UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K

                                 Current Report

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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                               September 25, 2003.


                          ESPEY MFG & ELECTRONICS CORP.
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             (Exact name of registrant as specified in its charter)

      New York                          1-4383                   14-1387171
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(State or other jurisdiction    (Commission File Number)    (I.R.S. Employer
 of incorporation)                                          Identification  No.)

              233 Ballston Avenue, Saratoga Springs, New York 12866
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               (Address of principal executive offices) (Zip Code)



      (Registrant's telephone number, including area code): (518) 584-4100
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ITEM 4. Changes in Registrant's Certifying Accountant

(a)  On September 16, 2003, Espey Mfg. & Electronics Corp. (the "Company") filed
     a Form 8-K with the Securities and Exchange Commission  disclosing that, on
     September 9, 2003,  the Audit  Committee of Espey Mfg. & Electronics  Corp.
     dismissed PricewaterhouseCoopers LLP as its independent public accountants.

(b)  The Audit Committee  engaged KPMG LLP as the Company's  independent  public
     accountants  effective  September  25, 2003.  During the Company's two most
     recent  fiscal years and the  subsequent  interim  period prior to engaging
     KPMG,LLP  neither  the  Company  nor  anyone on its behalf  consulted  with
     KPMG,LLP regarding either (i) the application of accounting principles to a
     specific  transaction,  either completed or proposed,  or the type of audit
     opinion that might be rendered on the Company's financial  statements,  and
     neither a written  report nor oral  advice was  provided  to the Company by
     KPMG,LLP that was an important factor considered by the Company in reaching
     a decision as to any accounting,  auditing or financial reporting issue; or
     (ii) any matter that was either the subject of a disagreement, as that term
     is  defined  in Item 304 (a) (1)  (iv) of  Regulation  S-K and the  related
     instructions to Item 304 of Regulation S-K, or a reportable  event, as that
     term is defined in Item 304 (a) (1) (v) of Regulation S-K.






                                   SIGNATURES


     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 thereunto duly authorized.

                                             ESPEY MFG. & ELECTRONICS CORP.


                                             /s/ David A. O'Neil
                                             -----------------------------------
                                             David A. O'Neil, Treasurer and
                                             Principal Financial Officer


Dated: September 25, 2003