
<PAGE>   1
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                                    FORM 10-K

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                 ---------------

              [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
             THE SECURITIES AND EXCHANGE ACT OF 1934 [FEE REQUIRED]

                    FOR THE FISCAL YEAR ENDED: MARCH 31, 1996

                                       OR

            [ ] 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: 0-14161

                                 ---------------

                           ANALYSIS & TECHNOLOGY, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

              CONNECTICUT                                   95-2579365
    (STATE OR OTHER JURISDICTION OF                      (I.R.S. EMPLOYER
     INCORPORATION OR ORGANIZATION)                    IDENTIFICATION NO.)

                ROUTE 2
              P.O. BOX 220
     NORTH STONINGTON, CONNECTICUT                            06359
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                    (ZIP CODE)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (860) 599-3910

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: COMMON STOCK, NO 
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 (Section 229.405 of this chapter) 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. [ ] [Added in Release No.
34-28869 (Paragraph 84,709), effective May 1, 1991, 56 F.R. 7242.]

         The aggregate market value of the common stock held by shareholders
considered by the registrant for this purpose to be non-affiliates of the
registrant on June 19, 1996 was approximately $29,811,898, based upon the last
reported sales price of the common stock on the NASDAQ National Market System on
that date.

         Number of shares of common stock, no par value, outstanding at June 19,
1996: 2,342,317
                       DOCUMENTS INCORPORATED BY REFERENCE

         The following documents are hereby incorporated herein by reference:

         Certain information in Parts I and II of the Form 10-K is incorporated
by reference from the registrant's 1996 Annual Report to Shareholders.

         Certain information in Part III of the Form 10-K is incorporated by
reference from the registrant's Proxy Statement for the 1996 Annual Meeting of
Shareholders to be held on August 13, 1996.

================================================================================

<PAGE>   2
                                     PART I

ITEM 1.  BUSINESS.

General

         Analysis & Technology, Inc. ("A&T") was incorporated in Connecticut in
1969. A&T initially provided tactical analysis to the Office of Naval Research
and sonar analysis to the Naval Underwater Systems Center, now known as the
Naval Undersea Warfare Center. During the past twenty-seven years, A&T and its
subsidiaries ("the Company") have expanded the Company's business to provide
engineering services, interactive multimedia training systems, and information
technology services for the military, civil government agencies, and private
industry.

         The Company is implementing a strategic plan to continue building its
business with the Department of Defense (DOD) while transferring its expertise
in interactive multimedia training systems and information technologies to
additional government and commercial markets. In recent years, the Company has
created several new business units through internal development and acquisition
in connection with the implementation of this strategic plan, and may create or
acquire additional business units in the future.

         A&T has the following wholly owned subsidiaries:

         -  Applied Science Associates, Inc. ("ASA"), which designs and
            implements training programs for private industry and government;

         -  Integrated Performance Decisions, Inc. ("IPD"), which develops and
            implements performance decision software products for U.S. Navy (the
            "Navy") customers and provides software and information technology
            products and services for commercial customers. In fiscal 1995, IPD
            formed a Canadian subsidiary, Numerical Decisions Group Inc., to
            perform similar work, primarily for the Canadian Government; and

         -  Analysis & Technology Australia Pty. Ltd. and Analysis & Technology
            International Corporation, each of which provides training systems
            to international markets;


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                                                                               2


         -  Prism-Dae, Inc. and Continental Dynamics, Inc. ("CDI") which are
            companies that held contracts with the Federal Office of Personnel
            Management for services in government training and information
            resource management. These contracts have been transferred to A&T
            and the companies are in the process of being dissolved.

         The corporate office of the Company is located in North Stonington,
Connecticut. The Company presently employs 1,371 full-time employees at 25
offices in 12 states, Australia and Canada.

         In February 1986, the Company conducted an underwritten public offering
of its common shares. Since that time, the Company's stock has traded on the
NASDAQ National Market under the symbol AATI.

Products and Services

         The Company provides professional and technical services to commercial
and government clients. The three main categories of the Company's business are:
engineering services, interactive multimedia training systems, and information
technology. Although separately described below, these categories overlap and
should not be considered separate and distinct areas of business. During the
past year, the Company reorganized its operations along product lines. The
descriptions set forth below reflect that reorganization.

ENGINEERING SERVICES

         The Company provides engineering services primarily for the Navy and,
to a lesser extent, for other military and government agency customers. The
Company's engineering services are provided in the general areas of engineering
technologies and system technologies. Each area is described below.
<PAGE>   4
                                                                               3

         Engineering Technologies

                  The Company provides design, analytical and experimental
         studies in several engineering technology areas. These are performed
         primarily for the Navy and to a lesser extent for commercial customers.

                  Company engineers and scientists support the Navy in
         engineering technologies related to the development of submarines and
         surface ships. The Company provides services in acoustics, applied
         mechanics, and naval architecture. In acoustics, the company provides
         the full spectrum of noise control engineering, structural acoustic
         analysis, and experimental acoustics support. Applied mechanics
         engineers design, analyze, and test a wide variety of structures and
         equipment in a multitude of dynamic environments with particular
         emphasis on ship survivability. The company's naval architects offer
         professional naval architecture and marine engineering services for the
         complete range of ships, submarines and submersibles, advanced marine
         vehicles, small craft, and yachts. They also develop and market naval
         architectural software packages, as well as custom software
         applications for the commercial marine field.

                  Company engineers design, develop, implement, and analyze
         signal processing algorithms related to submarine and surface ship
         combat systems. The algorithms are developed to estimate target range,
         bearing, course, speed, and depth, as well as other variables such as
         frequency of the acoustic signal. Company engineers also develop,
         implement, and verify digital signal processing systems for both
         military and commercial customers. The work involves active and passive
         processing systems, custom high-speed spectrum analyzers and other
         software systems for commercial off-the-shelf (COTS) hardware. Company
         software and hardware engineers provide complex electromechanical
         systems from research and development through installation and testing
         for both military and commercial customers.

         System Technologies

                  The primary areas of emphasis within system technologies
         include requirements analysis, systems engineering and integration,
         test and evaluation, training and documentation, and in-service
         engineering support.
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                                                                               4

                  Requirements analysis includes assessment of mission
         requirements, systems performance criteria, specifications review and
         development, and trade-off analysis to determine cost versus
         performance benefits.

                  Systems engineering and integration tasks typically include
         systems design; prototype development, including modeling and
         simulation; acquisition support; reliability, maintainability, and
         availability trade-offs; hardware and software systems development to
         support combat systems operability; and new technology planning and
         implementation.

                  As a part of test and evaluation, Company engineers and
         analysts are involved in the design and development of laboratory and
         at-sea test procedures to assess functional and operational performance
         at the hardware, software, and integrated systems level. Duties include
         dockside and at-sea test conduct, data acquisition, and performance
         analysis of test data.

