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UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
    Form 10-K
  o

ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d)  OF THE
    SECURITIES EXCHANGE ACT OF 1934ORþ

TRANSITION REPORTING PURSUANT TO SECTION 13 OR 15(d) OF
    THE SECURITIES EXCHANGE ACT OF 1934For the
    transition period from July 1, 2009 to December 31,
    2009   Commission File
    Number: 0-20784
  TRIDENT MICROSYSTEMS,
    INC.
 (Exact Name of Registrant as
    Specified in Its Charter)
  Delaware

77-0156584(State or other jurisdiction
    of
    Incorporation or Organization)

(I.R.S. Employer
    Identification Number)3408 Garrett Drive, Santa Clara, California(Address of principal
    executive offices)

95054-2803(Zip Code)   (408) 764-8808
 (Registrants telephone number, including area code)
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of each class

Name of each exchange on which registeredCommon Stock, $0.001 par value

NASDAQ Global Select Market   Securities registered pursuant to Section 12(g) of the
    Act: None
  o þ
  o þ
  þ o
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. þ
    Large accelerated filer o

Accelerated filer þ

Non-accelerated filero
    (Do not check if a smaller reporting company)

Smaller reporting company o   Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE
  Form 10-K.




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##### 





TRIDENT
    MICROSYSTEMS, INC.
  TABLE OF
    CONTENTS
   
 PagePART IItem 1.

Business


3Item 1A.

Risk Factors


12Item 1B

Unresolved Staff Comments


26Item 2.

Properties


26Item 3.

Legal Proceedings


27PART IIItem 5.

Market for Registrants Common Equity,
    Related Stockholder Matters and Issuer Purchases of Equity
    Securities


29Item 6.

Selected Financial Data


31Item 7.

Managements Discussion and Analysis of
    Financial Condition and Results of Operations


31Item 7A.

Quantitative and Qualitative Disclosures About
    Market Risk


56Item 8.

Financial Statements and Supplementary Data


58Item 9.

Changes in and Disagreements with Accountants on
    Accounting and Financial Disclosure


100Item 9A.

Controls and Procedures


100Item 9B

Other Information


100PART IIIItem 10.

Directors, Executive Officers and Corporate
    Governance


102Item 11.

Executive Compensation


102Item 12.

Security Ownership of Certain Beneficial Owners
    and Management and Related Stockholder Matters


102Item 13.

Certain Relationships and Related Transactions,
    and Director Independence


103Item 14.

Principal Accounting Fees and Services


103PART IVItem 15.

Exhibits, Financial Statement Schedules


103Signatures


107Power of Attorney


107EX-10.39EX-10.42EX-10.43EX-10.44EX-10.45EX-10.46EX-10.47EX-21.1EX-23.1EX-31.1EX-31.2EX-32.1EX-32.2   2




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##### Table of Contents



FORWARD-LOOKING
    STATEMENTS
  This Report on
    Form 10-K
    contains forward-looking statements within the
    meaning of the Private Securities Litigation Reform Act of 1995
    which provides a safe harbor for statements about
    future events, products and future financial performance that
    are based on the beliefs of, estimates made by and information
    currently available to the management of Trident Microsystems,
    Inc. (we, our, Trident or
    the Company). The outcome of the events described in
    these forward-looking statements is subject to risks and
    uncertainties. Actual results and the outcome or timing of
    certain events may differ significantly from those projected in
    these forward-looking statements due to the factors listed under
    Risk Factors, and from time to time in our other
    filings with the Securities and Exchange Commission, or SEC. For
    this purpose, statements concerning industry or market segment
    outlook; market acceptance of or transition to new products;
    revenues, earnings growth, other financial results and any
    statements using the terms believe,
    expect, expectation,
    anticipate, can, should,
    would, could, estimate,
    appear, based on, may,
    intended, potential, are
    emerging and possible or similar statements
    are forward-looking statements that involve risks and
    uncertainties that could cause our actual results and the
    outcome and timing of certain events to differ materially from
    those projected or managements current expectations. By
    making forward-looking statements, we have not assumed any
    obligation to, and you should not expect us to, update or revise
    those statements because of new information, future events or
    otherwise, except as required by law.
 PART I  ITEM 1.
    BUSINESS  Change in
    Fiscal Year End
    Overview
  system-on-a-chip, R
  95054-2803, www.tridentmicro.com Form 10-K, Form 10-Q, Form 8-K,
 3




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##### Table of Contents



Business
    Structure
  besloten vennootschap, or
    Business
    Combination
    besloten vennootschap
   4




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Industry
    Environment and Our Business Strategy
  Digital
    Television:
            ®
   5




---



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Set-top
    Box:
    pay-TV
  bill-of-materials time-to-market
    end-to-end
    Markets
    and Applications
     6




---



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®
    Digital
    Television Products:
    HiDTV®
  ® ®
  FRC
    DRX
  pin-to-pin
 7




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Audio
    Decoder
  2 HP-amplifier
  Connected
    TV Solution
  ®
    Set-top
    Box (STB) Products
  line-up
  Satellite
    STB
  pay-TV Free-to-air
  Cable &
    IPTV STB
    Terrestrial
    STB
  Free-to-air & pay-TV
 8




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##### Table of Contents



Sales,
    Marketing and Distribution
          Competition
    
    customer interface and support
    time-to-market;
    system cost;
    product capabilities;
    price;
    product quality; and
    intellectual property. 9




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Research
    and Development
      Manufacturing
  Wafer
    Fabrication
    Assembly
    and Test
   10




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Quality
    Assurance
    Backlog
      Seasonality
    Intellectual
    Property
   11




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Employees
    ITEM 1A.
    RISK
    FACTORS  Form 10-K and/or
  We may
    fail to realize some or all of the anticipated benefits of our
    acquisition of the television systems and set-top box business
    lines from NXP, or the frame rate converter, demodulator and
    audio decoder product lines from Micronas, which may adversely
    affect the value of our common stock.
   12




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
    failure to effectively coordinate sales and marketing efforts to
    communicate our product capabilities and product roadmap of our
    combined business lines;
    failure to compete effectively against companies already serving
    the broader market opportunities that are now expected to be
    available to us and our expanded product offerings;
    failure to successfully integrate and harmonize financial
    reporting and information technology systems required to support
    our larger operations following completion of each acquisition;
    retention of customers and strategic partners of products that
    we have acquired with each acquisition;
    retention of key Trident employees integration of key employees
    acquired from NXP or Micronas;
    coordination of research and development activities to enhance
    the introduction of new products and technologies utilizing
    technology acquired from NXP or Micronas, especially in light of
    rapidly evolving markets for those products and technologies;
    effective coordination of the diversion of managements
    attention from business matters to integration issues;
    effective combination of the business lines acquired from NXP
    and Micronas into our legacy product offerings, including the
    acquired technology and intellectual property rights effectively
    and quickly;
    the transition to a common information technology environment at
    all facilities acquired in each acquisition;
    combination of our business culture with the business culture
    previously operated by NXP or Micronas;
    effective anticipation of the market needs and achievement of
    market acceptance of our products and services utilizing the
    technology acquired in each acquisition;
    compliance with local laws as we take steps to integrate and
    rationalize operations in diverse geographic locations; and
    difficulties in creating uniform standards, controls (including
    internal control over financial reporting), procedures, policies
    and information systems.     13




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NXP
    owns approximately 60% of our outstanding shares of common
    stock, which could cause NXP to be able to exercise significant
    influence over the outcome of various corporate matters and
    could discourage third parties from proposing transactions
    resulting in a change in our control.
        Sales
    by NXP of the shares of our common stock acquired in the
    Transaction following the two year lock up period could cause
    our stock price to decrease.
    We
    have incurred significant transaction and transaction-related
    costs in connection with the NXP Transaction and the Micronas
    Transaction.
    We
    must continue to retain, motivate and recruit executives and
    other key employees following integration of the NXP Transaction
    and the Micronas Transaction, and failure to do so could
    negatively affect our operations.
   14




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The
    operation of our business could be adversely affected by the
    transition of key personnel as we rebuild our executive
    leadership team and make additional organizational
    changes.
    As a
    result of the NXP Transaction and the Micronas Transaction, we
    are a larger and more geographically diverse organization, and
    if we are unable to manage this larger organization efficiently,
    our operating results will suffer.
    Product
    supply and demand in the semiconductor industry is subject to
    cyclical variations.
   15




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Our
    reliance upon a very small number of foundries could make it
    difficult to maintain product flow and affect our
    sales.
        We do
    not have long-term commitments from our customers, and plan
    purchases based upon our estimates of customer demand, which may
    require us to contract for the manufacturing of our products
    based on inaccurate estimates.
   16




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We
    depend on a small number of large customers for a significant
    portion of our sales. The loss of, a significant reduction in or
    cancellation of sales to any key customer would significantly
    reduce our revenues.
      
    substantially all of our sales are made on a purchase order
    basis, which permits our customers to cancel, change or delay
    product purchase commitments with little or no notice to us and
    without penalty;
    our customers may purchase integrated circuits from our
    competitors;
    our customers may develop and manufacture their own
    solutions; or
    our customers may discontinue sales or lose market share in the
    markets for which they purchase our products.  If we
    engage in further cost-cutting or workforce reductions, we may
    be unable to successfully implement new products or enhancements
    or upgrades to our products.
    A
    decline in revenues may have a disproportionate impact on
    operating results and require further reductions in our
    operating expense levels.
    The
    impact of changes in global economic conditions on our current
    and potential customers may adversely affect our revenues and
    results of operations.
   17




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As a
    result of our investigation into our historical stock option
    granting practices and the restatement of our previously filed
    financial statements, we are subject to civil litigation claims
    and regulatory investigations that could have a material adverse
    effect on our business, customer relationships, results of
    operations and financial condition.
  Form 10-K
  and/or
  We
    face risks related to SEC, DOJ, and other investigations into
    our historical stock option grant practices and related
    accounting, which could require significant management time and
    attention, and could require us to pay fines or other
    penalties.
  and/or and/or and/or
  We
    have been named as a party to derivative action lawsuits, and we
    may be named in additional litigation, all of which will require
    significant management time and attention and result in
    significant legal expenses and may result in an unfavorable
    outcome which could have a material adverse effect on our
    business, financial condition, results of operations and cash
    flows.
  In
    re Trident Microsystems Inc. Derivative Litigation No. C-06-3440-JF. Limke v. Lin
    et al No. 1:07-CV-080390.
 18




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day-to-day
  We are
    subject to the risks of additional lawsuits in connection with
    our historical stock option grant practices and related issues,
    the resulting restatements, and the remedial measures we have
    taken.
    Intense
    competition exists in the market for digital media
    products.
       19




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Our
    success depends upon the digital media market and we must
    continue to develop new products and to enhance our existing
    products.
    If we
    do not achieve additional design wins in the future, our ability
    to sell additional products could be adversely
    affected.
    The
    average selling prices of our products may decline over
    relatively short periods.
   20




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We may
    be required to record future charges to earnings if our
    intangible assets become impaired.
    We may
    face risks resulting from the failure to allow former employees
    to exercise stock options.
  Form S-8
  The
    demand for our products depends to a significant degree on the
    demand for the end products of customers of the acquired
    business lines into which they are incorporated.
   21




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Our
    dependence on sales to distributors increases the risks of
    managing our supply chain and may result in excess inventory or
    inventory shortages.
    We
    have had fluctuations in quarterly results in the past and may
    continue to experience such fluctuations in the
    future.
    
    our ability to obtain the anticipated benefits of each of the
    NXP Transaction and the Micronas Transaction our ability to
    develop, introduce, ship and support new products and product
    enhancements, especially our newer SoC products, and to manage
    product transitions;
    new product introductions by our competitors;
    delayed new product introductions;
    uncertain demand in the digital media markets in which we have
    limited experience;
    our ability to achieve required product cost reductions;
    the mix of products sold and the mix of distribution channels
    through which they are sold;
    fluctuations in demand for our products, including seasonality;
    unexpected product returns or the cancellation or rescheduling
    of significant orders;
    our ability to attain and maintain production volumes and
    quality levels for our products;
    unfavorable responses to new products;
    adverse economic conditions, particularly in the United States
    and Asia; and
    unexpected costs associated with our investigation of our
    historical stock option grant practices and related issues, and
    any related litigation or regulatory actions.    We are
    vulnerable to undetected product problems.
   22




