content: 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): July 6, 2006
  
  
                            HALIFAX CORPORATION
          (Exact name of registrant as specified in its charter)
  
  
       Virginia              1-08964               54-0829246
    (State or other       (Commission File      (I.R.S. Employer
    jurisdiction of           Number)         Identification No.)
     incorporation)
  
  5250 Cherokee Avenue, Alexandria, Virginia           22312
  (Address of principal executive offices)          (Zip Code)
  
  
  Registrant's telephone number,including area code:(703)658-2400
  
                                N/A
  Former name, former address, and former fiscal year, if changed
  since last report
  
  Check  the appropriate box below if the Form 8-K filing is intended  to
  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 240.13e-4(c))
  <PAGE>
  
  
  ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
  
       On July 6, 2006, we and our subsidiaries amended and restated our
  Second Amended and Restated Loan and Security Agreement with Provident
  Bank to extend the maturity date under the agreement to June 30, 2008.
  The aggregate amount available to us under the agreement remains at
  $12.0 million.  We also amended and restated the agreement to provide
  for an auxiliary revolver facility with a maximum borrowing capacity of
  $1.0 million, which is based upon a borrowing base of up to 25% of our
  eligible inventory.  We are permitted to use the proceeds of the
  auxiliary revolver facility for costs related to the commencement of
  any new contract.  The amount outstanding under the agreement bears
  interest at the bank's prime rate plus one-quarter percent (0.25%).  We
  will also pay an unused commitment fee on the difference between the
  maximum amount we can borrow and the amount advanced, determined by the
  average daily amount outstanding during the period.  The difference is
  multiplied by one-quarter percent (0.25%).  This amount is payable on
  September 30, 2006 and on the last day of each quarter until the
  agreement has been terminated.  Additionally, we will pay a fee of
  $1,000 per month.  Advances under the agreement are collateralized by a
  first priority security interest on all of our assets as defined in the
  agreement.  As of March 31, 2006, $6.9 million was outstanding and $5.1
  million was available to us.  The interest rate at March 31, 2006 was
  8%.
  
       The agreement contains representations, warranties and covenants
  that are that are customary in connection with a transaction of this
  type.  The agreement contains certain covenants including, but not
  limited to: (i) maintaining our accounts in a cash collateral account
  at Provident Bank, the funds in which accounts we may apply in our
  discretion against our obligations owed to Provident Bank, (ii)
  notifying Provident Bank in writing of any cancellation of a contract
  having annual revenues in excess of $250,000, (iii) in the event
  receivables arise out of government contracts, we will assign to
  Provident Bank all government contracts with amounts payable of
  $100,000 or greater and in duration of six months or longer, (iv)
  obtaining written consent from Provident Bank prior to permitting a
  change in ownership of more than 25% of the stock or other equity
  interests of us and our subsidiaries or permit us or any of such
  entities to enter into any merger or consolidation or sell or lease
  substantially all of our or its assets, and (v) obtaining prior written
  consent of Provident Bank, subject to exceptions, to make payments of
  debt to any person or entity or making any distributions of any kind to
  any officers, employees or members.  The agreement also contains
  certain financial covenants which we are required to maintain
  including, but not limited to tangible net worth, current ratio, total
  liabilities to net worth ratio, debt service coverage and current
  ratio, as more fully described in the agreement.
  
       Events of default, include, but are not limited to: (i) a
  determination by Provident Bank that the financial condition of us or
  any person or entity that generally is now or hereafter liable,
  directly, contingently or otherwise obligated to pay Provident Bank
  under the agreement ("Other Obligor") is unsatisfactory, (ii) we or an
  Other Obligor becomes insolvent, (iii) the suspension of business, or
  commission of an act amounting to business failure by us or any Other
  Obligor, (iv) a change in more than 25% of the ownership of us without
  the prior written consent of Provident Bank, and (v) the occurrence of
  an event which is, or with the passage of time or the giving of notice
  or both, a default under any indebtedness in excess of $100,000 of us
  or any Other Obligor.  Upon an event of default, our lender may (i)
  accelerate and call immediately due and payable all of the unpaid
  principal, accrued interest and other sums due as of the date of
  default, (ii) impose the default rate of interest with or without
  acceleration, (iii) file suit against us or any Other Obligor, (iv)
  seek specific performance or injunctive relief to enforce performance
  of the our obligations (v) exercise any rights of a secured creditor
  under the Uniform Commercial Code, (vi) cease making advances or
  extending credit to us and stop and retract the making of any advances
  which we may have requested, and (vii) reduce the maximum amount we are
  permitted to borrow under the agreement.  We have also authorized
  Provident Bank, upon a default, but without prior notice to or demand
  upon us and without prior opportunity of us to be heard, to institute
  an action for replevin, with or without bond as Provident Bank may
  elect, to obtain possession of any of the collateral.
  
  ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS
  
       (C) Exhibits.
  
       10.1 Third Amended and Restated Loan and Security Agreement, dated
  July 6, 2006, by and between Halifax Corporation, Halifax Engineering,
  Inc., Microserv LLC, Halifax AlphaNational Acquisition, Inc. and
  Provident Bank and related documents.
  
  Forward Looking Statements
  
       Certain statements in this Current Report on Form 8-K constitute
  "forward-looking statements" within the meaning of the Federal Private
  Securities Litigation Reform Act of 1995. While forward-looking
  statements sometimes are presented with numerical specificity, they are
  based on various assumptions made by management regarding future events
  over which we have little or no control.  Forward-looking statements
  may be identified by words including "anticipate," "believe,"
  "estimate," "expect" and similar expressions.  We caution readers that
  forward-looking statements, including without limitation, those
  relating to future business prospects, revenues, working capital,
  liquidity, and income, are subject to certain risks and uncertainties
  that would cause actual results to differ materially from those
  indicated in the forward-looking statements.  Factors that could cause
  actual results to differ from forward-looking statements include the
  concentration of our revenues, risks involved in contracting with our
  customers, including difficulties to accurately estimate costs when
  bidding on a contract and the occurrence of start-up costs prior to
  receiving revenues and contract with fixed price provisions, government
  contracting risks, potential conflicts of interest, difficulties we may
  have in attracting and retaining management, professional and
  administrative staff, fluctuation in quarterly results, risks related
  to acquisitions and acquisition strategy, continued favorable banking
  relationships, the availability of capital to finance operations and
  ability to make payments on outstanding indebtedness, weakened economic
  conditions, acts of terrorism, risks related to competition and our
  ability to continue to perform efficiently on contracts, and other
  risks and factors identified from time to time in the reports we file
  with the Securities and Exchange Commission ("SEC"), including our
  Annual Report on Form 10-K.  Should one or more of these risks or
  uncertainties materialize, or should underlying assumptions prove
  incorrect, actual results may vary materially from those anticipated,
  estimated or projected.
  
       Forward-looking statements are intended to apply only at the time
  they are made.  Moreover, whether or not stated in connection with a
  forward-looking statement, we undertake no obligation to correct or
  update a forward-looking statement should we later become aware that it
  is not likely to be achieved.  If we were to update or correct a
  forward-looking statement, you should not conclude that we will make
  additional updates or correction thereafter.
  
  
  <PAGE>
  
                                 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.
  
                                     HALIFAX CORPORATION
  
  
  
  Date: July 6, 2006            By:  /s/Joseph Sciacca
                                     Joseph Sciacca
                                     Vice President, Finance & CFO
  
  
  
  
  
  <PAGE>
  
                             INDEX TO EXHIBITS
  
  Exhibit                       Description
  Number
  
  10.1                     Third  Amended and Restated Loan and  Security
                           Agreement, dated July 6, 2006, by and  between
                           Halifax   Corporation,  Halifax   Engineering,
                           Inc.,  Microserv  LLC,  Halifax  AlphaNational
                           Acquisition,  Inc.  and  Provident  Bank   and
                           related documents.
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "f8kjul6e.txt", "secsgml_size_bytes": 10318}]
metadata_filer: {"company-data": {"conformed-name": "HALIFAX CORP", "cik": "0000720671", "assigned-sic": "7370", "irs-number": "540829246", "state-of-incorporation": "VA", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-08964", "film-number": "06950781"}, "business-address": {"street1": "5250 CHEROKEE AVE", "city": "ALEXANDRIA", "state": "VA", "zip": "22312", "phone": "7037502202"}, "mail-address": {"street1": "5250 CHEROKEE AVENUE", "city": "ALEXANDRIA", "state": "VA", "zip": "22312"}, "former-company": {"former-conformed-name": "HALIFAX ENGINEERING INC/VA", "date-changed": "19911204"}}
text: 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): July 6, 2006
  
