FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Hess Rick D 		2. Issuer Name and Ticker or Trading Symbol

HITTITE MICROWAVE CORP [ HITT ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O HITTITE MICROWAVE CORPORATION, 2 ELIZABETH DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

7/22/2014
(Street)

CHELMSFORD, MA 01824
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Code V Amount (A) or (D) Price
Common Stock   7/22/2014     D    15893   D $78   (1) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance-Based Restricted Stock Unit     (2) 7/22/2014     D         34383   (3)     (3)   (3) Common Stock   34383   $0   0   D    
Time-Based Restricted Stock Unit     (2) 7/22/2014     D         28085      (4)   (4) Common Stock   28085   $0   0   D    
Stock Option (Right to Buy)   $17   7/22/2014     D         5000      (5)   (5) Common Stock   5000   $0   0   D    

Explanation of Responses:
( 1)  Disposed of upon the effectiveness of the merger of BBAC Corp., a wholly owned subsidiary of Analog Devices, Inc. ("ADI"), with and into the issuer on July 22, 2014 pursuant to a merger agreement dated June 9, 2014 by and among ADI, BBAC Corp. and the issuer.
( 2)  Each restricted stock unit represented a contingent right to receive one share of Hittite common stock.
( 3)  Includes 6,299 restricted stock units that vested upon the effectiveness of the merger and be exchanged for a cash payment of $491,322 (representing a price of $78 per restricted stock unit). The remainder of the restricted stock units were canceled upon the effectiveness of the merger in exchange for a replacement restricted stock unit award for shares of the common stock of ADI, in an amount equal to the number of canceled restricted stock units multiplied by the ratio of $78 divided by the average closing price of ADI common stock during the five consecutive trading days ending on July 22, 2014, the effective date of merger.
( 4)  Upon the effectiveness of the merger, each restricted stock unit was canceled in exchange for a replacement restricted stock unit award for shares of the common stock of ADI, in an amount equal to the number of canceled restricted stock units multiplied by the ratio of $78 divided by the average closing price of ADI common stock during the five consecutive trading days ending on July 22, 2014, the effective date of merger.
( 5)  Upon the effectiveness of the merger, the option was canceled in exchange for a cash payment of $305,000 (representing a price per share equal to the difference between the offer price of $78 per share and the exercise price of the option).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Hess Rick D
C/O HITTITE MICROWAVE CORPORATION
2 ELIZABETH DRIVE
CHELMSFORD, MA 01824 		X
Chief Executive Officer

Signatures
/s/ Robert W. Sweet, Jr., Attorney-in-Fact 7/23/2014
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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