##### Table of Contents



X
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended
    
    June 30, 2007TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromCommission File Number
    
    0-18277
 
 Delaware
(State of Incorporation)
    
    04-2742817
(I.R.S. Employer Identification No.)
 
 
 
 o þ
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ




---



##### 



PagePart I - Financial Information:Item 1 - Financial Statements (Unaudited)Condensed Consolidated Balance Sheets at
June 30, 2007 and December 31, 2006 (as restated)
    
    
    1Condensed Consolidated Statements of Operations for the 
three and six months ended June 30, 2007 and 2006 (as restated)
    
    
    2Condensed Consolidated Statements of Cash Flows for the 
six months ended June 30, 2007 and 2006 (as restated)
    
    
    3Notes to Condensed Consolidated Financial Statements (as restated)
    
    
    4Item 2 - Managements Discussion and Analysis of 
Financial Condition and Results of Operations
    
    
    17Item 3 - Quantitative and Qualitative Disclosures About Market Risk
    
    
    25Item 4 - Controls and Procedures
    
    
    26Part II - Other Information:Item 1 - Legal Proceedings
    
    
    28Item 1A - Risk Factors
    
    
    29Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    31Item 3 - Defaults Upon Senior Securities
    
    
    31Item 4 - Submission of Matters to a Vote of Security Holders
    
    
    31Item 5 - Other Information
    
    
    32Item 6 - Exhibits
    
    
    32Signature(s)
    
    
    33EX-31.1 Section 302 Certification of CEOEX-31.2 Section 302 Certification of Interim CFOEX-32.1 Section 906 Certification of CEOEX-32.2 Section 906 Certification of Interim CFO




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##### Table of Contents



FORM 10-Q
PART 1
ITEM 1
PAGE 1
 
 Item 1  Financial Statements
 
  
 Assets
    
    June 30, 2007
    
    
    December 31, 2006(As Restated)Current assets:Cash and cash equivalents
    
    $
    30,249
    
    
    $
    35,860Restricted cash and short-term investments
    
    
    1,045
    
    
    
    1,045Short-term investments
    
    
    51,380
    
    
    
    81,681Accounts receivable, less allowance of
$383 in 2007 and $583 in 2006
    
    
    27,668
    
    
    
    30,399Insurance receivable for litigation settlements
    
    
    2,350
    
    
    
    12,800Inventories, net
    
    
    23,583
    
    
    
    22,001Deferred tax assets
    
    
    3,648
    
    
    
    3,702Other current assets
    
    
    3,035
    
    
    
    2,181Total current assets
    
    
    142,958
    
    
    
    189,669Property, plant and equipment, net
    
    
    48,865
    
    
    
    51,573Other assets
    
    
    5,548
    
    
    
    5,691$
    197,371
    
    
    $
    246,933Liabilities and Stockholders EquityCurrent liabilities:Accounts payable
    
    $
    7,115
    
    
    $
    7,273Accrued compensation and benefits
    
    
    5,583
    
    
    
    5,192Accrued expenses
    
    
    3,532
    
    
    
    4,189Accrual for litigation settlements
    
    
    2,590
    
    
    
    50,000Income taxes payable
    
    
    2,364
    
    
    
    2,049Deferred revenue
    
    
    528
    
    
    
    76Total current liabilities
    
    
    21,712
    
    
    
    68,779Deferred income taxes
    
    
    4,315
    
    
    
    4,389Minority interests
    
    
    3,590
    
    
    
    3,593Stockholders equity:Preferred Stock
    
    
    
    
    
    
    Class B Common Stock
    
    
    119
    
    
    
    119Common Stock
    
    
    382
    
    
    
    382Additional paid-in capital
    
    
    158,567
    
    
    
    158,021Retained earnings
    
    
    130,465
    
    
    
    133,405Accumulated other comprehensive income
    
    
    48
    
    
    
    72Treasury stock, at cost
    
    
    (121,827
    )
    
    
    (121,827
    )Total stockholders equity
    
    
    167,754
    
    
    
    170,172$
    197,371
    
    
    $
    246,933




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##### Table of Contents



FORM 10-Q
PART I
ITEM 1
PAGE 2
 
  
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006(As restated)
    
    
    
    
    
    
    (As restated)Net revenues
    
    $
    47,206
    
    
    $
    49,210
    
    
    $
    94,187
    
    
    $
    97,082Cost of revenues
    
    
    27,607
    
    
    
