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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
KLOSTERBOER ROBERT A.
(Last) (First) (Middle)
5005 E. MCDOWELL ROAD
(Street)
PHOENIX AZ 85008
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ON SEMICONDUCTOR CORP [ ONNN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Custom and Foundry
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common 03/17/2008 A 42,097 A $0(1) 42,097 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $0.68 03/17/2008 A 27,982 03/17/2008 01/31/2011 Common 27,982 $0(2) 27,982 D
Stock Option (right to buy) $3.45 03/17/2008 A 38,332 03/17/2008 07/31/2013 Common 38,332 $0(3) 38,332 D
Stock Option (right to buy) $8.16 03/17/2008 A 27,600 03/17/2008 07/31/2013 Common 27,600 $0(4) 27,600 D
Stock Option (right to buy) $9.14 03/17/2008 A 25,875 07/26/2008 07/26/2014 Common 25,875 $0(5) 25,875 D
Stock Option (right to buy) $10.32 03/17/2008 A 69,000 03/17/2008 08/01/2012 Common 69,000 $0(6) 69,000 D
Stock Option (right to buy) $12.42 03/17/2008 A 34,500 03/17/2008 08/03/2014 Common 34,500 $0(7) 34,500 D
Explanation of Responses:
1. Received a total of 42,097 (18,906 shares of common stock and 23,191 restricted stock units ("RSUs")) of ON Semiconductor Corporation (Issuer) in exchange for a total of 36,606 (16,440 shares of common stock and 20,166 RSUs) of AMIS Holdings, Inc. ("AMIS") in connection with the merger of AMIS into the Issuer ("Merger"). The Merger was effective on March 17, 2008. Pursuant to the Merger, each outstanding share of AMIS common stock and/or right thereto was converted into the right to receive 1.15 shares of the Issuer's common stock. On March 17, 2008, the closing price of the Issuer's common stock was $4.99 per share. The exchanged RSUs are, among other things, subject to the Issuer's 2000 Stock Incentive Plan ("Plan"), a previous grant agreement, vesting over time (generally), and a conversion and assumption by the Issuer.
2. Received in the Merger in exchange for an employee stock option to acquire 24,333 shares of AMIS for $.78 per share. The exchanged option is, among other things, subject to the Plan, a previous grant agreement, vesting over time (generally), and a conversion and assumption by the Issuer.
3. Received in the Merger in exchange for an employee stock option to acquire 33,333 shares of AMIS for $3.96 per share. The exchanged option is, among other things, subject to the Plan, a previous grant agreement, vesting over time (generally), and a conversion and assumption by the Issuer.
4. Received in the Merger in exchange for an employee stock option to acquire 24,000 shares of AMIS for $9.38 per share. The exchanged option is, among other things, subject to the Plan, a previous grant agreement, vesting over time (generally), and a conversion and assumption by the Issuer.
5. Received in the Merger in exchange for an employee stock option to acquire 22,500 shares of AMIS for $10.50 per share. The exchanged option is, among other things, subject to the Plan, a previous grant agreement, vesting over time (generally), and a conversion and assumption by the Issuer.
6. Received in the Merger in exchange for an employee stock option to acquire 60,000 shares of AMIS for $11.86 per share. The exchanged option is, among other things, subject to the Plan, a previous grant agreement, vesting over time (generally), and a conversion and assumption by the Issuer.
7. Received in the Merger in exchange for an employee stock option to acquire 30,000 shares of AMIS for $14.28 per share. The exchanged option is, among other things, subject to the Plan, a previous grant agreement, vesting over time (generally), and a conversion and assumption by the Issuer.
Remarks:
Judith A. Boyle is signing on behalf of the Reporting Person pursuant to a Power of Attorney attached herein as an exhibit., klosterboer2008poa.TXT
Judith A. Boyle, Attorney-in-Fact 03/19/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY
(Robert A. Klosterboer)


I hereby appoint Keith D. Jackson, George H. Cave and Judith A. Boyle, and each
of them,
attorney-in-fact for me, each with full power of substitution, to prepare,
execute and deliver on
my behalf reports required to be filed by me pursuant to Section 16 of the
Securities Exchange
Act of 1934, as amended ("Section 16"), and Rule 144 and Rule 145 under the
Securities Act of
1933 (singly or collectively ("Rule 144")), and any and all related documents
and instruments.
Among other things, each attorney-in-fact is authorized to file original reports
  (either
electronically or otherwise), signed by me or on my behalf, on Forms 3, 4 and 5,
  and Form 144
with the Securities and Exchange Commission, any and all related documents and
instruments,
and to provide any necessary copies of such signed forms, documents and
instruments to The
NASDAQ Stock Market and ON Semiconductor Corporation as required by the rules
under
Section 16 and Rule 144 as in effect from time to time.

This power of attorney is effective from the date hereof until April 15, 2009,
unless earlier
revoked or terminated.



/s/ ROBERT A. KLOSTERBOER
Robert A. Klosterboer


Dated:	March 14, 2008


H:\SECURITIES\Section 16\POA\2008 POA\2008 POA TXT FILING FOLDER\Klosterboer
2008 POA.doc