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                                                                    Exhibit 10.l


                            SKYWORKS SOLUTIONS, INC.
                     1999 EMPLOYEE LONG-TERM INCENTIVE PLAN



SECTION I.    PURPOSE OF THE PLAN.

The purposes of this Skyworks Solutions, Inc. 1999 Employee Long-term Incentive
Plan (the "1999 Plan") are (i) to provide long-term incentives and rewards to
those employees (the "Participants") of Skyworks Solutions, Inc. (the
"Corporation") and its subsidiaries (if any), other than officers and
non-employee Directors of the Corporation, who are in a position to contribute
to the long-term success and growth of the Corporation and its subsidiaries,
(ii) to assist the Corporation in retaining and attracting employees with
requisite experience and ability, and (iii) to associate more closely the
interests of such employees with those of the Corporation's stockholders.

SECTION II.   DEFINITIONS.

"Code" is the Internal Revenue Code of 1986, as it may be amended from time to
time.

"Common Stock" is the $.25 par value common stock of the Corporation.

"Committee" is defined in Section III, paragraph (a).

"Corporation" is defined in Section I.

"Expiration date" is defined in Section IV.

"Participant" is defined in Section I.

"Fair Market Value" of any property is the value of the property as reasonably
determined by the Committee.

"1999 Plan" is defined in Section I.

"Section 16" means Section 16 of the Securities Exchange Act of 1934, as
amended, or any similar or successor statute, and any rules, regulations, or
policies adopted or applied thereunder.

"Stock Options" are rights granted pursuant to this 1999 Plan to purchase shares
of Common Stock at a fixed price.

SECTION III.  ADMINISTRATION.

(a) The Committee. This 1999 Plan shall be administered by a compensation
committee designated by the Board of Directors of the Corporation, which may
include any persons (including any or all of the directors) designated by the
Board of Directors (the administering body is hereafter referred to as the
"Committee"). The Committee shall serve at the pleasure of the Board of
Directors, which may from time to time, and in its sole discretion, discharge
any member, appoint additional new members in substitution for those previously
appointed and/or fill vacancies however caused. A majority of the Committee
shall constitute a quorum and the acts of a majority of the members present at
any meeting at which a quorum is present shall be deemed the action of the
Committee. No person shall be eligible to be a member of the Committee if that
person's membership would prevent the plan from complying with Section 16, if
applicable to the Corporation. At such time as any class of equity security of
the Corporation is registered pursuant to Section 12 of the Securities Exchange
Act of 1934, as amended (the "Act"), (i) the Committee shall consist of at least
two members of the Board of Directors and (ii) to the extent required by Rule
16b-3 promulgated under the Act, no member of the Committee while a member
thereof shall be eligible to participate in this Plan, nor may any person be
appointed to the Committee unless he was not eligible to participate in this
1999 Plan or any other plan of the Corporation at any time within the one-year
period immediately prior to such appointment.

(b) Authority and Discretion of the Committee. Subject to the express provisions
of this 1999 Plan and provided that all actions taken shall be consistent with
the purposes of this 1999 Plan, and subject to ratification by the Board of
Directors only if required by applicable law, the Committee shall have full and
complete authority and the sole discretion to: (i) determine those persons who
shall constitute employees eligible to be Participants; (ii) select the
Participants to whom awards shall be granted under this 1999 Plan; (iii)
determine the size and the form of the award or, if any, to be granted to any
Participant; (iv) determine the time or times such awards shall be granted
including the grant of Stock Options in connection with other awards made, or
compensation paid, to the Participant; (v) establish

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the terms and conditions upon which such awards may be exercised and/or
transferred, including the exercise of Stock Options in connection with other
awards made, or compensation paid, to the Participant; (vi) make or alter any
restrictions and conditions upon such awards; and (vii) adopt such rules and
regulations, establish, define and/or interpret these and any other terms and
conditions, and make all determinations (which may be on a case-by-case basis)
deemed necessary or desirable for the administration of this 1999 Plan.

