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August 2, 2010                    

VIA EDGAR AND FEDERAL EXPRESS

Ms. Mary Beth Breslin

Division of Corporation Finance

Securities and Exchange Commission

100 F Street NE, Mail Stop 3030

Washington, D.C. 20549

U.S.A.

RE: NXP Semiconductors N.V. Amendment No. 6 to Registration Statement on Form F-1 (File No. 333-166128), Filed on July 28, 2010

Ladies and Gentlemen:

On behalf of NXP Semiconductors N.V. (the “Company”), we hereby submit for your review Amendment No. 7 (“Amendment No. 7”) to the above-referenced registration statement (the “Registration Statement”) of the Company, originally filed with the Securities and Exchange Commission on April 16, 2010, pursuant to the Securities Act of 1933, as amended. An electronic version of Amendment No. 7 has been concurrently filed with the Commission through the Commission’s electronic data gathering, analysis and retrieval (“EDGAR”) system. We have enclosed four copies of Amendment No. 7.

Amendment No. 7 is being filed to generally update the information contained in the Registration Statement. In addition, to bring current the disclosure contained therein or in response to the conversations we had with you, certain exhibits to the Registration Statement have been revised or are being filed with fewer redactions.

Should you have any questions regarding this, please do not hesitate to contact Nicholas J. Shaw at +44-(0)20-7275-6558, Gil J. Strauss at +44-(0)20-7275-6516 or Wim De Vlieger at +44-(0)20-7275-6154 of Simpson Thacher & Bartlett LLP.

Very truly yours,

/s/    Nicholas J. Shaw

Nicholas J. Shaw

Enclosures

Cc:	Gabriel Eckstein
	Kevin Kuhar
	Jay Webb