<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 the quarterly period ended July 1, 2000      Commission file No. 0-11201
                               -------------                         -------

                           MERRIMAC INDUSTRIES, INC.
-----------------------------------------------------------------------------
      (Exact name of small business issuer 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                    07006
---------------------------------------------        ------------------------
 (Address of principal executive offices)                     (Zip code)


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

Securities registered pursuant to Section 12(b) of the Exchange Act:

      Title of each class            Name of each exchange on which registered
 ----------------------------        -----------------------------------------
        Common Stock                          American Stock Exchange
 Common Stock Purchase Rights                 American Stock Exchange

Securities registered pursuant to Section 12(g) of the Exchange Act: None
                                                                     ----


     Check whether the issuer (1) has filed all reports  required to be filed by
Section 13 or 15 (d) of the Exchange Act during the  past 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
      ---    ---

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

           Class                                Outstanding at August 10, 2000
-----------------------------                  -------------------------------
Common Stock ($.50 par value)                             2,185,039






<PAGE>


PART I.     FINANCIAL INFORMATION

ITEM 1.     Financial Statements

                           MERRIMAC INDUSTRIES, INC.
                          CONSOLIDATED BALANCE SHEETS
                          ---------------------------

                                                        July 1,    January 1,
                                                         2000         2000
                                                      -----------  -----------
                                                      (Unaudited)   (Audited)
                                                      -----------  -----------
ASSETS
------
Current assets:
  Cash and cash equivalents .......................   $ 1,831,696  $ 1,108,141
  Accounts receivable, net.........................     3,695,174    3,774,796
  Inventories .....................................     3,568,194    2,913,423
  Income tax refund receivable.....................       278,747      427,330
  Other current assets ............................       350,347      386,507
  Deferred tax assets .............................       744,000      744,000
                                                      -----------  -----------
      Total current assets ........................    10,468,158    9,354,197
                                                      -----------  -----------
Property, plant and equipment .....................    20,510,335   19,213,264
  Less accumulated depreciation ...................    12,013,233   11,337,477
                                                      -----------  -----------
    Property, plant and equipment, net.............     8,497,102    7,875,787
Other assets ......................................       582,313      563,507
Goodwill, net......................................     2,889,534    3,047,623
                                                      -----------  -----------
      Total Assets ................................   $22,437,107  $20,841,114
                                                      ===========  ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
-------------------------------------
Current liabilities:
  Current portion of long-term debt ...............   $   594,645  $ 2,627,267
  Accounts payable ................................     1,621,048    1,164,584
  Accrued liabilities .............................     1,213,859    1,311,791
  Income taxes payable.............................       120,355          -
                                                      -----------  -----------
      Total current liabilities ...................     3,549,907    5,103,642
Long-term debt, net of current portion ............     1,477,131    1,769,447
Deferred compensation .............................       208,849      234,734
Deferred tax liabilities ..........................       232,000      232,000
                                                      -----------  -----------
      Total liabilities ...........................     5,467,887    7,339,823
                                                      -----------  -----------
Shareholders' equity:
  Common stock, par value $.50 per share:
    Authorized:  5,000,000 shares
    Issued:  2,747,119 and 2,698,309 shares .......     1,373,560    1,349,154
  Additional paid-in capital ......................    11,654,499   11,256,532
  Retained earnings ...............................     9,067,628    9,192,310
  Accumulated comprehensive income.................        26,844      142,589
                                                      -----------  -----------
                                                       22,122,531   21,940,585
  Less treasury stock, at cost:
    568,904 and 958,904 shares ....................    (4,793,311)  (8,079,294)
  Less loan to officer-shareholder ................      (360,000)    (360,000)
                                                      -----------  -----------
     Total shareholders' equity ...................    16,969,220   13,501,291
                                                      -----------  -----------
     Total Liabilities and Shareholders' Equity ...   $22,437,107  $20,841,114
                                                      ===========  ===========


See accompanying notes.



                                     - 1 -


<PAGE>

                              MERRIMAC INDUSTRIES, INC.
                       CONSOLIDATED STATEMENTS OF OPERATIONS
                             and COMPREHENSIVE INCOME
                       -------------------------------------
                                   (Unaudited)
                                   -----------
<TABLE>
<CAPTION>


                                                            Quarter Ended           Six Months Ended
                                                       -----------------------    -----------------------
                                                        July 1,      July 3,       July 1,      July 3,
                                                         2000         1999          2000         1999
OPERATIONS                                             -----------------------    -----------------------
<S>                                                    <C>         <C>            <C>         <C>
Net sales ...................................          $4,949,424   $5,125,245    $9,860,797   $9,863,776
                                                       ----------   ----------    ----------   ----------
Costs and expenses:
  Cost of sales .............................           2,604,476    2,726,151     5,040,823    5,152,891
  Selling, general and administrative .......           1,733,549    1,631,813     3,717,161    3,181,286
  Research and development ..................             492,811      552,058       848,781      946,318
  Amortization of goodwill...................              38,654       39,340        77,994       50,857
  Restructuring charge.......................                  -           -         315,000           -
                                                        ---------   ----------    ----------   ----------
                                                        4,869,490    4,949,362     9,999,759    9,331,352
                                                       ----------   ----------    ----------   ----------

Operating income (loss)......................              79,934      175,883      (138,962)     532,424
Interest and other expense, net .............              25,229       55,964       105,720       79,539
                                                       ----------   ----------    ----------   ----------
Income (loss) before income taxes ...........              54,705      119,919      (244,682)     452,885
Provision (benefit) for income taxes ........              15,000       38,000      (120,000)     158,000
                                                       ----------   ----------    ----------   ----------
Net income (loss)............................          $   39,705   $   81,919    $ (124,682)  $  294,885
                                                       ==========   ==========    ==========   ==========

