Marvell Technology Group (MRVL)

Item 5.02            DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

(c)  Appointment of Principal Officer.

Effective as of April 3, 2006, the Board of Directors of Marvell Technology Group Ltd. (the “Company”) appointed Weili Dai as Chief Operating Officer of the Company. Ms. Dai currently serves as Executive Vice President and Corporate Secretary of the Company. With her appointment as Chief Operating Officer, Ms. Dai will continue to serve as Corporate Secretary of the Company.

Ms. Dai, one of the Company’s co-founders, has served as Corporate Secretary and a director of the Company since its inception in 1995 and served as Vice President from inception in 1995 until 1999. Since 1999, Ms. Dai has served as Executive Vice President and General Manager of the Communications Business Group. Ms. Dai has also served as Executive Vice President and a director of Marvell Semiconductor, Inc., a subsidiary of the Company, since its inception. From 1992 until 1995, Ms. Dai was involved in software development and project management at Canon Research Center America, Inc. Ms. Dai holds a Bachelor of Science degree in Computer Science from the University of California at Berkeley. Ms. Dai is the wife of Dr. Sehat Sutardja, the Company’s Chairman, President and Chief Executive Officer.

During fiscal year 2006, the Company incurred approximately $0.7 million of expenses from an unrelated third-party entity, ACM Aviation, Inc. (“ACM”) for charter aircraft services provided to Marvell Semiconductor, Inc. The airplane provided by ACM to the Company is owned by Estopia Air, LLC (“Estopia Air”). Dr. Sehat Sutardja and Weili Dai own and control Estopia Air. The $0.7 million of expenses was the result of the Company’s use of the aircraft for business travel purposes. The cost of such usage charged to the Company was determined based on market prices.

In February 2005, the Company, through its subsidiaries Marvell Semiconductor, Inc. and Marvell Asia Pte. Ltd., entered into a development agreement with MagnetoX Ltd., a consumer electronics company.  This development agreement is on substantially similar terms as other development agreements with other third parties.   The Company recognized approximately $0.8 million of revenue from the development agreement and product revenue during fiscal year 2006. Ms. Dai and Dr. Sutardja are indirect shareholders of MagnetoX Ltd. through Estopia LLC, a Delaware limited liability company they own and control.

In August 2005, the Company, through its subsidiaries Marvell Semiconductor, Inc. and Marvell International Ltd., entered into a licensing and manufacturing services agreement with C2Microsystems, Inc. This licensing and manufacturing services agreement is on substantially similar terms as other licensing and manufacturing services agreements with other third parties.  The Company recognized $0.4 million and deferred $0.2 million of revenue from the licensing and manufacturing services agreement with C2Microsystems, Inc. during fiscal year 2006. Ms. Dai and Dr. Sutardja, through their ownership and control of Estopia LLC, are indirect shareholders of C2Microsystems, Inc.

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

(b)                                 On April 7, 2005, Ronald Verdoorn notified Marvell Technology Group Ltd. (“Marvell”) that he will not seek re-election to Marvell’s Board of Directors at the Annual General Meeting of Shareholders to be held on June 10, 2005 due to his desire to spend more time on other activities.  Mr. Verdoorn has served as a director since January 1998 and is currently a member of the Audit Committee and the Governance Committee.  Mr. Verdoorn will continue to serve as a director and as a member of the Audit Committee and the Governance Committee until the Annual General Meeting of Shareholders.  Marvell thanks him for his time on our Board of Directors and wishes him well.

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