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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Jun. 30, 2014	Jul. 31, 2014
Document And Entity Information
Entity Registrant Name	GSI TECHNOLOGY INC
Entity Central Index Key	0001126741
Document Type	10-Q
Document Period End Date	Jun. 30, 2014
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		27,499,632
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2015

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2014	Mar. 31, 2014
ASSETS.
Cash and cash equivalents	$ 43,346	$ 41,520
Short-term investments	40,660	39,412
Accounts receivable, net	8,958	8,238
Inventories	8,363	8,185
Prepaid expenses and other current assets	4,890	5,152
Total current assets	106,217	102,507
Property and equipment, net	9,242	9,683
Long-term investments	23,045	28,819
Other assets	634	668
Total assets	139,138	141,677
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable	3,627	4,870
Accrued expenses and other liabilities	3,463	4,444
Deferred revenue	3,658	2,523
Total current liabilities	10,748	11,837
Income taxes payable	1,477	1,462
Total liabilities	12,225	13,299
Commitments and contingencies (Note 6)
Stockholders' equity:
Preferred stock: $0.001 par value authorized: 5,000,000 shares; issued and outstanding: none
Common Stock: $0.001 par value authorized: 150,000,000 shares; issued and outstanding: 27,499,632 and 27,561,482 shares, respectively	27	28
Additional paid-in capital	56,376	56,399
Accumulated other comprehensive income	38	33
Retained earnings	70,472	71,918
Total stockholders' equity	126,913	128,378
Total liabilities and stockholders' equity	$ 139,138	$ 141,677

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2014	Mar. 31, 2014
Stockholders' Equity
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	27,499,632	27,561,482
Common stock, shares outstanding	27,499,632	27,561,482

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Income Statement
Net revenues	$ 12,945	$ 16,412
Cost of revenues	7,006	8,946
Gross profit	5,939	7,466
Operating expenses:
Research and development	3,073	2,997
Selling, general and administrative	4,335	5,010
Total operating expenses	7,408	8,007
Loss from operations	(1,469)	(541)
Interest income, net	96	105
Other income (expense), net	(25)	6
Loss before income taxes	(1,398)	(430)
Provision for income taxes	48	11
Net loss	$ (1,446)	$ (441)
Net loss per share:
Basic	$ (0.05)	$ (0.02)
Diluted	$ (0.05)	$ (0.02)
Weighted average shares used in per share calculations:
Basic	27,495	27,178
Diluted	27,495	27,178

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Consolidated Statements Of Comprehensive Income
Net loss	$ (1,446)	$ (441)
Net unrealized gain (loss) on available-for-sale investments, net of tax	5	(85)
Total comprehensive loss	$ (1,441)	$ (526)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Net Income
-URI http://asc.fasb.org/extlink&oid=6518256

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=31042434&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.19)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.18)
-URI http://asc.fasb.org/extlink&oid=26872669&loc=d3e20235-122688

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.22)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=28358780&loc=d3e565-108580

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 19
-Article 5

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 20
-Article 9

+ Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Cash flows from operating activities:
Net loss	$ (1,446)	$ (441)
Adjustments to reconcile loss to net cash provided by operating activities:
Allowance for sales returns, doubtful accounts and other	(11)	(16)
Provision for excess and obsolete inventories	356	507
Depreciation and amortization	510	494
Stock-based compensation.	573	565
Deferred income taxes		126
Windfall tax benefits from stock options exercised	0	(177)
Amortization of bond premium on investments	187	220
Changes in assets and liabilities:
Accounts receivable	(709)	(27)
Inventory	(534)	1,125
Prepaid expenses and other assets	249	282
Accounts payable	(1,243)	(346)
Accrued expenses and other liabilities	(966)	98
Deferred revenue	1,135	(488)
Net cash provided by (used in) operating activities	(1,899)	1,922
Cash flows from investing activities:
Purchase of investments	(250)	(11,584)
Sales and maturities of short-term investments	4,596	10,383
Purchases of property and equipment	(24)	(34)
Net cash provided by (used in) investing activities	4,322	(1,235)
Cash flows from financing activities:
Repurchase of common stock	(913)
Windfall tax benefits from stock options exercised		177
Proceeds from issuance of common stock under employee stock plans	316	797
Net cash provided by (used in) financing activities	(597)	974
Net increase in cash and cash equivalents	1,826	1,661
Cash and cash equivalents at beginning of the year	41,520	41,120
Cash and cash equivalents at end of the period	43,346	42,781
Non-cash financing activities:
Purchases of property and equipment through accounts payable and accruals		$ 17
Supplemental cash flow information:
Net cash paid for income taxes	$ 31

1. THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Jun. 30, 2014
Company And Summary Of Significant Accounting Policies Details Narrative
NOTE 1-THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 1—THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying unaudited condensed consolidated financial statements of GSI Technology, Inc. and its subsidiaries (“GSI” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for annual financial statements. These interim financial statements contain all adjustments (which consist of only normal, recurring adjustments) that are, in the opinion of management, necessary to state fairly the interim financial information included therein. The Company believes that the disclosures are adequate to make the information not misleading. However, these financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2014. The consolidated results of operations for the three months ended June 30, 2014 are not necessarily indicative of the results to be expected for the entire fiscal year. Significant accounting policies The Company’s significant accounting policies are disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2014. Litigation and settlement costs From time to time, the Company is involved in legal actions. The Company currently is a party to pending legal proceedings which it is defending aggressively. See Note 6 for additional information regarding this pending litigation. There are many uncertainties associated with any litigation, and the Company may not prevail. The litigation, regardless of its eventual outcome, will be costly and time consuming and, should the outcome be adverse to the Company, could result in the Company being required to pay significant monetary damages. If that occurs, our business, financial condition and results of operations could be materially and adversely affected. If information becomes available that causes us to determine that a loss in any of our pending litigation, or the settlement of such litigation, is probable, and we can reasonably estimate the loss associated with such events, we will record the loss in accordance with GAAP. However, the actual liability in any such litigation may be materially different from our estimates, which could require us to record additional costs. Recent accounting pronouncements In July 2013, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) on Income Taxes, to improve the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This guidance is expected to reduce diversity in practice and is expected to better reflect the manner in which an entity would settle at the reporting date any additional income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses, or tax credit carryforwards exist. Implementation of this guidance in the quarter ended June 30, 2014 did not have a material impact on the Company’s financial position or results of operations. In May 2014, the FASB issued a new financial accounting standard on revenue from contracts with customers, ASU No. 2014-09, "Revenue from Contracts with Customers." The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The accounting standard is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The Company is currently evaluating the impact of this accounting standard on its consolidated financial statements.

