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, 2003

                                       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 1-9125
                          -----------------------------

                        AMERICAN TECHNICAL CERAMICS CORP.
                        ---------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


               DELAWARE                                11-2113382
               --------                                ----------
     (State or Other Jurisdiction of                (I.R.S. Employer
      Incorporation or Organization)               Identification No.)


     17 STEPAR PLACE, HUNTINGTON STATION, NY              11746
     ---------------------------------------              -----
     (Address of Principal Executive Offices)          (Zip  Code)


                                 (631) 622-4700
                                 --------------
                     (Telephone Number, Including Area Code)

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

Indicate  by  check  mark  whether  the  Registrant  is an accelerated filer (as
defined  in  Rule  12b-2  of  the  Exchange  Act).    Yes  (   )    No  ( X )

As  of  May  5,  2003, the Registrant had outstanding 8,076,118 shares of Common
Stock,  par  value  $.01  per  share.


<PAGE>
<TABLE>
<CAPTION>
                         PART 1 - FINANCIAL INFORMATION

Item  1.  Financial  Statements

                              AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
                                         CONSOLIDATED BALANCE SHEETS
                                     (in thousands, except per share data)

                                                                  MARCH 31, 2003    JUNE 30, 2002
                                                                  ---------------  ---------------
<S>                                                               <C>              <C>
ASSETS                                                              (UNAUDITED)
Current assets
   Cash (including cash equivalents of $472 and
      $3,606, respectively)                                       $         8,422  $        7,129
   Investments                                                              3,002           3,025
   Accounts receivable, net                                                 5,910           6,328
   Inventories                                                             15,834          15,417
   Deferred income taxes, net                                               2,284           2,284
   Other current assets                                                       884           2,564
                                                                  ---------------  ---------------
                         TOTAL CURRENT ASSETS                              36,336          36,747
                                                                  ---------------  ---------------

Property, plant and equipment, net of accumulated depreciation
   and amortization of $35,941 and $32,158, respectively                   27,877          29,740
Other assets, net                                                              52              87
                                                                  ---------------  ---------------
                         TOTAL ASSETS                             $        64,265  $       66,574
                                                                  ===============  ===============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
   Current portion of long-term debt  (including related party
      debt of $346 and $205, respectively)                        $           371  $        4,276
   Accounts payable                                                         1,269             878
   Accrued expenses                                                         2,910           3,218
   Income taxes payable                                                       629             ---
                                                                  ---------------  ---------------
                                                                            5,179           8,372

Long-term debt, net of current portion (including related party
      debt of $3,382 and $2,338, respectively)                              3,393           2,368
Deferred income taxes                                                       3,640           3,642
                                                                  ---------------  ---------------
                         TOTAL LIABILITIES                                 12,212          14,382
                                                                  ---------------  ---------------

Commitments and Contingencies

Stockholders' Equity
   Common Stock -- $.01 par value; authorized 20,000
      shares; issued 8,497 and 8,492 shares, respectively                      85              85
   Capital in excess of par value                                          11,415          11,380
   Retained earnings                                                       41,880          42,171
   Accumulated other comprehensive loss:
      Unrealized gain on investments available-for-sale, net                    1               5
      Cumulative foreign currency translation adjustment                       84             (46)
                                                                  ---------------  ---------------
                                                                               85             (41)
                                                                  ---------------  ---------------
    Less: Treasury stock, at cost (421 and 418 shares, respectively)        1,408           1,403
          Deferred compensation                                                 4             ---
                                                                  ---------------  ---------------
                         TOTAL STOCKHOLDERS' EQUITY                        52,053          52,192
                                                                  ---------------  ---------------

                                                                 $        64,265   $       66,574
                                                                  ===============  ===============
</TABLE>

See accompanying notes to unaudited consolidated financial statements.


                                        2
<PAGE>
<TABLE>
<CAPTION>
                 AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
                   UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
                        (in thousands, except per share data)

                                             For the Three Months  For the Nine Months
                                                Ended March 31,      Ended March 31,
                                                2003      2002       2003      2002
                                              --------  ---------  --------  --------
<S>                                           <C>       <C>        <C>       <C>

Net sales                                     $11,930   $11,956    $35,978   $37,443
Cost of sales                                   8,622     9,412     25,155    28,202

                                              --------  ---------  --------  --------
   Gross profit                                 3,308     2,544     10,823     9,241
                                              --------  ---------  --------  --------

Selling, general and administrative expenses    3,040     3,158      8,815     9,313
Research and development expenses                 694       923      2,027     2,608
Other                                              93        24        384       (29)
                                              --------  ---------  --------  --------
   Operating expenses                           3,827     4,105     11,226    11,892
                                              --------  ---------  --------  --------

                                              --------  ---------  --------  --------
   Loss from operations                          (519)   (1,561)      (403)   (2,651)
                                              --------  --------   --------  --------

Other (income) expense:
   Interest expense                                98       113        262       386
   Interest income                                (22)      (22)       (80)     (158)
   Other                                          ---       (51)       ---      (157)

                                              --------  ---------  --------  --------
                                                   76        40        182        71
                                              --------  --------   --------  --------

Loss before provision for income taxes           (595)   (1,601)      (585)   (2,722)

Benefit from income taxes                        (296)     (544)      (294)     (925)

                                              --------  ---------  --------  --------
Net loss                                      $  (299)  $(1,057)   $  (291)  $(1,797)
                                              ========  =========  ========  ========


Basic net loss per common share               $ (0.04)  $ (0.13)   $ (0.04)  $ (0.22)
                                              ========  =========  ========  ========

Diluted net loss per common share             $ (0.04)  $ (0.13)   $ (0.04)  $ (0.22)
                                              ========  =========  ========  ========

Basic weighted average common
   shares outstanding                           8,076     8,058      8,073     8,045
                                              ========  =========  ========  ========

Diluted weighted average common
  shares outstanding                            8,076     8,058      8,073     8,045
                                              ========  =========  ========  ========
</TABLE>

See accompanying notes to unaudited consolidated financial statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
               AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                     For the Nine Months
                                                       Ended March 31,
                                                       2003      2002
                                                     --------  --------
<S>                                                  <C>       <C>
CASH FLOWS FROM OPERATING ACTIVITIES:                  (In thousands)
                                                        (unaudited)

   Net loss                                          $  (291)  $(1,797)
   Adjustments to reconcile net loss to net cash
    provided by operating activities:
      Depreciation and amortization                    4,000     3,849
      Loss on disposal of fixed assets                   469        28
      Stock award compensation expense                    12       287
      Realized gain on sale of investments               ---      (160)
      Changes in operating assets and liabilities:
      Accounts receivable                                418     4,907
      Inventories                                       (417)    1,964
      Other assets                                     1,724       415
      Accounts payable and accrued expenses               82    (3,763)
      Income taxes payable                               629    (2,080)

