SEC Filing | onsemi

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 11, 2000 REGISTRATION NO. 333-90359 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------ AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ------------------------ SCG HOLDING CORPORATION SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC (Exact name of registrant as specified in its charter) (Exact name of registrant as specified DELAWARE in its charter) (State or other jurisdiction of incorporation or DELAWARE organization) (State or other jurisdiction of 36-3840979 incorporation or organization) (I.R.S. Employer Identification No.) 36-4292817 (I.R.S. Employer Identification No.) 5005 E. MCDOWELL ROAD 5005 E. MCDOWELL ROAD PHOENIX, AZ 85008 PHOENIX, AZ 85008 (602) 244-6600 (602) 244-6600 (Address and telephone number of principal executive (Address and telephone number of offices) principal executive offices) AND THE GUARANTORS IDENTIFIED IN FOOTNOTE (1) BELOW (Exact name of registrant as specified in its charter) 3674 (Primary standard industrial classification code number) ------------------------ GEORGE H. CAVE, ESQ. SCG HOLDING CORPORATION 5005 E. MCDOWELL ROAD PHOENIX, AZ 85008 (602) 244-5226 (Name, address, including zip code, and telephone number, including area code, of agent for service) ------------------------------ COPIES OF CORRESPONDENCE TO: STEPHEN H. SHALEN, ESQ. CLEARY, GOTTLIEB, STEEN & HAMILTON ONE LIBERTY PLAZA NEW YORK, NEW YORK 10006 APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon as practicable after the Registration Statement becomes effective. - ------------------------ (1)The following domestic direct subsidiaries of SCG Holding Corporation, each of which is incorporated or organized in Delaware and has the I.R.S. employer identification number indicated, are guarantors of the notes and are co-registrants: SCG (Malaysia SMP) Holding Corporation (36-4307329), SCG (China) Holding Corporation (36-4265717) and SCG (Czech) Holding Corporation (36-4292303). The following domestic direct subsidiaries of Semiconductor Components Industries, LLC, each of which is incorporated or organized in Delaware and has the I.R.S. employer identification number indicated, are also guarantors of the notes and are co-registrants: Semiconductor Components Industries Puerto Rico, Inc. (36-4304551) and SCG International Development, LLC (36-4292819). ------------------------------ THE REGISTRANTS HEREBY AMEND THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANTS SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(A), MAY DETERMINE. - -------------------------------------------------------------------------------- - --------------------------------------------------------------------------------

THE INFORMATION CONTAINED IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE AMENDED. THESE SECURITIES MAY NOT BE SOLD UNTIL THE RELATED REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION OR ANY APPLICABLE STATE SECURITIES COMMISSION BECOMES EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL NOR IS IT SEEKING AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED.

SUBJECT TO COMPLETION, DATED JANUARY 11, 2000 PROSPECTUS EXCHANGE OFFER FOR $400,000,000 SCG HOLDING CORPORATION [LOGO] SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC 12% SENIOR SUBORDINATED NOTES DUE 2009 TERMS OF THE EXCHANGE OFFER - - We are offering to exchange the notes that we sold in private and offshore offerings for new registered exchange notes. - - The exchange offer expires at 5:00 p.m., New York City time on , unless extended. - - Tenders of outstanding notes may be withdrawn at any time prior to the expiration of the exchange offer. - - All outstanding notes that are validly tendered and not validly withdrawn will be exchanged. - - We believe that the exchange of notes will not be a taxable exchange for U.S. federal income tax purposes. - - We will not receive any proceeds from the exchange offer. - - The terms of the notes to be issued are identical to the outstanding notes, except for the transfer restrictions and registration rights relating to the outstanding notes. INVESTING IN THE NOTES ISSUED IN THE EXCHANGE OFFER INVOLVES RISKS. SEE "RISK FACTORS" BEGINNING ON PAGE 8. WE ARE NOT MAKING AN OFFER TO EXCHANGE NOTES IN ANY JURISDICTION WHERE THE OFFER IS NOT PERMITTED. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED THE NOTES TO BE DISTRIBUTED IN THE EXCHANGE OFFER, NOR HAVE ANY OF THESE ORGANIZATIONS DETERMINED THAT THIS PROSPECTUS IS TRUTHFUL AND COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. THE EXCHANGE NOTES WILL BE GUARANTEED BY THE FOLLOWING DOMESTIC SUBSIDIARIES OF SCG HOLDING CORPORATION: SCG (MALAYSIA SMP) HOLDING CORPORATION, SCG (CHINA) HOLDING CORPORATION, SCG (CZECH) HOLDING CORPORATION, SEMICONDUCTOR COMPONENTS INDUSTRIES PUERTO RICO, INC. AND SCG INTERNATIONAL DEVELOPMENT, LLC. The date of this Prospectus is , 2000.

TABLE OF CONTENTS PAGE -------- Prospectus Summary.......................................... 1 Risk Factors................................................ 8 The Exchange Offer.......................................... 22 Use of Proceeds............................................. 32 Selected Historical Financial Data.......................... 33 Unaudited Pro Forma Financial Data.......................... 35 Management's Discussion and Analysis of Financial Condition and Results of Operations................................. 43 Industry.................................................... 56 Business.................................................... 60 Management.................................................. 78 Ownership of Capital Stock.................................. 84 Relationships and Related Transactions...................... 88 Description of Other Indebtedness........................... 89 Description of Exchange Notes............................... 91 Exchange Offer and Registration Rights Agreement............ 138 Book-Entry, Delivery and Form............................... 141 U.S. Federal Income Tax Considerations...................... 145 Plan of Distribution........................................ 147 Legal Matters............................................... 147 Experts..................................................... 147 Glossary.................................................... 148 Index to Financial Statements............................... F-1 i

PROSPECTUS SUMMARY The following summary highlights selected information from this prospectus and may not contain all of the information that is important to you. This prospectus includes specific terms of the notes we are offering, as well as information regarding our business and detailed financial data. We encourage you to read this prospectus in its entirety. SCG HOLDING CORPORATION SCG Holding Corporation, together with its subsidiaries, is the largest independent supplier of semiconductor components in the world. Formerly known as the Semiconductor Components Group of the Semiconductor Products Sector of Motorola, Inc., we recently became an independent company as a result of our August 1999 recapitalization, which is described below. We have recently begun marketing our products under our new trade name, ON Semiconductor-TM-. The chart below illustrates the ownership and structure of our company and shows each of our wholly-owned direct and indirect subsidiaries, including foreign joint ventures in which we have a substantial interest. [ORGANIZATIONAL CHART] THE RECAPITALIZATION Immediately prior to its August 4, 1999 recapitalization, SCG Holding Corporation was a wholly-owned subsidiary of Motorola. SCG Holding held, and continues to hold, through direct and indirect subsidiaries, substantially all of the assets and operations of the Semiconductor Components Group of Motorola's Semiconductor Products Sector. The recapitalization comprised several transactions, the most significant of which were 1

the following. An affiliate of Texas Pacific Group purchased common shares of SCG Holding Corporation from Motorola for $337.5 million. Semiconductor Components Industries, LLC, SCG Holding's primary domestic operating subsidiary, borrowed $740.5 million under senior secured bank facilities. SCG Holding and Semiconductor Components issued $400 million of the initial notes, which are the subject of the exchange offer described in this prospectus. Semiconductor Components issued a $91 million junior subordinated note to Motorola. SCG Holding issued mandatorily redeemable preferred stock with a total initial liquidation preference of $209 million to Motorola and Texas Pacific Group's affiliate. SCG Holding redeemed common stock held by Motorola for a total of approximately $952 million. As a result of this recapitalization, Texas Pacific Group's affiliate now owns approximately 91%, and Motorola owns approximately 9%, of the voting common stock of SCG Holding. Motorola agreed to provide transition and manufacturing services to SCG Holding in order to facilitate its transition into a stand- alone company independent of Motorola. THE EXCHANGE OFFER On August 4, 1999, we issued $400,000,000 aggregate principal amount of 12% Senior Subordinated Notes due 2009 to Chase Securities Inc., Donaldson, Lufkin & Jenrette Securities Corporation and Lehman Brothers Inc. in private and offshore offerings. These initial purchasers sold the notes to institutional investors and non-U.S. persons in transactions exempt from the registration requirements of the Securities Act of 1933. The notes are guaranteed by all five of our domestic subsidiaries: SCG (Malaysia SMP) Holding Corporation, SCG (China) Holding Corporation, SCG (Czech) Holding Corporation, Semiconductor Components Industries Puerto Rico, Inc. and SCG International Development, LLC. EXCHANGE OFFER AND REGISTRATION RIGHTS AGREEMENT When we issued the initial notes, we entered into an Exchange Offer and Registration Rights Agreement in which we agreed, among other things, to use our best efforts to complete the exchange offer for the initial notes on or prior to March 1, 2000. THE EXCHANGE OFFER Under the terms of the exchange offer, you are entitled to exchange the initial notes for registered exchange notes with substantially identical terms. You should read the discussion under the heading "Description of Exchange Notes" for further information regarding the exchange notes. As of this date, there are $400,000,000 aggregate principal amount of the initial notes outstanding. The initial notes may be tendered only in integral multiples of $1,000. RESALE OF EXCHANGE NOTES We believe that the exchange notes issued in the exchange offer may be offered for resale, resold or otherwise transferred by you without compliance with the registration and prospectus delivery provisions of the Securities Act of 1933, provided that: - you are acquiring the exchange notes in the ordinary course of your business, - you are not participating, do not intend to participate and have no arrangement or understanding with any person to participate in the distribution of the exchange notes and - you are not an "affiliate" of ours. If any of the foregoing are not true and you transfer any exchange note without delivering a prospectus meeting the requirements of the Securities Act or without an exemption from the registration requirements of the Securities Act, you may incur liability under the Securities Act. We do not assume or indemnify you against such liability. If you are a broker-dealer and receive exchange notes for your own account in 2

exchange for initial notes that you acquired as a result of market making or other trading activities, you must acknowledge that you will deliver a prospectus meeting the requirements of the Securities Act in connection with any resale of the exchange notes. A broker-dealer may use this prospectus for an offer to resell, resale or other transfer of the exchange notes. CONSEQUENCES OF FAILURE TO EXCHANGE INITIAL NOTES If you do not exchange your initial notes for exchange notes, you will no longer be able to force us to register the initial notes under the Securities Act. In addition, you will not be able to offer or sell the initial notes unless: - the offer or sale is registered under the Securities Act or - you offer or sell them under an exemption from the requirements of, or in a transaction not subject to, the Securities Act. EXPIRATION DATE The exchange offer will expire at 5:00 p.m., New York City time, on , unless we decide to extend the expiration date. INTEREST ON THE EXCHANGE NOTES The exchange notes will accrue interest at 12% per year, beginning on the last date we paid interest on the initial notes you exchanged. We will pay interest on the exchange notes on February 1 and August 1 of each year through the maturity date of August 1, 2009. PROCEDURES FOR TENDERING INITIAL NOTES If you wish to accept the exchange offer, you must: - complete, sign and date the letter of transmittal or a facsimile of it and - send the letter of transmittal accompanying this prospectus and all other documents required by it, including the initial notes to be exchanged, to State Street Bank and Trust Company, as exchange agent. Alternatively, you can tender your initial notes by following the procedures for book-entry transfer described in this prospectus. WITHDRAWAL RIGHTS You may withdraw the tender of your initial notes at any time prior to 5:00 p.m., New York City time, on the expiration date. To withdraw, you must send a written or facsimile transmission notice of withdrawal to the exchange agent by 5:00 p.m., New York City time, on the expiration date. ACCEPTANCE OF INITIAL NOTES AND DELIVERY OF EXCHANGE NOTES If all of the conditions to the exchange offer are satisfied or waived, we will accept any and all initial notes that are properly tendered in the exchange offer prior to 5:00 p.m., New York City time, on the expiration date. We will deliver the exchange notes promptly after the expiration date. TAX CONSIDERATIONS We believe that the exchange of initial notes for exchange notes will not be a taxable exchange for federal income tax purposes. You should consult your tax adviser about the tax consequences of this exchange as they apply to your individual circumstances. EXCHANGE AGENT State Street Bank and Trust Company is serving as exchange agent for the exchange offer. FEES AND EXPENSES We will bear all expenses related to consummating the exchange offer and complying with the Exchange Offer and Registration Rights Agreement. DESCRIPTION OF EXCHANGE NOTES ISSUERS SCG Holding Corporation and Semiconductor Components Industries, LLC. 3

NOTES OFFERED $400,000,000 aggregate principal amount of 12% Senior Subordinated Notes due 2009. The form and terms of the exchange notes are the same as the form and terms of the initial notes, except that the offering and distribution of the exchange notes have been registered under the Securities Act. Therefore, the exchange notes will not bear legends restricting their transfer and will not be entitled to registration under the Securities Act. The exchange notes will evidence the same debt as the initial notes and both the initial notes and the exchange notes are governed by the same indenture. MATURITY August 1, 2009. INTEREST PAYMENT DATES February 1 and August 1 of each year. SINKING FUND None. OPTIONAL REDEMPTION At any time on or after August 1, 2004, we may redeem some or all of the exchange notes at the redemption prices listed under the heading "Description of Exchange Notes--Optional Redemption." In addition, at any time and from time to time prior to August 1, 2002, we may redeem up to $140,000,000 of the aggregate principal amount of the exchange notes with the proceeds of public offerings of equity in our company. CHANGE OF CONTROL Upon a change of control, you will have the right to require us to repurchase all or a portion of your exchange notes at a price in cash equal to 101% of their original aggregate principal amount, together with accrued and unpaid interest and liquidated damages, if any, to the date of repurchase. EXCHANGE NOTE GUARANTEES Some of our subsidiaries will guarantee the exchange notes. If we cannot make payments on the exchange notes when they are due, the guarantor subsidiaries are obligated to make them. RANKING The exchange notes will be unsecured and subordinated in right of payment to all of our existing and future senior debt, including borrowings under our senior secured bank facilities. The exchange notes will rank equal in right of payment with all of our existing and future senior subordinated debt and senior in right of payment to all of our existing and future subordinated debt. The exchange note guarantees will be unsecured and subordinated in right of payment to all existing and future senior debt of the exchange note guarantors, including all guarantees of the exchange note guarantors under our senior bank facilities. The exchange note guarantees will rank equal in right of payment with all existing and future senior subordinated debt of the exchange note guarantors and senior in right of payment to all existing and future subordinated debt of the exchange note guarantors. USE OF PROCEEDS We will not receive any cash proceeds from the issuance of the exchange notes. FORWARD-LOOKING STATEMENTS Information contained in this prospectus, such as information with respect to our plans and strategy for our business and its financing, includes forward-looking statements. For a discussion of important factors that could cause actual results to differ materially from the forward-looking statements, see "Risk Factors." PRINCIPAL EXECUTIVE OFFICE Our headquarters are located at 5005 E. McDowell Road, Phoenix, Arizona 85008 and our telephone number is (602) 244-6600. 4

WHERE YOU CAN FIND MORE INFORMATION We have filed with the Securities and Exchange Commission a registration statement on Form S-4 under the Securities Act relating to the exchange offer. This prospectus does not contain all of the information included in the registration statement. We have filed agreements and other documents as exhibits to the registration statement. Statements regarding these agreements and other documents are qualified by reference to the actual documents. Following the exchange offer, we will be required to file periodic reports and other information with the SEC under the Securities Exchange Act of 1934, as amended. In addition, the indenture governing the exchange notes requires us to deliver to you, or to State Street Bank and Trust Company for forwarding to you, copies of all reports that we file with the SEC. We will also furnish such other reports as we may determine or as the law requires. You may read and copy the registration statement, including the exhibits thereto, and any reports, statements or other information that we file at the SEC's public reference room in Washington, D.C. You can request copies of these documents, upon payment of a duplicating fee, by writing the SEC. Please call the SEC at 1-800-SEC-0330 for further information on the operation of the public reference rooms. Our SEC filings will also be available to the public on the SEC Internet site (http:// www.sec.gov). You should rely only on the information provided in this prospectus. No person has been authorized to provide you with different information. Neither Motorola nor any of its subsidiaries, nor Texas Pacific Group nor any of its affiliates is responsible for, or is making any representation to you concerning, our future performance or the accuracy or completeness of this prospectus. The information in this prospectus is accurate as of the date on the front cover. You should not assume that the information contained in this prospectus is accurate as of any other date. 5

SUMMARY HISTORICAL AND PRO FORMA FINANCIAL DATA The following table sets forth our summary historical and pro forma financial data for the periods indicated. We based this summary historical financial data on our audited historical combined financial statements for the fiscal years ended December 31, 1996, 1997 and 1998, our unaudited historical combined financial statements for the period January 1, 1999 through August 3, 1999 and our unaudited historical consolidated financial statements for the period from August 4, 1999 through October 2, 1999. See "Index to Financial Statements." The summary pro forma financial data are based on the Unaudited Pro Forma Financial Data for the fiscal year ended December 31, 1998 and the nine-month period ended October 2, 1999. Our fiscal year ends on December 31st of each year, and each of the first three fiscal quarters of each fiscal year ends on the Saturday closest to the calendar quarter-end. As a result, the nine-month period ended October 2, 1999 was longer than the nine-month period ended September 26, 1998. You should read this information in conjunction with the financial statements included elsewhere in this prospectus and "Management's Discussion and Analysis of Financial Condition and Results of Operations." HISTORICAL HISTORICAL PRO FORMA HISTORICAL PRO FORMA JANUARY 1, 1999 AUGUST 4, 1999 NINE MONTHS YEARS ENDED DECEMBER 31, YEAR ENDED THROUGH THROUGH ENDED ------------------------------ DECEMBER 31, AUGUST 3, OCTOBER 2, OCTOBER 2, 1996 1997 1998 1998 1999 1999 1999 -------- -------- -------- -------------- ----------------- --------------- ------------- (DOLLARS IN MILLIONS, EXCEPT FOR RATIOS) STATEMENT OF INCOME INFORMATION: REVENUES Net sales--trade (product revenues)... $1,748.0 $1,815.2 $1,493.4 $1,473.8 $894.3 $301.2 $1,195.2 Foundry sales(1)....... -- -- -- 162.3 -- 28.0 119.0 -------- -------- -------- -------- ------ ------ -------- Total revenues......... 1,748.0 1,815.2 1,493.4 1,636.1 894.3 329.2 1,314.2 -------- -------- -------- -------- ------ ------ -------- DIRECT AND ALLOCATED COSTS AND EXPENSES: Cost of sales.......... 1,128.8 1,119.6 1,068.8 1,198.0 626.7 241.1 949.0 Research and development.......... 71.7 65.7 67.5 38.4 34.3 6.9 27.7 Selling and marketing............ 94.4 110.7 92.4 92.4 39.0 8.8 47.8 General and administrative....... 150.8 239.8 201.6 193.2 85.0 26.1 123.1 Restructuring and other charges.............. -- -- 189.8 189.8 -- 6.4 6.4 -------- -------- -------- -------- ------ ------ -------- Operating income (loss)............... 302.3 279.4 (126.7) (75.7) 109.3 39.9 160.2 -------- -------- -------- -------- ------ ------ -------- OTHER INCOME (EXPENSES): Equity in earnings from joint ventures....... 2.4 1.6 8.4 4.7 3.0 0.8 1.0 Interest expense(2).... (15.0) (11.0) (18.0) (132.5) (7.5) (23.0) (100.3) Minority interest(3)... -- -- -- (6.2) -- (0.3) (1.2) -------- -------- -------- -------- ------ ------ -------- Other expenses, net.... (12.6) (9.4) (9.6) (134.0) (4.5) (22.5) (100.5) -------- -------- -------- -------- ------ ------ -------- Revenues less direct and allocated expenses before taxes................ $ 289.7 $ 270.0 $ (136.3) $ (209.7) $104.8 17.4 $ 59.7 ======== ======== ======== ======== ====== ======== Provision for income taxes.................. (14.9) ------ Net income............... $ 2.5 ====== OTHER FINANCIAL INFORMATION: Depreciation and amortization......... $ 142.4 $ 144.7 $ 141.2 $ 149.6 $ 77.4 $ 25.3 $ 109.4 Capital expenditures... 190.7 157.8 81.2 126.2 27.5 19.7 47.2 6

HISTORICAL HISTORICAL PRO FORMA HISTORICAL PRO FORMA JANUARY 1, 1999 AUGUST 4, 1999 NINE MONTHS YEARS ENDED DECEMBER 31, YEAR ENDED THROUGH THROUGH ENDED ------------------------------ DECEMBER 31, AUGUST 3, OCTOBER 2, OCTOBER 2, 1996 1997 1998 1998 1999 1999 1999 -------- -------- -------- -------------- ----------------- --------------- ------------- (DOLLARS IN MILLIONS, EXCEPT FOR RATIOS) SUPPLEMENTAL DATA: Adjusted EBITDA(4)..... $ 447.1 $ 425.7 $ 212.7 $ 268.4 $189.7 $ 72.4 $ 277.0 Pro forma cash interest expense.............. 115.6 87.9 Cash flow from operating activities, excluding Motorola financing and taxes(5)............. 424.0 307.5 130.3 111.4 -- Cash flow used in investing activities(5)........ (190.7) (157.8) (81.2) (27.5) (19.7) Net financing provided to Motorola(5)....... 233.3 149.7 49.1 83.9 -- Cash flow from operating activities........... -- -- -- -- 7.2 Cash flow from financing activities........... -- -- -- -- 119.6 Ratio of pro forma Adjusted EBITDA to pro forma cash interest expense(6)........... 2.3x 3.2x Ratio of pro forma earnings to pro forma fixed charges(7)..... -- 1.6x - ------------------------------ (1) Foundry sales represent products manufactured for other divisions of Motorola's Semiconductor Products Sector. Historically, Motorola recorded these foundry sales as an offset to cost of sales at cost. We now record such sales in a manner consistent with other third-party sales. We and Motorola have agreed to continue providing manufacturing services to each other for limited periods of time following our recapitalization at fixed prices that are intended to approximate each party's cost of providing the services. Foundry sales increase both revenues and cost of sales in our unaudited pro forma combined financial statements. (2) Historically, Motorola had net interest expense on a consolidated basis for all periods presented. Motorola allocated these amounts to its Semiconductor Products Sector and in turn its Semiconductor Products Sector allocated a portion of these amounts to us primarily on the basis of our net adjusted assets for the years ended December 31, 1996, 1997 and 1998. (3) Prior to our recapitalization, three of our joint ventures, were accounted for in our combined financial statements using the equity method and were financed with equity contributions from joint venture partners and third-party non-recourse borrowings. In connection with our recapitalization, the third-party borrowings were refinanced with intercompany loans from us. The pro forma financial data reflects the adjustments to consolidate these joint venture investments and to record minority interests in the joint ventures upon consolidation. (4) Adjusted EBITDA represents earnings before taxes on income, interest expense, depreciation and amortization, restructuring and other charges and minority interests. We are including Adjusted EBITDA data because we understand that some investors consider such information as an additional basis on which to evaluate our ability to pay interest, repay debt and make capital expenditures. Because all companies do not calculate Adjusted EBITDA identically, the presentation of Adjusted EBITDA herein is not necessarily comparable to similarly entitled measures of other companies. Adjusted EBITDA is not intended to represent, and should not be considered more meaningful than or an alternative to, measures of operating performance. (5) Motorola's cash management system is not designed to track centralized cash and related financing transactions to the specific cash requirements of our business. In addition, Motorola's transaction systems are not designed to track receivables, liabilities, cash receipts and payments on a business-specific basis. Given these constraints, supplemental cash flow information is included in our audited historical combined financial statements and our unaudited historical combined financial statements to facilitate analysis of key components of cash flow activity. Net financing provided to Motorola does not necessarily represent our cash flows, or the timing of such flows, had we operated on a stand-alone basis. (6) We have calculated our ratio of pro forma Adjusted EBITDA to pro forma cash interest expense using pro forma Adjusted EBITDA for the year ended December 31, 1998 and the nine-month period ended October 2, 1999, divided by the pro forma cash interest expense for each period, respectively. (7) We have calculated our ratio of pro forma earnings to pro forma fixed charges as earnings, which are revenues less direct and allocated expenses before taxes and before adjustments for income or loss from equity investments and fixed charges, divided by fixed charges, which are expensed and capitalized interest, amortized premiums, discounts and capitalized expenses related to indebtedness and estimated interest included in rental expense. The pro forma deficiency for 1998 of $206.4 million is primarily due to the charge recorded in June 1998 to cover one-time costs associated with a cost restructuring initiated in 1998. 7

RISK FACTORS YOU SHOULD CAREFULLY CONSIDER THE RISKS DESCRIBED BELOW AND OTHER INFORMATION IN THIS PROSPECTUS BEFORE MAKING ANY DECISION TO INVEST IN THE NOTES. RISKS ASSOCIATED WITH THE EXCHANGE OFFER AND THE NOTES TRANSFER RESTRICTIONS--IF YOU DO NOT PARTICIPATE IN THE EXCHANGE OFFER, YOU WILL CONTINUE TO BE SUBJECT TO TRANSFER RESTRICTIONS. If you do not exchange your initial notes for exchange notes pursuant to the exchange offer, you will continue to be subject to the restrictions on transfer of your initial notes. We do not intend to register the initial notes under the Securities Act. To the extent initial notes are tendered and accepted in the exchange offer, the trading market, if any, for the initial notes would be adversely affected. See "The Exchange Offer." NO PRIOR MARKET--THERE IS NO PRIOR MARKET FOR THE EXCHANGE NOTES. IF ONE DEVELOPS, IT MAY NOT BE LIQUID. The exchange notes are new securities for which there currently is no market. We do not intend to apply for listing of the exchange notes on any securities exchange or for quotation through any automated quotation system. It is not certain that any market for the exchange notes will develop or that any such market would be liquid. UNSECURED NOTES--BECAUSE THE NOTES ARE NOT SECURED, OUR ASSETS MAY BE INSUFFICIENT TO PAY AMOUNTS DUE ON YOUR NOTES. The exchange notes will be, and the initial notes are, unsecured senior subordinated obligations of our company, while indebtedness outstanding under our senior bank facilities is secured by substantially all of our assets and those of our subsidiary guarantors. In addition, we and some of our subsidiaries may incur other senior indebtedness, which may be substantial in amount, including secured indebtedness. See "--Additional Borrowing Capacity." Because the exchange notes will be, and the initial notes are, unsecured obligations, your right of repayment may be compromised in the following situations: - we or some of our subsidiaries enter into bankruptcy, liquidation, reorganization, or other winding-up; - there is a default in payment under our senior bank facilities or other secured indebtedness; or - there is an acceleration of any indebtedness under our senior bank facilities or other secured indebtedness. If any of these events occurs, our assets and those of our subsidiary guarantors may not be sufficient to pay amounts due on any of the notes and the note guarantees. FRAUDULENT CONVEYANCE--FEDERAL AND STATE FRAUDULENT TRANSFER STATUTES ALLOW COURTS, UNDER SPECIFIC CIRCUMSTANCES, TO VOID SUBORDINATE INDEBTEDNESS SUCH AS THE NOTES AND NOTE GUARANTEES IN FAVOR OF OTHER CREDITORS. Under federal or state fraudulent transfer laws, a court could take actions detrimental to you if it found that, at the time the initial notes or the guarantees of our subsidiaries were issued: - we or a note guarantor issued the initial notes or a note guarantee with the intent of hindering, delaying or defrauding current or future creditors; or - we or a note guarantor received less than fair consideration or reasonably equivalent value for incurring the indebtedness represented by the initial notes or the note guarantees and: - we or a note guarantor were insolvent or rendered insolvent by issuing the initial notes or the note guarantees; or - we or a note guarantor were engaged or about to engage in a business or transaction for which our assets were unreasonably small; or 8

