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

                                   FORM 10-Q
(Mark one)
[X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

                 For the Quarterly period ended March 31, 2008

                                       OR

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

                  For the transition period from           to

                         COMMISSION FILE NUMBER 0-3936

                           ORBIT INTERNATIONAL CORP.
             (Exact name of registrant as specified in its charter)

           DELAWARE                                      11-1826363
  (State or other jurisdiction of                    (I.R.S. Employer
   incorporation or organization)                    Identification Number)

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

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

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

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  past 12 months (or for such shorter period that the registrant was required
to  file such reports), and (2) has been subject to such filing requirements for
the  past  90  days.
Yes     X  No  ___
        -

Indicate  by  check mark whether the registrant is a large accelerated filer, an
accelerated  filer,  a  non-accelerated  filer,  or a smaller reporting company.
          Large  accelerated  filer       Accelerated  filer
          Non-accelerated  filer          Smaller  reporting  company X

Indicate  by  check mark whether the registrant is a shell company(as defined in
Rule  12b-2  of  the  Exchange  Act):  Yes___  No  X
                                                  --

The  number  of shares outstanding of registrant's Common Stock, par value $.10,
as  of  May  10,  2008  was  4,723,753.
                             ---------



                                     INDEX

                                                                       Page No.
                                                                       --------

Part  I.     Financial  Information:

     Item  1  -  Financial  Statements:

     Condensed  Consolidated  Balance  Sheet  -
     March  31,  2008(unaudited)  and  December  31,  2007                 3-4

     Condensed  Consolidated  Statement  of  Operations
     for  the  Three  Months  Ended
     March  31,  2008  and  2007(unaudited)                                 5

     Condensed  Consolidated  Statement  of  Cash  Flows  for  the
     Three  Months  Ended  March  31,  2008  and  2007(unaudited)           6

     Notes  to  Condensed  Consolidated Financial Statements(unaudited)   7-15

     Item  2  -  Management's  Discussion  and  Analysis  of  Financial
     Condition  and  Results  of  Operations                             16-24

     Item  3.  -  Quantitative  and  Qualitative  Disclosures
     About  Market  Risk                                                   24

     Item  4T.  -  Controls  and  Procedures                               24

Part  II.     Other  Information

     Item  6  -  Exhibits                                                  25

     Signatures                                                            26

     Exhibits                                                            27-32




                         PART I - FINANCIAL INFORMATION


Item 1.     FINANCIAL STATEMENTS

<TABLE>
<CAPTION>



                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET


                                                            March 31,         December 31,
                                                              2008               2007
                                                          -------------      ------------
                                                           (unaudited)
ASSETS
---------------------------
Current assets:
<S>                           <C>                                       <C>            <C>
Cash and cash equivalents                                $   1,920,000         $ 3,576,000
Investments in marketable securities                         3,966,000           3,997,000
Accounts receivable (less allowance for
 doubtful accounts of $145,000)                              4,833,000           4,561,000
Inventories                                                 11,040,000          10,453,000
Costs and estimated earnings in excess
 of billings on uncompleted contracts                          539,000             136,000
Deferred tax asset                                           1,025,000           1,025,000
Other current assets                                           214,000             331,000
                                                         -------------         -----------

    Total current assets                                    23,537,000          24,079,000

Property and equipment, net                                    660,000             691,000

Goodwill                                                     9,725,000           9,634,000

Intangible assets, net                                       2,793,000           2,969,000

Deferred tax asset                                           1,744,000           1,678,000

Other assets                                                   633,000             634,000
                                                         -------------         -----------


    TOTAL ASSETS                                         $  39,092,000         $39,685,000
                                                          ============         ===========

<FN>

See accompanying notes

</TABLE>
                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                  (continued)
<TABLE>
<CAPTION>
                                                            March 31,         December 31,
                                                              2008                2007
                                                            ---------         -----------
                                                           (unaudited)

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------------
<S>                                         <C>                                                 <C>             <C>
Current liabilities:

Current portion of long-term obligations                 $   1,777,000         $ 1,777,000
Note payable - bank                                            427,000             699,000
Accounts payable                                             1,179,000           1,384,000
Income taxes payable                                           162,000             162,000
Accrued expenses                                             1,131,000           1,395,000
Customer advances                                              616,000             163,000
Deferred income                                                332,000             332,000
                                                        --------------         ------------

    Total current liabilities                                5,624,000           5,912,000

Deferred tax liability                                         656,000             595,000

Deferred income                                                321,000             342,000

Long-term obligations, net of current
 maturities                                                  6,362,000           6,753,000
                                                        --------------          -----------

    Total liabilities                                       12,963,000          13,602,000
                                                        --------------  -       -----------

STOCKHOLDERS' EQUITY

Common stock - $.10 par value, 10,000,000 shares
 authorized, 4,724,000 shares issued
  and outstanding                                              472,000             472,000
Additional paid-in capital                                  20,809,000          20,766,000
Accumulated other comprehensive loss, net of tax               (41,000)            (33,000)
Retained earnings                                            4,889,000           4,878,000
                                                        --------------          ----------

Total stockholders' equity                                  26,129,000          26,083,000
                                                         -------------          -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY              $   39,092,000       $  39,685,000
                                                        ==============       ==============


<FN>

See accompanying notes

</TABLE>

                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                  (unaudited)



<TABLE>
<CAPTION>
                                Three Months Ended
                                     March 31,
                               2008            2007
                               ----             ----
<S>                      <C>            <C>            <C>       <C>
Net sales                $  6,610,000   $  6,220,000

Cost of sales               3,975,000      3,475,000
                         -------------  -------------

Gross profit                2,635,000      2,745,000
                         -------------  -------------

Selling, general and
 administrative
  expenses                  2,618,000      2,221,000
Interest expense              102,000         95,000
Investment and
 other income, net        (    96,000)   (   129,000)
                         -------------  -------------

Income before provision
 for income taxes              11,000        558,000

Provision for income
 taxes                            -           10,000
                         -------------  -------------

NET INCOME               $     11,000   $    548,000
                         =============  ============

Net income per
common share:


        Basic            $      .00      $     .13
        Diluted          $      .00      $     .12

<FN>
See accompanying notes

</TABLE>

<TABLE>
<CAPTION>

                       ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                      (unaudited)

