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): September 1, 2005

ALLIANCE SEMICONDUCTOR CORPORATION

(Exact name of registrant as specified in its charter)

000-22594
(Commission File Number)

Delaware
(State or other jurisdiction of
incorporation) 77-0057842
(I.R.S. Employer Identification No.)

2575 Augustine Drive
Santa Clara, California 95054-2914
(Address of principal executive offices, with zip code)
(408) 855-4900
(Registrant’s telephone number, including area code)

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:

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))

TABLE OF CONTENTS

	Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
EXHIBIT 99.1

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(c) On September 1, 2005, the Board of Directors of Alliance Semiconductor Corporation (the Company or Alliance) appointed Nirmal Saxena to serve as the Company’s Executive Vice President, Chief Operating Officer and Chief Technology Officer.

Nirmal Saxena has served as the Company’s Chief Technology Officer since joining the Company in April 2003 and brings more than 20 years of management, technical and research experience in the areas of VLSI design and test, instruction and packet processing architectures, coding and information theory and fault-tolerant computing. In addition to his duties with Alliance, Dr. Saxena is also a Consulting Professor in the Electrical Engineering Department at Stanford University. Prior to joining Alliance, Dr. Saxena was Vice President of Architecture at Chip Engines (which was acquired by Alliance), a start-up company that designed semiconductor products for the networking, communications, cable and storage markets, where he was responsible for the design and development of Resilient Packet Ring (RPR) controllers. Dr. Saxena has served in senior technical positions at Tiara Networks (now Tasman Networks), the Stanford Center for Reliable Computing, Silicon Graphics, HaL Computers, and Hewlett Packard. Dr. Saxena holds a Ph.D from Stanford University, and he is a Fellow of the IEEE. There is no family relationship between Dr. Saxena and any of the Company’s directors or executive officers.

The Company has not entered into an employment agreement with Dr. Saxena.

A copy of the press release announcing the foregoing is filed as an exhibit to this report.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

99.1. Press Release issued September 2, 2005.

SIGNATURE

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.

	ALLIANCE SEMICONDUCTOR CORPORATION
Date: September 2, 2005	By:	/s/ N. Damodar Reddy
		N. Damodar Reddy
		Chairman of the Board, President, Chief Executive Officer and Interim Chief Financial Officer

EXHIBIT INDEX

Exhibit
No.	Description
99.1.	Press Release issued September 2, 2005.

EX-99.1

Exhibit 99.1

Alliance Semiconductor Names Nirmal Saxena Executive Vice President, Chief Operating Officer and Chief Technology Officer

SANTA CLARA, Calif.—(BUSINESS WIRE) — Sept. 2, 2005 — Alliance Semiconductor Corporation (Nasdaq:ALSC), a worldwide provider of analog and mixed signal products, high-performance memory products and systems solutions for the communications, computing, embedded, industrial and consumer markets, today announced the appointment of Nirmal Saxena as Executive Vice President, Chief Operating Officer and Chief Technology Officer of the Company.

Nirmal Saxena has served as the Company’s Chief Technology Officer since joining the Company in April 2003 and brings more than 20 years of management, technical and research experience in the areas of VLSI design and test, instruction and packet processing architectures, coding and information theory and fault-tolerant computing. In addition to his duties with Alliance, Dr. Saxena is also a Consulting Professor in the Electrical Engineering Department at Stanford University. Prior to joining Alliance, Dr. Saxena was Vice President of Architecture at Chip Engines (which was acquired by Alliance), a start-up company that designed semiconductor products for the networking, communications, cable and storage markets, where he was responsible for the design and development of Resilient Packet Ring (RPR) controllers. Dr. Saxena has served in senior technical positions at Tiara Networks (now Tasman Networks), the Stanford Center for Reliable Computing, Silicon Graphics, HaL Computers, and Hewlett Packard. Dr. Saxena holds a Ph.D from Stanford University, and he is a Fellow of the IEEE.

“Since joining the Company in 2003, Nirmal has demonstrated great vision and proven execution capabilities,” said N.D. Reddy, Alliance’s President, CEO and interim CFO. “He has also become a valued member of the Alliance management team,” Reddy continued, “We are pleased to have Nirmal assume an expanded role in the organization and are confident that his experience and background will serve the Company well.”

About Alliance

Alliance Semiconductor Corporation is powering applications with high performance solutions for the communications, computing and consumer electronics markets. Utilizing advanced process technologies and design expertise, Alliance provides leading OEMs with a broad portfolio of complementary technologies including analog and mixed-signal products, chip-to-chip connectivity products, networking controllers and high-performance memories. Alliance addresses the complete needs of system developers by leveraging its proprietary advances in Electromagnetic Interference (EMI) reduction, power management and timing technology, HyperTransport™ I/O connectivity and specialized memory solutions for next-generation applications. Founded in 1985, Alliance is headquartered in Santa Clara, California with design centers in Bangalore and Hyderabad, India. The Company is publicly traded on NASDAQ with ticker symbol ALSC. Additional information is available on the Alliance Web site at www.ALSC.com.

Forward-Looking Statements

This press release contains certain forward-looking statements, which can be identified by the use of words such as “will,” that are based on managements’ assessments as of the date hereof, include the assumptions that underlie such assessments and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, but are not limited to: changes in Alliance’s competitiveness, business, products, management and opportunities, and other risks described in Alliance’s Form 10-K, Forms 10-Q and 8-K and other filings with the Securities and Exchange Commission. The Company assumes no obligation to update the forward-looking statements in this press release.