UNITEDTable STATESof Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

~~Pursuant~~Date toof Report ~~Section~~(Date 13of ORearliest ~~15(d~~event reported) ofJuly 26, ~~the~~2005

~~Securities~~Elcom ~~Exchange~~International, ~~Act of 1934~~Inc.

~~Date of Report~~ (Date of earliest event reported) April 6, 2005 Elcom International, Inc. ----------------------------------------------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 000-27376 04-3175156 ----------------------------------------------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 10 Oceana Way Norwood, Massachusetts 02062 ----------------------------------------------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (781) 440-3333 N/A ----------------------------------------------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


Delaware	000-27376	04-3175156

(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

10 Oceana Way Norwood, Massachusetts		02062

(Address of Principal Executive Offices)		(Zip Code)

~~[ ] Soliciting material pursuant to~~Registrant’s ~~Rule~~telephone ~~14a-12~~number, ~~under~~including ~~the~~area ~~Exchange~~code ~~Act~~ (~~17 CFR 240.14a-12~~781) 440-3333

N/A

[(Former ]Name ~~Pre-commencement~~or ~~communications~~Former ~~pursuant to~~Address, ~~Rule~~if ~~14d-2(b)~~Changed ~~under~~Since ~~the~~Last ~~Exchange Act (17 CFR 240~~Report.~~14d-2(b~~))

[Check ]the ~~Pre~~appropriate box below if the Form 8-~~commencement~~K ~~communications pursuant~~filing is intended to ~~Rule~~simultaneously ~~13e-4(c)~~satisfy the filing obligation of the registrant under any of the ~~Exchange~~following ~~Act~~provisions (17see ~~CFR~~General ~~240~~Instruction A.~~13e-4(c))~~2. below):

o ~~Page~~Written 1communications ofpursuant 4to Rule 425 under the Securities Act (17 CFR 230.425)

~~Section~~o 1Soliciting –material ~~Registrant’s~~pursuant ~~Business~~to ~~and~~Rule 14a-12 ~~Operations~~under the Exchange Act (17 CFR 240.14a-12)

~~Item~~o ~~1.01~~Pre-commencement ~~Entry~~communications ~~into~~pursuant ato ~~Material~~Rule 14d-2(b) ~~Definitive~~under ~~Agreement~~the Exchange Act (17 CFR 240.14d-2(b))

~~12%~~o ~~Secured~~Pre-commencement ~~Promissory Notes~~communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~As of~~Page ~~April~~1 ~~6, 2005, Elcom International, Inc. (the “Company” or “Elcom”) entered into bridge-loan transactions with each~~ of ~~Robert J. Crowell, the Chairman and~~3 Chief Executive Officer of Elcom, and William W. Smith, the Vice-Chairman and a Director of the Company (the “Holders”) in order to obtain operating funds to allow for the Company to continue operations. In return for each of the Holders loaning the Company $100,000, the Company issued each of them a 12% Secured Promissory Note in the aggregate principal amount of $100,000 (the “Notes”). The Notes are secured by a Collateral Agency and Security Agreement, which is described below. The material terms of each of the Notes issued by the Company to the Holders are identical. The following is a summary of the material features of the Notes, which is qualified in its entirety by reference to the full text of Notes, a form of which is attached hereto as Exhibit 10.24.

~~Each of~~TABLE ~~the~~OF Notes issued to the Holders is in the amount of $100,000. Interest upon the outstanding principal amount of the Notes is payable in cash quarterly in arrears, at a rate of 12% per annum. The Company may not prepay any portion of the outstanding principal amount under the Notes or any interest accrued on the principal amount which is unpaid; however, the Notes provide the Holders with a put option, pursuant to which he may put their respective Notes to the Company for payment at any time. If a Holder exercises his put option, the Company is required to forthwith pay in cash (a) the aggregate outstanding principal advanced under the Note, (b) 12% interest accrued on such aggregate outstanding principal amount through the date of the exercise of the put option, less amounts previously paid and (c) a put premium equal to 7.5% per annum of the aggregate outstanding principal amount of the Note, for the period the aggregate principal amount thereunder was outstanding. The Notes have a term of seven (7) years, after which time the aggregate outstanding principal advanced under the Notes and accrued interest are due and payable. CONTENTS

~~Collateral~~Item ~~Agency~~2.02 Results of Operations and ~~Security~~ ~~Agreement~~Financial Condition Item 9.01 Financial Statements and Exhibits SIGNATURES EXHIBIT INDEX EX-99.1 Press Release dated July 26,2005

On AprilTable 6, 2005, the Company entered into a Collateral Agency and Security Agreement with William W. Smith, the Vice-Chairman and a Director of the Company, as Collateral Agent and the Holders, as secured parties (the “Security Agreement”). Pursuant to the Security Agreement, the Company granted a first priority senior security interest in the all of the personal property and intellectual property of the Company, wherever located, and now owned or hereafter acquired, to the Collateral Agent, for the benefit of the Holders, to secure the payment or performance of the Company’s obligations under the Notes. The foregoing description of the Security Agreement is qualified in its entirety by reference to the full text of the Security Agreement filed as Exhibit 10.25 to this Form 8-K. Contents

Section 2 — Financial Information

Item 2.0302 ~~Creation~~Results of aOperations ~~Direct~~and Financial ~~Obligation~~Condition.

