UNITED
      STATES





SECURITIES
      AND EXCHANGE COMMISSION





WASHINGTON,
      D.C. 20549





FORM
      10-Q





/x/QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2007.Or/
                /TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____________
                TO
                ____________.Commission
                File No. 0-25662**ANADIGICS,
                Inc.**(Exact
                name of registrant as specified in its charter)Delaware
            22-2582106(State
                or other jurisdiction of incorporation or organization)
            (I.R.S.
                Employer Identification No.)141
                Mt. Bethel Road, Warren, New Jersey
            07059(Address
                of principal executive offices)
            (Zip
                Code)(908)
                668-5000(Registrant's
                telephone number, including area
                code)








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. See definition of “accelerated
      filer and large accelerated filer” in Rule 12b-2 of the Exchange Act (check
      one):


Large
      accelerated filer [ ] Accelerated filer [X] Non-accelerated filer [
      ]





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 outstanding of the Registrant’s common stock as of March 31,
      2007 was 58,876,407 (excluding 113,761 shares held in treasury).











INDEX





ANADIGICS,
      Inc.







PART
                I
            Financial
                InformationItem
                1.
            Financial
                Statements (unaudited)Condensed
                consolidated balance sheets - March 31, 2007 and December 31,
                2006Condensed
                consolidated statements of operations and comprehensive loss - Three
                months ended March 31, 2007 and April 1, 2006Condensed
                consolidated statements of cash flows - Three months ended March
                31, 2007
                and April 1, 2006Notes
                to condensed consolidated financial statements - March 31,
                2007Item
                2.
            Management’s
                Discussion and Analysis of Financial Condition and Results of
                OperationsItem
                3.
            Quantitative
                and Qualitative Disclosures About Market RiskItem
                4.
            Controls
                and ProceduresPART
                II.
            Other
                InformationItem
                1.
            Legal
                ProceedingsItem
                6.
            ExhibitsSignatures








































































PART
      I -
      FINANCIAL INFORMATION





ITEM
      1.  FINANCIAL
      STATEMENTS (UNAUDITED)





ANADIGICS,
      Inc.





CONDENSED
      CONSOLIDATED BALANCE SHEETS





(AMOUNTS
      IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)





March
                31, 2007
            
            
            December
                31, 2006(unaudited)
            
            
            (Note
                1)ASSETSCurrent
                assets:Cash
                and cash equivalents
            
            $
            65,560
            
            $
            13,706Marketable
                securities
            
            
            103,918
            
            
            60,892Accounts
                receivable, net
            
            
            29,682
            
            
            26,707Inventories
            
            
            17,726
            
            
            19,701Prepaid
                expenses and other current assets
            
            
            5,126
            
            
            2,632Assets
                of discontinued operations
            
            
            934
            
            
            1,429Total
                current assets
            
            
            222,946
            
            
            125,067Marketable
                securities
            
            
            9,759
            
            
            8,884Plant
                and equipment:Equipment
                and furniture
            
            
            139,976
            
            
            138,652Leasehold
                improvements
            
            
            38,310
            
            
            38,310Projects
                in process
            
            
            12,476
            
            
            4,975190,762
            
            
            181,937Less
                accumulated depreciation and amortization
            
            
            (142,727
            )
            
            (140,678
            )48,035
            
            
            41,259Goodwill
                and other intangibles, net of amortization
            
            
            5,918
            
            
            5,929Other
                assets
            
            
            1,342
            
            
            1,463Total
                assets
            
            $
            288,000
            
            $
            182,602LIABILITIES
                AND STOCKHOLDERS’ EQUITYCurrent
                liabilities:Accounts
                payable
            
            $
            19,301
            
            $
            17,879Accrued
                liabilities
            
            
            4,656
            
            
            5,588Current
                maturities of capital lease obligations
            
            
            317
            
            
            312Liabilities
                of discontinued operations
            
            
            562
            
            
            252Total
                current liabilities
            
            
            24,836
            
            
            24,031Other
                long-term liabilities
            
            
            3,326
            
            
            3,348Long-term
                debt, less current portion
            
            
            38,000
            
            
            38,000Capital
                lease obligations, less current portion
            
            
            1,384
            
            
            1,463Commitments
                and contingenciesStockholders’
                equity:Common
                stock, $0.01 par value, 144,000 shares authorized, 58,957 and 49,200
                issued at March 31, 2007 and December 31, 2006
            
            
            589
            
            
            492Additional
                paid-in capital
            
            
            519,424
            
            
            413,672Accumulated
                deficit
            
            
            (299,207
            )
            
            (298,046
            )Accumulated
                other comprehensive loss
            
            
            (94
            )
            
            (100
            )Treasury
                stock at cost: 114 shares
            
            
            (258
            )
            
            (258
            )Total
                stockholders’ equity
            
            
            220,454
            
            
            115,760Total
                liabilities and stockholders’ equity
            
            $
            288,000
            
            $
            182,602










See
      accompanying notes.











ANADIGICS,
      Inc.





