-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 WOvWV5aHWpLKZ+zkjeJJB5LMhLpw/r+ITgniFIjNGKowzHxteK/DX6XcOmfXWM4g
 sF6O5BRD3d543jwJRK9NPg==

<SEC-DOCUMENT>0000022701-04-000035.txt : 20040805
<SEC-HEADER>0000022701-04-000035.hdr.sgml : 20040805
<ACCEPTANCE-DATETIME>20040805143808
ACCESSION NUMBER:		0000022701-04-000035
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20040630
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20040805

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			COMMUNICATIONS SYSTEMS INC
		CENTRAL INDEX KEY:			0000022701
		STANDARD INDUSTRIAL CLASSIFICATION:	TELEPHONE & TELEGRAPH APPARATUS [3661]
		IRS NUMBER:				410957999
		STATE OF INCORPORATION:			MN
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-31588
		FILM NUMBER:		04954425

	BUSINESS ADDRESS:	
		STREET 1:		213 S MAIN ST
		CITY:			HECTOR
		STATE:			MN
		ZIP:			55342
		BUSINESS PHONE:		3208486231

	MAIL ADDRESS:	
		STREET 1:		213 MAIN STREET
		STREET 2:		P O BOX 777
		CITY:			HECTOR
		STATE:			MN
		ZIP:			55342
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>csi8k2q04.txt
<DESCRIPTION>CSI EARNINGS RELEASE (2ND QTR 2004)
<TEXT>
- --------------------------------------------------------------------------------
                               UNITED STATES
                     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)    August 4, 2004

                          Communications Systems, Inc.
  ------------------------------------------------------------------------
           (Exact name of Registrant as specified in its charter)




               Minnesota          001-31588         41-0957999
         --------------------- ---------------- ------------------
            (State or other      (Commission      (IRS Employer
             jurisdiction       File Number)      Identification
           of incorporation)                           No.)






                    213 South Main Street
                    Hector, Minnesota            55342
                 --------------------------  --------------
                    (Address of principal      (Zip Code)
                     executive offices)



Registrant's telephone number, including area code (320) 848-6231
<PAGE>

Items 1-6 and 8-11 are not applicable and therefore omitted.

Item 7. Financial Statements and Exhibits.

(c) Exhibits

The following information is furnished as an exhibit to this Current Report:

Exhibit No.  Description of Exhibit
- -----------  -----------------------------------
99           Press release issued August 4, 2004

Item 12. Disclosure of Results of Operations and Financial Condition.

          On August 4, 2004, Communications Systems, Inc. (the "Company")
reported its financial results for its second fiscal quarter ended
June 30, 2004.  The  Company's  press  release is  furnished  as Exhibit 99 and
incorporated by reference in this Current Report on Form 8-K.

                                     2

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, thereunto duly authorized.




                             Communications Systems, Inc.

Date: August 5,2004           By    /s/ Paul N. Hanson
                                -------------------------------------------
                                   Paul N. Hanson
                                   Vice President and Chief Financial
                                   Officer

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>csiex992q04.txt
<DESCRIPTION>CSI PRESS RELEASE - 2Q 2004 EARNINGS
<TEXT>
Exhibit 99 - Press Release dated August 4, 2004.

                        Communications Systems Announces
                 Improved Second Quarter 2004 Operating Results.

Hector, MN ---- August 4, 2004----- Communications Systems, Inc. (AMEX: JCS)
today reported net income of $990,000 or $0.12 per diluted share for the second
quarter ended June 30, 2004 compared to net income of $628,000 or $0.08 per
diluted share for the second quarter of 2003. Second quarter 2004 revenues
totaled $27,133,000 compared to revenues of $24,869,000 in the second quarter of
2003.

Six-month revenues through June 30, 2004 were $52,382,000 compared to
$51,444,000 in the same period in 2003. Net income for the six months ended June
30, 2004 was $1,714,000 or $.21 per diluted share compared to a net income of
$1,351,000 or $.17 per diluted share through six months in 2003. The 2004
six-month revenues include $868,000 in sales contributed from the Image Systems
business unit, which was acquired in March 2004.

The company's Hector, MN based business unit, which manufactures and distributes
telecommunications connection products and filtering devices for voice, data and
video applications continues to report increased revenues and profits in the
second quarter and first six months of 2004. Second quarter 2004 revenues
totaled $9,417,000 compared to $7,297,000 in the second quarter of 2003.
Operating income was $878,000 in the second quarter of 2004 compared to $222,000
in the second quarter of 2003. Six month 2004 revenues totaled $18,727,000
compared to $15,439,000 in the same period of 2003. Six month operating income
was $1,769,000 compared to $485,000 in the same period of 2003.

