-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G/ByUh9jcnF/9xjC4BZtEPrvbMhTFQHq7gmHittYsBbpim+5VvmBDaY/t8umRvV1 ndU8TFgjvWRCFyLawuFDCA== 0001104659-08-039618.txt : 20080612 0001104659-08-039618.hdr.sgml : 20080612 20080612172543 ACCESSION NUMBER: 0001104659-08-039618 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20080612 DATE AS OF CHANGE: 20080612 GROUP MEMBERS: DANIEL J. DONOGHUE GROUP MEMBERS: MICHAEL R. MURPHY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HYPERCOM CORP CENTRAL INDEX KEY: 0001045769 STANDARD INDUSTRIAL CLASSIFICATION: CALCULATING & ACCOUNTING MACHINES (NO ELECTRONIC COMPUTERS) [3578] IRS NUMBER: 860828608 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60153 FILM NUMBER: 08896509 BUSINESS ADDRESS: STREET 1: 2851 W KATHLEEN RD CITY: PHOENIX STATE: AZ ZIP: 85023 BUSINESS PHONE: 6025045000 MAIL ADDRESS: STREET 1: 2851 WEST KATHLEEN ROAD CITY: PHOENIX STATE: AZ ZIP: 85023 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Discovery Group I, LLC CENTRAL INDEX KEY: 0001312548 IRS NUMBER: 300075077 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 191 N. WACKER DRIVE SUITE 1685 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: (312) 265-96000 MAIL ADDRESS: STREET 1: 191 N. WACKER DRIVE SUITE 1685 CITY: CHICAGO STATE: IL ZIP: 60606 SC 13D/A 1 a08-16337_4sc13da.htm SC 13D/A

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Hypercom Corporation

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

44913M105

(CUSIP Number)

Michael R. Murphy

Discovery Group I, LLC

191 North Wacker Drive

Suite 1685

Chicago, Illinois 60606

Telephone Number: (312) 265-9600

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

June 10, 2008

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 44913M105

	1.	Names of Reporting Persons Discovery Group I, LLC

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) AF

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.

			8.	Shared Voting Power 2,110,308

			9.	Sole Dispositive Power None.

			10.	Shared Dispositive Power 2,110,308

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,110,308

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 4.0%

	14.	Type of Reporting Person (See Instructions) OO

CUSIP No. 44913M105

	1.	Names of Reporting Persons Daniel J. Donoghue

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) AF

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States of America

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.

			8.	Shared Voting Power 2,110,308

			9.	Sole Dispositive Power None.

			10.	Shared Dispositive Power 2,110,308

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,110,308

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 4.0%

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 44913M105

	1.	Names of Reporting Persons Michael R. Murphy

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) AF

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States of America

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power None.

			8.	Shared Voting Power 2,110,308

			9.	Sole Dispositive Power None.

			10.	Shared Dispositive Power 2,110,308

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,110,308

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 4.0%

	14.	Type of Reporting Person (See Instructions) IN

Item 1.	Security and Issuer
	This Amendment No. 1 to Schedule 13D (“Amendment No. 1”) relates to the Common Stock, par value $0.001 per share (the “Common Stock”), of Hypercom Corporation, a Delaware corporation (the “Company”), which has its principal executive offices at 2851 West Kathleen Road, Phoenix, Arizona 85023. This Amendment No. 1 amends and supplements, as set forth below, the information contained in items 1, 3, 5 and 6 of the Schedule 13D filed by the Reporting Persons with respect to the Company as of November 19, 2007 (the “Schedule 13D”). All capitalized terms used herein but not defined herein have the meanings set forth in the Schedule 13D. Except as amended by this Amendment No. 1, all information contained in the Schedule 13D is, after reasonable inquiry and to the best of the Reporting Persons’ knowledge and belief, true, complete and correct as of the date of this Amendment No. 1.

Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is hereby amended to read in its entirety as follows: The total purchase price for the 2,110,308 shares of Common Stock beneficially owned by Discovery Group and Messrs. Donoghue and Murphy as of June 11, 2008 was approximately $11,445,504. The source of such funds was the assets of two private investment partnerships (collectively, the “Partnerships”) over which Discovery Group exercises discretionary investment management authority, and proceeds of margin loans under margin loan facilities maintained in the ordinary course of business by the Partnerships with a broker on customary terms and conditions. The Partnerships are the legal owner of all of the Common Stock beneficially owned by Discovery Group and Messrs. Donoghue and Murphy.

Item 5.	Interest in Securities of the Issuer
	Item 5 of the Schedule 13D is hereby amended to read in its entirety as follows: The information concerning percentages of ownership set forth below is based on 53,393,279 shares of Common Stock reported outstanding as of April 28, 2008 in the Company’s most recent Quarterly Report on Form 10-Q, for the period ended March 31, 2008. Discovery Group beneficially owns 2,110,308 shares of Common Stock as of June 11, 2008, which represents 4.0% of the outstanding Common Stock. Mr. Donoghue beneficially owns 2,110,308 shares of Common Stock as of June 11, 2008, which represents 4.0% of the outstanding Common Stock. Mr. Murphy beneficially owns 2,110,308 shares of Common Stock as of June 11, 2008, which represents 4.0% of the outstanding Common Stock. Discovery Group is the sole general partner of one of the Partnerships and has sole discretionary investment authority with respect to the other Partnership’s investment in the Common Stock. Messrs. Donoghue and Murphy are the sole managing members of Discovery Group. As a consequence, Discovery Group and Messrs. Donoghue and Murphy may be deemed to share beneficial ownership of all of the shares of Common Stock owned by both of the Partnerships. The transactions in Common Stock effected by the Reporting Persons during the past 60 days are set out in Exhibit 1 hereto. No person other than the Partnerships is known to any Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the shares of Common Stock reported herein. Each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the Common Stock on June 10, 2008.

Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is hereby amended to read in its entirety as follows: There are no contracts, arrangements, understandings or relationships (legal or otherwise) between or among any of the Reporting Persons and any other person with respect to any securities of the Company other than the governing documents of Discovery Group and the Partnerships, the margin loan facilities referred to under Item 3 above, the Joint Filing Agreement of the Reporting Persons with respect to the Schedule 13D that was included as an exhibit thereto, the Joint Filing Agreement of the Reporting Persons with respect to this Amendment No. 1 included as Exhibit 2 to this Amendment No. 1, and the Powers of Attorney granted by Messrs Donoghue and Murphy with respect to reports under Section 13 of the Securities Exchange Act of 1934, as amended, which Powers of Attorney are included as Exhibit 3 and Exhibit 4, respectively, to this Amendment No. 1.

Item 7.	Material to be Filed as Exhibits
	Exhibit 1: List of transactions by Reporting Persons in the Company’s Common Stock during the 60-day period preceding this filing. Exhibit 2: Joint Filing Agreement dated as of June 12, 2008, by and among Discovery Group; Daniel J. Donoghue; and Michael R. Murphy. Exhibit 3: Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008. Exhibit 4: Power of Attorney of Michael R. Murphy, dated as of April 28, 2008.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	June 12, 2008
	Date

	DISCOVERY GROUP I, LLC
	By: Michael R. Murphy*
	Signature
	Michael R. Murphy, Managing Member
	Name/Title
	Daniel J. Donoghue*
	Signature
	Daniel J. Donoghue
	Name/Title
	Michael R. Murphy*
	Signature
	Michael R. Murphy
	Name/Title


	*By: /s/ Mark Buckley
	Mark Buckley Attorney-in-Fact for Daniel J. Donoghue Attorney-in-Fact for Michael R. Murphy

Exhibit Index

Exhibit 1		List of transactions by Reporting Persons in the Company’s Common Stock during the 60-day period preceding this filing.

