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

                          FORM 10-Q

(Mark One)

[ X ]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE  ACT OF 1934

For the quarterly period ended     September 30, 1999


[   ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE  ACT OF 1934

For the transition period from                to

Commission File Number:        0-7445

                   DATRON SYSTEMS INCORPORATED
(Exact name of registrant as specified in its charter)

       Delaware                          95-2582922
(State or other jurisdiction of      (I.R.S. Employer
incorporation or organization)       Identification No.)

 3030 Enterprise Court, Vista, California    92083-8347
(Address of principal executive offices)     (zip code)

                     (760) 734-5454
(Registrant's telephone number, including area code)

(Former name, former address and formal fiscal year, if changed
since last report)

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports),  and (2) has been subject to such filing
requirements for the past 90 days.

[ X ]   Yes    [   ]   No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Sections 12, 13 or
15 (d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
[    ]   Yes     [   ]   No

APPLICABLE ONLY TO CORPORATE ISSUERS:

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

     As of  October 22, 1999, the Registrant had only one class
of common stock, par value $0.01, of which there were 2,701,466
shares outstanding.

<PAGE>1
             PART I -- FINANCIAL INFORMATION

Item 1.  Financial Statements.
<TABLE>
<CAPTION>
                    DATRON SYSTEMS INCORPORATED
             CONSOLIDATED BALANCE SHEETS (In thousands)


                                      September 30,
                                          1999         March 31,
                                       (Unaudited)       1999
                                        --------        -------
<S>                                      <C>            <C>
ASSETS
Current assets:
  Cash and cash equivalents               $5,002         $5,548
  Accounts receivable, net                11,230         10,967
  Inventories                             12,822         11,890
  Deferred income taxes                    2,998          2,998
  Prepaid expenses and other current
    assets                                   364            754
                                          ------         ------
    Total current assets                  32,416         32,157
  Property, plant and equipment, net       9,683         10,248
  Goodwill, net                            5,339          5,442
  Other assets                               323            320
                                          ------         ------
     Total assets                        $47,761        $48,167
                                          ======         ======
 LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                        $3,140         $2,521
  Accrued expenses                         5,693          7,369
  Customer advances                        1,102          1,594
  Income taxes payable                       692            282
  Current portion of long-term debt           87             84
                                          ------         ------
     Total current liabilities            10,714         11,850

Long-term debt                             3,125          3,170
Deferred income taxes                      1,752          1,752
Deferred rent                                 73            ---
                                          ------         ------
     Total liabilities                    15,664         16,772
                                          ------         ------
Stockholders' equity:
  Preferred stock -- par value $0.01;
    authorized 2,000,000 shares, none
    issued or outstanding                   ---            ---
  Common stock -- par value $0.01;
    authorized 10,000,000 shares,
    3,092,245 and 3,084,532 shares
    issued in September and March,
    respectively                              31             31
  Additional paid-in capital              10,805         10,758
  Retained earnings                       23,611         22,956
  Treasury stock, at cost; 390,779
    shares in September and March         (2,106)        (2,106)
  Stock option plan and stock purchase
    plan notes receivable                   (244)          (244)
                                          ------         ------
    Total stockholders' equity            32,097         31,395
                                          ------         ------
    Total liabilities and stockholders'
      equity                             $47,761        $48,167
                                          ======         ======
See notes to consolidated statements.
</TABLE>

<PAGE> 2
<TABLE>
<CAPTION>
                     DATRON SYSTEMS INCORPORATED
         CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
               (In thousands, except per-share amounts)

                           Three Months Ended          Six Months Ended
                              September 30,               September 30,
                            1999         1998          1999        1998
                            ------      ------        ------      ------
<S>                        <C>         <C>            <C>         <C>
Net sales                  $14,130     $13,729        $27,653     $29,018
Cost of sales               10,412       9,661         20,050      20,872
                            ------      ------         ------      ------
Gross profit                 3,718       4,068          7,603       8,146

