SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB



              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934

For the Twelve Month Period Ended June 30, 1996 Commission  File Number 0-11685

                                  RADYNE CORP.

(Exact name of small business issuer as specified in its charter)

         New York                                 11-2569467
         --------                                 ----------

(State or Other Jurisdiction of                   IRS Employer

Incorporation or Organization)                    Identification No.

                   5225 S. 37th Street, Phoenix, Arizona 85040
                   -------------------------------------------
              (Address and Zip Code of Principal Executive Offices)

                    Issuer's Telephone Number: (602) 437-9620

      Securities Registered Under Section 12 (b) of the Exchange Act: None
                                                                      ----
         Securities Registered Under Section 12(g) of the Exchange Act:

Common Stock, $.002 Par Value
-----------------------------

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

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of  Regulation  S-B contained in this form,  and no disclosure  will 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]

         The  registrant's  revenues for the period being  reported  herein were
$3,829,523.

         The  aggregate  market value of the  registrant's  common stock held by
non-affiliates  (deemed by the  registrant to be persons,  along with members of
their families, known to the registrant to beneficially own, exclusive of shares
subject to options,  less than 5% of the outstanding  shares of the registrant's
common stock) of the  registrant as of August 29, 1996 based on the single trade
in the over-the-counter market on this date, was approximately $1,850,000.

         Check whether the issuer has filed all  documents and reports  required
to be  filed  by  Section  12,  13 or 15 (d)  of  the  Exchange  Act
                                       1
<PAGE>

after  the  distribution  of  securities  under  a  plan  confirmed  by a Court.
Yes  X  No
    ---    ===                                             

         As of August 29, 1996, there were 18,748,605 shares of
the registrant's common stock outstanding.
Documents incorporated by reference:  None.
Transitional small business disclosure format Yes    No  X
                                                 ----  ----
PART I

Item 1. Description of Business.

         On April 28, 1994,  the Company  filed a voluntary  petition for relief
under Chapter 11 of the U.S.  Bankruptcy Code with the United States  Bankruptcy
Court for the Eastern District of New York.

         On December 16, 1994, the Bankruptcy  Court issued an order  confirming
the Company's  Second  Amended Plan of  Reorganization  (the  "Plan").  The Plan
became not subject to appeal on December 27, 1994 by virtue of the appeal period
having run with no appeals having been filed.

         Pursuant to the Plan,  Radyne  Corp.,  a Florida  corporation  formerly
known  as  Radyne,  Inc.  ("Radyne  Florida"),  a  wholly  owned  subsidiary  of
Engineering  and  Technical   Services,   Inc.   ("ETS")  funded  the  Company's
reorganization in the manner set forth in the Plan.

General

         Radyne Corp.  (the  "Company") is engaged in the business of designing,
manufacturing  and selling  products and systems used for the  transmission  and
reception  of data over  satellite  communication  networks.  Specifically,  the
Company designs,  develops,  assembles and sells a proprietary line of satellite
modems, frequency converters and ancillary products.

         The Company has developed  proprietary  technology which is employed in
the design and manufacture of its products.

The Company was organized as a New York  corporation  on November 25, 1980.  The
Company's  principal  executive  offices are located at 5225 South 37th  Street,
Phoenix, Arizona 85040 and its telephone number is (602) 437-9620.
                                       2
<PAGE>
Industry Background

         Over the last  decade,  data  communications  have become  increasingly
important to the design and operation of data processing systems.  This trend is
a  result,  in  part,  of the  desire  by users to move  away  from  centralized
computing to a distributed  processing  capability  in which data  terminals and
other data  processing  equipment  are  located at  operating  sites  where data
originates  and  where  processed   information  is  applied.   As  advances  in
semiconductor technology, specifically the microcomputer and related components,
have reduced the cost and increased the  capabilities of both computers and data
terminals,  the  number  of both  computers  and data  terminals  has  increased
significantly.  In addition, analog forms of information such as voice and video
are being transformed into digital signals, or "digitized", for transmission via
satellite  and other  communications  links.  The  effective use of these remote
computers  and data  terminals,  and the  efficient  handling of voice and video
traffic,  is  dependent  upon  the  availability  of  reliable,  cost-effective,
high-speed data communication equipment and communication links.

         The satellite  transponder capacity available today has made relatively
low-cost  transmission of high-speed  digital data by satellite  practical for a
greater number of users.  The  significant  growth in the volume of digital data
required to be transferred  from one place to another has increased the need for
satellite modems and accompanying hardware to transmit and receive this data.

         In 1995,  the  satellite  ground  equipment  market,  within  which the
Company operates,  was approximately a $350 million market, up from $250 million
in 1994. Recent  developments in the  telecommunications  industry are fostering
continued  growth  in the  international  satellite  market.  The  trend  toward
deregulation,   customer   demand   in  the   business   community,   technology
breakthroughs  in the areas of  compression  techniques,  emergence  of a "world
economy",  and the ever increasing  number of  multinational  companies have all
combined to generate growth in the international satellite arena.

Products

         The  Company has  developed  and markets  satellite  modems,  frequency
converters,  and  ancillary  products for both  general sale and special  order,
including various types of satellite digital modem sub-systems, frequency up and
down converters, and equipment racks containing integrated modems and supporting
equipment.  These  modems cover data rates from 2.4  Kilobytes  per second to 50
Megabytes per second. The frequency converters cover frequency ranges of C-Band,
Ku-Band,  and X-Band,  the frequencies used for satellite  communications.  Most
Radyne  modems and  converters  are smaller and lower  priced than the  previous
generation of products, enabling large system installation in significantly less
rack space than the  products of the  Company's  competitors.  The Company  also
markets  redundancy  switches which operate in conjunction with satellite modems
and converters and provide automatic fault monitoring and
                                       3
<PAGE>
switch over to standby equipment in the event of modem or converter failure.

Research and Development

         During the  periods  ended June 30,  1996 and June 30, 1995 the Company
expended $1,794,823 and $-O-, respectively, for new product development.

Competition

         The data  communications  equipment market is highly competitive and is
characterized  by  advances  in  technology  which  frequently   result  in  the
introduction  of new products with  improved  performance  characteristics.  The
Company's  ability to compete is dependent  upon a number of factors,  including
product  price,  performance,   quality,   reliability,   service,   development
capabilities, and the Company's ability to satisfy delivery schedules.

