Tower Semiconductor Reports Third Quarter 2008 Financial Results

Achieved Revenue of $58.5 Million, Second Highest Quarterly Revenue in Company’s History

MIGDAL HAEMEK, Israel – November 13, 2008 – Tower Semiconductor Ltd. (NASDAQ: TSEM, TASE: TSEM), an independent specialty foundry, today announced financial results for the third quarter ended September 30, 2008.

Highlights

• Achieved revenue of $58.5 million, compared to $56.6 million in the same period one year ago
• Achieved record revenue of $174.2 million for the first nine months of 2008, $5 million higher over the same period in 2007
• Completed the merger with Jazz Technologies to create a stronger financial structure and a leading specialty foundry with increased capacity and scale offering a comprehensive process portfolio and cross-selling opportunities
• Recorded positive cash flow from operations for eight consecutive quarters and positive EBITDA for twelve consecutive quarters
• Decreased net loss year-over-year by approximately $14 million in the third quarter and by $27 million for the first nine months of 2008
• Signed and closed a definitive agreement with the Company's lenders, which decreased debt by approximately $250 million
• Initiated cost reduction plan, which is expected to result in approximately $60 million in annual run-rate beginning in 2009
• Announced with Jazz Semiconductor the initiation of a series of global technology and marketing conferences in North America, Europe and Asia targeting cross-sales opportunities
• Announced two customer engagements with Panavision Imaging and Cypress Semiconductor for CMOS image sensors
• Recently announced a Jazz 90nm and 65nm technology licensing to Fujitsu Microelectronics to provide time-to-market advantage for RF CMOS customers and Ubidyne selecting Jazz to develop the world’s first pure digital radio system.

Tower posted revenue of $58.5 million for the third quarter of 2008 which was in the upper half of the Company’s previously stated guidance range. This compares to revenue of $56.6 million in the third quarter of 2007 and $58.1 million in the prior quarter.

Third quarter 2008 non-GAAP gross profit and operating profit, as described and reconciled below, totaled $20 million and $11 million, respectively, representing 35 percent gross margin and 18 percent operating margin. Calculated in accordance with Generally Accepted Accounting Principles (GAAP), net loss for the third quarter 2008 improved by approximately $14 million year over year, from $35 million, or $0.28 per share, in the third quarter of 2007, to $21 million, or $0.17 per share. This net loss includes certain one-time items as follows: (i) $131 million of gain associated with the debt restructuring agreement with the Company’s lenders; (ii) $121 million impairment of fixed assets under GAAP SFAS-144 to adjust it to prevailing market conditions; (iii) $3 million comprised of write-off in process research and development and of merger related costs.

“The third quarter of 2008 represented the second largest revenue quarter in Tower’s history and record revenue of $174.2 million for the first nine months of the year.  This includes a number of significant accomplishments such as the completion of our merger with Jazz Technologies and the improvement of our balance sheet through the elimination of $250 million in debt,” commented Russell Ellwanger, Tower’s chief executive officer.  “We will enter 2009 as a dramatically improved company both financially and operationally. We now have enhanced revenue and growth opportunities driven by the synergies and cross-selling opportunities available through Tower and Jazz’s expanded process portfolio and diverse customer base."

"Additionally," Ellwanger continued, "after a thorough evaluation of the cost synergies in connection with the merger, we are optimistic to exceed the $40 million announced in May 2008, and are targeting approximately $60M of annual run-rate cost reduction to be achieved beginning 2009 against the 2008 running cost. Further, we are already executing on cross-selling opportunities and initiated a series of global technology and marketing conferences in North America, Europe and Asia targeting existing customers of Tower and Jazz, as well as new customers. The combination of these significant efforts to improve our financial results and balance sheet create a more solid foundation putting us in a much better position to face the immediate world-wide economic downturn as well as to drive our future growth in line with our stated goal of becoming the number one specialty foundry in the world."

Financial Tables

Click here to read financial tables

Third Quarter 2008 Financial Results Conference Call and Web Cast

Tower will host a conference call to discuss these results today, November 13, 2008, at 10:00 a.m. Eastern Time (ET) / 5:00 p.m. Israel time. To participate, please call: 1-888-407-2553 (U.S. toll-free number) or +972-3-918-0691 (international) and mention ID code: TOWER. Callers in Israel are invited to call locally by dialing 03-918-0691. The conference call will also be Web cast live at http://www.earnings.com and at www.towersemi.com and will be available thereafter on both Web sites for replay for 90 days, starting at approximately 2 p.m. ET on the day of the call.

About Tower Semiconductor Ltd.

Tower Semiconductor Ltd. is a pure-play independent specialty wafer foundry. Tower manufactures integrated circuits with geometries ranging from 1.0 to 0.13-micron; it also provides complementary technical services and design support. In addition to digital CMOS process technology, Tower offers advanced mixed-signal & RF-CMOS, Power Management, CMOS image-sensor and non-volatile memory technologies. Through access to the process portfolio of its wholly owned subsidiary, Jazz Semiconductor, Tower offers RF CMOS, Analog CMOS, Silicon and SiGe BiCMOS, SiGe C-BiCMOS, Power CMOS and High Voltage CMOS. To provide world-class customer service, Tower maintains two manufacturing facilities in Israel with access to Jazz Semiconductor’s fab in the U.S. and manufacturing capacity in China through Jazz’s partnerships with ASMC and HHNEC. For more information, please visit www.towersemi.com and www.jazzsemi.com.