Exhibit 2		Joint Filing Agreement dated as of June 12, 2008, by and among Discovery Group; Daniel J. Donoghue; and Michael R. Murphy.

Exhibit 3		Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008.

Exhibit 4		Power of Attorney of Michael R. Murphy, dated as of April 28, 2008.

EX-1 2 a08-16337_4ex1.htm EX-1

EXHIBIT 1

TRANSACTIONS DURING PAST 60 DAYS

The Reporting Persons engaged in the following transactions in shares of Common Stock of the Company during the past 60 days. Such transactions involved the purchase of shares on the New York Stock Exchange.

Date	Type	Price		Shares
04/24/2008	Sale	$	4.50	9300
04/24/2008	Sale	4.50		16611
04/24/2008	Sale	4.51		1100
04/24/2008	Sale	4.52		2589
04/25/2008	Sale	4.50		5500
04/25/2008	Sale	4.51		500
04/25/2008	Sale	4.52		1400
04/25/2008	Sale	4.53		2500
04/25/2008	Sale	4.54		1000
04/25/2008	Sale	4.55		3000
04/25/2008	Sale	4.56		600
04/25/2008	Sale	4.57		900
04/28/2008	Sale	4.50		11645
04/28/2008	Sale	4.51		2955
04/28/2008	Sale	4.52		100
04/28/2008	Sale	4.55		100
04/28/2008	Sale	4.57		200
05/01/2008	Sale	4.50		100
05/02/2008	Sale	4.50		2600
05/02/2008	Sale	4.51		1400
05/02/2008	Sale	4.52		1900
05/02/2008	Sale	4.53		1300
05/02/2008	Sale	4.54		1400
05/07/2008	Sale	4.50		400
05/12/2008	Sale	4.50		1000
05/12/2008	Sale	4.51		2000
05/12/2008	Sale	4.52		1000
05/12/2008	Sale	4.53		6500
05/12/2008	Sale	4.54		20600
05/12/2008	Sale	4.55		1000
05/12/2008	Sale	4.64		9200
05/12/2008	Sale	4.65		2000
05/12/2008	Sale	4.67		3000
05/12/2008	Sale	4.68		2500
05/12/2008	Sale	4.69		2600
05/12/2008	Sale	4.70		8400
05/12/2008	Sale	4.71		400
05/13/2008	Sale	4.56		2600

Date	Type	Price		Shares
05/13/2008	Sale	$	4.57	4500
05/13/2008	Sale	4.58		4100
05/13/2008	Sale	4.59		4900
05/13/2008	Sale	4.60		5561
05/13/2008	Sale	4.62		200
05/13/2008	Sale	4.66		1300
05/13/2008	Sale	4.67		3500
05/13/2008	Sale	4.68		500
05/13/2008	Sale	4.70		700
05/13/2008	Sale	4.71		1800
05/13/2008	Sale	4.73		200
05/13/2008	Sale	4.74		500
05/14/2008	Sale	4.59		2000
05/14/2008	Sale	4.60		1000
05/14/2008	Sale	4.61		1000
05/14/2008	Sale	4.62		6500
05/14/2008	Sale	4.63		4000
05/14/2008	Sale	4.64		5000
05/14/2008	Sale	4.65		3900
05/14/2008	Sale	4.66		4800
05/14/2008	Sale	4.67		8500
05/14/2008	Sale	4.68		5600
05/14/2008	Sale	4.69		15000
05/14/2008	Sale	4.70		2500
05/14/2008	Sale	4.71		400
05/14/2008	Sale	4.73		100
05/14/2008	Sale	4.74		200
05/15/2008	Sale	4.62		200
05/15/2008	Sale	4.64		1000
05/15/2008	Sale	4.65		2100
05/15/2008	Sale	4.66		1900
05/15/2008	Sale	4.67		400
05/15/2008	Sale	4.68		1000
05/15/2008	Sale	4.69		300
05/15/2008	Sale	4.70		5300
05/15/2008	Sale	4.71		5000
05/15/2008	Sale	4.72		1000
05/15/2008	Sale	4.73		1600
05/15/2008	Sale	4.74		6200
05/15/2008	Sale	4.75		15400
05/15/2008	Sale	4.76		6200
05/15/2008	Sale	4.77		3900
05/16/2008	Sale	4.68		2200
05/16/2008	Sale	4.69		1346
05/16/2008	Sale	4.70		200
05/16/2008	Sale	4.705		300

