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): May 25, 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.

      In  connection with his termination of employment on May 6, 2006,
on May 25, 2006, the Company and Mr. Whiteside accepted and agreed that
the  Company  would pay Mr. Whiteside, as severance,  one  year's  base
salary.   Mr. Whiteside agreed that for a period of one year  following
the  date  of  his  termination of employment, that  he  will  not  (i)
solicit,  hire,  contract,  engage, retain, divert,  induce  or  accept
business  from  or  otherwise take away or interfere with  any  current
customer of the Company (or any subsidiaries or affiliates thereof)  or
any prospective customer with which the Company (or any subsidiaries or
affiliates  thereof)  has  targeted for new  business  and  has  had  a
substantial  business contact in the past 12 months and for  which  Mr.
Whiteside has knowledge of such business contact, in each case for  the
purpose  of providing the same or similar services or goods as that  of
the  Company (or any subsidiaries or affiliates thereof), and (ii)  (a)
solicit,  divert or induce any of the current employees or  consultants
of  the Company (or any subsidiaries or affiliates thereof) to leave or
to  work  for  Mr.  Whiteside or any person or entity  with  which  Mr.
Whiteside  is affiliated or (b) hire directly any current employees  of
the  Company  (or  any subsidiaries or affiliates  thereof)  (it  being
agreed that this restriction does not prohibit an entity other than one
controlled  by  Mr.  Whiteside to hire such employees)  or  (c)  supply
information  to  an  employer of Mr. Whiteside or another  unaffiliated
third  party  to  assist  such employer or  other  third  party  to  do
indirectly what Mr. Whiteside is restricted from doing pursuant to this
letter  agreement.  Both the Company and Mr. Whiteside entered  into  a
mutual  release  of claims and the Employee Severance  and  Restrictive
Covenant  Agreement  that  was entered into  by  the  Company  and  Mr.
Whiteside dated September 30, 2004 was terminated.



                               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: June 30, 2006           By:  /s/Joseph Sciacca
                                   Joseph Sciacca
                                   Vice President, Finance & CFO