Summary of MICRON TECHNOLOGY INC

Item 1.01. Entry into a Material Definitive Agreement.

Joint Venture Agreements

On November 26, 2008, in connection with the Share Purchase Transactions, Micron and MNL entered into various agreements with NTC, MeiYa, a company owned one half by MNL and one half by NTC, and Inotera relating to the ownership and governance of Inotera, the manufacture of DRAM products by Inotera, the sale of DRAM products by Inotera to Micron and NTC and the restructuring of certain agreements relating to MeiYa. Inotera is a publicly-traded Taiwan-based company that manufactures DRAM products.

As part of the transaction to which such agreements relate, Micron will transfer to Inotera certain intellectual property relevant to the manufacture of stack DRAM products, and Micron will amend certain agreements with NTC relating to the transfer and license of certain intellectual property relevant to the manufacture of stack DRAM products. The agreements provide for Micron to receive transfer fees and royalties with respect to the intellectual property transferred to Inotera and NTC. Also, Micron and NTC have amended their agreement regarding the joint development of process technology and designs for manufacturing stack DRAM products.

Set forth below are brief descriptions of the material agreements that have been entered into or amended that relate to the operation of Inotera, the transfers and licenses of intellectual property and the operation of the joint development program.

Master Agreement

Micron, MNL, NTC, MeiYa and Inotera entered into a Master Agreement (the "Master Agreement"), which provides that certain agreements entered into in connection with MeiYa are to be amended and that certain agreements relating to Inotera are to be entered into. The material amended agreements and the material new agreements are described below. In addition, the Master Agreement provides that the following agreements, among others, entered into in connection with the formation of MeiYa will be terminated (other than terms thereof that, pursuant to such agreements, expressly survive such termination) at such time as MeiYa is sold, merged, liquidated, or dissolved or at such time as its non-cash assets are sold: (a) the Master Agreement between Micron and NTC, dated April 21, 2008 (the "Terminating Master Agreement"), (b) the Joint Venture Agreement between MNL and NTC, dated April 21, 2008 (the "Terminating Joint Venture Agreement") (except for certain provisions relating to transferred employees), (c) the Supply Agreement among Micron, NTC and MeiYa, dated June 6, 2008 (the "Terminating Supply Agreement"), (d) the Technology Transfer Agreement by and among Micron, NTC and MeiYa, dated May 13, 2008 (the "Terminating TTA") (although, if such termination has not occurred within six months following the date of the Master Agreement, such termination will occur on the last day of such six-month period), and (e) the Technology Transfer Agreement for 68-50 nm Process Nodes between Micron and MeiYa, dated May 13, 2008 (the "Terminating TTA 68-50") (although if such termination has not occurred within six months following the date of the Master Agreement, such termination will occur on the last day of such six-month period). A description of the material terms of each of these terminating agreements is set forth below.

Joint Venture Agreement

MNL and NTC entered into a Joint Venture Agreement (the "Joint Venture Agreement") that governs the rights and obligations of the parties in connection with their ownership of shares of Inotera.

Under the Joint Venture Agreement, each of MNL and NTC may initially designate five of the twelve members of the Board of Directors of Inotera and each is to vote its shares for such designated directors. The number of directors that may be designated by each party adjusts depending upon the parties' ownership interests in Inotera. In addition, MNL and NTC each may nominate one independent director of Inotera and are required to vote their shares for such nominees. Also, MNL and NTC are to vote their shares in favor of two supervisors of Inotera selected by MNL and two supervisors of Inotera selected by NTC.

The Joint Venture Agreement provides that the parties will use their best efforts to require a supermajority vote for any actions to be authorized by the Inotera Board of Directors. Subject to certain terms and conditions, NTC and MNL will use their best efforts to each have the right to nominate an executive officer of Inotera, which officers will serve at the pleasure of Inotera's Board of Directors.

The Joint Venture Agreement provides that Micron and NTC will purchase all of the output of Inotera, generally on a 50-50 basis (other than trench products sold to Qimonda during a ramp-down period). If MNL's and NTC's relative ownership in Inotera changes, the allocation of such output may be adjusted. The Joint Venture Agreement also imposes certain restrictions on the transfer by the parties of shares in Inotera and prohibits acquisitions of shares in Inotera by the parties from third parties.

The Joint Venture Agreement contains buy/sell arrangements in the event of: (i) breach by a party of the terms of the Joint Venture Agreement, (ii) deadlock between the parties after following the procedures set forth in the Joint Venture Agreement, and (iii) one party's ownership in Inotera falling below certain thresholds relative to the other party's ownership.

Neither MNL nor NTC is required to contribute capital to Inotera.

Facilitation Agreement

Micron, NTC and Inotera entered into a Facilitation Agreement, pursuant to which Inotera agrees to take certain actions, subject to, in some cases, applicable laws, approvals of board of directors and/or shareholders' meeting, to fully effectuate the intent of MNL and NTC under the Joint Venture Agreement with respect to, among other things, the nomination of executive officers and rights and obligations to the output of Inotera.

