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

ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the Fiscal
    year Ended December 31, 2010ORo

TRANSITION REPORTING PURSUANT TO SECTION 13 OR 15(d) OF
    THE SECURITIES EXCHANGE ACT OF 1934   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)1170 Kifer Road, Sunnyvale,
    California(Address of principal
    executive offices)

94086-5303(Zip Code)   (408) 962-5000
 (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
  12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer þ
    Non-accelerated
    filer o
    Smaller
    reporting
    company o    Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE
  Form 10-K.




---



##### 





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

Business


3Item 1A.

Risk Factors


11Item 1B

Unresolved Staff Comments


25Item 2.

Properties


25Item 3.

Legal Proceedings


26PART 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


51Item 8.

Financial Statements and Supplementary Data


53Item 9.

Changes in and Disagreements with Accountants on
    Accounting and Financial Disclosure


99Item 9A.

Controls and Procedures


99Item 9B

Other Information


99PART IIIItem 10.

Directors, Executive Officers and Corporate
    Governance


100Item 11.

Executive Compensation


100Item 12.

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


100Item 13.

Certain Relationships and Related Transactions,
    and Director Independence


101Item 14.

Principal Accounting Fees and Services


101PART IVItem 15.

Exhibits, Financial Statement Schedules


101Signatures


106Power of Attorney


106EX-10.54EX-10.55EX-10.56EX-10.58EX-21.1EX-23.1EX-31.1EX-31.2EX-32.1EX-32.2   2




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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 factors including those
    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
  12-month
  Overview
  system-on-a-chip,
  94086-5303, www.tridentmicro.com Form 10-K, Form 10-Q, Form 8-K,
 3




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Business
    Combinations
    besloten vennootschap
  Industry
    Environment and Our Business Strategy
  Digital
    Television:
       4




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®
      Set-top
    Box:
    pay-TV
  bill-of-materials time-to-market
    Markets
    and Applications
   5




---



##### Table of Contents



®
    Digital
    Television Products:
    System-on-Chip
    (SoC) Products for TV
    FRC
   6




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DRX
  pin-to-pin
  Audio
    Decoder
  2 HP-amplifier
  Set-top
    Box (STB) Products:
  line-up
  Satellite
    STB
  pay-TV Free-to-air
  Cable &
    IPTV STB
  R
  Terrestrial
    STB
  Free-to-air & pay-TV
 7




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Manufacturing
  Wafer
    Fabrication
    Assembly
    and Test
    Quality
    Assurance
    Research
    and Development
     8




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Sales,
    Marketing and Distribution
          Backlog
      Seasonality
   9




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Competition
    
    customer interface and support
    time-to-market;
    system cost;
    product capabilities;
    price;
    product quality; and
    intellectual property.      Intellectual
    Property
   10




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Employees
    ITEM 1A.
    RISK
    FACTORS  Form 10-K and/or
 11




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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.
        
    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;
    retention of key Trident employees and integration of key
    employees acquired from NXP or Micronas;
    failure to successfully integrate and harmonize financial
    systems required to support our larger operations, including the
    development and implementation of a global enterprise resource
    planning system designed to integrate legacy systems from
    Trident and NXP.
    retention of customers and strategic partners of products that
    we have acquired with each acquisition;
    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;
    effective anticipation of the market needs and achievement of
    market acceptance of our products and services utilizing the
    technology acquired in each acquisition;
    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;
    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. 12




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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 design win, loss
    of a key customer or a significant reduction in or cancellation
    of sales to a key customer could significantly reduce our
    revenues and negatively impact our results of
    operations.
      
    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.  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.
   13




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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.
      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.
    Our
    reliance upon a very small number of foundries for the
    manufacture, assembly and testing of our integrated circuits
    could make it difficult to maintain product flow and negatively
    affect our customer relationships, revenues and operating
    margins.
     14




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Intense
    competition exists in the market for digital media
    products.
          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.
   15




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If we
    do not achieve additional design wins in the future, our ability
    to sell additional products could be adversely
    affected.
      A
    decline in revenues may have a disproportionate impact on
    operating results and require further reductions in our
    operating expense levels.
    Product
    supply and demand in the semiconductor industry is subject to
    cyclical variations.
      We do
    not have long-term commitments from our customers, and we 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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Our
    success depends upon the digital media market and we must
    continue to develop new products and to enhance our existing
    products, including transitioning to smaller geometry process
    technologies.
      The
    average selling prices of our products may decline over
    relatively short periods.
      Our
    ability to borrow under our credit facility and the financial
    covenants in the facility may adversely affect our financial
    position, results of operations and liquidity.
     17




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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, which could adversely impact our operating
    results.
    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.
    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.
       18




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Sales
    by NXP of the shares of our common stock acquired in the NXP
    Transaction following the two year lock up period could cause
    our stock price to decrease.
    The
    impact of changes in global economic conditions on our current
    and potential customers may adversely affect our revenues and
    results of operations.
    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.
          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
    that could have a material adverse effect on our business,
    customer relationships, results of operations and financial
    condition.
  Form 10-K
 19




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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.
  Form 8-K
  day-to-day
  We may
    be required to record future charges to earnings if our
    intangible assets become impaired.
   20




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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.
    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.
   21




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Our
    success depends in part on our ability to protect our
    intellectual property rights, which may be
    difficult.
        We
    have been involved in intellectual property infringement claims,
    and may be involved in other claims in the future, which can be
    costly.
  No. 2:10-CV-90
 22




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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.
    The
    market price of our common stock has been, and may continue to
    be, volatile.
      Our
    operating results may be adversely affected by the European
    financial restructuring and related global economic
    conditions.
   23




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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
    U.S.
    
    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 U.S.; and
    unexpected changes in regulatory requirements.    Changes
    in, or interpretations of, tax rules and regulations may
    adversely affect our effective tax rates.
    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.
   24




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

Type

Principal Use

Footage

Ownership

ExpirationSunnyvale, CA (Headquarters)

Office

Principal Executive Offices, Research, Engineering, Marketing,
    and Sales and General Administration


57,642


Lease


3/31/2015Austin, TX

Office

General and Administrative, Research & Engineering


71,003


Lease


Various1Chicago, IL

Office

Sales and administration


6,126


Lease


8/31/2011Taipei, Taiwan

Office

General and Administration, Operation,


20,436


Lease


8/31/2011Sales Administration, Research, andEngineeringKaohsiung, Taiwan

Office

Operations


10,600


Lease


5/31/2013Tokyo, Japan

Office

Sales Administration


4,852


Lease


5/31/2013Seoul, Korea

Office

Sales Administration


5,226


Lease


1/31/2012Beijing, China

Office

Research and Engineering


5,371


Lease


6/15/2013Hong Kong, China

Office and warehouse

General and Administration, Sales Administration, and Warehouse


5,216


Lease


3/31/2012Shanghai, China

Office

General and Administration, Research, Engineering, and Sales
    Administration


107,639


Owned


Haifa, Israel

Office

Research and Engineering


17,222


Lease


6/30/2012Hyderabad, India

Office

Research and Engineering


24,700


Lease


1/31/2014 25




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SquareLocation

Type

Principal Use

Footage

Ownership

ExpirationBelfast, Ireland

Office

Research and Engineering


5,270


Lease


8/31/2015Freiburg, Germany

Office

Research and Engineering


17,812


Lease


8/31/2019Eindhoven, The Netherlands

Office

Sales, Research and Engineering


22,550


Lease


3/31/2014Nijmegen, The Netherlands

Office

Research and Engineering


10,370


Lease


12/31/2014     (1)
    
    We have leases for a 35,252 and 35,751 square foot office
    space that expire October 31, 2012 and June 30, 2016,
    respectively.    ITEM 3.
    LEGAL
    PROCEEDINGS  Intellectual
    Property Proceedings
  No. 2:10-CV-90
  Shareholder
    Derivative Litigation
  In re Trident Microsystems Inc. Derivative
    Litigation No. C-06-3440-JF.
  Form 8-K
   26




