UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-Q

(Mark One)

X     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


For the quarterly period ended March 31, 2008

__    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


For the transition period from _____________________ to ________________________


                          Commission file number 0-6620
                                                --------


                                  ANAREN, INC.
             (Exact name of registrant as specified in its Charter)

             New York                                  16-0928561
             --------                                  ----------
     (State of incorporation)              (I.R.S Employer Identification No.)

           6635 Kirkville Road
         East Syracuse, New York                     13057
         -----------------------                   ----------
(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code: 315-432-8909
--------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)

      Indicate by Check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.   Yes  X     No __

      Indicate by check mark whether the Registrant is a large accelerated
filer, an accelerated filer, or a non-accelerated filer (as defined in Rule
12b-2 of the Exchange Act).
Check One: Large accelerated filer __  Accelerated filer X
           Non-accelerated filer __  Smaller reporting company __

      Indicate by check mark whether the Registrant is a shell company (as
defined in Rule 12b-2 of the Act).   Yes __      No X

      The number of shares of Registrant's Common Stock outstanding on May 5,
2008 was 14,613,223.


                                       1
<PAGE>

                                  ANAREN, INC.

                                     INDEX

PART I - FINANCIAL INFORMATION                                         Page No.
------------------------------                                         --------
  Item 1.  Financial Statements

           Consolidated Condensed Balance Sheets as of                         3
           March 31, 2008 and June 30, 2007 (unaudited)

           Consolidated Condensed Statements of Earnings                       4
           for the Three Months Ended March 31,
           2008 and 2007 (unaudited)

           Consolidated Condensed Statements of Earnings                       5
           for the Nine Months Ended March 31,
           2008 and 2007 (unaudited)

           Consolidated Condensed Statements of Cash Flows                     6
           for the Nine Months Ended March 31,
           2008 and 2007 (unaudited)

           Notes to Consolidated Condensed Financial                           7
           Statements (unaudited)

  Item 2.  Management's Discussion and Analysis                               15

           of Financial Condition and Results of Operations

  Item 3.  Quantitative and Qualitative Disclosures About Market Risk         26

  Item 4.  Controls & Procedures                                              27

PART II - OTHER INFORMATION

  Item 1A. Risk Factors                                                       27

  Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds        27

  Item 4.  Submission of Matters to a vote of Security Holders                28

  Item 6.  Exhibits                                                           28

  Officer Certifications                                                 29 - 33


                                       2
<PAGE>

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                                  ANAREN, INC.
                      Consolidated Condensed Balance Sheets
                        March 31, 2008 and June 30, 2007
                                   (Unaudited)

<TABLE>
<CAPTION>
                   Assets                                                March 31, 2008           June 30, 2007
                   ------                                                --------------           -------------
<S>                                                                       <C>                     <C>
   Current assets:
       Cash and cash equivalents                                          $   6,473,035           $   7,912,276
       Securities available for sale (note 4)                                   300,000              14,150,000
       Securities held to maturity (note 4)                                  18,883,983              20,951,788
       Receivables, less allowances of $231,480
         at March 31, 2008 and $255,677 at June 30, 2007                     23,147,498              19,768,701
       Inventories (note 5)                                                  27,636,992              24,331,597
       Other receivables                                                      1,541,788               1,606,093
       Prepaid expenses                                                         897,409                 771,251
       Deferred income taxes                                                  1,058,255               1,174,255
       Other current assets                                                     865,922               1,121,513
                                                                          -------------           -------------
                   Total current assets                                      80,804,882              91,787,474

   Securities available for sale (note 4)                                       500,000                      --
   Securities held to maturity (note 4)                                      16,475,067              31,540,247
   Property, plant and equipment, net (note 6)                               41,352,684              37,091,786
   Deferred income taxes                                                         24,751                  31,447
   Goodwill                                                                  30,715,861              30,715,861
   Other intangible assets, net (note 2)                                             --                  37,500
                                                                          -------------           -------------
                   Total assets                                           $ 169,873,245           $ 191,204,315
                                                                          =============           =============

       Liabilities and Stockholders' Equity
       ------------------------------------
   Current liabilities:
       Accounts payable                                                   $   9,009,367           $  11,717,120
       Accrued expenses (note 7)                                              2,103,809               3,907,652
       Income taxes payable (note 1 and 9)                                      608,329                 726,240
       Customer advance payments                                              1,999,898               1,318,812
       Other current liabilities (note 8)                                     2,213,994               1,259,616
                                                                          -------------           -------------
                   Total current liabilities                                 15,935,397              18,929,440
   Deferred income taxes                                                        567,353               1,373,353
   Pension and postretirement benefit obligation                              3,031,051               2,954,664
   Other liabilities (note 8)                                                 1,453,746               1,152,710
                                                                          -------------           -------------
                   Total liabilities                                         20,987,547              24,410,167
                                                                          -------------           -------------

   Stockholders' equity:
       Common stock of $.01 par value.  Authorized
          200,000,000 shares; issued 27,389,004 shares
          at March 31, 2008 and 27,128,855 at June 30, 2007                     273,890                 271,288
       Additional paid-in capital                                           191,357,746             187,877,944
       Retained earnings                                                     93,380,180              85,306,813
       Accumulated other comprehensive loss (note 14)                          (205,692)               (984,640)
                                                                          -------------           -------------
                                                                            284,806,124             272,471,405
       Less cost of 12,780,181 treasury shares
         at March 31, 2008 and 10,752,506 at June 30, 2007                 (135,920,426)           (105,677,257)
                                                                          -------------           -------------
                   Total stockholders' equity                               148,885,698             166,794,148
                                                                          -------------           -------------
   Total liabilities and stockholders' equity                             $ 169,873,245           $ 191,204,315
                                                                          =============           =============
</TABLE>

See accompanying notes to consolidated condensed financial statements.


                                       3
<PAGE>

                                  ANAREN, INC.
                  Consolidated Condensed Statements of Earnings
                               Three Months Ended
                             March 31, 2008 and 2007
                                   (Unaudited)

                                                  March 31, 2008  March 31, 2007
                                                   -------------  --------------
Net sales                                          $32,618,733    $32,600,635

Cost of sales                                       22,478,241     21,242,154
                                                   -----------    -----------
        Gross profit                                10,140,492     11,358,481
                                                   -----------    -----------
Operating expenses:
        Marketing                                    1,766,226      1,829,982
        Research and development                     2,675,685      2,345,034
        General and administrative                   3,408,432      3,155,894
                                                   -----------    -----------
              Total operating expenses               7,850,343      7,330,910
                                                   -----------    -----------

Operating income                                     2,290,149      4,027,571

Other income, primarily interest                       535,582        874,297
Interest expense                                        (6,142)        (6,143)
                                                   -----------    -----------
        Total other income                         $   529,440    $   868,154
                                                   -----------    -----------

Income before income taxes                           2,819,589      4,895,725

Income tax expense                                     773,000      1,385,000
                                                   -----------    -----------

Income from continuing operations                    2,046,589      3,510,725

Discontinued operations:
    Income from discontinued operations (note 13)      770,000             --
                                                   -----------    -----------
Net income                                         $ 2,816,589    $ 3,510,725
                                                   ===========    ===========

Basic earnings per share:
  Income from continuing operations                      $0.14          $0.20
  Income from discontinued operations                     0.05           0.00
                                                         -----          -----
  Net income                                             $0.19          $0.20
                                                         =====          =====

Diluted earnings per share:
  Income from continuing operations                      $0.14          $0.20
  Income from discontinued operations                     0.05           0.00
                                                         -----          -----
  Net income                                             $0.19          $0.20
                                                         =====          =====

Shares used in computing net earnings per share:
        Basic                                       14,301,900     17,397,647
                                                   ===========    ===========
        Diluted                                     14,479,862     17,699,597
                                                   ===========    ===========


See accompanying notes to consolidated condensed financial statements.


                                       4
<PAGE>

                                  ANAREN, INC.
                  Consolidated Condensed Statements of Earnings
                                Nine Months Ended
                             March 31, 2008 and 2007
                                   (Unaudited)

                                                 March 31, 2008   March 31, 2007
                                                 --------------   --------------
Net sales                                          $97,076,907     $93,126,530

Cost of sales                                       66,016,934      60,030,937
                                                   -----------     -----------
        Gross profit                                31,059,973      33,095,593
                                                   -----------     -----------
Operating expenses:
        Marketing                                    5,299,409       5,571,546
        Research and development                     7,565,676       6,676,042
        General and administrative                  10,133,938       8,684,862
                                                   -----------     -----------
              Total operating expenses              22,999,023      20,932,450
                                                   -----------     -----------

Operating income                                     8,060,950      12,163,143

Other income, primarily interest                     1,883,991       2,687,983
Interest expense                                       (52,574)        (18,429)
                                                   -----------     -----------
        Total other income                           1,831,417       2,669,554
                                                   -----------     -----------

Income before income taxes                           9,892,367      14,832,697

Income tax expense                                   2,589,000       3,800,000
                                                   -----------     -----------

Income from continuing operations                  $ 7,303,367     $11,032,697

Discontinued operations:
  Income from discontinued operations (note 13)        770,000              --
                                                   -----------     -----------

Net income                                         $ 8,073,367     $11,032,697
                                                   ===========     ===========

Basic earnings per share:
  Income from continuing operations                      $0.49           $0.63
  Income from discontinued operations                     0.05            0.00
                                                         -----           -----
  Net income                                             $0.54           $0.63
                                                         =====           =====

Diluted earnings per share:
  Income from continuing operations                      $0.48           $0.62
  Income from discontinued operations                     0.05            0.00
                                                         -----           -----
  Net income                                             $0.53           $0.62
                                                         =====           =====

Shares used in computing net earnings per share:
        Basic                                       15,022,181      17,504,946
                                                    ==========      ==========
        Diluted                                     15,282,144      17,921,998
                                                    ==========      ==========

See accompanying notes to consolidated condensed financial statements.