    28,101
    
    
    
    54,361
    
    
    
    54,871Gross margin
    
    
    19,599
    
    
    
    21,109
    
    
    
    39,826
    
    
    
    42,211Operating expenses:Selling, general and administrative
    
    
    12,163
    
    
    
    11,657
    
    
    
    24,176
    
    
    
    22,571Research and development
    
    
    7,667
    
    
    
    8,028
    
    
    
    15,067
    
    
    
    15,570(Gain) loss from litigation-related
settlements, net
    
    
    (1,353
    )
    
    
    0
    
    
    
    (1,353
    )
    
    
    0Total operating expenses
    
    
    18,477
    
    
    
    19,685
    
    
    
    37,890
    
    
    
    38,141Income from operations
    
    
    1,122
    
    
    
    1,424
    
    
    
    1,936
    
    
    
    4,070Other income (expense), net
    
    
    906
    
    
    
    1,409
    
    
    
    2,483
    
    
    
    2,469Income before income taxes
    
    
    2,028
    
    
    
    2,833
    
    
    
    4,419
    
    
    
    6,539Provision (benefit) for income taxes
    
    
    298
    
    
    
    (41
    )
    
    
    287
    
    
    
    589Loss from equity method investment (net of
tax)
    
    
    756
    
    
    
    92
    
    
    
    837
    
    
    
    172Net income
    
    $
    974
    
    
    $
    2,782
    
    
    $
    3,295
    
    
    $
    5,778Net income per common share:Basic
    
    $
    0.02
    
    
    $
    0.07
    
    
    $
    0.08
    
    
    $
    0.14Diluted
    
    $
    0.02
    
    
    $
    0.07
    
    
    $
    0.08
    
    
    $
    0.14Shares used to compute
net income per share:Basic
    
    
    41,576
    
    
    
    42,144
    
    
    
    41,570
    
    
    
    42,046Diluted
    
    
    41,641
    
    
    
    42,482
    
    
    
    41,628
    
    
    
    42,433Cash dividends per share
    
    $
    0.00
    
    
    $
    0.15
    
    
    $
    0.15
    
    
    $
    0.27




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##### Table of Contents



FORM 10-Q
PART I
ITEM 1
PAGE 3
 
  
 Six Months EndedJune 30, 2007
    
    
    June 30, 2006(As restated)Operating activities:Net income
    
    $
    3,295
    
    
    $
    5,778Adjustments to reconcile net income to net
Cash (used in) provided by operating activities:Depreciation and amortization
    
    
    6,185
    
    
    
    7,337Loss from equity method investee (net of tax)
    
    
    837
    
    
    
    172Stock compensation expense
    
    
    321
    
    
    
    350(Accretion) amortization of bond (discount) premium
    
    
    (321
    )
    
    
    90Gain on disposals of equipment
    
    
    (23
    )
    
    
    (35
    )Minority interest in net income of subsidiaries
    
    
    89
    
    
    
    304Change in current assets and liabilities, net
    
    
    (36,371
    )
    
    
    (7,013
    )Net cash (used in) provided by operating activities
    
    
    (25,988
    )
    
    
    6,983Investing activities:Purchases of investments
    
    
    (72,408
    )
    
    
    (48,454
    )Sales and maturities of investments
    
    
    103,030
    
    
    
    45,357Additions to property, plant and equipment
    
    
    (3,140
    )
    
    
    (2,979
    )Proceeds from sale of equipment
    
    
    23
    
    
    
    0Purchase of equity method investment
    
    
    (1,000
    )
    
    
    0Increase in other assets
    
    
    (40
    )
    
    
    (105
    )Net cash provided by (used in) investing activities
    
    
    26,465
    
    
    
    (6,181
    )Financing activities:Proceeds from issuance of Common Stock
    
    
    227
    
    
    
    5,458Dividends paid
    
    
    (6,327
    )
    
    
    (5,030
    )Acquisitions of treasury stock
    
    
    0
    
    
    
    (4,884
    )Net cash used in financing activities
    
    
    (6,100
    )
    
    
    (4,456
    )Effect of foreign exchange rates on cash
    
    
    12
    
    
    
    (22
    )Net decrease in cash and cash equivalents
    
    
    (5,611
    )
    
