SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF  THE SECURITIES EXCHANGE
ACT OF 1934

For the quarterly period ended December 31, 1999

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______TO _______

Commission File No. 000-26690

                           ELANTEC SEMICONDUCTOR, INC.
             (Exact Name of registrant as specified in its charter)

           Delaware                                           77-0408929
--------------------------------------------------------------------------------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                            Identification No.)

675 Trade Zone Boulevard, Milpitas, California                    95035
--------------------------------------------------------------------------------
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code: (408) 945-1323
--------------------------------------------------------------------------------

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes   X     No
                                       -----     -----
Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date:

As of January 28, 2000, 9,531,234 shares of the Registrant's Common Stock, $0.01
par value, were issued and outstanding.


                                       1
<PAGE>

                                TABLE OF CONTENTS

                                                                            Page

PART I      FINANCIAL INFORMATION

  Item 1.   Condensed Consolidated Financial Statements........................3

            Notes to Condensed Consolidated Financial Statements...............6

  Item 2.   Management's Discussion and Analysis of Financial Condition
               and Results of Operations......................................11

  Item 3.   Quantitative and Qualitative Disclosures About Market Risk........16

PART II     OTHER INFORMATION

  Item 6.   Exhibits and Reports on Form 8-K..................................18

            Signatures........................................................19


                                       2
<PAGE>




PART I.  FINANCIAL INFORMATION
Item 1.  Condensed Consolidated Financial Statements

                           ELANTEC SEMICONDUCTOR, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                      (In thousands, except per share data)
                                   (Unaudited)

                                                         Three Months Ended
                                                     ---------------------------
                                                     December 31     December 31
                                                        1999            1998
                                                      --------        --------
Net revenues                                          $ 15,712        $ 10,653
Cost of revenues                                         6,141           6,401
Cost of revenues - inventory write-down                   --             1,008
                                                      --------        --------
Gross profit                                             9,571           3,244

Operating expenses:
   Research and development                              2,407           1,711
   Marketing, sales, general and administrative          3,055           2,429
   Unusual charges                                        --            12,009
                                                      --------        --------
Total operating expenses                                 5,462          16,149
                                                      --------        --------

Income (loss) from operations                            4,109         (12,905)
Interest and other income (expense), net                   130              (8)
                                                      --------        --------
Income (loss) before taxes                               4,239         (12,913)
Provision (benefit) for income taxes                     1,479          (4,889)
                                                      --------        --------
Net income (loss)                                     $  2,760        $ (8,024)
                                                      ========        ========

Earnings (loss) per share:

     Basic                                            $   0.29        $  (0.87)
                                                      ========        ========
     Diluted                                          $   0.25        $  (0.87)
                                                      ========        ========

Shares used in computing per share amounts:

     Basic                                               9,432           9,197
                                                      ========        ========
     Diluted                                            11,181           9,197
                                                      ========        ========

See accompanying notes to the condensed consolidated financial statements.


                                       3
<PAGE>



<TABLE>
                                     ELANTEC SEMICONDUCTOR, INC.
                                CONDENSED CONSOLIDATED BALANCE SHEETS
                                           (In thousands)
<CAPTION>
                                                                           Dec. 31        Sept. 30
                                                                           1999(1)         1999(2)
                                                                          --------         --------
<S>                                                                       <C>              <C>
Assets:
Current assets:
   Cash and cash equivalents                                              $ 13,694         $ 17,459
   Short-term investments                                                    6,026            1,204
   Trade receivables                                                         6,960            4,946
   Inventories                                                               3,412            3,300
   Deferred income taxes                                                     2,478            3,278
   Prepaid expenses and other current assets                                 1,020            1,101
                                                                          --------         --------
Total current assets                                                        33,590           31,288

Property and equipment, net                                                  8,791            8,765
Other assets                                                                 1,570              946
Non-current deferred income taxes                                            2,872            2,872
                                                                          --------         --------
Total assets                                                              $ 46,823         $ 43,871
                                                                          ========         ========

Liabilities and stockholders' equity:
Current liabilities:

   Accounts payable and accrued liabilities                               $  6,286         $  6,054
   Deferred revenue                                                          2,339            2,266
   Current portion of capital lease obligations and long-term debt
                                                                             1,442            1,440
                                                                          --------         --------
Total current liabilities                                                   10,067            9,760

Long-term capital lease obligations                                          2,489            2,840
Other long-term liabilities                                                  1,736            1,745

Stockholders' equity:
   Common stock                                                                 95               94
   Additional paid-in capital                                               35,304           35,061
   Accumulated deficit                                                      (2,832)          (5,592)
   Accumulated other comprehensive loss                                        (36)             (37)
                                                                          --------         --------
Total stockholders' equity                                                  32,531           29,526
                                                                          --------         --------

Total liabilities and stockholders' equity                                $ 46,823         $ 43,871
                                                                          ========         ========
<FN>
(1) Unaudited
(2) These amounts were derived from the Company's audited consolidated financial statements at
    September 30, 1999
</FN>
</TABLE>

See accompanying notes to the condensed consolidated financial statements.