Selling, general and
  administrative             2,796       2,870          5,603       6,102
Research and development       962         513          1,958         963
                             -----       -----          -----       -----
Operating income (loss)        (40)        685             42       1,081

Interest expense               (54)        (84)          (109)       (212)
Interest income                 51          39            120          46
Other income                 1,042         ---          1,033         ---
                             -----       -----          -----       -----
Income before income taxes     999         640          1,086         915

Income taxes                   396         261            431         373
                             -----       -----          -----       -----
Net income                    $603        $379           $655        $542
                             =====       =====          =====       =====
Earnings per common share --
  basic                      $0.22       $0.14          $0.24       $0.20
                             =====       =====          =====       =====
Weighted average number of
  common shares outstanding  2,701       2,686          2,699       2,684
                             =====       =====          =====       =====
Earnings per common share --
  diluted                    $0.22       $0.14          $0.24       $0.20
                             =====       =====          =====       =====
Weighted average number of
  common and common
  equivalent shares
  outstanding                2,709       2,686          2,705       2,684
                             =====       =====          =====       =====

See notes to consolidated financial statements.
</TABLE>

<PAGE> 3
<TABLE>
<CAPTION>
                      DATRON SYSTEMS INCORPORATED
             CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                          (In thousands)

                                               Six Months Ended
                                                 September 30,
                                               1999          1998
                                              -----         -----
<S>                                          <C>           <C>
Cash Flows from Operating Activities
Net income                                     $655          $542
Adjustments to reconcile net
  income to net cash provided by
  (used in) operating activities:
    Depreciation and amortization             1,011         1,238
    Changes in operating assets and
      liabilities:
      Accounts receivable                      (263)        1,228
      Inventories                              (932)          627
      Prepaid expenses and other assets         377          (220)
      Accounts payable and accrued
       expenses                              (1,057)       (3,642)
      Customer advances                        (492)        1,107
      Income taxes payable                      410           338
      Restructuring reserve                     ---          (320)
      Deferred rent                              73           ---
    Other                                        31             8
                                              -----         -----
Net cash provided by (used in)
  operating activities                         (187)          906
                                              -----         -----
Cash Flows from Investing Activities
Additions to property, plant and
  equipment                                    (737)         (102)
Proceeds from sales of property,
  plant and equipment                           384            76
                                               ----          ----
Net cash used in investing activities          (353)          (26)
                                               ----          ----
Cash Flows from Financing Activities
Proceeds from long-term debt                    ---         3,300
Repayments of long-term debt                    (42)           (7)
Decrease in revolving credit facility           ---        (4,000)
Issuance of common stock                         36            38
                                               -----        -----
Net cash used in financing activities            (6)         (669)

                                               -----         ----
Increase (decrease) in cash and cash
  equivalents                                  (546)          211
Cash and cash equivalents at beginning
  of period                                    5,548          634
                                               -----        -----

Cash and cash equivalents at end of
  period                                      $5,002         $845
                                               =====        =====
See notes to consolidated financial statements.
</TABLE>

<PAGE> 4
                     Datron Systems Incorporated
        Notes to Consolidated Financial Statements (Unaudited)

1.   Basis of Presentation
     ---------------------
The unaudited consolidated financial statements included herein
contain the accounts of Datron Systems Incorporated and its
wholly owned subsidiaries (the "Company") and have been prepared
in accordance with the rules and regulations of the Securities
and Exchange Commission.  Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have
been condensed or omitted pursuant to such rules and regulations.
It is suggested that these financial statements be read in
connection with the financial statements and notes thereto
included in the Company's annual report on Form 10-K for the
fiscal year ended March 31, 1999.

In the opinion of the Company's management, the accompanying
unaudited financial statements contain all adjustments,
consisting only of normal recurring adjustments, unless otherwise
stated, which are necessary to present fairly its financial
position at September 30, 1999 and the results of its operations
and its cash flows for the periods presented.  Results of
operations for the periods presented herein are not necessarily
indicative of what results will be for the entire fiscal year.
The balance sheet at March 31, 1999 has been derived from audited
financial statements.

