##### Table of Contents





UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
    Form 20-F
  (Mark One)o

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR(g)
    OF THE SECURITIES EXCHANGE ACT OF 1934ORþ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934:For the fiscal year ended
    December 31,
    2010ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934:For the transition period
    from          toORo

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
    THE SECURITIES EXCHANGE ACT OF 1934:Date of event requiring this shell company
    report   Commission file number 001-33464
 LDK Solar Co., Ltd.
 (Exact name of Registrant as
    specified in its charter)
 N/A
 (Translation of
    Registrants name into English)
 Cayman Islands
 (Jurisdiction of incorporation
    or organization)
 Hi-Tech Industrial
    Park
 Xinyu City
 Jiangxi Province
    338032
 Peoples Republic of
    China
 (Address of principal executive
    offices)
 Jack Lai
 Chief Financial
    Officer
 +1 (408) 245-0858
    (Telephone)
 +1 (408) 245-8802
    (Facsimile)
 1290 Oakmead Parkway, Suite
    306
 Sunnyvale, California
    94085
 (Name, Telephone, Email and/or
    Facsimile number and Address of Company Contact
    Person)
   Securities registered or to be
    registered pursuant to Section 12(b) of the Securities
    Exchange Act.
  Title of Each Class

Name of Each Exchange on which RegisteredAmerican depositary shares, each representing
    one ordinary share of par value $0.10 per share

New York Stock Exchange, Inc.   Securities registered or to be
    registered pursuant to Section 12(g) of the Securities
    Exchange
    Act. None
  Securities for which there is a
    reporting obligation pursuant to Section 15(d) of the
    Securities Exchange
    Act. None
   Indicate the number of outstanding shares of each of the
    issuers classes of capital or common stock as of the close
    of the period covered by the annual report.
  þ o
  o þ
    þ o
  Regulation S-T o þ
  Rule 12b-2
  Large accelerated
    filer þ
    Accelerated
    filer o
    Non-accelerated
    filer o    U.S. GAAP þ

International Financial Reporting Standards as issued by the
    International Accounting Standards
    Board

o

Other o   o o
  Rule 12b-2 o þ
    o o




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##### Table of Contents





Table of
    Contents
   
 PageCertain Terms and Conventions


4Exchange Rate Information


5Forward-Looking Statements


5PART IITEM 1.


IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND
    ADVISERS


6ITEM 2.


OFFER STATISTICS AND EXPECTED TIMETABLE


6ITEM 3.


KEY INFORMATION


7A. Selected Financial and Operating Data


7B. Capitalization and Indebtedness


9C. Reasons for the Offer and Use of Proceeds


9D. Risk Factors


10ITEM 4.


INFORMATION ON THE COMPANY


45A. History and Development


45B. Business Overview


46C. Organizational Structure


62D. Property, Plants and Equipment


64ITEM 4A.


UNRESOLVED STAFF COMMENTS


64ITEM 5.


OPERATING AND FINANCIAL REVIEW AND PROSPECTS


64A. Operating Results


64B. Liquidity and Capital Resources


86C. Research and Development, Patents and
    Licenses, Etc.


93D. Trend Information


94E. Off-Balance Sheet Arrangements


97F. Tabular Disclosure of Contractual
    Obligations


98ITEM 6.


DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES


99A. Directors and Senior Management


99B. Compensation of Directors and Officers


101C. Board Practices


102D. Employees


104E. Share Ownership


104ITEM 7.


MAJOR SHAREHOLDERS AND RELATED PARTY
    TRANSACTIONS


108A. Major Shareholders


108B. Related Party Transactions


108C. Interests of Experts and Counsel


110ITEM 8.


FINANCIAL INFORMATION


110A. Consolidated Statements and Other Financial
    Information


110B. Significant Changes


111ITEM 9.


THE OFFER AND LISTING


111ITEM 10.


ADDITIONAL INFORMATION


112A. Share Capital


112B. Memorandum and Articles of Association


112C. Material Contracts


120 2




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PageD. Exchange Controls


120E. Taxation


120F. Dividends and Paying Agents


126G. Statement by Experts


126H. Documents on Display


126I. Subsidiary Information


127ITEM 11.


QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT
    MARKET RISK


127ITEM 12.


DESCRIPTION OF SECURITIES OTHER THAN EQUITY
    SECURITIES


129PART IIITEM 13.


DEFAULTS, DIVIDEND ARREARAGES AND
    DELINQUENCIES


139ITEM 14.


MATERIAL MODIFICATIONS TO RIGHTS OF SECURITY
    HOLDERS AND USE OF PROCEEDS


139A. Material Modification to Instruments Defining
    Rights of Security Holders


140B. Material Modification to Rights of Registered
    Securities by Issuing or Modifying any Other Class of
    Securities


140C. Withdrawal or Substitution of a Material
    Amount of the Assets Securing any Registered Securities


140D. Change of Trustees or Paying Agents for any
    Registered Securities


140E. Use of Proceeds


140ITEM 15.


CONTROLS AND PROCEDURES


140ITEM 16


RESERVED


142ITEM 16A.


AUDIT COMMITTEE FINANCIAL EXPERT


142ITEM 16B.


CODE OF ETHICS


142ITEM 16C.


PRINCIPAL ACCOUNTANT FEES AND SERVICES


142ITEM 16D.


EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT
    COMMITTEES


142ITEM 16E.


PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND
    AFFILIATED PURCHASERS


143ITEM 16F.


CHANGE IN REGISTRANTS CERTIFYING
    ACCOUNTANT


143ITEM 16G.


CORPORATE GOVERNANCE


143PART IIIITEM 17.


FINANCIAL STATEMENTS


144ITEM 18.


FINANCIAL STATEMENTS


144ITEM 19.


EXHIBITS


144Index to Consolidated Financial Statements


F-1EX-2.5EX-4.14EX-4.15EX-8EX-12.1EX-12.2EX-13.1EX-13.2EX-15.1   3




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CERTAIN
    TERMS AND CONVENTIONS                    
    off-grid applications are to applications of PV
    products to systems that operate on a stand-alone basis to
    provide electricity independent of an electricity transmission
    grid; and
    on-grid applications are to applications of PV
    products to systems that are connected to an electricity
    transmission grid and feed electricity generated into the
    electricity transmission grid. 4




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EXCHANGE
    RATE INFORMATION      Noon Buying RatePeriod

Period End

Average

High

Low(Renminbi per $1.00)2006


7.8041



7.9579



8.0702



7.80412007


7.2946



7.6058



7.8127



7.29462008


6.8225



6.9477



7.2946



6.78002009


6.8259



6.8307



6.8470



6.81762010


6.6000



6.7603



6.8330



6.6000October


6.6705



6.6675



6.6912



6.6397November


6.6670



6.6538



6.6892



6.6330December


6.6000



6.6497



6.6745



6.60002011January


6.6017



6.5964



6.6364



6.5809February


6.5713



6.5761



6.5965



6.5520March


6.5483



6.5645



6.5743



6.5483      FORWARD-LOOKING
    STATEMENTS  and/or
 5




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
    our goals and strategies;
    our future business development, results of operations and
    financial condition;
    our plans to expand our production capacity of photovoltaic
    products, including solar wafers, cells, modules and polysilicon;
    expected growth of and changes in the PV industry, solar power
    industry and renewable energy industry;
    our ability to maintain and strengthen our position as a leading
    vertically integrated manufacturer of PV products;
    our ability to maintain a strong relationship with any
    particular supplier or customer;
    effect of competition on demand for and price of our products;
    determination of the fair value of our ordinary shares and
    American depositary shares, or ADSs;
    any government subsidies and economic incentives to us or to the
    PV industry;
    PRC governmental policies regarding foreign investments; and
    risks identified under Item 3. Key Information 
    D. Risk Factors in this annual report.     PART I  ITEM 1.
    IDENTITY
    OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS    ITEM 2.
    OFFER
    STATISTICS AND EXPECTED TIMETABLE   6




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ITEM 3.
    KEY
    INFORMATION A.Selected
    Financial and Operating Data      Year Ended December 31,2006

2007

2008

2009

2010(In thousands, except per share and per ADS data)Consolidated Statement of Operations DataNet sales

$
105,454


$
523,946


$
1,643,495


$
1,098,038


$
2,509,347Provision for inventory write-downs






(4,170
)


(311,999
)


(180,213
)


(6,113
)Gross profit
    (loss)(1)


41,492



170,237



88,356



(113,583
)


557,835Provision for doubtful recoveries of prepayment to suppliers and
    trade accounts receivable










(20,582
)


(22,425
)


(3,872
)Income (loss) from
    operations(2)


37,145



146,802



8,990



(230,132
)


434,917Interest expense and amortization of convertible senior notes
    issuance costs and debt
    discount(3)


(7,133
)


(9,419
)


(38,162
)


(50,068
)


(95,012
)Government subsidy


1,268



3,461



19,665



26,927



5,625Change in fair value of prepaid forward contracts










60,028







Earnings (loss) before income taxes


30,069



143,301



71,547



(254,908
)


362,677Net income
    (loss)(4)

$
30,182


$
144,059


$
66,408


$
(233,996
)

$
296,467Earnings attributable to noncontrolling interests














(229
)


(5,670
)Accretion of Series A, Series B and Series C
    preferred shares to redemption values


(2,729
)


(4,937
)










Deemed dividend to Series A preferred shareholders


(1,568
)














Net income (loss) attributable to our
    shareholders(4)


25,885



139,122



66,408



(234,225
)


290,797Earnings (loss) per ordinary
    share(4)Basic

$
0.35


$
1.50


$
0.63


$
(2.18
)

$
2.32Diluted

$
0.35


$
1.37


$
0.61


$
(2.18
)

$
2.27 7




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##### Table of Contents



Year Ended December 31,2006

2007

2008

2009

2010(In thousands, except per share and per ADS data)Earnings (loss) per ADSBasic

$
0.35


$
1.50


$
0.63


$
(2.18
)

$
2.32Diluted

$
0.35


$
1.37


$
0.61


$
(2.18
)

$
2.27Ordinary shares used in computationBasic


75,000



92,674



104,994



107,238



125,581Diluted


75,000



104,859



109,240



107,238



136,568     (1)
    
    Gross profit (loss) for the years
    ended December 31, 2006, 2007, 2008, 2009 and 2010
    reflected $174,000, $1,772,000, $3,667,000, $3,381,000 and
    $2,783,000 of share-based compensation expense allocated to cost
    of goods sold, respectively.(2)
    
    Income (loss) from operations for
    the years ended December 31, 2006, 2007, 2008, 2009 and
    2010 reflected $2,028,000, $9,390,000, $16,614,000, $14,212,000
    and $11,044,000 of share-based compensation expense,
    respectively.(3)
    
    Interest expense for the years
    ended December 31, 2006, 2007, 2008, 2009 and 2010 included
    $4,440,000, nil, nil, nil and nil, respectively, related to debt
    discount amortization for the embedded beneficial conversion
    feature of our exchangeable notes issued in July 2006, and nil,
    nil, $14,019,000, $14,574,000 and $19,278,000, respectively,
    related to interest and the amortization of issuance costs and
    debt discount of our convertible senior notes issued in April
    2008.(4)
    
    Our PRC subsidiary, Jiangxi LDK
    Solar, is entitled to an exemption from PRC national enterprise
    income tax for at least two years and PRC local enterprise
    income tax for at least five years, each beginning with calendar
    year 2006. Without this tax holiday, our income tax expense
    would have increased and our net income and net income
    attributable to our shareholders would have been reduced by
    approximately $12,387,000, $53,316,000, $5,897,000 and
    $44,561,000 for the years ended December 31, 2006, 2007,
    2008 and 2010, respectively. Our basic earnings per share would
    have been reduced by $0.17, $0.58, $0.06 and $0.35 for the years
    ended December 31, 2006, 2007, 2008 and 2010, respectively,
    and our diluted earnings per share would have been reduced by
    $0.17, $0.51, $0.05 and $0.33 for the years ended
    December 31, 2006, 2007, 2008 and 2010, respectively. As
    Jiangxi LDK Solar incurred loss for the year ended
    December 31, 2009, the above mentioned tax holiday had no
    impact on our income tax expense, net loss, net loss
    attributable to our shareholders, basic loss per share and
    diluted loss per share for the year ended December 31, 2009.    As of December 31,2006

2007

2008

2009

2010(In thousands)Consolidated Balance Sheet DataCash and cash equivalents

$
30,227


$
83,470


$
255,523


$
384,761


$
202,127Pledged bank deposits


4,956



135,950



83,383



68,913



503,721Inventories


94,886



349,997



616,901



432,193



474,612Trade accounts and bills receivable, net


2,306



3,767



97,808



217,892



384,265Prepayments to suppliers, net


37,718



138,193



71,214



40,784



112,448Total current assets


172,746



741,748



1,237,642



1,386,445



1,975,421Property, plant and equipment, net


100,875



336,763



1,697,203



2,608,725



2,993,213Deposits for property, plant and equipment and land use right


11,090



151,233



233,296



32,529



144,298Inventories to be processed beyond one year






29,981







10,947



13,024Prepayments to suppliers expected to be utilized beyond one year






18,994



33,617



26,482



14,318Total assets


292,719



1,309,986



3,373,372



4,384,209



5,492,157Short-term borrowings and current installments of long-term
    borrowings


56,765



264,101



666,200



980,359



1,501,588Advance payments from customers, current installments


40,002



141,223



256,411



199,075



196,812Convertible senior notes, less debt discount


















355,445Total current liabilities


117,486



522,014



1,510,955



2,220,026



3,577,822Long-term borrowings, excluding current installments


30,245



25,125



154,252



408,062



604,495 8




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As of December 31,2006

2007

2008

2009

2010(In thousands)Advance payments from customers  non-current






67,554



487,577



177,773



148,022Other payable due to a customer, long-term portion














172,848



752Convertible senior notes, less debt discount










385,685



391,642



34,658Total liabilities


147,733



616,915



2,583,505



3,507,273



4,472,419Series A, Series B and Series C preferred shares


87,744















Ordinary shares


7,500



10,604



11,311



12,977



13,295Non-controlling interests














37,511



498Total equity

$
57,242


$
693,071


$
789,867


$
876,936


$
1,019,738     Year Ended December 31,2006

2007

2008

2009

2010(In thousands)Consolidated Statement of Cash Flows DataNet cash (used in) provided by operating activities

$
(57,067
)

$
(80,663
)

$
333,061


$
18,614


$
559,993Net cash used in investing activities


(79,564
)


(328,623
)


(1,247,174
)


(797,315
)


(929,118
)Net cash provided by financing activities

$
154,891


$
462,324


$
1,087,698


$
907,315


$
180,388     Year Ended December 31,2006

2007

2008

2009

2010Other Financial and Operating DataGross
    margin(1)


39.3
%


32.5
%


5.4
%


(10.3
)%


22.2
%Operating
    margin(1)


35.2



28.0



0.5



(21.0
)


17.3Net
    margin(1)


28.6
%


27.5
%


4.0
%


(21.3
)%


11.8
%Polysilicon production (in MT)














225



5,052Average polysilicon selling price (per kilogram)

$



$



$



$



$
59.64Wafers sold (in MW)


45.2



223.8



636.3



898.1



1,717.6Average wafer selling price (per watt)

$
2.27


$
2.24


$
2.35


$
1.05


$
0.89Modules sold (in MW)














32.7



346.1Average module selling price (per watt)

$



$



$



$
1.81


$
1.83     (1)
    
    Gross margin, operating margin and
    net margin represent gross profit (loss), income (loss) from
    operations and net income (loss), respectively, divided by net
    sales. B.  Capitalization
    and Indebtedness   C.  Reasons
    for the Offer and Use of Proceeds   9




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D.  Risk
    Factors  Investment in our securities including our ADSs and shares
    involves a high degree of risk. You should consider carefully
    the following risks and uncertainties, together with other
    information contained in this annual report, before you decide
    whether to buy or hold our securities.
  Risks
    Relating to Our Company and Our Industry
  We are
    operating with a significant working capital deficit; if we do
    not successfully execute our liquidity plan, we face the risk of
    not being able to continue as a going concern.
        
    obtaining additional bank financing, including an additional
    $570.9 million of secured and unsecured short-term bank
    borrowings, $205.5 million of secured and unsecured
    long-term bank borrowings and repayments of $542.3 million
    of short-term borrowings and current installments of long-term
    borrowings, between January 1, 2011 and March 31, 2011;
    additional capital markets transactions, including the offering
    of Rmb 1.7 billion in aggregate principal amount of our
    US$-settled 10% senior notes due 2014, or the 2014 senior notes,
    from which we received proceeds of approximately
    $255.0 million, net of underwriting commission and certain
    expenses; and our offering of 13,800,000 ADSs, representing
    13,800,000 of our ordinary shares, in February 2011, from which
    we received net proceeds of approximately $164.2 million,
    while repurchasing an aggregate principal amount of
    $357.2 million of our 4.75% convertible senior notes due
    2013 that we issued in April 2008, or the existing convertible
    senior notes;
    reorganizing our polysilicon business to facilitate financing,
    including a recently contracted but not yet closed third-party
    investment of $240 million, in this business; and
    strategic financing framework arrangement in September 2010 with
    China Development Bank Corporation, or CDB, pursuant to which
    CDB intends to provide up to Rmb 60 billion, or
    approximately $8.9 billion, of credit facilities to us over
    a five-year period, subject to credit reviews and certain other
    conditions and under terms to be agreed at each time enter into
    a borrowing under this arrangement.  page F-1.
   10




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We
    have substantial existing indebtedness, in particular short-term
    indebtedness, and we may incur substantial additional
    indebtedness in the future, which could adversely affect our
    financial condition and our ability to generate sufficient cash
    to satisfy our outstanding and future debt obligations and we
    may not be able to refinance our current borrowings on terms
    that are acceptable to us, or at all.
      
    limit our ability to satisfy our obligations under our debt
    instruments;
    increase our vulnerability to adverse general economic and
    industry conditions;
    require us to dedicate a substantial portion of our cash flows
    from operations to servicing and repaying indebtedness, thereby
    reducing the availability of cash flows to fund working capital,
    capital expenditures, dividend payments and other  general
    corporate purposes;
    limit our flexibility in planning for or reacting to changes in
    the businesses and the industries in which we operate;
    place us at a competitive disadvantage compared to our
    competitors with less debt;
    increase our exposure to interest rate fluctuations;
    limit our ability to borrow additional funds and impose
    additional financial and other restrictive covenants on
    us; and
    increase the cost of additional financing.   11




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12




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If we
    fail to comply with the covenants under our loan and guarantee
    agreements or obtain consents or waivers in respect of any
    breach of these covenants, our financial condition, results of
    operations and business prospects may be materially and
    adversely affected.
     13




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We
    require a significant amount of cash to fund our planned future
    capital expenditure requirements and working capital needs; if
    we cannot obtain additional sources of liquidity when we need
    it, our growth prospects and future profitability may be
    materially and adversely affected.
  Hi-Tech
      
    our future financial condition, results of operations and cash
    flows;
    general market conditions for financing activities by companies
    in our industry;
    economic, political and other conditions in China and
    elsewhere; and
    the speed and duration of the recovery from the global economic
    slowdown and financial market crisis of late 2008 and early 2009.   14




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Reduction
    or elimination of government subsidies and economic incentives
    for the PV industry could cause demand and prices for our
    products to decline, thus adversely affecting our business
    prospects and results of operations.
      Global
    supply of PV products may exceed demand, which could cause
    prices for our products to decline, and we may develop excess
    production capacity and excess inventory.
   15




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We
    have experienced significant quarterly fluctuations in our
    results of operations, and therefore our quarterly results are
    not indicative of our annual results and should not be unduly
    relied upon.
      
    delays in shipments of products to certain customers in Italy
    due to a recent announcement by the Italian government of plans
    to reduce its subsidies for the solar industry;
    the seasonal slowdown in our business due to the Chinese New
    Year holiday; and
    delays in shipments of products to certain customers in Japan
    due to the effects of the Japan earthquake and tsunami in March
    2011 on Japanese customer demand for our products.   16




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Failure
    to complete our polysilicon production facilities, to bring them
    up to full capacity within budget and on schedule or to produce
    polysilicon that meets our quality standards and cost objectives
    could adversely affect our results of operations and our
    business expansion strategies.
    capital-intensive start-up,
  
    the need to procure additional equipment at reasonable cost and
    on a timely basis;
    the need to raise additional funds to finance the construction,
    ramp-up and
    maintenance of the polysilicon plant, which we may be unable to
    obtain on reasonable terms or at all;
    construction delays, delays in equipment deliveries and cost
    overruns;
    our ability to install, implement and maintain the
    trichlorosilane, or TCS, and hydrogen chloride, or HCl,
    facilities and closed-loop systems for each of our polysilicon
    production facilities;
    difficulties in recruiting and training additional skilled
    employees, including technicians and managers at different
    levels;
    diversion of significant management attention and other
    resources; and
    delays or denials of required approvals, including environmental
    approvals, for our land acquisition and plant construction by
    relevant government authorities. In particular, new conditions
    relating to entry into the polysilicon industry promulgated by
    the Ministry of Industry and Information Technology, NDRC and
    the Ministry of Environmental Protection may make it even more
    difficult to obtain approvals for the construction of our
    polysilicon plants. See also Our operations in China
    require various governmental approvals, and we do not yet have
    the approval of some of the governmental authorities for the
    full capacity of our operations, including parts of our
    facilities that we have already constructed and started using,
    and failure to obtain these approvals could adversely affect our
    growth and profitability.    ramp-up
 17