- we or a note guarantor intended to incur indebtedness beyond our ability to pay, or believed or should have believed that we would incur indebtedness beyond our ability to pay. If a court made this finding, it could: - void all or part of our obligations or a note guarantor's obligations to the holders of notes; or - subordinate our obligations or a note guarantor's obligations to the holders of notes to other indebtedness of ours or of the note guarantor. In that event, there would be no assurance that we could pay amounts due on the notes. Under fraudulent transfer statutes, it is not certain whether a court would determine that we or a note guarantor were insolvent on the date that the initial notes and note guarantees were issued. However, we or a note guarantor generally would be considered insolvent at the time we or the note guarantor incurred the debt constituting the initial notes or the note guarantees if: - the fair saleable value of the relevant assets was less than the amount required to pay our total existing debts and liabilities, including contingent liabilities, or those of a note guarantor, as they become absolute and mature; or - we or a note guarantor incurred debts beyond our or its ability to pay as such debts mature. To the extent a court voids a note guarantee of payment of the initial notes as a fraudulent conveyance or holds it unenforceable for any other reason, holders of exchange notes would cease to have any claim against the note guarantor. If a court allowed such a claim, the note guarantor's assets would be applied to the note guarantor's liabilities and preferred stock claims. We cannot assure you that a note guarantor's assets would be sufficient to satisfy the claims of the holders of exchange notes relating to any voided portions of any of the note guarantees. LEGAL SUBORDINATION--IN THE EVENT OF A BANKRUPTCY, LIQUIDATION OR DISSOLUTION OF EITHER OF THE ISSUERS OR ANY NOTE GUARANTOR, THE ASSETS OF THE ISSUER OR GUARANTOR WILL NOT BE AVAILABLE TO PAY OBLIGATIONS TO YOU UNDER THE NOTES UNTIL THE ISSUER OR GUARANTOR HAS MADE ALL PAYMENTS ON ITS SENIOR INDEBTEDNESS. The exchange notes and the guarantees of the exchange notes will be, and the initial notes and the guarantees of the initial notes are, subordinated to the prior payment in full of all of our senior indebtedness and all of the senior indebtedness of the guarantors, respectively, including our senior bank facilities and any future senior indebtedness we or they incur. See "Description of Exchange Notes--Ranking." Because of the subordination provisions of the notes, in the event of the bankruptcy, liquidation or dissolution of either of the issuers or any note guarantor, the assets of the issuer or guarantor will not be available to pay obligations under the notes until the issuer or guarantor has made all payments on its senior indebtedness. We cannot assure you that sufficient assets will remain after all such payments have been made to make any payments on the notes, including payments of interest when due. The term "senior indebtedness" is defined in "Description of Exchange Notes--Ranking." As of October 2, 1999, the issuers had approximately $800.5 million of senior indebtedness (excluding unused commitments), all of which is secured. As of October 2, 1999, the note guarantors had no indebtedness other than intercompany indebtedness (excluding their note guarantees, guarantees under our senior bank facilities and trade payables and unused commitments). STRUCTURAL SUBORDINATION--CLAIMS OF CREDITORS OF OUR NON-GUARANTOR SUBSIDIARIES WILL HAVE PRIORITY WITH RESPECT TO THE ASSETS AND EARNINGS OF SUCH SUBSIDIARIES OVER YOUR CLAIMS. SCG Holding Corporation conducts all, and Semiconductor Components Industries, LLC conducts a substantial portion, of their 9

operations through their respective subsidiaries. Our foreign subsidiaries are not and are unlikely to become guarantors of the notes. See "Description of Exchange Notes--Note Guarantees." Claims of creditors of these non-guarantor subsidiaries, including trade creditors, secured creditors and creditors holding indebtedness or guarantees issued by such subsidiaries, will generally have priority with respect to the assets and earnings of such subsidiaries over the claims of creditors of the issuers, including holders of the notes, even if the obligations of such subsidiaries do not constitute senior indebtedness. The ability of the issuers' and note guarantors' subsidiaries to pay dividends and make other payments to them may be restricted by, among other things, applicable corporate and other laws and regulations and agreements of the subsidiaries. Although the indenture relating to the notes limits the ability of subsidiaries to enter into consensual restrictions on their ability to pay dividends and make other payments, such limitations are subject to a number of significant qualifications and exceptions. See "Description of Exchange Notes--Indenture Covenants--Limitations on Restrictions on Distributions from Restricted Subsidiaries." INABILITY TO REPURCHASE THE NOTES PRIOR TO MATURITY--BECAUSE OUR SENIOR BANK FACILITIES PROHIBIT US FROM REPURCHASING THE NOTES, A DEFAULT MAY BE TRIGGERED IF YOU EXERCISE YOUR RIGHT TO REQUIRE US TO REPURCHASE YOUR NOTES IN THE EVENT WE EXPERIENCE A CHANGE OF CONTROL OR MAKE ASSET SALES THAT DO NOT MEET SPECIFIED CONDITIONS. If we experience a change of control, you will have the right to require us to repurchase your notes at a purchase price in cash equal to 101% of the principal amount of your notes plus accrued and unpaid interest. In addition, if we make asset sales that do not meet specified conditions, you will have the right to require us to repurchase some or all of your notes at a purchase price in cash equal to 100% of the principal amount of your notes plus accrued and unpaid interest. However, we are prohibited by our senior bank facilities from repurchasing any notes. Our senior bank facilities also provide that change of control events and asset sales that do not meet specified conditions constitute a default. Any future credit agreement or other agreements relating to senior indebtedness to which we become a party may contain similar restrictions or provisions. If we experience a change of control or make asset sales that do not meet specified conditions when we are prohibited from repurchasing notes, we could seek the consent of our lenders to purchase the notes or could attempt to refinance the borrowings that contain such a prohibition. In the event that we do not obtain such a consent and do not refinance such borrowings, we would remain prohibited from purchasing the notes. In such case, our failure to purchase tendered notes would constitute a default under the indenture relating to the notes, which, in turn, could result in amounts outstanding under our senior bank facilities and other senior indebtedness being declared due and payable. Any such declaration could have adverse consequences both to you and to us. In the event we experience a change of control or make asset sales that do not meet specified conditions, there can be no assurance that we would have sufficient assets to satisfy all of our obligations under our senior bank facilities and the notes. If a default occurs with respect to any senior indebtedness, the subordination provisions in the indenture would likely restrict payments to you. The provisions relating to a change of control included in the indenture may increase the difficulty of a potential acquiror obtaining control of us. See "Description of Other Indebtedness," "Description of Exchange Notes--Change of Control" and "Description of Exchange Notes--Indenture Covenants--Limitations on Sales of Assets and Subsidiary Stock." 10

RISKS ASSOCIATED WITH OUR BUSINESS SUBSTANTIAL LEVERAGE--OUR SUBSTANTIAL LEVERAGE COULD ADVERSELY AFFECT OUR ABILITY TO FULFILL OUR OBLIGATIONS UNDER THE NOTES AND OPERATE OUR BUSINESS. We are highly leveraged and have significant debt service obligations. As of October 2, 1999, we had total indebtedness of approximately $1,293.0 million (excluding unused commitments) and negative equity of approximately $284.9 million. Our substantial indebtedness could have important consequences to you, including the risks that: - we will be required to use a substantial portion of our cash flow from operations to pay principal and interest on our indebtedness, thereby reducing the availability of our cash flow to fund working capital, capital expenditures, product development efforts and strategic acquisitions; - our interest expense could increase if interest rates in general increase because a substantial portion of our debt will bear interest rates based on market rates; - our level of indebtedness will increase our vulnerability to general economic downturns and adverse industry conditions; - our debt service obligations could limit our flexibility in planning for, or reacting to, changes in our business and the semiconductor components industry; - our indebtedness may restrict us from raising additional financing on satisfactory terms to fund working capital, capital expenditures, product development efforts and strategic acquisitions; - our level of indebtedness may prevent us from raising the funds necessary to repurchase all of the notes tendered to us upon the occurrence of a changes of control, which would constitute an event of default under the notes; - our substantial leverage could place us at a competitive disadvantage compared to our competitors that have less debt; and - our failure to comply with the financial and other restrictive covenants in our indebtedness, which, among other things, require us to maintain specified financial ratios and limit our ability to incur debt and sell assets, could result in an event of default that, if not cured or waived, could have a material adverse effect on our business or prospects. See "--Additional Borrowing Capacity," "--Restrictive Covenants in Our Debt Instruments," "Description of Other Indebtedness," "Description of Exchange Notes--Events of Default" and "Description of Exchange Notes--Indenture Covenants." ABILITY TO SERVICE DEBT--WE MAY NOT BE ABLE TO SERVICE THE OBLIGATIONS UNDER THE NOTES IF WE CANNOT OBTAIN A SUFFICIENT AMOUNT OF CASH FROM OUR OPERATIONS AND OUR SUBSIDIARIES DUE TO FACTORS BEYOND OUR CONTROL. We obtain money to pay our expenses and to pay principal and interest on the notes, our senior bank facilities and other debt from our operations and the operations of our subsidiaries. Our ability to make payments on and to refinance our indebtedness, including the notes, our senior bank facilities and our junior subordinated note, and to fund working capital, capital expenditures, product development efforts and strategic acquisitions, therefore, depends on our ability to generate cash. Our ability to generate cash is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control. On a pro forma basis after giving effect to our recapitalization, our interest expense for the year ended December 31, 1998 and the nine months ended October 2, 1999 would have been $132.5 million and $100.3 million, respectively. On a pro forma basis after giving effect to our recapitalization, our fixed charges for the year ended December 31, 1998 would 11

have exceeded earnings, resulting in a deficiency of $206.4 million, and for the nine-month period ended October 2, 1999, our ratio of earnings to fixed charges would have been 1.6x. On a historical basis, for the year ended December 31, 1998, fixed charges exceeded earnings, resulting in a deficiency of $144.7 million. For the period from January 1, 1999 to August 3, 1999 and for the period from August 4, 1999 to October 2, 1999, our ratio of earnings to fixed charges was 12.9x and 1.7x, respectively. We need to improve our operating results from these pro forma and historical results in order to service all of our indebtedness and to fund other expenditures. Our historical financial results have been, and we anticipate our future financial results will be, subject to substantial fluctuations. We cannot assure you that our business will generate sufficient cash flow from operations, that we will realize currently anticipated cost savings, revenue growth and operating improvements on schedule or at all or that future borrowings will be available to us under our senior bank facilities, in each case, in amounts sufficient to enable us to service our indebtedness, including the notes, or to fund our other liquidity needs. If we cannot service our indebtedness we will have to take actions such as reducing or delaying capital expenditures, product development efforts, acquisitions, investments and/or strategic alliances, selling assets, restructuring or refinancing our indebtedness (which could include the notes), or seeking additional equity capital or bankruptcy protection. We cannot assure you that any of these remedies can be effected on commercially reasonable terms, if at all. In addition, the terms of existing or future debt agreements, including the credit agreement relating to our senior bank facilities and the indenture relating to the notes, may restrict us from adopting any of these alternatives. See "--Substantial Leverage," "--Additional Borrowing Capacity," "--Cyclical Industry" and "Management's Discussion and Analysis of Financial Condition and Results of Operations--Liquidity and Capital Resources." ADDITIONAL BORROWING CAPACITY--DESPITE OUR SUBSTANTIAL LEVERAGE WE ARE ABLE TO INCUR MORE DEBT, WHICH COULD INCREASE THE EXISTING RISKS RELATED TO OUR CURRENT LEVELS OF DEBT. We anticipate drawing down most or all of the $74.5 million of additional indebtedness available under our delayed draw term facility before the end of February 2000. We are also able to incur additional indebtedness in the future, including $135.3 million of additional debt that remains available under our $150 million revolving facility. See "Description of Other Indebtedness." In addition, the credit agreement relating to our senior bank facilities, the indenture relating to the notes and the terms of our junior subordinated note will allow us to incur further additional indebtedness. See "Description of Other Indebtedness" and "Description of Exchange Notes--Indenture Covenants--Limitation on Indebtedness." If we incur additional debt above our current levels, the risks associated with such levels of debt could intensify. See "--Substantial Leverage" and "--Ability to Service Debt." CYCLICAL INDUSTRY--DOWNTURNS IN THE BUSINESS CYCLE COULD ADVERSELY AFFECT OUR REVENUES. The semiconductor industry is highly cyclical and is generally characterized by average selling price fluctuations. Since the fourth quarter of 1997, we have experienced significant declines in the pricing of our products as customers reduced demand and manufacturers reduced prices to avoid a significant decline in capacity utilization. We believe these pricing declines were due primarily to the Asian economic crisis and excess semiconductor manufacturing capacity. Although the semiconductor market has recently improved, we cannot assure you that these improvements are sustainable or will continue or that the semiconductor market will not experience subsequent, and possibly more severe and/or prolonged, downturns in the future. We cannot assure you that any future downturn in the semiconductor market will not have a material adverse effect on our revenues. 12

NEW PRODUCT DEVELOPMENT AND TECHNOLOGICAL CHANGE--OUR INABILITY TO INTRODUCE NEW PRODUCTS COULD ADVERSELY AFFECT US, AND NEW TECHNOLOGIES COULD REDUCE THE DEMAND FOR OUR PRODUCTS. Rapidly changing technologies and industry standards, along with frequent new product introductions, characterize the industries that are currently the primary end-users of semiconductors. As these industries evolve and introduce new products, our success will depend on our ability to adapt to such changes in a timely and cost-effective manner by designing, developing, manufacturing, marketing and providing customer support for our own new products and technologies. We cannot assure you that we will be able to identify changes in the product markets of our customers and end-users and adapt to such changes in a timely and cost-effective manner. Nor can we assure you that products or technologies that may be developed in the future by our competitors and others will not render our products or technologies obsolete or noncompetitive. In addition, because our components are often "building block" semiconductors that in some cases can be integrated into more complex integrated circuits, we face competition from manufacturers of standard semiconductors, application-specific integrated circuits and fully customized integrated circuits, as well as customers who develop their own integrated circuit products. A fundamental shift in technologies in our product markets or the product markets of our customers or end-users could have a material adverse effect on our business or prospects. COMPETITION--COMPETITION IN OUR INDUSTRY COULD PREVENT US FROM MAINTAINING OUR LEVEL OF REVENUES AND FROM RAISING PRICES TO REFLECT INCREASES IN COSTS. The semiconductor industry, particularly the market for general purpose semiconductor products like ours, is highly competitive. Although only a few companies compete with us in all of our product lines, we face significant competition within each of our product lines from major international semiconductor companies as well as smaller companies focused on specific market niches. Many of these competitors have substantially greater financial and other resources than we have with which to pursue development, engineering, manufacturing, marketing and distribution of their products and are better able than we are to withstand adverse economic or market conditions. In addition, companies not currently in direct competition with us may introduce competing products in the future. Significant competitors in the discrete market include International Rectifier, Philips, Rohm, Siliconix, ST Microelectronics and Toshiba. Significant competitors in the standard analog markets include Analog Devices, Fairchild, Linear Technology, Maxim Integrated Products, National Semiconductor, ST Microelectronics and Texas Instruments. Significant competitors in the standard logic product market include Fairchild, Hitachi, Philips, Texas Instruments, and Toshiba. The semiconductor components industry has also been undergoing significant restructuring and consolidations that could adversely affect our competitiveness. Because our components are often "building block" semiconductors that in some cases can be integrated into more complex integrated circuits, we also face competition from manufacturers of integrated circuits, application-specific integrated circuits and fully customized integrated circuits, as well as customers who develop their own integrated circuit products. We compete in different product lines to various degrees on the basis of price, quality, technical performance, product features, product system compatibility, customized design, availability, delivery timing and reliability and sales and technical support. Gross margins in the industry vary by geographic region depending on local demand for the products in which semiconductors are used, such as personal computers, industrial and telecommunications equipment, consumer electronics and automotive goods. In regions where there is a strong demand for such products, price pressures may also emerge as competitors attempt to gain a greater market 13

share by lowering prices. Our ability to compete successfully depends on elements both within and outside of our control, including industry general economic trends. MANUFACTURING RISKS--A FAILURE TO MAINTAIN MANUFACTURING EFFICIENCY AND AVOID MANUFACTURING DIFFICULTIES COULD ADVERSELY AFFECT OUR FUTURE PROFITABILITY. Manufacturing semiconductor components involves highly complex processes that require advanced and costly equipment. We and our competitors continuously modify these processes in an effort to improve yields and product performance. Impurities or other difficulties in the manufacturing process can lower yields. Our manufacturing efficiency will be an important factor in our future profitability, and we cannot assure you that we will be able to maintain our manufacturing efficiency or increase manufacturing efficiency to the same extent as our competitors. From time to time we have experienced difficulty in beginning production at new facilities or in effecting transitions to new manufacturing processes that have caused us to suffer delays in product deliveries or reduced yields. We cannot assure you that we will not experience manufacturing problems in achieving acceptable yields or experience product delivery delays in the future as a result of, among other things, capacity constraints, construction delays, upgrading or expanding existing facilities or changing our process technologies, any of which could result in a loss of future revenues. Our results of operations could also be adversely affected by the increase in fixed costs and operating expenses related to increases in production capacity if revenues do not increase proportionately. RESTRICTIVE COVENANTS IN OUR DEBT INSTRUMENTS--RESTRICTIONS IMPOSED BY OUR SENIOR BANK FACILITIES AND THE INDENTURE RELATING TO THE NOTES MAY LIMIT OUR ABILITY TO FINANCE FUTURE OPERATIONS OR CAPITAL NEEDS OR ENGAGE IN OTHER BUSINESS ACTIVITIES THAT MAY BE IN OUR INTEREST. The credit agreement relating to our senior bank facilities and the indenture relating to the notes contain various provisions that limit our management's discretion in the operation of our business by restricting our ability to: - incur additional indebtedness; - pay dividends and make other distributions; - prepay subordinated debt; - make restricted payments; - enter into sale and leaseback transactions; - create liens; - sell and otherwise dispose of assets; and - enter into transactions with affiliates. We cannot assure you that these restrictions will not adversely affect our ability to finance our future operations or capital needs or engage in other business activities that may be in our interest. In addition, our senior bank facilities require us to maintain compliance with specified financial ratios. Our ability to comply with these ratios may be affected by events beyond our control. A breach of any of these restrictive covenants or our inability to comply with the required financial ratios could result in a default under our senior bank facilities. In the event of any such default, the lenders under our senior bank facilities may elect to declare all borrowings outstanding, together with accrued interest and other fees, to be immediately due and payable, to require us to apply all of our available cash to repay such borrowings or to prevent us from making debt service payments on the notes and on our junior subordinated note, any of which would result in an event of default under the notes and our junior subordinated note. The lenders will also have the right in such circumstances to terminate any commitments they have to provide further financing, including under our revolving facility. If we are unable to repay any such borrowings when due, the lenders under our 14

senior bank facilities will also have the right to proceed against their collateral, which consists of substantially all of the assets of SCG Holding Corporation and each of its direct and indirect wholly-owned domestic subsidiaries, including Semiconductor Components Industries, LLC, and up to 65% of the capital stock of each direct and indirect wholly-owned foreign subsidiary of SCG Holding Corporation. If the indebtedness under our senior bank facilities and the notes were to be accelerated, we cannot assure you that our assets would be sufficient to repay such indebtedness in full. See "Description of Exchange Notes--Indenture Covenants" and "Description of Other Indebtedness." LACK OF INDEPENDENT IDENTITY--WE ARE IN THE PROCESS OF ESTABLISHING A TRADE NAME IDENTITY INDEPENDENT OF MOTOROLA. OUR FAILURE TO ESTABLISH THE SAME LEVEL OF GOODWILL AS MOTOROLA COULD HARM OUR LONG TERM BUSINESS PROSPECTS. Our future success and competitive position depend, in part, on our ability to establish goodwill in our products and services and to associate that goodwill with our trade name, ON Semiconductor-TM-. In order for us to establish goodwill, customers must acknowledge the quality of our products and services and associate our trade name with that quality and those products and services. Prior to our recapitalization, all of the products and services we offered were sold, distributed and advertised under the Motorola trade name. Consequently, the goodwill of the Motorola trade name may have been associated, in part, with success of those products and services. We have begun marketing our products under the ON Semiconductor-TM- name. However, for two years after our recapitalization, an agreement we have with Motorola gives us the limited ability to use the Motorola trade name in connection with the sale, distribution and advertisement of some products we offer. We are presently using our best efforts to cease using licensed Motorola trademarks as soon as commercially reasonable. If the removal of the Motorola trade name from any of these products would require the product to be requalified by any of our customers, we may continue to use the Motorola trade name for up to two years after our recapitalization, to allow us to continue selling the product pending its requalification. In addition, for two years after our recapitalization, we also have the ability to utilize the transition statement, "formerly a division of Motorola," in connection with the sale, distribution and advertisement of some products we offer. The impact of our no longer using the Motorola trade name cannot be fully predicted and it could have a material adverse effect on our business or our prospects. Although we intend to establish our trade name and brands independent of Motorola, we cannot assure you that, prior to the expiration of these transitional arrangements, we will have established the same level of goodwill in our trade name as Motorola has established in its trade name. See "Business--Patents, Trademarks, Copyrights and Other Intellectual Property Rights." LACK OF INDEPENDENT OPERATING HISTORY--IF THE ASSUMPTIONS WE HAVE USED TO ESTIMATE FUTURE OPERATING RESULTS ARE INCORRECT OR IF WE ENCOUNTER UNEXPECTED COSTS OR OTHER PROBLEMS, OUR PROFITABILITY COULD BE ADVERSELY AFFECTED. Prior to our recapitalization, Motorola allocated to us, as one of several divisions within its Semiconductor Products Sector, a percentage of the expenses related to services Motorola provided to us and other divisions of its Semiconductor Products Sector. During 1998, we incurred approximately $294 million in costs for general, administrative, selling and marketing expenses, of which Motorola allocated to us approximately $119 million for services shared with other divisions of its Semiconductor Products Sector. As part of our recapitalization, we identified the specific services that we believed were necessary to our business and that we would not be able initially to provide ourselves. 15

As part of our recapitalization, Motorola agreed to provide or arrange for the provision of these services, including information technology, human resources, supply management and finance services, for a limited period of time to facilitate our transition to a stand-alone company. We estimate that we will incur not more than $75 million under these arrangements for general, administrative, selling and marketing related expenses during the first year after our recapitalization and that our aggregate general, administrative, selling and marketing expenses will be less than those directly charged and allocated in 1998. In addition, Motorola agreed to continue to provide worldwide shipping and freight services to us for a period of up to three years after our recapitalization using the cost allocation method Motorola previously used with us. Under this arrangement, we anticipate paying Motorola approximately $30 million in the first year following our recapitalization. We believe that the scope of the agreements we entered into with Motorola as part of our recapitalization and the time frames, pricing and other terms should provide us sufficient time to effect our transition to a stand-alone company with minimal disruption to our business, and that we will ultimately be able to provide these services ourselves or identify third-party suppliers to provide such services on terms not materially less favorable to us than the terms of our arrangements with Motorola. We cannot, however, assure you that we have correctly anticipated the required levels of services to be provided by Motorola or that we will be able to obtain similar services on comparable terms upon termination of our agreements with Motorola. Any material adverse change in Motorola's ability to supply these services could have a material adverse effect on our business or prospects. As part of Motorola, we had a number of formal and informal arrangements with other divisions of Motorola's Semiconductor Products Sector that provided us with equipment, finished products and other goods and services. Except as provided for in the agreements between Motorola and us, which are described under "Business--Sales, Marketing and Distribution" and "Business--Manufacturing," future business dealings between Motorola and us will be on an arm's length basis. There can be no assurance that the arm's length nature of any future business relationship with Motorola will be as beneficial for us as our past relationship to Motorola. See "--Dependence on Motorola and Other Key Customers for Our Products and Services," "--Dependence on Motorola and Other Contractors for Manufacturing Services," "--Dependence on Supply of Raw Materials." DEPENDENCE ON MOTOROLA AND OTHER KEY CUSTOMERS FOR OUR PRODUCTS AND SERVICES-- THE LOSS OF OUR LARGE CUSTOMERS COULD ADVERSELY AFFECT REVENUES AND PROFITABILITY. Motorola has historically constituted our largest customer, accounting for approximately 7% of our pro forma product revenues in 1998. As a result of our recapitalization, we are no longer part of Motorola, and our current and future product sales to Motorola and its affiliates will be on an arm's length basis. We cannot assure you that we will be able to maintain the level of historical product sales to Motorola or that we will be able to sell any products to Motorola or its affiliates. Notwithstanding our broad customer base, the loss of Motorola or any other sizable customer could harm our results of operations and could potentially thereby harm our ability to service our debt. Product sales to three other customers accounted in the aggregate for approximately 20% of our pro forma product revenues in 1998. Many of our customers operate in cyclical industries, and in the past we have experienced significant fluctuations from period to period in the volume of our products ordered. We have no agreements with any of our customers that impose minimum or continuing obligations to purchase our products. We cannot assure you that any of our customers will not significantly reduce orders or seek price reductions in the future or that the loss of one or more of such customers would not have a material adverse effect on our business or our 16

prospects. See "Business--Customers and Applications." Prior to our recapitalization, we and other divisions of Motorola's Semiconductor Products Sector provided manufacturing services to each other at cost (as calculated for financial accounting purposes). We and Motorola have agreed to continue providing manufacturing services to each other for limited periods of time following our recapitalization at fixed prices that are intended to approximate each party's cost of providing the services. Subject to its right to cancel upon six months' written notice, Motorola has minimum commitments to purchase manufacturing services from us of approximately $24.9 million, $66 million and $26 million in the last three months of 1999, and in fiscal years 2000 and 2001, respectively, and has no purchase obligations thereafter. We anticipate that Motorola will actually purchase manufacturing services from us of approximately $100 million in 2000. We could be adversely affected if Motorola does not purchase manufacturing services from us at the levels we have anticipated, cancels these arrangements or discontinues using our manufacturing services after these agreements expire or if we are unable to find other uses for, or dispose of, the manufacturing facilities we currently use to provide these services in a manner that allows us to cover our fixed costs. See "Business--Manufacturing." DEPENDENCE ON MOTOROLA AND OTHER CONTRACTORS FOR MANUFACTURING SERVICES--THE LOSS OF OUR SOURCES FOR MANUFACTURING SERVICES, OR INCREASES IN THE PRICES OF SUCH SERVICES, COULD ADVERSELY AFFECT OUR OPERATIONS AND PROFITABILITY. Prior to our recapitalization, we and other divisions of Motorola's Semiconductor Products Sector provided manufacturing services to each other at cost (as calculated for financial accounting purposes). In 1996, 1997 and 1998, the costs charged by other divisions of Motorola's Semiconductor Products Sector to us for these services amounted to $322.7 million, $310.5 million and $266.8 million, respectively. Motorola manufactures our emitter-coupled logic products, which are high margin products that accounted for 10% of our pro forma product revenues in 1998. We currently have no other manufacturing source for these emitter-coupled logic products. We expect emitter-coupled logic products to remain one of our single most important product families over the next several years. We and Motorola have agreed to continue providing manufacturing services to each other (including Motorola's manufacturing of our emitter-coupled logic products) for limited periods of time following our recapitalization at fixed prices that are intended to approximate each party's cost of providing these services. Subject to our right to cancel upon six months' written notice, we have minimum commitments to purchase manufacturing services from Motorola of approximately $29.5 million, $88 million, $51 million, $41 million and $40 million in the last three months of 1999, and in fiscal years 2000, 2001, 2002 and 2003, respectively, and have no purchase obligations thereafter. Based on our current budget, we anticipate that we will actually purchase manufacturing services from Motorola of approximately $150 million in 2000. We could be adversely affected if Motorola is unable to provide these services on a timely basis or if we are unable to relocate these manufacturing operations to our own facilities or to other third-party manufacturers on cost-effective terms or make other satisfactory arrangements prior to the time when these agreements expire. See "Business--Manufacturing." We also use other third-party contractors for manufacturing activities, primarily for the assembly and testing of final goods. In 1998, these contract manufacturers, including Astra, AAPI and ASE, accounted for approximately 20% of our costs of goods sold. Our agreements with these manufacturers typically require us to forecast product needs and commit to purchase services consistent with these forecasts, and in some cases require longer-term commitments in the early stages of the relationship. Our operations could be adversely affected if these contract relationships were disrupted or terminated, the cost of such services increased significantly, the quality of the services provided deteriorated or our forecasts 17

proved to be materially incorrect. See "Business--Manufacturing." DEPENDENCE ON SUPPLY OF RAW MATERIALS--THE LOSS OF OUR SOURCES OF RAW MATERIAL, OR INCREASES IN THE PRICES OF SUCH GOODS, COULD ADVERSELY AFFECT OUR OPERATIONS AND PROFITABILITY. Our results of operations could be adversely affected if we were unable to obtain adequate supplies of raw materials in a timely manner or if the costs of our raw materials increased significantly or their quality deteriorated. Our manufacturing processes use many raw materials, including silicon wafers, copper lead frames, mold compound, ceramic packages and various chemicals and gases. We have no agreements with any of our suppliers that impose minimum or continuing supply obligations, and we obtain our raw materials and supplies from a large number of sources on a just-in-time basis. From time to time, suppliers may extend lead times, limit supplies or increase prices due to capacity constraints or other factors. Although we believe that our current supplies of raw materials are adequate, shortages could occur in various essential materials due to interruption of supply or increased demand in the industry. Prior to our recapitalization, most of our supplies were purchased jointly with Motorola. As part of our recapitalization we entered into an agreement with Motorola to provide for the transition of our supply management functions to a stand-alone basis. We are currently implementing this transition, which we expect to be complete by August 3, 2000. We cannot assure you that we will be able to continue to procure adequate supplies of raw materials in a timely manner on terms comparable to those on which we procured raw materials as part of Motorola. INABILITY TO IMPLEMENT OUR BUSINESS STRATEGY--IF WE ARE UNABLE TO IMPLEMENT OUR BUSINESS STRATEGY, OUR REVENUES, PROFITABILITY AND OUR ABILITY TO SERVICE OUR INDEBTEDNESS MAY BE ADVERSELY AFFECTED. Our future financial performance and success are largely dependent on our ability to implement successfully our business strategy. We cannot assure you that we will successfully implement the business strategy described in this prospectus or that implementing our strategy will sustain or improve our results of operations. In particular, we cannot assure you that we will be able to increase our sales and market share, lower our production costs, increase our manufacturing efficiency, enhance our current portfolio of products or capitalize on our status as an independent company. Our business strategy is based on our assumptions about the future demand for our current products and the new products and applications we are developing and on our continuing ability to produce our products profitably. Each of these factors depends, among other things, on our ability to finance our operating and product development activities, maintain high quality and efficient manufacturing operations, relocate and close manufacturing facilities as part of our ongoing cost restructuring with minimal disruption to our operations, access quality raw materials and contract manufacturing services in a cost-effective and timely manner, protect our intellectual property portfolio and attract and retain highly-skilled technical, managerial, marketing and finance personnel. Our strategy also depends on our ability to implement our transition to a stand- alone company, which depends to a certain extent on Motorola's ability to provide transition services to us for limited periods of time and on our ability to provide or procure such services thereafter. Several of these and other factors that could affect our ability to implement our business strategy, such as risks associated with international operations, increased competition, legal developments and general economic conditions, are beyond our control. In addition, circumstances beyond our control and changes in our business or industry may require us to change our business strategy. Any failure to implement our business strategy or to revise our business strategy in a timely and effective manner may adversely affect our ability to service our indebtedness, including our ability to make principal and interest payments on the Notes. See "Business--Business Strategy." 18

