SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 4)*

TESSCO Technologies Incorporated

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

872386107

(CUSIP Number)

Daniel J. Donoghue

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)

July 8, 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.   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 544,514
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 544,514
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 544,514
	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) 11.3%
	14.	Type of Reporting Person (See Instructions) PN

2

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 635,399
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 635,399
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 635,399
	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) 13.1%
	14.	Type of Reporting Person (See Instructions) OO

3

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 635,399
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 635,399
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 635,399
	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) 13.1%
	14.	Type of Reporting Person (See Instructions) IN

4

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 635,399
			9.	Sole Dispositive Power None.
			10.	Shared Dispositive Power 635,399
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 635,399
	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) 13.1%
	14.	Type of Reporting Person (See Instructions) IN

5

Item 1.	Security and Issuer
	This Amendment No. 4 (the “Amendment No. 4”) 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. 4 amends and supplements, as set forth below, the information contained in items 1, 3, 4, 5 and 6 of the Schedule 13D filed by the Reporting Persons on March 14, 2008, as amended by Amendment No. 1 thereto filed by the Reporting Persons with respect to the Company on April 14, 2008, Amendment No. 2 thereto filed by the Reporting Persons with respect to the Company on May 23, 2008, and Amendment No. 3 filed by the Reporting Persons with respect to the Company on June 10, 2008 (as so amended, 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. 4, 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. 4.
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 635,399 shares of Common Stock beneficially owned by Discovery Group and Messrs. Donoghue and Murphy as of July 7, 2008 was approximately $9,522,141, and the total purchase price for the 544,514 shares of Common Stock beneficially owned by Discovery Equity Partners was approximately $8,153,273.  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.  None of the shares of Common Stock beneficially owned by the Reporting Persons currently serves as collateral for any such margin loans.  The Partnerships are the legal owner of all of the Common Stock beneficially owned by Discovery Group and Messrs. Donoghue and Murphy.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is amended by adding the following as the fourth paragraph thereto: On July 8, 2008, Discovery Group sent a letter to the Board of Directors of the Company (the “Board”) explaining its votes on the matters to be presented to stockholders at the Company’s Annual Meeting of Stockholders to be held on July 24, 2008.  In the letter, Discovery Group indicated, among other things, that it had withheld its votes for the election of director nominees Robert B. Barnhill, Jr. and Benn R. Konsynski in order to express its dismay with (i) the Board’s adoption, without stockholder approval, of a “poison pill” Shareholder Rights Plan and an amendment the Company’s Bylaws to increase the percentage of consenting stockholders required to call a special stockholder meeting from 25% to 50%, (ii) the Company’s repurchase of the shares of the Company owned by a potential strategic acquirer, and (iii) what Discovery Group views as an emerging corporate governance crisis at the Company.  The description of this aforementioned letter of Discovery Group contained in this Schedule 13D is qualified in its entirely by reference to the full text of such letter, which is included as Exhibit 1 to this Amendment No. 4 and is incorporated by reference herein.
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 4,836,362 shares of Common Stock reported outstanding as of July 1, 2008 in the Company’s Current Report on Form 8-K dated July 7, 2008. Discovery Equity Partners beneficially owns 544,514 shares of Common Stock as of July 7, 2008, which represents 11.3% of the outstanding Common Stock. Discovery Group beneficially owns 635,399 shares of Common Stock as of July 7, 2008, which represents 13.1% of the outstanding Common Stock. Mr. Donoghue beneficially owns 635,399 shares of Common Stock as of July 7, 2008, which represents 13.1% of the outstanding Common Stock. Mr. Murphy beneficially owns 635,399 shares of Common Stock as of July 7, 2008, which represents 13.1% 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 2 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 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is 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 of the Schedule 13D, the Joint Filing Agreements of the Reporting Persons with respect to the Schedule 13D that were included as exhibits thereto, the Joint Filing Agreement of the Reporting Persons with respect to this Amendment No. 4 included as Exhibit 3 to this Amendment No. 4, 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 4 and Exhibit 5, respectively, to this Amendment No. 4.
Item 7.	Material to be Filed as Exhibits
	Exhibit 1:                                Letter dated July 8, 2008 of Discovery Group to the Board of Directors of the Company. Exhibit 2:                                List of transactions by Reporting Persons in the Company’s Common Stock since the date of the most recent filing on Schedule 13D. Exhibit 3:                                Joint Filing Agreement dated as of July 9, 2008, by and among Discovery Equity Partners; Discovery Group; Daniel J. Donoghue; and Michael R. Murphy. Exhibit 4:                                Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008. Exhibit 5:                                Power of Attorney of Michael R. Murphy, dated as of April 28, 2008.