Patents

         Patents do not play a material role in the Company's business.

Marketing

         Domestically,  the Company's  products are marketed by a combination of
the Company's sales personnel and through manufacturer representatives to system
integrators  and the  end-users of the  products.  The Company  makes  available
on-site  technical  support  to ensure the timely  establishment  and  continued
servicing of earth stations or data networks.

         The Company markets its products  internationally  through a network of
distributors and sales representatives in many countries.  These representatives
are independent  contractors who are paid on a commission  basis.  Foreign sales
were 50% and 46% of net sales  during the  periods  ended June 30, 1996 and June
30, 1995 respectively.

Manufacturing

         The Company's  products are  assembled  from  standard  components  and
subassemblies,  as well as from  custom  fabricated  parts and  assemblies.  The
manufacture  of custom  fabricated  parts and  assemblies  is  subcontracted  to
others.  Upon assembling its products,  the Company performs  extensive test and
quality control procedures before products or systems are actually shipped.



Significant Customers

         During the period  ended June 30,  1996,  no  customer  of the  Company
accounted  for more than 10% of the  Company's  total sales except for one which
accounted  for 12.7% of total  sales.  The loss of this  customer by the Company
could have an adverse effect on the Company's business.
                                       4
<PAGE>
Suppliers

         During the fiscal year being reported on herein,  the Company's  supply
of component  parts,  subassemblies  and  fabricated  products was obtained from
various  non-affiliated  suppliers.  The Company's supplies are available from a
number of domestic and foreign suppliers, and in the event that any one supplier
terminates its relationship  with the Company,  alternative  sources of supplies
are readily available.

Employees

         At June 30, 1996, the Company had 48 full time  employees.  In addition
to the  Company's  2  executive  officers,  the  Company  employed  43 people in
engineering,  manufacturing,  marketing and operations, and 3 in administration.
None of the  Company's  employees are  represented  by a labor union and no work
stoppages have been experienced. The Company believes its employee relations are
satisfactory.

Compliance with Environmental Regulations.

         The  Company  must  comply  with  various  federal,  state,  and  local
regulations relating to protection of the environment.  Federal, state and local
provisions  which have been  enacted  or adopted  regulating  the  discharge  of
materials  into the  environment  or  otherwise  relating to  protection  of the
environment  will not, in the opinion of the Company,  have a material effect on
the capital expenditures, earnings, or the competitive position of the Company.

Item 2. Description of Property.

         The Company leases  approximately  17,000 square feet of industrial and
office  space at 5225 S. 37th Street,  Phoenix,  Arizona.  The Company  occupies
these premises  pursuant to a three year lease which  terminates March 31, 1998,
at a monthly rental of $7,352 per month with a two year renewal option.

Item 3. Legal Proceedings.

         None reportable.

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

         None reportable.

PART II

Item 5.  Market for Common Equity and Related Stockholder matters.

         The  Company's  Common Stock is traded in the  over-the-counter  market
under the OTC Bulletin  Board symbol  "RDYN".  However,  there is no established
trading market as actual  transactions are infrequent.  The following table sets
forth  the range of high and low  closing  bid  quotations  as  reported  by the
National  Quotation Bureau,  Inc. for the period ended June 30, 1995 and for the
period ended June 30, 1996. The quotations reflect interdealer  prices,  without
retail  mark-ups,   markdowns  or  commissions  and  may  not  represent  actual
transactions.
                                       5
<PAGE>

<TABLE>
<CAPTION>
Period Ended June 30, 1995:
                                                               High    Low
<S>                                                           <C>      <C>
First Quarter
         December 16, 1994 - March 31, 1995                   1 5/8    1/8
Second Quarter
         April 1, 1995 - June 30, 1995                        1 3/8    5/8

Period Ended June 30, 1996:
                                                               High    Low
First Quarter
         July 1, 1995 - September 30, 1995                    1 5/8    5/8
Second Quarter
         October 1, 1995 - December 31, 1995                  1 1/2    3/4
Third Quarter
         January 1, 1996 - March 31, 1996                     1 1/8    1/2
Fourth Quarter
         April 1, 1996 - June 30, 1996                        1 3/8    3/4
</TABLE>

         As  of  June  30,  1996,   the  Company   estimates   that  there  were
approximately  550 holders of record of the Company's  Common Stock. The Company
believes that the number of beneficial  owners is greater due to the fact that a
large number of shares are held in street name.

         The  Company  has never  paid a  dividend  on its  Common  Stock and it
presently  intends to retain any earnings for use in its business.  Accordingly,
it is anticipated that dividends will not be paid to the holders of Common Stock
in the foreseeable future.

Item 6.   Management's Discussion and Analysis or Plan of Operation.

Liquidity and Capital Resources

         The Company's  working  capital  deficit was  ($4,083,000)  at June 30,
1996, an increase of $2,740,000  from June 30, 1995.  The increase was primarily
attributable to the Company investing in inventory and capital assets and hiring
personnel to increase production levels.

         In order to meet its  capital  needs in the period  reported on herein,
the  Company  obtained  additional  financing  from  Engineering  and  Technical
Services, Inc. ("ETS"), which owns 100% of Radyne Florida. At June 30, 1996, the
Company had borrowed $4,595,000 from ETS.

Reorganization

         On April 28,  1994,  Radyne Corp.  (the  Predecessor  Company)  filed a
petition  for relief  under  Chapter 11 of the  federal  bankruptcy  laws in the
United  States  Bankruptcy  Court for the Eastern  District  of New York.  Under
Chapter 11, certain claims against the Predecessor Company in existence prior to
the  filing  were  stayed  while  the  Predecessor  Company  continued  business
operations  as  debtor-in-possession.  Claims  secured  against the  Predecessor
Company's  assets were also stayed,  although the holders of such claims had the
right to move the  court  for  relief  from  the  stay  prior to the plan  being
                                       6
<PAGE>
confirmed.  Secured  claims  were  secured  primarily  by  liens  on  all of the
Predecessor Company's assets.

         The Predecessor  Company received approval from the Bankruptcy Court to
pay certain of its pre-petition  obligations,  employee wages and benefits.  Tax
claims were  rescheduled for payment in equal quarterly  installments of $8,720,
with interest at 7%, over six years.

