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                                                                   EXHIBIT 10.18

                          REDACTED FOR CONFIDENTIALITY

   FIRST ANCILLARY AGREEMENT TO THE TECHNOLOGY TRANSFER AND LICENSE AGREEMENT

                This Agreement, a First Ancillary Agreement to the May 20, 1999
        TECHNOLOGY TRANSFER AND LICENSE AGREEMENT (TTLA) is made effective
        January 24, 2000 ("Effective Date"), by and between Chartered
        Semiconductor Manufacturing LTD ("CSM"), a Singapore Corporation, with
        principal offices located at 60 Woodlands Industrial Park D, Street 2,
        Singapore 738406, Chartered Silicon Partners PTE LTD ("CSP"), a
        Singapore Corporation, with principal offices located at 60 Woodlands
        Industrial Park D, Street 2, Singapore 738406, and Motorola, Inc.
        ("Motorola"), a Delaware corporation, with principal offices located at
        1303 East Algonquin Road, Schaumburg, Illinois 60196.

                WHEREAS, Motorola, CSM and CSP desire to revise and update
        certain Sections of the TTLA existing between the parties.

                NOW THEREFORE, in consideration for the mutual promises
        contained herein, the Parties agree as follows:

                This First Ancillary Agreement amends Confidentiality Section 9,
        particularly to amend Section 9.4, and adds Sections 9.5 and 9.6 to the
        May 20, 1999 TECHNOLOGY TRANSFER AND LICENSE AGREEMENT between the
        Parties as follows:

        SECTION 9.4 IS HEREBY DELETED AND REPLACED WITH THE FOLLOWING LANGUAGE:

9.4     Notwithstanding anything to the contrary in this Agreement, CSM and CSP
        will construct a firewall between each of them and any Joint Projects
        between CSM or CSP and parties not subject to this Agreement including
        Lucent and CSM's joint venture fab with Lucent. This firewall shall
        protect the Technical Confidential Information provided or disclosed by
        Motorola to CSM or CSP from disclosure to individuals working on or who
        will be working on such Joint Projects or in such joint venture fab.
        Except as provided in Section 9.5, such firewall shall include CSM and
        CSP not assigning employees having knowledge of such Technical
        Confidential Information provided or disclosed by Motorola to work on
        such Joint Projects or in such joint venture fab for a period of
        ******************** from the end of the period such employees were
        exposed to Technical Confidential Information. For the purposes of this
        Section 9.4, Section 9.5, and Section 9.6, "Technical Confidential
        Information" shall mean Confidential Information of a technical nature
        including but not limited to process recipes, detailed sequences of
        steps in a factory control system regarding the manufacture of products,
        specific equipment configurations unique to the Logic Process
        Technologies. "Technical Confidential Information" shall not include
        information of business, marketing, commercial, or financial nature and
        any information which is authorized for disclosure pursuant to Sections
        2.1.1 or 9.3 of this Agreement. Further, for purposes of

CONFIDENTIAL TREATMENT REQUESTED

The asterisked portions of this document have been
omitted and are filed separately with the Securities and
Exchange Commission.


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        this Section 9.4, and Section 9.5, "Joint Projects" shall mean projects
        between CSM or CSP and parties not subject to this Agreement, for
        development of new manufacturing processes, new process technologies or
        significant developments to other process technology, such as new
        stand-alone blocks of process technology that are separate from but may
        be coupled with the other process technology and when coupled with other
        process technology, enable the manufacture of products having increased
        functionality. "Joint Projects" shall not include improvements to other
        process technology such as changes or additions to a process which
        improves or modifies it in some manner, including but not limited to
        increasing manufacturing throughput, increasing the performance, quality
        or yield of devices manufactured using the process, decreasing the cost
        of utilizing the process, or enabling the use of different materials.

        ADD THE FOLLOWING SECTIONS 9.5 AND 9.6:

9.5     CSM and CSP shall not be restricted from transferring process technology
        that is not Logic Process Technologies, including but not limited to
        process technology developed in Joint Projects, into or out of the CSP
        fab, provided however that only Chartered Employees may enter the CSP
        fab as part of the transfer. "Chartered Employees" shall mean employees
        of CSM or CSP or employees of Agilent Technologies, Inc. assigned
        full-time to CSM or CSP. Provided that the Chartered Employees that are
        part of the transfer are not exposed to the process recipes, or detailed
        sequences of steps in a factory control system regarding the manufacture
        of products, which constitute portions of the Technical Confidential
        Information, and were not working directly with the Technical
        Confidential Information prior to the start of the transfer, they are
        free to be immediately reassigned. Further, CSM and CSP may utilize
        expert Chartered Employees not normally assigned to the CSP fab to
        resolve problems that arise with either quantity or quality that result
        from using the other process technologies transferred into CSP. Provided
        these expert Chartered Employees are not exposed to the process recipes,
        or detailed sequences of steps in a factory control system regarding the
        manufacture of products, which constitute portions of the Technical
        Confidential Information, they are free to be immediately reassigned.
        Also, CSM and CSP are free to utilize Chartered Employees to provide
        centralized services including quality assurance, supply management, and
        certain equipment maintenance and repair. Provided the Chartered
        Employees providing these centralized services are not exposed to the
        process recipes, or detailed sequences of steps in a factory control
        system regarding the manufacture of products, which constitute portions
        of the Technical Confidential Information, they are free to be
        immediately reassigned.

9.6     Assurances: Motorola shall have the right to review the CSP procedures
        for protecting Logic Process Technologies from inadvertently
        contaminating other process technologies. Motorola shall provide
        reasonable notice of such reviews, and such reviews shall occur no more
        frequently than once each


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        calendar quarter. Further, Motorola shall, at its own expense, have the
        right to have a technical audit performed by a mutually agreed upon
        third party. This technical audit shall be narrowly focused, based upon
        specific concerns raised by the Motorola review of the CSP procedures.
        The selection of the mutually agreed upon third party to perform the
        technical audit shall occur within five (5) working days of receipt by
        CSP of the specific concerns raised by the Motorola review of the CSP
        procedures. The mutually agreed upon third party shall be granted access
        to all necessary confidential information, but shall not include any
        non-Motorola confidential information in reporting the results of the
        technical audit to Motorola. The duration of the technical audit shall
        not exceed twenty-one (21) days.


IN WITNESS WHEREOF, the undersigned Parties have duly executed this First
Ancillary Agreement as of the Effective Date.

Chartered Silicon Partners Pte Ltd

By:     /s/ Lance Mills
   -----------------------------------------------
Title:  Agilent CSP Program Manager
      --------------------------------------------
Date:   January 24, 2000
     ---------------------------------------------

Chartered Semiconductor Manufacturing Ltd

By:     /s/ Brian Klene
   -----------------------------------------------
Title:  VP Strategic Development
      --------------------------------------------
Date:   January 24, 2000
     ---------------------------------------------

Motorola, Inc.

By:     Wayne K. Nesbit
   -----------------------------------------------
Title:  Vice President & Director
      --------------------------------------------
         Worldwide External Technology
      --------------------------------------------
Date:   January 10, 2000
     ---------------------------------------------


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