                  In-service engineering support addresses the life cycle
         maintenance and support of deployed systems. Company engineers and
         technicians are involved in equipment installation and check-out;
         configuration management; integrated logistics support; system upgrades
         and modifications; systems grooming, repair, rebuilding and
         refurbishing at-sea, dockside, and at company facilities.

                  Company instructional designers and engineers support a broad
         range of military training needs including training requirements
         analysis and curricula development for enlisted and officer personnel
         addressing maintenance, operability and tactics; training conduct
         ashore and at-sea; and personnel performance evaluation and analysis.

                  Closely aligned to the Company's training tasks is the
         development and revision of tactical documentation for the Navy's
         submarine, surface ship, and air commands. Much of this work involves
         planning and evaluating exercises at sea; deriving information on
         system, platform, and battle group performance; and incorporating this
         information into applicable tactical doctrine.

                  In response to acquisition reform initiatives within the DOD,
         Company engineers are involved in incorporating COTS technology into
         naval systems.
<PAGE>   6
                                                                               5

         These efforts include COTS software applications development, hardware
         fabrication, and prototype, pre-production, and limited production
         custom product development to support rapid COTS systems introduction
         to the fleet.

INTERACTIVE MULTIMEDIA TRAINING SYSTEMS

         The Company employs interactive multimedia technology in designing,
developing, and implementing instructional training and delivery systems, and
performance support systems for defense, civil government, and commercial
customers. Interactive multimedia technology is computer-based and includes
computer-generated graphics and animation, full motion video and high-fidelity
audio.

         Instructional training and delivery systems employ interactive
multimedia technology in a stand-alone, networked, or embedded systems
environment. These systems allow students to proceed at their own pace, at their
own work site and, in general, achieve training objectives more quickly than
with non-interactive forms of training. The Company develops applications
software, computer-based networks, and enterprise-wide data bases to meet
customer training objectives using the combined talents of it's instructional
designers, courseware application development programmers and software/systems
engineers.

         Performance support systems employ interactive multimedia technology
including interactive electronic documentation to provide job aids, just-in-time
training, and on-line reference materials for engineering design, equipment
maintenance, and systems operability support. Company training specialists and
engineers design, develop, and implement performance support systems for both
commercial and military applications in order to improve productivity and
leverage work experience and system knowledge across the workforce.

         The Company's training organization currently includes personnel within
the Company's defense-related operations and in the Company's subsidiary, ASA.

INFORMATION TECHNOLOGY

         The Company provides information technology products and services
including software development, communications and connectivity, modeling and

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                                                                               6


simulation, and data base management. The Company assists commercial customers
to implement groupware and document imaging and retrieval solutions.

         Company engineers and programmers create real-time, object-oriented
applications software in an open architecture environment. They design and
develop software for the event-triggered computation and analysis of
mission-critical data. They also develop, integrate, document, and test software
and develop tactical performance aids for submarines, surface ships, aircraft,
and land-based facilities. This software supports real-time data collection,
performance modeling, data analysis, and rapid decision-making.

         Communications and connectivity services involve distributing real-time
data across geographically dispersed sites to support decision making. For
example, Company-developed systems are used to process satellite meteorological
data with the primary goal of forecasting weather systems that would adversely
affect operations in and around a conflict area.

         In addition, Company-developed modeling and simulation is used to train
combatants prior to exposure to actual operational environments. The training
materials include three dimensional graphical images that run on
Company-designed systems using COTS hardware and software.

         Database management services are provided to support complex systems,
programs, and organizations for the Navy and other customers. Computerized
databases are developed to support acquisition strategy development, risk
analysis, decision making and to fulfill extensive reporting requirements They
also support program planning and scheduling, engineering change assessment and
control, inventory control, equipment maintenance, financial control and budget
justification, and documentation libraries.

         A&T's IPD subsidiary is the largest provider of information technology
services within the Company.

         Automation Software Incorporated ("ASI"), the Company's joint venture
with Brown & Sharpe Manufacturing Company, provides software to the precision
measurement (metrology) industry for data collection and analysis and to the
factory automation market for inspection and manufacturing operations.
<PAGE>   8
                                                                               7


Contracts

         The Company generates a substantial amount of its revenue from
contracts with agencies of the U.S. Government (the "Government"). Government
contracts obtained by the Company are generally competitive in nature, and are
usually awarded on the basis of price and technical capability, and may be
awarded to more than one company. Contracts typically provide for either a
general range of tasks to be performed over a number of years or for specific
services to be provided over a shorter period. While task-type contracts have
an absolute dollar ceiling, the customer has complete discretion to allocate the
funds among the range of contracted tasks. Additionally, many of the Company's
contracts require the issuance of delivery orders, the periodic addition of
funds, or the exercise of annual options by the customer.

         The Company's contracts with the Government typically are structured as
one of the following: (i) cost-reimbursement; (ii) time-and-materials; or (iii)
fixed-price.

         Under cost-reimbursement contracts, the customer reimburses the Company
for contracted costs within cost categories permitted by Government regulations.
The Company is paid a fee in addition to its costs. Reimbursable costs include
direct labor and other direct costs, allocated overhead, and general and
administrative costs, but exclude interest expense, donations, and certain other
costs. Indirect costs are reimbursed at the lower of actual or estimated costs,
and if the Company revises its estimated costs, the revised cost estimates will
be applied prospectively to previously executed cost-reimbursement contracts.
The fee is either fixed at the time of award (fixed fee), at a fixed hourly rate
paid as hours of service are provided (hourly fee), or is awarded based on
performance, at the sole discretion of the Government (award fee). The majority
of the Company's cost-reimbursement contracts are either cost plus fixed fee or
cost plus hourly fee contracts. The contracts may either require completion of
defined tasks or delivery of a specific number of hours of service. The current
trend continues to be to contracts of the latter type. The total of the cost and
the fee cannot exceed the ceiling set forth in the contract. If a contracted
task has not been completed or the specific number of hours of service have not
been delivered at the time the authorized cost is expended, the Company may be
required to complete the work and will be reimbursed for the additional costs
but will not receive an additional fee or the fee may be prorated
proportionately to the number of hours actually provided. To date, the impact of
such revisions has not been material.
<PAGE>   9
                                                                               8


         Under time-and-materials contracts, the customer pays a fixed rate per
hour for a specified number of hours. These fixed rates are intended to cover
salary costs attributable to work performed on the contract and related indirect
expenses, as well as a fee. To the extent the Company's costs differ from those
assumed in the fixed rate, the Company may experience higher or lower profit
margins than anticipated, or may realize a loss. The Company is reimbursed
separately for other direct costs without any profit or fee.

         Under fixed-price contracts, the customer pays a specific price for
services or products. The Company bears the risk that increased or unexpected
costs may reduce its profit or cause it to sustain a loss. Conversely, when
costs are lower than expected, the Company may realize additional profit.