6

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.

July 9, 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/ Mark Buckley

Mark Buckley

Attorney-in-Fact for Daniel J. Donoghue

Attorney-in-Fact for Michael R. Murphy

7

Exhibit Index

Exhibit 1	Letter dated July 8, 2008 of Discovery Group to the Board of Directors of the Company.
Exhibit 2	List of transactions by Reporting Persons in the Company’s Common Stock since the date of the most recent filing on Schedule 13D.
Exhibit 3	Joint Filing Agreement dated as of July 9, 2008, by and among Discovery Equity Partners; Discovery Group; Daniel J. Donoghue; and Michael R. Murphy.
Exhibit 4	Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008
Exhibit 5	Power of Attorney of Michael R. Murphy, dated as of April 28, 2008

8

EX-1

EXHIBIT 1

	Daniel J. Donoghue
	Managing Partner
	1 312 265 9604
	ddonoghue@thediscoverygroup.com

July 8, 2008

The Board of Directors

c/o David M. Young, Corporate Secretary

TESSCO Technologies Incorporated

11126 McCormick Road

Hunt Valley, MD  21031

Dear Directors:

Several important proposals are to be considered at the Annual Meeting of Shareholders on July 24, 2008.  Discovery Group (“Discovery”) is the largest independent shareholder of TESSCO holding 635,399 shares or approximately 13% of the common stock outstanding.  As such, we feel obliged to explain the votes we are submitting with our proxy.

Proposal No. 1 - Election of Directors

Discovery voted against (“Withhold Authority”) Messrs. Barnhill and Konsynski.  While we hold both director nominees in high professional regard, we are dismayed by the Board’s adoption on February 1, 2008 of (i) a Shareholder Rights Plan (“Poison Pill”) to prevent ownership of more than 20% of TESSCO stock, and (ii) an amendment to the Company’s Bylaws increasing the percentage of consenting stockholders that are required to call a special stockholder meeting from 25% to 50%.  We believe both these items are material to the rights and ownership value of TESSCO shares and, therefore, should have been voted upon by the stockholders.

We have been suspicious of the motives behind these Board actions given the circumstances under which they occurred.  The Board appears to have acted in direct response to a filing by Brightpoint, Inc. on November 19, 2007 disclosing that Brightpoint had acquired 470,000 shares, which is approximately 9.1% of the outstanding TESSCO shares.  Brightpoint, a larger distributor of wireless devices and accessories, is a logical strategic acquirer of TESSCO.  The aim of the Poison Pill seems to be to thwart any attempt by Brightpoint, or others, to acquire TESSCO regardless of the potential benefits of such a

transaction.  The Bylaw changes serve to bolster this defensive tactic by making it more difficult for shareholders to override the Poison Pill.  Our suspicions were confirmed on July 1, 2008, when TESSCO announced that management had negotiated to repurchase all Brightpoint’s shares and had extracted as consideration for such repurchase Brightpoint’s agreement that it will not seek to acquire TESSCO or any of its assets or businesses for one year.

This buyback of Brightpoint’s stock came as a shock to us.  Just a few weeks ago, on June 12, 2008, at a meeting at the TESSCO offices with Mr. Robert Barnhill, Chairman and Chief Executive Officer, we proposed that TESSCO conduct a share repurchase program so that any of the public shareholders seeking liquidity might have an opportunity to sell some of their shares back to the Company.  Mr. Barnhill objected to the idea on the basis of wanting to maintain financial flexibility.  Similarly, several years ago, Discovery offered to sell a block of shares back to the Company but Mr. Barnhill told us that buying our block would impinge on the Company’s financial flexibility.  Mr. Barnhill appears to be only interested in share repurchases that eliminate the threat of potential takeover.

