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SECURITIES AND EXCHANGE COMMISSION

FORM 10-K

[X]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the fiscal year: July 31, 2000

[   ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from                to                .

Commission file number 0-6715

ANALOGIC CORPORATION

  (978) 977-3000

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, $.05 par value

     Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes  [X]     No

      Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  [X]

      The aggregate market value of the Registrant’s Common Stock held by non-affiliates of the Registrant at August 31, 2000 was approximately $300,986,000.

      Number of shares of Common Stock outstanding at August 31, 2000: 12,878,692

Documents Incorporated by Reference: None

PART I

Item 1.  Business

      (a)  Developments During Fiscal 2000

      Total revenues of Analogic Corporation (hereinafter, together with its subsidiaries, referred to as “Analogic” or the “Company”) for the fiscal year ended July 31, 2000, were $297,619,000 as compared to $279,694,000 for fiscal 1999, an increase of 6%. Net income for fiscal 2000 was $14,108,000, or $1.10 per diluted share as compared to $19,513,000, or $1.53 per diluted share for fiscal 1999.

      The Company entered into a strategic alliance with Eastman Kodak Corporation (Rochester, NY) to define, develop and manufacture state-of-the-art digital radiography (DR) systems. Kodak plans to enter the digital radiography market with three systems to be supplied by Analogic. These systems employ a reusable flat panel detector consisting of an amorphous selenium semiconductor X-ray absorber coating over a thin-film transistor array as a basis for X-ray capture and direct digitization. Digital radiography is designed to provide high quality digital images that optimize radiology workflow through improved patient scheduling and accelerated access to images.

      The Company outlined a five-year strategic plan to accelerate growth and enhance shareholder value based upon three overlapping phases. The three phases are: 1) refocus on core business and achieve operational excellence; 2) continue development as a complete system provider for OEM customers; and 3) expand product and engineering services to its installed base of OEM customers.

      In March, 2000 the Company announced the spinout of its Communications Product Group into a new subsidiary, Anatel Communications Corporation. Anatel designs, manufactures and markets Voice over Internet Protocol (VoIP) resource boards, network access boards, and Media Gateway systems and software for the Internet Telecommunications market.

      The Company successfully completed the testing, training, software conversion and hardware installation of a new Enterprise Resource Planning (ERP) system.

      Mr. Thomas J. Miller was appointed President and Chief Operating Officer in October 1999. Mr. John J. Millerick was elected Senior Vice President, Chief Financial Officer and Treasurer in January 2000.

      (b)  Financial Information About Industry Segment

      The Company’s operations are within a single segment within the electronics industry (Medical Instrumentation Technology Products). The operations encompass design, manufacture and sale of high technology, high-performance, high-precision data acquisition, conversion (analog/ digital) and signal processing instruments and systems to customers that manufacture products for medical and industrial use.

      (c)  Narrative Description of Business

      Analogic conceives, designs, manufactures, and sells standard and customized high-precision data acquisition, signal and imaging processing based medical imaging and industrial systems and subsystems. Analogic’s principal customers are original equipment manufacturers (OEM) who incorporate Analogic’s state-of-the art products into systems used in medical, industrial and scientific applications.

      Analogic has been a leader in the application of precision analog-to-digital (A/D) and digital-to-analog (D/A) conversion technology, which involves the conversion of continuously varying (i.e., “analog”) electrical signals, such as those representing temperature, pressure, voltage, weight, velocity, ultrasound and x-ray intensity into and from the numeric (or “digital”) form required by computers, medical imaging equipment and other data processing equipment and in subsystems and systems based on such technology.

      In addition to their precision measurement capabilities, most of Analogic’s products perform very high-speed complex calculations on the data being analyzed. Thus, Analogic’s products are an integral part of the communications link between various analog sensors, detectors or transducers and the people or systems which interpret or utilize this information.

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      Analogic’s products may be divided for discussion purposes into three groupings as described below. These groupings are classified by product technology and not by application.

      Medical Technology Products, consisting primarily of electronic systems and subsystems for medical imaging equipment, accounted for approximately 73% of product, service, engineering and licensing revenue in fiscal 2000.

      Analogic’s medical imaging data acquisition systems and related computing equipment are incorporated by U.S., European and Asian manufacturers into advanced X-ray equipment known as Computed Tomography (CT) scanners. These scanners generate images of the internal anatomy,which are used primarily in diagnosing medical conditions. Analogic’s data acquisition and signal processing systems have advanced CT scanner technology by substantially increasing resolution of the image, by reducing the time necessary to acquire the image, and by reducing the computing time required to produce the image. Analogic supplies to its medical imaging customers A/D and D/A conversion equipment and complete data acquisition systems. The Company also manufactures a complete mobile and other CT scanners incorporating proprietary technology.

      In addition, the Company manufactures key subsystems on an OEM basis for ultrasound equipment manufacturers. The Company also designs and manufactures radiology, surgical and urology ultrasound systems and probes for the end-user market. These scanners generate real-time images of the internal anatomy, which are used for diagnosing medical conditions and for interventional procedures.

      The Company manufactures electronics for a family of hard copy laser printers in single and multi-user configurations that address the diagnostic image market. These printers are used in hospitals world wide to print diagnostic quality images on film from the electronic data collected by medical imaging equipment such as CT scanners and MRI scanners. The Company also designs and manufactures for OEM customers advanced RF amplifiers, gradient coil amplifiers and spectrometers for use in Magnetic Resonance Imaging (MRI) equipment. These MRI scanners are used primarily to create diagnostic medical images.

      The Company manufactures fetal monitoring products for conversion and display of biomedical signals. These monitors are designed for use in antepartum applications and have the capability to measure, compute, display and print fetal heart rates, maternal contraction frequency and relative intensity to determine both maternal and fetal well being.

      The Company also manufactures a lightweight, portable, multi-functional, custom patient monitor instrument which acquire, calculate and display combinations of the five most common vital sign parameters-Electrocardiogram (ECG), Respiration, Temperature, Non Invasive Blood Pressure (NIBP) and Pulse Oximetry (SpO2). These monitors are designed to be used in a variety of hospital settings such as emergency room, step-down general care and surgical centers where ease-of-use, portability, flexibility and costs are important considerations.

      The Company also manufactures a broad line of medical connectivity products that allows medical equipment such as CT Scanners and MRI and ultrasound equipment to attach to local Digital Imaging and Communications for Medicine (DICOM), Picture Archive & Communications Systems (PACS) and wide area networks. The line includes Computed Radiography (CR) image processing and viewing workstations.