Net income (loss) per common share:
  Basic......................................               $ .02         $.05         $(.06)       $ .17
                                                            =====         ====         =====        =====
  Diluted....................................               $ .02         $.05         $(.06)       $ .17
                                                            =====         ====         =====        =====
Weighted average number of
 shares outstanding:
  Basic......................................           2,130,009    1,739,356     1,938,578     1,753,944
                                                       ==========   ==========     =========     =========
  Diluted....................................           2,305,929    1,769,389     2,083,170     1,781,981
                                                       ==========   ==========     =========     =========
COMPREHENSIVE INCOME

Net income (loss)............................          $   39,705   $   81,919     $(124,682)    $ 294,885
Other comprehensive income, net of tax:
  Foreign currency translation adjustments...             (96,926)     (33,673)     (115,745)      (69,197)
                                                       ----------   ----------     ---------     ---------
Comprehensive income (loss)..................          $  (57,221)  $   48,246     $(240,427)     $225,688
                                                       ==========   ==========     =========     =========
</TABLE>
See accompanying notes.



                                      -2-


<PAGE>



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

                                                         Six Months Ended
                                                      -------------------------
                                                        July 1,        July 3,
                                                         2000           1999
                                                      ----------     ----------
Cash flows from operating activities:
  Net income (loss).................................. $ (124,682)    $  294,885
  Adjustments to reconcile net income (loss) to net
    cash provided by operating activities:
      Depreciation and amortization..................    880,368        746,396
      Amortization of goodwill ......................     77,994         50,857
      Deferred compensation .........................      6,589          8,179
      Changes in operating assets and liabilities
       net of acquisition in 1999:
        Accounts and income taxes receivable.........    228,205      1,273,879
        Inventories..................................   (654,771)      (131,073)
        Other current assets.........................     36,160       (454,433)
        Deferred tax assets..........................         -          (1,000)
        Other assets.................................    (18,806)        51,217
        Accounts payable.............................    456,464          6,376
        Accrued liabilities..........................     87,566       (396,328)
        Income taxes payable.........................    120,355         26,802
        Deferred compensation........................   (217,974)      (200,037)
                                                      ----------     ----------
Net cash provided by operating activities............    877,468      1,255,720
                                                      ----------     ----------
Cash flows from investing activities:
  Purchase of capital assets......................... (1,519,590)    (1,039,421)
  Proceeds from sales of capital assets..............     17,909             -
  Acquisition of business............................         -      (4,673,794)
  Cash acquired with acquisition.....................         -         203,323
                                                      ----------     ----------
Net cash used in investing activities................ (1,501,681)    (5,509,892)
                                                      ----------     ----------
Cash flows from financing activities:
  Borrowing under term loan..........................         -       2,500,000
  Borrowing under revolving credit facility..........         -       2,000,000
  Debt assumed with acquisition......................         -         451,126
  Repayment of borrowings............................ (2,324,938)    (1,284,119)
  Proceeds from the issuance of common stock, net....  3,277,549             -
  Proceeds from the exercise of stock options........    430,807         32,405
  Repurchase of common stock for the treasury .......         -        (328,898)
                                                      ----------     ----------
Net cash provided by financing activities............  1,383,418      3,370,514
                                                      ----------     ----------
Effect of exchange rate changes......................    (35,650)       (27,301)
                                                      ----------     ----------
Net increase (decrease) in cash and cash equivalents.    723,555       (910,959)
Cash and cash equivalents at beginning of year.......  1,108,141      1,852,666
                                                      ----------     ----------
Cash and cash equivalents at end of period........... $1,831,696     $  941,707
                                                      ==========     ==========

Supplemental disclosures of cash flow information:
  Cash paid during the period for:
    Income taxes..................................... $   11,000     $  139,000
                                                      ==========     ==========
    Loan interest.................................... $  136,297     $  126,457
                                                      ==========     ==========

See accompanying notes.



                                      -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 management,  necessary for a fair  presentation  of
the  financial  position  of the  Company as of July 1, 2000 and its  results of
operations  and cash flows for the periods  presented.  Results of operations of
interim periods are not necessarily indicative of results for a full year. These
financial statements should be read in conjunction with the audited consolidated
financial  statements in the Company's  Annual Report on Form 10-KSB for January
1, 2000.  Certain prior year amounts have been  reclassified in order to conform
to current-year presentation.

B.   Acquisition of Filtran Microcircuits Inc.

     In February  1999,  the Company  completed  the  acquisition  of all of the
outstanding  stock of  privately  held  Filtran  Microcircuits  Inc.  ("FMI") of
Ottawa,  Ontario,  Canada.  FMI,  which  had 1998  sales of  approximately  $3.2
million, is a manufacturer of microwave  micro-circuitry.  The purchase price of
approximately $4,700,000, which included $203,000 cash acquired and included the
assumption  of $451,000  existing  indebtedness,  was  financed by  utilizing an
existing  unused credit  facility.  The  acquisition has been accounted for as a
purchase,  and,  accordingly,  the  purchase  price  has been  allocated  to the
underlying  assets and  liabilities  based on their estimated fair values at the
date of the acquisition, with the excess cost of $3,179,000 recorded as goodwill
which is being amortized over 20 years.