2. NET LOSS PER COMMON SHARE

3 Months Ended

Jun. 30, 2014

Net loss per share:

NOTE 2 - NET LOSS PER COMMON SHARE

NOTE 2—NET LOSS PER COMMON SHARE

The Company uses the treasury stock method to calculate the weighted average shares used in computing diluted net loss per share. The following table sets forth the computation of basic and diluted net loss per share:



	Three Months Ended June 30,
	2014		2013

	(In thousands, except per share amounts)
Net loss	$	(1,446)	$	(441)

Denominators:
Weighted average shares—Basic		27,495		27,178
Dilutive effect of employee stock options		-		-
Dilutive effect of employee stock purchase plan options		-		-
Weighted average shares—Dilutive		27,495		27,178
Net loss per common share—Basic	$	(0.05)	$	(0.02)
Net loss per common share—Diluted	$	(0.05)	$	(0.02)

The following shares of common stock underlying outstanding stock options, determined on a weighted average basis, were excluded from the computation of diluted net loss per share as they had an anti-dilutive effect:



	Three Months Ended June 30,
	2014	2013

	(In thousands)
Shares underlying options	3,260	3,377

3. BALANCE SHEET DETAIL

3 Months Ended

Jun. 30, 2014

Balance Sheet Detail

NOTE 3 - BALANCE SHEET DETAIL

NOTE 3—BALANCE SHEET DETAIL



	June 30, 2014		March 31, 2014

	(In thousands)
Inventories:
Work-in-progress	$	2,274	$	2,011
Finished goods		5,255		5,588
Inventory at distributors		834		586
	$	8,363	$	8,185


	June 30, 2014		March 31, 2014
	(In thousands)
Accounts receivable, net:
Accounts receivable	$	9,058	$	8,349
Less: Allowances for sales returns, doubtful accounts and other		(100)		(111)
	$	8,958	$	8,238


	June 30, 2014		March 31, 2014
	(In thousands)
Prepaid expenses and other current assets:
Prepaid tooling and masks	$	852	$	833
Prepaid income taxes		2,601		2,598
Other receivables		441		596
Other prepaid expenses		996		1,125
	$	4,890	$	5,152


	June 30, 2014		March 31, 2014
	(In thousands)
Property and equipment, net:
Computer and other equipment	$	17,014	$	16,990
Software		4,780		4,780
Land		3,900		3,900
Building and building improvements		2,256		2,256
Furniture and fixtures		110		110
Leasehold improvements		791		791
		28,851		28,827
Less: Accumulated depreciation and amortization		(19,609)		(19,144)
	$	9,242	$	9,683

Depreciation and amortization expense was $465,000 and $449,000, respectively, for the three months ended June 30, 2014 and 2013.


	June 30, 2014		March 31, 2014
	(In thousands)
Other Assets:
Non-current deferred income taxes	$	34	$	24
Intangibles, net		519		564
Deposits		81		80
	$	634	$	668

The following table summarizes the components of intangible assets and related accumulated amortization balances at June 30, 2014 (in thousands):


	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets:
Product designs	$	590	$	407	$	183
Patents		720		387		333
Software		80		77		3
Total	$	1,390	$	871	$	519

Amortization of intangible assets included in cost of revenues was $45,000 and $45,000, respectively, for the three months ended June 30, 2014 and 2013.


	June 30, 2014		March 31, 2014
	(In thousands)
Accrued expenses and other liabilities:
Accrued compensation	$	1,746	$	2,330
Accrued professional fees		533		824
Accrued commissions		292		307
Other accrued expenses		892		983
	$	3,463	$	4,444

4. INCOME TAXES	3 Months Ended
4. INCOME TAXES	Jun. 30, 2014
Income Taxes
NOTE 4-INCOME TAXES	NOTE 4—INCOME TAXES The current portion of the Company’s unrecognized tax benefits was $0 at both June 30, 2014 and March 31, 2014. The long-term portion at June 30, 2014 and March 31, 2014 was $1,477,000 and $1,462,000, respectively, of which the timing of the resolution is uncertain. As of June 30, 2014, $1,082,000 of unrecognized tax benefits had been recorded as a reduction to net deferred tax assets. As of June 30, 2014 and March 31, 2014, our net deferred tax assets of $4.3 million and $3.7 million, respectively, were subject to a full valuation allowance. Management believes that it is reasonably possible that within the next twelve months the Company could have a reduction in uncertain tax benefits of up to $775,000, including interest and penalties, related to positions taken with respect to credits and loss carryforwards on previously filed tax returns. The Company’s policy is to include interest and penalties related to unrecognized tax benefits within the provision for income taxes in the Condensed Consolidated Statements of Operations. The Company is subject to taxation in the United States and various state and foreign jurisdictions. Fiscal years 2011 through 2014 remain open to examination by federal tax authorities, and fiscal years 2010 through 2014 remain open to examination by California tax authorities The Company’s estimated annual effective income tax rate was approximately 5.05% and 3.3% as of June 30, 2014 and 2013, respectively. The annual effective tax rate as of June 30, 2014 varies from the United States statutory income tax rate primarily due to valuation allowances in the United States whereby pre-tax losses do not result in the recognition of corresponding income tax benefits and expenses. The difference between the effective income tax rate and the applicable United States statutory income tax rate as of June 30, 2013 was primarily due to the effects of tax credits, foreign tax rate differentials and tax free interest income, offset by stock-based compensation expense.

5. FINANCIAL INSTRUMENTS

3 Months Ended

Jun. 30, 2014

Financial Instruments.

NOTE 5-FINANCIAL INSTRUMENTS

NOTE 5—FINANCIAL INSTRUMENTS

Fair value measurements

The authoritative accounting guidance for fair value measurements provides a framework for measuring fair value and related disclosures. The guidance applies to all financial assets and financial liabilities that are measured on a recurring basis. The guidance requires fair value measurement to be classified and disclosed in one of the following three categories:

Level 1: Valuations based on quoted prices in active markets for identical assets and liabilities. The fair value of available-for-sale securities included in the Level 1 category is based on quoted prices that are readily and regularly available in an active market. As of June 30, 2014, the Level 1 category included money market funds of $7.6 million, which were included in cash and cash equivalents in the Condensed Consolidated Balance Sheet.

Level 2: Valuations based on observable inputs (other than Level 1 prices), such as quoted prices for similar assets at the measurement date; quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly. The fair value of available-for-sale securities included in the Level 2 category is based on the market values obtained from an independent pricing service that were evaluated using pricing models that vary by asset class and may incorporate available trade, bid and other market information and price quotes from well established independent pricing vendors and broker-dealers. As of June 30, 2014, the Level 2 category included short-term investments of $40.7 million and long-term investments of $23.0 million, which were comprised of certificates of deposit, corporate debt securities and government and agency securities.

Level 3: Valuations based on inputs that are unobservable and involve management judgment and the reporting entity’s own assumptions about market participants and pricing. As of June 30, 2014, the Company had no Level 3 financial assets measured at fair value in the Condensed Consolidated Balance Sheet.

As of June 30, 2014, there were no liabilities measured at fair value on a recurring basis.

The fair value of financial assets and liabilities measured on a recurring basis is as follows (in thousands):


			Fair Value Measurements at Reporting Date Using
			Quoted Prices in Active Markets for Identical Assets and Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
	June 30, 2014		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds	$	7,565	$	7,565	$	-	$	-
Marketable securities		63,705		-		63,705		-
Total	$	71,270	$	7,565	$	63,705	$	-


			Fair Value Measurements at Reporting Date Using
			Quoted Prices in Active Markets for Identical Assets and Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
	March 31, 2014		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds	$	3,852	$	3,852	$	-	$	-
Marketable securities		68,231		-		68,231		-
Total	$	72,083	$	3,852	$	68,231	$	-

Short-term and long-term investments

All of the Company’s short-term and long-term investments are classified as available-for-sale. Available-for-sale debt securities with maturities greater than twelve months are classified as long-term investments when they are not intended for use in current operations. Investments in available-for-sale securities are reported at fair value with unrecognized gains (losses), net of tax, as a component of accumulated other comprehensive income in the Condensed Consolidated Balance Sheets. The Company had money market funds of $7.6 million and $3.9 million at June 30, 2014 and March 31, 2014, respectively, included in cash and cash equivalents in the Condensed Consolidated Balance Sheet. The Company monitors its investments for impairment periodically and records appropriate reductions in carrying values when declines are determined to be other-than-temporary.