CONDENSED
      CONSOLIDATED STATEMENTS OF OPERATIONS





(AMOUNTS
      IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)





Three
                Months EndedMarch
                31, 2007
            
            
            April
                1, 2006(unaudited)
            
            
            (unaudited)Net
                sales
            
            $
            49,573
            
            $
            34,695Cost
                of sales
            
            
            33,287
            
            
            25,289Gross
                profit
            
            
            16,286
            
            
            9,406Research
                and development expenses
            
            
            9,738
            
            
            8,006Selling
                and administrative expenses
            
            
            7,359
            
            
            5,264Operating
                loss
            
            
            (811
            )
            
            (3,864
            )Interest
                income
            
            
            1,240
            
            
            863Interest
                expense
            
            
            (625
            )
            
            (1,288
            )Loss
                from continuing operations
            
            
            (196
            )
            
            (4,289
            )Loss
                from discontinued operations
            
            
            (965
            )
            
            (348
            )Net
                loss
            
            $
            (1,161
            )
            $
            (4,637
            )Basic
                and diluted loss per shareLoss
                from continuing operations
            
            $
            0.00
            
            $
            (0.11
            )Loss
                from discontinued operations
            
            
            (0.02
            )
            
            (0.01
            )Net
                loss
            
            $
            (0.02
            )
            $
            (0.12
            )Weighted
                average basic and diluted common shares outstanding
            
            
            48,314
            
            
            38,376














CONDENSED
      CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS





(AMOUNTS
      IN THOUSANDS)








Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006(unaudited)
            
            
            (unaudited)Net
                loss
            
            $
            (1,161
            )
            $
            (4,637
            )Unrealized
                gain on marketable securities
            
            
            10
            
            
            105Foreign
                currency translation adjustment
            
            
            (4
            )
            
            6Comprehensive
                loss
            
            $
            (1,155
            )
            $
            (4,526
            )



























































See
      accompanying notes.





ANADIGICS,
      Inc.





CONDENSED
      CONSOLIDATED STATEMENTS OF CASH FLOWS





(AMOUNTS
      IN THOUSANDS)





Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006(unaudited)
            
            
            (unaudited)CASH
                FLOWS FROM OPERATING ACTIVITIESNet
                loss
            
            $
            (1,161
            )
            $
            (4,637
            )Adjustments
                to reconcile net loss to net cash provided by (used in) operating
                activities:Loss
                from discontinued operations
            
            
            965
            
            
            348Depreciation
            
            
            1,962
            
            
            2,043Amortization
            
            
            214
            
            
            480Stock
                based compensation
            
            
            3,876
            
            
            1,412Amortization
                of premium on marketable securities
            
            
            4
            
            
            126Changes
                in operating assets and liabilities:Accounts
                receivable
            
            
            (2,975
            )
            
            (1,656
            )Inventories
            
            
            1,975
            
            
            (2,508
            )Prepaid
                expenses and other assets
            
            
            (2,489
            )
            
            (2,067
            )Accounts
                payable
            
            
            1,422
            
            
            3,191Accrued
                liabilities and other liabilities
            
            
            (1,074
            )
            
            (754
            )Net
                cash provided by (used in) operating activities
            
            
            2,719
            
            
            (4,022
            )CASH
                FLOWS FROM INVESTING ACTIVITIESPurchases
                of plant and equipment
            
            
            (8,824
            )
            
            (2,204
            )Purchases
                of marketable securities
            
            
            (75,510
            )
            
            (69,749
            )Proceeds
                from sale of marketable securities
            
            
            31,615
            
            
            28,954Net
                cash used in investing activities
            
            
            (52,719
            )
            
            (42,999
            )CASH
                FLOWS FROM FINANCING ACTIVITIESPayment
                of capital lease obligations
            
            
            (74
            )
            
            (45
            )Issuance
                of common stock
            
            
            101,928
            
            
            54,457Net
                cash provided by financing activities
            
            
            101,854
            
            
            54,412Net
                increase in cash and cash equivalents
            
            
            51,854
            
            
            7,391Cash
                and cash equivalents at beginning of period
            
            
            13,706
            
            
            11,891Cash
                and cash equivalents at end of period
            
            $
            65,560
            
            $
            19,282










































































See
      accompanying notes.











ANADIGICS,
      Inc.





NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - MARCH 31,
      2007





(AMOUNTS
      IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)








1.  SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES




BASIS
      OF
      PRESENTATION




The
      accompanying unaudited condensed consolidated financial statements have been
      prepared in accordance with accounting principles generally accepted in the
      United States for interim financial information and with the instructions to
      Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include
      all
      of the information and footnotes required by accounting principles generally
      accepted in the United States for complete financial statements. In the opinion
      of management, all adjustments (consisting of normal recurring accruals and
      adjustments) considered necessary for a fair presentation have been included.
      Operating results for the three month period ended March 31, 2007 are not
      necessarily indicative of the results that may be expected for the year ending
      December 31, 2007.




The
      condensed
      consolidated balance sheet at December 31, 2006 has been derived from the
      audited financial statements at that date but does not include all the
      information and footnotes required by accounting principles generally accepted
      in the United States for complete financial statements. For further information,
      refer to the consolidated financial statements and footnotes thereto included
      in
      the Company’s Annual Report on Form 10-K for the year ended December 31,
      2006.




The
      condensed
      consolidated financial statements include the accounts of the Company and its
      wholly-owned subsidiaries. All significant intercompany accounts and
      transactions have been eliminated in consolidation.




As
      more fully
      discussed in footnote 2 below, the Company sold substantially all of the
      operating assets of Telcom Devices Inc. (“Telcom”, a wholly-owned subsidiary of
      the Company) on April 2, 2007 and effectively ceased Telcom’s operations.
      Accordingly, the financial results, position and cashflow of Telcom have been
      classified as discontinued operations in the accompanying financial statements
      for the periods presented.




IMPACT
      OF
      RECENTLY ISSUED ACCOUNTING STANDARDS


In
        February,
        2007, the FASB issued FASB Statement No. 159 åThe Fair Value Option for
        Financial Assets and Financial Liabilitiesæ (åFAS 159æ), which permits entities
        to choose to measure many financial assets and financial liabilities at fair
        value. Unrealized gains and losses on items for which the fair value option
        has
        been elected are reported in earnings. FAS 159 is effective for fiscal years
        beginning after November 15, 2007. The Company has not yet determined the
        impact
        FAS 159 may have on its results of operations or financial
        position.
 
