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): April 22, 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 April 22, 2004, KVH Industries, Inc. issued a press release regarding its financial results for the fiscal quarter ended March 31, 2004. 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: April 22, 2004 BY: /s/ Patrick J. Spratt
——————————————
Patrick J. Spratt
Chief Financial Officer








EXHIBIT INDEX

        Exhibit No.         Description

           99.1                   April 22, 2004 press release entitled "KVH Industries Announces Results for the First Quarter"


                                                                    EXHIBIT 99.1


PRESS RELEASE

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 FIRST QUARTER

- - Record Quarterly Revenue of $18.0 Million
- - Return to Profitability with $0.01 Earnings per Share
- - Satellite Communications Revenues Up 81%

MIDDLETOWN,  RI - April 22,  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 quarter
ended March 31, 2004.  Revenue for the first quarter was $18.0  million,  up 37%
from $13.1  million for the quarter  ended  March 31,  2003.  Net income for the
period  was $0.1  million,  or $0.01 per share  compared  to net  income of $0.2
million, or $0.02 per share, during the same period last year.

"We're off to a strong start this year with  excellent  growth in our  satellite
communications  business, which helped us post quarterly revenues that broke our
previous  record by more  than $2  million.  We also  executed  a $1.75  million
sequential improvement on the bottom line as we achieved our immediate objective
of returning to profitability," said Martin Kits van Heyningen,  KVH's president
and chief executive officer.

Overall,  the company's  satellite  products  generated  year-over-year  revenue
growth of 81% for the first quarter with revenue of $13.9  million,  compared to
$7.7 million in the first quarter of 2003.

"Ongoing  efforts to strengthen our  leadership  position in the marine and land
mobile satellite communication markets helped drive quarterly satellite revenues
to a record high," continued Mr. Kits van Heyningen.  "Expanded marine sales and
new OEM customers in the RV  marketplace  helped  strengthen our results for the
first quarter."

Reviewing the status of the company's  TracVision(R) A5 low-profile satellite TV
system, Mr. Kits van Heyningen  explained,  "As planned, in the first quarter we
largely  focused on  developing  market  awareness and consumer pull through our
marketing  and dealer  training  programs.  These  efforts  helped  support  our
retailers' sell-through of TracVision A5 inventory already in the sales channel.
New sales to retailers  were lower than in Q4 as that  initial  channel fill was
consumed.  Our recent informal channel checks suggest that there is only limited
inventory  in the retail  channel and we  anticipate  seeing  reorders  from the
dealer  network  during the second  quarter.  In response to consumer and retail
interest,  we have also  started to offer the  TracVision  A5 with a new rooftop
mounting  system to the RV and motor coach market.  This is a natural  evolution
for our satellite TV antenna  technology and allows us to take a step toward our
goal of applying our hybrid  phased-array  antenna  across all of our  satellite
markets.  In addition to using our new rooftop  mounting system for RVs, we have
also  started  selling the  TracVision  A5 to several of the  country's  leading
conversion vehicle manufacturers."

Defense  revenue,  which  includes the company's  tactical  navigation and fiber
optic product lines,  was  approximately  $3.5 million for the first quarter,  a
sequential  increase but a 27% decline  from the first  quarter of 2003 when the
company experienced the effect of the preparation for the conflict in Iraq.

"The  recovery  of our defense  sales has been  somewhat  slower than  initially
expected  as we have not  received  the $2  million  TACNAV  (R)  product  order
originally  expected  in the fourth  quarter of 2003,"  explained  Mr.  Kits van
Heyningen.  "Information  we have recently  received  indicates that this order,
along with several other U.S.  military requests  unrelated to KVH products,  is
now part of a broader needs  assessment  for the Iraq conflict and has entered a
new review cycle with the military. As a result, it is not clear when this order
might be  placed  and we have  elected  to remove  it from our  near-term  sales
forecasts.  Because  this order was for a standard  stock item,  we have already
started to sell this finished goods inventory."