The following table summarizes the Company’s available-for-sale investments:



	June 30, 2014
			Gross		Gross
			Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(In thousands)
Short-term investments:
State and municipal obligations	$	11,602	$	5	$	-	$	11,607
Corporate notes		5,013		8		-		5,021
Agency bonds		3,523		2		-		3,525
Certificates of deposit		14,499		5		-		14,504
International government obligations		6,003		-		-		6,003
Total short-term investments	$	40,640	$	20	$	-	$	40,660
Long-term investments:
State and municipal obligations	$	3,946	$	10	$	-	$	3,956
Corporate notes		6,385		22		-		6,407
Certificates of deposit		9,000		7		-		9,007
Agency bonds		2,009		-		(2)		2,007
International government obligations		1,673		-		(5)		1,668
Total long-term investments	$	23,013	$	39	$	(7)	$	23,045



	March 31, 2014
			Gross		Gross
			Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(In thousands)
Short-term investments:
State and municipal obligations	$	8,336	$	4	$	-	$	8,340
Corporate notes		5,023		12		-		5,035
Agency bonds		3,523		2		-		3,525
Certificates of deposit		14,997		6		-		15,003
International government obligations		7,507		2		-		7,509
Total short-term investments	$	39,386	$	26	$	-	$	39,412
Long-term investments:
State and municipal obligations	$	8,227	$	10	$	-	$	8,237
Corporate notes		6,392		16				6,408
Certificates of deposit		10,500		-		(2)		10,498
Agency bonds		2,011		-		(5)		2,006
International government obligations		1,670		-		-		1,670
Total long-term investments	$	28,800	$	26	$	(7)	$	28,819

The Company’s investment portfolio consists of both corporate and governmental securities that have a maximum maturity of three years. All unrealized gains are due to changes in interest rates and bond yields. Subject to normal credit risks, the Company has the ability to realize the full value of all these investments upon maturity.

The deferred tax liability related to unrecognized gains and losses on short-term and long-term investments was $13,000 and $11,000 at June 30, 2014 and March 31, 2014, respectively.

As of June 30, 2014, contractual maturities of the Company’s available-for-sale non-equity investments were as follows:



			Fair
	Cost		Value
	(In thousands)
Maturing within one year	$	40,640	$	40,660
Maturing in one to three years		23,013		23,045
Maturing in more than three years		-		-
	$	63,653	$	63,705

The Company classifies its short-term investments as “available-for-sale” as they are intended to be available for use in current operations.

6. COMMITMENTS AND CONTINGENCIES	3 Months Ended
6. COMMITMENTS AND CONTINGENCIES	Jun. 30, 2014
Commitments and Contingencies Disclosure
NOTE 6-COMMITMENTS AND CONTINGENCIES	NOTE 6—COMMITMENTS AND CONTINGENCIES Indemnification obligations The Company is a party to a variety of agreements pursuant to which it may be obligated to indemnify the other party with respect to certain matters. Typically, these obligations arise in the context of contracts entered into by the Company, under which the Company agrees to hold the other party harmless against losses arising from a breach of representations and covenants related to such matters as title to assets sold and certain intellectual property rights. In each of these circumstances, the Company’s indemnification obligations are conditioned on the other party making a claim pursuant to the procedures specified in the particular contract, which procedures typically allow the Company to challenge the other party’s claims. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments made by it under these agreements. It is not possible to predict the maximum potential amount of future payments that may be required under these or similar agreements due to the conditional nature of the Company’s obligations and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under these agreements have not had a material effect on its business, financial condition, cash flows or results of operations. Product warranties The Company warrants its products to be free of defects generally for a period of three years. The Company estimates its warranty costs based on historical warranty claim experience and includes such costs in cost of revenues. Warranty costs were not significant for the three months ended June 30, 2014 or 2013. Legal proceedings In March 2011, Cypress Semiconductor Corporation, a semiconductor manufacturer, filed a lawsuit against the Company in the United States District Court for the District of Minnesota alleging that the Company’s products, including its SigmaDDR and SigmaQuad families of Very Fast SRAMs, infringe five patents held by Cypress. The complaint seeks unspecified damages for past infringement and a permanent injunction against future infringement. On June 10, 2011, Cypress filed a complaint against the Company with the United States International Trade Commission (the “ITC”). The ITC complaint, as subsequently amended, alleged infringement by the Company of three of the five patents involved in the District Court case and one additional patent and also alleged infringement by three of our distributors and 11 of our customers who allegedly incorporate the Company’s SRAMs in their products. The ITC complaint sought a limited exclusion order excluding the allegedly infringing SRAMs, and products containing them, from entry into the United States and permanent orders directing the Company and the other respondents to cease and desist from selling or distributing such products in the United States. On July 21, 2011, the ITC formally instituted an investigation in response to Cypress’s complaint. On June 7, 2013, the ITC announced that the full Commission had affirmed the determination of Chief Administrative Judge Charles E. Bullock that GSI’s SRAM devices, and products containing them, do not infringe the Cypress patents and that Cypress had failed to establish existence of a domestic industry that practices the patents. Moreover, the Commission reversed a portion of Judge Bullock’s determination with respect to the validity of the patents, finding the asserted claims of one of the patents to have been anticipated by prior art and, therefore, invalid. The Commission ordered the investigation terminated, and Cypress did not appeal the ruling. The Minnesota District Court case had been stayed pending the conclusion of the ITC proceeding. Following the termination of the ITC investigation, the stay was lifted. On May 1, 2013, Cypress filed an additional lawsuit in the United States District Court for the Northern District of California alleging infringement by our products of five additional Cypress patents. Like the Minnesota case, the complaint in the California lawsuit seeks unspecified damages for past infringement and a permanent injunction against future infringement. The Company filed answers in both cases denying liability and asserting affirmative defenses. On August 7, 2013, the parties stipulated that the claims in the Minnesota case with respect to three of the asserted patents would be dismissed without prejudice and that the claims with respect to the remaining two patents would be transferred to, and consolidated with, the California case. On August 20, 2013, the Court in the California case ordered the cases consolidated. Discovery in the case is proceeding. The Company believes that it has strong defenses against Cypress’ patent infringement claims and intends to continue to defend itself vigorously. However, the litigation process is inherently uncertain, and the Company may not prevail. Patent litigation is particularly complex and can extend for a protracted period of time, which can substantially increase the cost of such litigation. The Company has not recorded any loss contingency during fiscal 2012, fiscal 2013, fiscal 2014 or in fiscal 2015 in connection with these legal proceedings as the Company cannot predict their outcome and cannot estimate the likelihood or potential dollar amount of any adverse results. However, an unfavorable outcome in these proceedings could have a material adverse impact on the Company’s financial position, results of operations or cash flows for the period in which the outcome occurs and in future periods.

7. STOCK- BASED COMPENSATION

3 Months Ended

Jun. 30, 2014

Stock-Based Compensation

NOTE 7-STOCK- BASED COMPENSATION

NOTE 7—STOCK-BASED COMPENSATION

As of June 30, 2014, 6,911,519 shares of common stock were available for grant under the Company’s 2007 Equity Incentive Plan.

