BDO Seidman, LLP                            1700 Market Street, 29th Floor
Accountants and Consultants                 Philadelphia,Pennsylvania 19103-3962
                                            Telephone: (215) 636-5500
                                            Fax: (215) 636-5501


August 14, 2006


Securities and Exchange Commission
100 F Street N.E.
Washington, D.C. 20549


We have been  furnished with a copy of the response to Item 4.01 of Form 8-K for
the event that  occurred on July  27,2006,  filed by our former  client,  Herley
Industries, Inc. (the Company). We agree with the statements made in response to
that Item  insofar  as they  relate  to our Firm  except  as it  relates  to the
comments in the fifth paragraph of that response.

We never considered the scope of the requested  independent  investigation to be
under negotiation with the Company or any representative. Our decision to resign
as  independent  registered  public  accountants  of the  Company was with prior
notification.  On  several  occasions  prior to our  resignation,  including  in
writing on June 26, 2007,  we provided a clear  indication  of the nature of the
independent  investigation  that would be required,  and the  conditions  of our
access to the  results  of such  investigation,  in order  for us to remain  the
independent  registered public accountant for the Company.  Repeated attempts by
the Company to reduce the scope of such  investigation  concluded with a meeting
on July 24, 2006 between  representatives of BDO Seidman,  LLP and the firm that
had been hired to perform an independent investigation.  Following that meeting,
we concluded that no such independent  investigation  acceptable to us was going
to be performed due to apparent limitations on the scope of the investigation in
response to attorney-client privilege concerns.

As a result of the lack of  responsiveness to our request regarding the scope of
the independent  investigation,  we believe we are no longer able to rely on the
representations  of management  provided to date.  Accordingly we have withdrawn
our opinion on the Company's  financial  statements  for the year ended June 30,
2005. In addition,  pursuant to the procedures  required by Section 10A(b)(2) of
the  Securities  Exchange  Act of  1934,  we  concluded  that  the  scope of the
independent  investigation  of the alleged  illegal acts as  contemplated by the
Company would not be  sufficient to allow BDO to determine  either the impact of
the alleged illegal acts on the financial  statements of the Company or identify
the potential  involvement of other Company personnel involved in the accounting
and  financial   reporting  function  due  to  the   attorney-client   privilege
limitations that were being imposed. Accordingly, in the circumstances,  we were
and are unable to conclude  that the Company was taking  timely and  appropriate
remedial actions with respect to the alleged illegal acts.

Very truly yours,


/s/ BDO Seidman, LLP
BDO Seidman, LLP


cc   Kevin Purcell, Chief Financial Officer, Herley Industries, Inc.
     Adm. Edward K. Walker, Jr. (Ret.), Audit Committee Chairman,
       Herley Industries, Inc.