2.   Earnings per Share
     ------------------
As required by Statement of Financial Accounting Standards No.
128, "Earnings per Share," the Company has presented basic and
diluted earnings per share ("EPS") amounts.  Basic EPS is
calculated based on the weighted average number of shares
outstanding during the period.  Diluted EPS is calculated based
on the weighted average number of shares outstanding during the
period plus equivalent shares issuable under the Company's stock
option plans.  Options to purchase 232,000 shares of common stock
at prices ranging from $7.00 to $15.73 were not included in the
computation of diluted EPS at September 30, 1999 because the
effect of such options would be anti-dilutive.  Such options
expire at various dates from May 16, 2000 to August 8, 2009.

3.   Accounts Receivable
     -------------------
At September 30, 1999 and March 31, 1999, accounts receivable
were as follows:
<TABLE>
<CAPTION>
                              September  30,     March 31,
                                   1999            1999
                              -----------      -----------
     <S>                      <C>              <C>
     Billed                   $ 8,798,000      $ 7,430,000
     Unbilled                   2,602,000        3,724,000
                               -----------      -----------
     Subtotal                  11,400,000       11,154,000
     Allowance for doubtful
       accounts                  (170,000)        (187,000)
                              -----------      -----------
     Total                    $11,230,000      $10,967,000
                              ===========      ===========
</TABLE>
4.   Inventories

At September 30, 1999 and March 31, 1999,  inventories were as
follows:
<TABLE>
<CAPTION>
                             September 30,       March 31,
                                 1999              1999
                              -----------      -----------
     <S>                      <C>              <C>
     Raw materials            $ 7,225,000      $ 6,807,000
     Work-in-process            4,324,000        3,230,000
     Finished goods             1,273,000        1,853,000
                              -----------       ----------
     Total                    $12,822,000      $11,890,000
                              ===========       ==========
</TABLE>

<PAGE> 5
Inventories are presented net of allowances for obsolescence of
$1,361,000 and $1,380,000 at September 30, 1999 and March 31,
1999, respectively.

5.   Property, Plant and Equipment

At September 30, 1999 and March 31, 1999, property, plant and
equipment was as follows:

<TABLE>
<CAPTION>
                              September 30,       March 31,
                                 1999              1999
                               -----------      -----------
  <S>                          <C>              <C>
  Land and buildings           $ 8,892,000      $ 8,743,000
  Machinery and equipment       14,800,000       15,110,000
  Furniture and office
    equipment                    1,649,000        1,674,000
  Leasehold improvements           710,000        1,328,000
  Construction-in-process          136,000           52,000
                                ----------       ----------
  Subtotal                      26,187,000       26,907,000

  Accumulated depreciation
    and Amortization           (16,504,000)     (16,659,000)
                                ----------       ----------
  Total                        $ 9,683,000      $10,248,000
                                ==========       ==========
</TABLE>
6.   Segment Information

Segment information was as follows for the periods shown:
<TABLE>
<CATPION>
                               Three Months Ended        Six Months Ended
                                 September 30,             September 30,
                               1999         1998        1999          1998
                           -----------  -----------  -----------  -----------
<S>                        <C>          <C>          <C>          <C>
  Net sales:
    Antenna and Imaging
     Systems               $ 9,856,000  $ 9,378,000  $19,718,000  $19,405,000
    Communication Products   4,274,000    4,351,000    7,935,000    9,613,000
                           -----------  -----------  -----------  -----------
  Consolidated net sales   $14,130,000  $13,729,000  $27,653,000  $29,018,000
                           ===========  ===========  ===========  ===========
  Operating income
  (loss):
    Antenna and Imaging
      Systems              $   405,000  $   749,000  $ 1,255,000  $ 1,099,000
    Communication Products    (109,000)     285,000     (547,000)     654,000
    General corporate
      expenses                (336,000)    (349,000)    (666,000)    (672,000)
                            ----------   ----------   ----------   ----------
  Consolidated operating
      income (loss)            (40,000)     685,000       42,000    1,081,000
  Interest income
      (expense), net            (3,000)     (45,000)      11,000     (166,000)
  Other income               1,042,000          ---    1,033,000          ---
                            ----------     --------    ---------    ---------
  Income before income
      taxes                   $999,000     $640,000   $1,086,000     $915,000
                            ==========   ==========   ==========    =========
</TABLE>
Item 2.  Management's Discussion and Analysis of Financial
Condition and Results of Operations.

