Exhibit (a)(5)

                   [THE FOLLOWING WILL BE DELIVERED VIA EMAIL]

                                  May 20, 2002

              ANNOUNCEMENT OF OFFER TO EXCHANGE OUTSTANDING OPTIONS

               UNDER THE ANADIGICS, INC. 1997 LONG TERM INCENTIVE

                       AND SHARE AWARD PLAN FOR EMPLOYEES

The following offer is being made under the terms and subject to the conditions
of an offer to exchange and related documents that are being mailed to the home
address of employees who have been identified as eligible to participate in this
program.

If you do not receive a mailing within one week and think you should have, or if
you have questions relating to the offer after you receive your documents by
mail, please contact the Stock Option Exchange hotline at (908) 791-6060 or
stockoptionexchange@anadigics.com.

Due to today's difficult market and business conditions, you may hold stock
options with an exercise price that exceeds the current market price of our
common stock. Because our board of directors recognizes that the Company's
option plans may not currently be providing performance incentives for its
valued employees, the board has considered a number of ways to provide you with
the benefit of options that over time may have a greater potential to increase
in value.

As a result, ANADIGICS will offer to exchange your outstanding options under its
1997 Long Term Incentive and Share Award Plan for Employees, as amended,
(hereinafter the "Plan") with an exercise price of at least $21.00 per share for
new options we will grant under the Plan. You may exchange one or more of your
options. If you select a particular option for exchange, you must also exchange
all other eligible options granted to you by ANADIGICS on such date.

The number of shares of common stock subject to the new options will be equal to
the number of shares subject to the options that you tender and we accept for
exchange, as adjusted for any stock splits, stock dividends and similar events.
We will grant the new options on or about the later of December 20, 2002 or the
first business day which is at least six months and one day following the date
we accept and cancel the tendered options.

You must be an employee of the Company or one of its subsidiaries from the date
you tender options through the date we grant the new options in order to receive
new options. If you do not remain an employee of the Company or one of its
subsidiaries, you will not receive any new options or any other consideration
for the options tendered by you and canceled by the Company.

The terms and conditions of the new options will be substantially the same as
the terms and conditions of your current options, except in three respects:

                  o     the per share exercise price of all new options will
                        equal the closing sale price of our common stock on the
                        Nasdaq National Market on the date we grant the new
                        options or on the first day thereafter on which a
                        selling price is made available to the public;


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                  o     your options will expire (in the absence of an earlier
                        termination) ten years from the new grant date; and

                  o     your options will vest one year after the grant date.

The Board of Directors makes no recommendation as to whether you should tender
or refrain from tendering your options in the offer. You must make your own
decision whether to tender your options.

The Company's offer is being made under the terms and subject to the conditions
of an offer to exchange and a related letter of transmittal which you should
receive within the next week. You should carefully read the entire offer to
exchange and letter of transmittal before you decide whether to tender all or
any portion of your options. A tender of options involves risks which are
discussed in the offer to exchange. To tender options, you will be required to
properly complete and return to us the letter of transmittal and any other
documents specified in that letter by the expiration date of the Company's
offer. Specifically, if you desire to exchange any of your options, you should
follow the following steps:

                  o     Review the attachment to the letter of transmittal. The
                        attachment describes each option that has been granted
                        to you that remains outstanding.

                  o     Initial those option grants on the attachment that you
                        wish to exchange. Remember that:

                        o     You may only select options that have an exercise
                              price of at least $21.00 per share.

                        o     Once you select an option, you must also select
                              all other eligible options granted to you on the
                              same date as the selected option.

                  o     Sign the letter of transmittal and complete the other
                        information required to be answered on page 4.

                  o     Return the letter of transmittal, with the attachment,
                        to ANADIGICS, Inc., 141 Mt. Bethel Road, Warren, New
                        Jersey 07059, Attn: Stock Option Exchange, before 5:00
                        p.m., New York City Time, on June 18, 2002.

If you do not intend to exchange any of your options, please check the box on
page 5 of the letter of transmittal, sign the letter of transmittal on page 5,
and return the letter of transmittal to ANADIGICS, Inc., 141 Mt. Bethel Road,
Warren, New Jersey 07059, Attn: Stock Option Exchange, before 5:00 p.m., New
York City Time, on June 18, 2002.

If you have any questions about the offer, please contact the Stock Option
Exchange hotline at (908) 791-6060 or stockoptionexchange@anadigics.com.

We thank you for your continued efforts on behalf of ANADIGICS.



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