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): June 19, 2007

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.)

2900 Lakeside Drive
Santa Clara, California 95054-2831
(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 8.01 Other Events.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
EXHIBIT 99.1

Item 8.01 Other Events.

On June 19, 2007, Alliance Semiconductor Corporation issued a press release announcing that its board of directors had declared a special one-time cash dividend of $3.75 per share. The dividend is payable July 17, 2007 to shareholders of record as of July 6, 2007. Alliance also announced that, as required by the terms of the Company’s stock option plans, appropriate adjustments will be made to the terms of outstanding stock options to reflect the impact of the cash dividend. A copy of the press release announcing the cash dividend is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Exhibit No.	Description
99.1	Press Release dated June 19, 2007.

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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: June 19, 2007	By:	/s/ Melvin L. Keating
		Melvin L. Keating.
		President and Chief Executive Officer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated June 19, 2007.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

ALLIANCE SEMICONDUCTOR ANNOUNCES SPECIAL CASH DIVIDEND

SANTA CLARA, Calif.—(BUSINESS WIRE)—June 19, 2007—Alliance Semiconductor Corporation (ALSC.PK) announced today that its Board of Directors declared a special one-time cash dividend of $3.75 per share. The dividend is payable July 17, 2007 to shareholders of record as of July 6, 2007.

“This special cash dividend reflects the commitment of the Company’s Board of Directors and management to return value to the Company’s stockholders,” said Alliance Chairman Bryant Riley. “After payment of this dividend, Alliance retains substantial cash reserves. The Board will continue to consider the best means to realize value for the Company’s stockholders, consistent with its ability to meet its obligations.” Alliance also announced that, as required by the terms of the Company’s stock option plans, appropriate adjustments will be made to the terms of outstanding stock options to reflect the impact of the cash dividend.

Contacts:

Alliance Semiconductor Corporation, Santa Clara, CA
Melvin L. Keating, President and Chief Executive Officer

408-855-4900