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day-to-day
  Regulatory
    Actions
    Special
    Litigation Committee
  Form S-8 S-8. S-8, Form 10-Q S-8
   27




---



##### Table of Contents



Indemnification
    Obligations
    Commercial
    Litigation
  No. 1-10-CV-174333,
 28




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

LowFor the year ended December 31, 2010First Quarter

$
2.27


$
1.41Second Quarter

$
2.03


$
1.35Third Quarter

$
1.85


$
1.27Fourth Quarter

$
2.56


$
1.63Six 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 December 31, 2005 in stock or
    index-including reinvestment of dividends.  12/05

12/06

12/07

12/08

12/09

12/10TRID


100.00



101.00



36.44



10.50



10.33



9.89Philadelphia Semiconductor Sector Index


100.00



97.40



85.10



44.25



75.06



85.89NASDAQ Composite Index


100.00



109.52



120.27



71.51



102.89



120.29  30




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ITEM 6.
    SELECTED
    FINANCIAL DATA  Change in
    Fiscal Year End
  Form 10-K. 12-month
    TRIDENT
    MICROSYSTEMS, INC.
    SELECTED CONSOLIDATED FINANCIAL DATA
  Six MonthsEndedYear Ended December 31,

December 31,

Years Ended June 30,2010(1)

2009

2009(2)

2008

2007

2006(In millions, except per share amounts)Summary of Operations :Net revenues

$
557.2


$
63.0


$
75.8


$
257.9


$
270.8


$
171.4Income (loss) from operations


(172.7
)


(38.3
)


(62.2
)


18.8



40.1



28.4Net income (loss)


(128.9
)


(40.5
)


(70.2
)


10.2



30.1



26.2Net income (loss) per share  Basic


(0.79
)


(0.58
)


(1.12
)


0.17



0.52



0.48Net income (loss) per share  Diluted


(0.79
)


(0.58
)


(1.12
)


0.16



0.48



0.42Financial Position at Period End:Cash, cash equivalents and short-term investments

$
93.2


$
148.0


$
187.9


$
240.0


$
199.3


$
152.7Working capital


109.1



124.4



164.9



215.9



158.3



125.3Total assets


370.9



228.5



263.3



309.3



283.9



207.2Stockholders equity


224.3



156.1



192.9



237.3



201.8



153.7     (1)
    
    On February 8, 2010, we completed the acquisition of the
    television systems and set-top box business lines from NXP.(2)
    
    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.  ITEM 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Forward-Looking
    Statements
  This section and other parts of this 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
 31




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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 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 the
    12-month
    calendar year. For example a reference to 2010 or
    fiscal year 2010 means the
    12-month
    period that ended on December 31, 2010.
  Change in
    Fiscal Year End
  Form 10-K 12-month
  Overview
  system-on-a-chip,
  3-D ramp-up
   32




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Recent
    Acquisitions
    besloten vennootschap
    Critical
    Accounting Estimates
  Form 10-K Form 10-K,
 33




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Revenue
    Recognition
        Stock-based
    Compensation Expense
      Goodwill
    and Acquired Intangible Assets
   34




---



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Long-lived
    Assets.
    Inventories
  first-in-first-out work-in-process
  Income
    Taxes
     35




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##### Table of Contents



Business
    Combinations
    Results
    of Operations
    Year Ended December 31,

Year Ended December 31,

Year Ended June 30,(In thousands)

2010

2009 (unaudited)

2009

2008Net revenue

$
557,198


$
84,775


$
75,761


$
257,938Gross profit

$
117,563


$
20,829


$
23,328


$
120,026Operating income (loss)

$
(172,711
)

$
(73,682
)

$
(62,244
)

$
18,820Net income (loss)

$
(128,889
)

$
(78,206
)

$
(70,232
)

$
10,152     SA-1
   36




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##### Table of Contents



Financial Data for the Year Ended December 31, 2010 and
    2009 (unaudited).
  Net
    Revenues
      Net
    revenues comparison by dollars
  Year Ended December 31,Dollar


PercentRevenues by region(1)

2010


2009


Variance


Variance(Unaudited)(Dollars in thousands)South Korea

$
188,365


$
33,698


$
154,667



459
%Europe


138,309



21,239



117,070



551
%Asia Pacific(2)


120,659



16,360



104,299



638
%Japan


69,941



12,553



57,388



457
%Americas


39,924



925



38,999



4,216
%Total net revenues

$
557,198


$
84,775


$
472,423



557
%   Net
    revenues comparison by percentage of total net
    revenues
  Year Ended December 31,Revenues by region(1)

2010


2009(Unaudited)South Korea


33.8
%


39.7
%Europe


24.8
%


25.1
%Asia Pacific(2)


21.7
%


19.3
%Japan


12.6
%


14.8
%Americas


7.1
%


1.1
%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.   37




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##### Table of Contents



Gross
    Profit
  Year Ended December 31,2010

2009

% Change(Unaudited)(Dollars in thousands)Gross profit

$
117,563


$
20,829



464.4
%Gross profit%


21.1
%


24.6
%             Year Ended December 31,2010


2009(Unaudited)(Dollars in thousands)Additions to inventory reserves

$
1,346


$
2,372Accrual for ordered product with no demand


2,192



2,750Lower of cost or market adjustment


135



1,300Sales of previously reserved product


(2,897
)


(5,887
)Net decrease in gross profit

$
776


$
535      38




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##### Table of Contents



Research
    and Development
  Year Ended December 31,2010

2009

% Change(Unaudited)(Dollars in thousands)Research and development

$
175,001


$
59,748



192.9
%As a percentage of net revenues


31.4
%


70.5
%       Selling,
    General and Administrative
  Year Ended December 31,2010

2009

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

$
79,161


$
31,027







155.1
%As a percentage of net revenues


14.2
%


36.6
%       Goodwill
    Impairment
  Year Ended December 31,2010

2009

% Change(Unaudited)(Dollars in thousands)Goodwill impairment

$
7,851


$
1,432



448.3
%As a percentage of net revenues


1.4
%


1.7
%    39




---



##### Table of Contents



In
    Process Research and Development
  Year Ended December 312010


2009


% Change(Unaudited)(Dollars in thousands)In process research and development

$



$
697



(100
)%As a percentage of net revenues


0.0
%


0.8
%     Restructuring
    Charges
  Year Ended December 31,2010

2009

% Change(Unaudited)(Dollars in thousands)Restructuring charges

$
28,261


$
1,607



1,659
%As a percentage of net revenues


5.1
%


1.9
%          40




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##### Table of Contents



Interest
    Income
  Year Ended December 31,2010

2009

% Change(Unaudited)(Dollars in thousands)Interest income

$
868


$
694



25.1
%As a percentage of net revenues


0.2
%


0.8
%     Other
    Income (Expense), Net
  Year Ended December 31,2010

2009

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

$
951


$
(1,326
)


(171.7
)%As a percentage of net revenues


0.2
%


(1.6
)%   available-for-sale
  Provision
    for Income Taxes
  Year Ended December 31,2010

2009

% Change(Unaudited)(Dollars in thousands)Income Tax Provision


1,096



3,911



(72.0
)%Effective tax rate


(0.9
)%


(5.3
)%     Financial
    Data for the Years Ended June 30, 2009 and 2008
  Net
    Revenues
   41




---



##### Table of Contents



Years Ended June 30,Dollar


PercentRevenues by Region(1)

2009


2008


Variance


Variance(Dollars in thousands)Japan

$
41,615


$
91,306


$
(49,691
)


(54
)%Europe


13,841



53,801



(39,960
)


(74
)%Asia Pacific(2)


14,061



32,618



(18,557
)


(57
)%South Korea


5,819



79,608



(73,789
)


(93
)%Americas


425



605



(180
)


(30
)%Total net revenues

$
75,761


$
257,938


$
(182,177
)


(71
)%   Net
    revenues comparison by percentage of total net
    revenues
  Years Ended June 30,Revenues by Region(1)

2009


2008Japan


54.9
%


35.4
%Europe


18.2
%


20.9
%Asia Pacific(2)