                                       5
<PAGE>

                                  ANAREN, INC.
                 Consolidated Condensed Statements of Cash Flows
                                Nine Months Ended
                             March 31, 2008 and 2007
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                           March 31, 2008       March 31, 2007
                                                                                           --------------       --------------
Cash flows from operating activities:
<S>                                                                                        <C>                  <C>
     Net income                                                                            $   8,073,367        $  11,032,697
     Income from discontinued operations                                                         770,000                   --
                                                                                           -------------        -------------
     Income from continuing operations                                                         7,303,367           11,032,697
     Adjustments to reconcile income from continuing operations
       to net cash provided by operating activities:
         Depreciation                                                                          4,957,528            3,883,490
         Amortization                                                                            473,220              581,611
         Gain on sale of land                                                                         --              (77,508)
         Deferred income taxes                                                                  (681,000)             347,000
         Stock based compensation                                                              2,781,092            2,534,990
         Provision for receivables allowances                                                    (24,197)             (12,714)
         Changes in operating assets and liabilities:
           Receivables                                                                        (3,272,600)          (2,724,070)
           Inventories                                                                        (3,312,017)          (4,090,868)
           Other receivables                                                                      64,305              (48,785)
           Prepaids and other current assets                                                     129,433             (604,990)
           Accounts payable                                                                   (1,652,316)             207,115
           Accrued expenses                                                                   (1,803,843)            (413,199)
           Income taxes payable                                                                 (117,911)             (13,996)
           Customer advance payments                                                             681,086                   --
           Other liabilities                                                                   2,023,110              167,422
           Pension and postretirement benefit obligation                                          76,387             (979,883)
                                                                                           -------------        -------------
     Net cash provided by operating activities from
           continuing operations                                                               7,625,644            9,788,312
     Net cash used in operating activities of discontinued operations                                 --                   --
                                                                                           -------------        -------------
     Net cash provided by operating activities                                                 7,625,644            9,788,312
                                                                                           -------------        -------------
Cash flows from investing activities:
     Capital expenditures                                                                     (9,767,865)          (9,347,870)
     Proceeds from sale of land                                                                       --              134,508
     Maturities of held to maturity and available for sale securities                         62,371,425          103,823,597
     Purchases of held to maturity and available for sale securities                         (32,324,160)         (96,412,984)
                                                                                           -------------        -------------
             Net cash provided by (used in) investing activities                              20,279,400           (1,802,749)
                                                                                           -------------        -------------
Cash flows from financing activities:
     Stock options exercised                                                                     591,004            2,128,732
     Tax benefit from exercise of stock options                                                  116,932              630,803
     Purchase of treasury stock                                                              (30,243,169)         (12,138,297)
                                                                                           -------------        -------------
             Net cash used in financing activities                                           (29,535,233)          (9,378,762)
                                                                                           -------------        -------------

     Effect of exchange rates on cash                                                            190,948             (108,617)
                                                                                           -------------        -------------
             Net decrease in cash and cash equivalents                                        (1,439,241)          (1,501,816)
Cash and cash equivalents at beginning of period                                               7,912,276           15,733,214
                                                                                           -------------        -------------
Cash and cash equivalents at end of period                                                 $   6,473,035        $  14,231,398
                                                                                           =============        =============
Supplemental disclosures of cash flow information:
     Cash paid during the period for:
       Interest                                                                            $      52,574        $      18,429
                                                                                           =============        =============
       Income taxes, net of refunds                                                        $   2,056,283        $   2,837,396
                                                                                           =============        =============
       Fixed asset purchases included in accounts payable                                  $     488,662        $          --
                                                                                           =============        =============
</TABLE>

See accompanying notes to consolidated condensed financial statements.

                                       6
<PAGE>

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

The consolidated condensed financial statements are unaudited and reflect all
adjustments (consisting of normal recurring adjustments) which are, in the
opinion of management, necessary for a fair presentation of the financial
position and operating results for the interim periods. The consolidated
condensed financial statements should be read in conjunction with the
consolidated financial statements and notes thereto, together with management's
discussion and analysis of financial condition and results of operations,
contained in the Company's Annual Report on Form 10-K for the fiscal year ended
June 30, 2007. The results of operations for the nine months ended March 31,
2008 are not necessarily indicative of the results for the entire fiscal year
ending June 30, 2008, or any future interim period.

The income tax rates utilized for interim financial statement purposes for the
nine months ended March 31, 2008 and 2007 are based on estimates of income and
utilization of tax credits for the entire year.

NOTE 1: Adoption of Recent Accounting Pronouncements

Effective July 1, 2007, the Company adopted Financial Accounting Standards Board
("FASB") Interpretation No. 48 ("FIN No. 48"), "Accounting for Uncertainty in
Income Taxes - an interpretation of FASB Statement No. 109." FIN No. 48
clarifies the accounting for uncertainty in income taxes recognized in an
enterprise's financial statements in accordance with FASB Statement No. 109. FIN
No. 48 prescribes a recognition threshold and measurement attribute for the
financial statement recognition and measurement of a tax position taken or
expected to be taken on a tax return. Additionally, FIN No. 48 provides guidance
on derecognition, classification, interest and penalties, accounting in interim
periods, disclosure and transition (note 9).

NOTE 2: Intangible Assets

Intangible assets as of March 31, 2008 and June 30, 2007 are as follows:

<TABLE>
<CAPTION>
                                                 March 31                          June 30
                                    -------------------------------    -----------------------------
                                    Gross Carrying     Accumulated     Gross Carrying   Accumulated
                                       Amount          Amortization       Amount        Amortization
                                    --------------     ------------    --------------   ------------
<S>                                  <C>                <C>               <C>            <C>
Patent                               $  574,966         $  574,966        $  574,966     $  574,966
Customer Relationships                1,350,000          1,350,000         1,350,000      1,312,500
Non-Competition Agreements              180,000            180,000           180,000        180,000
                                     ----------         ----------        ----------     ----------
  Total                              $2,104,966         $2,104,966        $2,104,966     $2,067,466
                                     ==========         ==========        ==========     ==========
</TABLE>

Intangible asset amortization expense for the three month period ended March 31,
2008 and 2007 aggregated $0 and $74,217, respectively; and $37,500 and $228,653
for the nine month period ended March 31, 2008 and 2007, respectively. The
intangible assets have been fully amortized during the first quarter ended
September 30, 2007, and no future amortization expense related to these
intangible assets will occur in subsequent quarters.


                                       7
<PAGE>

NOTE 3: Equity Based Compensation

The components of equity based compensation expense in the statements of
earnings are as follows:

<TABLE>
<CAPTION>
                                                  Three Months Ended               Nine Months Ended
                                                       March 31                         March 31
                                               ------------------------       -----------------------------
                                                 2008            2007            2008              2007
                                               --------        --------       ----------        ----------
<S>                                            <C>             <C>            <C>               <C>
Stock option                                   $573,842        $740,642       $1,741,517        $2,233,300
Restricted stock                                368,988         110,799        1,039,575           301,690
                                               --------        --------       ----------        ----------
Stock based compensation expense               $942,830        $851,441       $2,781,092        $2,534,990
                                               ========        ========       ==========        ==========
</TABLE>

In the nine months ending March 31, 2008, 194,729 shares of restricted stock
with an aggregate value of $3,162,582 were issued with a vesting period of 1 to
5 years.


NOTE 4: Securities

The amortized cost and fair value of securities are as follows:

<TABLE>
<CAPTION>
                                                                                March 31, 2008
                                                                                --------------
                                                                           Gross              Gross
                                                          Amortized      Unrealized        Unrealized
                                                             Cost           Gains             Losses         Fair Value
                                                        -----------      ----------        ----------        ----------
<S>                                                     <C>               <C>              <C>               <C>
Securities available for sale:
     Auction rate securities                            $   800,000       $     --         $      --         $   800,000
                                                        -----------       --------         ---------         -----------
         Total securities
         available-for-sale                             $   800,000       $     --         $      --         $   800,000
                                                        ===========       ========         =========         ===========
Securities held to maturity:
     Municipal bonds                                    $34,708,130       $372,216         $      --         $35,080,346
     Commercial paper                                            --             --                --                  --
     Corporate bonds                                        351,857          2,519                --             354,376
     Federal agency bonds                                   299,063          2,344                --             301,407
                                                        -----------       --------         ---------         -----------
         Total securities held to maturity              $35,359,050       $377,079         $      --         $35,736,129
                                                        ===========       ========         =========         ===========


<CAPTION>
                                                                                June 30, 2007
                                                                                -------------
                                                                           Gross              Gross
                                                          Amortized      Unrealized        Unrealized
                                                             Cost           Gains             Losses         Fair Value
                                                        -----------      ----------        ----------        ----------
<S>                                                     <C>               <C>               <C>              <C>
Securities available for sale:
     Auction rate securities                            $14,150,000       $     --          $      --        $14,150,000
                                                        -----------       --------         ----------        -----------
         Total securities
           available-for-sale                           $14,150,000       $     --          $      --        $14,150,000
                                                        ===========       ========         ==========        ===========