<S>        <C>                                            <C>           <C>
                                                     Three Months Ended
                                                         March 31,
                                                      2008        2007
                                                ----------   ----------
Cash flows from operating activities:
Net income                                     $    11,000   $ 548,000
Adjustments to reconcile net income
 to net cash used in operating activities:

Share-based compensation expense                    43,000      50,000
Amortization of intangible assets                  176,000     109,000
Depreciation and amortization                       50,000      30,000
Gain on sale of marketable securities                    -      (8,000)
Bond premium amortization                            3,000       4,000
Deferred income                                    (21,000)    (21,000)

Changes in operating assets and liabilities:
Accounts receivable, net                          (272,000)   (101,000)
Costs and earnings in excess of billings on
 uncompleted contracts                            (403,000)          -
Inventories                                       (587,000)   (453,000)
Other current assets                                75,000     (18,000)
Other assets                                         1,000      (2,000)
Accounts payable                                  (205,000)    276,000
Accrued expenses                                  (264,000)   (169,000)
Customer advances                                  453,000    (269,000)
                                                ------------  ----------

Net cash used in operating activities             (940,000)    (24,000)

Cash flows from investing activities:

Additional ICS acquisition costs                   (49,000)          -
Purchases of property and equipment                (19,000)    (23,000)
Sale of marketable securities                      276,000     320,000
Purchase of marketable securities                 (261,000)   (848,000)
                                                ------------  ----------

Net cash used in investing activities              (53,000)   (551,000)

Cash flows from financing activities:

Proceeds from issuance of long-term debt           427,000           -
Repayments of long-term debt                    (1,090,000)   (332,000)
                                                ----------    ----------

Net cash used in financing activities           (  663,000)   (332,000)
                                                ----------   -----------

NET DECREASE IN CASH AND CASH EQUIVALENTS       (1,656,000)   (907,000)

Cash and cash equivalents - January 1            3,576,000   3,935,000
                                                ----------  -----------

CASH AND CASH EQUIVALENTS - March 31          $  1,920,000  $3,028,000
                                              ============  ==========

Supplemental cash flow information:

Cash paid for interest                         $   103,000    $ 100,000
</TABLE>

See accompanying notes



                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)

(NOTE 1) - Basis of Presentation and Summary of Significant Accounting Policies:
 ------    ---------------------------------------------------------------------


     The  interim  financial  information  herein is unaudited.  However, in the
opinion  of  management,  such  information reflects all adjustments (consisting
only  of  normal  recurring  accruals)  necessary for a fair presentation of the
results  of  operations for the periods being reported.  Additionally, it should
be  noted that the accompanying consolidated financial statements do not purport
to  contain  complete  disclosures  required  for annual financial statements in
conformity  with  generally  accepted  accounting  principles.

     The  results  of  operations for the three months ended March 31, 2008, are
not necessarily indicative of the results of operations for the full fiscal year
ending  December  31,  2008.

     These  condensed consolidated statements should be read in conjunction with
the  Company's  consolidated  financial  statements  for  the  fiscal year ended
December  31,  2007  contained  in  the  Company's  Annual  Report on Form 10-K.

     The  Company  recognizes a substantial portion of its revenue upon delivery
of  product,  however,  revenue  and costs under larger, long-term contracts are
reported  on  the  percentage-of-completion method. For projects where materials
have  been purchased but have not been placed into production, the costs of such
materials  are  excluded  from  costs  incurred for the purpose of measuring the
extent  of  progress toward completion. The amount of earnings recognized at the
financial  statement date is based on an efforts-expended method, which measures
the  degree  of  completion  on  a contract based on the amount of labor dollars
incurred  compared to the total labor dollars expected to complete the contract.
When  an  ultimate loss is indicated on a contract, the entire estimated loss is
recorded  in  the  period.  Assets  related  to  these contracts are included in
current  assets  as  they  will  be  liquidated in the normal course of contract
completion,  although  this  may  require  more  than  one  year.

     At  March  31,  2008,  the  Company  has  various  stock-based  employee
compensation  plans.  These  plans  provide for the granting of nonqualified and
incentive  stock  options  as  well  as restricted stock awards to officers, key
employees  and  nonemployee  directors.  The  terms  and  vesting  schedules  of
stock-based  awards  vary  by type of grant and generally, the awards vest based
upon  time-based  conditions.  Stock  compensation  expense for the three months
ended  March  31,  2008  and  2007  was  $43,000  and  $50,000,  respectively.

     The Company estimated the fair value of its stock option awards on the date
of  grant  using  the  Black-Scholes valuation model. There were no stock option
grants  during  the  three months ended March 31, 2007. The assumptions used for
stock  grants  issued  during  the  following  periods  were  as  follows:

                                                Three  Months  Ended
                                                    March  31,
                                           2008                  2007
                                           ----                  ----
Expected  Volatility                      49.16%                  -
Risk-free  interest  rate                  3.70%                  -
Expected  life  of  options  (in  years)   3.6                    -
Dividend  Yield                             -                     -
                                                                     (continued)
                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

     Expected  volatility  assumptions  utilized  for  2008  were  based  on the
volatility  of  the Company's stock price for 3.6 years prior to grant date. The
risk-free  rate  is  derived from the 10 year U.S. treasury yield on grant date.
Expected  life  for 2008 was based on prior history of option activity. Dividend
yield  is  based  on  prior  history  of  cash  dividends  declared.

     The  Company's  stock-based  employee  compensation  plans  allow  for  the
issuance  of  restricted  stock  awards  that  may  not  be  sold  or  otherwise
transferred  until  certain  restrictions  have lapsed. The unearned stock-based
compensation  related  to  restricted  stock  granted  is  being  amortized  to
compensation  expense over the vesting period. The share based expense for these
awards  was  determined  based  on the market price of the Company' stock at the
date  of  grant  applied  to the total number of shares that were anticipated to
vest.  As  of  March 31, 2008, the Company has unearned compensation of $973,000
associated  with  these  awards.

     Stock  option  activity during the three months ended March 31, 2008, under
all  stock  option  plans  is  as  follows:

                                                      Average
                                      Weighted        Remaining
                                      Average         Contractual
                       Number  of     Exercise        Term
                       Shares         Price          (in  years)
                       ------         -----           -----------
Options  outstanding,
 January  1,  2008       599,000       $3.15              4

Granted                    3,000        8.50             10

Forfeited                 (2,000)       9.07              -

Exercised                    -           -                -
                        -------        -----            ----

Options  outstanding,
 March  31,  2008        600,000       $3.15              4
                         =======       =====              =

Outstanding  exercisable
 at  March  31,  2008    590,000       $3.05              4
                         =======       =====              =

     At  March 31, 2008 the aggregate intrinsic value of options outstanding and
exercisable  was  $3,004,000.