         On December 16, 1994, the Bankruptcy  Court  confirmed the  Predecessor
Company's Plan of Reorganization  effective at the close of business on December
16, 1994. The Plan called for the  establishment of an escrow account from which
to pay claims and provided for the following:

                  (1)  Exchange of Debt for Common  Stock - The  Company  issued
                  17,000,000 shares of previously authorized but unissued common
                  stock to Radyne  Florida  which had  previously  purchased the
                  Company's  secured  bank  debt  and the  position  of  certain
                  holders of secured  promissory  notes.  The  issuance of stock
                  gave  Radyne  Florida   approximately  91%  of  the  Company's
                  outstanding  stock. In exchange for the stock, the Company was
                  discharged of $2,350,000  of debt owed to Radyne  Florida.  In
                  addition,  the  1,750,000  warrants  held  by  Radyne  Florida
                  (purchased with the secured promissory notes) were cancelled.
                                       7
<PAGE>



                  (2)  Cancellation  of Debt - Unsecured  claims and capitalized
                  lease obligations were settled as follows:
<TABLE>
<CAPTION>
                                                     ORIGINAL                                       COMPRO-
                  TYPE OF CLAIM                       AMOUNT                   REDUCTIONS           MISED
                  ----------------------------------------------------------------------------------------
<S>                                                  <C>                       <C>               <C>
                  Accounts Payable,
                  accrued expenses,
                  and capitalized
                  lease obligations                  $1,483,343                $1,111,872        $371,471

                  Convertible Deben-
                   tures and bridge
                   notes                                487,885                   439,225          48,660

                  Taxes                                 309,143                    99,866         209,277
                                                     ----------------------------------------------------

                                                     $2,280,371                $1,650,963        $629,408
=========================================================================================================
</TABLE>

                  (3) Other  Claims - Priority  Claims for wages of $53,786 were
                  paid in full.

         Holders of the  Company's  common  stock and  options to  purchase  the
Company's  common  stock  had  their  interests  significantly  diluted  by  the
distribution of common stock to Radyne Florida.

         Holders of warrants to purchase the  Company's  common stock  exchanged
the warrants for an aggregate of 53,437 shares of common stock.

Fresh Start Reporting

         Under the provisions of SOP 90-7, the Successor Company was required to
adopt fresh start  reporting  as of the close of business on December  16, 1994,
because the  reorganization  value of the Predecessor  Company was less than the
total of all post-petition  liabilities and pre-petition allowed claims, and the
pre-confirmation  stockholders retained less than 50% of the Successor Company's
common stock.  Accordingly,  the financial  statements  for the six and one-half
month period ended June 30, 1995 are the initial financial  statements of Radyne
Corp. - the Successor Company.
                                       8
<PAGE>
Results of operations

Fiscal Year Ended June 30, 1996

Compared to Fiscal Year Ended June 30, 1995

         The Company's net sales increased 206% to $3,830,000  during the period
ended June 30, 1996 from  $1,861,000  during the six and  one-half  months ended
June 30, 1995.

         The Company's  cost of sales as a percentage of net sales  increased to
67% during the fiscal year ended June 30, 1996 from 66% for the six and one-half
months ended June 30, 1995.

         Selling,  general and  administrative  costs increased to $1,844,000 or
48% of sales during the fiscal year ended June 30, 1996 from  $961,000 or 52% of
sales for the six and  one-half  months  ended June 30,  1995.  The  increase in
expenses was primarily  attributable  to the increased time frame of the current
period over the prior period.

         Research and development  expenditures  increased to $1,795,000  during
the fiscal  year ended June 30, 1996 from $-0- for the six and  one-half  months
ended June 30, 1995.

         Interest  expense net of interest  income  increased to $257,000 (7% of
sales) during the fiscal year ended June 30, 1996 from $36,000 (2% of sales) for
the six and one-half months ended June 30, 1995.

         For the period  ended June 30,  1996,  the  Company did not provide for
income  taxes due to the net loss.  The Company  also did not provide for income
taxes for the six and  one-half  month  period  ended  June 30,  1995 due to net
operating losses.

         For the twelve month period ended June 30, 1996,  the Company had a net
loss of  ($2,625,000)  as compared  with a net loss of  ($365,000) in the period
ended June 30, 1995.

Item 7.   Financial Statements.

         See Part III, Item 13 for the Financial Statements.

Item  8.  Changes  in and  Disagreements  With  Accountants  on  Accounting  and
Financial Disclosure.

         None reportable.
                                       9
<PAGE>
                                    PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
With Section 16 (a) of the Exchange Act.

Directors and Executive Officers

         At a special  meeting of the Board,  held on August  13,  1996,  it was
determined  that the size of the  Board  would be  increased  from  four to five
members.  In order to fill the newly created  directorship  and vacancies  which
were occasioned by the  resignations of Messrs.  Denis Brown and Augustin Cueto.
Messrs.  Lim Ming Seong,  Lee Yip Loi and Chan Wee Piak were named  directors of
the Company. They will hold such positions until their respective successors are
duly  elected and  qualified.  Lim Ming Seong was also  elected  Chairman of the
Board.

         Certain information with respect to the current directors and executive
officers  and certain  other  significant  employees of the Company is set forth
below:

Name                       Positions with Company                           Age

Lim Ming Seong             Director, Chairman of the Board                  49

Robert A. Grimes           Director                                         44

Lee Yip Loi                Director                                         52

Robert C. Fitting          Director and President                           61

Steven W. Eymann           Vice President                                   44

Garry D. Kline             Secretary, Controller                            47

Peter A. Weisskopf         President, Microwave Products Div.               44

         Due to financial and other constraints in recent years, the Company has
not held an annual meeting of  shareholders  since February 20, 1990. All of the
current Directors were elected by the then sitting, or later elected,  Directors
to fill  vacancies  on the Board.  Officers are  appointed  by, and serve at the
discretion of, the Board of Directors.  There are no family  relationships among
the Directors and executive officers.

         Lim Ming Seong has been Group  Director of Singapore  Technologies  Pte
Ltd., an indirect parent of Stetsys US, Inc. (see Item 11 below), since February
of 1995.  From March 1992 until  February  1995,  he was  Executive  Director of
Singapore Technologies Ventures Pte Ltd and from February 1990 to March 1992, he
was Group  President of Singapore  Technologies  Holdings Pte Ltd. Prior to that
time he held  various  corporate  and  government  positions,  including  Deputy
Secretary in the Singapore Ministry of Defense from 1979 to 1986.