All these signs point to an emerging governance crisis at TESSCO, specifically director and management entrenchment, the payment of greenmail to cement management control, and disregard for the welfare of employees, customers and shareholders.  On numerous occasions, we have spoken with Mr. Barnhill about the fact that TESSCO struggles to achieve industry standard profitability and that TESSCO is too small to attract institutional investors, high quality research coverage, and a competitive valuation in the public market.  A potential acquisition by a larger strategic suitor directly addresses these deficiencies by creating revenue and cost synergies that could make the operation more competitive for the long-term benefit of customers and employees, while potentially yielding an attractive financial gain for shareholders.

For those reasons, we would have expected the Board to welcome Brightpoint’s investment and to facilitate a dialogue with Brightpoint about any possible strategic alignment between the two companies.  Instead, the Board’s adoption of a Poison Pill and higher barriers for shareholders to convene a meeting only serve to stymie interaction with would-be suitors, as well as TESSCO’s current owners.   It is especially disconcerting to watch Mr. Barnhill gradually reduce his personal investment in TESSCO, while offsetting the resulting decrease in his control with these antiquated shareholder-disenfranchising maneuvers.  The proxy that TESSCO demanded from Brightpoint, allowing TESSCO management to vote all the Brightpoint shares at the upcoming Annual Meeting, further evidences how sensitive the Board has become that shareholders may be ready to rise up and vote their shares against the Board’s recommendations in protest against these recent shareholder-disenfranchising moves.

TESSCO’s Board is regressing toward a model of management entrenchment while most U.S. companies are updating their corporate governance to embrace improved shareholder rights.   At present only 28% of the companies in the S&P 500 have Poison Pills and that number is in decline.  Our perspective on this issue has been corroborated by ISS and Glass-Lewis, the leading proxy advisory firms.  According to its published criteria, ISS recommends AGAINST or WITHHOLD from all director nominees if the Board adopts a Poison Pill without shareholder approval or does not commit to putting it to a shareholder vote within 12 months of adoption.

As the largest independent stockholder in TESSCO we implore the Board to (i) remove the poison pill, and (ii) rescind the change to the requirements to call special stockholder meetings.  Without these changes, Discovery will not be able support the current TESSCO Board of Directors.

Proposal No. 2 - Extend the date through which awards may be granted under the 1994 Stock and Incentive Plan

Discovery voted for this proposal.  The Plan would otherwise expire in one year.  Generally, we believe that management stock incentives foster an alignment with shareholder objectives, provided that the equity awards to management are not overly dilutive to shareholders.

Proposal No. 3 – Increase the number shares of common stock available for award under the 1994 Stock and Incentive Plan

Discovery voted for this proposal with serious reservations.  Discovery conducted a historical study of the dilutive impact of the equity incentive plans at all publicly-traded small-cap companies, ($100-500 million in equity market capitalization).  For the 1400 small-cap firms we studied, we found that the median amount of equity incentives outstanding as a percentage of common shares outstanding has hovered in the 5-6% range for the past five years.  The dilution suffered by TESSCO shareholders has been meaningfully greater, currently amounting to almost 15%, including the large recent issue of Performance Stock Units.  We recently spoke with TESSCO Chief Financial Officer, Dave Young, about the implications for the company.  The difference seems to be symptomatic of TESSCO’s small size relative to its executive compensation objectives.  We understand the importance of equity incentives, and generally find the Performance Stock Unit program to be a better vehicle than standard option programs. However, given the Company’s history of exceedingly dilutive award levels, we urge the Board to exercise greater restraint with respect to future grants.  The Board should seek to bring TESSCO’s equity incentive dilution in line with comparable public companies.  This issue also highlights the challenge that TESSCO faces serving all its constituencies if it insists on remaining public and independent.

Proposal No. 4 – Approve the performance criteria of the 1994 Stock and Incentive Plan for the purpose of Section 162(m) of the Internal Revenue Code

Discovery voted for this proposal.

Proposal No. 5 – Ratify the appointment of Ernst & Young LLP as the independent public accounting firm

Discovery voted for this proposal.

If the Directors of TESSCO have any questions or comments with respect to our voting considerations, please feel free to contact us.

