SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

NAZARIAN DANA

(Last)

(First)

(Middle)

198 CHAMPION COURT

(Street)

SAN JOSE

95135

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/05/2009

3. Issuer Name and Ticker or Trading Symbol
CYPRESS SEMICONDUCTOR CORP /DE/ [ CY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,484⁽¹⁾	D
Common Stock	3,504⁽²⁾	D
Common Stock	15,219⁽³⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non Qualified Stock Option (Right to Buy)	⁽⁴⁾	10/08/2011	Common Stock	26,781	$4.0872	D
Non Qualified Stock Option (Right to Buy)	⁽⁵⁾	10/01/2012	Common Stock	30,934	$1.563	D
Non Qualified Stock Option (Right to Buy)	⁽⁶⁾	03/27/2013	Common Stock	31,725	$1.7887	D
Non Qualified Stock Option (Right to Buy)	⁽⁷⁾	10/23/2013	Common Stock	28,841	$4.757	D
Non Qualified Stock Option (Right to Buy)	⁽⁸⁾	02/25/2015	Common Stock	41,202	$3.5314	D
Non Qualified Stock Option (Right to Buy)	⁽⁹⁾	10/27/2016	Common Stock	17,510	$3.9877	D
Non Qualified Stock Option (Right to Buy)	⁽¹⁰⁾	03/08/2018	Common Stock	56,653	$4.9075	D
Non Qualified Stock Option (Right to Buy)	⁽¹¹⁾	09/08/2015	Common Stock	45,322	$3.9658	D
Non Qualified Stock Option (Right to Buy)	⁽¹²⁾	10/08/2011	Common Stock	50,946	$4.0872	D
Non Qualified Stock Option (Right to Buy)	⁽¹³⁾	10/08/2011	Common Stock	10,300	$4.0872	D

Explanation of Responses:

1. Acquired through the Employee Stock Purchase Plan (ESPP)

2. The restricted stock units vest in five equal annual installments on October 1, 2007, October 1, 2008, October 1, 2009, October 1, 2010, and October 1, 2011.

3. The restricted stock units vest in five equal annual installments on December 1, 2008, December 1, 2009, December 1, 2010, December 1, 2011, and December 1, 2012.

4. The option became fully exercisable on August 10, 2005.

5. The option became fully exercisable on October 1, 2007.

6. The option became fully exercisable on March 27, 2008.

7. The option became exercisable to 24,995 shares on February 1, 2009 and becomes fully exercisable as to the remaining 3,846 shares on October 1, 2009.

8. The option became exercisable to 31,588 shares on February 1, 2009 and becomes fully exercisable as to the remaining 9,614 shares on April 1, 2010.

9. The option became exercisable to 8,171 shares on February 1, 2009 and becomes fully exercisable as to the remaining 9,339 shares on October 1, 2011.

10. The option became exercisable to 10,386 shares on January 11, 2009 and becomes fully exercisable as to the remaining 46,267 shares on February 11, 2013.

11. The option became exercisable to 32,480 shares on February 4, 2009 and becomes fully exercisable as to the remaining 12,842 shares on July 4, 2010.

12. The option became fully exercisable on October 8, 2005.

13. The option became fully exercisable on July 9, 2006.

Remarks:

	Dana Nazarian	02/12/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.