SECURITIES  AND  EXCHANGE  COMMISSION
                            Washington,  DC  20549

                                  Form  10-KSB

 X     ANNUAL REPORT UNDER  SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
--     OF  1934
       For  the  fiscal  year  ended  December  31,  2004
          or
____   TRANSITION  REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
       ACT  OF  1934
       For  the  transition  period  from  to

                         Commission  File  No.  0-3936

                           ORBIT  INTERNATIONAL  CORP.
            (Name  of  small  business  issuer  in  its  charter)

       DELAWARE                                           11-1826363
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation  or organization)                       Identification No.)

80  CABOT  COURT,  HAUPPAUGE,  NEW  YORK                     11788
(Address  of  principal  executive  offices)              (Zip  Code)

Issuer's  telephone  number,  including  area  code:  (631)  435-8300

Securities  registered  under  Section  12(b)  of  the  Exchange  Act:  NONE

Securities  registered  under  Section  12(g)  of  the  Exchange  Act:

                     COMMON STOCK, $.10 PAR VALUE PER SHARE
                     --------------------------------------
                                (TITLE OF CLASS)

Indicate by check mark whether the registrant has (1) 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) been subject to such filing requirements
for  the  past  90  days.     Yes    X     No  _____
                                    ---

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

Issuer's  revenues  for  its  fiscal  year  ended December 31, 2004: $18,012,000

Aggregate  market value of registrant's voting and non-voting common equity held
by  non-affiliates  (based  on  shares  held and the closing price quoted on the
Nasdaq  SmallCap  on  March  18,  2005):  $20,241,295

Number  of  shares  of  common stock outstanding as of March 18, 2005: 3,061,733

                      DOCUMENTS INCORPORATED BY REFERENCE:
Items  9,10,11,12  and  14  of Part III of this Annual Report on Form 10-KSB are
herein  incorporated  by  reference  from  the  registrant's  definitive  proxy
statement  to  be  filed with the Securities and Exchange Commission pursuant to
Regulation  14A  promulgated  under  the  Securities  Exchange  Act  of  1934 in
connection  with  the  Registrant's  2005  Annual  Meeting  of  Stockholders.
Transitional  Small  Business  Disclosure  Format  (check  one)  Yes___;  No   X
                                                                            ----

<PAGE>
                             PART  I
                             -------

ITEM  1.          DESCRIPTION  OF  BUSINESS

GENERAL

     Orbit International Corp. (the "Company" or "Orbit") was incorporated under
the laws of the State of New York on April 4, 1957 as Orbit Instrument Corp.  In
December  1986, the state of incorporation was changed from New York to Delaware
and in July 1991, the name was changed to Orbit International Corp.  The Company
conducts  its  operations  through  its  Orbit  Instrument  Division  and  its
wholly-owned  subsidiary, Behlman Electronics, Inc. Through its Orbit Instrument
Division,  which  includes  its  wholly-owned  subsidiary,  Orbit  Instrument of
California,  Inc., the Company is engaged in the design, manufacture and sale of
customized  electronic  components and subsystems.  Behlman Electronics, Inc. is
engaged in the design and manufacture of distortion free commercial power units,
power  conversion  devices  and  electronic devices for measurement and display.

In December 2004, the Company entered into a Stock Purchase Agreement to acquire
all of the issued and outstanding capital stock of Tulip Development Laboratory,
Inc. ("Tulip") and its affiliated manufacturing company, TDL Manufacturing, Inc.
("TDLM").  The  total  transaction  value  is  expected  to  be  approximately
$8,500,000 consisting of $5,000,000 in cash, a $2,000,000 promissory note to the
sellers  and  $1,500,000  in value of Orbit stock.  Headquartered in Quakertown,
Pennsylvania,  Tulip  is a leading designer and engineering provider of computer
peripheral  products  including  custom  integrated  solutions  for  keyboards,
illuminated  data  entry  devices  and  displays.  TDLM  provides  both  defense
contractors  and  commercial  customers  with  high volume production to support
membrane  control  panels,  military  vetronic  and  avionic  display  program
requirements.  The  Company  plans  to  keep  the  Tulip  and TDLM operations in
Quakertown,  Pennsylvania and they will become part of the Company's Electronics
Segment along with the Orbit Instrument Division. The transaction is expected to
be  completed  in  April  2005.

     In  August  1996,  the  Board of Directors of the Company adopted a plan to
sell  and/or  liquidate  its  remaining  United  States  and  Canadian  apparel
operations.  In  connection  with  a  license agreement entered into in May 1999
with  an  unaffiliated  third  party, the Company collected a minimum royalty of
$140,000  payable  in  sixteen  equal  quarterly installments for the use of its
"East/West"  trademark  (its  principal  label) in the United States and Canada.
The operations of the East/West division were limited to servicing such license.

     In  March  1996,  as part of its plan to dispose of its apparel operations,
the Company entered into an amended agreement with the sellers of a discontinued
apparel  division  whereby  the  purchase  price  of the assets was reduced from
$15,000,000 to $8,850,000 leaving $1,850,000 remaining to be paid at the time of
the  Amendment.  The  remaining  $660,000  was paid in quarterly installments of
$33,000  through  December  2004.  In addition, the sellers received warrants to
purchase Orbit common shares in which the Company guaranteed a minimum profit of
$375,000  on  the sale of such shares. In July 2001, the warrants were exercised
on  a  cashless basis in accordance with their terms and 83,332 shares of common
stock  were  issued.  During  2003, the sellers sold their shares at prices that
resulted  in  profits  in  excess  of  $375,000  thereby  removing  any  further
obligation  of  the  Company  with  respect  to  such  warrants.

FINANCIAL  INFORMATION  ABOUT  INDUSTRY  SEGMENTS

     The  Company  currently  operates  in  two  industry  segments.  Its  Orbit
Instrument  Division  is  engaged  in  the  design and manufacture of electronic
components  and  subsystems (the "Electronics Segment").  Its Behlman subsidiary
is  engaged  in the design and manufacture of commercial power units (the "Power
Units  Segment").

The  following  sets  forth  certain  selected  historical financial information
relating  to  the  Company's  business  segments:


                                       December 31,
                                       ------------
                                  2004               2003
                                  ----               ----
Net  sales:
----------

Electronics
     Domestic                 $9,806,000        $9,701,000
     Foreign                      73,000            16,000
                              ----------        ----------
Total  Electronics             9,879,000         9,717,000

Power  Units
     Domestic                  7,470,000         6,786,000
     Foreign                     663,000           636,000
                              ----------        ----------
Total Power Units              8,133,000         7,422,000

Operating  income  (1):
-----------------

Electronics                    2,115,000         2,001,000
Power Units                      647,000           520,000

Assets:
------

Electronics                    5,386,000         5,511,000
Power  Units                   5,696,000         4,503,000
_______________

(1)  Exclusive  of  corporate overhead expenses, interest expense and investment
income  which  are  not  allocated  to  the  business  segments.

Additional  financial  information  relating  to  the business segments in which
Orbit  conducts  its  operations  is  set  forth  in Note 12 to the Consolidated
Financial  Statements  appearing  elsewhere  in  this  report.


DESCRIPTION  OF  BUSINESS

     GENERAL

     Orbit's Electronics Segment, which is operated through its Orbit Instrument
Division,  designs,  manufactures  and  sells customized panels, components, and
"subsystems"  for  contract  program  requirements  to  prime  contractors,
governmental  procurement  agencies  and  research  and  development  ("R&D")
laboratories.  The  Company  primarily  designs  and  manufactures in support of
specific military programs.  More recently, the Company has focused on providing
commercial, non-military "ruggedized hardware" (hardware designed to meet severe
environmental  conditions)  for  prime  contractor  programs at cost competitive
prices.  Products  include a variety of custom designed "plasma based telephonic
intercommunication  panels"  for  secure  voice  airborne  and shipboard program
requirements,  "full-mil  keyboards",  "trackballs"  and  "data  entry  display
devices".  The  Electronics  Segment's products, which in all cases are designed
for  customer  requirements  on  a  firm  fixed  price contract basis, have been
successfully  incorporated  on  surveillance  aircraft programs, including E-2C,
Joint  Surveillance Target Attack Radar Systems (J/STARS), Lookdown Surveillance
Aircraft  (AWACS)  and  P-3 (anti-submarine warfare) requirements, and shipboard
programs,  including  AEGIS  (Guided  Missile  Cruisers  and  Destroyers), DDG'S
(Guided  Missile  Destroyers),  BFTT  (Battle  Force  Tactical  Training), LSD'S
(Amphibious Warfare Ships) and LHA'S (Amphibious Warfare Ships) applications, as
well  as  a  variety  of  land  based  guidance  control  programs.

     Orbit's  Power Units Segment is operated through its Behlman subsidiary and
is in the business of manufacturing and selling power supplies, AC power sources
(equipment that produces power that is the same as what would be received from a
public  utility), "frequency converters" (equipment that converts local power to
equivalent  foreign  power),  "uninterruptible  power supplies ("UPS")" (devices
that  allow  a  computer  to  operate  while  utility power is lost), associated
analytical  equipment  and other electronic equipment.  The military division of
Behlman  designs  and  manufactures  "power  conversion devices" (equipment that
produces power that is the same as what would be received from a public utility)
and  electronic  products  for  measurement  and  display.

PRODUCTS

Electronics  Segment

     Intercommunication  Panels

     The  Orbit  Instrument Division has designed and developed various types of
shipboard  communication  terminals.  Orbit  also  upgraded  these  panels  with
state-of-the  art  displays  and  touch  screens.  These communication terminals
support  existing  shipboard secure and non secure voice communication switches.
In  addition, the Orbit Instrument Division has also upgraded the communications
terminals  with  "telco-based"  capability. The upgraded communication terminals
are  installed  on  combat  information centers of various U.S. Naval ships. The
Division  has  also completed color Liquid Crystal Display (LCD) technology that
are  form,  fit  and  functional  replacements of existing communication panels.

<PAGE>

     Displays

     The  Orbit  Instrument  Division's  family of graphic terminals enables the
operator  to  monitor  and  control  radar  systems  for  shipboard and airborne
applications.  These  terminals are used throughout a ship or surveillance plane
as  adjuncts  to  larger  console displays. Some of the Orbit designed/developed
displays  are  used  as  data  entry  and as such include embedded Pentium based
single  board  computers and touch screens.  The modular design of the terminals
facilitates  applications  for  surface ship, submarine, aircraft and land based
requirements.  Orbit  designed/developed  displays  implement flat panel plasma,
electroluminescent  -El or color LCD technology based displays. Depending on the
requirement, Orbit offers 4" x 4", 6.5", 8.1", 10.4", 12.1", 18.1", 20.1", 21.3"
(measured  diagonally)  size  displays.

     The Orbit Instrument Division developed a family of 10.4", 12.1", 18.1" and
20.1"  color  LCD  display  panels  specifically  to  meet  customer  program
requirements for military and rugged commercial opportunities.  The displays are
manufactured  using  super  fine  TFT  (thin  film  transistor)  active  matrix
technology.  The  displays  are  backlit  with  Cold  Cathode  Fluorescent Tubes
(CCFT),  and  are  driven by an integral inverter.  The Company has adapted this
technology for high brightness and full-color imaging requirements.  The Company
is  positioning  this  technology  for  naval  ships,  FAA  tower  controller
applications  and  trading  floor  opportunities.

     The  Orbit Instrument Division also has designed and manufactures a variety
of  flat  technology  display  based  "Computer  Controlled  Action Entry Panels
(CCAEPS)",  which  provide a console operator with multiple displays of computer
generated  data.

     Orbit has completed the design and development phase of integrating several
size displays with single board computers and touch screens. The 12.1" color LCD
based  display is integrated with a high speed, x586 based single board computer
with  256  MB  of  RAM and with 2 Giga Byte of Flash memory. These units include
various  serial  interfaces  such  as  RS-232/RS-422,  PS/2  and USB. The PC-104
modules  can  add several other capabilities. Both the 12.1" and the 10.4" color
LCD  based  displays/computers  are  currently  being  offered  for  airborne
applications.

     Keyboards,  and  Pointing  Devices

     The  Orbit  Instrument  Division  has  designed  a number of custom backlit
keyboards  to  meet  full  military  specifications.  These  keyboards have been
designed  for  shipboard,  airborne,  sub-surface  and  land  based  program
requirements  as  well as for the Federal Aviation Administration. The keyboards
include  various microprocessor based serial interfaces, such as RS-232, RS-422,
PS/2,  USB  and  SUN  type interfaces. Depending on the requirement, some of the
backlit keyboards are night vision goggle compatible and designed for NVIS Green
A  or  Green  B  night  vision  requirements.

          Orbit has designed and developed pointing devices which are trackballs
and  force  sticks. Orbit manufactures various militarized trackballs in various
sizes for airborne, shipboard, Army and FAA requirements. The trackballs and the
force  stick  include  various  microprocessor  based  serial interfaces such as
RS-232,  RS-422,  PS/2,  USB  and  SUN  type  interfaces.

