Item 8.01. Other Events.
On January 15, 2009, Harmonic Inc. ("Harmonic" or the "Company") entered into a settlement agreement (the "Settlement Agreement") with Northrop Grumman Guidance and Electronics Company, Inc. ("Northrop Grumman"), a company that was previously named Litton Systems, Inc. Pursuant to the terms of the Settlement Agreement, Harmonic and Northrop Grumman agreed to settle litigation (the "Litigation") that resulted from the filing of a complaint by Northrop Grumman and Stanford University ("Stanford") in U.S. District Court for the Central District of California (the "District Court") alleging that optical fiber amplifiers incorporated into certain of Harmonic's products infringe U.S. Patent No. 4859016 (the "Patent," and, together with any foreign counterparts thereof, the "Patents"), which Patents are held by Stanford and exclusively licensed to Northrop Grumman pursuant to a license agreement. Northrop Grumman has the exclusive right, pursuant to the license agreement with Stanford, to settle the Litigation.
The Settlement Agreement provides, among other things, that, in exchange for a one-time lump sum payment by Harmonic to Northrop Grumman of $5.0 million, Northrop Grumman (i) would not bring suit or otherwise assert against Harmonic or its affiliates, or any of its direct and indirect customers, end-users, distributors, vendors, representatives, resellers or contract manufacturers, any claim arising out of any of the Patents, and (ii) would release Harmonic, its affiliates, customers, vendors, representatives, distributors, and its contract manufacturers from having any liability for making, using, offering for sale, importing, and/or selling any Harmonic products that may have incorporated technology that was alleged to have infringed on one or more of the Patents. Harmonic and Northrop Grumman have agreed to jointly seek entry of a stipulated judgment in the District Court, or, alternatively, under certain specified circumstances, to enter into a stipulation and order of dismissal.

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