     The  following  table  summarizes  the  Company's  nonvested  stock  option
activity  for  the  three  months  ended  March  31,  2008:

                           Number of     Weighted-Average
                           Shares     Grant-Date  Fair  Value
                           ------     -----------------------

Nonvested  stock  options
 at  January  1,  2008      9,000           $3.82

Granted                     3,000            3.43

Vested                       -                 -

Forfeited                  (2,000            3.92
                           -------           ----

Nonvested  stock  options
 at  March  31,  2008      10,000           $3.71
                           ======           =====

                                                                     (continued)
                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

     At March 31, 2008, there was approximately $11,000 of unearned compensation
cost  related  to the above non-vested stock options. The cost is expected to be
recognized  over  the  next  eleven  months.

     The  Company  adopted  Statement of Financial Accounting Standards No. 157,
"Fair  Value  Measurements"("SFAS  No.  157"),  on January 1, 2008. SFAS No. 157
applies  to all assets and liabilities that are being measured and reported on a
fair  value  basis. SFAS No. 157 also establishes a fair value hierarchy that is
used  to  measure fair value. The statement requires that assets and liabilities
carried  at fair value be classified and disclosed in one of the following three
categories:  Level 1-Quoted market prices in active markets for identical assets
or  liabilities;  Level  2-Observable market based inputs or unobservable inputs
that are corroborated by market data; and Level 3-Unobservable inputs reflecting
the  reporting  entity's  own  assumptions.

     The  Company's only asset or liability that is measured at fair value  on a
recurring  basis  is  marketable  securities,  based  on quoted market prices in
active  markets.

     On  January 1, 2008 the Company adopted SFAS No. 159,"The Fair Value Option
for  Financial  Assets  and Financial Liabilities-Including an Amendment of FASB
Statement  No.  115("SFAS No. 159"). The statement permits entities to choose to
measure  financial  assets  and  liabilities  at  fair value. SFAS No 159 became
effective  for  fiscal  years beginning after November 15, 2007. The Company has
elected  not  to  implement the fair value option with respect to any additional
financial  instruments(other  than  those  previously  required under other GAAP
rules  or  standards);  therefore, the adoption of SFAS No. 159 had no impact on
the  Company's  financial  position  or  result  of  operations.

     The  Company  had $2,275,000 invested in Auction Market Securities at March
31,  2008,  which  are  included  in Investments in Marketable Securities on the
Company's  Balance  Sheet.  Failed  auctions  have  created liquidity issues for
investors.  However,  the  Company  redeemed  $500,000  of  its  auction  market
securities  at  par  in  April  2008.  All  interest  payments relating to these
securities  are  current

(Note  2)  -  Acquisition
---------     -----------

     On  December  19,  2007,  the  Company  acquired  all  of  the  issued  and
outstanding  stock  of  Integrated  Consulting  Services,  Inc. d/b/a Integrated
Combat Systems, Inc. ("ICS"). The reasons for the acquisition were the expansion
of  both  customer  and  product  bases,  cross-marketing  opportunities and the
accretion  to  earnings.  The  acquisition  was effective December 31, 2007. The
total transaction value was approximately $6,650,000 consisting of $5,400,000 in
cash,  of  which  $4,500,000  was  funded  by a term loan, approximately 120,000
shares  of  Orbit  stock valued at approximately $1,000,000 (based on the volume
weighted  average  closing  price  of  the Company's common stock for the twenty
consecutive  trading  days  ending

                                                                     (continued)
                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

December  14,  2007),  and approximately $250,000 of direct costs related to the
purchase  of  ICS.  Additionally,  there  is a contingent earn out of $1,000,000
payable  over  the  next  three  years  based on ICS's ability to attain certain
revenue  levels over the three years. The ICS acquisition was accounted for as a
purchase,  and  accordingly,  the  assets  purchased and liabilities assumed are
included  in  the  consolidated  balance  sheet  as  of  December  31, 2007. The
operating  results  of ICS are included in the consolidated financial statements
for  the  three months ended March 31, 2008, since the acquisition was effective
December  31,  2007.

     In  accordance with SFAS No. 141, Business Combinations, the purchase price
was  allocated  to  the  tangible and intangible assets acquired and liabilities
assumed  based  on  their  estimated fair values. The excess purchase price over
those  fair values is recorded as goodwill. The fair values assigned to tangible
and  intangible  assets  acquired and liabilities assumed are based on estimates
and  assumptions  made  by management. In accordance with SFAS No. 142, Goodwill
and  Other  Intangible Assets, goodwill is not amortized but will be reviewed at
least  annually  for  impairment.  Purchased intangible assets with finite lives
will  be  amortized  on  a  straight-line  basis over their respective estimated
useful lives. Any additional goodwill relating to the $1,000,000 contingent earn
out  based on ICS's ability to attain certain revenue levels over the next three
years  will be recorded, if necessary, in future years. The total purchase price
has  been  allocated  as  follows:



Tangible assets and liabilities:
Cash                                       $1,942,000
Accounts receivable                           579,000
Inventory                                     352,000
Other current assets                          273,000
Property and equipment                        260,000
Other long term assets                         11,000
Accounts payable                             (111,000)
Note payable                               (1,997,000)
Accrued expenses                              (73,000)
Income tax payable                           (132,000)
Deferred income                              (247,000)
                                           -----------

Total net tangible assets and liabilities     857,000

Amortizable intangible assets:
Customer relationships                      2,000,000
Non-compete agreement                         100,000
Contract backlog                              100,000
                                          -----------

Total amortizable intangible assets         2,200,000

Goodwill                                    3,590,000
                                            ---------

Total purchase price                       $6,647,000
                                           ==========
                                                                     (continued)

                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

     The  following  summarized  pro  forma  financial  information presents the
combined  results  of  the  Company as if the ICS acquisition had occurred as of
January 1, 2007. Adjustments, which reflect amortization of purchased intangible
assets, interest on debt to finance the acquisition, elimination of intercompany
sales  and purchases, recalculation of bonuses due to adjustments to net income,
adjustment to income taxes payable, and reversal of interest expense incurred by
ICS have been made to the pro forma combined results of operations for the three
months  ended  March  31,  2007.  The  unaudited  summarized pro forma financial
information  is  presented  for  informational  purposes  only  and  may  not be
indicative  of  what  the  actual  results of operations would have been had the
acquisition  occurred  at  the  beginning  of  the  period presented nor does it
purport  to  represent  the  results  of  operations  for  future  periods.