Datron Systems Incorporated and its wholly owned subsidiaries
(the "Company") report operations in two business segments:
Antenna and Imaging Systems, and Communication Products.  The
Antenna and Imaging Systems business segment designs and
manufactures satellite communication systems, subsystems and
antennas that are sold worldwide to commercial and governmental
customers.  Its major product lines are remote sensing satellite
earth stations, tracking antennas and systems for U.S. and
foreign governmental agencies (including the U.S. Department of
Defense ("DoD")) and commercial satellite service providers, and
mobile direct broadcast satellite ("DBS") television reception
systems for recreational vehicles, boats and large business jets.
The Communication Products business segment designs, manufactures
and distributes high frequency and very high frequency radios and
accessories for worldwide military and civilian purposes.

<PAGE>6
This Management's Discussion and Analysis of Financial Condition
and Results of Operations contains "forward-looking statements"
as defined in the Private Securities Litigation Reform Act of
1995.  A variety of factors could cause the Company's actual
results to differ from the anticipated results expressed in such
forward-looking statements.  These include, among others,
uncertainties stemming from the dependence of the Company on
foreign sales and on large orders from a relatively small number
of customers, risks relating to the decline in the Company's
traditional defense business and the Company's efforts to develop
and market consumer products, lack of timely development or
customer acceptance of new products, worldwide economic downturns
and currency devaluations, restrictions imposed by the U.S.
government on the export of Company products, and the impact of
competition.  Investors are referred to the Company's periodic
reports under the Securities Exchange Act of 1934, including
without limitation the Investment Considerations set forth in the
Company's Annual Report on Form 10-K.

Results of Operations
---------------------
Net income for the second quarter of fiscal 2000 was $603,000, or
$0.22 per share, compared with net income of $379,000, or $0.14
per share, in the second quarter of fiscal 1999.  Net sales in
the second quarter of fiscal 2000 were $14,130,000, a 3% increase
from second quarter net sales last fiscal year of $13,729,000.
The increase in sales was primarily due to higher sales of remote
sensing earth stations, partially offset by lower sales of
military antenna systems.  The increase in net income for the
second quarter resulted primarily from the licensing of
manufacturing rights to the Company's airborne DBS-2100 antenna
for business jets, partially offset by higher new product
development expenses and lower gross margins.

Net income for the six months ended September 30, 1999 was
$655,000, or $0.24 per share, compared with net income of
$542,000, or $0.20 per share, for the comparable period last
fiscal year.  Net sales for the six months were $27,653,000, a 5%
decrease from net sales of $29,018,000 for the first six months
last fiscal year.  The decrease in sales was primarily due to
lower sales of radio products, partially offset by higher sales
of remote sensing earth stations.  The increase in net income was
primarily due to the manufacturing rights license fee and lower
selling expenses, partially offset by higher new product
development expenses and lower gross profits on the lower sales.