      Camtronics, an 81% owned subsidiary, manufactures products which are included herein as medical technology products. Camtronics designs and manufactures multi-modality image and information management systems for cardiology. This system integrates all cardiac patient data into an enterprise-wide information system. The industry leader in cardiac workstation technology, Camtronics also designs and manufactures state-of-the art digital imaging systems for cardiology and radiology.

      Anrad, an 100% owned subsidiary, designs and manufactures a state-of-the-art direct conversion series of amorphous selenium based, X-ray, flat panel detectors for diagnostic and interventional applications in mammography and other digital radiology application.

      Signal Processing Technology Products, consisting of A/D converters and supporting modules, high-speed digital signal processors such as Array Processors, and image processing equipment, accounted for approximately 17% of fiscal 2000 product, service, engineering and licensing revenue.

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      The technology developed by Analogic and incorporated within these products is fundamental to all of the Company’s other products.

      A/D converters convert continuously varying “analog” signals into the numerical “digital” form required by microprocessors and other data processing equipment. Analogic manufactures a wide variety of high speed 14 and 16 bit low noise converters.

      Analogic specializes in the manufacture of high-precision and high performance, rather than lower-cost, low-precision and minimal performance, data conversion products. Typical applications of these devices include the conversion of industrial and biomedical signals into computer language.

      The Company manufactures a line of Compact Peripheral Computer Interface (CPCI) boards. These products are fully compatible with the CPCI form factor and bus structure and take advantage of software written for the PCIbus. The boards, which are designed for OEM embedded applications requiring precision measurements and high sampling rates, perform acquisition, conditioning, multiplexing, as well as signal processing functions, and are supported by Microsoft Windows NT® software.

      Analogic manufactures application accelerator and array processors (special purpose computers) which generally receive information from a host computer or data source, rapidly perform the desired calculations, and return the processed data or results to the host computer. The cost per calculation of array processors, which can compute and/or manipulate data at the rate of hundreds of millions of operations per second, is less than that of general-purpose computers. Analogic believes its accelerators and array processors have generally been cost effective when compared with competitive products.

      The Company is marketing its array processors for applications such as, Voice Over Internet Protocol (VoIP), X-ray imaging, manufacturing testing, radar and sonar, geophysical exploration, and other technical and scientific areas. In addition, the Company sells array processors used for image construction in Magnetic Resonance Imaging (MRI) medical diagnostic systems. The Company also manufactures Digital Signal Processing (DSP) floating point products, which are used in the above-mentioned markets.

      Analogic manufactures the EXACT system, an advanced computed tomography imaging system capable of providing data for 3-D images of every object in a package, parcel, or bag. An OEM customer has exclusive rights to marketing the EXACT as part of a comprehensive explosive detection system to scan checked luggage for aircraft. Analogic is currently pursuing other applications for the EXACT system such as drug and other contraband detection, and providing security for high-risk buildings.

      Industrial Technology Products, consisting of test instruments and industrial weight measurement equipment accounted for approximately 10% of fiscal 2000 product, service, engineering and licensing revenues.

      Test Instruments are used as components of large Automated Test Equipment (ATE) for the semiconductor test and other industries. These instruments provide precision signal source and measurement capabilities for testing high performance mixed-signal and analog semiconductors. Various instruments provide a range of speed and accuracy capabilities. Test instruments are also used for stand-alone operation on a test bench.

      Industrial weighing products are sold to both OEM and end users and are used in many industrial and process control applications requiring high precision weight measurement.

      Anatel Communications, a wholly owned subsidiary formed in March 2000, designs, manufactures, and markets Voice over Internet Protocol (VoIP) DSP resource boards; network access boards; and Media Gateway development systems and associated software for the Internet Telephony market. Applications include VoIP Gateways, Softswitch architectures, voice routers (PBXs) and Call Center systems.

Hotel Operation

      The Company owns a hotel, which is located adjacent to the Company’s principal executive offices and manufacturing facility in Peabody, Massachusetts. The hotel is strategically situated in an industrial park, is in

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Marketing and Distribution

      The Company sells its products domestically and abroad directly through the efforts of its officers and employees and through a network of independent sales representatives and distributors located in principal cities around the world. In addition, Analogic subsidiaries in England and Denmark act as distributors. Domestically, Analogic has several regional sales offices staffed by salespeople who sell the Company’s products in the surrounding areas and supervise independent sales representatives and distributors in their regions. Some of Analogic’s distributors also represent manufacturers of competing products.

Sources of Components/ Raw Materials

      In general, Analogic’s products are composed of company-designed proprietary integrated circuits, printed circuit boards, and precision resistor networks, manufactured by Analogic and others in accordance with Analogic’s specifications, as well as standard electronic integrated circuits, transistors, displays and other components. Most items procured are believed to be available from more than one source. However, it may be necessary, if a given component ceases to be available, for Analogic to incur additional expense in order to modify its product design to adapt to a substitute component or to purchase new tooling to enable a new supplier to manufacture the component. Also, from time to time the availability of certain electronic components has been disrupted. Accordingly, Analogic carries a substantial inventory of raw material components in an effort to assure its ability to make timely delivery to its customers.

Patents and Licenses

      The Company holds approximately 80 patents of varying duration issued in the United States which cover the design and manufacture of its products. In many instances, the Company holds corresponding foreign patents. The Company regularly files both foreign and domestic patent applications and continuations to cover both new and improved methods, apparatus, processes, designs and products. At present, more than 350 U.S. and foreign patents applications are pending.

      The Company also relies on a combination of trade secret, copyright and trademark laws, and contractual agreements to safeguard its proprietary rights in technology and products. In seeking to limit access to sensitive information to the greatest practical extent, the Company routinely enters into confidentiality and assignment of invention agreements with each of its employees and nondisclosure agreements with its key customers and vendors.

      Management believes that any legal protection afforded by patent, copyright, and trade secret laws are of secondary importance as a factor in the Company’s ability to compete; its future prospects are more a function of the continuing level of excellence and creativity of engineers in developing products which satisfy customer needs, and the innovative skills, competence and marketing and managerial skills of its personnel in selling those products. Moreover, the Company believes that market positioning and rapid market entry are equally important to the success of its products. Management is of the opinion that the loss of patent protection would not have a material effect on the Company’s competitive position.

Seasonal Aspect of Business

      There is no material seasonal element to the Company’s business, although plant closings in the summer, particularly in Europe, tend to decrease the activity of certain buying sources during the first quarter of the Company’s fiscal year.

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Working Capital Matters

      The Company does not carry a substantial inventory of finished goods but does carry a substantial inventory of raw material components and work-in-process to enable it to meet its customers’ delivery requirements. (See Note 4 of Notes to Consolidated Financial Statements.)

