THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

ESS Technology, Inc. (ESST)

4/29/2005 Proxy Information

Fred S.L. Chan, the Company’s Chairman of the Board, beneficially owns approximately 39% of the outstanding shares of Vialta, the former majority-owned subsidiary of the Company. Mr. Chan currently serves as Vialta’s Chairman of the Board of Directors. Each company pays Mr. Chan a base salary separately.

Under existing relationships between ESS and Vialta, for the sale of certain ESS products, the rental of certain ESS real estate properties, and the provision of certain services, ESS charged Vialta a total of $1.3 million, net of miscellaneous charges from Vialta, in fiscal year 2004.

10/12/2004 Proxy information

Fred S.L. Chan, the Company’s Chairman of the Board, beneficially owns approximately 39% of the outstanding shares of Vialta, the former majority-owned subsidiary of the Company. Mr. Chan currently serves as Vialta’s Chairman of the Board of Directors. Each company pays Mr. Chan a base salary separately.

Under existing relationships between ESS and Vialta, for the sale of certain ESS products, the rental of certain ESS real estate properties, and the provision of certain services, ESS charged Vialta a total of $1.7 million, net of miscellaneous charges from Vialta, in fiscal year 2003.

Pursuant to the Company’s articles of incorporation, bylaws and the Company’s indemnification agreements with its officers and directors, the Company is obligated to indemnify and advance expenses of its officers and directors under certain circumstances to the fullest extent permitted by California law. After the Company revised its revenues and earnings guidance for the third quarter of 2002 on September 12, 2002, several holders of its common stock, purporting to represent the corporation, brought derivative suits against the Company as a nominal defendant and certain of the Company’s officers and directors. These actions have been consolidated and are proceeding as a single action entitled “ESS Cases.” In connection with the ESS Cases, during fiscal 2003, the Company paid an aggregate of $529,059 for joint expenses, as to which there has been no allocation of expenses among defendants.

4/29/2004 10K Information

Transactions with Management and Others

The Company has entered into indemnification agreements with the Company’s directors and certain officers for the indemnification of and advancement of expenses to these persons to the fullest extent permitted by law. The Company also intends to enter into these agreements with the Company’s future directors and certain future officers.

Pursuant to the Company’s articles of incorporation, bylaws and the Company’s indemnification agreements with its officers and directors, the Company is obligated to indemnify and advance expenses of its officers and directors under certain circumstances to the fullest extent permitted by California law. After the Company revised its revenues and earnings guidance for the third quarter of 2002 on September 12, 2002, several holders of its common stock, purporting to represent the corporation, brought derivative suits against the Company as a nominal defendant and certain of the Company’s officers and directors. These actions have been consolidated and are proceeding as a single action entitled “ESS Cases.” In connection with the ESS Cases, during fiscal 2003, the Company paid an aggregate of $529,059 for joint expenses, as to which there has been no allocation of expenses among defendants.

Except as set forth above, in fiscal year 2003, the Company has not been a party to any transaction exceeding $60,000 in value with any of the Company’s directors, nominees for election as a director, executive officers, holders of more than 5% of the Company’s common stock or any member of the immediate family of any such persons, other than normal compensation arrangements that are described in Item 11 of this Report.

Certain Business Relationships

Fred S.L. Chan, the Company’s Chairman of the Board, beneficially owns approximately 39% of the outstanding shares of Vialta, the former majority-owned subsidiary of the Company. Mr. Chan currently serves as Vialta’s Chairman of the Board of Directors. Each company pays Mr. Chan a base salary separately.

Fred S. L. Chan served as President of ESS Technology, Inc. from November 1985 until October 1996 and from February 1997 to September 1999, Chief Executive Officer from June 1994 until September 1999 and Chief Financial Officer from October 1992 to May 1995.

Under existing relationships between ESS and Vialta, for the sale of certain ESS products, the rental of certain ESS real estate properties, and the provision of certain services, ESS charged Vialta a total of $1.7 million, net of miscellaneous charges from Vialta, in fiscal year 2003.

4/30/2003 Proxy Information

Fred S.L. Chan, the Company’s Chairman of the Board, beneficially owns approximately 38.0% of the outstanding shares of Vialta, Inc., the former majority-owned subsidiary of the Company. Mr. Chan currently serves as Vialta’s Chairman of the Board of Directors. Each company pays Mr. Chan a base salary separately.

Under existing relationships between ESS and Vialta, Inc., for the sale of certain ESS products and the rental of certain ESS real estate properties, ESS charged Vialta a total of $3.2 million, net of miscellaneous charges from Vialta, Inc., in fiscal year 2002.