          The  Orbit  Instrument Division has designed and developed a prototype
C41  workstation  that  will  be used to support the Advanced Amphibious Assault
Vehicle  Program  (AAAV).  The  keyboard/trackball workstation, designed for the
U.S.  Marine  Corp.,  meets severe military specification requirements including
nuclear,  chemical  and  biological  compliance.  Pre-production units have been
delivered  to  the  customer.

          The  Orbit  Instrument  Division has designed and delivered production
orders  for  several  digital  interrogators for full military requirements. One
Digital Data Entry Device Terminal (DDEDT) configuration displays real time data
to  the  operator  for  interrogation  for Naval shipboard program requirements.

     Operator  Control  Trays

     The  Orbit  Instrument  Division  designs  and  manufactures  a  variety of
"operator  control  trays"  that  help  organize  and  process  data  created by
interactive  communications  systems,  making  such  data  more  manageable  for
operator  consumption.  These  trays  are  presently  used to support patrol and
surveillance  airborne  aircraft  programs,  "standard shipboard display console
requirements"  and  shore  land based defense systems applications. The operator
trays  are  integrated  with  Orbit  designed/developed  keyboards,  flat  panel
technology  based  computer  controlled  action  entry panels, switch panels and
pointing  devices.


     Command  Display  Units  (CDU'S)

     The  Orbit Instrument Division is currently under order for command display
panels  that  are being utilized for vehicular, shipboard and sheltered platform
requirements.  The  display panels are flat panel technology based and include a
Pentium  based single board computer. Orbit designed/developed several models of
the  CDU to be used by US Navy, US Army and Marines, Korean and Canadian armies.

     Remote  Control  Units  (RCU's)

Orbit  has  designed/developed  and  shipped  a significant quantity of the next
generation  Remote  Control Unit - RCU to be used as an entry panel by pilots as
part  of  the  transponder  system.  The RCU is currently used by all U.S. armed
forces,  Navy,  Marines,  Army  and  Air  Force on both fixed wing aircrafts and
helicopters.  The  RCU  is  NVIS  Green  A  certified  and fully environmentally
qualified  to  the  MIL-STD-810  requirements  as  a  stand  alone unit. Current
production  orders  now  embed  mode  "5" and mode "S" enhancements into Orbit's
Remote  Control  Unit.

     EL  based  Display

          The  Orbit  Instrument  Division  has  completed  the  design  and
pre-production  orders  for  Electroluminescent  -  EL  based Display with touch
screen  for  the  Cooperative Engagement Program for the U.S. Naval ships. Orbit
has completed the qualification phase of a militarized infrared touch screen and
controller for the CEC EL Display and is now supporting several military program
opportunities.

     LCD  Technology

The  Orbit  Instrument  Division  has  completed  the  design,  development  and
production  of  color  LCD  technology  based  CDU'S. The new CDU'S also include
faster  and  more  capable single Board computers. The color LCD based CDU'S are
designed to be a form, fit and functional replacement of existing EL based CDU'S
as  well  as  provide  state-of-the-art capability for new requirements. The new
color LCD based CDU'S include color, high resolution wide viewing angle displays
as well as faster x586 processor and larger memory capacity, up to 640 MB of RAM
and  4  Giga  Byte of Flash memory. Currently, Orbit's CDU's support a number of
ruggedized  military  vehicle  program  requirements.

Power  Units  Segment

     Power  Sources

     Behlman's  products  are  found  in  a  wide  range  of  applications  from
production  testing  on  a  factory  floor  to  rugged  military applications on
aircraft  and ships.  Behlman manufactures both AC and DC power sources from 100
watts  to  over  120,000  watts  of  power.  Key  to Behlman's products is their
ability  to be easily modified and reconfigured to meet their customer's special
power  requirements.  In  addition  to  providing  its customers a wide range of
products,  Behlman  provides  individualized  engineering  support and unmatched
customer  service.  Products  include  AC,  DC  and high voltage power supplies,
frequency  converters,  inverters and ruggedized uninterruptible power supplies.

     Behlman's  AC  power sources are available in standard off the shelf models
or  custom  configurations.  These  units  provide  power  from  100 watts up to
120,000  watts.  Applications  for  these  products  include  factory  test, oil
exploration,  railroad  signaling  and  providing  60  or 400 hertz power aboard
aircraft  or  ships.

     Behlman  frequency  converters are used to convert power from one frequency
to  another.  They  are  used to test products for export, to power factory test
facilities  and  to  provide  power  from 60Hz to 400Hz or 400Hz to 60Hz on both
aircraft  and  ships.

     Behlman  UPS  (uninterruptible power supplies) products are used for backup
when  local power is lost.  Behlman only competes in the "ruggedized" industrial
and  military markets.  Behlman is now producing UPS units for Aegis destroyers,
LHD  Wasp  Class  ships  and  U.S.  Army  hummers.

     Behlman  inverters  convert  system  battery power to AC for use in utility
substations and electric, gas and water transmission systems.  Behlman continues
to  receive yearly order commitments for these products from one of the nation's
largest  utility  companies.

     Behlman has a custom division which designs and manufactures power supplies
that  use  commercial-off-the-shelf  (COTS)  power  modules designed to meet our
customer's  electrical  and  environmental  specifications.  This  product
development process is designed to save time and money as well as provide a more
reliable unit, because it is based on already field proven designs.  In addition
to  COTS  designs,  this  division also supports the United States Government by
reverse engineering old obsolete designs, thereby extending the life of critical
systems.  In  addition,  it  competes  on government spares orders against prime
contractors  and  has won many orders for power supplies used on systems such as
the  FA-18  FLIR  system.

PROPOSED  PRODUCTS

Electronics  Segment

The  Orbit Instrument Division is currently expanding its design and development
resources  to  update  hardware  previously  used  for  full  military  program
requirements.  The  Orbit  Instrument  Division  believes  its  wide  variety of
components,  controls, subsystems and plasma secure voice and intercommunication
panels  that have supported the military for aircraft, shipboard, subsurface and
land  based program requirements have alternative uses.  It is the intent of the
Company to update the electrical and mechanical functionality of these units and
subsystems  and  provide  ruggedized  and commercial equivalent hardware at cost
competitive  prices.  Orbit  is  also  proposing  these  for  HomeLand  Security
applications  as  well.

Power  Units  Segment

     Behlman  continually  updates  its  products  based  on  market  place
requirements.  For 2005, new products for the commercial division are focused on
developing  a  new  programmable  controller  and  higher  performance frequency
converters.  The  controller  will  be  used to upgrade older programmable power
sources  and  will  be used in Behlman's newer frequency converter designs.  New
frequency converter designs are focused on enhancing product performance as well
as  filling  gaps  in  the  product  line.

     Railroad  signaling  continues  to be a strong market for Behlman products.
In  response  to  this  demand and our desire to expand our product base in this
market,  Behlman  is  developing a new line of frequency converters specifically
designed  to  meet  the  rigors  and  needs  of  wayside  signaling.

     Behlman's  custom  division  has  experienced  a continual increase in COTS
business.  As a result, Behlman will be designing a large amount of new products
in  this  division.  These designs will be for DC power supplies used in various
military  programs  such as the F-16 fire control system, the RC-135 aircraft as
well  as numerous naval ships and military vehicles.  Though each COTS design is
unique  to  a  specific program, each design increases Behlman's catalog of COTS
designs  thereby  speeding  up  and  simplifying  future  designs  and enhancing
Behlman's  competitive  position  for  future  orders.

SALES  AND  MARKETING

     Products  of  the  Electronics  Segment  are  marketed  by Orbit Instrument
Division's sales personnel and management.  Military products of the Power Units
Segment  are  marketed  by  Behlman's  program  managers  and  other  management
personnel.  Commercial  products of the Power Units Segment are sold by regional
sales  managers,  manufacturer's representatives and non-exclusive distributors.



COMPETITION

     Many  of our competitors are well established, have reputations for success
in  the  development  and  sale  of  their  products  and  services  and  have
significantly  greater  financial,  marketing, distribution, personnel and other
resources  than  us,  thereby permitting them to implement extensive advertising
and  promotional  campaigns,  both  in  general  and  in  response to efforts by
additional  competitors to enter into new markets and introduce new products and
services.

     The  electronics  industry is characterized by frequent introduction of new
products  and  services,  and  is  subject  to changing consumer preferences and
industry  trends,  which  may  adversely  affect  our ability to plan for future
design, development and marketing of our products and services.  The markets for
electronic  products,  components and related services are also characterized by
rapidly  changing technology and evolving industry standards, often resulting in
product  obsolescence  or short product life cycles.  We are constantly required
to  expend  more  funds  for  research  and  development  of  new  technologies.

     The  Electronics  Segment's  competitive  position  within  the electronics
industry  is,  in  management's  view,  predicated  upon  the  Orbit  Instrument
Division's  manufacturing  techniques,  its  ability  to  design and manufacture
products  which  will  meet  the  specific  needs  of  its  customers  and  its
long-standing  successful  relationship  with  its major customers.  (See "Major
Customers"  below).  There  are  numerous  companies, many of which have greater
resources  than  the  Company,  capable  of  producing  substantially all of the
Company's  products.  However,  to  the  Company's  knowledge,  none  of  such
competitors  currently  produce  nearly all of the products that the Electronics
Segment  produces.

     Competition  in  the  markets  for the Power Units Segment's commercial and
military  products  depends  on  such  factors as price, product reliability and
performance,  engineering  and  production.  In  particular,  due  primarily  to
budgetary  restraints  and  program  cutbacks,  competition  in Behlman's United
States  Government markets has been increasingly severe and price has become the
major  overriding  factor  in  contract and subcontract awards. To the Company's
knowledge,  some  of  Behlman's  regular  competitors  include  companies  with
substantially  greater capital resources and larger engineering, administrative,
sales  and  production  staffs  than  Behlman.




SOURCES  AND  AVAILABILITY  OF  RAW  MATERIALS

          The Company uses multiple sources for its procurement of raw materials
and  is  not  dependent  on  any  suppliers  for  such procurement.  The Company
continuously  updates  its  delivery  schedules  and  evaluates  availability of
components  so  that  they  are  received  on  a  "just-in-time  schedule".
Occasionally,  in  the production of certain military units, the Company will be
faced with procuring certain components that are either obsolete or difficult to
procure.  However,  the  Company  has  access  to  worldwide  brokers  using the
Internet  to  assure  component  availability.  Nevertheless,  there  can  be no
assurance  that such components will be available, and even if so, at reasonable
prices.

MAJOR  CUSTOMERS

     A unit of BAE SYSTEMS, various agencies of the United States Government and
Raytheon  Company accounted for approximately 25%, 20% and 11%, respectively, of
consolidated net sales of the Company for the year ended December 31, 2004.  The
loss  of  any of these customers would have a material adverse effect on the net
sales  and  earnings  of the Company.  The Company does not have any significant
long-term  contracts  with  any  of  the  above-mentioned  customers.

     The  major  customers of the Electronics Segment are a unit of BAE SYSTEMS,
various  agencies of the United States Government, Raytheon Company and Lockheed
Martin  Corp., accounting for approximately 41%, 18%, 16% and 11%, respectively,
of the net sales of such segment for the year ended December 31, 2004.  The loss
of  any of these customers would have a material adverse effect on the net sales
and  earnings  of  the  Electronics  Segment.

     The  major  customer  of the Power Units Segment is various agencies of the
United  States  Government, accounting for approximately 23% of the net sales of
such  segment  for  the year ended December 31, 2004.  The loss of this customer
would  have a material adverse effect on the net sales and earnings of the Power
Units  Segment.

     Since  a  significant  amount  of  all  of  the  products which the Company
manufactures  are  used  in  military applications, any substantial reduction in
overall  military  spending  by  the  United  States  Government  could  have  a
materially  adverse effect on the Company's consolidated net sales and earnings.


BACKLOG

     As  of  December  31,  2004  and 2003 the Company's backlog was as follows:


                           2004                2003
                           ----                ----

      Electronics     $ 6,000,000          $6,000,000
      Power Units       5,000,000           4,000,000
                        ---------         -----------
            Total     $11,000,000         $10,000,000
                      ===========         ===========

     Substantially  all  of  the backlog at December 31, 2004 represents backlog
under  contracts  that  will  be  shipped  during  2005.

The  backlog  at  December  31,  2004  and  December  31,  2003 does not include
approximately  $2,000,000  and  $3,000,000,  respectively,  of  orders  not  yet
received  under  a  Master  Order Agreement received from a customer whereby the
Company was authorized to procure material to complete such orders.  The Company
received  additional  orders  in  February  2005  but  it  is not known when the
remaining  units  will  be  released.

A  significant  amount  of the Company's contracts are subject to termination at
the  convenience of the United States Government.  The backlog is not influenced
by  seasonality.