         Lee Yip Loi, who is chairman of the audit  committee of the Board,  has
been Regional Director  (America) of Singapore  Technologies Pte Ltd since March
1994 and has been President of Metheus  Corporation,  another member of the same
group of  companies,  since  May  1990.  Prior to that  time he held a number of
managerial  positions  with  such  corporations  as  Morgan  Guaranty  Trust and
Singapore 
                                       10
<PAGE>
Technologies  and  government   positions  with  the  Singapore   Ministries  of
Education, Defense, Culture and Home Affairs.

         Chan  Wee  Piak  has  been  General  Manager  of  Agilis  Communication
Technologies Pte Ltd., also a member of the Singapore  Technologies group, since
January 1992.  From November  1989 to February  1992, he was General  Manager of
Chartered Microwave. Prior to that time, he held various managerial positions in
the Singapore Ministry of Defense and Singapore Electronic and Engineering.

         Robert A. Grimes,  who is a member of the audit committee of the Board,
has served as a member of the Board of Directors since  December,  1994. For the
past seven years Mr. Grimes has also served as the President and a member of the
Board of Engineering Technical Services, Inc.

         Robert C. Fitting, who is a member of the audit committee of the Board,
has been President of the Company since February, 1995, and became a Director of
the Company in March,  1995.  For the 11 years prior to March 1995,  Mr. Fitting
served as Chief  Executive  Officer and Chairman of the Board of Directors of EF
Data Corporation, which he co-founded. Mr. Fitting has also served as a Director
of California Microwave, Inc. and a Director of Satellite Technology Management,
Inc.

         Steven W. Eymann has been Vice President of the Company since February,
1995. For the 11 years prior to March 1995, Mr. Eymann served as President of EF
Data Corporation, which he co-founded.

         Garry D. Kline was appointed Secretary of the Company in August,  1996.
Mr. Kline has been  Controller of the Company  since  September,  1995.  For the
prior 8 years, Mr. Kline was the Controller and CFO of EF Data Corporation.

         Peter  A.  Weisskopf  has  been  President  of the  Microwave  Products
Division  since June 7, 1995.  Prior to his  employment  with the  Company,  Mr.
Weisskopf was President of Merit Microwave,  Inc., a company which Mr. Weisskopf
founded, for 3 years and a senior engineer at EF Data Corp. for 2 years.
                                       11
<PAGE>
Item 10. Executive Compensation.

Summary Compensation Table

         The following  table sets forth  compensation  awarded to, earned by or
paid to Robert C.  Fitting,  the Company's  President and Steven W. Eymann,  the
Company's  Vice  President  and  Peter A.  Weisskopf,  the  Company's  Microwave
Division President, during the Company's period ended June 30, 1996. Information
with respect to salary for Messrs.  Fitting and Eymann for the fiscal year ended
June 30, 1995 is from the  commencement  of their  employment  by the Company on
March 1, 1995.  Information  with  respect to salary for Mr.  Weisskopf  for the
Fiscal period ended June 30, 1995 is from the  commencement of his employment by
the Company on June 7, 1995.


Name and Principal                  Fiscal
Position                            Year            Salary(s)
------------------                  ------          ---------
Robert C. Fitting                  6/30/96           $80,000
President                          6/30/95            29,231

Steven W. Eymann                   6/30/96           $80,000
Vice President                     6/30/95            29,231


Peter A. Weisskopf                 6/30/96           $75,000
President/Microwave Div.           6/30/95             2,885

Option/SAR Grants in Last Fiscal Period

         The Company  made no grants of stock  options  during the period  being
reported on herein. The Company does not have an SAR plan.

Stock Bonuses

The Company made no stock bonuses during the period being

reported on herein.

Director Compensation

The Company's  policy during the period ended June 30, 1996,  was to pay outside
directors  $500 for each  meeting of the Board  attended by such  directors.  No
payments  were made  during such  period to outside  directors  pursuant to this
arrangement.
                                       12
<PAGE>
Item 11.  Security Ownership of Certain

Beneficial owners and Management.

Beneficial Owners

         The  following  table sets  forth  information  as of August 29,  1996,
regarding any person who is known to the Company to be the  beneficial  owner of
more than five percent of the Company's Common Stock:

                                            Amount and
Name and                                    Nature of
Title             Address of                Beneficial       Percentage
of Class          Beneficial Owner          Ownership         of Class
--------          ----------------          ---------         --------

Common Stock      Stetsys US, Inc.          17,000,000          91%
                  c/o Singapore             shares-owned
                  Technologies Pte Ltd      directly
                  83 Science Park Drive
                  #01-01/02 The Curie
                  Singapore Science Park
                  Singapore   118258

Management

The following  table sets forth  information as of August 29, 1996 regarding the
beneficial ownership of the Company's Common Stock (i) by each director; (ii) by
each of the  executive  officers  of the  Company;  and  (iii) by all  executive
officers and directors as a group:

                                            Amount and
Name and                                    Nature of
Address of                                  Beneficial               Percentage
Beneficial Owner                            Ownership                of Class
----------------                            ---------                --------

Steven Eymann                               -0-                      -0-
5225 S. 37th Street
Phoenix, Arizona 85040

Robert C. Fitting                           -0-                      -0-
5225 S. 37th Street
Phoenix, Arizona 85040

Robert A. Grimes                            -0-                      -0-
5225 S. 37th Street
Phoenix, Arizona 85040
                                       13
<PAGE>
(Continued from previous page)              Amount and
Name and                                    Nature of
Address of                                  Beneficial               Percentage
Beneficial Owner                            Ownership                of Class
----------------                            ---------                --------
Garry D. Kline                              -0-                      -0-
5225 S. 37th Street
Phoenix, Arizona 85040

Lee Yip Loi                                 -0-                      -0-
5225 S. 37th Street
Phoenix, Arizona 85040

Chan Wee Piak                               -0-                      -0-
5225 S. 37th Street
Phoenix, Arizona 85040

Lim Ming Seong                              -0-                      -0-
5225 S. 37th Street
Phoenix, Arizona 85040

Peter A. Weisskopf                          100,000 shares           .5%
5225 S. 37th Street                         owned directly
Phoenix, Arizona 85040

All Directors and                           100,000                  .5%
Executive Officers
as a Group

Item 12.  Transfers of Assets

         In 1996, the Company acquired from Radyne Florida,  the assets of Merit
Microwave,  Inc.,  as well as the  manufacturing  rights  to the  Merit  line of
microwave  products,  which include  translator  and frequency  converters.  The
purchase price of approximately  $120,000 was allocated to inventory,  machinery
and equipment, and designs and drawings, and was paid by the issuance of 100,000
shares of the Company's stock ($40,000),  cash of $60,000, and the assumption of
a trade  payable of $20,000.  Under the terms of the  agreement,  the  principal
shareholder  and  chief  operating  officer  of Merit  entered  into a  one-year
agreement  with the Company to serve as  president of the newly  created  Radyne
Microwave  Products Division for annual  compensation of $75,000.  As long as he
remains in this position,  the Company is committed to pay royalties to Merit of
5-10% of sales of Merit products.