                            HALIFAX CORPORATION
          (Exact name of registrant as specified in its charter)
  
       Virginia              1-08964               54-0829246
    (State or other       (Commission File      (I.R.S. Employer
    jurisdiction of           Number)         Identification No.)
     incorporation)
  
  5250 Cherokee Avenue, Alexandria, Virginia           22312
  (Address of principal executive offices)          (Zip Code)
  
  Registrant's telephone number,including area code:(703)658-2400
  
                                N/A
  Former name, former address, and former fiscal year, if changed
  since last report
  
  Check  the appropriate box below if the Form 8-K filing is intended  to
  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 240.13e-4(c))
  ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
  
       On July 6, 2006, we and our subsidiaries amended and restated our
  Second Amended and Restated Loan and Security Agreement with Provident
  Bank to extend the maturity date under the agreement to June 30, 2008.
  The aggregate amount available to us under the agreement remains at
  $12.0 million.  We also amended and restated the agreement to provide
  for an auxiliary revolver facility with a maximum borrowing capacity of
  $1.0 million, which is based upon a borrowing base of up to 25% of our
  eligible inventory.  We are permitted to use the proceeds of the
  auxiliary revolver facility for costs related to the commencement of
  any new contract.  The amount outstanding under the agreement bears
  interest at the bank's prime rate plus one-quarter percent (0.25%).  We
  will also pay an unused commitment fee on the difference between the
  maximum amount we can borrow and the amount advanced, determined by the
  average daily amount outstanding during the period.  The difference is
  multiplied by one-quarter percent (0.25%).  This amount is payable on
  September 30, 2006 and on the last day of each quarter until the
  agreement has been terminated.  Additionally, we will pay a fee of
  $1,000 per month.  Advances under the agreement are collateralized by a
  first priority security interest on all of our assets as defined in the
  agreement.  As of March 31, 2006, $6.9 million was outstanding and $5.1
  million was available to us.  The interest rate at March 31, 2006 was
  8%.
  
       The agreement contains representations, warranties and covenants
  that are that are customary in connection with a transaction of this
  type.  The agreement contains certain covenants including, but not
  limited to: (i) maintaining our accounts in a cash collateral account
  at Provident Bank, the funds in which accounts we may apply in our
  discretion against our obligations owed to Provident Bank, (ii)
  notifying Provident Bank in writing of any cancellation of a contract
  having annual revenues in excess of $250,000, (iii) in the event
  receivables arise out of government contracts, we will assign to
  Provident Bank all government contracts with amounts payable of
  $100,000 or greater and in duration of six months or longer, (iv)
  obtaining written consent from Provident Bank prior to permitting a
  change in ownership of more than 25% of the stock or other equity
  interests of us and our subsidiaries or permit us or any of such
  entities to enter into any merger or consolidation or sell or lease
  substantially all of our or its assets, and (v) obtaining prior written
  consent of Provident Bank, subject to exceptions, to make payments of
  debt to any person or entity or making any distributions of any kind to
  any officers, employees or members.  The agreement also contains
  certain financial covenants which we are required to maintain
  including, but not limited to tangible net worth, current ratio, total
  liabilities to net worth ratio, debt service coverage and current
  ratio, as more fully described in the agreement.
  
