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Cypress Reports First Quarter 2002 Results.


Business Editors/High-Tech Writers

SAN JOSE San Jose, city, United States
San Jose (sănəzā`, săn hōzā`), city (1990 pop. 782,248), seat of Santa Clara co., W central Calif.; founded 1777, inc. 1850.
, Calif.--(BUSINESS WIRE)--April 18, 2002

Cypress Semiconductor Cypress Semiconductor is a semiconductor design and manufacturing company. It began operations in 1982 and listed publicly in 1986. Two years later, the company shifted over to the New York Stock Exchange under the symbol, (NYSE: CY).  Corporation (NYSE NYSE

See: New York Stock Exchange
:CY) today announced that revenue for the 2002 first quarter, ended March 31, 2002, was $193.2 million, up 1% from 2001 fourth quarter revenue of $191.1 million but down 26% from year-ago quarter revenue of $262.3 million. Pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts.

The phrase pro forma
 net loss for 2002 first quarter was $12.6 million resulting in a pro forma diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 loss per share of $0.10, compared with a fourth quarter 2001 pro forma diluted loss per share of $0.11 and year-ago first quarter pro forma earnings pro forma earnings

Income not necessarily calculated in accordance with generally accepted accounting principles. For example, a company might report pro forma earnings that exclude depreciation expense and nonrecurring expenses such as restructuring costs.
 of $0.25 per diluted share. Including acquisition-related costs, restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics).  or non-recurring charges and credits, Cypress Cypress, city, United States
Cypress (sī`prəs), city (1990 pop. 42,655), Orange co., S Calif. near Long Beach; inc. 1956. Forest Lawn–Cypress, a branch of the famous cemetery in Glendale, Calif.
 posted a net loss of $39.8 million for the first quarter, resulting in a diluted loss per share of $0.33, compared with a fourth quarter 2001 diluted loss per share of $0.31.

Cypress CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  T.J. Rodgers said, "Both our revenue and pro forma loss of $0.10 per share met or exceeded analysts' expectations. This is our second sequential One after the other in some consecutive order such as by name or number.  quarter of revenue and earnings improvement, further strengthening our belief that the third quarter last year was the bottom of the recent downturn Downturn

The transition point between a rising, expanding economy to a falling, contracting one.


downturn

A decline in security prices or economic activity following a period of rising or stable prices or activity.
 for Cypress. Our bookings of $201.5 million resulted in a book-to-bill of 1.04, providing us with a modest backlog Backlog

The total value of sales orders waiting to be fulfilled.

Notes:
This figure is used mainly in the manufacturing industry. Increases or decreases in a company's backlog indicate the future direction of sales and earnings.
 that has been absent in recent quarters. Although we still need bookings in order to meet expectations for the June June: see month.  quarter, we expect to grow and to improve earnings sequentially se·quen·tial  
adj.
1. Forming or characterized by a sequence, as of units or musical notes.

2. Sequent.



se·quen
."

Rodgers continued, "The data communications data communications, application of telecommunications technology to the problem of transmitting data, especially to, from, or between computers. In popular usage, it is said that data communications make it possible for one computer to "talk" with another.  market is beginning to improve after one year of dormancy Dormancy

In the broadest sense, the state in which a living plant organ (seed, bud, tuber, bulb) fails to exhibit growth, even when environmental conditions are considered favorable.
, the wireless market remains active at a reasonably high level and the consumer market continues to be strong. We are therefore growing mildly even though our largest market segment, data communications, is just starting to recover. We expect continued recovery through the end of the year on into 2003."