The following table summarizes the Company’s stock option activities for the three months ended June 30, 2014:



			Weighted
		Number of Shares	Average	Weighted
	Shares	Underlying	Remaining	Average
	Available for	Options	Contractual	Exercise		Intrinsic
	Grant	Outstanding	Life (Years)	Price		Value
Balance at March 31, 2014	5,585,500	6,143,980			5.13
Options reserved	1,378,074	-			-
Granted	(53,930)	53,930			5.75
Exercised	-	(23,500)			3.49		58,481
Forfeited	1,875	(1,875)			6.08
Balance at June 30, 2014	6,911,519	6,172,535		$	5.14
Options vested and exercisable		4,085,844	4.54	$	4.75	$	5,526,601
Options vested and expected to vest		6,131,192	5.75	$	5.14	$	6,450,115

The weighted average fair value per underlying share of options granted during the three months ended June 30, 2014 and 2013 was $2.34 and $2.45, respectively.

Options outstanding by exercise price at June 30, 2014 were as follows:



				Number of	Options Outstanding			Options Exercisable
				Shares	Weighted		Weighted Average		Weighted
				Underlying	Average		Remaining	Number	Average
				Options	Exercise		Contractual	Vested and	Exercise
Exercise Price				Outstanding	Price		Life (Years)	Exercisable	Price
$	2.43	-	3.38	628,219	$	3.02	4.30	628,219	$	3.02
$	3.43	-	3.94	469,266	$	3.55	4.76	469,266	$	3.55
$	4.00			669,303	$	4.00	4.91	669,303	$	4.00
$	4.17	-	4.50	633,245	$	4.26	5.35	384,517	$	4.32
$	4.81	-	4.92	507,885	$	4.87	7.68	164,730	$	4.87
$	5.50			801,433	$	5.50	2.37	801,433	$	5.50
$	5.59	-	5.76	675,410	$	5.70	7.28	222,171	$	5.71
$	6.00	-	6.54	799,483	$	6.32	6.90	385,217	$	6.19
$	6.61	-	6.86	666,978	$	6.77	8.64	90,580	$	6.83
$	7.00	-	9.20	321,313	$	7.78	6.24	270,408	$	7.51
				6,172,535	$	5.14	5.77	4,085,844

The following table summarizes stock-based compensation expense by line item in the Condensed Consolidated Statements of Operations, all relating to employee stock plans:



	Three Months Ended June 30,
	2014		2013
	(In thousands)
Cost of revenues	$	99	$	94
Research and development		242		258
Selling, general and administrative		232		213
Total	$	573	$	565

As stock-based compensation expense recognized in the Condensed Consolidated Statement of Operations is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures in accordance with authoritative guidance. The Company estimates forfeitures at the time of grant and revises the original estimates, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

The Company recognized related income tax benefits of $0 and $17,000, respectively, for the three months ended June 30, 2014 and 2013. Windfall tax benefits realized from exercised stock options were $0, and $177,000, respectively, for the three months ended June 30, 2014 and 2013. Compensation cost capitalized within inventory at June 30, 2014 was insignificant. As of June 30, 2014, the Company’s total unrecognized compensation cost was $3.3 million, which will be recognized over a weighted average period of 1.91 years. The Company calculated the fair value of stock-based awards in the periods presented using the Black-Scholes option pricing model and the following weighted average assumptions:



	Three Months Ended June 30,
	2014		2013

Stock Option Plans:
Risk-free interest rate	1.66	%	0.91	%
Expected life (in years)	5.00		5.00
Volatility	44.52	%	48.4	%
Dividend yield	-	%	-	%
Employee Stock Purchase Plan:
Risk-free interest rate	0.05	%	0.09	%
Expected life (in years)	0.50		0.50
Volatility	30.8	%	30.4	%
Dividend yield	-	%	-	%

8. SEGMENT AND GEOGRAPHIC INFORMATION

3 Months Ended

Jun. 30, 2014

Segment And Geographic Information

NOTE 8-SEGMENT AND GEOGRAPHIC INFORMATION

NOTE 8—SEGMENT AND GEOGRAPHIC INFORMATION

Based on its operating management and financial reporting structure, the Company has determined that it has one reportable business segment: the design, development and sale of integrated circuits.

The following is a summary of net revenues by geographic area based on the location to which product is shipped:



	Three Months Ended June 30,
	2014		2013
	(In thousands)
United States	$	3,618	$	5,971
China		3,530		3,477
Malaysia		1,603		2,347
Singapore		1,666		1,453
Rest of the world		2,528		3,164
	$	12,945	$	16,412

All sales are denominated in United States dollars.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8981-108599

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9038-108599

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 33
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8971-108599

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8380-108599

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 32
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 35
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8984-108599

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9031-108599

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9054-108599

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8538-108599

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8924-108599

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8906-108599

+ Details

9. MODIFIED DUTCH AUCTION TENDER OFFER	3 Months Ended
9. MODIFIED DUTCH AUCTION TENDER OFFER	Jun. 30, 2014
Modified Dutch Auction Tender Offer
NOTE 9-MODIFIED DUTCH AUCTION TENDER OFFER	NOTE 9—MODIFIED DUTCH AUCTION TENDER OFFER On July 9, 2014 the Company announced that it commenced a modified “Dutch auction” self-tender offer to repurchase for cash shares of its common stock up to an aggregate purchase price of $25 million. The tender offer began on July 9, 2014, and will expire at 5:00 p.m., New York City time, on August 6, 2014, unless extended or earlier terminated by the Company. Under the terms of the proposed tender offer, the Company’s stockholders will have the opportunity to tender some or all of their shares at a price within the range of $6.50 to $6.70 per share. The closing price of the Company’s common stock on July 31, 2014 was $6.40 per share.

1. THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Jun. 30, 2014
Company And Summary Of Significant Accounting Policies Details Narrative
Basis of consolidation	Basis of presentation The accompanying unaudited condensed consolidated financial statements of GSI Technology, Inc. and its subsidiaries (“GSI” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for annual financial statements. These interim financial statements contain all adjustments (which consist of only normal, recurring adjustments) that are, in the opinion of management, necessary to state fairly the interim financial information included therein. The Company believes that the disclosures are adequate to make the information not misleading. However, these financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2014. The consolidated results of operations for the three months ended June 30, 2014 are not necessarily indicative of the results to be expected for the entire fiscal year.
Significant accounting policies	Significant accounting policies The Company’s significant accounting policies are disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2014.
Litigation and settlement costs	Litigation and settlement costs From time to time, the Company is involved in legal actions. The Company currently is a party to pending legal proceedings which it is defending aggressively. See Note 6 for additional information regarding this pending litigation. There are many uncertainties associated with any litigation, and the Company may not prevail. The litigation, regardless of its eventual outcome, will be costly and time consuming and, should the outcome be adverse to the Company, could result in the Company being required to pay significant monetary damages. If that occurs, our business, financial condition and results of operations could be materially and adversely affected. If information becomes available that causes us to determine that a loss in any of our pending litigation, or the settlement of such litigation, is probable, and we can reasonably estimate the loss associated with such events, we will record the loss in accordance with GAAP. However, the actual liability in any such litigation may be materially different from our estimates, which could require us to record additional costs.
Recent accounting pronouncements	Recent accounting pronouncements In July 2013, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) on Income Taxes, to improve the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This guidance is expected to reduce diversity in practice and is expected to better reflect the manner in which an entity would settle at the reporting date any additional income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses, or tax credit carryforwards exist. Implementation of this guidance in the quarter ended June 30, 2014 did not have a material impact on the Company’s financial position or results of operations. In May 2014, the FASB issued a new financial accounting standard on revenue from contracts with customers, ASU No. 2014-09, "Revenue from Contracts with Customers." The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The accounting standard is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The Company is currently evaluating the impact of this accounting standard on its consolidated financial statements.