Securities held to maturity:
     Municipal bonds                                    $47,059,882       $     --          $(143,577)       $46,916,305
     Commercial paper                                     2,595,026             --                 --          2,595,026
     Corporate bonds                                      2,238,166             --               (264)         2,237,902
     Federal agency bonds                                   598,961             --               (411)           598,550
                                                        -----------       --------         ----------        -----------
         Total securities held to maturity              $52,492,035       $     --          $(144,252)       $52,347,783
                                                        ===========       ========         ==========        ===========
</TABLE>


                                       8
<PAGE>

Contractual maturities of marketable debt securities held to maturity at March
31, 2008 and June 30, 2007 are summarized as follows:

<TABLE>
<CAPTION>
                                                   March 31, 2008                       June 30, 2007
                                                   --------------                       -------------
                                                                  Fair                              Fair
                                                                 Market                            Market
                                                  Cost           Value             Cost             Value
                                               -----------    -----------       -----------      -----------
<S>                                            <C>            <C>               <C>              <C>
Within one year                                $18,883,983    $18,981,032       $20,951,788      $20,943,580
One year to five years                          16,475,067     16,755,097        31,540,247       31,404,203
                                               -----------    -----------       -----------      -----------
     Total                                     $35,359,050    $35,736,129       $52,492,035      $52,347,783
                                               ===========    ===========       ===========      ===========
</TABLE>

Auction rate securities available for sale at March 31, 2008 and June 30, 2007
are summarized as follows:

<TABLE>
<CAPTION>
                                                 March 31, 2008                 June 30, 2007
                                                 --------------                 -------------
                                                              Fair                            Fair
                                                             Market                          Market
                                               Cost          Value           Cost            Value
                                             --------       --------     -----------      -----------
<S>                                          <C>            <C>          <C>              <C>
Within one year                              $300,000       $300,000     $14,150,000      $14,150,000
Over one year                                 500,000        500,000              --               --
                                             --------       --------     -----------      -----------
     Total                                   $800,000       $800,000     $14,150,000      $14,150,000
                                             ========       ========     ===========      ===========
</TABLE>

The Company invests in auction rate securities. Auction rate securities have
long-term underlying maturities; and due to the uncertainty of when the $500,000
auction rate security will be called, the Company reclassified the instrument to
long term, as the reset period is 365 days. Since the underlyings are
securitized by municipal bonds, the Company does not believe there should be a
valuation allowance against the securities.

Amortization expense relating to the net discounts and premiums on securities
held to maturity for the three and nine months ending March 31, 2008 and 2007
amounted to $140,070 and $121,366, and $435,720 and $352,958, respectively. The
amortization for the nine months ending March 31, 2007 was reclassified from
investing to operating cash flows on the consolidated condensed statements of
cash flows.

NOTE 5: Inventories

Inventories are summarized as follows:

                                      March 31, 2008         June 30, 2007
                                      --------------         -------------
         Component parts               $14,756,208            $11,841,427
         Work in process                 9,096,211              7,392,973
         Finished goods                  3,784,573              5,097,197
                                       -----------            -----------
           Total                       $27,636,992            $24,331,597
                                       ===========            ===========


                                       9
<PAGE>

NOTE 6: Property, Plant and Equipment

Property, plant and equipment are summarized as follows:

                                             March 31, 2008       June 30, 2007
                                             --------------       -------------
         Land and land improvements             $  3,782,915      $  4,157,617
         Construction in process                   1,967,370         5,774,893
         Buildings, furniture and fixtures        23,254,955        17,956,858
         Machinery and equipment                  55,586,061        64,683,378
                                                ------------      ------------
                                                $ 84,591,301      $ 92,572,746
         Less accumulated depreciation           (43,238,617)      (55,480,960)
                                                ------------      ------------
                                                $ 41,352,684      $ 37,091,786
                                                ============      ============

NOTE 7: Accrued Expenses

Accrued expenses consist of the following:

                                            March 31, 2008       June 30, 2007
                                            --------------       -------------
         Compensation                         $1,280,004          $2,945,888
         Commissions                             714,657             654,596
         Health insurance and other              109,148             307,168
                                              ----------          ----------
                                              $2,103,809          $3,907,652
                                              ==========          ==========


NOTE 8: Other Liabilities

Other liabilities consist of the following:

                                             March 31, 2008   June 30, 2007
                                             --------------   -------------
         Deferred compensation                $  959,565        $  937,811
         Supplemental retirement plan            518,509           460,459
         Accrued lease                           937,512           542,056
         Income tax liability                    458,000                --
         Warranty                                784,771           472,000
         Other                                     9,383                --
                                              ----------        ----------
                                               3,667,740         2,412,326
         Less current portion                  2,213,994         1,259,616
                                              ----------        ----------
                                              $1,453,746        $1,152,710
                                              ==========        ==========

NOTE 9: Income Taxes

As discussed in note 1, effective July 1, 2007 the Company adopted FIN No. 48.
The Company did not record a cumulative effect adjustment to retained earnings
as a result of this adoption. Upon adoption, the Company had unrecognized tax
benefits of $414,000 related to continuing operations. The Company had
unrecognized tax benefits of $770,000 resulting from deductions related to the
liquidation of a subsidiary which would be recorded as discontinued operations
if recognized. Unrecognized tax benefits of $414,000 would affect the Company's
effective tax rate if recognized. Upon adoption the Company reclassified
$1,315,000 of liabilities from


                                       10
<PAGE>

current to non-current liabilities because payment of cash is not anticipated
within one year of the balance sheet date. These liabilities are recorded in
other liabilities in the Company's consolidated condensed balance sheet.

During the quarter ending March 31, 2008, the Company recognized a reduction in
unrecognized tax benefits of $805,000 as a result of the lapse of the applicable
statute of limitations and an increase in unrecognized tax benefits of $63,000
related to tax positions taken in a prior year. Of these amounts, $28,000 of tax
expense was recognized in continuing operations and a $770,000 tax benefit was
recognized in discontinued operations as discussed in note 13.

In accordance with the Company's accounting policy, the Company recognizes
accrued interest and penalties related to unrecognized tax benefits as a
component of income tax expense. This policy did not change as a result of the
adoption of FIN No. 48. During the quarter, the Company recognized a net
reduction in accrued interest and penalties of $120,000 in income tax expense.
The liability for uncertain tax positions as of July 1, 2007 and March 31, 2008,
included $115,000 and $29,000, respectively, net of tax benefit, for the
possible payment of interest and penalties.

The Company is subject to income tax examinations for its U.S. federal and
foreign income taxes for the fiscal years 2005 through 2007, for state and local
taxes for the fiscal years 1999 through 2007. Various state income tax
examinations are currently in progress. It is reasonably possible that the
liability associated with the Company's unrecognized tax benefits will increase
or decrease within the next twelve months as a result of these examinations or
the expiration of the statutes of limitations. At this time, an estimate of the
range of reasonably possible outcomes cannot be made.

Income taxes for the third quarter of fiscal 2008 were $773,000, representing an
effective tax rate of 27.4%. The third quarter of fiscal 2007 had an effective
tax rate of 28.3%. The projected effective tax rate for fiscal 2008 is
approximately 26.5% compared to an actual effective tax rate of 25.3% for fiscal
2007.

NOTE 10: Earnings Per Share

Basic earnings per share is based on the weighted average number of common
shares outstanding. Diluted earnings per share is based on the weighted average
number of common shares outstanding, as well as dilutive potential common shares
which, in the Company's case, comprise shares issuable under the Company's
Comprehensive Long-Term Incentive Plan. The weighted average number of common
shares utilized in the calculation of the diluted earnings per share does not
include antidilutive shares aggregating 1,705,690 and 1,212,732 at March 31,
2008 and 2007, respectively. The treasury stock method is used to calculate
dilutive shares, which reduces the gross number of dilutive shares by the number
of shares purchasable from the proceeds of the options assumed to be exercised.


                                       11
<PAGE>

The following table sets forth the computation of basic and fully diluted
earnings per share:

<TABLE>
<CAPTION>
                                                                     Three Months Ended                 Nine Months Ended
                                                                          March 31                           March 31
                                                                ----------------------------        ----------------------------
                                                                   2008             2007              2008              2007
                                                                ----------        ----------        ----------        ----------
<S>                                                             <C>              <C>               <C>               <C>
Numerator:
Net income                                                      $2,816,589        $3,510,725        $8,073,367       $11,032,697
                                                                ==========        ==========        ==========       ===========
Denominator:
Denominator for basic earnings
         per share:
           Weighted average shares outstanding                  14,301,900        17,397,647        15,022,181        17,504,946
                                                                ==========        ==========        ==========       ===========
Denominator for diluted earnings
         per share:
         Weighted average shares outstanding                    14,301,900        17,397,647        15,022,181        17,504,946
         Common stock options
           and restricted stock                                    177,962           301,950           259,963           417,052
                                                                ----------        ----------        ----------       -----------
Weighted average shares and conversions                         14,479,862        17,699,597        15,282,144        17,921,998
                                                                ==========        ==========        ==========       ===========
</TABLE>

NOTE 11: Components of Net Periodic Pension Benefit Costs

<TABLE>
<CAPTION>
                                                            Three Months Ended               Nine Months Ended
                                                                 March 31                        March 31
                                                         -------------------------    --------------------------
                                                            2008           2007           2008            2007
                                                         ---------         -------    -----------       --------
<S>                                                      <C>             <C>           <C>            <C>
Service cost                                             $  68,080       $  71,588     $  204,240     $  214,764
Interest cost                                              176,134         164,700        528,402        494,100
Expected return on plan assets                            (229,413)       (185,068)      (688,239)      (555,204)
Amortization of prior service cost                              --            (325)            --           (975)
Amortization of the net loss                                 7,867          18,386         23,601         55,158
                                                         ---------         -------    -----------       --------
Net periodic benefit cost                                $  22,668         $69,281    $    68,004       $207,843
                                                         =========         =======    ===========       ========
</TABLE>

Pension Contributions

Required contributions for fiscal 2008 are $0. Discretionary contributions
amounting to $150,000 were made in the quarter ending March 31, 2008.