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We
    have limited experience producing polysilicon and may not
    succeed in producing polysilicon cost-effectively.
      STC-to-TCS
    We
    have limited experience and operating history in the solar
    module businesses, and we may not be successful in our new
    module sale endeavors, which could adversely affect our business
    expansion strategies and harm our reputation.
   18




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
    our short history in the new businesses, including the
    manufacture of solar cells;
    the solar module business typically has longer cash conversion
    cycles with respect to inventory and therefore will lengthen our
    accounts receivable turnover time;
    our expanded warranty liabilities associated with the solar
    module business, with warranty periods of 20 to 25 years;
    our reliance on third-party solar cell manufacturers in meeting
    our obligations to our module customers;
    our ability to increase our in-house cell manufacturing
    capabilities;
    potential conflicts with our customers as a result of our direct
    competition with them in the solar module business; and
    new risks associated with the solar module business yet to be
    fully understood by the industry and market.    Unexpected
    equipment failures or accidents, including the release of
    hazardous materials, may lead to production curtailments or
    shutdowns, personal injuries, deaths or damage to
    properties.
   19




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Increases
    in electricity costs or shortage or interruption of electricity
    supply may adversely affect our operations.
    kilowatt-hour. kilowatt-hour, kilowatt-hour kilowatt-hour. kilowatt-hour kilowatt-hour. kilowatt-hour kilowatt-hour
  and/or
 20




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We
    have recently started to engage in the solar power project and
    PV-related EPC business, and we may not be successful in these
    new endeavors, which could adversely affect our business
    expansion strategies and harm our reputation.
    
    our lack of experience in these new businesses;
    the need to raise additional funds to finance our new business
    operations, which we may be unable to obtain on reasonable terms
    or at all;
    the solar power project and PV-related EPC businesses typically
    have longer cash conversion cycles than our existing core
    businesses and therefore our accounts receivable turnover time
    may increase;
    our expanded warranty liabilities associated with the solar
    power project and PV-related EPC businesses;
    our possible lack of competitiveness in the solar power project
    and PV-related EPC businesses as compared to other vertically
    integrated PV companies;
    potential delays in our timetable for the development of solar
    projects;
    the costs incurred in developing these solar projects may exceed
    our budget;
    our ability to sell our solar power projects within targeted
    timelines, or at all;
    potential conflicts with our down-stream customers as a result
    of our direct competition with them in the solar power project
    and PV-related EPC businesses; and
    the purchase of our solar power projects requires significant
    capital expenditures by our customers and these customers may
    have difficulty in obtaining the necessary financing on
    acceptable terms or at all.    Our
    new solar power business will likely require us to make
    substantial equity investments in new entities and require us to
    obtain substantial new debt financing.
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We
    have recently announced our proposed investments in the sapphire
    wafer manufacturing and in silane gas production, and we may not
    succeed in these new lines of business, which could adversely
    affect our strategies to expand into higher value-added sectors
    and to lower our overall production costs.
    
    our lack of experience in these new businesses;
    need to raise additional funds to finance our new business
    operations, which we may be unable to obtain on reasonable terms
    or at all;
    sapphire wafer manufacturing requires technologies different
    from our current polysilicon wafers, involving additional or
    different machinery, raw materials, manufacturing process and
    labor skills;
    silane gas is an extremely toxic gas, and its production is a
    highly dangerous process, which requires not only additional or
    different machinery and manufacturing process, but also
    extremely particular labor skills and care;
    our possible lack of competitiveness in these new business
    operations as compared to other PV companies;
    the costs incurred in developing these new business operations
    may exceed our budget; and
    our ability to incorporate these new products into higher
    value-added products as we have contemplated, or at all.    We
    have entered into long-term sales contracts with some of our
    customers that may be renegotiated at terms less favorable to
    us, result in the return of prepayments we have received, or
    which our customers may breach or otherwise fail to perform
    under. Any such changes, refunds or breaches may materially and
    adversely affect our operations and may result in costly and
    time-consuming litigation or other proceedings.
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day-to-day
    We
    depend on a limited number of customers for a significant
    portion of product sales generally; changes in customer purchase
    amounts, terms or patterns may cause significant fluctuations or
    declines in our revenues.
  Q-Cells,
    
    reductions, delays or cancellations of purchase orders from one
    or more of our significant customers;
    loss of one or more of our significant customers and our failure
    to procure additional or replacement customers; and
    failure of any of our significant customers to make timely
    payments for our products.   23




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Failure
    to secure sufficient quantities of polysilicon feedstock on
    commercially reasonable terms could adversely affect our
    business and results of operations.
          If we
    are not able to manage our growth effectively, our results of
    operations may be adversely affected.
   24




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Our
    customers may not prepay for their orders under agreed
    contractual terms, resulting in longer accounts receivable
    turnover cycles.
    Our
    operations in China require various governmental approvals, and
    we do not yet have the approval of some of the governmental
    authorities for the full capacity of our operations, including
    parts of our facilities that we have already constructed and
    started operating, and failure to obtain these approvals could
    adversely affect our growth and profitability.
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We
    operate in a competitive market against players who may enjoy
    greater resources, and we may not be able to compete
    successfully.
    We
    have expanded our international business operations, and our
    failure or inexperience in these new endeavors could adversely
    affect our business expansion strategies and harm our
    reputation.
    
    difficulty with staffing and managing overseas operations;
    fluctuations in currency exchange rates;
    increased costs associated with developing and maintaining
    marketing and distribution presence in various countries;
    providing customer service and support in these markets;
    our ability to manage multiple sales channels effectively as we
    expand our sales channels beyond distributors to include direct
    sales as well as sales to system integrators, end-users and
    installers;
    difficulties and costs relating to compliance with the different
    commercial, legal and regulatory requirements of the overseas
    markets in which we offer our products and services;
    failure to develop appropriate risk management and internal
    control structures tailored to overseas operations;
    inability to obtain, maintain or enforce intellectual property
    rights;
    unanticipated changes in prevailing economic conditions and
    regulatory requirements; and
    trade barriers such as export requirements, tariffs, taxes and
    other restrictions and expenses, that could increase the prices
    of our products and services and make us less competitive in
    some countries.   26




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We
    compete with alternative solar technologies, and we may not be
    able to compete successfully.
      We
    also compete with alternative polysilicon technology, and we may
    not be able to compete successfully.
   27




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We
    rely on a limited number of suppliers for our production
    equipment and consumables, and failure or delay by any of them
    in delivering equipment or consumables to us could adversely
    impact our production.
    If we
    are unable to fulfill our customer orders or other commitments
    to customers on a timely basis, we may lose customers, our
    reputation may be damaged, and we may incur economic losses for
    breach of contracts.
    We are
    exposed to various risks related to legal proceedings or claims
    that could adversely affect our results of operations, financial
    condition and reputation, and may cause loss of
    business.
  and/or
 28




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Our
    business depends on the continued services of our executive
    officers and key personnel and our business may be severely
    disrupted if we lose their services.
    Our
    founder, chairman, and chief executive officer,
    Mr. Xiaofeng Peng, has substantial control over our company
    and his interests may not be aligned with the interests of our
    shareholders.
      Our
    controlling shareholder, Mr. Peng, has directly or
    indirectly pledged a significant portion of his equity interests
    in our company to secure certain loan facilities. A default
    under these loan facilities could potentially result in a change
    of control of our company.
   29




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cross-default
  As we
    operate in a highly volatile industry, which is at an early
    stage of development and is subject to many factors which are
    beyond our control, our revenues may be volatile.
    
    wide commercial adoption and application of PV technology;
    cost-effectiveness, performance and reliability of PV technology
    and products compared to conventional and other renewable energy
    sources and products;
    availability of government subsidies and economic incentives to
    support the development of the PV industry;
    success of, or increased government support for, other
    alternative energy generation technologies, such as fuel cells,
    wind power, hydroelectric power and biomass energy;
    success of solar technologies other than crystalline silicon;
    fluctuations in economic and market conditions that affect the
    viability of renewable energy sources, such as increases or
    decreases in the prices of oil and other fossil fuels;
    deregulation of the electric power industry and the broader
    energy industry; and
    levels of capital expenditures by end-users of PV products,
    which tend to decrease when economic growth slows.    Our
    strategy includes possible alliances, joint ventures,
    acquisitions and dispositions of assets, and restructuring of
    our business operations; our failure to successfully implement
    this strategy could have a material adverse effect on our
    business.
   30




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Product
    defects could result in increased costs, damage to our
    reputation and loss of revenues and market share.
    We are
    subject to the management report and auditor attestation report
    requirements of Section 404 of the Sarbanes-Oxley Act; if
    we fail to maintain an effective system of internal control over
    financial reporting, we may be unable to accurately report our
    financial results or prevent fraud.
  Form 20-F
 31




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If we
    are unable to attract, train and retain technicians and a
    skilled labor force, our business may be materially and
    adversely affected.
    Fluctuations
    in exchange rates could adversely affect our
    business.
        Compliance
    with environmental and safety regulations is expensive, and
    non-compliance may result in adverse publicity and potentially
    significant monetary damages and fines or suspension of our
    business operations.
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We
    have limited insurance coverage and may incur losses resulting
    from product liability claims or business
    interruptions.
    Failure
    to protect our intellectual property rights, know-how and
    technology may undermine our competitive position.
   33




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and/or
  We may
    be exposed to infringement, misappropriation or other claims by
    third parties and an adverse determination could result in us
    paying significant damages.
    We
    have granted, and may continue to grant, stock options under our
    stock incentive plan and our net income could be adversely
    impacted.
   34




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Most
    of our production, storage, administrative and R&D
    facilities are located in close proximity to one another in
    Xinyu City of Jiangxi Province. Any damage or disruption at
    these facilities would have a material adverse effect on our
    business, financial condition and results of
    operations.
    We
    rely principally on dividends, if any, and the interest and
    principal payments on intercompany loans or advances paid by our
    subsidiaries to fund our cash and financing requirements, and
    any limitation on the ability of our PRC subsidiaries to pay
    dividends or repay intercompany loans or advances to us could
    have a material adverse effect on our ability to conduct our
    business.
       35




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Our
    operations are restricted by the terms of the 2014 senior notes;
    if we are unable to comply with the restrictions and covenants
    in our debt agreements, including the indenture governing the
    2014 senior notes, there could be a default under the terms of
    these agreements, which could cause repayment of our debt to be
    accelerated.
    
    incur or guarantee additional indebtedness and issue
    disqualified or preferred stock;
    declare dividends on capital stock or purchase or redeem capital
    stock;
    make investments or other specified restricted payments;
    issue or sell capital stock of most of our subsidiaries;
    guarantee indebtedness of our subsidiaries;
    sell assets;
    create liens;
    enter into sale and leaseback transactions;
    engage in any business other than permitted business;
    enter into agreements that restrict our subsidiaries
    ability to pay dividends, transfer assets or make intercompany
    loans;
    enter into transactions with shareholders or affiliates; and
    effect a consolidation or merger.     36




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Risks
    Relating to Business Operations in China
  Changes
    in PRC political and economic policies and conditions could
    adversely affect our business and prospects.
    Changes
    in foreign exchange and foreign investment regulations in China
    may affect our ability to invest in China and the ability of our
    PRC subsidiaries to pay dividends and service debts in foreign
    currencies.
   37




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The
    uncertain legal environment in China could have a negative
    impact on our business and prospects and also limit the legal
    protections available to you.
    Expiration
    of, or changes to, current PRC tax incentives that our business
    enjoys could have a material adverse effect on our results of
    operations.
    
    a two-year exemption from the national enterprise income tax
    from their first profitable year; and
    a 50% reduction of their applicable national enterprise income
    tax rate for the succeeding three years.    
    a five-year exemption from the 3% local enterprise income tax
    from their first profitable year; and
    a 50% reduction of their local enterprise income tax rate for
    the succeeding five years.     38




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2-year-exemption-plus-3-year-50%-reduction
  Our
    business, financial condition and results of operations could be
    adversely affected by PRC labor laws and
    regulations.
    We may
    be treated as a PRC resident enterprise for income tax purposes,
    which may subject us to PRC income tax on our worldwide
    income.
       39




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PRC
    regulations relating to the establishment of offshore special
    purpose companies by PRC residents may subject our PRC resident
    shareholders to personal liability and limit our ability to
    acquire PRC companies or to inject capital into our PRC
    subsidiaries, limit our PRC subsidiaries ability to
    distribute profits to us, or otherwise materially and adversely
    affect us.
    All
    employee participants in our existing 2006 stock incentive plan
    who are PRC citizens may be required to register with SAFE. We
    may also face regulatory uncertainties that could restrict our
    ability to adopt additional option plans for our directors and
    employees under PRC laws.
      We
    face risks related to health epidemics and other outbreaks of
    contagious diseases, including influenza A (H1N1), avian flu and
    SARS.
   40




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Risks
    Relating to Our ADSs and Shares
  The
    market price of our ADSs has been and may continue to be
    volatile, which could cause the value of your investments to
    decline.
      
    announcements of technological or competitive developments;
    regulatory developments in our target markets affecting us, our
    customers or our competitors;
    announcements regarding patent litigation or the issuance of
    patents to us or our competitors;
    announcements of studies and reports relating to the conversion
    efficiencies of our products or those of our competitors;
    actual or anticipated fluctuations in our quarterly operating
    results;
    changes in financial estimates or other material comments by
    securities analysts relating to us, our competitors or our
    industry in general;
    release or expiry of
    lock-up or
    other transfer restrictions on our outstanding ordinary shares
    or ADSs;
    a breach or default, or the perception of a possible breach or
    default, under our existing loan agreements, credit facilities
    or other debt instruments;
    announcements by other companies in our industry relating to
    their operations, strategic initiatives, financial condition or
    financial performance or to our industry in general;
    announcements of acquisitions or consolidations involving
    industry competitors or industry suppliers;
    changes in the economic performance or market valuations of
    other PV technology companies;
    addition or departure of our executive officers and key research
    personnel;
    sales or perceived sales of additional ordinary shares or ADSs
    by us or our significant shareholders; and
    impact and development of any lawsuit, currently pending or
    threatened, or that may be instituted in the future. 41




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We may
    not be able to pay any dividends on our shares and
    ADSs.
    Future
    financings, including sales of our ADSs, shares or equity-linked
    securities in the public market, may cause a dilution in your
    shareholding, cause the price of our ADSs to decline, or place
    restrictions on our operations.
      
    limit our ability to pay dividends or require us to seek
    consents for the payment of dividends;
    increase our vulnerability to general adverse economic and
    industry conditions;
    limit our ability to pursue our business strategies;
    require us to dedicate a substantial portion of our cash flow
    from operations to service our debt, thereby reducing the
    availability of our cash flow to fund capital expenditure,
    working capital requirements and other general corporate
    needs; and
    limit our flexibility in planning for, or reacting to, changes
    in our business
    and/or our
    industry.  Substantial
    future sales or perceived sales of our ADSs, ordinary shares or
    equity-linked securities in the public market could cause the
    price of our ADSs to decline.
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Holders
    of ADSs have fewer rights than shareholders and must act through
    the depositary to exercise those rights.
    You
    may be subject to limitations on transfers of your
    ADSs.
    You
    may not receive distributions on shares or any value for them if
    it is unlawful or impractical to make them available to
    you.
    You
    may not be able to participate in rights offerings or elect to
    receive stock dividends and may experience dilution of your
    holdings, and the sale, deposit, cancellation and transfer of
    our ADSs issued after exercise of rights may be
    restricted.
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Anti-takeover
    provisions of our articles of association could prevent a change
    in control even if such takeover is beneficial to our
    shareholders, and certain provisions of our convertible senior
    notes could also discourage an potential acquirer.
      We are
    a Cayman Islands company and, because judicial precedent
    regarding the rights of shareholders is more limited under
    Cayman Islands law than that under U.S. law, ADS holders may
    have less protection for their shareholder rights than such
    holders would under U.S. law.
   44




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
    to recognize or enforce against us judgments of courts of the
    United States based on certain civil liability provisions of
    U.S. securities laws; and
    to impose liabilities against us, in original actions brought in
    the Cayman Islands, based on certain civil liability provisions
    of U.S. securities laws that are penal in nature.      You
    may have difficulty enforcing judgments obtained against
    us.
    ITEM 4.
    INFORMATION
    ON THE COMPANY A.  History
    and Development   45




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790) 686-0171. www.ldksolar.com.
   B.  Business
    Overview  high-quality low-cost
  Polysilicon.
  Wafer
  Cell and Module
  Solar Power Projects.
 46




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New Products.
        Competitive
    Strengths
    
    Large-scale cost-effective production.  We are
    one of the largest manufacturers of PV products in terms of
    capacity and production. We have established large-scale
    manufacturing facilities with an annual manufacturing capacity
    of approximately 12,000 MT for polysilicon, 3.5 GW for solar
    wafers, 570 MW for solar cells and 1.6 GW for solar
    modules as of March 31, 2011. Leveraging our scale and
    market position, we are able to improve our cost structure by
    procuring raw materials and advanced production equipment on
    favorable terms. Our cost structure is further optimized by our
    vertically integrated business model, efficient production
    process, China-based manufacturing facilities and R&D, and
    the economies of scale of our operations. By producing all of
    our products in China, we are able to benefit from low-cost
    labor, land, ancillary equipment and facilities, consumables and
    utilities.
    High-level of vertical integration.  We are a
    vertically integrated PV product manufacturer with
    production capabilities at each step of the supply chain from
    polysilicon to PV projects. While historically our strength has
    been in the solar wafer business, we have expanded our business
    to meet the solar industrys requirements for high-quality
    and low-cost solar materials, polysilicon, wafers, modules,
    systems, projects and solutions. We believe our vertically
    integrated model will help capture additional revenue
    opportunities and reduce negative pressure on the margins
    resulting from periodic volatility in the industry. Depending on
    market conditions, we have the flexibility to buy and sell solar
    products along the value chain to maximize our revenue and
    profit. In addition, with our in-house production capabilities,
    we can ensure stable raw material supply, better quality control
    and shorter production turnaround. The expanded addressable
    market as a result of the vertical integration also contributes
    to the diversification of our customer base.
    Leading PV product manufacturer with a strong
    brand.   We are a leading producer of wafers and
    modules globally in terms of capacity and production. Our
    continuous success, leading manufacturing scale and
    well-recognized product quality have enabled us to establish a
    strong brand name and reliable reputation in our 47




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industry. In addition, our modules have been certified in
    various European countries and the U.S., which allows us to sell
    modules under our own brand name and also on an OEM basis. The
    credibility of the LDK brand name has enabled us not only to
    expand our global footprint quickly, but also to cross-sell our
    products as we further pursue vertical integration strategies,
    as demonstrated by our entry into the module and project
    businesses.  
    Operational excellence with technological
    innovation.  We have made significant investment
    in R&D and as a result significantly improved the
    efficiency of our overall operations. Specifically, we have
    developed technologies to reduce our production costs at each
    step of the production process, which include recycling more
    polysilicon, producing larger ingots, recovering slurry,
    increasing production yield and more efficient usage of
    utilities and consumables. We have devoted and will continue to
    devote significant resources to developing innovative
    technologies that further enhance our product quality. We have
    recently developed new wafer products that lead to higher cell
    conversion efficiency and are in the process of designing more
    efficient modules.
    Diversified customer base.  We have established
    a number of long-term relationships and sales arrangements with
    key players in the PV industry. Our current customer base
    consists of some of the major international players in the PV
    sector, including Q-Cells, MEMC, JA Solar, Gintech, Hyundai,
    Phoenix Solar and Conergy. Our revenues are also diversified
    geographically around the world. During the year ended
    December 31, 2010, we sold our products to over
    300 customers in 23 countries.  Our
    Strategy
    
