-----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, T1TKXoVJ5WSc3E5ocYPRyqll1RqGlFOfNrJI1enVgEeXaZJdwx4ojXdKmg608F/0 ZLv/3S57Q+WIqJXiTduhbg== 0001104659-08-024101.txt : 20080414 0001104659-08-024101.hdr.sgml : 20080414 20080414122334 ACCESSION NUMBER: 0001104659-08-024101 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20080414 DATE AS OF CHANGE: 20080414 GROUP MEMBERS: DANIEL J. DONOGHUE GROUP MEMBERS: DISCOVERY GROUP I, LLC GROUP MEMBERS: MICHAEL R. MURPHY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TESSCO TECHNOLOGIES INC CENTRAL INDEX KEY: 0000927355 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065] IRS NUMBER: 520729657 STATE OF INCORPORATION: DE FISCAL YEAR END: 0329 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48549 FILM NUMBER: 08754004 BUSINESS ADDRESS: STREET 1: 11126 MCCORMICK ROAD CITY: HUNT VALLEY STATE: MD ZIP: 21031 BUSINESS PHONE: 4102291000 MAIL ADDRESS: STREET 1: 11126 MCCORMICK ROAD CITY: HUNT VALLEY STATE: MD ZIP: 2121031 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DISCOVERY EQUITY PARTNERS, LP CENTRAL INDEX KEY: 0001258542 IRS NUMBER: 300075082 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O DISCOVERY GROUP I, LLC STREET 2: 191 N. WACKER DRIVE SUITE 1685 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-265-9600 MAIL ADDRESS: STREET 1: C/O DISCOVERY GROUP I, LLC STREET 2: 191 N. WACKER DRIVE SUITE 1685 CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: DISCOVERY EQUITY PARTNERS LP DATE OF NAME CHANGE: 20030806 SC 13D/A 1 a08-10724_1sc13da.htm SC 13D/A

	UNITED STATES	OMB APPROVAL
	SECURITIES AND EXCHANGE COMMISSION	OMB Number: 3235-0145
	Washington, D.C. 20549	Expires: February 28, 2009
	SCHEDULE 13D	Estimated average burden hours per response. . 14.5

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

TESSCO Technologies Incorporated

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

872386107

(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)

April 7, 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 §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. 872386107

