Backlights containing low profile, side-emitting LEDs are described that have improved brightness uniformity. In one embodiment, the backlight comprises a solid transparent lightguide with a plurality of openings in a bottom surface of the lightguide, each opening containing a side-emitting LED. Prisms or other optical features are formed in the top wall of each opening to reflect light in the lightguide towards a light output surface of the lightguide so that the side-emitting LEDs do not appear as dark spots at the output of the backlight. To avoid any direct emission from the sides of the LED toward the output surface of the lightguide appearing as bright areas, optical features are formed at the edges of the opening or in the output surface of the lightguide so that direct emission light is not output from the lightguide. Substantially identical cells may be formed in the lightguide using cellular walls around one or more LEDs.