During 1996,  the Company sold  $163,770 of inventory  and $119,367 of machinery
and equipment to ETS in exchange for a reduction in the loan payable to ETS.

On August 12,  1996,  Stetsys US, Inc.  ("Stetsys"),  a member of the  Singapore
Technologies Pte Ltd ("ST") group, acquired 100% of the outstanding common stock
of ETS. (Stetsys is a wholly owned Delaware subsidiary of ST Electronics Pte Ltd
("STE"),  which is a wholly  owned  subsidiary  of ST. ST is an indirect  wholly
owned subsidiary of 
                                       14
<PAGE>
Temasek Holdings  (Private)  Limited,  which is in turn wholly owned by Minister
for Finance  Incorporated  c/o Ministry of Finance,  Republic of  Singapore.) On
October  22,  1996,  Radyne  Florida  was merged  into ETS and the shares of the
Company  that  had  been  owned  by  Radyne  Florida  were  received  by ETS and
subsequently  distributed by ETS to Stetsys. In addition,  STE made an unsecured
loan of $4,500,000 to the Company, the proceeds from which were used to pay down
the loan payable to ETS.



Item 13.  Exhibits, Financial Statement Schedules and Reports on Form 8-K.

(a)      Documents filed as a part of this report:
         Financial Statements.

(b)      Reference is made to the Exhibit Index at the end of
         this Report.

(c)      The registrant did not file any Current  Reports on Form 8-K during the
         three months ended June 30, 1996.
                                       15
<PAGE>
                                  RADYNE CORP.
                          (A Subsidiary of Engineering
                          and Technical Services, Inc.)

                Balance Sheet as of June 30, 1996 and Statements
               of Operations, Stockholders' Equity (Deficit), and
                Cash Flows for the Year Ended June 30, 1996 and
                the Six and One-Half Month Period Ended June 30,
                     1995, and Independent Auditors' Report
                                       16
<PAGE>
INDEPENDENT AUDITORS' REPORT


To the Stockholders of
  Radyne Corp.:

We have audited the accompanying  balance sheet of Radyne Corp. (a subsidiary of
Engineering and Technical Services, Inc.) (the Company or Radyne) as of June 30,
1996, and the related statements of operations,  stockholders'  equity (deficit)
and cash  flows for the year  ended  June 30,  1996 and six and  one-half  month
period ended June 30, 1995. 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  generally   accepted  auditing
standards.  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.

As discussed in Notes 1, 2, and 3 to the accompanying  financial statements,  on
December 16, 1994, the United States  Bankruptcy  Court for the Eastern District
of New York entered an order confirming the plan of reorganization  which became
effective  at the close of business on  December  16,  1994.  In  addition,  the
Company changed its fiscal year end to June 30.  Accordingly,  the  accompanying
statements of operations,  stockholders' equity (deficit) and cash flows for the
six and one-half  month period  ended June 30, 1995,  are the initial  financial
statements of the Successor Company.

In our  opinion,  such  financial  statements  present  fairly,  in all material
respects,  the  financial  position of the Company as of June 30, 1996,  and the
results of its  operations  and its cash flows for the year ended June 30,  1996
and six and  one-half  month  period ended June 30,  1995,  in  conformity  with
generally accepted accounting principles.



/s/DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP
Orlando, Florida
August 23, 1996
                                       17
<PAGE>
RADYNE CORP.
(A Subsidiary of Engineering and Technical Services, Inc.)

BALANCE SHEET
JUNE 30, 1996
-------------------------------------------------------------------------------
<TABLE>
<S>                                                                 <C>
ASSETS

CURRENT ASSETS:
  Cash                                                              $       971
  Accounts receivable - trade (net of allowance for
    doubtful accounts of $13,000)                                       283,871
  Inventories - net (Notes 1 and 4)                                   1,150,669
  Prepaid expenses                                                       20,426
                                                                    -----------
        Total current assets                                          1,455,937
                                                                    -----------
MACHINERY AND EQUIPMENT - Net of accumulated
  depreciation of $62,405 (Notes 1 and 6)                               571,927
                                                                    -----------
OTHER ASSETS:
  Designs and drawings - Net of accumulated amortization
    of $361,529 (Note 1)                                              1,236,810
  Deposits                                                                8,012
                                                                    -----------

        Total other assets                                            1,244,822
                                                                    -----------
TOTAL                                                               $ 3,272,686
                                                                    ===========

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
  Temporary bank overdraft                                          $    12,898
  Capitalized lease obligations (Note 6)                                 26,820
  Accounts payable                                                      452,533
  Accrued expenses (Note 5)                                             400,966
  Loan payable to affiliate (Note 1)                                  4,594,696
  Taxes payable (Note 2)                                                 51,011
                                                                    -----------

           Total current liabilities                                  5,538,924
                                                                    -----------

CAPITALIZED LEASE OBLIGATIONS (Note 6)                                   34,304
                                                                    -----------

TAXES PAYABLE (Note 2)                                                   96,110
                                                                    -----------

STOCKHOLDERS' DEFICIT (Notes 2 and 3):
  Common stock - $.002 par value, 20,000,000 shares authorized,
    18,750,084 shares issued and outstanding                             37,501
  Additional paid-in capital                                            555,800
  Accumulated deficit                                                (2,989,953)
                                                                    -----------

           Total stockholders' deficit                               (2,396,652)
                                                                    -----------
TOTAL                                                               $ 3,272,686
                                                                    ===========
</TABLE>

See notes to financial statements.
                                       18
<PAGE>
RADYNE CORP.
(A Subsidiary of Engineering and Technical Services, Inc.)