    
    (3,676
    )Cash and cash equivalents at beginning of period
    
    
    35,860
    
    
    
    33,703Cash and cash equivalents at end of period
    
    $
    30,249
    
    
    $
    30,027




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 4
  
 
 Basis of Presentation
    Cash and Short-Term Investments




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 5
  
 Stock-Based Compensation
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Cost of revenues
    
    $
    14
    
    
    $
    19
    
    
    $
    24
    
    
    $
    49Selling, general and administrative
    
    
    46
    
    
    
    93
    
    
    
    164
    
    
    
    179Research and development
    
    
    67
    
    
    
    60
    
    
    
    133
    
    
    
    122Total stock based compensation
    
    $
    127
    
    
    $
    172
    
    
    $
    321
    
    
    $
    350
 Net Income per Share
  Three Months Ended
    
    
    Six Months EndedJune 30
    
    
    June 302007
    
    
    2006
    
    
    2007
    
    
    2006(As restated)
    
    
    
    
    
    
    (As restated)Numerator:Net income
    
    $
    974
    
    
    $
    2,782
    
    
    $
    3,295
    
    
    $
    5,778Denominator:Denominator for basic income
per share-weighted average shares
    
    
    41,576
    
    
    
    42,144
    
    
    
    41,570
    
    
    
    42,046Effect of dilutive securities:Employee stock options
    
    
    65
    
    
    
    338
    
    
    
    58
    
    
    
    387Denominator for diluted income per
share-adjusted weighted-average
shares and assumed conversions
    
    
    41,641
    
    
    
    42,482
    
    
    
    41,628
    
    
    
    42,433Basic income per share
    
    $
    0.02
    
    
    $
    0.07
    
    
    $
    0.08
    
    
    $
    0.14Diluted income per share
    
    $
    0.02
    
    
    $
    0.07
    
    
    $
    0.08
    
    
    $
    0.14




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 6
  
 Net Income per Share (Continued)
  Inventories
   June 30, 2007
    
    
    December 31, 2006Raw materials
    
    $
    24,894
    
    
    $
    23,805Work-in-process
    
    
    2,840
    
    
    
    2,319Finished goods
    
    
    4,422
    
    
    
    4,24032,156
    
    
    
    30,364Inventory reserves
    
    
    (8,573
    )
    
    
    (8,363
    )Net balance
    
    $
    23,583
    
    
    $
    22,001
 Investments




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 7
  
 Investments (Continued)
   June 30, 2007
    
    
    December 31, 2006Equity method goodwill
    
    $
    920
    
    
    $
    775Intangible assets, net of amortization
    
    
    68
    
    
    
    51$
    988
    
    
    $
    826




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 8
  
 Investments (Continued)
  Three Months Ended
    
    
    Six Months EndedJune 30
    
    
    June 302007
    
    
    2006
    
    
    2007
    
    
    2006(As restated)
    
    
    
    
    
    
    (As restated)Allocation of losses from equity
method
investment (net of tax)
    
    $
    89
    
    
    $
    51
    
    
    $
    148
    
    
    $
    90Amortization of
intangible assets (net of tax)
    
    
    47
    
    
    
    41
    
    
    
    69
    
    
    
    82Other than temporary
decline in investment
    
    
    620
    
    
    
    -
    
    
    
    620
    
    
    
    -$
    756
    
    
    $
    92
    
    
    $
    837
    
    
    $
    172
  As Restated
    
    As Previously ReportedAs of December 31, 2006:Other assets
    
    $
    5,691
    
    
    $
    6,865Total assets
    
    
    246,933
    
    
    
    248,107Retained earnings
    
    
    133,405
    
    
    
    134,579Total stockholders equity
    
    
    170,172
    
    
    
    171,346Three months ended June 30, 2006:Loss from equity method investment, net
    
    $
    92
    
    
    $
    0Net income
    
    
    2,782
    
    
    
    2,874Net income per share  diluted
    
    
    0.07
    
    
    
    0.07Six months ended June 30, 2006:Loss from equity method investment, net
    
    $
    172
    
    
    $
    0Net income
    
    
    5,778
    
    
    
    5,950Net income per share  diluted
    
    
    0.14
    
    
    
    0.14




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 9
  
 Investments (Continued)
   Product Warranties
   2007
    
    
    2006Balance at the beginning of the period
    
    $
    1,046
    
    
    $
    755Accruals for warranties for products sold in the period
    
    
    190
    
    
    
