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):  April 22, 2011

MICREL, INCORPORATED

(Exact name of Registrant as Specified in its Charter)

California	0-25236	94-2526744
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2180 Fortune Drive, San Jose, California, 95131

(Address of Principal Executive Offices)

(408) 944-0800

(Registrant’s telephone number, including area code)

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:

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

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

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

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

Item 1.01 Entry into a Material Definitive Agreement.

On April 22, 2011, Micrel, Incorporated, or the Company, amended its existing credit agreement with Bank of the West originally entered into on May 7, 2009.

The amendment to the credit agreement amends certain terms of the existing agreement, including an extension of the expiration date from April 30, 2011 to April 30, 2013. The amendment to the credit facility is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by this reference.

Item 9.01 Financial Statements and Exhibits.

(d) The following items are filed as exhibits to this report:

10.1 First Amendment to Credit Agreement, dated as of April 22, 2011, by and between Bank of the West and Micrel, Incorporated.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Date:  April 28, 2011                                                                           MICREL, INCORPORATED

By:           /s/ Clyde R. Wallin                                           

Name:     Clyde R. Wallin

Title:       Vice President, Finance and Human Resources and

Chief Financial Officer

EX-10.1

  Exhibit 10.1

FIRST AMENDMENT TO CREDIT AGREEMENT

This FIRST Amendment to Credit Agreement (the "Amendment") is made and entered into as of April 22, 2011, by and between BANK OF THE WEST (the ”Bank”) and MICREL, INCORPORATED (the "Borrower") with respect to the following:

This Amendment shall be deemed to be a part of and subject to that certain Credit Agreement dated as of May 7, 2009, as it may be amended from time to time, and any and all addenda and riders thereto (collectively the "Agreement"). Unless otherwise defined herein, all terms used in this Amendment shall have the same meanings as in the Agreement. To the extent that any of the terms or provisions of this Amendment conflict with those contained in the Agreement, the terms and provisions contained herein shall control.

WHEREAS, the Borrower and the Bank mutually desire to extend and/or modify the Agreement.

NOW THEREFORE, for value received and hereby acknowledged, the Borrower and the Bank agree as follows:

1. Modification of Expiration Date. The Expiration Date provided for in Section 1.1.17 shall be extended to April 30, 2013.

2. Modification of The Line of Credit/Interest on Advances/Applicable Floating Rate Advances. The margin percentage provided for in Section 2.1.4(ii) of the Agreement, which is currently 1.25%, is hereby modified and amended to be 1.00%.

3. Modification of The Line of Credit/Interest on Advances/LIBOR Advances. The margin percentage provided for in Section 2.1.4(iii) of the Agreement, which is currently 2.25%, is hereby modified and amended to be 2.00%.

4. Modification of The Term Line of Credit/Repayment. The words “On the Expiration Date” provided for in Section 2.4.3 of the Agreement, shall be modified and amended to be “On April 30, 2011”.

5. Condition Precedent. As a condition precedent to the effectiveness of this Amendment, the Borrower shall pay to Bank all of the Bank’s out-of-pocket expenses in connection with the preparation and negotiation of this Agreement.

6. Representations and Warranties. The Borrower hereby reaffirms the representations and warranties contained in the Agreement and represents that no event, which with notice or lapse of time, could become an Event of Default, has occurred or is continuing.

7. Confirmation of Other Terms and Conditions of the Agreement. Except as specifically provided in this Amendment, all other terms, conditions and covenants of the Agreement unaffected by this Amendment shall remain unchanged and shall continue in full force and effect and the Borrower hereby covenants and agrees to perform and observe all terms, covenants and agreements provided for in the Agreement, as hereby amended.

8. Governing Law. This Amendment shall be governed and construed in accordance with the laws of the State of California to which jurisdiction the parties hereto hereby consent and submit.

9. Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, this Amendment has been executed by the parties hereto as of the date first hereinabove written.

BANK: BANK OF THE WEST   BY: /s/ Stuart Darby NAME: Stuart Darby, Vice President BORROWER: MICREL, INCORPORATED   BY: /s/ Raymond D. Zinn NAME: Raymond D. Zinn, President & CEO   BY: /s/ Ray Wallin                                                       NAME: Ray Wallin, Vice President, Finance & CFO   ADDRESS: 2180 Fortune Drive San Jose, CA 95131