STATEMENTS OF OPERATIONS
YEAR ENDED JUNE 30, 1996 AND THE SIX AND ONE-HALF MONTH
PERIOD ENDED JUNE 30, 1995
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------
                                                                   1996            1995
<S>                                                           <C>             <C>
NET SALES (including sales of $311,600 and $159,731
  to ETS for 1996 and 1995, respectively) (Notes 1 and 9)     $  3,829,523    $  1,861,262
                                                              ------------    ------------

OPERATING COSTS AND EXPENSES:
  Cost of sales (including purchases of $2,461,529 and $-0-
    from ETS for 1996 and 1995, respectively)                    2,559,350       1,228,747
  Selling, general and administrative expenses                   1,843,576         961,162
  Research and development                                       1,794,823
  Interest expense (Notes 1 and 6)                                 256,871          36,209
                                                              ------------    ------------

           Total operating costs and expenses                    6,454,620       2,226,118
                                                              ------------    ------------

NET LOSS                                                      $ (2,625,097)   $   (364,856)
                                                              ============    ============

LOSS PER COMMON SHARE (Note 1)                                $       (.14)   $       (.02)
                                                              ============    ============

WEIGHTED AVERAGE NUMBER OF COMMON
AND COMMON EQUIVALENT SHARES OUTSTANDING                        18,711,139      18,648,605
                                                              ============    ============
</TABLE>

See notes to financial statements.
                                       19
<PAGE>
RADYNE CORP.
(A Subsidiary of Engineering and Technical Services, Inc.)

STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
YEAR ENDED JUNE 30, 1996 AND SIX AND ONE-HALF MONTH
PERIOD ENDED JUNE 30, 1995
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------------
                                                                                 Additional
                                                          Common Stock             Paid-in
                                                     ---------------------
                                                       Shares      Amount          Capital      Deficit         Total
<S>                                                  <C>           <C>             <C>        <C>            <C>
BALANCE, DECEMBER 16, 1994                           18,648,605    $37,301         $516,000   $                 $553,301

  Net loss                                                                                       (364,856)      (364,856)
                                                     ----------    -------         --------   -----------    ----------- 

BALANCE, JUNE 30, 1995                               18,648,605     37,301          516,000      (364,856)       188,445

  Shares issued in acquisition of Merit                 100,000        200           39,800                       40,000
    Microwave (Note 10)

  Net loss                                                                                     (2,625,097)    (2,625,097)
                                                     ----------    -------         --------   -----------    ----------- 

BALANCE, JUNE 30, 1996                               18,748,605    $37,501         $555,800   $(2,989,953)   $(2,396,652)
                                                     ==========    =======         ========   ===========    =========== 
</TABLE>

See notes to financial statements.
                                       20
<PAGE>
RADYNE CORP.
(A Subsidiary of Engineering and Technical Services, Inc.)

STATEMENTS OF CASH FLOWS
YEAR ENDED JUNE 30, 1996 AND SIX AND ONE-HALF MONTH
PERIOD ENDED JUNE 30, 1995
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------
                                                                               1996           1995
<S>                                                                        <C>            <C>
CASH FLOWS FROM OPERATING  ACTIVITIES:
  Net loss                                                                 $(2,625,097)   $  (364,856)
                                                                           -----------    -----------
  Adjustments to reconcile net loss to net cash
    used in operating activities:
    Depreciation and amortization                                              276,913        147,523
    Provision for losses on accounts receivable                                  1,000         14,000
    Provision for losses on inventory                                          184,672        102,475
    Changes in operating assets and liabilities:
      (Increase) decrease in accounts receivable                               250,806       (216,687)
      Increase in bankruptcy claims escrow                                                    106,613
      Decrease in prepaids and other assets                                     73,581         99,534
      (Increase) decrease in employee relocation incentives and advances       112,353       (109,353)
      Increase in inventory                                                   (432,515)      (456,161)
      Increase in deposits                                                                   (191,796)
      Increase (decrease) in accounts payable                                  (46,029)       204,383
      Decrease in accrued liabilities                                         (253,337)      (348,004)
      Decrease in taxes payable                                                (56,063)        (6,093)
                                                                           -----------    -----------

           Total adjustments                                                   111,381       (653,566)
                                                                           -----------    -----------

           Net cash used in operating activities                            (2,513,716)    (1,018,422)
                                                                           -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES -
  Purchase of machinery and equipment                                         (388,770)      (119,042)
                                                                           -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (decrease) in temporary bank overdraft                              (67,214)        80,112
  Proceeds from loan payable to affiliate                                    3,052,912        853,206
  Principal payments on capitalized lease obligations                          (84,350)       (50,143)
                                                                           -----------    -----------

           Net cash provided by financing activities                         2,901,348        883,175
                                                                           -----------    -----------

NET DECREASE IN CASH                                                            (1,138)      (254,289)

CASH, BEGINNING OF PERIOD                                                        2,109        256,398
                                                                           -----------    -----------

CASH, END OF PERIOD                                                        $       971    $     2,109
                                                                           ===========    ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Interest paid                                                            $     3,996    $     7,059
                                                                           ===========    ===========
</TABLE>
See notes to financial statements.
                                       21
<PAGE>

RADYNE CORP.
(A Subsidiary of Engineering and Technical Services, Inc.)

NOTES TO FINANCIAL STATEMENTS
YEAR ENDED JUNE 30, 1996 AND SIX AND ONE-HALF MONTH
PERIOD ENDED JUNE 30, 1995
--------------------------------------------------------------------------------

1.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description  of  Business  - Radyne  Corp.  (the  Company or  Radyne),  designs,
manufactures,   and  sells  products,   systems,   and  software  used  for  the
transmission  and  reception  of data over  satellite  and  cable  communication
networks.  A wholly owned subsidiary,  Satellite  Digital Systems Corp.  (SDSC),
which was inactive and had no material assets and liabilities,  filed a petition
for  liquidation  under Chapter 7 of the United States  Bankruptcy Code with the
United States  Bankruptcy  Court for the Eastern District of New York on May 17,
1995.  This did not have any  significant  impact on the  financial  position or
results of operations of the Company since SDSC had terminated  all  operations.
SDSC  received  its  Final  Decree  of  Bankruptcy  on  August  5,  1995,  which
effectively dissolved SDSC.