NOTE 12: Components of Net Periodic Postretirement Health Benefit Costs

<TABLE>
<CAPTION>
                                                            Three Months Ended               Nine Months Ended
                                                                 March 31                        March 31
                                                          ------------------------      -------------------------
                                                             2008          2007             2008           2007
                                                           -------       -------          --------       --------
<S>                                                        <C>           <C>              <C>            <C>
Service cost                                               $17,314       $18,677          $ 51,942       $ 56,031
Interest cost                                               36,105        36,665           108,315        109,995
Amortization of the net loss                                 3,903        13,208            11,709         39,624
Amortization of prior service cost                          (4,527)           --           (13,581)            --
                                                           -------       -------          --------       --------
Postretirement health benefit cost                         $52,795       $68,550          $158,385       $205,650
                                                           =======       =======          ========       ========
</TABLE>

Postretirement Health Benefit Contributions

Expected contributions for fiscal 2008 are approximately $90,000.


                                       12
<PAGE>

NOTE 13: Discontinued Operations

During fiscal 2004, the Company discontinued the operations of Anaren Europe,
B.V. The results of operations for Anaren Europe for the prior fiscal years have
been classified as discontinued operations in the Statement of Earnings. During
the quarter ended March 31, 2008, income from discontinued operations of
$770,000 was recognized due to the reduction of an unrecognized tax benefit
resulting from the lapse of the applicable statute of limitations, as discussed
in note 9. Components of the income from discontinued operations of Anaren
Europe for the three months and nine months ended March 31 are as follows:

                          Three Months Ended        Nine Months Ended
                                March 31                 March 31
                          ------------------       --------------------
                           2008        2007          2008        2007
                        --------    --------       --------   ---------

Income tax benefit      $770,000   $      --       $770,000   $      --
                        ========   =========       ========   =========

Note 14: Other Comprehensive Income

Comprehensive income consists of the following:

                                Three Months Ended        Nine Months Ended
                                     March 31                  March 31
                              ----------------------   -----------------------
                                 2008        2007         2008         2007
                              ----------  ----------   ----------  -----------
Net income                    $2,816,589  $3,510,725   $8,073,367  $11,032,697

Other comprehensive income:
Foreign currency
    translation gain (loss)      412,332    (163,100)     778,948     (108,617)
                              ----------  ----------   ----------  -----------

Comprehensive income          $3,228,921  $3,347,625   $8,852,315  $10,924,080
                              ==========  ==========   ==========  ===========


Accumulated other comprehensive loss consists of the following:

                                    Pension and                     Accumulated
                                  Postretirement   Cumulative          Other
                                      Benefit      Translation     Comprehensive
                                     Liability     Adjustments     Income (loss)
                                     ---------     -----------     -------------
Balance, June 30, 2007              $(1,350,246)    $   365,606    $  (984,640)

Foreign currency translation
    gain                                     --         778,948        778,948
                                    -----------     -----------    -----------

Balance, March 31, 2008             $(1,350,246)    $ 1,144,554    $  (205,692)
                                    ===========     ===========    ===========

NOTE 15: Segment Information

The Company operates predominately in the wireless communications, satellite
communications and defense electronics markets. The Company's two operating
segments are Wireless and Space and Defense. These segments have been determined
based upon the nature of the products and services


                                       13
<PAGE>

offered, customer base, technology, availability of discrete internal financial
information, homogeneity of products and delivery channel, and are consistent
with the way the Company organizes and evaluates financial information
internally for purposes of making operating decisions and assessing performance.

The Wireless segment designs, manufactures and markets commercial products used
mainly by the wireless communications market. The Space and Defense segment of
the business designs, manufactures and markets specialized products for the
defense electronics and satellite communications markets. The revenue
disclosures for the Company's operating segments depict products that are
similar in nature.

The following table reflects the operating results of the segments consistent
with the Company's internal financial reporting process. The following results
are used in part, by management, both in evaluating the performance of, and in
allocating resources to, each of the segments:

                                          Space &    Corporate and
                            Wireless      Defense     Unallocated   Consolidated
                          -----------   -----------  -------------- -----------
Net sales:
Three months ended:
       March 31, 2008     $20,221,958   $12,396,775   $      --    $32,618,733
       March 31, 2007      17,841,700    14,758,935          --     32,600,635
Nine months ended:
       March 31, 2008      59,183,068    37,893,839          --     97,076,907
       March 31, 2007      54,667,641    38,458,889          --     93,126,530

Operating income:
Three months ended:
       March 31, 2008     $ 1,590,595   $   914,281   $(214,727)   $ 2,290,149
       March 31, 2007         539,264     3,488,307        --        4,027,571
Nine months ended:
       March 31, 2008       3,770,270     4,709,063    (418,383)     8,060,950
       March 31, 2007       4,473,967     7,689,176        --       12,163,143

NOTE 16: Subsequent Event

In May 2008, the Company entered into an unsecured demand note loan agreement
with a bank. The loan agreement has no term and the maximum loan amount that may
be outstanding under the agreement is $50,000,000. The facility has no fees and
any borrowings are, at the bank's discretion, will bear interest at the London
Interbank Offered Rate (LIBOR) plus seventy-five basis points. Interest on any
outstanding balance is payable monthly and any outstanding principle amount is
payable upon demand of the lender. This agreement may be cancelled at anytime
for any reason by the bank and any outstanding balance would be due and payable
at that time. The Company intends to use this facility for short-term liquidity
needs and any draws under this facility are expected to be repaid or converted
to a more permanent form of financing.

NOTE 17: Accounting Pronouncements Not Yet Adopted

In December 2007, the FASB issued Statement of Financial Accounting Standard No.
141 (revised 2007), "Business Combinations" (SFAS 141(R)). The objective of this
Statement is to improve the relevance, representational faithfulness, and
comparability of the information that a


                                       14
<PAGE>

reporting entity provides in its financial reports about a business combination.
Specifically, it establishes principles and requirements over how the acquirer
(1) recognizes and measures the identifiable assets acquired, the liabilities
assumed, and any noncontrolling interest in the acquiree; (2) recognizes and
measures goodwill acquired in the business combination or a gain from a bargain
purchase, and; (3) determines what information to disclose to enable users of
the financial statements to evaluate the nature and financial effects of the
business combination. This Statement is effective for fiscal years beginning
after December 15, 2008 (fiscal year 2010). The Company does not believe this
Statement will have a material impact on the financial statements.

In December 2007, the FASB issued Statement of Financial Accounting Standard No.
160, "Noncontrolling Interests in Consolidated Financial Statements an amendment
of ARB No. 51" (SFAS 160). The objective of this Statement is to improve the
relevance, comparability, and transparency of the financial information that a
reporting entity provides in its consolidated financial statements by
establishing accounting and reporting standards for the noncontrolling interest
in a subsidiary (minority interests) and for the deconsolidation of a
subsidiary. This Statement is effective for fiscal years, and interim periods
within those fiscal years, beginning after December 15, 2008 (fiscal year 2010).
The Company is currently assessing the impact of this Statement on the financial
statements.

In April 2008, the FASB issued a FASB Staff Position No. 142-3 "Determination of
the Useful Life of Intangible Assets" (FSP). This Position amends the factors
that should be considered in the developing renewal or extension assumptions
used to determine the useful life of a recognized intangible asset under FASB
Statement No. 142, "Goodwill and Other Intangible Assets." The intent of the FSP
is to improve the consistency between the useful life of a recognized intangible
asset and the period of expected cash flows used to measure the fair value of
the asset under FASB Statement No. 141 (revised 2007), "Business Combinations,"
and other U.S. generally accepted accounting principles. This Statement is
effective for fiscal years, and interim periods within those fiscal years,
beginning after December 15, 2008 (fiscal year 2010). The Company is currently
assessing the impact of this Statement on the financial statements.

Item 2. Management's Discussion and Analysis of Financial Condition and Results
        of Operations

The following Management's Discussion and Analysis of Financial Condition and
Results of Operations should be read in conjunction with the consolidated
financial statements and the notes thereto appearing elsewhere in this Form
10-Q. The following discussion, other than historical facts, contains
forward-looking statements that involve a number of risks and uncertainties. The
Company's results could differ materially from those anticipated in these
forward-looking statements as a result of various factors, including factors
described elsewhere in this Quarterly Report on Form 10-Q and factors described
in the Company's Annual Report on Form 10-K for the fiscal year ended June 30,
2007.

Overview

The consolidated financial statements present the financial condition of the
Company as of March 31, 2008 and June 30, 2007, and the consolidated results of
operations and cash flows of the Company for the three months and nine months
ended March 31, 2008 and 2007.