- Definition

Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.

+ References + Details

2. NET LOSS PER COMMON SHARE (Tables)

3 Months Ended

Jun. 30, 2014

Net loss per share:

Basic and diluted net loss per share



	Three Months Ended June 30,
	2014		2013

	(In thousands, except per share amounts)
Net loss	$	(1,446)	$	(441)

Denominators:
Weighted average shares—Basic		27,495		27,178
Dilutive effect of employee stock options		-		-
Dilutive effect of employee stock purchase plan options		-		-
Weighted average shares—Dilutive		27,495		27,178
Net loss per common share—Basic	$	(0.05)	$	(0.02)
Net loss per common share—Diluted	$	(0.05)	$	(0.02)

Anti-dilutive shares



	Three Months Ended June 30,
	2014	2013

	(In thousands)
Shares underlying options	3,260	3,377

3. BALANCE SHEET DETAIL (Tables)

3 Months Ended

Jun. 30, 2014

Balance Sheet Detail

Schedule of Inventories



	June 30, 2014		March 31, 2014

	(In thousands)
Inventories:
Work-in-progress	$	2,274	$	2,011
Finished goods		5,255		5,588
Inventory at distributors		834		586
	$	8,363	$	8,185

Schedule of Accounts Receivable, Net


	June 30, 2014		March 31, 2014
	(In thousands)
Accounts receivable, net:
Accounts receivable	$	9,058	$	8,349
Less: Allowances for sales returns, doubtful accounts and other		(100)		(111)
	$	8,958	$	8,238

Schedule of Prepaid Expenses and Other Current Assets


	June 30, 2014		March 31, 2014
	(In thousands)
Prepaid expenses and other current assets:
Prepaid tooling and masks	$	852	$	833
Prepaid income taxes		2,601		2,598
Other receivables		441		596
Other prepaid expenses		996		1,125
	$	4,890	$	5,152

Schedule of Property and Equipment, Net


	June 30, 2014		March 31, 2014
	(In thousands)
Property and equipment, net:
Computer and other equipment	$	17,014	$	16,990
Software		4,780		4,780
Land		3,900		3,900
Building and building improvements		2,256		2,256
Furniture and fixtures		110		110
Leasehold improvements		791		791
		28,851		28,827
Less: Accumulated depreciation and amortization		(19,609)		(19,144)
	$	9,242	$	9,683

Schedule of Other Assets


	June 30, 2014		March 31, 2014
	(In thousands)
Other Assets:
Non-current deferred income taxes	$	34	$	24
Intangibles, net		519		564
Deposits		81		80
	$	634	$	668

Schedule of Intangible Assets

The following table summarizes the components of intangible assets and related accumulated amortization balances at June 30, 2014 (in thousands):


	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets:
Product designs	$	590	$	407	$	183
Patents		720		387		333
Software		80		77		3
Total	$	1,390	$	871	$	519

Schedule of Accrued Expenses and Other Liabilities


	June 30, 2014		March 31, 2014
	(In thousands)
Accrued expenses and other liabilities:
Accrued compensation	$	1,746	$	2,330
Accrued professional fees		533		824
Accrued commissions		292		307
Other accrued expenses		892		983
	$	3,463	$	4,444

5. FINANCIAL INSTRUMENTS (Tables)

3 Months Ended

Jun. 30, 2014

Financial Instruments.

Schedule of Fair value of financial assets and liabilities measured on a recurring basis

The fair value of financial assets and liabilities measured on a recurring basis is as follows (in thousands):


			Fair Value Measurements at Reporting Date Using
			Quoted Prices in Active Markets for Identical Assets and Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
	June 30, 2014		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds	$	7,565	$	7,565	$	-	$	-
Marketable securities		63,705		-		63,705		-
Total	$	71,270	$	7,565	$	63,705	$	-


			Fair Value Measurements at Reporting Date Using
			Quoted Prices in Active Markets for Identical Assets and Liabilities		Significant Other Observable Inputs		Significant Unobservable Inputs
	March 31, 2014		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds	$	3,852	$	3,852	$	-	$	-
Marketable securities		68,231		-		68,231		-
Total	$	72,083	$	3,852	$	68,231	$	-

Schedule of Available-for-sale investments



	June 30, 2014
			Gross		Gross
			Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(In thousands)
Short-term investments:
State and municipal obligations	$	11,602	$	5	$	-	$	11,607
Corporate notes		5,013		8		-		5,021
Agency bonds		3,523		2		-		3,525
Certificates of deposit		14,499		5		-		14,504
International government obligations		6,003		-		-		6,003
Total short-term investments	$	40,640	$	20	$	-	$	40,660
Long-term investments:
State and municipal obligations	$	3,946	$	10	$	-	$	3,956
Corporate notes		6,385		22		-		6,407
Certificates of deposit		9,000		7		-		9,007
Agency bonds		2,009		-		(2)		2,007
International government obligations		1,673		-		(5)		1,668
Total long-term investments	$	23,013	$	39	$	(7)	$	23,045



	March 31, 2014
			Gross		Gross
			Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(In thousands)
Short-term investments:
State and municipal obligations	$	8,336	$	4	$	-	$	8,340
Corporate notes		5,023		12		-		5,035
Agency bonds		3,523		2		-		3,525
Certificates of deposit		14,997		6		-		15,003
International government obligations		7,507		2		-		7,509
Total short-term investments	$	39,386	$	26	$	-	$	39,412
Long-term investments:
State and municipal obligations	$	8,227	$	10	$	-	$	8,237
Corporate notes		6,392		16				6,408
Certificates of deposit		10,500		-		(2)		10,498
Agency bonds		2,011		-		(5)		2,006
International government obligations		1,670		-		-		1,670
Total long-term investments	$	28,800	$	26	$	(7)	$	28,819

Schedule of Contractual maturities of the available-for-sale non-equity investments



			Fair
	Cost		Value
	(In thousands)
Maturing within one year	$	40,640	$	40,660
Maturing in one to three years		23,013		23,045
Maturing in more than three years		-		-
	$	63,653	$	63,705

- Definition

Tabular disclosure of available-for-sale securities which includes, but is not limited to, changes in the cost basis and fair value, fair value and gross unrealized gain (loss), fair values by type of security, contractual maturity and classification, amortized cost basis, contracts to acquire securities to be accounted for as available-for-sale, debt maturities, transfers to trading, change in net unrealized holding gain (loss) net of tax, continuous unrealized loss position fair value, aggregate losses qualitative disclosures, other than temporary impairment (OTTI) losses or other disclosures related to available for sale securities.

