.

                                            Elcom International, Inc.
                                            (Registrant)



Date:  March 19, 1998                       By:  /s/ Laurence F. Mulhern
                                            Laurence F. Mulhern
                                            Corporate Executive Vice President,
                                              Chief Financial Officer, Treasurer
                                              and Secretary



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