As filed with the Securities and Exchange Commission on  July 26, 1996
                                                    Registration No. 333-

================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                          TRIQUINT SEMICONDUCTOR, INC.
             (Exact name of Registrant as spec fied in its charter)


           California                                     95-3654013
    -----------------------                 ------------------------------------
    (State of incorporation)                (I.R.S. Employer Identification No.)

                           3625A S.W. Murray Boulevard
                             Beaverton, Oregon 97005
   (Address, including zip code, of Registrant's principal executive offices)



                          1996 STOCK INCENTIVE PROGRAM

                            (Full title of the plan)


                                Edward C.V. Winn
                      Executive Vice President, Finance and
                                 Administration,
                           and Chief Financial Officer
                          TRIQUINT SEMICONDUCTOR, INC.
                           3625A S.W. Murray Boulevard
                             Beaverton, Oregon 97005
                                 (503) 644-3535
(Name, address, and telephone number, including area code, of agent for service)


                                   Copies to:
                             CHRIS F. FENNELL, ESQ.
                       Wilson, Sonsini, Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                               Palo Alto, CA 94306
                                 (415) 493-9300

<TABLE>

                                                   CALCULATION OF REGISTRATION FEE
<CAPTION>
==================================================================================================================

                                                                    Proposed         Proposed
                                                                    Maximum           Maximum
          Title of Each Class                    Amount             Offering         Aggregate        Amount of
            of Securities to                     to be               Price           Offering        Registration
             be Registered                     Registered          Per Share           Price             Fee
- ------------------------------------------------------------------------------------------------------------------
<S>                                           <C>                 <C>                 <C>               <C>
Common Stock, no par value, to be issued      400,000 shares      16.82(1)            6,728,000         2,320.00
under the 1996 Stock Incentive Program
==================================================================================================================
<FN>


(1)  Estimated  in  accordance  with  Rule  457(c)  solely  for the  purpose  of
     calculating the registration fee based upon the average of the high and low
     prices of the Common  Stock as reported on the Nasdaq  National on July 24,
     1996.
</FN>
</TABLE>
================================================================================

<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

         There are hereby  incorporated by reference the following documents and
information heretofore filed with the Securities and Exchange Commission:

         Item 3(a).

                 The Registrant's Annual Report on Form 10-K for the year ending
December 31, 1995.

         Item 3(b).

                 All documents  subsequently filed by the Registrant pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold,  shall be deemed
to be  incorporated by reference in this  registration  statement and to be part
hereof from the date of filing such documents.

         Item 3(c).

                 The  description  of the  Registrant's  Common  Stock  which is
contained  in items 1 and 2 of its  Registration  Statement  on Form  8-A  filed
pursuant  to Section  12(g) of the  Exchange  Act on October 21,  1993,  and any
further  amendment or report filed  hereafter  for the purpose of updating  such
description.


Item 4.  Description of Securities.

                 Not applicable.


Item 5.  Interests of Named Experts and Counsel.

                 Not applicable.


Item 6.  Indemnification of Directors and Officers.

                 Section 317 of the California  Corporations  Code  authorizes a
court to award,  or a  corporation's  Board of Directors to grant,  indemnity to
directors   and   officers   in  terms   sufficiently   broad  to  permit   such
indemnification   under  certain   circumstances   for  liabilities   (including
reimbursement  for expenses  incurred) arising under the Securities Act. Article
Four of the

<PAGE>

Registrant's   Restated  Articles  of  Incorporation  and  Section  9.7  of  the
Registrant's  Bylaws provide for  indemnification  of its  directors,  officers,
employees  and other agents to the maximum  extent  permitted by the  California
Corporations code. In addition,  the Registrant has entered into indemnification
agreements with its officers and directors.  The registration  rights agreements
entered into by the Registrant and certain holders (the "Holders") of its Common
Stock provide for  cross-indemnification  of the Holders and of the  Registrant,
its officers and directors for certain  liabilities arising under the Securities
Act or otherwise.

Item 7.  Exemption from Registration Claimed.

                 Not applicable.

Item 8.  Exhibits.

         Exhibit
         Number      Document
         --------    --------
             4.1     1996 Stock Incentive Program and forms of agreement
                     thereunder.