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As a
    result of the difficult global macroeconomic and industry
    conditions, we have implemented restructuring and workforce
    reductions, and may be required to make additional such
    reductions, which may adversely affect the morale and
    performance of our personnel and our ability to hire new
    personnel.
      If we
    have to qualify new contract manufacturers or foundries for any
    of our products, we may experience delays that result in lost
    revenues and damaged customer relationships.
    Our
    success depends in part on our ability to protect our
    intellectual property rights, which may be
    difficult.
   23




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We
    have been involved in intellectual property infringement claims,
    and may be involved in other claims in the future, which can be
    costly.
    Certain
    intellectual property used in the television systems and set-top
    box business lines acquired from NXP was transferred or licensed
    to NXP from Philips and may not be sufficient to protect the
    position of the acquired business lines in the
    industry.
    If
    necessary licenses of third-party technology are not available
    to us or are very expensive, our products could become
    obsolete.
   24




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Changes
    in, or interpretations of, tax rules and regulations may
    adversely affect our effective tax rates.
    The
    market price of our common stock has been, and may continue to
    be, volatile.
    We
    currently rely on certain international customers for a
    substantial portion of our revenue and are subject to risks
    inherent in conducting business outside of the United
    States.
    
    exchange rate variations, tariffs, import/export restrictions
    and other trade barriers;
    potential adverse tax consequences;
    challenges in effectively managing distributors or
    representatives to maximize sales;
    difficulties in collecting accounts receivable;
    political and economic instability, civil unrest, war or
    terrorist activities that impact international commerce;
    difficulties in protecting intellectual property rights,
    particularly in countries where the laws and practices do not
    protect proprietary rights to as great an extent as do the laws
    and practices of the United States; and
    unexpected changes in regulatory requirements.    Our
    operations are vulnerable to interruption or loss due to natural
    disasters, power loss, strikes and other events beyond our
    control, which would adversely affect our
    business.
   25




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##### Table of Contents



ITEM 1B.
    UNRESOLVED
    STAFF COMMENTS    ITEM 2.
    PROPERTIES    SquareLocation

Type

Principal Use

Footage

Ownership

ExpirationSanta Clara, CA

Office

Principal Executive Offices, Research,


30,500


Lease


7/1/2011(Headquarters)



Engineering, Marketing, and Sales and General AdministrationChicago, IL

Office

Research and Engineering


6,126


Lease


10/31/2013Taipei, Taiwan

Office

General and Administration, Operation,


20,436


Lease


8/31/2011Sales Administration, Research, andEngineeringTokyo, Japan

Office

Sales Administration


2,296


Lease


7/31/2010Seoul, Korea

Office

Sales Administration


7,401


Lease


6/30/2010Beijing, China

Office

Research and Engineering


3,056


Lease


9/30/2012Hong Kong, China

Office and
    warehouse

General and Administration, Sales


6,833


Lease


6/30/2010Administration, and WarehouseShanghai, China

Office

General and Administration, Research,


115,000


Own


Engineering, and Sales AdministrationShenzhen, China

Office

Sales Administration


6,510


Lease


12/15/2010Munich, Germany

Office

General and Administration, Research,


17,000


Lease


5/31/2012and EngineeringFreiburg, Germany

Office

Research and Engineering


17,803


Lease


8/31/2019Nijmegen, The

Office

Research and Engineering


10,370


Lease


12/31/2014Netherlands  26




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ITEM 3.
    LEGAL
    PROCEEDINGS  Shareholder
    Derivative Litigation
  In re Trident Microsystems Inc. Derivative
    Litigation No. C-06-3440-JF. Limke v. Lin
    et al No. 1:07-CV-080390.
  Regulatory
    Actions
  and/or and/or and/or
  Special
    Litigation Committee
  Form S-8 S-8.
 27




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##### Table of Contents



S-8, Form 10-Q S-8
      Indemnification
    Obligations
    General
   28




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PART II  ITEM 5.
    MARKET
    FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS
    AND ISSUER PURCHASES OF EQUITY SECURITIES  Market
    Information and Holders
    High


LowSix Months Ended December 31, 2009

$
3.10


$
1.60Three Months Ended September 30, 2009

$
3.10


$
1.60Three Months Ended December 31, 2009

$
3.09


$
1.70For the year ended June 30, 2009First Quarter

$
4.31


$
2.26Second Quarter

$
2.34


$
1.30Third Quarter

$
2.24


$
1.24Fourth Quarter

$
2.11


$
1.34For the year ended June 30, 2008First Quarter

$
19.49


$
13.52Second Quarter

$
17.05


$
5.35Third Quarter

$
6.57


$
4.62Fourth Quarter

$
5.37


$
3.63   Approximate
    Number of Stockholders
    Dividends
    Issuer
    Repurchases of Equity Securities
   29




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Stock
    Performance Graphs and Cumulative Total Return
    COMPARISON
    OF 5 YEARS CUMULATIVE RETURN
    Among Trident Microsystems, Inc., The NASDAQ Composite Index
    and
    The Philadelphia Semiconductor Sector Index
  
  
    Assumes $100 invested on June 30, 2004 in stock or
    index-including reinvestment of dividends.  6/04

6/05

6/06

6/07

6/08

6/09

12/09TRID


100.00



199.82



334.15



323.06



64.26



30.63



32.75Philadelphia Semiconductor Sector Index


100.00



86.39



91.06



103.31



75.90



54.25



74.19NASDAQ Composite Index


100.00



100.45



106.07



127.12



111.97



89.61



110.81  30




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ITEM 6.
    SELECTED
    FINANCIAL DATA  Change in
    Fiscal Year End
      TRIDENT
    MICROSYSTEMS, INC.
    SELECTED CONSOLIDATED FINANCIAL DATA
  Six MonthsEndedDecember 31,


Fiscal Years2009


2009(1)


2008


2007


2006


2005(In millions, except per share amounts)Summary of Operations :Net revenues

$
63.0


$
75.8


$
257.9


$
270.8


$
171.4


$
69.0Income (loss) from operations


(38.3
)


(62.2
)


18.8



40.1



28.4



(29.9
)Net income (loss)


(40.5
)


(70.2
)


10.2



30.1



26.2



(30.2
)Net income (loss) per share  Basic


(0.58
)


(1.12
)


0.17



0.52



0.48



(0.64
)Net income (loss) per share  Diluted


(0.58
)


(1.12
)


0.16



0.48



0.42



(0.64
)Financial Position at Period End:Cash, cash equivalents and short-term investments

$
148.0


$
187.9


$
240.0


$
199.3


$
152.7


$
92.2Working capital


131.0



164.9



215.9



158.3



125.3



81.6Total assets


228.5



263.3



309.3



283.9



207.2



135.0Stockholders equity


156.1



192.9



237.3



201.8



153.7



109.3     (1)
    
    On May 14, 2009, we completed the acquisition of selected
    assets of the FRC, DRX and audio decoder product lines of the
    Consumer Division of Micronas. See Note 11, Business
    Combinations, to the Notes to Consolidated Financial
    Statements.  ITEM 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Forward-Looking
    Statements
  This section and other parts of this Transition Report on
    Form 10-K
    contain forward-looking statements that involve risks and
    uncertainties. Forward-looking statements can also be identified
    by words such as anticipates, expects,
    believes, plans, predicts,
    and similar terms. Forward-looking statements are not guarantees
    of future performance and our actual results may differ
    significantly from the results discussed in the forward-looking
    statements. Factors that might cause such differences include,
    but are not limited to, those discussed in
    Item 1A  Risk Factors above. The
    following discussion should be read in conjunction with the
    consolidated financial statements and notes thereto included in
    Item 8 of this report. We assume no obligation to revise or
    update any forward-looking statements for any reason, except as
    required by law.
  The following discussion and analysis should be read in
    conjunction with the consolidated financial statements and the
    notes to consolidated financial statements included elsewhere in
    this
    Form 10-K.
    This Transition Report on
    Form 10-K
    contains forward  looking statements that involve
    risks and uncertainties. See the disclosure regarding
    Forward-Looking Statements on page 3 of this
    Form 10-K.
    All references to years, unless otherwise noted,
    refer to our twelve-month fiscal year, which prior to
    July 1, 2009, ended on June 30 and beginning with
 31




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December 31, 2009 ends on December 31 of each year. For
    example a reference to 2009 or fiscal year
    2009 means the twelve-month period that ended on
    June 30, 2009.
  Change in
    Fiscal Year End
    Overview
  system-on-a-chip,
  Business
    Structure
  besloten vennootschap,
   32




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Business
    Combination
  besloten vennootschap,
    Net
    Revenues
      system-on-chips
    
    the qualification, availability and pricing of competing
    products and technologies and the resulting effects on the
    design wins of our products;
    our ability to specify, develop or acquire, complete, introduce,
    market and transition to volume production new products and
    technologies in a cost effective and timely manner;
    general economic and political conditions and specific
    conditions in the markets we address, including the continuing
    volatility in the technology sector and semiconductor industry,
    current general economic volatility, conditions in the
    semiconductor industry, including seasonality in sales of
    consumer products into which our products are
    incorporated; and
    the timing, rescheduling or cancellation of significant customer
    orders and our ability, as well as the ability of our customers,
    to manage inventory.     33




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##### Table of Contents



Six Months EndedDecember 31,


Year Ended June 30,Revenue:

2009


2008


2009


2008


2007Midoriya (supplier to Sony)


*



40
%


38
%


28
%


25
%LG


15
%


*



*



*



*Philips


10
%


12
%


10
%


19
%


*Samsung


29
%


*



*



29
%


41
%Sharp


*



14
%


11
%


*



*     *
    
    Less than 10% revenue      Gross
    Margin
    
    our product mix and volume of product sales;
    the effects of competitive pricing programs and rebates;
    manufacturing cost efficiencies and inefficiencies;
    fluctuations in direct product costs such as wafer pricing and
    assembly, packaging and testing costs and overhead costs;
    product warranty costs;
    provisions for excess and obsolete inventories;
    inventory lower of cost or market adjustments;
    purchase price and yield variances;
    consumer demand;
    regulatory matters;
    macro economic conditions; and
    sales of previously reserved inventory.  Acquisition
    Strategy
   34




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##### Table of Contents




    On February 8, 2010 we completed the acquisition of the
    television systems and set-top box business lines from NXP. See
    Note 16, Subsequent Events, to the Notes to
    Consolidated Financial Statements.
    On May 14, 2009, we completed the acquisition of selected
    assets of the FRC, DRX and audio decoder product lines of the
    Consumer Division of Micronas.
    On March 4, 2008, we completed the acquisition of Beijing
    Tiside Electronics Co., Ltd, currently known as TMBJ.  Segments
    Critical
    Accounting Estimates
  Form 10-K Form 10-K,
  Revenue
    Recognition
    and/or
 35




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##### Table of Contents



Allowance
    for Sales Returns
    Stock-based
    Compensation Expense
          Goodwill
    impairment assessment
   36




---



##### Table of Contents



Long-lived
    assets impairment assessment
    Valuation
    of Equity Investments in Privately Held Companies and
    Funds
    Inventories
  first-in-first-out work-in-process
 37




---



##### Table of Contents



Income
    Taxes
        Business
    Combinations
    Results
    of Operations
  Financial
    Data for the Six Months Ended December 31, 2009 and
    Unaudited Financial Data for the Six Months Ended
    December 31, 2008
  Net
    Revenues
   38




---



##### Table of Contents



Net
    revenues comparison by dollars
  Six Months Ended December 31,Dollar


PercentRevenues by region(1)

2009


2008


Variance


Variance(Dollars in thousands)Japan

$
5,257


$
34,319


$
(29,062
)


(85
)%Europe


17,557



10,159



7,398



73
%Asia Pacific(2)


11,317



9,018



2,299



25
%South Korea


28,353



474



27,879



5882
%Americas


527



27



500



1852
%Total net revenues

$
63,011


$
53,997


$
9,014



17
%   Net
    revenues comparison by percentage of total net
    revenues
  Six Months Ended December 31,Revenues by region(1)

