UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT
          Pursuant to Section 13 or 15(d) of the  Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
March 8, 2004



PLX Technology, Inc.



|Delaware                                       | 0-25699                  | 94-3008334                             
|---------------------------------------------- | ------------------------ | ---------------------------------------
|(State of other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number)

870 Maude Avenue
Sunnyvale, California     94085

(408) 774-9060

Not Applicable(Former Name or Former Address, if Changed Since Last Report)







INFORMATION TO BE INCLUDED IN REPORT

Item 5.		Other Events and Required FD Disclosure.

On March 8, 2004, PLX Technology, Inc., a Delaware corporation ("Registrant") entered into an Agreement and Plan of Reorganization dated as of March 8, 2004 (the "Merger Agreement") with NC Acquisition Sub, Inc.,

Under the terms of the agreement, Registrant will issue common stock and options to purchase common stock with an aggregate value of approximately $20 million, valued at approximately $9.78 per share

Pursuant to a registration rights agreement to be entered into in connection with the Merger, the Registrant will file a shelf registration statement on Form S-3 to enable the sale into the public market of the Registrant's common stock

A copy of the Merger Agreement is attached hereto as Exhibit 2.1 and is incorporated by reference.  The foregoing description of the Merger Agreement is qualified in its entirety by reference to such exhibit.

A copy of the press release, dated March 8, 2004, is attached hereto as Exhibit 99-1.

Item 7.		Financial Statements, Pro FormaFinancial Information and Exhibits.

The following exhibits are being filed with this Current Report on Form 8-K:

|ExhibitNumber | Description                                                                                                                                                     
|------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|              |                                                                                                                                                                 
|2.1           | Agreement and Plan of Reorganization by and among PLX Technology, Inc., NC Acquisition Sub, Inc., NetChip Technology, Inc. and Wei-Ti Liu as Shareholders' Agent
|99.1          | Press Release dated March 8, 2004                                                                                                                               

SIGNATURES

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



PLX TECHNOLOGY, INC.
   (the Registrant)

By:	/s/  Michael J. SalamehMichael J. Salameh
President

Dated:  March 9, 2004

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INDEX TO EXHIBITS

|Exhibit  | Description                                                                                                                                                     
|-------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|2.1 PDF  | Agreement and Plan of Reorganization by and among PLX Technology, Inc., NC Acquisition Sub, Inc., NetChip Technology, Inc. and Wei-Ti Liu as Shareholders' Agent
|99.1 PDF | Press release dated March 8, 2004                                                                                                                               

PDF PDF format filed as a courtesy.

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