SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934


                         Date of Report: March 29, 2004


                                ESSEX CORPORATION
             (Exact name of Registrant as specified in its charter)



Commission File No.  1-31703


         Virginia                                                   54-0846569
(State or other jurisdiction of                          (IRS Employer ID No.)
incorporation or organization)



         9150 Guilford Road
         Columbia, Maryland                                         21046-2306
(Address of principal executive office)                             (Zip Code)



Registrant's telephone number, including area code:             (301) 939-7000





                                ESSEX CORPORATION




ITEM 5. OTHER EVENTS

         On March 29, 2004, Essex Corporation  issued a press release announcing
that  trading of shares of common  stock of Essex  Corporation  will move to the
NASDAQ  National Market upon market opening on Wednesday  March,  31, 2004 under
the symbol "KEYW". A copy of the  Registrant's  press release is attached hereto
as Exhibit 99.1.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

     (c) Exhibits

         99.1  Press Release dated March 29, 2004, issued by Essex Corporation.


                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                ESSEX CORPORATION
                                  (Registrant)


                                /S/ JOSEPH R. KURRY, JR.
                                ----------------------------------------
DATE:  March 29, 2004           Joseph R. Kurry, Jr.
                                Sr. Vice President, Treasurer and Chief
                                Financial Officer






                                  EXHIBIT INDEX


Exhibit
NUMBER       DESCRIPTION


99.1         Press Release dated March 29, 2004, issued by Essex Corporation.