         The revenue and earnings of the Company could be substantially affected
by changes in Government procurement or fiscal policies, by reductions in
Government expenditures for services or products provided by the Company, or by
organizational changes within the Government or Navy which impact the Company's
customer base. Additionally, procedural changes may impact the timing of the
receipt of contracts, related funding, and cash payments by the Company.

         Government contracts are subject to termination at the convenience of
the Government or for default. If a Government contract were to be terminated
for convenience, the Company would be reimbursed for its allowable costs to the
date of termination and be paid a proportionate amount of the stipulated profits
or fees attributable to the work actually performed. During the entire history
of the Company, the Government has never terminated any of the Company's
contracts for default.

         The books and records of the Company are subject to audit by the
Defense Contract Audit Agency ("DCAA"), which can result in adjustments to
contract costs and fees as well as penalties and interest costs. The Government
retains a portion of the fee earned by the Company until contract completion and
audit by the DCAA. See Note 4 of "Notes to Consolidated Financial Statements" on
page 24 of the Company's 1996 Annual Report to Shareholders. Audits of A&T by
DCAA have been completed for all fiscal years through 1994 without material
adjustments. In the opinion of management, the audits for fiscal years 1995 and
1996 will not result in adjustments having a material adverse effect on the
Company's financial position or results of operations. However, no assurances
can be given that future material adjustments will not be required.
<PAGE>   10
                                                                               9


         Products developed by the Company under Government contracts are the
property of the Government.

         The Company's commercial contracts are generally in its interactive
multimedia training systems and information technologies areas. These contracts
typically are structured as time-and-materials or fixed-price.
Time-and-materials and fixed-price contracts in the commercial environment are
similar to those types of contracts with the Government as described above.

         The following table gives the approximate percentages of the Company's
revenues realized from the three basic contract types during the periods
indicated for its continuing operations:

<TABLE>
<CAPTION>
                                   Fiscal Years Ended March 31,
                                   ----------------------------
Contract Type                    1994          1995          1996
- -------------                    ----          ----          ----
<S>                             <C>             <C>           <C>  
Cost-Reimbursement               70%             71%           76%   

Time-and-Materials               11%              6%            4%

Fixed-Price                      19%             23%           20%
                                                               ---    
                              =======================================
Total Company                   100%            100%          100% 
</TABLE>

         The Company often commits to provide non-labor items such as purchased
materials, computer services, travel, and work subcontracted as part of its
contract services. Non-labor items as a percentage of revenue from continuing
operations in fiscal 1994, 1995 and 1996 were approximately 24.8%, 23.5%, and
21.1%, respectively. The Company typically earns lower fees on non-labor items
than it does on labor services. The Company sometimes commits to subcontract a
portion of its work to other companies to obtain special services or materials
when the Company believes that such action will give it a competitive advantage.
Subcontract costs are included in the non-labor percentages provided above.
Subcontracting expenses as a percentage of revenue from continuing operations
were approximately 10.7%, 9.9%, and 7.7% in fiscal 1994, 1995, and 1996
respectively. In addition, the Company receives subcontracts from other
companies on which it earns a fee comparable to a fee earned on work performed
directly for the Government. In fiscal 1994, 1995, and 1996, the Company
received subcontracted work 
<PAGE>   11
                                                                              10


from other companies for amounts representing approximately 12.4%, 9.7%, and
10.4% of its revenue, respectively.

         Revenue under cost-reimbursement, time-and-materials, and fixed-price
contracts, including applicable fee or profit, are recognized concurrently with
costs incurred thereunder. Certain amounts not yet billed to customers are
included in recognized revenues and in contract receivables on the balance
sheet. See Note 4 of "Notes to Consolidated Financial Statements" on page 24 of
the Company's 1996 Annual Report to Shareholders.

Backlog

         The Company's total backlog represents the aggregate contract revenue
remaining to be earned by the Company at a given time over the life of its
contracts. When more than one company is awarded contracts for a given work
requirement, the Company includes in total backlog its estimate of the contract
revenue it expects to earn over the remaining life of the contract. Funded
backlog consists of the aggregate revenue remaining to be earned at a given time
under (a) contracts for which funding has been contractually committed to the
Company in writing by a procuring Government agency; (b) requests to the Company
from a procuring Government agency to commence work before execution of the
written authorization under which the work is to be done; and (c) contracts with
non-Government customers. Unfunded backlog is the difference between total
backlog and funded backlog.

         Funding under the Company's contracts with the Government is dependent
upon congressional approval of program level funding and contracting agency
approval of the funding for the Company's work. There can be no assurance that
any program or contract will be funded in its entirety. During fiscal 1996,
total backlog varied between $405.7 million and $462.2 million. During the year,
$6.3 million of backlog expired that was not funded. Backlog at March 31, 1996
was $458.8 million, a 14.2% increase from $401.6 million a year ago. The funded
and unfunded backlog of the Company varies from time to time because delivery
orders, new contract awards, and extensions of existing contracts are executed
at various dates throughout the year with varying periods of performance. The
Company believes that year-to-year comparisons of backlog are not necessarily
indicative of any revenue trends but may be indicative of the Company's ability
to be competitive in its marketplaces.
<PAGE>   12
                                                                              11


         For commercial contracts, total backlog and funded backlog are
generally the same, i.e., the contracts are usually fully funded.

         The Company's total backlog at March 31, 1994, 1995, and 1996 was as
follows:

<TABLE>
<CAPTION>
                                                    March 31,
                                                  (in thousands)

                                    1994               1995               1996
                                    ----               ----               ----

<S>                               <C>                <C>                <C>     
Funded Backlog                    $ 33,817           $ 33,583           $ 29,056

Unfunded Backlog                   338,992            367,996            429,711
                                  ----------------------------------------------
Total                             $372,809           $401,579           $458,767
</TABLE>

Substantially all of the funded backlog at March 31, 1996 is expected to
be expended by the end of the Government's current fiscal year on September 30,
1996.

Customers

         The Navy is the Company's principal customer, accounting for
approximately 80% of the Company's revenue. Within the Navy, the Company does
business with approximately 20 different contracting agencies and in fiscal
1996, the Company had approximately 90 contracts with ceilings in excess of
$500,000. The Company provides its services and products to numerous Navy
customers including: (i) several Navy laboratories, such as the Naval Undersea
Warfare Center; Coastal Systems Station, Dahlgren Division, Naval Surface
Warfare Center; Carderock Division, Naval Surface Warfare Center; and the Naval
Research Laboratory, each of which performs research, development, and test and
evaluation functions for the Navy; (ii) acquisition commands which are
responsible for procurement of ships, aircraft, weapons, major systems and
equipment, such as the Naval Sea Systems Command; and (iii) operational commands
which operate and maintain the ships, aircraft, weapons, and systems, such as
Commander-in-Chief, U.S. Atlantic Fleet and Commander Submarine Force,
Atlantic. The degree of effect, if any, on the Company's future revenues created
by any changes in customer operations due to facility closings or relocations
cannot be determined at this time.
<PAGE>   13
                                                                              12


         The Company also has contracts with civil government customers. The
principal civil government customer is the Office of Personnel Management which
contracts with the Company for training services. Working through the Office of
Personnel Management, the Company also provides training services to other
governmental entities.