                                       4
<PAGE>

<TABLE>
                                     ELANTEC SEMICONDUCTOR, INC.
                           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                           (In thousands)
                                             (Unaudited)
<CAPTION>
                                                                    Three Months Ended
                                                                       December 31,
                                                                 -------------------------
                                                                   1999            1998
                                                                 --------         --------
<S>                                                              <C>              <C>
Operating activities:
Net income (loss)                                                $  2,760         $ (8,024)
Adjustments to reconcile net income to net cash
   provided by operating activities:
      Depreciation and amortization                                   765              737
      Inventory write-down                                           --              1,008
      Asset impairment                                               --             11,090
      Deferred tax benefit                                            800           (4,889)
      Changes in operating assets and liabilities:
          Accounts receivable                                      (2,014)           1,309
          Inventories                                                (112)            1750
          Prepaid expenses and other current assets                    75               77
          Accounts payable and accrued liabilities                    232           (2,356)
          Deferred revenue                                             73             (244)
                                                                 --------         --------
Net cash provided by operating activities                           2,579              458

Investing activities:
Sale/maturity (purchase) of available-for-sale securities          (4,822)             419
Purchase of property and equipment                                   (785)            (531)
Decrease (Increase) in other assets                                  (624)             118
                                                                 --------         --------
Net cash provided by (used in) investing activities                (6,231)               6

Financing activities:
Payments on capital lease and other debt                             (358)            (431)
Issuance of common stock                                              244             --
                                                                 --------         --------
Net cash used in financing activities                                (114)            (431)
Effect of exchange rate changes on cash                                 1             --

Increase (decrease) in cash and cash equivalents                   (3,765)              33
Cash and cash equivalents at beginning of period                   17,459            5,815
                                                                 --------         --------
Cash and cash equivalents at end of period                       $ 13,694         $  5,848
                                                                 ========         ========

Supplemental disclosures of cash flow information:
Interest paid                                                    $     83         $    113
Taxes paid                                                       $    667         $    220
<FN>
See accompanying notes to the condensed consolidated financial statements.
</FN>
</TABLE>


                                       5
<PAGE>

ELANTEC SEMICONDUCTOR, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
--------------------------------------------------------------------------------

1.   Basis of Presentation

The  Company  has  prepared  the  unaudited  condensed   consolidated  financial
statements  included  herein  pursuant  to  the  rules  and  regulations  of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial  statements prepared in accordance with generally
accepted  accounting  principles have been condensed or omitted pursuant to such
rules and regulations. In the opinion of management, all adjustments (consisting
of normal recurring items)  considered  necessary for a fair  presentation  have
been included. The results of operations for the three months ended December 31,
1999 are not necessarily indicative of the results to be expected for the entire
year. These consolidated financial statements should be read in conjunction with
the  consolidated  financial  statements  and the notes thereto  included in the
Company's Annual Report on Form 10-K for the year ended September 30, 1999.

The  Company's  fiscal  year end is the  Sunday  closest  to  September  30. The
Company's  fiscal  quarters end on the Sunday closest to the end of the calendar
quarter.  For  convenience,  the Company has indicated  that its quarters end on
December 31, March 31, June 30 and September 30.

2.  Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial  statements and accompanying notes.
Actual results could differ from those estimates.

3.  Cash and Cash Equivalents

The Company  considers all highly liquid  investments with an original  maturity
(at the date of purchase) of three months or less to be the  equivalent  of cash
for purposes of balance sheet and statement of cash flows presentation. Cash and
cash equivalents are carried at cost, which approximates market value.

4.  Short-term Investments

The  Company's  policy is to  invest  in  various  short-term  instruments  with
investment grade credit ratings. All of the Company's marketable investments are
classified   as   "available-for-sale"    and   the   Company   classifies   its
available-for-sale  portfolio as available for use in its current operations. At
December 31, 1999, there was no significant  difference  between the fair market
value and the underlying cost of such securities.


