Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c) Effective October 5, 2009, Howard Eckstein has been appointed General Manager for the Company's Lancaster, Pennsylvania facility. Mr. Eckstein will be receiving annual compensation at the rate of two hundred fifty thousand dollars ($250,000) and will be eligible for an annual bonus, based on defined metrics, for up to 50% of his annual base compensation. In addition, Mr. Eckstein will be granted 10,000 stock options under the Company's stock plans, vesting over a three year period and exercisable at a price of $12.45, and will be granted 5,000 shares of the Company's common stock, which vest at the end of a three year period. Mr. Eckstein will also be entitled to receive certain perquisites including an automobile allowance and medical benefits and will be provided with the Company's employee retention agreement which affords him certain rights in the event of a change in control of the Company.

Between 1998 and 2004, Howard Eckstein held engineering, business development and division management positions with the Company. From 2004 to April 2008, Mr. Eckstein was Vice President of Corporate Business Development for CPI and President of CPI Malibu Division from April 2008 until October 2009. CPI Malibu Division is engaged in the design, analysis and simulation of radar, telemetry, communications and electronic warfare systems to military agencies and government prime contractors.

There is no relationship between the Company and any of its affiliates, and Mr. Eckstein.