<PAGE>



                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB

               Quarterly Report Pursuant to Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934


For Quarter ended June 28, 1997                   Commission file No. 0-11201
                  -------------                                       -------

                           MERRIMAC INDUSTRIES, INC.
-----------------------------------------------------------------------------
           (Exact name of the registrant as specified in its charter)


        New Jersey                                           22-1642321
-------------------------------                     -------------------------
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                          Identification No.)



     41 Fairfield Place
     West Caldwell, New Jersey                                07007-0986
-------------------------------                      ------------------------
      (Address of principal                                 (Zip code)
       executive offices)



Registrant's telephone number, including area code (973) 575-1300
                                                   --------------


     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.

           Class                               Outstanding at August 1, 1997
-----------------------------                  ------------------------------ 
Common Stock ($.50 par value)                            1,537,496    






<PAGE>


PART I.     FINANCIAL INFORMATION

ITEM 1.     Financial Statements

                           MERRIMAC INDUSTRIES, INC.
                          CONSOLIDATED BALANCE SHEET 
                          ---------------------------
                                 (Unaudited)
                                                        June 28 
                                                          1997
                                                      -----------
ASSETS                                                         
------
Current Assets:
  Cash and cash equivalents .......................   $ 1,078,166
  Available-for-sale securities (D) ...............     1,302,635
  Accounts receivable .............................     2,644,391
  Inventories:
    Finished goods ................................     1,000,360
    Work in process ...............................     2,503,407
    Parts and raw materials .......................       971,421
                                                      -----------
      Total inventories ...........................     4,475,188

   Prepaid expenses ...............................       259,358
   Deferred tax assets ............................       953,449
                                                      -----------
      Total current assets ........................    10,713,187

Property, plant and equipment .....................    13,462,774
  Less accumulated depreciation ...................     9,643,221
                                                      -----------
      Net property, plant and equipment ...........     3,819,553

Deferred income taxes .............................        47,000
Other assets ......................................       127,285
                                                      -----------
      Total Assets ................................   $14,707,025
                                                      ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
-------------------------------------
Current Liabilities:
  Accounts payable ................................   $ 1,213,009
  Accrued liabilities .............................     1,289,103  
  Income taxes payable ............................       189,827
                                                      -----------
      Total current liabilities ...................     2,691,939
 
Other liabilities..................................       312,391       
                                                      -----------
      Total liabilities ...........................     3,004,330 
                                                      ----------- 
Stockholders' equity:
  Common stock, par value $.50 per share:
    Authorized:  5,000,000 shares
    Issued:  2,609,560 shares .....................     1,304,780               
  Additional paid-in capital ......................     9,199,080
  Retained earnings ...............................    10,397,855 
  Unrealized holding gain on available-for-sale
   securities, less deferred tax effects (D) ......        28,045
                                                      -----------
                                                       20,929,760
  Less treasury stock at cost:
    Purchased: 1,074,839 shares ...................     9,227,065              
                                                      -----------
     Total stockholders' equity ...................    11,702,695
                                                      -----------
     Total Liabilities and Stockholders' equity ...   $14,707,025
                                                      ===========


See accompanying notes to consolidated financial statements.


                                     - 1 -


<PAGE>

                           MERRIMAC INDUSTRIES, INC.
                       CONSOLIDATED STATEMENTS OF INCOME
                       ---------------------------------
                                  (Unaudited)

                                    Quarter Ended           Year-to-Date     
                                ----------------------  ----------------------
                                   Thirteen Weeks         Twenty-six  Weeks
                                ----------------------  ---------------------- 
                                  June 28    June 29     June 28     June 29    
                                    1997       1996        1997        1996     
                                ----------  ----------  ----------  ----------
Net sales ..................... $4,986,288  $3,925,528  $9,261,443  $7,112,873  
                                ----------  ----------  ----------  ----------
Cost and expenses:
  Cost of sales ...............  2,601,083   2,197,024   4,976,190   3,874,841  
  Selling, general and
    administrative ............  1,797,045   1,284,927   3,286,051   2,453,266  
                                ----------  ----------  ----------  ----------
                                 4,398,128   3,481,951   8,262,241   6,328,107  
                                ----------  ----------  ----------  ----------