     The  unaudited  pro forma  combined  results  for the  comparative  period
presented  for 1999,  as if FMI had been  acquired at the  beginning of
1999, are estimated to be as follows:
<TABLE>
<CAPTION>
                                      Six Months Ended
                                      ----------------
                                          July 3,
                                           1999
                                      ----------------
     <S>                                 <C>
     Net sales........................   $10,494,000
     Net income.......................       234,000
     Diluted net income per share.....          $.13

</TABLE>

     The  proforma  results  are  based  on  various  assumptions  and  are  not
necessarily  indicative of what would have actually occurred had the acquisition
and related financing transactions been completed at the beginning of last year,
nor are they necessarily indicative of future consolidated results.

C.   Inventories

     Inventories consist of the following:
                                                 July 1,          January 1,
                                                  2000               2000
                                               ----------         ----------
     Finished goods ......................     $  630,946         $  666,186
     Work in process .....................      1,553,831          1,004,037
     Raw materials and purchased parts ...      1,383,417          1,243,200
                                               ----------         ----------
     Total                                     $3,568,194         $2,913,423
                                               ==========         ==========

     Total  inventories  are net of valuation  allowances  for  obsolescence  of
$1,238,000 at July 1, 2000 and $1,166,000 at January 1, 2000.



                                       -4-
<PAGE>
                           MERRIMAC INDUSTRIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


D.   Net income (loss) per common share

     Effective  January 3, 1998, the Company adopted the provisions of Statement
of  Financial   Accounting  Standards  No.  128,  "Earnings  per  Share,"  which
establishes the new standard for computation and  presentation of net income per
common share.  Under the standard,  both basic and diluted net income per common
share are presented.

     Basic net income per common  share is  calculated  by dividing  net income,
less dividends on preferred stock, if any, by the weighted average common shares
outstanding during the period.

     The  calculation  of diluted net income per common share is similar to that
of basic net income per common share,  except that the  denominator is increased
to  include  the  number  of  additional  common  shares  that  would  have been
outstanding  if  all  potentially  dilutive  common  shares,  principally  those
issuable under stock options, were issued during the reporting period.

E.   Comprehensive income

     In June 1997, the Financial  Accounting Standards Board issued Statement of
Financial  Accounting  Standards No. 130, Reporting  Comprehensive Income ("SFAS
130"). SFAS 130 defines  comprehensive  income, which includes items in addition
to those reported in the statement of operations, and requires disclosures about
the  components  of  comprehensive  income.  Comprehensive  income  includes all
changes in  shareholders'  equity  during a period except those  resulting  from
investments by or distributions to shareholders. The Company has determined that
the  components of other  comprehensive  income  impacting the Company  consists
primarily of foreign currency translation adjustments.

F.   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 year 1997 was the last and fiscal year 2002 will be
the next) is added to the fourth  quarter,  making  such  quarter  consist of 14
weeks.

G.   Transactions with management and loan to officer-shareholder

     On May 4, 1998,  the Company sold 20,000 (22,000 after giving effect to the
Company's  10% stock  dividend on June 5, 1998)  shares of Common Stock from its
treasury to Mason N. Carter, Chairman,  President and Chief Executive Officer of
the Company,  at a price of $12.75 per share (the  approximate  average  closing
price of the  Company's  Common  Stock  during the first  quarter of 1998).  The
Company  extended Mr. Carter a loan of $255,000 in connection  with the purchase
of these  shares  and  amended a prior  loan to Mr.  Carter of  $105,000.  A new
promissory note for a total of $360,000, due May 4, 2003, with interest payments
due quarterly (except as provided below), calculated at a variable interest rate
based on the prime rate of the  Company's  lending  bank,  was  executed  by Mr.
Carter in favor of the Company.  Payment of interest  accrued from November 1998
until November 1999, however,  will be deferred until the end of the term of the
new promissory note.  Payment of the loan is secured by the pledge of the 33,000
shares of Common Stock that were  purchased  by Mr.  Carter with the proceeds of
the loans. The sale of these shares of Common Stock was exempt from registration
under the Securities Act of 1933, as amended ("the Act"),  as a transaction  not
involving a public offering under Section 4 (2) of the Act.


                                      -5-


<PAGE>





                           MERRIMAC INDUSTRIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


H.   Current and Long-term debt

     The Company was obligated  under the following  debt  instruments at July 1
and January 1, 2000:
<TABLE>
<CAPTION>
                                                                    July 1,     January 1,
                                                                      2000           2000
                                                                   ----------    ----------

<S>                                                               <C>           <C>
     Summit Bank:
     Revolving credit facility, interest 1/2% below prime,
          due September 2000.....................................  $       -     $2,000,000
     Term loan, interest 1/2% below prime, due December 2003.....   1,791,667     2,041,667
     The Bank of Nova Scotia:
     Equipment loans, interest prime plus 1%, due November 2000..      22,746        56,042
     Capital leases, interest 7.0%, due October 2003.............     257,363       299,005
                                                                   ----------    ----------
                                                                    2,071,776     4,396,714
     Less current portion........................................     594,645     2,627,267
                                                                   ----------    ----------
     Long-term portion...........................................  $1,477,131    $1,769,447
                                                                   ==========    ==========
</TABLE>


     The Company has entered  into a $7,000,000  revolving  credit and term loan
agreement  with Summit Bank. Up to  $4,500,000  was available as of July 1, 2000
for future borrowing needs of the Company.

     The  Company  has  extended  its  revolving  credit  facility  due  date to
September 30, 2000 and expects to re-extend such facility to September 2001. The
full amount  outstanding  of the revolving  credit  facility was repaid April 7,
2000.

     The term loan is secured by  $2,500,000 of tangible  personal  property and
the equipment loans are covered by a general security  agreement.  The revolving
credit facility is unsecured.