The Company designs, develops and markets microwave components and assemblies
for the wireless communications, satellite communications and defense
electronics markets. The Company's distinctive manufacturing and packaging
techniques enable it to cost-effectively


                                       15
<PAGE>

produce compact, lightweight microwave products for use in base stations for
wireless communications systems, in satellites and in defense electronics
systems. The Company also produces microwave components addressing consumer
wireless applications such as wireless local area networks, Bluetooth, WiFi,
cellular handsets and satellite telecommunications. The Company sells its
products to leading wireless communications equipment manufacturers such as
Ericsson, Motorola, Nokia, Nortel Networks, and Andrew, and to satellite
communications and defense electronics companies such as Boeing Satellite, ITT,
Lockheed Martin, Northrup Grumman and Raytheon.

The Company generally recognizes sales at the time products are shipped to
customers, provided that persuasive evidence of an arrangement exists, the sales
price is fixed or easily determinable, collectibility is reasonably assured and
title and risk of loss has passed to the customer. Title and the risks and
rewards of ownership of products are generally transferred at the time of
shipment. Payments received from customers in advance of products delivered are
recorded as customer advance payments until earned. Annually, a small percentage
of sales are derived from fixed-price contracts for the sale of engineering
design and development efforts for space and defense electronics products. Sales
and estimated profits under long-term contracts are recognized according to
customer contractual milestones on a units-of-delivery basis. Profit estimates
are revised periodically based upon changes in sales value and costs at
completion. Any losses on these contracts are recognized in the period in which
such losses are determined.

In July 2006, the Company began construction on a 54,000 square foot addition to
its facility in East Syracuse, New York. This addition was needed primarily to
accommodate the growth of the Company's Space and Defense business. The
expansion project was completed during the third quarter of calendar 2007 at an
estimated cost of $6.1 million for the building addition. During the remainder
of fiscal 2008, the Company plans to renovate portions of its existing facility
at a cost of approximately $2.5 million.

In February 2007, the Company was selected to receive a contract valued in
excess of $8.0 million from Alcatel-Alenia Space (now Thales Alenia Space)
(France) for development and production of integrated beamforming assemblies
that will be deployed on the Globalstar-2 satellite payload. The contract award
covers design services and manufacture of up to 48 beamforming networks.

In July 2007, the Company was selected to receive a contract valued in excess of
$11.0 million from Northrop Grumman Corporation, located in Baltimore, Maryland.
The contract is for Integrated Ferrite Assemblies used in the S-Band radar which
is part of the mission equipment for the Cobra Judy Replacement Program.

In August 2007, the Company was selected to receive a contract valued at $5.8
million from Lockheed Martin for electronic subassemblies that will help U.S.
Navy helicopters detect and identify enemy radar. Designed to process radar
signals detected by a receiver, Anaren's Passive Ranging Subsystem is a major
component of Lockheed Martin's AN/ALQ-210 Electronic Support Measures (ESM)
system, a sophisticated device carried aboard military helicopters and fixed
wing aircraft to warn of possible threats.

In April 2008, the Company announced that it has signed a non-binding Letter of
Intent to acquire M.S. Kennedy Corp. ("MSK"), a Syracuse based manufacturer of
analog and mixed signal hybrids used in various military and aerospace
applications. MSK had net sales of approximately $22 million in 2007. Pending
the successful negotiation of a definitive purchase


                                       16
<PAGE>

and sale agreement, and the satisfaction of the closing conditions therein, the
Company anticipates completing the transaction prior to the close of its fiscal
year, June 30, 2008.

Additionally, in April 2008, the Company announced that it has received two
contracts totaling $13.7 million in follow-on orders for jamming and passive
ranging subsystems to be deployed in airborne applications.

Fourth Quarter of Fiscal 2008 Outlook

For the fourth quarter of fiscal 2008, the Company expects an increase in sales
for the Space & Defense Group and a decrease in demand for Wireless products. As
a result, the Company expects net sales to be in the range of $30 - $33 million
for the fourth quarter of fiscal 2008. With an anticipated tax rate of
approximately 26.5% and expected stock based compensation expense of
approximately $0.05 per diluted share, the Company expects GAAP net earnings per
diluted share to be in the range of $0.12-$0.16 for the fourth quarter.

Results of Operations

Net sales for the three months ended March 31, 2008 were $32.6 million,
unchanged from sales of $32.6 million for the third quarter of fiscal 2007. Net
income for the third quarter of fiscal 2008 was $2.8 million, or 8.6% of net
sales, down $694,000, or 19.8% from net income of $3.5 million in the third
quarter of fiscal 2007.

The following table sets forth the percentage relationships of certain items
from the Company's consolidated condensed statements of earnings as a percentage
of net sales.

<TABLE>
<CAPTION>
                                           Three Months Ended               Nine Months Ended
                                    Mar. 31, 2008     Mar. 31, 2007    Mar. 31, 2008      Mar. 31, 2007
                                    -------------     -------------    -------------      -------------
<S>                                     <C>               <C>             <C>                <C>
Net Sales                               100.0%            100.0%          100.0%             100.0%

Cost of sales                            68.9%             65.2%           68.0%              64.5%
                                        -----             -----           -----              -----
Gross profit                             31.1%             34.8%           32.0%              35.5%
                                        -----             -----           -----              -----
Operating expenses:
   Marketing                              5.4%              5.6%            5.5%               6.0%
   Research and development               8.2%              7.2%            7.8%               7.2%
   General and administrative            10.5%              9.7%           10.4%               9.3%
                                        -----             -----           -----              -----
     Total operating expenses            24.1%             22.5%           23.7%              22.5%
                                        -----             -----           -----              -----
Operating income                          7.0%             12.3%            8.3%              13.0%
                                        -----             -----           -----              -----
Other income (expense):

     Other, primarily interest income     1.6%              2.7%            1.9%               2.9%
     Interest expense                     0.0%              0.0%            0.0%               0.0%
                                        -----             -----           -----              -----
     Total other income (expense), net    1.6%              2.7%            1.9%               2.9%
                                        -----             -----           -----              -----

Income before income taxes                8.6%             15.0%           10.2%              15.9%
Income taxes                              2.3%              4.2%            2.7%               4.1%
                                        -----             -----           -----              -----
   Income from continuing operations      6.3%             10.8%            7.5%              11.8%
                                        =====             =====           =====              =====
Discontinued operations:
Income from discontinued operations       2.3%              0.0%            0.8%               0.0%
                                        =====             =====           =====              =====
   Net income                             8.6%             10.8%            8.3%              11.8%
                                        =====             =====           =====              =====
</TABLE>


                                       17
<PAGE>

The following table summarizes the Company's net sales by operating segments for
the periods indicated. Amounts are in thousands.

                         Three Months Ended              Nine months Ended
                   Mar. 31, 2008   Mar. 31, 2007   Mar. 31, 2008   Mar. 31, 2007
                   -------------   -------------   -------------   -------------
Wireless              $20,222        $17,842          $59,183         $54,668
Space and Defense      12,397         14,759           37,894          38,459
                      -------        -------          -------         -------
     Total            $32,619        $32,601          $97,077         $93,127
                      =======        =======          =======         =======

Three Months Ended March 31, 2008 Compared to Three Months Ended March 31, 2007

Net sales. Net sales were $32.6 million for the third quarter ended March 31,
2008, unchanged compared to $32.6 million for the third quarter of fiscal 2007.
Shipments of Wireless products rose $2.4 million and sales of Space and Defense
products fell $2.4 million in the current third quarter compared to the third
quarter of fiscal 2007.

The increase in sales of Wireless products, which consist of standard
components, ferrite components and custom subassemblies for use in building
wireless basestation and consumer equipment, was the result of a rise in demand
for standard Wireless components during the current third quarter compared to
the third quarter of last year. Shipments of standard Wireless components rose
$3.5 million, or 35.1% in the third quarter of fiscal 2008 compared to the third
quarter last year. This increase in sales of standard components more than
offset a $1.1 million decline in custom wireless products resulting from a
decline in shipments in the current third quarter compared to the third quarter
of last fiscal year. This decline in sales is due to a platform transition.
Demand for Wireless products in the fourth quarter of fiscal 2008 is expected to
decline slightly from third quarter levels.

Space and Defense products consist of custom components and assemblies for
communication satellites and defense radar, receiver, and countermeasure
subsystems for the military. Sales of Space and Defense products fell $2.4
million, or 16.0% in the third quarter of fiscal 2008 compared to the third
quarter of the previous fiscal year. Sales of Space and Defense products in the
third quarter of last fiscal year benefited from in excess of $5.0 million in
shipments of Counter Improvised Explosive Device (Counter IED) products which
fell to less than $300,000 in the current fiscal year third quarter. Space and
Defense product sales continue to benefit from the higher level of business won
by the Company over the past few fiscal years which has resulted in the current
segment backlog of $57.5 million. Quarterly shipments of Space and Defense
products for the fourth quarter of fiscal 2008 are expected to range between
$13.0 and $14.5 million.

Gross Profit. Cost of sales consists primarily of engineering design costs,
materials, material fabrication costs, assembly costs, direct and indirect
overhead, and test costs. Gross profit for the third quarter of fiscal 2008 was
$10.1 million, (31.1% of net sales), down 10.7% from $11.4 million (34.8% of net
sales) for the same quarter of the prior year. Gross profit on sales decreased
in the third quarter of fiscal 2008 from the third quarter of last year due to a
significant rise in engineering costs in the Space and Defense group as many
products are now in the process of transitioning from development to initial
production. Additionally, gross margin was adversely affected by a decline in
sales of higher margin defense Counter IED products and by a $106,000 increase
in warranty reserve related to repairs to a custom assembly product in the
Wireless group.