Material Customers

      The Company’s three largest customers, each of which is a significant and valued customer, were Philips, General Electric and Toshiba, which accounted for approximately 16%, 10%, and 9%, respectively, of product, service, engineering and licensing revenue for the fiscal year ended July 31, 2000. Loss of any one of these customers would have a material adverse effect upon the Company’s business. The Company does business with Philips through several of the Company’s Product Groups and Subsidiaries principally under OEM contracts. In addition, Philips funds research and development of some products to be manufactured by Analogic for Philips. No other individual customer accounted for as much as 6% of the Company’s product, service, engineering and licensing revenue during fiscal 2000. The Company’s ten largest customers, including Philips, General Electric and Toshiba accounted for approximately 60% of product, service, engineering and licensing revenue during fiscal 2000.

Backlog

      The backlog of orders at July 31, 2000 was approximately $96.4 million compared with approximately $86.6 million at July 31, 1999. This increase is principally related to Medical Technology and Signal Processing products. Many of the orders in the Company’s backlog permit cancellation by the customer under certain circumstances. To date, Analogic has not experienced material cancellation of orders. The Company reasonably expects to ship most of its July 31, 2000 backlog during fiscal 2001.

Government Contracts

      The amount of the Company’s business that may be subject to renegotiation of profits or termination of contracts or subcontracts at the election of the Government is insignificant.

Competition

      Analogic is subject to competition based upon product design, performance, pricing, quality and service. Analogic believes that its innovative engineering and product reliability have been important factors in its growth. While the Company tries to maintain competitive pricing on those products which are directly comparable to products manufactured by others, in many instances Analogic’s products will conform to more exacting specifications and carry a higher price than analogous products manufactured by others.

      Analogic’s medical X-ray imaging systems are highly specialized. The Company considers its selection by its OEM customers for design and manufacture of these products and its other medical products to be much less a function of other competitors in the field than it is of the “make-or-buy” decision of its individual OEM customers. Many OEM customers and potential OEM customers of the Company have the capacity to design and manufacture these products for themselves. In the Company’s area of expertise, the continued signing of new contracts indicates continued strength in the Company’s relationship with its major customers, although some of these customers continue to commit to shorter-term contracts.

      Analogic’s competitors include divisions of some larger, more diversified organizations, as well as several specialized companies. Some of them have greater resources and larger staffs than Analogic. The Company believes that, it is a leading manufacturer of CT scanner and MRI electronic sub-systems in the medical industry.

Research and Product Development

      Research and product development is a significant factor in Analogic’s business. The Company maintains a constant and comprehensive research and development program directed toward the creation of new

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      Company funds expended for research and product development amounted to $38,260,000 in fiscal 2000, $39,598,000 in fiscal 1999, and $36,177,000 in fiscal 1998. Analogic intends to continue its emphasis on new product development. As of July 31, 2000, Analogic had approximately 530 employees, including electronic development engineers, software engineers, physicists, mathematicians, and technicians engaged in research and product development activities. These individuals, in conjunction with the Company’s salespeople, also devote a portion of their time assisting customers in utilizing the Company’s products, developing new uses for these products, and anticipating customer requirements for new products.

      During fiscal 2000, the Company capitalized $2,972,000 of computer software testing and coding costs incurred after technological feasibility was established. These costs will be amortized by the straight-line method over the estimated economic life of the related products, not to exceed three years. Amortization of capitalized software amounted to $1,778,000 in fiscal 2000.

Environmental Protection

      The Company does not anticipate any material effect upon its capital expenditures, earnings or competitive position resulting from compliance by it and its subsidiaries with presently enacted or adopted Federal, State and local provisions regulating the discharge of materials into the environment, or otherwise relating to the protection of the environment.

Employees

      As of July 31, 2000, the Company had approximately 1,830 employees.

Financial Information about Foreign and Domestic Operations and Export Revenue

      Domestic and foreign revenues were $266,641,000 and $30,978,000 respectively for fiscal 2000 compared to $255,142,000 and $24,552,000 in fiscal 1999 and $264,280,000 and $30,192,000 in fiscal 1998. (See Note 16 of Notes to Consolidated Financial Statements for further information regarding foreign and domestic operations.)

      Export revenue, primarily from sales of products and services to companies in Europe and Asia, amounted to approximately $93,911,000 (34%) in fiscal 2000 as compared to approximately $95,504,000 (37%) in fiscal 1999, and approximately $92,292,000 (33%) in fiscal 1998. Management believes that the Company’s export revenue is at least as profitable as its domestic revenue. The Company’s export revenue is primarily denominated in U.S. dollars.

      Management does not believe the Company’s foreign and export revenue is subject to significantly greater risks than its domestic revenue.

Item 2.  Properties

      Analogic’s principal executive offices and major manufacturing facility are located in a building, owned by the Company, which it constructed on its site in Peabody, Massachusetts. This facility consists of approximately 404,000 square feet of manufacturing, engineering, and office space. The Company owns approximately 65 acres of land at this location, which will accommodate future consolidation and expansion as required. The Company uses approximately 7 1/2 acres of this land for the Peabody Marriott Hotel which is owned by a wholly owned subsidiary of the Company and managed by the Marriott Corporation.

      The Company’s 81% owned subsidiary, Camtronics, owns a 40,000 square foot manufacturing and office building located on an eleven-acre site in Hartland, Wisconsin. Camtronics recently announced the construction of an addition to the existing building of 35,000 square feet. The new space will be available in the fourth quarter of fiscal 2001 and will enable the Company to consolidate and expand on its current site and eliminate approximately 18,000 square feet of lease obligations.

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      The Company leases a modern one-story brick building containing approximately 41,000 square feet of manufacturing, engineering and office space located in Wakefield, Massachusetts. This building is leased for a term expiring on July 31, 2003.

      The Company leases two modern adjacent brick and concrete block buildings in Danvers, Massachusetts. These two buildings total approximately 170,000 square feet of manufacturing, engineering and office space and are leased for a term expiring on July 31, 2001. A total of 155,000 square feet of these buildings has been sublet on a triple net basis, self-renewing lease to Siemens Medical Electronics, Inc. One of the subleases, for 65,000 sq. ft., will terminate on December 1, 2000. The other sublease will terminate on July 31, 2001.

      The Company leases approximately 30,200 square feet of manufacturing, engineering, and office space in Chelmsford, Massachusetts that is occupied by its wholly owned subsidiary, SKY Computers, Inc. The space is leased for a three-year term expiring May 31, 2002.