     At July 1 and  January  1,  2000,  the  fair  value of the  Company's  debt
approximates  carrying value. The fair value of the Company's  long-term debt is
estimated based on current interest rates.

     Capital leases included in property, plant and equipment have a depreciated
cost of approximately $103,000 at July 1 and $138,000 at January 1, 2000.


                                       -6-


<PAGE>

                           MERRIMAC INDUSTRIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


I.  Restructuring and related charges

     As a result of accelerating the transfer of increased levels and complexity
of production to the Company's Costa Rica  manufacturing  facility,  the Company
implemented  a reduction of its  workforce  and provided  severance  benefits to
certain employees during the first quarter of 2000. The restructuring charge for
the first  quarter of 2000 was  $315,000,  and  charges  net of tax  benefits of
$189,000 or $.10 per diluted share. The reduction in workforce  affected fifteen
persons,  primarily electronic components  manufacturing labor, and $269,000 has
been paid through July 1, 2000.  The  remaining  balance of $46,000 of severance
benefits and other costs  pursuant to the  restructuring  plan is expected to be
paid during fiscal 2000.

J.   Stock Purchase and Exclusivity Agreement

     The Company  entered  into a stock  purchase and  exclusivity  agreement on
April 7, 2000 with Ericsson  Microelectronics,  A.B.  ("Ericsson")  and Ericsson
Holding  International,  B.V.  ("EHI") pursuant to which the Company sold to EHI
375,000  shares  of  Company  Common  Stock  from  its  treasury,   representing
approximately  17.5% of the  Company's  outstanding  common  stock after  giving
effect to the sale,  for an aggregate  cash purchase  price of  $3,375,000.  The
stock  purchase and  exclusivity  agreement  also provides that the Company will
design, develop and produce exclusively for Ericsson Multi-Mix(TM) products that
incorporate  active  RF  power  transistors  for use in  wireless  base  station
applications,  television  transmitters and certain other  applications that are
intended for Bluetooth  transceivers  and that the Company will generally be the
priority  supplier for such products.  Accordingly,  Ericsson will receive first
priority on all  Multi-Mix(TM)  resources of the Company and will have  priority
access to FMI's proprietary technology and manufacturing capabilities.

     In connection with EHI's purchase of Company Common Stock,  the Company and
EHI also entered into a registration  rights  agreement  which provides EHI with
two demand registrations at any time following April 7, 2002.

K.   Recent Accounting Pronouncements

     In June 1998, the Financial  Accounting Standards Board issued Statement of
Accounting Standards No. 133 "Accounting for Derivative  Instruments and Hedging
Activities."  This  statement  establishes  accounting  and reporting  standards
requiring  that  all  derivative   instruments   (including  certain  derivative
instruments  embedded in other contracts) be recorded on the balance sheet as an
asset or liability and measured at its fair value.  In June 1999,  the Financial
Accounting  Standards  Board issued  Statement of  Accounting  Standards No. 137
"Accounting for Derivative  Instruments and Hedging  Activities-Deferral  of the
Effective  Date of FASB  Statement  No. 133 an amendment of FASB  Statement  No.
133," which  defers  implementation  of  Statement  No. 133 until  fiscal  years
beginning  after June 15, 2000.  The Company has reviewed  Statement No. 133 and
has not yet  determined  the impact,  timing of or method to be used in adopting
this statement.



                                      -7-


<PAGE>





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


                         STATEMENT OF OPERATIONS SUMMARY
                         -------------------------------
                                   (Unaudited)
                                   -----------


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

<TABLE>
<CAPTION>


                                                     Percentage of Net Sales    Percentage of Net Sales
                                                     -----------------------    -----------------------
                                                         Second Quarter               Year to Date
                                                     -----------------------    -----------------------
                                                      Thirteen Weeks Ended         Six Months Ended
                                                     -----------------------    -----------------------
                                                         July 1,   July 3,        July 1,     July 3,
                                                          2000       1999          2000        1999
                                                        --------    ------        ------      ------
<S>                                                     <C>        <C>           <C>          <C>
Net sales....................................            100.0%     100.0%        100.0%      100.0%
                                                         -------    ------        ------      ------
Costs and expenses:
  Cost of sales..............................             52.6       53.2          51.1        52.2
  Selling, general and administrative........             35.0       31.8          37.7        32.3
  Research and development...................             10.0       10.8           8.6         9.6
  Amortization of goodwill...................               .8         .8            .8          .5
  Restructuring charge.......................               -          -            3.2          -
                                                         -------    ------        ------      ------
                                                          98.4       96.6         101.4        94.6
                                                         -------    ------        ------      ------

Operating income (loss)......................              1.6        3.4          (1.4)        5.4
Interest and other expense, net..............               .5        1.1           1.1          .8
                                                         -------    ------        ------      ------

Income (loss) before income taxes............              1.1        2.3          (2.5)        4.6
Provision (benefit) for income taxes.........               .3         .7          (1.2)        1.6
                                                         -------    ------        ------      ------

Net income (loss)............................               .8%       1.6%         (1.3)%       3.0%
                                                         =======    ======        =======     ======

</TABLE>


                                      -8-

<PAGE>

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


     Second  quarter  and six months  2000  compared  to second  quarter and six
months 1999

     Consolidated  results of operations  for the second  quarter 2000 reflect a
3.4% decrease in net sales of $176,000 to $4,949,000 and a decrease in operating
income of $96,000 to $80,000.  Net income of $40,000 was recorded for the second
quarter 2000  compared to $82,000  reported for the second  quarter of the prior
year. Diluted net income per share was $.02 for the second quarter 2000 compared
to diluted net income per share of $.05  reported for the second  quarter of the
prior year.