    Continue to reduce our production costs.  We
    have developed proprietary manufacturing processes to reduce our
    costs and increase our operational efficiency in our overall
    production processes. We plan to continue to devote substantial
    R&D resources and recruit additional experienced R&D
    personnel to enhance our technological capabilities in order to
    reduce manufacturing costs, improve production yield and pursue
    technological innovation. We plan to continue our strategy of
    providing high quality PV products at competitive prices by
    further expanding our vertical integration model. Our in-house
    polysilicon and cell manufacturing capabilities will reduce our
    purchases on the spot market, and therefore help us achieve
    favorable blended raw material costs. In addition, we will
    strive to enhance our operational excellence, localize of raw
    material and consumable sources, and reduce energy consumption
    in order to become more cost competitive.
    Develop and commercialize innovative
    technologies.  We plan to continue to develop and
    commercialize innovative technologies. In collaboration with
    universities, research institutions and equipment manufacturers,
    we have developed various production process related
    know-how and
    technologies
    in-house. We
    currently have a number of
    on-going
    R&D programs with a view to developing techniques and
    processes that will improve our conversion efficiency and
    product quality or lower production cost. We have 12 issued
    patents, seven patent right grant notices, which entitle us to
    receive issued patents upon satisfaction of certain registration
    procedures, and 61 patent applications pending globally, of
    which 53 were pending in China. We have implemented and
    intend to continue to implement these and other patents and
    patent applications to further improve our polysilicon
    production, silicon recycling, wafer production processes, solar
    cell structures, module designs and efficiency of our production
    equipment. We expect to continue to develop and commercialize
    technologies that have significant potential applications and
    may provide significant competitive advantages to us.
    Continue to increase our vertical
    integration.  We plan to continue to increase our
    vertical integration to strengthen our competitive position
    globally. We currently produce polysilicon, wafers, solar cells
    and modules in-house, and procure additional solar cells from
    solar cell manufacturers. We also develop solar projects in
    Europe, the United States and China and provide EPC services in
    China and Europe. In addition to enhancing our polysilicon
    production capabilities, we intend to continue building up other
    parts in our solar value chain, in particular cell production.
    We are currently planning a new production line to produce
    high-efficiency solar cells as part of our expansion of our cell
    production. We expect to commence 48




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construction of this production line during 2011. We intend to
    continue to expand our module business through in-house
    production
    and/or
    potential acquisitions. We believe that by being a vertically
    integrated solar company, we will be able to provide our
    customers with a range of services and products while at the
    same time giving us better control of the time to market, costs,
    supply and quality of the products we manufacture.  
    Further expand our customer base and increase our brand
    recognition.  We plan to further expand our
    customer base and increase our brand recognition by increasing
    our sales and marketing efforts in countries such as the U.S.,
    China and various European countries. We intend to continue to
    increase our brand recognition by delivering high-quality
    modules. Besides selling to third parties, we also use the
    modules we produce in our solar power projects. We intend to
    continue to build out our project development teams in Europe
    and China, which will enable us to promote our branded modules
    and other PV products through the construction and sale of solar
    power projects. We develop these projects with the intent to
    sell them to third parties upon completion of their development.
    Enter other growth markets in alternative
    energy.  We intend to continue to consider
    suitable opportunities to enter into adjacent growth markets to
    expand our product offerings. Our announced $35 million
    investment in manufacturing silane gas will have significant
    synergies with our polysilicon manufacturing expertise and will
    enhance our product offerings in the long term. We intend to
    leverage our existing technologies and TCS production assets to
    lower our overall capital expenditures as well as to achieve
    attractive manufacturing costs. We have also announced recently
    a $40 million investment to add a sapphire wafer
    manufacturing capability. Upon completion, we will have capacity
    to supply 2.0 million two-inch equivalent pieces of
    sapphire wafers on an annual basis and intend to capture the
    growth opportunities in the LED industry. In addition, to the
    extent that we believe it is synergistic and favorable to our
    business, we may also consider acquisitions of other PV as well
    as other alternative energy product manufacturers. We believe
    that our relationships with many industry participants and our
    knowledge of, and experience in, the PV industry enables us to
    understand industry trends, technological developments and
    applications of PV technologies, which should assist us in
    considering these various alternatives.  Our
    Products and Services
     Capacity(1)Product

Location

December 31, 2010

March 31, 2011

December 31, 2011Polysilicon

Mahong, Xinyu City, Jiangxi Province


10,000 MT



10,800 MT



22,000 MTXiacun, Xinyu City, Jiangxi Province


1,000 MT



1,200 MT



3,000 MTWafer

Xinyu City, Jiangxi Province


3.0 GW



3.5 GW



4.2 GWCell

Xinyu City, Jiangxi Province;
    Hefei City, Anhui Province


0.2 GW



0.6 GW



1.8 GWModule

Nanchang City, Jiangxi Province;
    Suzhou City, Jiangsu Province;
    Hefei City, Anhui Province;
    Shenzhen City, Guangdong Province


1.5 GW



1.6 GW



3.0 GW     (1)
    
    In calculating our production
    capacity, we have assumed an average PV conversion efficiency
    rate of 15.3% for our multicrystalline wafers and cells and
    modules using our multicrystalline wafers prior to
    December 31, 2010, and 16.5% for our multicrystalline
    wafers and cells and modules using our multicrystalline wafers
    since January 1, 2011. 49




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Polysilicon
    production
        
    52 reactors;
    29 converters; and
    other ancillary polysilicon production equipment.  metallurgical-grade
 50




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Wafer
    production
        
    Production of Polysilicon Ingot.  We prepare
    our polysilicon feedstock with de-ionized water in etching
    stations. The prepared polysilicon feedstock is then placed in
    crucibles and each crucible is loaded into our DSS furnaces for
    melting and crystallization. Polysilicon ingots formed during
    the crystallization process are then cut into smaller blocks
    with a squarer, in a process known as squaring. Our polysilicon
    ingots are currently 270 kilograms or 450 kilograms in weight
    and 690 by 690 mm or 840 by 840 mm in width and 243 mm in
    height. We have been engaged in R&D efforts in
    collaboration with GT Solar to increase the number of wafers
    that can be produced per standard ingot by approximately 15%. We
    successfully produced a multicrystalline silicon ingot weighing
    660 kilograms in June 2009. The
    660-kilogram
    ingot was the largest ingot we have produced and represented a
    46.7% increase in capacity from the standard 450 kilogram ingot.
    The casting process for monocrystalline wafers is generally more
    expensive than that for 51




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##### Table of Contents



multicrystalline wafers with similar dimensions. However,
    monocrystalline wafers are generally more efficient than
    multicrystalline wafers because the increased conductivity of
    electrons in monocrystalline silicon yields higher energy
    conversion rates than multicrystalline silicon.  
    Wafering.  After inspection, the polysilicon
    blocks are cropped and prepared for slicing. Then the
    polysilicon blocks are sliced into wafers by wire saws. We then
    wash and dry the wafers at our wafer cleaning stations for final
    inspection, packaging and delivery.    
      
    480 DSS furnaces used for multicrystalline ingot production;    
    87 squarers used to cut ingots into blocks;
    289 wire saws used to slice blocks into wafers;
    162 sets of pullers used for monocrystalline ingot
    production; and
    other supplemental or ancillary facilities.      Cell
    and module production
   52




---



##### Table of Contents



EPC
    and solar power project development
      Other
    products
      Quality
    Control
   53




---



##### Table of Contents



Customers,
    Sales and Marketing
      and/or
 54




---



##### Table of Contents



Suppliers
  Raw
    materials and consumables
              Q-Cells
   55




---



##### Table of Contents



Equipment
    Competition
        
    cost competitiveness and price;
    continuous access to high-quality and low-cost raw materials,
    including polysilicon feedstock;
    product quality;
    economies of scale;
    advanced technology and manufacturing processes;
    strong global distribution channels;
    customer service and support; and
    brand recognition.     56




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##### Table of Contents



Property
    Owned
    property
      Leased
    property
                Insurance
  25-year
 57




---



##### Table of Contents



Production
    Safety and Environment
    Safety
      Environment
  on-site
  Regulatory
    Framework
    Renewable
    energy law and government directives
     58




---



##### Table of Contents



Environmental
    regulations
    Restriction
    on foreign investments
    Tax
   59




---



##### Table of Contents



2-year-exemption-plus-3-year-50%-reduction
      Foreign
    currency exchange
   60




---



##### Table of Contents



Dividend
    distribution
    
    Company Law of 1993, as amended;
    Wholly Foreign-owned Enterprise Law of 1986, as amended;
    Wholly Foreign-owned Enterprise Law Implementation Rules of
    1990, as amended;
    Equity Joint Venture Enterprise Law of 1979, as amended; and
    Equity Joint Venture Enterprise Law Implementation Rules of
    1983, as amended.    Regulation
    of overseas investments and listings
       61




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##### Table of Contents




    CSRC currently has not issued any definitive rule or
    interpretation requiring offerings like our IPO to be subject to
    its new procedures; and
    In spite of the above, because we completed our restructuring
    and established an overseas holding structure before the
    M&A rule came into effect, neither the M&A rule nor
    the CSRC approval procedures require an application to be
    submitted to CSRC for the approval of the listing and trading of
    our ADSs on the New York Stock Exchange unless we are clearly
    required to do so by possible later rules of CSRC.  C.
    Organizational
    Structure     62




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##### Table of Contents





63




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##### Table of Contents



(1)
    
    On December 30, 2010, we and
    our wholly owned polysilicon-manufacturing subsidiaries entered
    into a subscription agreement with China Development Bank
    Capital Corporation Ltd., or CDB Capital, a wholly owned
    subsidiary of China Development Bank Corporation, or CDB, Excel
    Rise Holdings Limited and Prosper East Limited, investment funds
    affiliated with China Construction Bank Corporation, and Appollo
    Asia Investment Limited, an investment fund affiliated with Bank
    of China, in which these investors agreed to subscribe for
    240 million series A redeemable convertible preferred
    shares of LDK Silicon, which represent, on an as-if-converted
    basis, approximately 18.46% of the aggregate issued and
    outstanding share capital of LDK Silicon, for an aggregate price
    of $240 million. This completion of this investment is
    still subject to the various PRC governmental approvals relating
    to investments in foreign enterprises in addition to the
    relevant corporate approvals of the investors.(2)
    
    Joint venture, partnership or
    company established for holding our solar power projects.(3)
    
    LQ energy GmbH is a jointly
    controlled entity incorporated under the laws of Germany.      D.
    Property,
    Plants And Equipment    ITEM 4A.
    UNRESOLVED
    STAFF COMMENTS    ITEM 5.
    OPERATING
    AND FINANCIAL REVIEW AND PROSPECTS  A.
    Operating
    Results  You should read the following discussion and analysis of our
    financial condition and results of operations in conjunction
    with the section entitled Item 3. Key
    Information  A. Selected Financial and Operating
    Data and our audited consolidated financial statements
    included in this annual report beginning on
    page F-1.
    The following discussion and analysis contain forward-looking
    statements that involve risks and uncertainties. Our actual
    results and the timing of selected events could differ
    materially from those anticipated in these forward-looking
    statements as a result of various factors, including those set
    forth under Item 3. Key Information  D.
    Risk Factors and elsewhere in this annual report.
  Overview
  high-quality low-cost
  Polysilicon.
 64




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##### Table of Contents



Wafer
  Cell and Module
  Solar Power Projects.
  New Products.
       65




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##### Table of Contents



Key
    Factors Affecting Our Results of Operations
    
    demand for our PV products, including government incentives to
    promote the usage of solar energy;
    the pricing of our PV products;
    mix of our PV products;
    our manufacturing and raw material costs; and
    our production capacity and its utilization.  Demand
    for our PV products
  and/or
      
    delays in shipments of products to certain customers in Italy
    due to a recent announcement by Italys government of plans
    to reduce its subsidies for the solar industry;
    the seasonal slowdown in our business due to the Chinese New
    Year holiday; and
    delays in shipments of products to certain customers in Japan
    due to the effects of the Japan earthquake and tsunami in March
    2011 on Japanese customer demand for our products.    Pricing
    of our PV products
   66




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##### Table of Contents



Mix of
    our PV products
  in-house third-party in-house. third-party third-party
  Our
    manufacturing and raw material costs
    Our
    production capacity and its utilization
   67




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##### Table of Contents



Net
    Sales
  and/or
    Year Ended December 31,2008


2009


2010Product

Net Sales


% of Total


Net Sales


% of Total


Net Sales


% of Total(In millions)





(In millions)





(In millions)Wafers

$
1,495.0



91.0
%

$
945.0



86.1
%

$
1,522.9



60.7
%Modules










58.9



5.4



634.4



25.3Processing of PV products on behalf of others


116.9



7.1



80.6



7.3



204.9



8.2Silicon materials


31.6



1.9



8.0



0.7



79.1



3.2Others










5.5



0.5



68.0



2.6Total net sales

$
1,643.5



100.0
%

$
1,098.0



100.0
%

$
2,509.3



100.0
%   long-term
 68




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##### Table of Contents




    Europe;
    China;
    Asia Pacific ex-China; and
    North America.    Year Ended December 31,2008


2009


2010Geographic




%





%





%Region

Net Sales


of Total


Net Sales


of Total


Net Sales


of Total(In thousands)





(In thousands)





(In thousands)Europe

$
614,671



37.4
%

$
223,835



20.4
%

$
892,803



35.6
%China


463,101



28.2



274,019



25.0



858,988



34.2Asia Pacific ex-China


494,488



30.1



552,610



50.3



566,172



22.6North America


71,235



4.3



47,574



4.3



191,384



7.6Net sales

$
1,643,495



100.0
%

$
1,098,038



100.0
%

$
2,509,347



100.0
%     Cost of
    Goods Sold
    
    feedstock for manufacturing polysilicon, including
    metallurgical-grade silicon feedstock and chemicals;
    polysilicon feedstock, including solar-grade virgin polysilicon,
    polysilicon ingots, polysilicon powder, scraps, recyclable
    polysilicon and various feedstock for polysilicon production
    (with the costs determined using the weighted average method);
    materials for manufacturing wafers, including slurry, crucibles,
    sawing wires, packaging materials and other auxiliary materials;
    materials for manufacturing cells and modules;
    cells purchased from third parties;
    materials for solar power projects;
    depreciation and amortization of property, plant, equipment and
    technical know-how;
    factory overhead, including maintenance of production equipment
    and other support expenses associated with the manufacturing of
    our solar wafers, modules and ingots;
    utilities, net of government subsidies;
    direct labor, including salaries and benefits of personnel
    directly involved in manufacturing activities;
    share-based compensation attributable to our manufacturing
    personnel;
    provisions for inventory write-downs due to product defects or
    decline in market prices for our inventories; and
    warranty expenses related to our solar module business. 69




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##### Table of Contents



Year Ended December 31,2008


2009


2010Cost of


% of


Cost of


% of


Cost of


% ofProduct

Goods Sold


Total


Goods Sold


Total


Goods Sold


Total(In millions)





(In millions)





(In millions)Wafers(1)

$
1,446.6



93.0
%

$
1,089.7



89.9
%

$
1,118.6



57.3
%Modules










52.1



4.3



586.8



30.1Processing of PV products on behalf of others


83.4



5.4



62.2



5.2



133.5



6.8Silicon and other materials


25.1



1.6



3.5



0.3



59.0



3.0Others










4.1



0.3



53.6



2.8Total cost of goods sold

$
1,555.1



100.0
%

$
1,211.6



100.0
%

$
1,951.5



100.0
%     (1)
    
    Includes substantially all of the
    provision for inventory write-downs in the relevant periods.    Operating
    Expenses
    Selling
    expenses
      General
    and administrative expenses
  ramp-up
  Research
    and development expenses
   70




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##### Table of Contents



Share-based
    Compensation Expenses
    
    approximately $3,667,000, $3,381,000 and $2,783,000,
    respectively, to our cost of goods sold;
    approximately $27,000, $32,000 and $57,000, respectively, to our
    selling expenses;
    approximately $12,609,000, $10,478,000 and $7,717,000,
    respectively, to our general and administrative
    expenses; and
    approximately $311,000, $321,000 and $487,000, respectively, to
    our R&D expenses.    Other
    Income and Expenses
    Interest
    income or expense
      Foreign
    currency exchange gain/(loss), net
    Government
    subsidy
     71




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##### Table of Contents



Taxation
    and Incentives
      
    a two-year exemption from the national enterprise income tax
    from their first profitable year; and
    a 50% reduction of their applicable national enterprise income
    tax rate for the succeeding three years.    
    a five-year exemption from the 3% local enterprise income tax
    from their first profitable year; and
    a 50% reduction of their local enterprise income tax rate for
    the succeeding five years.    2-year-exemption-plus-3-year-50%-reduction
     72




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##### Table of Contents



Critical
    Accounting Policies
    
    the reported amounts of our assets and liabilities;
    the disclosure of our contingent assets and liabilities at the
    end of each reporting period; and
    the reported amounts of revenues and expenses during each
    reporting period.    
    our selection of critical accounting policies;
    the judgment and other uncertainties affecting the application
    of such policies; and
    the sensitivity of reported results to changes in conditions and
    assumptions.    Depreciation
    and amortization
   73




---



##### Table of Contents



Impairment
    of long-lived assets
    Realization
    of inventory
    Provision
    for doubtful recoveries on prepayment to suppliers
   74




---



##### Table of Contents



Share-based
    compensation
    Convertible
    senior notes
    Derivatives and Hedging 470-20, Debt with Conversion and Other Options 470-20. 470-20 470-20 470-20 470-20 Form 6-K
    Recently
    Issued Accounting Standards
  2009-13, Revenue Recognition Multiple-Deliverable
    Revenue Arrangements No. 08-1, Revenue Arrangements with Multiple
    Deliverables 2009-13 605-25, Revenue Recognition  Multiple-Element
    Arrangements
 75




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##### Table of Contents



2009-13. 2009-13 2009-13
  Results
    of Operations
    Year
    ended December 31, 2010 compared with year ended
    December 31, 2009
  Year Ended December 31,2009

2010(In thousands)

(% of Net Sales)

(In thousands)

(% of Net Sales)Net sales:Wafers

$
945,009



86.1
%

$
1,522,925



60.7
%Modules


58,957



5.4



634,387



25.3Processing of PV products on behalf of others


80,557



7.3



204,915



8.2Silicon and other materials


8,007



0.7



79,089



3.2Others


5,508



0.5



68,031



2.6Total net sales


1,098,038



100



2,509,347



100Cost of goods sold:Wafers


(1,089,660
)


(99.2
)


(1,118,605
)


(44.6
)Modules


(52,154
)


(4.7
)


(586,755
)


(23.4
)Processing of PV products on behalf of others


(62,244
)


(5.7
)


(133,513
)


(5.3
)Silicon and other materials


(3,459
)


(0.3
)


(59,028
)


(2.4
)Others


(4,104
)


(0.4
)


(53,611
)


(2.1
)Total costs of goods sold


(1,211,621
)


(110.3
)


(1,951,512
)


(77.8
)Gross (loss) profit


(113,583
)


(10.3
)


557,835



22.2Selling expenses


(4,738
)


(0.4
)


(21,734
)


(0.9
)General and administrative expenses


(91,513
)


(8.3
)


(90,380
)


(3.6
)Research and development expenses


(8,299
)


(0.8
)


(10,804
)


(0.4
)Legal settlements, net of insurance recoveries


(10,000
)


(0.9
)






Impairment loss for property, plant and equipment


(1,999
)


(0.2
)






Total operating expenses


(116,549
)


(10.6
)


(122,918
)


(4.9
)(Loss) income from operations


(230,132
)


(20.9
)


434,917



17.3 76




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##### Table of Contents



Year Ended December 31,2009

2010(In thousands)

(% of Net Sales)

(In thousands)

(% of Net Sales)Other income (expenses):Interest income


2,408



0.2



4,632



0.2Interest expense and amortization of existing convertible senior
    notes issuance costs and debt discount


(50,068
)


(4.6
)


(95,012
)


(3.8
)Foreign currency exchange (loss) gain, net


(613
)


(0.1
)


8,327



0.3Government subsidy


26,927



2.5



5,625



0.2Equity in (loss) income for an associate and a
    jointly-controlled entity


(3,343
)


(0.3
)


3,570



0.1Others, net


(87
)






618



0.1(Loss) earnings before income taxes


(254,908
)


(23.2
)


362,677



14.4Income tax benefit (expense)


20,912



1.9



(66,210
)


(2.6
)Net (loss) income


(233,996
)


(21.3
)


296,467



11.8Loss (earnings) attributable to non-controlling interests


(229
)






(5,670
)


(0.2
)Net (loss) income attributable to our shareholders

$
(234,225
)


(21.3
)%

$
290,797



11.6
%   Net sales.
  ramp-up
 77




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##### Table of Contents



Year Ended December 31,2009


2010Product

Net Sales


% of Total


Net Sales


% of Total(In millions)





(In millions)Wafers

$
945.0



86.1
%

$
1,522.9



60.7
%Modules


58.9



5.4



634.4



25.3Processing of PV products on behalf of others


80.6



7.3



204.9



8.2Silicon and other materials


8.0



0.7



79.1



3.2Others


5.5



0.5



68.0



2.6Total net sales

$
1,098.0



100.0
%

$
2,509.3



100.0
%     Year Ended December 31,2009


2010Geographic Region

Net Sales


% of Total


Net Sales


% of Total(In millions)