       Events of default, include, but are not limited to: (i) a
  determination by Provident Bank that the financial condition of us or
  any person or entity that generally is now or hereafter liable,
  directly, contingently or otherwise obligated to pay Provident Bank
  under the agreement ("Other Obligor") is unsatisfactory, (ii) we or an
  Other Obligor becomes insolvent, (iii) the suspension of business, or
  commission of an act amounting to business failure by us or any Other
  Obligor, (iv) a change in more than 25% of the ownership of us without
  the prior written consent of Provident Bank, and (v) the occurrence of
  an event which is, or with the passage of time or the giving of notice
  or both, a default under any indebtedness in excess of $100,000 of us
  or any Other Obligor.  Upon an event of default, our lender may (i)
  accelerate and call immediately due and payable all of the unpaid
  principal, accrued interest and other sums due as of the date of
  default, (ii) impose the default rate of interest with or without
  acceleration, (iii) file suit against us or any Other Obligor, (iv)
  seek specific performance or injunctive relief to enforce performance
  of the our obligations (v) exercise any rights of a secured creditor
  under the Uniform Commercial Code, (vi) cease making advances or
  extending credit to us and stop and retract the making of any advances
  which we may have requested, and (vii) reduce the maximum amount we are
  permitted to borrow under the agreement.  We have also authorized
  Provident Bank, upon a default, but without prior notice to or demand
  upon us and without prior opportunity of us to be heard, to institute
  an action for replevin, with or without bond as Provident Bank may
  elect, to obtain possession of any of the collateral.
  
  ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS
  
       (C) Exhibits.
  
       10.1 Third Amended and Restated Loan and Security Agreement, dated
  July 6, 2006, by and between Halifax Corporation, Halifax Engineering,
  Inc., Microserv LLC, Halifax AlphaNational Acquisition, Inc. and
  Provident Bank and related documents.
  
  Forward Looking Statements
  
       Certain statements in this Current Report on Form 8-K constitute
  "forward-looking statements" within the meaning of the Federal Private
  Securities Litigation Reform Act of 1995. While forward-looking
  statements sometimes are presented with numerical specificity, they are
  based on various assumptions made by management regarding future events
  over which we have little or no control.  Forward-looking statements
  may be identified by words including "anticipate," "believe,"
  "estimate," "expect" and similar expressions.  We caution readers that
  forward-looking statements, including without limitation, those
  relating to future business prospects, revenues, working capital,
  liquidity, and income, are subject to certain risks and uncertainties
  that would cause actual results to differ materially from those
  indicated in the forward-looking statements.  Factors that could cause
  actual results to differ from forward-looking statements include the
  concentration of our revenues, risks involved in contracting with our
  customers, including difficulties to accurately estimate costs when
  bidding on a contract and the occurrence of start-up costs prior to
  receiving revenues and contract with fixed price provisions, government
  contracting risks, potential conflicts of interest, difficulties we may
  have in attracting and retaining management, professional and
  administrative staff, fluctuation in quarterly results, risks related
  to acquisitions and acquisition strategy, continued favorable banking
  relationships, the availability of capital to finance operations and
  ability to make payments on outstanding indebtedness, weakened economic
  conditions, acts of terrorism, risks related to competition and our
  ability to continue to perform efficiently on contracts, and other
  risks and factors identified from time to time in the reports we file
  with the Securities and Exchange Commission ("SEC"), including our
  Annual Report on Form 10-K.  Should one or more of these risks or
  uncertainties materialize, or should underlying assumptions prove
  incorrect, actual results may vary materially from those anticipated,
  estimated or projected.
  
       Forward-looking statements are intended to apply only at the time
  they are made.  Moreover, whether or not stated in connection with a
  forward-looking statement, we undertake no obligation to correct or
  update a forward-looking statement should we later become aware that it
  is not likely to be achieved.  If we were to update or correct a
  forward-looking statement, you should not conclude that we will make
  additional updates or correction thereafter.
  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.
  
                                     HALIFAX CORPORATION
  
  Date: July 6, 2006            By:  /s/Joseph Sciacca
                                     Joseph Sciacca
                                     Vice President, Finance & CFO
  INDEX TO EXHIBITS
  
  Exhibit                       Description
  Number
  
  10.1                     Third  Amended and Restated Loan and  Security
                           Agreement, dated July 6, 2006, by and  between
                           Halifax   Corporation,  Halifax   Engineering,
                           Inc.,  Microserv  LLC,  Halifax  AlphaNational
                           Acquisition,  Inc.  and  Provident  Bank   and
                           related documents.