Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  PHELAN CATHAL G
 2. Date of Event Requiring Statement (Month/Day/Year)
05/01/2012		 3. Issuer Name and Ticker or Trading Symbol
CYPRESS SEMICONDUCTOR CORP /DE/ [CY]
(Last)
(First)
(Middle)
198 CHAMPION COURT		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Technical Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN JOSE, CA 95134		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 3,948
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non Qualified Stock Option   (1) 09/26/2018 Common Stock 494,427 $ 6.155 D  
Non Qualified Stock Option   (2) 09/26/2018 Common Stock 260,948 $ 6.155 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PHELAN CATHAL G
198 CHAMPION COURT
SAN JOSE, CA 95134		       Chief Technical Officer  

Signatures

Neil H. Weiss, Treasurer, as attorney-in-fact for Cathal Phelan 05/03/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) In 2008, Mr. Phelan was granted 315,000 (pre SunPower spinoff) Performance stock options. On September 29, 2008, all options, RSUs and RSAs were multiplied by the conversion ratio of 4.12022 per share to reflect the effect of the registrant's spin-off of SunPower Corporation Class B shares. The amount reported on this Form 3 reflects the remaining amount that Mr. Phelan is eligible to earn based upon the achievement of performance milestones set by the Compensation Committee.
(2) Time based grant that vests monthly over five years.

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