In military communications, there exist numerous potential threats to message security. Ultra-wideband (UWB) signals provide secure communications because they cannot, in general, be detected using conventional receivers and they can be made relatively immune from jamming. The security of an UWB signal can be further improved by mixing it with random noise. By using a random noise signal, the user can conceal the message signal within the noise waveform and thwart detection by hostile forces. This paper describes a novel spread spectrum technique that can be used for secure and covert communications. The technique is based on the use of heterodyne correlation techniques to inject coherence in a random noise signal. The modulated signal to be transmitted containing the coherent carrier is mixed with a sample of an ultrawideband random noise signal. The frequency range of the ultra-wideband noise signal is appropriately chosen so that the lower sideband of the mixing process falls over the same frequency range. Both the frequency-converted noise-like signal and the original random noise signal are simultaneously transmitted on orthogonally polarized channels through a dual-polarized transmitting antenna. The receiver consists of a similar dual-polarized antenna that simultaneously receives the two orthogonally polarized transmitted signals, amplifies each in a minimum phase limiting amplifier, and mixes these signals in a double sideband up-converter. The upper sideband of the mixing process recovers the modulated signal, which can then be demodulated. The advantage of this technique lies in the relative immunity of the random noise-like un-polarized transmit signal from detection and jamming. Since the transmit signal "appears" totally un-polarized and noise-like, linearly polarized receivers are unable to identify, decode, or otherwise extract useful information from the signal. The system is immune from interference caused by high power linearly polarized signal transmissions since these signals are rejected during the correlation process at the receiver. Dispersive effects caused by the atmosphere and other factors are significantly reduced since both polarization channels operate over identical frequency bands. Several types of modulation schemes and hardware improvements are currently under investigation in order to characterize the performance of this communication system and to enhance its covertness properties.