      The Company’s 100% owned subsidiary, B-K Medical Systems A/ S (B-K), leases a modern two-story building containing a total of approximately 54,000 square feet of manufacturing, engineering, and office space. The building is located in Gentofte, Denmark (a suburb of Copenhagen). The building is leased for a term of ten years commencing in June 1993. The lease may be cancelled by B-K with six months notice.

      The Company owns a modern two-story building containing approximately 49,000 square feet of manufacturing and office space in Peabody, Massachusetts, adjacent to the Company’s principal executive offices. This building is presently leased to an unrelated party for a term of five years expiring September 30, 2002. The lease has options to extend the term for two additional five year periods.

      In conjunction with the asset purchase of the Noranda Advanced Materials’ medical detectors and pure metals business, ANRAD assumed a lease for approximately 42,000 square feet of manufacturing, engineering and office space in St. Laurent, Quebec. ANRAD has sub-leased approximately 9,300 square feet to an unrelated third party for a term of five years expiring in June 2005. ANRAD’s lease expires on February 28, 2015.

      See Item 13 of this Report and Note 7 of Notes to Consolidated Financial Statements for further information concerning certain of the aforesaid leases.

      Analogic and its subsidiaries lease various other facilities used for sales and service purposes. The Company does not consider any of these leases to be material.

      Analogic owns substantially all of the machinery and equipment used in its business. Management considers that the Company’s plant and equipment are in good condition and are adequate for its current needs.

Item 3.  Legal Proceedings

      There are no material legal proceedings pending against the Company or its subsidiaries or of which any of their property is the subject.

Item 4.  Submission of Matters to a Vote of Security Holders

      None

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PART II

Item 5.  Market for the Registrant’s Common Equity and Related Stockholder Matters

      The Company’s Common Stock trades on the NASDAQ Stock Market under the symbol: ALOG. The following table sets forth the range of high and low prices for the Common Stock, as reported by NASDAQ during the quarterly periods indicated:

      As of August 31, 2000, there were approximately 855 holders of record of the Common Stock.

      Dividends of $.07 per share were declared for each of the quarters of fiscal 2000 and fiscal 1999. The policy of the Company is to retain sufficient earnings to provide funds for the operation and expansion of its business.

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Item 6.  Selected Financial Data

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Item 7.  Management’s Discussion and Analysis of Financial Conditions and Results of Operations

Results of Operations

  Fiscal 2000 Compared to Fiscal 1999

      Product, service, engineering, and licensing revenues for fiscal 2000 were $278,543,000 as compared to $260,945,000 for fiscal 1999, an increase of 7%. The increase of $17,598,000 was principally due to an increase in sales of Industrial Technology Products of $11,133,000, as a result of higher demand for the Company’s high frequency Automatic Test Equipment (ATE) boards and an increase in sales of $6,492,000 in the Signal Processing Technology Products primarily due to sales of EXACT (Explosive Assessment Computed Tomography) systems. Revenues of Medical Technology Products were level with the prior year. Other operating revenue of $13,038,000 and $12,015,000 represents revenue from the Hotel operation for fiscal 2000 and 1999, respectively. The increase of $1,023,000 in the hotel revenue was due to an increase in occupancy and room rates over the prior year.

      Interest and dividend income for fiscal 2000 was $6,038,000 as compared to $6,734,000 for fiscal 1999. The decrease of $696,000 was primarily due to interest earned from the City of Peabody on real estate tax abatement recorded in fiscal year 2000 of $282,000 versus $842,000 recorded in fiscal year 1999.

      Cost of sales compared to total net sales for fiscal 2000 and 1999 increased 3% to 63% from 60%. The increase was primarily due to reduction in selling prices and higher manufacturing costs. Operating costs associated with the Hotel for fiscal years 2000 and 1999 were $6,203,000 and $6,098,000, respectively.

      General and administrative expenses were $27,526,000 in the year ended July 31, 2000 compared to $21,230,000 in the year ended July 31, 1999. The increase of $6,296,000 was due primarily to additional expenses associated with our Canadian subsidiary, ANRAD, acquired in June 1999; increased personnel expenses; additions to the bad debt provision; and costs associated with a new Enterprise Resource Planning (ERP) system, partially offset by a decrease in staffing in the B-K subsidiary.

      Selling expenses were $26,207,000 in the year ended July 31, 2000 versus $25,735,000 in the year ended July 31, 1999. The increase of $472,000 was primarily due to increase in sales personnel, marketing programs, partially offset by reduced staffing in the B-K subsidiary.

      Research and product development expenses were $38,260,000 in the year ended July 31, 2000, compared to $39,598,000 in the year ended July 31, 1999. The decrease of $1,338,000 is fiscal year 2000 versus fiscal year 1999, was primarily due to higher capitalized software costs and lower expenses in the B-K subsidiary.

      Computer software costs of $2,972,000 and $2,462,000 were capitalized in fiscal 2000 and 1999, respectively. Amortization of capitalized software amounted to $1,778,000 and $1,977,000 in fiscal 2000 and 1999, respectively.

      A loss of foreign exchange for fiscal 2000 amounted to $159,000, compared to $59,000 loss for fiscal 1999, primarily from the Company’s B-K subsidiary.

      The amortization of excess of fair value of net assets over cost acquired from B-K was $113,000 each year for fiscal 2000 and 1999.

      The Company’s share of losses of a privately held company amounted to $2,225,000 and $4,780,000 in fiscal 2000 and fiscal 1999, respectively. (See Note 5 of Notes to Consolidated Financial Statements.)

      During fiscal 2000, the Company’s investment in Analogic Scientific was increased by $925,000 reflecting the Company’s share of Analogic Scientific’s profit. The company did not record any income or loss associated with this investment in fiscal 1999. (See Note 5 of Notes to the Consolidated Financial Statements.)

      In fiscal 2000, the Company received the final distribution of 1,771,802 shares of restricted securities in a publicly traded company from a limited partnership. At July 31, 2000, the Company recognized a loss of

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      Minority interest in the net income of the Company’s consolidated subsidiary, Camtronics, in fiscal 2000 amounted to $487,000 compared to $758,000 for fiscal 1999. During Fiscal Year 2000 the Founders and employees of Camtronics exercised their rights to sell their shares back to Camtronics. Subsequent to these transactions, the Company’s share in Camtronics increased to approximately 81%. (See Note 2 of Notes to Consolidated Financial Statements.)

      The effective tax rate increased from 20% to 31% in fiscal 2000 primarily as a result of net losses of foreign subsidiaries for which there were no tax benefits in fiscal 2000. Also, in fiscal 1999 the effective tax rate reflected the benefit of a reversal of prior year tax provisions.