Operating results for each business segment were as follows:

Antenna and Imaging Systems
---------------------------
<TABLE>
<CAPTION>
                    Three Months Ended        Six Months Ended
                      September 30,             September 30,
                     1999        1998         1999         1998
                   ----------  ----------  -----------  -----------
<S>                <C>         <C>         <C>          <C>
Net sales          $9,856,000  $9,378,000  $19,718,000  $19,405,000
                   ==========  ==========  ===========  ===========
Gross profit       $2,431,000  $2,420,000   $5,294,000   $4,775,000
                   ==========  ==========  ===========  ===========
Operating income     $405,000    $749,000   $1,255,000   $1,099,000
                   ==========  ==========  ===========  ===========

</TABLE>
Sales of Antenna and Imaging Systems products increased 5% in the
second quarter of fiscal 2000 compared with the second quarter of
fiscal 1999.  The increase was primarily due to higher sales of
remote sensing earth stations, partially offset by lower sales of
military antenna systems.  Sales in the first six months of
fiscal 2000 were 2% higher than in the first six months of fiscal
1999.  Higher sales of remote sensing earth stations were
partially offset by lower sales of DBS antenna products and
military antenna systems.

Gross profit percentage on sales of Antenna and Imaging Systems
products was 24.7% in the second quarter of fiscal 2000 compared
with 25.8% in the second quarter last fiscal year.  The decrease
was primarily due to a less favorable product mix.  Gross profit
percentage for the first six months of fiscal 2000 was 26.8% of
sales compared with 24.6% of sales for the first six months of
fiscal 1999.  The increase was primarily due to more efficient
production and to a more favorable product mix.

<PAGE> 7
Operating income percentage on sales of Antenna and Imaging
Systems products was 4.1% in the second quarter of fiscal 2000
compared with 8.0% in the second quarter last fiscal year.  The
decrease was primarily due to higher new product development
expenses.  Operating income percentage for the first six months
of fiscal 2000 was 6.4% of sales compared with 5.7% of sales for
the first six months of fiscal 1999.  The improvement was
primarily due to higher gross profits, partially offset by higher
new product development expenses.

Communication Products
----------------------
<TABLE>
<CAPTION>
                     Three Months Ended        Six Months Ended
                        September 30,            September 30,
                       1999        1998        1999        1998
                   ----------  ----------  ----------  ----------
<S>                <C>         <C>         <C>         <C>
Net sales          $4,274,000  $4,351,000  $7,935,000  $9,613,000
                   ==========  ==========  ==========  ==========
Gross profit       $1,287,000  $1,648,000  $2,309,000  $3,371,000
                   ==========  ==========  ==========  ==========
Operating income
  (loss)            ($109,000)   $285,000   ($547,000)   $654,000
                   ==========  ==========   =========  ==========

</TABLE>
Sales of Communication Products decreased 2% in the second
quarter of fiscal 2000 compared with the second quarter of fiscal
1999.  The decrease was due to a lower order backlog at June 30,
1999 than at June 30, 1998 and to lower order bookings during the
recent quarter.  Sales in the first six months of fiscal 2000
were 17% lower than in the first six months of fiscal 1999.
Several anticipated orders were delayed because of continued
economic weakness and instability in several of the Company's
international markets.  The economies of some of the Company's
international customers are beginning to strengthen and it is
once again possible to arrange financing for some of them.
Successful completion of those financing arrangements should
result in an improvement in radio sales during the second half of
the fiscal year.  Future results of operations may be adversely
affected if those financing arrangements cannot be completed, or
if the delayed orders are further delayed or canceled, or if
procurements the Company has identified as promising
opportunities are canceled.

Gross profit percentage on sales of Communication Products was
30.1% in the second quarter of fiscal 2000 compared with 37.9% in
the second quarter last fiscal year.  The decrease was due to a
less favorable product mix.  Gross profit percentage for the
first six months of fiscal 2000 was 29.1% of sales compared with
35.1% of sales for the first six months of fiscal 1999 due to
manufacturing inefficiencies related to a lower level of sales
and to move-related expenses associated with this business
segment's relocation to Vista, California.