SPECIAL  FEATURES  OF  UNITED  STATES  GOVERNMENT  CONTRACTS

     Orders  under  United States Government prime contracts or subcontracts are
customarily  subject  to  termination  at  the  convenience of the United States
Government,  in which event the contractor is normally entitled to reimbursement
for  allowable  costs  and  a  reasonable  allowance  for  profits,  unless  the
termination  of  a  contract was due to a default on the part of the contractor.
No  material  terminations of contracts of either the Electronics Segment or the
Power  Units Segment at the convenience of the United States Government occurred
during  the  years  ended  December  31,  2004  and  2003.

     A  significant portion of the Company's revenues are subject to audit under
the Vinson-Trammel Act of 1934 and other federal statutes since they are derived
from  sales under United States Government contracts.  The Company believes that
adjustments  to  such  revenues, if any, would not have a material effect on the
Company's  consolidated  financial  position.

RESEARCH  AND  DEVELOPMENT

     The  Company  incurred approximately $967,000, and $987,000 of research and
development  expenses  during  the  years  ended  December  31,  2004  and 2003,
respectively.  During  the  years  ended December 31, 2004 and 2003, the Company
recognized  revenue  of  approximately  $391,000 and $679,000, respectively, for
customer  funded  research  and  development.

PATENTS

     The  Company  does  not  own  any patents which it believes are of material
significance  to  its  operations.

EMPLOYEES

     As  of March 11, 2005, the Company employed 104 persons, all on a full-time
basis.  Of these, the Electronics Segment employed 54 people, consisting of 9 in
engineering  and  drafting, 5 in sales and marketing, 10 in direct and corporate
administration  and  the balance in production. The Power Units Segment employed
50 people, consisting of 13 in engineering and drafting, 6 in sales, 3 in direct
and  corporate  administration  and  the  balance  in  production.

RISK  FACTORS

     This  report  and other reports filed by us contain certain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995.  Actual  results  could  differ  materially  from  those  projected in the
forward-looking  statements as a result of certain uncertainties set forth below
and  elsewhere  in this report, as well as additional risks and uncertainties of
which  we  are  currently  unaware.  See  Item  6.  "Management's Discussion and
Analysis  of  Financial  Condition  and  Results  of  Operations-Forward Looking
Statements".

WE  ARE  HEAVILY  DEPENDENT  UPON  THE  CONTINUANCE  OF  MILITARY  SPENDING.

     A  significant  amount  of  all  the  products  we  manufacture are used in
military  applications.  The  attacks of September 11, 2001 and subsequent world
events  have  led the U.S. Government to increase the level of military spending
necessary  for  domestic  and  overseas security.  We are heavily dependent upon
military  spending  as  a  source  of  revenues  and  income.  Accordingly,  any
substantial  future  reductions  in  overall  military  spending  by  the  U.S.
Government  could  have  a  material  adverse  effect on our sales and earnings.

WE COULD ENCOUNTER DIFFICULTIES IN PROCURING CONTRACTS BECAUSE OF A REDUCTION IN
THE  LEVEL  OF  INDUSTRY-WIDE  FUNDING  AND  PRICING  PRESSURES.

          We  continue to pursue many business opportunities, including programs
in  which  we  have  previously  participated but, in the event of industry-wide
funding  and pricing pressures, we could encounter delays in the awards of these
contracts.   We  continue to seek new contracts which require incurring up-front
design,  engineering,  prototype  and  pre-production  costs.  While  we  are
attempting  to  negotiate  contract  awards  for  reimbursement  of  product
development,  there  is no assurance that sufficient monies will be set aside by
our  customers,  including  the  U.S. Government, for such effort.  In addition,
even  if  the  U.S.  Government  agrees to reimburse development costs, there is
still  a  significant  risk  of  cost  overrun  which  may  not be reimbursable.
Furthermore,  once  we have completed the design and pre-production stage, there
is  no  assurance  that  funding  will  be  provided  for  future  production.

     A  significant  amount  of  our contracts are subject to termination at the
convenience  of  the  U.S.  Government.  Orders  under  U.S.  Government  prime
contracts  or  subcontracts  are  customarily  subject  to  termination  at  the
convenience  of  the  U.S. Government, in which event the contractor is normally
entitled  to  reimbursement  for  allowable costs and a reasonable allowance for
profits,  unless  the termination of a contract was due to a default on the part
of  the  contractor.

WE ARE DEPENDENT ON CERTAIN CUSTOMERS AND WE DO NOT HAVE ANY LONG-TERM CONTRACTS
WITH  THESE  CUSTOMERS.

          A  unit  of  BAE  SYSTEMS, various agencies of the U.S. Government and
Raytheon Company accounted for approximately 25%, 20%, and 11%, respectively, of
our  consolidated net sales for the year ended December 31, 2004.  A unit of BAE
SYSTEMS,  various agencies of the U.S. Government, Raytheon Company and Lockheed
Martin Corp. accounted for approximately 41%, 18%, 16% and 11%, respectively, of
the  net  sales of our Electronics Segment for the year ended December 31, 2004.
Various  agencies  of the U.S. Government accounted for approximately 23% of the
net  sales  of our Power Units Segment for the year ended December 31, 2004.  We
do  not have any significant long-term contracts with any of the above-mentioned
customers.  The  loss  of  any  of these customers would have a material adverse
effect  on  our  net  sales  and earnings.    Due to major consolidations in the
defense  industry,  it  has become more difficult to avoid dependence on certain
customers  for  revenue  and  income.


WE  ARE  DEPENDENT  UPON OUR SENIOR EXECUTIVE OFFICERS AND KEY PERSONNEL FOR THE
OPERATION  OF  OUR  BUSINESS.

     We  are  dependent  for  the  operation  of our business on the experience,
technology  knowledge,  abilities and continued services of our officers, Dennis
Sunshine,  President and Chief Executive Officer, Bruce Reissman, Executive Vice
President  and  Chief  Operating  Officer  and  Mitchell  Binder,  Vice
President-Finance  and  Chief Financial Officer.  The loss of services of any of
such  persons  would  be  expected  to  have  a material adverse effect upon our
business  and/or  our  prospects.  Our  future  success is dependent upon, among
other  things,  the  successful  recruitment  and  retention  of  key  personnel
including  executive officers, for sales, marketing, finance and operations.  We
face significant competition for skilled and technical talent.  No assurance can
be  made  that we will be successful in attracting and retaining such personnel.
If  we  are  unable  to retain existing key employees or hire new employees upon
acceptable  terms  when  necessary,  our business could potentially be adversely
effected.


ITEM  2.          DESCRIPTION  OF  PROPERTIES

     The  Company  owned  its  plant  and executive offices, located at 80 Cabot
Court,  Hauppauge,  New  York,  which  consists  of 60,000 square feet (of which
approximately  50,000 square feet are available for manufacturing operations) in
a two-story, sprinklered, brick building which was completed in October 1982 and
expanded  in  1985.  In  March  2001,  the  Company  completed  a sale leaseback
transaction  whereby  it  sold  its land and building for $3,000,000 and entered
into a twelve year net lease with the buyer of the property.  The lease provides
for  an annual payment of $360,000 with 10% increases in the fourth, seventh and
tenth  years  of  the  lease.  The  lease  expires  in February 2013, but may be
extended  by  the  Company  at  its  option  through 2025.  During the extension
period,  the lease provides for an annual rent of $527,076 with 10% increases in
the  fourth,  seventh  and  tenth  years  of  the  extended  lease.

     Behlman  leases 1,700 square feet in Ventura, California which are used for
sales.  In  January 2005, the lease was renewed through December 2007. The lease
provides  for  monthly  rent  of  $1,679  through December 2005 and increases to
$1,730  per  month  and  $1,781  per  month  for  2006  and  2007, respectively.

ITEM  3.          LEGAL  PROCEEDINGS

There  are no material pending legal proceedings against the Company, other than
routine  litigation  incidental  to  the  Company's  business.



ITEM  4.     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

          None.

                                     PART II
                                     -------

ITEM  5.          MARKET  FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

     The  Company's  common  stock  is  quoted  on  the  National Association of
Securities  Dealers,  Inc.  Automated Quotation System("Nasdaq") Smallcap Market
under  the  symbol  ORBT.

The  following  table  sets  forth  the  high and low closing sale prices of the
Company's  common stock for each quarter from January 1, 2003 through its fiscal
year  ended  December  31,  2004,  as  reported  on  the Nasdaq SmallCap Market.

                                          CLOSE (1)
                                          ---------
                                     HIGH              LOW
                                     ----              ---

2003:

  First  Quarter:                   $4.00             $3.01

  Second Quarter:                    5.07              3.30

  Third Quarter:                     7.55              4.47

   Fourth Quarter:                   7.85              6.18


2004:

  First  Quarter:                   $8.65             $6.87

  Second Quarter:                    8.70              6.36

  Third Quarter:                     7.20              5.80

  Fourth Quarter:                   13.57              6.36
_______________

(1) Retroactively restated to reflect a twenty-five percent (25%) stock dividend
effective  August  15,  2003.

HOLDERS

     As  of  March  18,  2005,  the  Company  had  335  shareholders  of record.

DIVIDENDS

     The  Company  has  not paid or declared any cash dividends to date and does
not  anticipate  paying  any  in  the foreseeable future. The Company intends to
retain  earnings,  if  any,  to  support  the  growth  of  its  business.



SECURITIES  AUTHORIZED  FOR  ISSUANCE  UNDER  EQUITY  COMPENSATION  PLANS

     The  following  table  sets  forth,  as  of  December  31,  2004:

-     the  number of shares of the Company's common stock issuable upon exercise
of  outstanding  options,  warrants  and  rights, separately identified by those
granted     under  equity incentive plans approved by the Company's stockholders
and  those granted under plans, including individual compensation contracts, not
approved  by  the  Company's  stockholders  (column  A),

-     the  weighted average exercise price of such options, warrants and rights,
also  as  separately  identified  (column  B),  and

-     the  number  of  shares remaining available for future issuance under such
plans,  other  than  those shares issuable upon exercise of outstanding options,
warrants  and  rights  (column  C).

                   EQUITY COMPENSATION PLAN INFORMATION TABLE

                  (a)                   (b)                (c)
Plan Category     Number of securities  Weighted-average   Number of securities
                  to be issued upon     exercise price of  remaining available
                  exercise of           outstanding        for future issuance
                  outstanding options,  options, warrants  under equity
                  warrants and rights   and rights         compensation plans
                                                          (excluding
                                                           Securities
                                                           reflected in
                                                           Column (a))
                   -----------------   ------------------  -----------------
Equity compensation
Plans approved by
security holders           926,000              $3.38                84,000

Equity compensation
Plans not approved
By security
Holders                        -0-                N/A                    -0-
                    ----------------    -----------------    ---------------
Total                      926,000               $3.38                84,000

     During  2004,  there  was no issuance or sale of unregistered securities by
the  Company.


ITEM  6.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF
             FINANCIAL  CONDITION  AND  RESULTS  OF  OPERATIONS

Executive  Overview
-------------------

     The  Company  achieved  a significant increase in operating results for the
year ended December 31, 2004.   Revenues increased by approximately 5.1% but due
to  cost  containment, net earnings increased by approximately 19%.  Our backlog
at  December  31,  2004  was approximately $11,000,000 compared to approximately
$10,000,000  at  December  31,  2003.  There  is no seasonality to the Company's
business.  Our  shipping  schedules  are  generally  determined  by the shipping
schedules  outlined in the purchase orders received from our customers.  Both of
our  operating  segments  are  pursuing  a  significant  amount  of  business
opportunities  and  our  confidence  level  remains  very  high  with respect to
receiving  many  of  the  orders  we  are  pursuing although timing is always an
uncertainty.  Nevertheless,  we  remain  very  encouraged  by  our  business
environment  and  we  expect  our  strong operating results to continue in 2005.
Furthermore, in December 2004, the Company entered into an agreement to purchase
the  stock  of Tulip Development Laboratory, Inc ("Tulip") and its manufacturing
affiliate  for  $8,500,000. The transaction is expected to be completed in April
2005.  Our  success  of  the  past  few years has significantly strengthened our
balance sheet evidenced by our 7.1 to 1 current ratio at December 31, 2004.  Our
inventory  at December 31, 2004 was 17% higher than it was at December 31, 2003,
principally  due to the increase in our backlog and the purchase of inventory in
anticipation of the receipt of certain purchase orders from one of the Company's
largest customers.  We currently have a $2,000,000 credit facility in place that
we  have not used to date and the financing for the acquisition of Tulip and its
manufacturing  affiliate  has  been  approved  by  our  primary  lender.