     Consolidated  results  of  operations  for the  first  six  months  of 2000
reflected a slight decline in net sales of $3,000 to $9,861,000 and an operating
loss  of  $139,000,  after a  restructuring  charge  of  $315,000,  compared  to
operating  income of $532,000  for the first six months of the prior year. A net
loss of  $125,000  was  recorded  for the  first six  months of 2000,  after the
$189,000 net effects of the first quarter  restructuring  charge.  Net income of
$295,000 was  reported  for the first six months of the prior year.  Diluted net
loss per share for the first six months of 2000 was $.06,  reflecting  the first
quarter  restructuring  charge of $.10 per diluted share. Diluted net income per
share of $.17 was reported for the first six months of the prior year.

     The decrease in second quarter 2000  consolidated net sales of $176,000 was
attributable  to a reduction in electronic  components  shipments of $798,000 or
19.1%,  resulting  from a smaller  firm  order  backlog  that  existed as of the
beginning of this fiscal year. This decrease was partially offset by an increase
in  microwave  micro-circuitry  product  net sales  from the  Company's  Filtran
Microcircuits  Inc.  ("FMI")  subsidiary  of  $622,000  or 65.1%  over net sales
reported in the second quarter of the prior year.

     The slight decrease in  consolidated  net sales for the first six months of
2000 was  attributable  to a reduction  in  electronic  components  shipments of
$1,326,000 or 15.7%, resulting from a smaller firm order backlog that existed as
of the  beginning  of this fiscal  year,  partially  offset by the  inclusion of
microwave  micro-circuitry  product net sales of $2,740,000  from FMI, which was
acquired on February 25,  1999,  an increase of  $1,323,000  compared to the net
sales  amount of  $1,417,000  included in the results of the first six months of
the prior year from the date of FMI's acquisition.

     Orders of $6,837,000 were received for the second quarter 2000, an increase
of $430,000 or 6.7%  compared to  $6,407,000  in orders  received for the second
quarter of 1999.  Second  quarter 2000 sales orders  included  $1,853,000 in new
orders  for  FMI.  The  backlog  at the  end  of the  second  quarter  2000  was
$10,839,000,  an increase of  $4,721,000  or 77.2% over  year-end  1999,  and an
increase  of  $1,982,000  or 22.4%  when  compared  to the second  quarter  1999
backlog.  Orders  received during the second quarter were 38.5% above the second
quarter  2000 sales  level.  Orders  received  for the first six months  2000 of
$14,581,000  increased  $2,925,000 or 25.1%  compared to  $11,656,000  in orders
received  for the first six months of 1999,  which  exceeded the six months 2000
sales  level by 47.9%.  Sales  orders  for the first six  months  2000  included
$4,489,000 in new orders for FMI.

                                       -9-


<PAGE>



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


     Cost of sales decreased $122,000 and as a percentage of net sales decreased
0.6% to 52.6% for the second  quarter  2000.  The decrease in quarterly  cost of
sales is  primarily  related to the decline in sales  volume.  For the first six
months 2000, cost of sales  decreased  $112,000 and as a percentage of net sales
decreased 1.1% to 51.1%.  Additional reductions were achieved from manufacturing
efficiencies  attributable  to a  reduction  in direct  labor and  manufacturing
overhead costs,  partly related to the increasing  transfer of production to the
Costa Rica  manufacturing  facility,  and other  manufacturing cost improvements
resulting  from the  first  quarter  2000  restructuring.  Depreciation  expense
increased  $31,000 for the second first  quarter 2000 and $134,000 for the first
six months of 2000  resulting  from higher  capital  equipment  purchases in the
current and prior years and the inclusion of depreciation expense from FMI.

     Gross profit for the electronic  components segment of $1,566,000 was 46.4%
of segment  net sales of  $3,373,000  in the second  quarter  2000  compared  to
$1,996,000,  which was 47.9% of segment  net sales of  $4,170,000  in the second
quarter of 1999. The  percentage of gross profit margin  declined 1.5 percentage
points and the gross profit  amount  decreased  $430,000 or 21.6% because of the
decline in this segment's sales. Gross profit for the microwave  micro-circuitry
segment was $779,000 or 49.4 % of segment net sales of  $1,577,000 in the second
quarter  2000  compared to $403,000 or 42.2% of segment net sales of $955,000 in
the second quarter of 1999, resulting from the increase in this segment's sales.

     Gross profit for the electronic  components segment of $3,557,000 was 50.0%
of segment net sales of  $7,121,000  for the first six months  2000  compared to
$4,101,000,  which was 48.6% of segment net sales of $8,447,000 in the first six
months of 1999.  Although the  percentage  of gross profit  margin  improved 1.4
percentage  points,  the gross profit amount decreased $544,000 or 13.3% because
of the decline in sales. Gross profit for the microwave  micro-circuitry segment
was  $1,263,000 or 46.1 % of segment net sales of  $2,740,000  for the first six
months of 2000  compared to $610,000 or 43.0% of the 1999  period's  segment net
sales of $1,417,000 included in the results of the first six months of 1999 from
the date of FMI's acquisition.

     Selling,  general and administrative  expenses of $1,734,000 for the second
quarter 2000  increased  $102,000 or 6.2%, and when expressed as a percentage of
net sales,  increased  3.2% to 35.0%.  These  increases  included an increase of
$40,000  from FMI to $215,000 for the second  quarter 2000  compared to $175,000
that was  included  in second  quarter of 1999,  and other  increases  that were
related to new  product  samples  activity,  and higher  selling  and  marketing
expenses in  connection  with the Company's  new  Multi-Mix(TM)  Microtechnology
product line.