(c) Applicable Law. This 1999 Plan and all awards shall be governed by the law
of the state in which the Corporation is incorporated.

SECTION IV.   AWARDS.

Awards under this 1999 Plan shall consist of Stock Options, all as described
herein.

(a) Form of Agreement. Stock Options shall be evidenced by a writing or written
agreement in such form, and containing such terms and conditions (not
inconsistent with this 1999 Plan), as the Committee may determine. The document
shall include the following, or a similar, statement: "This stock option is not
intended to be an Incentive Stock Option, as that term is described in Section
422 of the Internal Revenue Code of 1986, as amended."

(b) Period of Exercisability. Stock Options shall be for such periods as may be
determined by the Committee, but in no event more than ten years. The date upon
which a Stock Option ceases to be exerciseable is the Stock Option's "Expiration
Date".

(c) Purchase Price and Payment. The purchase price of shares purchased pursuant
to any Stock Option shall be determined by the Committee, and shall be paid by
the Participant or other person permitted to exercise the Stock Option in full
upon exercise, (A) in cash, (B) by delivery of shares of Common Stock (valued at
their Fair Market Value on the date of such exercise), (C) any other property
(valued at its Fair Market Value on the date of such exercise), or (D) any
combination of cash, stock and other property, with any payment made pursuant to
clauses (B), (C) or (D) only as permitted by the Committee, in its sole
discretion. In no event will the purchase price of Common Stock be less than the
par value of the Common Stock.

(d) Vesting and Transferability. At the discretion of the Committee, the Common
Stock issued pursuant to the Stock Options granted hereunder may be subject to
restrictions on vesting or transferability.

(e) If a Participant's employment with the Corporation is terminated, then that
Participant's Stock Options may be exercised as to all shares that have not been
previously purchased only in accordance with the following provisions and
notwithstanding any other provision of this Plan.

     i.   In the event of termination by reason of a Participant's death, the
          Participant's Stock Options may be exercised as to all vested and
          unvested shares until the earlier of the Expiration Date or twelve
          (12) months after the date of death.

     ii.  In the event of termination by reason of a Participant's permanent and
          total disability, the Participant's Stock Options may be exercised as
          to all shares vested as of the date of the termination until the
          earlier of the Expiration Date or six (6) months after the date of
          termination. Shares not vested as of the date of the termination may
          not be exercised.

     iii. In the event of termination of a Participant for Cause, the
          Participant's Stock Options may not be exercised as to any shares,
          whether or not they were previously vested. "Cause" shall mean: (i)
          deliberate dishonesty significantly detrimental to the best interests
          of the Corporation or any subsidiary or affiliate; (ii) conduct
          constituting an act of moral turpitude; (iii) willful disloyalty to
          the Corporation or refusal or failure to obey the directions of
          supervisors; or (iv) inadequate performance or inattention to or
          neglect of duties. The Corporation's appropriate management personnel
          shall determine whether termination was for Cause.

     iv.  In the event of termination of a Participant for any other reason,
          including without limitation termination without Cause and voluntary
          resignation, the Participant's Stock Options may be exercised as to
          all shares vested as of the date of the termination until the earlier
          of the Expiration Date or three (3) months after the date of
          termination. Shares not vested as of the date of the termination may
          not be exercised.


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SECTION V.    AMENDMENT; ADJUSTMENTS UPON CHANGES IN STOCK.

(a)  Power to Amend and Restrictions on Amendment. The Board of Directors of the
Corporation may at any time, and from time to time, amend, suspend or terminate
this 1999 Plan in whole or in part; provided, however, that, to the extent
required by Section 16(b)(3) of the Act and the Internal Revenue Code, as
amended, neither the Board of Directors nor the Committee may amend or modify
this 1999 Plan without compliance with any applicable law, rules, or
regulations. Except as provided herein, no amendment, suspension or termination
of this 1999 Plan may affect the rights of a Participant to whom an award has
been granted without such Participant's consent.