2009


2008Japan


8.3
%


63.5
%Europe


27.9
%


18.8
%Asia Pacific(2)


18.0
%


16.7
%South Korea


45.0
%


0.9
%Americas


0.8
%


0.1
%Total net revenues


100
%


100
%     (1)
    
    Net revenues by region are classified based on the locations of
    the customers principal offices even though our
    customers revenues may be attributable to end customers
    that are located in a different location.(2)
    
    Net revenues from China, Taiwan and Singapore are included in
    the Asia Pacific region.      period-over-period
 39




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##### Table of Contents



Gross
    Profit
  Six Months Ended December 31,2009

2008

% Change(Dollars in thousands)Gross profit

$
15,746


$
18,245



(14
%)Gross profit%


25.0
%


33.8
%         Six Months Ended December 31,2009


2008(Dollars in thousands)Additions to inventory reserves

$
1,055


$
1,917Accrual for ordered product with no demand


2,100



Lower of cost or market adjustment


1,300



Sales of previously reserved product


(1,313
)


(1,852
)Net decrease in gross profit

$
3,142


$
65       Research
    and Development
  Six Months Ended December 31,2009

2008

% Change(Dollars in thousands)Research and development

$
32,512


$
25,780



26.1
%As a percentage of net revenues


51.6
%


47.7
%    40




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##### Table of Contents



Selling,
    General and Administrative
  2009

2008

% Change(Dollars in thousands)Selling, general and administrative

$
19,980


$
18,570



7.6
%As a percentage of net revenues


31.7
%


34.4
%       Goodwill
    Impairment
  Six Months Ended December 312009

2008% Change(Dollars in thousands)Goodwill impairment





$
383



(100
)%As a percentage of net revenues


0.0
%


0.7
%     Restructuring
    Charges
  Six Months Ended December 31,2009

2008

% Change(Dollars in thousands)Restructuring charges

$
1,558


$
761



104.7
%As a percentage of net revenues


2.5
%


1.4
%      41




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##### Table of Contents



Interest
    Income
  Six Months Ended December 31,2009

2008

% Change(Dollars in thousands)Interest income

$
118


$
2,392



(95
)%As a percentage of net revenues


0.2
%


4.4
%     Other
    Income (Expense), Net
  Six Months Ended December 31,2009

2008

% Change(Dollars in thousands)Other income (expense), net

$
(1,212
)

$
4,167



(129
)%As a percentage of net revenues


(1.9
%)


7.7
%   available-for-sale
  Provision
    for Income Taxes
  Six Months Ended December 31,2009

2008

% Change(Dollars in thousands)Income Tax Provision


1,129



2,731



(59
)%Effective tax rate


(3
)%


(9
)%


6
%     Liquidity
    and Capital Resources
    December 31,

December 31,2009

2008(Dollars in thousands)Cash and cash equivalents

$
147,995


$
160,955    42




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##### Table of Contents



Six Months Ended December 31,2009


2008(Dollars in thousands)Net cash flow provided by (used in):Operating activities

$
(31,924
)

$
(12,930
)Investing activities


(8,256
)


10,675Financing activities


238



1,153Net increase (decrease) in cash and cash equivalents

$
(39,942
)

$
(1,102
)   Operating
    Activities
    Investing
    Activities
    Financing
    Activities
    Liquidity
     43




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##### Table of Contents



Days
    Sales Outstanding
    Contractual
    Obligations
    Payments Due by PeriodLess Than 1








More ThanYear


1-3 Years


3-5 Years


5 Years


Total(Dollars in millions)Contractual ObligationsOperating Leases(1)

$
1.4


$
2.2


$
0.5


$
1.6


$
5.7Purchase Obligations(2)


31.6















31.6Total

$
33.0


$
2.2


$
0.5


$
1.6


$
37.3     (1)
    
    At December 31, 2009 we leases office space and have
    entered into lease commitments, which expire at various dates
    through August 2019, in North America as well as various
    locations in Japan, Hong Kong, China, Taiwan, South Korea,
    Singapore, Germany, and The Netherlands. Operating lease
    obligations include future minimum lease payments under
    non-cancelable operating leases as of December 31, 2009 and
    do not include lease commitments resulting from the acquisition
    of selected assets and liabilities of NXP on February 8,
    2010, or our corporate headquarters lease commencing
    April 1, 2010, or our engineering software license and
    maintenance agreement entered into on March 5, 2010. See
    Note 16, Subsequent Events, of the Notes to
    Consolidated Financial Statements.(2)
    
    Purchase obligations primarily represent unconditional purchase
    order commitments with contract manufacturers and suppliers for
    wafers and software licensing.         44




---



##### Table of Contents



Corporate
    Headquarters Lease and Software License and Maintenance
    Agreement
    Payments Due By PeriodLess than 1








More than 5year


1-3 years


3-5 years


years


Total(Dollars in millions)Corporate Headquarters Lease (1)

$
0.5


$
2.5


$
0.9


$



$
3.9Software License and Maintenance Agreement (2)


3.1



3.1










$
6.2Total

$
3.6


$
5.6


$
0.9


$



$
10.1     (1)
    
    We have entered into a five year, 57,649 square foot lease
    for our corporate headquarters located in Sunnyvale, California
    commencing April 1, 2010 having a $3.9 million total
    future leases obligation. See Note 16, Subsequent
    Events, to the Notes to Consolidated Financial Statements.(2)
    
    We have entered into an engineering software license and
    maintenance agreement with NXP on March 5, 2010 having a
    future net cash obligation of $6.2 million. See
    Note 16, Subsequent Events, of the Notes to
    Consolidated Financial Statements.  NXP
    Acquisition Related Commitments
    Contingencies
  Shareholder
    Derivative Litigation
  In re Trident Microsystems Inc. Derivative
    Litigation No. C-06-3440-JF. Limke v. Lin
    et al No. 1:07-CV-080390.
 45




---



##### Table of Contents



Regulatory
    Actions
  and/or and/or and/or
  Special
    Litigation Committee
  Form S-8 S-8. S-8, Form 10-Q S-8
     46




---



##### Table of Contents



Indemnification
    Obligations
    General
    Recent
    Accounting Pronouncements
         47




---



##### Table of Contents



Financial
    Data for Fiscal Years Ended June 30, 2009, 2008, and
    2007
  Net
    Revenues
    Net
    revenues comparison by dollars
  Fiscal Years Ended June 30,Dollar


Percent








Dollar


PercentRevenues by Region(1)

2009


2008


Variance


Variance


2008


2007


Variance


Variance(Dollars in thousands)Japan

$
41,615


$
91,306


$
(49,691
)


(54
)%

$
91,306


$
91,721


$
(415
)


(0
)%Europe


13,841



53,801



(39,960
)


(74
)%


53,801



17,421



36,380



209
%Asia Pacific(2)


14,061



32,618



(18,557
)


(57
)%


32,618



45,725



(13,107
)


(29
)%South Korea


5,819



79,608



(73,789
)


(93
)%


79,608



115,513



(35,905
)


(31
)%Americas


425



605



(180
)


(30
)%


605



415



190



46
%Total net revenues

$
75,761


$
257,938


$
(182,177
)


(71
)%

$
257,938


$
270,795


$
(12,857
)


(5
)%   Net
    revenues comparison by percentage of total net
    revenues
  Fiscal Years Ended June 30,Revenues by Region(1)

2009


2008


2007Japan


54.9
%


35.4
%


33.9
%Europe


18.2
%


20.9
%


6.4
%Asia Pacific(2)


18.6
%


12.6
%


16.9
%South Korea


7.7
%


30.9
%


42.6
%Americas


0.6
%


0.2
%


0.2
%Total net revenues


100
%


100
%


100.0
%     (1)
    
    Net revenues by region are classified based on the locations of
    the customers principal offices even though our
    customers revenues may be attributable to end customers
    that are located in a different location.(2)
    
    Net revenues from China, Taiwan and Singapore are included in
    the Asia Pacific region.  Comparison
    of fiscal year ended June 30, 2009 to fiscal year ended
    June 30, 2008
  year-over-year
   48




---



##### Table of Contents



Comparison
    of fiscal year ended June 30, 2008 to fiscal year ended
    June 30, 2007
  year-over-year
    Gross
    Margin
  Fiscal Years Ended June 30,2009


2008


% Change


2007


% Change(Dollars in thousands)Gross profit

$
23,328


$
120,026



(81
)%

$
129,107



(7
)%Gross margin


30.8
%


46.5
%






47.7
%       Comparison
    of fiscal year ended June 30, 2009 to fiscal year ended
    June 30, 2008
   49




---



##### Table of Contents



Comparison
    of fiscal year ended June 30, 2008 to fiscal year ended
    June 30, 2007
      Fiscal Years Ended June 30,2009


2008


2007(Dollars in thousands)Additions to inventory reserves

$
3,148


$
2,747


$
2,204Sales of previously reserved products


(5,082
)


(4,676
)


(4,463
)Net increase in gross profit

$
(1,934
)

$
(1,929
)

$
(2,259
)       Research
    and Development
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Research and development

$
53,016



1
%

$
52,608



28
%

$
40,970As a percentage of net revenues


70
%






20
%






15
%      50




---



##### Table of Contents



Selling,
    General and Administrative
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Selling, general and administrative

$
29,617



(39
)%

$
48,598



1
%

$
47,993As a percentage of net revenues


39
%






19
%






18
%          51




---



##### Table of Contents



Goodwill
    Impairment
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Goodwill impairment

$
1,432



100
%

$




0
%

$
As a percentage of net revenues


2
%






0
%






0
%     In-Process
    Research and Development
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)In-process research and development

$
697



100
%

$



$
0
%

$
As a percentage of net revenues


1
%






0
%






0
%     Restructuring
    Charges
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Restructuring charges

$
810



100
%





$
0
%

$As a percentage of net revenues


1
%






0
%






0
%     Loss
    on Sale of Short-term Investments
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Loss on sale of short-term investments

$
(8,940
)


100
%

$




0
%

$
As a percentage of net revenues


(12
%)






0
%






0
%    52




---



##### Table of Contents



Impairment
    Loss on UMC Investment
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Impairment loss on UMC investment

$
(556
)


(91
)%

$
(6,480
)


(100
)%

$
0As a percentage of net revenues


(1
%)






(3
%)






0
%   other-than-temporary. other-than-temporary
  Interest
    Income, Net
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Interest income, net

$
2,968



(52
)%

$
6,166



26
%

$
4,890As a percentage of net revenues


4
%






2
%






2
%       Other
    Income, Net
  Fiscal Years Ended June 30,2009

% Change

2008

% Change

2007(Dollars in thousands)Other income, net

$
4,053



811
%

$
445



(77
)%

$
1,947As a percentage of net revenues


5
%






0
%






1
%   available-for-sale
   53




---



##### Table of Contents



available-for-sale available-for-sale
  Provision
    for Income Taxes
  Fiscal Years Ended June 30,2009

Change

2008

Change

2007Income tax provision


5,513



(37
)%


8,799



(47
)%


16,673Effective tax rate


(9
%)


(55
%)


46
%


11
%


35
%     Liquidity
    and Capital Resources
    June 30,


June 30,


Increae/2009


2008


(Decrease)(Dollars in millions)Cash, cash equivalents and short-term investmentsCash and cash equivalents

$
187.9


$
213.3


$
(25.4
)Short-term investments






26.7



(26.7
)Total

$
187.9


$
240.0


$
(52.1
)       Fiscal Years2009


2008


2007(Dollars In millions)Net cash flow provided by (used in):Operating activities

$
(31.9
)

$
57.9


$
62.1Investing activities


5.3



1.7



(17.7
)Financing activities


1.2



6.1



0.1Net increase (decrease) in cash and cash equivalents

$
(25.4
)

$
65.7


$
44.5   Operating
    Activities
   54




---



##### Table of Contents



Investing
    Activities
  available-for-sale
  available-for-sale
  Financing
    Activities
   55




---



##### Table of Contents



Form S-8
  Days
    Sales Outstanding
    ITEM 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK    Foreign
    currency exchange rate risk
        Interest
    rate risk
   56




---



##### Table of Contents



Investment
    risk
  Investment
    in Privately Held Companies and Funds
  start-up
  Concentrations
    of Credit Risk and Other Risk
     57