         Commercial customers tend to be large corporations which retain A&T for
custom system development. Examples include Nortel, Ameritech, and NYNEX.

Sales and Marketing

         The Company's marketing activities relating to government contracts are
conducted by its professional and technical staff located in its various
offices. This decentralized approach enables the Company's customers to
communicate directly with the employees of the Company responsible for both
sales and work performance and aids the Company in maintaining an awareness of
customer needs, developing new business opportunities, and preparing project
proposals. These marketing activities are identified and coordinated through the
Company's strategic planning process, which includes the annual development and
monthly update of operating plans for each existing and prospective customer
organization. The corporate marketing office provides proposal development
guidance, information systems, and training; data on markets, competition, and
internal capabilities; marketing literature; and trade show coordination.

         Commercial interactive multimedia systems applications are sold to a
wide range of clients in the telecommunications, pharmaceutical, financial, and
aerospace industries. Sales and marketing activities are conducted primarily
from offices in Pennsylvania, the Washington, D.C. area, Florida and
Connecticut.

Competition

         The Company's business is very competitive. There are a substantial
number of large, diversified companies with greater financial resources and
larger technical staffs than those of the Company that are capable of rendering
services similar to those offered by the Company. The in-house capabilities of
the Company's governmental customers are also, in effect, in competition with
the Company since they may perform many of the types of services that might
otherwise be performed by the Company. In addition, there are many smaller
companies which have developed specialized capabilities 
<PAGE>   14
                                                                              13


in areas similar to those of the Company. As the markets in which the Company 
operates continue to mature, other companies continue to be attracted to them.

         It is not possible to predict the future intensity of competition which
the Company will encounter as a result of changing economic or competitive
conditions, customer requirements, or technological developments. However, to
the extent that defense budgets are reduced, competition for remaining defense
business can be expected to increase. The principal competitive factors for the
Company's businesses are technical capability, price, quality of services and
products, responsiveness, record of delivering on time and within budget, and
reputation and familiarity of the Company and its personnel with customers.
While the Company's ability to compete in defense markets is not dependent on
intangible property rights such as proprietary processes, patents, or licenses,
these factors do affect its ability to compete in commercial areas.

Human Resources

         The principal resource of the Company is its 1,371 full-time employees,
approximately 1,096 of whom are professional and technical personnel. Because
the Company is diversifying by transferring its core competencies to new
markets, the make-up of the professional and technical staff of the Company is
similar for Government and commercial work and includes engineers, scientists,
mathematicians, educators, analysts, and programmers.

         The Company has no collective bargaining units and considers its
employee relations to be excellent.

Government Requirements

         The Company's ability to maintain its current base of defense and other
Government business is dependent on providing employees and facilities which
meet rigorous Government requirements. Each facility has a continuing program to
meet applicable Government requirements and to maintain employee awareness of
the paramount need for compliance.
<PAGE>   15
                                                                              14


Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private
Securities Litigation Reform Act of 1995

         Except for historical matters, the matters discussed in this Form 10-K
are forward-looking statements that involve risks and uncertainties. The Company
wishes to caution readers that in addition to the important factors described
elsewhere in this Form 10-K, the factors listed below, among others, sometimes
have affected, and in the future could affect, the Company's actual results and
could cause the Company's actual consolidated results during fiscal year 1997,
and beyond, to materially differ from those contained in or indicated by any
forward-looking statements made by, or on behalf of, the Company. There may be
additional factors not enumerated which could have a similar impact, including
factors which affect business generally, such as economic conditions.

         The factors identified elsewhere in this Form 10-K include but are not
limited to those described under the following headings in this Item 1: (a)
"Contracts," concerning the risks of engaging in the government contracting
business; (b) "Backlog," about the Company's dependence upon congressional and
contracting agency approvals; (c) "Customers," concerning the Company's
dependence on the Navy as the Company's principal customer; and (d)
"Competition," concerning the competitive nature of the Company's business.

         Additional important factors include:

         (a) Budget reductions and Navy program funding priorities: total
planned spending by the Navy, the Company's principal customer, has fallen 34%
in the past five years. The effect of this reduction in overall spending was
exacerbated in the past year by uncertainty in Department of Defense program
funding priorities and reductions in submarine torpedo programs. While the
business environment appears to have improved in recent months, the Company
continues to be susceptible to changes in the Government's requirements and
priorities.

         (b) Product development and acceptance: the development of new customer
purchased products is complex and involves many risks. The Company's results
could be adversely affected by such factors as development delays, increases in
costs, and delays in customer purchases.
<PAGE>   16
                                                                              15


         (c) New ventures: the Company from time to time enters into new
ventures, including some with other companies. While the Company believes that
these new ventures are strategically important, there are substantial
uncertainties associated with the development of new services, products, and
technologies. Initial timetables for development and introduction of products
may not be achieved. Cost and performance targets may not be feasible. External
factors, such as development of competitive alternatives or government
regulation, may cause anticipated markets not to develop or to evolve in
unexpected directions.

         Certain portions of the Company's Annual Report to Shareholders
including Management's Discussion and Analysis are incorporated by reference
into this Form 10-K. There are additional important factors included therein,
including those beginning on page 15 that sometimes have affected, and in the
future could affect, the Company's actual results and could cause the Company's
actual consolidated results during fiscal year 1997, and beyond, to differ
materially from those expressed in any forward-looking statement made by, or on
behalf of, the Company.

ITEM 2.  PROPERTIES.

         The Company owns its corporate office building complex on approximately
19 acres of land in North Stonington, Connecticut. The complex includes 60,330
square feet of office space. The Company also owns buildings in New London,
Connecticut which provide 50,220 square feet of office and shop space, and in
Butler, Pennsylvania which provides 53,000 square feet of office and storage
space. The Company presently leases to a tenant approximately 13,000 square feet
of its Butler office space.

         The Company leases office, shop, or warehouse space in 30 locations in
11 states, Australia and Canada totaling approximately 225,000 square feet.
Approximately 12,000 square feet of leased office space is subleased to third
parties. A summary of the Company's principal leases is as follows:
<PAGE>   17
                                                                              16


<TABLE>
<CAPTION>
                                                      Square  
Location                                              Footage    Lease Expiration
- --------                                              -------    ----------------
<S>                     <C>                            <C>           <C>                              
A&T
Middletown, R.I.        One Corporate Place            45,103        06/30/99

Arlington, VA           Jefferson Davis Highway        33,958        09/05/98

Chesapeake, VA          Greenbrier Circle              22,912        02/28/98

San Diego, CA           Camino Del Rio North           16,468        08/31/99

Mystic, CT              240 Oral School Road           12,050        07/12/97
</TABLE>

         The Company believes its facilities and equipment are in good condition
and adequate for its current business needs. The Company has not experienced,
and does not anticipate experiencing, any difficulty in obtaining satisfactory
facilities.