+ References + Details

7. STOCK- BASED COMPENSATION (Tables)

3 Months Ended

Jun. 30, 2014

Stock-Based Compensation

Summary of stock option activities



			Weighted
		Number of Shares	Average	Weighted
	Shares	Underlying	Remaining	Average
	Available for	Options	Contractual	Exercise		Intrinsic
	Grant	Outstanding	Life (Years)	Price		Value
Balance at March 31, 2014	5,585,500	6,143,980			5.13
Options reserved	1,378,074	-			-
Granted	(53,930)	53,930			5.75
Exercised	-	(23,500)			3.49		58,481
Forfeited	1,875	(1,875)			6.08
Balance at June 30, 2014	6,911,519	6,172,535		$	5.14
Options vested and exercisable		4,085,844	4.54	$	4.75	$	5,526,601
Options vested and expected to vest		6,131,192	5.75	$	5.14	$	6,450,115

Schedule of options outstanding by exercise price



				Number of	Options Outstanding			Options Exercisable
				Shares	Weighted		Weighted Average		Weighted
				Underlying	Average		Remaining	Number	Average
				Options	Exercise		Contractual	Vested and	Exercise
Exercise Price				Outstanding	Price		Life (Years)	Exercisable	Price
$	2.43	-	3.38	628,219	$	3.02	4.30	628,219	$	3.02
$	3.43	-	3.94	469,266	$	3.55	4.76	469,266	$	3.55
$	4.00			669,303	$	4.00	4.91	669,303	$	4.00
$	4.17	-	4.50	633,245	$	4.26	5.35	384,517	$	4.32
$	4.81	-	4.92	507,885	$	4.87	7.68	164,730	$	4.87
$	5.50			801,433	$	5.50	2.37	801,433	$	5.50
$	5.59	-	5.76	675,410	$	5.70	7.28	222,171	$	5.71
$	6.00	-	6.54	799,483	$	6.32	6.90	385,217	$	6.19
$	6.61	-	6.86	666,978	$	6.77	8.64	90,580	$	6.83
$	7.00	-	9.20	321,313	$	7.78	6.24	270,408	$	7.51
				6,172,535	$	5.14	5.77	4,085,844

Summary of stock-based compensation expense by line item



	Three Months Ended June 30,
	2014		2013
	(In thousands)
Cost of revenues	$	99	$	94
Research and development		242		258
Selling, general and administrative		232		213
Total	$	573	$	565

Schedule of weighted average assumptions



	Three Months Ended June 30,
	2014		2013

Stock Option Plans:
Risk-free interest rate	1.66	%	0.91	%
Expected life (in years)	5.00		5.00
Volatility	44.52	%	48.4	%
Dividend yield	-	%	-	%
Employee Stock Purchase Plan:
Risk-free interest rate	0.05	%	0.09	%
Expected life (in years)	0.50		0.50
Volatility	30.8	%	30.4	%
Dividend yield	-	%	-	%

8. SEGMENT AND GEOGRAPHIC INFORMATION (Tables)

3 Months Ended

Jun. 30, 2014

Segment And Geographic Information

Net revenues by geographic area



	Three Months Ended June 30,
	2014		2013
	(In thousands)
United States	$	3,618	$	5,971
China		3,530		3,477
Malaysia		1,603		2,347
Singapore		1,666		1,453
Rest of the world		2,528		3,164
	$	12,945	$	16,412

2. NET LOSS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Net loss per share:
Net loss	$ (1,446)	$ (441)
Weighted average shares-Basic	27,495	27,178
Weighted average shares-Dilutive	27,495	27,178
Net loss per common share - Basic	$ (0.05)	$ (0.02)
Net loss per common share - Diluted	$ (0.05)	$ (0.02)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

2. NET LOSS PER COMMON SHARE (Details 2) - shares shares in Thousands	3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Net loss per share:
Antidilutive shares excluded from computation of EPS	3,260	3,377

3. BALANCE SHEET DETAIL (Details) - USD ($) $ in Thousands	Jun. 30, 2014	Mar. 31, 2014
Inventories:
Work-in-progress	$ 2,274	$ 2,011
Finished goods	5,255	5,588
Inventory at distributors	834	586
Total Inventory	$ 8,363	$ 8,185

3. BALANCE SHEET DETAIL (Details 2) - USD ($) $ in Thousands	Jun. 30, 2014	Mar. 31, 2014
Accounts receivable, net:
Accounts receivable	$ 9,058	$ 8,349
Less: Allowances for sales returns, doubtful accounts and other	(100)	(111)
Total accounts receivable, net	$ 8,958	$ 8,238

3. BALANCE SHEET DETAIL (Details 3) - USD ($) $ in Thousands	Jun. 30, 2014	Mar. 31, 2014
Prepaid expenses and other current assets:
Prepaid tooling and masks	$ 852	$ 833
Prepaid income taxes	2,601	2,598
Other receivables	441	596
Other prepaid expenses	996	1,125
Total prepaid expenses and other current assets	$ 4,890	$ 5,152

3.BALANCE SHEET DETAIL - Property, Plant and Equipment (Details 4) - USD ($)	3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Mar. 31, 2014
Property and equipment, net:
Property and equipment, gross	$ 28,851,000		$ 28,827,000
Less: Accumulated depreciation and amortization	(19,609,000)		(19,144,000)
Property, Plant and Equipment, Net, Total	9,242,000		9,683,000
Depreciation and amortization	465,000	$ 449,000
Computer and other equipment
Property and equipment, net:
Property and equipment, gross	17,014,000		16,990,000
Software
Property and equipment, net:
Property and equipment, gross	4,780,000		4,780,000
Land
Property and equipment, net:
Property and equipment, gross	3,900,000		3,900,000
Building and building improvements
Property and equipment, net:
Property and equipment, gross	2,256,000		2,256,000
Furniture and fixtures
Property and equipment, net:
Property and equipment, gross	110,000		110,000
Leasehold improvements
Property and equipment, net:
Property and equipment, gross	$ 791,000		$ 791,000

3. BALANCE SHEET DETAIL (Details 5) - USD ($) $ in Thousands	Jun. 30, 2014	Mar. 31, 2014
Other assets:
Non-current deferred income taxes	$ 34	$ 24
Intangibles, net	519	564
Deposits	81	80
Total Other Assets	$ 634	$ 668

3. BALANCE SHEET DETAIL (Details 6) - USD ($)	3 Months Ended
3. BALANCE SHEET DETAIL (Details 6) - USD ($)	Jun. 30, 2014	Jun. 30, 2013	Mar. 31, 2014
Gross Carrying Amount	$ 1,390,000
Accumulated Amortization	871,000
Net Carrying Amount	519,000		$ 564,000
Amortization of intangible assets	45,000	$ 45,000
Product designs
Gross Carrying Amount	590,000
Accumulated Amortization	407,000
Net Carrying Amount	183,000
Patents
Gross Carrying Amount	720,000
Accumulated Amortization	387,000
Net Carrying Amount	333,000
Software.
Gross Carrying Amount	80,000
Accumulated Amortization	77,000
Net Carrying Amount	$ 3,000

3. BALANCE SHEET DETAIL (Details 7) - USD ($) $ in Thousands	Jun. 30, 2014	Mar. 31, 2014
Accrued expenses and other liabilities:
Accrued compensation	$ 1,746	$ 2,330
Accrued professional fees	533	824
Accrued commissions	292	307
Other accrued expenses	892	983
Total Accrued Expenses and Other Liabilities	$ 3,463	$ 4,444

