SC 13D/A

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

                                  SCHEDULE 13D
                                (Amendment No. 2)

                    Under the Securities Exchange Act of 1934

                                 Celeritek, Inc.
                                 ---------------
                                (Name of Issuer)

                                  Common Stock
                                  ------------
                         (Title of Class of Securities)

                                    150926103
                                    ---------
                                 (CUSIP Number)

                                 Tamer Husseini
                                 Celeritek, Inc.
                              3236 Scott Boulevard
                          Santa Clara, California 95054
                                 (408) 986-5060
                                 --------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                               September 19, 2002
                               ------------------
             (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 ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [ ]

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.240.13d-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. 150926103                                                 SCHEDULE 13D
- --------------------------------------------------------------------------------

1. Names of Reporting Persons: Anaren Microwave, Inc.

      I.R.S. Identification Nos. of above persons (entities only): 16-0928561

- --------------------------------------------------------------------------------

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

       (a)  [ ]
       (b)  [ ]

- --------------------------------------------------------------------------------

3. SEC Use Only

- --------------------------------------------------------------------------------

4. Source of Funds (See Instructions)

      WC

- --------------------------------------------------------------------------------

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

      [ ]
- --------------------------------------------------------------------------------

6. Citizenship or Place of Organization

      New York

- --------------------------------------------------------------------------------
Number of Shares        7. Sole Voting Power                            777,300
Beneficially            --------------------------------------------------------
Owned by                8. Shared Voting Power                            - 0 -
Each                    --------------------------------------------------------
Reporting               9. Sole Dispositive Power                       777,300
Person With             --------------------------------------------------------
                        10. Shared Dispositive Power                      - 0 -
- --------------------------------------------------------------------------------


                                       2


11. Aggregate Amount Beneficially Owned by Each Reporting Person

      777,300 shares of Common Stock

- --------------------------------------------------------------------------------

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

- --------------------------------------------------------------------------------

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

      6.35%

- --------------------------------------------------------------------------------

14. Type of Reporting Person (See Instructions)

      CO

      This Amendment No. 2 amends the statement on Schedule 13D filed with the
Securities and Exchange Commission on July 11, 2002, as amended on August 6,
2002, by Anaren Microwave, Inc., a New York corporation ("Anaren"), with respect
to its ownership of common stock, no par value, of Celeritek, Inc., a California
corporation ("Celeritek").

Item 4. Purpose of Transaction

      On September 19, 2002, Anaren sent a letter to Celeritek, a copy of which
is attached hereto as an exhibit.

Item 7. Material to be Filed as Exhibits

      Exhibit 1 - Letter dated September 19, 2002 from Anaren to Celeritek

                                    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.

DATE: September 20, 2002                         ANAREN MICROWAVE, INC.

                                                 By:    /s/ Lawrence A. Sala
                                                        ------------------------
                                                 Name:  Lawrence A. Sala
                                                 Title:  Chairman, President and
                                                         Chief Executive Officer


                                       3

EX-1

                                                                       EXHIBIT 1

                       [ANAREN MICROWAVE, INC. LETTERHEAD]

VIA EXPRESS MAIL
- ----------------

September 19, 2002

Celeritek, Inc.
3236 Scott Boulevard
Santa Clara, California 95054
Attention: Mr. Tamer Husseini

Reference: Celeritek, Inc./Anaren Microwave, Inc.

Dear Tamer:

As I have previously communicated to you, we believe that a combination of
Celeritek and Anaren would be to the advantage of both companies and their
stockholders. In recent weeks, we have received many communications from
Celeritek's stockholders indicating that they share this belief and expressing
their desire that the companies move ahead with a transaction.

On behalf of Anaren's Board of Directors, I am submitting an acquisition
proposal for consideration by the Board of Directors of Celeritek. Based on the
limited information available in the public domain, Anaren is prepared to offer
$8.75 per share in an all-cash business combination transaction to acquire all
of the outstanding shares of Celeritek common stock. This offer is contingent
upon successful completion of our due diligence review of Celeritek, which may
result in an adjustment in our offer price, and the negotiation and execution of
a definitive acquisition agreement. We believe we can reasonably accomplish our
investigative due diligence within a two to three week time period. Anaren is
willing to sign a customary confidentiality agreement in connection with its due
diligence.

If Celeritek's Board is willing to consider this proposal, we must hear from you
by no later than Tuesday, October 1, 2002.

This letter is an indication of interest and is not intended to be a binding
offer of agreement. Anaren expressly reserves the right to take one or more of
the actions enumerated in its Schedule 13D filed on July 11, 2002, as amended.

Sincerely,

/s/ Lawrence A. Sala
- --------------------
Lawrence A. Sala
President and CEO