 In
        September
        2006, the FASB issued FASB Statement No. 157, åFair Value Measurementsæ (åFAS
        157æ) which defines fair value, establishes a framework for measuring fair value
        in generally accepted accounting principles and expands disclosures about
        fair
        value measurements. FAS 157 is effective for financial statements issued
        for
        fiscal years beginning after November 15, 2007 and interim periods within
        those
        fiscal years. The Company has not yet determined the impact FAS 157 may have
        on
        its results of operations or financial position.
  In
        July 2006,
        the Financial Accounting Standards Board (åFASBæ) issued Interpretation No. 48,
åAccounting for Uncertainty in Income Taxes—an interpretation of FASB Statement
        No. 109æ (åFIN 48æ), which clarifies the accounting and disclosure for
        uncertainty in tax positions, as defined. FIN 48 seeks to reduce the diversity
        in practice associated with certain aspects of the recognition and measurement
        related to accounting for income taxes. As of January 1, 2007, the Company
        adopted FIN 48 which did not have a material impact on its consolidated
        financial statements.
  INCOME
          TAXES
 The
            Company
            maintains a full valuation allowance on its deferred tax assets. Accordingly,
            the Company has not recorded a benefit for income taxes. We recognize
            interest
            and penalties related to the underpayment of income taxes in income tax
            expense.
            Upon adoption of FIN 48, we had no unrecognized tax benefits. No unrecognized
            tax benefits, interest or penalties were accrued at March 31, 2007. The
            Company’s U.S. federal net operating losses have occurred since 1998 and as
            such, tax years subject to potential tax examination could apply from
            that date
            because carrying-back net operating loss opens the relevant year to
            audit.
  WARRANTY




Based
      on
      the examination of historical returns and other information it deems critical,
      the Company estimates that a current charge to income will need to be provided
      in order to cover future warranty obligations for products sold during the
      year.
      The accrued liability for warranty costs is included in Accrued liabilities
      in
      the condensed consolidated balance sheets.  Warranty
      reserve movements in the three months ended March 31, 2007 included $127 in
      actual charges and $115 in provisions resulting in the balance of $335 at March
      31, 2007. Warranty reserve movements in the three months ended April 1, 2006
      included $130 in actual charges and a $235 increase in the
      provision.




2.
      DISCONTINUED OPERATIONS




On
      April 2,
      2007, the Company sold substantially all of Telcom’s operating assets to GTRAN
      Camarillo, Inc. in exchange for a $500 non-interest-bearing note due December
      31, 2007 and effectively ceased Telcom’s operations. The transaction is subject
      to certain post-closing adjustments. As a consequence of the sale, the financial
      results, position and cashflow of Telcom have been classified as discontinued
      operations in the accompanying financial statements for the periods presented.




Summarized
      operating results and loss on sale of discontinued operations through March
      31,
      2007 and April 1, 2006 were as follows:





Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006Revenue
            
            $
            559
            
            $
            1,026Operating
                loss
            
            
            (479
            )
            
            (351
            )Interest
                income
            
            
            4
            
            
            3Loss
                on sale of discontinued operations
            
            
            (490
            )
            
            -Loss
                from discontinued operations
            
            $
            (965
            )
            $
            (348
            )




The
      assets
      and liabilities of Telcom are reflected as discontinued operations as of March
      31, 2007 and December 31, 2006 and were:





March
                31, 2007
            
            
            December
                31, 2006Assets
                of discontinued operationsAccounts
                receivable
            
            $
            363
            
            $
            604Inventory
            
            
            -
            
            
            654Other
                current and non-current assets
            
            
            71
            
            
            62Fixed
                assets, net
            
            
            -
            
            
            109Assets
                held for sale
            
            
            500
            
            
            -Total
            
            $
            934
            
            $
            1,429Liabilities
                of discontinued operations
            
            $
            562
            
            $
            252





3.  INVENTORIES




Inventories
      are stated at the lower of cost (first-in, first-out method) or market.
      Inventories consist of the following:





March
                31, 2007
            
            
            December
                31, 2006Raw
                materials
            
            $
            4,550
            
            $
            5,370Work
                in process
            
            
            11,845
            
            
            11,634Finished
                goods
            
            
            5,338
            
            
            6,33221,733
            
            
            23,336Reserves
            
            
            (4,007
            )
            
            (3,635
            )Total
            
            $
            17,726
            
            $
            19,701




4.  LOSS
      PER
      SHARE




The
      reconciliation of shares used to calculate basic and diluted loss per share
      consists of the following:





Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006Weighted
                average common shares outstanding used to calculate basic loss per
                share
            
            
            48,314
            
            
            38,376Net
                effect of dilutive securities based upon the treasury stock method
                using
                an average market price
            
            
            -*
            
            
            -*Weighted
                average common and dilutive securities outstanding used to calculate
                diluted loss per share
            
            
            48,314
            
            
            38,376





*
      Any
      dilution arising from the Company's outstanding stock options or shares
      potentially issuable upon conversion of the Convertible notes are not included
      as their effect is anti-dilutive.





5.  REVENUE
      SOURCES




The
      Company
      classifies its revenues based upon the end application of the product in which
      its integrated circuits are used. Net sales by end application are regularly
      reviewed by the chief operating decision maker and are as follows:





Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006Broadband
            
            $
            24,554
            
            $
            15,477Wireless
            
            
            25,019
            
            
            19,218Total
            
            $
            49,573
            
            $
            34,695




The
      Company
      primarily sells to three geographic regions: Asia, USA and Canada, and Other.
      The geographic region is determined by the destination of the shipped product.