Operating loss percentage on sales of Communication Products was
2.6% in the second quarter of fiscal 2000 compared with an
operating income percentage of 6.6% in the second quarter last
fiscal year.  The decline from an operating income percentage to
an operating loss percentage was due to lower gross profits and
higher new product development expenses.  Operating loss
percentage for the first six months of fiscal 2000 was 6.9% of
sales compared with an operating income percentage of 6.8% of
sales for the first six months of fiscal 1999.  The decline from
an operating income percentage to an operating loss percentage
was due to lower gross profits and to a higher operating expense
percentage due to the lower sales base.


Consolidated expenses were as follows:

Selling, general and administrative expenses were $2,796,000 in
the second quarter of fiscal 2000, a 3% decrease compared with
second quarter of fiscal 1999 expenses of $2,870,000.  The
decrease was primarily due to lower selling expenses at the
Antenna and Imaging Systems business segment.  Selling, general
and administrative expenses for the first six months of fiscal
2000 were $5,603,000, an 8% decrease compared with first six
months of fiscal 1999 expenses of $6,102,000.  The decrease was
primarily due to lower selling expenses at the Antenna and
Imaging Systems business segment.

<PAGE>8
Research and development ("R&D") expenses were $962,000 in the
second quarter of fiscal 2000 compared with $513,000 in the
second quarter last fiscal year.  The 88% increase was due to
higher spending on development programs to improve land and sea
mobile DBS products and to continue development of new radio
products.  R&D expenses in the first six months of fiscal 2000
were $1,958,000, a 103% increase compared with first six months
of fiscal 1999 expenses of $963,000.  The increase was due to
higher spending on development programs to improve land and sea
mobile DBS products, to improve core tracking antenna
technologies and to continue development of new radio products.

Order backlog at September 30 was as follows:
<TABLE>
<CAPTION>
                                       1999         1998
                                   -----------   -----------
<S>                                <C>           <C>
Antenna and Imaging Systems        $20,809,000   $24,221,000
Communication Products               2,100,000     3,866,000
                                   -----------   -----------
Total                              $22,909,000   $28,087,000
                                   ===========   ===========
</TABLE>
The 14% decrease in Antenna and Imaging Systems backlog at
September 30, 1999 compared with September 30, 1998 was primarily
due to lower bookings of remote sensing earth stations.

The 46% decrease in Communication Products backlog at September
30, 1999 compared with September 30, 1998 was primarily due to a
lower order backlog at June 30, 1999 than at June 30, 1998.  As
previously noted, several anticipated radio orders were delayed
because of continued economic weakness and instability in several
of the Company's international markets.  In early October 1999, a
$10 million financing arrangement for one of the Company's
customers was authorized by the lender.  This financing
arrangement had experienced long delays and was partially
responsible for the Company's low radio product sales during the
first half of fiscal 2000.  The required contracts for this order
are not yet in place and the order has not yet been booked;
however, if the procurement proceeds as planned and is
not subjected to further delays, the Company
expects to book the order in the third quarter of fiscal 2000 and
ship much of it prior to the end of fiscal 2000.

Liquidity and Capital Resources

At September 30, 1999, working capital was $21,702,000 compared
with $20,307,000 at March 31, 1999, an increase of $1,395,000 or
7%.  Major changes affecting working capital during this period
were the following:  accounts receivable increased $263,000;
inventories increased $932,000 due to increases in both antenna
and radio products inventories; accounts payable and accrued
expenses decreased $1,057,000; and customer advances decreased
$492,000.  The Company's cash position at September 30, 1999 was
$5,002,000 compared with $5,548,000 at March 31, 1999, a decrease
of 10%.  At September 30, 1999, the Company had no borrowings
against its revolving line of credit.

Capital equipment expenditures were $737,000 during the first six
months of fiscal 2000 compared with $102,000 in the first six
months last fiscal year.  Although capital expenditures in the
first six months of fiscal 2000 were higher than in the first six
months of fiscal 1999, the Company anticipates total capital
expenditures in fiscal 2000 will be comparable to the fiscal 1999
total of $1,535,000.