---



##### Table of Contents



ITEM 8.
    FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA  TRIDENT
    MICROSYSTEMS, INC.
 CONSOLIDATED
    STATEMENTS OF OPERATIONS  Six MonthsEnded December 31,


Years Ended June 30,2009


2009


2008


2007(In thousands, except per share data)Net revenues

$
63,011


$
75,761


$
257,938


$
270,795Cost of revenues


47,265



52,433



137,912



141,688Gross profit


15,746



23,328



120,026



129,107Operating expenses:Research and development


32,512



53,016



52,608



40,970Selling, general and administrative


19,980



29,617



48,598



47,993Goodwill impairment






1,432







In-process research and development






697







Restructuring charges


1,558



810







Total operating expenses


54,050



85,572



101,206



88,963Income (loss) from operations


(38,304
)


(62,244
)


18,820



40,144Loss on sale of short-term investments






(8,940
)






Impairment loss on short-term investments






(556
)


(6,480
)


Interest income


118



2,968



6,166



4,890Other income (expense), net


(1,212
)


4,053



445



1,947Income (loss) before provision for income taxes


(39,398
)


(64,719
)


18,951



46,981Provision for income taxes


1,129



5,513



8,799



16,673Income (loss) before cumulative effect of change in accounting
    principle


(40,527
)


(70,232
)


10,152



30,308Cumulative effect of change in accounting principle, net of tax














(190
)Net income (loss)

$
(40,527
)

$
(70,232
)

$
10,152


$
30,118Net income (loss) per share  Basic:Income (loss) before change in accounting principle

$
(0.58
)

$
(1.12
)

$
0.17


$
0.52Cumulative effect of change in accounting principle














(0.00
)Net income (loss) per share  Basic

$
(0.58
)

$
(1.12
)

$
0.17


$
0.52Net income (loss) per share  Diluted: accounting
    Principle

$
(0.58
)

$
(1.12
)

$
0.16


$
0.48Cumulative effect of change in accounting principle














(0.00
)Net income (loss) per share  Diluted

$
(0.58
)

$
(1.12
)

$
0.16


$
0.48Shares used in computing net income (loss) per share 
    Basic


69,372



62,535



59,367



57,637Shares used in computing net income (loss) per share 
    Diluted


69,372



62,535



62,751



63,380    58




---



##### Table of Contents



TRIDENT
    MICROSYSTEMS, INC.
 CONSOLIDATED
    BALANCE SHEETS  As of December 31,


As of June 30,2009


2009


2008(In thousands, except par values)ASSETSCurrent assets:Cash and cash equivalents

$
147,995


$
187,937


$
213,296Short-term investments










26,704Accounts receivable, net of allowances for sales returns and
    allowance for doubtful accounts of $320, $56 and $300 at
    12/31/09, 06/30/09 and 6/30/08 respectively


4,582



4,086



4,510Accounts receivable from related party


335



5,289



Inventories


14,536



6,828



8,680Prepaid expenses and other current assets


13,627



9,425



12,863Total current assets


181,075



213,565



266,053Property and equipment, net


26,168



27,587



23,425Goodwill


7,851



7,708



1,432Intangible assets, net


5,635



7,685



8,428Other assets


7,764



6,767



9,977Total assets

$
228,493


$
263,312


$
309,315LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable

$
18,883


$
10,485


$
10,889Accounts payable to related party


2,401



5,513



Accrued expenses and other current liabilities


27,068



19,546



22,910Income taxes payable


1,696



13,107



16,309Total current liabilities


50,048



48,651



50,108Long-term income taxes payable


22,262



21,658



21,579Deferred income tax liabilities


94



81



370Total liabilities


72,404



70,390



72,057Commitments and contingencies (Note 6)Stockholders equity:Preferred stock, $0.001 par value: 500 shares
    authorized; none issued and outstanding










Common stock, $0.001 par value; 95,000 shares
    authorized; and 70,586; 69,920 and 61,238 shares issued and
    outstanding at December 31, 2009, June 30, 2009 and
    2008, respectively


71



70



61Additional paid-in capital


237,827



234,134



208,299Retained earnings (accumulated deficit)


(81,809
)


(41,282
)


28,950Accumulated other comprehensive loss










(52
)Total stockholders equity


156,089



192,922



237,258Total liabilities and stockholders equity

$
228,493


$
263,312


$
309,315    59




---



##### Table of Contents



TRIDENT
    MICROSYSTEMS, INC.
 CONSOLIDATED
    STATEMENTS OF CASH FLOWS  Six Months EndedDecember 31,


Years Ended June 30,2009


2009


2008


2007(In thousands)Cash flows from operating activities:Net income (loss)

$
(40,527
)

$
(70,232
)

$
10,152


$
30,118Adjustments to reconcile net income (loss) to net cash provided
    by (used in) operating activities:Cumulative effect of change in accounting principle














190Stock-based compensation expense


3,455



12,673



24,270



15,607Excess tax benefit from stock-based compensation






(96
)


(561
)


(855
)Depreciation and amortization


6,745



9,544



5,354



1,501In-process research and development






697







Amortization of acquisition-related intangible assets


2,048



3,985



5,725



6,345Loss on disposal of property and equipment


96



83



52



59Impairment loss on investments,


200



556



6,480



Impairment of goodwill






1,432







Impairment of intangible assets






2,689







Loss (gain) on sales of investments


(125
)


8,966



(969
)


(216
)Deferred income taxes


306



63



(722
)


1,179Changes in assets and liabilities, net of effect of acquisitions:Accounts receivable


(496
)


612



4,665



(4,883
)Accounts receivable from related party


4,954



(5,289
)






Inventories


(7,708
)


1,852



7,583



(1,622
)Prepaid expenses and other current assets


(2,484
)


5,885



6,088



5,742Accounts payable


8,009



(577
)


(8,902
)


384Accounts payable to related party


(3,112
)


5,512







Accrued expenses and other liabilities


7,522



(7,309
)


(3,574
)


2,398Income taxes payable


(10,807
)


(2,897
)


2,273



6,145Net cash provided by (used in) operating activities


(31,924
)


(31,850
)


57,914



62,092Cash flows from investing activities:Purchases of property and equipment


(1,134
)


(3,189
)


(6,246
)


(17,690
)Purchases of stock of privately held companies














(500
)Proceeds from the capital reduction of UMC investment










7,829



Proceeds from sale of investments


223



17,234



6,079



Proceeds from sale of investments in private companies










1,056



1,228Acquisition of businesses, net of cash acquired


(140
)


(2,531
)


(1,960
)


Other assets


(7,223
)


(6,471
)


(5,070
)


(748
)Proceeds from sale of property, plant and equipment


18



294



48



Net cash provided by (used in) investing activities


(8,256
)


5,337



1,736



(17,710
)Cash flows from financing activities:Proceeds from issuance of common stock to employees


238



1,058



5,523



805Excess tax benefit from stock-based compensation






96



561



855Net cash settlements of stock options in connection with IRC
    Section 409A














(1,526
)Net cash provided by financing activities


238



1,154



6,084



134Net (decrease) increase in cash and cash equivalents


(39,942
)


(25,359
)


65,734



44,516Cash and cash equivalents at beginning of year


187,937



213,296



147,562



103,046Cash and cash equivalents at end of year

$
147,995


$
187,937


$
213,296


$
147,562Supplemental disclosure of cash flow information:Cash paid for income taxes

$
12,296


$
1,588


$
1,219


$
2,080Supplemental schedule of non-cash investing and financing
    activities:Issuance of common stock warrants and common stock for Micronas
    acquisition

$



$
(12,087
)

$



$
Accrued expense for building

$



$



$
(208
)

$
Prepaid taxes in connection with intercompany profit on assets
    remaining within consolidated group

$



$



$



$
20,583    60




---



##### Table of Contents



CONSOLIDATED
    STATEMENTS OF STOCKHOLDERS EQUITY
    AND COMPREHENSIVE INCOME (LOSS)  Additional





AccumulatedPaid-in


Retained


OtherCapital


Earnings


Comprehensive


TotalCommon Stock


(Common


(Accumulated


Income


StockholdersShares


Amount


Stock)


Deficit)


(Loss)


Equity(In thousands)Balance at June 30, 2006


57,206


$
57


$
162,801


$
(11,320
)

$
2,119


$
153,657Income before cumulative effect of change in accounting principle














30,308







30,308Cumulative effect of change in accounting principle, net of tax














(190
)






(190
)Unrealized gains on investments, net of tax


















1,483



1,483Comprehensive income






















31,601Shares issued pursuant to stock awards, net


542



1



804











805Stock-based compensation expense










15,607











15,607Tax benefit from stock-based compensation










1,704











1,704Net cash settlement of stock options in connection with IRC
    Section 409A










(1,526
)










(1,526
)Balance at June 30, 2007


57,748



58



179,390



18,798



3,602



201,848Net income














10,152







10,152Unrealized losses on investments, net of tax


















(3,654
)


(3,654
)Comprehensive income






















6,498Shares issued pursuant to stock awards, net


3,490



3



5,520











5,523Stock-based compensation expense










24,270











24,270Net cash settlement of stock options










(1,274
)










(1,274
)Tax benefit from stock-based compensation










393











393Balance at June 30, 2008


61,238



61



208,299



28,950



(52
)


237,258Net loss














(70,232
)






(70,232
)Unrealized gain on short-term investment


















52



52Comprehensive loss






















(70,180
)Shares issued pursuant to stock awards, net


1,682



2



1,056











1,058Shares and warrant issued in connection with the acquisition of
    Micronas assets


7,000



7



12,080











12,087Stock-based compensation expense










12,673











12,673Net cash settlement for TMTs stock options










26











26Balance at June 30, 2009


69,920



70



234,134



(41,282
)


0



192,922Net loss














(40,527
)






(40,527
)Comprehensive loss






















(40,527
)Shares issued pursuant to stock awards, net


666



1



238











239Stock-based compensation expense










3,455











3,455Balance at December 31, 2009

$
70,586


$
71


$
237,827


$
(81,809
)

$
0


$
156,089    61




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS  1.
    DESCRIPTION
    OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING
    POLICIES  Change
    in Fiscal Year End
    Business
    and Business Combinations
  Business
  system-on-a-chip,
  Business
    structure
  besloten vennootschap,
 62




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        Business
    Combinations
    besloten
    vennootschap
  Basis
    of Consolidation and Presentation
    Use of
    Estimates
    Foreign
    Currency Remeasurement
   63




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Cash
    and Cash Equivalents
      available-for-sale. other-than-temporary. other-than-temporary,
  Fair
    Value of Financial Instruments
    Concentrations
    of Credit Risk and Other Risk
     64




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Foreign
    currency exchange rate risk
        Interest
    rate risk
      Inventories
  first-in-first-out work-in-process
 65




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Long-lived
    Assets
  Property
    and Equipment
    Amortizable
    Intangible Assets
  The Company has two types of intangible
    assets:
     66




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Goodwill
    
    significant underperformance relative to historical or projected
    future operating results;
    significant adverse change in the extent or manner in which a
    long-lived asset is being used or in its physical condition;
    significant negative industry or economic trends; and
    significant decline in the Companys market capitalization.    Revenue
    Recognition
  ,
  and/or
 67




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        Stock-based
    Compensation
      Shipping
    and Handling Costs
    Research
    and Development Costs
    Selling,
    General and Administrative Expenses
    Income
    Taxes
       68




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Net
    Income (loss) per Share
  .. in-the-money
  Comprehensive
    Income (Loss)
    Product
    Warranty
    Advertising
    Expense
    Cumulative
    Effect of Change in Accounting Principle
    Recent
    Accounting Pronouncements
   69




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
          2.
    INVESTMENTS  available-for-sale
  Gross

GrossUnrealized

Unrealized

Estimated FairHistorical Cost

Gains

Losses

Value(Dollars in thousands)Short-term investments:Marketable equity securities  as of June 30, 2008

$
26,756


$



$
(52
)

$
26,704  70




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   3.
    BALANCE
    SHEET COMPONENTS  December 31,