Micron Guaranty

Micron and NTC entered into a Micron Guaranty Agreement pursuant to which Micron guarantees, for the benefit of NTC, MNL's performance under the Joint Venture Agreement.

Supply Agreement

Micron and NTC entered into a Supply Agreement with Inotera (the "Supply Agreement") pursuant to which Inotera will sell to Micron and NTC trench and stack DRAM products manufactured by Inotera. Inotera will sell to Micron and NTC all of the trench DRAM products manufactured by it other than trench DRAM products that are sold by Inotera to Qimonda pursuant to a separate supply agreement between Inotera and Qimonda (the "Qimonda Supply Agreement"). Under the Qimonda Supply Agreement, Qimonda is obligated to purchase trench DRAM . . .

Item 1.02. Termination of a Material Definitive Agreement.

Terminating Agreements

Set forth below are brief descriptions of the material agreements being terminated pursuant to the Master Agreement (as defined in Item 1.01 above).

Terminating Master Agreement.

The Terminating Master Agreement addressed certain agreements entered into in connection with the establishment and operation of MeiYa and the transfers and licenses of intellectual property and the operation of the joint development program. These agreements, which governed the rights and obligations of each of Micron, MNL, NTC and MeiYa, included a joint venture agreement between MNL and NTC related to MeiYa, a guaranty agreement by Micron for the benefit of NTC, a supply agreement among Micron, NTC and MeiYa, a joint stack DRAM process technology and product design development agreement between Micron and NTC, various technology transfer and licensing agreements among Micron, NTC and MeiYa, and a non-suit agreement between Micron and NTC.

Terminating Joint Venture Agreement.

The Terminating Joint Venture Agreement governed the rights and obligations of the parties in connection with the operation of MeiYa.

Pursuant to the Terminating Master Agreement and the Terminating Joint Venture Agreement, MNL and NTC each were to contribute NT$ 1.2 billion (which was expected to be approximately equivalent to US$40 million) in cash to MeiYa at the closing of the joint venture transaction. The parties each committed to contribute the NT$ equivalent of an additional US$510 million prior to December 31, 2009.

The parties initially were to appoint an equal number of directors to the Board of Directors of MeiYa. The number of directors appointed by each party adjusted depending upon the parties' ownership interest in MeiYa. Actions to be authorized by the Board of Directors required approval by a supermajority vote. Subject to certain terms and conditions, NTC and MNL each were to appoint an executive officer, which officers were to serve at the pleasure of the Board of Directors.

The Terminating Joint Venture Agreement provided that Micron and NTC would purchase all of the output of MeiYa generally in proportion to their relative direct or indirect ownership in MeiYa. The Terminating Joint Venture Agreement also imposed certain restrictions on the transfer by the parties of shares in MeiYa.

The Terminating Joint Venture Agreement contained buy/sell arrangements in the event of: (i) a failure by one of the parties to contribute the capital required by the Terminating Joint Venture Agreement, (ii) breach by a party of the terms of the Terminating Joint Venture Agreement, (iii) deadlock between the parties after following the procedures set forth in the Terminating Joint Venture Agreement, and (iv) one party's ownership in MeiYa falling below certain thresholds relative to the other party's ownership.

Terminating Supply Agreement.

Pursuant to the Terminating Supply Agreement, MeiYa was to sell to Micron and NTC all of the stack DRAM products manufactured by MeiYa. Micron and NTC were to have the same rights in all material respects under the Terminating Supply Agreement except for the percentage of MeiYa's output to be purchased, which was to be consistent generally with the parties' relative direct or indirect ownership position in MeiYa. Each of Micron and NTC were initially allocated 50% of the output of MeiYa. Generally, the Terminating Supply Agreement was to continue for up to 12 months following a buy-out under the Terminating Joint Venture Agreement.

Terminating TTA.

Pursuant to the Terminating TTA, Micron and NTC agreed to transfer to MeiYa certain information and deliverables relating to technology for the manufacture of stack DRAM products on process nodes of less than 50nm that are developed pursuant to the Terminating JDP Agreement.

Terminating TTA 68-50.

Pursuant to the Terminating TTA 68-50, Micron agreed to transfer to MeiYa certain information and deliverables relating to technology for the manufacture of stack DRAM products on 68nm and 50nm process nodes. Pursuant to the Master Agreement, MeiYa will not be required to pay Micron its $50 million technology transfer payment obligation under the Terminating TTA 68-50 if Inotera timely makes its $50 million technology transfer payment under the Inotera TTA.

The foregoing description of the transactions consummated pursuant to the Master Agreement is only a summary, does not purport to be complete and is qualified in its entirety by reference to the agreements related to the Master Agreement, which will be filed as exhibits to a future periodic or current report.