SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BRANDT JOHN

(Last)

(First)

(Middle)

RESEARCH TRIANGLE DRIVE

637 DAVIS DRIVE

(Street)

MORRISVILLE

27560

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
STRATEX NETWORKS INC [ STXN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/26/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	01/26/2007		D		23,929	D	⁽¹⁾	23,929	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-qualified Stock Option (right to buy)	$37	01/26/2007		D			4,000	01/26/2007	02/07/2010	Class A Common Stock	4,000	⁽²⁾	4,000	D
Non-qualified Stock Option (right to buy)	$21.6875	01/26/2007		D			10,000	01/26/2007	08/07/2010	Class A Common Stock	10,000	⁽³⁾	10,000	D
Non-qualified Stock Option (right to buy)	$30.0625	01/26/2007		D			20,000	01/26/2007	05/09/2010	Class A Common Stock	20,000	⁽⁴⁾	20,000	D
Non-qualified Stock Option (right to buy)	$13.625	01/26/2007		D			21,600	01/26/2007	07/03/2007	Class A Common Stock	21,600	⁽⁵⁾	21,600	D
Non-qualified Stock Option (right to buy)	$7.25	01/26/2007		D			8,000	01/26/2007	06/25/2008	Class A Common Stock	8,000	⁽⁶⁾	8,000	D
Non-qualified Stock Option (right to buy)	$12.125	01/26/2007		D			10,000	01/26/2007	05/03/2009	Class A Common Stock	10,000	⁽⁷⁾	10,000	D
Non-qualified Stock Option (right to buy)	$6.1	01/26/2007		D			38,000	01/26/2007	10/22/2011	Class A Common Stock	38,000	⁽⁸⁾	38,000	D
Non-qualified Stock Option (right to buy)	$7.03	01/26/2007		D			50,000	01/26/2007	10/15/2011	Class A Common Stock	50,000	⁽⁹⁾	50,000	D
Non-qualified Stock Option (right to buy)	$2.01	01/26/2007		D			5,208	01/26/2007	06/28/2012	Class A Common Stock	5,208	⁽¹⁰⁾	5,208	D
Non-qualified Stock Option (right to buy)	$2.05	01/26/2007		D			12,500	01/26/2007	12/20/2012	Class A Common Stock	12,500	⁽¹¹⁾	12,500	D
Non-qualified Stock Option (right to buy)	$2.85	01/26/2007		D			3,542	⁽¹²⁾	06/25/2010	Class A Common Stock	3,542	⁽¹²⁾	3,542	D
Non-qualified Stock Option (right to buy)	$4.38	01/26/2007		D			150,000	⁽¹³⁾	03/30/2011	Class A Common Stock	150,000	⁽¹³⁾	150,000	D
Non-qualified Stock Option (right to buy)	$1.72	01/26/2007		D			50,000	01/26/2007	06/30/2012	Class A Common Stock	50,000	⁽¹⁴⁾	50,000	D
Non-qualified Stock Option (right to buy)	$4.01	01/26/2007		D			65,000	⁽¹⁵⁾	06/06/2013	Class A Common Stock	65,000	⁽¹⁵⁾	65,000	D

Explanation of Responses:

1. Disposed of pursuant to the merger of Stratex Merger Corp., a wholly owned subsidiary of Harris Stratex Networks, Inc., with and into Stratex Networks, Inc. with Stratex Networks, Inc. as the surviving corporation (the "Merger") in exchange for 5,982 shares of Harris Stratex Networks, Inc. Class A common stock valued as of the effective date of the Merger at $18.76 per share.

2. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 1,000 shares of Harris Stratex Networks, Inc. Class A common stock for $148.00 per share.

3. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 2,500 shares of Harris Stratex Networks, Inc. Class A common stock for $86.75 per share.

4. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 5,000 shares of Harris Stratex Networks, Inc. Class A common stock for $120.25 per share.

5. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 5,400 shares of Harris Stratex Networks, Inc. Class A common stock for $54.50 per share.

6. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 2,000 shares of Harris Stratex Networks, Inc. Class A common stock for $29.00 per share.

7. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 2,500 shares of Harris Stratex Networks, Inc. Class A common stock for $48.50 per share.

8. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 9,500 shares of Harris Stratex Networks, Inc. Class A common stock for $24.40 per share.

9. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 12,500 shares of Harris Stratex Networks, Inc. Class A common stock for $28.12 per share.

10. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 1,302 shares of Harris Stratex Networks, Inc. Class A common stock for $8.04 per share.

11. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 3,125 shares of Harris Stratex Networks, Inc. Class A common stock for $8.20 per share.

12. The option vests at a rate of 1/4th of the shares subject to the option on the first anniversary of the grant date (6/25/2003) and 1/36th of the remaining shares subject to the option each month thereafter was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 885 at $11.40 per share.

13. The option vests at a rate of 1/4th of the shares subject to the option on the first anniversary of the grant date (3/30/2004) and 1/36th of the remaining shares subject to the option each month thereafter was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 37,500 at $17.52 per share.

14. The option was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 12,500 shares of Harris Stratex Networks, Inc. Class A common stock for $6.88 per share.

15. The option vests at a rate of 1/3rd of the shares subject to the option on the first anniversary of the grant date (6/6/2006) and 1/24th of the remaining shares subject to the option each month thereafter was assumed by Harris Stratex Networks, Inc. in the Merger and replaced with an option to purchase 16,250 at $16.04 per share.

	/s/ John O'Neil, VP of Human Resources on behalf of John Brandt	01/30/2007
	** Signature of Reporting Person	Date
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