AMENDMENT TO

                                                                     EXHIBIT 2.5

                                  AMENDMENT TO

                            ASSET PURCHASE AGREEMENT

         This AMENDMENT TO THE ASSET PURCHASE AGREEMENT (the "Amendment") is
entered into as of July 10, 2003, by and between XGi Technology Inc. (Cayman)
(the "BUYER") and Trident Microsystems (Far East) Ltd., a Cayman Islands, B.W.I.
corporation ("SELLER").

                                    RECITALS

         The parties wish to amend that certain Asset Purchase Agreement dated
June 10, 2003 (the "AGREEMENT") by and between the Seller and Buyer upon the
terms and conditions set forth herein.

         NOW, THEREFORE, in consideration of the mutual covenants and agreements
set forth herein, the receipt and sufficiency of which are hereby acknowledged,
the parties hereby agree as follows:

1.   The first paragraph to the Agreement shall be amended to correct the name
     of the Buyer from XGI Cayman Ltd. to XGi Technology Inc. (Cayman).

2.   Subsection (iv)(1) of Schedule 3.1(a)(i) of the Agreement shall be amended
     in its entirety and replacing it with the following language:

         "1. Inventory. $0.7m of inventory relating to the Graphics Business
         held by Seller as of June 30, 2003."

3.       Except as specifically amended herein, the Agreement shall remain in
full force and effect and is unaffected by the terms hereof.

4.       All capitalized terms not otherwise defined herein shall have the
meanings ascribed to them in the Agreement. Each reference to a section number
shall, unless otherwise expressly provided herein, refer to such enumerated
section of the Agreement.

5.       This Amendment may be executed in any number of counterparts, each of
which shall be deemed to be an original as against any party whose signature
appears thereon, and all of which shall together constitute one and the same
instrument. This Amendment shall become binding when all or more counterparts
hereof, individually or taken together, shall bear the signatures of all of the
parties reflected hereto as signatories.



         IN WITNESS WHEREOF, this Amendment has been executed and delivered by
the parties set forth below.

COMPANY:                   XGi TECHNOLOGY INC. (CAYMAN)

                           By: /s/ Xxxxx Xxx
                              --------------------------------------------------
                               Xxxxx Xxx, President

TMFE:                      TRIDENT MICROSYSTEMS (FAR EAST) LTD.

                           By: /s/ Xxxxx Xxx
                               -------------------------------------------------
                               Xxxxx Xxx, Chief Executive Officer and President