(In millions)Europe

$
223.8



20.4
%

$
892.8



35.6
%China


274.0



25.0



859.0



34.2Asia Pacific ex-China


552.6



50.3



566.1



22.6North America


47.6



4.3



191.4



7.6Total net sales

$
1,098.0



100.0
%

$
2,509.3



100.0
%     Cost of goods sold. in-house
 78




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##### Table of Contents



Year Ended December 31,2009


2010Product

Cost of Goods Sold


% of Total


Cost of Goods Sold


% of Total(In millions)





(In millions)Wafers(1)

$
1,089.7



89.9
%

$
1,118.6



57.3
%Modules


52.1



4.3



586.8



30.1Processing of PV products on behalf of others


62.2



5.2



133.5



6.8Silicon and other materials


3.5



0.3



59.0



3.0Others


4.1



0.3



53.6



2.8Total cost of goods sold

$
1,211.6



100.0
%

$
1,951.5



100.0
%     (1)
    
    Includes substantially all of the
    provision for inventory write-downs in 2009 and 2010.  Gross (loss) profit.
  Operating expenses.
  Interest income and expense.
  Foreign currency exchange (loss) gain,
    net.
 79




---



##### Table of Contents



Government subsidy.
  Equity in (loss) income for an associate and a jointly
    controlled entity. ramp-up
  Income tax benefit (expense).
  Net (loss) income.
  Earnings attributable to non-controlling
    interests.
  Net (loss) income attributable to our
    shareholders.
 80




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##### Table of Contents



Year
    ended December 31, 2009 compared with year ended
    December 31, 2008
  Year Ended December 31,2008


2009(In thousands)


(% of Net Sales)


(In thousands)


(% of Net Sales)Net sales:Wafers

$
1,495,034



91
%

$
945,009



86.1
%Modules










58,957



5.4Processing of PV products on behalf of others


116,859



7.1



80,557



7.3Silicon and other materials


31,602



1.9



8,007



0.7Others










5,508



0.5Total net sales

$
1,643,495



100.0
%

$
1,098,038



100.0
%Cost of goods sold:Wafers


(1,446,587
)


(88.0
)


(1,089,660
)


(99.2
)Modules










(52,154
)


(4.7
)Processing of PV products on behalf of others


(83,383
)


(5.1
)


(62,244
)


(5.7
)Silicon and other materials


(25,169
)


(1.5
)


(3,459
)


(0.3
)Others










(4,104
)


(0.4
)Total cost of goods sold


(1,555,139
)


(94.6
)


(1,211,621
)


(110.3
)Gross profit (loss)


88,356



5.4



(113,583
)


(10.3
)Selling expenses


(3,786
)


(0.2
)


(4,738
)


(0.4
)General and administrative expenses


(68,010
)


(4.2
)


(91,513
)


(8.3
)Research and development expenses


(7,570
)


(0.5
)


(8,299
)


(0.8
)Legal settlements, net of insurance recoveries










(10,000
)


(0.9
)Impairment loss for property, plant and equipment










(1,999
)


(0.2
)Total operating expenses


(79,366
)


(4.9
)


(116,549
)


(10.6
)Income (Loss) from operations


8,990



0.5



(230,132
)


(20.9
)Other income (expenses):Interest income


5,875



0.4



2,408



0.2Interest expense and amortization of convertible senior notes
    issuance costs and debt discount


(38,162
)


(2.3
)


(50,068
)


(4.6
)Foreign currency exchange gain (loss), net


14,495



0.9



(613
)


(0.1
)Government subsidy


19,665



1.2



26,927



2.5Change in fair value of prepaid forward contracts


60,028



3.6







Equity in income (loss) of an associate and a jointly controlled
    entity


704







(3,343
)


(0.3
)Others, net


(48
)






(87
)


Earnings (Loss) before income tax


71,547



4.3



(254,908
)


(23.2
)Income tax (expense) benefit


(5,139
)


(0.3
)


20,912



1.9Net income (loss)


66,408



4.0



(233,996
)


(21.3
)Earnings attributable to non-controlling interests










(229
)


Net income (loss) attributable to our shareholders

$
66,408



4.0
%

$
(234,225
)


(21.3
)%  81




---



##### Table of Contents



Net sales.
    Year Ended December 31,2008


2009Product

Net Sales


% of Total


Net Sales


% of Total(In millions)





(In millions)Wafers

$
1,495.0



91.0
%

$
945.0



86.1
%Modules










58.9



5.4Processing of PV products on behalf of others


116.9



7.1



80.6



7.3Silicon and other materials


31.6



1.9



8.0



0.7Others










5.5



0.5Total net sales

$
1,643.5



100.0
%

$
1,098.0



100.0
%      82




---



##### Table of Contents



Year Ended December 31,2008


2009Geographic Region

Net Sales


% of Total


Net Sales


% of Total(In millions)





(In millions)Europe

$
614.7



37.4
%

$
223.8



20.4
%China


463.1



28.2



274.0



25.0Asia Pacific ex-China


494.5



30.1



552.6



50.3North America


71.2



4.3



47.6



4.3Total net sales

$
1,643.5



100.0
%

$
1,098.0



100.0
%     Cost of goods sold.
    Year Ended December 31,2008


2009Product

Cost of Goods Sold


% of Total


Cost of Goods Sold


% of Total(In millions)





(In millions)Wafers(1)

$
1,446.6



93.0
%

$
1,089.7



89.9
%Processing of wafers on behalf of others


83.4



5.4



62.2



5.2Modules










52.1



4.3Silicon and other materials


25.1



1.6



3.5



0.3Others










4.1



0.3Total cost of goods sold

$
1,555.1



100.0
%

$
1,211.6



100.0
%     (1)
    
    Includes substantially all of the
    provision for inventory write-downs in 2008 and 2009.  Gross profit (loss).
 83




---



##### Table of Contents



Operating expenses.
  Interest income and expense.
  Foreign currency exchange gain, net.
  Government subsidy.
  Equity in income (loss) for an associate and a jointly
    controlled entity.
 84




---



##### Table of Contents



Change in fair value of prepaid forward
    contracts.
  Income tax (expense) benefit.
  Net income (loss).
  Loss attributable to non-controlling
    interests.
  Net income (loss) attributable to our
    shareholder.
  Earnings per ordinary share.
 85




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##### Table of Contents



B.
    Liquidity
    and Capital Resources      Year Ended December 31,2008

2009

2010(In thousands)Net cash provided by operating activities

$
333,061


$
18,614


$
559,993Net cash used in investing activities


(1,247,174
)


(797,315
)


(929,118
)Net cash provided by financing activities


1,087,698



907,315



180,388Effect of exchange rate changes


(1,532
)


624



6,103Net increase (decrease) in cash and cash equivalents


172,053



129,238



(182,634
)Cash and cash equivalents at the beginning of period


83,470



255,523



384,761Cash and cash equivalents at the end of period

$
255,523


$
384,761


$
202,127   Operating
    activities
       86




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Investing
    activities
        Financing
    activities
       87




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##### Table of Contents



Working
    Capital Deficit
      
    Bank financing.  With an aim to improving
    liquidity, we have successfully negotiated with commercial banks
    and will continue to negotiate with such and other banks to
    obtain long-term revolving bank facilities. From January 1,
    2011 to March 31, 2011, we obtained additional secured and
    unsecured short-term bank borrowings of $570.9 million with
    interest rates ranging from 0.31% to 6.06% and secured and
    unsecured long-term bank borrowings of $205.5 million with
    interest rates ranging from 4.46% to 6.60% (subject to repricing
    annually), and repaid short-term borrowings and current
    installments of long-term borrowings totaling
    $542.3 million. As of March 31, 2011, our short-term
    borrowings and current installments of long-term borrowings and
    long-term borrowings amounted to $1,545.0 million and
    $794.7 million, respectively. As of March 31, 2011, we
    had total revolving credit facilities of $3.1 billion, of
    which $1.1 billion was unused. In addition, on
    September 26, 2010, we entered into a strategic financing
    framework agreement with CDB, pursuant to which CDB intends to
    provide up to Rmb 60 billion, or approximately
    $8.9 billion, of credit facilities to us over a five-year
    period, subject to credit reviews and certain other conditions
    and under terms to be agreed at each time we enter into a
    borrowing under this arrangement. We believe that we will be
    able to obtain continued borrowing facilities from banks so that
    when required, the bank loans due for repayment within the next
    12 months can be successfully replaced with new loans drawn
    down from existing revolving banking facilities and new
    borrowing facilities.
    Equity and debt offering.  On February 1,
    2011, we issued 13,800,000 ADSs, representing 13,800,000
    ordinary shares, at a price of $12.4 per ADS, raising
    approximately $164.2 million, net of certain expenses. On
    February 28, 2011 and April 11, 2011, we respectively
    issued an aggregate principal amount of Rmb 1,200,000,000 and
    Rmb 500,000,000 of our 2014 senior notes and received net
    proceeds, after deducting certain expenses, of approximately
    $255.0 million in total. We will consider obtaining
    additional fundings from the issuance of additional equity or
    debt when market conditions permit and to the extent such
    issuances are in the overall best interests of our business.
    Reorganization of our polysilicon business.  We
    have transferred the equity interests in Jiangxi LDK Silicon and
    Jiangxi LDK Polysilicon previously held by Jiangxi LDK Solar to
    LDK Silicon. In addition, we 88




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purchased back the 15% equity interests in Jiangxi LDK Silicon
    from a PRC local company in December 2010. We are in the process
    of transferring 100% of our equity interests in Jiangxi LDK
    Silicon and Jiangxi LDK Polysilicon held by LDK Silicon to LDK
    Silicon Holding Co., Limited. Jiangxi LDK Silicon and Jiangxi
    LDK Polysilicon are engaged in the manufacture and sales of
    polysilicon materials.      
    Cost reduction of capital expenditures.  We
    have been negotiating with a number of our vendors, including
    suppliers of equipment and construction materials, for them to
    provide us with lower prices or more favorable payment terms in
    order for us to achieve cost savings for our planned capital
    expenditures during the next 12 months.        Capital
    Expenditures
    ramp-up
 89




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Prepayments
    to Suppliers
      Advance
    Payments from Customers
    10-year Q-Cells Q-Cells
  Restricted
    Net Assets
   90




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##### Table of Contents



Other
    Recent Developments
  Repurchase
    of Convertible Senior Notes at Option of Holders
    2014
    Senior Notes
  SGX-ST.
  Agreement
    to Sell Minority Stake in Polysilicon Business
     91




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##### Table of Contents



2011/$200,000,000),
    Follow-on
    offering of 13,800,000 ADSs
    Acquisition
    of 70% of SPI
   92




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##### Table of Contents



C.
    Research
    and Development, Patents and Licenses, Etc.  Research
    and Development
    
    enhancing the hydrogenation process to increase our STC
    conversion rate;
    developing the hydrochlorination process to reduce electricity
    consumption and convert STC more efficiently;
    optimizing the processes for the CVD reactors to increase
    productivity and reduce electricity consumption;
    developing innovative recycling technologies for better
    utilization of scrap silicon materials from the semiconductor
    and PV industries;
    developing a silicon recovery technology for the recovery of
    silicon dust from wafer processing;
    developing a new silicon crystallization technology for higher
    quality wafers;
    improving the crystallization and wafering processes and
    equipment to increase production output and reduce production
    costs;
    developing wafering technologies for manufacturing thinner
    wafers with less kerf loss;
    developing slurry recycling technologies to lower slurry cost;
    developing new solar cell processes for the use of new silicon
    wafers;
    developing new solar cell technologies for high efficiency solar
    cells, such as selective emitters;
    exploring the use of new module materials to improve module
    conversion efficiency; and
    new design for light modules with less use of materials.      Intellectual
    Property Rights
   93




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##### Table of Contents



D.
    Trend
    Information        
    Source:
 94




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##### Table of Contents



Key
    Drivers of PV Industry
  Advantages
    of Solar Power
    Reduced Dependence on Finite Conventional Energy
    Sources.
  Ease of Installation Close to Demand
    Centers.
  Ability to Meet Peak Demand.
  Environmental Friendliness.
  Low Variable Cost.
  Government
    Incentives for Solar Power
   95




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Decreasing
    Costs of Solar Energy
    Key
    Challenges for PV Industry
  Need to Improve Cost Competitiveness Against Other Energy
    Sources.
  Possible Reduction or Elimination of Government Subsidies and
    Incentives.
  Ability to Obtain Financing.
  Overview
    of PV Industry Value Chain
        
   96




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##### Table of Contents



Polysilicon
    Wafer
            Solar
    Cell and Module Production
    E.
    Off-Balance
    Sheet Arrangements   97




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##### Table of Contents



F.
    Tabular
    Disclosure of Contractual Obligations    Total


Less than 1 Year


1-3 Years


3-5 Years


More than 5 Years(In thousands)Long-term debt obligations (including interest payments)

$
999,689


$
355,388


$
644,301


$



$
Short-term debt obligations (including interest payments)


1,215,665



1,215,665











Capital (finance) lease obligations


52,277



36,339



15,938







Non-cancelable purchase obligations raw materials


4,920



4,920











 equipment


857,276



688,604



168,672







Payable due to a customer


112,470



112,470











Convertible senior notes (including interest payments)


400,722



363,761



36,961







Total

$
3,643,019


$
2,777,147


$
865,872


$



$
        98




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##### Table of Contents



ITEM 6.
    DIRECTORS,
    SENIOR MANAGEMENT AND EMPLOYEES  A.
    Directors
    and Senior Management    Directors and Executive Officers

Age

PositionXiaofeng Peng


36


Chairman and Chief Executive OfficerXingxue Tong


48


Director, President and Chief Operating OfficerLiangbao Zhu


45


Director and Executive Vice PresidentYonggang Shao


48


Director and Senior Vice PresidentLouis T. Hsieh


46


Independent DirectorBing Xiang


49


Independent DirectorJunwu Liang


77


Independent DirectorJack Lai


57


Executive Vice President, Chief Financial Officer and SecretaryYuepeng Wan


47


Group Senior Vice President, Chief Technology OfficerRongqiang Cui


70


Consultant, Head of Shanghai Jiaotong University LDK LaboratoryPietro Rossetto


62


Chief EngineerQiqiang Yao


40


Group Senior Vice President   Directors
  Xiaofeng Peng
  Xingxue Tong
  Liangbao Zhu
  Yonggang Shao
 99




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Louis T. Hsieh
  Bing Xiang
  Junwu Liang
  Executive
    Officers
  Jack Lai
  Yuepeng Wan
 100




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##### Table of Contents



Rongqiang Cui
  Pietro Rossetto
  Qiqiang Yao
  B.
    Compensation
    of Directors and Officers  Compensation
    of Directors and Executive Officers
        Indemnification
   101




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Employment
    Agreements
   C.  Board
    Practices  and/or
  
    the audit committee,
    the compensation committee, and
    the corporate governance and nominating committee.      Audit
    committee
   102




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
    selecting the independent auditors and pre-approving all
    auditing and non-auditing services permitted to be performed by
    the independent auditors;
    reviewing and approving all proposed related-party transactions;
    discussing the annual audited financial statements and interim
    financial statements with management and the independent
    auditors;
    annually reviewing and reassessing the adequacy of our audit
    committee charter;
    meeting separately and periodically with management and the
    independent auditors;
    such other matters that are specifically delegated to our audit
    committee by our board of directors from time to time; and
    reporting regularly to the full board of directors.  Compensation
    committee
    
    reviewing and determining the compensation package for our
    senior executives;
    reviewing and making recommendations to the board with respect
    to the compensation of our directors;
    reviewing and approving officer and director indemnification and
    insurance matters;
    reviewing periodically and approving any long-term incentive
    compensation or equity plans, programs or similar arrangements,
    annual bonuses, employee pension and welfare benefit
    plans; and
    reporting regularly to the full board of directors.  Corporate
    governance and nominating committee
    
    identifying and recommending to the board nominees for election
    or re-election to the board;
    appointment to fill any vacancy;
    reviewing annually with the board the current composition of the
    board in light of the characteristics of independence, age,
    skills, experience and availability of service to us;
    identifying and recommending to the board the directors to serve
    as members of the boards committees;
    advising the board periodically with respect to significant
    developments in the law and practice of corporate governance as
    well as our compliance with applicable laws and regulations, and
    making recommendations to the board on all matters of corporate
    governance and on any corrective action to be taken; 103




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
    monitoring compliance with our code of business conduct and
    ethics, including reviewing the adequacy and effectiveness of
    our procedures to ensure proper compliance; and
    reporting regularly to the full board of directors.  Duties of
    Directors
   D.  Employees      Number of

Percentage ofEmployees

TotalManufacturing


17,927



80
%Quality control


1,225



5Research, development and engineering


319



1Administration


1,771



8Production planning


870



4Finance


164



1Procurement


124



1Total


22,400



100.0
%          E.  Share
    Ownership  2006
    Stock Incentive Plan
   104




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##### Table of Contents




    motivate the eligible participants to optimize their performance
    efficiency for the benefit of our company;
    attract and retain the best available personnel in our industry
    through additional incentive to our employees and
    directors; and
    attract and otherwise maintain our on-going business
    relationship with consultants and business entities whose
    contributions are or will be beneficial to our long-term growth.  Eligible
    participants
    
    any full-time or part-time employees, executives or officers of
    our company or any of our subsidiaries;
    any directors, including non-executive directors and independent
    non-executive directors, of our company or any of our
    subsidiaries;
    any advisers, consultants and agents to us or any of our
    subsidiaries; and
    such other persons who, in the sole opinion of our board of
    directors, will contribute or have contributed to our
    development and operations.  Maximum
    number of shares
    Price
    of shares
    Performance
    criteria
   105




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##### Table of Contents



Outstanding
    options granted under our 2006 stock incentive
    plan
    Ordinary SharesUnderlyingOutstanding

Exercise PriceName

Options

($/Share)

Date of Grant

Date of ExpirationXiaofeng Peng


15,000
(2)

$
13.06


January 15, 2009

January 14, 2019650,000
(2)


6.77


April 7, 2010

April 6, 2020Xingxue Tong


866,667



9.00


February 6, 2007

February 5, 2012*
(2)


13.06


January 15, 2009

January 14, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Liangbao Zhu


*
(2)


13.06


January 15, 2009

January 14, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Yonggang Shao


*
(2)


13.06


January 15, 2009

January 14, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Louis T. Hsieh


*



9.00


May 31, 2007

May 30, 2012*



9.00


October 17, 2007

October 17, 2012*
(2)


6.77


April 7, 2010

April 6, 2020Jack Lai


*



4.45


August 1, 2006

July 31, 2011*
(2)


13.06


January 15, 2009

January 14, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Yuepeng Wan


*



9.00


February 6, 2007

February 5, 2012*
(2)


13.06


January 15, 2009

January 14, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Pietro Rossetto


*



4.45


August 1, 2006

July 31, 2011*
(2)


13.06


January 15, 2009

January 14, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Qiqiang Yao


*



4.45


August 1, 2006

July 31, 2011*
(2)


13.06


January 15, 2009

January 14, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Bing Xiang


*



8.46


April 16, 2009

April 15, 2019*
(2)


6.77


April 7, 2010

April 6, 2020Junwu Liang


*



8.46


April 16, 2009

April 15, 2019Other employees as a
    group(1)


260,653



4.45


August 1, 2006

July 31, 2011Other employees as a
    group(1)


367,034



9.00


April 17, 2007

April 16, 2012Other employees as a
    group(1)


141,478



25.00


May 14, 2007

May 13, 2012Other employees as a
    group(1)


257,194



33.96


July 6, 2007

July 5, 2012Other employees as a
    group(1)


213,150



29.55


December 3, 2007

December 2, 2012Other employees as a
    group(1)(2)


194,970



13.12


November 13, 2008

November 12, 2018Other employees as a
    group(1)


100,000



13.06


January 15, 2009

January 14, 2014Other employees as a
    group(1)(2)


77,100



13.06


January 15, 2009

January 14, 2019Other employees as a
    group(1)


113,000



8.46


April 16, 2009

April 15, 2014Other employees as a
    group(1)(2)


53,600



8.46


April 16, 2009

April 15, 2019Other employees as a
    group(1)(2)


2,078,447



6.77


April 7, 2010

April 6, 2020Other employees as a
    group(1)(2)


441,100



7.35


August 9, 2010

August 8, 2020Other employees as a
    group(1)(2)


374,400



12.33


November 4, 2010

November 3, 2020Other employees as a
    group(1)(2)


238,000



10.43


January 10, 2011

January 9, 2021Other employees as a
    group(1)(2)


345,600



12.03


April 7, 2011

April 6, 2021Total


11,009,061     *
    
    These directors and executive
    officers as a group, each beneficially owning less than 1% of
    our outstanding shares, together hold stock options exercisable
    for 4,221,668 shares.(1)
    
    Each employee holds less than 1% of
    our total outstanding voting securities. 106




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(2)
    
    Subject to a five-year vesting
    period.    Share
    Ownership by Directors and Executive Officers
      Shares BeneficiallyOwnedNumber