Forward  Looking  Statements
----------------------------

     Statements  in  this  Item  6  "Management's  Discussion  and  Analysis  of
Financial  Condition  and  Results of Operations" and elsewhere in this document
are  certain  statements which are not historical or current fact and constitute
"forward-looking  statements"  within the meaning of such term in Section 27A of
the  Securities  Act  of  1933 and Section 21E of the Securities Exchange Act of
1934.  Such  forward-looking  statements  involve  known  and  unknown  risks,
uncertainties  and  other  factors  that  could  cause  the  actual financial or
operating  results of the Company to be materially different from the historical
results  or from any future results expressed or implied by such forward-looking
statements.  Such  forward looking statements are based on our best estimates of
future results, performance or achievements, based on current conditions and the
most  recent results of the Company.  In addition to statements which explicitly
describe  such risks and uncertainties, readers are urged to consider statements
labeled  with  the  terms "may", "will", "potential", "opportunity", "believes",
"belief",  "expects",  "intends",  "estimates",  "anticipates"  or "plans" to be
uncertain  and  forward-looking. The forward-looking statements contained herein
are  also  subject generally to other risks and uncertainties that are described
from  time  to  time  in the Company's reports and registration statements filed
with  the  Securities  and  Exchange  Commission.

CRITICAL  ACCOUNTING  POLICIES

     The  discussion  and  analysis of the Company's financial condition and the
results  of  its  operations  are  based on the Company's consolidated financial
statements  and  the  data  used  to  prepare  them.  The Company's consolidated
financial statements have been prepared based on accounting principles generally
accepted  in the United States of America.  On an on-going basis, we re-evaluate
our  judgments and estimates including those related to inventory valuation, the
valuation allowance on the Company's deferred tax asset and goodwill impairment.
These  estimates  and  judgments  are based on historical experience and various
other  assumptions  that  are  believed  to be reasonable under current business
conditions  and  circumstances.  Actual  results may differ from these estimates
under  different  assumptions or conditions.  The Company believes the following
critical  accounting policies affect more significant judgments and estimates in
the  preparation  of  the  consolidated  financial  statements.

Inventories
-----------

     Inventory  is valued at the lower of cost (specific and average) or market.
Inventory  items  are reviewed regularly for excess and obsolete inventory based
on  an  estimated forecast of product demand.  Demand for the Company's products
can  be  forecasted  based on current backlog, customer options to reorder under
existing  contracts,  the  need  to  retrofit  older  units and parts needed for
general repairs.  Although the Company makes every effort to insure the accuracy
of its forecasts of future product demand, any significant unanticipated changes
in  demand  or  technological  developments could have an impact on the level of
obsolete  material  in  its  inventory  and operating results could be affected,
accordingly.  However,  world  events  have  forced  our  country  into  various
situations  of  conflict  whereby  equipment is used and parts may be needed for
repair.  This  could lead to increased product demand as well as the use of some
older  inventory  items  that  the  Company  had previously determined obsolete.

Deferred  tax  asset
--------------------

     At  December 31, 2004, the Company had an alternative minimum tax credit of
approximately  $564,000  with  no limitation on the carry-forward period and net
operating  loss  carry-forwards of approximately $24,000,000 that expire through
2020.  In  addition,  the  Company receives a tax deduction when their employees
exercise  their  non-qualified  stock  options  thereby increasing the Company's
deferred  tax  asset.  The  Company  records a valuation allowance to reduce its
deferred  tax asset when it is more likely than not that a portion of the amount
may  not be realized.  The Company estimates its valuation allowance based on an
estimated  forecast  of  its  future  profitability.  Any significant changes in
future  profitability  resulting  from variations in future revenues or expenses
could  affect  the  valuation  allowance on its deferred tax asset and operating
results  could  be  affected,  accordingly.

Impairment  of  Goodwill
------------------------

     The Company has significant intangible assets related to goodwill and other
acquired  intangibles.  In  determining the recoverability of goodwill and other
intangibles,  assumptions must be made regarding estimated future cash flows and
other  factors to determine the fair value of the assets.  If these estimates or
their  related  assumptions change in the future, the Company may be required to
record  impairment charges for those assets not previously recorded. The Company
adopted Statement of Financial Accounting Standards No. 142, "Goodwill and Other
Intangible  Assets".  Under  the  provisions  of  SFAS  142, the cost of certain
intangible  assets  are  no  longer  subject  to amortization.  These costs were
reviewed  for  potential  impairment in 2004 and 2003 and will be reviewed on an
annual  basis  thereafter.

RESULTS  OF  OPERATIONS:

Year  Ended  December  31,  2004  v.  Year  Ended  December  31,  2003
----------------------------------------------------------------------

     The  Company  currently  operates  in  two  industry  segments.  Its  Orbit
Instrument  Division  is  engaged  in  the  design and manufacture of electronic
components  and  subsystems (the "Electronics Segment").  Its Behlman subsidiary
is  engaged  in the design and manufacture of commercial power units (the "Power
Units  Segment").
Consolidated net sales for the year ended December 31, 2004 increased by 5.1% to
$18,012,000  from  $17,139,000  for the prior year principally due to a 9.6% and
1.7%  increase  in  sales  recorded from the Power Units Segment and Electronics
Segment,  respectively.

Gross profit, as a percentage of net sales, for the year ended December 31, 2004
decreased  to 43.1% from 43.6% for the prior year. The decrease in gross profit,
as a percentage of sales, was due to an decrease in gross profit realized by the
Power  Units  Segment  that  was  partially offset by a slight increase in gross
profit  from  the Electronics Segment.  The decrease in gross profit realized by
the  Power  Units Segment, despite the increase in sales, was principally due to
product  mix,  principally  due  to  the  increase  in  sales  in  the Segment's
commercial  business.  The  slight  increase  in  gross  profit  realized by the
Electronics  Segment  was  principally  due  to  a  change  in  product  mix.

Selling,  general  and  administrative  expenses for the year ended December 31,
2004  slightly  decreased,  by less than 1%, to $6,019,000 from $6,039,000  from
the  year  ended  December  31,  2003  principally  due  to  lower  corporate
administrative  costs,  particularly, a decrease of $115,000 of non-cash charges
resulting  from the issuance of warrants to its investment banker.  Exclusive of
these non-cash net charges, selling, general and administrative expenses for the
year  ended December 31, 2004 increased by 1.6% from the year ended December 31,
2003.   Selling,  general and administrative expenses, as a percentage of sales,
for  the  year ended December 31, 2004 decreased to 33.4% from 35.2% principally
due  to  a  slight  decrease  in  costs combined with increased sales during the
current  year.

Interest  expense  for the year ended December 31, 2004 decreased to $2,000 from
$9,000  for  the  year ended December 31, 2003 principally due to the pay off of
the  outstanding balance under the Company's credit facility with an asset-based
lender  in  the  first  quarter  of  2003.

Investment  and  other  income  for  the  year  ended December 31, 2004 slightly
decreased  to  $104,000  from  $110,000  for the prior year principally due to a
decrease  in  funds  available  for  investment and due to lower interest rates.

Net  income before income tax benefit was $1,837,000 for the year ended December
31,  2004,  compared  to  $1,528,000  for the year ended December 31, 2003.  The
increase in income was principally due to the increase in sales from both of the
Company's  operating  Segments,  the  decrease  in  selling,  general  and
administrative  costs,  the  slight  increase  in  gross  profit realized by the
Electronics  Segment  that  was partially offset by the decrease in gross profit
realized  by  the  Power  Units  Segment.

During  both  the  years  ended  December 31, 2004 and December 31, 2003, due to
increased  profitability,  the  Company  adjusted its valuation allowance on its
deferred  tax  asset  thereby  realizing  $100,000  in  an  income  tax benefit.

As  a  result  of the foregoing, net income for the year ended December 31, 2004
was  $1,937,000  compared  to  $1,628,000  for the year ended December 31, 2003.




Liquidity,  Capital  Resources  and  Inflation
----------------------------------------------

     Working  capital  increased to $10,932,000 at December 31, 2004 compared to
$9,005,000  at  December  31,  2003.  The  ratio  of  current  assets to current
liabilities increased to 7.1 to 1 at December 31, 2004 from 5.3 to 1 at December
31,  2003.

Net  cash  provided  by  operations  for  the  year  ended December 31, 2004 was
$587,000, primarily attributable to net income for the period that was partially
offset  by an increase in inventory, deferred tax benefit and other assets and a
decrease  in  accrued  expenses.  Net cash used in operations for the year ended
December  31,  2003  was  $345,000,  primarily  attributable  to  an increase in
accounts receivable, a decrease in accounts payable and accrued expenses and the
non-cash  effect  of  the  income  tax  benefit that was partially offset by net
income for the period and the non-cash effect of the issuance of warrants to the
Company's  investment  banker.

     Cash  flows  used  in  investing activities for the year ended December 31,
2004  was $211,000 attributable to the purchase of marketable securities and the
purchase  of property and equipment. Cash flows used in investing activities for
the  year  ended  December  31, 2003 was $75,000 attributable to the purchase of
marketable  securities  and  the  purchase  of  property  and  equipment.

     Cash  flows  used  in  financing activities for the year ended December 31,
2004  was  $61,000,  primarily  attributable to the repayments of long-term debt
that  was  partially offset by the proceeds from stock option exercises due to a
material  increase  in  the  price  of  the Company's stock.  Cash flows used in
financing  activities  for  the  year  ended  December  31,  2003  was $805,000,
primarily  attributable  to  the repayments of long-term debt that was partially
offset  by  the  proceeds  from  stock  option  exercises.

     In  February  2003,  the  Company entered into a $2,000,000 credit facility
with its primary commercial lender secured by accounts receivable, inventory and
machinery  and  equipment.  The  agreement  will  continue  from  year  to  year
thereafter  unless  sooner  terminated  for  an  event  of  default  including
non-compliance  with certain financial covenants.  The Company has been approved
for  a  new  $2,500,000  credit  facility  with the same lender along with a new
five-year $5,000,000 Term Loan Agreement to finance the acquisition of Tulip and
its  manufacturing  affiliate.  Loans  under  the current facility bear interest
equal  to  the  sum  of  2.75%  plus  the one-month London Inter-bank Offer Rate
(LIBOR)  (2.40%  at  December  31,  2004).  The  new approved facility will bear
interest  equal  to  the sum of 2.00% plus the one-month LIBOR and the Term Loan
will  bear  interest  equal  to  the  sum  of  2.25%  plus  the one-month LIBOR.

The Company's contractual obligations and commitments are summarized as follows:

                                    Less  than     1-3        4-5      After 5
Obligation              Total        1  Year       Years     Years     Years
----------              -----        -------       -----     -----     -------

Long-term  debt        $ 3,000      $  3,000      $   0      $   0      $  0

Capital  lease
    obligations         30,000        10,000       20,000        0         0

Operating  leases    3,763,000       462,000      917,000    874,000  1,510,000
                     ---------     ---------     --------    -------  ---------

Total  contractual
    obligations     $3,796,000      $475,000     $937,000   $874,000 $1,510,000

     The  Company's  existing  capital  resources,  including  its  bank  credit
facilities  and  its  cash  flow  from operations are expected to be adequate to
cover  the  Company's  cash  requirements  for  its operations.  The Company has
received  approval  from  its lender for a new $5,000,000 Term Loan that will be
sufficient  to finance the acquisition of Tulip and its manufacturing affiliate.
The  Company believes that financing alternatives are available in order to fund
future  acquisitions.

     Inflation  has  not  materially  impacted  the  operations  of the Company.

Certain  Material  Trends
-------------------------

     The  Company's  Electronics  Segment  and  the Custom Division of its Power
Units  Segment  are  heavily  dependent  on  military  spending.  The  events of
September  11,  2001  have  put  a  tremendous  emphasis on defense and homeland
security  spending  and the Company has seen improvement in bookings and revenue
levels  since  2001.  The  Company  has  realized  a significant increase to the
backlog  of the Custom Division of its Power Unit Segment and shipments of these
orders  commenced  in  the  third quarter of 2002 and continued throughout 2003.
The Company recently received significant new orders for its Custom Division and
commenced  shipping  under  these  contracts  in  the fourth quarter of 2004 and
expects  to  continue  shipping  into  2005.  The Company also had experienced a
slowdown  in  its  commercial  division  of  its  Power  Units  Segment due to a
reduction  in  capital  spending  as  a  result  of current economic conditions.
However,  the  commercial  division  has  realized  an  increase  in  bookings,
particularly  for  military  requirements  for its standard commercial products.
Bookings for the Power Units Segment and the Electronics Segment, for the twelve
months  ended December 31, 2004, was over 37% and 27% higher, respectively, than
it  was  for  the  prior twelve month period.  Strong bookings for both of these
Segments  have  continued  into  2005.  Although the Electronics Segment and the
Custom Division of the Power Units Segment are pursing several opportunities for
reorders  as  well  as  new  contract  awards,  the  Company has always found it
difficult  to  predict  the  timing  of  such  awards.

