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                        AMENDMENT TO LEASE


   I.   PARTIES AND DATE.

   This First Amendment to Lease (this "Amendment") dated as of March 4, 
1998, is entered into by and between Coast Properties ("Landlord"), and 
Silicon Storage Technology ("Tenant").

   II.  RECITALS.

   A.   Landlord and Tenant entered into that certain Lease dated as of April 
6, 1995 (the "Lease"), for the Premises known as 1156 Sonora Court, 
Sunnyvale, California. The capitalized terms used and not otherwise defined 
herein shall have the same definitions as set forth in the Lease.

   B.   Landlord and Tenant desire to modify the Lease as set forth in this 
Amendment, which modifications shall be deemed effective as of the date of 
this Amendment as indicated above.

   III. MODIFICATIONS.

   Landlord and Tenant hereby agree to extend the Term of the Lease upon the 
terms and conditions hereinafter set forth.

        1.  TERM. The Term of the Lease is hereby extended for a period of 
        fifty-nine and one-half (59.5) months, commencing on June 15, 1998, 
        and expiring on May 31, 2003 (the "Extended Term").

        2.  MONTHLY RENT. During the Extended Term, not withstanding any 
        provision of the Lease, Tenant shall pay to Landlord at such place as 
        Landlord may designate, without deduction, offset, prior notice or 
        demand, a monthly base rent of:
                Months  01-12:          $21,799.00
                        13-24:          $22,671.00
                        25-36:          $23,578.00
                        37-48:          $24,521.00
                        49-59.5:        $25,502.00
        in lawful money of the United States.

        3.  AS-IS. Tenant hereby acknowledges that:

            A.  Landlord has no obligation to improve or modify Premises 
        pursuant to the terms of this Amendment and Landlord has fully 
        performed all of Landlord's obligations to improve or modify the 
        Premises in accordance with the terms of the Lease; and

            B.  Tenant shall continue in possession of the Premises "As-Is" 
        subject to the terms and conditions of the Lease without any 
        representation or warranty by Landlord, either expressed or implied, 
        concerning the condition, suitability or fitness for any purpose.

        4.  BROKERS.  Tenant warrants and represents that, except for CPS, The 
        Commercial Property Services Company representing Landlord and Colliers 
        Parrish representing Tenant, Tenant has had no dealings with any real 
        estate broker or agent in connection with the negotiation of this 
        Amendment and that it knows of no other real estate broker, agent or 
        other person who is or might be entitled to a commission or fee in 
        connection with this Amendment. Tenant shall indemnify and hold 
        harmless Landlord from and against any and all liabilities or expenses 
        arising out of claims made by any broker or individual for commissions 
        or fees arising out of or resulting from representation of Tenant's 
        interest in connection with the negotiation of this Amendment.

        5.  ASSIGNMENT/SUBLETTING. Tenant's request for Landlord's consent to 
        an assignment of the Lease or sublease of the Premises shall not be 
        unreasonably withheld by Landlord. (If Landlord consents to a proposed 
        assignment or subletting, Landlord shall be entitled to 50% of any 
        excess of amounts paid by the assignee or sublessee over: (i) the Base 
        Rental paid by Tenant, plus (ii) Tenant's direct and customary out-of-
        pocket costs paid by Tenant in connection with such assignment or 
        subletting, specifically reasonable legal fees, brokerage commissions 
        and tenant

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        improvement work.) In lieu of consenting to a proposed assignment or 
        subletting, Landlord may elect to recapture the Premises, or the 
        portion of the Premises subject to the proposed subletting, and lease
        such recaptured Premises directly to the proposed assignee or 
        sublessee or any third party.

        Once in receipt of necessary documents, Landlord shall render a 
        decision within ten (10) working days as to whether or not to consent
        to the assignment or sublease being submitted for Landlord's approval.

        6. Paragraph 54 of the Lease is hereby deleted in its entirety.

   IV. GENERAL

   A.  EFFECT OF AMENDMENT; RATIFICATION: Except to the extent the Lease is 
modified by this Amendment, the terms and provisions of the Lease shall 
remain unmodified and in full force and effect. In the event of conflict 
between the terms of the Lease and the terms of this Amendment, the terms of
this Amendment shall prevail.

   B. ATTORNEY'S FEES. The provisions of the Lease respecting payment of 
attorney's fees shall also apply to this Amendment.

   C. COUNTERPARTS. If this Amendment is executed in counterparts, each 
counterpart shall be deemed an original.

   D. AUTHORITY TO EXECUTE AMENDMENT. Each individual executing this Amendment 
on behalf of a partnership or corporation represents that he or she is duly 
authorized to execute and deliver this Amendment on behalf of the partnership 
and/or corporation and agrees to deliver evidence of his or her authority to 
Landlord upon request by Landlord.

   E. GOVERNING LAW. This Amendment and any enforcement of the agreements and 
modifications set forth above shall be governed by and construed in 
accordance with the laws of the State of California.

   IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of 
the date and year first above written.

"Landlord"

Coast Properties,
a ____________________________

By: /s/ Michael Smith
    __________________________

Its: Managing Partner
    __________________________

By: 
    __________________________

Its: 
    __________________________


"Tenant"

Silicon Storage Technologies, Inc.,
A California corporation

By:   /s/ Bing Yeh          3/10/98
    __________________________

Its: President & CEO
    __________________________

By: 
    __________________________

Its: 
    __________________________