                               Three Months Ended
                                   March 31,
                                      2007
                         (Pro forma and Unaudited)
                         -------------------------

    Net  Sales                       $7,709,000
    ----------                       ==========

    Net  Income                        873,000
    -----------                        =======

    Basic  earnings  per  share         0.20
    ---------------------------         ====

    Diluted  earnings  per  share       0.18
    ----------------------------        ====


(NOTE  3)  -  Financing  Arrangements:
--------      -----------------------

     In  June  2007,  the  Company  entered  into  an  amended $3,000,000 credit
facility  with a commercial lender secured by accounts receivable, inventory and
property  and  equipment.  In  December 2007, the interest rate was amended. 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 a certain percentage depending on
a matrix related to a certain financial covenant, as defined, plus the one-month
London  Inter-bank  offer  rate  (LIBOR)  (2.70% at March 31, 2008). Outstanding
borrowings  under  the  facility  were  $427,000  at  March  31,  2008.

     In  April  2005,  the Company entered into a five-year $5,000,000 Term Loan
Agreement  with  the  same  aforementioned  lender to finance the acquisition of
Tulip.  The  Term  Loan  has  fifty-nine  (59)  monthly  principal  payments  of
approximately  $60,000 and a sixtieth (60th) payment of approximately $1,488,000
in  2010. In December 2007, the interest rate was amended and the loan currently
bears  interest  equal  to  an  applicable margin based on a matrix related to a
certain  financial  covenant,  as  defined, plus the one-month LIBOR. The loan's
unpaid  balance  at  March  31,  2008  was  $2,976,000.
                                                                     (continued)
                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

     In  April  2005, the Company entered into a five year $2,000,000 Promissory
Note  with the selling shareholders of Tulip at an interest rate of prime (5.25%
at  March  31,  2008)  plus 2.00%. Principal payments of $100,000 were made on a
quarterly  basis  along  with  accrued  interest.  In  June  2007,  the  Company
refinanced the balance due on the Promissory Note of $1,050,000 with its primary
commercial  lender. Under the terms of the new loan, monthly payments of $35,000
will be made over a thirty-month period, which commenced August 2007, along with
accrued  interest  at a rate of 1.15% plus the one-month LIBOR. In December 2007
the  interest  rate  was amended to equal an applicable margin based on a matrix
related  to  a certain financial covenant, as defined, plus the one-month LIBOR.
The  loan's  unpaid  balance  at  March  31,  2008  was  $770,000.

     In December 2007, the Company entered into a five year $4,500,000 Term Loan
Agreement with the same aforementioned lender to finance the acquisition of ICS.
The  term loan has fifty-nine (59) monthly payments of approximately $54,000 and
a  sixtieth  (60th) payment of approximately $1,339,000. The loan bears interest
equal  to  the one-month LIBOR rate, plus an applicable margin based on a matrix
related  to a certain financial covenant, as defined.  The loan's unpaid balance
at  March  31,  2008  was  $4,393,000.

(NOTE 4) - Net Income Per Share:
 ------    --------------------

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

                                               Three Months Ended
                                                   March 31,
                                           2008                 2007
                                           ----                 ----
Denominator:
     Denominator  for  basic
     net  income  per  share  -
     weighted-average  common
     shares                              4,527,000         4,307,000
Effect  of  dilutive  securities:
     Employee  and  directors
     stock  options                        227,000           225,000
     Unearned  portion  of  restricted
     stock  awards                          53,000           102,000
                                         ---------        ----------
     Denominator  for  diluted
     net  income  per  share  -
     weighted-average  common
     shares  and  assumed
     conversion                          4,807,000         4,634,000
                                         =========         =========

     The  numerator  for  basic and diluted net income per share for three month
periods  ended  March  31,  2008  and  2007  is  net  income.


                                                                     (continued)
                  (ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

     Options  to  purchase  14,000  and  6,000  shares  of  common  stock  were
outstanding during the three months ended March 31, 2008 and 2007, respectively,
but  were  not  included  in  the computation of diluted earnings per share. The
inclusion  of  these  options  would have been anti-dilutive due to the options'
exercise  prices  being  greater  than the average market price of the Company's
common  shares  during  the  respective  period.

     Approximately  197,000  and 281,000 shares of common stock were outstanding
during  the  three  months ended March 31, 2008 and 2007, respectively, but were
not  included  in the computation of basic earnings per share. These shares were
excluded because they represent the unvested portion of restricted stock awards.

(NOTE  5)  -  Cost  of  Sales:
 -------      ---------------

     For  interim periods, the Company estimates its inventory and related gross
profit.

(NOTE 6) - Inventories:
-------    -----------

     Inventories are comprised of the following:

                             March 31,              December 31,
                               2008                      2007
                               ----                      ----

Raw Materials             $ 6,514,000               $ 6,146,000
Work-in-process             3,864,000                 3,639,000
Finished goods                662,000                   668,000
                          -----------               -----------
     TOTAL                $11,040,000               $10,453,000
                          ===========               ===========



NOTE 7) - Comprehensive Income:
------    --------------------

     For  the  three  months  ended March 31, 2008 and 2007, total comprehensive
income,  net  of tax was $3,000 and $539,000, respectively. Comprehensive income
consists of net income and unrealized gains and losses on marketable securities.

(NOTE 8) - Business Segments:
--------   -----------------

     The  Company  operates  through  two  business  segments.  The  Electronics
Segment  is  comprised  of  the  Orbit  Instrument  Division  and  Tulip and ICS
Subsidiaries. The Orbit Instrument Division and Tulip are engaged in the design,
manufacture  and  sale  of  customized electronic components and subsystems. ICS
performs  system  integration for Gun Weapons Systems and Fire Control Interface
as  well  as  logistics  support  and  documentation.  The Company's 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
results  of  operations  for  the  three months ended March 31, 2008 include the
operations  of  ICS  for  the  entire period since the acquisition was completed
effective  December  31,  2007.