                                       18
<PAGE>

Marketing. Marketing expenses consist mainly of employee related expenses,
commissions paid to sales representatives, trade show expenses, advertising
expenses and related travel expenses. Marketing expenses were $1.8 million (5.4%
of net sales) for the third quarter of fiscal 2008, down $64,000 from $1.8
million (5.6% of net sales) for the third quarter of fiscal 2007. Marketing
expenses in the current third quarter were $64,000 below the third quarter of
last fiscal year due to lower commission expense on defense products and lower
payroll costs due to a reduction in sales personnel.

Research and Development. Research and development expenses consist of material
and salaries and related overhead costs of employees engaged in ongoing
research, design and development activities associated with new products and
technology development. Research and development expenses were $2.7 million
(8.2% of net sales) in the third quarter of fiscal 2008, up 14.1% from $2.3
million (7.2% of net sales) for the third quarter of fiscal 2007. Research and
development expenditures are supporting further development of Wireless
infrastructure and consumer component opportunities, as well as new technology
development in the Space and Defense Group. Research and Development
expenditures have increased in the third quarter of fiscal 2008 versus the third
quarter of last year due to the higher level of opportunities in both the
Wireless and Space and Defense marketplaces, which has resulted in the hiring of
additional personnel over the last 12 months to perform development activities.
The Company does not expect to reduce its current research and development
efforts through year-end and is presently working on a number of new standard
and custom Wireless and Space and Defense opportunities.

General and Administrative. General and administrative expenses consist of
employee related expenses, professional services, intangible amortization,
travel related expenses and other corporate costs. General and administrative
expenses increased 8.0% to $3.4 million (10.5% of net sales) for the third
quarter of fiscal 2008, from $3.2 million (9.7% of net sales) for the third
quarter of fiscal 2007. The increase in general and administrative expense in
the third quarter of fiscal 2008 compared to the third quarter last year
resulted from additional personnel in the Finance, Human Resource and
Information Technology function, and the Company recorded an additional $215,000
lease liability for expected costs in excess of sub-lease income related to the
Company's European facility.

Operating Income. Operating income fell 43.1% in the third quarter of fiscal
2008 to $2.3 million, (7.0% of net sales), compared to $4.0 million (12.3% of
net sales) for the third quarter of fiscal 2007. On an operating segment basis,
Wireless operating income was $1.6 million for the third quarter of fiscal 2008,
up $1.1 million, from Wireless operating income of $539,000 in the third quarter
of fiscal 2007.

The increase in Wireless segment operating income in the third quarter of fiscal
2008 compared to the third quarter of fiscal 2007 was due primarily to a shift
in product mix to more standard component products. Standard Component Wireless
products are typically higher margin compared to custom assembly products. The
increase in margins from additional standard component sales more than offset
the margin erosion caused by the $106,000 increase in warranty reserve related
to ongoing repairs to a custom assembly product in the Wireless group.

Space and Defense operating income was $914,000 in the third quarter of fiscal
2008, down $2.6 million from $3.5 million for the third quarter of fiscal 2007.
Operating margins in this segment declined in the current third quarter due
to underabsorbed overhead due to a decline in Space and Defense net sales, a
shift in product mix from higher margin Counter IED products to other lower
margin defense products, a higher level of internal research and development
spending for the


                                       19
<PAGE>

segment year over year and a significant rise in engineering costs as many
products are now in the process of transitioning from development to initial
production.

Other Income. Other income primarily consists of interest income received on
invested cash balances and rental income. Other income decreased 38.7% to
$536,000 in the third quarter of fiscal 2008 compared to $874,000 for the third
quarter of last year. This decrease was caused by the decline in available
investable cash due to the use of $43.8 million to purchase treasury shares over
the last twelve months. Other income will fluctuate based on short term market
interest rates and the level of investable cash balances.

Income Taxes. Income taxes on income from continuing operations for the third
quarter of fiscal 2008 were $773,000 (2.3% of net sales), representing an
effective tax rate of 27.4%. This compares to income tax expense of $ 1.4
million (4.2% of net sales) for the third quarter of fiscal 2007, representing
an effective tax rate of 28.3%. The Company's effective tax rate is a direct
result of the proportion of federally exempt state municipal bonds and federal
tax credits and benefits in relation to the levels of United States and foreign
taxable income or loss. The projected effective tax rate for fiscal 2008 is
approximately 26.5% compared to an actual effective tax rate of 25.3% for fiscal
year 2007.

Discontinued Operations. Income from discontinued operations for the third
quarter of fiscal 2008 included $770,000 due to the reduction of an unrecognized
tax benefit resulting from the lapse of the applicable statute of limitations
related to the prior dissolution of the Company's European subsidiary, Anaren
Europe, B.V.

Nine months Ended March 31, 2008 Compared to Nine months Ended March 31, 2007

Net Sales. Net sales increased 4.2% to $97.1 million for the first nine months
ended March 31, 2008 compared to $93.1 million for the first nine months of
fiscal 2007. This increase resulted from a $4.5 million rise in shipments of
Wireless products and a $564,000 decline in sales of Space and Defense products.

The increase in sales of Wireless products resulted from a rise in customer
demand for custom Wireless components during the current first nine months
compared to the first nine months of last year. Shipments of Wireless custom
assemblies rose $4.1 million, or 19.5% in the first nine months of fiscal 2008
compared to the first nine months last year, led by a significant increase in
demand from Nokia Corp. for a new basestation ferrite product which began
shipping in the first nine months of fiscal 2007. This increase, plus a $472,000
increase in sales of Wireless standard component products, offset a $2.1 million
decline in shipments of consumer products. Shipments to Nokia Corp. for all
Wireless products in the first nine months of fiscal 2008 were $12.9 million,
which represents 21.8% of total Wireless sales and 13.3% of total Company sales.

Sales of Space and Defense products fell $564,000, or 1.5% in the first nine
months of fiscal 2008 compared to the first nine months of the previous fiscal
year. Sales of Space and Defense products in the first nine months of last
fiscal year benefited from $8.8 million in shipments of Counter IED products
which fell to less than $900,000 in the first nine months of the current fiscal
year. Space and Defense product sales continue to benefit from the higher level
of business won by the Company over the past few fiscal years which has resulted
in the current segment backlog of $57.5 million.


                                       20
<PAGE>

Gross Profit. Gross profit for the first nine months of fiscal 2008 was $31.1
million, (32.0% of net sales), down $2.0 million from $33.1 million (35.5% of
net sales) for the same period of the prior year. Gross profit on sales
decreased in the first nine months of fiscal 2008 over the first nine months of
last year due to the substantial rise in shipments of lower margin Wireless
custom assembly products and a decline in sales of higher margin defense Counter
IED products.

Marketing. Marketing expenses were $5.3 million (5.5% of net sales) for the
first nine months of fiscal 2008, down $272,000 from $5.6 million (6.0% of net
sales) for the first nine months of fiscal 2007. Marketing expenses in the
current first nine months fell $272,000 over the first nine months of last
fiscal year due to lower commission expense on defense products and a reduction
in payroll costs resulting from a reduction in sales personnel.

Research and Development. Research and development expenses were $7.6 million
(7.8% of net sales) in the first nine months of fiscal 2008, up 13.3% from $6.7
million (7.2% of net sales) for the first nine months of fiscal 2007. Research
and development expenditures are supporting further development of Wireless
infrastructure and consumer component opportunities, as well as new technology
development in the Space and Defense Group. Research and Development
expenditures have increased in the first nine months of fiscal 2008 versus the
same period last fiscal year due to the higher level of opportunities in both
the Wireless and Defense marketplaces which have resulted in the hiring of
additional engineering personnel over the last 12 months to meet the expanding
development work load. The Company does not expect to reduce its current
research and development efforts through year-end and is presently working on a
number of new standard and custom Wireless and Space and Defense opportunities.

General and Administrative. General and administrative expenses increased 16.7%
to $10.1 million (10.4% of net sales) for the first nine months of fiscal 2008
from $8.7 million (9.3% of net sales) for the first nine months of fiscal 2007.
The increase resulted primarily from additional professional service costs
($350,000) associated with the restatement of the Company's second and third
quarter fiscal 2007 financial statements, additional costs from new restricted
stock grants issued in August 2007 that have a shorter vesting schedule than the
traditional stock option grants issued in the comparable period, additional
personnel in Finance, Human Resources and Information Technology functions and a
$418,000 charge for additional lease liability expense for expected lease costs
in excess of expected sub-lease income under a Company lease.

Operating Income. Operating income fell 33.7% in the first nine months of fiscal
2008 to $8.1 million, (8.3% of net sales) compared to $12.2 million (13.0% of
net sales) for the first nine months of fiscal 2007. On an operating segment
basis, Wireless operating income was $3.8 million for the first nine months of
fiscal 2008, down 15.7% from the Wireless operating income of $4.5 million in
the first nine months of fiscal 2007.

The decline in Wireless segment operating income in the first nine months of
fiscal 2008 compared to the first nine months of fiscal 2007 was due primarily
to a shift in product mix to more custom assembly products compared to standard
products. Custom assembly products are typically lower margin compared to
standard and consumer Wireless components as custom assembly products contain
significantly higher material content as a percentage of sales. Operating
margins were further eroded by the increase in General and Administrative
expense in the first nine months of fiscal 2008 and a $350,000 charge for
anticipated costs to repair a custom assembly products in the Wireless group.


