Affirmative Guidance


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): January 30, 2014
______________________________
Alpha and Omega Semiconductor Limited
(Exact name of registrant as specified in its charter)
______________________________
Bermuda
001-34717
77-0553536
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

Clarendon House
2 Church Street
Hamilton HM 11
Bermuda
(Address of principal registered offices, including zip code)

(408) 830-9742
(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 (see General Instruction A.2. below):

[ ] 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 2.02. Results of Operations and Financial Condition.

On January 30, 2014, Alpha and Omega Semiconductor Limited (the “Company”) announced that the Company expects the revenue for the fiscal quarter ended December 31, 2013 to be within the range of guidance previously provided in the press release dated October 30, 2013 (i.e., $75 million to $79 million). A copy of the press release relating to such announcement is filed as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits
(d) Exhibits.

Exhibit No.
 
Exhibit
99.1
 
Press release, dated as of January 30, 2014



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.
Date: January 30, 2014
 
Alpha and Omega Semiconductor Limited
 
 
By:
/s/ Yifan Liang
 
 
Name:
Yifan Liang
 
 
Title:
Interim Chief Financial Officer and Corporate Secretary