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

Date of Report (Date of earliest event reported): February 19, 2004


KVH Industries, Inc.

(Exact Name of Registrant as Specified in Charter)


Delaware
(State or Other Jurisdiction of Incorporation)
0-28082
(Commission File Number)

05-0420589
(IRS Employer Identification No.)


                 50 Enterprise Center
                      Middletown, RI
 (Address of Principal Executive Offices)
02842
(Zip Code)

Registrant’s telephone number, including area code: (401) 847- 3327

N/A

(Former Name or Former Address, if Changed Since Last Report)








ITEM 12.    RESULTS OF OPERATION AND FINANCIAL CONDITION.

         On February 19, 2004, KVH Industries, Inc. issued a press release regarding its financial results for the fiscal quarter ended December 31, 2003. The press release is attached hereto as exhibit 99.1 and incorporated by reference herein.



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.


KVH INDUSTRIES, INC.

Date: February 19, 2004 BY: /s/ Patrick J. Spratt
——————————————
Patrick J. Spratt
Chief Financial Officer








EXHIBIT INDEX

       Exhibit No.        Description

           99.1                  February 19, 2004 press release entitled "KVH Industries Announces Results for the
                                    Fourth Quarter"


                                                                    EXHIBIT 99.1



KVH INDUSTRIES CONTACT:               Pat Spratt, Chief Financial Officer
                                      401-847-3327

INVESTOR RELATIONS CONTACT:           Kellie Nugent, Financial Dynamics
                                      212-850-5600



KVH INDUSTRIES ANNOUNCES RESULTS FOR THE FOURTH QUARTER

o Results in Line with Previously Announced Estimates

o Quarterly Revenue of $15.7 Million; Loss of $0.14 per share

o Satellite Communications Revenues Up 106%


MIDDLETOWN,  RI - February 19, 2004 - KVH Industries  (Nasdaq:  KVHI), a leading
provider  of  mobile  satellite   communications  products  and  defense-related
navigation  and  guidance  systems,  today  reported  its results for the fourth
quarter and fiscal year ended December 31, 2003.  Revenue for the fourth quarter
was $15.7  million,  up 21% from  $13.0  million  for the fourth  quarter  ended
December 31, 2002.  Net loss for the period was ($1.6)  million,  or ($0.14) per
share  compared to net income of $0.3  million,  or $0.03 per share,  during the
same period last year.  The results for the fourth  quarter  ended  December 31,
2003,  were in line  with the  preliminary  quarterly  results  provided  by the
company on January 6, 2004.


For the fiscal year ended  December 31,  2003,  revenue  increased  19% to $56.7
million  versus $47.7 million for the fiscal year ended  December 31, 2002.  KVH
reported a net loss of ($1.5) million, or ($0.13) per share, for the fiscal year
ended December 31, 2003,  equal to a net loss of ($1.5) million,  or ($0.13) per
share, in the prior year.


"While both the fourth  quarter and full-year  revenues were record highs,  they
were  lower  than we had  expected  primarily  as a result of the  absence of an
anticipated  large order from an existing  U.S.  military  customer,"  explained
Martin Kits van Heyningen,  KVH's  president and chief executive  officer.  "The
absence of this order also contributed significantly to the loss incurred during
the fourth  quarter.  Nevertheless,  there is a great deal to be pleased with in
the  fourth  quarter  and  2003 as a whole.  Over the  course  of the  year,  we
introduced  five new  products in our  strategic  business  areas,  expanded our
penetration  in existing  markets,  successfully  penetrated  the automotive and
precision guidance markets, and achieved  significant  milestones in our defense
business."


Overall,  the company's  satellite  products  generated  year-over-year  revenue
growth of 106% for the fourth quarter, with revenue of $12.0 million.


"In addition to 50% growth in the marine and RV markets,  we also  experienced a
very positive introduction of the TracVision A5 into the automotive  marketplace
as we shipped  approximately  1,700 units by the end of the year," continued Mr.
Kits van Heyningen.  "We fulfilled the channel backlog that had grown during the
first three quarters of 2003 in anticipation of the TracVision A5  introduction.
Sales of that product  represented  roughly 28% of our  satellite  communication
revenue for the quarter,  making the  TracVision A5 new product  launch the most
successful in KVH history.  We are now focusing our attention on activities that
will  create  broad  consumer  awareness  and support  the  sell-through  in the
channel. We are initiating new marketing campaigns, broadening our sales network
among  car  dealerships,   exploring   partnerships  with  consumer  electronics
manufacturers  to expand  our reach  into the mass  market,  and  continuing  to
develop  the  potential  for  the  future  OEM  in-vehicle  installation  of the
product."


The company has  consolidated  its tactical  navigation  and fiber optic product
lines under the umbrella of its defense  business,  reflecting the  increasingly
interconnected nature of these two product areas.  Quarterly defense revenue was
$3.3 million with approximately 74% generated by tactical  navigation  products.
This  represents a 50% decline from the company's  record defense revenue in the
fourth  quarter of 2002 when the company saw the effect of the  preparation  for
the conflict in Iraq.


