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): November 21, 2001

                                 ANADIGICS, INC.
               (Exact Name of Registrant as Specified in Charter)

   Delaware                          0-25662                   22-2582106
  (State Or Other                  (Commission               (IRS Employer
   Jurisdiction Of                  File Number)            Identification No.)
   Incorporation)

                  141 Mt. Bethel Road, Warren, New Jersey 07059
               (Address of Principal Executive Offices) (Zip Code)

        Registrant's telephone number, including area code (908) 668-5000





Item 5.  Other Events.

     The Company  disseminated  the attached press release on November 21, 2001,
announcing its agreement to sell $75 million aggregate principal amount of 5.00%
Convertible Senior Notes due November 15, 2006.

Item 7.  Financial Statements and Exhibits.

         (c) Exhibits

         99.1 Press Release of the Company dated November 21, 2001, announcing
its agreement to sell $75 million aggregate principal amount of 5.00%
Convertible Senior Notes due November 15, 2006.





                                    SIGNATURE

     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 hereunto duly authorized.

                                       ANADIGICS, INC.

                                       By:     /s/ Thomas C. Shields
                                               --------------------------
                                               Name:   Thomas C. Shields
                                               Title:  Senior Vice President and
                                                       Chief Financial Officer

Date:  November 21, 2001







                                  EXHIBIT INDEX

99.1 Press  Release of the Company  dated  November  21,  2001,  announcing  its
     agreement  to  sell  $75  million  aggregate   principal  amount  of  5.00%
     Convertible Senior Notes due November 15, 2006.





                                  EXHIBIT 99.1





                                      FOR:         ANADIGICS, INC.

                                                   141 Mt. Bethel Road
                                                   Warren, NJ 07059
                                                   908-668-5000

                                        CONTACT:   Thomas Shields
                                                   Chief Financial Officer
                                                   908-412-5995

                                                   Richard Hantke
                                                   Director, Investor Relations
                                                   908-791-6043

                                   MEDIA CONTACT:  Tim Blanke
                                                   Corporate Communications Mgr.
                                                   908-668-5000

  ANADIGICS ANNOUNCES AGREEMENT TO SELL $75 MILLION OF CONVERTIBLE SENIOR NOTES

WARREN,  NJ--November 21,  2001--ANADIGICS,  Inc. (Nasdaq: ANAD) today announced
that it has  entered  into an  agreement  for the sale of $75  million  of 5.00%
Convertible  Senior Notes due November 15, 2006 (the  "Notes")  ($100 million if
the over-allotment  option is exercised in full) through a Rule 144A offering to
qualified institutional buyers.

These Notes will be convertible  into ANADIGICS  common stock,  at the option of
the  holder,  at a price  equal to $21.00 per share,  subject to  adjustment  in
certain circumstances.  The Notes will bear an interest rate of 5.00% per annum,
will have a five-year  term,  and will be redeemable by ANADIGICS any time on or
after November 15, 2004.  ANADIGICS has agreed to file a registration  statement
for the  resale of the  Notes and the  shares  of  common  stock  issuable  upon
conversion  of the Notes within 90 days after the closing of the  offering.  The
offering is expected to close on November 27, 2001,  subject to certain  closing
conditions.


The Notes and the common stock  issuable  upon  conversion of the Notes have not
been  registered  under the  Securities  Act of 1933, as amended,  or applicable
state  securities  laws,  and may not be offered  or sold in the United  States,
absent   registration   or  an  applicable   exemption  from  the   registration
requirements  of the  Securities Act of 1933, as amended,  and applicable  state
securities laws.

This press release does not constitute an offer to sell or the  solicitation  of
an offer to buy  securities.  This press release is being issued pursuant to and
in accordance with Rule 135c under the Securities Act of 1933, as amended.