Date	Type	Price		Shares
05/16/2008	Sale	$	4.71	3954
05/16/2008	Sale	4.72		1600
05/16/2008	Sale	4.73		6800
05/16/2008	Sale	4.74		10505
05/16/2008	Sale	4.7425		800
05/16/2008	Sale	4.743		1500
05/16/2008	Sale	4.745		600
05/16/2008	Sale	4.75		2395
05/16/2008	Sale	4.76		1200
05/16/2008	Sale	4.77		3000
05/16/2008	Sale	4.7725		100
05/16/2008	Sale	4.775		1700
05/16/2008	Sale	4.78		400
05/16/2008	Sale	4.79		700
05/16/2008	Sale	4.793		100
05/19/2008	Sale	4.72		7700
05/19/2008	Sale	4.725		2200
05/19/2008	Sale	4.73		100
05/19/2008	Sale	4.75		5000
05/19/2008	Sale	4.78		3200
05/19/2008	Sale	4.785		270
05/19/2008	Sale	4.79		1130
05/19/2008	Sale	4.795		700
05/19/2008	Sale	4.80		12500
05/19/2008	Sale	4.805		100
05/19/2008	Sale	4.81		1800
05/19/2008	Sale	4.82		300
05/19/2008	Sale	4.85		1900
05/20/2008	Sale	4.80		25000
05/20/2008	Sale	4.84		2153
05/20/2008	Sale	4.845		200
05/20/2008	Sale	4.85		850
05/21/2008	Sale	4.72		3000
05/21/2008	Sale	4.73		5000
05/21/2008	Sale	4.74		2500
05/21/2008	Sale	4.75		13200
05/21/2008	Sale	4.76		8000
05/21/2008	Sale	4.77		13100
05/21/2008	Sale	4.78		3000
05/21/2008	Sale	4.79		1200
05/21/2008	Sale	4.80		20000
05/21/2008	Sale	4.81		2919
05/22/2008	Sale	4.75		1800
05/22/2008	Sale	4.77		2600
05/22/2008	Sale	4.78		3000
05/22/2008	Sale	4.80		7620

Date	Type	Price		Shares
05/22/2008	Sale	$	4.81	1100
05/22/2008	Sale	4.83		200
05/23/2008	Sale	4.68		400
05/23/2008	Sale	4.69		100
05/23/2008	Sale	4.70		31800
05/23/2008	Sale	4.71		1500
05/23/2008	Sale	4.72		1700
05/23/2008	Sale	4.79		500
05/27/2008	Sale	4.70		100
05/27/2008	Sale	4.71		2500
05/27/2008	Sale	4.72		3600
05/27/2008	Sale	4.73		2000
05/27/2008	Sale	4.74		1000
05/27/2008	Sale	4.75		1000
05/27/2008	Sale	4.76		400
05/27/2008	Sale	4.77		300
05/27/2008	Sale	4.78		7100
05/27/2008	Sale	4.79		3971
05/27/2008	Sale	4.80		500
05/28/2008	Sale	4.68		1600
05/28/2008	Sale	4.69		3300
05/28/2008	Sale	4.70		7159
05/28/2008	Sale	4.72		1400
05/28/2008	Sale	4.78		200
05/29/2008	Sale	4.75		2500
05/29/2008	Sale	4.76		2600
05/29/2008	Sale	4.77		2500
05/29/2008	Sale	4.78		3500
05/29/2008	Sale	4.79		12500
05/29/2008	Sale	4.80		5000
05/29/2008	Sale	4.82		2500
05/29/2008	Sale	4.83		2500
05/29/2008	Sale	4.84		7900
05/29/2008	Sale	4.85		2500
05/30/2008	Sale	4.81		200
05/30/2008	Sale	4.83		500
05/30/2008	Sale	4.84		500
05/30/2008	Sale	4.85		7500
05/30/2008	Sale	4.86		10400
05/30/2008	Sale	4.87		20255
06/02/2008	Sale	4.60		300
06/02/2008	Sale	4.62		600
06/02/2008	Sale	4.63		2500
06/02/2008	Sale	4.66		2700
06/02/2008	Sale	4.67		2500
06/02/2008	Sale	4.68		6600