(b)  Merger or Consolidation. If the Corporation is a party to any merger or
consolidation, any purchase or acquisition of property or stock, or any
separation, reorganization or liquidation, the Board of Directors (or, if the
Corporation is not the surviving corporation, the board of directors of the
surviving corporation) shall have the power to make arrangements, which shall be
binding upon the holders of unexpired Stock Options, for the substitution of new
options for, or the assumption by another corporation of, any unexpired Stock
Options then outstanding hereunder.

(c)  Adjustment of Exercise Price after Corporate Event. If by reason of
recapitalization, reclassification, stock split-up, combination of shares,
separation (including a spin-off) or dividend on the stock payable in shares of
Common Stock, the outstanding shares of Common Stock are increased or decreased
or changed into or exchanged for a different number or kind of shares or other
securities of the Corporation, the Board of Directors shall conclusively
determine the appropriate adjustment in the exercise prices of outstanding Stock
Options and in the number and kind of shares as to which outstanding Stock
Options shall be exercisable.

(d)  Adjustment of Number of Shares after Corporate Event. In the event of a
transaction of the type described in paragraphs (b) and (c) above, the total
number of shares of Common Stock on which Stock Options may be granted under
this 1999 Plan shall be appropriately adjusted by the Board of Directors.

SECTION VI.   CHANGE OF CONTROL PROVISIONS.

(a)  Notwithstanding any other provision of the Plan to the contrary, in the
event of a Change of Control, any Options outstanding as of the date such Change
of Control is determined to have occurred and not then exercisable shall become
fully exercisable to the full extent of the original grant.

(b)  A "Change in Control" will be deemed to have occurred if the Continuing
Board of Skyworks shall have ceased for any reason to constitute a majority of
the Board of Directors of Skyworks. For this purpose, a "Continuing Director"
will include any member of the Board of Directors of Skyworks as of the
Effective Date and any person nominated for election to the Board of Directors
of Skyworks by a majority of the then Continuing Directors.

SECTION VII.  SHARES OF STOCK SUBJECT TO THE PLAN.

The number of shares of Common Stock that may be the subject of awards under
this 1999 Plan shall not exceed an aggregate of 19,951,500 shares. Shares to be
delivered under this 1999 Plan may be either authorized but unissued shares of
Common Stock or treasury shares. Any shares subject to a Stock Option hereunder
which for any reason terminates, is canceled or otherwise expires unexercised,
shares reacquired by the Corporation because restrictions do not lapse and any
shares reacquired by the Corporation due to restrictions imposed on the shares,
shares returned because payment is made hereunder in stock of equivalent value
rather than in cash, and/or shares reacquired from a recipient for any other
reason shall, at such time, no longer count towards the aggregate number of
shares which have been the subject of Stock Options issued hereunder, and such
number of shares shall be subject to further awards under this 1999 Plan.

SECTION VIII. MISCELLANEOUS PROVISIONS.

(a)  Indemnity. Neither the Board of Directors nor the Committee, nor any
members of either, nor any employees of the Corporation or any parent,
subsidiary, or other affiliate, shall be liable for any act, omission,
interpretation, construction or determination made in good faith in connection
with their responsibilities with respect to this 1999 Plan, and the Corporation
hereby agrees to indemnify the members of the Board of Directors, the members of
the Committee, and the employees of the Corporation and its parent or
subsidiaries in respect of any claim, loss, damage,


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or expense (including reasonable counsel fees) arising from any such act,
omission, interpretation, construction or determination to the full extent
permitted by law.

(b)  Participation by Foreigners. Without amending this 1999 Plan, the Committee
may modify grants made to Participants who are foreign nationals or employed
outside the United States so as to recognize differences in local law, tax
policy, or custom.