Percent(1)Directors and Executive OfficersXiaofeng
    Peng(2)


73,221,796



48.9
%Xingxue
    Tong(3)


*



*Liangbao
    Zhu(4)


*



*Yonggang
    Shao(5)


*



*Louis T. Hsieh


*



*Jack Lai


*



*Yuepeng Wan


*



*Rongqiang Cui


*



*Pietro Rossetto


*



*Qiqiang
    Yao(6)


*



*Total


77,491,202



51.7
%     *
    
    Less than 1% of our outstanding
    shares.(1)
    
    The percentage of beneficial
    ownership is calculated by dividing the number of shares
    beneficially owned by such person or group by an aggregate of
    149,777,658 shares issued and outstanding, including shares
    not yet issued and outstanding but beneficially owned by our
    directors and executive officers as determined in accordance
    with the SEC rules and regulations, as of March 31, 2011.(2)
    
    Mr. Peng holds his shares
    through his wholly owned British Virgin Islands company, LDK New
    Energy.(3)
    
    Mr. Tong holds his shares
    through his wholly owned British Virgin Islands company, Superb
    Bright Limited.(4)
    
    Mr. Zhu holds his shares
    through his wholly owned British Virgin Islands company, Feliz
    International Inc.(5)
    
    Mr. Shao holds his shares
    through his wholly owned British Virgin Islands company, SM
    Future Investment Inc.(6)
    
    Mr. Yao holds his shares
    through his wholly owned British Virgin Islands company, Qiqiang
    Investment Consulting Inc. 107




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ITEM 7.
    MAJOR
    SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A.Major
    Shareholders    Shares Beneficially OwnedName

Number

PercentXiaofeng Peng


73,221,796



48.9
%        B.  Related
    Party Transactions   108




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##### Table of Contents



Year Ended December 31,2008

2009

2010(In thousands)Sales of wafers under related parties
    arrangement(1)






56,132



Purchases of modules production equipment from the Best
    Solar(2)










21,248Purchases of inventories from Best
    Solar(2)






78,079



80,869Sales of modules and cells to Best
    Solar(2)










4,587Purchases of low value consumables from a related
    party(3)


1,141



509



1,993Purchases of auxiliary from a related
    party(4)










7,821Purchases of crucibles from an
    associate(3)


3,011



1,271



14,252Loan obtained from a related
    party(5)


2,195







     (1)
    
    During the year ended
    December 31, 2009, JXLDK entered in to three wafer sales
    contracts with Gintech and one wafer sales contract with Motech
    with contract values of $52,350 and $3,782, respectively
    (collectively referred as Wafer Sales Contracts). In
    addition, Gintech and Motech entered into agreements to sell
    corresponding quantities of cells (Cell Sales
    Arrangement) to Best Solar. JXLDK respectively agreed with
    Gintech and Motech that these Wafer Sales Contracts will be void
    if Best Solar did not procure the cells from Gintech and Motech
    pursuant to the Cell Sales Agreement. During the year ended
    December 31, 2009, JXLDK recognized revenue of $56,132
    relating to these Wafer Sales Contracts when Gintech and Motech
    accepted delivery of wafers supplied by us and Best Solar
    accepted delivery of cells respectively supplied by Gintech and
    Motech.(2)
    
    On February 28, 2010, we
    purchased the crystalline module production equipment from Best
    Solar at a consideration of $21,248, which approximates their
    fair value in the market and carrying value as recorded in the
    books of Best Solar.We purchased the crystalline
    modules of $78,079 and $29,426 from Best Solar during the year
    ended December 31, 2009 and 2010, respectively. We also
    purchased raw materials and supplies relating to crystalline
    modules production of $51,443 from Best Solar during the year
    ended December 31, 2010. Furthermore, we made prepayments
    of $15,573 to Best Solar under a thin-film module purchase
    agreement during the year ended December 31, 2010 and made
    prepayments of $37,615 to Best Solar for crystalline module
    purchases and processing during the year ended December 31,
    2009.We sold crystalline modules and
    cells of $4,587 to Best Solar during the year ended
    December 31, 2010.The outstanding amounts due from
    the Best Solar as of December 31, 2009 and 2010 were
    $37,615 and $44,839, respectively. The outstanding amounts due
    to Best Solar as of December 31, 2009 and 2010 were $35,969
    and nil, respectively.(3)
    
    We purchased low value consumables
    from Jiangxi Liouxin Industry Co., Ltd., (JXLXI)
    which is a company controlled by Mr. Peng, of $1,141, $509
    and $1,993 during the years ended December 31, 2008, 2009
    and 2010, respectively. The outstanding amount due to JXLXI was
    $656 and $949 as of December 31, 2009 and 2010,
    respectively.(4)
    
    We purchased auxiliary materials of
    $7,821 from Saiwen Industry (Suzhou) Co., Ltd.,
    (SZSW), a company controlled by Mr. Peng,
    during the year ended December 31, 2010. The outstanding
    amounts due to SZSW as of December 31, 2010 were $2,211.(5)
    
    JXLDK also purchased crucibles from
    Sinoma, which is an associate of JXLDK, of $1,271 and $14,252
    during the years ended December 31, 2009 and 2010,
    respectively. The outstanding amount due to Sinoma was $2,164
    and $11,874 as of December 31, 2009 and 2010, respectively,
    and due from Sinoma was nil and $322 as of December 31,
    2009 and 2010, respectively.  Guarantees
  page F-1
  Stock
    Option Grants
   109




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Individual
    Income Tax Withholding Obligation
   C.  Interests
    of Experts and Counsel    ITEM 8.
    FINANCIAL
    INFORMATION A.  Consolidated
    Statements and Other Financial Information  page F-1
  Legal
    Proceedings
    Dividend
    Distribution Policy
   110




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##### Table of Contents



B.  Significant
    Changes    ITEM 9.
    THE
    OFFER AND LISTING        High

LowAnnual Highs and Lows2007 (from June 1, date of our ADS listing on New York Stock
    Exchange)

$
73.95


$
23.202008


51.26



9.952009


16.01



4.042010


13.90



5.00Quarterly Highs and LowsSecond Quarter 2009


13.90



6.78Third Quarter 2009


11.99



8.53Fourth Quarter 2009


9.25



5.23First Quarter 2010


8.21



6.01Second Quarter 2010


8.43



5.00Third Quarter 2010


10.45



5.20Fourth Quarter 2010


13.90



9.80First Quarter 2011


14.49



10.29Monthly Highs and LowsOctober 2010


12.82



9.80November 2010


13.90



10.00December 2010


11.25



10.03January 2011


14.44



10.29February 2011


14.49



12.46March 2011


12.98



10.64    111




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##### Table of Contents



ITEM 10.
    ADDITIONAL
    INFORMATION A.  Share
    Capital   B.  Memorandum
    and Articles of Association      Ordinary
    Shares and Ordinary Shares Represented by ADSs
    Meetings
      Voting
    rights
    
    the chairman of the meeting;
    at least three shareholders present in person or, in the case of
    a shareholder being a corporation, by its duly authorized
    representative, or by proxy for the time being entitled to vote
    at the meeting;
    any shareholder or shareholders present in person or, in the
    case of a shareholder being a corporation, by its duly
    authorized representative, or by proxy and representing not less
    than one-tenth of the total voting rights of all the
    shareholders having the right to vote at the meeting; or
    a shareholder or shareholders present in person or, in the case
    of a shareholder being a corporation, by its duly authorized
    representative, or by proxy and holding not less than one-tenth
    of the issued share capital of our voting shares. 112




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Protection
    of minority shareholders
          Dividends
     113




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##### Table of Contents



Transfer
    of shares
      
    the instrument of transfer is lodged with us, accompanied by the
    relevant certificate for the ordinary shares and such other
    evidence as our board of directors may reasonably require to
    show the right of the transferor to make the transfer; 114




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
    the instrument of transfer is in respect of only one class of
    ordinary shares;
    the instrument of transfer is properly stamped, if applicable;
    in the case of a transfer to joint holders, the number of joint
    holders to whom the ordinary share is to be transferred does not
    exceed four; or
    a fee of such maximum sum as a designated stock exchange may
    determine to be payable, or such lesser sum as our board of
    directors may from time to time require, is paid to us.      Liquidation
  paid-up
    Alteration
    of capital
    
    increase our capital by such sum, to be divided into shares of
    such amounts, as the resolution shall prescribe;
    consolidate and divide all or any of our share capital into
    shares of larger amount than our existing shares;
    cancel any shares which at the date of the passing of the
    resolution have not been taken or agreed to be taken by any
    person, and diminish the amount of its share capital by the
    amount of the shares so cancelled;
    sub-divide
    our shares or any of them into shares of smaller amount than is
    fixed by our fourth amended and restated memorandum of
    association, subject nevertheless to the Cayman Islands
    companies law, and so that the resolution whereby any share is
    sub-divided
    may determine that, as between the holders of the shares
    resulting from such subdivision, one or more of the shares may
    have any such preference or other special 115




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##### Table of Contents



rights, over, or may have such deferred rights or be subject to
    any such restrictions as compared with the others as we have
    power to attach to unissued or new shares; and  
    divide shares into several classes and without prejudice to any
    special rights previously conferred on the holders of existing
    shares, attach to the shares respectively any preferential,
    deferred, qualified or special rights, privileges, conditions or
    such restrictions which in the absence of any such determination
    in general meeting as the directors may determine.    Calls
    on shares and forfeiture of shares
    Redemption
    of shares
    Variations
    of rights of shares
    Inspection
    of register of members
    
    by shareholders for such times and on such days as our board of
    directors may determine, without charge, at our registered
    office or such other place where we keep our register in
    accordance with the Cayman Islands companies law, or
    by any other person, upon a maximum payment of $2.50 or such
    other sum specified by our board of directors, at our registered
    office or such other place where we keep our register in
    accordance with the Cayman Islands companies law, or if
    appropriate, upon a maximum payment of $1.00 or such other sum
    specified by our board of directors at the registration office. 116




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Designations
    and classes of shares
    Anti-takeover
    provisions
    Share
    repurchase
    Untraceable
    shareholders
    
    all checks or warrants in respect of dividends of such shares,
    not being less than three in number, for any sums payable in
    cash to the holder of such shares have remained uncashed for a
    period of 12 years prior to the publication of the
    advertisement and during the three months referred to in third
    bullet point below;
    we have not during that time received any indication of the
    whereabouts or existence of the shareholder or person entitled
    to such shares by death, bankruptcy or operation of law; and
    we have caused an advertisement to be published in newspapers in
    the manner stipulated by our amended and restated articles of
    association, giving notice of our intention to sell these
    shares, and a period of three months has elapsed since such
    advertisement and the stock exchange on which we list has been
    notified of such intention.    Protection
    of minority shareholders
   117




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winding-up
    Mergers
    and similar arrangements
            
    the statutory provisions as to the required majority vote have
    been met;
    the shareholders have been fairly represented at the meeting or
    meetings in question and the statutory majority is acting bona
    fide without coercion of the minority to promote interests
    adverse to those of the class;
    the arrangement is such that may be reasonably approved by an
    intelligent and honest person of that class acting in respect of
    his/her interest; and 118




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
    the arrangement is not one that would more properly be
    sanctioned under some other provision of the Cayman Islands
    companies law.      Winding
    up
        twenty-eight
  pari
    passu
   119




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C.  Material
    Contracts   D.  Exchange
    Controls    
    Foreign Currency Administration Rules of 1996, as
    amended; and
    Administrative Rules of the Settlement, Sale and Payment of
    Foreign Exchange of 1996.    and/or
 E.  Taxation    Cayman
    Islands Taxation
     120




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
    That no law which is hereafter enacted in the Cayman Islands
    imposing any tax to be levied on profits, income, gains or
    appreciations shall apply to the Company or its
    operations; and
    In addition, that no tax to be levied on profits, income, gains
    or appreciations or which is in the nature of estate duty or
    inheritance tax shall be payable, on or in respect of the
    shares, debentures or other obligations of the Company, or by
    way of the withholding, in whole or part, of any relevant
    payment as defined in Section 6(3) of the Tax Concessions
    Law (1999 Revision).    Peoples
    Republic of China Taxation
  Corporate
    Income Tax
          Individual
    Income Tax Withholding Obligation
   121




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Certain
    United States Federal Income Taxation Considerations
        
    certain financial institutions;
    insurance companies;  Certain
    United States Federal Income Taxation Considerations
        
    certain financial institutions;
    insurance companies;
    broker dealers;
    traders that elect to
    mark-to-market;
    tax-exempt entities;
    persons liable for alternative minimum tax; 122




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
    persons holding an ordinary share or ADS as part of a straddle,
    constructive sale, hedging, conversion or integrated transaction;
    persons that actually or constructively own 10% or more of our
    voting stock; or
    persons holding ordinary shares or ADSs through partnerships or
    other entities classified as partnerships for United States
    federal income tax purposes.  Prospective purchasers are urged to consult their tax
    advisors about the United States federal, state and local tax
    consequences to them of the purchase, ownership and disposition
    of our ordinary shares or ADSs.
    
    a citizen or resident of the United States;
    a corporation (or other entity classified as a corporation for
    United States federal income tax purposes) organized in or under
    the laws of the United States, any state thereof or the District
    of Columbia;
    an estate whose income is subject to United States federal
    income taxation regardless of its source; or
    a trust that (1) is subject to the primary supervision of a
    court within the United States and one or more U.S. persons
    have the authority to control all substantial decisions of the
    trust or (2) was in existence on August 20, 1996, was
    treated as a U.S. person under the Code on the previous day
    and has a valid election in effect under applicable
    U.S. Treasury regulations to be treated as a
    U.S. person.      Taxation
    of dividends and other distributions on the ordinary shares or
    ADSs
     123




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Taxation
    of disposition of ordinary shares or ADSs
  U.S.-PRC
  Passive
    foreign investment company rules
  non-U.S. corporation
  
    at least 75% of its gross income is passive; or
    at least 50% of the value of its assets (based on an average of
    the quarterly values of the assets during a taxable year) is
    attributable to assets that produce or are held for the
    production of passive income.       124




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mark-to-market
  
    the excess distribution or gain will be allocated ratably over
    your holding period for the ADSs or ordinary shares;
    the amount allocated to the current taxable year, and any
    taxable year prior to the first taxable year in which we became
    a PFIC, will be treated as ordinary income; and
    the amount allocated to each other year will be subject to the
    highest tax rate in effect for that year and the interest charge
    generally applicable to underpayments of tax will be imposed on
    the resulting tax attributable to each such year.    mark-to-market mark-to-market mark-to-market mark-to-market mark-to-market mark-to-market mark-to-market
  mark-to-market de
    minimis mark-to-market
  mark-to-market mark-to-market
   125




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mark-to-market
    Recently
    Enacted Legislation  Medicare Tax
    Information
    Reporting and Backup Withholding
      
    fails to provide an accurate taxpayer identification number,
    is notified by the Internal Revenue Service that backup
    withholding will be required, or
    in certain circumstances, fails to comply with applicable
    certification requirements.     F.  Dividends
    and Paying Agents   G.  Statement
    by Experts   H.  Documents
    on Display  Form 20-F,
 126




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1-800-SEC-0330
   I.  Subsidiary
    Information    ITEM 11.
    QUALITATIVE
    AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK  Inflation
    Foreign
    Currency Risk
  page F-1
   127




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As of December 31, 2008

As of December 31, 2009

As of December 31, 2010()

($)

(CHF)

()

($)

(HK$)

()

($)

HK$Assets


14,902,945



118,538,468







57,523,262



256,816,436



828,140



14,685,946



371,571,276



Liabilities


(8,876,233
)


(453,074,644
)


(880,017
)


(43,319,943
)


(482,621,936
)






(34,359,994
)


(599,553,338
)


Net exposure


6,026,712



(334,536,176
)


(880,017
)


14,203,319



(225,805,500
)


828,140



(19,674,049
)


(227,982,062
)


           Interest
    Rate Risk
    Credit
    Risk
   128




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Liquidity
    Risk
    ITEM 12.
    DESCRIPTION
    OF SECURITIES OTHER THAN EQUITY SECURITIES  A.  Debt
    Securities
    B.  Warrants
    and Rights
    C.  Other
    Securities
    D.  American
    Depositary Shares
          Form F-6 No. 333-142899)
 129




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Share
    Dividends and Other Distributions
  How will
    I receive dividends and other distributions on the shares
    underlying my ADSs?
      
    Cash.  The depositary will distribute any
    U.S. dollars available to it resulting from a cash dividend
    or other cash distribution or the net proceeds of sales of any
    other distribution or portion thereof (to the extent
    applicable), on an averaged or other practicable basis, subject
    to (i) appropriate adjustments for taxes withheld,
    (ii) such distribution being impermissible or impracticable
    with respect to certain registered holders, and
    (iii) deduction of the depositarys expenses in
    (1) converting any foreign currency to U.S. dollars to
    the extent that it determines that such conversion may be made
    on a reasonable basis, (2) transferring foreign currency or
    U.S. dollars to the United States by such means as the
    depositary may determine to the extent that it determines that
    such transfer may be made on a reasonable basis,
    (3) obtaining any approval or license of any governmental
    authority required for such conversion or transfer, which is
    obtainable at a reasonable cost and within a reasonable time and
    (4) making any sale by public or private means in any
    commercially reasonable manner. If exchange rates fluctuate
    during a time when the depositary cannot convert a foreign
    currency, you may lose some or all of the value of the
    distribution.
    Shares.  In the case of a distribution in
    shares, the depositary will issue additional ADRs to evidence
    the number of ADSs representing such shares. Only whole ADSs
    will be issued. Any shares which would result in fractional ADSs
    will be sold and the net proceeds will be distributed in the
    same manner as cash to the ADR holders entitled thereto.
    Rights to Receive Additional Shares.  In the
    case of a distribution of rights to subscribe for additional
    shares or other rights, if we provide satisfactory evidence that
    the depositary may lawfully distribute such rights, the
    depositary will distribute warrants or other instruments
    representing such rights. However, if we do not furnish such
    evidence, the depositary may (i) sell such rights if
    practicable and distribute the net proceeds as cash; or
    (ii) if it is not practicable to sell such rights, do
    nothing and allow such rights to lapse, in which case ADR
    holders will receive nothing. We have no obligation to file a
    registration statement under the Securities Act in order to make
    any rights available to ADR holders.
    Other Distributions.  In the case of a
    distribution of securities or property other than those
    described above, the depositary may either (i) distribute
    such securities or property in any manner it deems equitable and
    practicable or (ii) to the extent the depositary deems
    distribution of such securities or property not to be equitable
    and practicable, sell such securities or property and distribute
    any net proceeds in the same way it distributes cash.       130




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There can be no assurance that the depositary will be able to
    convert any currency at a specified exchange rate or sell any
    property, rights, shares or other securities at a specified
    price, nor that any of such transactions can be completed within
    a specified time period.
  Deposit,
    Withdrawal and Cancellation
  How does
    the depositary issue ADSs?
        How do
    ADR holders cancel an ADS and obtain deposited
    securities?
      
    temporary delays caused by the closing of our transfer books or
    those of the depositary, the deposit of shares in connection
    with voting at our shareholders meeting or the payment of
    dividends;
    the payment of fees, taxes and similar charges; or
    compliance with any U.S. or foreign laws or governmental
    regulations relating to the ADRs or to the withdrawal of
    deposited securities.    Record
    Dates
    
    entitled to receive dividends, distributions or rights,
    entitled to give instructions for the exercise of voting rights
    at a meeting of holders of ordinary shares or other deposited
    securities, 131




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
    obligated to pay fees assessed by the depositary for
    administration of the ADR program and for any expenses as
    provided for in the deposit agreement, or
    entitled to receive any notice or to act in respect of other
    matters,    Voting
    Rights
  How do I
    vote?
      Reports
    and Other Communications
  Will I be
    able to view our reports?
      Fees and
    Expenses
  What fees
    and expenses will I be responsible for paying?
      
    to the extent not prohibited by the rules of any stock exchange
    or interdealer quotation system upon which the ADSs are traded,
    a fee of $1.50 per ADR or ADRs for transfers of certificated
    ADRs or ADRs in the depositarys direct registration system; 132




