Washington, D.C.  20549

                                      FORM 8-K

                       OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):      September 29, 2004

Exact Name of Registrant as
  Specified in Its Charter:                    CalAmp Corp.

          DELAWARE                        0-12182              95-3647070
 _____________________________          ____________         _____________
State or Other Jurisdiction of          Commission          I.R.S. Employer
Incorporation or Organization          File Number        Identification No.

Address of Principal Executive Offices:     1401 N. Rice Avenue
                                            Oxnard, CA 93030
Registrant's Telephone Number, Including
 Area Code:                                    (805) 987-9000

Former Name or Former Address, 
 if Changed Since Last Report:               California Amplifier, Inc.

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 425 under the Exchange Act 
     (17 CFR 240.14.a-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 240.13e-4(c))

Item 1.01.  Entry into a Material Definitive Agreement

As previously reported, on April 21, 2004, the Registrant was served with a 
complaint alleging certain violations of the California labor code.  Among 
other charges, the class action complaint alleged that from October 2000 to 
April 2004 certain hourly employees did not take their lunch break within 
the time period prescribed by state law.   The Registrant established what 
management believed to be an appropriate reserve in the quarter ended 
February 28, 2004.
The Registrant entered into a settlement and release agreement effective 
September 29, 2004 with the class action plaintiffs, which is subject to 
court approval.  Pursuant to the settlement agreement, the Registrant agreed 
to pay an aggregate sum of $650,000, which is within the previously 
established reserve amount.


Pursuant to the requirements of the Securities Exchange Act of 1934, as 
amended, the Registrant has duly caused this report to be filed on its 
behalf by the undersigned hereunto duly authorized.

                                   CalAmp Corp.

     October 8, 2004	           By:   /s/ Richard K. Vitelle	
    _________________                  _________________________
          Date                          Richard K. Vitelle,
                                        Vice President-Finance 
                                        (Principal Financial Officer)