Respectfully Submitted,

DISCOVERY GROUP I, LLC
By:	/s/ Daniel J. Donoghue
	Daniel J. Donoghue
	Managing Member

EX-2

EXHIBIT 2

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
06/11/2008	Purchase	$	13.00	2398
06/11/2008	Purchase	13.23		100
06/11/2008	Purchase	13.235		100
06/11/2008	Purchase	13.24		200
06/11/2008	Purchase	13.245		100
06/11/2008	Purchase	13.25		3005
06/11/2008	Purchase	13.26		100
06/11/2008	Purchase	13.27		200
06/11/2008	Purchase	13.28		100
06/11/2008	Purchase	13.30		563
06/11/2008	Purchase	13.31		700
06/11/2008	Purchase	13.32		200
06/11/2008	Purchase	13.36		500
06/11/2008	Purchase	13.40		1870
06/11/2008	Purchase	13.46		100
06/11/2008	Purchase	13.48		100
06/12/2008	Purchase	13.00		525
06/12/2008	Purchase	13.04		600
06/12/2008	Purchase	13.05		3175
06/13/2008	Purchase	13.02		200
06/13/2008	Purchase	13.04		400
06/13/2008	Purchase	13.08		100
06/13/2008	Purchase	13.10		4300
06/13/2008	Purchase	13.158		100
06/13/2008	Purchase	13.16		100
06/13/2008	Purchase	13.165		100
06/13/2008	Purchase	13.20		200
06/13/2008	Purchase	13.205		100
06/13/2008	Purchase	13.25		400
06/13/2008	Purchase	13.34		200
06/13/2008	Purchase	13.344		100
06/13/2008	Purchase	13.3475		100
06/13/2008	Purchase	13.35		577
06/13/2008	Purchase	13.355		100
06/13/2008	Purchase	13.358		100
06/13/2008	Purchase	13.36		100
06/13/2008	Purchase	13.37		100

Date	Type	Price		Shares
06/13/2008	Purchase	$	13.38	300
06/13/2008	Purchase	13.39		123
06/13/2008	Purchase	13.40		200
06/16/2008	Purchase	13.30		900
06/16/2008	Purchase	13.33		900
06/16/2008	Purchase	13.40		300
06/16/2008	Purchase	13.42		600
06/16/2008	Purchase	13.44		100
06/16/2008	Purchase	13.58		113
06/16/2008	Purchase	13.59		887
06/16/2008	Purchase	13.66		200
06/16/2008	Purchase	13.74		300
06/17/2008	Purchase	13.10		100
06/17/2008	Purchase	13.21		100
06/17/2008	Purchase	13.24		100
06/17/2008	Purchase	13.25		200
06/17/2008	Purchase	13.30		100
06/17/2008	Purchase	13.31		1800
06/17/2008	Purchase	13.32		300
06/17/2008	Purchase	13.33		62
06/17/2008	Purchase	13.34		200
06/17/2008	Purchase	13.35		100
06/17/2008	Purchase	13.46		100
06/17/2008	Purchase	13.47		200
06/17/2008	Purchase	13.49		100
06/17/2008	Purchase	13.50		100
06/18/5008	Purchase	13.29		100
06/18/2008	Purchase	13.2925		500
06/18/2008	Purchase	13.295		600
06/18/2008	Purchase	13.32		400
06/18/2008	Purchase	13.33		100
06/18/2008	Purchase	13.34		261
06/18/2008	Purchase	13.345		100
06/18/2008	Purchase	13.35		381
06/18/2008	Purchase	13.36		400
06/18/2008	Purchase	13.37		400
06/18/2008	Purchase	13.385		100
06/18/2008	Purchase	13.39		258
06/18/2008	Purchase	13.40		400
06/18/2008	Purchase	13.4125		100
06/18/2008	Purchase	13.42		100
06/18/2008	Purchase	13.4225		100
06/18/2008	Purchase	13.45		100
06/18/2008	Purchase	13.46		100
06/18/2008	Purchase	13.47		100

