AMENDMENT NO. 1 TO AMENDED SUPPLY AGREEMENT

Exhibit 10.22

[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

AMENDMENT NO. 1
TO
AMENDED SUPPLY AGREEMENT

     This FIRST AMENDMENT TO THE AMENDED SUPPLY AGREEMENT (“Amendment No. 1”) is entered into as of December 1 ^st , 2008 (the “Effective Date”), between Endwave Corporation (“Endwave”) and Northrop Grumman Space & Mission Systems Corp., by and through Northrop Grumman Space Technology Sector (“NGST”).

      WHEREAS , Endwave and NGST (the “Parties”) executed a Amended Supply Agreement with an effective date of May 12 ^th , 2008 (the “Agreement”);

      NOW THEREFOR , the Parties agree to amend the Agreement as follows:

      EXHIBIT A : Products and Pricing:

     1) The price per part number [*] has been reduced from [*] to [*].

     2) The following items have been added to Exhibit A: (all other items remain)

[*] ^**

Attachment No. 1 to this Agreement represents the changes herein
and provides current products and pricing

The above changes constitute Amendment