             5.1     Opinion of  Wilson,  Sonsini,  Goodrich & Rosati, a
                     Professional Corporation.

            23.1     Consent of Independent Accountants.

            23.2     Consent of Counsel (contained in Exhibit 5.1).

            26.1     Power of Attorney (see page II-5).

Item 9.  Undertakings.

         The undersigned Registrant hereby undertakes:

         (1)     To file,  during any period in which  offers or sales are being
                 made, a post-effective amendment to this registration statement
                 to include any material information with respect to the plan of
                 distribution  not  previously  disclosed  in  the  registration
                 statement or any  material  change to such  information  in the
                 registration statement.

         (2)     That,  for the purpose of determining  any liability  under the
                 Securities  Act, each such  post-effective  amendment  shall be
                 deemed  to be a new  registration  statement  relating  to  the
                 securities offered therein, and the offering of such securities
                 at that  time  shall be  deemed  to be the  initial  bona  fide
                 offering thereof.


                                      II-2
<PAGE>

         (3)     To  remove  from   registration  by  means  of   post-effective
                 amendment any of the securities  being  registered which remain
                 unsold at the termination of the offering.

         The  undersigned  Registrant  hereby  undertakes  that, for purposes of
determining  any  liability  under  the  Securities  Act,  each  filing  of  the
Registrant's  annual  report  pursuant to Section  13(a) or Section 15(d) of the
Exchange Act (and, where  applicable,  each filing of an employee benefit plan's
annual  report   pursuant  to  Section  15(d)  of  the  Exchange  Act)  that  is
incorporated by reference in the registration  statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

         Insofar as indemnification for liabilities arising under the Securities
Act  may  be  permitted  to  directors,  officers  and  controlling  persons  of
Registrant  pursuant to the California  General  Corporations Code, the Restated
Articles  of  Incorporation   or  the  Bylaws  of  Registrant,   Indemnification
Agreements  entered into between  Registrant and its officers and directors,  or
otherwise, Registrant has been advised that in the opinion of the Securities and
Exchange  Commission such  indemnification is against public policy as expressed
in the  Securities  Act and is,  therefore,  unenforceable.  In the event that a
claim for  indemnification  against such liabilities  (other than the payment by
Registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  Registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities  being  registered  hereunder,  Registrant  will,
unless in the opinion of its counsel the matter has been settled by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification  by it is  against  public  policy  as  expressed  in  the
Securities Act and will be governed by the final adjudication of such issue.

                                      II-3
<PAGE>

                                   SIGNATURES


         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  TriQuint Semiconductor,  Inc., a corporation organized and existing
under  the laws of the State of  California,  certifies  that it has  reasonable
grounds to believe that it meets all of the  requirements for filing on Form S-8
and has duly caused this  Registration  Statement  to be signed on its behalf by
the undersigned,  thereunto duly authorized, in the City of Beaverton,  State of
Oregon, on this 26th day of July, 1996.


                                TRIQUINT SEMICONDUCTOR, INC.


                                By:  /s/ EDWARD C.V. WINN
                                    --------------------------------------------
                                     Edward C.V. Winn
                                     Executive Vice President, Finance and
                                     Administration, and Chief Financial Officer

                                      II-4

<PAGE>

                                POWER OF ATTORNEY

          KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose signature
appears below  constitutes  and appoints  Steven J. Sharp and Edward C.V.  Winn,
jointly  and  severally,  his or her  attorneys-in-fact,  each with the power of
substitution,  for him or her in any and all capacities,  to sign any amendments
to this  Registration  Statement on Form S-8 and to file the same, with exhibits
thereto and other  documents in connection  therewith,  with the  Securities and
Exchange  Commission,  hereby  ratifying  and  confirming  all that each of said
attorneys-in-fact,  or his substitute or substitutes, may do or cause to be done
by virtue hereof.
<TABLE>

          Pursuant  to the  requirements  of the  Securities  Act of 1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

<CAPTION>
                  Signature                                        Title                                  Date    
- ---------------------------------------------------------------------------------------------------------------------------
<S>                                            <C>                                                   <C>