                                       21
<PAGE>

Space and Defense operating income was $4.7 million in the first nine months of
fiscal 2008 down $3.0 million from $7.7 million for the first nine months of
fiscal 2007. Operating margins in this segment declined in the first nine months
due to manufacturing inefficiencies encountered on some programs which suffered
procurement delays, engineering cost overruns, a change in product mix due to a
decline in higher margin Counter IED products, a higher level of internal
research and development spending for the segment year over year and the
increase in general and administrative expense in the first nine months of
fiscal 2008.

Interest Expense. Interest expense represents interest incurred on deferred
obligations. Interest expense for the first nine months of fiscal 2008 was
$53,000; compared to $18,000 for the first nine months of fiscal 2007.

Other Income. Other income is primarily consists of interest income received on
invested cash balances and rental income. Other income decreased 29.9% to $1.9
million in the first nine months of fiscal 2008 compared to $2.7 million for the
first nine months of last year. This decrease was caused by the decline in
available investable cash due to the use of $43.8 million to purchase treasury
shares over the last twelve months. Other income will fluctuate based on short
term market interest rates and the level of investable cash balances.

Income Taxes. Income taxes on income from continuing operations for the first
nine months of fiscal 2008 were $2.6 million (2.7% of net sales), representing
an effective tax rate of 26.2%. This compares to income tax expense of $3.8
million (4.1% of net sales) for the first nine months of fiscal 2007,
representing an effective tax rate of 25.6%. The Company's effective tax rate is
a direct result of the proportion of federally exempt state municipal bond
income and federal tax credits and benefits in relation to the levels of United
States and foreign taxable income or loss. The projected effective tax rate for
fiscal 2008 is approximately 26.5% compared to an actual effective tax rate of
25.3% for fiscal 2007.

Discontinued Operations. Income from discontinued operations for the third
quarter of fiscal 2008 included $770,000 due to the reduction of an unrecognized
tax benefit resulting from the lapse of the applicable statute of limitations
related to the prior dissolution of the Company's European subsidiary, Anaren
Europe, B.V.

Critical Accounting Policies

The methods, estimates and judgments management uses in applying the Company's
most critical accounting policies have a significant impact on the results
reported in the Company's financial statements. The U.S. Securities and Exchange
Commission has defined the most critical accounting policies as the ones that
are most important to the portrayal of the Company's financial condition and
results, and that require management to make the most difficult and subjective
judgments, often as a result of the need to make estimates of matters that are
inherently uncertain. Based on this definition, the Company's most critical
policies include: 1) valuation of accounts receivable, which impacts general and
administrative expense; 2) valuation of inventory, which impacts cost of sales
and gross margin; 3) the assessment of recoverability of goodwill and other
intangible and long-lived assets, which impacts write-offs of goodwill,
intangibles and long-lived assets; 4) accounting for stock based compensation,
which impacts multiple expense components throughout the statements of income;
and 5) accounting for income taxes, which impacts the valuation allowance and
the effective tax rate. Management reviews the estimates, including, but not
limited to, allowance for doubtful accounts, inventory reserves and income tax
valuations on a regular basis and makes adjustments based on historical
experiences,


                                       22
<PAGE>

current conditions and future expectations. The reviews are performed regularly
and adjustments are made as required by current available information. The
Company believes these estimates are reasonable, but actual results could and
have differed at times from these estimates.

The Company's accounts receivable represent those amounts which have been billed
to its customers but not yet collected. The Company analyzes various factors
including historical experience, credit worthiness of customers and current
market and economic conditions. The allowance for doubtful accounts balance is
established based on the portion of those accounts receivable which are deemed
to be potentially uncollectible. Changes in judgments on these factors could
impact the timing of costs recognized.

The Company states inventories at the lower of cost or market, using a standard
cost methodology to determine the cost basis for the inventory. This method
approximates actual cost on a first-in-first-out basis. The recoverability of
inventories is based on the types and levels of inventory held, forecasted
demand, pricing, competition and changes in technology.

The Company records valuation allowances to reduce deferred tax assets when it
is more likely than not that some portion of the amount may not be realized. The
Company evaluates the need for valuation allowances on a regular basis and
adjusts the allowance as needed. These adjustments, when made, would have an
impact on the Company's financial statements in the period that they were
recorded.

Long-lived assets with estimated useful lives are depreciated to their residual
values over those useful lives in proportion to the economic value consumed.
Long-lived assets are tested for impairment at the group level, which is usually
an economic unit such as a manufacturing facility or department, which has a
measurable economic output or product. Long-lived assets are tested for
impairment when events or changes in circumstances indicate that the carrying
amount of a long-lived asset may not be recoverable, and exceeds its fair market
value. This circumstance exists if the carrying amount of the assets in question
exceeds the sum of the undiscounted cash flows expected to result from the use
of the asset. The impairment loss is measured as the amount by which the
carrying amount of a long-lived asset exceeds its fair value as determined by
the discounted cash flow or in the case of negative cash flow, an independent
market appraisal of the asset.

Goodwill is tested annually during the fourth fiscal quarter, or sooner if
indicators of impairment exist, for impairment by the Company at the reporting
unit level by comparing the fair value of the reporting unit with its carrying
value. Valuation methods for determining the fair value of the reporting unit
include reviewing quoted market prices and discounted cash flows. If the
goodwill is indicated as being impaired (the fair value of the reporting unit is
less than the carrying amount), the fair value of the reporting unit is then
allocated to its assets and liabilities in a manner similar to a purchase price
allocation in order to determine the implied fair value of the reporting unit
goodwill. This implied fair value of the reporting unit goodwill is then
compared with the carrying amount of the reporting unit goodwill and, if it is
less, the Company would then recognize an impairment loss.

The projection of future cash flows for the goodwill impairment analysis
requires significant judgments and estimates with respect to future revenues
related to the assets and the future cash outlays related to those revenues.
Actual revenues and related cash flows or changes in anticipated revenues and
related cash flows could result in changes in this assessment and result in an
impairment charge. The use of different assumptions could increase or decrease
the related impairment charge.


                                       23
<PAGE>

The Company accounts for stock based compensation by recognizing expense over
the vesting period for any unvested stock option awards granted. Stock option
grants are valued by using a Black-Scholes method at the date of the grant.
There are assumptions and estimates made by management which go into the
valuation of the options granted, such as volatility, expected option term, and
forfeiture rate. The Company recognizes expense on options granted using a
straight-line method over the vesting period. Restricted stock grants are
expensed over the vesting period, which is determined at the date of the grant.

Liquidity and Capital Resources

Net cash provided by operations for the first nine months of fiscal 2008 was
$7.6 million and resulted from net income before depreciation and non-cash
equity based compensation expense. The positive cash flow from earnings for the
nine months was more than off-set by increases in inventory and receivables
totaling $6.6 million, as well as a pay down of accrued expenses and accounts
payable of $3.5 million. Net cash provided by operations for the first nine
months of fiscal 2007 was $9.8 million. The cash flow from operations for the
first nine months of fiscal 2007 resulted from net income before depreciation
and non cash equity based compensation and was partially offset by the $6.8
million increase in inventory and accounts receivable.

Net cash provided by investing activities in the first nine months of fiscal
2008 was $20.3 million and consisted of $30.0 million provided by the maturity
of marketable debt securities, net of $9.8 million used to pay for capital
additions. Net cash used in investing activities in the first nine months of
fiscal 2007 was $1.8 million and consisted of capital additions of $9.3 million,
and net maturities of marketable securities totaling $7.4 million.

Net cash used in financing activities in the first nine months of fiscal 2008
was $29.5 million and consisted of $30.2 million used to purchase 1.2 million
treasury shares net of $708,000 generated by cash receipts and tax benefits from
the exercise of stock options. Net cash used by financing activities was $9.4
million in the first nine months of fiscal 2007 and consisted of $12.1 million
used to purchase 717,000 shares of treasury stock, net of $2.8 million of cash
and tax benefits provided by the exercise of stock options.

During the remainder of fiscal 2008, the Company anticipates that its main cash
requirement will be for capital expenditures, possible continued repurchase of
the Company's common stock and funds for potential Company acquisitions. Capital
expenditures for the remainder of fiscal 2008 are expected to total between $1.5
- $2.0 million and will be funded from existing cash and investments, while
funds for possible acquisitions will come from existing investments or from the
$50 million demand line of credit.

The Company may continue to repurchase shares of its common stock in the open
market and/or through privately negotiated transaction under the current Board
authorization, depending on market conditions. At March 31, 2008, there were 1.5
million shares remaining under the current Board repurchase authorization.

At March 31, 2008, the Company had approximately $42.6 million in cash, cash
equivalents, and marketable securities. The Company has no debt, and on a fiscal
year basis has had positive operating cash flow for over ten years. The Company
believes that its cash requirements for the foreseeable future will be satisfied
by currently invested cash balances and expected cash flows from operations and
from the $50 million demand line of credit.


                                       24
<PAGE>

Recent Accounting Pronouncements

In September 2006, the FASB issued Statement of Financial Accounting Standard
No. 157, "Fair Value Measurements" which is effective for fiscal years beginning
after November 15, 2007 (the Company's 2009 fiscal year) and for interim periods
within those years. This statement defines fair value, establishes a framework
for measuring fair value and expands the related disclosure requirements. The
Company is currently evaluating the potential impact of this statement.