Net
      sales
      to each of the three geographic regions are as follows:




Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006Asia
            
            $
            32,987
            
            $
            18,921U.S.A.
                and Canada
            
            
            14,355
            
            
            12,880Other
            
            
            2,231
            
            
            2,894Total
            
            $
            49,573
            
            $
            34,695





6.
      LONG-TERM DEBT





On
      September
      24, 2004, the Company issued $38,000 aggregate principal amount of 5%
      Convertible Senior Notes (“2009 Notes”) due October 15, 2009. The 2009 Notes are
      convertible into shares of the Company’s common stock at any time prior to their
      maturity, at an initial conversion rate, subject to adjustment, of 200 shares
      for each $1,000 principal amount, which is equivalent to a conversion price
      of
      $5.00 per share (7,600 shares contingently issuable). Interest on the 2009
      Notes
      is payable semi-annually in arrears on April 15 and October 15 of each
      year.




During
      2006
      the Company had $46.7 million principal amount outstanding of its 5% Convertible
      Senior Notes (“2006 Notes”) which were repaid upon maturity in November 2006.
      The 2006 Notes were convertible into shares of the Company’s common stock at an
      initial conversion rate, subject to adjustment, of 47.619 shares for each $1,000
      principal amount, which was equivalent to a conversion price of $21.00 per
      share
      (2,224 shares were contingently issuable).




7.
      STOCK BASED COMPENSATION


Effective
      January 1, 2006, the Company adopted the provisions of FASB Statement 123R
      Share
      Based Payment (“FAS 123R”) in accounting for share based payments to employees,
      having previously followed the provisions of Accounting Principles Board Number
      25 “Accounting for Stock Issued to Employees”, as permitted by FAS 123. The
      Company adopted FAS 123R using the modified-prospective transition method,
      which
      requires the recognition of compensation expense over the remaining vesting
      period for all awards that remained unvested as of January 1, 2006.





Equity
      Compensation Plans




The
      Company
      had 4 equity compensation plans under which equity securities are authorized
      for
      issuance to employees and/or directors:




§
            The
                1995 Long-Term Incentive and Share Award Plan for Officers and Directors
                (terminated February 28, 2005) (“1995
                Plan”);


§
            The
                1997 Long Term Incentive and Share Award Plan (“1997
                Plan”);


§
            The
                2005 Long Term Incentive and Share Award Plan (“2005 Plan”, collectively
                with the 1995 Plan and the 1997 Plan, “the Plans”);
                and


§
            The
                Employee Stock Purchase Plan (“ESP
                Plan”).




Employees
      and
      outside directors have been granted restricted stock and options to purchase
      shares of common stock under stock option plans adopted in 1995, 1997 and 2005.
      An aggregate of 4,913, 5,100 and 5,450 shares of common stock were reserved
      for
      issuance under the 1995 Plan, the 1997 Plan and the 2005 Plan, respectively.
      The
      Plans provide for the granting of stock options, stock appreciation rights,
      restricted shares and other share based awards to eligible employees and
      directors, as defined in the Plans. Option grants have terms of ten years and
      become exercisable in varying amounts over periods of up to three years. To
      date, no stock appreciation rights have been granted under the
      Plans.




In
      1995, the
      Company adopted the ESP Plan under Section 423 of the Internal Revenue Code.
      All
      full-time employees of ANADIGICS, Inc. and part-time employees, as defined
      in
      the ESP Plan, are eligible to participate in the ESP Plan. An aggregate of
      2,694
      shares of common stock were reserved for offering under the ESP Plan. Offerings
      are made at the commencement of each calendar year and must be purchased by
      the
      end of that calendar year. Pursuant to the terms of the ESP Plan, shares
      purchased and the applicable per share price were 187 and $5.36, respectively
      for the year ended December 31, 2006.




The
      table
      below summarizes stock based compensation by source and by financial statement
      line item for the three month periods:




March
                31, 2007
            
            
            April
                1, 2006Amortization
                of restricted stock awards
            
            $
            (3,149
            )
            $
            (1,316
            )Amortization
                of ESP Plan
            
            
            (200
            )
            
            (100
            )Amortization
                of stock option awards
            
            
            (572
            )
            
            (33
            )Total
                stock based compensation
            
            $
            (3,921
            )
            $
            (1,449
            )By
                Financial Statement line itemCost
                of sales
            
            $
            900
            
            $
            299Research
                and development expenses
            
            
            1,500
            
            
            568Selling
                and administrative expenses
            
            
            1,476
            
            
            545Loss
                from discontinued operations
            
            
            45
            
            
            37





No
      tax
      benefits have been recorded due to the Company’s full valuation allowance
      position.





Restricted
      Stock Awards





Commencing
      in
      August 2004, the Company began granting restricted shares under the Plans.
      The
      value of the restricted stock awards are fixed upon the date of grant and
      amortized over the related vesting period of one to three years. Restricted
      stock awards are subject to forfeiture if employment terminates prior to
      vesting. The Company estimates that approximately 2.5% of its restricted stock
      awards are forfeited annually. The restricted stock awards carry voting and
      dividend rights commencing upon grant but may not be traded or transferred
      prior
      to vesting. Grant, vest and forfeit activity and related weighted average price
      per share for restricted stock and for stock options during the period from
      January 1, 2006 to March 31, 2007 is presented in tabular form
      below:




Restricted
                Shares
            Stock
                OptionsShares
            
            
            Weighted
                average price per share
            
            
            Issuable
                upon exercise
            
            
            Weighted
                average exercise priceGrants
                outstanding at January 1, 2006
            
