A technique has been developed and tested for achieving phase conjugation in the microwave and millimeterwave regime. The effective nonlinearity required for this phaseconjugation process is provided by electronic mixing elements feeding an array of antennas. Using these balanced mixing circuits in conjunction with a one-dimensional array antenna, we have demonstrated two-dimensional free-space phase conjugation at 10.24 GHz. A critical factor of this technique is the delivery of a 2! pump signal to each array element with the same phase. Two types of interconnects, electrical and a more versatile optical technique, have been implemented to distribute the pump signal in our demonstrations. In both systems, two-dimensional freespace phase conjugation was observed and verified by directly measuring the electric-field amplitude and phase distribution under various conditions. The electric-field wavefronts exhibited retro-directivity and the auto-correction characteristics of phase conjugation. Furthermore, these experiments have shown amplified conjugate-wave power up to ten times of that of the incoming wave. This amplifying ability demonstrates the potential of such arrays to be used in novel communications applications.