June 30,2009


2009


2008(Dollars in thousands)Cash and cash equivalents:Cash

$
86,382


$
48,712


$
37,295Money market funds invested in U.S. Treasuries


61,613



111,773



Certificates of deposit






27,452



43,582Money market funds










132,419Total cash and cash equivalents

$
147,995


$
187,937


$
213,296Inventories:Work in process

$
12,539


$
4,935


$
4,170Finished goods


1,997



1,893



4,510Total inventories

$
14,536


$
6,828


$
8,680Property and equipment, net:Building and leasehold improvements

$
19,522


$
19,467


$
18,738Machinery and equipment


15,427



15,454



8,773Software


4,096



3,925



3,319Furniture and fixtures


2,296



2,277



1,465Construction in progress










10341,341



41,123



32,398Accumulated depreciation and amortization


(15,173
)


(13,536
)


(8,973
)Total property and equipment, net

$
26,168


$
27,587


$
23,425Accrued expenses and other current liabilities:Price rebates

$
5,913


$



$
Wafer and substrate fees


2,226







VAT Tax payable


1,256







Compensation and benefits


4,482



4,449



5,927Contingent liabilities on certain option modifications(1)


4,336



4,336



4,336Professional fees


2,912



2,687



1,572Production related accrual


2,401







Royalties


939



796



1,014Deferred revenues less cost of revenues


329



344



1,274Prior software usage(2)










1,387Other


4,676



6,934



7,400Total accrued expenses and other current liabilities

$
29,469


$
19,546


$
22,910     (1)
    
    See Note 8, Employee Benefit Plans, of the
    Notes to Consolidated Financial Statements(2)
    
    See Note 6, Commitments and Contingencies, of
    the Notes to Consolidated Financial Statements 71




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   4.
    GOODWILL
    AND INTANGIBLE ASSETS  Goodwill
    and impairment
    (In thousands)Balance as of June 30, 2007

$
Goodwill acquired


1,432Impairment charge


Balance as of June 30, 2008


1,432Goodwill acquired


7,708Impairment charge


(1,432
)Balance as of June 30, 2009


7,708Goodwill acquired


Impairment Charge / Other


143Balance as of December 31, 2009

$
7,851     system-on-a-chip,
   72




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Intangible
    assets and impairment
    Acquisition-related
    intangible assets
      Third-party
    purchased intangible assets
   73




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six Months Ended December 31, 2009AccumulatedAmortizationGross


and Write-off


Net(Dollars in thousands)Core and developed technologies

$
28,645


$
(23,260
)

$
5,385Customer relationships


2,535



(2,359
)


176Backlog


166



(92
)


74Tradename










Total

$
31,346


$
(25,711
)

$
5,635     Year Ended June 30, 2009


Year Ended June 30, 2008Accumulated








AccumulatedAmortization








AmortizationGross


and Write-off


Net


Gross


and Write-off


Net(Dollars in thousands)Core and developed technologies

$
28,646


$
(21,382
)

$
7,264


$
24,587


$
(17,129
)

$
7,458Customer relationships


2,521



(2,247
)


274



2,521



(1,561
)


960Backlog


180



(33
)


147











Tradename














14



(4
)


10Total

$
31,347


$
(23,662
)

$
7,685


$
27,122


$
(18,694
)

$
8,428     5.
    GUARANTEES    Years Ended2009


2008


2007(Dollars in thousands)Accrued product warranty, beginning of period

$
256


$
800


$
1,082Charged to (reversal of) cost of revenues


(256
)


(372
)


1,171Actual product warranty expenses






(172
)


(1,453
)Accrued product warranty, end of period

$



$
256


$
800  74




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   6.
    COMMITMENTS
    AND CONTINGENCIES  Lease
    and Purchase Commitments
    Payments Due by PeriodLess Than








More Than1 Year


1-3 Years


3-5 Years


5 Years


Total(Dollars in millions)Contractual ObligationsOperating Leases 1)

$
1.4


$
2.2


$
0.5


$
1.6


$
5.7Purchase Obligations 2)


31.6















31.6Total

$
33.0


$
2.2


$
0.5


$
1.6


$
37.3     1)
    
    At December 31, 2009 the Company leases office space and
    has entered into lease commitments, which expire at various
    dates through August 2019, in North America as well as various
    locations in Japan, Hong Kong, China, Taiwan, South Korea,
    Singapore, Germany, and The Netherlands. Operating lease
    obligations include future minimum lease payments under
    non-cancelable operating leases as of December 31, 2009 and
    do not include lease commitments resulting from the acquisition
    of selected assets and liabilities of NXP on February 8,
    2010 or the Companys corporate headquarters lease
    commencing April 1, 2010 or the engineering software
    license and maintenance agreement entered into on March 5,
    2010. See Note 16, Subsequent Events, to the Notes
    to Consolidated Financial Statements.2)
    
    Purchase obligations primarily represent unconditional purchase
    order commitments with contract manufacturers and suppliers for
    wafers and software licensing.      NXP
    Acquisition Related Commitments
   75




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Corporate
    Headquarters Lease and Software License and Maintenance
    Agreement
    Payments Due By PeriodLess than








More than1 year


1-3 years


3-5 years


5 years


Total(Dollars in millions)Corporate Headquarters Lease 1)

$
0.5


$
2.5


$
0.9


$



$
3.9Software License and Maintenance Agreement 2)


3.1



3.1










$
6.2Total

$
3.6


$
5.6


$
0.9


$



$
10.1     1)
    
    The Company has entered into a five year, 57,649 square
    foot lease for its corporate headquarters located in Sunnyvale,
    California commencing April 1, 2010 having a
    $3.9 million total future leases obligation. See
    Note 16, Subsequent Events, of the Notes to
    Consolidated Financial Statements.2)
    
    The Company has entered into an engineering software license and
    maintenance agreement with NXP on March 5, 2010 having a
    future net cash obligation of $6.2 million. See
    Note 16, Subsequent Events, of the Notes to
    Consolidated Financial Statements.  Contingencies
  Shareholder
    Derivative Litigation
  In re Trident Microsystems Inc. Derivative
    Litigation No. C-06-3440-JF. Limke v. Lin
    et al No. 1:07-CV-080390.
  Regulatory
    Actions
   76




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  and/or and/or and/or
  Indemnification
    Obligations
    General
    7.
    STOCKHOLDERS
    EQUITY  Preferred
    Shares Rights
     77




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Comprehensive
    Income (Loss)
  available-for-sale available-for-sale
  8.
    EMPLOYEE
    BENEFIT PLANS  Equity
    Incentive Plans
    available-for-grant available-for-grant
     78




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Valuation
    Assumptions
        Six Months Ended


Equity Incentive Plans For YearsDecember 31,


Ended June 30,2009


2009


2008


2007Expected terms (in years)


4.74



3.94



4.20



4.25Volatility


68.58
%


62.68
%


52.25
%


61.92
%Risk-free interest rate


2.41
%


2.83
%


3.97
%


4.77
%Expected dividend rate














Weighted average fair value

$
1.13


$
1.27


$
5.04


$
10.65      79




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Stock-Based
    Compensation Expense
    Six Months Ended December 31,


Year Ended June 30,2009


2009


2008


2007(Dollars in thousands)Cost of revenues

$
124


$
587


$
763


$
896Research and development


1,665



7,539



12,418



8,901Selling, general and administrative


1,666



4,547



15,424



5,810Total stock-based compensation expense

$
3,455


$
12,673


$
28,605


$
15,607       Shares


Options OutstandingAvailable for


Number of


Weighted AverageGrant


Shares


Exercise Price(Shares in thousands, except per share amounts)Balance at June 30, 2006


5,335



9,594


$
4.49Plan shares expired


(622
)






Restricted stock granted(1)


(380
)






Options granted


(1,553
)


1,553



20.17Options exercised






(541
)


1.49Options canceled


804



(804
)


8.34Balance at June 30, 2007


3,584



9,802


$
6.82Options increase under 2006 Plan


4,000Plan shares expired


(594
)






Restricted stock granted(1)


(1,273
)






Restricted stock cancellation(1)


192







Options granted


(1,870
)


1,870



10.60Options exercised






(2,778
)


2.01Options cancelled, forfeited or expired


1,369



(1,369
)


10.58 80




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Shares


Options OutstandingAvailable for


Number of


Weighted AverageGrant


Shares


Exercise Price(Shares in thousands, except per share amounts)Balance at June 30, 2008


5,408



7,525


$
8.94Plan shares expired


(594
)






Restricted stock granted(1)


(1,512
)






Restricted stock cancellation(1)


424







Options granted


(1,859
)


1,859



2.57Options exercised






(1,062
)


1.23Options cancelled, forfeited or expired


1,454



(1,454
)


9.90Balance at June 30, 2009


3,321



6,868


$
8.21Plan shares expired


(314
)






Restricted stock granted(1)


(1,486
)






Restricted stock cancellation(1)


304







Options granted


(891
)


891



1.98Options exercised






(321
)


1.18Options cancelled, forfeited or expired


749



(749
)


10.78Balance at December 31, 2009


1,683



6,690


$
7.48Vested and expected to vest at December 31, 2009






6,496


$
7.60     (1)
    
    Restricted stock is deducted from shares available for grant
    under the 2006 Plan at a 1 to 1.38 ratio.        Options Outstanding


Options ExercisableWeightedAverageRemaining


Weighted





WeightedContractual


Average





AverageNumber of


Term


Exercise


Number of


ExerciseRange of Exercise Prices

Shares


(in Years)


Price


Shares


Price$0.78  $2.02


2,365



6.6


$
1.54



1,208


$
1.25$2.06  $5.34


1,766



7.6


$
3.40



560


$
3.78$5.35  $20.22


1,819



6.6


$
13.58



1,325


$
13.44$20.36  $26.40


740



6.8


$
21.17



438


$
21.39Total


6,690



6.9


$
7.48



3,531


$
8.72  81




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    in-the-money
    Restricted
    Stock Awards and Restricted Stock Units
    Weighted AverageGrant-Date FairShares


Value per Share(Shares in thousands, except per share amounts)Nonvested balance at June 30, 2006





$
Granted


275



19.98Vested






Forfeited






Nonvested balance at June 30, 2007


275


$
19.98Granted


923



12.20Vested


(50
)


19.64Forfeited


(140
)


13.92Nonvested balance at June 30, 2008


1,008


$
13.71Granted


1,096



3.33Vested


(247
)


3.85Forfeited


(307
)


10.86Nonvested balance at June 30, 2009


1,551


$
7.02Granted


1,076



1.92Vested


(379
)


7.55Forfeited


(220
)


5.94Nonvested balance at December 31, 2009


2,028


$
4.44    82




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        Employee
    401(k) Plan
  catch-up catch-up
  Employee
    Stock Purchase Plan
    Modification
    of Certain Options
  Extended
    Exercise
   83




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Form S-8 S-8). Form S-8 Form 10-Q S-8
  Contingent
    Liabilities
    9.
    INCOME
    TAXES   84




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six MonthsEndedDecember 31,


Years Ended June 30,2009


2009


2008(Dollars in thousands)Balance at beginning of period

$
42,366


$
42,987


$
40,708Increases related to current year tax positions


739



4,486



3,093(Decreases) increases related to prior year tax positions


466



(4,767
)


1,515Expiration of the statute of limitations for the assessment of
    taxes






(340
)


(2,329
)Balance at end of period

$
43,571


$
42,366


$
42,987       non-U.S. subsidiaries
      Six Months EndedDecember 31,


Years Ended June 30,2009


2009


2008


2007(Dollars in thousands)United States

$
(11,316
)

$
(20,374
)

$
(34,419
)

$
(20,358
)Foreign


(28,082
)


(44,345
)


53,370



67,339$
(39,398
)

$
(64,719
)

$
18,951


$
46,981  85




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six Months EndedDecember 31,


Years Ended June 30,2009


2009


2008


2007(Dollars in thousands)Current:Federal

$
(3
)

$
181


$
311


$
180State


1



1



1



2Foreign


825



5,268



9,209



15,312$
823


$
5,450


$
9,521


$
15,494Deferred:Federal














State














Foreign


306



63



(722
)


1,179306



63



(722
)


1,179$
1,129


$
5,513


$
8,799


$
16,673     Six Months EndedDecember 31,


Years Ended June 30,2009


2009


2008(Dollars in thousands)Deferred income tax assets:Research and development credits