18.6
%


12.6
%South Korea


7.7
%


30.9
%Americas


0.6
%


0.2
%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.  year-over-year
    Gross
    Margin
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Gross profit

$
23,328


$
120,026



(81
)%Gross margin


30.8
%


46.5
%  42




---



##### Table of Contents



Years Ended June 30,2009


2008(Dollars in thousands)Additions to inventory reserves

$
3,148


$
2,747Sales of previously reserved products


(5,082
)


(4,676
)Net increase in gross profit

$
(1,934
)

$
(1,929
)       Research
    and Development
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Research and development

$
53,016


$
52,608



1
%As a percentage of net revenues


70
%


20
%    43




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##### Table of Contents



Selling,
    General and Administrative
  Years Ended June 30,2009

2008

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

$
29,617


$
48,598



(39
)%As a percentage of net revenues


39
%


19.0
%       Goodwill
    Impairment
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Goodwill impairment

$
1,423


$




100
%As a percentage of net revenues


2
%


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

2008

% Change(Dollars in thousands)In process research and development

$
697


$




100
%As a percentage of net revenues


1
%


0
%    44




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##### Table of Contents



Restructuring
    Charges
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Restructuring charges

$
810


$




100
%As a percentage of net revenues


1
%


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

2008

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

$
(8,940
)

$




100
%As a percentage of net revenues


(12
)%


0
%     Impairment
    Loss on UMC Investment
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Impairment loss on UMC investment

$
(556
)

$
(6,480
)


(91
)%As a percentage of net revenues


(1
)%


(3
)%   other-than-temporary. other-than-temporary
  Interest
    Income, Net
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Interest income, net

$
2,968


$
6,166



(52
)%As a percentage of net revenues


4
%


2
%    45




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##### Table of Contents



Other
    Income, Net
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Other income, net

$
4,053


$
445



811
%As a percentage of net revenues


5
%


0
%   available-for-sale
  Provision
    for Income Taxes
  Years Ended June 30,2009

2008

% Change(Dollars in thousands)Income tax provision

$
5,513


$
8,799



(37
)%Effective tax rate


(9
)%


46
%


(55
)%     Liquidity
    and Capital Resources
    Sources
    and Uses of Cash
    December 31,

December 31,2010

2009(Dollars in thousands)Cash and cash equivalents

$
93,224


$
147,995  46




---



##### Table of Contents



Year Ended December 31,2010


2009(Unaudited)(Dollars in thousands)Net cash flow provided by (used in):Operating activities

$
(79,055
)

$
(50,844
)Investing activities


24,095



(13,594
)Financing activities


189



239Net decrease in cash and cash equivalents

$
(54,771
)

$
(64,199
)   Operating
    Activities
      Investing
    Activities
    Financing
    Activities
    Liquidity
     47




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##### Table of Contents



Contractual
    Obligations
    Fiscal 2011


Fiscal 2012


Fiscal 2013


Fiscal 2014


Fiscal 2015


Thereafter


TotalContractual ObligationsOperating Leases(1)

$
5.1


$
4.6


$
3.5


$
2.6


$
1.5


$
1.3


$
18.6Purchase Obligations(2)


21.2



1.0



















22.2Total

$
26.3


$
5.6


$
3.5


$
2.6


$
1.5


$
1.3


$
40.8     (1)
    
    At December 31, 2010, we leased office space and have 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, The
    Netherlands, the United Kingdom, Israel and India. Operating
    lease obligations include future minimum lease payments under
    non-cancelable operating leases and includes lease commitments
    resulting from the acquisition of selected assets and
    liabilities of NXP on February 8, 2010 and our corporate
    headquarters lease that commenced on April 1, 2010 having a
    $3.6 million total future lease obligation.(2)
    
    Purchase obligations primarily represent unconditional purchase
    order commitments with contract manufacturers and suppliers for
    wafers and software licensing including engineering software
    license and maintenance. As of December 31, 2010, we had
    purchase commitments in the amount of $13.0 million that
    were not included in the consolidated balance sheet at that
    date. Of this amount, $1.2 million represents purchase
    commitments by us to UMC for intellectual properties, software
    licensing purchases and other commitments. In addition, we
    entered into an engineering software license and maintenance
    agreement with NXP on March 5, 2010 having a future net
    cash obligation of $9.2 million. NXP is obligated under the
    engineering software license and maintenance agreement to
    reimburse the Company for $9.2 million.    NXP
    Acquisition Related Commitments
     48




---



##### Table of Contents



Contingencies
  Shareholder
    Derivative Litigation
  In re Trident Microsystems Inc. Derivative
    Litigation No. C-06-3440-JF.
  Form 8-K
    day-to-day
  Regulatory
    Actions
   49




---



##### Table of Contents



Special
    Litigation Committee
  Form S-8 S-8. S-8, Form 10-Q S-8
     50




---



##### Table of Contents



Indemnification
    Obligations
    General
    Recent
    Accounting Pronouncements
    ITEM 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK    Foreign
    currency exchange rate risk
       51




---



##### Table of Contents



Interest
    rate risk
      Concentrations
    of Credit Risk and Other Risk
     52




---



##### Table of Contents



ITEM 8.
    FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA  TRIDENT
    MICROSYSTEMS, INC.
 CONSOLIDATED
    STATEMENTS OF OPERATIONS  Six MonthsYear Ended


EndedDecember 31,


December 31,


Years Ended June 30,2010


2009


2009


2008(In thousands, except per share data)Net revenues

$
557,198


$
63,011


$
75,761


$
257,938Cost of revenues


439,635



47,265



52,433



137,912Gross profit


117,563



15,746



23,328



120,026Operating expenses:Research and development


175,001



32,512



53,016



52,608Selling, general and administrative


79,161



19,980



29,617



48,598Goodwill impairment


7,851







1,432



In-process research and development










697



Restructuring charges


28,261



1,558



810



Total operating expenses


290,274



54,050



85,572



101,206Income (loss) from operations


(172,711
)


(38,304
)


(62,244
)


18,820Loss on sale of short-term investments


(303
)






(8,940
)


Impairment loss on short-term investments










(556
)


(6,480
)Gain on acquisition


43,402











Interest income


868



118



2,968



6,166Other income (expense), net


951



(1,212
)


4,053



445Income (loss) before provision for income taxes


(127,793
)


(39,398
)


(64,719
)


18,951Provision for income taxes


1,096



1,129



5,513



8,799Net income (loss)

$
(128,889
)

$
(40,527
)

$
(70,232
)

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

$
(0.79
)

$
(0.58
)

$
(1.12
)

$
0.17Net income (loss) per share  Diluted

$
(0.79
)

$
(0.58
)

$
(1.12
)

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


163,438



69,372



62,535



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


163,438



69,372



62,535



62,751    53




---



##### Table of Contents



TRIDENT
    MICROSYSTEMS, INC.
 CONSOLIDATED
    BALANCE SHEETS  As of December 31,2010


2009(In thousands, exceptpar values)ASSETSCurrent assets:Cash and cash equivalents

$
93,224


$
147,995Accounts receivable, net


62,328



4,582Accounts receivable from related parties


7,337



Inventories


23,025



14,536Notes receivable from related parties


20,884



Prepaid expenses and other current assets


18,330



7,357Total current assets


225,128



174,470Property and equipment, net


31,566



26,168Goodwill






7,851Intangible assets, net


82,921



5,635Long-term receivable from related parties


1,500



Other assets


29,826



14,369Total assets

$
370,941


$
228,493LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable

$
7,828


$
18,883Accounts payable to related parties


26,818



2,401Accrued expenses and other current liabilities


70,401



26,739Deferred margin


8,904



329Income taxes payable


2,077



1,696Total current liabilities


116,028



50,048Long-term income taxes payable


25,476



22,262Deferred income tax liabilities


200



94Other long-term liabilities


4,933



Total liabilities


146,637



72,404Commitments 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; 250,000 shares and
    95,000 shares authorized; 177,046 and 70,586 shares
    issued and outstanding at December 31, 2010 and 2009,
    respectively