RISKS ASSOCIATED WITH INTERNATIONAL OPERATIONS--OUR INTERNATIONAL OPERATIONS SUBJECT US TO RISKS INHERENT IN DOING BUSINESS ON AN INTERNATIONAL LEVEL THAT COULD ADVERSELY IMPACT OUR RESULTS OF OPERATIONS. In the first three fiscal quarters of 1999, we generated approximately 46%, 33% and 21% of our product revenues from customers in the Americas, the Asia/Pacific region and Europe (including the Middle East), respectively. We maintain significant operations in Guadalajara, Mexico; Seremban, Malaysia; Carmona, the Philippines; Aizu, Japan; Leshan, China; Roznov, the Czech Republic; and Piestany, Slovakia. In addition, we rely on a number of contract manufacturers (primarily for assembly and testing) whose operations are primarily located in the Asian/Pacific region. We cannot assure you that we will be successful in overcoming the risks that relate to or arise from operating in international markets. Risks inherent in doing business on an international level include, among others, the following: - economic and political instability; - changes in regulatory requirements, tariffs, customs, duties and other trade barriers; - transportation delays; - power supply shortages and shutdowns; - difficulties in staffing and managing foreign operations and other labor problems; - fluctuations in currency exchange rates; - currency convertibility and repatriation; - taxation of our earnings and the earnings of our personnel; and - other risks relating to the administration of or changes in, or new interpretations of, the laws, regulations and policies of the jurisdictions in which we conduct our business. Our activities outside the United States are subject to additional risks associated with fluctuating currency values and exchange rates, hard currency shortages and controls on currency exchange. Motorola historically engaged in hedging activities to reduce the risk of adverse currency rate fluctuations affecting its overall business, but as a stand-alone company we now bear the risks and costs associated with any such hedging activities. Additionally, while our sales are primarily denominated in U.S. dollars, worldwide semiconductor pricing is influenced by currency rate fluctuations, and the recent devaluations of the currencies of several countries in southeast Asia could have a negative impact on the demand for, and thus the price of, our products. See also "--Cyclical Industry." DEPENDENCE ON HIGHLY-SKILLED PERSONNEL--FAILURE TO ATTRACT AND RETAIN SKILLED PERSONNEL COULD ADVERSELY IMPACT OUR ABILITY TO COMPETE SUCCESSFULLY IN OUR INDUSTRY. Our success depends upon our ability to attract and retain highly-skilled technical, managerial, marketing and finance personnel. The market for personnel with such qualifications is highly competitive. In particular, analog component designers are difficult to attract and retain, and the failure to attract and retain analog component designers could compromise our ability to keep pace with our competitors in the market for analog components. We cannot assure you that we will be able to continue to attract and retain individuals with the qualifications necessary to operate our company most effectively. OUR OWNERSHIP--THE INTERESTS OF OUR CONTROLLING SHAREHOLDER MAY DIFFER FROM THE INTERESTS OF NOTE HOLDERS, WHICH COULD RESULT IN OUR CONTROLLING SHAREHOLDER TAKING STEPS TO ADVANCE ITS INTERESTS THAT COULD ADVERSELY AFFECT THE NOTEHOLDERS. As a result of our recapitalization an affiliate of Texas Pacific Group controls us and has the power to elect all of the directors of SCG Holding Corporation and its subsidiaries, approve all amendments to their charter documents and effect fundamental corporate transactions such as mergers and asset sales. The 19

interests of our controlling shareholder may differ from the interests of holders of the notes. See "Ownership of Capital Stock." DEPENDENCE ON INTELLECTUAL PROPERTY--WE USE A SIGNIFICANT AMOUNT OF INTELLECTUAL PROPERTY IN OUR BUSINESS. IF WE ARE UNABLE TO PROTECT THIS INTELLECTUAL PROPERTY, OUR BUSINESS MAY BE ADVERSELY AFFECTED. We rely on patents, trade secrets, trademarks, mask works and copyrights to protect our products and technologies. Some of our products and technologies are not covered by any patents or pending patent applications, and we cannot assure you that: - any of the more than approximately 280 U.S. and 280 foreign patents and pending patent applications that Motorola has assigned, licensed or sublicensed to us in connection with our recapitalization will not lapse or be invalidated, circumvented, challenged or licensed to others; - the license rights granted by Motorola in connection with our recapitalization will provide competitive advantages to us; or - any of our pending or future patent applications will be issued or, if issued, will contain claims within the scope originally sought. Moreover, we cannot assure you that: - any of the trademarks, copyrights, trade secrets, know-how or mask works that Motorola has assigned, licensed or sublicensed to us in connection with our recapitalization will not lapse or be invalidated, circumvented, challenged, or licensed to others; or - any of our pending or future trademark, copyright, or mask work applications will be issued or have the coverage originally sought. Some of our products are currently the subject of a patent infringement lawsuit pending in United States District Court in Wilmington, Delaware that was commenced by Power Integrations against Motorola prior to our August 1999 recapitalization. For a discussion of this lawsuit as it relates to SCG Holding, see "Business--Legal Proceedings." Furthermore, we cannot assure you that our competitors or others will not develop products or technologies that are similar or superior to our products or technologies, duplicate our products or technologies or design around our protected technologies. In addition, effective patent, trademark, copyright and trade secret protection may be unavailable, limited or not applied for in the United States and in foreign countries. Also, we may, from time to time, in the future be notified of claims that we may be infringing third-party patents or other intellectual property rights. Motorola has agreed to indemnify us for a limited period of time with respect to some claims that our activities infringe on the intellectual property rights of others. If necessary or desirable, we may seek licenses under such patents or intellectual property rights. However, we cannot assure you that we will obtain such licenses or that the terms of any offered licenses will be acceptable to us. The failure to obtain a license from a third party for technologies we use could cause us to incur substantial liabilities or to suspend the manufacture or shipment of products or our use of processes requiring the technologies. Litigation could cause us to incur significant expense, by adversely affecting sales of the challenged product or technologies and diverting the efforts of our technical and management personnel, whether or not such litigation is resolved in our favor. In the event of an adverse outcome in any such litigation, we may be required to: - pay substantial damages; - cease the manufacture, use, sale or importation of infringing products; - expend significant resources to develop or acquire non-infringing technologies; - discontinue the use of processes; or - obtain licenses to the infringing technologies. We cannot assure you that we would be successful in any such development or acquisition 20

or that any such licenses would be available to us on reasonable terms. Any such development, acquisition or license could require the expenditure of substantial time and other resources. We will also seek to protect our proprietary technologies, including technologies that may not be patented or patentable, in part by confidentiality agreements and, if applicable, inventors' rights agreements with our collaborators, advisors, employees and consultants. We cannot assure you that these agreements will not be breached, that we will have adequate remedies for any breach or that persons or institutions will not assert rights to intellectual property arising out of our research. ENVIRONMENTAL LIABILITIES; OTHER GOVERNMENTAL REGULATION--REGULATORY MATTERS COULD ADVERSELY AFFECT OUR ABILITY TO CONDUCT OUR BUSINESS AND COULD REQUIRE EXPENDITURES THAT COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR RESULTS OF OPERATION OR FINANCIAL CONDITION. Our manufacturing operations are subject to various environmental laws and regulations relating to the management, disposal and remediation of hazardous substances and the emission and discharge of pollutants into the air and water. Our operations are also subject to laws and regulations relating to workplace safety and worker health which, among other things, regulate employee exposure to hazardous substances. Motorola has agreed to indemnify us for environmental and health and safety liabilities related to the conduct or operations of our business or Motorola's ownership, occupancy or use of real property occurring prior to our recapitalization. We cannot assure you that such indemnification arrangements will cover all material environmental costs relating to pre-closing matters. Moreover, the nature of our operations exposes us to the continuing risk of environmental and health and safety liabilities related to events or activities occurring after our recapitalization. We believe that the future cost of compliance with existing environmental and health and safety laws and regulations (and liability for currently known environmental conditions) will not have a material adverse effect on our business or prospects. However, we cannot predict: - changes in environmental or health and safety laws or regulations; - the manner in which environmental or health and safety laws or regulations will be enforced, administered or interpreted; or - the cost of compliance with future environmental or health and safety laws or regulations or the costs associated with any future environmental claims, including the cost of clean-up of currently unknown environmental conditions. See "Business--Environmental Matters." 21

THE EXCHANGE OFFER The foregoing is a summary of the Exchange Offer and Registration Rights Agreement dated as of August 4, 1999 among SCG Holding Corporation, Semiconductor Components Industries, LLC and SCG (Malaysia SMP) Holding Corporation, SCG (Czech) Holding Corporation, SCG (China) Holding Corporation, Semiconductor Components Industries Puerto Rico, Inc. and SCG International Development LLC, Chase Securities Inc., Donaldson, Lufkin & Jenrette Securities Corporation and Lehman Brothers Inc. A copy of the Exchange Offer and Registration Rights Agreement is available as set forth under the heading "Prospectus Summary--Where You Can Find More Information." TERMS OF THE EXCHANGE OFFER In connection with the issuance of the initial notes pursuant to the Purchase Agreement dated as of August 4, 1999 among the SCG Holding, Semiconductor Components, the note guarantors Chase Securities Inc., Donaldson, Lufkin & Jenrette Securities Corporation and Lehman Brothers Inc., these initial purchasers and their respective assignees became entitled to the benefits of the Exchange Offer and Registration Rights Agreement. The Exchange Offer and Registration Rights Agreement requires SCG Holding, Semiconductor Components and the note guarantors to file the registration statement, of which this prospectus is a part, for a registered exchange offer relating to an issue of new exchange notes identical in all material respects to the initial notes but containing no restrictive legends. Under the Exchange Offer and Registration Rights Agreement, SCG Holding, Semiconductor Components and the note guarantors are required to: - file the registration statement with the Securities and Exchange Commission on or prior to 120 days following the date of original issuance of the initial notes; - use their reasonable best efforts to cause the registration statement to be declared effective by the SEC no later than 180 days after the date of issuance of the initial notes; - use their reasonable best efforts to cause the exchange offer to be consummated no later than 210 days after the date of issuance of the initial notes; and - keep the registration statement effective for not less than 30 days (or longer, if required by applicable law) after the date on which notice of the exchange offer is mailed to holders of the initial notes, which period may be renewed in our reasonable judgment to enable more holders to exchange their initial notes, provided, that the exchange offer is consummated no later than 210 days after the date of issuance of the initial notes. The exchange offer that this prospectus describes, if commenced and consummated within the time periods described in this paragraph, will satisfy those requirements under the Exchange Offer and Registration Rights Agreement. We will accept for exchange all initial notes validly tendered and not withdrawn prior to 5:00 p.m., New York City time, on the expiration date. We will issue exchange notes for an equal principal amount of outstanding initial notes accepted in the exchange offer. Holders may tender initial notes only in integral multiples of $1,000. This prospectus, together with the accompanying letter of transmittal, is being sent to all record holders of initial notes as of , . The exchange offer is not conditioned upon the tender of any minimum principal amount of initial notes Our obligation to accept initial notes for exchange is, however, subject to the conditions as set forth herein under "--Conditions." Initial notes will be deemed accepted when, as and if we have given written notice of acceptance to the exchange agent. The exchange agent will act as agent for the tendering holders of initial notes for the purposes of receiving the exchange notes and delivering them to the holders. 22

Based on interpretations by the staff of the SEC, as set forth in no-action letters issued to other issuers, we believe that the exchange notes issued in the exchange offer may be offered for resale, resold or otherwise transferred by each holder without compliance with the registration and prospectus delivery provisions of the Securities Act, provided that: - the holder is not a broker-dealer who acquires the initial notes directly from the issuers for resale pursuant to Rule 144A under the Securities Act or any other available exemption under the Securities Act; - the holder is not an "affiliate" of either of the issuers, as that term is defined in Rule 405 under the Securities Act; and - the exchange notes are acquired in the ordinary course of the holder's business and the holder is not engaged in, and does not intend to engage in, a distribution of the exchange notes and has no arrangement or understanding with any person to participate in a distribution of the exchange notes. By tendering the initial notes in exchange for exchange notes, each holder, other than a broker-dealer, will represent that: - any exchange notes to be received by it will be acquired in the ordinary course of its business; - it is not engaged in, and does not intend to engage in, a distribution of such exchange notes and has no arrangement or understanding to participate in a distribution of the exchange notes; and - it is not an affiliate, as defined in Rule 405 under the Securities Act, of either of the issuers. If a holder of initial notes is engaged in or intends to engage in a distribution of the exchange notes or has any arrangement or understanding with respect to the distribution of the exchange notes to be acquired pursuant to the exchange offer, the holder may not rely on the applicable interpretations of the staff of the SEC and must comply with the registration and prospectus delivery requirements of the Securities Act in connection with any secondary resale transaction. Each broker-dealer that receives exchange notes for its own account in the exchange offer must acknowledge that it will deliver a prospectus in connection with any resale of such exchange notes. The accompanying letter of transmittal states that by so acknowledging and by delivering a prospectus, a broker-dealer will not be deemed to admit that it is an "underwriter" within the meaning of the Securities Act. This prospectus, as it may be amended or supplemented from time to time, may be used by a broker-dealer in connection with resales of exchange notes received in exchange for initial notes where such initial notes were acquired by the broker-dealer as a result of market-making activities or other trading activities. We have agreed to make this prospectus available to any broker-dealer for a period of time not to exceed 180 days after the registration statement is declared effective, subject to extension in specified circumstances, for use in connection with any such resale. See "Plan of Distribution." In the event that: - because of any change in law or applicable interpretations thereof by the SEC's staff, the issuers and the note guarantors are not permitted to effect the exchange offer; - any initial notes validly tendered pursuant to the exchange offer are not exchanged for exchange notes within 210 days after the date of issuance of the initial notes; - the initial purchasers so request with respect to initial notes not eligible to be exchanged for exchange notes in the exchange offer; 23

- any applicable law or interpretations do not permit a holder of initial notes to participate in the exchange offer; - any holder of initial notes that participates in the exchange offer does not receive freely transferable exchange notes in exchange for tendered initial notes; or - the issuers so elect; then, in any such case, the issuers and the note guarantors shall as promptly as practicable, file with the SEC a shelf registration statement covering resales of the initial notes by holders who satisfy the conditions relating to the provision of information in connection with the shelf registration statement. LIQUIDATED DAMAGES Under the Exchange Offer and Registration Rights Agreement, the issuers must pay liquidated damages to holders of the initial notes in the event of any of the following registration defaults: - the registration statement or the shelf registration statement is not filed with the SEC on or prior to 120 days following the date that the initial notes were issued; - the registration statement or the shelf registration statement is not declared effective within 180 days after the date of issuance of the initial notes; - the exchange offer is not consummated on or prior to 210 days after the date of issuance of the initial notes; or - the shelf registration statement is filed and declared effective within 180 days after the date of issuance of the initial notes (or in the case of the shelf registration statement, within 60 days after the publication of the change in law or interpretation) but shall thereafter cease to be effective (at any time that the issuers and the note guarantors are obligated to maintain the effectiveness thereof) without being succeeded within 30 days by an additional registration statement filed and declared effective; During the period of one or more such registration defaults, the issuers and the note guarantors will be obligated to pay liquidated damages to each holder of Transfer Restricted Securities (as such term is defined in the Exchange Offer and Registration Rights Agreement), in an amount equal to $0.192 per week per $1,000 principal amount of Transfer Restricted Securities held by such holder until: - the applicable registration statement is filed; - the exchange offer registration statement is declared effective and the exchange offer is consummated; - the shelf registration statement is declared effective; or - the shelf registration statement again becomes effective, as the case may be. Following the cure of all registration defaults, the accrual of liquidated damages will cease. Holders who do not tender their initial notes before the expiration of the exchange offer will not, subject to limited exceptions, be entitled to exchange these untendered initial notes for exchange notes. Holders of initial notes will not be able to offer or sell their initial notes, except pursuant to an exemption from, or in a transaction not subject to, the Securities Act and applicable state securities laws, unless the initial notes are subsequently registered under the Securities Act. Subject to limited exceptions, the issuers will have no obligation to register the initial notes. 24

EXPIRATION DATE; EXTENSIONS; AMENDMENTS; TERMINATION The term "expiration date" shall mean , (30 days following the commencement of the exchange offer), unless the exchange offer is extended, in which case the term "expiration date" shall mean the latest date to which the exchange offer is extended. In order to extend the expiration date, the issuers will notify the exchange agent of any extension by written notice and may notify the holders of the initial notes by mailing an announcement or by means of a press release or other public announcement prior to 9:00 A.M., New York City time, on the next business day after the previously scheduled expiration date. In addition, the issuers reserve the right to delay acceptance of any initial notes, to extend the exchange offer or to terminate the exchange offer and not permit acceptance of initial notes not previously accepted if any of the conditions set forth herein under "--Conditions" shall have occurred and shall not have been waived by the issuers (if permitted to be waived), by giving written notice of such delay, extension or termination to the exchange agent. The issuers also reserve the right to amend the terms of the exchange offer in any manner deemed by them to be advantageous to the holders of the initial notes. If the issuers make any material change to terms of the exchange offer, the exchange offer shall remain open for a minimum of an additional five business days, if the exchange offer would otherwise expire during such period. Any such delay in acceptance, extension, termination or amendment will be followed as promptly as practicable by written notice of the delay to the exchange agent. If the issuers amend the exchange offer in a manner that constitutes a material change, the issuers will promptly disclose the amendment in a manner reasonably calculated to inform the holders of the initial notes of the amendment, including by providing public announcement or giving oral or written notice to the holders of the initial notes. A material change in the terms of the exchange offer could include, among other things, a change in the timing of the exchange offer, a change in the exchange agent and other similar changes in the terms of the exchange offer. INTEREST ON THE EXCHANGE NOTES The exchange notes will accrue interest payable in cash at 12% per annum, from the later of: - the last interest payment date on which interest was paid on the initial notes surrendered in exchange therefor; and - if the initial notes are surrendered for exchange on a date subsequent to the record date for an interest payment date to occur on or after the date of such exchange and as to which interest will be paid, the date of such interest payment. PROCEDURES FOR TENDERING In order to tender initial notes in the exchange offer, a holder must complete one of the procedures described below. - The holder must cause The Depository Trust Company ("DTC") to deliver to the exchange agent prior to 5:00 p.m., New York City time, on the expiration date, a confirmation that such holder's initial notes have been transferred from the account of a DTC participant to the exchange agent's account at DTC. The confirmation should include a message stating that DTC has received express acknowledgment from such DTC participant that it has received, and agrees to be bound by, the terms of the accompanying letter of transmittal and that the issuers may enforce such agreement against such DTC participant. - The holder must complete, sign and date the letter of transmittal or a facsimile of it, have the signature guaranteed, if required by the letter of transmittal, and mail or otherwise deliver the letter of transmittal or facsimile of it, together with certificates for the initial notes being 25

tendered, to the exchange agent prior to 5:00 p.m., New York City time, on the expiration date. - The holder must comply with the guaranteed delivery procedure described below under "--Guaranteed Delivery Procedure." THE METHOD OF DELIVERY OF INITIAL NOTES, LETTERS OF TRANSMITTAL AND ALL OTHER REQUIRED DOCUMENTS IS AT THE ELECTION AND RISK OF THE HOLDERS. IN THE CASE OF ANY TENDER OF CERTIFICATED NOTES, WE RECOMMEND THAT HOLDERS USE AN OVERNIGHT OR HAND-DELIVERY SERVICE RATHER THAN TENDERING BY MAIL. IF A HOLDER DOES DELIVER BY MAIL, WE RECOMMEND USING REGISTERED MAIL, PROPERLY INSURED, WITH RETURN RECEIPT REQUESTED. IN ALL CASES, SUFFICIENT TIME SHOULD BE ALLOWED TO ASSURE TIMELY DELIVERY. NO LETTERS OF TRANSMITTAL OR INITIAL NOTES SHOULD BE SENT TO THE ISSUERS. Holders of initial notes may also request that their respective brokers, dealers, commercial banks, trust companies or nominees tender initial notes for them. The tender by a holder of initial notes will constitute an agreement between such holder and the issuers in accordance with the terms and subject to the conditions set forth here and in the accompanying letter of transmittal. Only a holder of initial notes may tender the initial notes in the exchange offer. The term "holder" for this purpose means any person in whose name initial notes are registered on the books of the Issuers or any other person who has obtained a properly completed bond power from the registered holder. Any beneficial owner whose initial notes are registered in the name of a broker, dealer, commercial bank, trust company or other nominee and who wishes to tender should contact the registered holder promptly and instruct the registered holder to tender on his or her behalf. If the beneficial owner wishes to tender on his or her own behalf, such beneficial owner must, prior to completing and executing the letter of transmittal and delivering his or her initial notes, either make appropriate arrangements to register ownership of the initial notes in such beneficial owner's name or obtain a properly completed bond power from the registered holder. The transfer of registered ownership may take considerable time. SIGNATURE REQUIREMENTS AND SIGNATURE GUARANTEES Except in the two situations described below, signatures on a letter of transmittal or a notice of withdrawal must be guaranteed by: - a member firm of a registered national securities exchange or of the National Association of Securities Dealers, Inc.; - a commercial bank or trust company having an office or correspondent in the United States; or - an "eligible guarantor" institution within the meaning of Rule 17Ad-15 under the Securities Exchange Act of 1934. Signature guarantees are not required if the initial notes are tendered: - by a registered holder of the initial notes or a DTC participant whose name appears on the security position listing as holder, in either case who has not completed the box entitled "Special Issuance Instructions" or "Special Delivery Instructions" on the letter of transmittal and the exchange notes are being issued directly to such registered holder or are being deposited into such DTC participant's account at DTC, as applicable; or - for the account of an eligible guarantor institution. 26

If the letter of transmittal is signed by the record holder(s) of the initial notes tendered thereby, the signature must correspond with the name(s) written on the face of the initial notes without alteration, enlargement or any change whatsoever. If the letter of transmittal is signed by a DTC participant, the signature must correspond with the name as it appears on the security position listing as the holder of the initial notes. If the registered holder of the initial notes does not sign the letter of transmittal, but rather the letter of transmittal is signed by someone else, those initial notes must be - endorsed by the registered holder, with the signature on that letter guaranteed by an eligible guarantor institution; or - accompanied by a bond power in form satisfactory to the issuers, signed by the registered holder, with that signature guaranteed by an eligible guarantor institution. If the letter of transmittal, endorsement, bond power, power of attorney or any other documents required by the letter of transmittal are signed by trustees, executors, administrators, guardians, attorneys-in-fact, officers of corporations or others acting in a fiduciary or representative capacity, these persons must: - indicate their status when signing; and - submit evidence that satisfies the issuers of their authority to act in this capacity with respect to the letter of transmittal. VALIDITY, FORM, ELIGIBILITY, ACCEPTANCE OF TENDERED INITIAL NOTES All questions as to the validity, form, eligibility, time of receipt, acceptance and withdrawal of the tendered initial notes will be determined by the issuers in their sole discretion, which determination will be final and binding. The issuers reserve the absolute right to reject any and all initial notes not properly tendered or any initial notes which, if accepted, would, in the opinion of the issuers or their counsel, be unlawful. The issuers also reserve the absolute right to waive any conditions of the exchange offer or irregularities or defects in tender as to particular initial notes. The issuers' interpretation of the terms and conditions of the exchange offer, including the instructions in the letter of transmittal, will be final and binding on all parties. Unless waived, any defects or irregularities in connection with tenders of initial notes must be cured within such time as the issuers shall determine. Neither the issuers, the exchange agent nor any other person shall be under any duty to give notification of defects or irregularities with respect to tenders of initial notes, nor shall any of them incur any liability for failure to give such notification. Tenders of initial notes will not be deemed to have been made until such irregularities have been cured or waived. Any initial notes received by the exchange agent that are not properly tendered and as to which the defects or irregularities have not been cured or waived will be returned without cost by the exchange agent to the tendering holders of such initial notes, unless otherwise provided in the letter of transmittal, as soon as practicable following the expiration date. In addition, the issuers reserve the right in their sole discretion, subject to the provisions of the indenture relating to the initial notes and the exchange notes, to: - purchase or make offers for any initial notes that remain outstanding subsequent to the expiration date or, terminate the exchange offer in accordance with the terms of the Exchange Offer and Registration Rights Agreement; and - to the extent permitted by applicable law, purchase initial notes in the open market, in privately negotiated transactions or otherwise. The terms of any such purchases or offers could differ from the terms of the exchange offer. 27

GUARANTEED DELIVERY PROCEDURE If a registered holder of initial notes desires to tender initial notes but cannot complete the procedures for tendering described above in a timely manner, such holder may tender initial notes by causing an "eligible guarantor" institution, within the meaning of Rule 17Ad-15 under the Securities Exchange Act of 1934, to mail or otherwise deliver to the exchange agent prior to 5:00 p.m., New York City time, on the expiration date, a properly completed and duly signed notice of guaranteed delivery and letter of transmittal, substantially in the form accompanying this prospectus. Such notice of guaranteed delivery must: - set forth the registered holder's name and address, the certificate number of the initial notes being tendered, if available, and the principal amount of the initial notes being tendered; - state that the tender is being made by an eligible guarantor institution; and - guarantee that, within, five business days after the expiration date, the eligible guarantor institution will deposit with the exchange agent (1) a confirmation that the initial notes being tendered have been transferred from the account of a DTC participant to the exchange agent's account at DTC and any other documents required by the letter of transmittal or (2) certificates for the initial notes being tendered in proper form for transfer and (3) any other documents required by the letter of transmittal. Any such tender will be valid if, within, five business days after the expiration date, the eligible guarantor institution makes such deposit as guaranteed. ACCEPTANCE OF INITIAL NOTES FOR EXCHANGE; DELIVERY OF EXCHANGE NOTES After all of the conditions to the exchange offer have been satisfied or waived, all initial notes properly tendered will be accepted, promptly after the expiration date, and the exchange notes will be issued promptly after acceptance of the initial notes. See "--Conditions" below. For purposes of the exchange offer, initial notes shall be deemed to have been accepted as validly tendered for exchange when, as and if the issuers have given written notice thereof to the exchange agent. In all cases, issuance of exchange notes for initial notes that are accepted for exchange pursuant to the exchange offer will be made only after the exchange agent's timely receipt of: - certificates for such initial notes or a timely confirmation of a book-entry transfer of such initial notes into the exchange agent's account at DTC, - a properly completed and duly executed letter of transmittal, and - all other required documents required by the letter of transmittal. If any tendered initial notes are not accepted for any reason set forth in the terms and conditions of the exchange offer or if initial notes are submitted for a greater principal amount than the holder desires to exchange, such unaccepted or non-exchanged initial notes will be returned without expense to the tendering holder as promptly as practicable after the expiration or termination of the exchange offer. In the case of initial notes tendered by the book-entry transfer procedures described below, the non-exchanged initial notes will be credited to an account maintained with DTC. BOOK-ENTRY TRANSFER The exchange agent will make a request to establish an account with respect to the initial notes at DTC for purposes of the exchange offer within two business days after the date of this prospectus. Any financial institution that is a DTC participant may make book-entry delivery of initial notes by causing DTC to transfer such initial notes into the exchange agent's account at DTC in 28

accordance with DTC's procedures for transfer. However, although delivery of initial notes may be effected through book-entry transfer into the exchange agent's account at DTC, a confirmation of book-entry transfer or the letter of transmittal or facsimile thereof with any required signature guarantees and any other required documents must, in any case, be transmitted to and received by the exchange agent at one of the addresses set forth below under "--Exchange Agent" on or prior to the expiration date or the guaranteed delivery procedures described below must be complied with. DELIVERY OF DOCUMENTS TO DTC DOES NOT CONSTITUTE DELIVERY TO THE EXCHANGE AGENT. All references in this prospectus to deposit of initial notes shall be deemed to include DTC's book-entry delivery method. WITHDRAWAL OF TENDERS Except as otherwise provided herein, tenders of initial notes may be withdrawn at any time prior to 5:00 p.m., New York City time, on the expiration date. A holder may withdraw initial notes it has tendered in the exchange offer by delivering a written notice of withdrawal to the exchange agent prior to 5:00 p.m., New York City time on the expiration date. Any such notice of withdrawal must: 1. specify the name of the person that tendered the initial notes to be withdrawn; 2. identify the initial notes to be withdrawn, including, if applicable, the registration number or numbers and total principal amount of such initial notes; 3. be signed by the holder in the same manner as the original signature on the letter of transmittal by which such initial notes were tendered, including any required signature guarantees, or be accompanied by documents of transfer sufficient to permit the trustee with respect to the initial notes to register the transfer of such initial notes into the name of the person withdrawing the tender; 4. specify the name in which any such initial notes are to be registered, if different from that of the person that deposited them initially; and 5. if the initial notes have been tendered pursuant to the book-entry procedures, specify the name and number of the DTC participant's account at DTC to be credited, if different than that of the person withdrawing the tender. The issuers will determine all questions as to the validity, form and eligibility, time of receipt of such notices, which shall be final and binding on all parties. Any initial notes so withdrawn will be deemed not to have been validly tendered for exchange for purposes of the exchange offer. Any initial notes that have been tendered for exchange and that are not exchanged for any reason will be returned to the holder thereof without cost to such holder (or, in the case of initial notes tendered by book-entry transfer, such initial notes will be credited to an account maintained with the Book-Entry Transfer Facility for the initial notes) as soon as practicable after withdrawal, rejection of tender or termination of the exchange offer. Properly withdrawn initial notes may be re-tendered by following one of the procedures described under "--Procedures for Tendering" and "--Book-Entry Transfer" above at any time on or prior to the expiration date. CONDITIONS Notwithstanding any other term of the exchange offer, initial notes will not be required to be accepted for exchange, nor will exchange notes be issued in exchange for any initial notes, and the 29

issuers may terminate or amend the exchange offer as provided herein before the acceptance of such initial notes, if: 1. because of any change in law, or applicable interpretations thereof by the SEC, the issuers determine that it is not permitted to effect the exchange offer; 2. an action is proceeding or threatened that would materially impair the issuers' ability to proceed with the exchange offer; or 3. not all government approvals that the issuers deem necessary for the consummation of the exchange offer have been received. The issuers have no obligation to, and will not knowingly, permit acceptance of tenders of initial notes: - from affiliates of the issuers within the meaning of Rule 405 under the Securities Act; - from any other holder or holders who are not eligible to participate in the exchange offer under applicable law or interpretations by the SEC; or - if the exchange notes to be received by such holder or holders of initial notes in the exchange offer, upon receipt, will not be tradable by such holder without restriction under the Securities Act and the Exchange Act and without material restrictions under the "blue sky" or securities laws of substantially all of the states of the United States. ACCOUNTING TREATMENT The exchange notes will be recorded at the same carrying value as the initial notes, as reflected in the issuers' accounting records on the date of the exchange. Accordingly, no gain or loss for accounting purposes will be recognized by the issuers. The costs of the exchange offer and the unamortized expenses related to the issuance of the initial notes will be amortized over the term of the exchange notes. EXCHANGE AGENT State Street Bank and Trust Company has been appointed as exchange agent for the exchange offer. Questions and requests for assistance and requests for additional copies of this prospectus, the letter of transmittal or notice of guaranteed delivery should be directed to the exchange agent addressed as follows: BY MAIL: State Street Bank and Trust Company Corporate Trust Department P.O. Box 778 Boston, Massachusetts 02102-0078 Attn: Mackenzie Elijah BY COURIER OR HAND DELIVERY: State Street Bank and Trust Company Corporate Trust Window, 5th Floor 2 Avenue de Lafayette Boston, Massachusetts 02111 Attn: Mackenzie Elijah 30