Date	Type	Price		Shares
06/02/2008	Sale	$	4.69	2500
06/02/2008	Sale	4.70		2500
06/02/2008	Sale	4.71		5000
06/02/2008	Sale	4.72		2500
06/02/2008	Sale	4.73		1600
06/02/2008	Sale	4.75		2600
06/02/2008	Sale	4.76		400
06/03/2008	Sale	4.65		2400
06/03/2008	Sale	4.66		1000
06/03/2008	Sale	4.68		2500
06/03/2008	Sale	4.73		100
06/03/2008	Sale	4.78		1000
06/03/2008	Sale	4.79		7334
06/03/2008	Sale	4.80		1600
06/04/2008	Sale	4.69		600
06/04/2008	Sale	4.70		100
06/04/2008	Sale	4.73		1000
06/04/2008	Sale	4.79		4800
06/04/2008	Sale	4.80		10000
06/04/2008	Sale	4.81		1000
06/04/2008	Sale	4.82		5100
06/04/2008	Sale	4.83		1000
06/04/2008	Sale	4.84		2500
06/04/2008	Sale	4.85		1000
06/05/2008	Sale	4.78		500
06/05/2008	Sale	4.84		300
06/05/2008	Sale	4.85		1000
06/05/2008	Sale	4.86		1000
06/05/2008	Sale	4.87		2500
06/05/2008	Sale	4.95		4800
06/05/2008	Sale	4.96		2700
06/05/2008	Sale	4.99		2500
06/05/2008	Sale	5.00		2600
06/05/2008	Sale	5.01		4900
06/05/2008	Sale	5.02		4500
06/05/2008	Sale	5.03		5500
06/05/2008	Sale	5.04		2500
06/05/2008	Sale	5.06		2500
06/05/2008	Sale	5.07		2500
06/05/2008	Sale	5.08		5000
06/05/2008	Sale	5.09		10000
06/05/2008	Sale	5.10		2500
06/05/2008	Sale	5.11		2500
06/05/2008	Sale	5.12		2500
06/05/2008	Sale	5.14		3300
06/05/2008	Sale	5.15		500