     There  is no seasonality to the Company's business.  The Company's revenues
are  generally  determined  by  the  shipping schedules outlined in the purchase
orders  received  from  its  customers.  The  Company  stratifies  all  the
opportunities  it  is  pursuing  by  various  confidence  levels.  The  Company
generally  realizes  a  very  high success rate with those opportunities that it
applies  a  high  confidence  level to.  The Company currently has a significant
amount  of potential contract awards that it has applied a high confidence level
to.  However,  because  it is difficult to predict the timing of awards for most
of  the  opportunities  the  Company  is  pursuing, it also becomes difficult to
predict  when the Company will commence shipping under these contracts.  A delay
in  the  receipt  of  any  contract  from  its  customer  ultimately  causes  a
corresponding  delay  in  shipments  under  that  contract.

     Despite  the  increase  in  military  spending,  the  Company still faces a
challenging  environment.  The  government is emphasizing the engineering of new
and  improved weaponry and it continues to be our challenge to work with each of
our  prime  contractors  so  that  we can participate on these new programs.  In
addition,  these  new  contracts require incurring up-front design, engineering,
prototype  and  pre-production  costs.  While  the Company attempts to negotiate
contract  awards for reimbursement of product development, there is no assurance
that  sufficient monies will be set aside by its customers, including the United
States  Government,  for  such  effort.  In  addition, even if the United States
Government  agrees  to reimburse development costs, there is still a significant
risk  of  cost  overrun  that  may  not  be reimbursable.  Furthermore, once the
Company has completed the design and pre-production stage, there is no assurance
that funding will be provided for future production.  In such event, even if the
Company is reimbursed its development costs it will not generate any significant
profits.

     The  Company  is  heavily  dependent  upon military spending as a source of
revenues and income.  Any future reductions in the level of military spending by
the  United  States  Government  could  have  a negative impact on the Company's
future  revenues  and earnings.  In addition, due to major consolidations in the
defense  industry,  it  has become more difficult to avoid dependence on certain
customers  for  revenue and income.  Behlman's line of commercial products gives
the  Company  some  diversity  and  the Orbit Instrument Division has introduced
certain  of its products into commercial and foreign markets as well as to other
Departments  of  Defense.

Recent  Accounting  Pronouncements
----------------------------------

     In  December  2004,  the  FASB  issued  Statement  of  Financial Accounting
Standards  No. 123R (Revised 2004), Share-Based Payment ("SFAS No. 123R"), which
requires that the compensation cost relating to share-based payment transactions
be  recognized  in  financial statements based on alternative fair value models.
The  share-based  compensation  cost will be measured based on the fair value of
the  equity or liability instruments issued. The Company currently discloses pro
forma  compensation  expense  quarterly  and  annually  by calculating the stock
option  grants'  fair  value  using  the  Black-Scholes  and  Binomial model and
disclosing  the  impact  on net income and net income per share in a Note to the
Consolidated  Financial  Statements. Upon adoption, pro forma disclosure will no
longer  be  an  alternative.  SFAS  No.  123R  also requires the benefits of tax
deductions  in  excess  of  recognized  compensation  cost  to  be reported as a
financing  cash  flow  rather  than  as an operating cash flow as required under
current  literature.  This  requirement will reduce net operating cash flows and
increase  net  financing cash flows in periods after adoption. While the Company
cannot  estimate  what  those  amounts  will  be  in  the  future, the amount of
operating  cash  flows  recognized  for such deductions were $74,000 in 2004 and
$140,000  for 2003. The Company will begin to apply SFAS No. 123R using the most
appropriate fair value model as of the interim reporting period ending March 31,
2006.

Quantitative  and  Qualitative  Disclosures  About  Market  Risks
-----------------------------------------------------------------

     The  Company currently has no bank debt and consequently, is not exposed to
market  risk  related to changes in interest rates.  However, the Company's line
of  credit is at a variable rate of interest and is not hedged by any derivative
instruments.

ITEM  7.          FINANCIAL  STATEMENTS

     The  information  required  under  this  Item appears in a separate section
following  Item  14  of  this  report.


ITEM  8.     CHANGES  IN  AND  DISAGREEMENTS  WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL  DISCLOSURE

     None.

ITEM  8A.     CONTROLS  AND  PROCEDURES

     An evaluation was performed, as of December 31, 2004, under the supervision
and  with  the  participation  of  management, including its President and Chief
Executive  Officer  and  Chief  Financial  Officer,  of the effectiveness of the
design  and  operation  of our disclosure controls and procedures, as defined in
Rules  13a-15(e)  and  15(d)-15(e)  under  the  Securities Exchange Act of 1934.
Based  on  such  evaluation,  our  management  has concluded that its disclosure
controls  and  procedures  were  effective  as  of  December  31,  2004.

     There have been no significant changes in our internal controls or in other
factors  that  could  significantly  affect our internals controls subsequent to
December  31,  2004.

ITEM  8B.     OTHER  INFORMATION

     None.
          PART  III
          ---------

ITEM  9.          DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS  AND  CONTROL
PERSONS;  COMPLIANCE  WITH  SECTION  16(A)  OF  THE  EXCHANGE          ACT.

     Incorporated by reference to the Company's definitive proxy statement to be
filed with the Securities and Exchange Commission ("SEC") pursuant to Regulation
14A promulgated under the Securities Exchange Act of 1934 in connection with the
Company's  2005  Annual  Meeting  of  Stockholders.

ITEM  10.     EXECUTIVE  COMPENSATION

     Incorporated by reference to the Company's definitive proxy statement to be
filed  with  the SEC pursuant to Regulation 14A promulgated under the Securities
Exchange  Act  of  1934  in connection with the Company's 2005 Annual Meeting of
Stockholders.

ITEM  11.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED  STOCKHOLDER  MATTERS

     Incorporated by reference to the Company's definitive proxy statement to be
filed  with  the SEC pursuant to Regulation 14A promulgated under the Securities
Exchange  Act  of  1934  in connection with the Company's 2005 Annual Meeting of
Stockholders.





ITEM  12.     CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

     Incorporated by reference to the Company's definitive proxy statement to be
filed  with  the SEC pursuant to Regulation 14A promulgated under the Securities
Exchange  Act  of  1934  in connection with the Company's 2005 Annual Meeting of
Stockholders.



ITEM  13.     EXHIBITS

Exhibit  No.  Description  of  Exhibit
------------  ------------------------

  3  (a)     Certification  of  Incorporation,  as  amended.  Incorporated  by
             reference  to  Exhibit  3(a)  to  Registrant's  Annual Report on
             Form 10-K for the fiscal  year  ended  June  30,  1991.

  3  (b)     By-Laws,  as amended.  Incorporated by reference to Exhibit 3(b) to
             Registrant's Annual Report on Form 10-K for the fiscal year ended
             June 30, 1988.

  4  (a)     Orbit  International Corp. 2003 Stock Incentive Plan.  Incorporated
             by  reference  to  Registrant's Annual Report on Form 10-KSB  for
             the fiscal year ended  December  31,  2002.

  10 (a)     Amended and Restated Employment Agreement, dated as of February 15,
             1999,  between  Registrant  and  Mitchell  Binder.  Incorporated by
             reference to Exhibit  10(a)  to  Registrant's  Annual  Report  on
             Form 10-K for the fiscal year ended  December  31,  1998.

  10 (b)     Amended and Restated Employment Agreement, dated as of February 15,
             1999,  between  Registrant  and  Bruce  Reissman.  Incorporated  by
             reference to Exhibit  10(b)  to  Registrant's  Annual  Report  on
             Form 10-K for the fiscal year ended  December  31,  1998.

  10 (c)     Amended and Restated Employment Agreement, dated as of February 15,
             1999  between  Registrant  and  Dennis  Sunshine.  Incorporated  by
             reference to Exhibit  10(c)  to  Registrant's  Annual  Report  on
             Form 10-K for the fiscal year ended  December  31,  1998.

  10  (d)    Form  of Indemnification Agreement between the Company and each of
             its  Directors  dated  as  of  September  10,  2001.

  10  (e)    Asset  Purchase  Agreement,  dated  as of January 11, 1996, by and
             among   Astrosystems,   Inc.,  and   BEI Electronics, Inc.,  Orbit
             International  Corp. and  Cabot  Court,  Inc.  Incorporated   by
             reference to the Registrant's Current Report  on  Form  8-K  dated
             February  7,  1996

  10  (f)    Amendment  dated  as of March 1, 2000 to the Agreement dated March
             28,  1996  among  Kenneth  Freedman, Frederick Meyers, The Panda
             Group, Inc. and Orbit  International  Corp.  Incorporated   by
             reference  to  Exhibit  4(b)  to Registrant's Annual Report on
             Form 10-KSB for the fiscal year ended December 31, 2000.

  10  (g)    Financing  Agreement dated January 8, 2001 between the Company and
             Rosenthal  &  Rosenthal,  Inc.  including  exhibits  and schedules
             thereto. Incorporated  by reference to Exhibit 4(b) to Registrant's
             Annual  Report  on  Form  10-KSB  for  the  fiscal  year  ended
             December  31,  2000.

  10  (h)    Financing  Agreement  dated  January  8,  2001  between  Behlman
             Electronics,  Inc.  and  Rosenthal  &  Rosenthal,  Inc.  including
             exhibits and schedules  thereto.  Incorporated  by  reference to
             Exhibit 4(b) to Registrant's Annual  Report  on  Form  10-KSB  for
             the  fiscal year ended December 31, 2000.

  10 (i)     Purchase and Sale Agreement between the Company and 80 Cabot Realty
             LLC  dated  February  26,  2001.  Incorporated  by  reference to
             Exhibit 4(b) to Registrant's Annual Report on Form 10-KSB for the
             fiscal year ended December 31, 2000.

  10(j)      Lease  Agreement between  the Company and 80 Cabot Realty LLC dated
             February  26,  2001.  Incorporated  by reference to Exhibit 4(b) to
             Registrant's Annual  Report  on  Form  10-KSB for  the  fiscal year
             ended December 31, 2000.

  10(k)      Loan  and  Security  Agreement dated as of January 28, 2003 between
             the Company and  Merrill  Lynch  Business Financial  Services  Inc.
             including exhibits and other attachments thereto.  Incorporated by
             reference to Registrant's Annual Report  on  Form  10-KSB  for  the
             fiscal  year  ended  December  31,  2002.

  10(l)      Stock  Purchase  Agreement  dated  December  13, 2004  between  the
             Company and  Tulip  Development  Laboratory,  Inc. ("Tulip"),  TDL
             Manufacturing, Inc. ("TDLM")  and  the  shareholders of Tulip and
             TDLM. Incorporated by reference to Registrant's  Form  8-K  dated
             December  13,  2004.

  14         Form  of  Code  of  Ethics  between the  Company  and  its  Chief
             Executive Officer, Chief Financial Officer and Chief  Accounting
             Officer. Incorporated by reference to Registrant's Annual Report
             on Form 10K-SB for the fiscal year ended December  31,  2003.

  21         Subsidiaries of Registrant.  Incorporated by reference to Exhibit
             21 to the  Registrant's  Annual Report on Form 10-K for the fiscal
             year ended December 31,1996.

  23*        Consent  of  Goldstein  Golub  Kessler  LLP.

  31  (a)*   Certification  of  the  Chief  Executive Officer required by Rule
             13a-14(a)  or  Rule  15d-14(a)  and  18  U.S.C.  1350.

  31  (b)*   Certification  of  the  Chief  Financial Officer required by Rule
             13a-14(a)  or  Rule  15d-14(a)  and  18  U.S.C.  1350.

  32  (a)*   Certification  of  the  Chief  Executive Officer required by Rule
             13a-14(b)  or  Rule  15d-14(b)  and  18  U.S.C.  1350.

  32  (b)*   Certification  of  the  Chief  Financial Officer required by Rule
             13a-14(b)  or  Rule  15d-14(b)  and  18  U.S.C.  1350.
_______________________
-----------------------
     *  Filed  herewith.


ITEM  14.     PRINCIPAL  ACCOUNTANT  FEES  AND  SERVICES

          Incorporated  by reference to the Company's definitive proxy statement
to  be  filed  with  the  Securities and Exchange Commission ("SEC") pursuant to
Regulation  14A  promulgated  under  the  Securities  Exchange  Act  of  1934 in
connection  with  the  Company's  2005  Annual  Meeting  of  Shareholders.

<PAGE>

ORBIT  INTERNATIONAL  CORP.
 AND  SUBSIDIARIES

CONSOLIDATED  FINANCIAL  STATEMENTS

DECEMBER  31,  2004

<PAGE>


                                      ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES


                                      INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
                                      ------------------------------------------



REPORT  OF  INDEPENDENT  REGISTERED  PUBLIC  ACCOUNTING  FIRM          F-1


CONSOLIDATED  FINANCIAL  STATEMENTS:

  Balance  Sheet  as  of  December  31,  2004  and  2003               F-2
  Statement  of  Operations  for  the  Years  Ended
    December 31, 2004 and 2003                                         F-3
   Statement  of  Stockholders' Equity for the Years Ended
    December 31, 2004 and 2003                                         F-4
   Statement  of  Cash  Flows  for  the  Years  Ended
    December 31, 2004 and 2003                                         F-5
   Notes  to  Consolidated  Financial  Statements                   F-6 - F-16


<PAGE>
REPORT  OF  INDEPENDENT  REGISTERED  PUBLIC  ACCOUNTING  FIRM




To  the  Stockholders  and  Board  of  Directors
Orbit  International  Corp.