177



71Additional paid-in capital


434,825



237,827Retained earnings (accumulated deficit)


(210,698
)


(81,809
)Total stockholders equity


224,304



156,089Total liabilities and stockholders equity

$
370,941


$
228,493    54




---



##### Table of Contents



TRIDENT
    MICROSYSTEMS, INC.
 CONSOLIDATED
    STATEMENTS OF CASH FLOWS  Year Ended


Six Months EndedDecember 31,


December 31,


Years Ended June 30,2010


2009


2009


2008(In thousands)Cash flows from operating activities:Net income (loss)

$
(128,889
)

$
(40,527
)

$
(70,232
)

$
10,152Adjustments to reconcile net income (loss) to net cash provided
    by (used in) operating activities:Stock-based compensation expense


6,903



3,455



12,673



24,270Depreciation and amortization


27,829



6,745



9,544



5,354Excess tax benefit from stock-based compensation










(96
)


(561
)In-process research and development










697



Amortization of acquisition-related intangible assets


55,714



2,048



3,985



5,725Impairment of goodwill


7,851







1,432



Impairment of intangible assets










2,689



Impairment of technology licenses and prepaid royalties


2,516











Impairment loss on short-term investments






200



556



6,480Gain on acquisition


(43,402
)










Loss (gain) on sales of investments


303



(125
)


8,966



(969
)Loss on disposal of property and equipment


377



96



83



52Deferred income taxes


(2,989
)


306



63



(722
)Changes in operating assets and liabilities, net of effect of
    acquisitions:Accounts receivable


(57,746
)


(496
)


612



4,665Accounts receivable from related party


3,987



4,954



(5,289
)


Inventories


(8,489
)


(7,708
)


1,852



7,583Notes receivable from related parties


19,016











Prepaid expenses and other current assets


(7,850
)


(2,484
)


5,885



6,088Accounts payable


(11,252
)


8,009



(577
)


(8,902
)Accounts payable to related party


24,417



(3,112
)


5,512



Accrued expenses and other liabilities


20,479



7,522



(7,309
)


(3,574
)Deferred margin


8,575











Income taxes payable


3,595



(10,807
)


(2,897
)


2,273Net cash provided by (used in) operating activities


(79,055
)


(31,924
)


(31,850
)


57,914Cash flows from investing activities:Purchases of property and equipment


(9,237
)


(1,134
)


(3,189
)


(6,246
)Proceeds from sale of property, plant and equipment






18



294



48Acquisition of businesses, net of cash acquired


46,380



(140
)


(2,531
)


(1,960
)Proceeds from the capital reduction of UMC investment














7,829Proceeds from sale of investments






223



17,234



6,079Proceeds from sale of investments in private companies














1,056Purchases of technology licenses


(13,048
)


(7,223
)


(6,471
)


(5,070
)Net cash provided by (used in) investing activities


24,095



(8,256
)


5,337



1,736Cash flows from financing activities:Proceeds from issuance of common stock to employees


189



238



1,058



5,523Excess tax benefit from stock-based compensation










96



561Net cash provided by financing activities


189



238



1,154



6,084Net (decrease) increase in cash and cash equivalents


(54,771
)


(39,942
)


(25,359
)


65,734Cash and cash equivalents at beginning of year


147,995



187,937



213,296



147,562Cash and cash equivalents at end of year

$
93,224


$
147,995


$
187,937


$
213,296Supplemental disclosure of cash flow information:Cash paid for income taxes

$
1,817


$
12,296


$
1,588


$
1,219Supplemental schedule of non-cash investing and financing
    activities:Common stock, preferred shares, and warrants issued in
    connection with acquisitions of businesses

$
188,610


$



$
12,087


$
    55




---



##### Table of Contents



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


OtherAdditional


Earnings


Comprehensive


TotalCommon Stock


Paid-in


(Accumulated


Income


StockholdersShares


Amount


Capital


Deficit)


(Loss)


Equity(In thousands)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


















(3,6544
)


(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
)






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
)






156,089Net loss














(128,889
)






(128,889
)Comprehensive loss






















(128,889
)Shares issued in connection with the acquisition of NXP assets


104,204



104



188,506











188,610Shares issued pursuant to stock awards, net


2,256



2



16











16Stock-based compensation expense










8,476











8,476Balance at December 31, 2010


177,046


$
177


$
434,825


$
(210,698
)

$



$
224,304    56




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS  1.
    DESCRIPTION
    OF BUSINESS AND BASIS OF PRESENTATION  Business
    and Business Combinations
  Business
  system-on-a-chip, R
  Business
    Combinations
      Basis
    of Consolidation and Presentation
   57




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Change
    in Fiscal Year End
  12-month
  2.
    SIGNIFICANT
    ACCOUNTING POLICIES  Use of
    Estimates
    Foreign
    Currency Remeasurement
    Cash
    and Cash Equivalents
    Fair
    Value of Financial Instruments
    Concentrations
    of Credit Risk and Other Risk
     58




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Foreign
    currency exchange rate risk
        Interest
    rate risk
     59




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Inventories
  first-in-first-out work-in-process
  Long-lived
    Assets
  Property
    and Equipment
    Amortizable
    Intangible Assets
       60




---



##### 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
 61




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##### 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
       62




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Net
    Income (loss) per Share
  in-the-money
  Comprehensive
    Income (Loss)
    Product
    Warranty
    Advertising
    Expense
    Recent
    Accounting Pronouncements
     63




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
         64




---



##### Table of Contents



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


December 31,2010


2009(Dollars in thousands)Cash and cash equivalents:Cash

$
62,226


$
86,382Money market funds invested in U.S. Treasuries


30,998



61,613Total cash and cash equivalents

$
93,224


$
147,995Accounts receivable:Accounts receivable, gross

$
62,962


$
4,902Allowance for sales returns and doubtful accounts


(634
)


(320
)Total accounts receivable

$
62,328


$
4,582Inventories:Work in process

$
4,751


$
12,539Finished goods


18,274



1,997Total inventories

$
23,025


$
14,536Prepaid expenses and other current assets:VAT receivable


9,488



3,886Prepaid and deferred taxes


658



Prepaid insurance


524



Other


7,660



3,471Total prepaid expenses and other current assets:

$
18,330


$
7,357Property and equipment, net:Building and leasehold improvements

$
21,068


$
19,522Machinery and equipment


29,889



15,427Software


4,816



4,096Furniture and fixtures


3,411



2,29659,184



41,341Accumulated depreciation


(27,618
)


(15,173
)Total property and equipment, net

$
31,566


$
26,168Accrued expenses and other current liabilities:Compensation and benefits

$
22,098


$
4,482Price rebates


6,414



5,913Wafer and substrate fees


4,203



2,227VAT Tax payable


4,203



1,256Royalties


2,579



939Contingent liabilities


2,758



4,336Professional fees


2,133



2,912Restructuring accrual


4,518



Warranty accrual


1,596



Software licenses


5,989



Other


13,910



4,674Total accrued expenses and other current liabilities

$
70,401


$
26,739Deferred margin:Deferred revenue on shipments to distributors

$
18,841


$
709Deferred cost of sales on shipments to distributors


(9,937
)


(380
)Total deferred margin

$
8,904


$
329  65




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  4.
    GOODWILL
    AND INTANGIBLE ASSETS  Goodwill
    and impairment
    (In thousands)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


7,851Goodwill acquired


Impairment charge


(7,851
)Balance as of December 31, 2010

$
       Intangible
    assets and impairment
    As of December 31, 2010


As of December 31, 2009Gross


Accumulated





Gross


Accumulated


NetCarrying


Amortization


Net Carrying


Carrying


Amortization


CarryingAmount


and Impairment


Amount


Amount


and Impairment


Amount(In thousands)Intangible assets:Core & developed

$
84,607


$
(40,716
)

$
43,891


$
27,751


$
(22,366
)

$
5,385Customer relationships


25,120



(11,795
)


13,325



2,120



(1,944
)