Commenting on the  company's  defense-related  business,  Mr. Kits van Heyningen
remarked,  "We have  continued  to  expand  the  capabilities  of our U.S.  Army
standard  M100  GMENS  vehicle   navigation   system.   Several  weeks  ago,  we
successfully  demonstrated  a  proof-of-concept  M100  equipped with a satellite
communication  system. This demonstration,  carried out for U.S. Army observers,
represents a major step towards  increasing  the  versatility of the M100 on the
battlefield.  We are also on track to ship our first production TG-6000 inertial
measurement units to Raytheon this quarter in support of the new Mark 54 torpedo
program."


With regard to the company's  financial  results,  Pat Spratt,  chief  financial
officer,  said, "In the fourth quarter we experienced two operational challenges
that were the primary  contributors to our weak bottom line results.  These were
the absence of a large anticipated defense order and the high initial production
cost for the  TracVision  A5. Gross margin for the quarter  declined to 29% from
46% in the  fourth  quarter  of  2002.  As we  exited  the  fourth  quarter  the
TracVision  A5  product  cost  had been  reduced  and we  anticipate  additional
improvement  by  mid-2004.  We have  continued  to focus  attention  on managing
operating  expenses in relation  to revenue  growth and we are pleased  with the
continued improvement in this area."


Measured as a percentage of quarterly revenue,  the company's operating expenses
declined  to 40%  compared  to 43% in the  fourth  quarter  of  2002.  Inventory
management also improved  during the fourth  quarter.  While sales increased 16%
sequentially  from the third  quarter of 2003,  inventory at the end of the year
declined  2%  compared  to the end of the  third  quarter  and  inventory  turns
increased to 7 per year.  Cash declined more than expected to $2.8 million,  due
largely to an increase in days sales outstanding.


"Despite the  temporary  setback on the defense side of our  business,  I remain
confident  in our  overall  business  plan  and in  KVH's  position  within  the
marketplace,"  concluded Mr. Kits van Heyningen.  "Looking ahead, I believe that
2004  will  be a  strong  year  for  KVH  with  anticipated  revenue  growth  of
approximately  30% to 50%,  an  expected  return to  profitability  in the first
quarter,  and strengthened  profitability  over the course of the year. Our core
satellite business remains strong, we expect the TracVision A5 to be a long-term
growth  driver,  and I  anticipate  that each key portion of our  business  will
record solid growth over the course of the year.  The  successful  completion of
our recent  equity  offering  also  provides  new  financial  resources  for the
company.  In order to pursue new  opportunities,  we have  invested  an enormous
amount of resources and energy into  developing new products and services.  I am
confident that we will see the expanding benefit of those investments in 2004."

RECENT HIGHLIGHTS

o    On October 28, 2003,  the KVH  TracVision 4 and Tracphone 252 won the "Best
     Satellite  Television System" and "Best Satellite  Communications  Product"
     awards  respectively  from  the  National  Marine  Electronics  Association
     (NMEA).  This  is the  sixth  consecutive  year  that  KVH  TracVision  and
     Tracphone products have received these honors.

o    In November 2003, the KVH M100 Ground Mobility  Enhanced  Navigation System
     (GMENS) for  military  vehicles was  designated  a standard  product by the
     German Army. Also during that month,  KVH received an initial order for its
     TACNAV  systems  for use aboard the  Republic of  Taiwan's  new  amphibious
     assault  vehicles as well as a $1.25 million  follow-on order from the U.S.
     Marine Corps.

o    On December  17,  2003,  the  Consumer  Electronics  Association  named the
     TracVision A5 a 2003 Innovations  Design and Engineering Award Honoree.  On
     January 27,  2004,  the  TracVision  A5 was declared an  Engineering  Award
     finalist by Product Design and Development Magazine.

o    On February 11, 2004, the company  introduced the Tracphone F33, one of the
     most  compact  high-powered  satellite  communications  systems  available.
     Tracphone  F33  offers  global  voice  coverage  and is the  first  antenna
     compatible with Inmarsat's  Fleet F33 service to also provide access to not
     only Fleet's 9.6 Kbps data channel but also the  high-speed  64 Kbps Mobile
     Packet Data Service (MPDS).

o    On February 13, 2004, KVH announced that it had closed its public  offering
     of 2,750,000  shares of common stock at a public  offering  price of $18.75
     per share,  and  expected  to receive  net  proceeds  from the  offering of
     approximately $48.1 million. KVH also granted the underwriters the right to
     purchase  up to an  additional  412,500  shares  of  common  stock to cover
     over-allotments, if any, at any time on or before March 11, 2004.

KVH is webcasting its fourth quarter  conference call live at 10:30 a.m. Eastern
Time today through the company's web site. The  conference  call can be accessed
at http://www.kvh.com/InvRelations.  The audio archive also will be available on
the company web site within three hours of the completion of the call.


