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

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

MOOG INC.
(Name of Issuer)

Class B Common Stock
(Title of Class of Securities)

615394-30-1
(CUSIP Number)

John B. Drenning
Hodgson Russ LLP
One M&T Plaza, Suite 2000
Buffalo, New York 14203
(716) 848-1550
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

June 28, 2004
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d - 1(e), 240.13d-1(f) or 240.13d-1(g) check the following box [ ].

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

SCHEDULE 13D

CUSIP No. 615394-30-1

                The following constitutes Amendment No. 1 to the Schedule 13D filed with the Securities Exchange Commission on July 13, 1995 (the "Original Schedule 13D"). This Amendment No. 1 amends the Original Schedule 13D as specifically set forth herein.

Item 1. Security and Issuer.

                Item 1 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:

                This Statement relates to 211,404 shares, or 6.73%, of the outstanding Class B Common Stock, $1.00 par value, of Moog Inc. (the "Company") which is subject to the Moog Family Agreement as to Voting (the "Agreement"). Also subject to the Agreement are 173,718 shares, or .76% of the outstanding class, of Class A Common Stock, $1.00 par value, of the Company (together with the Class B Common Stock, the "Securities"). As of July 12, 2004, there were 22,886,000 shares of Class A Common Stock and 3,139,000 shares of Class B Common Stock outstanding.

                The address of the Company's principal executive office is: Moog Inc., Jamison at Seneca, East Aurora, New York 14052.

Item 2. Identity and Background.

                Item 2 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:

                This Statement is filed by each of the persons currently subject to the Agreement, c/o Moog Inc., Jamison Road, East Aurora, New York 14052. The persons currently subject to the Agreement are, alphabetically, Johannes A.S. Aubrecht, Nancy M. Aubrecht, Richard A. Aubrecht, Catherine A. Del Vecchio, Susan Moog Mitchell, Douglas B. Moog, Jeanne M. Moog, Rachel C. Moog, Sandra A. Moog, Susan M. Silliman, Constance Kent Moog Silliman, James R. Silliman, Jr. and Michael K. Silliman (together, the "Parties" and each individually, a "Party"). Each Party is a United States citizen.

                For each Party, the address, present principal occupation or employment and the name, principal business and address of the organization in which such employment is conducted is as follows:

                During the last five years, none of the Parties has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or been a party to a civil proceeding as a result of which he or she is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities law, or finding any violations of such laws.

Item 3. Source and Amount of Funds or Other Consideration.

                Unchanged from the Original Schedule 13D.

Item 4. Purpose of Transaction.

                Unchanged from the Original Schedule 13D.

Item 5. Interest in Securities of the Issuer.

                Item 5 is amended and restated in its entirety as follows:

                On May 28, 2004, the following Parties sold an aggregate of 232,224 Class B shares to the Moog Stock Employee Compensation Trust (the "Moog SECT") at a purchase price per share of $36.35 and in the amounts set forth below:

                On June 28, 2004, the following Parties sold an aggregate of 20,145 Class B shares to the Moog SECT at a purchase price per share of $36.35 and in the amounts set forth below:

                The following tables present the beneficial ownership of Securities by each group member following the sales of Class B shares to the Moog SECT:

                Class B shares are convertible into Class A shares on a one-for-one basis at any time, at the option of the shareholder. Following the sale of Class B shares to the Moog SECT reported above, 211,404 Class B shares, or 6.73% of the outstanding class, and 173,718 Class A shares, or .76% of the outstanding class, are subject to the Agreement. Neither these amounts nor the tables above include (i) options to purchase 90,000 Class A shares currently exercisable or exercisable within sixty (60) days by Richard A. Aubrecht and (ii) 5,840 Class A shares and 17,016 Class B shares allocated to the account of Richard A. Aubrecht pursuant to the Moog Inc. Savings and Stock Ownership Plan as of September 30, 2003. As of July 12, 2004, there were 22,886,000 shares of Class A Common Stock and 3,139,000 shares of Class B Common Stock outstanding.

                The Last Will and Testament of Jane B. Moog established trusts for the benefit of Rachel C. Moog, Sandra A. Moog and Constance Kent Moog Silliman, pursuant to which Richard A. Aubrecht, Douglas B. Moog and Susan L. Moog, as trustees, share the power to vote and dispose of the beneficiaries' Class A and Class B shares. The Class A and Class B shares held for the benefit of Rachel C. Moog are no longer held in trust. Currently, the trustees share the power to vote and dispose of 1,518 Class A shares, or .01% of the outstanding class, and 5,125 Class B shares, or .16% of the outstanding class. Such shares are shown as beneficially owned by each trustee as well as by the appropriate beneficiary.

                Richard A. Aubrecht and Nancy M. Aubrecht jointly own 616 Class A shares and 2,472 Class B shares. Such shares are shown as beneficially owned by each joint owner.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

                Item 6 is amended and restated in its entirety as follows:

                The Agreement, which was filed as Exhibit A to the Original Schedule 13D, was made in September, 1982 by and among William C. Moog ("WCM"), Jane B. Moog ("JBM"), Richard A. Aubrecht ("RAA"), Nancy M. Aubrecht ("NMA"), Constance Kent Moog Silliman ("CKMS"), Jeanne M. Moog ("JMM"), Douglas B. Moog ("DBM"), Susan M. Moog ("SMM"), James R. Silliman, Jr. ("JRS"), Michael K. Silliman ("MKS") (collectively, "Holders"), and Albert K. Hill ("AKH"). Any shares held by AKH are not covered by the agreement. After the entering into the Agreement, WCM and JBM died. Accordingly, references to the Holders do not include WCM, JBM or AKH.

                Shares held by the Holders in their own right or in various capacities, such as custodians, trustees, trust beneficiaries, custodial beneficiaries, etc., are covered by the Agreement. Each Holder agreed that all the shares of Moog stock or other voting stock of Moog, now or hereafter beneficially owned by them, directly or indirectly, will at all times be held subject to the Agreement. Pursuant to the Agreement, each of the Holders granted an irrevocable proxy covering that Holder's shares of Moog stock to the "Electors" under the Agreement, who presently are RAA, CKMS, JMM, DBM, SMM and AKH. The Electors determine how the shares subject to the Agreement are voted, by a vote of 2/3 of their number. The same approval requirement applies to conversion by a Holder of Class B into Class A Common Stock.

                The Agreement provides that in the case of death, resignation or removal of any Elector, such Elector's eldest living child shall be the successor unless the Elector has appointed a successor in writing, which successor must be the Elector's spouse or a descendant who is bound by the terms of this Agreement.

                Each of the Holders agreed not to sell, transfer, pledge, assign or otherwise in any manner dispose of or encumber any shares subject to the Agreement unless he or she has first offered to sell such shares to the other Holders and thereafter to Company as provided in the Agreement. The only exception to this restriction allows transfers directly or indirectly to or for the benefit of another Holder, including the spouse or descendant of a Holder if subject to the Agreement.

                The Agreement continues in force until December 31, 2015, and from year to year thereafter unless any Holder gives notice to the others in writing of his or her election to terminate the Agreement on December 31 of such year. The Agreement also terminates upon the occurrence of any one of the following events:

                Any disputes arising under the Agreement are subject to binding and conclusive arbitration in accordance with the then existing rules of the American Arbitration Association.

                In addition to the Agreement, the Holders have also entered into a Joint Filing Agreement which was filed as Exhibit B to the Original Schedule 13D.

Item. 7. Material to be Filed as Exhibits.

                Unchanged from the Original Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.