            
            1,214
            
            $
            2.72
            
            
            5,944
            
            $
            7.67Granted
            
            
            2,685
            
            
            6.90
            
            
            994
            
            
            8.80Shares
                vested/options exercised
            
            
            (675
            )
            
            2.68
            
            
            (983
            )
            
            3.85Forfeited/expired
            
            
            (86
            )
            
            5.46
            
            
            (286
            )
            
            11.16Balance
                at December 31, 2006
            
            
            3,138
            
            
            6.23
            
            
            5,669
            
            
            8.36Granted
            
            
            664
            
            
            9.54
            
            
            84
            
            
            9.16Shares
                vested/options exercised
            
            
            (1,113
            )
            
            5.76
            
            
            (496
            )
            
            5.86Forfeited
            
            
            (11
            )
            
            6.32
            
            
            (140
            )
            
            18.75Balance
                at March 31, 2007
            
            
            2,678
            
            $
            7.24
            
            
            5,117
            
            $
            8.33







Weighted
                average information as of March 31, 2007Options
                currently exercisableShares
                issuable upon exercise
            
            
            4,025WA
                exercise price
            
            $
            8.23WA
                remaining life
            
            
            4.7
                yearsIntrinsic
                value of exercised options
            
            $
            2,955Remaining
                life for outstanding options
            
            
            5.7
                yearsIntrinsic
                value of exercisable options
            
            $
            19,380Intrinsic
                value of outstanding options
            
            $
            22,788Unrecognized
                stock based compensation costOption
                plans
            
            $
            5,095Restricted
                stock
            
            $
            14,415WA
                remaining vest period for restricted stock
            
            
            1.1
                years





Stock
      options outstanding at March 31, 2007 are summarized as follows:





Range
                of exercise prices
            
            Outstanding
                Options at March 31, 2007
            
            Weighted
                average remaining contractual life
            
            Weighted
                average exercise price
            
            Exercisable
                at March 31, 2007
            
            Weighted
                average exercise price$1.39
                - $4.17
            
            
            1,370
            
            
            4.28
            
            $
            3.32
            
            
            1,349
            
            $
            3.34$4.33
                - $7.27
            
            
            1,534
            
            
            6.08
            
            $
            6.86
            
            
            1,519
            
            $
            6.87$7.65
                - 10.90
            
            
            1,316
            
            
            7.98
            
            $
            9.13
            
            
            268
            
            $
            10.27$11.13
                - $53.48
            
            
            897
            
            
            4.00
            
            $
            17.30
            
            
            889
            
            $
            17.35





Valuation
      Method for ESP Plan and Stock Option Awards





The
      fair
      value of these equity awards was estimated at the date of grant using a
      Black-Scholes option pricing model. The weighted average assumptions for stock
      based compensation grants used for the three month periods ended March 31,
      2007
      and April 1, 2006 were:





Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006Stock
                option awards:Risk-free
                interest rate
            
            
            4.57
            %
            
            4.31
            %Expected
                volatility
            
            
            0.76
            
            
            0.94Average
                expected term (in years)
            
            
            4.75
            
            
            3.00Expected
                dividend yield
            
            
            0.0
            %
            
            0.0
            %Weighted
                average fair value of options granted
            
            $
            5.79
            
            $
            3.91ESP
                Plan:Risk-free
                interest rate
            
            
            4.90
            %
            
            4.82
            %Expected
                volatility
            
            
            0.62
            
            
            0.79Average
                expected term (in years)
            
            
            1.00
            
            
            1.00Expected
                dividend yield
            
            
            0.0
            %
            
            0.0
            %Weighted
                average fair value of purchase option
            
            $
            3.16
            
            $
            2.49





8.
      STOCKHOLDERS’ EQUITY




In
      March,
      2007, The Company completed an underwritten public offering of 8,625 shares
      of
      common stock, generating net proceeds to the Company of $99,037. In
      March
      2006, the Company completed an underwritten public offering of 10,446 shares
      of
      common stock, generating net proceeds to the Company of
      $53,110.





ANADIGICS,
      Inc.





ITEM
      2.
      MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS





OVERVIEW




ANADIGICS,
      Inc. (“we” or the “Company”) is a leading provider of semiconductor solutions in
      the rapidly growing broadband wireless and wireline communications markets.
      Our
      products include power amplifiers (PAs), tuner integrated circuits, active
      splitters, line amplifiers and other components, which can be sold individually
      or packaged as integrated radio frequency (RF) and front end modules. We believe
      that we are uniquely positioned to capitalize on the rapidly-growing voice,
      data
      and video segments of the broadband wireless and wireline communications
      markets. We offer third generation (3G) products that use the Wideband
      Code-Division Multiple Access (W-CDMA) and Enhanced Data Rates for Global System
      for Mobile Communication (GSM) Evolution (EDGE) standards, beyond third
      generation (3.5G) products that use the High Speed Down Line Packet Access
      (HSDPA) and High Speed Uplink Line Packet Access (HSUPA) standards, fourth
      generation (4G) products for Worldwide Interoperability for Microwave Access
      (WiMAX) and Wireless Broadband (WiBRO) systems, Wireless Fidelity (WiFi)
      products that use the 802.11 a/b/g and 802.11 n (draft-n, Multiple Input
      Multiple Output (MIMO)) standards, cable television (CATV) set-top box products,
      CATV infrastructure products and Fiber-To-The-Premises (FTTP)
      products.