                                                     --------  --------
   Net cash provided by operating activities           6,626     3,650
                                                     --------  --------

CASH FLOWS FROM INVESTING ACTIVITIES:
      Capital expenditures                            (1,168)   (2,926)
      Purchase of investments                         (2,491)   (4,325)
      Proceeds from sale of investments                2,500     4,898
      Proceeds from sale of fixed assets                 ---        29

                                                     --------  --------
   Net cash used in investing activities              (1,159)   (2,324)
                                                     --------  --------

CASH FLOWS FROM FINANCING ACTIVITIES:
      Repayment of debt                               (4,317)   (2,544)
      Proceeds from the exercise of stock options         13       154
      Proceeds from issuance of debt                     ---     2,000
                                                     --------  --------
   Net cash used in financing activities              (4,304)     (390)
                                                     --------  --------

                                                     --------  --------
      Effect of exchange rate changes on cash            130        53
                                                     --------  --------

      Net increase in cash and cash equivalents        1,293       989

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR           7,129     1,659

                                                     --------  --------
CASH AND CASH EQUIVALENTS, END OF PERIOD             $ 8,422   $ 2,648
                                                     ========  ========

Supplemental cash flow information:
      Interest paid                                  $   300   $   418
      Taxes paid                                     $   ---   $ 1,165
</TABLE>

See accompanying notes to unaudited consolidated financial statements.


                                        4
<PAGE>
               AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                      (In thousands, except per share data)


(1)  BASIS OF PRESENTATION:

     The  accompanying  unaudited  interim  consolidated financial statements of
American  Technical  Ceramics  Corp. and subsidiaries (the "Registrant") reflect
all  adjustments  (consisting  of  normal  recurring accruals) which are, in the
opinion  of  management,  necessary  for a fair presentation of its consolidated
financial  position  as  of March 31, 2003 and the results of its operations for
the  three  and  nine  month  periods  ended  March  31,  2003  and 2002.  These
consolidated financial statements should be read in conjunction with the summary
of  significant  accounting  policies  and  notes  to  consolidated  financial
statements  included  in  the  Registrant's  Annual  Report on Form 10-K for the
fiscal  year  ended June 30, 2002.  Results for the three and nine month periods
ended  March  31,  2003 are not necessarily indicative of results which could be
expected  for  the  entire  year.

(2)  IMPACT OF NEW ACCOUNTING STANDARDS:

     In  June 2002, the Financial Accounting Standards Board issued Statement of
Financial  Accounting  Standards  No. 146, "Accounting for Costs Associated with
Exit  or  Disposal  Activities" ("SFAS No. 146"), which is effective for exit or
disposal  activities initiated after December 31, 2002.  SFAS No. 146 applies to
costs  associated  with  an  exit  activity,  including  restructuring  costs.
Companies  will record a liability for exit or disposal activity as such amounts
are incurred and can be measured at fair value.  The Registrant adopted SFAS No.
146  in  January 2003.  Such adoption had no impact on its financial statements.

     In December 2002, the Financial Accounting Standards Board issued Statement
of  Financial  Accounting  Standards  No.  148,  "Accounting  for  Stock  Based
Compensation  -  Transition  and Disclosure - an amendment of FASB Statement No.
123"  ("SFAS  No.  148"), which provides alternative methods of transition for a
voluntary  change  to  the fair value based method of accounting for stock-based
employee  compensation.  In  addition,  SFAS  No.  148  amends  the  disclosure
requirements  of  FASB Statement 123 to require more prominent and more frequent
disclosures  in  financial  statements  about  the  effects  of  stock-based
compensation.  SFAS  No.  148  is  effective for interim periods beginning after
December  15,  2002  and for annual periods ending after December 15, 2002.  The
Registrant has elected not to adopt the fair value based method and continues to
apply  the  intrinsic  value-based  method to account for stock options.  It has
adopted  the  new  disclosure  requirements  of  SFAS  No.  148.

     In December 2002, the Registrant adopted the Financial Accounting Standards
Board  Statement of Financial Interpretation No. 45, "Guarantor's Accounting and
Disclosure  Requirements  of  Guarantees,  Including  Indirect  Guarantees  of
Indebtedness  of  Others".  It  requires  among other things certain disclosures
about  warranty obligations. Although the Registrant does not generally warranty
its products, return of defective product is typically accepted.  The Registrant
provides  for estimated sales returns when the underlying sale is made.  Product
returns  and  warranty  obligations  have  not  historically  been  significant.

(3)  SUPPLEMENTAL CASH FLOW INFORMATION:

     During the nine months ended March 31, 2003, the Registrant (i) granted, on
July  1,  2002,  $16  in  deferred  compensation  stock awards that vest ratably
throughout  fiscal  year 2003, and (ii) adjusted a capital lease relating to its
Jacksonville,  Florida  facility  to  reflect certain additions to the facility.
The  adjustment  increased  both  fixed assets and the related long-term debt by
$1,437.  See  Note  (7).


                                        5
<PAGE>
               AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                      (In thousands, except per share data)


(4)  INVENTORIES:

     Inventories  included in the accompanying consolidated financial statements
consist  of  the  following:

                                       March 31,   June 30,
                                         2003       2002
                                      ----------  ---------
                                      (unaudited)
               Raw materials          $    7,296  $   7,753
               Work-in-process             4,785      3,968
               Finished goods              3,753      3,696
                                      ----------  ---------
                                      $   15,834  $  15,417
                                      ==========  =========

(5)  EARNINGS PER SHARE:

     The  following  represents  a  reconciliation  of  the  numerators  and
denominators of the basic and diluted earnings per share computation.