      Net income for fiscal 2000 was $14,108,000, as compared to net income of $19,513,000 for the same period last year. Basic per-share earnings were $1.10 compared to $1.54 for fiscal 1999. Diluted per-share earnings were $1.10 compared to $1.53 for fiscal 1999.

  Fiscal 1999 Compared to Fiscal 1998

      Product, service, engineering, and licensing revenues for fiscal 1999 were $260,945,000 as compared to $276,562,000 for fiscal 1998, a decrease of 6%. The decrease of $15,617,000 was principally due to the completion of a foreign government contract with our Danish subsidiary as well as softness in the Asian and South American markets, which adversely impacted our OEM customers. Reduced demand for products for the Computer Telephony and Semiconductor industries contributed approximately $6,000,000 to the revenue shortfall. Partially offsetting these revenue declines were initial fourth quarter shipments of the EXACT system used for airport security. Other operating revenue of $12,015,000 and $12,036,000 represents revenue from the Hotel operation for fiscal 1999 and 1998, respectively.

      Interest and dividend income increased $860,000 primarily due to interest earned from the City of Peabody on a real estate tax abatement.

      The percentage of total cost of sales to total net sales for fiscal 1999 and 1998 was 60%. Operating costs associated with the Hotel for fiscal years 1999 and 1998 were $6,098,000 and $6,091,000, respectively.

      General and administrative and selling expenses increased $825,000 or 2%, primarily due to higher operating costs in the Company’s Danish subsidiary, partially offset by lower staffing requirements within the Company’s domestic operations. Research and product development expenses increased $3,421,000 primarily due to the expanding effort applicable to developing a new class of complex medical imaging systems.

      Computer Software costs of $2,462,000 and $1,658,000 were capitalized in fiscal 1999 and 1998, respectively. Amortization of capitalized software amounted to $1,977,000 and $2,406,000 in fiscal 1999 and 1998, respectively.

      A loss of foreign exchange for fiscal 1999 amounted to $59,000, compared to $4,000 loss for fiscal 1998, primarily from the Company’s subsidiary in Denmark.

      The amortization of excess of fair value of net assets over cost acquired from B-K was $113,000 and $335,000 in fiscal 1999 and 1998, respectively.

      The Company’s share of losses of a privately held company amount of $4,780,000 and $3,488,000 during fiscal 1999 and 1998, respectively. (See note 5 of Notes to Consolidated Financial Statements.)

      During fiscal 1998, the Company’s investment in Analogic Scientific was decreased by $575,000 reflecting the Company’s share of Analogic Scientific’s losses. The Company did not record any income or loss associated with this investment in 1999. (See Note 5 of Notes to Consolidated Financial Statements.)

      During fiscal 1998, the Company recorded a write down of $400,000, reflecting a partial impairment of its 19% investment in another privately held company. There were no adjustments in fiscal 1999.

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      During fiscal 1998, the Company sold 140,560 common shares of a publicly traded company, resulting in a gain of $997,000. (See Note 5 of Notes to Consolidated Statements.)

      Minority interest in the net income of the Company’s consolidated subsidiary, Camtronics, for fiscal 1999 amounted to $758,000 compared to $1,098,000 for fiscal 1998. During the fourth quarter of fiscal 1998, the Company purchased from one of the founders of Camtronics his entire equity interest in Camtronics for $1,600,000. After this transaction, the Company’s share in Camtronics increased to approximately 77% (See Note 2 of Notes to Consolidated Financial Statements.)

      The effective tax rate for fiscal 1999 was 20% vs. 32% for fiscal 1998. This decrease was due to the increased benefits of tax exempt interest, increased general business credits, the impact of the resolution of prior year tax audit and increased FSC (Foreign Sales Corporation) benefit.

      Net Income for fiscal 1999 was $19,513,000, as compared to net income of $23,888,000 for the same period last year. Basic per-share earnings were $1.54 down from $1.89. Diluted per-share earnings were $1.53 down from $1.87.

Financial Position

      The Company’s balance sheet at July 31, 2000, reflects a current ratio of 6.0 to 1, compared to 7.0 to 1 at July 31, 1999. Cash, cash equivalents and marketable securities, as well as accounts and notes receivable, constitute approximately 70% of current assets at July 31, 2000. Liquidity is sustained principally through funds provided from operations, with short-term time deposits and marketable securities available to provide additional sources of cash. The Company places its cash investments in high credit quality financial instruments and, by policy, limits the amount of credit exposure to any one financial institution. Management does not anticipate any difficulties in financing operations at anticipated levels. The Company’s debt to equity ratio was .20 to 1 at July 31, 2000 compared to .18 to 1 at July 31, 1999.

      The Company faces limited exposure to financial market risks, including adverse movements in foreign currency exchange rates and changes in interest rates. These exposures may change over time as business practices evolve and could have a material adverse impact on the Company’s financial results. The Company’s primary exposure has been related to local currency revenue and operating expenses in Europe.

      The carrying amounts reflected in the consolidated balance sheets of cash and cash equivalents, trade receivables, and trade payables approximate fair value at July 31, 2000 due to the short maturities of these instruments.

      The Company maintains a bond investment portfolio of various issuers, types, and maturities. The Company’s cash and investments include cash equivalents, which the Company considers to be investments purchased with original maturities of three months or less. Investments having original maturities in excess of three months are stated at amortized cost, which approximates fair value, and are classified as available for sale. A rise in interest rates could have an adverse impact on the fair value of the Company’s investment portfolio. The Company does not currently hedge these interest rate exposures.

      In fiscal 2000 funds provided from operations were $14,260,000. The major components of the $14,260,000 were net income of $14,108,000 and depreciation and amortization of $13,787,000 offset by increases in inventories of $9,903,000 and accounts, notes, and affiliates receivables of $6,924,000.

      The following investing activities resulted in a cash decrease of $12,030,000. During fiscal 2000, the Company invested an additional $3,068,000 in a privately held company, which funded research and development for the design and manufacture of medical imaging equipment. Capital expenditures for fiscal 2000 amounted to $12,998,000 and capitalized computer software costs were approximately $2,972,000. The Company also decreased its investment in marketable securities by $6,035,000, net of maturities.

      Financing activities resulted in a net cash reduction of $2,806,000 primarily due to dividends paid to shareholders of $3,590,000 and payments of debt and capital lease obligations of $987,000 partially offset by the proceeds from stock options exercised of $1,771,000.

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      Total investments in and advances to affiliated companies increased by $1,658,000. This increase was primarily due to an additional investment of $3,068,000 in a privately held company and $925,000 in the Company’s share of Analogic Scientific’s profits, partially offset by $2,225,000 in the Company’s share of equity losses from a privately held company.