                                                                     (continued)

                  (ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

     The  Company's  reportable segments are business units that offer different
products.  The  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 for the three
month  periods  ended  March  31,  2008  and  2007:

                                    Three Months Ended
                                       March 31,
                                  2008               2007
                                  ----              ----
Net sales:
     Electronics
     Domestic                  $ 3,997,000      $ 3,901,000
     Foreign                       344,000          299,000
                                 ---------       ----------
     Total Electronics           4,341,000        4,200,000

     Power Units
          Domestic               1,820,000        1,855,000
          Foreign                  449,000          165,000
                                 ---------     ------------

     Total Power Units           2,269,000        2,020,000
                                 ---------     ------------


          Total                $ 6,610,000      $ 6,220,000
                               ===========       ==========

Income from operations:
     Electronics               $   108,000      $   759,000
     Power Units                   223,000          111,000
General corporate
     expenses not
     allocated                    (314,000)        (346,000)
Interest expense                  (102,000)         (95,000)
Investment and other
     income                         96,000          129,000
                               -----------      -----------
Income before
     income taxes              $    11,000      $   558,000
                               ===========      ===========

(NOTE 9) - Goodwill and Other Intangible Assets:
--------   -------------------------------------

     The  Company  applies  SFAS  No. 142, Goodwill and Other Intangible Assets.
SFAS  142 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 increase in goodwill of
$91,000  during  the  three  months  ended  March 31, 2008 was due to additional
acquisition  costs  and  a  working  capital  adjustment.

     At March 31, 2008, the Company's intangible assets other than goodwill
consist of the following:

                       Estimated      Gross           Net
                         Useful      Carrying      Accumulated      Carrying
                          Life        Value        Amortization       Value
                         ----         -----          ------------     -----
Customer relationships   15 Years    $2,000,000     $(   33,000)   $1,967,000
Contract backlog        1-5 Years     1,750,000      (1,015,000)      735,000
Non-compete
 agreements               3 Years       415,000      (  324,000)       91,000
                                         -------      ---------    ----------
                                     $4,165,000     $(1,372,000)   $2,793,000
                                     ==========     ============   ==========

                                                                     (continued)
                  (ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)
                                  (continued)

Amortization expense for the remainder of 2008 and for the next five years is
expected to be as follows:

                       2008            $  447,000
                       2009               497,000
                       2010               250,000
                       2011               133,000
                       2012               133,000
                       2013               133,000
                                          -------

                       Total           $1,593,000
                                       ==========

The  Company  recognized  amortization  expense of $176,000 and $109,000 for the
three  months  ended  March  31,  2008  and  2007,  respectively.

(NOTE  10)  -  Income  Taxes
----------     -------------

     For  the  three  months ended March 31, 2008 and 2007, the Company utilized
net  operating  loss  carryforwards  to offset income taxes except for a $10,000
state  income  tax  expense  in  Pennsylvania  in  2007.

     The  Company recognized a $61,000 deferred tax expense for the three months
ended March 31, 2008. This expense was recorded since the Company's deferred tax
liability  relating  to  its goodwill is required to be separately stated on its
financial  statements  apart from its deferred tax asset. Also, during the three
months  ended  March  31,  2008,  the Company recorded a deferred tax benefit of
$61,000  by reducing its valuation allowance on its deferred tax asset. This was
due to an increase in the Company's projected future profitability as well as an
increase  in  the  probability of attaining that profitability. The Company also
recorded  a  $5,000  increase  in  its deferred tax asset due to the tax benefit
associated  with  its  unrealized  holding  loss  on  marketable  securities.

     On  January  1,  2007,  the  Company adopted Financial Accounting Standards
Board("FASB") Interpretation No. 48, "Accounting for Uncertainty in Income Taxes
-  an  interpretation  of FASB Statement No. 109"("FIN 48"). This interpretation
provides  criteria for the recognition, measurement, presentation and disclosure
of  uncertain  tax  positions.  A  tax benefit from an uncertain position may be
recognized only if it is "more likely that not" that the position is sustainable
based  on  its  technical  merits.  Additionally,  FIN  48  provides guidance on
derecognition,  classification,  interest  and  penalties, accounting in interim
periods,  disclosure  and  transition.  There  was  no  impact  of FIN 48 to the
Company's  consolidated  financial position, results of operations or cash flows
for  the  three  month  periods  ending  March  31,  2008  and  2007.

(NOTE  11)  -  Related  Party  Transactions
----------     ----------------------------

     Tulip  leases  its  facilities from a limited partnership, the ownership of
which  is  controlled  by  the former shareholders of Tulip. The five-year lease
commenced  April  2005 and provides for monthly payments of $9,100 and increases
by  2%  each  year for the first two renewal periods and by 3% for the final two
renewal  periods. For the three months ending March 31, 2008 and 2007, the total
amount  paid  under  this  lease  was  approximately  $28,000.

<PAGE>
Item 2.
                   ORBIT INTERNATIONAL CORP. AND SUBSIDIARIES
          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS

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

     The results of operations for the three months ended March 31, 2008 include
the  results of ICS which was acquired effective December 31, 2007.  The Company
recorded  a  decrease  in operating results for the three months ended March 31,
2008 despite an increase in sales.  Net  sales increased by 6.3% for the quarter
but  exclusive  of  ICS,  net sales would have decreased by 13.0%.  Due to lower
gross  margins,  higher  selling,  general and administrative expenses, slightly
higher  interest  expense  and  decreased investment and other income during the
current  period, the Company recorded net income of $11,000 for the three months
ended  March  31,  2008,  a decrease of 98% compared to net income for the three
months  ended  March 31, 2007.   Our backlog at March 31, 2008 was approximately
$13,700,000  compared  to  $16,300,000  at March 31, 2007.  However, the Company
expects  increased bookings in the coming months. 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 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  much  improved  operating  results  in  the  next  three quarters and in
particular,  the  second  half  of  2008.  Our success of the past few years has
significantly  strengthened  our balance sheet evidenced by our 4.2 to 1 current
ratio  at  March  31,  2008.  We  currently have a $3,000,000 credit facility in
place  and the Company is currently exploring acquisition opportunities that are
comparable  with  our  existing  operations.  We  also  have  several  financing
alternatives  available  to  us,  if  needed,  in  order  to  fund any potential
acquisitions.