                                       6
<PAGE>


5.   Inventories

Inventories  are  stated at the lower of cost  (first-in,  first-out  method) or
market and consist of the following balances in thousands:

                                      December 31,    September 30,
                                          1999            1999
                                      ------------    -------------
    Raw materials                     $      90       $      45
    Work-in-process                       2,029           1,645
    Finished goods                        1,293           1,610
                                      ------------    -------------
                                      $   3,412       $   3,300
                                      ============    =============

6.   Earnings (Loss) Per Share
<TABLE>
Earnings  (loss) per share  (EPS) is  computed  as basic EPS using the  weighted
average number of shares of common stock  outstanding  and diluted EPS using the
weighted average number of shares of common stock and dilutive common equivalent
shares  outstanding  from stock options (using the treasury  stock method).  The
following  table sets forth the  computation  of basic and diluted  earnings per
share:
<CAPTION>
                                                                 Three Months Ended
                                                                    December 31,
                                                               ----------------------
                                                                  1999          1998
                                                               -------       -------
<S>                                                            <C>           <C>
Numerator for basic and diluted net income per share:
    Net income (loss):                                         $ 2,760       $(8,024)
                                                               =======       =======
Denominator:
     Denominator for basic earnings (loss) per share -
       weighted average shares of common stock outstanding       9,432         9,197
     Effect of dilutive securities:
       Common stock options                                      1,749          --
                                                               -------       -------
     Denominator for diluted earnings (loss) per share          11,181         9,197
                                                               =======       =======
Basic earnings (loss) per share                                $  0.29       $ (0.87)
                                                               =======       =======
Diluted earnings (loss) per share                              $  0.25       $ (0.87)
                                                               =======       =======
</TABLE>

At  December  31,  1999,  outstanding  options to purchase  11,043  shares at an
exercise  price of $25.38  were  excluded  from the  computation  of diluted net
income per share as the option price was greater  than the average  market price
of the common shares and,  therefore,  would be antidilutive  under the treasury
stock method.

At December 31, 1998,  outstanding options to purchase 1,953,391 of common stock
at prices  ranging from $0.20 to $9.00 were  excluded  from the  computation  of
diluted net loss per share  because the effect of the  conversion of the options
reduces the loss per share and is therefore, antidilutive.


                                       7
<PAGE>


7. Comprehensive Income

Comprehensive  income (loss)  consisted of net income (loss) for the periods and
changes  in  accumulated  translation  adjustments.   Comprehensive  income  was
$2,761,000 for the three months ended December 31, 1999 and  comprehensive  loss
was $8,043,000 for the three months ended December 31, 1998.

8. Segment Information

In the fourth  quarter of fiscal year 1999,  the Company  adopted  Statement  of
Financial  Accounting  Standards  No. 131, "  Disclosures  about  Segments of an
Enterprise and Related  Information"  (FAS 131). FAS 131 establishes  annual and
interim  reporting  standards for an enterprise's  business segments and related
disclosures about its products, services,  geographic areas and major customers.
Based  upon the  criteria  of SFAS  131,  the  Company  has a single  reportable
segment.

The Company  markets its products in the United States and in foreign  countries
through its sales personnel, independent sales representatives and distributors.
The  Company's  geographic  sales,  as a  percentage  of net  revenues,  were as
follows:

                                               Three months ended
                                                   December 31,
                                               -------------------
                                                 1999      1998
                                               -------------------
     Domestic                                     26%        44%
     Export:
        Europe                                    10%        14%
        Japan                                     48%        36%
        Other Pacific Rim Countries               16%         6%
                                               ===================
                                                 100%       100%
                                               ===================

The Company's assets located outside the United States are insignificant.

The  Company's  products  are  sold  to a wide  variety  of  original  equipment
manufacturers through a direct sales force and to a network of distributors.

Customers comprising 10% or greater of the Company's net revenues are summarized
as follows:

                                                     Three months ended
                                                        December 31,
                                                     ------------------
                                                     1999          1998
                                                     ------------------
    Microtek International, Inc. - Japan              37%           32%
    Insight Electronics, Inc. - United States         11%           10%

As  of  December  31,  1999,  Microtek  International  and  Insight  Electronics
accounted for 41% and 12%, respectively, of the Company's trade receivables. The
same customers accounted for 44% and 11%,  respectively,  of the Company's trade
receivables at September 30, 1999.


                                       8
<PAGE>

9.  Recent Accounting Pronouncements

Derivative  Instruments  and Hedging  Activities.  In June 1998,  the  Financial
Accounting  Standards  Board (FASB)  issued  Statement  of Financial  Accounting
Standards  (SFAS) No.133,  "Accounting  for Derivative  Instruments  and Hedging
Activities"  (SFAS  133).  SFAS 133  provides  a  comprehensive  and  consistent
standard  for the  recognition  and  measurements  of  derivatives  and  hedging
activities.  We are  required to adopt SFAS 133, as  amended,  beginning  in the
first  quarter  of  fiscal  2001.  Although  we  have  not  fully  assessed  the
implication  of SFAS 133, we do not expect the adoption of the statement to have
a  significant  effect  on  our  consolidated  financial  position,  results  of
operations or cash flows.