                                               President, Chief Executive Officer                    July 26, 1996
/s/ STEVEN J. SHARP                            and Chairman (Principal Executive
- -----------------------------------            Officer)                                    
(Steven J. Sharp)                              
                                              
                                               Executive Vice President, Finance                     July 26, 1996 
/s/ EDWARD C.V. WINN                           and Administration, and Chief                                       
- -----------------------------------            Financial Officer  (Principal                                       
(Edward C.V. Winn)                             Financial and Accounting Officer)                                   
                                               

/s/ PAUL GARY                                  Director                                              July 26, 1996
- -----------------------------------
(Paul Gary)


/s/ CHARLES SCOTT GIBSON                       Director                                              July 26, 1996
- -----------------------------------
(Charles Scott Gibson)


/s/ E. Floyd Kvamme                            Director                                              July 26, 1996
- -----------------------------------
(E. Floyd Kvamme)


/s/ DR. WALDEN C. RHINES                       Director                                              July 26, 1996
- -----------------------------------
(Dr. Walden C. Rhines)


/s/ EDWARD F. TUCK                             Director                                              July 26, 1996
- -----------------------------------
(Edward F. Tuck)
</TABLE>


                                      II-5
<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



                       -----------------------------------

                                    EXHIBITS

                       -----------------------------------


                       Registration Statement on Form S-8

                          Triquint Semiconductor, Inc.

                                  July 26, 1996




<PAGE>


<TABLE>

                                INDEX TO EXHIBITS

<CAPTION>
                                                                                        Sequentially
    Exhibit                                                                               Numbered
    Number                            Exhibit                                               Page
    -------                           -------                                              -----
<S>  <C>        <C>                                                
     4.1        1996 Stock Incentive Program and forms of agreement
                thereunder......................................................
     5.1        Opinion of Wilson, Sonsini, Goodrich & Rosati, a Professional
                Corporation.....................................................
    23.1        Consent of Independent Accountants .............................
    23.2        Consent of Counsel (included in Exhibit 5.1) ...................
    24.1        Power of Attorney (see page II-5) ..............................
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 15870}]
{"company-data": {"conformed-name": "TRIQUINT SEMICONDUCTOR INC", "cik": "0000913885", "assigned-sic": "3674", "irs-number": "953654013", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-08893", "film-number": "96599180"}, "business-address": {"street1": "3625A SW MURRAY BLVD", "city": "BEAVERTON", "state": "OR", "zip": "97005", "phone": "5036443535"}, "mail-address": {"street2": "3625A SW MURRAY BLVD", "city": "BEAVERTON", "state": "OR", "zip": "97005"}}
As filed with the Securities and Exchange Commission on  July 26, 1996
                                                    Registration No. 333-

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                          TRIQUINT SEMICONDUCTOR, INC.
             (Exact name of Registrant as spec fied in its charter)

           California                                     95-3654013
    -----------------------                 ------------------------------------
    (State of incorporation)                (I.R.S. Employer Identification No.)

                           3625A S.W. Murray Boulevard
                             Beaverton, Oregon 97005
   (Address, including zip code, of Registrant's principal executive offices)

                          1996 STOCK INCENTIVE PROGRAM

                            (Full title of the plan)

                                Edward C.V. Winn
                      Executive Vice President, Finance and
                                 Administration,
                           and Chief Financial Officer
                          TRIQUINT SEMICONDUCTOR, INC.
                           3625A S.W. Murray Boulevard
                             Beaverton, Oregon 97005
                                 (503) 644-3535
(Name, address, and telephone number, including area code, of agent for service)

                                   Copies to:
                             CHRIS F. FENNELL, ESQ.
                       Wilson, Sonsini, Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                               Palo Alto, CA 94306
                                 (415) 493-9300

                                                   CALCULATION OF REGISTRATION FEE
==================================================================================================================

                                                                    Proposed         Proposed
                                                                    Maximum           Maximum
          Title of Each Class                    Amount             Offering         Aggregate        Amount of
            of Securities to                     to be               Price           Offering        Registration
             be Registered                     Registered          Per Share           Price             Fee
- ------------------------------------------------------------------------------------------------------------------
Common Stock, no par value, to be issued      400,000 shares      16.82(1)            6,728,000         2,320.00
under the 1996 Stock Incentive Program
==================================================================================================================
(1)  Estimated  in  accordance  with  Rule  457(c)  solely  for the  purpose  of
     calculating the registration fee based upon the average of the high and low
     prices of the Common  Stock as reported on the Nasdaq  National on July 24,
     1996.
================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         There are hereby  incorporated by reference the following documents and
information heretofore filed with the Securities and Exchange Commission:

         Item 3(a).