    101Fulfillment of warranty obligations
    
    
    (126
    )
    
    
    (77
    )Revisions of estimated obligations
    
    
    (232
    )
    
    
    (143
    )Balance at the end of the period
    
    $
    878
    
    
    $
    636




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 10
  
 Income Taxes




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 11
  
 Income Taxes (Continued)
  Comprehensive Income (Loss)
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006(As restated)
    
    
    
    
    
    
    (As restated)Net income
    
    $
    974
    
    
    $
    2,782
    
    
    $
    3,295
    
    
    $
    5,778Foreign currency translation (loss) gain
    
    
    (44
    )
    
    
    34
    
    
    
    (30
    )
    
    
    26Unrealized gains on available for sale
securities
    
    
    0
    
    
    
    52
    
    
    
    6
    
    
    
    99Comprehensive income
    
    $
    930
    
    
    $
    2,868
    
    
    $
    3,271
    
    
    $
    5,903
 Legal Proceedings




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 12
  
 Legal Proceedings (Continued)
    Segment Information




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 13
  
 Segment Information (Continued)




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 14
  
 Segment Information (Continued)
  Brick
    
    V*I Chip
    
    Picor
    
    Corporate
    
    Eliminations
    
    Total2007:Net revenues
    
    $
    45,601
    
    
    $
    1,422
    
    
    $
    1,124
    
    
    $
    -
    
    
    $
    (941
    )
    
    $
    47,206Income (loss) from
operations
    
    
    6,228
    
    
    
    (5,769
    )
    
    
    (709
    )
    
    
    1,207
    
    
    
    165
    
    
    
    1,122Total assets
    
    
    131,087
    
    
    
    10,020
    
    
    
    7,367
    
    
    
    113,720
    
    
    
    (64,823
    )
    
    
    197,371Depreciation and
amortization
    
    
    2,076
    
    
    
    502
    
    
    
    97
    
    
    
    377
    
    
    
    -
    
    
    
    3,0522006:Net revenues
    
    $
    48,477
    
    
    $
    609
    
    
    $
    168
    
    
    $
    -
    
    
    $
    (44
    )
    
    $
    49,210Income (loss) from
operations
    
    
    9,273
    
    
    
    (6,101
    )
    
    
    (1,232
    )
    
    
    (277
    )
    
    
    (239
    )
    
    
    1,424Total assets (as restated)
    
    
    104,832
    
    
    
    8,497
    
    
    
    6,926
    
    
    
    159,766
    
    
    
    (37,031
    )
    
    
    242,990Depreciation and
amortization
    
    
    2,278
    
    
    
    468
    
    
    
    81
    
    
    
    515
    
    
    
    -
    
    
    
    3,342The following table provides significant segment financial data as of and for the six
months ended June 30, 2007 and 2006 (in thousands):Brick
    
    V*I Chip
    
    Picor
    
    Corporate
    
    Eliminations
    
    Total2007:Net revenues
    
    $
    91,476
    
    
    $
    2,393
    
    
    $
    2,277
    
    
    $
    -
    
    
    $
    (1,959
    )
    
    $
    94,187Income (loss) from operations
    
    
    13,766
    
    
    
    (11,637
    )
    
    
    (1,298
    )
    
    
    817
    
    
    
    288
    
    
    
    1,936Total assets
    
    
    131,087
    
    
    
    10,020
    
    
    
    7,367
    
    
    
    113,720
    
    
    
    (64,823
    )
    
    
    197,371Depreciation and amortization
    
    
    4,027
    
    
    
    988
    
    
    
    212
    
    
    
    958
    
    
    
    -
    
    
    
    6,1852006:Net revenues
    
    $
    95,383
    
    
    $
    1,467
    
    
    $
    1,407
    
    
    $
    -
    
    
    $
    (1,175
    )
    
    $
    97,082Income (loss) from operations
    
    
    17,438
    
    
    
    (11,952
    )
    
    
    (1,356
    )
    
    
    (555
    )
    
    
    495
    
    
    
    4,070Total assets (as restated)
    
    
    104,832
    
    
    
    8,497
    
    
    
    6,926
    
    
    
    159,766
    
    
    
    (37,031
    )
    
    
    242,990Depreciation and amortization
    
    
    5,244
    
    
    
    919
    
    
    
    156
    
    
    
    1,018
    
    
    
    -
    
    
    
    7,337The elimination for total assets is principally related to inter-segment receivables due to
the Brick segment for the funding of V*I Chip segment operations and for the purchase of
equipment for both V*I Chip and Picor segments.