BY HAND IN NEW YORK UNTIL 5:00PM (AS DROP AGENT) State Street Bank and Trust Company Corporate Trust Window 61 Broadway 15th Floor New York, New York 10006 BY FACSIMILE: (617) 662-1452 Confirm by Telephone: (617) 662-1525 FEES AND EXPENSES The issuers will pay the expenses of soliciting tenders under the exchange offer. The principal solicitation for tenders pursuant to the exchange offer is being made by mail; however, additional solicitations may be made by telegraph, telephone, telecopy or in person by officers and regular employees of the issuers. The issuers will not make any payments to brokers, dealers or other persons soliciting acceptances of the exchange offer. The issuers, however, will pay the exchange agent reasonable and customary fees for its services and will reimburse the exchange agent for its reasonable documented out-of-pocket expenses in connection therewith. The Issuers may also pay brokerage houses and other custodians, nominees and fiduciaries the reasonable out-of-pocket expenses incurred by them in forwarding copies of this prospectus, the letter of transmittal and related documents to the beneficial owners of the initial notes, and in handling or forwarding tenders for exchange. The expenses to be incurred in connection with the exchange offer will be paid by the Issuers, including fees and expenses of the exchange agent and trustee and accounting, legal, printing and related fees and expenses. The issuers will pay all transfer taxes, if any, applicable to the exchange of initial notes pursuant to the exchange offer. If, however: - certificates representing exchange notes or initial notes for principal amounts not tendered or accepted for exchange are to be delivered to, or are to be registered or issued in the name of, any person other than the registered holder of the initial notes tendered; - tendered initial notes are registered in the name of any person other than the person signing the letter of transmittal; or - a transfer tax is imposed for any reason other than the exchange of initial notes pursuant to the exchange offer; then the amount of any such transfer taxes, whether imposed on the registered holder or any other persons, will be payable by the tendering holder. If satisfactory evidence of payment of such taxes or exemption therefrom is not submitted with the letter of transmittal, the amount of the transfer taxes will be billed directly to the tendering holder. 31

USE OF PROCEEDS We will not receive any cash proceeds from the issuance of the exchange notes under the exchange offer. In consideration for issuing the exchange notes as contemplated in this prospectus, we will receive initial notes in like principal amount, the terms of which are identical in all material respects to the exchange notes. The initial notes surrendered in exchange for the exchange notes will be retired and canceled and cannot be reissued. Accordingly, the issuance of the exchange notes will not result in any increase in our indebtedness. The proceeds received from the sale of the initial notes were used to help finance our recapitalization. 32

SELECTED HISTORICAL FINANCIAL DATA The following table sets forth our summary historical financial data. These data are based on our unaudited historical combined financial statements as of and for the fiscal years ended December 31, 1994 and 1995, which are not included herein, our audited historical combined financial statements as of and for the fiscal years ended December 31, 1996, 1997 and 1998 (the "Audited Combined Financial Statements") our unaudited historical combined financial statements for the nine-month period ended September 26, 1998 and the period from January 1, 1999 through August 3, 1999 (the "Unaudited Interim Combined Financial Statements"), and our unaudited historical consolidated financial statements for the period from August 4, 1999 through October 2, 1999 (the "Unaudited Interim Consolidated Financial Statements"). Our fiscal year ends on December 31st of each year, and each of the first three fiscal quarters of each fiscal year ends on the Saturday closest to the calendar quarter end. As a result, the nine-month period ended October 2, 1999 was longer than the nine-month period ended September 26, 1998. You should read this information in conjunction with "Management's Discussion and Analysis of Financial Position and Results of Operations," the Unaudited Interim Consolidated Financial Statements, the Unaudited Interim Combined Financial Statements and the Audited Combined Financial Statements included elsewhere in this prospectus. JANUARY 1, AUGUST 4, NINE MONTHS 1999 1999 YEARS ENDED DECEMBER 31, ENDED THROUGH THROUGH ---------------------------------------------------- SEPTEMBER 26, AUGUST 3, OCTOBER 2, 1994 1995 1996 1997 1998 1998 1999 1999 -------- -------- -------- -------- -------- -------------- ---------- ----------- (dollars in millions, except for ratios) STATEMENT OF INCOME INFORMATION: OPERATING REVENUES: Net sales--trade (product revenues)................. $1,702.7 $2,011.1 $1,748.0 $1,815.2 $1,493.4 $1,133.3 $894.3 $ 301.2 Foundry sales............... -- -- -- -- -- -- -- 28.0 -------- -------- -------- -------- -------- -------- ------ -------- Total revenues.............. 1,702.7 2,011.1 1,748.0 1,815.2 1,493.4 1,133.3 894.3 329.2 -------- -------- -------- -------- -------- -------- ------ -------- DIRECT AND ALLOCATED COSTS AND EXPENSES: Cost of sales............... 1,047.9 1,209.5 1,128.8 1,119.6 1,068.8 810.1 626.7 241.1 Research and development.... 65.3 78.1 71.7 65.7 67.5 53.1 34.3 6.9 Selling and marketing....... 84.7 99.7 94.4 110.7 92.4 70.8 39.0 8.8 General and administrative............ 165.6 180.3 150.8 239.8 201.6 158.6 85.0 26.1 Restructuring and other charges................... -- -- -- -- 189.8 189.8 -- 6.4 -------- -------- -------- -------- -------- -------- ------ -------- Operating income (loss)..... 339.2 443.5 302.3 279.4 (126.7) (149.1) 109.3 39.9 -------- -------- -------- -------- -------- -------- ------ -------- OTHER INCOME (EXPENSES): Equity in earnings from joint ventures............ -- -- 2.4 1.6 8.4 3.7 3.0 0.8 Interest expense............ (15.0) (17.7) (15.0) (11.0) (18.0) (11.4) (7.5) (23.0) Minority interests.......... -- -- -- -- -- -- -- (0.3) -------- -------- -------- -------- -------- -------- ------ -------- Other expenses, net......... (15.0) (17.7) (12.6) (9.4) (9.6) (7.7) (4.5) (22.5) -------- -------- -------- -------- -------- -------- ------ -------- Revenues less direct and allocated expenses before taxes..................... $ 324.2 $ 425.8 $ 289.7 $ 270.0 $ (136.3) $ (156.8) $104.8 17.4 ======== ======== ======== ======== ======== ======== ====== Provision for income taxes..................... (14.9) -------- Net income.................. $ 2.5 ======== 33

JANUARY 1, AUGUST 4, NINE MONTHS 1999 1999 YEARS ENDED DECEMBER 31, ENDED THROUGH THROUGH ---------------------------------------------------- SEPTEMBER 26, AUGUST 3, OCTOBER 2, 1994 1995 1996 1997 1998 1998 1999 1999 -------- -------- -------- -------- -------- -------------- ---------- ----------- (dollars in millions, except for ratios) SUPPLEMENTAL DATA: Adjusted EBITDA(1).......... $ 450.0 $ 578.9 $ 447.1 $ 425.7 $ 212.7 $ 146.2 $189.7 $ 72.4 Depreciation and amortization.............. 110.8 135.4 142.4 144.7 141.2 101.8 77.4 25.3 Capital expenditures........ 142.0 252.5 190.7 157.8 81.2 71.8 27.5 19.7 Cash flow from operating activities, excluding Motorola financing and taxes(2).... N/A(4) 421.5 424.0 307.5 130.3 104.1 111.4 -- Cash flow used in investing activities(2)............. N/A(4) (252.5) (190.7) (157.8) (81.2) (71.8) (27.5) (19.7) Net financing provided to Motorola(2)............... N/A(4) 169.0 233.3 149.7 49.1 32.3 83.9 -- Cash flow from operating activities................ -- -- -- -- -- -- -- 7.2 Cash flow from financing activities................ -- -- -- -- -- -- -- 119.6 Ratio of earnings to fixed charges(3)................ N/A(5) N/A(5) N/A(5) N/A(5) -- -- 12.9 1.7 BALANCE SHEET DATA (END OF PERIOD): Total assets................ $ 558.5 $ 714.2 $ 768.9 $ 900.6 $ 776.6 $1,513.1 Total business equity....... 534.5 689.7 746.1 866.4 681.0 -- Total stockholders' equity (deficit)................. (284.9) - ------------------------------ N/A - Not available (1) Adjusted EBITDA represents earnings before taxes on income, interest expense, depreciation and amortization, restructuring and other charges and minority interests. We are including Adjusted EBITDA data because we understand that some investors consider such information as an additional basis on which to evaluate our ability to pay interest, repay debt and make capital expenditures. Because all companies do not calculate Adjusted EBITDA identically, the presentation of Adjusted EBITDA herein is not necessarily comparable to similarly entitled measures of other companies. Adjusted EBITDA is not intended to represent and should not be considered more meaningful than, or an alternative to, measures of operating performance as determined in accordance with generally accepted accounting principles. (2) Motorola's cash management system is not designed to track centralized cash and related financing transactions to the specific cash requirements of our business. In addition, Motorola's transaction systems are not designed to track receivables, liabilities, cash receipts and payments on a business-specific basis. Given these constraints, supplemental cash flow information is included in our audited historical combined financial statements and our unaudited historical combined financial statements to facilitate analysis of key components of cash flow activity. Net financing provided to Motorola does not necessarily represent our cash flows, or the timing of such flows, had we operated on a stand-alone basis. (3) We have calculated our ratio of earnings to fixed charges as earnings, which are revenues less direct and allocated expenses before taxes and before adjustments for income or loss from equity investments and fixed charges, divided by fixed charges, which are expensed and capitalized interest, amortized premiums, discounts and capitalized expenses related to indebtedness and estimated interest included in rental expense. The deficiencies for 1998 and the nine months ended September 26, 1998 of $144.7 million and $160.5 million, respectively, were primarily due to the charge recorded in June 1998 to cover one-time costs of Motorola's portion of our recent restructuring. (4) The cash flow data for 1994 is not available because a carve out of the December 31, 1993 balance sheet from Motorola's accounting records was not prepared. It is impracticable for us to prepare the 1993 balance sheet in order to derive the cash flow data for 1994. (5) The ratios of earnings to fixed charges for the years 1994 through 1997 have not been presented because, prior to our August 1999 recapitalization, we did not have any debt. Interest expense was allocated to us by Motorola and was not based on our actual fixed charges. We believe that such information computed on a historical basis is not meaningful to investors. 34

UNAUDITED PRO FORMA FINANCIAL DATA We are presenting below our unaudited pro forma statements of revenues less direct and allocated expenses before taxes to show how our results of operations might have looked if we had been an independent company for the periods presented. We based these pro forma data on, and you should read them together with, the Audited Combined Financial Statements, the Unaudited Interim Combined Financial Statements and the Unaudited Interim Consolidated Financial Statements that are included elsewhere in this prospectus. See "Index to Financial Statements." We prepared these pro forma financial data using the assumptions described below and in the related notes thereto. We prepared these pro forma statements of revenues less direct and allocated expenses before taxes for the nine months ended October 2, 1999 and September 26, 1998 and for the year ended December 31, 1998 as if our recapitalization and the related transactions had taken place on the first day of the periods presented. The financial statements give pro forma effect to: (1) borrowings under our senior bank facilities (approximately $740.5 million), the issuance and sale of the initial notes ($400 million) and the issuance of our junior subordinated note ($91 million); (2) the exclusion of the Opto isolator product group, which Motorola sold to a third party during the third quarter of fiscal year 1998; (3) the consolidation of majority-owned joint venture investments accounted for in our audited combined financial statements on the equity method; (4) the inclusion of foundry sales and manufacturing expenses in our revenues and cost of sales as historically both sales and manufacturing expenses were included in cost of sales; and (5) quantifiable adjustments to reflect our results of operations on a stand-alone basis. Prior to our recapitalization, the joint ventures described above in clause (3) were financed with equity contributions from joint venture partners and third-party non-recourse borrowings. As part of our recapitalization, these third-party non-recourse borrowings were refinanced with intercompany loans from us. The pro forma adjustments are based upon available information and assumptions that management believes are reasonable. We have not adjusted the pro forma financial statements operating efficiencies and additional cost savings that we may realize as a result of our stand-alone operations. Prior to our recapitalization, we were a part of Motorola rather than a stand-alone company. As a result, Motorola allocated a portion of its corporate, marketing, administrative and development expenses to us, which is reflected in the Audited Combined Financial Statements and Unaudited Interim Combined Financial Statements. In the opinion of our management, these allocations are reasonable. However, these expenses may not be indicative of, and it is not feasible to estimate, the nature and level of expenses that might have been incurred had we operated as an independent company for the periods presented. Our management estimates that the aggregate general, administrative, selling and marketing expenses to be incurred during the first year after our recapitalization will be less than the total amount that we incurred directly and that Motorola allocated to us prior to the recapitalization. We are providing the unaudited pro forma statements of revenues less direct and allocated expenses before taxes that follow for illustrative purposes only. They do not purport to represent what our results of operations would have been had our recapitalization actually occurred as of the dates indicated, and they do not purport to project our future results of operations. 35

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) FORMERLY, SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. UNAUDITED PRO FORMA STATEMENT OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES For the nine months ended October 2, 1999 (dollars in millions) JANUARY 1, 1999 THROUGH AUGUST 3, 1999 --------------------------------------------------------------------------------------- ADJUSTMENTS ADJUSTMENTS AUGUST 4, FOR FOR 1999 ADJUSTMENTS CONSOLIDATION ADJUSTMENTS RECAPITALIZATION THROUGH HISTORICAL TO EXCLUDE OF JOINT FOR FOUNDRY AND RELATED OCTOBER 2, SCG OPTO VENTURES SALES TRANSACTIONS SUBTOTAL 1999 ---------- ------------ -------------- ------------ ---------------- -------- ----------- Total revenues....... $894.3 $(1.8)(A) $ 1.4(B) $91.1(C) $985.0 $329.2 Direct and allocated costs and expenses: Cost of sales...... 626.7 (1.5)(A) (8.4)(B) 91.1(C) 707.9 241.1 Research and development...... 34.3 $(13.5)(E) 20.8 6.9 Selling and marketing........ 39.0 39.0 8.8 General and administrative... 85.0 7.1(B) 4.9(E) 97.0 26.1 Restructuring charges.......... -- -- 6.4 ------ ------ ------ Total operating costs and expenses....... 785.0 864.7 289.3 ------ ------ ------ Operating income..... 109.3 120.3 39.9 ------ ------ ------ Other income (expenses): Equity in earnings from joint ventures......... 3.0 (2.8)(B) 0.2 0.8 (7.5) (2.2)(B) (77.3)(F) Interest expense... 9.7(G) (77.3) (23.0) Minority interest.. -- (0.9)(B) (0.9) (0.3) ------ ------ ------ Other expenses, net.............. (4.5) (78.0) (22.5) ------ ------ ------ Revenues less direct and allocated expenses before taxes............ $104.8 $ 42.3 $ 17.4 ====== ====== ====== PRO FORMA -------- Total revenues....... $1,314.2 Direct and allocated costs and expenses: Cost of sales...... 949.0 Research and development...... 27.7 Selling and marketing........ 47.8 General and administrative... 123.1 Restructuring charges.......... 6.4 -------- Total operating costs and expenses....... 1,154.0 -------- Operating income..... 160.2 -------- Other income (expenses): Equity in earnings from joint ventures......... 1.0 Interest expense... (100.3) Minority interest.. (1.2) -------- Other expenses, net.............. (100.5) -------- Revenues less direct and allocated expenses before taxes............ $ 59.7 ======== See accompanying Notes to the Unaudited Pro Forma Statements of Revenues Less Direct and Allocated Expenses Before Taxes. 36

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. UNAUDITED PRO FORMA STATEMENT OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES For the nine months ended September 26, 1998 (dollars in millions) ADJUSTMENTS ADJUSTMENTS FOR FOR ADJUSTMENTS CONSOLIDATION ADJUSTMENTS RECAPITALIZATION HISTORICAL TO EXCLUDE OF JOINT FOR FOUNDRY AND RELATED SCG OPTO VENTURES SALES TRANSACTIONS PRO FORMA ---------- ----------- ------------- ----------- ---------------- --------- Total revenues............. $1,133.3 $(21.8)(A) $ 2.4(B) $126.3(C) $1,240.2 Direct and allocated costs and expenses: Cost of sales............ 810.1 (22.7)(A) (7.9)(B) 126.3(C) $ 2.6(D) 908.4 Research and development............ 53.1 (22.8)(E) 30.3 Selling and marketing.... 70.8 70.8 General and administrative......... 158.6 (0.3) 0.1(B) 0.3(E) 158.7 Restructuring charges.... 189.8 189.8 -------- -------- Total operating costs and expenses............... 1,282.4 1,358.0 -------- -------- Operating loss............. (149.1) (117.8) -------- -------- Operating income (expenses): Equity in earnings from joint ventures......... 3.7 (0.5)(B) 3.2 Interest expense......... (11.4) (2.2)(B) (99.4)(F) 13.6(G) (99.4) Minority interest........ -- (2.8)(B) (2.8) -------- -------- Other expenses, net...... (7.7) (99.0) -------- -------- Revenues less direct and allocated expenses before taxes........... $ (156.8) $ (216.8) ======== ======== See accompanying Notes to the Unaudited Pro Forma Statements of Revenues Less Direct and Allocated Expenses Before Taxes. 37

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. UNAUDITED PRO FORMA STATEMENT OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES For the year ended December 31, 1998 (dollars in millions) ADJUSTMENTS ADJUSTMENTS FOR FOR ADJUSTMENTS CONSOLIDATION ADJUSTMENTS RECAPITALIZATION HISTORICAL TO EXCLUDE OF JOINT FOR FOUNDRY AND RELATED SCG OPTO VENTURES SALES TRANSACTIONS PRO FORMA ---------- ----------- ------------- ----------- ---------------- --------- Total revenues............. $1,493.4 $(22.7)(A) $ 3.1(B) $162.3(C) $1,636.1 Direct and allocated costs and expenses: Cost of sales............ 1,068.8 (24.0)(A) (12.7)(B) 162.3(C) $ 3.6(D) 1,198.0 Research and development............ 67.5 (29.1)(E) 38.4 Selling and marketing.... 92.4 92.4 General and administrative......... 201.6 (0.5)(A) (1.7)(B) (6.2)(E) 193.2 Restructuring charges.... 189.8 189.8 -------- -------- Total operating costs and expenses............... 1,620.1 1,711.8 -------- -------- Operating loss............. (126.7) (75.7) -------- -------- Equity in earnings from joint ventures......... 8.4 (3.7)(B) 4.7 Interest expense......... (18.0) (3.3)(B) (132.5)(F) 21.3(G) (132.5) Minority interest........ -- (6.2)(B) (6.2) -------- -------- Other expenses, net...... (9.6) (134.0) -------- -------- Revenues less direct and allocated expenses before taxes.................... $ (136.3) $ (209.7) ======== ======== See accompanying Notes to the Unaudited Pro Forma Statements of Revenues Less Direct and Allocated Expenses Before Taxes. 38

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) FORMERLY, SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO THE UNAUDITED PRO FORMA STATEMENTS OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES (dollars in millions) (A) Represents the elimination of sales, cost of sales and general and administrative expenses related to Opto, which Motorola sold to a third-party during the third quarter of fiscal year 1998. (B) Represents the net adjustments for the consolidation of Leshan-Phoenix Semiconductor Co., Ltd., Tesla Sezam, a.s., Terosil, a.s., and Slovakia Electronics Industries, a.s. (together, the "Combined Joint Ventures") with the Semiconductor Components Group of Motorola. The Combined Joint Ventures were accounted for in the Audited Combined Financial Statements and the Unaudited Interim Combined Financial Statements on the equity method. Prior to the recapitalization, the Combined Joint Ventures were financed independently, from equity contributions from joint venture partners and third-party non-recourse borrowings. As part of the recapitalization, SCG Holding refinanced these third-party non-recourse borrowings with intercompany loans from Semiconductor Components Industries, LLC. As of October 2, 1999, SCG Holding beneficially owned a majority of the outstanding equity interests in Leshan and 100% of the outstanding equity interests in Slovakia Electronics Industries. At such date, it also held 49.9% of the outstanding equity interests in Tesla and Terosil, and Tesla and Terosil held cross-ownership stakes in each other which resulted in SCG Holding's beneficial ownership of 58.4% and 62.5%, respectively. The following sets forth the results for the Combined Joint Ventures and elimination entries for the nine months ended October 2, 1999 and September 26, 1998 and the year ended December 31, 1998, respectively. Amounts remaining in equity in earnings from joint ventures after the adjustment for consolidation of the Combined Joint Ventures represent earnings from Semiconductor Miniature Products Malaysia Sdn. Bhd., a joint venture in which we hold a 50% interest and which is accounted for on the equity basis for periods before and after the recapitalization. FOR THE NINE MONTHS ENDED OCTOBER 2, 1999: ADJUSTMENTS FOR SLOVAKIA COMBINED CONSOLIDATION ELECTRONICS JOINT OF JOINT LESHAN TESLA TEROSIL INDUSTRIES VENTURES ELIMINATIONS VENTURES -------- -------- -------- ----------- ---------- ------------ ---------------- Revenue.................... $15.0 $22.8 $ 5.5 $ 0.2 $43.5 $(42.1)(1) $1.4 Cost of sales.............. 9.3 19.1 5.1 0.2 33.7 (42.1)(2) (8.4) ----- ----- ----- ----- ----- ------ ---- Gross margin............... 5.7 3.7 0.4 -- 9.8 -- 9.8 General and administrative expenses................. 0.6 4.5 1.1 0.9 7.1 -- 7.1 ----- ----- ----- ----- ----- ------ ---- Earnings before interest and tax.................. 5.1 (0.8) (0.7) (0.9) 2.7 -- 2.7 ----- ----- ----- ----- ----- ------ ---- Interest expenses.......... 0.7 1.1 0.4 -- 2.2 -- 2.2 Minority interest.......... -- -- -- -- -- 0.9 (3) 0.9 ----- ----- ----- ----- ----- ------ ---- Profit before tax.......... $ 4.4 $(1.9) $(1.1) $(0.9) $ 0.5 $ (0.9) $(0.4) ===== ===== ===== ===== ===== ====== ==== 39

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) FORMERLY, SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO THE UNAUDITED PRO FORMA STATEMENTS OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES (dollars in millions) (Continued) FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998: ADJUSTMENTS FOR SLOVAKIA COMBINED CONSOLIDATION ELECTRONICS JOINT OF JOINT LESHAN TESLA TEROSIL INDUSTRIES VENTURES ELIMINATIONS VENTURES -------- -------- -------- ----------- ---------- ------------ ---------------- Revenue.................... $12.3 $20.2 $ 7.8 $ -- $40.3 $(37.9)(1) $ 2.4 Cost of sales.............. 7.4 16.1 6.5 -- 30.0 (37.9)(2) (7.9) ----- ----- ----- ----- ----- ------ ----- Gross margin............... 4.9 4.1 1.3 -- 10.3 -- 10.3 General and administrative expenses................. 1.7 (1.2) (0.4) -- 0.1 -- 0.1 ----- ----- ----- ----- ----- ------ ----- Earnings before interest and tax.................. 3.2 5.3 1.7 -- 10.2 -- 10.2 ----- ----- ----- ----- ----- ------ ----- Interest expenses.......... 1.2 0.9 0.1 -- 2.2 -- 2.2 Minority interest.......... -- -- -- -- -- 2.8 (3) 2.8 ----- ----- ----- ----- ----- ------ ----- Profit before tax.......... $ 2.0 $ 4.4 $ 1.6 $ -- $ 8.0 $ (2.8) $ 5.2 ===== ===== ===== ===== ===== ====== ===== FOR THE YEAR ENDED DECEMBER 31, 1998: ADJUSTMENTS FOR SLOVAKIA COMBINED CONSOLIDATION ELECTRONICS JOINT OF JOINT LESHAN TESLA TEROSIL INDUSTRIES VENTURES ELIMINATIONS VENTURES -------- -------- -------- ----------- ---------- ------------ ---------------- Revenue................. $18.5 $28.6 $ 9.6 $ -- $56.7 $(53.6)(1) $ 3.1 Cost of sales........... 9.3 23.1 8.5 -- 40.9 (53.6)(2) (12.7) ----- ----- ----- ----- ----- ------ ------ Gross margin............ 9.2 5.5 1.1 -- 15.8 -- 15.8 General and administrative expenses.............. 2.1 (3.6) (0.3) 0.1 (1.7) -- (1.7) ----- ----- ----- ----- ----- ------ ------ Earnings before interest and tax............... 7.1 9.1 1.4 (0.1) 17.5 -- 17.5 ----- ----- ----- ----- ----- ------ ------ Interest expenses....... 1.5 1.5 0.2 0.1 3.3 -- 3.3 Minority interest....... -- -- -- -- -- 6.2 (3) 6.2 ----- ----- ----- ----- ----- ------ ------ Profit before tax....... $ 5.6 $ 7.6 $ 1.2 $(0.2) $14.2 $ (6.2) $ 8.0 ===== ===== ===== ===== ===== ====== ====== The following items describe the adjustments for consolidation of the Combined Joint Ventures for the nine-month periods ended October 2, 1999 and September 26, 1998 and the year ended December 31, 1998: (1) Represents the adjustment to consolidate the Combined Joint Venture revenues (excluding sales from the Combined Joint Ventures to us) with our revenues. (2) Represents the elimination of the Combined Joint Venture sales to us from cost of goods sold, as we had already included purchases from the Combined Joint Ventures in our cost of goods sold. (3) Represents the adjustment to record the minority ownership interest for the Combined Joint Ventures upon consolidation. Additionally, the statements reflect the adjustments to eliminate equity earnings of the Combined Joint Ventures included in the Audited Combined Financial Statements and Unaudited Interim Combined Financial Statements of $2.8, $0.5 and $3.7 for the nine months ended October 2, 1999 and September 26, 1998 and the year ended December 31, 1998. 40

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) FORMERLY, SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO THE UNAUDITED PRO FORMA STATEMENTS OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES (CONTINUED) (dollars in millions) (C) Historically, the Semiconductor Components Group manufactured products at cost for other divisions of Motorola's Semiconductor Products Sector. This adjustment reflects the foundry revenues and cost of sales associated with products manufactured for other divisions of Motorola's Semiconductor Products Sector, which on a historical basis had been recorded as an offset to cost of sales at cost. SCG Holding now records such sales in a manner consistent with other third-party sales. (D) Reflects the elimination of interest expense, which was charged to the Semiconductor Components Group by other divisions of Motorola's Semiconductor Products Sector in the cost of products purchased, to cost of sales. (E) Reflects the elimination of Motorola cost allocations for corporate and divisional research and development and other allocated costs that bear no direct or indirect relationship to our operations. These costs represent allocations in excess of what we will incur on a stand-alone basis. JANUARY 1, 1999 NINE MONTHS YEAR ENDED THROUGH ENDED DECEMBER 31, AUGUST 3, 1999 SEPTEMBER 26, 1998 1998 ---------------- ------------------- ------------ Corporate research and development (1)............. $ 3.2 $ 4.8 $ 6.4 Sector engineering (2)........ 10.3 18.0 22.7 ----- ----- ----- $13.5 $22.8 $29.1 ===== ===== ===== JANUARY 1, 1999 NINE MONTHS YEAR ENDED THROUGH ENDED DECEMBER 31, AUGUST 3, 1999 SEPTEMBER 26, 1998 1998 ---------------- ------------------- ------------ Royalty income (3)............ $(5.4) $(8.6) $(10.8) Other (income) expenses (4)... 0.5 8.3 17.0 ----- ----- ------ $(4.9) $(0.3) $ 6.2 ===== ===== ====== The following describes the above cost allocation adjustments: (1) Represents the elimination of the portion of Motorola's expenses for its corporate research and development labs that was allocated to the Semiconductor Components Group. These costs are for Motorola projects. SCG Holding's management believes that SCG Holding will not incur costs relating to these projects in the future. (2) Represents the elimination of the portion of Motorola's expenses for sector engineering that was allocated to the Semiconductor Components Group, excluding the costs for the CDMC lab (which performed product research and development for Motorola's Semiconductor Components Group's TMOS products). SCG Holding's management believes that SCG Holding will not incur costs relating to these research and development activities in the future. (3) Represents the elimination of royalty income, which Motorola allocated to all of its businesses. This royalty income is not necessarily indicative of the income that SCG Holding receives as a stand-alone company. (4) Represents the elimination of other income and expenses, which Motorola allocated to all of its businesses. These items principally include chemical decontamination costs and other expenses. SCG Holding's management believes that these costs or income will not recur in the future. 41

