UNITED STATES	OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION	OMB Number: 3235-0145
Washington, D.C. 20549	Expires: February 28, 2009
SCHEDULE 13D	Estimated average burden hours per response. . 14.5

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

Radyne Corporation

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

750611402

(CUSIP Number)

Michael R. Murphy

Discovery Group I, LLC

191 North Wacker Drive

Suite 1685

Chicago, Illinois 60606

Telephone Number: (312) 265-9600

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

September 11, 2007

(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 that 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. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-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).

CUSIP No. 750611402
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Discovery Equity Partners, L.P.
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) AF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Illinois
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 1,391,192
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 1,391,192
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,391,192
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   ¨
	13.	Percent of Class Represented by Amount in Row (11) 7.5%
	14.	Type of Reporting Person (See Instructions) PN

2

CUSIP No. 750611402
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Discovery Group I, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) AF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 1,618,427
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 1,618,427
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,618,427
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   ¨
	13.	Percent of Class Represented by Amount in Row (11) 8.8%
	14.	Type of Reporting Person (See Instructions) OO

3

CUSIP No. 750611402
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Daniel J. Donoghue
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) AF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 1,618,427
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 1,618,427
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,618,427
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 8.8%
	14.	Type of Reporting Person (See Instructions) IN

4

CUSIP No. 750611402
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Michael R. Murphy
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) AF
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o
	6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.
			8.	Shared Voting Power 1,618,427
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 1,618,427
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,618,427
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   ¨
	13.	Percent of Class Represented by Amount in Row (11) 8.8%
	14.	Type of Reporting Person (See Instructions) IN

5

Item 1.    Security and Company

This Amendment No. 1 to Schedule 13D (“Amendment No. 1”) relates to the Common Stock, par value $0.001 per share (the “Common Stock”), of Radyne Corporation, a Delaware corporation (the “Company”), which has its principal executive offices at 3138 East Elwood Street, Phoenix, Arizona 85034.  This Amendment No. 1 amends and supplements, as set forth below, the information contained in Items 1, 4, 5 and 6 of the Schedule 13D filed by the Reporting Persons with respect to the Company on July 26, 2007 (the “Original Schedule 13D”).  All capitalized terms used herein but not defined herein have the meanings set forth in the Original Schedule 13D.  Except as amended by this Amendment No. 1, all information contained in the Original Schedule 13D is, after reasonable inquiry and to the best of the Reporting Persons’  knowledge and belief, true, complete and correct as of the date of this Amendment No. 1.

Item 4.    Purpose of Transaction

The Reporting Persons acquired beneficial ownership of the shares of Common Stock reported herein as part of their investment activities on behalf of the Partnerships.   The Reporting Persons acquired the shares of Common Stock reported herein because they believe that the trading prices of the Common Stock do not adequately reflect the potential value of the Company’s underlying business and assets.

After conducting research on the Company and its industry and meetings with the management and a committee of the Board of Directors of the Company and various other parties, Discovery Group on July 25, 2007 sent a letter (the “First Letter”) to the Chairman of the Board of the Company’s Board of Directors that, among other things, recommended the engagement by the Company of a qualified investment banker to orchestrate a thorough yet expeditious process to sell the Company.  The description of the First Letter contained in this Schedule 13D is qualified in its entirety by reference to the First Letter, which is included as Exhibit 4 to the Original Schedule 13D and is incorporated by reference herein.

On September 11, 2007, Discovery Group sent a letter (the “Second Letter”) to the Board of Directors of the Company providing additional information in support of Discovery Group’s request that the Board pursue a possible sale of the Company.  The description of the Second Letter contained in this Schedule 13D is qualified in its entirety by reference to the Second Letter, which is included as Exhibit 4 to Amendment No. 1 and is incorporated by reference herein.

The Reporting Persons intend to review and evaluate their investment in the Common Stock on an ongoing basis and may, depending upon their evaluation of the business and prospects of the Company, or such other considerations as they may deem relevant, determine to increase, decrease, or dispose of their holdings of Common Stock.  As a part of such review and evaluation, the Reporting Persons may hold discussions with the Company’s management and directors, other shareholders and other interested parties.

Except as otherwise described in this Item 4, the Reporting Persons do not have present plans or proposals that relate to or would result in any of the following (although the Reporting Persons reserve the right to develop such plans or proposals or any other plans relating to the Company and to take action with respect thereto):  (i) the acquisition by any person of additional securities of the Company, or the disposition of securities of the Company; (ii) an extraordinary corporate transaction,

6

such as a merger, reorganization, or liquidation, involving the Company or any of its subsidiaries; (iii) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (iv) any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (v) any material change in the present capitalization or dividend policy of the Company; (vi) any other material change in the Company’s business or corporate structure; (vii) changes in the Company’s certificate of incorporation, bylaws, or instruments corresponding thereto or other actions that may impede the acquisition of control of the Company by any person; (viii) causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (ix) a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (x) any action similar to any of those enumerated above.