With  regard  to the  company's  financial  results,  Pat  Spratt,  KVH's  chief
financial  officer,  said,  "The first quarter was  highlighted by our continued
growth, achieving record quarterly revenue, and strong sequential improvement on
the bottom line from the fourth  quarter of 2003. We benefited  from  continuing
product  cost  improvement  efforts,  including  progress  with  regard  to  the
TracVision  A5. At 39%,  overall  gross margin  reflected a solid  10-percentage
point  improvement  compared to the fourth  quarter of 2003.  This is,  however,
still below the gross  margin in the first  quarter of 2003 when the product mix
consisted  of a much  larger  percentage  of  military  products.  Measured as a
percentage of quarterly  revenue,  the company's  operating expenses declined to
38%  compared  to 44% in the  first  quarter  of  2003.  While  we see  room for
continued  improvement  on our  balance  sheet,  we believe  that the  company's
fundamentals  remain  sound and we are  confident  in our ability to achieve our
financial goals for 2004. Indicative of this is the continuing solid performance
in inventory turns as well as the improved aging of our accounts receivable."

Mr. Kits van Heyningen concluded,  "This year has started out on a very positive
note for KVH. We achieved our first objective of returning to profitability  and
are now focused on improving  profitability  through  continued  revenue growth,
product cost improvements and operating expense control.  We expect our land and
marine satellite  business to remain strong and receive  additional support from
the  expansion of TracVision A5 sales in the auto,  RV, and  conversion  vehicle
markets.  We are also  confident  that our defense  business  will make positive
contributions to our overall results during the course of the year."

Recent Highlights:

- -    On February 11, 2004, the company  introduced the Tracphone F33, one of the
     most  compact   high-powered   commercially   available   mobile  satellite
     communications  systems.  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).

- -    On February 13, 2004, KVH announced that it had closed its public  offering
     of 2,750,000 shares of common stock, yielding net proceeds of approximately
     $48.0 million.

- -    During the first  quarter,  several  regional  retail  chains  joined KVH's
     authorized TracVision A5 retail network.  Among these were New Jersey-based
     6th Avenue Electronics and Good Guys, Inc., with more than 70 stores on the
     west coast.

- -    On March 2, 2004,  KVH announced  that it had  successfully  demonstrated a
     TACNAV M100  navigation  system  enhanced  with a satellite  communications
     link. When  commercialized,  this  advancement is expected to permit TACNAV
     systems to communicate directly with digital battlefield management systems
     being used by U.S. and allied military forces.

- -    On April 6, 2004, KVH announced that Coachmen  Recreational Vehicle Company
     had  started  offering  the  company's  TracVision  LF  and  TracVision  SF
     satellite TV systems on all new Sportcoach Elite diesel motorhomes.

KVH is webcasting its first 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 STATEMENTS OF OPERATIONS (in thousands, except per share amounts, unaudited) Three months ended March 31, ----------------------------- 2004 2003 ----------- ----------- Net sales $ 17,997 $ 13,119 Cost of goods sold 11,024 7,160 ----------- ----------- Gross profit 6,973 5,959 Operating expenses: Research & development 1,809 2,115 Sales & marketing 3,834 2,633 General and administrative 1,114 978 ----------- ----------- Operating income 216 233 Other expense, net 1 40 Income tax expense (benefit) 87 10 ----------- ----------- Net income $ 128 183 =========== =========== Net income per common share Basic and diluted $ 0.01 0.02 =========== =========== Weighted average common shares outstanding: Basic 13,131 11,237 =========== =========== Diluted 13,488 11,682 =========== ===========

KVH INDUSTRIES, INC. AND SUBSIDIARY SELECTED FINANCIAL INFORMATION CONSOLIDATED CONDENSED BALANCE SHEETS (in thousands, unaudited) March 31, 2003 December 31, 2003 -------------- ----------------- Assets Cash and cash equivalents $ 47,004 $ 2,849 Accounts receivable, net 14,297 11,353 Inventories 8,258 6,298 Property and equipment, net 8,908 8,723 Deferred income taxess 2,802 2,888 All other assets 1,259 1,960 ----------- ----------- Total assets $ 82,528 $ 34,071 =========== =========== Liabilities and stockholders' equity: Accounts payable and accrued expenses 6,256 6,124 Debt obligations 2,588 2,614 Stockholders' equity 73,681 25,333 ----------- ----------- Total liabilities and stockholders' equity $ 82,528 $ 34,071 =========== ===========

- -------------------------------------------------------------------------------- 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 improvements in profitability, anticipated orders for our satellite communication and military products, expansion of our sales network, potential partnerships with consumer electronics manufacturers, the potential for OEM in-vehicle installation of our products, 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; the potential 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 Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 15, 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. # # # #