Chief Financial Officer Employment Agreement

Exhibit 10.1 January 13, 2006Karl Moeller
27400 Loma Prieta Way
Los Gatos CA 95033Dear Karl:Alliance Semiconductor Corporation is pleased to offer you employment as an Interim Chief Financial Officer, reporting to Melvin Keating. Your starting base salary will be $20,000 per month. Your salary will be paid in accordance with Alliance' s payroll policies, as amended from time to time.In addition, you will receive an option to purchase 25,000 common shares of Alliance Semiconductor, based on the same plan and vesting schedule as Melvin Keating.Also, you will be eligible to receive the medical and dental insurance coverage provided under Alliance' s group insurance plans, and will be eligible to participate in Alliance' s 401(k) plan. You will receive ten days paid vacation per year, which accrues on a monthly basis.As an Alliance employee, you will be expected to abide by company rules and regulations. You will be expected to sign and comply with our employee agreement which requires, among other provisions, the assignment of patent rights to any invention made during your employment at Alliance, and nondisclosure of confidential and proprietary information. This offer is subject to your completion of an I-9 form and satisfactory documentation respecting yo ...