SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 20-F/A Amendment No. 1 [ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12 (g) OF THE SECURITIES EXCHANGE ACT OF 1934 or [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2003 or [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission file number: 0-15375 RADA ELECTRONIC INDUSTRIES LTD. (Exact Name of Registrant as Specified in Its Charter and Translation of Registrant's Name Into English) Israel (Jurisdiction of Incorporation or Organization) 7 Giborei Israel Street, Netanya 42504, Israel (Address of Principal Executive Offices) Securities registered or to be registered pursuant to Section 12(b) of the Act: None Securities registered or to be registered pursuant to Section 12(g) of the Act: Ordinary Shares, NIS 0.005 Par Value (Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None (Title of Class) Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report: Ordinary Shares, par value NIS 0.005 per share...............18,542,383 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 which financial statement item the registrant has elected to follow: Item 17 __ Item 18 X This annual report on Form 20-F/A is incorporated by reference into the registrant's Registration Statement on Form F-3, Registration No. 333-12074. Explanatory Note This Amendment No. 1 on Form 20-F/A of RADA Electronic Industries Ltd. for the fiscal year ended December 31, 2003 is being filed solely to amend "Item 19.A. The Offer and Listing--Offer and Listing Details" to reflect that for the Annual Stock Information and Quarterly Stock Information tables the Registrant's ordinary shares were listed on the Nasdaq National Market prior to June 10, 2002 and the Nasdaq SmallCap Market from June 10, 2002 and after and that for the Monthly Stock Information table the Registrant's ordinary shares were listed on the Nasdaq SmallCap Market. Other than as expressly set forth above, this Form 20-F/A, and the exhibits filed herewith, does not, and does not purport to, amend, update or restate the information in the Form 20-F or reflect any events that have occurred after the Form 20-F was filed. i TABLE OF CONTENTS Page No. -------- PART II......................................................................2 ITEM 9. THE OFFER AND LISTING..............................................2 A. Offer and Listing Details...................................2 PART III.....................................................................4 ITEM 19. EXHIBITS...........................................................4 S I G N A T U R E S..........................................................5 1 PART II ITEM 9. THE OFFER AND LISTING --------------------- A. OFFER AND LISTING DETAILS Annual Stock Information The following table sets forth, for each of the years indicated, the range of high ask and low bid prices of our ordinary shares on the Nasdaq SmallCap Market or the Nasdaq National Market prior to June 10, 2002: Year High * Low * ---- ------- -------- 1999.................................... $4.7655 $2.3437 2000.................................... 10.4687 1.7967 2001.................................... 2.577 1.48 2002.................................... 1.8 0.54 2003.................................... 2.37 0.41 Quarterly Stock Information The following table sets forth, for each of the full financial quarters in the years indicated, the range of high ask and low bid prices of our ordinary shares on the Nasdaq SmallCap Market or the Nasdaq National Market prior to June 10, 2002: 2002 High Low ---- ----- ----- First Quarter........................... $1.8 $1.55 Second Quarter.......................... 1.63 0.6 Third Quarter........................... 0.72 0.6 Fourth Quarter.......................... 0.64 0.54 2003 ---- First Quarter........................... $0.68 $0.57 Second Quarter.......................... 1.04 0.41 Third Quarter........................... 0.76 0.59 Fourth Quarter.......................... 2.37 0.53 2 Monthly Stock Information The following table sets forth, for the most recent six months, the range of high ask and low bid prices of our ordinary shares on the Nasdaq SmallCap Market: 2003 High Low ---- ----- ----- October................................. $1.52 $0.53 November................................ 2.12 1.16 December................................ 2.37 1.41 2004 ---- January................................. $2.08 $1.68 February................................ 1.85 1.55 March................................... 1.93 1.31 3 PART III ITEM 19. EXHIBITS -------- Index to Exhibits Exhibit Description ------- ----------- 31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended 31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended 4 S I G N A T U R E S The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. RADA ELECTRONIC INDUSTRIES LTD. By: /s/Herzle Bodinger ------------------ Name: Herzle Bodinger Title: President Dated: June 23, 2004 5