<TABLE>
<CAPTION>
                                                       For the Three Months Ended March 31,

                                                  2003                                      2002
                                                  ----                                      ----
                                  (Loss) /                                  (Loss)/
                                   Income        SHARES       PER-SHARE     Income         SHARES       PER-SHARE
                                (Numerator)   (Denominator)    AMOUNT     (Numerator)   (Denominator)    AMOUNT
                                ------------  -------------  -----------  ------------  -------------  -----------
<S>                             <C>           <C>            <C>          <C>           <C>            <C>
Basic EPS                       $      (299)          8,076  $     (.04)  $    (1,057)          8,058  $     (.13)
                                                             ===========                               ===========

Effect of Dilutive Securities:
   Stock options                        ---             ---                       ---             ---
   Deferred compensation
      stock awards                      ---             ---                       ---             ---

                                ------------  -------------  -----------  ------------  -------------  -----------
Diluted EPS                     $      (299)          8,076  $     (.04)  $    (1,057)          8,058  $     (.13)
                                ============  =============  ===========  ============  =============  ===========
</TABLE>

<TABLE>
<CAPTION>
                                                       For the Nine Months Ended March 31,

                                                  2003                                      2002
                                                  ----                                      ----
                                  (Loss) /                                  (Loss)/
                                   Income        SHARES       PER-SHARE     Income         SHARES       PER-SHARE
                                (Numerator)   (Denominator)    AMOUNT     (Numerator)   (Denominator)    AMOUNT
                                ------------  -------------  -----------  ------------  -------------  -----------
<S>                             <C>           <C>            <C>          <C>           <C>            <C>
Basic EPS                       $      (291)          8,073  $     (.04)  $    (1,797)          8,045  $     (.22)
                                                             ===========                               ===========

Effect of Dilutive Securities:
   Stock options                        ---             ---                       ---             ---
   Deferred compensation
      stock awards                      ---             ---                       ---             ---

                                ------------  -------------  -----------  ------------  -------------  -----------
Diluted EPS                     $      (291)          8,073  $     (.04)  $    (1,797)          8,045  $     (.22)
                                ============  =============  ===========  ============  =============  ===========
</TABLE>

     Options  covering  1,369  shares  have been omitted from the calculation of
dilutive  EPS  for  the three and nine months ended March 31, 2003 because their
inclusion  would  have  been  antidilutive.


                                        6
<PAGE>
               AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                      (In thousands, except per share data)

(6)  COMPREHENSIVE LOSS:

     The Registrant's comprehensive loss is as follows:

<TABLE>
<CAPTION>
                                         Three Months Ended        Nine Months Ended
                                      ------------------------  ------------------------
                                       March 31,    March 31,    March 31,    March 31,
                                         2003         2002         2003         2002
                                      -----------  -----------  -----------  -----------
<S>                                   <C>          <C>          <C>          <C>
Net loss                              $     (299)  $   (1,057)  $     (291)  $   (1,797)
                                      -----------  -----------  -----------  -----------
Other comprehensive income/(loss):
  Foreign currency translation
   adjustments                                32          (13)         130           54
  Unrealized losses on investments,
   net of tax                                 (4)         (34)          (4)         (64)
                                      -----------  -----------  -----------  -----------
Other comprehensive income/(loss)             28          (47)         126          (10)
                                      -----------  -----------  -----------  -----------
Comprehensive loss                    $     (271)  $   (1,104)  $     (165)  $   (1,807)
                                      ===========  ===========  ===========  ===========
</TABLE>

(7)  INDEBTEDNESS:

     Prior  to August 2002, the Registrant maintained two credit facilities with
Bank  of  America,  N.A.,  a revolving line of credit and an equipment facility.
Each of these facilities was subject to certain financial covenants, including a
requirement  to maintain a certain level of annualized earnings before interest,
taxes,  depreciation  and  amortization  (EBITDA)  to  current  debt plus annual
interest  payments.  As  of  June  30,  2002,  due to the losses incurred by the
Registrant  during  fiscal  year 2002, the Registrant was not in compliance with
this  covenant.  The  Registrant  held  discussions  with  Bank of America, N.A.
concerning possible amendments to the terms of the facilities which proved to be
unsuccessful.  Accordingly,  in  August  2002,  the  Registrant  repaid  the
outstanding balance under the equipment facility and terminated both facilities.

     The  Registrant  leases  a  facility  in  Jacksonville,  Florida  from  a
partnership  controlled  by  the Registrant's President, Chief Executive Officer
and principal stockholder under a capital lease.  The rental payments under this
lease  have  been  adjusted  several  times, most recently as of September 2002,
primarily  to  reflect  fair  market  rental  adjustments as a result of certain
additions or improvements to the facility as required by the terms of the lease.
Each  such  adjustment  has been based upon an independent appraisal of the fair
market  rental  of  the facility giving effect to the addition or improvement at
issue.  Effective  September  1,  2002,  the  Registrant  is  obligated  to  pay
approximately  $720  per annum under this lease, an increase from $461 per annum
during  fiscal  year  2002.  The  payments due over the remaining eight years of
this  capital  lease,  including  the  portion  related  to  interest,  total
approximately  $5,393.


                                        7
<PAGE>
               AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                      (In thousands, except per share data)


(8)  STOCK BASED COMPENSATION:

     On January 16, 2002, the Registrant filed a Schedule TO with the Securities
and  Exchange Commission, and commenced an offer to exchange outstanding options
under  its  existing  stock  option  plans having an exercise price per share of
$19.50  or  more  for new options.  The offer expired on February 13, 2002.  The
Registrant  accepted for exchange options to purchase an aggregate of 432 shares
of  Common  Stock.  On August 15, 2002, the Registrant issued 407 new options in
exchange  for  the  options tendered and accepted for exchange.  The new options
were  issued at the closing price of the Registrant's Common Stock on August 15,
2002,  which  was  $2.35  per  share.

     The  Registrant  applies  Accounting  Principles  Board  Opinion  No.  25,
"Accounting  for  Stock  Issued  to  Employees",  in  accounting  for  employee
stock-based  compensation  and makes pro-forma disclosures of net income and net
income  per  share  as  if  the  fair  value method under Statement of Financial
Accounting  Standards  No.  123,  "Accounting for Stock Based Compensation", had
been  applied.  Had compensation expense for the Registrant's stock option plans
been  determined  based  on  the  fair value method at the grant date for awards
under  these  plans,  consistent  with the methodology prescribed under SFAS No.
123, the Registrant's net income (loss) and earnings (loss) per share would have
approximated  the  pro  forma  amounts  indicated  below:

<TABLE>
<CAPTION>
                                          Three Months Ended         Nine Months Ended
                                        ------------------------  -----------------------
                                         March 31,    March 31,    March 31,    March 31,
                                           2003         2002         2003         2002
                                        ------------------------  -----------------------
<S>                                     <C>          <C>          <C>          <C>
                                              (In millions except per share amounts)
Reported net loss                       $     (299)  $   (1,057)  $     (291)  $   (1,797)
Reported basic loss per share                (0.04)       (0.13)       (0.04)       (0.22)
Reported diluted loss per share              (0.04)       (0.13)       (0.04)       (0.22)

Adjustment to compensation expense
  for stock-based awards, net of tax    $     (376)  $     (594)  $   (1,082)  $   (1,691)
Pro forma net loss                      $     (675)  $   (1,651)  $   (1,373)  $   (3,488)
Pro forma basic loss per share               (0.08)       (0.20)       (0.17)       (0.43)
Pro forma diluted loss per share             (0.08)       (0.20)       (0.17)       (0.43)
</TABLE>

     The  weighted-average  fair  value  of  each  stock  option included in the
preceding pro forma amounts was estimated using the Black-Scholes option pricing
model  and  is  amortized  over  an  expected  grant  life  of  5  years.