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 15
  
 Dividends
     Impact of Recently Issued Accounting Standards




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##### Table of Contents



FORM 10-QPART IITEM 1PAGE 16
  
 Impact of Recently Issued Accounting Standards (Continued)




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##### Table of Contents



FORM 10-QPART IITEM 2PAGE 17
  
 
 Item 2  Managements Discussion and Analysis of Financial Condition and Results of Operations
  Critical Accounting Policies and Estimates
  Other Investments




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##### Table of Contents



FORM 10-QPART IITEM 2PAGE 18
  
 Other Investments (Continued)
  Income Taxes
  Results of Operations
 Three months ended June 30, 2007 compared to three months ended June 30, 2006




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##### Table of Contents



FORM 10-QPART IITEM 2
PAGE 19




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##### Table of Contents



FORM 10-QPART IITEM 2PAGE 20
  
  Increase2007
    
    
    2006
    
    
    (decrease)Interest income
    
    
    $973
    
    
    
    $1,346
    
    
    
    $(373
    )Foreign currency (losses) gains
    
    
    (77
    )
    
    
    158
    
    
    
    (235
    )Minority interest in net income of
subsidiaries
    
    
    (72
    )
    
    
    (151
    )
    
    
    79Other
    
    
    82
    
    
    
    56
    
    
    
    26$906
    
    
    
    $1,409
    
    
    
    $(503
    )




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##### Table of Contents



FORM 10-QPART IITEM 2PAGE 21
  
   Six months ended June 30, 2007 compared to six months ended June 30, 2006




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##### Table of Contents



FORM 10-QPART IITEM 2PAGE 22
  
     Increase2007
    
    
    2006
    
    
    (decrease)Interest income
    
    
    $2,512
    
    
    
    $2,489
    
    
    
    $   23Foreign currency (losses) gains
    
    
    (36
    )
    
    
    211
    
    
    
    (247
    )Minority interest in net income of
subsidiaries
    
    
    (89
    )
    
    
    (304
    )
    
    
    215Other
    
    
    96
    
    
    
    73
    
    
    
    23$2,483
    
    
    
    $2,469
    
    
    
    $   14




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##### Table of Contents



FORM 10-QPART IITEM 2PAGE 23




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##### Table of Contents



FORM 10-QPART IITEM 2PAGE 24
  
 Liquidity and Capital Resources




---



##### Table of Contents



FORM 10-QPART IITEMS 2-3PAGE 25
  
    
 Item 3  Quantitative and Qualitative Disclosures About Market Risk




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##### Table of Contents



FORM 10-QPART IITEM 4PAGE 26
 
 
 Item 4  Controls and Procedures




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##### Table of Contents



FORM 10-QPART IITEM 4PAGE 27
 
     
    
    The Company performed an overall assessment of the staffing
requirements for the accounting department and obtained approval to
add two positions to its corporate accounting function to assist the
Company in evaluating complex and judgmental accounting and tax
issues. The Company filled both of the positions. One individual
began working with the Company in June 2007 and the second individual
began working with the Company at the end of August 2007. In a
separate development, in December 2007 the Company announced that Mark
A. Glazer, Chief Financial Officer, Treasurer and Secretary
transitioned to the position of Vice President of Treasury Services.
Richard J. Nagel, Jr., Vice President, Chief Accounting Officer
assumed the role of Interim Chief Financial Officer. The Company has
begun a search for a new Chief Financial Officer, which it expects
will take several months to complete.
    
    Management enhanced its policies and procedures related to review of
its cost-based investments for the six months ended June 30, 2007, by
including input from additional members of management, including the
Companys CEO. The Company is also developing processes and controls
to ensure proper accounting and reporting for the investment, now that
it is accounted for under the equity method of accounting (see Note 6.
to the unaudited condensed consolidated financial statements).