Upon emergence from  bankruptcy  proceedings on December 16, 1994,  (see Note 2)
the Company  became a  majority-owned  subsidiary  of Radyne,  Inc.,  which is a
wholly owned subsidiary of Engineering and Technical  Services,  Inc. (ETS). ETS
provides  management  services to Radyne,  for which ETS charged Radyne $120,000
for the year ended June 30,  1996 and  $65,000  for the six and  one-half  month
period  ended June 30, 1995.  During the  bankruptcy  proceedings,  ETS provided
$770,175 of  debtor-in-possession  financing.  Since emergence,  the Company has
continued to borrow additional  amounts.  The sum of these advances are shown on
the balance sheet as loan payable to affiliate. The advances accrued interest at
7.5%  through  May 16,  1996 and at prime plus 2%,  thereafter,  until they were
repaid on August 12, 1996 (see Note 11).

Revenue Recognition - The Company recognizes revenue upon shipment of product.

Inventories - Inventories,  consisting of satellite modems and related products,
are  stated at the lower of cost  (first-in,  first-out)  or  market,  including
material, direct labor, and overhead costs.

Machinery   and  Equipment  -  Machinery  and  equipment  are  stated  at  cost.
Expenditures  for repairs and maintenance are charged to operations as incurred,
and improvements,  which extend the useful lives of the assets, are capitalized.
Depreciation  and amortization of machinery and equipment are computed using the
straight-line method over an estimated useful life of seven years (see Note 6).
                                       22
<PAGE>
Designs and Drawings -  Amortization  of designs and drawings is computed on the
straight-line basis over the estimated useful life of seven years.

Income Taxes - Radyne files a consolidated federal income tax return with ETS.

The Company  accounts  for income  taxes under the asset and  liability  method.
Deferred tax assets and liabilities  are recognized for the future  consequences
attributed to differences between the consolidated  financial statement carrying
amounts of  existing  assets and  liabilities  and their  respective  tax bases.
Differences  between  income for  financial  and tax  reporting  purposes  arise
primarily  from  amortization  of certain  designs and drawings and accruals for
warranty reserves and compensated absences.  Deferred tax assets and liabilities
are measured  using enacted tax rates expected to apply to taxable income in the
years in which those  temporary  differences  are  expected to be  recovered  or
settled.  The effect on deferred tax assets and  liabilities  of a change in tax
rates is recognized in income in the period that includes the enactment date.

Loss per Common  Share - Loss per share of common stock was computed by dividing
net loss by the weighted  average  number of shares of common stock  outstanding
during each of the periods presented.

Fair Value of Financial  Instruments - The Company's  financial  instruments are
carried in the balance sheet at amounts that approximate their fair value.

Use of Estimates - The  preparation of financial  statements in conformity  with
generally accepted  accounting  principles requires management to make estimates
and  assumptions  that affect the  reported  amounts of assets and  liabilities,
disclosure of contingent assets and liabilities,  liabilities at the date of the
financial  statements,  and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.

2.    REORGANIZATION

On April 28, 1994,  Radyne Corp. (the Predecessor  Company) filed a petition for
relief  under  Chapter 11 of the federal  bankruptcy  laws in the United  States
Bankruptcy Court for the Eastern District of New York. Under Chapter 11, certain
claims  against the  Predecessor  Company in existence  prior to the filing were
stayed  while  the  Predecessor   Company  continued   business   operations  as
debtor-in-possession.  Claims secured against the Predecessor  Company's  assets
were also stayed,  although the holders of such claims had the right to move the
court for relief from the stay prior to the plan being confirmed. Secured claims
were secured primarily by liens on all of the Predecessor Company's assets.
                                       23
<PAGE>
The  Predecessor  Company  received  approval from the  Bankruptcy  Court to pay
certain of its prepetition obligations,  employee wages and benefits. Tax claims
were  rescheduled  for payment in equal quarterly  installments of $8,720,  with
interest at 7%, over six years.

On December 16, 1994, the Bankruptcy  Court confirmed the Predecessor  Company's
Plan of  Reorganization  effective at the close of business on December 16, 1994
(see Note 3).

3.    FRESH START REPORTING

Under the  provisions of SOP 90-7,  the Successor  Company was required to adopt
fresh start reporting as of the close of business on December 16, 1994,  because
the reorganization  value of the Predecessor  Company was less than the total of
all  post-petition   liabilities  and  prepetition   allowed  claims,   and  the
preconfirmation  stockholders  retained less than 50% of the Successor Company's
common stock (see Note 2). Accordingly, the financial statements for the six and
one-half month period ended June 30, 1995 are the initial  financial  statements
of Radyne Corp. - the Successor Company.

4.    INVENTORIES

Inventories at June 30, 1996 consist of:

Raw materials and components                                        $   626,525
Work-in-process                                                         307,391
Finished goods                                                          293,660
Valuation allowance                                                     (76,907)
                                                                    -----------

Total                                                               $ 1,150,669
                                                                    ===========

5.    ACCRUED EXPENSES

Accrued expenses at June 30, 1996 consist of:

Professional fees                                                       $ 77,125
Warranty reserve                                                         109,775
Payroll and vacation                                                     153,894
Other                                                                     60,172
                                                                        --------

Total                                                                   $400,966
                                                                        ========

6.    CAPITALIZED LEASE OBLIGATIONS

During  1996,  the  Company  entered  into three  capital  leases for $80,462 of
machinery and equipment with monthly  payments  aggregating  $2,699.  One of the
leases expires in August 1998 with the other two expiring in October 1998. These
leases are secured by the equipment under lease.  The assets under capital lease
had a net book value of approximately $75,000 at June 30, 1996.
                                       24
<PAGE>
7.    COMMITMENTS

In April and June 1995,  operations  were  relocated  to Phoenix,  Arizona,  and
Melbourne,  Florida from Ronkonkoma, New York where facilities were being leased
on a monthly basis.  Through the time of the  relocation,  the Company  incurred
rent expense of  approximately  $18,000.  With the  relocation  to Arizona,  the
Company entered into a three-year  lease,  with a two-year renewal option,  with
monthly lease payments of $7,352.  Rent expense under the new lease for the year
ended June 30, 1996 and for the six and  one-half  month  period  ended June 30,
1995, was approximately $95,000 and $57,000, respectively.