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
    a fee of $0.02 or less per ADS (or portion thereof) for any cash
    distribution made pursuant to the deposit agreement;
    a fee of $0.02 per ADS (or portion thereof) per calendar year
    for services performed by the depositary in administering our
    ADR program (which fee will be assessed against holders of ADRs
    as of the record date set by the depositary not more than once
    each calendar year and will be payable in the manner described
    in the next succeeding provision);
    any other charge payable by the depositary, any of the
    depositarys agents, including the custodian, or the agents
    of the depositarys agents in connection with the servicing
    of our shares or other deposited securities (which charge will
    be assessed against registered holders of our ADRs as of the
    record date or dates set by the depositary and will be payable
    at the sole discretion of the depositary by billing such
    registered holders or by deducting such charge from one or more
    cash dividends or other cash distributions);
    a fee for the distribution of securities (or the sale of
    securities in connection with a distribution), such fee being in
    an amount equal to the fee for the execution and delivery of
    ADSs which would have been charged as a result of the deposit of
    such securities (treating all such securities as if they were
    shares) but which securities or the net cash proceeds from the
    sale thereof are instead distributed by the depositary to those
    holders entitled thereto;
    stock transfer or other taxes and other governmental charges;
    cable, telex and facsimile transmission and delivery charges
    incurred at your request;
    transfer or registration fees for the registration of transfer
    of deposited securities on any applicable register in connection
    with the deposit or withdrawal of deposited securities;
    expenses of the depositary in connection with the conversion of
    foreign currency into U.S. dollars; and
    such fees and expenses as incurred by the depositary (including,
    without limitation, expenses incurred in connection with
    compliance with foreign exchange control regulations or any law
    or regulation relating to foreign investment) in delivery of
    deposited securities or otherwise in connection with the
    depositarys or its custodians compliance with
    applicable laws, rules or regulations.    Payment
    of Taxes
  split-up
   133




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Reclassifications,
    Recapitalizations and Mergers
  split-up,
  
    amend the form of ADR;
    distribute additional or amended ADRs;
    distribute cash, securities or other property it has received in
    connection with such actions;
    sell any securities or property received and distribute the
    proceeds as cash; or
    none of the above.    Amendment
    and Termination
  How may
    the deposit agreement be amended?
    How may
    the deposit agreement be terminated?
    
    to deliver deposited securities to ADR holders who surrender
    their ADRs, and
    to hold or sell distributions received on deposited securities.   134




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Limitations
    on Obligations and Liability to ADR Holders
  split-up,
  
    payment with respect thereto of (i) any stock transfer or
    other tax or other governmental charge, (ii) any stock
    transfer or registration fees in effect for the registration of
    transfers of shares or other deposited securities upon any
    applicable register and (iii) any applicable fees and
    expenses described in the deposit agreement;
    the production of proof satisfactory to the depositary and its
    custodian of (i) the identity of any signatory and
    genuineness of any signature and (ii) such other
    information, including information as to citizenship, residence,
    exchange control approval, beneficial ownership of any
    securities, payment of applicable taxes or governmental charges,
    or legal or beneficial ownership and the nature of such
    interest, information relating to the registration of the shares
    on the books maintained by or on our behalf for the transfer and
    registration of shares, compliance with applicable laws,
    regulations, provisions of or governing deposited securities and
    terms of the deposit agreement and the ADRs, as it may deem
    necessary or proper; and
    compliance with such regulations as the depositary may establish
    consistent with the deposit agreement.    
    present or future law, rule or regulation of the United States,
    China, the Cayman Islands or any other country, or of any
    governmental or regulatory authority or securities exchange or
    market or automated quotation system, the provisions of or
    governing any deposited securities, any present or future
    provision of our charter, any act of God, war, terrorism or
    other circumstance beyond our, the depositarys or our
    respective agents control will prevent, delay or subject
    to any civil or criminal penalty any act that the deposit
    agreement or the ADRs provide should be done or performed by us,
    the depositary or our respective agents (including voting);
    the depositary or its agents exercise or fail to exercise
    discretion under the deposit agreement or the ADRs;
    the depositary or its agents perform their obligations without
    gross negligence or bad faith;
    the depositary or its agents take any action or refrain from
    taking any action in reliance upon the advice of or information
    from legal counsel, accountants, any person presenting shares
    for deposit, any registered holder of ADRs, or any other person
    believed by it to be competent to give such advice or
    information; or
    the depositary or its agents rely upon any written notice,
    request, direction or other document believed by it to be
    genuine and to have been signed or presented by the proper party
    or parties.       135




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Disclosure
    of Interest in ADSs
    Requirements
    for Depositary Actions
    
    issue, register or transfer an ADR or ADRs;
    effect a
    split-up or
    combination of ADRs;
    deliver distributions on any ADRs; or
    permit the withdrawal of deposited securities (unless the
    deposit agreement provides otherwise); until the following
    conditions have been met:
    the holder has paid all taxes, governmental charges, and fees
    and expenses as required in the deposit agreement;
    the holder has provided the depositary with any information it
    may deem necessary or proper, including, without limitation,
    proof of identity and the genuineness of any signature; and
    the holder has complied with such regulations as the depositary
    may establish under the deposit agreement.  split-up
  Books of
    Depositary
  split-up
  split-up
  Pre-release
    of ADSs
    
    the depositary has received collateral for the full market value
    of the pre-released ADSs (marked to market daily); and
    each recipient of pre-released ADSs agrees in writing that he or
    she:
    owns the underlying shares, 136




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##### Table of Contents




    assigns all rights in such shares to the depositary,
    holds such shares for the account of the depositary, and
    will deliver such shares to the custodian as soon as
    practicable, and promptly if the depositary so demands.    Appointment
    
    be a party to and bound by the terms of the deposit agreement
    and the applicable ADR or ADRs, and
    appoint the depositary its attorney-in-fact, with full power to
    delegate, to act on its behalf and to take any and all actions
    contemplated in the deposit agreement and the applicable ADR or
    ADRs, to adopt any and all procedures necessary to comply with
    applicable laws and to take such action as the depositary in its
    sole discretion may deem necessary or appropriate to carry out
    the purposes of the deposit agreement and the applicable ADR and
    ADRs, the taking of such actions to be the conclusive
    determinant of the necessity and appropriateness thereof.  Restricted
    ADSs
        Segregation of ADSs:
 137




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Lack of Fungibility:
  Fees and
    Charges Payable to Depositary
  Category

Depositary Actions

Associated FeeDepositing or substituting underlying shares

Each person to whom ADRs are issued against deposits of Shares,
    including deposits and issuances in respect of:  Share
    distributions, stock split, rights, merger
      Exchange
    of securities or any other transaction or event or other
    distribution affecting the ADSs or the Deposited Securities

$5.00 for each 100 ADSs (or portion thereof) evidenced by the
    new ADRs deliveredReceiving or distributing dividends

Distribution of cash dividends

$0.02 or less per ADS (or portion thereof)Distribution of share dividends

$5.00 for each 100 ADSs (or portion thereof)Selling or exercising rights

Distribution or sale of securities, the fee being in an amount
    equal to the fee for the execution and delivery of ADSs which
    would have been charged as a result of the deposit of such
    securities

$5.00 for each 100 ADSs (or portion thereof)Withdrawing underlying security

Acceptance of ADRs surrendered for withdrawal of deposited
    securities

$5.00 for each 100 ADSs (or portion thereof) evidenced by the
    ADRs surrenderedTransferring, splitting or grouping ADRs

Transfers, combining or grouping of ADRs

$1.50 per ADSGeneral depositary services, particularly those charged on an
    annual basis

  Other
    services performed by depositary in administering ADRs
      Provide
    information about depositarys right, if any, to collect
    fees and charges by offsetting them against dividends received
    and deposited securities

$0.02 per ADS (or portion thereof) not more than once each
    calendar year and payable at sole discretion of depositary by
    billing ADR holders or by deducting such charge from cash
    dividends or other cash distributionsExpenses of Depositary

Expenses incurred on behalf of ADR holders in connection with  Compliance
    with foreign exchange control regulations or any law or
    regulation relating to foreign investment
      Depositarys
    or its custodians compliance with applicable law, rule or
    regulation
      Stock
    transfer or other taxes and other governmental charges
      Cable,
    telex, facsimile transmission/delivery
      Expenses
    of depositary in connection with conversion of foreign currency
    into U.S. dollars
      Any
    other charge payable by depositary or its agents

Expenses payable at sole discretion of depositary by billing ADR
    holders or by deducting charges from cash dividends or other
    cash distributions   Fees and
    Charges Payable by Depositary
   138




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out-of-pocket
   PART II  ITEM 13.
    DEFAULTS,
    DIVIDEND ARREARAGES AND DELINQUENCIES    ITEM 14.
    MATERIAL
    MODIFICATIONS TO RIGHTS OF SECURITY HOLDERS AND USE OF
    PROCEEDS  Form F-3 333-152009)
  Form F-3 333-153585),
  Form F-3 333-160110),
  005-83756)
  Form F-3 333-171877),
   139




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A.
    Material
    Modification to Instruments Defining Rights of Security
    Holders    B.
    Material
    Modification to Rights of Registered Securities by Issuing or
    Modifying any Other Class of Securities    C.
    Withdrawal
    or Substitution of a Material Amount of the Assets Securing any
    Registered Securities    D.
    Change
    of Trustees or Paying Agents for any Registered
    Securities    E.
    Use
    of Proceeds    ITEM 15.
    CONTROLS
    AND PROCEDURES  Disclosure
    Controls and Procedures
  Rules 13a-15(e) 15d-15(e)
    Managements
    Annual Report on Internal Control Over Financial
    Reporting
  Rule 13a-15(f)
     140




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##### Table of Contents



Attestation
    Report of Independent Registered Public Accounting
    Firm
      Internal Control 
    Integrated Framework
        Internal Control  Integrated Framework
    /s/  KPMG
    141




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##### Table of Contents



Changes
    in Internal Control over Financial Reporting
    ITEM 16.
    RESERVED  ITEM 16A.
    AUDIT
    COMMITTEE FINANCIAL EXPERT    ITEM 16B.
    CODE
    OF ETHICS  Form F-1 333-142881).
  ITEM 16C.
    PRINCIPAL
    ACCOUNTANT FEES AND SERVICES    2009

2010Audit
    fees(1)

$
2,257,383


$
2,092,038Audit-related
    fees(2)


2,209,539



1,100,290Tax
    fees(3)

$
234,843


$
334,548     (1)
    
    Audit fees means the
    aggregate fees billed for professional services rendered by our
    independent auditor for the annual audit of our consolidated
    financial statements.(2)
    
    Audit-related fees
    means the aggregate fees billed for assurance and related
    services by our independent auditor that are reasonably related
    to the performance of the audit or review of our consolidated
    financial statements and are not reported under Audit
    fees. Services comprising the fees disclosed under the
    category of Audit-related fees involve principally
    the issue of comfort letter and reading of offering documents in
    connection with our follow-on equity offering and issuance of
    convertible senior notes.(3)
    
    Tax fees include fees
    billed for tax compliance services.  case-by-case
    ITEM 16D.
    EXEMPTIONS
    FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES   142




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ITEM 16E.  PURCHASES
    OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED
    PURCHASERS
    ITEM 16F.
    CHANGE
    IN REGISTRANTS CERTIFYING ACCOUNTANT    ITEM 16G.
    CORPORATE
    GOVERNANCE    Board
    and Committee Independence
        Audit
    Committee
      Remuneration
    Committee
    Form 10-K.
 143




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Nomination
    Committee
   PART III  ITEM 17.
    FINANCIAL
    STATEMENTS    ITEM 18.
    FINANCIAL
    STATEMENTS  page F-1
  ITEM 19.
    EXHIBITS    ExhibitNumber

Document1
.1

Fourth Amended and Restated Memorandum and Articles of
    Association of the registrant, dated as of June 17, 2008,
    incorporated by reference to Exhibit 1.1 to our annual report
    for the year 2008 on Form 20-F filed with the SEC on May 22,
    2009.2
.1

Form of Deposit Agreement, incorporated by reference to
    Registration Statement on Form F-6 filed with the SEC
    (Registration No. 333-142899).2
.2

Restricted Issuance Agreement, dated as of April 15, 2008, as
    supplement to the Deposit Agreement under Exhibit 2.1,
    incorporated by reference to Exhibit 4.4 to our Registration
    Statement on Form F-3 filed with the SEC (File Number:
    333-152009).2
.3

Indenture, dated April 15, 2008, between the registrant and The
    Bank of New York Mellon, as trustee and security agent, relating
    to 4.75% Convertible Senior Notes due 2013, incorporated by
    reference to Exhibit 4.5 to our Registration Statement on Form
    F-3 filed with the SEC (File
    Number: 333-152009).2
.4

Indenture, dated December 29, 2010, between the registrant
    and The Bank of New York Mellon, as trustee and security agent,
    relating to 4.75% Convertible Senior Notes due 2013,
    incorporated by reference to Exhibit (d)(3) to our
    Schedule TO filed by us with the SEC (File Number:
    005-83756)
    on November 24, 2010.2
.5

Indenture, dated February 28, 2011, between the registrant
    and The Bank of New York Mellon, London Branch, as trustee and
    paying and transfer agent, among others, relating to US$-Settled
    10% Senior Notes due 2014.4
.1

Form Employment Agreement between the registrant and each senior
    officer, incorporated by reference to Exhibit 10.2 to our
    Registration Statement on Form F-1 filed with the SEC (File
    Number: 333-142881).4
.2

Form Service Agreement between the registrant and each executive
    director, incorporated by reference to Exhibit 10.3 to our
    Registration Statement on Form F-1 filed with the SEC (File
    Number: 333-142881).4
.3

Form Service Agreement between the registrant and each
    independent director, incorporated by reference to Exhibit 10.4
    to our Registration Statement on Form F-1 filed with the SEC
    (File Number: 333-142881).4
.4

Form Confidentiality and Non-compete Agreement between the
    registrant and each senior officer, engineer and technician,
    incorporated by reference to Exhibit 10.5 to our Registration
    Statement on Form F-1 filed with the SEC (File Number:
    333-142881).4
.5

Supply Agreement, dated July 18, 2007, between GT Solar, as
    seller, and the registrant and Jiangxi LDK Solar, as buyers
    (certain information in the agreement has been omitted pursuant
    to a request for confidential treatment), incorporated by
    reference to Exhibit 4.36 to our annual report for the year 2007
    on Form 20-F filed with the SEC on April 7, 2008. 144




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##### Table of Contents



ExhibitNumber

Document4
.6

Summary translation of Loan Guarantee Agreement, dated February
    5, 2007, between Mr. Xiaofeng Peng and Bank of China Xinyu
    Branch, incorporated by reference to Exhibit 4.37 to our annual
    report for the year 2007 on Form 20-F filed with the SEC on
    April 7, 2008.4
.7

Summary translation of Cooperation Agreement, dated January 23,
    2007, between Jiangxi LDK Solar and Nanchang University,
    incorporated by reference to Exhibit 4.40 to our annual report
    for the year 2007 on Form 20-F filed with the SEC on April 7,
    2008.4
.8

Summary translation of Loan Guarantee Agreement, dated April 23,
    2008, among Mr. Xiaofeng Peng, Ms. Shan Zhou and China
    Development Bank, incorporated by reference to Exhibit 4.8 to
    our annual report for the year 2008 on Form 20-F filed with the
    SEC on May 22, 2009.4
.9

Summary translation of Loan Guarantee Agreement, dated February
    23, 2009, between Mr. Xiaofeng Peng and Agricultural Bank of
    China Xinyu Branch, incorporated by reference to Exhibit 4.9 to
    our annual report for the year 2008 on Form 20-F filed with the
    SEC on May 22, 2009.4
.10

Summary translation of Supply Agreement, dated July 22, 2008,
    between JYT Corporation, as seller, and Jiangxi LDK Solar, as
    buyer, incorporated by reference to Exhibit 4.10 to our annual
    report for the year 2008 on Form 20-F filed with the SEC on May
    22, 2009.4
.11

Registration Rights Agreement, dated as of April 15, 2008,
    incorporated by reference to Exhibit 4.7 to our Registration
    Statement on Form F-3 filed with the SEC (File Number:
    333-152009).4
.12

Amended and Restated Framework Agreement, dated as of December
    1, 2009, by and between the registrant and Best Solar Co., Ltd.,
    incorporated by reference to Exhibit 4.12 to our annual
    report for the year 2009 on Form 20-F filed with the SEC on
    June 30, 2010.4
.13

Asset Purchase Agreement, dated as of January 29, 2010, between
    the registrant and Best Solar Co., Ltd., incorporated by
    reference to Exhibit 4.13 to our annual report for the year
    2009 on Form 20-F filed with the SEC on June 30, 2010.4
.14

Series A Preferred Shares Subscription Agreement,
    dated as of December 30, 2010, by and among the registrant,
    LDK Silicon & Chemical Technology Co., Ltd. and China
    Development Bank Capital Corporation Ltd., among others,
    relating to the sale and purchase of series A redeemable
    convertible preference shares of LDK Silicon &
    Chemical Technology Co., Ltd.4
.15

Shareholders Agreement, dated as of March 9, 2011, by and
    among the registrant, LDK Silicon & Chemical
    Technology Co., Ltd., China Development Bank Capital Corporation
    Ltd. and other holders of series A redeemable convertible
    preference shares of LDK Silicon & Chemical Technology
    Co., Ltd., among others.8


List of subsidiaries.11


Code of Ethics of the registrant, incorporated by reference to
    Exhibit 99.1 to our Registration Statement on Form F-1 filed
    with the filed with the SEC (File Number: 333-142881).12
.1

Certification of the principal executive officer pursuant to
    Section 302 of Sarbanes-Oxley Act of 2002.12
.2

Certification of the principal financial officer pursuant to
    Section 302 of Sarbanes-Oxley Act of 2002.13
.1

Certification of the principal executive officer pursuant to
    Section 906 of Sarbanes-Oxley Act of 2002.13
.2

Certification of the principal financial officer pursuant to
    Section 906 of Sarbanes-Oxley Act of 2002.15
.1

Consent of Independent Registered Public Accounting Firm.  145




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##### Table of Contents



SIGNATURE
  Form 20-F
    By:
    /s/  Xiaofeng
    Peng   Title:
    Chairman & Chief Executive Officer  By:
    /s/  Jack
    Lai   Title:
    Chief Financial Officer   146




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##### Table of Contents



LDK SOLAR
    CO., LTD.
 INDEX TO
    CONSOLIDATED FINANCIAL STATEMENTS  PageReport of Independent Registered Public
    Accounting Firm


F-2Consolidated Balance Sheets as of
    December 31, 2009 and 2010


F-3Consolidated Statements of Operations for the
    years ended December 31, 2008, 2009 and 2010


F-4Consolidated Statements of Equity and
    Comprehensive Income (Loss) for the years ended
    December 31, 2008, 2009 and 2010


F-5Consolidated Statements of Cash Flows for the
    years ended December 31, 2008, 2009 and 2010


F-7Notes to the Consolidated Financial Statements
    for the years ended December 31, 2008, 2009 and 2010


F-9  F-1




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##### Table of Contents



Report of
    Independent Registered Public Accounting Firm            Internal Control-Integrated Framework
  
    F-2




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  CONSOLIDATED
    BALANCE SHEETS
 (Amounts
    in US$ thousands, except share data)
  December 31,


December 31,Note

2009


2010ASSETSCurrent assetsCash and cash equivalents




384,761



202,127Pledged bank deposits

(10)


68,913



503,721Trade accounts and bills receivable, net

(2g)


217,892



384,265Insurance recoveries receivable

(18c)


6,000



Inventories

(3)


432,193



474,612Prepayments to suppliers, net

(4)


40,784



112,448Other current assets, including amounts due from the
    Groups executives and employees of $41,820 and $46,262 as
    of December 31, 2009 and 2010, respectively

(5)


150,697



237,173Due from related parties

(24)


37,615



45,161Deferred income tax assets

(17)


47,590



15,914Total current assets




1,386,445



1,975,421Property, plant and equipment, net

(6)(10)(13)


2,608,725



2,993,213Deposits for purchases of property, plant and equipment and land
    use right




32,529



144,298Land use rights

(7)(10)


175,533



220,405Inventories to be processed beyond one year

(3)


10,947



13,024Prepayments to suppliers expected to be utilized beyond one year

(4)


26,482



14,318Pledged bank deposits  non-current

(10)


50,797



43,965Investments in an associate and a jointly-controlled entity

(9)


51,884



52,275Other non-current assets




23,954



13,935Deferred income tax assets, net

(17)


16,913



21,303Total assets




4,384,209



5,492,157LIABILITIESCurrent liabilitiesShort-term borrowings and current installments of long-term
    borrowings

(10)(24)


980,359



1,501,588Bills payable




97,872



271,772Trade accounts payable




191,240



447,595Advance payments from customers, current installments

(11)


199,075



196,812Accrued expenses and other payables

(12)


655,438



751,272Accrued legal settlement

(18c)


16,000



Due to related parties

(24)


38,782



15,034Convertible senior notes, less debt discount

(14)






355,445Other financial liabilities




41,260



38,304Total current liabilities




2,220,026



3,577,822Long-term borrowings, excluding current installments

(10)


408,062



604,495Obligations under capital leases, excluding current installments

(13)


50,664



15,938Advance payments from customers  non-current

(11)


177,773



148,022Other payable due to customers

(11)


172,848



752Other liabilities




77,713



76,395Deferred income tax liabilities

(17)


8,545



14,337Convertible senior notes, less debt discount

(14)


