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): November 12, 2007


                             ESCO TECHNOLOGIES INC.
               (Exact Name of Registrant as Specified in Charter)


           Missouri                     1-10596                       43-1554045
       (State or Other                (Commission               (I.R.S. Employer
Jurisdiction of Incorporation)        File Number)           Identification No.)


    9900A Clayton Road, St. Louis, Missouri                           63124-1186
    (Address of Principal Executive Offices)                          (Zip Code)


        Registrant's telephone number, including area code: 314-213-7200


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[  ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

[ ]  Pre-commencement  communications  pursuant  to Rule  14d-2 (b) under the
     Exchange Act (17 CFR 240.14d-2 (b))

[ ]  Pre-commencement  communications  pursuant  to Rule  13e-4 (c) under the
     Exchange Act (17 CFR 240.113d-4 (c))




ITEM 2.02         RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Today,  November 12, 2007,  the  Registrant is issuing a press release  (Exhibit
99.1 to this  report)  announcing  its fiscal year 2007 fourth  quarter and full
year financial and operating  results.  See Item 7.01,  Regulation FD Disclosure
below.

ITEM 5.02(b) DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS;  ELECTION OF DIRECTORS;
             APPOINTMENT  OF  CERTAIN  OFFICERS;  COMPENSATORY  ARRANGEMENTS
             OF CERTAIN OFFICERS

Effective  November 9, 2007,  William S. Antle III resigned as a director of the
Registrant and as a member of the Executive  Committee and the Audit and Finance
Committee.

ITEM 5.03   AMENDMENTS TO ARTICLES OF  INCORPORATION  OR BYLAWS;  CHANGE IN
            FISCAL YEAR

Effective  November 9, 2007,  the Board of Directors of the  Registrant  amended
Article Five Capital Stock of its Bylaws by adding the following section:

Section 5.6  Book-Entry  Ownership and Transfer of Stock.  As an  alternative to
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stock ownership and transfer by  certificate,  upon direction by the Chairman of
the Board or the President,  the stock of the  Corporation  may be included in a
direct registration system operated by a securities depository and available for
stocks  traded  on the New York  Stock  Exchange,  under  which the stock may be
issued, recorded, owned and transferred electronically in book-entry form.

Effective November 9, 2007, the Board of Directors of the Registrant amended the
last sentence of Section 2.5 Voting of Article Two Shareholders' Meetings of its
Bylaws to read as follows:

A shareholder may vote either in person or by proxy,  executed in writing by the
shareholder  or by  his  duly  authorized  attorney-in-fact,  or  by  electronic
(internet and/or telephone) voting.

ITEM 7.01        REGULATION FD DISCLOSURE

Today, the Registrant is issuing a press release announcing its fiscal year 2007
fourth quarter and full year financial and operating results, and will conduct a
related Webcast conference call at 4:00 p.m. central time. This press release is
furnished  herewith  as  Exhibit  99.1,  and will be posted on the  Registrant's
website located at http://www.escotechnologies.com. It can be viewed through the
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"Investor  Relations"  page  of the  website  under  the tab  "Press  Releases,"
although the Registrant  reserves the right to discontinue that  availability at
any time.

NON-GAAP FINANCIAL MEASURES

The press release furnished herewith as Exhibit 99.1 contains financial measures
and  financial  terms not  calculated  in  accordance  with  generally  accepted
accounting  principles  in the  United  States of America  ("GAAP")  in order to
provide  investors and management  with an alternative  method for assessing the
Registrant's operating results in a manner that is focused on the performance of
the  Registrant's  ongoing  operations  and  expected  future  performance.  The
Registrant has provided  definitions below for the non-GAAP  financial  measures
utilized in the press  release,  together with an  explanation of why management
uses these measures,  and why management  believes that these non-GAAP financial
measures are useful to investors.

The press release uses the non-GAAP  measures of "EBIT",  "EBIT  margin",  "Test
segment EBIT-Operational" and expected 2008 "EPS-Adjusted Basis". The Registrant
defines "EBIT" as earnings  before  interest and taxes.  The Registrant  defines
"EBIT  margin" as EBIT as a percent of net sales.  The  Registrant's  management
evaluates  the  performance  of its  operating  segments  based on EBIT and EBIT
margin,  and  believes  that EBIT and EBIT  margin  are useful to  investors  to
demonstrate the operational  profitability of the Registrant's business segments
by excluding  interest and taxes,  which are generally  accounted for across the
entire Registrant on a consolidated basis. EBIT is also one of the measures used
by management in  determining  resource  allocations  within the  Registrant and
incentive compensation.

The  Registrant  defines  "Test segment  EBIT-Operational"  as Test segment EBIT
excluding the costs related to the adverse  arbitration  judgment and associated
legal costs involving a dispute over a 2005 U.S. government project.  Management
does not  anticipate  that these  legacy  arbitration  costs will be incurred in
subsequent  fiscal years.  Accordingly,  Management  believes that this non-GAAP
measure  allows for better  comparison  period-to-period,  and, for this reason,
considers this useful information for investors.

Expected 2008 EPS-Adjusted  Basis and EBIT margins  represent  expected 2008 EPS
and EBIT margins,  exclusive of pretax  intangible  asset  amortization  expense
related to TWACS NG software and purchase  accounting  intangible assets related
to the  acquisitions  of Nexus and Hexagram.  The  Registrant  believes that the
presentation  of these  operational  measures  provides  important  supplemental
information to investors regarding financial and business trends relating to the
Registrant's  financial  condition and results of operations.  The  Registrant's
management  believes  that  these  measures  provide an  alternative  method for
assessing the  Registrant's  expected future  performance that is useful because
they facilitate  comparisons with other companies in the Communications  segment
industry,  many of which use similar non-GAAP  financial  measures to supplement
their GAAP results.  The  Registrant  provides this  information to investors to
enable  them to perform  additional  analyses  of present  and future  operating
performance,  compare  the  Registrant  to other  companies,  and  evaluate  the
Registrant's ongoing financial operations.

The  presentation of the  information  described above is intended to supplement
investors'  understanding of the Registrant's  operating and anticipated  future
performance.  The Registrant's non-GAAP financial measures may not be comparable
to other companies' non-GAAP financial performance measures.  Furthermore, these
measures are not intended to replace net earnings (loss), cash flows,  financial
position,  comprehensive  income  (loss),  or any other measure as determined in
accordance with GAAP.



ITEM 9.01.       FINANCIAL STATEMENTS AND EXHIBITS

(d)  Exhibits

Exhibit No.       Description of Exhibit

3.1      Amendment to Bylaws effective November 9, 2007

99.1     Press Release dated November 12, 2007


OTHER MATTERS

The  information in this report  furnished  pursuant to Item 2.02 and Item 7.01,
including  Exhibit  99.1,  shall not be deemed to be  "filed"  for  purposes  of
Section 18 of the Securities Exchange Act of 1934 as amended ("Exchange Act") or
otherwise  subject to the  liabilities  of that section,  unless the  Registrant
incorporates  it by reference  into a filing under the Securities Act of 1933 as
amended or the Exchange Act.


                                    SIGNATURE

     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 hereunto duly authorized.


                                                   ESCO TECHNOLOGIES INC.




Dated:     November 12, 2007                       By:
                                                      G.E. Muenster
                                                      Senior Vice President and
                                                      Chief Financial Officer



                                  EXHIBIT INDEX
                                  -------------


Exhibit No.                   Description of Exhibit
-----------                   ----------------------


      3.1                     Amendment to Bylaws effective November 9, 2007

     99.1                     Press Release dated November 12, 2007