4. INCOME TAXES (Details) - USD ($)	3 Months Ended
4. INCOME TAXES (Details) - USD ($)	Jun. 30, 2014	Jun. 30, 2013	Mar. 31, 2014
Income Taxes
Unrecognized tax benefits, current	$ 0		$ 0
Unrecognized tax benefits, noncurrent	1,477,000		1,462,000
Deferred tax assets unrecognized tax benefit	1,082,000
Possible reduction in uncertain tax benefits	775,000
Deferred tax assets, net	$ 4,300,000		$ 3,700,000
Effective annual income tax rate	5.05%	3.30%

5. FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	Jun. 30, 2014	Mar. 31, 2014
Fair value measurements
Short-term investments	$ 40,660	$ 39,412
Long-term investments	23,045	28,819
Recurring
Fair value measurements
Money market funds included in cash and cash equivalents	7,565	3,852
Marketable securities	63,705	68,231
Assets	71,270	72,083
Liabilities	0
Recurring \| Level 1
Fair value measurements
Money market funds included in cash and cash equivalents	7,565	3,852
Assets	7,565	3,852
Recurring \| Level 2
Fair value measurements
Marketable securities	63,705	68,231
Assets	63,705	$ 68,231
Recurring \| Level 3
Fair value measurements
Assets	$ 0

5. FINANCIAL INSTRUMENTS (Details 2) - USD ($)	3 Months Ended
5. FINANCIAL INSTRUMENTS (Details 2) - USD ($)	Jun. 30, 2014	Mar. 31, 2014
Available-for-sale investments
Fair Value	$ 63,705,000
Other information
Maximum maturity period of investment portfolio	3 years
Deferred tax liability related to unrecognized gains and losses on short-term and long-term investments	$ 13,000	$ 11,000
Short-term investments
Available-for-sale investments
Cost	40,640,000	39,386,000
Gross Unrealized Gains	20,000	26,000
Fair Value	40,660,000	39,412,000
Short-term investments \| State and municipal obligations
Available-for-sale investments
Cost	11,602,000	8,336,000
Gross Unrealized Gains	5,000	4,000
Fair Value	11,607,000	8,340,000
Short-term investments \| Corporate notes
Available-for-sale investments
Cost	5,013,000	5,023,000
Gross Unrealized Gains	8,000	12,000
Fair Value	5,021,000	5,035,000
Short-term investments \| Agency bonds
Available-for-sale investments
Cost	3,523,000	3,523,000
Gross Unrealized Gains	2,000	2,000
Fair Value	3,525,000	3,525,000
Short-term investments \| Certificates of deposits
Available-for-sale investments
Cost	14,499,000	14,997,000
Gross Unrealized Gains	5,000	6,000
Fair Value	14,504,000	15,003,000
Short-term investments \| Other Debt Securities [Member]
Available-for-sale investments
Cost	6,003,000
Fair Value	6,003,000
Short-term investments \| International government obligations
Available-for-sale investments
Cost		7,507,000
Gross Unrealized Gains		2,000
Fair Value		7,509,000
Long-term investment
Available-for-sale investments
Cost	23,013,000	28,800,000
Gross Unrealized Gains	39,000	26,000
Gross Unrealized Losses	(7,000)	(7,000)
Fair Value	23,045,000	28,819,000
Long-term investment \| State and municipal obligations
Available-for-sale investments
Cost	3,946,000	8,227,000
Gross Unrealized Gains	10,000	10,000
Fair Value	3,956,000	8,237,000
Long-term investment \| Corporate notes
Available-for-sale investments
Cost	6,385,000	6,392,000
Gross Unrealized Gains	22,000	16,000
Fair Value	6,407,000	6,408,000
Long-term investment \| Agency bonds
Available-for-sale investments
Cost	2,009,000	2,011,000
Gross Unrealized Losses	(2,000)	(5,000)
Fair Value	2,007,000	2,006,000
Long-term investment \| Certificates of deposits
Available-for-sale investments
Cost	9,000,000	10,500,000
Gross Unrealized Gains	7,000
Gross Unrealized Losses		(2,000)
Fair Value	9,007,000	10,498,000
Long-term investment \| Other Debt Securities [Member]
Available-for-sale investments
Cost	1,673,000	1,670,000
Gross Unrealized Losses	(5,000)
Fair Value	$ 1,668,000	$ 1,670,000

5. FINANCIAL INSTRUMENTS (Details 3) $ in Thousands	Jun. 30, 2014 USD ($)
Financial Instruments.
Maturing within one year, Cost	$ 40,640
Maturing in one to three years, Cost	23,013
Total	63,653
Maturing within one year, Fair Value	40,660
Maturing in one to three years, Fair Value	23,045
Fair Value	$ 63,705

6-COMMITMENTS AND CONTINGENCIES - Royalties and Product Warranties (Details)	3 Months Ended
	Jun. 30, 2014
Product warranties
Warranty period	3 years

6-COMMITMENTS AND CONTINGENCIES - Legal proceedings (Details 2)	3 Months Ended
	Jun. 30, 2014 item customer patent
Cypress Semiconductor Litigation
Legal proceedings
Number of patents infringed	5
Cypress Semiconductor International Trade Commission
Legal proceedings
Number of patents infringed	3
Number of additional patent infringement complaints	1
Number of distributors \| item	3
Number of customers who infringed patents \| customer	11
Number of terminated or dismissed patent claims	1
Cypress Semiconductor Northern District Litigation
Legal proceedings
Number of terminated or dismissed patent claims	3
Number of patent claims transferred	2

7. STOCK- BASED COMPENSATION (Details)	3 Months Ended
7. STOCK- BASED COMPENSATION (Details)	Jun. 30, 2014 USD ($) $ / shares shares
Stock-Based Compensation
Shares available for grant, Beginning	5,585,500
Options reserved (in shares)	1,378,074
Granted (in shares)	(53,930)
Forfeited (in shares)	1,875
Shares available for grant, Ending	6,911,519
Number of Shares Underlying Options Outstanding
Balance at the beginning of the period (in shares)	6,143,980
Granted (in shares)	53,930
Exercised (in shares)	(23,500)
Forfeited (in shares)	(1,875)
Balance at the end of the period (in shares)	6,172,535
Options vested and exercisable (in shares)	4,085,844
Options vested and expected to vest (in shares)	6,131,192
Weighted Average Remaining Contractual Life
Options vested and exercisable (in dollars per share)	4 years 6 months 15 days
Options vested and expected to vest (in dollars per share)	5 years 9 months
Weighted Average Exercise Price
Balance at the beginning of the period (in dollars per share) \| $ / shares	$ 5.13
Granted (in dollars per share) \| $ / shares	5.75
Exercised (in dollars per share) \| $ / shares	3.49
Forfeited (in dollars per share) \| $ / shares	6.08
Balance at the end of the period (in dollars per share) \| $ / shares	5.14
Options vested and exercisable (in dollars per share) \| $ / shares	4.75
Options vested and expected to vest (in dollars per share) \| $ / shares	$ 5.14
Intrinsic Value
Exercised (in dollars) \| $	$ 58,481
Options vested and exercisable (in dollars) \| $	5,526,601
Options vested and expected to vest (in dollars) \| $	$ 6,450,115