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) FORMERLY, SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO THE UNAUDITED PRO FORMA STATEMENTS OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES (CONTINUED) (dollars in millions) (F) Reflects the additional interest expense resulting from borrowings of $1,231.5 under the credit agreement relating to the senior bank facilities, the notes and the junior subordinated note and includes $3.7, $4.8 and $6.4 of deferred financing cost amortization for the approximate seven-month period ended August 3, 1999, the nine-month period ended September 26, 1998 and the year ended December 31, 1998, respectively. Such borrowings are expected to bear interest at the following: Tranche A of senior bank facilities of $65.5--LIBOR plus 3.00% (8.75%, assumed rate) Tranche B of senior bank facilities of $325.0--LIBOR plus 3.50% (9.25%, assumed rate) Tranche C of senior bank facilities of $350.0--LIBOR plus 3.75% (9.50%, assumed rate) Notes of $400.0 (12.00%, fixed rate) Junior subordinated note of $91.0 (10.00% fixed rate) For purposes of the unaudited pro forma statements of revenues less direct and allocated expenses before taxes, the assumed interest rates have been used to calculate interest expense of $77.3, $99.4 and $132.5 (including the above mentioned deferred financing cost amortization) for the seven-month period ended August 3, 1999, the nine-month period ended September 26, 1998 and the year ended December 31, 1998, respectively. Such interest rates are representative of the interest rates that would have been in effect under the credit agreement relating to the senior bank facilities had SCG Holding borrowed such amounts on January 1, 1998 and had such amounts remained outstanding throughout the periods presented. A 0.125% increase or decrease in LIBOR would have resulted in a $0.5, $0.7 and $0.9 adjustment to interest expense for the seven-month period ended August 3, 1999, the nine-month period ended September 26, 1998 and the year ended December 31, 1998, respectively. (G) Reflects the elimination of corporate interest allocated to the Semiconductor Components Group. 42

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS YOU SHOULD READ THE FOLLOWING DISCUSSION IN CONJUNCTION WITH THE AUDITED COMBINED FINANCIAL STATEMENTS, THE UNAUDITED INTERIM COMBINED FINANCIAL STATEMENTS, THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AND THE UNAUDITED PRO FORMA FINANCIAL STATEMENTS, WHICH ARE INCLUDED ELSEWHERE IN THIS PROSPECTUS. THE UNAUDITED INTERIM COMBINED FINANCIAL STATEMENTS AND THE AUDITED COMBINED FINANCIAL STATEMENTS PRESENT THE COMBINED ASSETS, LIABILITIES AND BUSINESS EQUITY AND THE RELATED COMBINED REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES OF THE BUSINESS OF MOTOROLA'S SEMICONDUCTOR COMPONENTS GROUP PRIOR TO THE RECAPITALIZATION AND THE RELATED TRANSACTION, AND ARE NOT INTENDED TO BE A COMPLETE PRESENTATION OF THE FINANCIAL POSITION, RESULTS OF OPERATIONS OR CASH FLOWS OF THE BUSINESS OF SCG HOLDING CORPORATION AND ITS CONSOLIDATED SUBSIDIARIES. THE RESULTS OF OPERATIONS BEFORE TAXES ARE NOT NECESSARILY INDICATIVE OF THE RESULTS OF OPERATIONS BEFORE TAXES THAT WOULD BE RECORDED BY SCG HOLDING ON A STAND-ALONE BASIS. THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS PRESENT THE CONSOLIDATED FINANCIAL POSITION AND RESULTS OF OPERATIONS OF SCG HOLDING CORPORATION AND ITS CONSOLIDATED SUBSIDIARIES ON A STAND-ALONE BASIS SUBSEQUENT TO ITS AUGUST 4, 1999 RECAPITALIZATION. OUR FISCAL YEAR ENDS ON DECEMBER 31ST OF EACH YEAR, AND EACH OF THE FIRST THREE FISCAL QUARTERS OF EACH FISCAL YEAR ENDS ON THE SATURDAY CLOSEST TO THE CALENDAR QUARTER END. AS A RESULT, THE NINE-MONTH PERIOD ENDED OCTOBER 2, 1999 WAS LONGER THAN THE NINE-MONTH PERIOD ENDED SEPTEMBER 26, 1998. OVERVIEW We are the largest independent supplier of semiconductor components in the world. Our total addressable market, consisting generally of discrete, standard analog and standard logic semiconductors, comprised approximately $16.9 billion of revenues in 1998. Generically referred to as semiconductor "components," these devices are "building blocks" that provide the power control, power protection and interfacing necessary for almost all electronic systems, including computers, consumer electronics, communications equipment, automotive systems and industrial automation and control systems. With a portfolio of over 16,000 products, we offer our customers a single source of supply for virtually all their components needs, including the broadest selection of discrete semiconductor products in the industry and an extensive line of standard analog and standard logic products. Our products generally have long market life cycles, averaging 10 to 20 years, with some as long as 30 years. The long life of these products allows us to use our manufacturing assets for longer periods of time, leading to lower capital expenditures. Our total sales volume was approximately 15 billion units in 1998, and we expect our sales volume to be approximately 18 billion units during 1999. RECENT RESTRUCTURING. In 1997, Motorola created the Semiconductor Components Group as a separate division within its Semiconductor Products Sector to concentrate on the manufacturing of discrete, standard analog and standard logic semiconductors. In 1998, Motorola initiated a company-wide restructuring with the goal of increasing the manufacturing efficiency of various operations within each of Motorola's business groups. In furtherance of this strategy, we have implemented ongoing cost-saving initiatives to rationalize our product portfolio, close plants and relocate or outsource related operations to take advantage of lower-cost labor markets and make our manufacturing processes more efficient. As part of this restructuring program, we have closed plants in Arizona and the Philippines. We expect to complete this restructuring program by the end of 2000 and, as a result, expect to realize annual cost savings of approximately $210 million in 2000, as compared to our cost structure at the beginning of 1998. Motorola recorded a restructuring charge in the second quarter of 1998, of which $189.8 million was allocated to us. We do not currently anticipate any significant additional costs in connection with this restructuring. See "Business--Recent Restructuring." 43

RECAPITALIZATION. On August 4, 1999, SCG Holding Corporation was recapitalized pursuant to an agreement among SCG Holding, its subsidiary, Semiconductor Components Industries, LLC, Motorola and affiliates of Texas Pacific Group. As a result of our recapitalization, an affiliate of Texas Pacific Group holds approximately 91% and Motorola holds approximately 9% of the outstanding voting stock of SCG Holding. In addition, as part of these transactions, Texas Pacific Group's affiliate received 1,500 shares and Motorola received 590 shares of SCG Holding's mandatorily redeemable preferred stock with a total liquidation value of $209 million plus accrued and unpaid dividends. Motorola also received a $91 million junior subordinated note issued by Semiconductor Components. Cash payments to Motorola in connection with our recapitalization were financed through equity investments by affiliates of Texas Pacific Group totaling $337.5 million, borrowings totaling $740.5 million under a $875 million senior secured bank loan facilities and the issuance of $400 million of 12% senior subordinated notes due August 2009. Because Texas Pacific Group's affiliate acquired less than substantially all of SCG Holding's common stock, the basis of SCG Holding's assets and liabilities for financial reporting purposes was not impacted by our recapitalization. SEPARATION FROM MOTOROLA. When we were a division of Motorola, Motorola allocated to us expenses related to shared services provided by Motorola and its other divisions. During 1998, we incurred approximately $294 million in general, administrative, marketing and selling expenses, of which Motorola and its other divisions allocated to us approximately $124 million. During the seven-month period prior to our August 1999 recapitalization, we incurred $124 million of general, administrative, marketing and selling expenses, of which Motorola and its other divisions allocated to us $52 million. As part of our recapitalization, we identified the specific services that we believed were necessary to our business and that we would not be able initially to provide ourselves. Motorola agreed to provide or arrange for the provision of these services, including information technology, human resources, supply management and finance services, for periods of time sufficient to facilitate our transition to a stand-alone company. Our management estimates that we will incur not more than $75 million under these arrangements for general, administrative, selling and marketing related expenses during the first year after our recapitalization and that our aggregate general, administrative, selling and marketing expenses will be less than those directly charged and allocated in 1998. In addition, Motorola agreed to continue to provide worldwide shipping and freight services to us for a period of up to three years using the cost allocation method currently in effect. Under this arrangement, we anticipate paying Motorola approximately $30 million in the first year following our recapitalization. We believe that the scope of the agreements we entered into with Motorola as part of our recapitalization and the time frames, pricing and other terms should provide us sufficient time to effect the transition with minimal disruption to our business, and that we will ultimately be able to provide these services ourselves or identify third-party suppliers to provide such services on terms not materially less favorable to us than the terms of our arrangements with Motorola. SCG Holding and Motorola have also agreed to continue providing manufacturing services to each other for limited periods of time following our recapitalization at fixed prices that are intended to approximate each party's cost of providing the services. Prior to our recapitalization, the cost of the services we provided to other divisions of Motorola's Semiconductor Products Sector was recorded as a credit to our cost of production, while the cost of the services other divisions of Motorola's Semiconductor Products Sector provided to us was included in our cost of goods sold. We now record foundry sales for services we provide to other divisions of Motorola's Semiconductor Products Sector as revenues, and this change has been reflected as an adjustment in our pro forma financial information contained in this prospectus. See "Unaudited Pro Forma Financial Information." In 1996, 1997, and 1998, the Semiconductor Components Group recorded $159.5 million, $177.4 million, and $162.3 million, respectively, for the cost of foundry services it provided to other divisions of Motorola's Semiconductor Products Sector. For the nine months ended September 26, 44

1998, the Semiconductor Components Group recorded $126.3 million for the cost of foundry services it provided to other divisions of Motorola's Semiconductor Products Sector, and for the period from January 1, 1999 through August 3, 1999, the Semiconductor Components Group recorded $91.0 million for the cost of these foundry services. Each party has committed to purchases specified under these manufacturing services agreements. Subject to our right to cancel upon six months' written notice, we have minimum commitments to purchase manufacturing services from Motorola of approximately $29.5 million, $88 million, $51 million, $41 million and $40 million in the last three months of 1999, and in fiscal years 2000, 2001, 2002 and 2003, respectively, and have no purchase obligations thereafter. We currently anticipate that we will purchase manufacturing services from Motorola of approximately $150 million in 2000. Subject to its right to cancel upon six months' written notice, Motorola has minimum commitments to purchase manufacturing services from us of approximately $24.9 million, $66 million and $26 million in the last three months of 1999, and in fiscal years 2000 and 2001, respectively, and has no purchase obligations thereafter. We currently anticipate that Motorola will purchase manufacturing services from us of approximately $100 million in 2000. We believe that prior to the expiration of our manufacturing services agreements with Motorola, we will be able to relocate operations to our facilities, or make arrangements with third-party manufacturers to replace the manufacturing services provided by Motorola at costs not materially in excess of the amounts we expect to pay Motorola. Before our recapitalization, we accounted for our investments in Leshan-Phoenix Semiconductor Co., Ltd., Tesla a.s., Terosil a.s. and Slovakia Electronics Industries a.s. using the equity method because these joint ventures were financed from equity contributions from joint venture partners (or, in the case of Slovakia Electronics, formed in anticipation of such a contribution) and third-party non-recourse borrowings. As part of our recapitalization, we refinanced these third-party non-recourse borrowings with intercompany loans totalling $73.0 million. Additionally, we purchase substantially all of the output from these joint ventures. These joint ventures represented $53.6 million of our cost of goods sold in 1998 and had external revenues of $3.1 million. Subsequent to our recapitalization, these joint ventures have been consolidated in our financial statements and have been presented on a consolidated basis in the Unaudited Pro Forma Financial Statements contained in this prospectus. Had we consolidated these joint ventures on a historical basis, our sales and gross profit in 1998 would have been increased by $3.1 million and $15.8 million, respectively. HISTORICAL QUARTERLY PERFORMANCE--1998 THROUGH THIRD QUARTER 1999 The following table sets forth our historical quarterly sales, gross profits and gross margin (gross profit as a percentage of sales) from January 1, 1998 through October 2, 1999: JULY 4, AUGUST 4 FOR THE THREE MONTHS ENDED 1999 1999 ------------------------------------------------------------------------- THROUGH THROUGH MARCH 28, JUNE 28, SEPTEMBER 28, DECEMBER 31, APRIL 3, JULY 3, AUGUST 3, OCTOBER 2, 1998 1998 1998 1998 1999 1999 1999 1999 --------- -------- ------------- ------------ -------- -------- --------- ---------- (DOLLARS IN MILLIONS, UNAUDITED) Total revenues....... $414.1 $373.3 $345.9 $360.1 $372.9 $400.7 $120.7 $ 329.2 Gross profit......... $139.6 $ 97.3 $ 86.3 $101.4 $102.9 $121.8 $ 42.9 $ 88.1 Gross margin......... 34% 26% 25% 28% 28% 30% 36% 27% 45

In early 1998 we experienced strong sales and gross profit growth resulting principally from inventory buildups by our distribution customers due to a positive industry outlook. However, as a result of the Asian economic crisis, reduced average selling prices resulting from excess semiconductor manufacturing capacity and adjustments resulting from excess inventory, sales in the second and third quarters of 1998 were lower than expected. Since the fourth quarter of 1998, the industry has demonstrated continued improvement driven by the recovery of most Asian economies, better inventory balances and increasing demand for electronic devices. This positive trend is demonstrated in our sequential quarterly growth in sales and gross profit from the fourth quarter of 1998 through the third quarter of 1999. On a pro forma basis, gross margin for the three months ended October 2, 1999 was 29%. The slight decrease in gross margin resulted from inefficiencies during August 1999 as SCG Holding separated from Motorola and became a stand-alone entity. Management does not expect this situation to impact gross margin in the fourth quarter of 1999. World Semiconductor Trade Statistics, an industry association that collects and publishes sales statistics on products and regions for the industry, has forecasted revenue growth in our industry and our total addressable market from 1998 to 2002 at a compound annual growth rate of 15.5% and 10.4%, respectively. RESULTS OF OPERATIONS The following table sets forth line items from our statement of revenues less direct and allocated expenses before taxes, as a percentage of total revenues for the periods indicated: JANUARY 1, AUGUST 4, YEARS ENDED 1999 1999 DECEMBER 31, NINE MONTHS ENDED THROUGH THROUGH ------------------------------ SEPTEMBER 26, AUGUST 3, OCTOBER 2, 1996 1997 1998 1998 1999 1999 -------- -------- -------- ----------------- ---------- ---------- (EXPRESSED AS A PERCENTAGE OF TOTAL REVENUES) Total revenues............... 100% 100% 100 % 100 % 100% 100% Direct and allocated costs and expenses: Cost of sales............ 64.6% 61.7% 71.6 % 69.9 % 70.9% 72.9% Research and development............ 4.1% 3.6% 4.5 % 4.6 % 3.8% 2.1% Selling and marketing.... 5.4% 6.1% 6.2 % 6.1 % 4.4% 2.7% General and administrative......... 8.6% 13.2% 13.5 % 13.9 % 9.3% 8.7% Restructuring charges.... 0.0% 0.0% 12.7 % 24.1 % 0.0% 1.9% ----- ----- ----- ----- ----- ----- Total direct and allocated costs and expenses:........ 82.7% 84.6% 108.5 % 118.7 % 88.5% 88.3% Other expenses, net...... 0.7% 0.5% 0.6 % 0.6 % 0.5% 6.5% ----- ----- ----- ----- ----- ----- Revenues less direct and allocated expenses before taxes.................... 16.6% 14.9% (9.1)% (19.3)% 11.0% 5.2% ===== ===== ===== ===== ===== ===== 46

We experienced a decline in our market share from 1993 through 1998. Our market share as a percentage of our total addressable market was 11.0% in 1993, 10.5% in 1994, 9.7% in 1995, 9.4% in each of 1996 and 1997 and 8.7% in 1998. We believe this decline was attributable primarily to the emphasis of Motorola's Semiconductor Products Sector on the sale of more complex and higher-priced semiconductors, including the diversion of research and development, capital expenditures and manufacturing capacity to these products and incentives provided to this sales force and third-party distributors linked to the sale of these products. Our market share has stabilized at 8.7% of our total addressable market in the last three quarters of 1999. We expect to maintain our current market share through the end of 1999 and through 2000 by concentrating on products with significant growth potential, such as analog and high performance semiconductors, and products in markets with less price competition, such as bipolar discrete semiconductors. NINE MONTHS ENDED OCTOBER 2, 1999 COMPARED TO NINE MONTHS ENDED SEPTEMBER 26, 1998 POST- PRE-RECAPITALIZATION RECAPITALIZATION ----------------------------------- ---------------- NINE JANUARY 1, NINE MONTHS 1999 AUGUST 4, 1999 MONTHS ENDED THROUGH THROUGH ENDED SEPTEMBER 26, 1998 AUGUST 3, 1999 OCTOBER 2, 1999 OCTOBER 2, 1999 ------------------ -------------- ---------------- --------------- REVENUES: Net product sales................. $1,133.3 $894.3 $301.2 $1,195.5 Foundry sales..................... -- -- 28.0 28.0 -------- ------ ------ -------- Total Revenues.................. 1,133.3 894.3 329.2 1,223.5 -------- ------ ------ -------- OPERATING COSTS AND EXPENSES: Cost of sales..................... 810.1 626.7 241.1 867.8 Research and development.......... 53.1 34.3 6.9 41.2 Selling and marketing............. 70.8 39.0 8.8 47.8 General and administrative........ 158.6 85.0 26.1 111.1 Restructuring and other charges... 189.8 -- 6.4 6.4 -------- ------ ------ -------- Total Operating Costs and Expenses...................... 1,282.4 785.0 289.3 1,074.3 -------- ------ ------ -------- OPERATING INCOME (LOSS)............. (149.1) 109.3 39.9 149.2 OTHER EXPENSES, NET................. (7.7) (4.5) (22.5) (27.0) REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES............. -------- ------ ------ -------- $ (156.8) $104.8 $ 17.4 $ 122.2 ======== ====== ====== ======== NET PRODUCT SALES. Net product sales increased $62.2 million, or 5.5%, from $1,133.3 million for the nine months ended September 26, 1998 to $1,195.5 million for the nine months ended October 2, 1999. The overall increase in net product sales was primarily attributable to the rebound in the semiconductor market as well as the introduction of new products. Unit volume increased by 20.6% for the nine months ended October 2, 1999 compared to the nine months ended September 26, 1998, while average selling prices decreased by 11.0% for the same periods, primarily as a result of excess semiconductor manufacturing capacity and aggressive pricing actions taken to 47

maintain market share. Given recent increases in demand and capacity utilization, we expect average selling prices to stabilize or increase in the near term. Net sales for standard analog products, which accounted for 20.0% of net product sales for the nine months ended October 2, 1999, increased 16.7% compared to the same period in 1998, primarily as a result of increased demand in the telecommunications industry and our focus on expanding the sales of this product line. Net sales for standard logic products, which accounted for 23.6% of net product sales for the nine months ended October 2, 1999, increased 5.8% compared to the same period in 1998, primarily due to increased demand for emitter-coupled logic products, which was offset by the discontinuation of our FAST product line as well as reduced emphasis on older standard logic product families. Net sales for discrete products, which accounted for 56.0% of net product sales for the nine months ended October 2, 1999, grew by 5.0% compared to the same period in 1998, mainly fueled by increased demand in the rectifiers and zener product families. The geographic distribution of net product sales for the nine months ended October 2, 1999 was relatively consistent with the 1998 period, except for the increase in the proportion of our revenues attributable to the Asia/Pacific Region. Net product sales were derived 46%, 33% and 21% 9% in the Americas, Asia/Pacific and Europe (including the Middle East), respectively, in the first nine months of 1999, compared to 47%, 29% and 24%, respectively, in the first nine months of 1998. Sales to the Asia/Pacific region have strengthened during 1999 and recently exceeded the $500 million mark, due to a recovery in this market which we expect to continue over the next three years. GROSS PROFIT. Gross profit, defined as total revenues less cost of sales, increased 10.1% from $323.2 million for the nine months ended September 26, 1998 to $355.7 million for the nine months ended October 2, 1999. As a percentage of total revenues, gross profit was 28.5% for the first nine months of 1998, compared to 29.1% for the first nine months of 1999. The improvement in gross profit resulted mainly from reductions in costs from the restructuring program initiated in June 1998, which were offset, in part, by lower average selling prices. RESEARCH AND DEVELOPMENT. Research and development costs decreased $11.9 million, or 22.4%, from $53.1 million in the nine months ended September 26, 1998 to $41.2 million in the nine months ended October 2, 1999, primarily as a result of our August 1999 recapitalization and the discontinuation of related expense allocations from Motorola. As a percentage of total revenues, these costs decreased from 4.7% for the first nine months of 1998 to 3.4% for the first nine months of 1999. Research and development costs that we incurred directly increased from $26.4 million in the nine months ended September 26, 1998 to $27.9 million in the nine months ended October 2, 1999, while research and development costs allocated from Motorola decreased from $26.7 million to $13.3 million for the same periods. SELLING AND MARKETING. Selling and marketing expenses decreased by 32.5% from $70.8 million in the nine months ended September 26, 1998 to $47.8 million in the nine months ended October 2, 1999. As a percentage of total revenues, these costs decreased from 6.2% for the first nine months of 1998 to 3.9% for the first nine months of 1999. The decrease in selling and marketing expenses was primarily attributable to cost reductions resulting from the restructuring program. GENERAL AND ADMINISTRATIVE. General and administrative expenses decreased by 29.9% from $158.6 million in the nine months ended September 26, 1998 to $111.1 million in the nine months ended October 2, 1999 primarily as a result of worldwide personnel reductions associated with the the restructuring program and as a result of our recapitalization and the discontinuation of related expense allocations from Motorola. As a percentage of total revenues, these costs decreased from 14.0% for the first nine months of 1998 to 9.1% for the first nine months of 1999. General and administrative expenses allocated from Motorola decreased from $94.4 million in the nine months ended September 26, 1998 to $50.0 million in the nine months ended October 2, 1999. 48

RESTRUCTURING AND OTHER CHARGES. In June 1998, Motorola recorded a charge to cover one-time costs related to the restructuring program, including costs related to the consolidation of manufacturing operations, the exit of non-strategic or poorly performing businesses by discontinuance of selected product lines and the rationalization of our product portfolio, and a reduction in the number of our employees. Asset impairment and other charges were also recorded for the write-down of assets that had become impaired as a result of current business conditions or business portfolio decisions. Our one-time charges related to these actions were $189.8 million, of which $53.9 million represented asset impairments charged directly against machinery and equipment. The remaining charges consisted of $13.2 million for the consolidation of manufacturing operations, $20.7 million for business exits and $102.0 million for employment reductions. Motorola retained the employee separation accrual of $28.8 million as of August 3, 1999, to cover approximately 900 employees who will remain employees of, and be released by Motorola. At October 2, 1999, $13.6 million of reserves relating to the restructuring program remain outstanding. The following table summarizes activity in these reserves during 1999: BALANCE AMOUNTS BALANCE AS OF RETAINED AS OF DECEMBER 31, AMOUNTS BY OCTOBER 2, 1998 USED MOTOROLA 1999 ------------ -------- --------- ---------- (IN MILLIONS) Consolidation of manufacturing operations....... $13.2 $ (4.5) $ -- $ 8.7 Business exists................................. 11.3 (6.4) -- 4.9 Employee separations............................ 43.5 (14.7) (28.8) -- ----- ------ ------ ----- Total restructuring......................... $68.0 $(25.6) $(28.8) $13.6 ===== ====== ====== ===== After our recapitalization, we incurred $6.4 million of one-time costs mostly associated with the worldwide launch of our new trade name, ON Semiconductor-TM-, and related branding initiatives. OPERATING INCOME (LOSS). We generated an operating loss of $149.1 million, or 13.2% of total revenues, for the nine months ended September 26, 1998 compared to operating income of $149.2 million, or 12.2% of total revenues, for the nine months ended October 2, 1999. This improvement is primarily attributable to the restructuring charge in 1998 as well as subsequent cost reductions resulting from the restructuring. Excluding the restructuring charge, we generated operating income of $40.7 million, or 3.6% of total revenues, during the first nine months of 1998. OTHER EXPENSES, NET. Other expenses, net increased from $7.7 million for the nine months ended September 26, 1998 to $27.0 million for the nine months ended October 2, 1999, primarily as a result of increased interest expense related to borrowings utilized to finance our recapitalization and related transactions. YEAR ENDED DECEMBER 31, 1998 COMPARED TO YEAR ENDED DECEMBER 31, 1997 NET SALES--TRADE. Net product sales decreased $321.8 million, or 17.7%, from $1,815.2 million in 1997 to $1,493.4 million in 1998. Our sales decreased in all major product categories. The decline in net product sales, which was greater than the decline in overall sales in our total addressable market of 11% over the same time period, was primarily attributable to a worldwide recessionary period in the semiconductor industry resulting from the Asian economic crisis, excess manufacturing capacity and excess inventory levels. Average sales prices declined 12.3% while total unit volume declined only 5.9%. Net sales for discrete, standard analog and standard logic products, which accounted for 58%, 19% and 23%, respectively, of net product sales in 1998, decreased 16.5%, 7.3% and 27.1%, respectively, compared to 1997, primarily as a result of industry-wide declines in average selling 49

prices. The decrease in net sales of standard logic products was exacerbated by our discontinuation of a standard logic product line and reduced emphasis on older standard logic product families. The geographic distribution of net product sales in 1998 is relatively consistent as compared to 1997. Net product sales were derived 46%, 30% and 24% in the Americas, the Asia/Pacific region and Europe (including the Middle East), respectively, in 1998, compared to 46%, 33% and 21%, respectively, in 1997. GROSS PROFIT. Gross profit, defined as total revenues less cost of sales, decreased 39.0% from $695.6 million in 1997 to $424.6 million in 1998. As a percentage of total revenues, gross profit was 38.3% in 1997 compared to 28.4% in 1998. The decrease in gross profit as a percentage of total revenues resulted primarily from lower average sales prices as well as the underutilization of production capacity, causing fixed production costs to be spread over fewer units of production. These negative impacts on gross profit were offset, in part, by reductions in costs resulting from the restructuring program initiated in June 1998. RESEARCH AND DEVELOPMENT. Research and development costs increased $1.8 million, or 2.7%, from $65.7 million in 1997 to $67.5 million in 1998. As a percentage of total revenues, these costs increased from 3.6% in 1997 to 4.5% in 1998. Research and development costs historically consisted of allocations from Motorola and other divisions of its Semiconductor Products Sector as well as research and development costs incurred directly by us. Research and development expenses allocated to us by Motorola and other divisions of its Semiconductor Products Sector decreased by $1.5 million from $34.6 million in 1997 to $33.1 million in 1998. Research and development cost increased by $3.3 million from $31.1 million in 1997 to $34.4 million in 1998. This increase reflects our continued commitment to focus on new product development. SELLING AND MARKETING. Selling and marketing expenses decreased by 16.5% from $110.7 million in 1997 to $92.4 million in 1998. The reduction in selling and marketing expenses is primarily attributable to the restructuring program. As a percentage of total revenues, these costs remained relatively consistent at just over 6% in 1997 and 1998 due to the decline in total revenues and the restructuring in 1998. GENERAL AND ADMINISTRATIVE. General and administrative expenses decreased by 15.9% from $239.8 million in 1997 to $201.6 million in 1998. As a percentage of total revenues, these costs remained relatively consistent at just over 13% in 1997 and 1998 due to the decline in total revenues in 1998. In addition to general and administrative expenses incurred directly by us, general and administrative costs consist of an allocation of Motorola's corporate and sector costs. General and administrative expenses allocated to us by Motorola decreased by $1.8 million, or 1.5%, to $115.2 million for 1998. General and administrative expenses incurred directly by us decreased by $36.4 million, or 29.6%, to $86.4 million for 1998. The reduction in general and administrative expenses is primarily attributable to worldwide personnel reductions under the restructuring. RESTRUCTURING AND OTHER CHARGES. In June 1998, Motorola recorded a charge to cover restructuring costs related to the consolidation of manufacturing operations, the exit of non-strategic or poorly performing businesses and a reduction in worldwide employment by 20,000 employees. Asset impairment and other charges were also recorded for the writedown of assets which had become impaired as a result of current business conditions or business portfolio decisions. Motorola recorded its charge in the following restructuring categories: CONSOLIDATION OF MANUFACTURING OPERATIONS. Consolidation of manufacturing operations relates to the closing of production and distribution facilities and selling or disposing of the machinery and equipment that was no longer needed and, in some cases, scrapping excess assets that had no net realizable value. The buildings associated with these production facilities, in many cases, were sold to outside parties. Also included in this restructuring category were costs related to shutting 50