$
13,861


$
13,557


$
12,709Net operating losses


7,962



5,665



2,743Capital loss


9,424



9,424



Reserves and accruals


865



733



2,945Other


4,484



5,091



5,435Deferred income tax assets


36,596



34,470



23,832Valuation allowance


(32,443
)


(30,010
)


(20,820
)Deferred income tax assets, net


4,153



4,460



3,012Total deferred income tax liabilities:Amortization










(198
)Unremitted earnings of foreign subsidiaries


(3,981
)


(3,981
)


(2,220
)Total deferred income tax liabilities


(3,981
)


(3,981
)


(2,418
)Net deferred income tax assets

$
172


$
479


$
594    86




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        Six Months EndedDecember 31,


Years Ended June 30,2009


2009


2008


2007Federal statutory rate


35.0
%


35.0
%


35.0
%


35.0
%State taxes, net of federal tax benefit


5.7



7.0



11.7



5.8Research and development credit


0.7



1.2



(3.5
)


1.4Foreign rate differential


(27.8
)


(32.2
)


(53.8
)


(15.1
)Valuation allowance


(15.4
)


(28.7
)


19.7



8.0Permanent Differences


0.0



7.4



35.7



0.2Other


(1.1
)


1.8



1.6



0.2Effective income tax rate


(2.9
)%


(8.5
)%


46.4
%


35.5
%   10.
    NET
    INCOME (LOSS) PER SHARE    Six Months EndedDecember 31,


Year Ended June 30,2009


2009


2008


2007(Dollars in thousands, except per share data)Net income (loss)

$
(40,527
)

$
(70,232
)

$
10,152


$
30,118Shares used in computing basic per share amounts


69,372



62,535



59,367



57,637Dilutive potential common shares










3,384



5,743Shares used in computing diluted per share amounts


69,372



62,535



62,751



63,380Net income (loss) per share:Basic

$
(0.58
)

$
(1.12
)

$
0.17


$
0.52Diluted

$
(0.58
)

$
(1.12
)

$
0.16


$
0.48Potentially dilutive securities(1)


6,690



6,868



4,916



751     (1)
    
    Dilutive potential common shares consist of stock options.
    Warrants, restricted stock awards, and restricted stock units
    are excluded because their effect would have been anti-dilutive.
    The potentially dilutive common shares are excluded from the
    computation of diluted net income (loss) per share for the above
    periods because their effect would have been anti-dilutive. 87




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   11.
    BUSINESS
    COMBINATIONS  Selected
    Assets and Liabilities of NXP B.V.,
  besloten
    vennootschap
  Frame
    Rate Converter, Demodulator and Audio Decoder product lines of
    the Consumer Division of Micronas Semiconductor Holding
    AG
      Fair value of common stock

$
10,668Estimated acquisition-related costs


4,136Fair value of common stock warrants


1,419In-process research and development


697Value added taxes


336Cash paid in exchange for outstanding shares of Micronas
    Netherlands B.V


10Total estimated purchase price

$
17,266    88




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Purchase
    Price Allocation
    Tangible assets acquired:Cash and cash equivalents



$
142Accounts receivable




259Other current assets




97Property and equipment, net




4,818Deferred tax assets




175Liabilities assumed:Accounts payable




(133
)Accrued liabilities




(366
)Above market lease liability




(356
)Net tangible assets acquired




4,636Amortizable intangible assets acquired:

Estimated useful lifeCore technology

3 years


4,059Backlog

13 months


166Goodwill

Indefinite


7,708In-process research and development




697Total purchase price allocation



$
17,266      89




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Years Ended December 31,

Amount2010

$
1,4272011

$
1,860   Unaudited
    Pro Forma Financial Information
    Years Ended June 30,2009


2008Pro forma net revenues

$
197,604


$
430,998Pro forma net income (loss)


(91,928
)


(12,402
)Pro forma net income (loss) per share basic and diluted


(1.32
)


(0.19
)   Beijing
    Tiside Electronics Design Co., Ltd.,
      12.
    FAIR
    VALUE MEASUREMENTS     90




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Level 1
  Level 2
  Level 3
  available-for-sale other-than-temporary. other-than-temporarily
    Assets
    Measured at Fair Value on a Recurring Basis
    Total


Level 1


Level 2


Level 3(Dollars in thousands)Money market funds invested in U.S. Treasuries

$
61,613


$
61,613







Total cash equivalents as of December 31, 2009

$
61,613


$
61,613


$



$
U.S. Treasuries


111,773



111,773







Certificates of deposit


27,452



27,452







Total cash equivalents as of June 30, 2009

$
139,225


$
139,225


$



$
  91




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   13.
    RESTRUCTURING      14.
    SEGMENT
    AND GEOGRAPHIC INFORMATION AND MAJOR CUSTOMERS  Segment
    and Geographic Information
      Six MonthsEndedDecember 31,


Years Ended June 30,2009


2009


2008


2007(Dollars in thousands)Revenues:Japan

$
5,257


$
41,615


$
91,306


$
91,721Europe


17,557



13,841



53,801



17,421Asia Pacific


11,317



14,061



32,618



45,725South Korea


28,353



5,819



79,608



115,513Americas


527



425



605



415Total revenues

$
63,011


$
75,761


$
257,938


$
270,795  92




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six MonthsEndedDecember 31,


Years Ended June 30,2009


2009


2008(Dollars in thousands)China

$
21,277


$
21,733


$
21,265Europe


3,361



3,881



Americas


1,050



1,399



1,749Taiwan


465



519



411Asia Pacific


15



55



Total

$
26,168


$
27,587


$
23,425   Major
    Customers
    Six Months EndedDecember 31,


Year Ended June 30,Revenue:

2009


2008


2009


2008


2007Midoriya (supplier to Sony)


*



40
%


38
%


28
%


25
%LG


15
%


*



*



*



*Philips


10
%


12
%


10
%


19
%


*Samsung


29
%


*



*



29
%


41
%Sharp


*



14
%


11
%


*



*     *
    
    Less than 10% of net revenues    15.
    RELATED
    PARTY TRANSACTIONS     93




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        16.
    SUBSEQUENT
    EVENTS  Voluntary
    stock option exchange program
       94




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Corporate
    Headquarters Lease and Software License and Maintenance
    Agreement
    Payments Due By PeriodLess than1 year


1-3 years


3-5 years


More than 5 years


Total(Dollars in millions)Corporate Headquarters Lease (1)

$
0.5


$
2.5


$
0.9


$



$
3.9Software License and Maintenance Agreement (2)


3.1



3.1










$
6.2Total

$
3.6


$
5.6


$
0.9


$



$
10.1     (1)
    
    The Company has entered into a five year, 57,649 square
    foot lease for its corporate headquarters located in Sunnyvale
    California commencing April 1, 2010 having a
    $3.9 million total future leases obligation. See
    Note 16, Subsequent Events, to the Notes to
    Consolidated Financial Statements.(2)
    
    The Company has entered into an engineering software license and
    maintenance agreement with NXP on March 5, 2010 having a
    future net cash obligation of $6.2 million. See
    Note 16, Subsequent Events, to the Notes to
    Consolidated Financial Statements.  Acquisition
    of the television systems and set-top box business lines from
    NXP B.V.
      Selected
    Unaudited Pro Forma Combined Financial Data and Preliminary
    Purchase Price Allocation
    NXP
    Acquisition Related Commitments
   95




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Selected
    Unaudited Pro Forma Combined Financial Data
    17.
    QUARTERLY
    FINANCIAL DATA (UNAUDITED)    TRIDENT
    MICROSYSTEMS, INC.
  Six Months Ended December 31, 2009Quarter Ended


Quarter EndedSeptember


December


Total(Dollars in thousands, except per share amounts)Net revenues

$
31,093


$
31,918


$
63,011Gross profit

$
10,501


$
5,245


$
15,746Net loss

$
(17,156
)

$
(23,371
)

$
(40,527
)Net loss per share  Basic and Diluted:

$
(0.25
)

$
(0.34
)

$
(0.58
)Shares used in computing net loss per share


69,237



69,506



69,372Shares used in computing net loss per share  Diluted


69,237



69,506



69,372  96




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  TRIDENT
    MICROSYSTEMS, INC.
  Fiscal 2009Quarter


Quarter


QuarterEnded


Ended


Ended


QuarterSeptember


December


March


Ended June


Total(1)


(2)





(3)(Dollars in thousands,except per share amounts)Net revenues

$
34,782


$
19,215


$
6,852


$
14,912


$
75,761Gross profit

$
12,075


$
6,170


$
461


$
4,622


$
23,328Net loss

$
(17,969
)

$
(14,584
)

$
(16,604
)

$
(21,075
)

$
(70,232
)Net loss per share  Basic:

$
(0.29
)

$
(0.24
)

$
(0.27
)

$
(0.32
)

$
(1.12
)Net loss per share  Diluted:

$
(0.29
)

$
(0.24
)

$
(0.27
)

$
(0.32
)

$
(1.12
)Shares used in computing net loss per share  Basic


61,152



61,612



61,829



65,565



62,535Shares used in computing net loss per share  Diluted


61,152



61,612



61,829



65,565



62,535     (1)
    
    Includes $9.0 million loss on sale of UMC investment that
    was recorded in the quarter ended September 30, 2008.(2)
    
    Includes $1.4 million goodwill impairment that was recorded
    in the quarter ended March 31, 2009. See Goodwill and
    impairment under Note 4, Goodwill and
    Intangible Assets, of the Notes to Consolidated Financial
    Statements.(3)
    
    Includes $1.7 million third-party purchased intangible
    assets that were recorded in the quarter ended June 30,
    2009. See Third-party purchased intangible assets
    under Note 4, Goodwill and Intangible Assets,
    of the Notes to Consolidated Financial Statements.  TRIDENT
    MICROSYSTEMS, INC.
  Fiscal 2008QuarterQuarter Ended


Quarter Ended


Ended


QuarterSeptember


December


March


Ended June


Total(1)


(2)





(3)(Dollars in thousands, except per share amounts)Net revenues

$
88,174


$
74,984


$
55,284


$
39,496


$
257,938Gross profit

$
42,166


$
35,788


$
25,312


$
16,760


$
120,026Net income (loss)

$
10,059


$
7,250


$
(227
)

$
(6,930
)

$
10,152Net income (loss) per share  Basic:

$
0.17


$
0.12


$
(0.00
)

$
(0.11
)

$
0.17Net income (loss) per share  Diluted:

$
0.16


$
0.12


$
(0.00
)

$
(0.11
)

$
0.16Shares used in computing net income (loss) per share 
    Basic


58,851



59,269



59,369



60,390



59,367Shares used in computing net income (loss) per share 
    Diluted


63,605



62,747



59,369



60,390



62,751  97




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    (1)
    
    Includes $4.9 million of stock-based compensation expense
    recorded in the quarter ended September 30, 2007 related to
    certain stock option modifications. See Modification of
    Certain Options under Note 8, Employee Benefit
    Plans, of the Notes to Consolidated Financial Statements.(2)
    
    Includes $3.7 million of stock-based compensation expense
    recorded in the quarter ended December 31, 2007 related to
    the decision of the Companys Special Litigation Committee
    not to allow the Companys former CEO and two former
    non-employee directors to exercise their vested options until
    March 31, 2008. See Modification of Certain
    Options under Note 8, Employee Benefit
    Plans, of the Notes to Consolidated Financial Statements.(3)
    
    Includes a $6.5 million impairment charge for loss on UMC
    investment that was recorded in the quarter ended June 30,
    2008.  18.
    TRANSITION
    PERIOD COMPARATIVE DATA    Six Months EndedDecember, 312009

2008(Unaudited)(Dollars in thousands except per share amounts)Revenues

$
63,011


$
53,997Gross profit

$
15,746


$
18,245Loss before income taxes

$
(39,398
)

$
(29,822
)Income taxes

$
1,129


$
2,731Net loss

$
(40,527
)

$
(32,553
)Loss per common share (basic and diluted)

$
(0.58
)

$
(0.53
)Weighted average common shares outstanding


69,372



61,382  98




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM    Internal Control  Integrated
    Framework
         