At September 30, 1999, the Company had a $16,000,000 revolving
line of credit with its bank.  The line may be used for the
issuance of letters of credit and for direct working capital
advances in any combination up to the lesser of $16 million or an
availability limit determined by a borrowing base formula.  At
September 30, 1999, the availability limit was $16,000,000.
Five million dollars of the total credit facility is restricted
to working capital and letters of credit required to finance non-
military international business.  That portion of the line of
credit expires on April 1, 2000.  The remaining $11,000,000
facility expires on April 1, 2001.  At September 30, 1999, there
were no borrowings under the line and the bank had issued letters
of credit against the line totaling $2,384,000.  The Company
believes its existing working capital, anticipated future cash
flows from operations and available credit with its bank are
sufficient to finance presently planned capital and working
capital requirements.

<PAGE>9

Year 2000 Issues
----------------
Some software included in products sold or licensed to the
Company's customers and certain portions of the Company's
internal operating systems may be subject to failure as a result
of what is commonly known as the Year 2000 date issue (the "Year
2000 issue").  A discussion of this issue follows.

The Company's state of readiness.
--------------------------------
The Company believes all systems and products currently sold and
new products under development are Year 2000 compliant, and
believes its potential exposure to problems arising from the Year
2000 issue lies in three areas:

     - Information technology ("IT") previously sold or licensed to
       the Company's customers and non-IT components (such as computer
       chips imbedded in hardware) previously sold to the Company's
       customers.
     - IT and non-IT components used in the Company's internal
       operating systems.
     - Compliance with the Year 2000 issue by third parties with
       whom the Company has a material relationship.

Products sold or licensed to customers:
--------------------------------------
Most of the Company's antenna and image processing products and
some of its radio communication products contain IT and non-IT
components that may be affected by the Year 2000 issue.  The
Company is pursuing a three-phase program to identify and resolve
this exposure:

1.   Identify all products that contain IT and non-IT systems
     that are not Year 2000 compliant.  To the extent practical,
     identify all customers who are still using those products.
     Status:  Completed.
2.   Determine appropriate solutions to remedy the non-compliant
     products and systems.  Those solutions may include software
     upgrades, replacement of non-compliant components, referral of
     problems relating to third party-provided software to the
     original supplier, or determination that the age of the product
     or nature of the problem is such that replacement of the product
     or system is the only practical solution.  Status:  Completed.
3.   Notify all identified customers of the Year 2000 issue
     associated with their products and systems, and inform them of
     the Company's policy regarding their situation.  All products and
     systems under warranty or service agreement as of December 31,
     1998 will be made Year 2000 compliant by the Company.  Other
     customers who have products and systems that can economically be
     made Year 2000 compliant will be offered software upgrades and
     component replacement for a fee.  Customers who have products or
     systems that cannot economically be made Year 2000 compliant will
     be so notified and informed of current product alternatives
     offered by the Company.  Status:  Completed.

Internal operating systems:
--------------------------
Some of the Company's internal operating systems are Year 2000
compliant and some are not.  The Company is pursuing a two-phase
program to identify and resolve this exposure:

1.   Systematically test and verify internal IT systems and
     modules for Year 2000 compliance.  To the extent practical,
     systematically test and verify equipment and facility systems
     that contain non-IT components.  Status:  Completed.
2.   Use internal programmers and outside consultants to upgrade
     those internal IT systems and modules that are not Year 2000
     compliant.  Replace non-IT components that are not Year 2000
     compliant.  Status:  Estimated 80% complete.  Estimated
     completion date:  December 31, 1999.