Revenue  Recognition.  In December 1999, the Securities and Exchange  Commission
(SEC) released Staff Accounting Bulletin (SAB) No. 101, "Revenue  Recognition in
Financial  Statements." This bulletin  summarizes  certain  interpretations  and
practices followed by the Division of Corporation  Finance and the Office of the
Chief Accountant of the SEC in administering the disclosure  requirements of the
federal securities laws in applying generally accepted accounting  principles to
revenue recognition in financial statements. Although we have not fully assessed
the  implications  of SAB No. 101, our management  does not believe  adoption of
this  bulletin  will  have  a  material  impact  on our  consolidated  financial
position, results of operations or cash flows.

10. Unusual Charges

During the first  quarter of fiscal  1999,  the  Company  implemented  a plan to
restructure  its  manufacturing  operations in response to a shift in the mix of
products  fabricated  internally  compared  to  products  fabricated  by outside
foundries.  During the several quarters preceding the restructuring,  production
volume and revenue from products  fabricated by outside  foundries had generally
increased,  while the volume and revenue  from  internally  fabricated  products
generally  declined.  As a result,  the Company was in a position of significant
over-capacity  in  its  internal   fabrication  facility  located  in  Milpitas,
California.

In response to the aforementioned,  the Company decided to move gradually toward
a primarily  outsourced  model  through a period of several  years.  The Company
further  decided  to  discontinue   development  of  future  dielectric  process
technology in favor of silicon-on-insulator  technology, where volume production
will be outsourced.  Based on the change in manufacturing  strategy, the Company
estimated the future  nondiscounted  cash flows  relating to the internal  wafer
fabrication  facility  and  concluded  under  FAS No.  121 that  impairment  was
indicated.

The Company engaged  independent  valuation  consultants to assist in evaluating
the fair value of these assets to be held and used in the facility. The Company,
based on the  valuations  wrote-down the carrying value of the equipment by $4.3
million and leasehold improvements by $6.8 million.


                                       9
<PAGE>

The book values of assets,  by category,  before and after the write-down was as
follows (in thousands):

                                            Balances at December 31, 1998
                                     Before Write-Down          After Write-Down
                                     -------------------------------------------
        Machinery & equipment             $ 5,444                    $1,159
        Furniture & Fixtures                   51                        11
        Leasehold Improvements              8,595                     1,830
                                     -------------------------------------------
        Total                             $14,090                    $3,000
                                     ===========================================

The Company  also  believed  that its  decision to  discontinue  development  of
future-generation  products using dielectric isolation technology would obsolete
certain  existing  products and capitalized  patents.  Accordingly,  the Company
recorded a pretax  charge of $1.0 million  related to a write-down  of inventory
and $0.2 million related to a write-down of patents.

The restructuring also included  operating  initiatives to improve the Company's
cost structure  including a reduction of approximately 10% of the Company's work
force. The Company recorded a pretax charge of $0.6 million related to severance
and $0.1 million related to a legal settlement with AMP Incorporated.

These unusual  charges  resulted in pretax charges of $12.0 million to operating
expenses and $1.0  million to cost of goods sold in the first  quarter of fiscal
1999.  Remaining  cash payments  related to these  activities are expected to be
$0.2 million for the remainder of fiscal 2000.  The following  table  summarizes
the restructuring and other charges in thousands:

                                   Total
                               Restructuring   Utilized through  Balance at Dec.
                                  Charge         Dec. 31, 1999      31, 1999
                               -------------------------------------------------
   Asset impairment               $11,090          $11,090             $ -
   Write-down of inventory          1,008            1,008               -
   Payments to employees
      involuntarily terminated        638              409             229
   Write-down of patents              174              174               -
   Legal settlement                   107              107               -
                               -------------------------------------------------
   Total                          $13,017          $12,788            $229
                               =================================================


Item 2:  Management's Discussion and Analysis of Financial Condition and Results
         of Operation

The following discussion contains forward-looking  statements that involve risks
and  uncertainties.  Our  actual  results  could  differ  materially  from those
discussed  here.  Factors  that could cause or  contribute  to such  differences
include,  but are not limited to, those discussed in this section, as well as in
the section entitled  "Business" in our 1999 Form 10-K filed with the Securities
and Exchange Commission.


                                       10
<PAGE>

Results of Operations

The  following  table sets  forth,  as a  percentage  of net  revenues,  certain
consolidated statement of operations data for the periods indicated.

                                                       Three months ended
                                                            Dec. 31,
                                                      ---------------------
                                                       1999           1998
                                                      ---------------------
Net revenues                                          100.0%          100.0%
Gross profit                                           60.9            30.5
Operating expenses:
Research and development                               15.3            16.1
Marketing, sales, general and administrative           19.4            22.8
Unusual charges                                        --             112.7
Income (loss) from operations                          26.2          (121.1)
Income (loss) before income taxes                      27.0          (121.2)
Net income (loss)                                      17.6           (75.3)

Net  Revenues.  Net revenues  were $15.7  million in the first quarter of fiscal
2000, an increase of 47% over net revenues of $10.7 million in fiscal 1999.  The
increase  in net  revenues  was due to an  approximately  95%  increase  in unit
shipments despite a decline of approximately 26% in the average selling price of
our products when compared to the unit shipments and average  selling price from
the first  quarter of fiscal  1999.  We continue to  experience  strong  revenue
growth in the optical storage market, which represented 40% of net revenues,  up
from approximately 26% of net revenues in the first quarter of fiscal 1999.