	1.	Names of Reporting Persons Discovery Equity Partners, L.P.

	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) WC

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

	6.	Citizenship or Place of Organization Illinois

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

			8.	Shared Voting Power 303,003

			9.	Sole Dispositive Power None.

			10.	Shared Dispositive Power 303,003

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 303,003

	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) 5.9%

	14.	Type of Reporting Person (See Instructions) PN

CUSIP No. 872386107

	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 353,676

			9.	Sole Dispositive Power None.

			10.	Shared Dispositive Power 353,676

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 353,676

	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) 6.9%

	14.	Type of Reporting Person (See Instructions) OO

CUSIP No. 872386107

	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 353,676

			9.	Sole Dispositive Power None.

			10.	Shared Dispositive Power 353,676

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 353,676

	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) 6.9%

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 872386107

	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 353,676

			9.	Sole Dispositive Power None.

			10.	Shared Dispositive Power 353,676

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 353,676

	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) 6.9%

	14.	Type of Reporting Person (See Instructions) IN

Item 1.	Security and Issuer
	This Amendment No. 1 (the “Amendment No. 1”) relates to the Common Stock, par value $0.01 per share (the “Common Stock”), of TESSCO Technologies Incorporated, a Delaware corporation (the “Company”), which has its principal executive offices at 11126 McCormick Road, Hunt Valley, Maryland 21031. This Amendment No. 1 amends and supplements, as set forth below, the information contained in items 1, 2, 3 and 5 of the Schedule 13D filed by the Reporting Persons on March 14, 2008 (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 2.	Identity and Background
	Item 2 of the Schedule 13D is hereby amended by adding the following as the second line thereof: Discovery Equity Partners, L.P. (“Discovery Equity Partners”) is an Illinois limited partnership primarily engaged in the business of investing in securities.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is amended to read in its entirety as follows: The total purchase price for the 353,676 shares of Common Stock beneficially owned by Discovery Group and Messrs. Donoghue and Murphy as of April 11, 2008 was approximately $5,827,368, and the total purchase price for the 303,003 shares of Common Stock beneficially owned by Discovery Equity Partners was approximately $4,985,790. The source of such funds was the assets of Discovery Equity Partners and another private investment partnership (collectively, the “Partnerships”) over which Discovery Group exercises discretionary investment management authority, including 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 amended to read in its entirety as follows: The information concerning percentages of ownership set forth below is based on 5,154,973 shares of Common Stock reported outstanding as of February 1, 2008 in the Company’s most recent Quarterly Report on Form 10-Q, for the period ended December 30, 2007. Discovery Equity Partners beneficially owns 303,003 shares of Common Stock as of April 11, 2008, which represents 5.9% of the outstanding Common Stock. Discovery Group beneficially owns 353,676 shares of Common Stock as of April 11, 2008, which represents 6.9% of the outstanding Common Stock. Mr. Donoghue beneficially owns 353,676 shares of Common Stock as of April 11, 2008, which represents 6.9% of the outstanding Common Stock.

	Mr. Murphy beneficially owns 353,676 shares of Common Stock as of April 11, 2008, which represents 6.9% of the outstanding Common Stock. Discovery Group is the sole general partner of Discovery Equity Partners 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, while Discovery Equity Partners shares beneficial ownership with Discovery Group and Messrs. Donoghue and Murphy of only the shares of Common Stock owned by it. The transactions in Common Stock effected by the Reporting Persons since the date of the most recent filing on Schedule 13D 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.
Item 7.	Material to be Filed as Exhibits
	Exhibit 1: List of transactions by Reporting Persons in the Company’s Common Stock since the date of the most recent filing on Schedule 13D. Exhibit 2: Joint Filing Agreement dated as of April 14, 2008, by and among Discovery Equity Partners, L.P., Discovery Group I, LLC; Daniel J. Donoghue; and Michael R. Murphy. Exhibit 3: Power of Attorney of Daniel J. Donoghue, dated as of August 24, 2006. Exhibit 4: Power of Attorney of Michael R. Murphy, dated as of August 24, 2006.

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.

	April 14, 2008
	Date

	DISCOVERY GROUP I, LLC,
	for itself and as general partner of
	DISCOVERY EQUITY PARTNERS, L.P.


	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/ Robert M. McLennan
	Robert M. McLennan
	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 since the date of the most recent filing on Schedule 13D.

Exhibit 2		Joint Filing Agreement dated as of April 14, 2008, by and among Discovery Equity Partners, L.P., Discovery Group I, LLC; Daniel J. Donoghue; and Michael R. Murphy.

Exhibit 3		Power of Attorney of Daniel J. Donoghue, dated as of August 24, 2006

Exhibit 4		Power of Attorney of Michael R. Murphy, dated as of August 24, 2006

EX-1 2 a08-10724_1ex1.htm EX-1

EXHIBIT 1

TRANSACTIONS SINCE THE DATE OF THE MOST RECENT FILING ON SCHEDULE 13D

The Reporting Persons engaged in the following transactions in shares of Common Stock of the Company since the date of the most recent filing on Schedule 13D. Such transactions involved the purchase of shares on the Nasdaq National Market System.

