8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 24, 2008                                

HITTITE MICROWAVE CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware	000-51448	04-2854672
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

20 Alpha Road, Chelmsford, Massachusetts 01824

(Address of principal executive offices) (Zip Code)

(978) 250-3343

(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below).

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On July 24, 2008, Hittite Microwave Corporation issued a press release announcing its financial results for the second quarter of fiscal 2008. The full text of the press release is attached hereto as Exhibit 99.1 to this Report and is incorporated by reference herein.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1.Press Release, dated July 24, 2008, entitled “Hittite Microwave Corporation Reports Financial Results for the Second Quarter of 2008.”

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

HITTITE MICROWAVE CORPORATION
By:	/s/ William W. Boecke
	William W. Boecke Chief Financial Officer

Date: July 24, 2008

Exhibit Index

Exhibit No.	Description
99.1	Press Release of Hittite Microwave Corporation, dated July 24, 2008.

EX-99.1

Exhibit 99.1

Hittite Microwave Corporation (ticker: HITT, exchange: NASDAQ) News Release - July 24, 2008.

Press Release

HITTITE MICROWAVE CORPORATION REPORTS FINANCIAL RESULTS

FOR THE SECOND QUARTER OF 2008

CHELMSFORD, MA - July 24, 2008 - Hittite Microwave Corporation (NASDAQ:HITT) today reported revenue for the second quarter ended June 30, 2008 of $45.0 million, representing an increase of 19.6% compared with $37.6 million for the second quarter of 2007 and an increase of 4.0% compared with $43.3 million for the first quarter of 2008. Net income for the quarter was $13.5 million, or $0.43 per diluted share, an increase of 10.7% compared with $12.2 million, or $0.39 per diluted share, for the second quarter of 2007, and an increase of 3.2% compared with $13.0 million, or $0.42 per diluted share, for the first quarter of 2008.

“We are pleased with our second quarter results,” said Stephen Daly, Chairman and CEO. “Increased international sales allowed us to achieve our objectives. Our product development team continued to execute, and during the quarter we introduced our eighteenth product line, a new Phase Lock Loop (PLL) product line, which will serve all of our target end markets. In total, we introduced 26 new products during the quarter across all of our product lines, in line with our plan for the year.”

For the second quarter of 2008, revenue from customers in the United States was $18.2 million, or 40% of the company’s total revenue, and revenue from customers outside the United States was $26.8 million, or 60% of total revenue. Gross margin was 70.8% for the second quarter as compared with 71.0% for the second quarter of 2007 and 70.1% for the first quarter of 2008. Operating income for the second quarter was $19.8 million, or 44.0% of revenue. Total cash at the end of the second quarter of 2008 was $186.2 million, an increase for the quarter of $5.0 million.

Business Outlook

The company currently expects revenue for the third quarter ending September 30, 2008 to be in the range of $44.5 million to $45.5 million and net income to be in the range of $13.1 million to $13.5 million, or $0.42 to $0.43 per diluted share.

Webcast and Taped Replay

The company will host a conference call to discuss its financial results at 5:00 p.m. ET today. A live webcast of the call will be available online on the Hittite Microwave website. To listen to the live webcast, go to the Investor Relations page of the Hittite Microwave web site at www.hittite.com and click on the webcast icon located under Conference Calls. A telephonic replay of the call also will be available for one week after the live call by dialing (719) 457-0820, access code 6314790. Following the call, a webcast replay will also be available by visiting the Investor Relations page at www.hittite.com.

About Hittite Microwave Corporation

Hittite Microwave is an innovative designer and developer of high performance integrated circuits, or ICs, modules, subsystems and instrumentation for technically demanding radio frequency, or RF, microwave and millimeterwave applications. Products include amplifiers, attenuators, data converters, frequency dividers and detectors, frequency multipliers, high speed digital logic, interface, mixers and converters, modulators and demodulators, oscillators, passives, phase lock loop (PLL), phase shifters, power detectors, sensors, switches, synthesizers and variable gain amplifiers. Hittite’s products are used in a variety of applications and end markets including automotive, broadband, cellular infrastructure, fiber optic, microwave and millimeterwave communications, military, space, and test and measurement. The company utilizes radio frequency integrated circuits (RFIC), monolithic microwave integrated circuits (MMIC), multi-chip modules (MCM) and microwave integrated circuit (MIC) technologies. The company is headquartered in Chelmsford, MA.