(c)  Rights of Participants of Awards. The holder of any Stock Option granted
under the 1999 Plan shall have no rights as a stockholder of the Corporation
with respect thereto unless and until certificates for shares are issued.

(d)  Assignment of Stock Options. No Stock Option or any rights or interests of
the recipient therein shall be assignable or transferable by such recipient
except by will or the laws of descent and distribution. During the lifetime of
the recipient, such Stock Option shall be exercisable only by, or payable only
to, the recipient thereof.

(e)  Legal and Other Requirements. No shares of Common Stock shall be issued or
transferred upon grant or exercise of any award under the 1999 Plan unless and
until all legal requirements applicable to the issuance or transfer of such
shares and such other requirements as are consistent with the 1999 Plan have
been complied with to the satisfaction of the Committee. Furthermore, the
Corporation is not obligated to register or qualify the shares of Common Stock
to be issued upon exercise of a Stock Option under federal or state securities
laws (or to register them at any time thereafter), and it may refuse to issue
such shares if, in its sole discretion, registration or exemption from
registration is not practical or available. The Committee may require that prior
to the issuance or transfer of Common Stock hereunder, the recipient thereof
shall enter into a written agreement to comply with any restrictions on
subsequent disposition that the Committee or the Company deem necessary or
advisable under any applicable law, regulation or official interpretation
thereof. Certificates of stock issued hereunder may be legended to reflect such
restrictions.

(f)  Withholding of Taxes. Pursuant to applicable federal, state, local or
foreign laws, the Corporation may be required to collect income or other taxes
upon the grant of awards to, or exercise of a Stock Option by, a holder. The
Corporation may require, as a condition to the exercise of a Stock Option, or
demand, at such other time as it may consider appropriate, that the Participant
pay the Corporation the amount of any taxes which the Corporation may determine
is required to be withheld or collected, and the Participant shall comply with
the requirement or demand of the Corporation. In its discretion, the Corporation
may withhold shares to be received upon exercise of a Stock Option if it deems
this an appropriate method for withholding or collecting taxes.

(g)  Pledge of Shares. Notwithstanding restrictions against disposition of any
award made pursuant to the 1999 Plan, the Committee, in its discretion, may
permit any shares acquired under the 1999 Plan to be pledged or otherwise
encumbered to secure borrowing by the recipient thereof solely for the purpose
of obtaining the acquisition price to be paid for such shares, provided, that
the amount of such borrowing may not exceed the acquisition price of such
shares, and the recipient must provide the Corporation with a copy of the
documents executed in connection with such borrowing. Any borrowing made by the
recipient of an award pursuant to this paragraph (g) must permit the Corporation
to repay the outstanding indebtedness and reacquire the pledged shares in the
event of a default by the recipient under the borrowing documents. Nothing in
this paragraph (g) shall require the Corporation to repay any indebtedness of a
Participant or reacquire shares pledged hereunder.

(h)  Right to Awards. No employee of the Corporation or other person shall have
any claim or right to be a Participant in this 1999 Plan or to be granted an
award hereunder. Neither this 1999 Plan nor any action taken hereunder shall be
construed as giving any Participant any right to be retained in the employ of
the Corporation. Nothing contained hereunder shall be construed as giving any
Participant or any other person any equity or interest of any kind in any assets
of the Company or creating a trust of any kind or a fiduciary relationship of
any kind between the Company and any such person. As to any claim for any unpaid
amounts under the 1999 Plan, any Participant or any other person having a claim
for payments shall be an unsecured creditor.

SECTION IX.   EFFECTIVE DATE AND TERM OF THIS PLAN.

The effective date of this 1999 Plan is April 27, 1999 (the "Effective Date")
and awards under this 1999 Plan may be made for a period of ten years commencing
on the Effective Date. The period during which a Stock Option or other award may
be exercised may extend beyond that time as provided herein.

As amended through September 25, 2002

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