Date	Type	Price		Shares
06/18/2008	Purchase	$	13.48	46
06/18/2008	Purchase	13.49		100
06/18/2008	Purchase	13.50		100
06/19/2008	Purchase	13.28		100
06/19/2008	Purchase	13.35		100
06/19/2008	Purchase	13.40		200
06/19/2008	Purchase	13.41		100
06/19/2008	Purchase	13.43		100
06/19/2008	Purchase	13.45		200
06/19/2008	Purchase	13.50		200
06/19/2008	Purchase	13.75		100
06/20/2008	Purchase	13.66		100
06/20/2008	Purchase	13.77		20
06/20/2008	Purchase	13.79		100
06/20/2008	Purchase	13.795		300
06/20/2008	Purchase	13.80		500
06/20/2008	Purchase	13.83		200
06/20/2008	Purchase	13.835		1300
06/20/2008	Purchase	13.84		100
06/20/2008	Purchase	13.845		500
06/20/2008	Purchase	13.85		2900
06/20/2008	Purchase	13.90		300
06/20/2008	Purchase	13.92		1500
06/20/2008	Purchase	13.94		100
06/20/2008	Purchase	13.95		2800
06/20/2008	Purchase	13.955		200
06/20/2008	Purchase	13.96		600
06/20/2008	Purchase	13.965		200
06/20/2008	Purchase	13.97		1000
06/20/2008	Purchase	13.98		200
06/20/2008	Purchase	13.99		200
06/20/2008	Purchase	13.995		100
06/20/2008	Purchase	14.00		2100
06/23/2008	Purchase	13.50		997
06/23/2008	Purchase	13.54		297
06/23/2008	Purchase	13.545		300
06/23/2008	Purchase	13.55		6406
06/23/2008	Purchase	13.555		300
06/23/2008	Purchase	13.58		200
06/23/2008	Purchase	13.59		200
06/23/2008	Purchase	13.5999		100
06/23/2008	Purchase	13.60		200
06/24/2008	Purchase	13.29		100
06/24/2008	Purchase	13.30		100
06/24/2008	Purchase	13.52		100

Date	Type	Price		Shares
06/24/2008	Purchase	$	13.53	500
06/24/2008	Purchase	13.54		201
06/24/2008	Purchase	13.56		1978
06/24/2008	Purchase	13.565		700
06/24/2008	Purchase	13.5699		100
06/24/2008	Purchase	13.57		1022
06/24/2008	Purchase	13.575		300
06/24/2008	Purchase	13.60		2200
06/25/2008	Purchase	13.68		200
06/25/2008	Purchase	13.6999		41
06/25/2008	Purchase	13.70		7343
06/25/2008	Purchase	13.73		100
06/25/2008	Purchase	13.735		116
06/25/2008	Purchase	13.74		200
06/25/2008	Purchase	13.75		1000
06/25/2008	Purchase	13.875		100
06/25/2008	Purchase	13.92		200
06/25/2008	Purchase	13.95		200
06/25/2008	Purchase	13.97		200
06/25/2008	Purchase	13.99		200
06/25/2008	Purchase	14.00		100
06/26/2008	Purchase	13.14		1100
06/26/2008	Purchase	13.148		100
06/26/2008	Purchase	13.15		100
06/26/2008	Purchase	13.17		200
06/26/2008	Purchase	13.20		500
06/26/2008	Purchase	13.25		25100
06/26/2008	Purchase	13.255		800
06/26/2008	Purchase	13.26		200
06/26/2008	Purchase	13.265		800
06/26/2008	Purchase	13.27		1000
06/26/2008	Purchase	13.28		200
06/26/2008	Purchase	13.29		100
06/26/2008	Purchase	13.30		4800
06/26/2008	Purchase	13.53		900
06/26/2008	Purchase	13.55		605
06/26/2008	Purchase	13.56		100
06/26/2008	Purchase	13.565		100
06/26/2008	Purchase	13.57		700
06/26/2008	Purchase	13.59		200
06/26/2008	Purchase	13.60		2395
06/27/2008	Purchase	13.40		32900
06/30/2008	Purchase	13.25		100
06/30/2008	Purchase	13.50		1000
06/30/2008	Purchase	13.57		200

Date	Type	Price		Shares
06/30/2008	Purchase	$	13.75	1000
06/30/2008	Purchase	13.77		3300
07/01/2008	Purchase	13.98		100
07/01/2008	Purchase	13.99		100
07/01/2008	Purchase	14.00		500

EX-3

EXHIBIT 3

JOINT FILING AGREEMENT

The undersigned hereby agree to the joint filing of the Amendment No. 4 to Schedule 13D to which this Agreement is attached.

Dated:  July 9, 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/ Marck Buckley
		Mark Buckley
		Attorney-in-Fact for Daniel J. Donoghue
		Attorney-in-Fact for Michael R. Murphy

EX-4

EXHIBIT 4

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-5

EXHIBIT 5

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