FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Xue Bing

2. Date of Event Requiring Statement (MM/DD/YYYY)
9/18/2019 

3. Issuer Name and Ticker or Trading Symbol

ALPHA & OMEGA SEMICONDUCTOR Ltd [AOSL]

(Last)        (First)        (Middle)

475 OAKMEAD PKWY

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
Senior VP of Global Sales /

(Street)

SUNNYVALE, CA 94085      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)

 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Share 48705 (1)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Share Option (right to buy)  (2)4/27/2020 Common Share 10888.0 $18.0 D  
Employee Share Option (right to buy)  (2)4/27/2020 Common Shares 4112.0 $18.0 D  
Employee Share Option (right to buy)  (2)4/14/2021 Common Shares 5814.0 $12.91 D  

Explanation of Responses:
(1) Includes an aggregate of 20,656 common shares held by reporting person and an aggregate of 28,049 shares subject to restricted share units (RSU) awards granted on March 15, 2016, March 15, 2017, March 15, 2018, and March 15, 2019, which will be issued as such units vest in accordance with their terms.
(2) The option is fully vested and immediately exercisable for all option shares.

Remarks:
Exhibit list: Exhibit 24 POA

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Xue Bing
475 OAKMEAD PKWY
SUNNYVALE, CA 94085


Senior VP of Global Sales

Signatures
/s/ Yanbing Hong, attorney-in-fact for Bing Xue9/26/2019
**Signature of Reporting PersonDate

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