================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------------- FORM 8-K CURRENT REPORT DATED JULY 21, 2004 of ARRIS GROUP, INC. A Delaware Corporation IRS Employer Identification No. 58-2588724 SEC File Number 000-31254 ARRIS GROUP, INC. 3871 LAKEFIELD DRIVE SUWANEE, GEORGIA 30024 (770) 622-8400 ================================================================================ ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) EXHIBITS 99 Press Release issued July 21, 2004. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On July 21, 2004, ARRIS Group, Inc. issued a press release regarding financial results for the second quarter ended June 30, 2004. The press release is attached hereto as Exhibit 99 and is incorporated by reference. The information in this Form 8-K, and the exhibit hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. SIGNATURES Pursuant to the requirements of Section 12 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. ARRIS GROUP, INC. By:/s/ Lawrence A Margolis ------------------------------------------ Lawrence A Margolis Executive Vice President, Strategic Planning, Administration, and Chief Counsel Dated: July 23, 2004 2 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION OF EXHIBITS - ------- ----------------------- 99 Press Release issued July 21, 2004. 3