SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Anshasi Basem

(Last)

(First)

(Middle)

1801 EAST SAINT ANDREW PLACE

(Street)

SANTA ANA

92705

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/12/2008

3. Issuer Name and Ticker or Trading Symbol
POWERWAVE TECHNOLOGIES INC [ PWAV ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Worldwide Sales

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	50,836	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option	⁽¹⁾	07/17/2016	Common Stock	25,000	$8.18	D
Employee Stock Option	⁽²⁾	09/12/2016	Common Stock	10,000	$7.47	D
Employee Stock Option	⁽³⁾	03/16/2012	Common Stock	10,000	$5.17	D
Employee Stock Option	⁽⁴⁾	08/07/2017	Common Stock	25,000	$6.49	D
Employee Stock Option	⁽⁵⁾	04/30/2013	Common Stock	45,000	$2.73	D
Employee Stock Option	⁽⁶⁾	08/12/2013	Common Stock	25,000	$4.88	D

Explanation of Responses:

1. The option vested with respect to 6,250 shares on July 17, 2007 and thereafter the option vests in 36 equal monthly installments so that the option is fully vested on July 17, 2010.

2. The option vested with respect to 2,500 shares on September 12, 2007 and thereafter the option vests in 36 equal monthly installments so that the option is fully vested on September 12, 2010.

3. The option vested with respect to 2,500 shares on March 16, 2008 and thereafter the option vests in 36 equal monthly installments so that the option is fully vested on March 16, 2011.

4. The option vested with respect to 6,250 shares on August 7, 2008 and thereafter the option vests in 36 equal monthly installments so that the option is fully vested on August 7, 2011.

5. The option vests with respect to 11,250 shares on April 30, 2009 and thereafter the option vests in 36 equal monthly installments so that the option is fully vested on April 30, 2012.

6. The option vests with respect to 6,250 shares on August 12, 2009 and thereafter the option vests in 36 equal monthly installments so that the option is fully vested on August 12, 2012.

Remarks:

See attached Power of Attorney for Basem Anshasi

	Kevin T. Michaels, as attorney in fact for reporting person	12/15/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.