Operating income ..............    588,160     443,577     999,202     784,766  
Interest and other income, net.     20,940      34,372      47,644      74,486 
                                ----------  ----------  ----------  ----------

Income before income taxes ....    609,100     477,949   1,046,846     859,252  

Provision for income taxes ....    231,000     165,000     391,000     294,000  
                                ----------  ----------  ----------  ----------

Net income .................... $  378,100  $  312,949  $  655,846  $  565,252 
                                ==========  ==========  ==========  ==========

                           
                       
Net income per common share....       $.24        $.20        $.42        $.35 
                                      ====        ====        ====        ====

Cash dividend per share of
  common stock ................       $.10        $.10        $.20        $.20  
                                      ====        ====        ====        ====

Weighted average number of  
  shares outstanding ..........  1,579,558   1,587,133   1,573,263   1,610,551  
                                 =========   =========   =========   =========


See accompanying notes to consolidated financial statements.






                                      -2-
<PAGE>



                           MERRIMAC INDUSTRIES, INC.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                     -------------------------------------
                                  (Unaudited)


                                                       Twenty-six Weeks Ended
                                                      -------------------------
                                                         June 28       June 29 
                                                           1997         1996   
                                                      ----------     ----------
Cash flows from operating activities:
Net income .........................................  $  655,846     $  565,252
                                                      ----------     ----------
Adjustments to reconcile net income to net
  cash provided by operating activities:
    Depreciation and amortization...................     428,831        444,769 
    Deferred compensation ..........................      63,291
    Changes in operating assets and liabilities:
      Accounts receivable...........................    (794,349)        82,184
      Inventories...................................    (309,370)      (737,937)
      Other current assets..........................      12,452       (152,554)
      Other assets..................................     (96,845)       (17,197)
      Accounts payable..............................     462,246        174,923 
      Accrued liabilities...........................     336,223       (104,914)
      Income taxes payable..........................     189,827        (88,500)
                                                      ----------     ----------
        Total adjustments...........................     292,306       (399,226)
                                                      ----------     ----------
Net cash provided by operating activities...........     948,152        166,026 
                                                      ----------     ----------
Cash flows from investing activities:
  Purchase of capital assets.......................     (911,756)      (265,708)
  Proceeds from sales of capital assets............          750            415 
  Proceeds from sales of available-for-sale 
    securities.....................................         -         1,005,068 
  Purchase of investment securities................     (125,371)          -
                                                      -----------    ----------
Net cash provided by (used in) investing activities   (1,036,377)       739,775 
                                                      -----------    ----------
Cash flows from financing activities:
  Repurchase of 96,700 shares of common stock......         -        (1,020,815)
  Proceeds from the issuance of 23,811 and 14,387 
    shares of common stock.........................      205,658        104,679 
  Payment of dividends.............................     (304,848)      (313,477)
                                                      -----------    ----------
Net cash used in financing activities..............      (99,190)    (1,229,613)
                                                      -----------    ----------
Net decrease in cash and cash equivalents               (187,415)      (323,812)
Cash and cash equivalents at beginning of year.....    1,265,581      2,295,186 
                                                      -----------    ----------
Cash and cash equivalents at end of period.........   $1,078,166     $1,971,374 
                                                      ===========    ==========

Supplemental disclosures of cash flows information:
                       
  Cash paid during the period for:

    Income taxes...................................   $  325,000     $  382,500
                                                      ===========    ==========


See accompanying notes to consolidated financial statements.


                                      -3

<PAGE>



                           MERRIMAC INDUSTRIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  



A. Basis of Presentation

     The  accompanying  unaudited  consolidated  financial  statements have been
     prepared in accordance with the  instructions to Form 10-QSB and therefore,
     do not include all information and footnote disclosures  otherwise required
     by  Regulation  S-B. The  financial  statements  do,  however,  reflect all
     adjustments  which are, in the opinion of the  management  necessary  for a
     fair  presentation of the financial  position of the Company as of June 28,
     1997  and its  results  of  operations  and  cash  flows  for  the  periods
     presented.