Media conversion and network switch segment revenues for the second quarter of
2004 remained strong with revenues of $12,971,000 compared to $12,336,000 in the
same period of 2003. Six month revenues in 2004 for this segment were
$25,197,000 compared to $24,718,000 in 2003. Operating income for the second
quarter of 2004 was $945,000 compared to $846,000 in the second quarter 2003.
Six month operating income in 2004 for this business segment was $1,960,000
compared to $1,996,000 in 2003.

The company's United Kingdom based business unit reported second quarter 2004
revenues of $1,831,000 compared to $1,731,000 in the second quarter in 2003.
Revenues in the first six months of 2004 were $4,573,000 compared to $3,287,000
in the same period of 2003. This segment had an operating loss of $147,000 in
the second quarter of 2004 compared to an operating loss of $269,000 in the same
period in 2003. The six month operating loss in 2004 was $129,000 compared to an
operating loss of $680,000 in the same period of 2003.

The company's education consulting segment reported second quarter 2004 revenues
of $2,048,000 compared to $3,520,000 in the second quarter of 2003. Six month
2004 revenues were $3,018,000 compared to $7,997,000 in the first six months of
2003. Operating income in the second quarter of 2004 was $562,000 compared to
operating income of $505,000 in the second quarter of 2003. Six month operating
income in 2004 was $211,000 compared to $1,064,000 in the same period of 2003.

Jeffrey K. Berg, President and COO commented, " Our core businesses have shown
growth in our focused areas of DSL and structured broadband markets. New and
competitive products have been well received by our customers, which has created
profitable growth. We are also pleased with our efforts at expense and inventory
reduction which continue to have a positive effect on CSI's results."

Curtis A Sampson, Chairman and CEO said, " Our planned investment in the media
conversion and network switching business units has and will continue to show
growth in these markets. Also, CSI continues to generate positive cash flow and
maintain our strong financial position. Total cash and cash equivalents
increased by $14,556,000 to over $20,530,000 at June 30, 2004 compared to June
30, 2003. CSI's current ratio is 6.0 to 1 and the company has no third-party
debt."
<PAGE>

About Communications Systems
Communications Systems, Inc. provides physical connectivity infrastructure and
services for cost-effective broadband solutions and is a leading supplier of
voice-grade connecting devices and wiring systems. CSI serves the broadband
network market as the world's leading supplier of media conversion technology,
which permits networks to deploy fiber optic technology, while retaining the
copper-based infrastructure already embedded in the network. In addition, CSI
supplies copper wire and fiber optic structured wiring systems for broadband
networks, as well as line filters for digital subscriber line service. CSI also
provides network design, training and management services.

Cautionary Statement: From time to time, in reports filed with the Securities
and Exchange Commission, in press releases, and in other communications to
shareholders or the investing public, the Company may make forward-looking
statements concerning possible or anticipated future financial performance,
business activities or plans which are typically preceded by the words
"believes," "expects," "anticipates," "intends" or similar expressions. For such
forward-looking statements, the Company claims the protection of the safe harbor
for forward-looking statements contained in federal securities laws.
Shareholders and the investing public should understand that such
forward-looking statements are subject to risks and uncertainties which could
cause actual performance, activities or plans to differ significantly from those
indicated in the forward-looking statements.

                                                   Three Months Ended June 30
                                                     2004               2003
                                               -------------       -------------
Revenues                                       $  27,133,140       $  24,868,683
Gross Margin                                       9,070,581           7,414,651
Operating Income                                   1,601,721             746,045
Income Before Income Taxes                         1,609,808             998,202
Income Taxes                                         620,000             370,000
Net Income                                           989,808             628,202
Basic Net Income Per Share                     $         .12       $         .08
Diluted Net Income Per Share                   $         .12       $         .08

Average Shares Outstanding:
  Average Common Shares Outstanding                8,232,791           8,161,216
  Dilutive Effect of Stock Options Outstanding        39,191              15,593
                                               -------------       -------------
                                                   8,271,982           8,176,809
                                               =============       =============

                                                    Six Months Ended June 30
                                                     2004               2003
                                               -------------       -------------
Revenues                                       $  52,382,304       $ 51,443,833
Gross Margin                                      17,007,374          14,820,440
Operating Income                                   2,722,633           1,929,943
Income Before Income Taxes                         2,764,225           2,171,273
Income Taxes                                       1,050,000             820,000
Net Income                                         1,714,225           1,351,273
Basic Net Income Per Share                     $         .21       $         .17
Diluted Net Income Per Share                   $         .21       $         .17

Average Shares Outstanding:
  Average Common Shares Outstanding                8,221,983           8,160,931
  Dilutive Effect of Stock Options Outstanding        45,224              13,475
                                               -------------       -------------
                                                   8,267,207           8,174,406
                                               =============       =============


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