Date	Type	Price		Shares
06/05/2008	Sale	$	5.16	2500
06/05/2008	Sale	5.17		6802
06/06/2008	Sale	4.66		200
06/06/2008	Sale	4.68		2500
06/06/2008	Sale	4.70		1000
06/06/2008	Sale	4.71		1000
06/06/2008	Sale	4.72		1300
06/06/2008	Sale	4.73		3500
06/06/2008	Sale	4.74		1000
06/06/2008	Sale	4.75		3281
06/06/2008	Sale	4.78		1200
06/06/2008	Sale	4.80		3500
06/06/2008	Sale	4.82		1000
06/06/2008	Sale	4.84		1000
06/06/2008	Sale	4.85		2000
06/06/2008	Sale	4.86		500
06/06/2008	Sale	5.01		100
06/06/2008	Sale	5.03		100
06/06/2008	Sale	5.07		1900
06/09/2008	Sale	4.68		2000
06/09/2008	Sale	4.69		500
06/09/2008	Sale	4.755		1800
06/09/2008	Sale	4.76		3000
06/09/2008	Sale	4.77		2000
06/09/2008	Sale	4.78		3100
06/09/2008	Sale	4.79		3900
06/09/2008	Sale	4.80		2500
06/09/2008	Sale	4.81		2500
06/09/2008	Sale	4.86		6200
06/09/2008	Sale	4.87		1000
06/10/2008	Sale	4.72		1000
06/10/2008	Sale	4.86		1000
06/10/2008	Sale	4.92		400
06/10/2008	Sale	4.93		4000
06/10/2008	Sale	4.94		3400
06/10/2008	Sale	4.95		6500
06/10/2008	Sale	4.96		6200
06/10/2008	Sale	4.98		2500
06/11/2008	Sale	4.85		2500
06/11/2008	Sale	4.86		1000
06/11/2008	Sale	4.88		1000
06/11/2008	Sale	4.89		6900
06/11/2008	Sale	4.90		1300
06/11/2008	Sale	4.91		100
06/11/2008	Sale	4.92		100

EX-2 3 a08-16337_4ex2.htm EX-2

EXHIBIT 2

JOINT FILING AGREEMENT

The undersigned hereby agree to the joint filing of the Amendment No. 1 to Schedule 13D to which this Agreement is attached.

Dated: June 12, 2008

DISCOVERY GROUP I, LLC

By	Michael R. Murphy*
	Michael R. Murphy
	Managing Member


Daniel J. Donoghue*
Daniel J. Donoghue


Michael R. Murphy*
Michael R. Murphy


*By:		/s/ Mark Buckley
		Mark Buckley
		Attorney-in-Fact for Daniel J. Donoghue
		Attorney-in-Fact for Michael R. Murphy

EX-3 4 a08-16337_4ex3.htm EX-3

EXHIBIT 3

POWER OF ATTORNEY

The undersigned, Daniel J. Donoghue, hereby appoints Mark Buckley his true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on his behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder on Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, and any other forms or documents as may be necessary in connection with the filing of such reports with the United States Securities and Exchange Commission and any stock exchange or similar authority, granting unto said attorney full power and authority to do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete, as fully as the undersigned might or could do in person.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact and agent.

IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be executed this 28th day of April, 2008.

		/s/ Daniel J. Donoghue
		Daniel J. Donoghue


STATE OF ILLINOIS	)
	) SS.
COUNTY OF COOK	)

I, Kareema M. Cruz, a Notary Public in and for the County of Cook, State of Illinois, DO HEREBY CERTIFY that Daniel J. Donoghue, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he signed and delivered the said instrument as his own free and voluntary act, for the uses and purposes therein set forth.

Given under my hand and notarial seal, this 28th day of April, 2008.

	/s/ Kareema M. Cruz
	Notary Public

EX-4 5 a08-16337_4ex4.htm EX-4

EXHIBIT 4

POWER OF ATTORNEY

The undersigned, Michael R. Murphy, hereby appoints Mark Buckley his true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on his behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder on Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, and any other forms or documents as may be necessary in connection with the filing of such reports with the United States Securities and Exchange Commission and any stock exchange or similar authority, granting unto said attorney full power and authority to do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete, as fully as the undersigned might or could do in person.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact and agent.

IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be executed this 28th day of April, 2008.

	/s/ Michael R. Murphy
	Michael R. Murphy

STATE OF ILLINOIS	)
	) SS.
COUNTY OF COOK	)

I, Kareema M. Cruz, a Notary Public in and for the County of Cook, State of Illinois, DO HEREBY CERTIFY that Michael R. Murphy, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he signed and delivered the said instrument as his own free and voluntary act, for the uses and purposes therein set forth.

Given under my hand and notarial seal, this 28th day of April, 2008.

	/s/ Kareema M. Cruz
	Notary Public

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