B. Net Income Per Common Share

     Net income per common share  is based upon the weighted  average  number of
     common shares and common equivalent shares  outstanding  during the period.
     Common equivalent shares arise from the dilutive effects of shares that may
     be purchased under stock option and purchase plans.

C. Accounting Period               

     The  Company's  fiscal year is the 52-53 week period ending on the Saturday
     closest to December  31. The Company has  quarterly  dates that  correspond
     with the Saturday closest to the last day of each calendar quarter and each
     quarter  consists  of 13 weeks in a 52 week year.  Every  fifth  year,  the
     additional  week to make a 53 week year  (fiscal 1997 is the next) is added
     to the fourth quarter making such quarter consist of 14 weeks.

D. Investments in available-for-sale securities

     The cost of the Company's  portfolio of  available-for-sale  investments in
     marketable  equity  securities  at June 28, 1997 is reconciled to the fair
     market  value,  which was also the  carrying  value,  of the  portfolio  as
     follows:

                                         June 28             
                                           1997               
                                       ----------          
     Cost                              $1,255,841
     Gross unrealized gains                46,794
     Gross unrealized gains                 -  
                                       ----------
        Fair market value              $1,302,635
                                       ==========        
                                       
                                         


     The net  unrealized  gains of $46,794 at June 28,  1997 are  included  as a
     separate component of stockholders' equity, net of deferred tax effects.

     



                                      -4-

<PAGE>


Item 2.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS


                            INCOME STATEMENT SUMMARY
                            ------------------------
                                  (Unaudited)


The following table displays line items in the Consolidated Statements of
Income as a percentage of net sales.





                                          Percentage of Net Sales
                                    ------------------------------------
                                    Quarter Ended         Year-to-Date
                                    ----------------    ----------------
                                    Thirteen Weeks      Twenty-six Weeks
                                    ----------------    ----------------
                                    June 28  June 29    June 28  June 29  
                                      1997     1996       1997     1996     
                                    -------  -------    -------  -------

Net sales.........................  100.0%   100.0%     100.0%   100.0%   
                                    -----    -----      -----    ----- 
Costs and expenses:
  Cost of sales...................   52.2     56.0       53.7     54.5     
  Selling, general and
  administrative..................   36.0     32.7       35.5     34.4     
                                    -----    -----      -----    -----
                                     88.2     88.7       89.2     88.9     
                                    -----    -----      -----    -----

Operating income..................   11.8     11.3       10.8     11.1     
Interest and other income, net....     .4       .9         .5      1.0      
                                    -----    -----      -----    -----

Income before income taxes........   12.2     12.2       11.3     12.1     

Provision for income taxes........    4.6      4.2        4.2      4.2      
                                    -----    -----      -----    -----

Net income........................    7.6%     8.0%       7.1%     7.9%   
                                    =====    =====      =====    ===== 











                                      -5-

<PAGE>



                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

                           
Second quarter and six months 1997 compared to 1996

     Results of operations  for the quarter  reflect  increases in: net sales of
$1,061,000  or 27.0%;  operating  income of  $145,000  or 32.6%;  net  income of
$65,000 or 20.8%;  and net income per share of $.04 or 20.0%. Six months results
of operations reflect increases in: net sales of $2,149,000 or 30.2%;  operating
income of $214,000 or 27.3%;  net income of $91,000 or 16.0%; and net income per
share of $.07 or 20%.

     The  increases  in net  sales  were  partially  attributable  to  increased
shipments  of  orders  from  a  higher  order   backlog,   process   improvement
initiatives, customer service focus and reduction of total-cycle-time to market.

     Six months incoming  orders received for comparable time periods  increased
$2,600,000 or 32.4%. The backlog of firm unfilled orders increased $3,100,000 or
47.0% to  $9,742,000  compared to the same time last year.  Compared to year-end
1996,  backlog is up $1,511,000  or 18.4% which  reflects  increased  demand for
Company products.