~~As previously~~ On ~~disclosed~~July 26, in2005, ~~Item~~Elcom 1International, Inc.01 ofissued ~~this~~a ~~Current~~press ~~Report~~release onannouncing ~~Form~~its ~~8-K,~~financial results asfor ofthe ~~April~~fiscal 6periods ended June 30, 2005~~, the~~. ~~Company~~A ~~entered~~copy ~~into~~of ~~bridge-loan transactions with~~ the ~~Holders~~press ~~evidenced~~release bycontaining the ~~issuance~~announcement ofregarding ~~Notes~~the tosecond ~~the~~quarter ~~Holders.~~and Afirst ~~form~~six months of ~~the~~2005 ~~Note~~financial results is furnished ~~filed~~ as Exhibit 10 99.241 to this Current Report on Form 8-K.

The ~~material~~ ~~terms~~press ofrelease ~~each~~furnished ofwith ~~the~~this ~~Notes~~Current ~~issued~~Report byon ~~the~~Form ~~Company~~8-K toprovides ~~Holders~~details ~~are~~not ~~identical, and~~included ~~are more fully described~~ in ~~Item~~previously ~~1.01~~issued ~~above,~~reports ~~which~~and ~~descriptions~~is ~~are~~not ~~incorporated~~deemed ~~herein~~“filed” ~~by reference.~~for ~~Such~~purposes ~~descriptions~~of ~~are~~Section 18 ~~qualified~~of inthe ~~their~~Securities Exchange ~~entirety~~Act byof ~~reference~~1934, toas ~~the~~amended ~~form~~and ~~of the~~is ~~Note~~not ~~filed~~to asbe ~~Exhibit~~incorporated ~~10.24~~by toreference ~~this~~in ~~Current~~any ~~Report~~filing onunder ~~Form~~the Securities ~~8-K.~~Act ~~The~~of ~~information provided~~1933, ~~under~~as ~~Item~~amended, ~~1.01~~except ~~above~~as isexpressly ~~incorporated~~set ~~herein~~forth by ~~this~~specific reference. in such filing.

Section 9 7— –Financial ~~Regulation~~Statements FDand Exhibits

~~Although the Holders have advanced the Company operating funds pursuant to the Notes referenced in~~ Item 19.01 ofFinancial ~~this~~Statements Current Report on Form 8-K, it is not likely that additional funding will be available from these sources. The Company believes that its current liquidity sources would allow it to operate into mid-April. If the Company is unable to secure additional funding to operate and ~~pay its creditors by such time, it will be forced to seek protection under Federal bankruptcy laws and may not be able to operate as a going concern~~Exhibits.

~~Page~~(c) ~~2 of 4~~Exhibits.

Section 9 — Financial Statements and Exhibits


Exhibit No.		Description
99.1		Press Release of Elcom International, Inc., dated July 26, 2005

~~Item~~Page ~~9.01~~2 ~~Financial~~of ~~Statements and Exhibits.~~3

(c) Exhibits. ExhibitTable No. Description 10.24 Form of 12% Secured Promissory Note 10.25 Collateral Agency and Security Agreement, dated as of April 6, 2005, among the Company, William W. Smith, as Collateral Agent and the holders of the Notes Contents

SIGNATURES

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

                                                                        ELCOM INTERNATIONAL, INC.


Date   April 6, 2005
                                                                        By   /s/ Laurence F. Mulhern
                                                                       -----------------------------------------------
                                                                       Laurence F. Mulhern
                                                                       Chief Financial Officer


		ELCOM INTERNATIONAL, INC.
Date July 27, 2005	By	/s/ Laurence F. Mulhern
		Laurence F. Mulhern
		Chief Financial Officer

Page 3 of 43

EXHIBITTable INDEXof Contents

~~Exhibit~~EXHIBIT ~~No. Description~~INDEX 10.24 Form of 12% Secured Promissory Note 10.25 Collateral Agency and Security Agreement, dated as of April 6, 2005, among the Company, William W. Smith, as Collateral Agent and the holders of the Notes

Page 4 of 4


Exhibit No.		Description
99.1		Press Release of Elcom International, Inc., dated July 26, 2005

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