In February 2007, the FASB issued Statement of Financial Accounting Standard No.
159, "The Fair Value Option for Financial Assets and Financial Liabilities -
Including an Amendment of FASB Statement No. 115" (SFAS 159). This Statement
provides companies with an option to measure, at specified election dates, many
financial instruments and certain other items at fair value that are not
currently measured at fair value. A company that adopts SFAS 159 will report
unrealized gains and losses on items for which the fair value option has been
elected in earnings at each subsequent reporting date. This Statement also
establishes presentation and disclosure requirements designed to facilitate
comparisons between entities that choose different measurement attributes for
similar types of assets and liabilities. This Statement is effective for fiscal
years beginning after November 15, 2007 (the Company's 2009 fiscal year). The
Company is currently evaluating the potential impact of this statement.

In December 2007, the FASB issued Statement of Financial Accounting Standard No.
141 (revised 2007), "Business Combinations" (SFAS 141(R)). The objective of this
Statement is to improve the relevance, representational faithfulness, and
comparability of the information that a reporting entity provides in its
financial reports about a business combination. Specifically, it establishes
principles and requirements over how the acquirer (1) recognizes and measures
the identifiable assets acquired, the liabilities assumed, and any
noncontrolling interest in the acquiree; (2) recognizes and measures goodwill
acquired in the business combination or a gain from a bargain purchase, and; (3)
determines what information to disclose to enable users of the financial
statements to evaluate the nature and financial effects of the business
combination. This Statement is effective for fiscal years beginning after
December 15, 2008 (fiscal year 2010). The Company does not believe this
Statement will have a material impact on the financial statements.

In December 2007, the FASB issued Statement of Financial Accounting Standard No.
160, "Noncontrolling Interests in Consolidated Financial Statements an amendment
of ARB No. 51" (SFAS 160). The objective of this Statement is to improve the
relevance, comparability, and transparency of the financial information that a
reporting entity provides in its consolidated financial statements by
establishing accounting and reporting standards for the noncontrolling interest
in a subsidiary (minority interests) and for the deconsolidation of a
subsidiary. This Statement is effective for fiscal years, and interim periods
within those fiscal years, beginning after December 15, 2008 (fiscal year 2010).
The Company is currently assessing the impact of this Statement on the financial
statements.

In April 2008, the FASB issued a FASB Staff Position No. 142-3 "Determination of
the Useful Life of Intangible Assets" (FSP). This Position amends the factors
that should be considered in the developing renewal or extension assumptions
used to determine the useful life of a recognized intangible asset under FASB
Statement No. 142, "Goodwill and Other Intangible Assets." The intent of the FSP
is to improve the consistency between the useful life of a recognized intangible
asset and the period of expected cash flows used to measure the fair value of
the asset under FASB Statement No. 141 (revised 2007), "Business Combinations,"
and other


                                       25
<PAGE>

U.S. generally accepted accounting principles. This Statement is effective for
fiscal years, and interim periods within those fiscal years, beginning after
December 15, 2008 (fiscal year 2010). The Company is currently assessing the
impact of this Statement on the financial statements.


Item 3. Quantitative and Qualitative Disclosures About Market Risk

The following discusses the Company's possible exposure to market risk related
to changes in interest rates, equity prices and foreign currency exchange rates.
This discussion contains forward-looking statements that are subject to risks
and uncertainties. Results could differ materially from those anticipated in
these forward-looking statements as a result of various factors, including
factors described elsewhere in this Quarterly Report on Form 10-Q and factors
described in the Company's Annual Report on Form 10-K for the fiscal year ended
June 30, 2007.

As of March 31, 2008, the Company had cash, cash equivalents and marketable
securities of $42.6 million, all of which consisted of highly liquid investments
in marketable debt securities. The marketable debt securities at date of
purchase normally have maturities between one and 18 months, are exposed to
interest rate risk and will decrease in value if market interest rates increase.
A hypothetical decrease in market interest rate of 10.0% from March 31, 2008
rates, or 0.350%, would have reduced net income and cash flow by approximately
$38,000, or $.003 per diluted share for the quarter. Due to the relatively short
maturities of the securities and its ability to hold those investments to
maturity, the Company does not believe that an immediate decrease in interest
rates would have a significant effect on its financial condition or results of
operations. Over time, however, declines in interest rate will reduce the
Company's interest income.

Forward-Looking Cautionary Statement

The statements contained in this news release which are not historical
information are "forward-looking statements". These, and other forward-looking
statements, are subject to business and economic risks and uncertainties that
could cause actual results to differ materially from those discussed. The risks
and uncertainties described below are not the only risks and uncertainties
facing our Company. Additional risks and uncertainties not presently known to us
or that are currently deemed immaterial may also impair our business operations.
If any of the following risks actually occur, our business could be adversely
affected, and the trading price of our common stock could decline, and you may
lose all or part of your investment.

These known factors include, but are not limited to: the Company's ability to
timely ramp up to meet some of our customers' increased demands; unanticipated
delays in successfully completing customer orders within contractually required
timeframes; unanticipated penalties resulting from failure to meet contractually
imposed delivery schedules; unanticipated costs and damages resulting from
replacement or repair of products found to include latent defects; increased
pricing pressure from our customers; decreased capital expenditures by wireless
service providers; the possibility that the Company may be unable to
successfully execute its business strategies or achieve its operating
objectives, generate revenue growth or achieve profitability expectations;
successfully securing new design wins from our OEM customers, reliance on a
limited number of key component suppliers, unpredictable difficulties or delays
in the development of new products; the ability to successfully transition the
production of resistive products from the Company's Salem, New Hampshire
facility to the Company's Suzhou China facility; order cancellations or extended
postponements; the risks associated with any technological shifts away from the
Company's technologies and core competencies; unanticipated impairments of
assets including investment values and goodwill; diversion of defense spending
away from the


                                       26
<PAGE>

Company's products and or technologies due to on-going military operations; and
litigation involving antitrust, intellectual property, environmental, product
warranty, product liability, and other issues. You are encouraged to review
Anaren's 2007 Annual Report on Form 10-K for the fiscal year ended June 30, 2007
and exhibits to those Reports filed with the Securities and Exchange Commission
to learn more about the various risks and uncertainties facing Anaren's business
and their potential impact on Anaren's revenue, earnings and stock price. Unless
required by law, Anaren disclaims any obligation to update or revise any
forward-looking statement.

Item 4. Controls and Procedures

A.    Evaluation of Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of the Company's
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities Exchange Act of 1934, as amended ("Exchange Act")) was
carried out under the supervision and with the participation of the Company's
management, including the President and Chief Executive Officer and the Senior
Vice President-Finance ("the Certifying Officers") as of March 31, 2008. Based
on that evaluation, the Certifying Officers concluded that the Company's
disclosure controls and procedures are effective.

B. Changes in Internal Control Over Financial Reporting

There have been no changes in the Company's internal control over financial
reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange Act) during the quarter ended March 31, 2008 that have materially
affected, or are reasonably likely to materially affect, the Company's internal
control over financial reporting.


PART II OTHER INFORMATION

Item 1A. Risk Factors

The Company is exposed to certain risk factors that may affect operations and/or
financial results. The significant factors known to the Company are described in
the Company's most recently filed Annual Report on Form 10-K. There have been no
material changes from the risk factors as previously disclosed in the Company's
Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(c) Issuer Purchases of Equity Securities

On November 5, 2007, the Board of Directors increased by an additional 2,000,000
the number of shares that the Company was authorized to repurchase in open
market or by privately negotiated transactions through its previously announced
stock repurchase program. The program (originally announced on March 5, 2001),
which may be suspended at any time without notice, has no expiration date. The
following table sets forth information regarding shares repurchased and
purchasable under the program during and as of the end of the periods indicated.
On March 31, 2008, 1.5 million shares remained authorized for purchase,
depending on market conditions.


                                       27
<PAGE>

<TABLE>
<CAPTION>
========================= ====================== ======================= ====================== ======================
         Period              Total Number of       Average Price Paid       Total Number of      Maximum Number (or
                            Shares (or Units)     per Share (or Unit)      Shares (or Units)     Approximate Dollar
                                Purchased                                Purchased as Part of   Value) of Shares (or
                                                                          Publicly Announced     Units) that May Yet
                                                                           Plans or Programs     Be Purchased Under
                                                                                                the Plans or Programs
========================= ====================== ======================= ====================== ======================
<S>                                        <C>                     <C>                    <C>                 <C>
January 2008                             43,409                  $16.07                 43,409              1,698,403
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
February 2008                           109,600                   13.97                109,600              1,588,803
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
March 2008                               41,462                   12.63                 41,462              1,547,341
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
Total                                   194,471                   14.15                194,471                      -
========================= ====================== ======================= ====================== ======================
</TABLE>

Item 4.  Submission of Matters to a Vote of Security Holders

         None.

Item 6.  Exhibits

         10      Demand Note Loan Agreement

         31      Rule 13a-14(a) Certifications

         32      Section 1350 Certifications


                                       28
<PAGE>

                                   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.

                                           Anaren, Inc.
                                          -----------------------------------
                                          (Registrant)

Date:  May 12, 2008                       /s/ Lawrence A. Sala
                                          -----------------------------------
                                          Lawrence A. Sala
                                          President & Chief Executive Officer

Date:  May 12, 2008                       /s/ Joseph E. Porcello
                                          -----------------------------------
                                          Joseph E. Porcello
                                          Sr. Vice President of
                                          Finance and Treasurer


                                       29