    99




---



##### Table of Contents



ITEM 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE    ITEM 9A.
    CONTROLS
    AND PROCEDURES  Evaluation
    of Disclosure Controls and Procedures
  Form 10-K, Rules 13a-15(e) 15d-15(e). Form 10-K,
  Form 10-K.
  Managements
    Report on Internal Control over Financial Reporting
  Rules 13a-15(f) 15d-15(f). Internal Control  Integrated Framework
    Form 10-K.
  Changes
    in Internal Control over Financial Reporting
    ITEM 9B.
    OTHER
    INFORMATION  SUBMISSION
    OF MATTERS TO A VOTE OF SECURITIES HOLDERS.
   100




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##### Table of Contents



Shares


PercentFor


46,588,006



74.75
%Against


894,416



1.44
%Abstain


50,717



0.08
%Broker non-votes


14,789,130     Shares


PercentFor


45,994,837



65.19
%Against


1,491,905



2.11
%Abstain


46,397



0.07
%Broker non-votes


14,789,130     Shares


PercentFor


42,422,309



68.07
%Against


5,503,524



8.11
%Abstain


57,306



0.09
%Broker non-votes


14,789,130     Shares


PercentFor


37,337,040



59.91
%Against


10,132,549



16.26
%Abstain


62,950



0.10
%Broker non-votes


14,789,130     Votes Cast For

Votes WithheldBrian R. Bachman


44,047,466



3,485,673J. Carl Hsu


44,062,516



3,470,623     Shares


PercentFor


61,362,917



98.46
%Against


782,753



1.26
%Abstain


176,599



0.28
%Broker non-votes


0      101




---



##### Table of Contents



PART III  ITEM 10.
    DIRECTORS,
    EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE    ITEM 11.
    EXECUTIVE
    COMPENSATION    ITEM 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
    RELATED STOCKHOLDER MATTERS    Equity
    Compensation Plan Information
      A


B


BSecuritiesNumber of





RemainingSecurities to


Weighted


Available forbe Issued


Average


Future Issuanceupon


Exercise


Under EquityExercise of


Price of


CompensationOutstanding


Outstanding


Plans (ExcludingOptions,


Options,


SecuritiesWarrants and


Warrants and


Reflected inPlan Category

Rights


Rights


Column A)Equity compensation plans approved by security holders


5,573,323
(1)

$
7.65



1,682,309
(2)Equity compensation plans not approved by security holders


1,116,768
(3)

$
6.62



Total


6,690,091


$
7.48



1,682,309     (1)
    
    Includes 40,000 shares that are reserved and issuable upon
    exercise of options outstanding under the 1994 Plan, which
    expired on January 13, 2004, 1,045,400 shares that are
    reserved and issuable upon exercise of options outstanding under
    the 2002 Plan and 988,655 shares that are reserved and
    issuable upon exercise of options 102




---



##### Table of Contents



outstanding under the TTI Plan, and
    3,342,003 shares that are reserved and issuable upon
    exercise of options outstanding under the 2006 Plan.(2)
    
    Includes 861,266 shares reserved for future issuance under
    the 2002 Stock Option Plan, and 2,459,769 shares reserved
    for future issuance under the 2006 Stock Option Plan, which has
    already included the 1.38 ratio for restricted stock.(3)
    
    Consists of shares subject to options that are outstanding
    pursuant to the 1996 Plan, which plan was terminated on
    June 19, 2007.  Material
    Features of the 1996 Nonstatutory Stock Option Plan
  10-year
  ITEM 13.
    CERTAIN
    RELATIONSHIPS, RELATED TRANSACTIONS AND DIRECTOR
    INDEPENDENCE    ITEM 14.
    PRINCIPAL
    ACCOUNTING FEES AND SERVICES   PART IV  ITEM 15.
    EXHIBITS,
    FINANCIAL STATEMENT SCHEDULES     
 PageNumber1.  Financial Statements:Consolidated Statements of Operations 
    for the six months ended December 31, 2009 and for each of
    the three years ended June 30, 2009, 2008 and 2007


58Consolidated Balance Sheets  at
    December 31, 2009, June 30, 2009 and June 30,
    2008


59Consolidated Statements of Cash Flows 
    for the six months ended December 31, 2009 and for each of
    the three years ended June 30, 2009, 2008 and 2007


60Consolidated Statements of Stockholders
    Equity and Comprehensive Income (Loss)  for the six
    months ended  December 31, 2009, and for each of the three
    years ended June 30, 2009 and June 30, 2008 and
    2007


61Trident Microsystems Inc. Notes to Consolidated
    Financial Statements


62Report of Independent Registered Public
    Accounting Firm


99  103




---



##### Table of Contents



3.
    Exhibits:  Exhibit

Description2
.1

Purchase Agreement dated March 31, 2009 among Micronas
    Semiconductor Holding AG, Trident Microsystems, Inc. and Trident
    Microsystems (Far East) Ltd.(1)2
.2

Share Exchange Agreement dated October 4, 2009 among
    Trident Microsystems, Inc., Trident Microsystems (Far East)
    Ltd., and NXP B.V.(2)3
.1

Restated Certificate of Incorporation.(3)3
.3

Amended and Restated Bylaws.(4)3
.4

Amendment to Article VIII of the Bylaws.(5)3
.5

Amendments to Article I, Section 2 and Article I,
    Section 7 of the bylaws.(6)3
.6

Certificate of Amendment of Restated Certificate of
    Incorporation of Trident Microsystems, Inc. filed on
    January 27, 2010.(7)3
.7

Amended and Restated Certificate of Designation of Series B
    Preferred Stock (par value $0.001) of Trident Microsystems,
    Inc., as filed with the Delaware Secretary of State on
    February 5, 2010.(8)4
.1

Reference is made to Exhibits 3.1, 3.3, 3.4, 3.5 and 3.6.4
.2

Specimen Common Stock Certificate.(9)4
.3

Amended and Restated Rights Agreement between the Company and
    Mellon Investor Services, LLC, as Rights Agent dated as of
    July 23, 2008 (including as Exhibit A the Form of
    Certificate of Amendment of Certificate of Designation,
    Preferences and Rights of the Terms of the Series A
    Preferred Stock, as Exhibit B the Form of Right
    Certificate, and as Exhibit C the Summary of Terms of
    Rights Agreement).(10)4
.4

First Amendment to Amended and Restated Rights Agreement, dated
    May 14, 2009.(11)4
.5

Second Amendment to Amended and Restated Rights Agreement, dated
    December 11, 2009.(12)10
.5(*)

1990 Stock Option Plan, together with forms of Incentive Stock
    Option Agreement and Non-statutory Stock Option Agreement.(13)10
.6(*)

Form of the Companys Employee Stock Purchase Plan.(13)10
.9(*)

Summary description of the Companys 401(k) plan.(13)10
.10(*)

Form of Indemnity Agreement for officers, directors and
    agents.(13)10
.13(*)

Form of 1992 Stock Option Plan amending and restating the 1990
    Stock Option Plan included as Exhibit 10.5.(13)10
.16

Foundry Venture Agreement dated August 18, 1995 by and
    between the Company and United Microelectronics Corporation.(14)10
.18 (*)

Form of Nonstatutory Stock Option Agreement for non-plan grants
    to directors.(15)10
.19 (+)

Form of 1996 Nonstatutory Stock Option Plan.(15)10
.20

Lease agreement dated April 11, 2006 between the Company
    and Cooperage Rose Properties for the Companys principal
    offices located at
    3408-3410
    Garrett Drive., Santa Clara, CA(16)10
.22(*)

2006 Equity Incentive Plan.(17)10
.23(*)

Form of Agreements under the 2006 Equity Incentive Plan.(18)10
.24(*)

Offer Letter of Sylvia D. Summers, Chief Executive Officer.(19)10
.25(*)

Offer Letter of Peter J. Mangan, Vice President, Finance.(20)10
.28(*)

First Amendment to Trident Microsystems, Inc. 2006 Equity
    Incentive Plan.(21)10
.29(*)

Resignation and Consulting Agreement and General Release of
    Claims dated February 28, 2008 between Jung-Herng Chang and
    Trident Microsystems, Inc.(22)10
.30(*)

2009 Executive Bonus Plan(23)10
.31(*)

Amended Form of Indemnity Agreement for officers and
    directors(23)10
.34

Form of Warrant for the Purchase of Shares of Common Stock of
    Trident Microsystems, Inc. to Micronas Semiconductor Holding
    AG.(11) 104




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##### Table of Contents



Exhibit

Description10
.35(**)

Cross License Agreement dated May 14, 2009, between Trident
    Microsystems (Far East) Ltd. and Micronas Semiconductor Holding
    AG.(11)10
.36

Stockholder Agreement dated May 14, 2009, between Trident
    Microsystems, Inc. and Micronas Semiconductor Holding AG.(11)10
.37

Services Agreement dated May 15, 2009, between Trident
    Microsystems (Far East) Ltd. and Micronas Semiconductor Holding
    AG.(11)10
.38(*)

Trident Microsystems, Inc. Executive Retention and Severance
    Plan.(24)10
.39

Stockholder Agreement between Trident Microsystems, Inc. and NXP
    B.V. dated February 8, 2010.(26)10
.40(*)

Letter Agreement with Christos Lagomichos dated February 2,
    2010.(12)10
.41(*)

Trident Microsystems, Inc. 2010 Equity Incentive Plan(25)10
.42(**)

Intellectual Property Transfer and License Agreement between
    Trident Microsystems (Far East) Ltd. and NXP B.V. dated
    February 8, 2010.(26)10
.43(**)

Transition Services Agreement between Trident Microsystems, Inc.
    and NXP B.V. dated February 8, 2010.(26)10
.44(**)

Manufacturing Services Agreement between Trident Microsystems,
    Inc. and NXP B.V. dated February 8, 2010.(26)10
.45(*)

Forms of Agreements under 2010 Equity Incentive Plan.(26)10
.46(*)

Confidential Retirement Agreement and General Release of Claims
    between Trident Microsystems, Inc. and Dr. Donna Hamlin
    effective January 14, 2010.(26)10
.47

Lease Agreement by and between Kifer Tech Investors LLC and
    Trident Microsystems, Inc. dated March 5, 2010.(26)21
.1

Subsidiaries of Registrant(26)23
.1

Consent of Independent Registered Public Accounting Firm(26)24
.1

Power of Attorney (Included on signature page)31
.1

Rule 13a  14(a) Certification of Chief Executive
    Officer.(26)31
.2

Rule 13a  14(a) Certification of Chief Financial
    Officer.(26)32
.1

Section 1350 Certification of Chief Executive Officer.(26)32
.2

Section 1350 Certification of Chief Financial Officer.(26)     (1)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed on April 1, 2009.(2)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed on October 5, 2009.(3)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the year ended June 30, 1993.(4)
    
    Incorporated by reference to Exhibit 3.2 to the Companys
    Form 10-Q
    dated December 31, 2003, and as further amended by Exhibit
    3.3 to the Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    March 6, 2009, incorporated by reference hereto..(5)
    
    Incorporated by reference to Exhibit 99.1 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    July 30, 2007.(6)
    
    Incorporated by reference to Exhibit 3.3 to the
    Companys Current Report on
    Form 8-K
    filed on March 6, 2009.(7)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    January 27, 2010.(8)
    
    Incorporated by reference to Exhibit 3.6 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    February 8, 2010. 105




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##### Table of Contents



(9)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Registration Statement on
    Form S-1
    (File
    No. 33-53768).(10)
    
    Incorporated by reference to Exhibit 99.1 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    July 28, 2008.(11)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    May 15, 2009.(12)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    February 8, 2010.(13)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Registration Statement on
    Form S-1
    (File
    No. 33-53768).(14)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the year ended June 30, 1995. Confidential treatment
    has been requested for a portion of this document.(15)
    
    Incorporated by reference to exhibit of same number to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarter ended September 30, 2002.(16)
    
    Incorporated by reference to exhibit of same number to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarter ended March 31, 2006.(17)
    
    Incorporated by reference to the Companys Proxy Statement
    filed with the Securities and Exchange Commission on
    April 26, 2006.(18)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K/A
    filed with the Securities and Exchange Commission on
    August 22, 2007.(19)
    