Our
      business
      strategy focuses on developing RF front end solutions and partnering with
      industry-leading wireless chipset providers to incorporate our solutions into
      their reference designs. Our integrated solutions enable our customers to
      improve RF performance, power efficiency, reliability, time-to-market and the
      integration of chip components into single packages, while reducing the size,
      weight and cost of their products. We have established longstanding
      relationships with several of the industry-leading chipset suppliers and
      tier-one customers. For example, our relationships with Cisco Systems, Inc.
      (Cisco), Intel Corporation (Intel), Motorola, Inc. (Motorola) and Qualcomm
      Incorporated (Qualcomm) have enabled us to develop RF products used in 3G,
      3.5G,
      4G WiMAX, WiFi and CATV products and to be the primary supplier with respect
      to
      such partners and customers. Other leading chipset suppliers and tier-one
      customers with whom we have longstanding relationships include Atheros
      Communications, Inc. (Atheros), High Tech Computer Corp. (HTC), Huawei
      Technologies Co., Ltd. (Huawei), Kyocera Corporation (Kyocera), Lenovo Group
      Limited (Lenovo), LG Electronics Inc. (LG Electronics), Marvell Technology
      Group
      Ltd. (Marvell), MediaTek AEI, Inc. (MediaTek), Murata Manufacturing Co., Ltd.
      (Murata), Novatel Wireless, Inc. (Novatel), Palm, Inc. (Palm), Research In
      Motion Limited (RIM), Samsung Electronics Co., Ltd. (Samsung), Sierra Wireless,
      Inc. (Sierra Wireless), TCL Mobile Communication Co., Ltd. (TCL), TDK
      Electronics Corporation (TDK), Texas Instruments Incorporated (Texas
      Instruments) and ZTE Corporation (ZTE).




We
      continue
      to focus on leveraging our technological and manufacturing advantages to remain
      a leading supplier of semiconductor solutions for broadband wireless and
      wireline communications. We design, develop and manufacture RFICs primarily
      using GaAs compound semiconductor substrates with various process technologies,
      Metal Semiconductor Field Effect Transistors (MESFET), Pseudomorphic High
      Electron Mobility Transistors (pHEMT), and Heterojunction Bipolar Transistors
      (HBT). Our patented technology, which utilizes InGaP- *plus* ,
      combines InGaP HBT and pHEMT processes on a single substrate, enabling us to
      integrate the PA function and the RF active switch function on the same die.
      Additionally, we believe our InGaP- *plus* process
      and design technologies such as High Efficiency at Low Power (HELP) provide
      a
      competitive advantage by enabling us to provide PAs that consume less battery
      power and extend talk time for products in the 3G, 3.5G and 4G markets.




On
      April 2,
      2007, we sold substantially all of the operating assets of Telcom Devices Inc.
      (“Telcom”) to GTRAN Camarillo, Inc. in exchange for a $0.5 million
      non-interest-bearing note due December 31, 2007 and effectively ceased Telcom’s
      operations. As a consequence of the sale, the financial results, position and
      cashflow of Telcom have been classified as discontinued operations in the
      accompanying financial statements for all periods presented.




We
      were
      incorporated in Delaware in 1984. Our corporate headquarters are located at
      141
      Mt. Bethel Road, Warren, New Jersey 07059, and our telephone number at that
      address is 908-668-5000.




RESULTS
      OF
      OPERATIONS




The
      following
      table sets forth unaudited consolidated statements of operations data as a
      percent of net sales for the periods presented:





Three
                months endedMarch
                31, 2007
            
            
            April
                1, 2006Net
                sales
            
            
            100.0
            %
            
            100.0
            %Cost
                of sales
            
            
            67.1
            %
            
            72.9
            %Gross
                margin
            
            
            32.9
            %
            
            27.1
            %Research
                and development expenses
            
            
            19.6
            %
            
            23.1
            %Selling
                and administrative expenses
            
            
            14.9
            %
            
            15.1
            %Operating
                loss
            
            
            (1.6
            %)
            
            (11.1
            %)Interest
                income
            
            
            2.5
            %
            
            2.5
            %Interest
                expense
            
            
            (1.3
            %)
            
            (3.7
            %)Loss
                from continuing operations
            
            
            (0.4
            %)
            
            (12.3
            %)Loss
                from discontinued operations
            
            
            (1.9
            %)
            
            (1.0
            %)Net
                loss
            
            
            (2.3
            %)
            
            (13.3
            %)





FIRST
      QUARTER 2007 (ENDED MARCH 31, 2007) COMPARED TO FIRST QUARTER 2006 (ENDED APRIL
      1, 2006)




NET
      SALES. ****** Net
      sales
      increased 42.9% during the first quarter of 2007 to $49.6 million from $34.7
      million in the first quarter of 2006.




Sales
      of
      integrated circuits for broadband applications increased 58.6% during the first
      quarter of 2007 to $24.6 million from $15.5 million in the first quarter of
      2006. The increase in sales was primarily due to an increase in demand for
      WLAN
      and infrastructure products, sales of which rose by $5.5 million and $3.3
      million, respectively.




Sales
      of
      integrated circuits for wireless applications increased 30.2% during the first
      quarter of 2007 to $25.0 million from $19.2 million in the first quarter of
      2006. The increase in sales of integrated circuits for wireless applications
      was
      primarily due to increased demand for our 3G (EDGE, WEDGE, CDMA2000 1X
      applications & WCDMA) PAs where revenue rose by $9.0 million, which was
      partly offset by a $3.0 million decrease in GSM revenues due to declines in
      unit
      prices and volumes.




Geographically,
      net
      sales in Asia increased 74.3% during the first quarter of 2007 to $33.0 million
      from $18.9 million in the first quarter of 2006. The increase was primarily
      driven by the increased demand for WLAN and 3G products.




GROSS
      MARGIN. Gross
      margin during the first quarter of 2007 increased to 32.9% of net sales from
      27.1% of net sales in the first quarter of 2006. The increase in gross margin
      was primarily due to increased sales and production volumes with the consequent
      absorption of fixed costs.