      Notes Payable decreased by $1,075,000 to $5,639,000 at the end of fiscal 2000 primarily due to repayment of notes payable of $361,000 and obligations under capital leases of $714,000.

      Minority Interest in Consolidated Subsidiary decreased $318,000. This represents the minority interest in Camtronics.

      The Company’s three largest customers, each of which is a significant and valued customer, were Philips, General Electric and Toshiba, which accounted for approximately 16%, 10%, and 9%, respectively, of product, service, engineering, and licensing revenue for the fiscal year ended July 31, 2000. Loss of any one of these customers would have a material adverse effect upon the Company’s business.

      As part of a stock repurchase program authorized by the Board of Directors, the Company purchased 16,000 shares of common stock for its treasury during fiscal 1999 at an aggregate cost of $549,000. No shares were repurchased during fiscal 2000.

Impact of Inflation

      Overall, inflation has not had a material impact on the Company’s operations during the past three fiscal years.

Accounting Standards

      In June 1998, the Financial Accounting Standards Board, (“FASB”) issued Statement of Financial Accounting Standards (SFAS No. 133), “Accounting for Derivative Instruments and Hedging Activities.” The standard established accounting and reporting standards requiring the recognition of all derivative instruments as either assets or liabilities in the statement of financial position and the measure of those instruments at fair value. In June 1999, the FASB issued SFAS No. 137, which defers the effective date of SFAS No. 133 to fiscal years beginning after June 15, 2000. In June 2000, the FASB issued SFAS No. 138, which amends certain derivative instruments and certain hedging activities in SFAS No. 133. Because the company does not currently hold any derivative instruments and does not currently engage in hedging activities, we expect the adoption of SFAS No. 133 and SFAS No 138 will not have a material impact on our financial position or operating results.

      In December 1999, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 101 (“SAB 101”) “Revenue Recognition in Financial Statements,” as amended by SAB 101A and SAB No. 101B (“SAB 101”), which is effective no later than the quarter ending July 31, 2001. SAB 101 clarifies the Securities and Exchange Commission’s views regarding the recognition of revenue. The Company will adopt SAB 101 in the fourth quarter of 2001. The Company is currently evaluating the impact SAB 101 will have on the Company’s financial position and results of operations.

      In March 2000, the Financial Accounting Standards Board issued Interpretation No. 44, “Accounting for Certain Transactions Involving Stock Compensation — an interpretation of Accounting Principles Board (APB) Opinion No. 25” (FIN 44). FIN 44 clarifies the application of APB Opinion No. 25 including: the definition of an employee for purposes of applying APB Opinion No. 25, the criteria for determining whether a plan qualifies as a noncompensatory plan, the accounting consequence of various modifications to the terms of previously fixed stock options or awards, and the accounting for an exchange of stock compensation awards in a business combination. FIN 44 is effective July 1, 2000, but certain conclusions in FIN 44 cover specific events that occurred after either December 15, 1998 or January 12, 2000. The Company does not expect the application of FIN 44 to have a material impact on its results of operations or financial position.

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Year 2000 Update

      The Company has successfully implemented its new Enterprise Resource Planning (ERP) system during fiscal year 2000. Due to the size and complexity of the system, the company had anticipated and had experienced problems with the implementation. The Company has resolved these problems and the system is functioning as planned.

      The Company’s full cost to implement the ERP system, which included hardware, software, license and consulting costs and costs incurred by Company personnel dedicated to the project, was $8.5 million. The Company capitalized $6.3 million and expensed the remaining costs of $2.2. The total cost of the project was funded through operating cash flows. The Company believes that it did not spend significant funds in excess of the monies spent on the ERP system to become Year 2000 compliant.

Item 8.  Financial Statements and Supplementary Data

      The financial statements and supplementary data are listed under PART IV, Item 14 in this Report.

Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

      None

PART III

Item 10.   Directors and Executive Officers of the Registrant

      (a)  Directors

      (b)  Executive Officers

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      Each such officer is elected for a term continuing until the first meeting of the Board of Directors following the annual meeting of stockholders, and in the case of the President, Treasurer and Clerk, until their successors are chosen and qualified; provided that the Board may remove any officer with or without cause.

      (c)  Identification of certain significant employees:

           None

      (d)  Family relationships:

           None

      (e)  Business Experience:

      Bernard M. Gordon has been the Chairman of the Board of Directors of the Company since 1969 and, was President from 1980 to 1995.

      Thomas J. Miller, Jr. joined the Company as President and Chief Operating Office in October 1999. Mr. Miller was the President and CEO of Carl Zeiss, Inc. from 1997 to 1999. Prior to Carl Zeiss, Inc., Mr. Miller was Group Vice President, Imaging Systems, for Siemens Medical Systems, Inc. from 1995 to 1997.

      John J. Millerick joined the Company as Senior Vice President, Chief Financial Officer and Treasurer in January 2000. Mr. Millerick was previously Senior Vice President and Chief Financial Officer of CalComp Technology Inc. from 1996 to 1999. Prior to CalComp Technology Inc., Mr. Millerick was Vice President-Finance of Digital Equipment Corporation’s Personal Computer Unit from 1994 to 1995. Before joining Digital Equipment Corporation, Mr. Millerick served in several management positions at Wang Laboratories, leaving as Vice President-Corporate Controller and Acting Chief Financial Officer.

      Michael J. Magnifico joined the Company in November 1998 as Vice President of Manufacturing and was promoted to Vice President of Corporate Operations in November 1999. Mr. Magnifico was previously Senior Vice President of Operations for the Racal Data Group, a subsidiary of Racal Electronics, plc, from 1993 to 1997.

      Julian Soshnick joined the Company in October 1981 as General Counsel and has served as a Vice President since July 1982 and Clerk since 1988.

      John A. Tarello retired from Analogic in November 1999. Mr. Tarello was the Company’s Controller from May 1970 through July 1982, a Vice President of the Company from 1971 to 1980, a Senior Vice President since 1980, and Treasurer since 1985. He is also a director of Spire Corporation.

      M. Ross Brown retired from Analogic in November 1999. Mr. Brown joined the Company in August 1984 and was responsible for managing its manufacturing operations. He was elected a Vice President in October 1984.

      Edward F. Voboril has been President and CEO of Wilson Greatbatch Technologies of Clarence, New York since December 1990. He was elected Chairman of the Board in 1997.