down or reducing the capacity of production lines. In most cases, older facilities with older technologies or non-strategic products were closed. Machinery and equipment write downs related to equipment that would no longer be utilized comprised the majority of these costs. These assets have been deemed to be held for use until such time as they are removed from service and, therefore, no longer utilized in manufacturing products. An assessment was made as to whether or not there was an asset impairment related to the valuation of these assets in determining what the amount of the write down included in the restructuring charge should be for this machinery and equipment. This assessment utilized the anticipated future undiscounted cash flows generated by the equipment as well as its ultimate value upon disposition. The charges in this restructuring category do not include any costs related to the abandonment or sub-lease of facilities, moving expenses, inventory disposals or write downs, or litigation or environmental obligations. As part of the consolidation of manufacturing operations, Semiconductor Products Sector facilities in North Carolina, California, Arizona and the Philippines are being closed as planned. The Semiconductor Products Sector is consolidating its production facilities into fewer integrated factories to achieve economies of scale and improved efficiencies and to capitalize on new technologies that should reduce operating costs. BUSINESS EXITS. Business exit costs include costs associated with shutting down businesses that did not fit with Motorola's new strategy. In many cases, these businesses used older technologies that produced non-strategic products. The long-term growth and margins associated with these businesses were not in line with Motorola's expectations given the level of investment and returns. Included in these business exit costs were the costs of terminating technology agreements and selling or liquidating interests in joint ventures that did not fit with the new strategy of Motorola. Exit costs allocated to us related to the discontinuance of selected product lines and the rationalization of our product portfolio. Similar to consolidation of manufacturing operations, the charges in this restructuring category did not include any costs related to the abandonment or sublease of facilities, moving expenses, inventory disposals or write downs, or litigation or environmental obligations. EMPLOYEE SEPARATIONS. Employee separation costs represent the costs of involuntary severance benefits for the 20,000 positions identified as subject to severance under the restructuring plan and special voluntary termination benefits offered beginning in the third quarter of 1998. The special voluntary termination benefits provided for one week of pay for each year of service between years 1-10, two weeks of pay for each year of service between years 11-19, and three weeks of pay for each year of service for year 20 and greater. The majority of employees who accepted special voluntary termination benefits did so by the end of the year, although severance payments were not completed by that time. The majority of the special voluntary termination benefits expired at the end of the fourth quarter of 1998. As of December 31, 1998, approximately 13,800 employees have separated from Motorola through a combination of voluntary and involuntary severance programs. Of the 13,800 separated employees, approximately 8,200 were direct employees and 5,600 were indirect employees. Direct employees are primarily non-supervisory production employees, and indirect employees are primarily non-production employees and production managers. ASSET IMPAIRMENTS AND OTHER CHARGES. As a result of current and projected business conditions, Motorola wrote down operating assets that became impaired. The majority of the assets written down were used manufacturing equipment and machinery. The amount of impairment charge for the assets written down was based upon an estimate of the future cash flows expected from the use of the assets, as well as upon their eventual disposition. These undiscounted cash flows were then compared to the net book value of the equipment, and impairment was determined based on that comparison. Cash flows were determined at the 51

facility level for production facilities based upon anticipated sales value of the products to be produced and the costs of producing the products at those facilities. In cases in which sufficient cash flows were not going to be generated by the equipment at those facilities, the assets were written down to their estimated fair value. These estimated fair values were based upon what the assets could be sold for in a transaction with an unrelated third party. Since the majority of these assets were machinery and equipment, Motorola was able to utilize current market prices for comparable equipment in the marketplace in assessing what would be the fair value upon sale of the equipment. Building writedowns were based on marketability factors of the building in the particular location. Assets held for use continue to be depreciated based on an evaluation of their remaining useful lives and their ultimate values upon disposition. There were no assets held for sale at December 31, 1998 nor were any impaired assets disposed of prior to that date. RESTRUCTURING CHARGE. A restructuring charge of $189.8 million, of which $53.9 million represented asset impairments charged directly against machinery and equipment, was allocated to us in 1998. Under our restructuring program, we expect to reduce our workforce by approximately 3,900 employees by the end of the first quarter of 2000. As of December 31, 1998, we had released approximately 2,500 employees as part of our restructuring program. At December 31, 1998, $68.0 million of restructuring accruals remain outstanding. The following table displays a rollforward to December 31, 1998 of the accruals established during the second quarter of 1998: ACCRUALS AT INITIAL AMOUNTS DECEMBER 31, CHARGES USED 1998 -------- -------- ------------- (IN MILLIONS) Consolidation of manufacturing operations................... $ 13.2 $ -- $13.2 Business exits.............................................. 20.7 (9.4) 11.3 Employee separations........................................ 102.0 (58.5) 43.5 ------ ------- ----- Total restructuring....................................... 135.9 (67.9) 68.0 ------ ------- ----- Asset impairments and other charges......................... 53.9 (53.9) -- ------ ------- ----- Total..................................................... $189.8 $(121.8) $68.0 ====== ======= ===== Our remaining accrual at December 31, 1998 of $13.2 million for the consolidation of manufacturing operations represents the finalization of the plant closings in Arizona and the Philippines. Within the business exits category, the remaining accrual of $11.3 million at December 31, 1998 relates to costs of exiting two unprofitable product lines. Our remaining accrual of $43.5 million at December 31, 1998 for employee separations relates to the completion of severance payments in Japan, Asia, the U.K. and Arizona. Our total amount used of $121.8 million through December 31, 1998 reflects approximately $63.6 million in cash payments and $58.2 million in write-offs. The remaining $68.0 million accrual balance at December 31, 1998 is expected to be liquidated via cash payments. OPERATING INCOME. Operating income was $279.4 million, or 15.4% of net sales, in 1997 compared to an operating loss of $126.7 million, or 8.5% of net sales, in 1998. Excluding the restructuring charge, we would have had operating income of $63.1 million, or 4.2% of net sales, in 1998. This decrease is primarily attributable to the deterioration in gross margins. EQUITY IN EARNINGS FROM JOINT VENTURES. Equity in earnings from joint ventures increased from $1.6 million in 1997 to $8.4 million in 1998. During 1998, we recognized a greater benefit from our 1997 investments in Tesla and Terosil in the Czech Republic, as their manufacturing facilities 52

increased to full capacity in 1998. These investments were part of our global semiconductor expansion strategy to relocate manufacturing facilities out of the United States into markets with lower cost facilities. INTEREST EXPENSE. Interest expense increased from $11.0 million in 1997 to $18.0 million in 1998. These amounts were allocated by Motorola to its Semiconductor Products Sector and in turn to us. YEAR ENDED DECEMBER 31, 1997 COMPARED TO YEAR ENDED DECEMBER 31, 1996 NET SALES--TRADE. Net product sales increased $67.2 million, or 3.8%, from $1,748.0 million in 1996 to $1,815.2 million for 1997. The increase was consistent with the total growth in overall sales in our addressable market of 4.3% over the same time period. Total unit volume increased 21.2% in 1997 compared to 1996, while average sales prices decreased by 14.9%, reflecting continued price pressure as a result of excess semiconductor manufacturing capacity in the industry. Net sales for discrete products, which accounted for 56% of net product sales for 1997, decreased 0.4% compared to 1996. Net sales for standard analog products and standard logic products, which accounted for 17% and 27%, respectively, of net product sales for 1997, increased 11.3% and 10.5%, respectively, compared to 1996. The growth rates of discrete, standard analog and standard logic product families followed general market trends. The geographic distribution of net product sales for 1997 is relatively consistent as compared to 1996. Net product sales were derived 46%, 33% and 21% in the Americas, the Asia/Pacific region and Europe (including the Middle East), respectively, during 1997, compared to 46%, 33% and 21%, respectively, in 1996. GROSS PROFIT. Gross profit, defined as total revenues less cost of sales, increased 12.3% from $619.2 million in 1996 to $695.6 million in 1997. As a percentage of total revenues, gross profit was 35.4% in 1996 compared to 38.3% in 1997. This improvement in gross profit as a percentage of total revenues was primarily the result of improved manufacturing efficiencies and capacity utilization resulting from increased unit volume. Inventory levels were increased in 1997 in anticipation of a rebound of the semiconductor industry in 1998. As production was increased in 1997 to build inventory levels, fixed production costs were spread over higher unit volume and were capitalized into inventory, resulting in a positive impact on 1997 gross profit. RESEARCH AND DEVELOPMENT. Research and development costs decreased $6.0 million, or 8.4%, from $71.7 million in 1996 to $65.7 million in 1997. As a percentage of total revenues, these costs decreased from 4.1% in 1996 to 3.6% in 1997. Research and development costs historically consisted of allocations from Motorola and other divisions of its Semiconductor Products Sector as well as research and development costs incurred directly by us. The research and development costs allocated by Motorola and other divisions of its Semiconductor Products Sector were essentially flat at $34.8 million in 1996 compared to $34.6 million in 1997. The decrease in research and development costs is primarily attributable to a $5.8 million reduction in the costs incurred directly by us. The decrease was primarily the result of a reorganization in 1997 of Motorola's Semiconductor Products Sector, when Motorola created the Semiconductor Components Group as a separate division within the Semiconductor Products Sector. As a result, a number of research and development personnel were reassigned to other groups within the sector, thus reducing our research and development resources in 1997. SELLING AND MARKETING. Selling and marketing expenses increased by 17.3% from $94.4 million in 1996 to $110.7 million in 1997. As a percentage of total revenues, these costs increased from 5.4% in 1996 to 6.1% in 1997. The increase in selling and marketing expenses is primarily attributable to changes in processes and additional selling and marketing functions for which we assumed direct responsibility starting in 1997 as part of the reorganization of Motorola's Semiconductor Products Sector. 53

GENERAL AND ADMINISTRATIVE. General and administrative expenses increased by 59.0% from $150.8 million in 1996 to $239.8 million in 1997. As a percentage of total revenues, these costs increased from 8.6% in 1996 to 13.2% in 1997. In addition to general and administrative expenses incurred directly by us, general and administrative costs consist of an allocation of Motorola's corporate and sector costs. General and administrative expenses allocated to us by Motorola increased by $29.8 million, or 34.2%, to $117.0 million in 1997. General and administrative expenses incurred directly by us increased by $59.2 million, or 93.1%, to $122.8 million in 1997. The increase in general and administrative expenses is primarily attributable to costs resulting from the reorganization of Motorola's Semiconductor Products Sector in 1997. OPERATING INCOME. Operating income as a percentage of total revenues decreased from 17.3%, or $302.3 million, in 1996 to 15.4%, or $279.4 million, in 1997. This decrease is attributable primarily to increased selling and marketing and general and administrative expenses resulting from the reorganization of Motorola's Semiconductor Products Sector in 1997, offset by improvements in gross profit in 1997. EQUITY IN EARNINGS FROM JOINT VENTURES. Equity in earnings from joint ventures decreased by 33.3% from $2.4 million in 1996 to $1.6 million in 1997. The decrease in earnings was primarily attributable to our Malaysian joint venture, which incurred translation losses in 1997 on U.S. dollar denominated loans. INTEREST EXPENSE. Interest expense decreased from $15.0 million in 1996 to $11.0 million in 1997. These amounts were allocated by Motorola to its Semiconductor Products Sector and in turn to us. LIQUIDITY AND CAPITAL RESOURCES Our senior bank facilities consist of a $200.0 million tranche A facility (including a $134.5 million delayed-draw term facility) that bears interest at LIBOR + 3.00% and fully amortizes within six years, a $325.0 million tranche B facility that bears interest at 3.50% and fully amortizes within seven years and a $350.0 million tranche C facility that bears interest at LIBOR + 3.75% and fully amortizes within eight years, together with a $150.0 million revolving facility for working capital and general corporate purposes (of which $14.7 million has been used for letters of credits and $135.3 million remains available as of October 2, 1999). As part of our August 1999 recapitalization, in addition to borrowing $740.5 million under our senior bank facilities, we also issued $400.0 million of 12% senior subordinated notes due in 2009. We have subsequently borrowed an additional $60.0 million under our $134.5 million delayed-draw term facility, the remainder of which will remain available until February 4, 2000 to fund working capital. The senior bank facilities and the notes contain various restrictions and covenants. As part of our recapitalization, Semiconductor Components Industries, LLC issued a $91 million junior subordinated note, which bears interest at a rate of 10% per annum, payable semi-annually in kind. Interest will be payable in cash after the fifth anniversary of the issue date if, after giving effect to the payment of interest on any interest payment date, we will be in compliance with our obligations under our senior bank facilities and the indenture relating to the notes. Our junior subordinated note will mature on the twelfth anniversary of its issue date and be subordinated in right of payment to the notes and the loans under our senior bank facilities and pari passu in right of payment with unsecured trade debt. As of October 2, 1999, we had $800.5 million of indebtedness outstanding under our senior bank facilities (excluding unused commitments) and a stockholders' deficit of $284.9 million. In addition, the credit agreement relating to our senior bank facilities, the indenture relating to the notes and the terms of our junior subordinated note will allow us to incur further additional indebtedness. 54

Prior to our recapitalization, Motorola performed cash management on a centralized basis, and its Semiconductor Products Sector processed receivables and payables, payroll and other activities for the Semiconductor Components Group. Most of these systems were not designed to track receivables, liabilities, cash receipts and payments on a division-specific basis. Accordingly, it is not practical to determine assets and liabilities associated with the Semiconductor Components Group prior to our recapitalization. Subsequent to our recapitalization, we had cash flow from operating activities of $7.2 million. Net cash provided by financing activities totalled $119.6 million, resulting primarily from the issuance of common and preferred stock to an affiliate of Texas Pacific Group and to the proceeds from the borrowings incurred in conjunction with our recapitalization less amounts paid to Motorola as part of our recapitalization. Capital expenditures, net of transfers, were $81.2 million in 1998. Gross capital expenditures are expected to be approximately $110.0 million in 1999. Approximately $61.7 million (before transfers) was spent as of October 2, 1999. We have been able to limit capital expenditures supporting our capacity expansions by buying depreciated assets from other Motorola divisions at their book value. Our primary future cash needs, both in the short term and in the long term, will continue to be for working capital, capital expenditures, debt service and potential business acquisitions. In particular, we are required to begin making principal payments on our senior bank facilities in 2001. Our ability to make payments on and to refinance our indebtedness, including the notes, our senior bank facilities and the junior subordinated note and to fund working capital, capital expenditures, research and development efforts and strategic acquisitions will depend on our ability to generate cash in the future, which is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control. Further, our senior bank facilities, the indenture relating to the notes and the terms of our junior subordinated note currently do, and other debt instruments we enter into in the future may, impose various restrictions and covenants on us that could limit our ability to respond to market conditions, to provide for unanticipated capital investments or to take advantage of business opportunities. We believe that currently anticipated costs savings, revenue growth and operating improvements will be sufficient to enable us to service our indebtedness and to fund our other liquidity needs for the next twelve months. RECENT ACCOUNTING PRONOUNCEMENTS In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative Instruments and Hedging Activities," which establishes standards for the accounting and reporting for derivative instruments, including derivative instruments embedded in other contracts, and hedging activities. This statement generally requires recognition of gains and losses on hedging instruments, based on changes in fair value or the earnings effect of forecasted transactions. As issued, SFAS No. 133 is effective for all fiscal quarters of all fiscal years beginning after June 15, 1999. In June 1999, the FASB issued SFAS No. 137, "Accounting for Derivative Instruments and Hedging Activities--Deferral of the Effective Date of FASB Statement No. 133--An Amendment of FASB Statement No. 133," which deferred the effective date of SFAS No. 133 until June 15, 2000. We are currently evaluating the impact of SFAS No. 133. 55

INDUSTRY INFORMATION REGARDING OUR MARKET INDUSTRY DATA In this prospectus, we rely on and refer to information regarding the semiconductor market and our competitors that has been prepared by industry research firms, including Semiconductor Industry Association, World Semiconductor Trade Statistics, the Gartner Group's Dataquest division and Insight-Onsite Research, or compiled from market research reports, analyst reports and other publicly available information. All industry and total addressable market data that are not cited as being from a specified source are from World Semiconductor Trade Statistics. All of our market share information presented in this prospectus refers to our total product sales revenues in our total addressable market, which comprises the following specific World Semiconductor Trade Statistics product categories: (1) discrete products (all discrete semiconductors other than sensors, RF and microwave power transistors and optoelectronics); (2) standard analog products (amplifiers, voltage regulators and references and comparators only); and (3) standard logic products (general purpose logic and MOS general purpose logic only). We believe that is information is reliable but have not independently verified it. INDUSTRY OVERVIEW Semiconductors are basic building blocks used to create an increasing variety of electronic products and systems. Since the invention of the transistor in 1948, continuous improvements in semiconductor process and design technologies have led to smaller, more complex and more reliable devices at a lower cost per function. The availability of low-cost semiconductors together with increased customer demand for sophisticated electronic systems has led to the proliferation of semiconductor devices into diverse end products such as computers, consumer electronics, communications equipment, automotive systems and industrial automation and control systems, together with an increase in the number of semiconductor devices in individual electronic systems and an increase in semiconductor value as a percentage of the total cost of electronic systems. The semiconductor industry is comprised of three broad product segments: (1) logic devices, which process data and range from complex integrated circuits such as microprocessors and digital signal processors to standard logic products (approximately 50% of total industry sales); (2) memory devices, which store data (approximately 22% of total industry sales); and (3) analog and discrete devices, which process electronic signals and control electrical power (approximately 28% of total industry sales). Within these categories, semiconductors are classified as either standard components or application-specific components. Standard semiconductors are used by a large group of systems designers for a broad range of applications, while application-specific semiconductors are designed to perform specific functions in specific applications. The manufacturing of a semiconductor device is a complex process that requires two primary stages: wafer fabrication and assembly/test. The wafer fabrication, or "front-end" process, is the more technologically demanding process in which the circuit patterns of the semiconductor are photolithographically etched on to raw silicon wafers. In the assembly/test, or "back-end" process, these wafers are cut into individual "die," which are then bonded to a substrate, have connectors attached to them and are encapsulated in a package. In the final step, the finished products are tested to ensure they meet their operating specifications. Historically, because the back-end process is less technology intensive (requiring, for example, less stringent clean room standards) these operations were often located in lower-cost facilities in emerging market countries while the front-end process remained near the manufacturer's primary facilities. As these countries' technology industries have matured, the front-end processes have been increasingly relocated abroad. 56

Worldwide semiconductor market revenues were $125.6 billion in 1998, including revenues in our total addressable market of approximately $16.9 billion. Since 1993, total industry revenues have grown at a compound annual growth rate of 10.2% and revenues in our total addressable market have grown at a compound annual growth rate of 7.3%. The industry is cyclical, however, and from 1995 to 1998 industry and revenues and revenues in our total addressable market declined from $144.4 billion to $125.6 billion and from $19.7 billion to $16.9 billion, respectively. This was the first three-year downturn in industry history and was driven primarily by reduced average selling prices resulting primarily from excess semiconductor manufacturing capacity and the Asian economic crisis. Recent industry performance shows strong indications of a rebound. The following table shows revenues in the industry and for our total addressable market over the most recent six calendar quarters: QUARTERLY WORLDWIDE SEMICONDUCTOR SALES THREE MONTHS ENDED ------------------------------------------------------------------------------ JUNE 30, SEPTEMBER 30, DECEMBER 31, MARCH 31, JUNE 30, SEPTEMBER 30, 1998 1998 1998 1999 1999 1999 -------- ------------- ------------ --------- -------- ------------- (DOLLARS IN BILLIONS) Industry.......................... $29.6 $30.7 $33.9 $33.5 33.7 38.1 Change from previous three months.......................... (5.7)% 3.7% 10.4% (1.2)% 0.6% 13.1% Total addressable market.......... $ 4.2 $ 4.0 $ 4.2 $ 4.3 4.6 5.0 Change from previous three months.......................... (6.7)% (4.8)% 5.0% 2.4% 7.0% 9.7% The following table sets forth the total industry revenues for the semiconductor industry from 1993 through 1998 and projected total industry revenues for 1999 through 2002: WORLDWIDE SEMICONDUCTOR INDUSTRY SALES (1) HISTORICAL PROJECTED ---------------------------------------------------------------------------- ------------------- CAGR 1993 1994 1995 1996 1997 1998 (2) 1999 2000 -------- -------- -------- ---------- -------- -------- -------- -------- -------- (DOLLARS IN BILLIONS) Logic................... $34.1 $ 42.1 $ 56.0 $ 61.9 $ 70.4 $ 67.0 14.5% $ 75.1 $ 88.7 Analog.................. 10.7 13.6 16.7 17.0 19.8 19.1 12.3% 21.2 24.8 Memory.................. 21.3 32.5 53.5 36.0 29.3 23.0 1.6% 30.2 37.7 Discrete................ 11.3 13.7 18.4 17.0 17.7 16.5 7.9% 18.6 21.0 ----- ------ ------ ------ ------ ------ ----- ------ ------ Total................. $77.3 $101.9 $144.4 $132.0 $137.2 $125.6 10.2% $145.2 $172.3 PROJECTED -------------------------------- CAGR 2001 2002 (3) ---------- -------- -------- (DOLLARS IN BILLIONS) Logic................... $102.8 $117.0 15.0% Analog.................. 28.6 32.5 14.2% Memory.................. 44.5 48.8 20.7% Discrete................ 23.2 25.3 11.3% ------ ------ ---- Total................. $199.1 $223.5 15.5% - ------------------------------ (1) According to the World Semiconductor Trade Statistics. Due to rounding, some totals are not arithmetically correct sums of their component figures. (2) Represents the compound annual growth rate from 1993 through 1998. (3) Represents the projected compound annual growth rate from 1998 through 2002. OUR MARKET Our market includes discrete, standard analog and standard logic semiconductors that provide power control, power protection and interfacing functions. Electronic systems, such as computers, cellular phones and video recorders, rely on a combination of discrete, analog, logic, microprocessor and memory devices. In such a system, microprocessors and memory devices collectively operate as the "brains" of the system, and rely on discrete, standard analog and standard logic devices for usable electrical power and protection and to interface both between components within a system and with external power and signal sources. Despite the prominent role high-end microprocessors and memory products play in leading-edge computers and consumer electronic products, semiconductor components accounted for approximately 85% of total semiconductor unit 57

volume and 13% of semiconductor industry revenues in 1998, and most consumer electronic products use a variety of these semiconductors. For example, according to Dataquest and other industry analysts, a computer hard drive contains approximately 14 semiconductor component products, an automobile's control unit contains approximately 45 semiconductor component products, a computer printer contains approximately 30 semiconductor component products and a cellular phone contains between 30 and 50 semiconductor component products. POWER CONTROL AND PROTECTION FUNCTIONS. Power control and protection is essential to virtually all electronic systems. Before sensitive electronic systems and semiconductors can use the "raw" electricity provided by external power sources, this electricity must be efficiently converted to a usable and regulated input. By the same token, these electronic systems must be able to control higher power outputs, such as when an automotive control box instructs a spark plug to fire or a starter engine to engage. Within an electronic system, the characteristics of this output must be further modified and regulated to meet the requirements of the different components within the system, and sensitive components must be protected from the output of other higher power components. Intelligent power control is also critical to meet consumer demands for long battery lives on increasingly complex and power hungry portable electronic devices. Power control is provided by discrete and standard analog products. INTERFACE FUNCTIONS. In order for components within an electronic system to interact with each other and with the outside world, non-electronic inputs must be converted to and from an electronic format and electronic signals generated by individual integrated circuits within a system must be interconnected and routed to other integrated circuits. Although complex integrated circuits, such as microprocessors, ultimately consist of sophisticated architectures of thousands or millions of interfacing functions, these complex integrated circuits still rely on single-purpose components for a number of functions. First, although many of these discrete products provide simple logic functions of the type that could be integrated into a single chip, in many cases it is more cost-effective to continue to use discrete products combined with standard processors or memory devices rather than designing a custom chip. Second, even when application specific or other new integrated circuits are designed, the complexity of the design process and demanding time-to-market pressures means these designs are rarely perfect, and discrete devices continue to be used to fix these imperfections. Finally, there are a number of applications, such as high-speed networking devices, that require high power/high performance discrete interface functions that cannot be efficiently integrated into a single chip. Interface functions are provided by standard logic products that provide simple digital logic functions in which electronic signals are treated as either "one" or "zero" and by standard analog products that amplify or otherwise modify non-digital signals. DISCRETE, STANDARD ANALOG AND STANDARD LOGIC PRODUCTS. Although our products provide power control, protection and interface functions, industry classifications are typically based on the product family on which specific semiconductors are based. Our market includes discrete, standard analog 58

and standard logic semiconductors. The following table sets forth total industry revenues for the product families in which we participate: WORLDWIDE SEMICONDUCTOR SALES IN OUR TOTAL ADDRESSABLE MARKET (1) HISTORICAL PROJECTED -------------------------------------------------------------------------- -------- CAGR 1993 1994 1995 1996 1997 1998 (2) 1999 -------- -------- -------- -------- -------- -------- -------- -------- (DOLLARS IN BILLIONS) Discrete (4)........................... $ 7.9 $ 9.5 $12.8 $11.9 $12.0 $10.8 6.3% $11.9 Standard Analog (5).................... 2.1 2.6 3.5 3.2 3.7 3.6 11.3% 4.3 Standard Logic (6)..................... 1.8 3.1 3.5 3.0 3.2 2.5 6.7% 2.7 ----- ----- ----- ----- ----- ----- ----- ----- Total................................ $11.8 $15.3 $19.7 $18.1 $18.9 $16.9 7.3% $18.9 ===== ===== ===== ===== ===== ===== ===== ===== PROJECTED ----------------------------------------- CAGR 2000 2001 2002 (3) -------- -------- -------- -------- (DOLLARS IN BILLIONS) Discrete (4)........................... $13.2 $14.3 $15.2 8.9% Standard Analog (5).................... 5.0 5.7 6.4 15.6% Standard Logic (6)..................... 2.9 3.3 3.5 8.9% ----- ----- ----- ----- Total................................ $21.1 $23.2 $25.1 10.4% ===== ===== ===== ===== - ------------------------------ (1) According to World Semiconductor Trade Statistics. Due to rounding, some totals are not arithmetically correct sums of their component figures. (2) Represents the compound annual growth rate from 1993 through 1998. (3) Represents the projected compound annual growth rate from 1998 through 2002 (4) Includes the following specific World Semiconductor Trade Statistics product categories: all discrete semiconductors other than sensors, RF and microwave power transistors and optoelectronics. (5) Includes the following specific World Semiconductor Trade Statistics product categories: amplifiers, voltage regulators and references and comparators only. (6) Includes the following specific World Semiconductor Trade Statistics product categories: general purpose logic and MOS general purpose logic only. 59