MARKET SEGMENTS

Wide Area Network and Storage Area Network (WAN/SAN)

Revenue from the WAN/SAN segments, which accounted for 34% of first quarter revenue, increased 4.2% quarter-to-quarter, showing continued modest recovery in this market segment, which still suffers from end-demand issues. The WAN/SAN segment posted a gross margin of 48% in the first quarter. We expect WAN/SAN revenue to grow modestly in the second quarter. Segment highlights for the quarter include:
-- Cypress subsidiary Cypress Microsystems' (CMS) first product, the
Programmable System on a Chip(TM) (PSoC(TM)) microcontroller, was selected from
among hundreds of candidates as a winner in the 8- to 16-bit microcontroller
category of the "2001 Innovation of the Year" competition sponsored by EDN, the
most widely read design publication in the electronics industry.

-- CMS brought dynamic reconfigurability to its family of PSoC
microcontrollers. CMS's new PSoC Designer(TM) software tool set enables design
engineers to program and reprogram a single PSoC chip multiple times, changing
functionality on the fly in an application.

-- Cypress was first in the industry to ship over two million high-speed
Universal Serial Bus (USB) 2.0 peripheral controllers. The success of its
high-speed ISD-300A1 (mass storage) and EZ-USB FX2(TM) products extends
Cypress's No. 1 position overall in the USB business to the fast-growing market
for 480 megabit-per-second USB 2.0 devices. Cypress topped the 100-million-unit
mark for total USB shipments last year.

-- Cypress and Realtek Semiconductor Corporation jointly developed a reference
design for high-speed USB 2.0 scanners. This reference design incorporates
Cypress's CS5979AM USB 2.0 peripheral controller and Realtek's RTS8821 scanner
controller in a cost-effective solution that enables breakthrough data transfer
rates.

-- Cypress introduced a 533-MHz dual memory clock generator (DMCG), a clock
generator for RAMBUS interfaces, and announced that the device has been
designed in by Intel Corp. Cypress is the sole qualified source of this DMCG
and is currently ramping into mass production. The company initially expects to
ship 1.5 million units per quarter.

-- Cypress announced a combination USB-PS/2 optical mouse reference design for
PC pointing devices. Cypress collaborated with Agilent Technologies to offer a
design for a low-cost, full-featured PS/2 optical mouse solution based on
Cypress's CY7C63723 enCoRe(TM) (enhanced Component Reduction(TM)) USB
microcontroller and Agilent's ADNS-2051 optical mouse sensor. The Cypress
device features the company's proprietary, eight-bit microcontroller core, the
industry's smallest.

-- Cypress and WIDCOMM Inc. announced an agreement to jointly develop
next-generation Bluetooth(TM) solutions. Cypress will license from WIDCOMM a
range of Bluetooth software products, including BTE (Bluetooth Embedded
Software) and BTE development tools. WIDCOMM engineers will work with Cypress
to develop customized Bluetooth solutions for Cypress customers. This
cooperative effort will combine Cypress's personal communications and
manufacturing expertise with WIDCOMM's proficiency in short-range wireless
connectivity.


Wireless Terminals and Wireless Infrastructure (WIT/WIN)

Revenue from the WIT/WIN segments, which accounted for 32% of first quarter revenue, increased by 1.1% from the prior quarter due to an increase in cellular handset The part of the telephone that contains the speaker and the microphone. On a desktop phone, the part you hold in your hand is the handset. On a cellphone, the entire phone is the handset. See multihandset cordless and headset.  business and the continued shift toward higher-density memories in cell phones. Despite robust unit sales unit sales

Sales measured in terms of physical units rather than dollars. Unit sales data are often used by financial analysts when evaluating the health of a company.
, these segments experienced a significant average selling price The average sales price of goods or commodities. Especially used in the retail sector and technology distribution.  decline and posted a gross margin of 28% in the first quarter. We expect WIT/WIN sales to be slightly up in the second quarter of 2002. Segment highlights for the quarter include:


-- Cypress subsidiary Cypress Microsystems' (CMS) first product, the
Programmable System on a Chip(TM) (PSoC(TM)) microcontroller, was selected from
among hundreds of candidates as a winner in the 8- to 16-bit microcontroller
category of the "2001 Innovation of the Year" competition sponsored by EDN, the
most widely read design publication in the electronics industry.