         For additional information on the Company's leases and rental expenses
thereunder, see Note 11 of "Notes to Consolidated Financial Statements" on page
27 of A&T's 1996 Annual Report to Shareholders.

ITEM 3.  LEGAL PROCEEDINGS.

         The Company is not engaged in any legal proceeding which is material to
the business or financial condition of the Company nor is the property of the
Company subject to any such proceedings.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         No matters were submitted to a vote of security holders during the
fourth quarter of fiscal 1996.
<PAGE>   18
                                                                              17


ITEM 4A. EXECUTIVE OFFICERS OF THE REGISTRANT

         The names and ages of the executive officers of the Company as of June
14, 1996 are set forth below, together with the primary positions held by each
such person in A&T or its subsidiaries:

<TABLE>
<CAPTION>
Name                       Age       Position
- ----                       ---       --------
<S>                        <C>       <C>
Gary P. Bennett            54        President, Chief Executive Officer, and 
                                     Director of A&T

David M. Nolf              53        Executive Vice President, Chief Financial and                 
                                     Administrative Officer, Secretary, and        
                                     Director of A&T                               
                                     
Jay W. Ryerson             61        Executive Vice President and Chief 
                                     Operating Officer of A&T

Gerald Snyder              51        Senior Vice President, Planning, and 
                                     Corporate Manager of Finance and     
                                     Management Information Systems of A&T
                                     
Joseph M. Marino           46        Senior Vice President,
                                     Business Unit Manager 
                                     
Richard P. Mitchell        48        Senior Vice President, Acquisitions, and   
                                     General Manager of Fleet Support Center of 
                                     A&T        
                                     
V. Lehman Woods            48        Senior Vice President, Contracts

Robert M. Gorman           54        Senior Vice President and General Manager
                                     of Engineering Technology Center of A&T  
                                     
James R. Lavoie            49        Senior Vice President and President of 
                                     Integrated Performance Decisions, Inc. 
</TABLE>
<PAGE>   19
                                                                              18


         Officers of A&T serve until the annual Board of Directors meeting
following the Annual Meeting of shareholders or until their successors are
chosen and qualify, or until earlier resignation or removal.

         Gary P. Bennett has been employed by A&T since 1972. He was elected
President in May 1991 and served as Chief Operating Officer from 1984 until he
was named Chief Executive Officer in November 1992. He was an Executive Vice
President from 1978 to 1991. Mr. Bennett has been a Director of A&T since 1979.

         David M. Nolf has been employed by A&T since 1971 and served as Senior
Vice President, Finance and Administration from 1979 until May 1985, when he was
elected to serve as Executive Vice President, Chief Financial and Administrative
Officer and Secretary of A&T. Mr. Nolf has been a Director of A&T since 1976 and
served as Chairman of the Board of Directors from 1978 to May 1985.

         Jay W. Ryerson has been employed by A&T since 1972. Mr. Ryerson served
as department manager from 1982 until he became division manager in 1985. He
became a sector manager and was elected a Vice President in 1987, a Senior Vice
President in 1989, and was elected Executive Vice President in 1992. In November
1992 he became A&T's Chief Operating Officer.

         Gerald Snyder has been employed by A&T since 1984. Mr. Snyder served as
Corporate Manager of Finance and Budgets from 1984 until he was elected Vice
President, Planning in 1987. In 1991 he was elected Senior Vice President,
Planning.

         Joseph M. Marino has been employed by A&T since 1980. Mr. Marino served
as a department manager from 1984 until 1987 when he became a division manager.
He was elected Vice President in 1991 and became an operations center manager
heading up the New England Operations Center in 1992. In 1994 he was elected
Senior Vice President. He is the business unit manager of A&T's System
Technologies business unit and the business unit manager of A&T's Training
Technologies business unit.

         Richard P. Mitchell has been employed by A&T since 1982. Mr. Mitchell
served as a department manager from 1984 until 1989 when he became a corporate
administrator and cost center manager. He assumed responsibilities for the
Chesapeake division of A&T in 1990 and was named Vice President in 1991. In 1994
he was elected 
<PAGE>   20
                                                                              19



Senior Vice President. In 1995, he was assigned responsibility for the Company's
acquisition program.

         V. Lehman Woods has been employed by A&T since 1977. Mr. Woods served
as a department manager from 1981 until he became Vice President, Contracts in
1985. In 1991 he was elected Senior Vice President, Contracts.

         Robert M. Gorman joined A&T in 1989 as part of A&T's acquisition of
Acoustics and Mechanics, Inc. Mr. Gorman served as general manager of A&T's AMI
business unit and became general manager of the Engineering Technology Center of
A&T upon its formation in 1992. He served as Vice President until his election
to Senior Vice President in 1991.

         James R. Lavoie has been employed by A&T since 1979. Mr. Lavoie served
as department manager from 1982 until his promotion to division manager in 1985.
He was elected Vice President and sector manager in 1987 and was elected to
Senior Vice President in 1993. He became the President of A&T subsidiary, IPD
when it was formed in 1993. He is also the business unit manager of A&T's
Information Technologies business unit.

                                     PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

         Pursuant to General Instruction G to Form 10-K, the information
required by this Item is incorporated by reference to information set forth
under Corporate Information in the Company's 1996 Annual Report to Shareholders.

ITEM 6.  SELECTED FINANCIAL DATA.

         Pursuant to General Instruction G to Form 10-K, the information
required by this Item is incorporated by reference to information set forth
under Selected Financial Data: A Five-Year Summary in the Company's 1996 Annual
Report to Shareholders.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS.
<PAGE>   21
                                                                              20


         Pursuant to General Instruction G to Form 10-K, the information
required by this Item is incorporated by reference to information set forth
under Management's Discussion and Analysis of Financial Condition and Results of
Operations in the Company's 1996 Annual Report to Shareholders.

ITEM 8.  CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

         Pursuant to General Instruction G to Form 10-K, the information
required by this Item is incorporated by reference to information set forth in
the Consolidated Financial Statements and notes on pages 18 through 28 of the
Company's 1996 Annual Report to Shareholders.

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.

         Pursuant to General Instruction G to Form 10-K, the information
required by this Item with respect to directors is incorporated by reference to
the information set forth under Item 1. ELECTION OF DIRECTORS in the Company's
Proxy Statement for the Annual Meeting of Shareholders to be held on August 13,
1996. Information concerning executive officers is set forth under Item 4A of
this Form 10-K pursuant to Instruction 3 to Item 401(b) of Regulation S-K.
<PAGE>   22
                                                                              21


ITEM 11.  EXECUTIVE COMPENSATION.

