Amended Statement of Changes in Beneficial Ownership (4/a)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Hamby Janice M.	2. Issuer Name and Ticker or Trading Symbol CUBIC CORP /DE/ [ CUB ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner _____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle) 9333 BALBOA AVENUE	3. Date of Earliest Transaction (MM/DD/YYYY) 10/1/2019
(Street) SAN DIEGO, CA 92123 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY) 10/3/2019	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Commnon Stock	10/1/2019		M		1664	A	(1)	4855	D
Common Stock	10/1/2019		F(2)		52	D	$67.55	4803	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	10/1/2019		M			611	(3)	(3)	Common Stock	611	(1)	0	D
Common Stock	(1)	10/1/2019		M			1053	(4)	(4)	Common Stock	1053	(1)	1052	D

Explanation of Responses:
(1)	Reflects the issuance of CUB common stock upon vesting of restricted stock units ("RSUs"). Each RSU granted at that time represented a contingent right to receive one share of CUB stock.
(2)	Shares withheld by CUB to satisfy the minimum statutory tax withholding obligations that arose upon the vesting of the RSUs.
(3)	This is the second and final vesting installment of RSUs granted to Reporting Person on November 27, 2017.
(4)	This is the first of two vesting installments of RSUs granted to Reporting Person on November 21, 2018. The remaining 1,052 Shares will vest on October 1, 2020, subject to ReportingPerson's continuous service through each application vesting date.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Hamby Janice M. 9333 BALBOA AVENUE SAN DIEGO, CA 92123	X

Signatures
Heidi Runge, Attorney-in-fact for Janice M. Hamby		12/12/2019
**Signature of Reporting Person		Date