-- CMS brought dynamic reconfigurability to its family of PSoC
microcontrollers. CMS's new PSoC Designer(TM) software tool set enables design
engineers to program and reprogram a single PSoC chip multiple times, changing
functionality on the fly in an application.

-- Cypress was first in the industry to ship over two million high-speed
Universal Serial Bus (USB) 2.0 peripheral controllers. The success of its
high-speed ISD-300A1 (mass storage) and EZ-USB FX2(TM) products extends
Cypress's No. 1 position overall in the USB business to the fast-growing market
for 480 megabit-per-second USB 2.0 devices. Cypress topped the 100-million-unit
mark for total USB shipments last year.

-- Cypress and Realtek Semiconductor Corporation jointly developed a reference
design for high-speed USB 2.0 scanners. This reference design incorporates
Cypress's CS5979AM USB 2.0 peripheral controller and Realtek's RTS8821 scanner
controller in a cost-effective solution that enables breakthrough data transfer
rates.

-- Cypress introduced a 533-MHz dual memory clock generator (DMCG), a clock
generator for RAMBUS interfaces, and announced that the device has been
designed in by Intel Corp. Cypress is the sole qualified source of this DMCG
and is currently ramping into mass production. The company initially expects to
ship 1.5 million units per quarter.

-- Cypress announced a combination USB-PS/2 optical mouse reference design for
PC pointing devices. Cypress collaborated with Agilent Technologies to offer a
design for a low-cost, full-featured PS/2 optical mouse solution based on
Cypress's CY7C63723 enCoRe(TM) (enhanced Component Reduction(TM)) USB
microcontroller and Agilent's ADNS-2051 optical mouse sensor. The Cypress
device features the company's proprietary, eight-bit microcontroller core, the
industry's smallest.

-- Cypress and WIDCOMM Inc. announced an agreement to jointly develop
next-generation Bluetooth(TM) solutions. Cypress will license from WIDCOMM a
range of Bluetooth software products, including BTE (Bluetooth Embedded
Software) and BTE development tools. WIDCOMM engineers will work with Cypress
to develop customized Bluetooth solutions for Cypress customers. This
cooperative effort will combine Cypress's personal communications and
manufacturing expertise with WIDCOMM's proficiency in short-range wireless
connectivity.


Computation Computation is a general term for any type of information processing that can be represented mathematically. This includes phenomena ranging from simple calculations to human thinking.  and Other

Revenue from the computation and other segment, which accounted for 34% of first quarter revenue, decreased 1.9% from the prior quarter, driven by a continued increase in USB USB
 in full Universal Serial Bus

Type of serial bus that allows peripheral devices (disks, modems, printers, digitizers, data gloves, etc.) to be easily connected to a computer.
 sales, offset by cyclically down PC-related clock sales. Gross margins were 41% in the first quarter. We expect this market segment to have flat revenue in the second quarter of 2002. Segment highlights for the quarter include:


-- Cypress subsidiary Cypress Microsystems' (CMS) first product, the
Programmable System on a Chip(TM) (PSoC(TM)) microcontroller, was selected from
among hundreds of candidates as a winner in the 8- to 16-bit microcontroller
category of the "2001 Innovation of the Year" competition sponsored by EDN, the
most widely read design publication in the electronics industry.

-- CMS brought dynamic reconfigurability to its family of PSoC
microcontrollers. CMS's new PSoC Designer(TM) software tool set enables design
engineers to program and reprogram a single PSoC chip multiple times, changing
functionality on the fly in an application.

-- Cypress was first in the industry to ship over two million high-speed
Universal Serial Bus (USB) 2.0 peripheral controllers. The success of its
high-speed ISD-300A1 (mass storage) and EZ-USB FX2(TM) products extends
Cypress's No. 1 position overall in the USB business to the fast-growing market
for 480 megabit-per-second USB 2.0 devices. Cypress topped the 100-million-unit
mark for total USB shipments last year.