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 financial statements and
the  data  used  to  prepare them.  The Company's 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,  goodwill  impairment, valuation of share-based
compensation  and  revenue and cost recognition on long-term contracts accounted
for  under  the  percentage-of-completion method.  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, average and first-in,
first-out  basis)  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  March  31,  2008,  the Company had an alternative minimum tax credit of
approximately  $573,000  with  no  limitation  on  the  carry-forward period and
federal and state net operating loss carry-forwards of approximately $21,000,000
and  $7,500,000,  respectively,  that  expire  through  2025.  Approximately,
$17,000,000  of  Federal  net  operating  loss  carry-forwards  expire  between
2010-2012.  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. Due to the Company's improved
record of continued profitability, the acquisition of ICS, and the unprecedented
amount  of  new opportunities in the prototype and preproduction stage. At March
31,  2008,  the  Company  increased  its projection for profitability for future
periods  and  increased  its  estimate  of probability that it will attain those
profit  levels;  thereby  reducing  its  valuation allowance on its deferred tax
asset.

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

     The  Company has significant intangible assets including 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
applies Statement of Financial Accounting Standards No. 142, "Goodwill and Other
Intangible Assets" ("SFAS 142").  Under the provisions of SFAS 142, the costs of
certain  intangible  assets  are no longer subject to amortization.  These costs
are  reviewed  for  potential  impairment  on  an annual basis. During the first
quarter  of  2008,  the  Company  determined that there was no impairment to its
goodwill  and  other  intangible  assets

Share-Based  Compensation
-------------------------

     Effective  January  1,  2006,  the  Company  began  recognizing share-based
compensation under SFAS No. 123(R), which requires the measurement at fair value
and  recognition  of  compensation  expense  for  all  share-based awards. Total
share-based  compensation  expense  was $43,000 for the three months ended March
31,  2008.  The  estimated  fair  value of stock options granted were calculated
using the Black-Scholes model. This model requires the use of input assumptions.
These  assumptions include expected volatility, expected life, expected dividend
rate,  and  expected  risk-free  rate  of  return.

Revenue  and  Cost  Recognition
-------------------------------

     Revenue  and  costs  under  larger, long-term contracts are reported on the
percentage-of-completion  method.  For  projects  where  materials  have  been
purchased  but  have  not been placed in production, the costs of such materials
are  excluded  from  costs  incurred  for the purpose of measuring the extent of
progress  toward  completion. The amount of earnings recognized at the financial
statement date is based on an efforts-expended method, which measures the degree
of  completion  on  a  contract  based  on  the amount of labor dollars incurred
compared  to  the total labor dollars expected to complete the contract. When an
ultimate  loss is indicated on a contract, the entire estimated loss is recorded
in  the period. Assets related to these contracts are included in current assets
as they will be liquidated in the normal course of contract completion, although
this  may  require  more  than  one  year.

Results of Operations
---------------------

Three month period ended March 31, 2008 vs. March 31, 2007
----------------------------------------------------------

     The  Company  currently  operates  in  two  industry  segments.  Its  Orbit
Instrument  Division  and  its  Tulip  subsidiary  are engaged in the design and
manufacture  of  electronic  components  and  subsystems  and its ICS subsidiary
performs  system  integration for Gun Weapons Systems and Fire Control Interface
as  well as logistics support and documentation (the "Electronic's Group").  Its
Behlman  subsidiary is engaged in the design and manufacture of commercial power
units (the "Power Group").  The results of operations for the three months ended
March  31,  2008,  include the operations of ICS for the entire period since the
acquisition  was  completed  effective  December  31,  2007.

     Consolidated  net  sales  for  the  three month period ended March 31, 2008
increased by 6.3% to $6,610,000 from $6,220,000 for the three month period ended
March 31, 2007 principally due to the inclusion of ICS in the current period and
increased  sales  from  the  Power  Group. Sales recorded by ICS for the current
three  month  period  were  $1,201,000. Exclusive of ICS sales, consolidated net
sales  decreased  by  13.0%.  Net  sales from the Electronics Group increased by
3.4%, due to the inclusion of ICS in the current period  and despite lower sales
from  the  Orbit  Instrument  Division  and  Tulip.  Lower  sales from the Orbit
Instrument Division resulted from a customer's delivery issue beyond our control
that  should  be  corrected  no  later than year-end. Sales from the Power Group
increased  by  12.3%  from  the  prior  year.

     Gross  profit,  as  a percentage of sales, for the three months ended March
31,  2008  decreased  to 39.9% from 44.1% for the three month period ended March
31,  2007.  This  decrease resulted from a lower gross profit from the Company's
Electronics  Group  due  to  a  decrease in sales from both the Orbit Instrument
Division  and  Tulip  and  despite  a  higher  gross profit from the Power Group
principally  due  to  increased  sales  and  to  product  mix.

     Selling,  general  and  administrative  expenses  increased  by  17.8%  to
$2,618,000  for  the three month period ended March 31, 2008 from $2,221,000 for
the  three month period ended March 31, 2007 principally due to the inclusion of
ICS's  selling,  general  and  administrative  costs  of $432,000 in the current
period.  Selling,  general  and  administrative expenses, as a percentage of net
sales,  for  the three month period ended March 31, 2008 increased to 39.6% from
35.7%  for  the  three  month  period ended March 31, 2007 principally due to an
increase  in  costs  without  a  commensurate  increase  in  sales.

Interest expense for the three months ended March 31, 2008 increased to $102,000
from $95,000 for the three months ended March 31, 2007 due to an increase in the
amounts  owed  to  lenders in the current period related to new debt incurred to
fund  the  acquisition  of  ICS  and  despite  a  reduction  in  interest rates.

     Investment and other income for the three month period ended March 31, 2008
decreased  to  $96,000  from $129,000 for the three-month period ended March 31,
2007  principally  due  to a decrease in the amounts invested during the current
period  and  to  a  decrease  in  interest  rates.

     Income  before  income tax provision was $11,000 for the three months ended
March  31,  2008 compared to $558,000 for the three months ended March 31, 2007.
The  decrease  in  income was principally due to the decrease in sales from both
the Orbit Instrument Division and Tulip, a decrease in gross profit, an increase
in  selling,  general and administrative expenses, a slight increase in interest
expense and the decrease in investment and other income and despite the increase
in  consolidated  net  sales.