We  have  audited  the  accompanying  consolidated  balance  sheets  of  Orbit
International  Corp.  and Subsidiaries as of December 31, 2004 and 2003, and the
related  consolidated  statements  of operations, stockholders' equity, and cash
flows  for  the  years  then  ended.  These  financial  statements  are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion  on  these  financial  statements  based  on  our  audits.

We  conducted  our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test  basis,  evidence  supporting  the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
financial  statement  presentation.  We  believe  that  our  audits  provide  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects, the financial position of Orbit International Corp. and
Subsidiaries  as  of  December  31,  2004  and  2003,  and  the results of their
operations  and  their  cash  flows  for the years then ended in conformity with
United  States  generally  accepted  accounting  principles.




GOLDSTEIN  GOLUB  KESSLER  LLP
New  York,  New  York

February  18,  2005

<TABLE>
<CAPTION>

ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES

CONSOLIDATED  BALANCE  SHEET

<S>                                                                      <C>           <C>
DECEMBER 31,. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         2004          2003
                                                                         -----------   -----------
ASSETS

Current Assets:
  Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . .  $ 1,112,000   $   797,000
  Investments in marketable securities. . . . . . . . . . . . . . . . .      158,000        55,000
  Accounts receivable, less allowance for doubtful accounts of $145,000    2,472,000     2,615,000
  Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    8,265,000     7,077,000
  Other current assets. . . . . . . . . . . . . . . . . . . . . . . . .      147,000       158,000
  Deferred tax asset. . . . . . . . . . . . . . . . . . . . . . . . . .      564,000       390,000
                                                                         -----------   ------------
  TOTAL CURRENT ASSETS. . . . . . . . . . . . . . . . . . . . . . . . .   12,718,000    11,092,000

Property and Equipment, net . . . . . . . . . . . . . . . . . . . . . .      198,000       164,000

Excess of Cost over the Fair Value of Assets Acquired . . . . . . . . .      868,000       868,000

Other Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,058,000       869,000

Deferred Tax Asset. . . . . . . . . . . . . . . . . . . . . . . . . . .      200,000       200,000
                                                                        ------------   ------------
TOTAL ASSETS. . . . . . . . . . . .     . .   . . . . . . . . . . . . .  $15,042,000   $13,193,000

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Current portion of long-term obligations. . . . . . . . . . . . . . .  $    13,000   $   149,000
  Accounts payable. . . . . . . . . . . . . . . . . . . . . . . . . . .      712,000       759,000
  Accrued expenses. . . . . . . . . . . . . . . . . . . . . . . . . . .      976,000     1,094,000
  Deferred income . . . . . . . . . . . . . . . . . . . . . . . . . . .       85,000        85,000
                                                                         -----------   ------------
  TOTAL CURRENT LIABILITIES . . . . . . . . . . . . . . . . . . . . . .    1,786,000     2,087,000
Deferred Income . . . . . . . . . . . . . . . . . . . . . . . . . . . .      598,000       684,000
Long-term Obligations, less current portion . . . . . . . . . . . . . .       20,000        30,000
  TOTAL LIABILITIES . . . . . . . . . . . . . . . . . . . . . . . . . .    2,404,000     2,801,000

Stockholders' Equity:
  Common stock - authorized 10,000,000 shares-
    $.10 par value; issued and outstanding-3,057,000 shares . . . . . .      307,000       403,000
  Additional paid-in capital. . . . . . . . . . . . . . . . . . . . . .   16,657,000    24,583,000
  Unearned compensation . . . . . . . . . . . . . . . . . . . . . . . .   (1,516,000)            -
  Accumulated other comprehensive loss. . . . . . . . . . . . . . . . .       (3,000)            -
  Accumulated deficit . . . . . . . . . . . . . . . . . . . . . . . . .   (2,807,000)   (4,744,000)
                                                                          -----------  ------------
                                                                          12,638,000    20,242,000
  Treasury stock, at cost . . . . . . . . . . . . . . . . . . . . . . .            -    (9,850,000)
                                                                          -----------  ------------
STOCKHOLDERS' EQUITY. . . . . . . . . . .   . . . . . . . . . . . . . .   12,638,000    10,392,000
                                                                          -----------  -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY. . . .   . . . . . . . . . .  $15,042,000   $13,193,000
</TABLE>

See Notes to Consolidated Financial STatements

<TABLE>
<CAPTION>

ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES


CONSOLIDATED  STATEMENT  OF  OPERATIONS

<S>                                           <C>           <C>
YEAR ENDED DECEMBER 31,. . . . . . . . . . .         2004          2003
                                              -----------  ------------

Net sales. . . . . . . . . . . . . . . . . .  $18,012,000   $17,139,000

Cost of sales. . . . . . . . . . . . . . . .   10,258,000     9,673,000
                                              -----------  -------------
Gross profit . . . . . . . . . . . . . . . .    7,754,000     7,466,000

Selling, general and administrative expenses    6,019,000     6,039,000

Interest expense . . . . . . . . . . . . . .        2,000         9,000

Investment and other income, net . . . . . .     (104,000)     (110,000)
                                               ----------- -------------
Total expenses . . . . . . . . . . . . . . .    5,917,000     5,938,000

Income before income tax benefit . . . . . .    1,837,000     1,528,000

Income tax benefit . . . . . . . . . . . . .     (100,000)     (100,000)
                                              ------------  ------------
Net income . . . . . . . . . . . . . . . . .  $ 1,937,000   $ 1,628,000
                                              ===========   ============

Net income per common share:
  Net income:
    Basic. . . . . . . . . . . . . . . . . .  $       .70   $       .60
                                              ===========   ===========
    Diluted. . . . . . . . . . . . . . . . .  $       .62   $       .55
                                              ===========   ============
</TABLE>


See Notes to Consolidated Financial Statements

<TABLE>
<CAPTION>

ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES

CONSOLIDATED  STATEMENT  OF  STOCKHOLDERS'  EQUITY

<S>                                     <C>            <C>            <C>               <C>           <C>
YEARS ENDED DECEMBER 31, 2004 AND 2003

                                  COMMON STOCK
                                10,000,000 SHARES. . . . . . . .                                                ACCUMULATED
                                   AUTHORIZED . . .ADDITIONAL                                                     OTHER
                               SHARES. . . .        PAID-IN    ACCUMULATED    TREASURY STOCK         UNEARNED  COMPREHENSIVE  TOTAL
                               ISSUED.   AMOUNT     CAPITAL     DEFICIT      SHARES     AMOUNT     COMPENSATION    LOSS
                              --------  -------   ----------- -----------  ---------- -----------  -----------  -------- ----------
Balance at January 1, 2003   3,908,000  $391,000  $24,090,000 $(6,372,000) (1,268,000) $(9,850,000)     -         -     $8,259,000

Exercise of options. . . . ..  116,000    12,000      144,000       -           -            -          -         -        156,000

Issuance of warrants . . . ..     -         -         209,000       -           -            -          -         -        209,000

Tax benefit of stock
 option exercise                  -         -         140,000       -           -            -          -         -        140,000

Net income . . . . . . . . ..     -         -            -      1,628,000       -            -          -         -      1,628,000
                            ----------  -------- ---------- -----------  ----------    -----------  -------   -------- -----------
Balance at December 31, 2003 4,024,000   403,000   24,583,000  (4,744,000) (1,268,000) (9,850,000)      -         -     10,392,000

Exercise of options and
 warrants                       66,000     7,000       77,000       -           -           -          -          -         84,000

Issuance of warrants .  . ..      -        -           94,000       -           -           -          -          -         94,000

Issuance of restricted stock   235,000    24,000    1,552,000       -           -           -    (1,516,000)      -         60,000

Retirement of treasury
 stock                      (1,268,000) (127,000)  (9,723,000)      -       1,268,000   9,850,000      -          -           -

Tax benefit of stock option
 exercise                         -         -          74,000       -           -           -          -          -         74,000

Other comprehensive loss . . ..   -         -            -          -           -           -          -       (3,000)      (3,000)

Net income . . . . . . . . . .    -         -            -      1,937,000       -           -          -          -      1,937,000
                              ---------   -------- ----------  -----------  ---------  --------- -----------  --------   ---------
Balance at December 31, 2004 3,057,000  $307,000  $16,657,000 $(2,807,000)      -           -    $(1,516,000) $(3,000) $12,638,000
                             =========  ========  =========== ============ ==========  ========= ===========  ======== ===========
</TABLE>

See Notes to Consolidated Financial


                                      ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES

                                  See Notes to Consolidated Financial Statements


<TABLE>
<CAPTION>

CONSOLIDATED  STATEMENT  OF  CASH  FLOWS

<S>                                                            <C>           <C>
YEAR ENDED DECEMBER 31, . . . . . . . . . . . . . . . . . . .         2004          2003
-----------------------                                        -----------   ------------

Cash flows from operating activities:
  Net income. . . . . . . . . . . . . . . . . . . . . . . . .  $ 1,937,000   $ 1,628,000
  Adjustments to reconcile net income to net cash provided by
   (used in) operating activities:
    Depreciation and amortization . . . . . . . . . . . . . .       69,000        77,000
    Bond premium amortization . . . . . . . . . . . . . . . .        2,000             -
    Bad debt. . . . . . . . . . . . . . . . . . . . . . . . .        2,000        37,000
    Restricted stock awards . . . . . . . . . . . . . . . . .       59,000             -
    Expense due to issuance of warrants . . . . . . . . . . .       94,000       209,000
    Deferred income . . . . . . . . . . . . . . . . . . . . .      (86,000)      (85,000)
    Deferred tax benefit. . . . . . . . . . . . . . . . . . .     (174,000)     (240,000)
    Tax benefit of options exercised. . . . . . . . . . . . .       74,000       140,000
    Changes in operating assets and liabilities:
      Decrease (increase) in accounts receivable. . . . . . .      141,000    (1,297,000)
      (Increase) decrease in inventories. . . . . . . . . . .   (1,188,000)       32,000
      Decrease (increase) in other current assets . . . . . .       11,000        (4,000)
      Increase in other assets. . . . . . . . . . . . . . . .     (189,000)      (16,000)
      Decrease in customer advances . . . . . . . . . . . . .            -       (47,000)
      Decrease in accounts payable. . . . . . . . . . . . . .      (47,000)     (289,000)
      Decrease in accrued expenses. . . . . . . . . . . . . .     (118,000)     (490,000)
                                                                -----------   -----------
 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES . . . .       587,000      (345,000)

Cash flows from investing activities:
    Purchase of marketable securities . . . . . . . . . . . .     (108,000)      (52,000)
    Purchase of property and equipment. . . . . . . . . . . .     (103,000)      (23,000)
                                                                 ----------   -----------
  NET CASH USED IN INVESTING ACTIVITIES . . . . . . . . . . .     (211,000)      (75,000)

Cash flows from financing activities:
  Restricted stock grant. . . . . . . . . . . . . . . . . . .        1,000             -
  Repayments of long-term debt. . . . . . . . . . . . . . . .     (146,000)     (961,000)
  Proceeds from exercise of options . . . . . . . . . . . . .       84,000       156,000
                                                                 ---------    ----------
NET CASH USED IN FINANCING ACTIVITIES . . . . . . . . . . .       (61,000)     (805,000)

Net increase (decrease) in cash and cash equivalents. . . . .      315,000    (1,225,000)

Cash and cash equivalents at beginning of year. . . . . . . .      797,000     2,022,000
                                                                 ---------    -----------
Cash and cash equivalents at end of year. . . . . . . . . . .  $ 1,112,000   $   797,000
                                                                ==========   ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the year for interest                         $    2,000    $     9,000

</TABLE>

See Notes to Consolidated Financial Statements

1.  ORGANIZATION  AND  BUSINESS:

The  consolidated  financial  statements  include  the  accounts  of  Orbit
International  Corp.  and  its  wholly  owned  subsidiaries  (collectively,  the
"Company").  All  significant  intercompany transactions have been eliminated in
consolidation.

The  Company has two reportable segments: (a) the Orbit Instrument Division
(Electronics  Segment)  is  engaged  in  the  design,  manufacture  and  sale of
customized  electronic  components  and  subsystems,  and  (b)  the  Behlman
Electronics,  Inc. subsidiary (Power Units Segment) is engaged in the design and
manufacture  of distortion-free commercial power units, power conversion devices
and  electronic  devices  for  measurement  and  display.


2.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES:


The  preparation  of  consolidated  financial statements in conformity with
accounting  principles  generally  accepted  in  the  United  States  of America
requires  management  to  make  estimates  and  assumptions  that  affect  the
consolidated  financial statements and accompanying notes.  Actual results could
differ  from  those  estimates.