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##### Table of Contents



FORM 10-QPART IIITEM 1PAGE 28
 
 
 
 Item 1  Legal Proceedings




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##### Table of Contents



FORM 10-QPART IIITEMS 1-1APAGE 29
 
 Item 1  Legal Proceedings (Continued)
  
 Item 1A  Risk Factors
  If we fail to develop or maintain an effective system of internal controls, we may not be
able to accurately report our financial results or prevent fraud or to ensure that
information required to be disclosed by the Company in the reports it files or submits under
the Exchange Act is recorded, processed, summarized and reported within the time periods
specified.




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##### Table of Contents



FORM 10-QPART IIITEM 1APAGE 30
 
 Item 1A  Risk Factor (Continued)
 If we are unable to obtain required financial information for certain investments on a
timely basis, we may not be able to accurately report our financial results in the reports
we file or submit under the Exchange Act, within the time periods specified.
   The failure of auction rate securities to sell at their reset dates could impact the
liquidity of the investment and could negatively impact the carrying value of the
investment.




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##### Table of Contents



FORM 10-QPART IIITEMS 2-4PAGE 31
 
 
 Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds
 Issuer Purchases of Equity Securities
 Maximum Number(or ApproximateTotal Number of
    
    
    Dollar Value) ofShares (or Units)
    
    
    Shares (or Units)Total Number
    
    
    
    
    
    
    Purchased as Part
    
    
    that May Yet Beof Shares (or
    
    
    
    
    
    
    of Publicly
    
    
    Purchased UnderUnits)
    
    
    Average Price Paid
    
    
    Announced Plans
    
    
    the Plans orPeriod
    
    Purchased
    
    
    per Share (or Unit)
    
    
    or Programs
    
    
    ProgramsApril 1  30, 2007
    
    
    -
    
    
    
    -
    
    
    
    -
    
    
    
    $8,541,000May 1  31, 2007
    
    
    -
    
    
    
    -
    
    
    
    -
    
    
    
    $8,541,000June 1  30, 2007
    
    
    -
    
    
    
    -
    
    
    
    -
    
    
    
    $8,541,000Total
    
    
    -
    
    
    
    $-
    
    
    
    -
    
    
    
    $8,541,000
  
 Item 3 - Defaults Upon Senior Securities
  
 Item 4 - Submission of Matters to a Vote of Security Holders
   Nominee
    
    Votes For
    
    
    Votes WithheldPatrizio Vinciarelli
    
    
    139,090,166
    
    
    
    5,883,663Estia J. Eichten
    
    
    143,045,372
    
    
    
    1,928,457Barry Kelleher
    
    
    138,891,900
    
    
    
    6,081,929David T. Riddiford
    
    
    143,047,693
    
    
    
    1,926,136Samuel Anderson
    
    
    138,955,902
    
    
    
    6,017,927Claudio Tuozzolo
    
    
    138,841,203
    
    
    
    6,132,626




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##### Table of Contents



FORM 10-QPART II
ITEMS 5-6
PAGE 32
 
 
 Item 5 - Other Information
  
 Item 6 - Exhibits
 Exhibit Number
    
    Description10.1
    
    V*I Chip Corporation Amended 2007 Stock Option and Incentive Plan (filed as
Exhibit 10.1 to the Companys Current Report on Form 8-K, dated June 6, 2007, and
incorporated herein by reference)10.2
    
    V*I Chip Corporation Form of Non-Qualified Stock Option Agreement (filed as
Exhibit 10.2 to the Companys Current Report on Form 8-K, dated June 6, 2007, and
incorporated herein by reference)10.3
    
    V*I Chip Corporation Form of Stock Restriction Agreement (filed as Exhibit
10.3 to the Companys Current Report on Form 8-K, dated June 6, 2007, and incorporated
herein by reference)31.1
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the
Securities Exchange Act of 193431.2
    
    Certification of Interim Chief Financial Officer pursuant to Rule 13a-14(a) of
the Securities Exchange Act of 193432.1
    
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    Certification of Interim Chief Financial Officer pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002




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##### Table of Contents



Form 10-QPART IIPAGE 33
 
 SIGNATURES
  VICOR CORPORATIONDate:  February 26, 2008
    By:
    /s/ Patrizio VinciarelliPatrizio VinciarelliPresident, Chief Executive Officer
and Chairman of the Board
(Principal Executive Officer)Date: February 26, 2008
    By:
    /s/ Richard J. Nagel, Jr.Richard J. Nagel, Jr.Interim Chief Financial Officer,
Vice President, Chief Accounting Officer
(Principal Financial Officer)