         Pursuant to General Instruction G to Form 10-K, the information
required by this Item is incorporated by reference to information set forth
under the following headings: Compensation of Executive Officers; Option/SAR
Grants in Last Fiscal Year; Aggregated Option Exercises in Last Fiscal Year and
Fiscal Year-End Option Values; and "Report of the Compensation Committee and the
Stock Option Committee on Executive Compensation" in the Company's Proxy
Statement for the Annual Meeting of Shareholders to be held on August 13, 1996.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

         Pursuant to General Instruction G to Form 10-K, the information
required by this Item is incorporated by reference to information set forth
under Security Ownership of Management and 5% Shareholders in the Company's
Proxy Statement for the Annual Meeting of shareholders to be held on August 13,
1996.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         None.

                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

                                                                         Page
                                                                      Number in
                                                                         1996
                                                                        Annual
                                                                        Report
                                                                        ------

(a) 1. Financial Statements                                               18

       Independent Auditors' Report                                       28
<PAGE>   23
                                                                          22



       Consolidated Balance Sheets as of March 31, 1996                   18
       and 1995                                                           

       Consolidated Statements of Earnings for Each of the                19
       Years in the Three-Year Period Ended March 31, 1996                

       Consolidated Statements of Shareholders' Equity for Each           20
       of the Years in the Three-Year Period Ended
       March 31, 1996                                                     

       Consolidated Statements of Cash Flows for Each of the              21
       Years in the Three-Year Period Ended March 31, 1996                

       Notes to Consolidated Financial Statements                         22

(a) 2. Financial Statement Schedules

       No longer required.

(a) 3. Exhibits (* denotes filed herewith):

EXHIBIT
NUMBER
- ------

  3(i)      Restated Certificate of Incorporation (incorporated by reference to
            Exhibit 3A to the Registrant's Report on Form 10-Q, File No.
            0-14161, for the quarter ended September 30, 1990).

  3(ii)     By-laws, Amended and Restated to February 6, 1993 (incorporated by
            reference to Exhibit 3(ii) to the Registrant's Report on Form 10-K,
            File No. 0-14161, for the year ended March 31, 1993).

  4A        Specimen Certificate of Common Stock (incorporated by reference to
            Exhibit 4A to Amendment No. 1 to the Registrant's Registration
            Statement on Form S-1, No. 33-2314), Articles 6 and 7 of the
            Certificate of Incorporation and Article II, Article III, Sections 3
            to 6, Article VI, and
<PAGE>   24
                                                                              23


            Article VIII of the By-laws (included in Exhibits 3(i) and 3(ii),
            respectively).

   4B       Amended and Restated Revolving Credit and Term Loan Agreement
            between Analysis & Technology, Inc. and Shawmut Bank Connecticut,
            National Association formerly known as The Connecticut National
            Bank, dated December 9, 1994 (incorporated by reference to Exhibit
            4A to the Registrant's Report on Form 10-Q, File No. 0-14161 for the
            quarter ended December 31, 1994).

   4C       Second Amendment to Revolving Credit and Term Loan Agreement and
            Revolving Credit Note between Analysis & Technology, Inc. and Fleet
            National Bank of Connecticut, formerly known as Shawmut Bank
            Connecticut, National Association, dated November 29, 1995
            (incorporated by reference to Exhibit 4 to the Registrant's Report
            on Form 10-Q, File No. 0-14161 for quarter ended December 31, 1995).

   4D(1)    Open-End Mortgage Deed and Security Agreement, dated November 25,
            1987, and related documents between Analysis & Technology, Inc. and
            The Connecticut National Bank.

   4E(1)    Open-End Mortgage Deed and Security Agreement, dated May 30, 1986,
            and related documents between Analysis & Technology, Inc. and The
            Connecticut National Bank.

   4F(1)    Open-End Mortgage, dated March 8, 1978, and related documents of
            Analysis & Technology, Inc. to Groton Savings Bank.

   4G(1)    Notes payable, due in monthly installments, with various interest
            rates and maturity dates, secured by equipment.

   10A      Analysis & Technology, Inc. 1983 - 1986 Stock Option Plans, as
            amended (incorporated by reference to Exhibits 28(b) through 28(g)
            of the Registrant's Registration Statement on Form S-8, No.
            33-17313).

   10B      Analysis & Technology, Inc. 1987 Stock Option Plan (incorporated by
            reference to Exhibit A to Proxy Statement, dated July 6, 1987 of
            Analysis & Technology, Inc.).
<PAGE>   25
                                                                              24


   10C      Analysis & Technology, Inc. 1988 Stock Option Plan (incorporated by
            reference to Exhibit A to Proxy Statement dated July 1, 1988 of
            Analysis & Technology, Inc.).

   10D      Analysis & Technology, Inc. 1989 Stock Option Plan (incorporated by
            reference to Exhibit A to the Proxy Statement dated July 3, 1989 of
            Analysis & Technology, Inc.).

   10E      Analysis & Technology, Inc. 1990 Stock Option Plan (incorporated by
            reference to Exhibit B to the Proxy Statement dated July 3, 1990 of
            Analysis & Technology, Inc.).

   10F      Analysis & Technology, Inc. 1992 Stock Option Plan (incorporated by
            reference to Exhibit A to Proxy Statement dated July 7, 1992 of
            Analysis & Technology, Inc.).

   10G      Analysis & Technology, Inc. 1994 Stock Option Plan (incorporated by
            reference to Exhibit A to Proxy Statement dated July 8, 1994 of
            Analysis & Technology, Inc.).

   10H      Analysis & Technology, Inc. 1995 Stock Option Plan. (incorporated by
            reference to Exhibit A to Proxy Statement dated July 7, 1995 of
            Analysis & Technology, Inc.)

   10I      Amendments, dated June 30, 1989, to the Analysis & Technology, Inc.
            1981 - 1986 Stock Option Plans (incorporated by reference to
            Exhibits 19B through 19G to the Registrant's Report on Form 10-Q,
            File No. 0-14161, for the quarter ended June 30, 1989).

   10J      Amendment, dated June 30, 1989, to the Analysis & Technology, Inc.
            1987 Stock Option Plan (incorporated by reference to Exhibit 19H to
            the Registrant's Report on Form 10-Q, File No. 0-14161, for the
            quarter ended June 30, 1989).

   10K      Amendment, dated June 30, 1989, to the Analysis & Technology, Inc.
            1988 Stock Option Plan (incorporated by reference to Exhibit 19I to
            the Registrant's Report on Form 10-Q, File No. 0-14161, for the
            quarter ended June 30, 1989).
<PAGE>   26
                                                                              25


   10L      Amendment, dated December 1, 1994, to the Analysis & Technology,
            Inc. Savings & Investment Plan effective January 1, 1995.

   10M      Amendment dated December 4, 1995, to the Analysis & Technology, Inc.
            Savings & Investment Plan effective December 4, 1995, (incorporated
            by reference to Exhibit 10 of the Registrant's Report on Form 10-Q,
            File No. 0-14161, for the quarter ended December 31, 1995).