BUSINESS GENERAL We are the largest independent supplier of semiconductor components in the world. Our total addressable market, consisting generally of discrete, standard analog and standard logic semiconductors, comprised approximately $16.9 billion of revenues in 1998. Discrete, standard analog and standard logic semiconductors are generically referred to as semiconductor "components" and are the "building blocks" that provide the power control, power protection and interfacing necessary for almost all electronic systems, including computers, consumer electronics, communications equipment, automotive systems and industrial automation and control systems. With a portfolio of over 16,000 products, we offer our customers a single source of supply for virtually all their components needs, including the broadest selection of discrete semiconductor products in the industry and an extensive line of standard analog and standard logic products. Our products generally have long market life cycles, averaging 10 to 20 years, with some as long as 30 years. The long life of these products allows us to use our manufacturing assets for longer periods of time, leading to lower capital expenditures. We sell our semiconductors directly to over 500 customers, including original equipment manufacturers and electronic manufacturers service industry companies. In addition, we sell indirectly to tens of thousands of other customers through distributors. As a former division of Motorola, we have our roots in the very beginnings of the semiconductor industry and have participated in the industry for over 40 years. Headquartered in Phoenix, Arizona, we employ approximately 13,150 people worldwide, consisting of approximately 10,150 people employed directly and approximately 3,000 people employed through our joint ventures, most of whom are engaged in manufacturing services. We maintain 12 manufacturing facilities in Arizona, Mexico, Slovakia, the Czech Republic, Japan, the Philippines, Malaysia and China (directly or through our joint ventures). RECENT RESTRUCTURING In 1997, Motorola created the Semiconductor Components Group as a separate division within its Semiconductor Products Sector to concentrate on the manufacturing of discrete, standard analog and standard logic semiconductors. In 1998, Motorola initiated a company-wide restructuring with the goal of increasing the manufacturing efficiency of various operations within each of Motorola's business groups. In furtherance of this strategy, we have implemented ongoing cost-saving initiatives to rationalize our product portfolio, close plants and relocate or outsource related operations to take advantage of lower-cost labor markets, reduce worldwide personnel and make our manufacturing processes more efficient. As a result of this restructuring, we expect to double our production capacity by the end of 2000, as compared to the beginning of 1998, while reducing the number of front-end manufacturing facilities we operate or rely upon from 29 to 15, reducing the number of back-end assembly facilities we operate or rely upon from 30 to 15, all of which will be located in low-cost overseas jurisdictions. In addition, we have reduced our original product portfolio from 25,000 to 16,000 products by eliminating products with poor sales performance. These reductions in our original portfolio have allowed us to increase efficiencies in the manufacture of our mainstream products while refining our portfolio to focus on new product development. This restructuring is on schedule for completion by the end of 2000 and we expect these efforts to result in annual cost savings of approximately $210 million in 2000, as compared to our cost structure at the beginning of 1998. Motorola recorded a restructuring charge in the second quarter of 1998, of which $189.8 million was allocated to us. We do not currently anticipate any significant additional costs in connection with this restructuring. We believe that our current cost 60

structure is competitive within the semiconductor components industry and that upon completion of the restructuring we will be among the industry's lowest-cost manufacturers. In connection with the restructuring, we have closed wafer fabrication, assembly and test facilities located in the Philippines and Arizona and have outsourced or moved related operations to other facilities in Malaysia, Mexico, the Czech Republic and Japan. Our total employment reductions in connection with the restructuring, including those in connection with facility closures, were approximately 3,000. Included in the employee reductions effected to date are approximately 1,200 employees in positions not directly involved in the manufacturing process, such as those in sales, marketing, quality assurance, customer service center, product engineering and research and development. Ongoing initiatives include plans to shrink dies and streets in order to increase die output, negotiate price reductions with third-party manufacturers and reduce freight carrier costs. For more information concerning aspects of this restructuring, see Note 9 to the Audited Combined Financial Statements included elsewhere in this prospectus. Formerly a division of Motorola, we are now an independent company as a result of our August 4, 1999 recapitalization. An affiliate of Texas Pacific Group now owns approximately 91% and Motorola now owns approximately 9% of the outstanding voting stock of SCG Holding, which, together with its subsidiaries, holds substantially all of our assets. Motorola has agreed to provide manufacturing and transition services following our recapitalization in order to facilitate our ability to operate on a stand-alone basis independent of Motorola, and we have agreed to provide manufacturing services to Motorola following our recapitalization. We believe that the duration and terms of these arrangements are sufficient to allow us to successfully implement the transition. OUR STRENGTHS As a pioneer in the industry, we have established strong, long-term relationships with numerous customers that are leaders in their respective markets. Our franchise is built on several specific strengths, including the following: LEADING MARKET POSITION. We are the largest independent supplier of semiconductor components in the world, with a market share of approximately 8.7% in the first three quarters of 1999 in our total addressable market. Our total addressable market, consisting generally of discrete, standard analog and standard logic semiconductors, comprised approximately $16.9 billion of revenues in 1998. We believe that the combination of our broad product portfolio, high level of customer service and technological expertise has enabled us to attract and maintain long-term customer relationships with leading original equipment manufacturers, electronic manufacturers service industry companies and distributors. EXTENSIVE PRODUCT PORTFOLIO. We offer our customers the largest selection in the industry of discrete semiconductors and an extensive portfolio of standard analog and standard logic products, which are necessary to complete almost every electronic system design (including those for computers, consumer electronics, communications equipment, automotive systems and industrial automation and control systems). Our portfolio of products is among the most stable within the semiconductor industry, as a result of its breadth, our long product market life cycles and the substantial diversity of our customers and end-market users. We believe that our ability to offer a broad range of products provides our customers single-source purchasing on a cost-effective and timely basis, which has become increasingly important as our customers seek to reduce the number of suppliers with whom they conduct business. BROAD AND DIVERSE CUSTOMER BASE. We have a broad and diverse customer base that includes original equipment manufacturers, such as Alcatel, Ford, Hewlett Packard, Lucent, Motorola and Sony, companies in the increasingly important electronic manufacturers service industry sector, 61

such as Celestica, SCI and Solectron, and worldwide distributors. Overall, we serve more than 500 direct customers, and our products are ultimately purchased by tens of thousands of end users in a variety of markets. No one customer accounted for more than 10% of our revenues in 1997 or 1998. We are less dependent on either specific customers or specific end-use applications than most manufacturers of more specialized and complex integrated circuits. We have long-standing relationships with most of our significant customers, having served 47 of our 50 largest customers for more than ten years. LOW-COST PRODUCTION. We believe that our current cost structure is competitive within the semiconductor components industry and that as a result of our recent restructuring we will be among the industry's lowest-cost manufacturers. This restructuring is scheduled for completion by the end of 2000. We expect these efforts to result in annual cost savings of approximately $210 million in 2000, as compared to our cost structure at the beginning of 1998. In addition, we expect the restructuring to allow us to double our production capacity by the end of 2000, as compared to the beginning of 1998, while substantially reducing the number of facilities we operate or on which we rely. SUPERIOR CUSTOMER SERVICE. High quality customer service is an essential element of our business. Our focused, dedicated and experienced sales and marketing organization consists of approximately 300 professionals with an average length of service in excess of 10 years. We meet our customers' demands for reliable delivery and quick responses to inquiries through efficient communication and inventory management, such as electronic data interchange functions for order and payment processing, just-in-time delivery facilities and internet-based communications. As a result of our success in meeting the challenging demands of our diverse customer base, we have received in January, February and March of 1999 a number of supplier-of-the-year awards reflecting our performance in 1998 from customers in the United States, Europe and Japan, including Celestica, Dovatron, Fuji-Xerox, IBM-Japan, Logitech, Motorola, Natsteel and Solectron. EXPERIENCED MANAGEMENT TEAM. We have assembled a strong and experienced management team at both the administrative and the operating levels. Our management team is led by Steve Hanson, who has been with Motorola's semiconductor businesses since 1971. The 14 members of our management team who have presided over our recent restructuring have been with Motorola for an average of more than 20 years. We have recently implemented a stock option plan to provide key employees with the opportunity to purchase common stock of SCG Holding. Approximately 7.8% (on a fully diluted basis) of our common stock has been reserved for issuance under the plan. See "Management--1999 Founders Stock Option Plan." BUSINESS STRATEGY Our objective is to build on our position as the largest independent supplier of discrete, standard analog and standard logic semiconductor components in our total addressable market. As a stand-alone company dedicated to the semiconductor components business, we intend to pursue this goal by following several key strategies: INCREASE CUSTOMER FOCUS. We are uniquely positioned, as the largest independent supplier of semiconductor components, to increase our sales and market share by focusing on the needs of our customers through the following initiatives: - Leverage our dedicated sales force, which we selected from among the sales force of Motorola's Semiconductor Products Sector, to concentrate exclusively on our products and customers. Previously, our products were included among the many products sold by the sales force of Motorola's Semiconductor Products Sector. 62

- Further refine our portfolio of products so that we can capitalize on industry trends and continue to offer our customers a single source of supply for virtually all their component needs. - Continue to develop and implement just-in-time delivery and leading edge customer support services, such as a full range of internet services that provide device specifications and order entry. IMPROVE MANUFACTURING EFFICIENCY. We intend to build on the our recent restructuring by continuing to lower our production costs and by increasing our manufacturing efficiency through the following strategies: - Continue to shift our front-end wafer fabrication facilities and back-end assembly operations to lower-cost international locations. - Consolidate related front-end and back-end operations to promote inventory, logistics and cycle-time efficiencies and to allow for longer production runs and reduced change-over time. - Significantly increase die output in a cost-effective manner by continuing to move production from 4" to 6" wafers and increasing the number of die per square inch, which will allow our factory lines to produce substantially more die. - Continue to manage aggressively our existing portfolio of products in order to focus our production on profitable product lines while continuing to meet our customers' needs for a broad selection of component products. PROMOTE EFFICIENT NEW PRODUCT DEVELOPMENT. In 1998, we introduced over 300 new products, and products introduced from 1996 through 1998 accounted for approximately 13% of our 1998 pro forma product revenues. We will continue to enhance our current portfolio of products through the following strategies: - Reduce the number of separate research and development projects we pursue in order to make our product development efforts more efficient. - Reduce the number of new product platforms and process flows, which will allow us to introduce new products in a more cost-effective manner and streamline manufacturing efficiency. - Concentrate on the development of discrete power and high-margin analog semiconductors, which are the two fastest growing product families within our total addressable market. CAPITALIZE ON OUR STATUS AS AN INDEPENDENT COMPANY. We believe that as an independent company we will be a stronger, more cost efficient and more focused competitor, and we intend to capitalize on the following strengths: - Our dedicated sales force and marketing organization is now focused solely on the semiconductor components market and compensated based on the sales of our products. - Our overhead costs are under the direct control of our management and will no longer be allocated on the basis of services provided by other Motorola divisions. - Our transition to an independent company is being facilitated by interim arrangements under which Motorola is providing us services for limited periods of time. 63

CUSTOMERS AND APPLICATIONS We have a broad and diverse customer base that includes original equipment manufacturers, companies in the increasingly important electronic manufacturers service industry sector and international distributors. Overall, we serve more than 500 direct customers, and our products are ultimately purchased by tens of thousands of end users for use in a variety of end-use markets in the consumer, industrial, networking, wireless and transportation industries. As a result, we are less dependent on either specific customers or specific end-use applications than most manufacturers of more specialized and complex integrated circuits. ORIGINAL EQUIPMENT MANUFACTURERS. Direct sales to original equipment manufacturers accounted for approximately 55% of our pro forma product revenues in 1998. Total industry sales to these customers accounted for 53.7% of our total addressable markets in 1998. These customers include automotive manufacturers (including DaimlerChrysler, Ford and General Motors) and a variety of companies in the electronics industry (including Alcatel, Hewlett Packard, Lucent, Motorola, Nortel, Philips, Siemens and Sony). Motorola has historically constituted our largest customer, accounting for approximately 7% of our pro forma product revenues in 1998. We intend to focus on four types of original equipment manufacturers: multi-nationals, selected regional accounts, target market customers and house accounts. The large multi-nationals and selected regional accounts, which are significant in specific markets, will be our core original equipment manufacturer customers. The target market customers are original equipment manufacturers that are on the leading-edge of specific technologies and provide direction for technology and new product development. House accounts are mid-sized or small original equipment manufacturers whom we believe, either because of long-term relationships or the specific nature of their product needs, we can continue to serve directly in a cost-efficient manner. We expect overall sales to original equipment manufacturers to decline as a percentage of sales as these customers increasingly purchase component products through distributors or outsource their manufacturing to electronic manufacturers service industry companies. Because of this trend, electronic manufacturers service industry customers are representing a larger share of the market in general, and we expect these customers to represent a larger percentage of our total addressable market in the future. We expect increased sales to electronic manufacturers service industry customers to offset declining sales to original equipment manufacturers, and we do not anticipate any significant effect on our overall sales from this shift in our customer base. DISTRIBUTORS. Sales to distributors accounted for 37% of our pro forma product revenues in 1998. Total industry sales to distributors accounted for 24.6% of our total addressable markets in 1998. Our distributors resell to mid-sized and smaller original equipment manufacturers and to electronic manufacturers service industry and other companies, and we expect larger original equipment manufacturers to become an increasingly important category of distributor's direct customers. Product sales to our three largest distributors accounted in the aggregate for approximately 20% of our pro forma product revenues in 1998. ELECTRONIC MANUFACTURERS SERVICE INDUSTRY. Direct sales to electronic manufacturers service industry companies accounted for 8% of our pro forma product revenues in 1998. Total industry sales to these customers accounted for 21.7% of our total addressable markets in 1998. Our largest electronic manufacturers service industry customers are Celestica, Delta Electronics, Nanco Electronics, Solectron and SCI. These customers companies are manufacturers who typically provide contract manufacturing services for original equipment manufacturers. Originally, these companies were involved primarily in the assembly of printed circuit boards, but they now typically provide design, supply management and manufacturing solutions. Many original equipment manufacturers now outsource a large part of their manufacturing to electronic manufacturers service industry companies in order to focus on their core competencies. We are pursuing a number of strategies to 64

service this increasingly important marketplace, including the use of the internet not only for order and payment processing but also to promote more immediate communication among our sales and support staff and these customers. We expect increased sales to these customers to offset declining sales to original equipment manufacturers and we do not anticipate any significant effect on our overall sales from this shift in our customer base. The following table sets forth our principal end-user markets, the percentage of our pro forma product revenues generated from each end-user market during 1998, applications for our products and representative original equipment manufacturers customers. END MARKETS NETWORKING AND COMPUTING INDUSTRIAL TRANSPORTATION WIRELESS CONSUMER ---------------- ---------------- ---------------- ---------------- ---------------- APPROXIMATE PERCENTAGE OF OUR 1998 PRO FORMA PRODUCT REVENUES:..... 25% 25% 25% 13% 12% SAMPLE APPLICATION:..... - ATM machines - Surge - 4 wheel drive - Cellular - Cable - Automatic test protectors controllers phones (analog decoders, set- equipment used - Industrial - Airbags and digital) top boxes and to test automation and - Antilock - Pagers satellite semiconductors control systems braking systems - Wireless receivers and high-speed - Lamp Ballasts - Automatic door modems and - Home security logic boards (power systems locks and wireless local systems - Cable modems for fluorescent windows area networks - Photocopiers - Cellular base lights) - Automatic - Scanners stations and - Large transmissions - Small infrastructure household - Automotive household - Computer appliances entertainment appliances monitors - Electric motor systems - Smartcards - Disk drives controllers - Engine - TVs, VCRs, - Ethernet cards - Power supplies management and DVDs and other and other for ignition systems audio-visual network manufacturing - Fuel injection equipment controllers equipment systems - High speed - Thermostats modems (ADSL & for industrial ISDN) and consumer - PBX telephone applications systems - PC Motherboards - Telephone sets (corded and cordless) REPRESENTATIVE ORIGINAL EQUIPMENT MANUFACTURERS CUSTOMERS:............ ACER Aztec BMW Alcatel Hewlett Packard Alcatel Delta Bosch Ericsson Philips Ericsson Eaton Daimler Chrysler Motorola Seagate Fujitsu Emerson Ford NEC Sony Intel Electronic General Motors Nokia Toshiba Italtel Honeywell TRW Philips Lucent HR Electronics Valeo Samsung Motorola Magnatek NEC Reltec Nortel Timex Siemens Tektronix Teradyne 65

PRODUCTS AND TECHNOLOGY We offer our customers the largest selection of discrete semiconductors and an extensive portfolio of standard analog and standard logic products, which are necessary to complete almost any electronic system design (including those for computers, consumer electronics, communications equipment, automotive systems and industrial automation and control systems). Our portfolio of products is among the most stable within the semiconductor industry as a result of its breadth, our long product market life cycles and the substantial diversity of our customers and end-market users. We believe that our ability to offer a broad range of products provides our customers single-source purchasing on a cost-effective and timely basis, which has become increasingly important as our customers seek to reduce the number of suppliers with whom they conduct business. Within each of these product lines, we manufacture newer products that possess advanced performance characteristics as well as more mature products. Typical market life cycles for our products are generally as follows: between 20 and 30 years for bipolar discrete products, between five and 15 years for MOS gated discrete products, between 20 and 30 years for standard analog and between 20 and 25 years for standard logic products, although some high-performance products, such as emitter-coupled logic products, have shorter lifespans. Because of the long market life cycles of our products, we continue to generate significant revenues from mature products. Since it takes new products an average of three to five years to reach full market acceptance, SCG Holding continues to invest in new products to generate future revenue growth, primarily for MOS gated discrete products and analog products. The following table provides information regarding our three primary product lines: DISCRETE STANDARD ANALOG STANDARD LOGIC ----------------------------- ----------------------------- ----------------------------- APPROXIMATE 1998 PRO FORMA PRODUCT REVENUES........... $847 million $282 million $345 million APPROXIMATE PERCENTAGE OF 1998 PRO FORMA PRODUCT REVENUES................... 58% 19% 23% MARKET SHARE IN 1998......... 7.8% 7.8% 13.8% APPROXIMATE NUMBER OF DISTINCT PRODUCTS SOLD BY SCG HOLDING................ 9,000 2,000 6,000 PRIMARY PRODUCT FUNCTION..... Power control and power Power control and interfacing Interfacing functions, such protection functions in a functions in portable and as interconnecting and broad range of products. high- power applications. routing (moving) electronic signals within electronic systems. SAMPLE APPLICATIONS.......... Power management for Intelligent power management Fast routing of signals used computers, televisions, audio and battery protection in in telecommunications and equipment, fluorescent portable applications such as high- end workstations. lights, monitors and pagers and portable automotive control systems. computers. TYPES OF PRODUCT............. Bipolar and MOS gated power Amplifiers, voltage Bipolar and MOS general transistors, small signal references and regulators, purpose logic. transistors, zeners, comparators. thyristors, rectifiers. REPRESENTATIVE ORIGINAL EQUIPMENT MANUFACTURERS CUSTOMERS.................. Ford Alcatel Ericsson Lucent Intel Fujitsu Motorola Motorola Hewlett Packard Philips Nokia Lucent Seagate Philips Motorola Siemens Siemens NCR Valeo Sony NorTel Toshiba Tektronix Teradyne 66

DISCRETE PRODUCTS (1998 PRO FORMA PRODUCT REVENUES OF $847 MILLION). We are a leading supplier in the discrete semiconductor market. We produce almost all discrete semiconductors other than sensors, RF and microwave power transistors and optoelectronics. Discrete semiconductors are individual diodes or transistors that perform basic signal conditioning and switching functions in electronic circuits and are used primarily for power control and power protection. Because of the importance of power control and power protection within electronic circuits, discrete products are found in nearly every electronic product, including computers, cellular phones, mass storage devices, televisions, radios, VCRs, DVDs and pagers. Discrete devices are fabricated using two primary process technologies: MOS and bipolar. MOS GATED DISCRETE PRODUCTS. MOS technologies allow for denser, more efficient and more rugged chips and are the prevalent technology for most modern power control functions. We produce TMOS (t-structure MOS) and IGBT (integrated gate bipolar transistors) MOS gated discrete products. TMOS devices are used to convert, switch, shape or condition electricity. We offer a wide range of TMOS power MOSFETs designed for low-end and medium voltage applications over a wide range of performance characteristics, power handling capabilities and package options. We also have a line of high voltage TMOS devices designed for high voltage applications such as power factor correction in switch-mode power supplies. IGBT devices utilize unique processing methods to create a rugged high-voltage characteristics and are used primarily for electric motor controls, lamp ballasts (such as fluorescent light power modules) and ignition modules for automotive engines. Because of the trend towards smaller and lighter electronic products, longer battery lives, batteries with built-in smart function and the overall trend towards energy conservation, MOS gated discrete products have shown significant growth in recent years and we expect this trend to continue. BIPOLAR DISCRETE PRODUCTS. Bipolar discrete products continue to be used for power protection functions because of their ability to limit and control current and/or voltage surges that would damage the more sensitive MOS circuits. We manufacture and sell a wide range of bipolar discrete products. Although these products are relatively mature, they are being rejuvenated as a result of packaging miniaturization technologies. STANDARD ANALOG PRODUCTS (1998 PRO FORMA PRODUCT REVENUES OF $282 MILLION). We are a leading independent supplier in the standard analog market. Standard analog devices are simple analog semiconductors (as opposed to more complex products, such as mixed-signal devices or customized analog products) that are used for both interface and power control and protection functions in electronic systems, such as cellular phones, handheld devices, personal computers and laptops. We are focusing our product development efforts on the miniaturization of our standard analog products through packaging technologies and on developing new amplifiers and comparators that operate at 3 volts and lower. We also recently introduced the industry's first 1 volt operational amplifiers in 1998. We produce standard analog products including amplifiers, voltage regulators and references and comparators using three primary process technologies: CMOS, Bipolar and BiCMOS. CMOS. CMOS technology allows for a denser chip that consumes less power than Bipolar technology, and has therefore become the prevalent technology for low-voltage power, battery and thermal management in portable products such as cellular phones, pagers and laptops. We manufacture a wide variety of Analog CMOS products, and are focusing new product development on power converters. BIPOLAR. Because of their long life spans, many operational amplifiers and voltage regulators continue to be designed using bipolar processes. These devices are used in a wide variety of electronic products ranging from computers to industrial automation and control systems. 67

BICMOS. BiCMOS products are designed for very high-power management applications such as the management of alternating current supplies and switch-mode power supplies that can be used to replace traditional transformers. Applications include portable external drives that plug directly into alternating current outlets and power supply units for fluorescent lights. BiCMOS analog products are also used for the distribution and control of power within battery operated systems. For example, cellular phones use these circuits to switch from standby mode to full power as needed, and battery chargers use these circuits to regulate the amount of charging power delivered to the battery and to protect the battery from overcharging. STANDARD LOGIC PRODUCTS (1998 PRO FORMA PRODUCT REVENUES OF $345 MILLION). We are a leading independent supplier in the standard logic semiconductor market. Standard logic devices are simple logic semiconductors as opposed to more complex products, such as microprocessors or application-specific integrated circuits that are used primarily for interfacing functions, such as interconnecting and routing electronic signals within an electronic system. These products are used in a variety of electronic systems, ranging from personal computer systems and consumer applications to specialized products, such as routers and other telecommunications applications, that require high-speed data movement solutions. We produce general purpose standard logic products using two primary process technologies: CMOS and Bipolar. CMOS. As with standard analog products, CMOS technology allows for a denser chip that consumes less power than Bipolar technology, and has therefore become the prevalent technology for low power consumption devices used in personal computer systems and portable consumer applications. CMOS logic, in particular 3 volt products, is a growth area in the standard logic market. We have entered into an alliance with Fairchild and Toshiba to ensure that all new standard logic families have the same specifications to promote product standardization. BIPOLAR. Bipolar devices typically operate at high speeds, require more power and are more expensive than CMOS devices. Bipolar logic products remain an important technology for high speed, high power applications, and continue to be used in other applications that do not require CMOS solutions. Emitter-coupled logic bipolar devices are our high performance logic product. Targeted applications include high-speed data communications and high-speed testers used in the communication, high-end workstation and automatic test equipment market. Because of these performance requirements, emitter-coupled logic products have shorter life-spans than other components we produce and we continue to develop and introduce new products on a regular basis. For example, this year we introduced the world's fastest logic family operating at 2.5 volts. According to Insight-Onsite Research, our market share for emitter-coupled logic products in 1998 was approximately 90%. We expect emitter-coupled logic products to remain one of our single most important product families over the next several years. SALES, MARKETING AND DISTRIBUTION In 1998, original equipment manufacturers, distributors and electronic manufacturers service industry companies accounted for 55.1%, 37.1% and 7.8% of our pro forma product revenues, respectively. We operate regional sales and marketing organizations in Europe, headquartered in the United Kingdom, the Americas, headquartered in Phoenix, Arizona, and the Asia/Pacific region, headquartered in Hong Kong. Each of these regional sales and marketing organizations is supported by logistics organizations that manage regional warehouses. These warehouses will be operated either directly to the customer or indirectly to the customer via the logistics warehouses. In addition, we maintain dedicated just-in-time warehouses for the benefit of our large original equipment manufacturers customers. 68

Motorola has agreed to continue to provide us with worldwide shipping and freight services for a period of up to three years following our August 1999 recapitalization using the cost allocation it used previously, which is based on the percentage of Motorola's overall sales that our sales represented. Because our products are sold in higher volumes than other Motorola products for comparable sales, this allocation may result in better prices than we could obtain from third parties. However, we believe we would be able to replace these services on comparable terms at the expiration of this agreement because of increased efficiencies resulting from a shipping and freight organization dedicated to our products and ongoing factory consolidations. Our sales and marketing organization consists of approximately 300 professionals selected from among the sales force of Motorola's Semiconductor Products Sector operating out of 39 offices in 22 countries and serving customers in approximately 37 countries. Formerly, a single sales and marketing organization sold both component products and other higher-end Motorola semiconductors. Our dedicated and experienced sales and marketing organization will be grouped according to sales channel and customer type to provide a high degree of customer contact and to meet the different needs of both regional and international original equipment manufacturers, electronic manufacturers service industry customers companies and distributors. The average length of service within our sales and marketing organization is in excess of 10 years. MANUFACTURING The manufacturing of a semiconductor device is a complex process that requires two primary stages: wafer fabrication and assembly/test. The wafer fabrication, or "front-end" process, is the more technologically demanding process in which the circuit patterns of the semiconductor are photolithographically etched on to raw silicon wafers. In the assembly/test, or "back-end" process, these wafers are cut into individual "die", which are then bonded to a substrate, have connectors attached to them and are encapsulated in a package. In the final step, the finished products are tested to ensure they meet their operating specifications. We operate twelve manufacturing facilities either directly or through joint ventures. Six of these are front-end wafer facilities located in the United States, Malaysia, Mexico, Japan, the Czech Republic and Slovakia and six are back-end assembly and test facilities in Malaysia, Mexico, the Philippines, the Czech Republic and China. See "--Joint Ventures." We have recently closed down three additional front-end facilities in Arizona. In addition to these manufacturing and assembly operations, our Terosil facility in Roznov, the Czech Republic, manufactures raw wafers that are used by a number of our facilities. We also use third-party contract manufacturers other than joint ventures. For the nine-month period ended October 2, 1999, expenses related to facilities directly owned and operated by us, joint ventures and third-party contractors accounted for 50%, 7% and 43%, respectively, of our total costs of goods sold. Our agreements with these contract manufacturers typically require us to forecast product needs and commit to purchase services consistent with these forecasts, and in some cases require longer-term commitments in the early stages of the relationship. As a result of our recapitalization, Motorola-owned facilities are considered third-party contractors. Our manufacturing strategy is three-fold. First, we are continuing to reduce the number of front-end and back-end facilities through plant closures and the relocation or outsourcing of the related operations, including consolidating both steps into nearby low-cost facilities where possible, to promote inventory, logistics and cycle-time efficiencies. We currently operate or rely upon 29 active front-end facilities, including joint ventures and contract manufacturers. We plan to consolidate our front-end manufacturing into 15 facilities. Five of these facilities will be our facilities, two of these facilities will be operated by our joint ventures and eight of these facilities will be operated by 69

third-party contract manufacturers. We currently have 30 active back-end assembly facilities (including joint ventures and contract manufacturers) but plan to consolidate these activities into 15 facilities. Four of these facilities will be our facilities, three of these facilities will be operated by our joint ventures and eight of these facilities will be operated by third-party contract manufacturers. We expect these consolidations to be complete by the end of 2000. Second, we will significantly increase die output in a cost-effective manner by continuing to move production from 4" to 6" wafers and increasing the number of die per square inch, which will allow our factory lines to produce substantially more die. We expect that by the end of 2000, approximately 50% of our manufacturing will have been converted to 6" wafers. Third, in order to reduce research and development costs and streamline manufacturing effectiveness, we are in the process of amending our product development criteria to reduce the number of new product platforms from 17 to 12 and to reduce the number of process flows from 50 to 30. Platforms are major wafer processes used for the manufacturing of a variety of products and process flows are variations on these major processes. These reductions are underway and expected to be ongoing. As a result of our recent restructuring, we expect to double our production capacity by the end of 2000, as compared to the beginning of 1998, while substantially reducing the number of facilities we operate. We and Motorola have agreed to continue to provide manufacturing services to each other for limited periods of time following our recapitalization. We and Motorola negotiated prices for the services covered by these agreements to approximate each party's cost of providing the services and are fixed throughout the term of the agreements. Each party has committed to minimum purchases under these agreements. Subject to our right to cancel upon six months' written notice, we have minimum commitments to purchase manufacturing services from Motorola of approximately $29.5 million, $88 million, $51 million, $41 million and $40 million in the last three months of 1999, and in fiscal years 2000, 2001, 2002 and 2003, respectively. Based on our current budget, we anticipate that we will actually purchase manufacturing services from Motorola of approximately $150 million in 2000. Subject to its right to cancel upon six months' written notice, Motorola has minimum commitments to purchase manufacturing services from us of approximately $24.9 million, $66 million and $26 million in the last three months of 1999, and in fiscal years 2000 and 2001, respectively, and has no purchase obligations thereafter. We anticipate that Motorola will actually purchase manufacturing services from us of approximately $100 million in 2000. The purchaser of the services has the right to cancel these arrangements upon six months' written notice. Prior to the termination of these arrangements, we have plans to relocate the operations provided by Motorola to our own facilities, joint ventures or to third-party manufacturers or, in limited circumstances, to terminate the product line. In July 1998, we achieved certification in a universally accepted quality system known as QS9000. This system, mandated by all U.S. automotive customers as a condition of doing business beginning in 2000, provides structure and discipline to ensure smooth and effective operations. The QS9000 certification process is more stringent than the ISO9000 certification process, and QS9000 certification automatically affords us ISO9000 qualification. Promptly following our recapitalization, we received QS9000 (3d edition standards) certification as a stand-alone entity. The table below sets forth information with respect to the manufacturing facilities (excluding the three facilities that are expected to be closed before the end of 1999) we operate either directly or through our joint ventures, and the products produced at these facilities. 70