     Selling,  general and  administrative  expenses of $3,717,000 for the first
six months 2000 increased  $536,000 or 16.8%, and when expressed as a percentage
of net sales,  increased 5.4% to 37.7%.  These increases included an increase of
$216,000 from FMI to $449,000 for the first six months 2000 compared to $233,000
included  in the  results of the first six months of 1999 from the date of FMI's
acquisition,  and other  increases  that were  related  to new  product  samples
activity,  and higher  selling and  marketing  expenses in  connection  with the
Company's new Multi-Mix(TM) Microtechnology product line.

     Amortization  expense  of  $39,000  for  the  second  quarter  of  2000  is
attributable  to goodwill  arising from the  acquisition  of FMI, which is being
amortized on a straight-line  basis over a life of twenty years compares to last
year's  quarterly  expense.  Amortization  expense of $78,000  for the first six
months  of  2000   compares  to  last  year's  short   post-acquisition   period
amortization expense of $51,000.




                                      -10-


<PAGE>


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


     Research and  development  expenses for new products  were $493,000 for the
second  quarter  2000,  a decrease  of $59,000 or 10.7%  compared  to the second
quarter of the prior year.  Except for $116,000 at FMI, most of the research and
development  expenses  were  for  Multi-Mix(TM)  Microtechnology.  Research  and
development  expenses  for new products  were  $849,000 for the first six months
2000,  a decrease  of $97,000 or 10.3%  compared  to the first six months of the
prior year.  Except for $159,000 at FMI,  most of the  research and  development
expenses were for Multi-Mix(TM) Microtechnology.

     The operating  loss for the electronic  components  segment was $330,000 in
the second  quarter  2000  compared to  operating  income of $103,000 or 2.5% of
segment  net sales in the  second  quarter  of 1999.  Operating  income  for the
microwave  micro-circuitry  segment was $410,000 or 26.0% of this  segment's net
sales compared to operating income of $73,000 in the second quarter of 1999.

     The restructuring charge of $315,000 relates to severance and certain other
costs incurred for the  termination of fifteen  persons during the first quarter
of fiscal  2000,  of which  $296,000  was related to the  electronic  components
segment and $19,000 was related to the microwave  micro-circuitry  segment.  The
operating  loss after the  restructuring  charge for the  electronic  components
segment was $696,000 in the first six months 2000  compared to operating  income
of  $370,000  or 4.4% of  segment  net sales in the  first  six  months of 1999.
Operating   income   after   the   restructuring   charge   for  the   microwave
micro-circuitry  segment  was  $557,000  or 20.3% of this  segment's  net  sales
compared to operating income of $162,000 in the first six months of 1999.

     Interest  expense,  net was $25,000 for the second quarter 2000 compared to
$56,000  for the second  quarter of last year and was  principally  incurred  on
borrowings  under a term loan and revolving  credit  facility in connection with
the  acquisition  of FMI during the first  quarter of 1999,  which was partially
offset by interest  income that arose from  proceeds  related to the issuance of
common  stock.  Interest  expense,  net was $106,000 for the first six months of
2000 compared to $80,000 for the first six months of last year.



                                      -11-

<PAGE>

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


Liquidity and Capital Resources

     The Company had liquid  resources  comprised  of cash and cash  equivalents
totaling approximately  $1,800,000 at the end of second quarter of 2000 compared
to approximately  $1,100,000 at year-end of 1999. The Company's  working capital
was  approximately  $6,900,000  and its current  ratio was 2.9 at the end of the
second quarter of 2000 which compared to $4,200,000  and 1.8,  respectively,  at
the end of 1999.  Current  liabilities  at year-end 1999 included  $2,000,000 of
indebtedness  under a revolving  credit  facility,  which the Company  repaid on
April 7, 2000.

     The Company's  operating  activities provided cash flows of $877,000 in the
first six months of 2000 compared to $1,256,000 in the first six months of 1999.
The  primary  reasons for the  reduction  in  operating  cash flows are due to a
decrease in net income, an increase in inventories and payments made on deferred
compensation,  which  was  offset  by a  decrease  in  accounts  receivable  and
increases in accounts  payable and income taxes payable and higher  depreciation
and amortization  charges.  The Company made investments in property,  plant and
equipment of  $1,502,000  in the first six months of 2000 compared to $1,039,000
in the first six months of 1999.  These capital  expenditures are related to new
production and test equipment  capabilities in connection with the  introduction
of new products and enhancements to existing products.

     The Company has a $7,000,000  revolving credit and term loan agreement with
Summit Bank with an interest rate at one-half  percent below the bank's floating
prime rate. The Company borrowed  $2,500,000 for capital  expenditures under the
term loan  facility  and  $2,000,000  under its  revolving  credit  facility  in
connection  with the  acquisition  of FMI during the first quarter of 1999.  The
$2,000,000  outstanding  under the revolving credit facility was repaid on April
7, 2000.  The full amount of  $4,500,000  of the  revolving  credit  facility is
available for working capital and general corporate purposes.

     Management  believes that the $4,500,000  revolving credit facility,  which
has been  extended to  September  30, 2000 and expects it to be  re-extended  to
September 2001, and with its present liquid resources,  together with cash flows
expected  to be  provided  by  operations,  the  Company  will  have  sufficient
resources for currently contemplated operations in fiscal year 2000.