                                        8
<PAGE>
ITEM 2.         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                      (In thousands, except per share data)

     The  following  discussion  and analysis should be read in conjunction with
the  consolidated  financial  statements,  related  notes  and other information
included  in  this  Quarterly  Report  on  Form  10-Q.

     Statements  in  this  Quarterly Report on Form 10-Q that are not historical
fact  may  constitute  "forward-looking  statements"  within  the meaning of the
Private  Securities  Litigation  Reform  Act of 1995.   All such forward-looking
statements  are  subject  to risks and uncertainties, including, but not limited
to,  market and economic conditions, the impact of competitive products, product
demand  and  market  acceptance  risks,  changes  in  product  mix,  costs  and
availability  of  raw  materials,  fluctuations  in operating results, delays in
development  of  highly  complex  products,  risks associated with international
sales  and  sales to the U.S. military, risk of customer contract or sales order
cancellations  and  other  risks  detailed from time to time in the Registrant's
filings  with  the  Securities  and  Exchange  Commission,  including,  without
limitation,  those  contained  under  the caption "Item 1. BUSINESS - CAUTIONARY
STATEMENTS  REGARDING  FORWARD  - LOOKING STATEMENTS" in the Registrant's Annual
Report on Form 10-K. These risks could cause the Registrant's actual results for
future  periods to differ materially from those expressed in any forward-looking
statements  made  by,  or  on  behalf  of,  the Registrant.  Any forward-looking
statement  represents  the Registrant's expectations or forecasts only as of the
date  it was made and should not be relied upon as representing its expectations
or forecasts as of any subsequent date.  The Registrant undertakes no obligation
to  correct  or update any forward-looking statement, whether as a result of new
information,  future  events or otherwise, even if its expectations or forecasts
change.

Overview
--------

     Although  year-to-year  sales are lower for the nine months ended March 31,
2003  compared to the nine months ended March 31, 2002, sales have remained in a
narrow range for the past six quarters.  The decline in year-to-year comparative
sales  is  mainly  due to a weaker first quarter of fiscal year 2003 compared to
the  first  quarter  of  fiscal  year  2002.  Bottom-line  results, however, are
significantly  better  than  the  comparative periods from the prior year due in
large  part  to cost reduction efforts taken last fiscal year and to the absence
of write-downs of certain inventories to net realizable value as occurred during
the  first  half  of  last fiscal year.  These benefits were partially offset by
pretax  charges of $469 in the first nine months of fiscal year 2003 relating to
the  disposal of certain assets no longer used in the Registrant's manufacturing
process.

     The  market  price for palladium, a raw material used in the manufacture of
the  Registrant's capacitors, has decreased significantly in recent months. This
decrease  will  benefit  the  Registrant  in  future  quarters.  Currently  the
Registrant  is  utilizing  palladium  in inventory purchased at higher costs. At
current  business  levels,  it  will  take  three  to  six months to utilize the
remainder  of  this  higher-cost  inventory.  As  such, and provided there is no
material  increase  in  the market price for palladium or material change in the
usage  level, the benefit of lower cost palladium will not be realized until the
first  half  of  the  next  fiscal  year.


                                        9
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
                      (In thousands, except per share data)


RESULTS  OF  OPERATIONS
-----------------------

Three  Months  Ended  March  31, 2003 Compared with Three Months Ended March 31,
--------------------------------------------------------------------------------
2002
----

     Net  sales  for  the  three  months  ended  March  31,  2003  were $11,930,
essentially  level  compared to the $11,956 recorded in the comparable period in
the  prior fiscal year.  Although sales have been level, the mix of products has
changed  somewhat  from small case size capacitors and thin film products toward
larger case size capacitors and to the Registrant's newer 600 series capacitors.

     Gross  margin  for  the  three months ended March 31, 2003 was 27.7% of net
sales,  compared  to  21.3%  for the comparable period in the prior fiscal year.
The  increase  in  gross  margin  was  primarily due to lower overhead costs and
higher  precious  metal recovery than in the comparable period last year.  Lower
overhead costs were the result of cost cutting measures the Registrant had taken
during  fiscal  year  2002  in response to the industry downturn.  The increased
precious  metal  recovery  was primarily due to a shift in product mix to larger
case  size capacitors (which use a greater amount of precious metal), as well as
the  timing  of  the  recovery  process.

     Selling,  general  and  administrative  expenses for the three months ended
March  31,  2003  decreased  4%  to $3,040, compared to $3,158 in the comparable
period  in the prior fiscal year.  The decrease was due to decreased bonuses and
the  absence of expenses associated with the Registrant's former sales office in
England,  which  was  closed during the second quarter of the prior fiscal year.
These  benefits  were partially offset by increased professional fees and travel
expenses  and  costs  related  to  the recently established representative sales
office  in  China.

     Research and development expenses for the three months ended March 31, 2003
decreased  25%  to  $694, compared to $923 in the comparable period in the prior
fiscal  year.  A  reduction in research and development spending (in the form of
reduced  headcount  and  discretionary  spending)  was  among the cost reduction
measures  put  into  place  last  fiscal  year.

     The  Registrant  recorded  other  expense of $93 for the three months ended
March 31, 2003, compared to other expense of $24 in the comparable period in the
prior  fiscal year. The other expense for the current three month period related
primarily  to  a  pretax  charge of $74 due to the disposal of certain assets no
longer  used  in  the  Registrant's  manufacturing  process.

     Interest expense for the three months ended March 31, 2003 decreased 13% to
$98,  compared  to  $113  in the comparable period in the prior fiscal year. The
Registrant  retired its bank debt during the first quarter of the current fiscal
year  resulting in reduced interest expense. This reduction was partially offset
by  increased  interest  expense  on  additional  capital  lease  obligations.

     Other  income  was  zero  during the three months ended March 31, 2003.  In
comparison,  during  the  three  months  ended  March  31,  2002, the Registrant
recorded  a  gain  on  the  sale  of  investments  of  $51.


                                       10
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
                      (In thousands, except per share data)

     Bookings  for  the three months ended March 31, 2003 were $11,818, compared
to  $11,803  for  the three months ended March 31, 2002.  Although bookings were
essentially  flat  period to period, there was a shift in product mix from small
case  size  capacitors and thin film products toward larger case size capacitors
and  to  the Registrant's newer 600 series capacitors.  Delivery times and price
are key factors in obtaining orders.  The Registrant believes its current levels
of  inventories  should  enable it to meet customer delivery requirements in the
time  frames  currently  required  by  customers.

