8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 14, 2007

VITESSE SEMICONDUCTOR CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

1-31614 77-0138960

(Commission File Number)(IRS Employer Identification No.)

741 Calle Plano, Camarillo, California93012

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (805) 388-3700

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Item No.Description

16.1 Letter from KPMG LLP, dated March 9, 2007

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized, in the City of Camarillo, State of California, on March 15, 2007.

VITESSE SEMICONDUCTOR CORPORATION

By: /s/ Christopher Gardner

Christopher Gardner

Chief Executive Officer

EXHIBIT INDEX

Item No.Description

16.1 Letter from KPMG LLP, dated March 9, 2007

EX-16

KPMG

KPMG LLP

355 South Grand Avenue Telephone (213) 972-4000

Suite 2000 Fax (213) 622-1217

Los Angeles, CA 90071-1568 Internet www.us.kpmg.com

March 9, 2007

Securities and Exchange Commission

Washington, D.C. 20549

Ladies and Gentlemen:

We were previously principal accountants for Vitesse Semiconductor Corporation (“Vitesse”) and, under the date of December 12, 2005, we reported on the consolidated financial statements of Vitesse Semiconductor Corporation as of September 30, 2004 and 2005, and for each of the years in the three year period ended September 30, 2005. On December 19, 2006, our appointment as principal accountants was terminated. On December 20, 2006, the Company filed a Form 8-K, dated December 14, 2006 containing disclosures under Item 4.01. We read the Vitesse statements included under Item 4.01 of its Form 8-K dated December 14, 2006 regarding changes in the Company’s certifying accountants, and in a letter dated January 2, 2007, we provided our comments thereon, including an identification of those statements with which we disagreed and those statements with which we were not in a position to agree or disagree. The Company did not file our January 2, 2007 letter as an exhibit to its report containing the disclosures in Item 4.01 or in the Company’s subsequently filed Form 8-K/A, filed on January 3, 2007 or Form 8-K/A filed on February 27, 2007, as required by Item 304(a)(3) of Regulation S-K.

We have read the Vitesse statements under Item 4.01 of its Form 8-K/A filed on February 27, 2007 and we agree with such statements, except that:

1) We are not in a position to agree or disagree with the statements in the first, fourth and fifth paragraphs or with the statements in the last sentence of the third paragraph.

2) We do not agree with the statement in the second sentence of the eighth paragraph. We requested access to certain information in the possession of the Special Committee and at the time of our termination our request had not been granted.

Also, we are not in a position to agree or disagree with the statement made in Vitesse’s press release dated December 19, 2006 and filed as an exhibit under Item 8.01 of Form 8-K dated the same date that “The Board of Directors has dismissed KPMG LLP based on its lack of independence” or the statement in Vitesse’s press release dated December 22, 2006 that “Vitesse Semiconductor Corporation (VTSS.PK) clarifies its disclosure on December 19, 2006 regarding the dismissal of KPMG LLP as its independent public accounting firm by stating that the dismissal was a result of Vitesse’s consideration of potential claims it may have with respect to KPMG, which would impair its independence, rather than any finding by the Special Committee that KPMG lacked independence with respect to Vitesse prior to the date of the Special Committee’s report to the Board of Directors of Vitesse.”

Very truly yours,

KPMG LLP

KPMG LLP, a U.S. limited liability partnership, in the U.S.

member firm of KPMG International, a Swiss cooperative.