176Backlog


15,166



(15,166
)






166



(92
)


74Patents


13,000



(2,588
)


10,412











In-process R&D


9,144







9,144











Service agreements


16,000



(9,851
)


6,149











Total

$
163,037


$
(80,116
)

$
82,921


$
30,037


$
(24,402
)

$
5,635    66




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Six MonthsYear Ended


EndedDecember 31,


December 31,


Years Ended June 30,2010


2009


2009


2008(In thousands)Cost of revenues

$
48,206


$
1,949


$
3,567


$
Operating expenses:Research and development


2,818











Selling, general and administrative


4,690



102



398



$
55,714


$
2,051


$
3,965


$
     EstimatedYear Ending

Amortization(In thousands)2011

$
38,3102012


26,7062013


7,0152014


1,7462015 and thereafter


Total

$
73,777   5.
    WARRANTY
    PROVISION    Six MonthsYear Ended


EndedDecember 31,


December 31,


Years Ended June 30,2010


2009


2009


2008(Dollars in thousands)Accrued product warranty, beginning of period

$



$



$
256


$
800Charged to (reversal of) cost of revenues


1,666







(256
)


(372
)Actual product warranty expenses


(70
)










(172
)Accrued product warranty, end of period

$
1,596


$



$



$
256  67




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  6.
    COMMITMENTS
    AND CONTINGENCIES  Commitments
  NXP
    Acquisition Related Commitments
      Contractual
    Obligations
    Fiscal 2011


Fiscal 2012


Fiscal 2013


Fiscal 2014


Fiscal 2015


Thereafter


TotalContractual ObligationsOperating Leases(1)

$
5.1


$
4.6


$
3.5


$
2.6


$
1.5


$
1.3


$
18.6Purchase Obligations(2)


21.2



1.0



















22.2Total

$
26.3


$
5.6


$
3.5


$
2.6


$
1.5


$
1.3


$
40.8     (1)
    
    At December 31, 2010, the Company leased office space and
    has 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, The Netherlands, the United Kingdom, Israel and India.
    Operating lease obligations include future minimum lease
    payments under non-cancelable operating leases and includes
    lease commitments resulting from the acquisition of selected
    assets and liabilities of NXP on February 8, 2010 and its
    corporate headquarters lease that commenced on April 1,
    2010 having a $3.6 million total future lease obligation.(2)
    
    Purchase obligations primarily represent unconditional purchase
    order commitments with contract manufacturers and suppliers for
    wafers and software licensing including engineering software
    license and maintenance. As of December 31, 2010, the
    Company had purchase commitments in the amount of
    $13.0 million that were not included in the consolidated
    balance sheet at that date. Of this amount, $1.2 million
    represents purchase commitments by the Company to UMC for
    intellectual properties, software licensing purchases and other
    commitments. In addition, the Company entered into an
    engineering software license and maintenance agreement with NXP
    on March 5, 2010 having a future net cash obligation of
    $9.2 million. NXP is obligated under the engineering
    software license and maintenance agreement to reimburse the
    Company for $9.2 million.    Contingencies
  Intellectual
    Property Proceedings
  No. 2:10-CV-90
 68




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Shareholder
    Derivative Litigation
  No. C-06-3440-JF.
  Form 8-K
    day-to-day
  Regulatory
    Actions
   69




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Special
    Litigation Committee
  Form S-8 S-8. S-8, Form 10-Q S-8
     70




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Indemnification
    Obligations
    Commercial
    Litigation
  No. 1-10-CV-174333,
  General
    7.
    STOCKHOLDERS
    EQUITY  Common
    Stock Warrants
   71




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Preferred
    Stock
    Preferred
    Shares Rights
      8.
    EMPLOYEE
    STOCK PLANS  Voluntary
    stock option exchange program
     72




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Equity
    Incentive Plans
    available-for-grant available-for-grant
   73




---



##### Table of Contents



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

Six Months EndedDecember 31,

December 31,

Years Ended June 30,2010

2009

2009

2008Expected terms (in years)


4.78



4.74



3.94



4.20Volatility


69.02
%


68.58
%


62.68
%


52.25
%Risk-free interest rate


2.25
%


2.41
%


2.83
%


3.97
%Expected dividend rate














Weighted average fair value


1.79


$
1.13


$
1.27


$
5.04    74




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Stock-Based
    Compensation Expense
    Year Ended,


Six Months EndedDecember 31,


December 31,


Year Ended June 30,2010


2009


2009


2008(Dollars in thousands)Cost of revenues

$
372


$
124


$
587


$
763Research and development


3,550



1,665



7,539



12,418Selling, general and administrative


2,981



1,666



4,547



15,424Total stock-based compensation expense

$
6,903


$
3,455


$
12,673


$
28,605       Shares


Options OutstandingAvailable for


Number of


Weighted AverageGrant


Shares


Exercise Price(Shares in thousands, except per share amounts)Balance 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
)


10.58Balance 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



2.57 75




---



##### 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)Options 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


$
7.48Plan shares expired


(4,335
)






Options increase under 2010 Plan


42,300Restricted stock granted(1)


(5,150
)






Restricted stock cancellation(1)


790







Options granted


(794
)


794



1.79Options exercised






(159
)


1.19Options cancelled, forfeited or expired


2,298



(2,298
)


13.01Balance at December 31, 2010


36,792



5,027


$
4.28     (1)
    
    Restricted stock is deducted from shares available for grant
    under the 2006 Plan at a 1 to 1.38 ratio and under the 2010 plan
    at a 1 to 1.20 ratio.     76




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    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  $1.70


1,282



4.1


$
1.30



1,082


$
1.27$1.73  $2.02


1,412



9.0


$
1.91



231


$
2.01$2.06  $4.34


1,301



7.4


$
2.93



580


$
3.03$4.69  $24.40


1,032



5.9


$
12.92



867


$
13.32Total


5,027



6.7


$
4.28



2,760


$
5.49     in-the-money
   77




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  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, 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


$
4.44Granted


4,292



1.75Vested


(1,255
)


1.55Forfeited


(613
)


2.46Nonvested balance at December 31, 2010


4,452


$
2.93            78




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Modification
    of Certain Options
  Extended
    Exercise
  Form S-8 S-8). Form S-8 Form 10-Q S-8
  Contingent
    Liabilities
   79




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      9.
    INCOME
    TAXES      Six MonthsYear Ended


Ended


Year EndedDecember 31,


December 31,


June 30,2010


2009


2009Balance at beginning of period

$
43,571


$
42,366


$
42,987Increases related to current year tax positions


4,840



739



4,486Increases (decreases) related to prior year tax positions


(12,543
)


466



(4,767
)Expiration of the statute of limitations for the assessment of
    taxes


(952
)






(340
)Balance at end of period

$
34,916


$
43,571


$
42,366       non-U.S. subsidiaries
 80




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Six MonthsYear Ended


EndedDecember 31,


December 31,


Years Ended June 30,2010


2009


2009


2008(Dollars in thousands)United States

$
3,990


$
(11,316
)

$
(20,374
)

$
(34,419
)Foreign


(131,783
)


(28,082
)


(44,345
)


53,370$
(127,793
)

$
(39,398
)

$
(64,719
)

$
18,951     Year Ended


Six MonthsDecember 31,


Ended December 31,


Years Ended June 30,2010


2009


2009


2008(Dollars in thousands)Current:Federal

$
(6
)

$
(3
)

$
181


$
311State


12



1



1



1Foreign


4,079



825



5,268



9,209$
4,085


$
823


$
5,450


$
9,521Deferred:Federal














State














Foreign


(2,989
)


306



63



(722
)(2,989
)


306



63



(722
)$
1,096


$
1,129


$
5,513


$
8,799  81




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six MonthsYear Ended


Ended


Year EndedDecember 31,


December 31,


June 30,2010


2009


2009(Dollars in thousands)Deferred income tax assets:Research and development credits