                 The Registrant's Annual Report on Form 10-K for the year ending
December 31, 1995.

         Item 3(b).

                 All documents  subsequently filed by the Registrant pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold,  shall be deemed
to be  incorporated by reference in this  registration  statement and to be part
hereof from the date of filing such documents.

         Item 3(c).

                 The  description  of the  Registrant's  Common  Stock  which is
contained  in items 1 and 2 of its  Registration  Statement  on Form  8-A  filed
pursuant  to Section  12(g) of the  Exchange  Act on October 21,  1993,  and any
further  amendment or report filed  hereafter  for the purpose of updating  such
description.

Item 4.  Description of Securities.

                 Not applicable.

Item 5.  Interests of Named Experts and Counsel.

                 Not applicable.

Item 6.  Indemnification of Directors and Officers.

                 Section 317 of the California  Corporations  Code  authorizes a
court to award,  or a  corporation's  Board of Directors to grant,  indemnity to
directors   and   officers   in  terms   sufficiently   broad  to  permit   such
indemnification   under  certain   circumstances   for  liabilities   (including
reimbursement  for expenses  incurred) arising under the Securities Act. Article
Four of the
Registrant's   Restated  Articles  of  Incorporation  and  Section  9.7  of  the
Registrant's  Bylaws provide for  indemnification  of its  directors,  officers,
employees  and other agents to the maximum  extent  permitted by the  California
Corporations code. In addition,  the Registrant has entered into indemnification
agreements with its officers and directors.  The registration  rights agreements
entered into by the Registrant and certain holders (the "Holders") of its Common
Stock provide for  cross-indemnification  of the Holders and of the  Registrant,
its officers and directors for certain  liabilities arising under the Securities
Act or otherwise.

Item 7.  Exemption from Registration Claimed.

                 Not applicable.

Item 8.  Exhibits.

         Exhibit
         Number      Document
         --------    --------
             4.1     1996 Stock Incentive Program and forms of agreement
                     thereunder.

             5.1     Opinion of  Wilson,  Sonsini,  Goodrich & Rosati, a
                     Professional Corporation.

            23.1     Consent of Independent Accountants.

            23.2     Consent of Counsel (contained in Exhibit 5.1).

            26.1     Power of Attorney (see page II-5).

Item 9.  Undertakings.

         The undersigned Registrant hereby undertakes:

         (1)     To file,  during any period in which  offers or sales are being
                 made, a post-effective amendment to this registration statement
                 to include any material information with respect to the plan of
                 distribution  not  previously  disclosed  in  the  registration
                 statement or any  material  change to such  information  in the
                 registration statement.

         (2)     That,  for the purpose of determining  any liability  under the
                 Securities  Act, each such  post-effective  amendment  shall be
                 deemed  to be a new  registration  statement  relating  to  the
                 securities offered therein, and the offering of such securities
                 at that  time  shall be  deemed  to be the  initial  bona  fide
                 offering thereof.

                                      II-2
(3)     To  remove  from   registration  by  means  of   post-effective
                 amendment any of the securities  being  registered which remain
                 unsold at the termination of the offering.

