STMICROELECTRONICS signs agreement to acquire Silicon Valley innovator WAFERSCALE INTEGRATION, Inc.

Geneva, Switzerland - July 28, 2000 -- After many years of close cooperation as a design and manufacturing partner, STMicroelectronics has announced the acquisition of Waferscale Integration, Inc. (WSI), the Fremont, California, based leader in Programmable System Devices (PSDs). WSI was a privately held corporation funded by corporate, institutional, private and venture capital investors. Prior to the acquisition, ST held a 14.5% minority interest in the company and will invest $ 68 million to acquire full ownership. WSI's operations will continue to be headquartered in the Silicon Valley area but will now function as a fully-fledged operational Business Unit within STMicroelectronics' Memory Products Group.

With the acquisition of WSI, ST will obtain the product portfolio, intellectual property, know-how and technologies developed by the company in the field of Non-Volatile memories and memory systems. The integration of WSI's human and intellectual resources, including its design centers in Israel and Fremont, California, into ST's structure has been planned to result in a seamless transition for WSI's fast-growing customer base while exploiting the synergistic potential for further development of WSI's innovative products. The acquisition will also reinforce ST's presence in Israel, where ST has a joint Design Center with Altec-Lansing, and in Silicon Valley, where ST already has an advanced Design Center, a joint Design Center with Hitachi and close links with the University of California at Berkeley.

WSI is well known for its innovative PSD products, which combine memory functions such as Flash, EEPROM and SRAM with programmable logic on a single chip designed to work with a standard microcontroller to provide a complete system implementation. Because PSDs can be quickly and easily programmed without special manufacturing equipment, even in the field, they are particularly attractive in applications such as medical equipment, automotive control systems, industrial process control systems and similar applications where large amounts of parameter updates are required, as well as in low to medium volume applications which benefit from their ease of use and low inventory costs.

"We have been very impressed by the performance and the potential of these devices and the advantages they offer in complex embedded microcontroller applications", said Carlo Bozotti, Corporate Vice President and General Manager of ST's Memory Products Group. He noted that over 25 million OTP and EPROM PSDs have been shipped to date and that shipments of the recently launched Flash-based PSD family are growing at a rate of more than 50% per quarter.

"We have been delighted by the acceptance to date of our innovative Flash products. Now that it is supported by ST's manufacturing machine and global resources in product support and development, the PSD concept will proliferate across the ST customer base and will meet the needs of new high volume customers, while providing enhanced service to our current customer base", said Mike Callahan, President and CEO of WSI. "ST's vision, commitment and resources will accelerate the realization of our ambitious product strategies", added Reza Kazerounian, who will manage the new Business Unit within STMicroelectronics.

The addition of WSI's IP portfolio and its design, marketing, application and software teams to ST's existing worldwide resources reinforces the Company's strengths in Memory Systems, where it already offers numerous application-specific memory architectures, as well as complementing its established strengths in the field of standard memories.

About STMicroelectronics

STMicroelectronics (formerly SGS-THOMSON Microelectronics) is a global independent semiconductor company, whose shares are traded on the New York Stock Exchange, on the Paris Bourse and on the Milan Stock Exchange. The Company designs, develops, manufactures and markets a broad range of semiconductor integrated circuits (ICs) and discrete devices used in a wide variety of microelectronic applications, including telecommunications systems, computer systems, consumer products, automotive products and industrial automation and control systems. In 1999, the Company's net revenues were $5,056 million and net earnings were $547 million. For the first half of 2000, revenues were $3,579.5 million and net income reached US$574.9 million. Further information on ST can be found at www.st.com.

Forward-Looking Statements are omitted