Future minimum rentals under the lease are as follows:

1997                                                                $    88,224
1998                                                                     66,168
                                                                    -----------

                                                                    $   154,392
                                                                    ===========

In February 1995, the Company  entered into term  agreements for five years with
two executives to manage the Company's  operations.  The agreements call for the
establishment  of an incentive  stock  option plan whereby 10% of the  Company's
outstanding  common  stock is to be made  available  to the  executives  and key
employees.  The  options  would  vest upon  attainment  of  specified  financial
results.

8.    INCOME TAXES

The following summary reconciles taxes (recovery) from operations at the federal
statutory rate with the actual provision (recovery) at June 30:

                                                            1996         1995

Income taxes (recovery) at statutory rate                $(893,000)   $(124,000)
                                                         ---------    ---------

Increase (decrease) in taxes (recovery) resulting from:
  State income tax benefit                                 (95,000)
  Change in valuation allowance                            988,000      117,600
  Other adjustments                                           --          6,400
                                                         ---------    ---------

Total provision                                          $    --      $    --
                                                         =========    =========
                                       25
<PAGE>
Deferred tax assets consist of the following at June 30, 1996:

Gross deferred tax assets:
  Cumulative tax effect of net operating loss carryforwards         $ 3,517,000
  Tax credits                                                           210,000
  Temporary differences                                                (365,000)
  Valuation allowance                                                (3,362,000)
                                                                    -----------

Total                                                               $      --
                                                                    ===========

At  June  30,  1996,  the  Company  has  net  operating  loss  carryforwards  of
approximately  $9,347,000  expiring in various  years  through  2011 and general
business credit carryforwards of $210,000 expiring in various years through 2004
for  utilization  against  taxable   income/taxes  payable  of  future  periods.
Approximately  $6,000,000 of the  Company's  net  operating  loss and tax credit
carryforwards  are subject to an annual  limitation  under Internal Revenue Code
Section  382,  in future  years,  as a result of  changes  in  ownership  of the
Company's  stock.  The annual  limitation is generally equal to the value of the
corporation's  equity  immediately  prior to the change in ownership,  times the
federal  long-term  tax  exempt  rate  published  by  the  federal   government.
Management  believes that the  inability to utilize net  operating  loss and tax
credit  carryforwards  to offset future taxable  income within the  carryforward
periods  under  existing  tax laws and  regulations  is more  likely  than  not.
Accordingly,  a 100%  valuation  allowance  has been  recorded  against  the net
deferred tax asset as of June 30, 1996. In addition,  any future  benefits which
are recognized for the acquired net operating loss and tax credit  carryforwards
will be applied to reduce the intangible assets.

9.    SIGNIFICANT CUSTOMERS AND EXPORT SALES

Significant  customers  for the year  ended  June  30,  1996 and for the six and
one-half month period ended June 30, 1995, were as follows:

                                               June 30,             June 30,
                                                 1996                 1995

        Customer A                                6.4%                22.0%
        Customer B                                -                   15.3%
        Customer C                                8.1%                14.2%
        Customer D                               12.7%                11.7%

No other  customers  represented  greater  than 10% of net sales during the year
ended June 30, 1996 and the six and  one-half  month period ended June 30, 1995.
The Company has not entered into any long-term  contracts  with its customers to
ship products.

Export  sales were 50% and 46% of net sales in the year ended June 30,  1996 and
the six and one-half month period ended June 30, 1995, respectively.
                                       26
<PAGE>
10.   TRANSFERS OF ASSETS

In 1996, the Company  acquired from Radyne,  Inc. the assets of Merit Microwave,
Inc.,  as  well as the  manufacturing  rights  to the  Merit  line of  microwave
products, which include translator and frequency converters.  The purchase price
of approximately  $120,000 was allocated to inventory,  machinery and equipment,
and designs and drawings,  and was paid by the issuance of 100,000 shares of the
Company's stock ($40,000),  cash of $60,000,  and the assumption of a payable of
$20,000.  Under the terms of the agreement,  the principal shareholder and chief
operating officer of Merit entered into a one-year agreement with the Company to
serve as president of the newly created Radyne Microwave  Products  Division for
annual  compensation  of $75,000.  As long as he remains in this  position,  the
Company  is  committed  to pay  royalties  to  Merit  of 5-10% of sales of Merit
products.

During 1996,  the Company sold  $163,770 of inventory  and $119,367 of machinery
and equipment to ETS in exchange for a reduction in the loan payable to ETS.

11.   SUBSEQUENT EVENT

On August 12, 1996,  Singapore  Technologies,  Inc.  (ST)  acquired  100% of the
outstanding  common stock of ETS through their wholly owned  subsidiary  STETSYS
USA,  Inc.  (STETSYS).  The  purchase  price for the stock  was  $5,756,425.  In
addition,  ST made an unsecured loan of $4,500,000 to the Company,  the proceeds
from which were used to pay down the loan payable to ETS.


                                     ******
                                       27
<PAGE>
                                   SIGNATURES

                  In  accordance  with Section 13 or 15(d) of the Exchange  Act,
the  registrant  has  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.



                                                    RADYNE CORP.


                                            Robert C. Fitting
                                            ----------------------------
                                            Robert C. Fitting, President


Dated:   November 14, 1996



         In accordance  with the Exchange Act, this report has been signed below
by the following  persons on behalf of the  registrant and in the capacities and
on the dates indicated.



                                    Principal Executive Officer



Date:    November 14, 1996          Robert C. Fitting
                                    ---------------------------------
                                    Robert C. Fitting, President



Date:    November 14, 1996          Robert A. Grimes
                                    ---------------------------------
                                    Robert A. Grimes, Director &
                                    Former Chairman of the Board



Date:    November 14, 1996          Garry D. Kline
                                    ---------------------------------
                                    Garry D. Kline, Secretary &
                                    controller


Date:    November 14, 1996          Steven W.Eymann
                                    ---------------------------------
                                    Steven W.Eymann, Vice President



Date:    November 14, 1996          Lim Ming Seong
                                    ---------------------------------
                                    Lim Ming Seong, Chairman
                                       28
<PAGE>

                                 EXHIBIT INDEX


Exhibit                                                                Page

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

27                         Financial Data Schedule                     



                                       29