CERTAIN REGISTRATION RIGHTS UNDER SECURITIES AGREEMENT BETWEEN ELCOM INTERNATIONAL AND ROBERT J. CROWELL, Assigned to: ------------------------------------------

   1
                                                                    EXHIBIT 4.12

                        CERTAIN REGISTRATION RIGHTS UNDER
                          SECURITIES AGREEMENT BETWEEN
                   ELCOM INTERNATIONAL AND XXXXXX X. XXXXXXX,
                                  Assigned to:
                   ------------------------------------------





                                                               As to Number of
                                                                  Shares of
                  Assignee                                       Common Stock
                  --------                                     ---------------


                                                                
Xxxxx X. Xxxxxxx                                                    347,078

Xxxxxxxxxxx Xxxxxxx and Xxxxx Xxxxxx, as Co-Trustees of the 
KMC Trust No. 1
                                                                    158,677

Xxxxxx X. Xxxxxxx, as Trustee of the KMC Trust No. II               188,401