    Incorporated by reference to Exhibit 99.2 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 1, 2007.(20)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarter ended December 31, 2007(21)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    May 19, 2008.(22)
    
    Incorporated by reference to Exhibit 99.1 to the Companys
    Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    March 5, 2008.(23)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the fiscal year ended June 30, 2008.(24)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the fiscal year ended June 30, 2009.(25)
    
    Incorporated by reference to exhibit 99.1 to Registration
    Statement on
    Form S-8
    (No. 333-164532)
    filed with the Securities and Exchange Commission on
    January 26, 2010.(26)
    
    Filed herewith.(*)
    
    Management contracts or compensatory plans or arrangements
    covering executive officers or directors of the Company.(+)
    
    Compensatory plans, contracts or arrangements adopted without
    the approval of security holders pursuant to which equity may be
    awarded.(**)
    
    Confidential treatment has been granted or requested for
    portions of this agreement. 106




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##### Table of Contents



SIGNATURES    TRIDENT MICROSYSTEMS, INC.
  By:
    /s/  Sylvia
    Summers Couder  Sylvia Summers Couder
    POWER OF
    ATTORNEY  Form 10-K, Form 10-K.
    Signature

Capacity

Date/s/  Sylvia
    Summers CouderSylvia
    Summers Couder

Chief Executive Officer and Director (Principal Executive
    Officer)

March 12, 2010/s/  Pete
    J. ManganPete
    J. Mangan

Executive Vice President and Chief Financial Officer
    (Principal Financial Officer)

March 12, 2010/s/  Richard
    H. JanneyRichard
    H. Janney

Vice President and Corporate Controller (Principal Accounting
    Officer)

March 12, 2010/s/  Brian
    R. BachmanBrian
    R. Bachman

Director

March 11, 2010/s/  Richard
    L. ClemmerRichard
    L. Clemmer

Director

March 11, 2010/s/  David H. CourtneyDavid H. Courtney

Chairman of the Board

March 11, 2010 107




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##### Table of Contents



Signature

Capacity

Date/s/  A.
    C. DAugustineA.
    C. DAugustine

Director

March 11, 2010Philippe
    Geyres

Director/s/  J.
    Carl HsuJ.
    Carl Hsu

Director

March 11, 2010/s/  David
    M. KerkoDavid
    M. Kerko

Director

March 11, 2010/s/  Raymond
    K. OstbyRaymond
    K. Ostby

Director

March 10, 2010  108




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##### Table of Contents



Schedule II
  TRIDENT
    MICROSYSTEMS, INC.
  VALUATION
    AND QUALIFYING ACCOUNTS
  Charged as aReduction

Write-offs orBalance at

(Credit)

AdjustmentsBeginning of

to

Charged to

Balance atFiscal Year

Description

Period

Revenue

Allowance

End of Period(In thousands)12/31/09

Allowance for sales returns and allowance for doubtful accounts

$
56


$
264


$



$
3202009

Allowance for sales returns and allowance for doubtful accounts

$
300


$
(244
)

$



$
562008

Allowance for sales returns and allowance for doubtful accounts

$
1,101


$
(801
)

$



$
3002007

Allowance for sales returns and allowance for doubtful accounts

$
1,475


$
(374
)

$



$
1,101   Balance atBeginning of

Increase

Balance at EndFiscal Year

Description

Period

(decrease)

of Period(In thousands)12/31/09

Valuation allowance for deferred tax assets

$
30,010


$
2,433


$
32,4432009

Valuation allowance for deferred tax assets

$
20,820


$
9,190


$
30,0102008

Valuation allowance for deferred tax assets

$
23,641


$
(2,821
)

$
20,8202007

Valuation allowance for deferred tax assets

$
24,151


$
(510
)

$
23,641  109




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##### Table of Contents



EXHIBIT
    INDEX
  Exhibit

Description2
.1

Purchase Agreement dated March 31, 2009 among Micronas
    Semiconductor Holding AG, Trident Microsystems, Inc. and Trident
    Microsystems (Far East) Ltd.(1)2
.2

Share Exchange Agreement dated October 4, 2009 among
    Trident Microsystems, Inc., Trident Microsystems (Far East)
    Ltd., and NXP B.V.(2)3
.1

Restated Certificate of Incorporation.(3)3
.3

Amended and Restated Bylaws.(4)3
.4

Amendment to Article VIII of the Bylaws.(5)3
.5

Amendments to Article I, Section 2 and Article I,
    Section 7 of the bylaws.(6)3
.6

Certificate of Amendment of Restated Certificate of
    Incorporation of Trident Microsystems, Inc. filed on
    January 27, 2010.(7)3
.7

Amended and Restated Certificate of Designation of Series B
    Preferred Stock (par value $0.001) of Trident Microsystems,
    Inc., as filed with the Delaware Secretary of State on
    February 5, 2010.(8)4
.1

Reference is made to Exhibits 3.1, 3.3, 3.4, 3.5 and 3.6.4
.2

Specimen Common Stock Certificate.(9)4
.3

Amended and Restated Rights Agreement between the Company and
    Mellon Investor Services, LLC, as Rights Agent dated as of
    July 23, 2008 (including as Exhibit A the Form of
    Certificate of Amendment of Certificate of Designation,
    Preferences and Rights of the Terms of the Series A
    Preferred Stock, as Exhibit B the Form of Right
    Certificate, and as Exhibit C the Summary of Terms of
    Rights Agreement).(10)4
.4

First Amendment to Amended and Restated Rights Agreement, dated
    May 14, 2009.(11)4
.5

Second Amendment to Amended and Restated Rights Agreement, dated
    December 11, 2009.(12)10
.5(*)

1990 Stock Option Plan, together with forms of Incentive Stock
    Option Agreement and Non-statutory Stock Option Agreement.(13)10
.6(*)

Form of the Companys Employee Stock Purchase Plan.(13)10
.9(*)

Summary description of the Companys 401(k) plan.(13)10
.10(*)

Form of Indemnity Agreement for officers, directors and
    agents.(13)10
.13(*)

Form of 1992 Stock Option Plan amending and restating the 1990
    Stock Option Plan included as Exhibit 10.5.(13)10
.16

Foundry Venture Agreement dated August 18, 1995 by and
    between the Company and United Microelectronics Corporation.(14)10
.18 (*)

Form of Nonstatutory Stock Option Agreement for non-plan grants
    to directors.(15)10
.19 (+)

Form of 1996 Nonstatutory Stock Option Plan.(15)10
.20

Lease agreement dated April 11, 2006 between the Company
    and Cooperage Rose Properties for the Companys principal
    offices located at
    3408-3410
    Garrett Drive., Santa Clara, CA(16)10
.22(*)

2006 Equity Incentive Plan.(17)10
.23(*)

Form of Agreements under the 2006 Equity Incentive Plan.(18)10
.24(*)

Offer Letter of Sylvia D. Summers, Chief Executive Officer.(19)10
.25(*)

Offer Letter of Peter J. Mangan, Vice President, Finance.(20)10
.28(*)

First Amendment to Trident Microsystems, Inc. 2006 Equity
    Incentive Plan.(21)10
.29(*)

Resignation and Consulting Agreement and General Release of
    Claims dated February 28, 2008 between Jung-Herng Chang and
    Trident Microsystems, Inc.(22)10
.30(*)

2009 Executive Bonus Plan(23)10
.31(*)

Amended Form of Indemnity Agreement for officers and
    directors(23)10
.34

Form of Warrant for the Purchase of Shares of Common Stock of
    Trident Microsystems, Inc. to Micronas Semiconductor Holding
    AG.(11)10
.35(**)

Cross License Agreement dated May 14, 2009, between Trident
    Microsystems (Far East) Ltd. and Micronas Semiconductor Holding
    AG.(11)




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##### Table of Contents



Exhibit

Description10
.36

Stockholder Agreement dated May 14, 2009, between Trident
    Microsystems, Inc. and Micronas Semiconductor Holding AG.(11)10
.37

Services Agreement dated May 15, 2009, between Trident
    Microsystems (Far East) Ltd. and Micronas Semiconductor Holding
    AG.(11)10
.38(*)

Trident Microsystems, Inc. Executive Retention and Severance
    Plan.(24)10
.39

Stockholder Agreement between Trident Microsystems, Inc. and NXP
    B.V. dated February 8, 2010.(26)10
.40(*)

Letter Agreement with Christos Lagomichos dated February 2,
    2010.(12)10
.41(*)

Trident Microsystems, Inc. 2010 Equity Incentive Plan(25)10
.42(**)

Intellectual Property Transfer and License Agreement between
    Trident Microsystems (Far East) Ltd. and NXP B.V. dated
    February 8, 2010.(26)10
.43(**)

Transition Services Agreement between Trident Microsystems, Inc.
    and NXP B.V. dated February 8, 2010.(26)10
.44(**)

Manufacturing Services Agreement between Trident Microsystems,
    Inc. and NXP B.V. dated February 8, 2010.(26)10
.45(*)

Forms of Agreements under 2010 Equity Incentive Plan.(26)10
.46(*)

Confidential Retirement Agreement and General Release of Claims
    between Trident Microsystems, Inc. and Dr. Donna Hamlin
    effective January 14, 2010.(26)10
.47

Lease Agreement by and between Kifer Tech Investors LLC and
    Trident Microsystems, Inc. dated March 5, 2010.(26)21
.1

Subsidiaries of Registrant(26)23
.1

Consent of Independent Registered Public Accounting Firm(26)24
.1

Power of Attorney (Included on signature page)31
.1

Rule 13a  14(a) Certification of Chief Executive
    Officer.(26)31
.2

Rule 13a  14(a) Certification of Chief Financial
    Officer.(26)32
.1

Section 1350 Certification of Chief Executive Officer.(26)32
.2

Section 1350 Certification of Chief Financial Officer.(26)     (1)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed on April 1, 2009.(2)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed on October 5, 2009.(3)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the year ended June 30, 1993.(4)
    
    Incorporated by reference to Exhibit 3.2 to the Companys
    Form 10-Q
    dated December 31, 2003, and as further amended by Exhibit
    3.3 to the Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    March 6, 2009, incorporated by reference hereto..(5)
    
    Incorporated by reference to Exhibit 99.1 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    July 30, 2007.(6)
    
    Incorporated by reference to Exhibit 3.3 to the
    Companys Current Report on
    Form 8-K
    filed on March 6, 2009.(7)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    January 27, 2010.(8)
    
    Incorporated by reference to Exhibit 3.6 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    February 8, 2010.(9)
    
    Incorporated by reference to Exhibit of the same number to the
    Companys Registration Statement on
    Form S-1
    (File
    No. 33-53768).(10)
    
    Incorporated by reference to Exhibit 99.1 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    July 28, 2008.




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##### Table of Contents



(11)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    May 15, 2009.(12)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    February 8, 2010.(13)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Registration Statement on
    Form S-1
    (File
    No. 33-53768).(14)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the year ended June 30, 1995. Confidential treatment
    has been requested for a portion of this document.(15)
    
    Incorporated by reference to exhibit of same number to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarter ended September 30, 2002.(16)
    
    Incorporated by reference to exhibit of same number to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarter ended March 31, 2006.(17)
    
    Incorporated by reference to the Companys Proxy Statement
    filed with the Securities and Exchange Commission on
    April 26, 2006.(18)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K/A
    filed with the Securities and Exchange Commission on
    August 22, 2007.(19)
    
    Incorporated by reference to Exhibit 99.2 to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 1, 2007.(20)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarter ended December 31, 2007(21)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    May 19, 2008.(22)
    
    Incorporated by reference to Exhibit 99.1 to the Companys
    Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    March 5, 2008.(23)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the fiscal year ended June 30, 2008.(24)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-K
    for the fiscal year ended June 30, 2009.(25)
    
    Incorporated by reference to exhibit 99.1 to Registration
    Statement on
    Form S-8
    (No. 333-164532)
    filed with the Securities and Exchange Commission on
    January 26, 2010.(26)
    
    Filed herewith.(*)
    
    Management contracts or compensatory plans or arrangements
    covering executive officers or directors of the Company.(+)
    
    Compensatory plans, contracts or arrangements adopted without
    the approval of security holders pursuant to which equity may be
    awarded.(**)
    
    Confidential treatment has been granted or requested for
    portions of this agreement.