     The Company  entered  into a stock  purchase and  exclusivity  agreement on
April 7, 2000 with Ericsson  Microelectronics,  A.B.  ("Ericsson")  and Ericsson
Holding  International,  B.V.  ("EHI") pursuant to which the Company sold to EHI
375,000  shares  of  Company  Common  Stock  from  its  treasury,   representing
approximately  17.5% of the  Company's  outstanding  common  stock after  giving
effect to the sale, for an aggregate cash purchase price of $3,375,000.

     The  Company's  capital   expenditures  for  new  projects  and  production
equipment are anticipated to exceed its depreciation  and amortization  expenses
in fiscal 2000. The Company has issued purchase order  commitments to processing
equipment-manufacturing  vendors for approximately $800,000 of capital equipment
and building  improvements.  The Company anticipates that such equipment will be
purchased and become  operational  and building  improvements  will be completed
during fiscal 2000.



                                      -12-
<PAGE>

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


     The Company has been  authorized by its Board of Directors to repurchase up
to 110,000  shares  (adjusted for the 10% stock dividend on June 5, 1998) of its
common  stock,  from  time to time,  depending  on  market  conditions,  and has
repurchased  approximately  68,000 shares of common stock to date.  During 1999,
the Company repurchased 56,000 shares of common stock at a cost of $346,000. The
Company  repurchased  8,000 shares of common stock during 1998, no shares during
1997,  and 4,000 shares in 1996.  The Company is  authorized to repurchase up to
42,000  additional  shares  under the program.  No shares have been  repurchased
during fiscal 2000.

     Periodically,  the Company  explores the  possibility of acquiring  similar
manufacturers of electronic  devices or companies in related fields.  Management
believes that any such  acquisitions and business  operation  expansion could be
financed  through  its liquid  and  capital  resources  currently  available  as
previously  discussed and/or through additional  borrowing or issuance of equity
or debt securities.  The additional debt from any acquisitions,  if consummated,
would  increase  the  Company's  debt-to-equity  ratio  and such  debt or equity
securities  might,  at least in the near  term,  have a  dilutive  effect on net
income per share. In February 1999, the Company acquired  Filtran  Microcircuits
Inc. See Note B of Notes to Consolidated Financial Statements.

Recent Accounting Pronouncements

     In June 1998, the Financial  Accounting Standards Board issued Statement of
Accounting Standards No. 133 "Accounting for Derivative  Instruments and Hedging
Activities".  This  statement  establishes  accounting  and reporting  standards
requiring  that  all  derivative   instruments   (including  certain  derivative
instruments  embedded in other contracts) be recorded on the balance sheet as an
asset or liability and measured at its fair value.  In June 1999,  the Financial
Accounting  Standards  Board issued  Statement of  Accounting  Standards No. 137
"Accounting for Derivative  Instruments and Hedging  Activities-Deferral  of the
Effective  Date of FASB  Statement No. 133, an amendment of FASB No. 133," which
defers  implementation  of Statement No. 133 until fiscal years  beginning after
June 15,  2000.  The  Company  has  reviewed  Statement  No. 133 and has not yet
determined  the  impact,  timing  of or  method  to be  used  in  adopting  this
statement.

Forward-Looking Statements

     This Quarterly Report on Form 10-QSB contains statements relating to future
results of the Company (including certain  projections and business trends) that
are "forward-looking statements" as defined in the Private Securities Litigation
Reform Act of 1995. Actual results may differ materially from those projected as
a result of  certain  risks and  uncertainties.  These  risks and  uncertainties
include,  but are not limited to:  general  economic  and  industry  conditions;
slower than anticipated penetration into the satellite  communications,  defense
and wireless  markets;  the risk that the benefits expected from the acquisition
of  Filtran  Microcircuits  Inc.  are  not  realized;  the  ability  to  protect
proprietary  information  and  technology;   competitive  products  and  pricing
pressures;  risks relating to governmental  regulatory actions in communications
and defense programs;  and inventory risks due to technological  innovation,  as
well as other  risks  and  uncertainties,  including  but not  limited  to those
detailed from time to time in the Company's  Securities and Exchange  Commission
filings.  These forward-looking  statements are made only as of the date hereof,
and the Company undertakes no obligation to update or revise the forward-looking
statements, whether as a result of new information, future events or otherwise.




                                      -13-
<PAGE>





PART II. OTHER INFORMATION


Item 2.  Changes in Securities and Use of Proceeds.

     On April 7, 2000,  the  Company  sold a total of  375,000  shares of Common
Stock from its treasury to Ericsson Holding International, B.V. for an aggregate
purchase  price  of  $3,375,000.  The  sale of  these  shares  was  exempt  from
registration  under the  Securities  Act of 1933, as amended  ("the Act"),  as a
transaction not involving a public offering under Section 4(2) of the Act.


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

     On June 7, 2000, the Company held its annual shareholders' meeting at which
the  shareholders  of the Company (i) elected two members to the Company's Board
of  Directors,  (ii)  approved  the 2000 Key Employee  Incentive  Plan and (iii)
ratified the  appointment  of Arthur  Andersen LLP as the Company's  independent
auditors for the current fiscal year. The  shareholders  of the Company  elected
Joseph B. Fuller and Joel H. Goldberg as Class I directors whose terms expire at
the  2003  annual   shareholders'   meeting.   At  future  annual   meetings  of
shareholders, directors will be elected for full terms of three years to succeed
those directors whose terms are then expiring.

     The following sets forth the number of votes cast for, against or withheld,
as well as the number of  abstentions  and broker  non-votes,  as to the matters
voted upon at the Company's June 7, 2000 annual shareholders' meeting:

Election of Directors.

