THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Cypress Semiconductor Corporation (CY)

3/30/2006 Proxy Information

In July 2005, Mr. Bialek retired from our Board. His consulting agreement with the Company was terminated in August 2005. Mr. Bialek was paid $197,741 in 2005 under his consulting agreement.

Mr. van de Ven serves on our Manufacturing Advisory Board (MAB). For his service on the MAB in 2005, Mr. van de Ven received a total cash remuneration of $10,000, and in 2006, he received options to purchase 2,000 shares of our common stock, at an exercise price of $14.62 per share. These options vest monthly, and will expire in ten years. In 2006, Mr. James R. Long joined our Sales and Marketing Advisory Board (SMAB). Mr. Long received no stock options for his participation on the SMAB. Each of Messrs. Long and van de Ven will also receive a cash remuneration of $1,250 per quarter for their attendance at such advisory board meetings, plus business travel expenses.

Indebtedness of Executive Officers

In 2001, prior to Sarbanes-Oxley, we offered our employees loans to purchase shares of our common stock under the stockholder-approved 2001 Employee Stock Purchase Assistance Plan. During that same year, Christopher A. Seams, our Executive Vice President of Sales, Marketing & Operations, received a loan from the Company to make a one-time purchase of 54,500 shares of our common stock under this plan. As of February 28, 2006, Mr. Seams was indebted to us in the principal amount of $1,154,095, plus accrued interest in the amount of $260,949. Mr. SeamsÕ loan accrues interest at a rate of 5% per annum. No other amounts have been loaned to Mr. Seams in connection with the CompanyÕs Employee Stock Purchase Assistance Plan.

In 2001, prior to Sarbanes-Oxley and before Mr. Seams became a 16(b) officer, the Company extended a loan to Mr. Seams in the amount of $16,000 to purchase shares of common stock in Silicon Magnetic Systems (SMS), a Cypress subsidiary that ceased operations in the first fiscal quarter of 2005. Mr. SeamsÕ loan accrues interest at a rate of 9% per annum.

4/1/2005 Proxy Information

On April 1, 1998, we entered into a one-year consulting arrangement with Fred B. Bialek, a member of our Board of Directors. Mr. BialekÕs consulting agreement was been extended through March 2006. The agreement is terminable by Mr. Bialek or us upon 30 days written notice. Pursuant to the terms of the consulting agreement, Mr. Bialek was paid an annualized fixed retainer for consulting fees in the amount of $324,293 in fiscal year 2004. He earned a cash bonus of $64,858.60 in 2004 and was also paid $43,076.65 for a cash bonus he earned in fiscal year 2003. In addition, we agreed to reimburse Mr. Bialek for out-of-pocket business expenses for travel, lodging, phone and administrative support related to his consulting services for us on receipt of invoice.

Indebtedness of Executive Officers Under the Employee Stock Purchase Assistance Plan (SPAP)

In 2001, we offered our employees loans under the stockholder-approved 2001 Employee Stock Purchase Assistance Plan. Mr. Emmanuel T. Hernandez, our Vice President of Finance and Administration and Chief Financial Officer, made a one-time purchase of 55,000 shares of our common stock under this plan in 2001. As a result, as of March 24, 2005, Mr. Hernandez, was indebted to us in the principal amount of $1,185,795, plus accrued interest outstanding in the amount of $199,012. The principal amount of the loan did not exceed this amount in fiscal year 2004.

Christopher A. Seams, our Vice President of Manufacturing and Technology, made a one-time purchase of 54,500 shares of our common stock under this plan in 2001. As of March 24, 2004, Mr. Seams was indebted to us in the principal amount of $1,154,095, plus accrued interest outstanding in the amount of $192,731. The principal amount of the loan did not exceed this amount in fiscal year 2004.

We charge interest on each of the loans to Messrs. Hernandez and Seams at a rate of 4% per annum.