There  was  no  income  tax  provision for the three months ended March 31, 2008
compared  to  $10,000  for  the  three months ended March 31, 2007 consisting of
state  income  taxes  that  cannot  be  offset  by  any state net operating loss
carry-forwards.

As  a  result  of the foregoing, net income for the three months ended March 31,
2008 was $11,000 compared to $548,000 for the three months ended March 31, 2007,
a  decrease  of  98.0%.

     Earnings  before interest, taxes and depreciation and amortization (EBITDA)
for  the  three  months ended March 31, 2008 decreased by 57.2% to $339,000 from
$792,000  for  three  months  ended  March 31, 2007.  Listed below is the EBITDA
reconciliation  to  net  income:


                                          Three  months  ended
                                              March  31,
                                              ----------
                                     2008                     2007
                                     ----                     ----

Net  income                        $11,000                 $548,000
Interest  expense                  102,000                   95,000
Income  tax  expense                     0                   10,000
Depreciation  and  amortization    226,000                  139,000
                                   -------                  -------
EBITDA                            $339,000                 $792,000
                                  ========                 ========

     EBITDA  is  a  Non-GAAP financial measure and should not be construed as an
alternative  to net income. An element of the Company's growth strategy has been
through  strategic acquisitions which have been substantially funded through the
issuance  of  debt.  This  has  resulted  in  significant  interest  expense and
amortization  expense. EBITDA is presented as additional information because the
Company  believes  it  is useful to our investors and management as a measure of
cash  generated by our business operations that will be used to service our debt
and  fund  future  acquisitions  as  well  as  provide  an additional element of
operating  performance.

Material  Change  in  Financial  Condition
------------------------------------------

     Working  capital  decreased  to  $17,913,000  at March 31, 2008 compared to
$18,167,000  at  December  31,  2007.  The  ratio  of  current assets to current
liabilities  was 4.2 to 1 at March 31, 2008 compared to 4.1 to 1 at December 31,
2007.

Net  cash used in operations for the three month period ended March 31, 2008 was
$940,000,  primarily  attributable  to  an  increase  in  accounts  receivable,
inventory  and costs and estimated earnings in excess of billings on uncompleted
contracts,  a  decrease in accounts payable and accrued expenses and despite the
non  cash  amortization  of  intangible  assets  and  the  increase  in customer
advances.  Net  cash  used  in operations for the three month period ended March
31,  2007  was  $24,000,  primarily  attributable  to  the  increase in accounts
receivable  and  inventories,  the  decrease  in  accrued  expenses and customer
advances  that  was  partially offset by net income for the period, the non-cash
amortization  of  intangible  assets  and  an  increase  in  accounts  payable.

Cash  flows  used in investing activities for the three month period ended March
31,  2008  was  $53,000,  primarily  attributable  to the purchase of marketable
securities,  property and equipment and additional costs associated with the ICS
acquisition  that  was  partially  offset  by the sale of marketable securities.
Cash  flows  used in investing activities for the three month period ended March
31, 2007 was $551,000, primarily attributable to the net purchases of marketable
securities  and  property  and  equipment.

     Cash  flows  used  in financing activities for the three month period ended
March  31,  2008  was  $663,000, primarily attributable to the repayment of long
term  debt  that was partially offset from loan proceeds from the Company's line
of  credit.  Cash  flows used in financing activities for the three month period
ended  March  31,  2007 was $332,000, attributable to the repayment of long term
debt.

In  June  2007,  the  Company entered into an amended $3,000,000 credit facility
with  a commercial lender secured by accounts receivable, inventory and property
and  equipment.  In  April 2005, the Company entered into a five-year $5,000,000
Term  Loan  Agreement  to finance the acquisition of Tulip and its manufacturing
affiliate.  In  December  2007,  the Company entered into a five-year $4,500,000
Term  Loan  Agreement to finance the acquisition of ICS.  In connection with the
new  Term  Loan  entered  into in December 2007, the interest rates on both Term
Loan  Agreements  and  the  credit  facility  were  amended  to  equal a certain
percentage  depending  on  a matrix related to a certain financial covenant plus
the  one month LIBOR.  At March 31, 2008, the interest rate was equal to the sum
of  1.50%  plus  the  one-month  LIBOR  (2.70%  at  March 31, 2008).  The credit
facility  will  continue from year to year unless sooner terminated for an event
of default including non-compliance with certain financial covenants.  Principal
payments  under  the  two  term  loan  facilities are approximately $113,000 per
month.

In  April  2005, the Company entered into a five year $2,000,000 Promissory Note
with  the  selling shareholders of Tulip at an interest rate of prime plus 2.00%
(7.25%  at  December  31,  2007).  Principal payments of $100,000 were made on a
quarterly  basis  along  with  accrued  interest.  In  June  2007,  the  Company
refinanced the balance due on the Promissory Note of $1,050,000 with its primary
commercial  lender.  Under  the  terms  of  a new Term Loan, monthly payments of
$35,000 will be made over a thirty-month period along with accrued interest at a
rate,  depending  on  a  matrix related to a certain financial covenant(1.50% at
March  31,  2008),  as  defined,  plus  the  one-month  LIBOR.

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


                                Less  than      1-2        3-5          After
                    Total       One  Year      Years      Years       5  Years
                    -----       ----------    ------      ------      ---------
Long-term  debt    $8,139,000   $1,777,000   $3,898,000  $2,464,000       -

Note  Payable         427,000      427,000         -           -          -

Employment
 Contracts          5,486,000    2,095,000    3,391,000        -          -

Operating  leases   2,848,000      760,000    1,122,000     966,000       -
                    ---------      -------    ---------  ----------   ------

Total  contractual
Obligations       $16,900,000   $5,059,000   $8,411,000  $3,430,000       -
                  ===========   ==========   ==========  ==========   ======


     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 the foreseeable future. The Company
had  $2,275,000  invested in Auction Market Securities at March 31, 2008. Failed
auctions  have  created liquidity issues for investors. However, the Company was
able  to  redeem $500,000 of its auction market securities at par in April 2008.
The  Company  expects  further  redemptions  in  the  future months and does not
anticipate  any cash needs that would require the Company to seek redemptions at
less  than  par.

     Inflation  has  not  materially  impacted  the  operations  of the Company.