International  revenues  represented 74% of net revenues,  up significantly from
56% of net revenues in the first quarter of fiscal 1999. Revenues from Japan and
other Pacific Rim countries  increased 22% over the first quarter of fiscal 1999
as a result of  improvement  in the  economic  and  financial  situation  in the
region.

In the first  quarter of fiscal 2000,  domestic  revenues  declined  slightly in
absolute  dollars  compared to the first quarter of 1999 because we discontinued
our military and  commercial  hybrid  product line in fiscal 1999.  This product
line  accounted for 4% of product  revenues in the first quarter of fiscal 1999.
We do not  expect the  discontinuance  of this  product  line to have a material
impact on our fiscal  2000  operating  results.  As a  percentage  of  revenues,
domestic  revenues  decreased  to  26% of net  revenues  compared  to 44% of net
revenues in the first quarter of fiscal 1999 because of a higher revenue base.


Gross  Margin.  Gross  margin was $9.6  million or 60.9% of net  revenues in the
first  quarter of fiscal 2000.  The increase in gross margin as a percentage  of
net revenues,  as compared to 30.5% in the first quarter of fiscal 1999, was due
primarily to the absorption of fixed costs over a larger revenue base,  improved
manufacturing  yields,  pricing  at  third-party  foundries  and the prior  year
inventory write-down.

During the first  quarter of fiscal 1999, we  implemented a plan to  restructure
our  manufacturing  operations  in  response  to a shift in the mix of  products
fabricated  internally  compared to products  fabricated  by outside  foundries.
During  several  quarters  preceding the  restructuring,  production


                                       11
<PAGE>

volume and revenue from products  fabricated by outside  foundries had generally
increased,  while the volume and revenue  from  internally  fabricated  products
generally  declined.  As  a  result,  we  were  in  a  position  of  significant
over-capacity  in  our  internal   fabrication  facility  located  in  Milpitas,
California.

In response we decided to move  gradually  toward a primarily  outsourced  model
through a period of several years. We also decided to discontinue development of
future   dielectric   process   technology  in  favor  of   silicon-on-insulator
technology, where volume production is expected to be outsourced. As a result of
that decision,  it was concluded that certain quantities of dielectric inventory
in excess of known customer  demand might become  obsolete.  Of the $1.0 million
write-down  in the first  quarter of fiscal  1999,  approximately  $0.8  million
related to work in process and  approximately  $0.2 million  related to finished
goods.  The  dielectric  inventory  value  at  December  31,  1998  prior to the
write-down  consisted  of $3.2  million in work in process  and $0.6  million in
finished  goods.  The amount of this inventory on the balance  sheet,  after the
write-down,  at December  31, 1999 was $1.2  million in work in process and $0.7
million in finished goods.

Our  management  is working on programs  to  continue  to improve  manufacturing
efficiencies,  however,  there can be no  assurance  that we will not  encounter
difficulties due to delays with technology introduction, changes in product mix,
unfavorable  manufacturing  yields or other  manufacturing  difficulties  in the
future. Gross margin may continue to fluctuate from quarter to quarter.

Research and Development  Expenses.  Research and development  (R&D) expenses of
$2.4 million  increased  $0.7  million or 40% in the first  quarter of 2000 when
compared to the first quarter of 1999. The increase in R&D expenses in the first
quarter of fiscal 2000 as  compared to the first  quarter of fiscal 1999 was due
primarily to an increase in staffing and related  compensation  of $0.4 million,
particularly design engineering  personnel,  and higher spending of $0.3 million
on new product  designs.  As a percentage of revenues,  research and development
expenses  decreased  from 16.1% to 15.3% for the first quarter of 2000 primarily
due to higher revenues during the first quarter of fiscal 2000.

Marketing, Sales, General and Administrative Expenses. Marketing, sales, general
and administrative (SG&A) expenses of $3.1 million increased $0.6 million or 26%
in the first  quarter of 2000 when  compared to the first  quarter of 1999.  The
increase in SG&A expenses in the first quarter of fiscal 2000 as compared to the
first  quarter of fiscal 1999 was due  primarily  to an increase in staffing and
related  payroll and benefit costs of $0.5 million and higher  outside  services
costs of $0.1 million. As a percentage of revenues, SG&A expenses decreased from
22.8% to 19.4% for the first quarter of 2000  primarily  due to higher  revenues
during the first quarter of fiscal 2000.