391,642



34,658Total liabilities




3,507,273



4,472,419EQUITYLDK Solar Co., Ltd. shareholders equityOrdinary shares (US$0.10 par value; 499,580,000 shares
    authorized; 130,021,049 and 134,343,617 shares issued ;
    129,771,643 and 132,950,255 shares outstanding as of
    December 31, 2009 and 2010, respectively)

(19)


12,977



13,295Additional paid-in capital




744,988



589,839Statutory reserve

(20)


29,676



58,275Accumulated other comprehensive income




84,544



128,393(Accumulated deficit) retained earnings




(32,760
)


229,438Total LDK Solar Co., Ltd. shareholders equity




839,425



1,019,240Non-controlling interests




37,511



498Total equity




876,936



1,019,738Commitments and contingencies

(18)Total liabilities and equity




4,384,209



5,492,157    F-3




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##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  CONSOLIDATED
    STATEMENTS OF OPERATIONS
 (Amounts
    in US$ thousands, except per share data)
  Year


Year


YearEnded


Ended


EndedDecember 31,


December 31,


December 31,Note

2008


2009


2010Net salesWafers




1,495,034



945,009



1,522,925Processing of PV products on behalf of others




116,859



80,557



204,915Modules








58,957



634,387Silicon and other materials




31,602



8,007



79,089Others








5,508



68,031Total net sales




1,643,495



1,098,038



2,509,347Cost of goods soldWafers




(1,446,587
)


(1,089,660
)


(1,118,605
)Processing of PV products on behalf of others




(83,383
)


(62,244
)


(133,513
)Modules








(52,154
)


(586,755
)Silicon and other materials




(25,169
)


(3,459
)


(59,028
)Others








(4,104
)


(53,611
)Total cost of goods sold, including provisions for inventory
    write-downs of US$ 311,999, US $180,213 and US $6,113 and
    provisions for loss on firm purchase commitment of US$ nil, US
    $1,120 and US$ nil during the years ended December 31,
    2008, 2009 and 2010 respectively




(1,555,139
)


(1,211,621
)


(1,951,512
)Gross profit (loss)




88,356



(113,583
)


557,835Selling expenses




(3,786
)


(4,738
)


(21,734
)General and administrative expenses, including provisions for
    doubtful recoveries of prepayments to suppliers and trade
    accounts receivable of US $20,582 , US$22,425 and US $3,872
    during the years ended 2008, 2009 and 2010 respectively




(68,010
)


(91,513
)


(90,380
)Research and development expenses




(7,570
)


(8,299
)


(10,804
)Impairment loss for property, plant and equipment








(1,999
)


Legal settlements, net of insurance recoveries








(10,000
)


Income (loss) from operations




8,990



(230,132
)


434,917Other income (expenses):Interest income




5,875



2,408



4,632Interest expense and amortization of convertible senior notes
    issuance costs and debt discount

(15)


(38,162
)


(50,068
)


(95,012
)Foreign currency exchange gain (loss), net




14,495



(613
)


8,327Government subsidy

(2u)


19,665



26,927



5,625Change in fair value of prepaid forward contracts

(16)


60,028







Equity in income (loss) for an associate and a
    jointly-controlled entity

(9)


704



(3,343
)


3,570Others, net




(48
)


(87
)


618Earnings (loss) before income taxes




71,547



(254,908
)


362,677Income tax (expense) benefit

(17)


(5,139
)


20,912



(66,210
)Net income (loss)




66,408



(233,996
)


296,467Earnings attributable to non-controlling interests








(229
)


(5,670
)Net income (loss) attributable to LDK Solar Co., Ltd.
    shareholders




66,408



(234,225
)


290,797Basic earnings (loss) per share

(22)


0.63



(2.18
)


2.32Diluted earnings (loss) per share

(22)


0.61



(2.18
)


2.27  F-4




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##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF EQUITY
    AND COMPREHENSIVE INCOME (LOSS)FOR THE YEARS ENDED DECEMBER 31, 2008, 2009
    AND 2010
    (Amounts in US$ thousands, except share data)
  Comprehensive Income (Loss)Accumulated


Retained


Total LDK








Attributable


AttributableAdditional





Other


Earnings


Solar Co., Ltd.


Non-





to LDK Solar


to Non-Ordinary Shares


Paid-in


Statutory


Comprehensive


(Accumulated


Shareholders


Controlling


Total


Co., Ltd.


ControllingNumber


Amount


Capital


Reserve


Income


Deficit)


Equity


Interests


Equity


Shareholders


Interests


TotalJanuary 1, 2008


106,044,700



10,604



486,253



18,697



31,481



146,036



693,071







693,071Net income






















66,408



66,408







66,408



66,408







66,408Foreign currency translation adjustment, net of nil tax


















51,833







51,833







51,833



51,833







51,833Total comprehensive income






































118,241







118,241Appropriation to statutory reserve (Note 20)














10,979







(10,979
)










Issuance of new shares, net of related expenses $9,508


4,800,000



480



190,412















190,892







190,892Issuance of ordinary shares upon exercise of share options


2,265,696



227



12,513















12,740







12,740Issuance of convertible senior notes










17,774















17,774







17,774Share-based compensation (Note 21)










16,614















16,614







16,614Prepaid forward repurchase of ordinary shares (Note 16)










(259,465
)














(259,465
)






(259,465
)December 31, 2008


113,110,396



11,311



464,101



29,676



83,314



201,465



789,867







789,867    F-5




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##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF EQUITY AND
    COMPREHENSIVE INCOME (LOSS)FOR THE YEARS ENDED DECEMBER 31, 2008, 2009
    AND 2010
    (Amounts in US$ thousands, except share data)
  Comprehensive Income (Loss)Accumulated


Retained


Total LDK








Attributable


AttributableAdditional





Other


Earnings


Solar Co., Ltd.


Non-





to LDK Solar


to Non-Ordinary Shares


Paid-in


Statutory


Comprehensive


(Accumulated


Shareholders


Controlling


Total


Co., Ltd.


ControllingNumber


Amount


Capital


Reserve


Income


Deficit)


Equity


Interests


Equity


Shareholders


Interests


TotalNet loss






















(234,225
)


(234,225
)


229



(233,996
)


(234,225
)


229



(233,996
)Foreign currency translation adjustment, net of nil tax


















2,543







2,543



(2
)


2,541



2,543



(2
)


2,541Total comprehensive loss






































(231,682
)


227



(231,455
)Acquisition of equity interest in Solar Green Technology Spa






























254



254Capital contribution from non-controlling interests






























58



58Issuance of ordinary shares upon exercise of share options


141,247



14



772















786







786Issuance of new shares, net of related expenses $6,415


16,520,000



1,652



107,573















109,225







109,225Disposal of 15% shares of LDK PV, net of tax expense of $22,425










158,330







(1,313
)






157,017



36,972



193,989Share-based compensation (Note 21)










14,212















14,212







14,212December 31, 2009


129,771,643



12,977



744,988



29,676



84,544



(32,760
)


839,425



37,511



876,936Net income






















290,797



290,797



5,670



296,467



290,797



5,670



296,467Foreign currency translation adjustment, net of nil tax


















41,555







41,555



945



42,500



41,555



945



42,500Total comprehensive income






































332,352



6,615



338,967Appropriate to statutory reserve (Note 20)














28,599







(28,599
)










Issuance of ordinary shares upon exercise of share options


1,532,712



153



6,815















6,968







6,968Issuance of new shares, net of related expenses of US$ 461


1,645,900



165



10,896















11,061







11,061Purchase of non-controlling interest










(183,904
)






2,294







(181,610
)


(43,622
)


(225,232
)Disposal of subsidiaries






























(6
)


(6
)Share-based compensation (Note 21)










11,044















11,044







11,044December 31, 2010


132,950,255



13,295



589,839



58,275



128,393



229,438



1,019,240



498



1,019,738    F-6




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##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH
    FLOWSFOR THE YEARS ENDED DECEMBER 31, 2008, 2009
    AND 2010
    (Amounts in US$ thousands)
  Year


Year


YearEnded


Ended


EndedDecember 31,


December 31,


December 31,2008


2009


2010Cash flows from operating activities:Net income (loss)


66,408



(233,996
)


296,467Adjustments to reconcile net income (loss) to net cash provided
    by operating activities:Depreciation and amortization


36,005



70,565



158,696Provisions for doubtful recovery of prepayments to suppliers and
    trade accounts receivable


20,582



22,425



3,872Provisions for inventory write-downs


311,999



180,213



6,113Impairment loss on equipment






1,999



Deferred income tax (benefit) expense


(41,163
)


(35,049
)


31,908Equity in (income) loss for an associate and a
    jointly-controlled entity


(704
)


3,343



(3,570
)Share-based compensation


16,614



14,212



11,044Others










(364
)Amortization of convertible senior notes issuance costs and debt
    discounts


6,308



9,456



10,174Change in fair value of prepaid forward contracts


(60,028
)






Changes in operating assets and liabilities:Pledged bank deposits related to purchase of inventory and other
    operating activities


(59,633
)


(11,796
)


(106,265
)Trade accounts receivable and bills receivable


(93,782
)


(124,229
)


(166,676
)Inventories


(530,244
)


(5,604
)


(44,759
)Prepayments to suppliers


29,984



20,037



(59,753
)Other assets


(44,769
)


37,297



5,679Other financial assets






(7,273
)


6,603Trade accounts payable and bills payable


117,440



154,154



390,744Advance payments from customers


532,578



(138,542
)


18,966Income tax payable


4,299



10,438



17,260Accrued expenses and other payables


22,227



52,002



14,029Amount due from a related party






(37,615
)


(6,379
)Amount due to a related party


2,164



36,614



(23,885
)Other financial liabilities


(3,224
)


(37
)


89Net cash provided by operating activities


333,061



18,614



559,993Cash flows from investing activities:Purchase of land use rights


(69,110
)


(24,591
)


(89,416
)Purchase of property, plant and equipment, including deposits
    and cash paid for interest capitalized


(1,125,640
)


(749,979
)


(577,132
)Pledged bank deposit related to purchase of property, plant and
    equipment


(103,166
)


(65,761
)


(293,227
)Release of pledged bank deposit related to purchase of property,
    plant and equipment


55,644



93,113



98,575Cash received for disposal of a subsidiary










559Cash paid for investment in an associate and a
    jointly-controlled entity


(4,902
)


(74,460
)


Capital repayment from a jointly-controlled entity






24,867



Cash paid for short-term investment










(68,477
)Cash paid for business acquisition, net of cash acquired






(504
)


Net cash used in investing activities


(1,247,174
)


(797,315
)


(929,118
) F-7




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##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF CASH
    FLOWS  (Continued)
    FOR THE YEARS ENDED DECEMBER 31, 2008, 2009 AND 2010
    (Amounts in US$ thousands)
  Year


Year


YearEnded


Ended


EndedDecember 31,


December 31,


December 31,2008


2009


2010Cash flows from financing activities:Pledged bank deposits used for bank borrowings






(2,197
)


(136,798
)Pledged bank deposits released upon repayment of borrowings and
    payable due to a customer


119,386







13,454Proceeds from new loans and borrowings


1,035,803



2,251,631



2,733,126Repayment of loans and borrowings


(513,834
)


(1,684,219
)


(2,049,569
)Repayment of payable due to a customer










(131,616
)Loans and advances from related parties


2,195







Repayment of loans and advances from related parties






(2,195
)


Proceeds from issuance of ordinary shares


205,104



111,800



18,029Payment of expenses relating to issuance of ordinary shares and
    convertible senior notes


(1,472
)






(4,894
)Payment of Convertible Senior Notes repurchase










(7,719
)Proceeds from issuance of convertible senior notes, net of
    issuance costs


388,743







Payment for Companys ordinary shares under prepaid forward
    contracts


(199,437
)






Proceeds from sale-leaseback transaction


63,155



43,935



Deposit paid for capital leases


(7,316
)


(6,598
)


Repayment of capital lease obligations


(4,629
)


(21,314
)


(38,299
)Proceeds for sale of non-controlling interest in a subsidiary,
    net of direct incremental costs






216,414Purchase of non-controlling interest










(215,326
)Capital contribution from non-controlling interests






58



Net cash provided by financing activities


1,087,698



907,315



180,388Effect of foreign currency exchange rate changes on cash and
    cash equivalents


(1,532
)


624



6,103Net increase (decrease) in cash and cash equivalents


172,053



129,238



(182,634
)Cash and cash equivalents at beginning of year


83,470



255,523



384,761Cash and cash equivalents at end of year


255,523



384,761



202,127Supplemental disclosures of cash flow information:Interest payments, net of amount capitalized


27,680



37,422



85,328Income tax paid


42,169



4,238



16,478Supplemental disclosures of non-cash investing and financing
    transaction:Payable for purchase of property, plant and equipment


354,247



469,321



404,557Payable for purchase of land use rights


11,865







Payable due to a customer






244,085



Payable for purchase of non-controlling interests










9,906    F-8




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEARS ENDED DECEMBER 31, 2008, 2009 AND 2010
    (Amounts in US$ thousands, except share and per share
    data)
  (1)
    PRINCIPAL
    ACTIVITIES, ORGANIZATION AND BASIS OF PRESENTATION  Principal
    activities and organization
    Basis
    of presentation
        
    Bank
    Financing    
    Reorganization
    of the Groups polysilicon business   F-9




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       
    Cost
    reduction    
    Additional
    Equity or debt offering by the Company      (2)
    SUMMARY
    OF SIGNIFICANT ACCOUNTING POLICIES  (a)
    Principles
    of consolidation    (b)
    Use of
    estimates   F-10




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     (c)
    Foreign
    currency transactions and translations      (d)
    Commitments
    and contingencies    (e)
    Cash
    and cash equivalents    (f)
    Pledged
    bank deposits    (g)
    Trade
    accounts receivable   F-11




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       Year Ended


Year Ended


Year EndedDecember 31, 2008


December 31, 2009


December 31, 2010Beginning Balance










4,551Additions






4,551



1,690Reversal of allowance for doubtful accounts










(156
)Write-off of accounts receivable charged










Foreign exchange effect










141Ending balance






4,551



6,226   (h)
    Inventories    (i)
    Property,
    plant and equipment, net      Buildings


30 yearsPlant and machinery


10 yearsFurniture, fixture and office equipment


5 yearsMotor vehicles


6 years   (j)
    Land
    use rights    (k)
    Investments
    in an associate and a jointly-controlled entity   F-12




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (l)
    Impairment
    of long-lived assets        (m)
    Fair
    value measurement    
    Level 1 Inputs:  Unadjusted quoted prices
    in active markets for identical assets or liabilities accessible
    to the reporting entity at the measurement date.
    Level 2 Inputs:  Other than quoted prices
    included in Level 1 inputs that are observable for the
    asset or liability, either directly or indirectly, for
    substantially the full term of the asset or liability.
    Level 3 Inputs:  Unobservable inputs for
    the asset or liability used to measure fair value to the extent
    that observable inputs are not available, thereby allowing for
    situations in which there is little, if any, market activity for
    the asset or liability at measurement date.    (n)
    Derivative
    financial instruments    (o)
    Revenue
    recognition   F-13




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       605-35, Construction-Type and Production-Type
    contracts percentage-of-completion
    (p)
    Buy/sell
    arrangements    (q)
    Warranty
    cost   F-14




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (r)
    Shipping
    and handling    (s)
    Research
    and development costs    (t)
    Advertising
    expenses    (u)
    Government
    subsidy      Year


Year


YearEnded


Ended


EndedDecember 31,


December 31,


December 31,2008


2009


2010Reduction to cost of goods sold


4,698



4,776



33,317Reduction to selling and G&A expense










323Other income


19,665



26,927



5,625Reduction to acquisition cost of the equipment


2,896



4,673



2,723Deferred income


1,475



67,196



3,787Total


28,734



103,572



45,775     (v)
    Income
    taxes   F-15




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       (w)
    Share-based
    compensation      (x)
    Embedded
    beneficial conversion of convertible instruments    (y)
    Employee
    benefit plans   F-16




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (z)
    Earnings
    (loss) per share      (aa)
    Segment
    reporting    (ab)
    Start-up
    costs  start-up
  (3)
    INVENTORIES  December 31,


December 31,2009


2010Inventories consist of the following:Raw materials


205,517



149,004Work in progress


77,589



106,872Supplies


76,552



129,951Finished goods


83,482



101,809443,140



487,636Inventories:- Current


432,193



474,612- Non-current


10,947



13,024    F-17




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       (4)
    PREPAYMENTS
    TO SUPPLIERS, NET        Year Ended


Year Ended


Year EndedDecember 31, 2008


December 31, 2009


December 31, 2010Beginning balance






20,582



38,456Additions


20,582



17,874



4,749Reversal of provision for doubtful recoveries










(2,411
)Write-off of prepayments to suppliers charged










Ending balance


20,582



38,456



40,794   (5)
    OTHER
    CURRENT ASSETS  December 31,


December 31,2009


2010Receivable from the Groups executives and employees


41,820



46,262VAT recoverable


83,981



70,010Short-term investment






68,477Others


24,896



52,424150,697



237,173    F-18




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     (6)
    PROPERTY,
    PLANT AND EQUIPMENT, NET  December 31,


December 31,2009


2010Buildings


511,831



644,187Plant and machinery


1,228,855



1,879,903Furniture, fixtures and office equipment


11,995



21,293Motor vehicles


5,392



6,6161,758,073



2,551,999Less: accumulated depreciation


(120,843
)


(280,166
)Less: provision for impairment


(1,999
)


(2,062
)Construction in progress


973,494



723,4422,608,725



2,993,213         (7)
    LAND USE
    RIGHTS    (8)
    PARTIAL
    DISPOSAL AND REPURCHASE OF EQUITY INTERESTS IN A
    SUBSIDIARY     F-19




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
          F-20




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (9)
    INVESTMENT
    IN AN ASSOCIATE AND A JOINTLY CONTROLLED ENTITY      (10)
    BORROWINGS  (a)
    Current  December 31,


December 31,2009


2010Bank borrowings  secured


429,591



427,806Bank borrowings  unsecured


495,762



767,813Current installments of long-term bank borrowings (Note(b))


55,006



305,969980,359



1,501,588        F-21




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (b)
    Long-term  December 31,


December 31,2009


2010Secured loan from China Construction Bank


63,267



54,660Secured loan from China Development Bank


65,000



150,498Secured loan from Bank of China


14,645



60,398Secured loan from Agricultural Bank of China


29,290



60,398Secured loan from Bank of Communications


29,290



30,199Secured loan from Import-Export Bank of China






12,080Unsecured loan from China Merchant Bank


43,937



45,299Unsecured loan from Rural Credit Cooperatives Bank


14,645



10,570Unsecured loan from China Minsheng Banking Corp. Ltd.


891



Unsecured loan from Huarong International Trusts Co., Ltd.


73,226



75,498Unsecured loan from China Construction Bank


84,942



87,578Unsecured loan from Bank of China


29,290



30,199Unsecured loan from China Development Bank






30,000Unsecured loan from the committee of local development districts


14,645



28,609Unsecured loan from Xinyu Chengdong Construction Investment
    Co., Ltd.






