Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Gatlin Ross
2. Date of Event Requiring Statement (Month/Day/Year)
11/13/2009
3. Issuer Name and Ticker or Trading Symbol
SILICON STORAGE TECHNOLOGY INC [SSTI]
(Last)
(First)
(Middle)
181 GRAND AVENUE, SUITE 201
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SOUTHLAKE, TX 76092
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 12,134,054
I
See Footnotes (1) (2) (3) (4) (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gatlin Ross
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Prophet Equity Management LLC
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Prophet Equity Partners Holdings LLC
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Prophet Equity Partners LP
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Prophet Equity Holdings LLC
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Prophet Equity GP LP
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Prophet Equity LP
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Technology Resources Holdings, Inc.
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    
Technology Resources Merger Sub, Inc.
181 GRAND AVENUE, SUITE 201
SOUTHLAKE, TX 76092
    X    

Signatures

TECHNOLOGY RESOURCES HOLDINGS, INC., BY: PROPHET EQUITY LP, its sole shareholder, BY: PROPHET EQUITY GP LP, its general partner, BY: PROPHET EQUITY HOLDINGS LLC, its general partner, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

TECHNOLOGY RESOURCES MERGER SUB, INC., BY: PROPHET EQUITY LP, its sole shareholder, BY: PROPHET EQUITY GP LP, its general partner, BY: PROPHET EQUITY HOLDINGS LLC, its general partner, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

PROPHET EQUITY LP, BY: PROPHET EQUITY GP LP, its general partner, BY: PROPHET EQUITY HOLDINGS LLC, its general partner, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

PROPHET EQUITY GP LP, By: PROPHET EQUITY HOLDINGS LLC, its general partner, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

PROPHET EQUITY HOLDINGS LLC, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

PROPHET EQUITY PARTNERS LP, By: PROPHET EQUITY PARTNERS HOLDINGS LLC, its general partner, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

PROPHET EQUITY PARTNERS HOLDINGS LLC, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

PROPHET EQUITY MANAGEMENT LLC, /s/ Ross Gatlin, Ross Gatlin, Managing Partner 11/23/2009
**Signature of Reporting Person Date

/s/ Ross Gatlin, Ross Gatlin, Individually 11/23/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) This Form 3 is being filed by Technology Resources Holdings, Inc. ("Parent"), Technology Resources Merger Sub, Inc. (the "Merger Sub"), Prophet Equity LP ("Prophet"), in its capacity as the sole shareholder of Parent, Prophet Equity GP LP ("PE GP"), in its capacity as general partner of Prophet, Prophet Equity Holdings LLC ("PE Holdings"), in its capacity as general partner of PE GP, Prophet Equity Partners LP ("PE Partners"), in its capacity as sole owner of PE Holdings, Prophet Equity Partners Holdings LLC ("PEP Holdings"), in its capacity as general partner of PE Partners, Prophet Equity Management LLC ("PE Management"), and Ross Gatlin, in his capacity as President, Secretary, and sole director of both Parent and Merger Sub and as the sole manager of PE Management, PE Holdings, and PEP Holdings (together with Parent, Merger Sub, Prophet, PE GP, PE Holdings, PE Partners, PEP Holdings and PE Management, the "Reporting Persons").
(2) Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person assumes responsibility for the accuracy or completeness of information supplied by any other Reporting Person. The filing of this Form 3 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 3.
(3) On November 13, 2009, Merger Sub, Parent and Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which Merger Sub will be merged with and into the Issuer, with the Issuer continuing as the surviving corporation (the "Merger"). In connection with the Merger Agreement, Parent entered into voting agreements with certain stockholders of the Issuer holding in the aggregate approximately 12.7% of the Issuer's issued and outstanding Common Stock (the "Stockholders").
(4) Pursuant to the voting agreements, each Stockholder agreed with Parent to vote their shares in favor of the Merger and against any other acquisition proposals, and further agreed to certain restrictions on the transfer of their shares. As a result of the voting agreements with the Stockholders, Parent and Merger Sub may be deemed to have acquired beneficial ownership of 12,134,054 shares of Common Stock, representing the shares of Common Stock subject to voting agreements as of November 13, 2009. Parent and Merger Sub have no pecuniary interest in such shares and expressly disclaim beneficial ownership of such shares.
(5) As a result of their direct or indirect relationship to Parent and Merger Sub, the other Reporting Persons may also be deemed to have acquired indirect beneficial ownership of such shares of Common Stock. The other Reporting Persons have no pecuniary interest in such shares and expressly disclaim beneficial ownership of such shares.

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