         The  undersigned  Registrant  hereby  undertakes  that, for purposes of
determining  any  liability  under  the  Securities  Act,  each  filing  of  the
Registrant's  annual  report  pursuant to Section  13(a) or Section 15(d) of the
Exchange Act (and, where  applicable,  each filing of an employee benefit plan's
annual  report   pursuant  to  Section  15(d)  of  the  Exchange  Act)  that  is
incorporated by reference in the registration  statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

         Insofar as indemnification for liabilities arising under the Securities
Act  may  be  permitted  to  directors,  officers  and  controlling  persons  of
Registrant  pursuant to the California  General  Corporations Code, the Restated
Articles  of  Incorporation   or  the  Bylaws  of  Registrant,   Indemnification
Agreements  entered into between  Registrant and its officers and directors,  or
otherwise, Registrant has been advised that in the opinion of the Securities and
Exchange  Commission such  indemnification is against public policy as expressed
in the  Securities  Act and is,  therefore,  unenforceable.  In the event that a
claim for  indemnification  against such liabilities  (other than the payment by
Registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  Registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities  being  registered  hereunder,  Registrant  will,
unless in the opinion of its counsel the matter has been settled by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification  by it is  against  public  policy  as  expressed  in  the
Securities Act and will be governed by the final adjudication of such issue.

                                      II-3
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  TriQuint Semiconductor,  Inc., a corporation organized and existing
under  the laws of the State of  California,  certifies  that it has  reasonable
grounds to believe that it meets all of the  requirements for filing on Form S-8
and has duly caused this  Registration  Statement  to be signed on its behalf by
the undersigned,  thereunto duly authorized, in the City of Beaverton,  State of
Oregon, on this 26th day of July, 1996.

                                TRIQUINT SEMICONDUCTOR, INC.

                                By:  /s/ EDWARD C.V. WINN
                                    --------------------------------------------
                                     Edward C.V. Winn
                                     Executive Vice President, Finance and
                                     Administration, and Chief Financial Officer

                                      II-4
POWER OF ATTORNEY

          KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose signature
appears below  constitutes  and appoints  Steven J. Sharp and Edward C.V.  Winn,
jointly  and  severally,  his or her  attorneys-in-fact,  each with the power of
substitution,  for him or her in any and all capacities,  to sign any amendments
to this  Registration  Statement on Form S-8 and to file the same, with exhibits
thereto and other  documents in connection  therewith,  with the  Securities and
Exchange  Commission,  hereby  ratifying  and  confirming  all that each of said
attorneys-in-fact,  or his substitute or substitutes, may do or cause to be done
by virtue hereof.

          Pursuant  to the  requirements  of the  Securities  Act of 1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.
Signature                                        Title                                  Date    
- ---------------------------------------------------------------------------------------------------------------------------
President, Chief Executive Officer                    July 26, 1996
/s/ STEVEN J. SHARP                            and Chairman (Principal Executive
- -----------------------------------            Officer)                                    
(Steven J. Sharp)                              
                                              
                                               Executive Vice President, Finance                     July 26, 1996 
/s/ EDWARD C.V. WINN                           and Administration, and Chief                                       
- -----------------------------------            Financial Officer  (Principal                                       
(Edward C.V. Winn)                             Financial and Accounting Officer)                                   
                                               

/s/ PAUL GARY                                  Director                                              July 26, 1996
- -----------------------------------
(Paul Gary)

/s/ CHARLES SCOTT GIBSON                       Director                                              July 26, 1996
- -----------------------------------
(Charles Scott Gibson)

/s/ E. Floyd Kvamme                            Director                                              July 26, 1996
- -----------------------------------
(E. Floyd Kvamme)

/s/ DR. WALDEN C. RHINES                       Director                                              July 26, 1996
- -----------------------------------
(Dr. Walden C. Rhines)

/s/ EDWARD F. TUCK                             Director                                              July 26, 1996
- -----------------------------------
(Edward F. Tuck)
II-5
SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                       -----------------------------------

                                    EXHIBITS

                       -----------------------------------

                       Registration Statement on Form S-8

                          Triquint Semiconductor, Inc.

                                  July 26, 1996
INDEX TO EXHIBITS
Sequentially
    Exhibit                                                                               Numbered
    Number                            Exhibit                                               Page
    -------                           -------                                              -----
4.1        1996 Stock Incentive Program and forms of agreement
                thereunder......................................................
     5.1        Opinion of Wilson, Sonsini, Goodrich & Rosati, a Professional
                Corporation.....................................................
    23.1        Consent of Independent Accountants .............................
    23.2        Consent of Counsel (included in Exhibit 5.1) ...................
    24.1        Power of Attorney (see page II-5) ..............................