$
8,317


$
13,861


$
13,557Net operating losses


6,907



7,962



5,665Capital loss


609



9,424



9,424Reserves and accruals


2,436



865



733Other


4,769



4,484



5,091Deferred income tax assets


23,038



36,596



34,470Valuation allowance


(15,275
)


(32,443
)


(30,010
)Deferred income tax assets, net


7,763



4,153



4,460Total deferred income tax liabilities:Unremitted earnings of foreign subsidiaries


(3,806
)


(3,981
)


(3,981
)Total deferred income tax liabilities


(3,806
)


(3,981
)


(3,981
)Net deferred income tax assets

$
3,957


$
172


$
479      82




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six MonthsYear Ended


Ended,


Years EndedDecember 31,


December 31,


June 30,2010


2009


2009


2008Federal statutory rate


35.0
%


35.0
%


35.0
%


35.0
%State taxes, net of federal tax benefit


5.4



5.7



7.0



11.7Research and development credit


(4.3
)


0.7



1.2



(3.5
)Foreign rate differential


(36.9
)


(27.8
)


(32.2
)


(53.8
)Valuation allowance


(2.6
)


(15.4
)


(28.7
)


19.7Permanent differences


3.4



0.0



7.4



35.7Other


(0.9
)


(1.1
)


1.8



1.6Effective income tax rate


(0.9
)%


(2.9
)%


(8.5
)%


46.4
%   10.
    BASIC AND
    DILUTED NET INCOME (LOSS) PER SHARE    Year Ended


Six Months EndedDecember 31,


December 31,


Years Ended June 30,2010


2009


2009


2008(Dollars in thousands, except per share data)Net income (loss)

$
(128,889
)

$
(40,527
)

$
(70,232
)

$
10,152Shares used in computing basic per share amounts


163,438



69,372



62,535



59,367Dilutive potential common shares














3,384Shares used in computing diluted per share amounts


163,438



69,372



62,535



62,751Net income (loss) per share:Basic

$
(0.79
)

$
(0.58
)

$
(1.12
)

$
0.17Diluted

$
(0.79
)

$
(0.58
)

$
(1.12
)

$
0.16Potentially dilutive securities(1)


5,027



6,690



6,868



4,916     (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.  11.
    FAIR
    VALUE MEASUREMENTS     83




---



##### 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
    Fair Value Measurement at Reporting DateQuoted PricesIn Active


Significant


SignificantMarkets for


Observable


UnobservableIdentical Assets


Inputs


InputsFair Value


(Level 1)


(Level 2)


(Level 3)(In thousands)Money market funds invested in U.S. Treasuries(1)

$
30,998


$
30,998


$



$
Total

$
30,998


$
30,998


$



$
  84




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Fair Value Measurement at Reporting DateQuoted PricesIn Active


Significant


SignificantMarkets for


Observable


UnobservableIdentical Assets


Inputs


InputsFair Value


(Level 1)


(Level 2)


(Level 3)(In thousands)Money market funds invested in U.S. Treasuries(1)

$
61,613


$
61,613


$



$
Total

$
61,613


$
61,613


$



$
     (1)
    
    Included in Cash and cash equivalents on the Companys
    Consolidated Balance Sheets.  12.
    RESTRUCTURING        Six MonthsYear Ended


EndedDecember 31,


December 31,


Years Ended June 30,2010


2009


2010


2009(In thousands)Restructuring liabilities, beginning of period

$



$



$



$
Severance and related charges


28,261



1,558



810



Net cash payments


(23,743
)


(1,558
)


(810
)


Restructuring liabilities, end of period

$
4,518


$



$



$
   13.
    BUSINESS
    COMBINATIONS  Acquisition
    of the television systems and set-top box business lines from
    NXP B.V.
  besloten
    vennootschap
 85




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      The composition of the governing body of the combined
    entity
  The composition of senior management of the combined
    entity
  The relative voting rights in the combined entity after
    the business combination
  The existence of a large minority voting interest in the
    combined entity if no other owner or organized group of owners
    has a significant voting interest
  The terms of the exchange of equity interests
      Shares


Amount(In thousands)Issuance of Trident common shares to NXP


104,204,348


$
188,610Issuance of Trident preferred shares to NXP


4



Purchase of Trident common shares by NXP






(30,000
)Net cash payment by NXP






(14,235
)Contingent returnable consideration(a)






(3,588
)Acquisition date fair value of total consideration transferred





$
140,787  86




---



##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Amount(In thousands)Assets acquired:Cash

$
2,145Prepaid expenses and other current assets


14,375Inventory notes receivable(b)


39,900Fixed assets(c)


10,487Non-current assets


4,500Service agreements(d)


16,000Acquired intangible assets(e)


117,000Deferred tax asset(f)


796Liabilities assumed:Accrued liabilities


(16,199
)Non-current liabilities


(4,815
)Fair market value of the net assets acquired


184,189Gain on acquisition(g)


(43,402
)Total purchase price

$
140,787         (a)
    
    Prior to the close of the Acquisition, NXP initiated a
    restructuring plan pursuant to which the employment of some NXP
    employees was terminated upon the close of the Acquisition. The
    Company has determined that the restructuring plan was a
    separate plan from the business combination because the plan to
    terminate the employment of certain employees was made in
    contemplation of the Acquisition. Therefore, the full severance
    cost of $3.6 million was recognized by the Company as an
    expense on the Acquisition close date. The entire severance cost
    was paid by NXP after the close of the Acquisition, was
    reflected under applicable accounting guidance as contingent
    returnable consideration, effectively reducing the purchase
    consideration transferred.(b)
    
    As of the effective date of the asset acquisition, the Company
    acquired two inventory notes receivable (the Note or
    Notes). The first Note is for $19.1 million and
    allowed the Company to purchase finished goods inventory on
    March 22, 2010.The second Note is for $20.8 million and allows the Company
    to purchase
    work-in-process
    inventory on the readiness of the Companys enterprise
    resource planning system which is projected to be implemented in
    fiscal 2012. For additional details related to notes receivable,
    see Note 15, Related Party Transactions, of
    Notes to Consolidated Financial Statements.(c)
    
    Fixed assets (property and equipment) were measured at fair
    value and could include assets that are not intended to be used
    in their highest and best use. The Companys fixed assets
    were reduced by $1.4 million, resulting from new
    information received by the Company subsequent to filing the
    Companys
    Form 10-Q
    for the three months ended March 31, 2010. 87




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (d)
    
    Service agreements were measured at fair value and these
    acquired assets are amortized over the remaining life of the
    agreement or up to 33 months from the closing date of the
    transaction. These service agreements include manufacturing and
    distributor agreements and other services from NXP. The other
    services include payroll processing, benefits administration,
    accounting, information technology and real estate
    administration.(e)
    
    Identifiable intangible assets were measured at fair value and
    could include assets that are not intended to be used in their
    highest and best use. Developed technology consisted of products
    which have reached technological feasibility. The value of the
    developed technology was determined by using the discounted
    income approach.          WeightedAverageFair Value


Amortized LifeBacklog

$
15,000



0.5 yearsCustomer relationships


23,000



2.24 yearsDeveloped technology


48,000



3.0 yearsPatents


13,000



4.5 yearsIn-process research and development


18,000$
117,000      88




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    February 8, 2010ExpectedEstimated


CommencementCost to


Date of SignificantSet-Top Box Development Projects

Fair Value


Complete


Cash Flows(In thousands)Apollo/Shiner

$
8,856


$
1,400



CompletedKronos


7,731



1,800



February 2012Other


1,413



2,700



February 2013Total

$
18,000


$
5,900     (f)
    
    The Companys deferred tax assets were reduced by
    $3.7 million, resulting from new information received by
    the Company subsequent to filing the Companys
    Form 10-Q
    for the three months ended March 31, 2010.(g)
    
    The preliminary purchase price allocation, associated with the
    acquisition of the television systems and set-top box business
    lines from NXP, assigned $48.5 million to gain on
    acquisition. Subsequently, in accordance with applicable
    accounting guidance, the gain on acquisition was reduced by
    $5.1 million and the Companys deferred tax assets and
    fixed assets were reduced by $3.7 million and
    $1.4 million, respectively, resulting from new information
    received by the Company subsequent to filing the Companys
    Form 10-Q
    for the three months ended March 31, 2010.    Frame
    Rate Converter, Demodulator and Audio Decoder product lines of
    the Consumer Division of Micronas Semiconductor Holding
    AG
       89