     As a result of the  increases in the quarter and six month net sales,  cost
of sales increased $404,000 or 18.4% for the quarter and $1,101,000 or 28.4% for
six months.  Cost of sales as a percentage of net sales  decreased 3.8% to 52.2%
for the quarter and .8% to 53.7% for six months.  The  decrease in cost of sales
as a percentage of net sales for the quarter and six months when compared to the
prior  year  is the  result  of  volume  related  improved  efficiencies  in the
manufacturing  cycle,  a higher  concentration  of productive  labor utilized in
completing  customer orders and a reduction of  non-productive  labor associated
with training and instruction programs instituted during the prior year.

     Selling,  general and  administrative  expenses increased $512,000 or 39.9%
for the quarter and $833,000 or 34.0% for six months, and as a percentage of net
sales  increased  3.3% to 36.0% for the quarter and increased  1.1% to 35.5% for
six  months.   Increases   in  selling   costs  were  related  to  higher  sales
commissions  due to  increased  sales  revenues.  General  and  administrative
expenses  partially  increased  due to  compensation  related  to the  hiring of
additional  administrative  personnel and higher compensation expenses resulting
from last year's mid-year merit increases to all employees. Certain transitional
costs associated with further  restructuring also impacted selling,  general and
administrative expenses.

     Net income for the second quarter  increased 20.8% to $378,000  compared to
$313,000 and net income per share was $.24 compared to $.20, an increase of 20%.
Net income for six months increased 16% to $656,000 compared to $565,000 and net
income per share  increased 20% to $.42 compared to $.35. Net income for the six
months  1997  benefited  by  approximately  $.01 per  share  resulting  from the
reduction of the number of weighted average common shares  outstanding by 38,000
shares primarily from common stock repurchases during 1996, partly offset by the
dilutive effect of stock options this year.







                                      -6-


<PAGE>

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS


Liquidity and Capital Resources


     The Company's  financial condition remained strong throughout the first six
months of 1997.  The  Company  had  liquid  resources  comprised  of cash,  cash
equivalents  and   investments  in   available-for-sale   securities,   totaling
approximately  $2,300,000  compared to  approximately  $3,200,000  in 1996.  The
Company's  working  capital stood at $8,000,000 and its current ratio was 4.0 at
the end of the second quarter compared to $9,500,000 and 6.8,  respectively,  in
1996.

     The Company's operating  activities generated cash flows of $948,000 in the
first six months of 1997 compared to $166,000 in 1996. A primary  reason for the
increase in cash flows in 1997 are the increases in net income plus depreciation
and current  liabilities,  which  offset  increases in accounts  receivable  and
inventories.  The Company made net investments in property,  plant and equipment
of  $911,000 in the first six months of 1997  compared to $266,000 in 1996.  The
Company paid cash  dividends of $305,000 in 1997 compared to $313,000 in 1996 at
the  quarterly  rate of $.10 per share.  During the first six months of 1996 the
Company  made open market  purchases  of 96,700  shares of its common stock at a
cost of  $1,021,000.  No shares were  purchased in 1997. The Company in the past
has  returned  a  substantial  portion  of its net  income to its  stockholders.
Achievement  of growth  anticipated  by the Company  will  inevitably  require a
review of the dividend policy.

     The Company has a $3,000,000  unsecured line of credit with the Bank of New
York,  at the bank's  floating  prime rate,  and the full line is available  for
future borrowing.

     Management  believes that with the liquid  resources and the unused line of
credit  available,   along  with  cash  flows  expected  to  be  generated  from
operations,   the  Company  will  have   sufficient   resources   for  currently
contemplated operations in 1997. Expansion plans for the Company's manufacturing
facility in Costa Rica which became  operational  during the second half of 1996
are being  contemplated  for the current year. The Company's  projected  capital
expenditures for new projects and production  equipment is anticipated to exceed
its depreciation and amortization expenses in 1997.

     The  Company was  authorized  on November 1, 1996 to purchase up to 100,000
shares of its common stock from time-to-time depending on market conditions, and
has purchased 4,100 shares to date under such authorization.