                               For             Withheld
                              --------------------------
     Joseph B. Fuller         1,934,299           17,313
     Joel H. Goldberg         1,932,450           19,162


Adoption of the 2000 Key Employee Incentive Plan.

        For          Against         Abstain          Broker non-votes
     ---------       -------         -------          ----------------
     1,304,559       136,078          8,386               502,589


Ratification of Arthur Andersen LLP as the Company's independent auditors.

        For          Against          Abstain
     ---------       -------          -------

     1,939,634         9,673            2,305





                                      -14-



<PAGE>






ITEM 6.  Exhibits and Reports on Form 8-K.

(a) Exhibits:

Exhibit No.
-----------
  3(a)              By-laws of Merrimac, as amended, is hereby incorporated by
                    reference to Exhibit 3(a)(2) to Merrimac's Quarterly Report
                    on Form 10-QSB dated August 12, 1999.

  3(b)              Restated Certificate of Incorporation of Merrimac filed on
                    June 14, 1999 is hereby incorporated by reference to Exhibit
                    3(b)(2) to Merrimac's Quarterly Report on Form 10-QSB dated
                    August 12, 1999.

  4(a)              Shareholder Rights Agreement dated as of March 9, 1999
                    between Merrimac and ChaseMellon Shareholder Services,
                    L.L.C., as rights agent, is hereby incorporated by reference
                    to Exhibit 1 to Merrimac's Current Report on Form 8-K dated
                    March 9, 1999.

  4(b)              Amendment No. 1 dated as of June 9, 1999 to the Shareholder
                    Rights Agreement dated as of March 9, 1999 between Merrimac
                    and ChaseMellon Shareholder Services, L.L.C., as rights
                    agent, is hereby incorporated by reference to Exhibit 1 to
                    Merrimac's Current Report on Form 8-K dated June 9, 1999.

  4(c)              Amendment No. 2 dated as of April 7, 2000 to the Shareholder
                    Rights Agreement dated as of March 9, 1999 between Merrimac
                    and ChaseMellon Shareholder Services, L.L.C., as rights
                    agent, is hereby incorporated by reference to Exhibit 2 to
                    Merrimac's Current Report on Form 8-K dated April 10, 2000.

  10(a)             Stock Purchase and Exclusivity Letter Agreement dated
                    April 7, 2000 among Ericsson Microelectronics, A.B.,
                    Ericsson Holding International, B.V. and Merrimac.

  10(b)             Registration Rights Agreement dated as of April 7, 2000
                    between Merrimac and Ericsson Holding International, B.V.

  11                Statement re: Computation of earnings per share.

  27                Financial Data Schedule for the Second Quarter Ended
                    July 1, 2000.

(b) Reports on Form 8-K.

      A Current Report on Form 8-K was filed on April 10, 2000 announcing the
      Stock Purchase and Exclusivity Letter Agreement dated April 7, 2000 among
      Ericsson Microelectronics, A.B., Ericsson Holding International, B.V.
      and Merrimac.

      A Current Report on Form 8-K was filed on May 12, 2000 reporting
      Merrimac's results of operations for the first quarter of fiscal 2000.




                                       -15-


<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 11, 2000             By: /s/ Mason N. Carter
                                         -------------------------------------
                                         Mason N. Carter
                                         Chairman, President and
                                         Chief Executive Officer


    Date: August 11, 2000             By: /s/ Robert V. Condon
                                         -------------------------------------
                                         Robert V. Condon
                                         Vice President, Finance, Treasurer,
                                         Secretary and Chief Financial Officer








                                      -16-


<PAGE>

                                                                Sequentially
                                                                Numbered Page
      Exhibit No.
         3(a)            By-laws of Merrimac, as amended, is hereby
                         incorporated by reference to Exhibit 3(a)(2) to
                         Merrimac's Quarterly Report on Form 10-QSB dated
                         August 12, 1999.
         3(b)            Restated Certificate of Incorporation of Merrimac
                         filed on June 14, 1999 is hereby incorporated by
                         reference to Exhibit 3(b)(2) to Merrimac's
                         Quarterly Report on Form 10-QSB dated August 12,
                         1999.
         4(a)            Shareholder Rights Agreement dated as of March 9,
                         1999 between Merrimac and ChaseMellon Shareholder
                         Services, L.L.C., as rights agent, is hereby
                         incorporated by reference to Exhibit 1 to
                         Merrimac's Current Report on Form 8-K dated March
                         9, 1999.
         4(b)            Amendment No. 1 dated as of June 9, 1999 to the
                         Shareholder Rights Agreement dated as of March 9,
                         1999 between Merrimac and ChaseMellon Shareholder
                         Services, L.L.C., as rights agent, is hereby
                         incorporated by reference to Exhibit 1 to
                         Merrimac's Current Report on Form 8-K dated June
                         9, 1999.
         4(c)            Amendment No. 2 dated as of April 7, 2000 to the
                         Shareholder Rights Agreement dated as of March 9,
                         1999 between Merrimac and ChaseMellon Shareholder
                         Services, L.L.C., as rights agent, is hereby
                         incorporated by reference to Exhibit 2 to
                         Merrimac's Current Report on Form 8-K dated April
                         10, 2000.
         10(a)           Stock Purchase and Exclusivity Letter Agreement
                         dated April 7, 2000 among Ericsson
                         Microelectronics, A.B., Ericsson Holding
                         International, B.V. and Merrimac.
         10(b)           Registration Rights Agreement dated as of April 7,
                         2000 between Merrimac and Ericsson Holding
                         International, B.V.
          11             Statement re: Computation of earnings per share.
          27             Financial Data Schedule for the Second Quarter
                         Ended July 1, 2000.



                                      -17-