-- Cypress and Realtek Semiconductor Corporation jointly developed a reference
design for high-speed USB 2.0 scanners. This reference design incorporates
Cypress's CS5979AM USB 2.0 peripheral controller and Realtek's RTS8821 scanner
controller in a cost-effective solution that enables breakthrough data transfer
rates.

-- Cypress introduced a 533-MHz dual memory clock generator (DMCG), a clock
generator for RAMBUS interfaces, and announced that the device has been
designed in by Intel Corp. Cypress is the sole qualified source of this DMCG
and is currently ramping into mass production. The company initially expects to
ship 1.5 million units per quarter.

-- Cypress announced a combination USB-PS/2 optical mouse reference design for
PC pointing devices. Cypress collaborated with Agilent Technologies to offer a
design for a low-cost, full-featured PS/2 optical mouse solution based on
Cypress's CY7C63723 enCoRe(TM) (enhanced Component Reduction(TM)) USB
microcontroller and Agilent's ADNS-2051 optical mouse sensor. The Cypress
device features the company's proprietary, eight-bit microcontroller core, the
industry's smallest.

-- Cypress and WIDCOMM Inc. announced an agreement to jointly develop
next-generation Bluetooth(TM) solutions. Cypress will license from WIDCOMM a
range of Bluetooth software products, including BTE (Bluetooth Embedded
Software) and BTE development tools. WIDCOMM engineers will work with Cypress
to develop customized Bluetooth solutions for Cypress customers. This
cooperative effort will combine Cypress's personal communications and
manufacturing expertise with WIDCOMM's proficiency in short-range wireless
connectivity.


Other Developments

The company repurchased $36.0 million of its 3.75% convertible debentures Convertible Debenture

Any type of debenture that can be converted into some other security.

Notes:
For example, a convertible bond can be converted into stock.
 due July July: see month.  2005 through open market purchases. The debentures were purchased at a discount of approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 15%, netting a pre-tax pre-tax adjanterior al impuesto

pre-tax adjavant impôt(s)

pre-tax adjal lordo d'imposta 
 gain of $4.7 million, which was reported as a one-time one-time
adj.
1. or one·time
a. Occurring or undertaken only once: a one-time winner in 1995.

b.
 event, not as pro forma earnings.

Conclusion

Rodgers concluded, "We are pleased to continue on an upward trend in revenue and profit. We have grown revenue 7% in the two quarters since Q301, which appears to have been the bottom of the 2001 recession. Our bookings have grown over the last four quarters, and we finally added some backlog after five* quarters of sequential decline. Visibility continues to be limited, but we are seeing positive signs of business improvement. We will continue to control our costs, to focus on new products and to drive toward profitability this year."

About Cypress

Cypress Semiconductor Corporation is "Driving the Communications Revolution"(TM) with high-performance Adj. 1. high-performance - modified to give superior performance; "a high-performance car"
superior - of high or superior quality or performance; "superior wisdom derived from experience"; "superior math students"
 integrated circuits Integrated circuits

Miniature electronic circuits produced within and upon a single semiconductor crystal, usually silicon. Integrated circuits range in complexity from simple logic circuits and amplifiers, about 1/20 in. (1.
 for network infrastructure and access equipment. Leveraging its process and system-level expertise, the company designs and manufactures solutions targeted across wireless and wireline communications. Cypress supports a wide range of industry standards, such as SONET/SDH (Synchronous Optical NETwork/Synchronous Digital Hierarchy) A common reference to SONET networks worldwide. See SONET.  (OC-192/STM-64 and above), 10G Ethernet Ethernet

Telecommunications networking protocol introduced by Xerox Corp. in 1979. It was developed as an inexpensive way of sending information quickly between office machines connected together in a single room or building, but it rapidly became a standard computer
, Voice over Internet Protocol See Internet and TCP/IP.