During  the  third  quarter  of  2004,  the  Board of Directors unanimously
approved  the  retirement  of  the Company's 1,267,698 shares of treasury stock.

During  2003,  the  board of directors approved a twenty-five percent (25%)
stock  dividend.  The  stock  dividend has been accounted for as a 5 for 4 stock
split.

For  comparability,  certain  2003  amounts  have  been reclassified, where
appropriate,  to  conform  to the financial statement presentation used in 2004.

The  Company  considers  all  highly  liquid investments with a maturity of
three  months  or  less  when  purchased  to  be  cash  equivalents.

The Company maintains cash in bank deposit accounts which, at times, exceed
federally  insured  limits.  The Company has not experienced any losses on these
accounts.

Accounts  receivable  are  reported  at  their outstanding unpaid principal
balances  reduced  by an allowance for doubtful accounts.  The Company estimates
doubtful  accounts  based  on  historical bad debts, factors related to specific
customers'  ability  to pay and current economic trends.  The Company writes off
accounts  receivable  against  the  allowance when a balance is determined to be
uncollectible.

Inventories  are  priced  at  the  lower  of cost (specific and average) or
market.

Property  and equipment is recorded at cost.  Depreciation and amortization
of  the respective assets are computed using the straight-line method over their
estimated  useful  lives  ranging from 5 to 8 years.  Leasehold improvements are
amortized using the straight-line method over the remaining term of the lease or
the  estimated  useful  life  of  the  improvement,  whichever  is  less.

The Company's investment in available-for-sale securities is stated at fair
value,  based on quoted market prices, with the unrealized gains and losses, net
of  income  tax,  reported  in  other  comprehensive income.  Realized gains and
losses  and  declines  in  value  judged  to  be  other-than-temporary  on
available-for-sales  securities  are included in investment income.  The cost of
securities  sold  is  based on the specific-identification method.  Interest and
dividends  on  such  securities  are  included  in  investment  income.

Substantially  all  of the Company's revenue is recognized from the sale of
tangible  products.  The  Company records sales upon delivery of the units under
its  manufacturing  contracts.

The  Company's  freight and delivery costs were $66,000 and $39,000 for the
years  ended  December 31, 2004 and 2003, respectively. These costs are included
in  selling,  general  and  administrative  expenses.

When  impairment  indicators  are present, the Company reviews the carrying
value  of  its  long-lived  assets in determining the ultimate recoverability of
their  unamortized  values  using  future  undiscounted  cash  flow  analyses.

The  Company  adopted  Statement of Financial Accounting Standards ("SFAS")
No.  142, Goodwill and Other Intangible Assets which requires that an intangible
asset with a finite life be amortized over its useful life and that goodwill and
other intangible assets with indefinite lives not be amortized but evaluated for
impairment.  The  Company  concluded,  as  of  March 31, 2004, that there was no
impairment  to  goodwill.

The  Company  measures  employee  stock-based  compensation  cost  using
Accounting  Principles  Board ("APB") Opinion No. 25 as is permitted by SFAS No.
123,  Accounting  for  Stock-Based  Compensation.

In  December  2004,  the  FASB  issued  Statement  of  Financial Accounting
Standards  No. 123R (Revised 2004), Share-Based Payment ("SFAS No. 123R"), which
requires that the compensation cost relating to share-based payment transactions
be  recognized  in  financial statements based on alternative fair value models.
The  share-based  compensation  cost will be measured based on the fair value of
the  equity or liability instruments issued. The Company currently discloses pro
forma  compensation  expense  quarterly  and  annually  by calculating the stock
option  grants'  fair  value  using  the  Black-Scholes  and  Binomial model and
disclosing  the  impact  on net income and net income per share in a Note to the
Consolidated  Financial  Statements. Upon adoption, pro forma disclosure will no
longer  be  an  alternative.  The table at the end of this footnote reflects the
estimated  impact  that  such a change in accounting treatment would have had on
our net income and net income per share if it had been in effect during the year
ended  December  31,  2004.  SFAS  No.  123R  also  requires the benefits of tax
deductions  in  excess  of  recognized  compensation  cost  to  be reported as a
financing  cash  flow  rather  than  as an operating cash flow as required under
current  literature.  This  requirement will reduce net operating cash flows and
increase  net  financing cash flows in periods after adoption. While the Company
cannot  estimate  what  those  amounts  will  be  in  the  future, the amount of
operating  cash  flows  recognized  for such deductions were $74,000 in 2004 and
$140,000  for 2003. The Company will begin to apply SFAS No. 123R using the most
appropriate fair value model as of the interim reporting period ending March 31,
2006.

Pro  forma  information  regarding  net  income and net income per share is
required by SFAS No. 123 and has been determined as if the Company had accounted
for  its  stock options granted using the fair value method of SFAS No. 123. The
fair value  for  these  options  was  estimated  at  the date of grant using the
Binomial  and  Black-Scholes  option  pricing  models  with  the  following
weighted-average assumptions  for  the  years  ended December 31, 2004 and 2003:
risk-free interest  rates  of 3.81%  to 4.58% and 2.3% to 3.58% respectively; no
dividend yield; volatility factors of the expected market price of the Company's
common stock  of  116%  and 131%, respectively; and a weighted-average expected
life of the  options  of  9.0  years.

     Except  for  the  aforementioned SFAS No. 123R, management does not believe
that  any  recently  issued,  but  not  yet  effective,  accounting standards if
currently  adopted would have a material effect on the accompanying consolidated
financial  statements.

For  purposes  of pro forma disclosures, the estimated fair value of the options
is  amortized  to  expense  over the options' vesting period.  The Company's pro
forma  information  is  as  follows:

<TABLE>
<CAPTION>


<S>                                     <C>         <C>
December 31, . . . . . . . . . . . . .        2004        2003
-----------                             -----------  ----------

Net income - as reported . . . . . . .  $1,937,000  $1,628,000

Deduct: Total stock-based employee
 compensation expense determined
 under fair-value-based method for all
 awards, net of related tax effect . .     936,000     256,000
                                        ----------  ----------
Net income - pro forma . . . . . . . .  $1,001,000  $1,372,000
                                        ==========  ==========

Basic income per share - as reported .  $      .70  $      .60
                                        ==========  ==========

Basic income per share - pro forma . .  $      .36  $      .51
                                        ==========  ==========

Diluted income per share - as reported  $      .62  $      .55
                                        ==========  ==========

</TABLE>


The  fair value of the Company's long-term obligations is estimated based on the
current  rates  offered to the Company for debt of similar terms and maturities.
Using  this  method,  the  Company's fair value of long-term obligations was not
significantly  different  from  the  stated value at December 31, 2004 and 2003.



Research and development costs are expensed when incurred.  The Company expensed
approximately  $967,000  and  $987,000  for  research and development during the
years  ended  December  31,  2004  and  2003,  respectively.  Such  expenses are
included  in  selling,  general  and  administrative  expenses.


<TABLE>
<CAPTION>


3.  INVENTORIES:
Inventories  consist  of  the  following:

<S>                                             <C>            <C>
December 31, . .                                2004           2003
------------                                 --------     ----------
Raw materials. .                           $4,303,000     $3,433,000
Work-in-progress                            3,478,000      3,202,000
Finished goods .                              484,000        442,000
                                           ----------     ----------
                                           $8,265,000     $7,077,000
                                           ==========    ===========
</TABLE>


<TABLE>
<CAPTION>

4.  PROPERTY  AND  EQUIPMENT:

Property  and  equipment  consists  of:

<S>                                        <C>         <C>
December 31,. . . . . . . . . . . . . . .        2004           2003
-------------                          --------------     ----------

Leasehold improvements. . . . .     . . .  $   22,000    $    4,000
Machinery and equipment . . . . . . . . .   1,223,000     1,194,000
Furniture and fixtures. . . . . . . . . .     688,000       632,000
                                       --------------    ----------
                                            1,933,000     1,830,000
Accumulated depreciation and amortization   1,735,000     1,666,000
                                       --------------   -----------
                                           $  198,000    $  164,000
                                       ==============   ===========

</TABLE>

5.  DEBT:

     In February 2004, the Company renewed its $2,000,000 credit facility with a
commercial  lender  secured  by accounts receivable, inventory and machinery and
equipment,  as  defined in the agreement.  The agreement will continue from year
to  year  thereafter  unless sooner terminated for an event of default including
non-compliance  with  financial  covenants.  Loans  under the facility will bear
interest  equal  to  the  sum  of 2.75% plus the one-month LIBOR rate (2.40% and
1.12%  at  December  31,  2004  and  2003,  respectively).  No amounts have been
borrowed  under  the  credit  facility.

In  February 2005, the Company was approved for a new $2,500,000 credit facility
with its commercial lender. The new facility will bear interest equal to the sum
of  2.00%  plus  the  one-month  LIBOR.

The  Company's  long-term  debt  obligations  are  as  follows:


December  31,                             2004               2003
-------------                            ------             ------
Promissory  note  payable  to  the
sellers  of  a discontinued apparel
division through  February  2005        $  3,000         $  132,000

Note due to the estate of the former
principal officer, interest at prime
(4.00% at  December  31,  2003),
payable  in  monthly  installments           -                6,000

Capitalized  lease  obligation
collateralized by certain machinery,
interest at 8.6%, payable in monthly
installments of $870 through 2007         30,000             41,000
                                       ---------           --------
                                          33,000            179,000
Less  current  portion                    13,000            149,000
                                       ---------            -------
                                       $  20,000          $  30,000

     Principal  payments  due  on  the  Company's long-term debt are as follows:

     Year  ending  December  31,
     2005            $13,000
     2006             10,000
     2007             10,000
                     -------
                     $33,000


6.  STOCK-BASED  COMPENSATION  PLANS:

The  Company  has  stock  option  plans  which  provide for the granting of
nonqualified  or  incentive  stock  options  to  officers,  key  employees  and
nonemployee  directors.  The  plans  authorize  the granting to officers and key
employees  stock  options and restricted stock awards to acquire up to 1,312,500
common  shares.  Additionally,  the  plans authorize the granting to nonemployee
directors  of  the Company options to acquire up to 100,000 common shares.  Each
plan  grants  options  at the market value of the Company's stock on the date of
such grant.  All options and restricted stock grants are exercisable at times as
determined  by  the  board of directors, not to exceed 10 years from the date of
grant.

 The  following  table  summarizes  activity  in  stock  options:


December  31,                                     2004                    2003
-------------                                  -------                   ------

                                               Weighted-               Weighted-
                                                average                 average
                                                Exercise               Exercise
                                      Options    Price       Options     Price
                                    ---------   -------     -------   --------
Outstanding  at  beginning
 of  year                             872,000    $2.02      865,000     $2.32

Granted                                83,000    $7.44      145,000     $5.50

Forfeited                                -         -        (22,000)    $2.41

Exercised                             (29,000)   $2.83     (116,000)    $1.37
                                     ---------  -----     ---------    ------
Outstanding  at  end  of  year        926,000    $3.38      872,000     $2.02
                                      =======               =======

Exercisable  at  end  of  year        906,000               695,000
                                      =======               =======

Weighted-average  fair
 value  of  options  granted
 during  the  year                              $7.07                  $4.52
                                               ======                  =====

The  following  table summarizes information about stock options outstanding and
exercisable  at  December  31,  2004:

                       Options  Outstanding                Options  Exercisable
                       --------------------               ---------------------
                                Weighted-
                                 average   Weighted-              Weighted-
                                Remaining  average                 average
   Range  of         Number   Contractual  Exercise   Number      Exercise
Exercise  Prices   Outstanding    Life     Price     Exercisable    Price
---------------   -----------   -------  --------  -------------  -------
$  .75  - $1.34     143,000       6.00     $1.32     143,000       $1.32
$1.58  -  $2.02      83,000       2.00     $1.87      83,000       $1.87
$2.40  -  $2.90     129,000       5.00     $2.40     129,000       $2.40
$3.00  -  $4.00     318,000       1.00     $3.01     318,000       $3.01
$4.06  -  $8.03     253,000       8.00     $6.00     233,000       $5.89
---------------   ---------     ------    ------    -------       ------
$ .75  -  $7.20     926,000       4.00     $3.38     906,000       $3.30
===============    ========      =====     =====    ========       =====

At  December  31,  2004,  84,000 shares of common stock were reserved for future
issuance  of  stock  options.

During  2004,  235,000  shares  of  restricted  stock  were  awarded  to  senior
management under the 2003 Employee Stock Incentive Plan. The unearned portion of
this  grant is treated as a component of stockholders equity. The vesting period
for 10,000 and 225,000 of these shares is three and ten years, respectively. The
amount  of  compensation  expense related to restricted stock awards in 2004 was
$59,000.

In  June 2003, the Company issued 62,500 warrants to its investment banker at an
exercise  price  of $4.83 per share. At December 31, 2004, all of these warrants
were  converted  into  37,000  shares  of  common  stock  pursuant to a cashless
conversion.