3/22/2004 Proxy Information

On April 1, 1998, we entered into a one-year consulting arrangement with Fred B. Bialek, a member of our Board of Directors. Prior to its expiration, the consulting agreement is terminable by Mr. Bialek or us, 30 days following written notice of such termination. Mr. BialekÕs consulting agreement has been extended through March, 2005. Pursuant to the terms of the consulting agreement, Mr. Bialek was paid an annualized fixed retainer for consulting fees in the amount of $324,293 in fiscal 2003. He also earned a cash bonus of $34,444 in 2003. In addition, we agreed to reimburse Mr. Bialek for out-of-pocket business expenses for travel, lodging, phone and administrative support related to his consulting services for us on receipt of invoice.

See our Annual Report on Form 10-K for information regarding transactions between us and SunPower Corporation, a privately-held corporation in which we and Mr. Rodgers, our Chief Executive Officer, have an interest.

In 2001, we began to offer our employees loans under the stockholder-approved 2001 Employee Stock Purchase Assistance Plan. Mr. Emmanuel T. Hernandez, our Executive Vice President of Finance and Administration and Chief Financial Officer, purchased 55,000 shares of our common stock under this plan in 2001. As of March 1, 2004, Mr. Hernandez, was indebted to us in the principal amount of $1,185,795, plus accrued interest outstanding in the amount of $130,384. The principal amount of the loan did not exceed this amount in fiscal year 2003.

Christopher A. Seams, our Executive Vice President of Manufacturing and Technology, purchased 54,500 shares of our common stock under this plan in 2001. Mr. Seams was indebted to us in the principal amount of $1,154,095, plus accrued interest outstanding in the amount of $127,634 as of March 1, 2004. The principal amount of the loan did not exceed this amount in fiscal year 2003.

We charge interest on each of the loans to Messrs. Hernandez and Seams at a rate of 5% per annum.

4/8/2003 Proxy Information

On April 1, 1998, we entered into a one-year consulting arrangement with Fred B. Bialek, a member of our Board of Directors. Pursuant to the terms of the consulting agreement, Mr. Bialek was paid an annualized fixed retainer for consulting fees in the amount of $323,712 in fiscal 2002. A cash bonus of $154,903 that Mr. Bialek earned in 2001 was paid to him in 2002. In addition, we agreed to reimburse Mr. Bialek for out-of-pocket business expenses for travel, lodging, phone and administrative support related to his consulting services for us on receipt of invoice. Prior to its expiration, the consulting agreement is terminable by Mr. Bialek or us, 30 days following written notice of such termination. Mr. BialekÕs consulting agreement has been extended through March 2004.

In 2001, we began to offer our employees loans under the stockholder-approved 2001 Employee Stock Purchase Assistance Plan. Mr. Emmanuel T. Hernandez, our Executive Vice President of Finance and Administration and Chief Financial Officer, purchased 55,000 shares of our common stock under this plan. As of February 15, 2003, Mr. Hernandez, was indebted to us in the principal amount of $1,185,794.52, plus accrued interest outstanding in the amount of $69,071.63. The principal amount of the loan did not exceed this amount in fiscal year 2002.

Ralph H. Schmitt, our Executive Vice President of Marketing and Sales, purchased 48,295 shares of our common stock under this plan. As of February 15, 2003, Mr. Schmitt was indebted to us in the principal amount of $905,153.42, plus accrued interest outstanding in the amount of $79,043.34. The principal amount of the loan did not exceed this amount in fiscal year 2002.

Christopher A. Seams, our Executive Vice President of Manufacturing and Technology, purchased 54,500 shares of our common stock under this plan. Mr. Seams was indebted to us in the principal amount of $1,154,095.16, plus accrued interest outstanding in the amount of $66,353.93 as of February 15, 2003. The principal amount of the loan did not exceed this amount in fiscal year 2002.

We charge interest on each of the loans to Messrs. Hernandez, Schmitt and Seams at a rate of 5% per annum.