SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                          Date of Report: March 6, 2007
                        (Date of earliest event reported)


                             HERLEY INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)


  Delaware                       0-5411                     23-2413500
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(State or other               (Commission                 (IRS Employer
 jurisdiction of               File Number)               Identification
 incorporation)                                              Number)


101 North Pointe Boulevard, Lancaster, Pennsylvania        17601-4133
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Address of principal executive offices)                    (Zip Code)



Registrant's telephone number including area code       (717) 735-8117
                                                      -------------------


         --------------------------------------------------------------
         (Former name or former address, if changed since last report.)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b)

[  ] Pre-commencement communications pursuant to Rule 13e-4c under the
     Exchange Act (17 CFR 240.13e-4c)




                    INFORMATION TO BE INCLUDED IN THE REPORT

     The  information in this Form 8-K Current  Report and the exhibit  attached
hereto is furnished  and shall not be deemed  "filed" for purposes of Section 18
of the  Securities  Exchange Act of 1934, as amended (the  "Exchange  Act"),  or
otherwise  subject to the  liabilities  of that Section,  nor shall it be deemed
incorporated  by reference in any filing of the Registrant  under the Securities
Act of 1933, as amended,  or the Exchange Act,  except as shall be expressly set
forth by specific reference in such filing.

Item 2.02    Results of Operations and Financial Condition


     On March 6, 2007, Herley Industries,  Inc. issued an earnings press release
announcing its financial  results for the second quarter ended January 28, 2007.
A copy of the earnings  release is attached as Exhibit 99 to this Current Report
on Form 8-K.

Item 9.01    Financial Statements and Exhibits

         (c)      Exhibits

                  99  Earnings Release, dated March 6, 2007, announcing the
                      Registrant's financial results for the second
                      quarter ended January 28, 2007.

                                   Signatures

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the  undersigned
thereunto duly authorized.

                                       HERLEY INDUSTRIES, INC.


                                       By: /s/ Myron Levy
                                          ------------------------------------
                                          Myron Levy
                                          Chairman and Chief Executive Officer

Dated:   March 8, 2007