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

 

April 6, 2005

 

Date of Report (date of earliest event reported)

 

CUBIC CORPORATION
(Exact name of Registrant as specified in charter)

 

 

 

Registrant’s telephone number, including area code: (858) 277-6780

 

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:

 

o    Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14-d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

 

o    Pre-commencement communications pursuant to Rule 13-e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

 

 

 

Item 1.01 Entry into a Material Definitive Agreement

 

                Registrant has amended its Executive Deferred Compensation Plan in order to comply with new tax legislation.  The Plan is set forth on Exhibit A hereto.  Two named executive officers and a few other executive officers have elected to participate in the Plan.  The amounts involved are immaterial to the Registrant.

 

Item 9.01 Financial Statements and Exhibits.

(c)

Exhibits

 

Exhibit No.		Description
10		Cubic Corporation Deferred Compensation Plan Changes for 2005

 

 

SIGNATURE

 

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 thereunto duly authorized.

 

 

 

	CUBIC CORPORATION
Date April 6, 2005
	/s/ W. W. Boyle
	W. W. Boyle
	Chief Financial Officer

 

 

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