RESEARCH
      AND
      DEVELOPMENT. Company
      sponsored research and development expenses increased 21.6% during the first
      quarter of 2007 to $9.7 million from $8.0 million during the first quarter
      of
      2006. The increase was primarily due to increased stock based compensation
      of
      $0.9 million and increased staff costs supporting new product development.




SELLING
      AND
      ADMINISTRATIVE. Selling
      and administrative expenses increased 39.8% to $7.4 million during the first
      quarter of 2007 from $5.3 million during the first quarter of 2006. The increase
      was primarily driven by increased stock based compensation of $0.9 million
      and
      increased sales and marketing staff and program costs to better address our
      larger international market.




INTEREST
      INCOME. ****** Interest
      income increased 43.7% to $1.2 million during the first quarter of 2007 from
      $0.9 million during the first quarter of 2006. The increase was primarily due
      to
      higher average funds invested as a result of our underwritten public offering
      of
      8.6 million shares of common stock in March of 2007 (the “March 2007 Offering”)
      and higher interest rates.




INTEREST
      EXPENSE. Interest expense decreased 51.5% to $0.6 million during the first
      quarter of 2007 as compared to $1.3 million during the first quarter of 2006.
      The decrease related to the repayment our $46.7 million outstanding balance
      of
      our 5% Convertible Senior Notes in November of 2006.




LOSS
      FROM
      DISCONTINUED OPERATIONS. Loss on discontinued operations increased 177.3% to
      $1.0 million during the first quarter of 2007 as compared to $0.3 million during
      the first quarter of 2006. The increase was primarily due to the $0.5 million
      loss on sale of discontinued operations recognized in the first quarter of
      2007
      and was further impacted by the increased operating loss as sales decreased
      to
      $0.5 million from $1.0 million in the year earlier quarter.





LIQUIDITY
      AND CAPITAL RESOURCES




As
      of March
      31, 2007, we had $65.5 million in cash and cash equivalents and $113.7 million
      in marketable securities. Included in these amounts are proceeds we received
      from completion of an underwritten public offering of an aggregate of 8.6
      million shares of common stock in our March 2007 Offering, which raised $99.0
      million, net of underwriting discounts and commissions and related offering
      expenses. As of March 31, 2007, we had outstanding $38.0 million aggregate
      principal amount of our 2009 Notes.




Operating
      activities provided $2.7 million in cash during the three month period ended
      March 31, 2007, primarily as a result of our improved operating results and
      non-cash expenses. Investing activities, consisting principally of net purchases
      of marketable securities of $43.9 million and purchases of fixed assets of
      $8.8
      million, used $52.7 million of cash during the three month period ended March
      31, 2007. Financing activities provided $101.9 million, and consisted primarily
      of proceeds received from the March 2007 Offering.




As
      of March
      31, 2007, we had unconditional purchase obligations of approximately $9.2
      million of which $8.1 million relates to capital equipment purchase requirements
      primarily over the next nine months to increase the installed equipment capacity
      of the Company's manufacturing operations in response to anticipated increases
      in customer demand for the Company's products.




We
      believe
      that our existing sources of capital, including our existing cash and marketable
      securities, will be adequate to satisfy both operational and capital needs
      for
      the next twelve months. We may elect to finance all or part of our anticipated
      operational and capital needs, which may include acquisitions of complimentary
      businesses or technologies, or investments in other companies or repurchases
      of
      our outstanding debt or equity, through additional equity or debt financing.
      Our
      ability to pay principal and interest on our outstanding 2009 Notes due in
      October 2009, our other debt and to fund our planned capital expenditures
      depends on our future operating performance.





IMPACT
      OF
      RECENTLY ISSUED ACCOUNTING STANDARDS


In
        February
        2007, the FASB issued FASB Statement No. 159 “The Fair Value Option for
        Financial Assets and Financial Liabilities” (“FAS 159”), which permits entities
        to choose to measure many financial assets and financial liabilities at fair
        value. Unrealized gains and losses on items for which the fair value option
        has
        been elected are reported in earnings. FAS 159 is effective for fiscal years
        beginning after November 15, 2007. We have not yet determined the impact
        FAS 159
        may have on our results of operations or financial position.
  In
        September
        2006, the FASB issued FASB Statement No. 157, “Fair Value Measurements” (“FAS
        157”) which defines fair value, establishes a framework for measuring fair value
        in generally accepted accounting principles and expands disclosures about
        fair
        value measurements. FAS 157 is effective for financial statements issued
        for
        fiscal years beginning after November 15, 2007 and interim periods within
        those
        fiscal years. We have not yet determined the impact FAS 157 may have on our
        results of operations or financial position.
  In
        July 2006,
        the Financial Accounting Standards Board (“FASB”) issued Interpretation No. 48,
“Accounting for Uncertainty in Income Taxes—an interpretation of FASB Statement
        No. 109” (“FIN 48”), which clarifies the accounting and disclosure for
        uncertainty in tax positions, as defined. FIN 48 seeks to reduce the diversity
        in practice associated with certain aspects of the recognition and measurement
        related to accounting for income taxes. As of January 1, 2007, we adopted
        FIN
        48, which did not have a material impact on our consolidated financial
        statements. Upon adoption of FIN 48, we had no unrecognized tax benefits.
        No
        unrecognized tax benefits, interest or penalties were accrued at March 31,
        2007.
        Our U.S. federal net operating losses have occurred since 1998 and as such,
        tax
        years subject to potential tax examination could apply from that date because
        carrying-back net operating loss opens the relevant year to
        audit.