(networking) Internet Protocol - (IP) The network layer for the TCP/IP protocol suite widely used on Ethernet networks, defined in STD 5, RFC 791. IP is a connectionless, best-effort packet switching protocol.
 (VoIP) and InfiniBand An input/output architecture used in high-end computer clusters and storage networks, introduced in 1999. Using switched, point-to-point channels similar to mainframes and also similar to PCI Express (switched version of PCI), InfiniBand is designed as a true fabric architecture that can . The company's communications product lines include programmable high-speed high-speed
adj.
1. Operated or designed for operation at high speed: a high-speed food processor.

2. Taking place at high speed: a high-speed chase.

3.
 physical layer devices (PHYs), wirespeed network search engines (NSEs) and network coprocessors (NCPs), and datapath A datapath is a collection of functional units, such as ALUs or multipliers, that perform data processing operations. Most processors consist of a datapath and a control unit, with a large part of the control unit dedicated to regulating the interaction between the datapath and  switching elements (DSEs). Cypress is also the industry's foremost provider of communications timing solutions, networking-optimized communications memories and personal connectivity A generic term for connecting devices to each other in order to transfer data back and forth. It often refers to network connections, which embraces bridges, routers, switches and gateways as well as backbone networks.  solutions, such as USB and Bluetooth A wireless personal area network (WPAN) standard for short-range transmission of digital voice and data. Bluetooth is widely used for hands-free cellphone operation, including wireless headsets and connecting to Bluetooth-enabled automobiles that turn the car's audio system into a .

Cypress is a leader in pure optical and optoelectronic Refers to devices that function due to the interaction of light and electronics. For example, an electronic signal is the input to a laser diode, which generates light pulses that are transmitted through an optical fiber.  technologies designed to push network transmissions to higher performance levels and to satisfy the increasing demand for network bandwidth bandwidth

Measurement of the capacity of a communications signal. For digital signals, the bandwidth is the data speed or rate, measured in bits per second (bps). For analog signals, it is the difference between the highest and lowest frequency components, measured in hertz
. With a focus on emerging communications applications, Cypress aims to become the preferred silicon supplier for network infrastructure solutions and for every network data stream to pass through at least one Cypress IC. Cypress employs approximately 4,000 people worldwide. Its shares are listed on the New York Stock Exchange New York Stock Exchange (NYSE)

World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City.
 under the symbol CY. More information about Cypress is accessible on the Web at http://www.cypress.com.

Safe Harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
 -- Forward Looking Statements

"Safe Harbor" Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995: Statements herein that are not historical facts are "forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
" involving risks and uncertainties, including but not limited to: the effect of global economic conditions, shifts in supply and demand, market acceptance, the impact of competitive products and pricing, product development, commercialization and technological difficulties, and capacity and supply constraints CONSTRAINTS - A language for solving constraints using value inference.

["CONSTRAINTS: A Language for Expressing Almost-Hierarchical Descriptions", G.J. Sussman et al, Artif Intell 14(1):1-39 (Aug 1980)].
. Please refer to Cypress's Securities and Exchange Commission filings for a discussion of such risks.

Note to Editors: Cypress, the Cypress logo, and MoBL are registered trademarks of Cypress Semiconductor Corporation.

Grating Light Valve valve, device for controlling the flow of fluids (liquids and gases). Valves vary in construction and size depending upon their function. Some are classified according to their method of operation or design, e.g. , POSIC POSIC Partially-Connected Ordered Successive-Interference Cancellation , Com-Link, RAM7, RAM5, More Battery Life, MoBL2, RAM8, Programmable System-on-Chip See SoC. , PSoC PSOC Programmable System-On-Chip
PSoC Partial State of Charge
PSOC Preliminary System Operational Concept
PSOC Probabilistic System on a Chip
PSOC Programmable System on a Chip
, PSoC Designer, EZ-USB FX2, enCoRe, Enhanced Component Reduction, and Driving the Communications Revolution are trademarks of Cypress Semiconductor Corporation.

