8-K

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                       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

                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
                                December 31, 2003

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                             GLOBECOMM SYSTEMS INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                                    DELAWARE
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)

        000-22839                                        11-3225567
(COMMISSION FILE NUMBER)                    (I.R.S. EMPLOYER IDENTIFICATION NO.)

                                 45 Oser Avenue
                            Hauppauge, New York 11788
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (631) 231-9800
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

                                 Not Applicable
          (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)

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ITEM 5.  OTHER EVENTS.

         On December 31, 2003, the Company issued a press release relating to a
private placement of equity securities, a copy of which is included as Exhibit
99.1 to this report and incorporated by reference herein.

         The press release announced that the Company executed definitive
agreements, on December 31, 2003, for the sale of an aggregate of 1,500,000
shares of its common stock, par value $0.001 per share (the "Common Stock"), and
warrants to purchase up to an aggregate of 750,000 shares of Common Stock (the
"Warrants"). The Warrants are exercisable at an exercise price per share of
$5.50, subject to adjustment from time to time for stock splits, stock
dividends, distributions or similar transactions. The Warrants are exercisable
beginning July 1, 2004 and expire on December 31, 2008.

         The offering and sale will result in gross proceeds to the Company,
prior to the deduction of expenses and commissions, of $6.75 million. The net
proceeds of the financing are expected to be approximately $6.2 million and will
be used for working capital and general corporate purposes, as well as for
strategic purposes such as selected acquisitions that may be considered in the
future to expand the Company's product and service offerings.


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

Exhibit No.                Description
- -----------                -----------
99.1                       Press Release dated December 31, 2003.







                                   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 hereunto duly authorized.

                           Globecomm Systems Inc.
                           -----------------------------------------------------
                           (Registrant)


                           By:    /s/ ANDREW C. MELFI
                                  ----------------------------------------------
                           Name:  Andrew C. Melfi
                           Title: Vice President and Chief Financial Officer
                                  (Principal Financial and Accounting Officer)

Dated: December 31, 2003

EX-99.1

                                                                    Exhibit 99.1


                                                                [GLOBECOMM LOGO]




                           GLOBECOMM SYSTEMS ANNOUNCES
                     $6.75 MILLION EQUITY PRIVATE PLACEMENT

HAUPPAUGE, N.Y., DECEMBER 31, 2003 /BUSINESSWIRE/ -- Globecomm Systems Inc.
(NASDAQ: GCOM-News), a global provider of end-to-end satellite-based
communications solutions, today announced that it executed definitive agreements
for a private placement of equity securities to institutional investors totaling
$6.75 million in gross proceeds. The net proceeds, expected to be approximately
$6.2 million, will be used for working capital and general corporate purposes,
as well as for strategic purposes such as selected acquisitions that may be
considered in the future to expand its product and service offerings. C.E.
Unterberg, Towbin acted as the exclusive placement agent for the financing.

The private placement agreement provides that the Company will issue 1.5 million
shares of common stock and warrants to purchase up to 750,000 shares of common
stock at an exercise price of $5.50 per share. The warrants are exercisable
beginning July 1, 2004 and expire on December 31, 2008.

David Hershberg, Chairman and Chief Executive Officer of Globecomm Systems Inc.,
said, "This round of financing demonstrates the confidence that certain
institutional investors have in the future of Globecomm. A stronger balance
sheet provides the Company with greater liquidity in executing our business plan
and gives us flexibility to explore potential acquisitions."

This press release does not constitute an offer to sell or the solicitation of
an offer to buy any security. The securities issued in the private placement
have not been registered under the Securities Act of 1933, as amended, or
applicable state securities laws and may not be offered or sold in the United
States absent registration under the Securities Act of 1933, as amended, and
applicable state securities laws or an applicable exemption from registration
requirements. Globecomm has agreed to file a registration statement covering the
resale of the shares of common stock purchased in the private placement, as well
as those shares of common stock underlying the warrants.

ABOUT GLOBECOMM SYSTEMS

Globecomm Systems Inc. is an end-to-end satellite-based communications solutions
provider. The Company's core business provides end-to-end value-added
satellite-based communications solutions. This business supplies ground segment
systems and networks for satellite-based communications, including hardware and
software to support a



wide range of satellite systems. Its wholly-owned subsidiary, NetSat Express,
Inc., provides end-to-end satellite-based Internet solutions, including network
connectivity, broadband connectivity to end users, Internet connectivity,
intranet extension, media distribution and other network services on a global
basis. Both Globecomm Systems' and NetSat Express' customers include
communication service providers, multinational corporations, Internet Service
Providers, content providers and government entities.


Based in Hauppauge, New York, Globecomm Systems also maintains offices in Hong
Kong, the United Kingdom and the United Arab Emirates.

For more information contact:

David Hershberg: Chairman and Chief Executive Officer 631-231-9800, Globecomm
Systems Inc. Matthew Byron: Investor Relations 631-457-1301, Globecomm Systems
Inc.

Globecomm Systems Inc., 45 Oser Avenue, Hauppauge, NY 11788-3816, USA.
TEL: 631 231-9800, FAX: 631 231-1557;
Email: ir@globecommsystems.com; Web: www.globecommsystems.com.



Certain of the statements contained in this press release may be deemed
forward-looking statements. Such statements, and other matters addressed in this
press release, involve a number of risks and uncertainties. Among the factors
that could cause actual results to differ materially from these statements and
matters include risks and other factors detailed, from time to time, in the
Company's reports filed with the Securities and Exchange Commission, including,
but not limited to, the Company's Annual Reports on Form 10-K and its Quarterly
Reports on Form 10-Q, which the Company urges investors to consider.