7.  EMPLOYEE  BENEFIT PLAN:

     A  profit-sharing  and  incentive-savings plan provides benefits to certain
employees  who  meet  specified  minimum  service and age requirements. The plan
provides for contributions by the Company equal to 1/2 of employee contributions
(but  not  more  than  2%  of  eligible  compensation)  and the Company may make
additional  contributions out of current or accumulated net earnings at the sole
discretion  of  the  Company's  board  of  directors.

The Company contributed approximately $163,000 and  $154,000  to  the  plan
during the years ended December 31, 2004 and 2003, respectively.



8.  INCOME  TAXES:

For  the  years ended December 31, 2004 and 2003 , the Company utilized net
operating  loss  carryovers  and,  accordingly, recorded no provision for income
taxes.

At  December  31,  2004  and  2003,  the Company has an
alternative  minimum  tax credit of approximately $564,000 with no limitation on
the  carryforward  period.  The Company also has federal and state net operating
loss carryforwards of approximately $24,000,000 and $8,700,000, respectively, at
December  31,  2004.  The  net operating loss carryforwards expire through 2020.

During  the  year  ended  December  31,  2004,  the Company's deferred tax asset
increased principally due to an income benefit relating to the exercise of stock
options  during  the  year and a reduction to its valuation allowance due to the
projected  increase  in  profitability  of  the  Company, therefore allowing the
Company  to  utilize  more  of  its  net  operating  loss  carryforwards.

The  components  of  the net income tax benefit for the years ended December 31,
2004  and  2003,  consist  of:

Deferred:
  Federal            $  90,000
  State                 10,000
                     ---------
Total  deferred       $100,000

The  reconciliation  of  income  tax  computed  at  the  U.S.  federal and state
statutory  tax  rates  to  income  tax  expense  is  as  follows:

December  31,                                            2004         2003
                                                      -------     ---------
Tax  at  U.S.  statutory  rates                         34.0%         34.0%
State  taxes                                             6.0           6.0
Exercise  of  stock  options                            (1.0)         (9.0)
Utilization  of  net  operating  loss  carryforward    (19.0)        (22.0)
Reduction  in  valuation  allowance                    (25.0)        (16.0)
                                                       -----      ---------
                                                        (5.0)%        (7.0)%
                                                      =======      ========
The  deferred  tax  asset  is  comprised  of  the  following:


December  31,                                               2004          2003
                                                        --------        ------

Alternative minimum tax credit carryforward             $ 564,000   $  564,000

Net  operating  loss  and  capital  loss  carryforwards
 (including  pre-acquisition  net  operating  loss
 carryforwards)                                         8,370,000    8,740,000

Temporary  differences  in  bases  of  assets  and
 liabilities:
  Accounts  receivable  and  inventory                    371,000      336,000
  Goodwill                                                336,000      537,000
  Deferred  revenue                                       250,000      281,000
  Accrued  expenses                                        62,000      142,000
  Property  and  equipment                                (24,000)    (31,000)
                                                          -------    ---------
                                                          995,000    1,265,000
Total  deferred  tax  asset                             9,929,000   10,569,000
Valuation  allowances                                  (9,165,000)  (9,979,000)
                                                    -------------   -----------
Net  deferred  tax  asset                           $     764,000   $  590,000
                                                    =============  ============
9.  SIGNIFICANT  CUSTOMERS  AND CONCENTRATIONS OF CREDIT RISK:

     Sales  to  significant  customers accounted for approximately 56% (25%, 20%
and 11%) and 74% (26%, 20%, 14% and 14%) of the Company's consolidated net sales
for  the  years  ended  December  31,  2004  and  2003,  respectively.

     Significant  customers  of  the Company's Electronics Segment accounted for
approximately 86% (41%, 18%, 16% and 11%) and 90% (24%, 24%, 21% and 21%) of the
Electronics  Segment's net sales for the years ended December 31, 2004 and 2003,
respectively.

     One significant customer of the Company's Power Units Segment accounted for
approximately  23%  of  the  Power  Units Segment's net sales for the year ended
December  31,  2004.  Significant customers of the Company's Power Units Segment
accounted  for  approximately 46% (28% and 18%) of the Power Units Segment's net
sales  for  the  year  ended  December  31,  2003.

     Certain significant customers of the Company sell the Company's products to
the  U.S.  government.  Accordingly,  a  substantial portion of the net sales is
subject  to  audit  by  agencies  of  the  U.S.  government.  In  the opinion of
management,  adjustments  to  such  net  sales, if any, will not have a material
effect  on  the  Company's  consolidated  financial  position  or  results  of
operations.

     Financial  instruments  which  potentially  subject  the  Company  to
concentrations  of credit risk consist principally of cash and trade receivables
from  its  customers.


     The Company
performs  credit  evaluations  on  its customers and collateral is generally not
required.  Credit  losses  are  provided  for  in  the  consolidated  financial
statements  during  the  period  in which an impairment has been determined.  At
times, cash at financial institutions may be in excess of FDIC insurance limits.

10.  LEASING  ARRANGEMENTS:

The  Company  entered  into  a  sale-leaseback of its operating facility in
2001.  The  initial  term  of  the  operating  lease  expires in 2013 and may be
extended  by  the  Company  at  its  option  through  February 2025. The Company
recorded  a deferred gain on the sale which is being recognized over the initial
term  of  the  lease.  Additional  operating  leases  are for a sales office and
vehicles. The Company also has a capital lease obligation for equipment acquired
in  2002.

Future  minimum  lease payments as of December 31, 2004 under operating and
capital  lease  agreements  that  have  initial or remaining noncancelable lease
terms  in  excess  of  one  year  are  as  follows:

Year  ending  December  31,
                                            2005     $   472,000
                                            2006         463,000
                                            2007         474,000
                                            2008         438,000
                                            2009         436,000
                                        Thereafter     1,510,000
                                                      ----------
Total  future  minimum  lease  payments               $3,793,000
                                                      ==========

Rent  expense  for  operating leases was approximately $409,000 and $378,000 for
the  years  ended  December  31,  2004  and  2003,  respectively.


11.  COMMITMENTS   AND  CONTINGENCIES:

The  Company  has  employment
agreements  with  its  three  executive  officers which may be terminated by the
Company  with  not  less  than  three  years'  prior  notice  and with two other
principal  officers,  for  aggregate  annual compensation of $1,305,000.  In the
event  of  a  change  in control of the Company, the executive officers have the
right to elect a lump-sum payment representing future compensation due them over
the  remaining  years  of  their agreements.  In addition, the five officers are
entitled  to bonuses based on a percentage of earnings before taxes, as defined.
Total bonus compensation expense was approximately $182,000 and $185,000 for the
years  ended  December  31,  2004  and  2003,  respectively.

12.   BUSINESS  SEGMENTS:

The  Company  operates  through  two  business  segments.  Its  Electronics
Segment,  through  the  Orbit  Instrument  Division,  is  engaged in the design,
manufacture  and  sale  of customized electronic components and subsystems.  Its
Power  Units  Segment,  through  the  Behlman  Electronics,  Inc. subsidiary, is
engaged  in the design, manufacture and sale of distortion-free commercial power
units,  power  conversion  devices  and  electronic  devices for measurement and
display.

The  Company's  reportable segments are business
units that offer different products.  The Company's reportable segments are each
managed  separately  as  they  manufacture and distribute distinct products with
different  production  processes.

The  following  is  the Company's business segment information as of and for the
years  ended  December  31,  2004  and  2003:

Year  ended  December  31,                      2004            2003
                                               -----            ----

Net  sales:

Electronics:
  Domestic                                $  9,806,000     $  9,701,000
  Foreign                                       73,000           16,000
                                         ------------      ------------
Total  Electronics                           9,879,000        9,717,000
                                         ==============    ============

Power  Units:
  Domestic                                   7,470,000        6,786,000
  Foreign                                      663,000          636,000
                                         ------------      ------------
Total  Power  Units                          8,133,000        7,422,000
                                         ============     =============

Total  net  sales                          $18,012,000      $17,139,000
                                         =============    =============

December  31,                                     2004             2003
                                                 -----          -------

Income  (expenses)  from  operations:
  Electronics                              $  2,166,000     $  2,052,000
  Power  Units                                  665,000          546,000
  General  corporate  expenses  not
    allocated                                (1,027,000)     (1,094,000)
  Depreciation  and  amortization               (69,000)        (77,000)
  Interest  expense                              (2,000)         (9,000)
  Investment  and  other  income,  net          104,000         110,000
                                          ------------       -----------
  Income  from  operations
   before  income  taxes                   $  1,837,000     $ 1,528,000
                                          =============     ===========

Assets:
  Electronics                              $  5,386,000    $  5,511,000
  Power  Units                                5,696,000       4,503,000
General  corporate  assets  not  allocated    3,960,000       3,179,000
                                          -------------     -----------
       TOTAL  ASSETS                        $15,042,000     $13,193,000
                                          ============      ============
13.  INCOME  PER  COMMON  SHARE:

The  following table sets forth the computation of basic and diluted income
per  common  share:

Year  ended  December  31,                              2004           2003
                                                     -------          ------
Denominator:
  Denominator  for  basic  income  per
   share  -  weighted-average  common  shares      2,782,000       2,716,000

Effect  of  dilutive  securities:
  Unearned  portion  of  restricted  stock  awards    14,000            -
  Employee  and  director  stock  options            311,000        251,000
  Warrants                                            12,000          3,000
                                                   ---------      ---------
Dilutive  potential  common  shares                  337,000        254,000

Denominator  for  diluted  income
 per  share  -  weighted-average  common
 shares  and  assumed  conversions                 3,119,000      2,970,000
                                                  ==========     ==========

The  numerator  for  basic  and  diluted  income  per  share for the years ended
December  31,  2004  and  2003  is  the  net  income  for  each  year.
Stock  options  and  a  certain  unvested  portion  of  a restricted stock award
totaling  8,750  and  128,332  shares,  were  outstanding during the years ended
December  31,  2004  and  2003,  respectively,  but  were  not  included  in the
computation of earnings per share. The inclusion of these instruments would have
been  antidilutive  due  to  the  options' exercise prices and grant date market
price of the restricted stock being greater than the average market price of the
Company's  common  shares  during  the  respective  periods.

14.   ACQUISISTION
On  December  13, 2004, the Company entered into a Stock Purchase Agreement
("SPA")  to  acquire  all  of  the issued and outstanding capital stock of Tulip
Development Laboratory, Inc. ("Tulip") and its affiliated manufacturing company,
TDL  Manufacturing,  Inc.("TDLM").

The  SPA  provides for an aggregate purchase price of $8,500,000 consisting
of  $5,000,000 in cash, a $2,000,000 promissory note to the selling shareholders
and  $1,500,000  in  value  of shares of the Company's stock based on the 20 day
average  market price preceding the closing date. The transaction is expected to
be  completed  in  April  2005.

Tulip  is  a  designer  and  engineering  provider  of  computer peripheral
products  including  custom integrated solutions for keyboards, illuminated data
entry  devices  and  displays.  TDLM  provides  prime  defense  contractors  and
commercial  customers  with  high  volume production to support membrane control
panel,  military  vetronic and avionic display program requirements. The Company
plans to keep the Tulip and TDLM operations in Quakertown, Pennsylvania and they
will  become  part  of  the  Company's  Electronics Segment along with the Orbit
Instrument  Division.

The  Company  has  been  approved  for  a  five  year
$5,000,000  term  loan,  with  its  commercial  lender,  in  connection with the
acquisition.

<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,  thereto  duly  authorized.

     ORBIT  INTERNATIONAL  CORP.


Dated:  March  31,  2005                    By:  /s/  Dennis  Sunshine
                                                 ---------------------
                                            Dennis  Sunshine,  President
                                            and  Chief  Executive  Officer

     Pursuant  to  the requirements of the Securities Exchange Act of 1934, this
report  has  been  signed  below  by  the  following  persons  on  behalf of the
Registrant  and  in  the  capacities  and  on  the  dates  indicated.


SIGNATURE                 TITLE                              DATE
---------                 -----                              ----

/s/ Dennis Sunshine     President, Chief Executive
--------------------    Officer and Director
Dennis  Sunshine        (Principal  Executive  Officer)  March  31,  2005

/s/ Mitchell Binder     Vice President-Finance,
--------------------    Chief Financial Officer,
Mitchell Binder         and Director
                        (Principal  Financial  Officer)  March  31,  2005

/s/  Bruce  Reissman
---------------------
Bruce Reissman          Executive Vice President,
                        Chief Operating Officer and
                        Director                         March  31,  2005

/s/  Arthur  Rhein
-------------------
Arthur  Rhein           Director                         March  31,  2005

/s/  Bernard  Karcinell
------------------------
Bernard  Karcinell      Director                         March  31,  2005


 /s/  Denis  Feldman
--------------------
Denis  Feldman          Director                         March  31,  2005

 /s/  Lee  Feinberg
-------------------
Lee  Feinberg           Director                         March  31,  2005