Marvell Technology Group (MRVL)

Item 1.02 Termination of Material Definitive Agreement.

On November 4, 2008, Marvell Technology Group Ltd. (the “Company”) made a full repayment of $191,879,259.56 outstanding in the form of term loans under the credit agreement dated November 8, 2006, among the Company, the lenders party thereto, Credit Suisse, Cayman Islands Branch (“Credit Suisse”), as administrative agent, LaSalle Bank National Association, as syndication agent, and Keybank National Association and Commerzbank AG, as co-documentation agents (the “Credit Agreement”).

In connection with the repayment, the following agreements were terminated on or about November 4, 2008:

(i)                                  the Credit Agreement;

(ii)                               the U.S. Pledge Agreement dated as of November 8, 2006, among Marvell Technology, Inc., a subsidiary of the Company (“MTI”), and Credit Suisse (the “U.S. Pledge Agreement”);

(iii)                            the Bermuda Pledge Agreement dated as of November 8, 2006, among the Company, Marvell International Ltd., a subsidiary of the Company (“MIL”), and Credit Suisse (the “Bermuda Pledge Agreement”);

(iv)                            the Share Charge Agreement dated as of November 8, 2006, between MIL and Credit Suisse (the “Singapore Pledge Agreement”);

(v)                               the Security Agreement dated as of May 17, 2007, among MTI, five other subsidiaries of the Company and Credit Suisse whereby each subsidiary had granted Credit Suisse a security interest in, among other things, and subject to certain exceptions, then owned and thereafter acquired:  (a) accounts receivable, (b) bank accounts and securities accounts, (c) equipment, and (d) inventory; and

(vi)                            the related deed of trust, security agreement, assignment of rents and leases and fixtures filing executed on May 18, 2007 to First American Title Insurance Company, as trustee in favor of Credit Suisse that had been granted to Credit Suisse as a security interest in the property on which the Company’s U.S. headquarters is located. 

The Company will file the appropriate documentation to evidence the release of all security interests in the ordinary course.

No early termination penalties were incurred in connection with the repayment of the Credit Agreement.  The amounts borrowed under the Credit Agreement were repayable in full on November 6, 2009.  The material terms of the Credit Agreement, the U.S. Pledge Agreement, the Bermuda Pledge Agreement and the Singapore Pledge Agreement were set forth in the Company’s Current Report on Form 8-K filed on November 14, 2006.

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