      Dr. Gerald L. Wilson is the former Dean of the School of Engineering at Massachusetts Institute of Technology and the Vannevar Bush Professor of Engineering at the Massachusetts Institute of Technology. Dr. Wilson has served on MIT’s faculty since 1965 and currently serves as a Professor of Electrical and Mechanical Engineering. He is a trustee of NSTAR Corporation and a director of SATCON Corporation.

      Dr. Bruce W. Steinhauer became the President and Chief Executive Officer of the Regional Medical Center at Memphis in 1998. Prior to this position, he was the Chief Executive Officer of the Lahey-Hitchcock Clinic from 1992 to 1998. Prior to that he was Senior Vice President for Medical Affairs and Chairman of the Board of Governors for the Medical Group Practice of the Henry Ford Hospital form 1988 to 1992.

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      (f)  Involvement in certain legal proceedings:

           None

      (g)  Promoters and Control Persons:

           Inapplicable

      Compliance with Section 16(a) of the Exchange Act

      The Company is unaware of any failure to file on a timely basis any reports required by Section 16(a) of the Exchange Act by any “reporting person”, pursuant to Item 405 of Regulation S-K.

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Item 11.  Executive Compensation

Executive Compensation

SUMMARY COMPENSATION TABLE

      The following table sets forth certain compensation information for the Chief Executive Officer and each of the next four most highly compensated executive officers of the Company during the last fiscal year (“Named Officers”) for services rendered in all capacities for the last three fiscal years.

(1)	Mr. Miller joined the Company in October 1999.
(2)	Mr. Millerick joined the Company in January 2000.
(3)	Mr. Magnifico joined the Company in November 1998.
(A)	Represents stock grants under the Company’s Key Employee Stock Bonus Plan dated March 14, 1983, as amended and restated on January  27, 1988, pursuant to which Common Stock of the Company may be granted to key employees to encourage them to exert their best efforts on behalf of the Company. Each Recipient of the Common Stock pursuant to the Bonus Plan is required to execute a noncompetition agreement in a form satisfactory to the Company. The Bonus Plan is administered by a committee appointed by the Board of Directors consisting of the Chairman of the Board and three other Directors who are not eligible to participate in the Bonus Plan. Generally, the Common Stock granted pursuant to the Bonus Plan is not transferable for a period of three years from the date of the grant and is subject to a risk of forfeiture in the event that the recipient leaves the employ of the Company during this period for any reason. Generally, during the subsequent four-year period, the transfer restrictions will lapse with respect to 25% of the Common Stock for each year the recipient remains in the employ of the Company. Failure to remain in the Company’s employ during all of the subsequent four-year period will result in a forfeiture of shares as to which restrictions on disposition still exist. The Common Stock granted pursuant to the Bonus Plan is held in escrow by the Company until such restrictions on disposition lapse. However, while is escrow, the recipient has the right to vote such shares of Common Stock and to receive any cash dividends thereon. The Board of Directors, acting upon the recommendation of the

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	Stock Bonus Plan Committee, may at the time of grant designate a different schedule upon which the transfer restrictions lapse.
(B)	As of July 31, 2000, the following table reflects stock bonus awards for which transfer restrictions have not yet lapsed.

(C)	Represents options granted pursuant to the Key Employee Stock Option Plan dated June 11, 1998.
(D)	Represents car allowance and Company’s Profit Sharing distribution for all Officers listed. In addition, includes relocation assistance for Mr. Miller in fiscal 2000 and Mr.  Magnifico in fiscal 1999.

Stock Option Grants in Last Fiscal Year

      Mr. Millerick was awarded 20,000 stock options in fiscal 2000 under the 1998 Key Employee Stock Option Plans. No other officers were awarded stock options.

Stock Option Exercises in Last Fiscal Year and Fiscal Year-End Option Values

      The following table indicates (i) stock options exercised by the Named Officers during the last fiscal year; (ii) the number of shares subject to exercisable (vested) and unexercisable (unvested) stock options as of July 31, 2000; and (iii) the fiscal year-end value of “in-the-money” unexercised options.

(B)	“In-the-money” options are options whose exercise price was less than the market price of Common Share at July 31, 2000.

Compensation of Directors

      Each director who is not an employee of the Company is entitled to an annual fee of $10,000 plus a fee of $1,000 per meeting for each of the first four meetings of the Board or any Board Committee attended by him, together with reimbursement of travel expenses under certain circumstances.

      In February 1988, the Board of Directors adopted and stockholders approved at the January 1989 Annual Meeting of Stockholders, the 1988 Non-Qualified Stock Option Plan for Non-Employee Directors (the “1988 Plan”). Pursuant to the 1988 Plan, options to purchase 50,000 shares of common stock may be granted only to directors of the Company or any subsidiary who are not otherwise employees of the Company or any subsidiary. The exercise price of options granted under the 1988 Plan is the fair market value of the Common Stock on the date of grant. The 1988 Plan provides that each Non-Employee director as of the date on which the Board of Directors adopted the 1988 Plan shall be granted an option to acquire 5,000 shares. Each new Non-Employee director who is subsequently elected to the Board of Directors shall be granted an option to

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      In June 1996, the Board of Director’s adopted and stockholders approved at the January 1997 Annual Meeting of Stockholders, the 1997 Non-Qualified Stock Option Plan for Non-Employee Directors (the “1997 Plan”). Pursuant to the 1997 Plan, options to purchase 50,000 shares of common stock may be granted only to directors of the Company or any subsidiary who are not otherwise employees of the Company and any subsidiary. The exercise price of options granted under the 1997 Plan is the fair market value of the Common Stock on the date of grant. The 1997 Plan provides each new Non-Employee Director who is elected to the Board shall be granted an option to acquire 5,000 shares, effective as of the date he or she is first elected to the Board; provided, however, that upon such first election, a new Non-Employee Director shall not receive a grant under both this Plan and the 1988 Plan.

      The Board of Directors shall determine under which Plans grants shall be made. Every four (4) years from the date on which a Non-Employee Director was last granted a Non-Employee Director option, whether under either Plan, that Non-Employee Director shall be granted an option to acquire 5,000 shares, effective as of the date of that fourth anniversary.

      Options granted under the both Plans are exercisable for a nine-year period commencing one year after the date of grant. During that exercise period, subject to the occurrence of certain events, options may be exercised only to the extent 33 1/3% of the number of shares covered by the option one or more years after the date of grant, (b) 66 2/3% of the number of shares subject to the option two or more years after the date of grant, and (c) 100% of the number of shares subject to the option three or more years after the date of grant.

      The 1988 and 1997 Plans are administered by members of the Company’s Board of Directors. There were options granted pursuant to the 1997 Plan as of July 31, 2000.