Third party relationships:
-------------------------
Although the Company is rarely dependent on a single source of
supply for IT and non-IT components, the failure of a selected
supplier to timely deliver Year 2000 compliant IT and non-IT
components could jeopardize the Company's ability to meet its
required delivery schedules.  (The Company is also dependent on
third party service providers, such as telephone companies, banks
and insurance carriers; however, the Company does not believe it
has significant Year 2000 exposure from those providers and has
not implemented any programs to assure Year 2000 compliance by
them.)  The Company is pursuing a two-phase program to identify
and resolve Year 2000 exposure from third parties:

1.   Develop a supplier compliance warranty for incorporation in
     all purchase orders issued after March 31, 1999.  That warranty
     will require suppliers selling IT and non-IT components to the
     Company to certify that items delivered are Year 2000 compliant
     and require them to correct or replace any such item found to be
     non-compliant.  Status:  Completed.
2.   Develop alternative sources for IT and non-IT components
     that are Year 2000 compliant in the event existing suppliers are
     not able to meet compliance requirements.  Status:  Completed.

Costs to address the Company's Year 2000 issues.
-----------------------------------------------
To date, the Company has spent approximately $146,000 in
identifying and fixing Year 2000 issues and estimates it will
incur an additional $88,000 for remediation of its remaining Year
2000 issues.  Because the costs to complete the remaining tasks
are dependent on information not yet available, it is likely that
this estimate will change.

Risks of the Company's Year 2000 issues.
----------------------------------------
The Company believes the most reasonably likely worst case Year
2000 scenario would include a combination of some or all of the
following:

- Products sold to some of its customers would fail to perform
  some or all of their intended functions.  The Company estimates
  the maximum number of customers that may be affected is 100.  In
  such a situation, the Company's maximum obligation would be to
  repair or replace the defective products to the extent the
  Company is required to do so under its contracts with its
  customers.
- Internal IT modules or systems may fail to operate or may
  give erroneous information.  Such failure could result in
  production and shipping delays, inability to generate or delays
  in generation of financial reports and statements, and computer
  network downtime resulting in numerous inefficiencies and higher
  payroll expenses.
- Non-IT components in HVAC, lighting, telephone, security and
  similar systems might fail and cause the entire system to fail.
  Non-IT components in production and test equipment might fail,
  resulting in delays in production and new product development.

The Company's contingency plans.
-------------------------------
The Company believes its plans for addressing the Year 2000 issue
as outlined above are adequate to handle the most reasonably
likely worst case scenario.  The Company does not believe it will
incur a material financial impact for the risk of failure, or
from the costs associated with assessing the risks of failure,
arising from the Year 2000 issue.  Consequently, the Company does
not intend to create a contingency plan other than as set forth
above.

                   PART II -- OTHER INFORMATION

Item 2.  Changes in Securities.

Pursuant to a business loan agreement with a bank, the Company
must comply with certain financial covenants.  The agreement also
prohibits the Company from declaration or payment of dividends or
other distributions on the Company's stock, except under certain
conditions specified in the agreement.  The Company is in
compliance with both requirements.

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

On August 9, 1999, the Company held its annual meeting of
stockholders, proxies for which were solicited pursuant to
Regulation 14a under the Act.  Five directors were to be elected
to serve until the next annual meeting.  The five existing
directors who were standing for re-election were elected.

At the meeting, the stockholders approved an amendment to the
Company's 1995 Stock Option Plan that increased by 200,000 the
number of option shares available for grant and required all
options be granted at the fair market value at date of grant.
Votes cast in favor of approval of the amendment were 1,284,928
and 371,442 votes were cast against approval.

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

(a)  Exhibits:

     10.71     Amended and Restated 1995 Stock Option Plan.

     10.72     Amended and Restated Employment Agreement between
               the Registrant and David A. Derby.

(b)  Reports on Form 8-K:

     No reports on Form 8-K were filed during the quarter.

SIGNATURES

Pursuant to the requirements 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.

                                DATRON SYSTEMS INCORPORATED



Date:  October 26, 1999         By:  /s/WILLIAM L STEPHAN
                                     Vice President and Chief
                                     Financial Officer
                                     (Principal Financial and
                                     Accounting Officer)