FORWARD-LOOKING
      STATEMENTS




This
      quarterly report on Form 10-Q contains projections and other forward-looking
      statements (as that term is defined in the Securities Exchange Act of 1934,
      as
      amended). These projections and forward-looking statements reflect the Company’s
      current views with respect to future events and financial performance and can
      generally be identified as such because the context of the statement will
      include words such as “believe”, “anticipate”, “expect”, or words of similar
      import. Similarly, statements that describe our future plans, objectives,
      estimates or goals are forward-looking statements. No assurances can be given,
      however, that these events will occur or that these projections will be achieved
      and actual results and developments could differ materially from those projected
      as a result of certain factors. Important factors that could cause actual
      results and developments to be materially different from those expressed or
      implied by such projections and forward-looking statements include, but are
      not
      limited to, the following risks which are described in greater detail in the
      Company’s Annual Report on Form 10-K referred to below: (i) our history of
      recent losses and the possibility that we may continue to incur losses; (ii)
      the
      existence of intense competition in the markets for our products, which could
      result in a decrease in our products’ prices and sales; (iii) our need to keep
      pace with rapid product and process development and technological changes as
      well as product cost reductions to be competitive; (iv) our gallium arsenide
      semiconductors may cease to be competitive with silicon alternatives; (v)
      sources for certain components, materials and equipment are limited, which
      could
      result in delays or reductions in product shipments; (vi) our ability to respond
      to a significant increase in demand from our customers; (vii) our dependence
      on
      a small number of customers; (viii) our operating results may be harmed if
      we
      fail to sell a high volume of products; (ix) the short life cycles of some
      of
      our products may leave us with obsolete or excess inventories; (x) we may face
      interruptions in our manufacturing processes; (xi) the variability of our
      manufacturing yields may affect our gross margins; (xii) our dependence on
      foreign semiconductor assembly and test operations contractors could lead to
      delays in product shipments; (xiii) our results of operations can vary
      significantly due to the cyclical nature of the semiconductor industry and
      our
      end markets; (xiv) our products have experienced rapidly declining unit prices;
      (xv) capital required for our business may not be available when we need it;
      (xvi) our success depends on our ability to attract and retain qualified
      personnel; (xvii) risks due to our international customer base and our
      subcontracting operations; (xviii) stringent environmental laws and regulations
      both domestically and abroad; (ixx) any failure to protect our intellectual
      property rights or avoid claims that we have infringed on the intellectual
      property rights of others; (xx) any pursuit of selective acquisitions and
      alliances which dilute the ownership of our current shareholders and the
      management and integration of additional operations which may be expensive
      and
      divert management time; (xxi) certain provisions in our governing documents,
      our
      shareholders’ rights agreement and of Delaware law could deter, delay or prevent
      a third party from acquiring us and prevent shareholders from realizing a
      takeover premium. The foregoing review of important factors should not be
      construed as exhaustive and should be read in conjunction with the other
      cautionary statements that are included herein or detailed from time to time
      in
      our reports filed with the Securities and Exchange Commission, including the
      Company’s Annual Report on Form 10-K for the year ended December 31, 2006. The
      Company undertakes no obligation to update publicly or revise any
      forward-looking statement, whether as a result of new information, future
      developments or otherwise.





ITEM
      3.
      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK




The
      Company's
      market risk has not changed significantly for the risks disclosed in Item 7A
      of
      the Company's Annual Report on Form 10-K for the fiscal year ended December
      31,
      2006.





ITEM
      4.
      CONTROLS AND PROCEDURES ****




Under
      the
      supervision and with the participation of our management, including our Chief
      Executive Officer (“CEO”), and Chief Financial Officer (“CFO”), we conducted an
      evaluation of the effectiveness of our disclosure controls and procedures as
      of
      March 31, 2007. Based on that evaluation, our management, including our CEO
      and
      CFO, concluded that our disclosure controls and procedures were effective to
      ensure that information required to be disclosed by us in reports that we file
      or submit under the Exchange Act is recorded, processed, summarized and reported
      as specified within the SEC’s rules and forms.




There
      was no
      change in the Company’s internal control over financial reporting during the
      Company’s last fiscal quarter that has materially affected, or is reasonably
      likely to materially affect, the Company’s internal control over financial
      reporting.




Because
      of
      their inherent limitations, disclosure controls and procedures and internal
      control over financial reporting may not prevent or detect misstatements. Also,
      projections of any evaluation of effectiveness to future periods are subject
      to
      the risk that controls may become inadequate because of changes in conditions,
      or that the degree of compliance with the policies or procedures may
      deteriorate.

















ANADIGICS,
      Inc.





PART
      II -
      OTHER INFORMATION





ITEM  1.  LEGAL
      PROCEEDINGS




We
      are a
      party to litigation arising in the ordinary course out of the operation of
      our
      business. We believe that the ultimate resolution of such litigation should
      not
      have a material adverse effect on our financial condition, results of operations
      or liquidity.





ITEM6.EXHIBITS





31.1
      Rule
      13a-14(a)/15d-14(a) Certification of Bami Bastani, President and Chief Executive
      Officer of ANADIGICS, Inc.





31.2
      Rule
      13a-14(a)/15d-14(a) Certification of Thomas C. Shields, Executive Vice President
      and Chief Financial Officer of ANADIGICS, Inc.





32.1
      Section 1350 Certification of Bami Bastani, President and Chief Executive
      Officer of ANADIGICS, Inc.





32.2
      Section 1350 Certification of Thomas C. Shields, Executive Vice President and
      Chief Financial Officer of ANADIGICS, Inc.





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.








ANADIGICS,
      INC.














By:
            /s/
                Thomas C. ShieldsThomas
                C. ShieldsExecutive
                Vice President and
                Chief Financial Officer








Dated:
      May 7, 2007