     The  Company  is  also  exploring  the  possibility  of  acquiring  similar
manufacturers  of  electronic  devices,  although it currently has no definitive
plans or agreements.  Management  believes that such  acquisitions  and business
operations  expansion could be financed through the liquid and capital resources
currently available as previously  discussed and/or through additional borrowing
or issuance of equity or debt securities.










                                      -7-

<PAGE>

PART II.  OTHER INFORMATION   



Item 4.   Submission of Matters to a Vote of Security Holders

          (a) Date of Meeting: May 12, 1997
              Annual Stockholders Meeting

          (b) Election of (5) Directors
                                                 Elected
                                       ---------------------------
              Nominated:                   For            Withheld
                                       -----------       ---------
              Charles F. Huber II        1,068,196        104,259
              Eugene W. Niemiec          1,070,054        102,401
              Arthur A. Oliner           1,068,196        104,259
              Mason N. Carter            1,072,142        100,313
              Albert H. Cohen            1,067,966        104,489
 
                                         For        Against      Abstain
                                        ---------    -------     --------
          (c) Approve appointment of     
              independent auditors      1,160,804      6,553        5,098
              
              Proposition was approved

          (d) Approve the 1997 Long-      
              Term Incentive Plan         734,908    237,413       12,297
              
              Proposition was approved

Item 6.  Exhibits and Reports on Form 8-K
         Exhibit No.
         -----------
               (11)   - Statement re:  Computation of Earnings per Share

          (b) Reports Filed by the Registrant on Form 8-K

              April 16, 1997 - Reporting the dismissal of the accounting firm
                               of J.H. Cohn LLP on April 11, 1997. J.H. Cohn 
                               LLP was previously engaged as the principal 
                               accountant to audit the registrant's financial
                               statements.

              July 25, 1997  - Reporting the resignation of Charles F. Huber II.

              July 29, 1997  - Reporting the second quarter earnings.


                                        8
<PAGE>


                            
      

Exhibit (11)


                           MERRIMAC INDUSTRIES, INC.
                       COMPUTATION OF EARNINGS PER SHARE
                       ---------------------------------
                                  (Unaudited)


                                                                      
                                              Number of Weeks Ended
                                          ----------------------------
                                            Thirteen       Twenty-six
                                          -----------      -----------
                                            June 28         June 28   
                                              1997            1997    
                                          -----------      -----------

Net income ............................     $ 378,100        $ 655,846  
                                          ===========      ===========


                                           PRIMARY EARNINGS PER SHARE
                                           ---------------------------

Average number of shares outstanding        
   Common stock........................     1,529,035        1,521,188
   Stock options (1)...................        27,183           29,430
                                            ---------        ---------

Shares outstanding as adjusted.........     1,556,218        1,550,618
                                            =========        =========

Net income per common share and common
   equivalent share....................          $.24             $.42
                                                 ====             ====


                                         FULLY DILUTED EARNINGS PER SHARE
                                         --------------------------------

Average number of shares outstanding
   Common stock........................     1,529,035        1,521,188
   Stock options (1)...................        50,523           52,075
                                            ---------        ---------

Shares outstanding as adjusted.........     1,579,558        1,573,263
                                            =========        =========

Net income per common share assuming
   full dilution.......................          $.24             $.42
                                                 ====             ====


(1)  Represents additional shares resulting from assumed conversion of stock
     options less shares purchased with the proceeds thereof.               
                           










                                       -9-
                              
<PAGE>


                                   SIGNATURES

     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.


                                          MERRIMAC INDUSTRIES, INC.
                                          -------------------------
                                                (Registrant)

    Date: August 5, 1997              By /s/ Mason N. Carter
                                         --------------------------------------
                                         Mason N. Carter             
                                         Chairman, President and 
                                         Chief Executive Officer
                                           

    Date: August 5, 1997              By /s/ Robert V. Condon
                                         --------------------------------------
                                         Robert V. Condon
                                         Vice President, Finance, Treasurer,
                                         Secretary and Chief Financial Officer






















                                      -10-

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