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As filed with the Securities and Exchange Commission on April 19, 2007

                                                                                                 Registration Statement No. 333-______________

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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-3

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
                                      

Hardinge Inc.

(Exact Name of Registrant as Specified in its Charter)

New York

(State or Other Jurisdiction of
Incorporation or Organization) 16-0470200

(I.R.S. Employer
Identification No.)

                                   

One Hardinge Drive
Elmira, New York 14902-1507
(607) 734-2281
(Address, including zip code, and telephone number, including area code, of registrant's principal executive office)

                                   

J. Patrick Ervin
Chairman and Chief Executive Officer
Hardinge Inc.
One Hardinge Drive
Elmira, New York 14902-1507
(607) 734-2281
(Name, address, including zip code and telephone number, including area code, of agent for service)

                                   

Copy to:

David J. Murray, Esq.
Phillips Lytle LLP
3400 HSBC Center
Buffalo, New York 14203-2887
(716) 847-8400

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              Approximate date of commencement of proposed sale to public: As soon as practicable after this Registration Statement becomes effective.

              If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. [  ]

              If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. [x]

              If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [x] File No. 333-115595

              If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  [  ]

              If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. [  ]

              If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. [  ]

CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities To Be         Registered	Proposed Maximum Aggregate Offering      Price (1) (2)	Amount of Registration            Fee
Common Stock, $0.01 par value per share	$10,000,000	$307

(1)	An indeterminate number of shares of Common Stock is being registered with an aggregate public offering price not to exceed $10,000,000.
(2)	The registrant previously registered Common Stock with an aggregate public offering price of $50,000,000 on the Registration Statement on Form S-3 (File No. 333-115595). In accordance with Rule 462(b) promulgated under the Securities Act of 1933, as amended, an additional amount of Common Stock having a proposed maximum aggregate offering price of no more than 20% of the maximum aggregate offering price of the Common Stock eligible to be sold under the related Registration Statement on Form S-3 (File No. 333-115595), as amended, for which a fee of $6,335 was previously paid, is hereby registered.
This Registration Statement shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462(b) under the Securities Act of 1933, as amended. ==================================================================================

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EXPLANATORY NOTE AND INCORPORATION BY REFERENCE

              This registration statement is being filed with respect to the registration of additional shares of Common Stock, par value $0.01 per share, of Hardinge Inc., a corporation organized under the laws of the State of New York, pursuant to Rule 462(b) under the Securities Act of 1933, as amended. This registration statement relates to the same public offering of securities contemplated by the shelf registration statement (File No. 333-115595), effective on September 5, 2006, and is being filed for the sole purpose of increasing the aggregate public offering price of common stock by $10,000,000. The contents of the earlier effective registration statement (File No. 333-115595) are incorporated in this registration statement by reference.

              The required opinions and consents are listed on an Exhibit Index attached hereto and filed herewith.

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PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item 16.  Exhibits

              All exhibits filed with or incorporated by reference in registration statement no. 333-115595 are incorporated by reference into, and shall be deemed part of, this registration statement, except the following, which are filed herewith.

Exhibit No.	Description
5.1 23.1 23.2	Opinion of Phillips Lytle LLP Consent of Independent Registered Public Accounting Firm - Ernst & Young LLP Consent of Phillips Lytle LLP (included in Exhibit 5.1 filed herewith)

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SIGNATURES

              Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Elmira, in the State of New York, on April 19, 2007

HARDINGE INC.

By:/s/    J. Patrick Ervin                                             
              J. Patrick Ervin,
              Chairman and Chief Executive Officer

   Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated on April 19, 2007.

Signature	Title
/s/                           J. Patrick Ervin                                  J. Patrick Ervin	Chairman and Chief Executive Officer (Principal Executive Officer) and Director
/s/                       Charles R. Trego, Jr.                                                        Charles R. Trego, Jr.	Senior Vice President and Chief Financial Officer (Principal Financial Officer)
/s/                            Edward J. Gaio                                                                Edward J. Gaio	Corporate Controller (Principal Accounting Officer)
/s/                            Daniel J. Burke                                                                 Daniel J. Burke	Director
/s/                          Kyle H. Seymour                                                             Kyle H. Seymour	Director
/s/                            John J. Perrotti                                                                John J. Perrotti	Director
/s/                       Douglas A. Greenlee                                                        Douglas A. Greenlee	Director
/s/                           J. Phillip Hunter                                                               J. Phillip Hunter	Director
/s/                           Mitchell I. Quain                                                              Mitchell I. Quain	Director

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EXHIBIT INDEX

Exhibit No.	Description
5.1	Opinion of Phillips Lytle LLP
23.1	Consent of Independent Registered Public Accounting Firm - Ernst & Young LLP
23.2	Consent of Phillips Lytle LLP (included in Exhibit 5.1 filed herewith)

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EX-5

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Exhibit 5.1

PHILLIPS LYTLE LLP
3400 HSBC Center
Buffalo, New York 14203

April 19, 2007

Hardinge Inc.
One Hardinge Drive
Elmira, New York 14902

Ladies and Gentlemen:

This opinion is furnished in connection with the registration pursuant to Rule 462(b) under the Securities Act of 1933, as amended (the "Securities Act"), of an indeterminate number of shares of common stock, par value $0.01 per share, with a maximum aggregate offering price of $10,000,000 (the "Shares") of Hardinge Inc., a New York corporation (the "Company"). This opinion is furnished at the Company's request to enable the Company to fulfill the requirements of Item 601(b)(5) of Regulation S-K, 17 C.F.R. 229.601(b)(5), in connection with registration of the Shares under the Securities Act.

In connection with rendering this opinion, we have examined the following documents: the Restated Certificate of Incorporation of the Company, as heretofore amended, and By-laws of the Company, as heretofore amended; such records of corporate proceedings of the Company as we deemed material; an executed copy of the registration statement on Form S-3 under the Securities Act relating to the Shares (the "Registration Statement"); and such other documents as we considered necessary for the purposes of this opinion. With respect to all the foregoing documents, we have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to the originals of all documents submitted to us as copies, and the legal capacity of all natural persons. We are attorneys admitted to practice in the State of New York. We express no opinion concerning the laws of any jurisdiction other than the laws of the United States of America and the State of New York.

Based upon and subject to the foregoing, we are of the opinion that the Shares have been duly authorized and, assuming they will be issued against the consideration established by the Company's board of directors in applicable authorizing resolutions, will be validly issued, fully paid and non-assessable.

The foregoing assumes that all requisite steps have been and will be taken to comply with the requirements of the Securities Act and applicable requirements of state laws regulating the offer and sale of securities.

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to our firm under the caption "Legal Matters" in the prospectus or any supplement thereto constituting a part of the Registration Statement. In giving this consent, we do not thereby admit that we are an "expert" within the meaning of the Securities Act.

Very truly yours,

/s/ PHILLIPS LYTLE LLP

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EX-23

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Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the Registration Statement (Form S-3 No. 333-XXXXX) and related Prospectus of Hardinge Inc. for the registration of $10,000,000 of its common stock, of our reports dated March 15, 2007 with respect to the consolidated financial statements and schedule of Hardinge Inc., Hardinge Inc.'s management's assessment of the effectiveness of internal control over financial reporting, and the effectiveness of internal control over financial reporting of Hardinge Inc., included in its Annual Report (Form 10-K) for the year ended December 31, 2006, filed with the Securities and Exchange Commission.

/s/ Ernst & Young LLP

Buffalo, New York

April 19, 2007

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