      The following tables set forth options granted pursuant to the 1988 and 1997 plans as of July 31, 2000:

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Item 12.  Security Ownership of Certain Beneficial Owners and Management

      (a)  The following table sets forth information as to all persons (including any “group”, as defined in section 13(d)(3) of the Exchange Act) known by the Company to have owned beneficially 5% or more of its Common Stock, $.05 par value, as of August 31, 2000:

      (b)  The following table sets forth information as to ownership of the Company’s Common Stock, $.05 par value, by its directors and by all directors and executive officers as a group, as of August 31 2000:

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	power to vote or dispose of the shares held by the Trust. Upon the death of Mr. Gordon, all of the assets of the Trust, in general, will be distributed to the Gordon Foundation, a Section 501(c)(3) trust formed by Mr. Gordon with its principal office located at 8  Centennial Drive, Peabody, Massachusetts.

	The total shares reported above includes 12,900 shares owned by the Gordon Foundation.

(4)	These amounts include certain shares deemed beneficially owned under Exchange Act Rule 13d-3(d)(1).

Item 13.  Certain Relationships and Related Transactions

      (a)  Mr. Bernard M. Gordon owns a 48% interest and Mr. Bernard L. Friedman, the Company’s former Vice Chairman of the Board (Mr. Friedman resigned on July 31, 1993), owns a 52% interest in a limited partnership (Audubon Realty), which owns the Danvers, Massachusetts facilities leased by the Company for a term to July 31, 2001. These facilities include a 50,000 square foot building completed in 1978; a 40,000 square foot addition to that building, completed in 1982; and an 80,000 square foot building which the Company moved into during 1980. The fixed annual rent on the entire 170,000 square feet was increased from $1,164,000 to $1,219,000 effective March 1, 1998, and shall be adjusted as of March 1 every third year to reflect increases in the cost of living. A total of 155,000 square feet of the facilities are sublet to Siemens Medical Electronics, Inc. under two subleases for terms which will end on December 1, 2000 and July 31, 2001, respectively.

      Mr. Gordon owns a 48% interest and Mr. Friedman owns a 52% interest in a limited partnership which owns the facility located at 360 Audubon Road, Wakefield, Massachusetts, which is leased by the Company for a term to July 31, 2003. This facility has been utilized by the Company for manufacturing and office space since May 1, 1981. The fixed annual rent for this facility was increased from $333,000 to $357,000 effective May 1, 1999, and shall be adjusted as of May 1 every third year to reflect increases in the cost of living.

      All of the foregoing rents are on a net lease basis, and accordingly the Company pays, in addition to the above rental payments, all taxes, maintenance, insurance, and other costs relating to the leased premises.

      The terms of the several lease agreements, at the time they were executed, were at least as favorable as those that could have been obtained from unaffiliated third parties. Prior to execution of each such lease, two independent appraisals were obtained in order to establish the fair market rate for subject premises. A rent, in each case discounted below the fair market rate established by the appraisals, was then agreed upon by the parties.

      The leases each incorporated periodic rent escalation clauses, based upon the CPI. At the present time, the rents that the Company is paying under the several leases reflect fair rental value for the properties.

      See Item 2 of this Report for information as to the character of the leased premises, and Note 7 of Notes to Consolidated Financial Statements for further information as to the leases.

      (b)  Certain Business Relationships:

           None

      (c)  Indebtedness of Management:

           None

      (d)  Transactions with Promoters:

           None

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PART IV

Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

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SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ANALOGIC CORPORATION

Date: October 19, 2000

	By	/s/ BERNARD M. GORDON

	Bernard M. Gordon
	Chairman of the Board and
	Chief Executive Officer

      Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

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To the Board of Directors and

      In our opinion, the consolidated financial statements listed in the index appearing under Item 14(a)(1) on page 22 present fairly, in all material respects, the financial position of Analogic Corporation and its subsidiaries at July 31, 2000 and 1999, and the results of their operations and their cash flows for each of the three years in the period ended July 31, 2000, in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedule listed in the index appearing under Item 14(a)(2) on page 22, presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. These financial statements and financial statement schedule are the responsibility of the Company’s management; our responsibility is to express an opinion on these financial statements and the financial statement schedule based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

	/s/ PRICEWATERHOUSECOOPERS LLP

PricewaterhouseCoopers LLP

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ANALOGIC CORPORATION AND SUBSIDIARIES

The accompanying notes are an integral part of these financial statements.

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ANALOGIC CORPORATION AND SUBSIDIARIES

The accompanying notes are an integral part of these financial statements.

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ANALOGIC CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

[Additional columns below]

[Continued from above table, first column(s) repeated]

												Accumulated
												Other				Total
				Unearned				Retained				Comprehensive				Stockholders’
				Compensation				Earnings				Income				Equity
				(000 omitted, except share data)
Balance, July 31, 1997				$	(1,710	)		$	220,343			$	96			$	228,216
Shares issued for employee stock options, grants, and stock purchase plan, net of cancellations and income tax benefit					70												1,119
Amortization of unearned compensation					538												538
Dividends paid ($0.23 per share)									(2,902	)							(2,902	)
Other																	209
Comprehensive Income:
	Net income for the year								23,888								23,888
		Translation adjustments											244				244
		Unrealized holding gains and losses											(57	)			(57	)
		Comprehensive Income															24,075
Balance, July 31, 1998				$	(1,102	)		$	241,329			$	283			$	251,255
Shares issued for employee stock options, grants, and stock purchase plan, net of cancellations and income tax benefit					(730	)											1,278
Purchases of treasury stock																	(549	)
Amortization of unearned compensation					527												527
Dividends paid ($0.27 per share)									(3,425	)							(3,425	)
Other																	108
Comprehensive Income:
	Net income for the year								19,513								19,513
		Translation adjustments											(250	)			(250	)
		Unrealized holding gains and losses											(1,056	)			(1,056	)
		Comprehensive Income															18,207
Balance, July 31, 1999				$	(1,305	)		$	257,417			$	(1,023	)		$	267,401
Shares issued for employee stock options, grants, and stock purchase plan, net of cancellations and income tax benefit					(2,120	)											2,031
Amortization of unearned compensation					644												644
Dividends paid ($0.28 per share)									(3,590	)							(3,590	)
Other																	70
Comprehensive Income:
	Net income for the year								14,108								14,108
		Translation adjustments											(309	)			(309	)
		Net of tax of $1,265
		Unrealized holding gains and losses											(786	)			(786	)
		Net of tax of $122
		Comprehensive Income:															13,013
Balance, July 31, 2000				$	(2,781	)		$	267,935			$	(2,118	)		$	279,569