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Fair value of common stock

$
10,668Acquisition-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 purchase price

$
17,266     Purchase
    Price Allocation
    Tangible assets acquired:Cash and cash equivalents





$
142Accounts receivable






259Other current assets






97Property and equipment






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:


Useful lifeCore technology


3 years



4,059Backlog


13 months



166Goodwill


Indefinite



7,708In-process research and development






697Total purchase price allocation





$
17,266    90




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        AmountYear ended December 31, 2011

$
1,353Year ended December 31, 2012

$
504Total

$
1,857   Unaudited
    Pro Forma Financial Information
    Years Ended December 31,2010


2009(Unaudited)Pro forma net revenues

$
604,616


$
579,959Pro forma net loss


(126,813
)


(278,860
)Pro forma net loss per share basic and diluted


(0.73
)


(1.63
)    91




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  14.
    GEOGRAPHIC
    INFORMATION AND MAJOR CUSTOMERS    Geographic
    Information
    Six MonthsYear Ended


EndedDecember 31,


December 31,


Years Ended June 30,Revenues:

2010


2009


2009


2008(Dollars in


(Dollars inthousands)


thousands)Japan

$
69,941


$
5,257


$
41,615


$
91,306Europe


138,309



17,557



13,841



53,801Asia Pacific


120,659



11,317



14,061



32,618South Korea


188,365



28,353



5,819



79,608Americas


39,924



527



425



605Total revenues

$
557,198


$
63,011


$
75,761


$
257,938     Year Ended


Year EndedDecember 31,


December 31,2010


2009(Dollars in thousands)China

$
21,422


$
21,277Europe


3,076



3,361Americas


5,068



1,050Taiwan


760



465Asia Pacific


1,240



15Total

$
31,566


$
26,168  92




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Major
    Customers
    Six MonthsYear Ended


EndedDecember 31,


December 31,


Year Ended June 30,2010


2009


2009


2008Revenue:Samsung


21
%


29
%


*



29
%Philips


13
%


10
%


10
%


19
%LG


*



15
%


*



*Midoriya (supplier to Sony)


*



*



38
%


28
%Sharp


*



*



11
%


*     *
    
    Less than 10% of net revenues    15.
    RELATED
    PARTY TRANSACTIONS  NXP
  3-month
      
    Intellectual Property Transfer and License
    Agreement:  Under this agreement, between TMFE and
    NXP, NXP has transferred to a newly formed Dutch besloten
    vennootschapacquired by TMFE, or Dutch Newco, certain
    patents, software and technology, including those exclusively
    related to the acquired business lines. Pursuant to the terms of
    the agreement, NXP has granted a license to Dutch Newco to
    certain patents, software and technology used in other parts of
    NXPs business and Dutch Newco has granted a license back
    to NXP to certain of the patents, software and technology. 93




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   
    Stockholder Agreement:  This agreement, between
    the Company and NXP, sets forth the designation of nominees to
    the Trident Board, providing certain restrictions on the right
    of NXP to freely vote its shares of Trident common stock
    received pursuant to the Share Exchange Agreement, and providing
    a two year lock up during which NXP cannot transfer its shares
    of Trident common stock, subject to certain exceptions,
    including transfers to affiliates. In addition, under this
    agreement, NXP has agreed to standstill restrictions for nine
    years, including restrictions on the future acquisition of
    Trident securities, participation in a solicitation of proxies,
    and effecting or seeking to effect a change of control of
    Trident. The NXP Stockholder Agreement also sets forth certain
    major decisions that may only be taken by the Trident Board upon
    a supermajority vote of two-thirds of the directors present. The
    NXP Stockholder Agreement provides NXP with certain demand and
    piggy-back registration rights related to the Shares, and grants
    certain preemptive rights to NXP with respect to future
    issuances of Trident common stock.
    Transition Services Agreement:  Under this
    agreement, NXP agrees to provide to Trident for a limited period
    of time specified transition services and support, including
    order fulfillment and delivery; accounting services and
    financial reporting services; human resources management
    (including compensation and benefit plan management, payroll
    services and training); pensions; office and infrastructure
    services (including access to certain facilities for a limited
    period of time); sales and marketing support; supply chain
    management (including logistics and warehousing); quality
    control; financial administration; ICT hardware and ICT software
    and infrastructure; general IT services; export, customs and
    licensing services; and telecommunications. Depending on the
    service provided, the term ranges from three to 18 months,
    provided that the services for IT and ITC could continue into
    the fourth quarter of 2011.
    Manufacturing Services Agreement:  Under this
    agreement, contract manufacturing services are to be provided by
    NXP for a limited period of time for finished goods as well as
    certain front end, back end and other related manufacturing
    services for products acquired by Trident. The term of the
    agreement ends following the readiness of the Companys
    enterprise resource planning system, which is currently
    projected to be implemented in fiscal 2012.
    Contract Services Agreement:  Under this
    agreement, certain employees of NXP are to provide contract
    services to Trident for a limited period of time for services
    including R&D, IP development, design in support and
    account management, as well as support for the transition of
    these activities to Trident personnel. Depending on the service
    provided, the term ranges from 2 to 12 months.    Micronas
      16.
    EMPLOYEE
    BENEFIT PLANS  Employee
    Benefit Plans
   94




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Employee
    401(k) Plan
  catch-up catch-up
  17.
    SUBSEQUENT
    EVENTS  Executive
    Severance Agreements
      Bank
    Line Of Credit
   95




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    18.
    QUARTERLY
    FINANCIAL DATA  (UNAUDITED)    TRIDENT
    MICROSYSTEMS, INC.
  Year Ended December 31, 2010Quarter Ended


Quarter Ended


Quarter Ended


Quarter EndedMarch


June


September


December


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

$
90,404


$
171,648


$
176,568


$
118,578


$
557,198Gross profit

$
13,786


$
32,901


$
48,170


$
22,706


$
117,563Net loss

$
(8,779
)

$
(48,817
)

$
(17,514
)

$
(53,779
)

$
(128,889
)Net loss per share  Basic:

$
(0.07
)

$
(0.28
)

$
(0.10
)

$
(0.31
)

$
(0.79
)Net loss per share  Diluted:

$
(0.07
)

$
(0.28
)

$
(0.10
)

$
(0.31
)

$
(0.79
)Shares used in computing net loss per share  Basic


129,969



174,018



174,553



174,772



163,438Shares used in computing net loss per share  Diluted


129,969



174,018



174,553



174,772



163,438   besloten
    vennootschap
 96




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##### Table of Contents



NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  TRIDENT
    MICROSYSTEMS, INC.
  Year Ended December 31, 2009Quarter Ended


Quarter Ended


Quarter Ended


Quarter EndedMarch


June


September


December


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

$
6,852


$
14,912


$
31,093


$
31,918


$
84,775Gross profit

$
461


$
4,622


$
10,501


$
5,245


$
20,829Net loss

$
(16,604
)

$
(21,075
)

$
(17,156
)

$
(23,371
)

$
(78,206
)Net loss per share  Basic and Diluted:

$
(0.27
)

$
(0.32
)

$
(0.25
)

$
(0.34
)

$
(0.48
)Shares used in computing net loss per share  Basic
    and Diluted a


61,829



65,565



69,237



69,506



163,438  97




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM    Internal Control  Integrated Framework
        
    98




---



##### 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   99




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##### 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


4,461,847
(1)

$
4.32



36,790,585
(1)Equity compensation plans not approved by security holders


565,300
(2)

$
3.97



Total


5,027,117


$
4.28



36,790,585     (1)
    
    Includes 391,000 shares that are reserved and issuable upon
    exercise of options outstanding under the 2002 Plan,
    635,750 shares that are reserved and issuable upon exercise
    of options outstanding under the 2005 Plan, 100