7,984Unsecured loan from Huishang Bank






75,498Unsecured loan from Shanghai Pudong Development Bank






150,996463,068



910,464Less: current installments


(55,006
)


(305,969
)408,062



604,495        F-22




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
                      F-23




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
                    F-24




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
             2011


305,9692012


180,9602013


423,535910,464   (11)
    ADVANCE
    PAYMENTS FROM CUSTOMERS    (a)
    Contracts
    with Q-Cells   F-25




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       (b)
    Contracts
    with other customers    (12)
    ACCRUED
    EXPENSES AND OTHER PAYABLES    December 31,


December 31,2009


2010Purchase of equipment


469,321



404,557Withholding individual income tax
    payable(a)


41,820



46,262Income tax payables


14,741



31,854Accrued payroll and welfare


7,002



15,555Other payable due to customers (Note 11)


97,516



206,217Other accruals and payable


25,038



46,827655,438



751,272     (a)
    
    Withholding individual income tax
    payable     F-26




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     (13)
    CAPITAL
    LEASE OBLIGATIONS      December 31,


December 31,2009


2010Plant and machinery


54,188



71,886Less: accumulated amortization


(2,622
)


(8,618
)51,566



63,268Construction-in-progress 
    equipment pending installation


52,961



38,588104,527



101,856       Year ending December 31:2011


38,5032012


16,487Total minimum lease payments


54,990Less: Amounts representing interest (at interest rate of 5.60%)


(2,713
)Present value of minimum payments


52,277Current portion


(36,339
)Non-current portion


15,938   (14)
    CONVERTIBLE
    SENIOR NOTES   F-27




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
               90-day
     F-28




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
                 December 31,


December 31,2009


2010Equity
    component(1)


17,774



17,774Liability component:Principal


400,000



392,000Less: debt discount,
    net(2)


(8,358
)


(1,897
)Net carrying amount


391,642



390,103- Current(3)






355,445- Non-current(4)


391,642



34,658     (1)
    
    Included in the consolidated
    balance sheets within additional paid-in capital.(2)
    
    Included in the consolidated
    balance sheets within convertible senior notes and is amortized
    over the remaining life of the 4.75% convertible senior notes.(3)
    
    Consisted of convertible senior
    notes that were repurchased by the Company in March and April
    2011.(4)
    
    Consisted of convertible senior
    notes of which their holders either accepted the exchange offer
    in December 2010 or did not exercise the put option on
    April 15, 2011.   F-29




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Contractual interest expense


13,458



19,000



18,925Amortization of debt issuance costs


2,493



3,499



3,764Amortization of debt discount


3,815



5,957



6,409Total interest expense


19,766



28,456



29,098Effective interest rate of the liability component


7.64
%


7.64
%


7.64
%   (15)
    INTEREST
    COSTS    Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Interest costs capitalized


14,305



48,169



31,321Interest costs charged to income- Interest on bank and other borrowings


23,736



35,494



67,803- Interest on convertible senior notes and amortization of
    convertible senior notes issuance costs and debt discount


14,019



14,574



19,278- Interest on long-term payable due to
    Q-cell










7,931- Change of fair value of interest rate swap contract


407







Sub-total


38,162



50,068



95,012Total interest costs


52,467



98,237



126,333   (16)
    PREPAID
    FORWARD CONTRACTS     F-30




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
         (17)
    INCOME
    TAXES    Cayman
    Islands
      Peoples
    Republic of China
         F-31




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   HK
    SAR
      United
    States
    European
    Countries
       F-32




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Current


Deferred


TotalYear ended December 31, 2010PRC


34,948



27,264



62,212U.S. federal


18







18U.S. state and local


8







8Other jurisdictions


(672
)


4,644



3,97234,302



31,908



66,210Year ended December 31, 2009PRC


8,141



(34,500
)


(26,359
)U.S. federal


9







9U.S. state and local


4







4Other jurisdictions


5,983



(549
)


5,43414,137



(35,049
)


(20,912
)Year ended December 31, 2008PRC


46,261



(40,250
)


6,011U.S. federal


29







29U.S. state and local


12







12Other jurisdictions






(913
)


(913
)46,302



(41,163
)


5,139     Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010PRC operations


25,394



(212,722
)


413,120Non-PRC operations


46,153



(42,186
)


(50,443
)Total


71,547



(254,908
)


362,677  F-33




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Earnings (loss) before income taxes


71,547







(254,908
)






362,677Computed income tax expense (benefit)


17,887



25
%


(63,727
)


25
%


90,669



25
%Effect of tax rate differential


(10,398
)


(15
)%


33,244



(13
)%


7,736



2
%Change in tax rate






0
%






0
%


(743
)


0
%Non-deductible expensesShare-based compensation


4,154



6
%


3,553



(2
)%


2,762



1
%Others


56



0
%


39



(0
)%


77



0
%50% additional deduction of R&D expense






0
%


(1,195
)


0
%


(660
)


0
%Change in valuation allowance


(521
)


(1
)%


1,251



(0
)%


4,621



1
%Tax on transfer of equity interests within the Group






0
%






0
%


5,103



1
%Withholding tax on capital payment






0
%


5,950



(2
)%






0
%Withholding tax on undistributed earnings of PRC subsidiaries






0
%






0
%


3,788



1
%Tax holiday


(5,897
)


(8
)%






(0
)%


(44,561
)


(12
)%Others


(142
)


(0
)%


(27
)


0
%


(2,582
)


(1
)%Actual income tax (benefit) expense


5,139



7
%


(20,912
)


8
%


66,210



18
%     Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Impact on earnings (loss) per ordinary share:- Basic


0.06



0.00



0.35- Diluted


0.05



0.00



0.33  F-34




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     December 31,


December 31,2009


2010Deferred income tax assets:Inventories write-down


14,552



582Impairment loss on equipment


440



418Provision for accounts receivable and prepayments to suppliers


5,376



7,232Loss on firm purchase commitment


140



173Accruals


156



1,924Capital lease obligation


753



1,785Deferred revenue


16,885



18,222Tax loss carry forwards


28,617



5,926Government subsidy






7,012Total gross deferred income tax assets


66,919



43,274Less: valuation allowance


(1,251
)


(5,872
)Deferred income tax assets, net of valuation allowance


65,668



37,402Deferred income tax liabilities:- Interest capitalized in relation to plant and equipment


(8,545
)


(10,549
)- Fixed assets


(1,165
)


(185
)- Withholding tax on undistributed earnings of PRC subsidiaries






(3,788
)Total gross deferred income tax liabilities


(9,710
)


(14,522
)Net deferred income tax asset


55,958



22,880Classification on consolidated balance sheets:Deferred income tax assets:- Current


47,590



15,914- Non-current


16,913



21,303Deferred income tax liabilities:- Non-current


(8,545
)


(14,337
)      F-35




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
               (18)
    COMMITMENTS
    AND CONTINGENCIES  (a)
    Capital
    commitments    December 31,


December 31,2009


2010Purchase of property, plant and equipment


468,460



857,275  F-36




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (b)
    Purchase
    commitments    December 31,


December 31,2009


2010Future minimum purchases


5,987



4,920   (c)
    Litigation  i)
    Class
    action lawsuits      (19)
    ORDINARY
    SHARES  ten-for-one
             F-37




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
             (20)
    STATUTORY
    RESERVE    (21)
    SHARE
    BASED COMPENSATION        F-38




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   2008

2009

2010Expected volatility

49.81%~60.06%

60.89%~62.31%

70.28%~88.64%Expected dividends

0%

0%

0%Expected term

3.07~9.37 years

9.42~9.50 years

5.91~8.56 yearsRisk-free interest rate

2.88%~3.85%

2.22%~2.85%

2.44%~3.88%Estimated fair value of underlying ordinary shares

US$14.32~US$43.30

US$5.84~US$9.80

US$5.50~US$9.54         Weighted


WeightedNumber


Average


Averageof Total


Exercise


Remaining


AggregateNon-





Shares Involved


Price


Contractual


IntrinsicEmployees


Employees


Investors


in the Option


Per Share


Term


ValueFor the year ended December 31, 2008Outstanding as of December 31, 2007


8,180,350



130,000



200,000



8,510,350


US$
10.50Granted during 2008


464,300











464,300


US$
19.99Exercised


(2,065,696
)






(200,000
)


(2,265,696
)

US$
5.62Forfeited or cancelled


(310,455
)










(310,455
)

US$
30.78Outstanding as ofDecember 31, 2008


6,268,499



130,000







6,398,499


US$
11.93



3.31 years



31,284Vested or expected to vest as of December 31, 2008


6,268,499



130,000







6,398,499


US$
11.93



3.31 years



31,284Exercisable as of December 31, 2008


1,636,235



86,667







1,772,902


US$
12.93



3.04 years



8,919 F-39




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   Weighted


WeightedNumber


Average


Averageof Total


Exercise


Remaining


AggregateNon-





Shares Involved


Price


Contractual


IntrinsicEmployees


Employees


Investors


in the Option


Per Share


Term


ValueFor the year ended December 31, 2009Outstanding as of December 31, 2008


6,268,499



130,000







6,398,499


US$
11.93Granted during 2009


710,400











710,400


US$
11.20Exercised


(41,247
)


(100,000
)






(141,247
)

US$
5.56Forfeited or cancelled


(604,796
)










(604,796
)

US$
26.94Outstanding as ofDecember 31, 2009


6,332,856



30,000







6,362,856


US$
10.57



2.0 years



7,039Vested or expected to vest as of December 31, 2009


6,332,856



30,000







6,362,856


US$
10.57



2.0 years



7,039Exercisable as of December 31, 2009


4,406,936



30,000







4,436,936


US$
9.20



1.97 years



6,839   Weighted


WeightedNumber


Average


Averageof Total


Exercise


Remaining

AggregateNon-





Shares Involved


Price


Contractual

IntrinsicEmployees


Employees


Investors


in the Option


Per Share


Term

ValueFor the year ended December 31, 2010Outstanding as of December 31, 2009


6,332,856



30,000







6,362,856


US$
10.57Granted during 2010


6,818,437











6,818,437


US$
7.12Exercised


(1,532,712
)










(1,532,712
)

US$
4.55Forfeited or cancelled


(503,463
)










(503,463
)

US$
21.29Outstanding as of December 31, 2010


11,115,118



30,000







11,145,118


US$
8.80


6.43 years


29,992Vested or expected to vest as of December 31, 2010


11,111,574



30,000







11,141,574


US$
8.80


6.43 years


29,984Exercisable as of December 31, 2010


3,806,683



30,000







3,836,683


US$
11.28


1.39 years


8,756      F-40




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     (22)
    EARNINGS
    (LOSS) PER SHARE    Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Numerator used in basic earnings (loss) per shareNet income (loss) attributable to LDK Solar Co., Ltd.
    shareholders


66,408



(234,225
)


290,797Plus interest expenses and amortization of convertible senior
    notes issuance costs and debt discount










19,278Numerator used in diluted earnings (loss) per share


66,408



(234,225
)


310,075Shares (denominator):Weighted average number of ordinary shares outstanding used in
    computing basic earnings (loss) per share


104,994,312



107,238,244



125,580,754Plus incremental weighted average number of ordinary shares from
    assumed conversion of stock options using the treasury stock
    method


4,246,126







841,673Plus incremental weighted average number of ordinary shares from
    assumed conversion of convertible senior bond using the as-if
    converted method










10,145,865Weighted average number of ordinary shares outstanding used in
    computing diluted earnings (loss) per share


109,240,438



107,238,244



136,568,292Earnings (loss) per share  basic


0.63



(2.18
)


2.32Earnings (loss) per share  diluted


0.61



(2.18
)


2.27      F-41




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       (23)
    GEOGRAPHIC
    REVENUE INFORMATION AND CONCENTRATION OF RISK    Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Mainland China


463,101



274,019



858,988Germany


418,671



165,891



512,464Europe excluding Germany


196,000



57,944



380,339Asia Pacific excluding mainland China and Taiwan


132,866



198,484



306,072Taiwan


361,622



354,126



260,100North America


71,235



47,574



191,384Total net revenue


1,643,495



1,098,038



2,509,347  F-42




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   Significant
    concentrations
    US$


EURO


RMB


HKD(000s)


(000s)


(000s)


(000s)In mainland China


52,945



417



4,428,557



In Hong Kong


19,658



150







643In European Union






5,774







Total in original currency


72,603



6,341



4,428,557



643US$ equivalent


72,603



8,433



668,694



83     December 31,

December 31,

December 31,2008

2009

2010Customer A


335,409



117,893



212,393Customer B


100,609



137,393



109,597     December 31,

December 31,2009

2010Customer A


29,343



9,563Customer B


11,525



56,185     December 31,

December 31,2009

2010Customer C.






41,135Customer D


23,285



698    F-43




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     December 31,

December 31,2009

2010Supplier A


31



60,826Supplier B


18,626



18,126Supplier C


11,577



2,391Supplier D


16,109



       Business
    and economic risks
       F-44




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       Currency
    risk
    (24)
    RELATED
    PARTY TRANSACTIONS    Year


Year


YearEnded


Ended


EndedDecember 31,


December 31,


December 31,2008


2009


2010Sales of wafers under related parties arrangement (note a)






56,132



Purchases of modules production equipment from Best Solar (note
    b)










21,248Purchases of inventories from Best Solar (note b)






78,079



80,869Sales of modules and cells to Best Solar (note b)










4,587Purchases of low value consumables from a related party (note c)


1,141



509



1,993Purchases of auxiliary from a related party (note d)










7,821Purchases of crucibles from an associate (note e)


3,011



1,271



14,252Loan obtained from a related party (note f)


2,195







     (a)
    
    During the year ended
    December 31, 2009, JXLDK entered into three wafer sales
    contracts with Gintech and one wafer sales contract with Motech
    with contract values of US$52,350 and US$3,782, respectively
    (collectively referred as Wafer Sales Contracts). In
    addition, Gintech and Motech entered into agreements to sell
    corresponding quantities of cells (Cell Sales
    Agreement) to Best Solar. The Company respectively agreed
    with Gintech and Motech that these Wafer Sales Contracts will be
    void if Best Solar did not procure the cells from Gintech and
    Motech pursuant to the Cell Sales Agreement. During the year
    ended December 31, 2009, JXLDK recognized revenue of
    US$56,132 relating to these Wafer Sales Contracts when Gintech
    and Motech accepted delivery of wafers supplied by the Group and
    Best Solar accepted delivery of cells respectively supplied by
    Gintech and Motech. F-45




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    (b)
    
    On February 28, 2010, the
    Group purchased the crystalline module production equipment from
    Best Solar at a consideration of US$21,248, which approximates
    their carrying value as recorded in the books of Best Solar.  The Group purchased the crystalline
    modules of US$78,079 and US$29,426 from Best Solar during the
    year ended December 31, 2009 and 2010 respectively. The
    Group also purchased raw materials and supplies relating to
    crystalline modules production of US$51,443 from Best Solar
    during the year ended December 31, 2010. Furthermore, the
    Group made prepayment of US$15,573 to Best Solar under a
    thin-film module purchase agreement during the year ended
    December 31, 2010 and made prepayments of US$37,615 to Best
    Solar for crystalline module purchases and processing during the
    year ended December 31, 2009.The Group sold crystalline modules
    and cells of US$4,587 to Best Solar during the year ended
    December 31, 2010.The outstanding amounts due from
    Best Solar as of December 31, 2009 and 2010 were US$37,615
    and US$44,839 respectively. The outstanding amounts due to Best
    Solar as of December 31, 2009 and 2010 were US$35,969 and
    US$ nil respectively.  (c)
    
    The Group purchased low value
    consumables from Jiangxi Liouxin Industry Co., Ltd.,
    (JXLXI) which is a company controlled by
    Mr. Peng, of US$1,141, US$509 and US$1,993 during the years
    ended December 31, 2008, 2009 and 2010 respectively. The
    outstanding amount due to JXLXI as was US$656 and US$949 as of
    December 31, 2009 and 2010.  (d)
    
    The Group purchased auxiliary
    materials of US$7,821 from Saiwen Industry (Suzhou) Co., Ltd.,
    (SZSW), a company controlled by Mr. Peng,
    during the year ended December 31, 2010. The outstanding
    amounts due to SZSW as of December 31, 2010 were US$2,211.  (e)
    
    JXLDK also purchased crucibles from
    Sinoma, which is an associate of JXLDK, of US$1,271 and
    US$14,252 during the years ended December 31, 2009 and 2010
    respectively. The outstanding amount due to Sinoma was US$2,164
    and US$11,874 as of December 31, 2009 and 2010 and due from
    Sinoma was US$ nil and US$322 as of December 31, 2009 and
    2010.(f)
    
    In December 2008, JXLDK borrowed
    US$2,195 via an unsecured loan which carried interest at a rate
    of 5.04% per annum from Sinoma. This loan was repaid in April
    2009.    (25)
    LDK SOLAR
    CO., LTD. (PARENT COMPANY)        paid-up
   F-46




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   Condensed
    Balance Sheets
  December 31,


December 31,2009


2010Cash and cash equivalents


630



8,656Insurance recoveries receivable


6,000



Due from subsidiaries


34,160



31,885Prepaid expense






238Other receivables


3,400



877Investment in subsidiaries


1,250,588



1,608,564Debt issuance costs


4,909



4,300Total assets


1,299,687



1,654,520Accrued expenses and other payables


11,338



7,648Provision for legal settlement


16,000



Due to subsidiaries


60,524



256,749Deferred revenue


1,758



1,780Convertible senior notes


391,642



390,103Total equity


818,425



998,240Total liabilities and equity


1,299,687



1,654,520     Condensed
    Statements of operations
  Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010General and administrative expenses


(3,757
)


(7,229
)


(7,769
)Legal settlement, net of insurance recoveries






(10,000
)


Interest income


50



1



119Interest expense and amortization of convertible senior notes
    issuance costs and debt discount


(14,019
)


(14,574
)


(19,278
)Change in fair value of prepaid forward contracts


60,028







Others


(32
)


(3
)


55Earnings (loss) before income tax and equity in earnings (loss)
    from subsidiaries


42,270



(31,805
)


(26,873
)Equity in earnings (loss) from subsidiaries


24,138



(202,420
)


318,986Income tax expense










(1,316
)Net income (loss) attributable to ordinary shareholders


66,408



(234,225
)


290,797  F-47




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   Condensed
    Statements of Cash Flows
  Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Cash flows from operating activitiesNet income (loss)


66,408



(234,225
)


290,797Adjustments to reconcile net income to net cash used in
    operating activities:Amortization of convertible senior notes issuance costs and debt
    discount


6,308



9,456



10,174Equity in (earnings) loss from subsidiaries


(24,138
)


202,420



(318,986
)Change in fair value of prepaid forward contracts


(60,028
)






Others










(193
)Changes in operating assets/liabilities:Due from subsidiaries


(1,227
)


(8,790
)


97,008Due to subsidiaries


6,580



10,568



176,052Other assets/liabilities


1,356



11,646



(10,162
)Net cash used in operating activities


(4,741
)


(8,925
)


244,690Cash flows from investing activitiesInvestment in subsidiaries


(388,557
)


(131,462
)


(262,253
)Net cash used in investing activities


(388,557
)


(131,462
)


(262,253
)   Year Ended


Year Ended


Year EndedDecember 31,


December 31,


December 31,2008


2009


2010Cash flows from financing activitiesProceeds from related party borrowings






29,050



20,173Proceeds from issuance of ordinary shares


205,104



111,800



18,029Payment of expenses relating to share offer


(1,472
)






(4,894
)Payment for Companys ordinary shares under prepaid forward
    contract


(199,437
)






Proceeds from issuance of convertible senior notes, net of
    issuance cost


388,743







Repurchase convertible senior bond










(7,719
)Net cash provided by financing activities


392,938



140,850



25,589Net (decrease) increase in cash and cash equivalents


(360
)


463



8,026Cash and cash equivalents at beginning of year


527



167



630Cash and cash equivalents at end of year


167



630



8,656  F-48




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (26)
    FAIR
    VALUE MEASUREMENTS    
    Short-term financial instruments (cash equivalents, pledged bank
    deposits, trade accounts receivable and payable, bills
    receivable and payable, short-term bank borrowings, and accrued
    liabilities)  cost approximates fair value because of
    the short maturity period.
    Long-term bank borrowings  fair value is based on the
    amount of future cash flows associated with each debt instrument
    discounted at the Groups current borrowing rate for
    similar debt instruments of comparable terms. The carrying
    values of the long term loans approximate their fair values as
    all the long-term debt carries variable interest rates which
    approximate rates currently offered by the Companys
    bankers for similar debt instruments of comparable maturities.
    Foreign exchange forward contract  fair value is
    determined by discounting estimated future cash flow, which is
    based on the changes in the forward rate.
    Convertible senior notes  the estimated fair value of
    convertible senior notes was US$387,100 as of December 31,
    2010 and was based on the quoted market price in an active
    market.    Carrying


FairAmount at


Value atDecember 31,


December 31,


Fair Value Measurements Using2010


2010


Level 1


Level 2


Level 3Asset:Foreign exchange forward contract


735



735







735



Liability:Non-deliverable foreign exchange forward contract


(154
)


(154
)






(154
)


       QuotedPrices inActive

SignificantMarkets for

Other

SignificantYear Ended

Identical

Observable

UnobservableDecember 31,

Assets

Inputs

Inputs

Total GainsDescription

2009

(Level 1)

(Level 2)

(Level 3)

(Losses)Long-lived assets


0











0



(1,999
)    F-49




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (27)
    DERIVATIVE
    FINANCIAL INSTRUMENTS            Asset Derivatives


Liability DerivativesDecember 31,


December 31,


December 31,


December 31,2009


2010


2009


2010Balance





Balance





Balance





BalanceSheet


Fair


Sheet


Fair


Sheet


Fair


Sheet


FairLocation


Value


Location


Value


Location


Value


Location


ValueDerivatives not designated as hedging instruments under
    ASC 815- Foreign exchange forward contracts


Other
    current
    assets



65



Other
    current
    assets



735















- Non-deliverable foreign exchange forward contract


















Other
    financial
    liabilities



(27
)


Other
    financial
    liabilities



(154
)Total derivatives






65







735







(27
)






(154
)  F-50




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Derivatives not



Amount of Gain RecognizedDesignated as



in Income on DerivativesHedging Instruments

Location of Gain Recognized in

Year Ended December 31Under ASC 815

Income on Derivatives

2009

2010Foreign exchange forward contracts


Foreign currency exchange gain, net



140



543Total






140



543     (28)
    SUBSEQUENT
    EVENTS  (a)
    Additional
    Equity offering by the Company    (b)
    Additional
    RMB denominated US$-Settled senior notes offering by the
    Company  US$-Settled
  (c)
    Additional
    US dollar bond offering by the Company   F-51




---



##### Table of Contents



LDK SOLAR
    CO., LTD. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (d)
    Japan
    Earthquake and Tsunami in March 2011   F-52