Item 5.    Interest in Securities of the Company

The information concerning percentages of ownership set forth below is based on 18,476,272 shares of Common Stock reported outstanding as of August 1, 2007 in the Company’s most recent Quarterly Report on Form 10-Q, for the period ended June 30, 2007.

Discovery Equity Partners beneficially owns 1,391,192 shares of Common Stock as of September 11, 2007, which represents approximately 7.5% of the outstanding Common Stock.

Discovery Group beneficially owns 1,618,427 shares of Common Stock as of September 11, 2007, which represents approximately 8.8% of the outstanding Common Stock.

Mr. Donoghue beneficially owns 1,618,427 shares of Common Stock as of September 11, 2007, which represents approximately 8.8% of the outstanding Common Stock.

Mr. Murphy beneficially owns 1,618,427 shares of Common Stock as of September 11, 2007, which represents approximately 8.8% of the outstanding Common Stock.

Discovery Group is the sole general partner of Discovery Equity Partners and has sole discretionary investment authority with respect to the other Partnership’s investment in the Common Stock.  Messrs. Donoghue and Murphy are the sole managing members of Discovery Group.  As a consequence, Discovery Group and Messrs. Donoghue and Murphy share beneficial ownership of all of the shares of Common Stock owned by both of the Partnerships, while Discovery Equity Partners shares beneficial ownership with Discovery Group and Messrs. Donoghue and Murphy of only the shares of Common Stock owned by it.

There were no transactions in Common Stock effected by the Reporting Persons during the past 60 days.

No person other than the Partnerships is known to any Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the shares of Common Stock reported herein. 

7

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

There are no contracts, arrangements, understandings or relationships (legal or otherwise) between or among any of the Reporting Persons and any other person with respect to any securities of the Company other than the governing documents of Discovery Group and the Partnerships, the margin loan facilities referred to under Item 3 of the Original Schedule 13D, the Joint Filing Agreement of the Reporting Persons with respect to the Original Schedule 13D included as Exhibit 1 to the Original Schedule 13D, the Joint Filing Agreement of the Reporting Persons with respect to this Amendment No. 1 included as Exhibit 1 to this Amendment No. 1, and the Powers of Attorney granted by Messrs Donoghue and Murphy with respect to reports under Section 13 of the Securities Exchange Act of 1934, as amended, which Powers of Attorney are included as Exhibit 2 and Exhibit 3, respectively, to this Amendment No. 1.

8

Item 7.    Material to Be Filed as Exhibits

Exhibit 1:		Joint Filing Agreement dated as of September 11, 2007, by and among
Discovery Equity Partners, L.P., Discovery Group I, LLC; Daniel J. Donoghue; and Michael R. Murphy.
Exhibit 2:	Power of Attorney of Daniel J. Donoghue, dated as of August 24, 2006.
Exhibit 3:	Power of Attorney of Michael R. Murphy, dated as of August 24, 2006.
Exhibit 4:	Letter dated September 11, 2007 from Discovery Group I, LLC to the Board of
Directors of Radyne Corporation

9

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.

September 11, 2007

Date

DISCOVERY GROUP I, LLC,
for itself and as general partner of
DISCOVERY EQUITY PARTNERS, L.P.

Michael R. Murphy*

Signature

Michael R. Murphy, Managing Member

Name/Title

Daniel J. Donoghue*

Signature

Daniel J. Donoghue

Name/Title

Michael R. Murphy*

Signature

Michael R. Murphy

Name/Title

*By: /s/ Robert M. McLennan

Robert M. McLennan
Attorney-in-Fact for Daniel J. Donoghue
Attorney-in-Fact for Michael R. Murphy

10

Exhibit Index

Exhibit 1	Joint Filing Agreement dated as of September 11, 2007, by and among Discovery Equity Partners, L.P., Discovery Group I, LLC; Daniel J. Donoghue; and Michael R. Murphy.
Exhibit 2	Power of Attorney of Daniel J. Donoghue, dated as of August 24, 2006
Exhibit 3	Power of Attorney of Michael R. Murphy, dated as of August 24, 2006
Exhibit 4	Letter dated September 11, 2007 from Discovery Group I, LLC to the Board of Directors of Radyne Corporation

11