Item 7.01 Regulation FD Disclosure.

Silicon Storage Technology, Inc., or SST, has reached an agreement in principle with one of our existing foundry licensees, to license our SuperFlash technology for an additional number of nodes. The agreement in principle provides for a concurrent equity investment by SST in the foundry pursuant to a separate subscription agreement. If consummated, then pursuant to the agreement the foundry would remit back to SST a cash fee equal to SST's equity investment which would be recognized as revenue over time pursuant to our revenue recognition policy. In addition, SST would be entitled to additional cash payments on specific dates and future royalty payments based on the use of the licensed technology. The definitive agreements, however, are subject to a number of pre-conditions which must be satisfied. In the event the conditions are not satisfied or the parties otherwise do not agree to waive their satisfaction, the equity investment and license transaction will not be consummated. SST does not expect that the conditions will be satisfied, if at all, until at the earliest the second quarter of 2009. SST cannot guarantee that such conditions will be satisfied or otherwise waived.

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