Unusual  Charges.  As  discussed  in gross margin  section  above,  in the first
quarter of fiscal 1999, we implemented a plan to restructure  our  manufacturing
operations in response to a shift in the mix of products  fabricated  internally
compared to products fabricated by outside foundries.

Our  restructuring  activities  consisted  primarily  of a write down of certain
equipment,  a write-down  of  inventory,  severance  costs,  and a write-down of
previously  capitalized  patent  costs  (see  Note  10  of  Notes  to  Condensed
Consolidated Financial Statements).  These actions resulted in pretax charges of
$12.0  million to  operating  expenses and $1.0 million to cost of goods sold in
the first quarter of fiscal 1999. Approximately $0.1 million was utilized in the
first quarter of fiscal 2000.


                                       12
<PAGE>

Interest  and Other  Income.  Interest  and other income was $0.1 million in the
first  quarter of fiscal 2000.  Interest  income for the first quarter of fiscal
2000  increased  from the  comparable  period in fiscal  1999 due to higher cash
equivalents and short-term investments.

Provision/Benefit  for Taxes on Income.  The first quarter of 1999 provision for
taxes on income reflects the benefit from the unusual charges  recorded by us in
the first quarter of fiscal 1999.  Income tax provision for the first quarter of
2000 approximates the federal statutory rate.

Factors Affecting Future Results

Except for historical  information  contained  herein,  the matters set forth in
this Form 10-Q,  including  the  statements  in the  following  paragraphs,  are
forward-looking statements that are dependent on certain risks and uncertainties
including  such  factors  as,  among  others,  delays in new product and process
technology  announcements  and product  introductions  by us or our competitors,
competitive pricing pressures,  fluctuations in manufacturing yields, changes in
the mix or markets in which  products  are sold,  availability  and costs of raw
materials, reliance on subcontractors,  the cyclical nature of the semiconductor
industry,  industry-wide  wafer  processing  capacity,  political  and  economic
conditions in various  geographic areas, and costs associated with other events,
such as  under-utilization  or expansion of  production  capacity,  intellectual
property  disputes,  litigation,  or environmental  regulation and other factors
described below.

We continued to show steady  revenue growth in the first quarter of fiscal 2000,
especially in the optical storage and video markets.  Over 89% of our revenue in
the first quarter of fiscal 2000 were derived from the video and optical storage
markets.  These markets are highly dependent on consumer spending.  As a result,
any  significant  downturn in the economic  climate  could lead to a slowdown of
orders from our customers.  Also, a significant portion of the revenue generated
from the  video and  optical  storage  market  is  driven  by  design  wins with
application specific standard products ("ASSPs"). Should our ASSP's get designed
out by some of the our  customers,  our  operating  results  could be  adversely
affected.

We sell our products to distributors  and  manufacturers in Asian countries that
are recovering from an economic recession.  Sales to this region represented 64%
of our net revenues in the first  quarter of fiscal 2000  compared to 42% in the
first quarter of fiscal 1999. Additionally, 37% of the net revenues in the first
quarter of fiscal 2000 were to Microtek International, Inc. in Japan (See Note 8
of Notes to Condensed Consolidated Financial Statements).  Should the region not
be able to sustain this recovery,  there can be no assurance that our results of
operations will not be adversely  impacted in the future.  In addition,  we give
most of our  customers  in Asia  extended  credit  terms,  should  any of  these
customers (especially Microtek International,  Inc.) fail to make timely payment
of our invoices, our operating results could be adversely affected.

We use various external  foundries for the production of CMOS and bipolar wafers
as well as certain process steps in the  manufacturing  of dielectric  isolation
wafers.  The number of foundries  with  capability to process  bipolar wafers is
limited.  Additionally,  we rely on an external vendor for a key process step in
our dielectric  isolation process.  Manufacturing  problems encountered with our
outside foundries may have a material adverse effect on our business and results
of operations.

The   semiconductor   industry  is  extremely  capital   intensive.   To  remain
competitive,  we may  have  to  continue  investing  in  advanced  manufacturing
equipment  and process  technologies.  Our


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management  anticipates  significant  continuing capital expenditures during the
following several years.  There can be no assurance that we will not be required
to seek debt or equity  financing to satisfy our cash and capital  needs or that
such financing will be available on terms  satisfactory to us. If such financing
is required and if such  financing were not available on terms  satisfactory  to
us, our operations would be materially adversely affected.

New products and process technology require significant research and development
expenditures. However, there can be no assurance that we will be able to develop
and  introduce  new products in a timely  manner,  that new  products  will gain
market  acceptance  or  that  new  process   technologies  can  be  successfully
implemented. If we are unable to develop new products in a timely manner, and to
sell them at gross  margins  comparable  to our  current  products,  the  future
results of operations could be adversely impacted.