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

     In  April  2005,  the  Company  completed  the acquisition of Tulip and its
operations  became  part  of the Company's Electronics Group.  In December 2007,
the  Company  completed  the  acquisition  of  ICS which also became part of the
Electronics  Group.  The  Company's Electronics Group and the Custom Division of
its  Power  Group  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  benefited from an increasing defense
budget.   Although  the  Electronics  Group and the Custom Division of the Power
Group  are  pursuing several opportunities for reorders, as well as new contract
awards,  the  Company  has  normally found it difficult to predict the timing of
such  awards.  In  addition,  the  Company  has  an  unprecedented amount of new
opportunities  that  are  in  the  prototype  or  pre-production  stage.  These
opportunities  generally  move  to  a  production  stage at a later date but the
timing  of  such  is  also  uncertain.

     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 to which it
applies a high confidence level.  The Company currently has a significant amount
of  potential  contract  awards to which it has applied a high confidence level.
However, because it is difficult to predict the timing of awards for most of the
opportunities  the Company is pursuing, it is also 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.  During  2007,  due to shipping schedules, the
Company's  second half of the year was stronger than the first half.  Once again
for 2008, based on current and projected shipping schedules, the Company expects
the  second  half  of  2008  to  be  stronger  than  the  first  half.

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.  However,  even  increased  military  spending  does  not
necessarily  guarantee the Company of increased revenues, particularly, when the
allocation  of  budget  dollars  may  vary  depending  on what may be needed for
specific  military  conflicts.   Any  future reductions in the level of military
spending  by  the  United States Government due to budget constraints or for any
other  reason, 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  addition  of  Tulip  gives  the  Electronics Segment a more
diversified  customer  base.

     The  Company's  business  strategy  is  to  expand  its  operations through
strategic,  accretive acquisitions.  Through the past several years, the Company
reviewed  various  potential  acquisitions  and  believes  there  are  numerous
opportunities  presently available.  In April 2005, it completed the acquisition
of  Tulip  and  in  December  2007,  it completed the acquisition of ICS.    The
Company  has  received  offers  from  several  financial  institutions that have
expressed  an  interest  in  helping  the  Company  with  acquisition financing.
However,  there  can  be  no assurance it will obtain the necessary financing to
complete  additional acquisitions and even if it does, there can be no assurance
that  we  will have sufficient income from operations of such acquired companies
to satisfy the interest payments, in which case, we will be required to pay them
out  of  Orbit's  operations  which  may  be  adversely  affected.  The  Company
continues  to  review  acquisition  candidates but there is no assurance that an
acquisition  will  be  completed  in  2008.

During  the  second  quarter of 2007, the Company expanded the activities of its
investment  banker  to  include the pursuit of alternative strategies, including
the  potential  sale  of  the Company as a means of enhancing shareholder value.
However,  there  is  no  assurance  that  a  sale  or any of the other strategic
alternatives  will  be  accomplished.

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

     Statements  in  this  Item  2  "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.

Item  3.     QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISKS

     See Part II, Item 6A "Quantitative and Qualitative Disclosures About Market
Risk",  of  the  Company's  Annual Report on Form 10-K for the fiscal year ended
December  31,  2007  for  a discussion of the Company's exposure to market risk.
There have been no material changes to the Company's market risk exposures since
December  31,  2007.

Item  4T.     CONTROLS  AND  PROCEDURES

Disclosure  Controls  and  Procedures

     The  Company's  management,  with  the participation of the Company's chief
executive  officer  and chief financial officer, has evaluated the effectiveness
of  the Company's disclosure controls and procedures (as such term is defined in
Rules  13a-15(e)  and  15d-15(e)  under  the Securities Exchange Act of 1934, as
amended  (the  "  Exchange  Act  ")) as of the end of the period covered by this
report.  Based  on  such  evaluation,  the Company's chief executive officer and
chief  financial  officer have concluded that, as of the end of such period, the
Company's  disclosure  controls  and procedures are effective (i) to ensure that
information required to be disclosed by the Company in the reports that it files
or  submits  under  the  Exchange  Act  is  recorded,  processed, summarized and
reported,  within  the  time  periods specified in the SEC's rules and forms and
(ii)  to  ensure that information required to be disclosed by the Company in the
reports  that  it submits under the Exchange Act is accumulated and communicated
to  its  management,  including  the Company's principal executive and principal
financial  officers, or persons performing similar functions, as appropriate, to
allow  timely  decisions  regarding  required  disclosure.

Internal  Control  over  Financial  reporting

     There  has been no changes to the Company's internal control over financial
reporting  (as  such  term is defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange  Act)  during the three months ended March 31, 2008 that has materially
affected,  or  is  reasonably  likely to materially affect, our internal control
over  financial  reporting.




<PAGE>
25



PART  II- OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS
          None

ITEM  1A. RISK  FACTORS-THERE  HAVE  BEEN  NO  MATERIAL  CHANGES  TO  THE
          REGISTRANT'S  RISK  FACTORS.

ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS
          None

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES
          None

ITEM  4.  SUBMISSIONS  OF  MATTERS  TO  VOTE  OF  SECURITY  HOLDERS

          None

ITEM  5.  OTHER  INFORMATION
          None

ITEM  6.  EXHIBITS

     (a)  Exhibits

          Exhibit  Number     Description
          ---------------     -----------
               31.1*          Certification  of  the  Chief  Executive
                              Officer  Required  by  Rule  13a-14  (a)  or
                              Rule  15d-14(a).
               31.2*          Certification  of  the  Chief  Financial
                              Officer  Required  by  Rule  13a-14  (a)  or
                              Rule  15d-14(a).
               32.1*          Certification  of  the  Chief  Executive
                              Officer  Required  by  Rule  13a-14(b)
                              or  Rule  15d-14(b)  and  18  U.S.C.  1350.
               32.2*          Certification  of  the  Chief  Financial
                              Officer  Required  by  Rule  13a-14(b)
                              or  Rule  15d-14(b)  and  18  U.S.C.  1350.
_________________
*Filed  with  this  report.

<PAGE>

32


                                   SIGNATURES
                                   ----------

     In  accordance  with  the  requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                           ORBIT INTERNATIONAL CORP.
                           ------------------------
                           Registrant


Dated:     May 15, 2008    /s/ Dennis Sunshine
                           -------------------
                           Dennis Sunshine, President,
                           Chief Executive Officer and
                           Director



Dated:     May 15, 2008    /s/Mitchell Binder
                           ------------------
                           Mitchell Binder, Executive
                           Vice President, Chief
                           Financial Officer
                           and Director