     The  backlog  of unfilled orders was $10,718 at March 31, 2003, compared to
$9,745  at March 31, 2002, and $9,325 at June 30, 2002.  The increase in backlog
was  primarily  due to the increase in orders from the military market which the
Registrant  expects  to  ship  over  the  next  several  quarters.  However, the
Registrant anticipates that, in general, customers will continue to place orders
with short delivery requirements for the foreseeable future resulting in backlog
becoming  a  less  important  indicator  of  the  Registrant's  business.

     As a result of the foregoing, net loss for the three months ended March 31,
2003  was  $299,  or ($.04) per common share and common share assuming dilution,
compared  to  a  net loss of $1,057, or ($.13) per common share and common share
assuming  dilution,  for  the  comparable  period  in  the  prior  fiscal  year.

Nine  Months Ended March 31, 2003 Compared with Nine Months Ended March 31, 2002
--------------------------------------------------------------------------------

     Net sales for the nine months ended March 31, 2003 decreased 4% to $35,978,
compared  to  $37,443  in  the  comparable period in the prior fiscal year.  The
decrease  in net sales was primarily the result of decreased sales volume due to
the  economic  downturn,  particularly as it has affected the telecommunications
industry.  Nearly  the  entire  sales  decline for the nine month period was the
result  of  a  weak  first  quarter  of the fiscal year as compared to the first
quarter  of  last  fiscal  year.

     Gross  margin  for  the  nine  months ended March 31, 2003 was 30.1% of net
sales, compared to 24.7% for the comparable period in the prior fiscal year. The
increase  in  gross  margin  was  principally  due  to  the absence of inventory
write-downs  to  net  realizable value as occurred in the comparable period last
year,  cost  reductions and higher precious metal recovery. Cost reductions were
due  to  measures taken last fiscal year due to the economic downturn. Increased
precious metal recovery for the nine months ended March 31, 2003 was due in part
to  the  shift in product mix and in part to the timing of the recovery process.
Conversely,  cost  of  sales  for  the  nine  months  ended  March  31, 2002 was
negatively  impacted  by  a  charge of $1,368 to reduce certain inventory to net
realizable  value.


                                       11
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
                      (In thousands, except per share data)

     Selling,  general  and  administrative  expenses  for the nine months ended
March  31,  2003  decreased  5%  to $8,815, compared to $9,313 in the comparable
period  in  the  prior  fiscal  year.  The decrease was due in part to decreased
stock  bonus  accruals  as a result of a lower market price for the Registrant's
Common  Stock and decreased payroll related expenses due to headcount reductions
instituted  throughout  fiscal  year  2002.  In  addition, during the comparable
period in the prior fiscal year, the Registrant incurred severance costs of $203
in  connection  with  the headcount reductions in the United States and England,
and  professional  fees in connection with closing the Registrant's sales office
in  England during the second quarter of last fiscal year.  The effects of these
costs  (plus  the  costs  associated  with operating the sales office in England
prior  to  its closure) were offset partially by increased professional fees and
expenses  incurred  during  the  first  nine  months  of the current fiscal year
related  to  opening  and  operating  a  sales  office  in  China.

     Research  and development expenses for the nine months ended March 31, 2003
decreased  22%  to  $2,027,  compared  to $2,608 in the comparable period in the
prior fiscal year.  The decrease in research and development spending was due to
the  cost  reduction  measures  referred  to above, partially offset by a pretax
charge of $33 relating to the disposal of certain internally designed equipment.

     The  Registrant  recorded  other  expense of $384 for the nine months ended
March  31, 2003, compared to other income of $29 in the comparable period in the
prior  fiscal  year. The other expense for the current nine month period related
primarily  to  a  pretax charge of $436 due to the disposal of certain assets no
longer  used  in  the  Registrant's  manufacturing  process.

     Interest  expense for the nine months ended March 31, 2003 decreased 32% to
$262,  compared  to  $386 in the comparable period in the prior fiscal year. The
Registrant  retired its bank debt during the first quarter of the current fiscal
year  resulting in reduced interest expense. This reduction was partially offset
by  additional  interest  expense  on  expanded  capital  lease  obligations.

     Interest  income  for the nine months ended March 31, 2003 decreased 49% to
$80,  compared  to  $158  in the comparable period in the prior fiscal year. The
decrease  was  due  to a decline in cash available for investment as a result of
the  retiring  of  bank debt (partially offset by cash provided by operations in
excess  of  capital  expenditures),  as  well as lower prevailing interest rates
during  the  period.

     Other  income  was  zero  for  the  nine  months  ended March 31, 2003.  In
comparison, during the nine months ended March 31, 2002, the Registrant recorded
a  gain  on  the  sale  of  investments  of  $160.

     As  a result of the foregoing, the net loss for the nine months ended March
31,  2003  was  $291,  or  ($.04)  per  common  share  and common share assuming
dilution,  compared  to  a  net  loss  of $1,797, or ($.22) per common share and
common  share  assuming  dilution, for the comparable period in the prior fiscal
year.


                                       12
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
                      (In thousands, except per share data)


LIQUIDITY  AND  CAPITAL  RESOURCES
----------------------------------

     The  Registrant's  financial  position  at March 31, 2003 remains strong as
evidenced  by  working  capital of $31,157, and stockholders' equity of $52,053.
The  Registrant's  current  ratio  at  March  31,  2003 was 7.0:1, compared to a
current  ratio of 4.4:1 at June 30, 2002.  The Registrant's quick ratio at March
31,  2003 was 3.3:1, compared to 2.0:1 at June 30, 2002.  The improvement in the
Registrant's  current and quick ratios was primarily due to the use of available
cash  to  pay off bank debt (all of which was recorded as current liabilities at
June  30,  2002),  positive  operating cash flow and the receipt of tax refunds.

     Cash,  cash  equivalents  and investments increased by $1,270 to $11,424 at
March  31, 2003 from $10,154 at June 30, 2002, primarily as a result of positive
operating  cash  flows  in excess of capital expenditures and the receipt of tax
refunds,  offset  partially  by  the  use of cash to retire bank debt.  Accounts
receivable decreased by $418 to $5,910 at March 31, 2003 from $6,328 at June 30,
2002,  due  to  lower  sales  in  the quarter ended March 31, 2003.  Inventories
increased  by  $417  to $15,834 at March 31, 2003 from $15,417 at June 30, 2002.
Other  current  assets decreased by $1,680 to $884 at March 31, 2003 from $2,564
at  June  30,  2002  due  to  the  receipt  of  tax refunds as the result of net
operating  losses  incurred  last  fiscal  year.  Accounts  payable  and accrued
expenses  increased  by  $83 to $4,179 at March 31, 2003 from $4,096 at June 30,
2002.