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##### Table of Contents



2,702,097 shares that are reserved and issuable upon
    exercise of options outstanding under the 2006 Plan, and
    733,000 shares that are reserved and issuable upon exercise
    of options outstanding under the 2010 Plan.(2)
    
    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 year ended December 31, 2010, six months ended
    December 31, 2009 and for the fiscal years ended
    June 30, 2009 and 2008


53Consolidated Balance Sheets  at
    December 31, 2010, December 31, 2009, and
    June 30, 2009


54Consolidated Statements of Cash Flows 
    for the year ended December 31, 2010, six months ended
    December 31, 2009 and for the fiscal years ended
    June 30, 2009 and 2008


55Consolidated Statements of Stockholders
    Equity and Comprehensive Income (Loss)  for the year
    ended December 31, 2010, six months ended December 31,
    2009, and for the fiscal years ended June 30, 2009 and
    2008


56Trident Microsystems Inc. Notes to Consolidated
    Financial Statements


57Report of Independent Registered Public
    Accounting Firm


982. Valuation and Qualifying
    Accounts:


108  101




---



##### 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) 102




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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)10
.48(*)

Amended and Restated Executive Retention and Severance Plan,
    effective as of December 15, 2010.(27)10
.49

Change of Control Policy for Non-Executive Officers and
    Employees.(27)10
.50(*)

Amended Forms of Agreements under 2010 Equity Incentive Plan.(27)10
.51(*)

Letter Agreement dated January 21, 2011 between Philippe Geyres
    and Trident Digital Systems (UK) Ltd.(28)10
.52(*)

Letter Agreement dated January 21, 2011 between Philippe Geyres
    and the Company.(28)10
.53(*)

First Half 2011 Executive Incentive Plan.(29)10
.54(*)

Confidential Retirement Agreement and General Release of Claims
    between Christos Lagomichos and the Company, dated January 20,
    2011.(31)10
.55(**)

Loan, Guaranty and Security Agreement among the Company, Trident
    Microsystems (Far East) Ltd., Trident Microsystems (HK) Ltd. and
    Bank of America, N.A., acting through its Singapore branch,
    dated February 9, 2011.(31)10
.56(*)

Resignation Agreement and General Release of Claims between
    Sylvia Summers and the Company, dated February 10, 2011.(31)10
.57

Stipulation of Settlement dated February 15, 2011.(30)10
.58(*)

Participation Agreement of David Teichmann under Amended and
    Restated Executive Retention and Severance Plan, effective as of
    February 7, 2011.(31)21
.1

Subsidiaries of Registrant(31)23
.1

Consent of Independent Registered Public Accounting Firm(31)24
.1

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

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

Rule 13a  14(a) Certification of Chief Financial
    Officer.(31)32
.1

Section 1350 Certification of Chief Executive Officer.(31)32
.2

Section 1350 Certification of Chief Financial Officer.(31)  103




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##### Table of Contents



(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.(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 year ended June 30, 2008. 104




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##### Table of Contents



(24)
    
    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, 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)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-KT
    filed with the Securities and Exchange Commission on
    March 15, 2010.(27)
    
    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
    December 17, 2010.(28)
    
    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 24, 2011.(29)
    
    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, 2011.(30)
    
    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
    February 16, 2011.(31)
    
    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. 105




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##### Table of Contents



SIGNATURES    TRIDENT MICROSYSTEMS, INC.
  Philippe
    Geyres
  Philippe
    Geyres
    POWER OF
    ATTORNEY  Form 10-K, Form 10-K.
    Signature

Capacity

Date/s/  Philippe
    GeyresPhilippe
    Geyres

Interim Chief Executive Officer and Director (Principal
    Executive Officer)

March 4, 2011/s/  Pete
    J. ManganPete
    J. Mangan

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

March 4, 2011/s/  Richard
    H. JanneyRichard
    H. Janney

Vice President and Corporate Controller (Principal Accounting
    Officer)

March 4, 2011/s/  Brian
    R. BachmanBrian
    R. Bachman

Director

March 2, 2011/s/  Richard
    L. ClemmerRichard
    L. Clemmer

Director

March 3, 2011/s/  David
    H. CourtneyDavid
    H. Courtney

Chairman of the Board

March 2, 2011/s/  A.
    C. DAugustineA.
    C. DAugustine

Director

March 1, 2011 106




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##### Table of Contents



Signature

Capacity

Date/s/  J.
    Carl HsuJ.
    Carl Hsu

Director

March 3, 2011/s/  David
    M. KerkoDavid
    M. Kerko

Director

March 2, 2011/s/  Raymond
    K. OstbyRaymond
    K. Ostby

Director

March 2, 2011  107




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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 atYear

Description

Period


Revenue


Allowance


End of Period(In thousands)12/31/10

Allowance for sales returns and

$
320


$
314


$



$
634allowance for doubtful accounts12/31/09

Allowance for sales returns and

$
56


$
264


$



$
320allowance for doubtful accounts6/30/09

Allowance for sales returns and

$
300


$
(244
)

$



$
56allowance for doubtful accounts6/30/08

Allowance for sales returns and

$
1,101


$
(801
)

$



$
300allowance for doubtful accounts   Charged as aReduction


Write-offs orBalance at


(Credit)


AdjustmentsBeginning of


to


Charged to


Balance at EndYear

Description

Period


Expenses


Allowance


of Period(In thousands)12/31/10

Valuation allowance for deferred tax assets

$
32,443


$



$
(17,168
)

$
15,27512/31/09

Valuation allowance for deferred tax assets

$
30,010


$



$
2,433


$
32,4436/30/09

Valuation allowance for deferred tax assets

$
20,820


$



$
9,190


$
30,0106/30/08

Valuation allowance for deferred tax assets

$
23,641


$



$
(2,821
)

$
20,820  108




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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)10
.48(*)

Amended and Restated Executive Retention and Severance Plan,
    effective as of December 15, 2010.(27)10
.49

Change of Control Policy for Non-Executive Officers and
    Employees.(27)10
.50(*)

Amended Forms of Agreements under 2010 Equity Incentive Plan.(27)10
.51(*)

Letter Agreement dated January 21, 2011 between Philippe Geyres
    and Trident Digital Systems (UK) Ltd.(28)10
.52(*)

Letter Agreement dated January 21, 2011 between Philippe Geyres
    and the Company.(28)10
.53(*)

First Half 2011 Executive Incentive Plan.(29)10
.54(*)

Confidential Retirement Agreement and General Release of Claims
    between Christos Lagomichos and the Company, dated January 20,
    2011.(31)10
.55(**)

Loan, Guaranty and Security Agreement among the Company, Trident
    Microsystems (Far East) Ltd., Trident Microsystems (HK) Ltd. and
    Bank of America, N.A., acting through its Singapore branch,
    dated February 9, 2011.(31)10
.56(*)

Resignation Agreement and General Release of Claims between
    Sylvia Summers and the Company, dated February 10, 2011.(31)10
.57

Stipulation of Settlement dated February 15, 2011.(30)10
.58(*)

Participation Agreement of David Teichmann under Amended and
    Restated Executive Retention and Severance Plan effective as of
    February 7, 2011.(31)21
.1

Subsidiaries of Registrant(31)23
.1

Consent of Independent Registered Public Accounting Firm(31)24
.1

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

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

Rule 13a  14(a) Certification of Chief Financial
    Officer.(31)32
.1

Section 1350 Certification of Chief Executive Officer.(31)32
.2

Section 1350 Certification of Chief Financial Officer.(31)     (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.




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##### Table of Contents



(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.(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 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 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)
    
    Incorporated by reference to exhibit of the same number to the
    Companys Annual Report on
    Form 10-KT
    filed with the Securities and Exchange Commission on
    March 15, 2010.




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##### Table of Contents



(27)
    
    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
    December 17, 2010.(28)
    
    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 24, 2011.(29)
    
    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, 2011.(30)
    
    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
    February 16, 2011.(31)
    
    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.