ANALYSIS & TECHNOLOGY INC
8-K, 1997-06-06
ENGINEERING SERVICES
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<PAGE>   1
                       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 (Date of earliest event reported): May 30, 1997


                           ANALYSIS & TECHNOLOGY, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)



         Connecticut                     0-14161                 95-2579365
- ----------------------------        ----------------         -------------------
(State or other jurisdiction        (Commission File            (IRS Employer
      of incorporation)                  Number)             Identification No.)


                Route 2, P.O. Box 220, North Stonington, CT 06359
              -----------------------------------------------------
              (Address of principal executive offices and zip code)


       Registrant's telephone number, including area code: (860) 599-3910


                                       N/A
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)
<PAGE>   2
Item 5.  Other Events.


               Pursuant to General Instruction F to Form 8-K, the information
requested by this Item is provided in the press release issued by the Company on
May 30, 1997, incorporated by reference herein and included as Exhibit 20 to
this Form 8-K.


Item 7.  Financial Statements and Exhibits.

               (a)  Not applicable.

               (b)  Not applicable.

               (c)  Exhibits.

               Exhibit No.                  Document
               -----------                  --------

               20                           Press Release of the Company
                                            dated May 30, 1997


                                   SIGNATURES

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

                                        ANALYSIS & TECHNOLOGY, INC.



Date:  June 6, 1997                     By:  /s/ David M. Nolf
                                             -----------------
                                                 David M. Nolf
                                                 Executive Vice President
<PAGE>   3
                                  EXHIBIT INDEX




<TABLE>
<CAPTION>
Exhibit No.                             Document
- -----------                             --------
<S>                                 <C>
    20                              Press Release of Company
                                    dated May 30, 1997
</TABLE>

<PAGE>   1
[Logo]  Analysis & Technology, Inc.
        ---------------------------
        Route 2, P.O. BOX 220
        NORTH STONINGTON, CT 06359
        860 599-3910


                                                                      Exhibit 20

FOR IMMEDIATE RELEASE

                                        For Further Information
                                        Elaine Beckwith
                                        (860) 599-3910, ext. 2630
                                        E-mail: [email protected]
                                        Home Page: http://www.aati.com

                                        Cheryl Schneider, Stacey Levitz
                                        Morgen-Walke Associates, Inc.
                                                (212) 850-560


               ANALYSIS & TECHNOLOGY, INC. ANNOUNCES EXPANSION OF
                          ITS SHARE REPURCHASE PROGRAM

        North Stonington, CT, May 30, 1997 - Analysis & Technology, Inc.
(Nasdaq:AATI), a leading developer of engineering and interactive multimedia
training solutions, today announced the expansion of its share repurchase
program. The Company's Board of Directors has authorized the repurchase of an
additional 300,000 shares or a total of up to 500,000 shares in amounts and at
times and prices to be determined by the Company's management. Since the
program was initiated in March 1996, the Company has repurchased 206,000
shares. These are approximately 2.3 million shares currently outstanding. The
shares repurchased can be used for Company employee benefit plans and for
future acquisitions.

        Commenting on the announcement, Gary Bennett, chairman and chief
executive officer said, "This share repurchase program represents our
confidence in Analysis & Technology, and is consistent with the Company's
long-term goal of increasing shareholder value. We believe that our stock
represents an excellent long-term investment at its current market valuation."

                                    - more -

ENGINEERING SERVICES - INFORMATION TECHNOLOGIES - INTERACTIVE MULTIMEDIA SYSTEMS

<PAGE>   2
A&T Announces Expansion of Share Repurchase Program
May 30, 1997
p. 2 of 2

        Working with customers, Analysis & Technology, Inc. creates
technology-based solutions in three key areas: system engineering technologies,
information technologies, and interactive multimedia training systems.


Except for historical information contained in this report, the information in
the report consists of forward looking statements. These statements involve
risks and uncertainties that could cause actual results to differ materially
from those in the forward looking statements. Potential risks and uncertainties
include changes in Navy program funding priorities, budget reductions in
defense programs, and pricing pressures from competitors and/or customers.
Other risks and uncertainties are discussed in the documents filed by the
Company with the Securities and Exchange Commission.


                                      ###


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