All other registered trademarks or trademarks are the property of their respective owners.


                  CYPRESS SEMICONDUCTOR CORPORATION
                CONDENSED CONSOLIDATED BALANCE SHEETS
                (In thousands, except per share data)

                             (Unaudited)

                                   Mar 31,         Dec 30,
                                    2002            2001
                                 -----------     -----------

ASSETS

Current assets:
 Cash and short-term
  investments (1)                $   155,249     $   205,422
 Accounts receivable, net            111,914          97,817
 Inventories, net                     66,436          73,268
 Other current assets                237,029         250,328
                                 -----------     -----------
  Total current assets               570,628         626,835

Property and equipment, net          499,464         499,795
Long-term investments (1)            122,078         134,495
Restricted investments (1)            76,739          74,968
Goodwill                             331,988         324,764
Other assets                         208,069         225,579
                                 -----------     -----------
  Total assets                   $ 1,808,966     $ 1,886,436
                                 ===========     ===========

LIABILITIES AND STOCKHOLDERS'
 EQUITY

Current liabilities:
 Accounts payable                $    62,774     $    73,916
 Accrued liabilities                 152,242         165,037
 Deferred income                      21,680          14,249
 Income taxes payable                  1,757           1,300
                                 -----------     -----------
  Total current liabilities          238,453         254,502

Convertible subordinated notes       481,700         517,700
Deferred income taxes and other
 tax liabilities                     199,937         203,272
Other long-term liabilities           41,646          42,534
                                 -----------     -----------
  Total liabilities                  961,736       1,018,008

Stockholders' equity (2)             847,230         868,428
                                 -----------     -----------
  Total liabilities and
   stockholders' equity          $ 1,808,966     $ 1,886,436
                                 ===========     ===========

(1) Cash and investments at March 31, 2002 and December 30, 2001
    totaled $354,066 and $414,885, respectively.

(2) Common stock, $.01 par value, 650,000 and 650,000 shares
    authorized; 139,165 and 139,052 issued; 122,699 and 121,495
    outstanding.

(3) Certain prior year amounts have been reclassified to conform to
    current year presentation.


                   CYPRESS SEMICONDUCTOR CORPORATION
       PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                 (In thousands, except per share data)


                                   THREE MONTHS ENDED
                                      (Unaudited)
                         -------------------------------------

                          Mar 31,        Apr 1,       Dec 30,
                           2002           2001         2001
                         ---------     ---------     ---------

Revenues                 $ 193,155     $ 262,263     $ 191,099

Costs and expenses:

 Costs of revenues         117,296       125,245       113,574
 Research and
  development               61,587        56,233        60,425
 Selling, general and
  administrative            33,340        43,948        37,265
                         ---------     ---------     ---------
  Total operating costs    212,223       225,426       211,264
                         ---------     ---------     ---------
Operating income (loss)    (19,068)       36,837       (20,165)

Net interest income
 (expense) and other         1,579         9,914           849
                         ---------     ---------     ---------
Income (loss) before
 income tax                (17,489)       46,751       (19,316)

(Provision) benefit for
 income tax                  4,897       (14,025)        5,795
                         ---------     ---------     ---------
Net income (loss)        $ (12,592)    $  32,726     $ (13,521)
                         =========     =========     =========
Pro forma earnings per
 share:
Basic net income (loss)
 per share               $   (0.10)    $    0.26     $   (0.11)

Diluted net income
 (loss) per share        $   (0.10)    $    0.25     $   (0.11)

Shares used in per
 share calculations:

 Basic                     122,122       126,417       120,501
 Diluted                   122,122       132,050       120,501


                   CYPRESS SEMICONDUCTOR CORPORATION
                NOTES TO UNAUDITED PRO FORMA CONDENSED
                CONSOLIDATED STATEMENTS OF OPERATIONS


