Kornberg Fred · SC 13D/A · Comtech Telecommunications Corp/DE · On 8/20/02

Filed On 8/20/02 3:42pm ET   ·   SEC File 5-14443   ·   Accession Number 1169232-2-1165

Amendment to General Statement of Beneficial Ownership   ·   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to General Statement of Beneficial           4     16K 
                          Ownership                                              

Document Table of Contents

SC 13D/A
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 25049

SCHEDULE 13D/A

 Under the Securities Exchange Act of 1934
(Amendment No. 6)*

Comtech Telecommunications Corp.
(Name of Issuer)

Common Stock, par value $.10 per share
(Title of Class of Securities)

 205826209
(CUSIP Number)

Gail Segui
 105 Baylis Road
Melville, NY 11747
(631) 777-8900

(Name, Address and Telephone Number of Person Authorized to Received Notices
 and Communications)

 August 07, 2001

 (Date of Event which Requires Filing of this Statement)

    If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing  
this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),   
check the following box |_|.                                                    

NOTE: Schedules filed in paper format shall include a signed original and five  
copies of the schedule, including all exhibits. See Section 240.13d-7(b) for    
other parties to whom copies are to be sent.                                    

*The remainder of this cover page shall be filled out for a reporting person's  
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter           
disclosures provided in a prior cover page.                                     

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of   
1934 ("Act") or otherwise subject to the liabilities of that section of the Act 
but shall be subject to all other provisions of the Act (however, see the       
Notes).                                                                         

SC 13D/A
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SCHEDULE 13D/A

CUSIP No. 205826209                                                             

1)    NAMES OF REPORTING PERSONS                                                
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)         

Fred Kornberg 094-28-8929                           

2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE                     
INSTRUCTIONS)              (a)                                      
---     
(b)           
---     

3)    SEC USE ONLY                                                              

4)    SOURCE OF FUNDS (SEE INSTRUCTIONS)                                        
PF                                                                  

5)    CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS    
2(d) or 2(e)                                                        

6)    CITIZENSHIP OR PLACE OF ORGANIZATION                                      
U.S.                                                                

NUMBER OF         7)    SOLE VOTING POWER                           
      SHARES                  435,500 (Includes right to acquire 135,500 shares)
BENEFICIALLY      8)    SHARED VOTING POWER                         
OWNED BY                None                                        
EACH              9)    SOLE DISPOSITIVE POWER                      
      REPORTING               435,500 (Includes right to acquire 135,500 shares)
PERSON WITH      10)    SHARED DISPOSITIVE POWER                    
None                

11)   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON              
      435,500 (Includes right to acquire 135,500 shares; including 37,500 shares
subject to options vesting in 2008.)              

12)   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE    
INSTRUCTIONS)                                                       
                 [x]
     Excludes 3,000 shares held in a trust for which Mr. Kornberg is a trustee
      and has a 1% ownership in and for which he disclaims beneficial ownership.

13)   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                        
5.7%                                                  

14)   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)                               

IN                                                  

SC 13D/A
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 Amendment No. 6
to
Schedule 13D

    The information provided below represents amendments or additions to the
information provided in the Schedule 13D and amendments previously filed by Mr. 
Kornberg. The purpose of this Amendment No. 6 is to report the acquisition of   
additional shares by Mr. Kornberg and the beneficial ownership of certain       
additional shares of common stock through the grant of stock options. (See      
exhibit filed.)                                                                 

Item 3. Source and Amount of Funds or Other Consideration                       

  The aggregate purchase price for the 34,500 shares, the acquisition of
which is reported in this Amendment No. 6 was $103,500. The source of the       
purchase price was the personal funds of Mr. Kornberg.                          

Item 4.  Purpose of Transaction                                                 
Hold acquired shares for investment purposes.                 

Item 5.  Interest in Securities of the Issuer.                                  

(a)      See Page 2 of cover page                                               
(b)      See Page 2 of cover page                                               
(c)      See Schedule 1                                                         

 SIGNATURE

  After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and  
correct.                                                                        

 /s/ Fred Kornberg
                 -------------------------
     Fred Kornberg

Date: August 20, 2002                                                           

SC 13D/A
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                                                                      Schedule 1

Transactions referred to in this Amendment No. 6                                
-------------------------------------------------                               

Share Purchases                                                                 

--------------------------------------------------------------------------------
Date                   # of shares               Price per share     Total Cost 
--------------------------------------------------------------------------------
12/12/01                     5,000     (1)                 3.000         15,000 
01/28/02                     7,000     (1)                 3.000         21,000 
02/28/02                     5,000     (1)                 3.000         15,000 
03/31/02                     5,000     (1)                 3.000         15,000 
06/26/02                     5,000     (1)                 3.000         15,000 
07/31/02                     7,500     (1)                 3.000         22,500 
--------------------------------------------------------------------------------
Total:                      34,500                                      103,500 
--------------------------------------------------------------------------------

(1)   This transaction was the exercise of Incentive Stock Options that had been
previously granted to Mr. Kornberg.                                 

Stock Option Grant                                                              

Mr. Kornberg has been granted Stock Options under Comtech Telecommunications    
Corporation Incentive Stock Option plans as shown in the table below. These     
options are subject to certain terms and agreements and vesting schedules.      

--------------------------------------------------------------------------------
Date of Grant          # of shares                Exercise Price            Date
                                                                     Exercisable
--------------------------------------------------------------------------------
08/07/01                    30,000     (1)                14.250             (2)
08/06/02                    70,000     (1)                 8.060             (2)

(1)   Comtech Telecommunications Corp. 2000 Stock Incentive Plan                

(2)   Exercisable at the rate of 20 percent per year commencing one year from   
date of grant.                                                      

Dates Referenced Herein   and   Documents Incorporated By Reference

				Referenced-On Page
This SC 13D/A Filing		Date		First		Last			Other Filings
		8/7/01		1
Filed On / Filed As Of		8/20/02		3
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