Date	Type	Price		Shares
03/14/2008	Purchase	$	14.13	100
03/14/2008	Purchase	14.14		100
03/14/2008	Purchase	14.15		100
03/14/2008	Purchase	14.16		300
03/14/2008	Purchase	14.17		200
03/14/2008	Purchase	14.20		100
03/14/2008	Purchase	14.21		100
03/14/2008	Purchase	14.22		100
03/14/2008	Purchase	14.23		100
03/14/2008	Purchase	14.24		100
03/14/2008	Purchase	14.27		100
03/14/2008	Purchase	14.29		100
03/14/2008	Purchase	14.30		1500
03/14/2008	Purchase	14.31		1200
03/14/2008	Purchase	14.33		100
03/14/2008	Purchase	14.34		200
03/14/2008	Purchase	14.38		600
04/01/2008	Purchase	14.96		1000
04/01/2008	Purchase	15.05		2304
04/02/2008	Purchase	15.14		133
04/02/2008	Purchase	15.195		100
04/02/2008	Purchase	15.20		1000
04/02/2008	Purchase	15.23		2000
04/02/2008	Purchase	15.235		197
04/02/2008	Purchase	15.24		1722
04/02/2008	Purchase	15.245		100
04/02/2008	Purchase	15.28		848
04/02/2008	Purchase	15.29		1000
04/02/2008	Purchase	15.31		1000
04/02/2008	Purchase	15.46		100
04/02/2008	Purchase	15.49		900
04/02/2008	Purchase	15.50		900
04/03/2008	Purchase	14.63		86
04/03/2008	Purchase	14.75		100
04/03/2008	Purchase	14.78		200
04/03/2008	Purchase	14.80		100
04/03/2008	Purchase	14.81		200
04/03/2008	Purchase	14.82		100
04/03/2008	Purchase	14.828		100

Date	Type	Price		Shares
04/03/2008	Purchase	$	14.85	200
04/03/2008	Purchase	14.855		100
04/03/2008	Purchase	14.857		100
04/03/2008	Purchase	14.86		100
04/03/2008	Purchase	14.87		100
04/03/2008	Purchase	14.89		300
04/03/2008	Purchase	14.90		3800
04/03/2008	Purchase	14.93		100
04/03/2008	Purchase	14.935		100
04/03/2008	Purchase	14.95		4114
04/03/2008	Purchase	14.955		100
04/03/2008	Purchase	14.96		900
04/04/2008	Purchase	14.65		100
04/04/2008	Purchase	14.90		9900
04/04/2008	Purchase	14.925		5000
04/07/2008	Purchase	14.90		5500
04/07/2008	Purchase	14.95		2500
04/07/2008	Purchase	15.00		1000
04/08/2008	Purchase	14.60		1000
04/08/2008	Purchase	14.65		1000
04/08/2008	Purchase	14.70		1694
04/08/2008	Purchase	14.75		3000
04/09/2008	Purchase	14.20		500
04/09/2008	Purchase	14.30		500
04/09/2008	Purchase	14.40		2500
04/09/2008	Purchase	14.50		500
04/09/2008	Purchase	14.60		2500
04/10/2008	Purchase	14.25		100
04/10/2008	Purchase	14.30		1000
04/10/2008	Purchase	14.35		200
04/10/2008	Purchase	14.40		300
04/10/2008	Purchase	14.50		500

EX-2 3 a08-10724_1ex2.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: April 14, 2008

	DISCOVERY GROUP I, LLC
	for itself and as general partner of
	DISCOVERY EQUITY PARTNERS, L.P.

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


	Daniel J. Donoghue*
	Daniel J. Donoghue


	Michael R. Murphy*
	Michael R. Murphy



	*By:	/s/ Robert M. McLennan
		Robert M. McLennan
		Attorney-in-Fact for Daniel J. Donoghue
		Attorney-in-Fact for Michael R. Murphy

EX-3 4 a08-10724_1ex3.htm EX-3

EXHIBIT 3

POWER OF ATTORNEY

The undersigned, Daniel J. Donoghue, hereby appoints Robert M. McLennan 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 24th day of August, 2006.

	/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 24th day of August, 2006.

	/s/ Kareema M. Cruz
	Notary Public

EX-4 5 a08-10724_1ex4.htm EX-4

EXHIBIT 4

POWER OF ATTORNEY

The undersigned, Michael R. Murphy, hereby appoints Robert M. McLennan 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 24th day of August, 2006.

	/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 24th day of August, 2006.

	/s/ Kareema M. Cruz
	Notary Public

-----END PRIVACY-ENHANCED MESSAGE-----

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

Signature

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