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                           AMENDMENT TO IRREVOCABLE PROXY
                           ------------------------------


              Amendment dated June 13, 1996 to Irrevocable  Proxy dated March 7,
     1996 between Phipps,  Teman & Company, L.L.C. ("Proxyholder") and Murray H.
     Feigenbaum ("Principal"):

              WHEREAS  Principal  issued  and  delivered  to   Proxyholder  that
     certain Irrevocable Proxy dated March 7, 1996 ("Proxy");

              WHEREAS  Principal  desires to  retire  from  his  employment with
     LogiMetrics, Inc. ("Company");

              WHEREAS Principal  and Proxyholder  desire to amend  the Proxy  to
     provide  for   its   continuance,   notwithstanding  the   termination   of
     Principal's employment with the Company;

              NOW, THEREFORE,  in consideration of the  foregoing, Principal and
     Proxyholder agree as follows:

              1.      The  Proxy  is  hereby amended  in  its  entirety and  the
     following substituted therefor:

                      "KNOW  ALL   MEN  BY  THESE  PRESENTS   that  the
              undersigned, Murray H. Feigenbaum  (the "Principal"), does
              hereby  make,  constitute  and  appoint  Phipps,  Teman  &
              Company,  L.L.C. (the "Proxyholder"),  his true and lawful
              attorney, for him  and in his  name, place  and stead,  to
              act as his  proxy in respect of  50% of all the  shares of
              common stock  of LogiMetrics,  Inc. ("Stock"), a  Delaware
              corporation (the  "Corporation") owned  of  record by  the
              Principal  or  which  are  eligible  to  be  voted  by the
              Principal  (except   as   otherwise   provided   in   this
              irrevocable  proxy)  as stockholders  of  the  Corporation
              (the "Shares") for the following exclusive  purposes:  (i)
              voting  the Shares  in  favor  of  the election  of  three
              persons  to  be  designated by  the  Proxyholder  and  two
              persons designated  by SFM Group,  Ltd. as members of  the
              Corporation's  Board  of  Directors and  (ii)  voting  the
              Shares with respect  to any of the following matters:  (i)
              mergers,  divestitures and acquisitions;  (ii) sale of all
              or substantially all the Corporation's  assets, giving and
              granting to  the Proxyholder full  power and authority  to
              the premises,  as  fully  as  it  might  or  could  do  if
              personally  present   with  full  power  of  substitution,
              appointment   and   revocation,   hereby   ratifying   and
              confirming all that  its said attorneys shall do  or cause
              to  be done  by virtue  hereof.   Nothing contained herein
              shall preclude the Principal from selling Stock.

                      This proxy  shall not be revocable  or revoked by
              the Principal, may not be assigned  by the Proxyholder and
              is coupled with  an interest and shall be binding upon the

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              Principal  and   the   respective   heirs   and   personal
              representatives  of  the  Principal   until  December  31,
              1998."

              2.      As amended hereby  the Proxy  shall remain  in full  force
     and effect.

              IN WITNESS  WHEREOF, Principal and Proxyholder  have executed this
     Amendment to Irrevocable Proxy the date and year first above written.


                               Phipps, Teman & Company, L.L.C.

                               By: /s/ Norman M. Phipps     
                                   -------------------------
                               Name: Norman M. Phipps       
                                     -----------------------
                               Title: Principal
                                      ----------------------



                               /s/ Murray H. Feigenbaum     
                               ----------------------------
                               Murray H. Feigenbaum




























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