7. STOCK- BASED COMPENSATION (Details 2) - $ / shares	3 Months Ended
7. STOCK- BASED COMPENSATION (Details 2) - $ / shares	Jun. 30, 2014	Jun. 30, 2013	Mar. 31, 2014
Stock-Based Compensation
Weighted average fair value per underlying share of options granted (in dollars per share)	$ 2.34	$ 2.45
Options outstanding by exercise price
Exercise Price (in dollars per share)	$ 5.14		$ 5.13
Number of Shares Underlying Options Outstanding (in shares)	6,172,535
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 5.14
Options Outstanding, Weighted Average Remaining Contractual Life	5 years 9 months 7 days
Options Exercisable, Number Vested and Exercisable (in shares)	4,085,844
$2.43 - $3.38
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	$ 2.43
Exercise Price, high end of range (in dollars per share)	$ 3.38
Number of Shares Underlying Options Outstanding (in shares)	628,219
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 3.02
Options Outstanding, Weighted Average Remaining Contractual Life	4 years 3 months 18 days
Options Exercisable, Number Vested and Exercisable (in shares)	628,219
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 3.02
$3.43 - $3.94
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	3.43
Exercise Price, high end of range (in dollars per share)	$ 3.94
Number of Shares Underlying Options Outstanding (in shares)	469,266
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 3.55
Options Outstanding, Weighted Average Remaining Contractual Life	4 years 9 months 4 days
Options Exercisable, Number Vested and Exercisable (in shares)	469,266
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 3.55
$4.00
Options outstanding by exercise price
Exercise Price (in dollars per share)	$ 4.00
Number of Shares Underlying Options Outstanding (in shares)	669,303
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 4.00
Options Outstanding, Weighted Average Remaining Contractual Life	4 years 10 months 28 days
Options Exercisable, Number Vested and Exercisable (in shares)	669,303
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 4.00
$4.17 - $4.50
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	4.17
Exercise Price, high end of range (in dollars per share)	$ 4.50
Number of Shares Underlying Options Outstanding (in shares)	633,245
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 4.26
Options Outstanding, Weighted Average Remaining Contractual Life	5 years 4 months 6 days
Options Exercisable, Number Vested and Exercisable (in shares)	384,517
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 4.32
$4.81 - $4.92
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	4.81
Exercise Price, high end of range (in dollars per share)	$ 4.92
Number of Shares Underlying Options Outstanding (in shares)	507,885
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 4.87
Options Outstanding, Weighted Average Remaining Contractual Life	7 years 8 months 5 days
Options Exercisable, Number Vested and Exercisable (in shares)	164,730
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 4.87
$5.50
Options outstanding by exercise price
Exercise Price (in dollars per share)	$ 5.50
Number of Shares Underlying Options Outstanding (in shares)	801,433
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 5.50
Options Outstanding, Weighted Average Remaining Contractual Life	2 years 4 months 13 days
Options Exercisable, Number Vested and Exercisable (in shares)	801,433
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 5.50
$5.59 - $5.76
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	5.59
Exercise Price, high end of range (in dollars per share)	$ 5.76
Number of Shares Underlying Options Outstanding (in shares)	675,410
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 5.70
Options Outstanding, Weighted Average Remaining Contractual Life	7 years 3 months 11 days
Options Exercisable, Number Vested and Exercisable (in shares)	222,171
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 5.71
$6.00 - $6.54
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	6.00
Exercise Price, high end of range (in dollars per share)	$ 6.54
Number of Shares Underlying Options Outstanding (in shares)	799,483
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 6.32
Options Outstanding, Weighted Average Remaining Contractual Life	6 years 10 months 24 days
Options Exercisable, Number Vested and Exercisable (in shares)	385,217
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 6.19
$6.61 - $6.86
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	6.61
Exercise Price, high end of range (in dollars per share)	$ 6.86
Number of Shares Underlying Options Outstanding (in shares)	666,978
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 6.77
Options Outstanding, Weighted Average Remaining Contractual Life	8 years 7 months 21 days
Options Exercisable, Number Vested and Exercisable (in shares)	90,580
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 6.83
$7.00 - $9.20
Options outstanding by exercise price
Exercise Price, low end of range (in dollars per share)	7.00
Exercise Price, high end of range (in dollars per share)	$ 9.20
Number of Shares Underlying Options Outstanding (in shares)	321,313
Options Outstanding, Weighted Average Exercise Price (in dollars per share)	$ 7.78
Options Outstanding, Weighted Average Remaining Contractual Life	6 years 2 months 27 days
Options Exercisable, Number Vested and Exercisable (in shares)	270,408
Options Exercisable, Weighted Average Exercise Price (in dollars per share)	$ 7.51

7. STOCK- BASED COMPENSATION (Details 3) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Stock-based compensation expense by line item
Stock-based compensation expense	$ 573	$ 565
Other information
Income tax benefit recognized from allocation of share-based compensation expense	0	17
windfall tax benefits recognized	0	177
Unrecognized compensation costs	$ 3,300
Weighted average period of recognition of unrecognized compensation costs	1 year 10 months 28 days
Cost of revenues
Stock-based compensation expense by line item
Stock-based compensation expense	$ 99	94
Research and Development Expense
Stock-based compensation expense by line item
Stock-based compensation expense	242	258
Selling, general and administrative
Stock-based compensation expense by line item
Stock-based compensation expense	$ 232	$ 213

7. STOCK- BASED COMPENSATION (Details 4)	3 Months Ended
7. STOCK- BASED COMPENSATION (Details 4)	Jun. 30, 2014	Jun. 30, 2013
Employee Consultants And Directors Stock Options
Stock-based compensation
Risk-free interest rate (as a percent)	1.66%	0.91%
Expected life	5 years	5 years
Volatility (as a percent)	44.52%	48.40%
Dividend yield (as a percent)	0.00%	0.00%
Employee stock purchase plan
Stock-based compensation
Risk-free interest rate (as a percent)	0.05%	0.09%
Expected life	6 months	6 months
Volatility (as a percent)	30.80%	30.40%
Dividend yield (as a percent)	0.00%	0.00%

8. SEGMENT AND GEOGRAPHIC INFORMATION (Details) $ in Thousands	3 Months Ended
	Jun. 30, 2014 USD ($) segment	Jun. 30, 2013 USD ($)
Segment And Geographic Information
Number of reportable business segments \| segment	1
Net revenues by geographic area
Net revenues	$ 12,945	$ 16,412
United States
Net revenues by geographic area
Net revenues	3,618	5,971
China
Net revenues by geographic area
Net revenues	3,530	3,477
Malaysia
Net revenues by geographic area
Net revenues	1,603	2,347
Singapore
Net revenues by geographic area
Net revenues	1,666	1,453
Rest of the world
Net revenues by geographic area
Net revenues	$ 2,528	$ 3,164

9. MODIFIED DUTCH AUCTION TENDER OFFER (Details) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions	Jul. 09, 2014	Jul. 31, 2014
Subsequent Event [Line Items]
Share Price		$ 6.40
July 9, 2014 Modified Dutch Auction [Member]
Subsequent Event [Line Items]
Stock Repurchase Program, Authorized Amount	$ 25
July 9, 2014 Modified Dutch Auction [Member] \| Minimum
Subsequent Event [Line Items]
Share Price	$ 6.50
July 9, 2014 Modified Dutch Auction [Member] \| Maximum
Subsequent Event [Line Items]
Share Price	$ 6.70