   10N      Amendment dated September 9, 1995, to the Analysis & Technology,
            Inc. Savings & Investment Plan effective September 30, 1995
            (incorporated by reference to Exhibit 10 of the Registrant's Report
            on Form 10-Q, File No. 0-14161 for the quarter ended September 30,
            1995).

   10O      Amended and Restated Analysis & Technology, Inc. Savings &
            Investment Plan effective August 10, 1993 (incorporated by reference
            to Exhibit 3(ii) of the Registrant's Report on Form 10-K, File No.
            0-14161, for the year ended March 31, 1994).

   10P      Amended and Restated Analysis & Technology, Inc. Employee Stock
            Ownership Plan dated November 21, 1994, effective January 1, 1994.

   10Q      Analysis & Technology, Inc. Performance Incentive Compensation Plan
            dated September 19, 1991 (incorporated by reference to Exhibit 19B
            of the Registrant's Report on Form 10-Q, File No. 0-14161, for the
            quarter ended September 30, 1991).

   10R      Amended and Restated Analysis & Technology., Inc. Deferred
            Compensation Plan effective June 5, 1996 (incorporated by reference
            to Exhibit 99A to the Registrant's Registration Statement on Form
            S-8, No. 333-05267).

   10S      Analysis & Technology, Inc. 401(k) Restitution Plan, dated August 8,
            1994, effective April 1, 1994.

   10T      Joint Venture Agreement by and among Brown & Sharpe Manufacturing
            Company, Analysis & Technology, Inc., and Automation Software
            Incorporated (incorporated by reference to Exhibit 10H of the
            Registrant's Registration Statement on Form S-1, No. 33-2314).
<PAGE>   27
                                                                              26


   10U      Group Medical Reimbursement Insurance for Officers (incorporated by
            reference to Exhibit 10J of Amendment No. 1 to the Registrant's
            Registration Statement on Form S-1, No. 33-2314).

   10V      Analysis & Technology, Inc. Managers' Benefit Options Plan
            (incorporated by reference to Exhibit 10J of the Registrant's Report
            on Form 10-Q, File No. 0-14161, for the quarter ended December 31,
            1986).

   10W      Analysis & Technology, Inc. Officers' Benefit Options Plan
            (incorporated by reference to Exhibit 10L of the Registrant's Report
            on Form 10-K, File No. 0-14161, for the year ended March 31, 1989).

   10X      Stock Purchase Agreement, dated June 1, 1989, among Analysis &
            Technology, Inc., Applied Science Associates, Inc. and the Sellers
            (as defined therein) (incorporated by reference to Exhibit 2.1 on
            the Registrant's Report on Form 8-K, File No. 0-14161, dated June 1,
            1989).

   10Y      Stock Purchase Agreement dated October 31, 1995, among Analysis &
            Technology, Inc., General Systems Solutions, Inc. and the Buyers (as
            defined therein) (incorporated by reference to Item 2 on the
            Registrant's Report on Form 8-K, File No. 0-14161, dated October 31,
            1995).

   11*      Earnings per share calculation.

   13*      Analysis & Technology, Inc. 1996 Annual Report to Shareholders
            (required textual portions).

   21*      List of Subsidiaries of Analysis & Technology, Inc.

   23*      Consent of KPMG Peat Marwick LLP with respect to the incorporation
            by reference of its reports dated May 3, 1996.

   27*      Financial Data Schedule.
<PAGE>   28
                                                                              27


(1)    Copies of these documents are not being filed as exhibits, since the
indebtedness represented thereby does not exceed 10% of the total assets of the
Company. The Company agrees to provide copies of these documents to the
Securities and Exchange Commission upon request.

           (b) A report on Form 8-K, dated March 25, 1996 reporting Item 5 -
Other Events, was filed by the Registrant on April 3, 1996.
<PAGE>   29
                                                                              28

                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) 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.

                                           Analysis & Technology, Inc.

                                           By:  /s/ Gary P. Bennett
                                               ---------------------------------
                                               Gary P. Bennett
                                               President and
                                               Chief Executive Officer

Date:  June 26, 1996

                  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 dated indicated.

<TABLE>
<CAPTION>
Name                                            Title                                    Date
- ----                                            -----                                    ----
<S>                         <C>                                                          <C>
/s/ Gary P. Bennett         President and Chief Executive Officer and Director           June 26, 1996
- -------------------         (Principal Executive Officer)                     
Gary P. Bennett             




/s/ David M. Nolf           Executive Vice President, Chief Financial and                June 26, 1996
- -----------------           Administrative Officer and Director (Principal Financial 
David M. Nolf               Officer and Principal Accounting Officer)                
                            

/s/ James B. Fox            Chairman of the Board                                        June 26, 1996
- ----------------
James B. Fox


/s/ Larry M. Fox            Director                                                     June 26, 1996      
- ----------------
Larry M. Fox


/s/ Nelda S. Nardone        Director                                                     June 26, 1996
- --------------------
Nelda S. Nardone


/s/ Thurman F. Naylor       Director                                                     June 26, 1996  
- ---------------------
Thurman F. Naylor


/s/ Dennis G. Punches       Director                                                     June 26, 1996
- ---------------------
Dennis G. Punches
</TABLE>
<PAGE>   30
                                                                              29


                                INDEX TO EXHIBITS

Exhibit
Number           Description of Documents
- ------           ------------------------

  3(i)        Restated Certificate of Incorporation (incorporated by
              reference to Exhibit 3A to the Registrant's Report on
              Form 10-Q, File No. 0-14161, for the quarter ended
              September 30, 1990).

  3(ii)       By-laws, Amended and Restated to February 6, 1993
              (incorporated by reference to Exhibit 3(ii) to the
              Registrant's Report on Form 10-K, file No.
              0-14161, for the year ended March 31, 1993).

  4A          Specimen Certificate of Common Stock (incorporated
              by reference to Exhibit 4A to Amendment No. 1 to the
              Registrant's Registration Statement on Form S-1, No.
              33-2314), Articles 6 and 7 of the Certificate of
              Incorporation and Article II, Article III, Sections 3 to
              6, Article VI and Article VIII of the By-laws (included
              in Exhibits 3(i) and 3(ii), respectively).

  4B          Amended and Restated Revolving Credit and Term
              Loan Agreement between Analysis & Technology, Inc.
              and Shawmut Bank Connecticut, National Association
              formerly known as The Connecticut National Bank,
              dated December 9, 1994.  (incorporated by reference
              to Exhibit 4A of the Registrant's Report on Form 10-Q,
              File No. 0-14161 for the quarter ended December 31,
              1994).

  4C          Second Amendment to Revolving Credit and Term
              Loan Agreement and Revolving Credit Note between
              Analysis & Technology, Inc. and Fleet National Bank
              of Connecticut, formerly known as Shawmut Bank
              Connecticut, National Association, dated November
              29, 1995 (incorporated by reference to Exhibit 4 to the
              Registrant's Report on Form 10-Q, File No. 0-14161,
              for the quarter ended December 31, 1995).
<PAGE>   31
                                                                              30


  4D(1)       Open-End Mortgage Deed and Security Agreement,
              dated November 25, 1987, and related documents
              between Analysis & Technology, Inc. and The
              Connecticut National Bank.