     The  Registrant  leases  a  facility  in  Jacksonville,  Florida  from  a
partnership  controlled  by  the Registrant's President, Chief Executive Officer
and principal stockholder under a capital lease.  The rental payments under this
lease  have  been  adjusted  several  times, most recently as of September 2002,
primarily  to  reflect  fair  market  rental  adjustments as a result of certain
additions or improvements to the facility as required by the terms of the lease.
Each  such  adjustment  has been based upon an independent appraisal of the fair
market  rental  of  the facility giving effect to the addition or improvement at
issue.  Effective  September  1,  2002,  the  Registrant  is  obligated  to  pay
approximately  $720  per annum under this lease, an increase from $461 per annum
during  fiscal  year  2002.  The  payments due over the remaining eight years of
this  capital  lease,  including  the  portion  related  to  interest,  total
approximately  $5,393.

     Capital  expenditures  for  the  nine  months  ended March 31, 2003 totaled
$1,168, including expenditures for machinery and equipment and planned leasehold
improvements, but excluding the adjustment to the capital lease discussed above.
The  Registrant  intends  to  use  cash  on  hand  to  finance  budgeted capital
expenditures  of  approximately  $400  for  the  remainder  of fiscal year 2003,
primarily  for  equipment  acquisitions.


                                       13
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
                      (In thousands, except per share data)

     Aggregate contractual obligations as of March 31, 2003 mature as follows:

<TABLE>
<CAPTION>
                                    Payments Due by Period (in 000's)
                               -----------------------------------------
                                        Less
                                       than 1    1- 3    4- 5   After 5
Contractual Obligations        Total    year    years   years    years
-----------------------------  ------  -------  ------  ------  --------
<S>                            <C>     <C>      <C>     <C>     <C>

Bank Debt                      $  ---  $   ---  $  ---  $  ---  $    ---

Capital Lease Obligations       3,764      371   1,293   1,106       994

Operating Leases                2,341      496   1,230     615       ---
                               ------  -------  ------  ------  --------

Total Contractual Obligations  $6,105  $   867  $2,523  $1,721  $    994
                               ======  =======  ======  ======  ========
</TABLE>

     As  described  previously,  in  August  2002,  the  Registrant  repaid  the
outstanding  balance  of  its  equipment  line  from  Bank  of  America,  N.A.
Accordingly,  the Registrant currently has no outstanding long-term bank debt or
available  committed  lines  of  credit.

     The  Registrant  routinely  enters  into  binding  and non-binding purchase
obligations  in  the ordinary course of business, primarily covering anticipated
purchases  of inventory and equipment.  The terms of these commitments generally
do  not  extend  beyond  six months.  None of these obligations are individually
significant.  The  Registrant  does  not  expect  that  these  commitments  will
materially  adversely  affect  its  liquidity  in  the  foreseeable  future.

CRITICAL  ACCOUNTING  POLICIES
------------------------------

     The  SEC  defines  "critical accounting policies" as those that require the
application  of  management's  most  difficult, subjective or complex judgments,
often as a result of the need to make estimates about the effect of matters that
are inherently uncertain and may change in subsequent periods.  The Registrant's
significant  accounting  policies  are  described  in Note 1 to its consolidated
financial  statements contained in its Annual Report on Form 10-K for the fiscal
year  ended June 30, 2002. The Registrant believes that the following accounting
policies  require  the application of management's most difficult, subjective or
complex  judgments:

Allowances  for  Doubtful  Accounts  Receivable
-----------------------------------------------

     The  Registrant  performs  ongoing  credit evaluations of its customers and
adjusts  credit  limits  based  upon  payment  history  and  customer's  current
creditworthiness,  as  determined by its review of the customer's current credit
information.  The Registrant continuously monitors collections and payments from
its  customers and maintains an allowance for estimated credit losses based upon
its  historical  experience and any specific customer collection issues that the
Registrant  has  identified.  While  such  credit  losses have historically been
within  the  Registrant's  expectations  and  the  allowances  established,  the
Registrant can not guarantee that it will continue to experience the same credit
loss  rates  that  it  has  in  the  past.  Should the financial position of its
customers deteriorate resulting in an impairment of their ability to pay amounts
due,  the Registrant's revised estimate of such losses may negatively impact the
Registrant's  operating  results  in  the  future.


                                       14
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
                      (In thousands, except per share data)

Sales  Returns  and  Allowances
-------------------------------

     In  the  ordinary  course  of  business,  the Registrant accepts returns of
products  sold  for  various  reasons  and grants sales allowances to customers.
While  the  Registrant engages in extensive product quality control programs and
processes,  its  level  of sales returns is affected by, among other things, the
quality  of  its manufacturing processes.  The Registrant maintains an allowance
for  sales  returns  and allowances based upon historical returns and allowances
granted.  While  such  returns  and allowances have historically been within the
Registrant's  expectations,  actual return and allowance rates in the future may
differ  from  current  estimates,  which  could  negatively impact its operating
results  in  the  future.

Inventory  Valuation
--------------------

     The  Registrant  values inventory at the lower of aggregate cost (First-in,
First-out)  or  market  for its finished product.  When the cost of inventory is
determined  by  management  to  be  in  excess of its market value, inventory is
written  down  to  its  estimated  net  realizable  value.  This  requires  the
Registrant to make estimates and assumptions about several factors (e.g., future
sales  quantities  and selling prices, and percentage complete and failure rates
for  work  in  process) based upon historical experience and its projections for
future  periods.  Changes  in  factors  such as the level of order bookings, the
product mix of order bookings and the Registrant's manufacturing processes could
have  a  material  impact  on  the Registrant's assessment of the net realizable
value  of  inventory  in  the  future.

Valuation  of  Deferred  Tax  Assets
------------------------------------

     The  Registrant  regularly  evaluates  its  ability to recover the reported
amount  of  its deferred income taxes considering several factors, including its
estimate  of  the  likelihood  of  the  Registrant generating sufficient taxable
income  in  future  years  during  the  period  over which temporary differences
reverse.   Presently,  the  Registrant  believes that it is more likely than not
that  it will realize the benefits of its deferred tax assets based primarily on
its  history  of  and  projections  for  taxable  income  in the future, and its
intention to carry back net operating losses to generate refunds of income taxes
previously  paid.  In  the event that actual results differ from its projections
or  the  Registrant  adjusts these projections in future periods, the Registrant
may  need  to  establish  a  valuation allowance against a portion or all of its
deferred  tax  assets,  which  could materially impact its financial position or
results  of  operations  in  future  periods.