Part of our future bipolar product development strategy includes the development
of  silicon-on-insulator  ("SOI")  technology.  Currently,  we believe  that, if
successful,  the SOI technology could provide technologically  advanced products
at a lower cost than our  current  dielectric  isolation  complementary  bipolar
technology.  However, there can be no assurance that SOI wafer technology can be
successfully  implemented in a timely manner or that it will provide the desired
improvements over our current technology.  Significant delays or cancellation of
the  development of the SOI technology  could have a material  adverse affect on
our business and results of operations.  In addition,  delays or cancellation of
the  development  of this  technology  could  adversely  affect our new  product
development program.

From time to time, we have experienced production  difficulties that have caused
delivery delays and quality problems. There can be no assurance that we will not
experience manufacturing problems and product delivery delays in the future as a
result of,  among other  things,  changes to our process  technologies,  ramping
production and equipment  failures.  We depend on outside foundries for majority
of our revenue. Any product delivery delays,  quality and manufacturing problems
from these foundries could adversely affect our operating results.

Vigorous  protection and pursuit of  intellectual  property rights or positions,
which  have  resulted  in  significant   and  often   protracted  and  expensive
litigation,  characterize the semiconductor industry. In recent years, there has
been a growing  trend of  companies  to resort to  litigation  to protect  their
semiconductor  technology  from  unauthorized  use by  others.  We  believe  our
products  do not  infringe  upon any  valid  patents.  However,  there can be no
assurance  that our  position in these  matters  will  prevail.  There can be no
assurance that additional  future claims  alleging  infringement of intellectual
property  rights will not be  asserted  against  us. The  intellectual  property
claims that have been made, or may be asserted  against us in the future,  could
require  that  we  discontinue  the  use  of  certain  processes  or  cease  the
manufacture,  use and sale of infringing  products.  Additionally,  we may incur
significant  litigation costs and damages to develop  noninfringing  technology.
There  can be no  assurance  that we will be able to  obtain  such  licenses  on
acceptable  terms or to  develop  noninfringing  technology  without a  material
adverse effect on us.

We are subject to a variety of federal, state and local governmental regulations
related to the use,  storage,  discharge  and  disposal  of toxic,  volatile  or
otherwise  hazardous  chemicals used in its manufacturing  process.  Although we
believe  that our  activities  conform  to  presently  applicable  environmental
regulations,  the failure to comply  with  present or future  regulations  could
result in fines being imposed on us,  suspension of production or a cessation of
operations.  There can be no  assurance  that  regulatory  changes or changes in
regulatory  interpretation  or  enforcement  will  not  render  compliance  more
difficult  and  costly.  Any  failure  on our  part to  control  the use of,  or


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<PAGE>

adequately restrict the discharge of, hazardous substances,  or otherwise comply
with  environmental   regulations,   could  subject  us  to  significant  future
liabilities.

Our  Common  Stock  has  experienced   substantial  price  volatility  and  such
volatility   may   occur  in  the   future,   particularly   as  a   result   of
quarter-to-quarter  variations in the actual or anticipated  financial  results,
the companies in the  semiconductor  industry or in the markets served by us, or
announcements by us or our competitors regarding new product  introductions.  In
addition, the stock market has experienced extreme price and volume fluctuations
that have  affected  the market  price of many  technology  companies'  stock in
particular. These factors may adversely affect the price of our Common Stock.

Our past  performance  may not be a good indicator of future  performance due to
factors  affecting  us, our  competitors,  the  semiconductor  industry  and the
overall  economy.   The   semiconductor   industry  is  characterized  by  rapid
technological  change,  price erosion,  cyclical markets,  periodic  oversupply,
occasional   shortages  of  materials,   capacity   constraints,   variation  in
manufacturing  efficiencies and significant  expenditures for capital  equipment
and  product  development.  Furthermore,  new product  introductions  and patent
protection of existing products are critical factors for future sales growth and
sustained profitability.

 Liquidity and Capital Resources

Our primary  sources of liquidity are cash and  short-term  investments of $19.7
million at December 31,  1999.  Additionally,  at December  31,  1999,  we had a
revolving  credit line of $5.0 million,  all of which was unused and  available.
The line of credit  expires June 30, 2000. The line bears interest at the bank's
prime rate.  Borrowings under this line are secured by a first priority security
interest  in  virtually  all  our  assets  except  for  certain  capital  assets
previously  acquired  under lease  agreements.  The agreement  contains  certain
covenants  that include a  restriction  on the  declaration  and payment of cash
dividends and restrictions on business mergers, acquisitions and investments. We
were in compliance with all covenants at December 31, 1999.

Cash and  equivalents  were $13.7 million at December 31, 1999,  representing  a
decrease of $3.8 million from  September  30, 1999.  The decrease is primarily a
result of purchases of  available  for sale  securities  of  approximately  $4.8
million,   capital  expenditures  of  approximately  $0.8  million,  payment  of
estimated  income  taxes of $0.6  million,  and  payments  on capital  leases of
approximately  $0.4 million.  These cash outflows were partially  offset by cash
generated from operations of $2.6 million and proceeds from exercise of employee
stock options of $0.2 million.