                                    THREE MONTHS ENDED
                                      (Unaudited)
                         -------------------------------------

                          Mar 31,        Apr 1,        Dec 30,
                           2002           2001          2001
                         ---------     ---------     ---------

GAAP net income (loss)   $ (39,791)    $  10,457     $ (37,704)
                         =========     =========     =========
Acquisition costs (1)       26,600        27,047        42,003
Restructuring costs (2)      1,595           -             -
Tax effects on pro
 forma adjustments           1,826        (4,778)      (13,475)
                         ---------     ---------     ---------
Income (loss) before
 extraordinary gain         (9,770)       32,726        (9,176)

Extraordinary gain, net
 of taxes                   (2,822)          -          (4,345)
                         ---------     ---------     ---------
Pro forma net income
 (loss)                   $(12,592)    $  32,726     $ (13,521)
                         =========     =========     =========

(1) In-process technology, non-cash stock compensation costs, cash
    charges based on the achievement of milestones under acquisition
    agreements, and the amortization of intangible assets and goodwill
    related to those acquisitions.

(2) Charges related to additional opportunities identified and
    implemented as part of 2001 restructuring plan.


                  CYPRESS SEMICONDUCTOR CORPORATION
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                '(In thousands, except per share data)

                                    THREE MONTHS ENDED
                                       (Unaudited)
                         -------------------------------------
                          Mar 31,        Apr 1,       Dec 30,
                           2002           2001         2001
                         ---------     ---------     ---------

Revenues                 $ 193,155     $ 262,263     $ 191,099

Costs and expenses:

 Costs of revenues         118,266       125,709       114,930
 Research and
  development               73,482        57,424        71,093
 Selling, general and
  administrative            35,383        46,292        40,148
 Restructuring costs
  (credits)                  1,595          --            --
 Acquisition and merger
  costs                     11,692        23,048        27,096
                         ---------     ---------     ---------
  Total operating costs    240,418       252,473       253,267
                         ---------     ---------     ---------
Operating income (loss)    (47,263)        9,790       (62,168)

Net interest income
 (expense) and other         1,579         9,914           849
                         ---------     ---------     ---------
Income (loss) before
 income tax and
 extraordinary gain        (45,684)       19,704       (61,319)

(Provision) benefit for
  income tax                 3,071        (9,247)       19,270
                         ---------     ---------     ---------
Net income (loss)
 before extraordinary
 gain                      (42,613)       10,457       (42,049)

Extraordinary gain (net
 of tax of $1,882, $0
 and $2,896,
 respectively)               2,822          --           4,345
                         ---------     ---------     ---------
Net income (loss)        $ (39,791)    $  10,457     $ (37,704)
                         =========     =========     =========
Basic net income (loss)
 per share:

Before extraordinary
 gain                    $   (0.35)    $    0.08     $   (0.35)
Extraordinary gain (net
 of tax)                      0.02          --            0.04
                         ---------     ---------     ---------
Net income (loss)        $   (0.33)    $    0.08     $   (0.31)

Diluted net income
 (loss) per share
Before extraordinary
 gain                    $   (0.35)    $    0.08     $   (0.35)
Extraordinary gain (net
 of tax)                      0.02          --            0.04
                         ---------     ---------     ---------
Net income (loss)        $   (0.33)    $    0.08     $   (0.31)

Shares used in per
 share calculations:

 Basic                     122,122       126,417       120,501
 Diluted                   122,122       132,050       120,501
COPYRIGHT 2002 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2002, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Cypress Revises Estimate for First Quarter 2001.
Cypress Acquires Silicon Packets to Enable OC-192/STM-64 SONET/SDH and 10-Gbps Ethernet Transport Solutions.
Cypress Announces Optical Mouse Reference Design with Agilent Technologies; Combination USB-PS/2 Design Ensures Compatibility Across All Computing...
Cypress Semiconductor to Announce First Quarter Results at Conference Call.

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