Valuation of Long-lived and Intangible Assets
---------------------------------------------

     The  Registrant  assesses  the recoverability of long-lived assets whenever
the  Registrant determines that events or changes in circumstances indicate that
the  carrying  amount may not be recoverable.  Its assessment is primarily based
upon an asset's usefulness in the manufacturing process or management's estimate
of  the  future  cash  flows associated with the asset.  The Registrant believes
that  the  carrying  amount  of its long-lived assets are recoverable.  However,
should  its  operating  results deteriorate, or anticipated new product launches
not  occur  or  not  attain  the  commercial  acceptance  that  the  Registrant
anticipates,  the  Registrant  may determine that some portion of its long-lived
assets  are  impaired.  Such  determination  could result in non-cash charges to
income  that  could  materially  affect  its  financial  position  or results of
operations  for  that  period.


                                       15
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
                      (In thousands, except per share data)

IMPACT  OF  NEW  ACCOUNTING  STANDARDS
--------------------------------------

     In  June 2002, the Financial Accounting Standards Board issued Statement of
Financial  Accounting  Standards  No. 146, "Accounting for Costs Associated with
Exit  or  Disposal  Activities" ("SFAS No. 146"), which is effective for exit or
disposal  activities initiated after December 31, 2002.  SFAS No. 146 applies to
costs  associated  with  an  exit  activity,  including  restructuring  costs.
Companies  will record a liability for exit or disposal activity as such amounts
are incurred and can be measured at fair value.  The Registrant adopted SFAS No.
146  in  January 2003.  Such adoption had no impact on its financial statements.

     In December 2002, the Financial Accounting Standards Board issued Statement
of  Financial  Accounting  Standards  No.  148,  "Accounting  for  Stock  Based
Compensation  -  Transition  and Disclosure - an amendment of FASB Statement No.
123"  ("SFAS  No.  148"), which provides alternative methods of transition for a
voluntary  change  to  the fair value based method of accounting for stock-based
employee  compensation.  In  addition,  SFAS  No.  148  amends  the  disclosure
requirements  of  FASB Statement 123 to require more prominent and more frequent
disclosures  in  financial  statements  about  the  effects  of  stock-based
compensation.  SFAS  No.  148  is  effective for interim periods beginning after
December  15,  2002  and for annual periods ending after December 15, 2002.  The
Registrant has elected not to adopt the fair value based method and continues to
apply  the  intrinsic  value-based  method to account for stock options.  It has
adopted  the  new  disclosure  requirements  of  SFAS  No.  148.

ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     The  Registrant  has  identified two market risks relative to its business:
foreign  currency  exchange  rate risk and commodity price risk.  The Registrant
has  managed  its  market  risk  exposures  in order to minimize their potential
impact  on  its  consolidated  financial  condition  and  results of operations.
Specifically:
     a)   Foreign  currency  exchange  rate  risk.  Certain  transactions by the
          ---------------------------------------
          Registrant's  wholly-owned  subsidiary  in Sweden and the Registrant's
          sales  office  in  China are denominated in currencies other than U.S.
          Dollars.  The  Registrant's foreign operations incur expenses in their
          respective local currencies. Sales are incurred in varying currencies.
          The Registrant does not hedge foreign currency transactions but limits
          payment  terms  to  minimize  foreign  currency  exchange  exposure.
          Additionally, the Registrant intends to reinvest earnings from foreign
          operations  into  the  operations  that  generate  those earnings. The
          Registrant  has  not  experienced any significant impact from exchange
          rate  fluctuation  in  the past, and does not anticipate a significant
          impact  due  to  exchange  rate fluctuation in the foreseeable future.

     b)   Commodity  price  risk.  Following substantial reductions in the price
          ---------------------
          of  palladium,  prices  for  this precious metal, which is used in the
          manufacture  of  the  Registrant's  capacitors,  have  stabilized. The
          Registrant  believes that, based upon its current levels of production
          and  inventories  of  palladium,  it  will  need  to  buy  additional
          quantities  of palladium later in the fiscal year at prevailing market
          prices.  The  Registrant  believes  that  the  price of palladium will
          remain stable in the near term due to the lower demand coming from the
          electronics  industry. Should the Registrant anticipate an increase in
          the  market price of palladium, it may revert to purchasing additional
          inventories  of palladium to protect against future unavailability and
          unstable  pricing.


                                       16
<PAGE>
                    QUANTITATIVE AND QUALITATIVE DISCLOSURES
                          ABOUT MARKET RISK (CONTINUED)

     The  Registrant  had identified two other market risks in its Annual Report
on  Form  10-K  for  the fiscal year ended June 30, 2002: interest rate risk and
security  price  risk.  During  the  quarter  ended  September  30,  2002,  the
Registrant  repaid  all  of  its  outstanding bank debt.  See Note 7 to Notes to
Unaudited  Consolidated  Financial  Statements  and "Management's Discussion and
Analysis  of  Financial  Condition  and  Results  of Operations -- Liquidity and
Capital  Resources."  Consequently, at the present time, the Registrant does not
consider  interest  rate  risk to be a market risk relative to its business.  In
addition,  all of the securities currently held by the Registrant for investment
are  government  securities with maturities of less than one year.  Accordingly,
at  the present time, the Registrant does not consider security price risk to be
a  market  risk  relative  to  its  business.

ITEM  4.     CONTROLS  AND  PROCEDURES

Evaluation of Disclosure Controls and Procedures
------------------------------------------------

     In  response  to  the  requirements  of the Sarbanes-Oxley Act of 2002, the
Registrant  reviewed  and  modified its "disclosure controls and procedures" (as
defined  in  Securities  Exchange  Act  of 1934 Rules 13a-14(c) and 15(d)-4(c)).
Within  90  days  prior  to the date of this report (the "Evaluation Date"), the
Registrant's  President  and  Chief  Executive  Officer  and  Vice  President,
Controller  carried  out  an evaluation of the effectiveness of these disclosure
controls  and  procedures.  Based  on  that evaluation, these officers concluded
that,  as  of  the  Evaluation  Date,  the  Registrant's disclosure controls and
procedures  were  adequate  and  designed  to  ensure  that material information
relating  to the Registrant and the Registrant's consolidated subsidiaries would
be  made  known  to  them  by  others  within  those  entities.

Changes  in  Internal  Controls
-------------------------------

     Subsequent to the Evaluation Date, there were no significant changes in the
Registrant's  internal  controls,  or  to  the  Registrant's knowledge, in other
factors  that  could  significantly  affect  these  controls.

                           PART II - OTHER INFORMATION

ITEMS 1. THROUGH 5.    Not Applicable
                       --------------

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

 (a)                   Exhibits
                       --------

     Unless  otherwise  indicated,  the following exhibits were filed as part of
the  Registrant's  Registration  Statement  on  Form  S-18 (No. 2-96925-NY) (the
"Registration  Statement")  and are incorporated herein by reference to the same
exhibit  thereto:


                                       17
<PAGE>
EXHIBIT NO.    DESCRIPTION
-----------    -----------

3(a)(i)     -  Certificate  of  Incorporation  of  the  Registrant.