“Safe Harbor Statement” under the Private Securities Litigation Reform Act of 1995

Statements in this press release regarding Hittite Microwave Corporation that do not relate to historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, any statements regarding our expectations as to future levels of revenue, net income and earnings per share. Readers are cautioned that these forward-looking statements are subject to risks and uncertainties and are only predictions, and actual future events and results may differ materially from these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: market acceptance of our new products; our ability to assess market requirements accurately; our success in maintaining the business of our significant customers; our ability to keep pace with new semiconductor processes; regulatory, operational, financial and political risks inherent in operating internationally; competition within the semiconductor industry; product returns and warranty claims; our ability to manage our growth and costs effectively; our belief that growth and expansion of our business will continue into 2008; protection of our intellectual property; the growth and fiscal strength of our end markets; and other risks and uncertainties that are discussed under “Risk Factors” in our Quarterly Report on Form 10-Q for the three months ended March 31, 2008, as filed with the Securities and Exchange Commission.

Contact: William W. Boecke, V.P. and Chief Financial Officer (978-250-3343)

Hittite Microwave Corporation
Condensed Consolidated Balance Sheets (unaudited)
(In thousands)
	June 30, 2008		December 31, 2007
Assets
Current assets:
Cash and cash equivalents	$	186,212	$	65,735
Available-for-sale investments		-		99,007
Accounts receivable, net		25,831		22,253
Inventories		11,744		14,129
Deferred costs		214		242
Income taxes receivable		1,000		1,072
Prepaid expenses and other current assets		1,175		677
Deferred taxes		5,007		4,281
Total current assets		231,183		207,396
Property and equipment, net		18,825		18,824
Other assets		8,178		8,275
Total assets	$	258,186	$	234,495
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	2,052	$	2,647
Accrued expenses		7,564		6,121
Income taxes payable		-		-
Deferred revenue and customer advances		3,176		6,098
Total current liabilities		12,792		14,866
Long-term income taxes payable		3,268		3,180
Deferred taxes		157		156
Total liabilities		16,217		18,202
Total stockholders' equity		241,969		216,293
Total liabilities and stockholders' equity	$	258,186	$	234,495

Hittite Microwave Corporation
Condensed Consolidated Statements of Operations (unaudited)
(In thousands except per-share data)
	Three Months Ended June 30,						Six Months Ended June 30,
	2008			2007			2008			2007
Revenue	$	45,038		$	37,647		$	88,330		$	73,977
Cost of revenue		13,149			10,929			26,084			21,350
Gross profit		31,889			26,718			62,246			52,627
		70.8	%		71.0	%		70.5	%		71.1	%
Operating expenses:
Research and development		5,862			4,571			11,574			8,980
Sales and marketing		4,027			3,170			8,033			6,036
General and administrative		2,198			1,712			4,165			3,456
Total operating expenses		12,087			9,453			23,772			18,472
Income from operations		19,802			17,265			38,474			34,155
		44.0	%		45.9	%		43.6	%		46.2	%
Interest and other income, net		720			1,280			1,879			2,460
Income before income taxes		20,522			18,545			40,353			36,615
Provision for income taxes		7,060			6,382			13,841			12,460
Net income	$	13,462		$	12,163		$	26,512		$	24,155
Earnings per share:
Basic	$	0.44		$	0.40		$	0.86		$	0.79
Diluted	$	0.43		$	0.39		$	0.85		$	0.77
Shares used in the calculation of earnings per share:
Basic		30,769			30,643			30,748			30,570
Diluted		31,351			31,266			31,311			31,202