  4E(1)       Open-End Mortgage Deed and Security Agreement,
              dated May 30, 1986, and related documents between
              Analysis & Technology, Inc. and The Connecticut
              National Bank.

  4F(1)       Open-End Mortgage, dated March 8, 1978, and related
              documents of Analysis & Technology, Inc. to Groton
              Savings Bank.

  4G(1)       Notes payable, due in monthly installments, with
              various interest rates and maturity dates, secured
              by equipment.

  10A         Analysis & Technology, Inc. 1983 - 1986 Stock Option
              Plans, as amended (incorporated by reference to
              Exhibits 28(b) through 28(g) of the Registrant's
              Registration Statement on Form S-8, No. 33-17313).

  10B         Analysis & Technology, Inc. 1987 Stock Option Plan
              (incorporated by reference to Exhibit A to the Proxy
              Statement, dated July 6, 1987 of Analysis &
              Technology, Inc.).

  10C         Analysis & Technology, Inc. 1988 Stock Option Plan
              (incorporated by reference to Exhibit A to the Proxy
              Statement dated July 1, 1988 of Analysis &
              Technology, Inc.).

  10D         Analysis & Technology, Inc. 1989 Stock Option Plan
              (incorporated by reference to Exhibit A to the Proxy
              Statement dated July 3, 1989 of Analysis &
              Technology, Inc.).

  10E         Analysis & Technology, Inc. 1990 Stock Option Plan
              (incorporated by reference to Exhibit B to the Proxy
              Statement dated July 3, 1990 of Analysis &
              Technology, Inc.).

  10F         Analysis & Technology, Inc. 1992 Stock Option Plan
              (incorporated by reference to Exhibit A to the Proxy
<PAGE>   32
                                                                              31

              Statement dated July 7, 1992 of Analysis &
              Technology, Inc.).

  10G         Analysis & Technology, Inc. 1994 Stock Option Plan
              (incorporated by reference to Exhibit A to the Proxy
              Statement dated July 8, 1994 of Analysis &
              Technology, Inc.).

  10H         Analysis & Technology, Inc. 1995 Stock Option Plan
              (incorporated by reference to Exhibit A to the Proxy
              Statement dated July 7, 1995 of Analysis &
              Technology, Inc.).

  10I         Amendments, dated June 30, 1989, to the Analysis &
              Technology, Inc. 1981 - 1986 Stock Option Plans
              (incorporated by reference to Exhibits 19B through
              19G to the Registrant's Report on Form 10-Q, File No.
              0-14161, for the quarter ended June 30, 1989).

  10J         Amendment, dated June 30, 1989, to the Analysis &
              Technology, Inc. 1987 Stock Option Plan
              (incorporated by reference to Exhibit 19H to the
              Registrant's Report on Form 10-Q, File No. 0-14161,
              for the quarter ended June 30, 1989).

  10K         Amendment, dated June 30, 1989, to the Analysis &
              Technology, Inc. 1988 Stock Option Plan
              (incorporated by reference to Exhibit 19I to the
              Registrant's Report on Form 10-Q, File No. 0-14161,
              for the quarter ended June 30, 1989).

  10L         Amendment, dated December 1, 1994, to the Analysis
              & Technology, Inc. Savings & Investment Plan
              effective January 1, 1995.

  10M         Amendment, dated September 9, 1995, to the Analysis &
              Technology, Inc. Savings & Investment Plan effective January
              1, 1995.

  10N         Amendment, dated December 4, 1995, to the Analysis &
              Technology, Inc. Savings & Investment Plan effective January
              1, 1995.
<PAGE>   33
                                                                              32


  10O         Amended and Restated Analysis & Technology, Inc.
              Savings & Investment Plan effective August 10, 1993
              (incorporated by reference to Exhibit 3(ii) of the
              Registrant's Report on Form 10-K, File No. 0-14161,
              for the year ended March 31, 1994).

  10P         Amended and Restated Analysis & Technology, Inc.
              Employee Stock Ownership Plan dated November 21, 1994,
              effective January 1, 1994.

  10Q         Analysis & Technology, Inc. Performance Incentive
              Compensation Plan dated September 19, 1991
              (incorporated by reference to Exhibit 19B of the
              Registrant's Report on Form 10-Q, File No. 0-14161,
              for the quarter ended September 30, 1991).

  10R         Amended and Restated Analysis & Technology, Inc.
              Deferred Compensation Plan effective June 5, 1996
              (incorporated by reference to Exhibit 99A to the
              Registrant's Registration Statement on Form S-8,
              No. 333-05267). 

  10S         Analysis & Technology, Inc. 401(k) Restitution Plan,
              dated August 8, 1994, effective April 1, 1994.

  10T         Joint Venture Agreement by and among Brown &
              Sharpe Manufacturing Company, Analysis &
              Technology, Inc. and Automation Software
              Incorporated (incorporated by reference to Exhibit 10H
              of the Registrant's Registration Statement on Form S-1,
              No. 33-2314).

  10U         Group Medical Reimbursement Insurance for Officers
              (incorporated by reference to Exhibit 10J of
              Amendment No. 1 to the Registrant's Registration
              Statement on Form S-1, No. 33-2314).

  10V         Analysis & Technology, Inc. Managers' Benefit
              Options Plan (incorporated by reference to Exhibit 10J
              of the Registrant's Report on Form 10-Q, File No. 0-
              14161, for the quarter ended December 31, 1986).

  10W         Analysis & Technology, Inc. Officers' Benefit Options
              Plan (incorporated by reference to Exhibit 10L of the
<PAGE>   34
                                                                              33


              Registrant's Report on Form 10-K, File No. 0-14161,
              for the year ended March 31, 1989).

  10X         Stock Purchase Agreement, dated June 1, 1989, among
              Analysis & Technology, Inc., Applied Science
              Associates, Inc., and the Sellers (as defined therein)
              (incorporated by reference to Exhibit 2.1 to the
              Registrant's Report on Form 8-K, File No. 0-14161,
              dated June 1, 1989).

  10Y         Stock Purchase Agreement, dated October 31, 1995, among
              Analysis & Technology, Inc., General Systems Solutions,
              Inc. and the Buyers (as defined therein) (incorporated
              by reference to Item 2 on the Registrant's Report on
              Form 8-K, File No. 0-14161, dated October 31, 1995).

  11*         Earnings per share calculation.

  13*         Analysis & Technology, Inc. 1996 
              Annual Report to Shareholders (required textual 
              portions).

  21*         List of Subsidiaries of Analysis & Technology, Inc.

  23*         Consent of KPMG Peat Marwick LLP with respect to
              the incorporation by reference of its reports dated May
              3, 1996.

  27*         Financial Data Schedule.