3(a)(ii)    -  Amendment  to  Certificate  of  Incorporation.  (1)

3(b)(i)     -  By-laws  of  the  Registrant.

9(a)(i)     -  Restated  Shareholders' Agreement, dated April 15, 1985, among
               Victor  Insetta,  Joseph  Mezey,  Joseph  Colandrea  and  the
               Registrant.

10(b)       -  Lease, dated September 1, 2002, between Stepar Leasing, LLC and
               the  Registrant  for  premises  at  15  Stepar  Place, Huntington
               Station,  N.Y.  (12)

10(c)(i)    -  Form  of  1985  Employee  Stock  Sale  Agreement  between  the
               Registrant  and  various  employees.

10(c)(ii)   -  Form  of  Employee  Stock Bonus Agreement, dated as of July 1,
               1993,  between  the  Registrant  and  various  employees.  (2)

10(c)(iii)  -  Form  of Employee Stock Bonus Agreement, dated as of April 19,
               1994,  between  the  Registrant  and  various  employees.  (2)

10(c)(iv)   -  Form  of Employee Stock Bonus Agreement, dated as of April 20,
               1995,  between  the  Registrant  and  various  employees.  (3)

10(e)(i)    -  Second  Amended  and Restated Lease, dated as of May 16, 2000,
               between  V.P.I.  Properties  Associates,  d/b/a V.P.I. Properties
               Associates, Ltd., and American Technical Ceramics (Florida), Inc.
               (7)

10(g)(iii)  -  Profit Bonus Plan, dated April 19, 1995, and effective for the
               fiscal  years  beginning  July  1,  1994.  (3)

10(g)(iv)   -  Employment  Agreement,  dated  April  3,  1985,  between  the
               Registrant  and  Victor  Insetta,  and Amendments No. 1 through 4
               thereto.  (1)

10(g)(v)    -  Amendment No. 5, dated as of September 11, 1998, to Employment
               Agreement  between  the  Registrant  and  Victor  Insetta.  (5)

10(g)(vi)   -  Amendment  No.  6,  dated as of January 3, 2001, to Employment
               Agreement  between  the  Registrant  and  Victor  Insetta.  (13)

10(h)       -  Employment  Agreement,  dated  September  1, 2000, between the
               Registrant  and  Richard  Monsorno.  (8)


                                       18
<PAGE>
10(i)       -  Managers Profit Bonus Plan, dated  December 7, 1999, and
               effective January 1, 2000. (6)

10(k)       -  Consulting Agreement, dated October 2000, between the Registrant
               and Stuart P. Litt. (8)

10(m)(i)    -  American  Technical Ceramics Corp. 1997 Stock Option Plan. (4)

10(m)(ii)   -  American Technical Ceramics Corp. 2000 Incentive Stock Plan. (6)

10(p)       -  Second Amended and Restated Employment Agreement, dated as of
               December 31, 2001, between the Registrant and Judah Wolf. (10)

10(r)       -  Employment Agreement, dated April 10, 2001, between the
               Registrant and David Ott. (9)

10(r)(i)    -  Amendment to Employment Agreement, dated as of January 1, 2001,
               between the Registrant and David Ott. (10)

10(s)       -  Employment Agreement, dated April 1, 2003, between the Registrant
               and Stephen Beyel. (13)

21          -  Subsidiaries of the Registrant. (11)

99.1        -  Section 302 Certification of Chief Executive Officer. (13)

99.2        -  Section 302 Certification of Principal Accounting Officer. (13)

99.3        -  Section 906 Certifications. (13)
_______________________________

1.   Incorporated  by  reference  to the Registrant's Annual Report on Form 10-K
     for  the  fiscal  year  ended  June  30,  1993.

2.   Incorporated  by reference to the Registrant's Annual Report on Form 10-KSB
     for  the  fiscal  year  ended  June  30,  1994.

3.   Incorporated  by reference to the Registrant's Annual Report on Form 10-KSB
     for  the  fiscal  year  ended  June  30,  1995.

4.   Incorporated  by  reference  to the Registrant's Annual Report on Form 10-K
     for  the  fiscal  year  ended  June  30,  1997.

5.   Incorporated  by  reference  to the Registrant's Annual Report on Form 10-K
     for  the  fiscal  year  ended  June  30,  1998.

6.   Incorporated  by  reference  to the Registrant's Annual Report on Form 10-K
     for  the  fiscal  year  ended  June  30,  2000.


                                       19
<PAGE>
7.   Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
     for  the  quarterly  period  ended  September  30,  2000.

8.   Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
     for  the  quarterly  period  ended  December  31,  2000.

9.   Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
     for  the  quarterly  period  ended  March  31,  2001.

10.  Incorporated  by  reference  to  the  Registrant's Quarterly Report on Form
     10-Q/A  for  the  quarterly  period  ended  March  31,  2002.

11.  Incorporated  by  reference  to the Registrant's Annual Report on Form 10-K
     for  the  fiscal  year  ended  June  30,  2002.

12.  Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
     for  the  quarterly  period  ended  September  30,  2002.

13.  Filed  herewith.

(b)                           REPORTS ON FORM 8-K
                              -------------------

1.   On  February  13,  2003,  the  Registrant  furnished  a  report on Form 8-K
     together  with  the  Registrant's  Quarterly  Report  on  Form 10-Q for the
     quarter  ended  December  31,  2002.  The  report on Form 8-K contained the
     certification  required  by  Section 906 of the Sarbanes-Oxley Act of 2002.

2.   On May 6, 2003, the Registrant furnished a report on Form 8-K together with
     the  Registrant's  Press  Release  announcing  it's third quarter financial
     results  for  the  period  ended March 31, 2003. The Form 8-K contained the
     information  required  by  "Item  9. Regulation FD Disclosure" and Item 12.
     Disclosure of Results of Operations and Financial Condition," in accordance
     with  SEC  Release  33-8216.


                                       20
<PAGE>
                                   SIGNATURES




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



                        AMERICAN TECHNICAL CERAMICS CORP.
                                  (Registrant)


DATE: May 13, 2003                             BY: /s/ VICTOR INSETTA
                                                   ------------------
                                                     Victor Insetta
                                                 President and Director
                                              (Principal Executive Officer)




DATE: May 13, 2003                             BY: /s/ ANDREW R. PERZ
                                                   ------------------
                                                      Andrew R. Perz
                                                Vice President, Controller
                                              (Principal Accounting Officer)


                                       21
<PAGE>