KVH  Industries,  Inc.,  designs and  manufactures  products  that enable mobile
communication,  navigation,  and  precision  pointing  through  the  use  of its
proprietary mobile satellite antenna and fiber optic  technologies.  The company
is developing  next-generation systems with greater precision,  durability,  and
versatility for communications,  navigation, and industrial applications. An ISO
9001-certified company, KVH has headquarters in Middletown, Rhode Island, with a
fiber optic and military  navigation  product  manufacturing  facility in Tinley
Park,  Illinois,  and  a  European  sales,  marketing,  and  support  office  in
Hoersholm, Denmark.

KVH INDUSTRIES, INC. AND SUBSIDIARY SELECTED FINANCIAL INFORMATION CONSOLIDATED CONDENSED BALANCE SHEETS DECEMBER 31, 2003 AND DECEMBER 31, 2002 (in thousands, unaudited) December 31, 2003 December 31, 2002 ----------------- ----------------- Assets: Cash and cash equivalents $ 2,849 $ 7,239 Accounts receivable, net 11,353 9,716 Inventories 6,298 3,947 Property and equipment, net 8,723 7,385 Deferred income taxes 2,888 2,826 All other assets 1,960 1,436 ---------- ---------- Total assets $ 34,071 $ 32,549 ========== ========== Liabilities and stockholders' equity: Accounts payable and accrued expenses 6,124 4,421 Debt obligations 2,614 2,697 Stockholders' equity 25,333 25,431 ---------- ---------- Total liabilities and stockholders' equity $ 34,071 $ 32,549 ========== ========== KVH INDUSTRIES, INC. AND SUBSIDIARY SELECTED FINANCIAL INFORMATION CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (in thousands, except per share amounts, unaudited) Three months ended Year ended December 31, December 31, 2003 2002 2003 2002 ------------ ------------ ------------ ------------ Net sales $ 15,655 $ 12,976 $ 56,672 $ 47,694 Cost of goods sold 11,115 6,989 33,795 26,504 ---------- ---------- ---------- ---------- Gross profit 4,540 5,987 22,877 21,190 Operating expenses: Research & development 2,013 1,858 8,578 8,855 Sales & marketing 3,051 2,540 11,201 9,951 General and administrative 1,129 1,212 4,597 3,594 ---------- ---------- ----------- ---------- Operating earnings (loss) (1,653) 377 (1,499) (1,210) Other expense, net 60 45 243 181 Income tax expense (benefit) (88) - (272) 86 ---------- ---------- ----------- ---------- Net earnings (loss) $ (1,625) $ 332 $ (1,470) $ (1,477) ========== ========== =========== ========== Net earnings (loss) per common share Basic and diluted $ (0.14) $ 0.03 $ (0.13) $ (0.13) ========== =========== =========== ========== Weighted average common shares outstanding: Basic 11,555 11,106 11,403 11,040 ========== =========== =========== ========== Diluted 11,555 11,458 11,403 11,040 ========== =========== =========== ========== - -------------------------------------------------------------------------------- This press release contains forward-looking statements that involve risks and uncertainties. For example, these forward-looking statements include statements regarding the company's financial and product development goals for 2004, anticipated orders for our military products, expansion of our sales network, potential partnerships with consumer electronics manufacturers, the potential for OEM in-vehicle installation of our products, the timing of shipments of our TG-6000 product, anticipated improvements in our product margins, our competitive position, our future profitability and revenue growth. The actual results realized by the company could differ materially from the statements made herein. Factors that might cause such differences include, but are not limited to: the unpredictability of the new and emerging market for mobile satellite communications products in automobiles; the uncertainty of customer demand in that market; anticipated increases in competition against the TracVision A5 and our other products; potential difficulties in achieving significant cost reductions for the TracVision A5; the unpredictability of purchasing schedules and priorities of the relatively small number of customers for our defense products; the significant financial impact of the delay of a single order for our defense products; reductions in our overall gross margins associated with a shift in product mix toward our mobile satellite communications products; our dependence on single production lines for our products; our dependence on sole or limited source suppliers; the need to maintain and expand our distribution network; our dependence on third-party satellite networks for programming and satellite services; failure to develop and market new products successfully; challenges in managing anticipated growth; unforeseen changes in competing technologies and products; worldwide economic variances; poor or delayed research and development results; our dependence on our key executive officers and employees; currency fluctuations, export restrictions and other international risks; potential product liability claims; changing accounting principles; the difficulty in protecting our proprietary technology; potential claims of intellectual property infringement; the potential need for additional financing; and expenses associated with new corporate governance requirements. These and other factors are discussed in more detail in the company's prospectus supplement filed with the Securities and Exchange Commission on February 10, 2004. Copies are available through the company's Investor Relations department and web site, www.kvh.com. KVH assumes no obligation to update its forward-looking statements to reflect new information and developments. # # # #