Accounts  receivable  increased 41% from September 30, 1999 to December 31, 1999
while revenues increased by only 10% during the same period.  This increase is a
reflection of the increased  shipments to our customers in Asia. These customers
typically  require  extended  credit  terms.   Inventories  remained  flat  from
September 30, 1999 to December 31, 1999. Inventory management remains an area of
focus as management  balances the need to maintain strategic inventory levels to
ensure competitive lead times versus the risk of inventory  obsolescence because
of rapidly changing technology and customer requirements.

Our  management  believes  that our  current  cash and  equivalents,  short-term
investments,  line of  credit,  borrowing  capacity,  and  cash  generated  from
operations  will satisfy our expected  working  capital and capital  expenditure
requirements for the next twelve months.


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ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Except for the historical information contained herein, the following discussion
contains  forward-looking  statements that involve risks and uncertainties.  Our
actual results could differ  materially from those discussed here.  Factors that
could cause or contribute to such differences  include,  but are not limited to,
those  discussed in this section,  as well as in the section  entitled  "Factors
Affecting Future Results".  We are exposed to market risks related to changes in
interest rates and foreign  currency  exchange  rates.  We do not use derivative
financial instruments for speculative or trading purposes.

Interest  Rate  Sensitivity.  We  maintain  a  short-term  investment  portfolio
consisting mainly of income securities with an average maturity of less than one
year. These available-for-sale  securities are subject to interest rate risk and
will fall in value if market interest rates  increase.  If market interest rates
were to increase immediately and uniformly by 10 percent from levels at December
31,  1999,  the fair value of the  approximately  $6.0 million  portfolio  would
decline by an immaterial  amount. We intend to hold our fixed income investments
until  maturity,  and therefore we do not expect our  operating  results or cash
flows  to be  affected  to any  significant  degree  by the  effect  of a sudden
short-term change in market interest rates on our securities portfolio.

At  December  31,  1999,  we  had  approximately  $3.9  million  of  outstanding
obligations under capital lease  arrangements.  As the lease payments associated
with these  arrangements do not have variable  interest rates, an increase of 10
percent in short-term interest rates would not have a material impact on our net
income or cash flows. We do not hedge any interest rate exposures.

Since we do not have any significant exposure to changing interest rates because
of the low levels of marketable securities with maturities more than 90 days, we
did not undertake any specific  actions to cover  exposure to interest rate risk
and we are not a party to any interest rate risk management transactions. We did
not purchase or hold any derivative financial instruments for trading purposes.

Foreign  Currency  Exchange  Risk.  The Yen is the  functional  currency  of our
subsidiary in Japan and we denominate  certain  sales  transactions  in Japanese
Yen. We have established a foreign currency-hedging  program,  utilizing foreign
currency forward exchange contracts, or forward contracts of various duration to
hedge trade receivables  denominated in Japanese Yen. Under this program,  gains
and  losses on the  forward  contracts  mitigate  the risk of  material  foreign
currency  transaction  gains and losses and offset increases or decreases in our
foreign  currency  receivables.  We do not use  forward  contracts  for  trading
purposes.  We believe  that the use of foreign  currency  financial  instruments
should  reduce the risks that arise from  conducting  business in  international
markets.

Currently  we do not enter into  foreign  exchange  forward  contracts  to hedge
balance sheet  exposures of our  subsidiary in Japan and  intercompany  balances
against future  movements in foreign exchange rates.  However,  we maintain cash
balances  denominated  in Yen. If foreign  exchange rates were to weaken against
the U.S.  dollar  immediately and uniformly by 10 percent from the exchange rate
at December 31, 1999,  the fair value of these  foreign  currency  amounts would
decline by an immaterial  amount.  At the end of each fiscal month,  all foreign
currency  assets and  liabilities are revalued using the month end spot rate and
the  realized and  unrealized  gains and losses are recorded and included in net
income as a component of other income, net.


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<PAGE>


ITEM 6. - EXHIBITS AND REPORTS ON FORM 8-K

(a)      The following exhibits are filed as part of this report:

         Exhibit 27.1 - Financial Data Schedule

(b)      Reports on Form 8-K:

         We did not file any reports on Form 8-K during the quarter.


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SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly caused this  amendment to report to be signed on its behalf
by the undersigned thereunto duly authorized.

                                     ELANTEC SEMICONDUCTOR, INC.
                                     (Registrant)

Date: February 4, 2000               By: /s/ Ephraim Kwok
                                        ------------------
                                        Ephraim Kwok
                                        Chief Financial Officer (duly authorized
                                        officer and principal financial officer)


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<PAGE>


                                  EXHIBIT INDEX

Exhibit

27.1     Financial Data Schedule


                                       19