MANUFACTURING FACILITIES LOCATION PRODUCTS - -------- -------------------------------------------------- FRONT-END FACILITIES: Phoenix, Arizona................................ Discrete products: zeners, rectifiers. Seremban, Malaysia (ISMF)....................... Discrete products: small signal products Guadalajara, Mexico............................. Discrete products: thyristors, rectifiers Aizu, Japan..................................... Discrete products: TMOS Standard logic products Standard analog products Roznov, Czech Republic (Tesla joint venture).... Standard analog products: operational amplifiers, regulators Piestany, Slovakia.............................. Standard logic products: metal gate BACK-END FACILITIES: Seremban, Malaysia (joint venture with Discrete products: small signal products, zeners Philips)...................................... Guadalajara, Mexico............................. Standard analog products: operational amplifiers, regulators Carmona, Philippines............................ Standard logic products Standard analog products Roznov, Czech Republic (Tesla joint venture).... Standard analog products: operational amplifiers, regulators Leshan, China (Leshan joint venture)............ Discrete products: small signal products, power, rectifiers Seremban, Malaysia.............................. Discrete products: small signal products OTHER: Roznov, Czech Republic (Terosil joint venture) Raw wafer fabrication Our manufacturing processes use many raw materials, including silicon wafers, copper lead frames, mold compound, ceramic packages and various chemicals and gases. We have no agreements with any of our suppliers that impose minimum or continuing supply obligations and we obtain our raw materials and supplies from a large number of sources on a just-in-time basis. From time to time, suppliers may extend lead times, limit supplies or increase prices due to capacity constraints or other factors. Although we believe that supplies of the raw materials used by us are currently available, shortages could occur in various essential materials due to interruption of supply or increased demand in the industry. Prior to our recapitalization, most of our supplies were purchased jointly with Motorola. We have entered into an agreement with Motorola to provide for the transition of our supply management functions to a stand-alone basis. JOINT VENTURES A portion of our manufacturing activity is conducted through our joint ventures in the Czech Republic, China and Malaysia. In 1998, purchases from the joint ventures represented $53.6 million of total costs of goods sold by Motorola's Semiconductor Components Group. In the Czech Republic, we operate two joint ventures, Tesla and Terosil. These joint ventures are publicly traded Czech companies in which we have equity interests. As of October 2, 1999, we owned 49.9% of each of Tesla and Terosil, respectively. The remaining shares were publicly traded in the Czech Republic. In addition, Tesla and Terosil have cross-ownership interests in each other resulting in our beneficially owning 58.4% and 62.5% of Tesla and Terosil, respectively, as of October 2, 1999. The Tesla joint venture operates a front-end manufacturing facility and a back-end assembly facility. The Terosil joint venture manufactures raw wafers that are used by a number of our facilities. We have committed to purchase all of the output of the Tesla joint venture or, to the extent we do not do so, pay for its fixed and semi-fixed costs of production. We also have fixed minimum commitments for the Terosil joint venture. In 1998, we purchased the total output of Tesla 71

and 80% of the sales of Terosil, which amount exceeded the minimum commitments. These commitments expire in February 2004. In Leshan, China, we operate one joint venture, Leshan-Phoenix Semiconductor Company Ltd. We beneficially own a majority of the outstanding equity interests of Leshan, and the remainder is owned by Leshan Radio Company Ltd. Leshan operates a back-end manufacturing facility. We have committed to purchase a percentage of the total output commensurate with our ownership stake, and in 1998 actually purchased 90% of the total sales of Leshan. Sales percentages are generally equal to output percentages. The Leshan joint venture expires in 2045. In Seremban, Malaysia, we have a 50% investment in Semiconductor Miniatures Products Malaysia Sdn. Bhd., a joint venture with Philips Semiconductors International B.V. Semiconductor Miniatures operates a back-end assembly facility. We have committed to purchase a percentage of the total output equal to 50% of this joint venture, and in 1998, under a negotiated arrangement, actually purchased 40% of its total sales. Sales percentages are generally equal to output percentages. We recently amended the terms of the joint venture agreement with Philips to provide for the transfer of Motorola's interest in this joint venture to us and to provide us with the right to sell our interest to Philips and to provide Philips with the right to purchase our interest, between January 2001 and July 2002. RESEARCH AND DEVELOPMENT Our expenditures for research and development in 1996, 1997 and 1998 were $71.7 million, $65.7 million and $67.5 million, respectively. Such expenditures represented 4.1%, 3.6% and 4.5% of trade sales in 1996, 1997 and 1998, respectively. Of these amounts, $36.9 million, $31.1 million and $34.4 million, respectively, was spent directly by us, and the remainder related to Motorola expenses that were allocated to us. Our research and development efforts are focused on new product development and improvements in process technology in our growth areas: analog, MOS gated discretes and high performance digital logic. In the analog arena, we are focusing our development efforts on the miniaturization of our standard analog products through new packaging technologies and on developing new amplifiers and comparators that operate at 3 volts and lower. The target market for this research is primarily portable electronic systems. In the MOS gated discrete products arena, we are focusing on TMOS products and automotive IGBTs. TMOS products are low-power switches that allow portable applications to maximize battery life by efficiently directing electricity only to the components that need it. Automotive IGBTs are switches that are used in electronic ignition systems. In the high-performance digital logic arena, we are focusing on the development of semiconductors that support high-speed digital communication systems, a market that is growing as a result of increasing Internet traffic. These high-performance digital logic products are based on the same process platform as our traditional emitter-coupled logic products, which are primarily used in equipment that tests semiconductors and circuit boards. We expect new products, which include products introduced during the prior three years, to account for an increasing percentage of our revenues in the future. In order to reduce research and development costs and streamline manufacturing effectiveness, we are in the process of amending our product development criteria to reduce the number of new product platforms from 17 to 12 and to reduce the number of process flows from 50 to 30. New product development is located in Phoenix, Arizona, Toulouse, France, Hong Kong and Sendai, Japan. Process and product development is also conducted at our existing manufacturing facilities including at our pilot manufacturing line in Phoenix, Arizona. In addition to the research and development conducted by us, we rely on university research projects sponsored by us and partnerships with other semiconductor companies. 72

BACKLOG Our trade sales are made primarily pursuant to standard purchase orders that are generally booked up to 26 weeks in advance of delivery. Generally, prices and quantities are fixed at the time of booking, while backlog as of a given date consists of existing orders and estimated orders based on customer forecasts, in each case scheduled to be shipped over the 13-week period following such date. Since mid-1997, backlog on average has represented between 80% and 90% of actual shipments. Backlog is influenced by several factors including market demand, pricing and customer order patterns in reaction to product lead times. Backlog on December 31, 1998 and October 2, 1999 was $321.4 million and $375.5 million, respectively. We sell products to key customers pursuant to contracts that are typically annual fixed-price agreements subject, in some cases, to quarterly negotiations. These contracts allow us to schedule production capacity in advance and allow customers to manage their inventory levels consistent with just-in-time principles while shortening the cycle times required to produce ordered product. However, these contracts are typically amended to reflect changes in prices and customer demands. SEASONALITY Generally, we are affected by the seasonal trends of the semiconductor and related industries. As a result of these trends, we typically experiences lower revenues in the first fiscal quarter, primarily due to customer demand adjustments as a result of holiday seasons around the world. Revenues usually has a seasonal peak in the third quarter. In 1998, we did not experience the typical seasonal peak in the third quarter primarily as a result of the Asian economic crisis. COMPETITION The semiconductor industry, particularly the market for general purpose semiconductor products like ours, is highly competitive. Although only a few companies compete with us in all of our product lines, we face significant competition within each of our product lines from major international semiconductor companies as well as smaller companies focused on specific market niches. Many of these competitors have substantially greater financial and other resources than we have with which to pursue development, engineering, manufacturing, marketing and distribution of their products and are better able than we are to withstand adverse economic or market conditions. In addition, companies not currently in direct competition with us may introduce competing products in the future. Significant competitors in the discrete market include International Rectifier, Philips, Rohm, Siliconix, ST Microelectronics and Toshiba. Significant competitors in the standard analog markets include Analog Devices, Fairchild, Linear Technology, Maxim Integrated Products, National Semiconductor, ST Microelectronics and Texas Instruments. Significant competitors in the standard logic product market include Fairchild, Hitachi, Philips, Texas Instruments, and Toshiba. The semiconductor components industry has also been undergoing significant restructuring and consolidations that could adversely affect our competitiveness. Because our components are often "building block" semiconductors that in some cases can be integrated into more complex integrated circuits, we also face competition from manufacturers of integrated circuits, application-specific integrated circuits and fully customized integrated circuits, as well as customers who develop their own integrated circuit products. We compete in different product lines to various degrees on the basis of price, quality, technical performance, product features, product system compatibility, customized design, availability, delivery timing and reliability and sales and technical support. Gross margins in the industry vary by geographic region depending on local demand for the products in which semiconductors are used, such as personal computers, industrial and telecommunications equipment, consumer electronics 73

and automotive goods. In regions where there is a strong demand for such products, price pressures may also emerge as competitors attempt to gain a greater market share by lowering prices. Our ability to compete successfully depends on elements both within and outside of our control, including industry general economic trends. PATENTS, TRADEMARKS, COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS We own rights to a number of patents, trademarks, copyrights, trade secrets, and other intellectual property directly related to and important to our business. Motorola has also granted rights and licenses to other patents, trademarks, copyrights, trade secrets, and other intellectual property necessary for us to manufacture, market, and sell our existing products and products contemplated in our long range plans. Our policy is to protect our products and processes by asserting our intellectual property rights where appropriate and prudent and by obtaining patents, copyrights, and other intellectual property rights used in connection with our business when practicable and appropriate. Under an intellectual property agreement we and Motorola entered into as part of our August 1999 recapitalization, Motorola has assigned to us approximately 280 U.S. patents and patent applications, approximately 280 foreign patents and patent applications, rights to over 50 trademarks (not including the Motorola name) previously used in connection with our products, rights in know-how relating to at least 39 semiconductor fabrication processes and rights in specified copyrightable materials. In addition, Motorola has licensed to us on a non-exclusive, royalty-free basis other patent, trademark, copyright and know-how rights used in connection with our existing products and products contemplated in our long range plans. We have perpetual, royalty free, worldwide rights under Motorola's patent portfolio and other intellectual property, existing as of the date of our recapitalization or created in the ensuing five years (the five-year period existing only with respect to patents), as necessary to manufacture, market, and sell our existing and long range plan product lines. Additionally, Motorola has provided us with a limited indemnity umbrella to protect us from some infringement claims by third parties who have granted Motorola licenses as of the date of our recapitalization, which will assist us in developing our own patent position and licensing program. We believe that we have the right to use all Motorola owned technology used in connection with the products we currently offer. Some of our products are currently the subject of a patent infringement lawsuit pending in United States District Court in Wilmington, Delaware that was commenced by Power Integrations against Motorola prior to our recapitalization. For a discussion of this lawsuit as it relates to SCG Holding, see "Business--Legal Proceedings." We have recently commenced marketing our products under the ON Semiconductor-TM- name. For one year after our recapitalization, we will retain the limited ability to use the Motorola trade name in connection with the sale, distribution and advertisement of some products we offer. If, however, the removal of the Motorola trade name from any of these products would require the product to be requalified by any of our customers, then we may continue to use the Motorola trade name, for up to two years after our recapitalization, to allow us to continue selling the product pending its requalification. In addition, for two years after our recapitalization, we have the ability to utilize the transition statement "formerly a division of Motorola" in connection with the sale, distribution and advertisement of some products we offer. For the first of those two years, in the transition statement we may reproduce the term "Motorola" in the stylized font used by Motorola. ENVIRONMENTAL MATTERS Our manufacturing operations are subject to environmental and worker health and safety laws and regulations. These laws and regulations include those relating to the emissions and discharges 74

into the air and water; the management and disposal of hazardous substances; the release of hazardous substances into the environment at or from our facilities and at other sites; and the investigation and remediation of resulting contamination. Our manufacturing facility in Phoenix, Arizona is located on property that is listed on the National Priorities List under the Comprehensive Environmental Response, Compensation, and Liability Act. Motorola is actively involved in the cleanup of on-site solvent contaminated soil and groundwater and off-site contaminated groundwater pursuant to Consent Decrees with the State of Arizona. Motorola has retained responsibility for this contamination, and has agreed to indemnify us with respect to remediation costs and other costs or liabilities related to this matter. The manufacturing facilities of the joint ventures in the Czech Republic and Slovakia have ongoing remediation projects to respond to releases of hazardous substances that occurred during the years that these facilities were operated by government-owned entities, prior to the formation of the joint ventures. In each case, these remediation projects consist primarily of monitoring groundwater wells located on-site and off-site with additional action plans developed to respond in the event activity levels are exceeded at each of the respective locations. The governments of the Czech Republic and Slovakia have agreed to indemnify, subject to specified limitations, the respective joint venture for remediation costs associated with this historical contamination. Based upon the information available, we do not believe that total future remediation costs to us will be material. We believe that our operations are in substantial compliance with applicable environmental and health and safety laws and regulations. We do not expect the cost of compliance with existing environmental and health and safety laws and regulations (and liability for currently known environmental conditions) to have a material adverse effect on the Business or our prospects. It is possible, however, that future developments, including changes in laws and regulations, government policies, personnel and physical property conditions (including currently undiscovered contamination), could lead to material costs. EMPLOYEES We employ approximately 13,150 people worldwide, consisting of approximately 10,150 people employed directly and approximately 3,000 people employed through our joint ventures, most of whom are engaged in manufacturing services. We do not currently have any collective bargaining arrangements with our employees, except for those arrangements, such as works councils, that are obligatory for all employees or all employers in a particular industry under applicable foreign law. Of the total number of employees employed directly by us, approximately 9,000 were engaged in manufacturing and information services, over 400 were engaged in our sales and marketing organization and in customer service, 500 were engaged in administration and over 250 were engaged in research and development. PROPERTIES In the United States, our corporate headquarters as well as manufacturing, research and development and warehouse operations are located in approximately 1,528,000 square feet of space in properties that we own in Phoenix, Arizona. We also lease from Motorola approximately 100,000 square feet in Phoenix, Mesa, Tempe and Chandler, Arizona that is used for research and development, warehouse and office facilities. We have entered into lease and office sharing agreements with Motorola for approximately 80,000 square feet of space used for sales offices and warehouses in locations such as Huntsville, Alabama, Calabasas, Irvine, San Diego and Sunnyvale in California, Denver, Colorado, Wallingford Connecticut, Clearwater, Florida, Lawrenceville, Georgia, Schaumburg, Illinois, Carmel and Kokomo, Indiana, Woburn, Massachusetts, Columbia, Maryland, Northville, Michigan, Minnetonka, Minnesota, Raleigh, North Carolina, Fairfield, New Jersey, Fairport and 75

Hauppauge in New York, Beaverton, Oregon, Colmar and Horsham in Pennsylvania, Houston and Plano in Texas, Bellevue, Washington, and Brookfield, Wisconsin. Lease terms for the sales offices are for one year from July 31, 1999, and the other leases range between one year and two years. We have has plans to relocate the leased sales offices and other facilities before the end of the lease terms. Prices for the leases have been fixed throughout their terms at an amount intended to approximate the actual historical cost of the covered properties. As part of our recapitalization, Motorola has conveyed to us the surface rights to a portion of the land located at our Phoenix facility, excluding the subsurface rights, and conveyed buildings located at the Phoenix facility. These buildings do not include any treatment facilities relating to Motorola's environmental clean-up operations at the Phoenix facility. We have executed a Declaration of Covenants, Easements and Restrictions with Motorola providing access easements for the parties and granting to us options to purchase or to lease the subsurface rights of the land. We own our manufacturing facilities in Japan, Malaysia, Mexico, the Philippines and Slovakia. These facilities are primarily manufacturing operations, but also include office facilities and warehouse space. We own 770,000 square feet of manufacturing, warehouse and office space in Japan, Malaysia, the Philippines and Slovakia and owns a 254,000 square foot manufacturing and office complex in Guadalajara, Mexico. Recently, we entered into an agreement to move our production operations in Hong Kong to a new facility that will open in 2001. In connection with our joint ventures, we also own manufacturing, warehouse and office space in Seremban, Malaysia, Leshan, China, Slovakia and the Czech Republic. We have also entered into lease and office sharing agreements for approximately 67,000 square feet of space for research and development, warehouses, logistics centers and sales offices in locations including Australia, Brazil, Canada, China, France, Germany, India, Italy, Japan, Korea, Malaysia, Philippines, Puerto Rico, Spain, Sweden, Switzerland, Taiwan, Thailand, and the United Kingdom. Most of these properties are currently leased from Motorola. Lease terms for the sales offices are for one year from July 31, 1999, and the other leases range between one year and three years. We have plans to relocate the leased sales offices and other facilities before the end of their terms. Motorola will also lease space at our Phoenix facility and in the Czech Republic for a period of up to two years. In general, prices for these leases have been fixed throughout their term at an amount intended to approximate the actual historical cost of the covered properties. We believe that our facilities around the world, whether owned or leased, are well-maintained. Our manufacturing facilities contain sufficient productive capacity to meet our needs for the foreseeable future. LEGAL PROCEEDINGS From time to time we are involved in legal proceedings arising in the ordinary course of business. We believe that none of these proceedings should have, individually or in the aggregate, a material adverse effect on our business or our prospects. We manufacture and sell a family of high margin analog semiconductor products, a limited portion of which are the subject of a patent infringement lawsuit commenced by Power Integrations against Motorola prior to our recapitalization in August 1999. The future development of this product family is important to our business strategy. The Power Integrations lawsuit is pending in United States District Court in Wilmington, Delaware. On October 15, 1999 the jury returned a verdict against Motorola awarding damages of $32.3 million, subject to trebling, prejudgment interest and attorneys' fees. Judgment on the jury's verdict has not been entered by the Court, and Motorola plans to file motions to set aside the verdict and, if necessary, to appeal. Although we are not a party to the suit, Power Integrations has filed a motion seeking to enjoin Motorola and SCG Holding 76

from making, using, offering to sell or selling products alleged to infringe its patents. We believe that there are a number of defenses to the imposition of an injunction against us. During the pendency of quality enhancement efforts, we have not sold any of the products previously sold by Motorola and found to have infringed Power Integrations' patent in certain applications. Nonetheless, we do not agree with the infringement finding and have not abandoned the market served by these products. We believe that our exposure, if any, arising in connection with the Power Integrations lawsuit relates to the risk of an injunction and the imposition of damages in the event that infringing post-recapitalization sales should occur. In the event an injunction is imposed, we would be unable to pursue the development of the products in question. On December 6, 1999, International Rectifier filed an action against us in the United States District Court for the Central District of California alleging that our power-MOS products infringed eight of their patents. These power-MOS products were previously manufactured by Motorola under a license from International Rectifier that expired on December 31, 1999. We have not yet been served with process in this litigation and are engaged in good faith discussions with International Rectifier regarding a number of different aspects of our continuing business relationship, including development of a new license agreement. Although we are optimistic about the outcome of these discussions, we cannot assure you that we will be able to reach such an agreement on favorable terms. 77

MANAGEMENT DIRECTORS AND EXECUTIVE ARRANGEMENTS The following table sets forth certain information with respect to the persons who currently serve as members of the Board of Directors and executive officers of SCG Holding. Each of our directors will hold office until the next annual meeting of shareholders or until his successor has been elected and qualified. NAME AGE COMPANY POSITION - ---- -------------------- ---------------------------------------------------------------------------- Curtis J. Crawford... 52 Chairman of the Board of Directors David Bonderman...... 56 Director David M. Stanton..... 37 Director Justin T. Chang...... 32 Director Richard W. Boyce..... 43 Director William A. Franke.... 62 Director Steve Hanson......... 52 Director and President Michael Rohleder..... 43 Senior Vice President and Director of Sales and Marketing James Thorburn....... 43 Senior Vice President and Chief Operating Officer William George....... 56 Senior Vice President and Chief Manufacturing and Technology Officer Dario Sacomani....... 43 Senior Vice President and Chief Financial Officer Collette T. Hunt..... 47 Vice President and General Manager of Bipolar Discrete Business Unit Sandra Lowe.......... 55 Vice President and General Manager of Logic Business Unit James Stoeckmann..... 44 Vice President and Director of Human Resources Alistair Banham...... 43 Vice President and General Manager, Europe, Middle East and Africa Henry Leung.......... 46 Vice President and General Manager, Asia Ralph Quinsey........ 43 Vice President and General Manager of Analog Division Leon Humble.......... 61 Vice President and General Manager of MOS Gates Business Unit Chandramohan Subramaniam........ 43 Vice President and Director of Internal Manufacturing CURTIS J. CRAWFORD, DIRECTOR. Mr. Crawford was elected Chairman of the Board of Directors of SCG Holding in September 1999. Since 1998, Mr. Crawford has served and continues to serve as President, Chief Executive Officer and Chairman of the Board of Directors of Zilog, Inc. From 1997 to 1998, Mr. Crawford was Group President of the Microelectronics Group and President of the Intellectual Property division of Lucent Technologies, a successor to some AT&T businesses. From 1995 to 1997, he was President of the Microelectronics Group. From 1993 to 1995, Mr. Crawford was President of AT&T Microelectronics, a business unit of AT&T Corporation. From 1991 to 1993, he held the position of Vice President and Co-Chief Executive Officer of AT&T Microelectronics. From 1988 to 1991, he held the position of Vice President, Sales, Service and Support for AT&T Computer Systems. Prior thereto, he served in various sales, marketing and executive management positions at various divisions of IBM. Mr. Crawford currently serves as a member of the Board of Trustees of DePaul University and as a member of the Board of Directors of ITT Industries, Inc. and E.I. du Pont de Nemours. DAVID BONDERMAN, DIRECTOR. Mr. Bonderman became a director of SCG Holding in August 1999. Mr. Bonderman is a Managing Partner of Texas Pacific Group. Prior to forming Texas Pacific Group, Mr. Bonderman was chief operating officer and chief investment officer of Keystone Inc., a private investment firm, from 1983 to August 1992. Mr. Bonderman serves on the boards of directors of Continental Airlines, Inc., Bell & Howell Company, Beringer Wine Estates, Inc., Denbury Resources 78

Inc., Oxford Health Plans, Inc., Washington Mutual, Inc., Ryanair, Ltd., J. Crew Group, Inc., Paradyne Networks, Realty Information Group, Ducati Motor Holdings S.p.A., Punch Group Ltd., AerFi plc., Landis & Gyr Communications and UroGenesys Inc. Mr. Bonderman also serves in general partner advisory board roles for Newbridge Investment Partners, L.P., Newbridge Latin America, L.P. and Aqua International, L.P. DAVID M. STANTON, DIRECTOR. Mr. Stanton became a director of SCG Holding in August 1999. Mr. Stanton is currently the founding partner of Francisco Partners, an investment partnership specializing in private technology companies. From 1996 until August 12, 1999, Mr. Stanton was a partner of Texas Pacific Group and, a limited partner in Communication Partners, L.P. During this time, he also served as Vice President of TPG Advisors, Inc. and as President of Communication Genpar, Inc., entities affiliated with Communication Partners, L.P. Prior to joining Texas Pacific Group, Mr. Stanton was a venture capitalist with Trinity Ventures, where he specialized in information technology, software and telecommunications investing. Mr. Stanton currently serves as a director of Denbury Resources Inc., GlobeSpan, Inc. and several private companies, including Paradyne Credit Corp., an affiliated entity of Paradyne. JUSTIN T. CHANG, DIRECTOR. Mr. Chang became a director of SCG Holding in August 1999. Mr. Chang is a partner of Texas Pacific Group, where he has been employed since 1993. RICHARD W. BOYCE, DIRECTOR. Mr. Boyce became a director of SCG Holding in September 1999. Mr. Boyce is President of CAF, Inc., a consulting firm that advises various companies controlled by Texas Pacific Group. Prior to founding CAF, Inc. in 1997, he served as Senior Vice President of Operations for Pepsi-Cola North America from 1996 to 1997 and its Chief Financial Officer from 1994 to 1996. From 1992 to 1994, Mr. Boyce served as Senior Vice President-Strategic Planning for PepsiCo. Prior to joining PepsiCo, Mr. Boyce was a director at the management consulting firm of Bain & Company, where he was employed from 1980 to 1992. Mr. Boyce also serves on the Boards of Directors of J. Crew Group, Inc., Del Monte Foods Company and Del Monte Corporation. WILLIAM A. FRANKE, DIRECTOR. Mr. Franke became a director of SCG Holding in December 1999. Mr. Franke is currently the managing partner of Newbridge Latin America, LLP, an investment partnership specializing in Latin American companies and has served in this position since 1996. Mr. Franke also serves as the President, CEO and Chairman of the Board of Directors of America West Holdings Corp. and its subsidiary, America West Airlines, Inc., and has served in this position since 1992. He is also the President and owner of Franke & Company and has served in this position since 1987. In addition to being a director of the Company, Mr. Franke serves on the Boards of Directors of America West Holdings Corporation, Beringer Wine Estates, Inc., Phelps Dodge Corporation, Central Newspapers, Inc. and AerFi Group. plc. STEVE HANSON, PRESIDENT AND DIRECTOR. Mr. Hanson served as the Senior Vice President and General Manager of Motorola's Semiconductor Components Group from June 1997 until he assumed this position in August 1999. Mr. Hanson has held several executive and management positions, including Corporate Vice President, since he joined Motorola in 1971. MICHAEL ROHLEDER, SENIOR VICE PRESIDENT AND DIRECTOR OF SALES AND MARKETING. For two years prior to assuming this position in September 1999, Mr. Rohleder was President and Chief Executive Officer of Wyle Electronics, a member of the VEBA Electronics Group. Prior to his tenure at Wyle, Mr. Rohleder served as President of Insight Electronics, also a member of the VEBA electronics group, for a period of seven years. JAMES THORBURN. SENIOR VICE PRESIDENT AND CHIEF OPERATING OFFICER. Prior to assuming this position in August 1999, Mr. Thorburn was the Chief Financial Officer of Zilog, a position he had 79

held since May 1998. Prior to his tenure at Zilog, Mr. Thorburn spent 17 years at National Semiconductor, most recently as Vice President of Operations Finance. WILLIAM GEORGE, SENIOR VICE PRESIDENT AND CHIEF MANUFACTURING AND TECHNOLOGY OFFICER. For two years prior to assuming this position in August 1999, Mr. George held several executive and management positions, including directing investment and operation strategy for Motorola's worldwide manufacturing operations, since he joined Motorola in 1968. DARIO SACOMANI, SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER. Mr. Sacomani served as the Vice President and Director of Finance of Motorola's Semiconductor Components Group from July 1997 until he assumed his current position in August 1999. Mr. Sacomani has held several executive and management positions, including Vice President and Financial Controller for the European Semiconductor Group of Motorola, since he joined Motorola in 1980. COLLETTE T. HUNT, VICE PRESIDENT AND GENERAL MANAGER OF BIPOLAR DISCRETES. Prior to assuming this position in August 1999, Ms. Hunt served as Vice President of Motorola's Semiconductor Products Sector beginning in 1994 and the position of Director of Product Operations of the Semiconductor Components Group beginning in 1998. Ms. Hunt has held various executive and managerial positions, including positions on the board of directors of Motorola's joint venture operations in Malaysia and China, since she joined Motorola in 1984. SANDRA LOWE, VICE PRESIDENT AND GENERAL MANAGER OF LOGIC BUSINESS UNIT. Prior to assuming this position in August 1999, Ms. Lowe served as the Director of Quality and Continuous Improvement for Motorola's Semiconductor Components Group beginning in November 1997. Ms. Lowe has held several positions, including General Manager of the Motorola Test Equipment Business Unit in the Space Systems Technology Group, since she joined Motorola in 1993. JAMES STOECKMANN, VICE PRESIDENT AND DIRECTOR OF HUMAN RESOURCES. Prior to assuming this position in August 1999, Mr. Stoeckmann served as the Director of Human Resources for Motorola's Semiconductor Components Group beginning in November 1998. Mr. Stoeckmann has held several positions, including Human Resources Director for SCG Worldwide Manufacturing, since he joined Motorola in 1984. ALISTAIR BANHAM, VICE PRESIDENT AND GENERAL MANAGER, EUROPE, MIDDLE EAST AND AFRICA. Prior to assuming this position in August 1999, Mr. Banham served as General Manager of Motorola's Semiconductor Components Group for Europe, the Middle East and Africa beginning in April 1999. Mr. Banham has managed various foreign aspects of Motorola's semiconductor products business, including leadership of the European Motorola Segment Sales and Engineering Applications Team, since he joined Motorola in 1989. HENRY LEUNG, VICE PRESIDENT AND GENERAL MANAGER, ASIA. Prior to assuming this position in August 1999, Mr. Leung served as the director in the Asia Pacific Region for Motorola's Semiconductor Components Group beginning in 1994. Mr. Leung has held several positions, including Business Director of Motorola's Semiconductor Component Group (Discrete Products) for the Asia Pacific Region, since he joined Motorola in 1976. RALPH QUINSEY, VICE PRESIDENT AND GENERAL MANAGER OF ANALOG DIVISION. From 1997 until he assumed this position in August 1999, Mr. Quinsey served as Vice President and General Manager of Motorola's Semiconductor Products Sector Wireless Subscriber Systems Group. Prior to that time, Mr. Quinsey served as General Manager for the Logic and Analog Integrated Circuits Mixed Signal Communications Products Division of Motorola. Mr. Quinsey has held several management positions since he joined Motorola in 1979. 80

LEON HUMBLE, VICE PRESIDENT AND GENERAL MANAGER, MOS GATED PRODUCTS DIVISION. Prior to assuming this position in August 1999, Mr. Humble served as Director of Manufacturing Restructuring and Separation Programs for Motorola's Semiconductor Components Group. Mr. Humble has held several management positions, including Product Line Manager for CMOS Products Division, since he joined Motorola in 1968. CHANDRAMOHAN SUBRAMANIAM, VICE PRESIDENT AND DIRECTOR OF INTERNAL MANUFACTURING. Prior to assuming this position in August 1999, Mr. Subramaniam held several director and management positions, including Director of Asia manufacturing, General Manager Seremban and Director of Quality and Continuous Improvement, after joining Motorola in 1984. DIRECTOR COMPENSATION Members of the Board of Directors of SCG Holding, other than the Chairman and our newest director, William Franke, are not entitled to any compensation (other than reimbursement of expenses) for their service on the Board. The Chairman will receive a quarterly payment of $25,000 for his services as Chairman of the Board. The Board may grant new members of the Board who are independent of SCG Holding and Texas Pacific Group an option to purchase 15,000 shares of common stock of SCG Holding and pay such new members a fee of $1,000 per meeting attended. We have agreed to pay Mr. Franke this fee. EXECUTIVE COMPENSATION The following table sets forth cash compensation paid by Motorola during fiscal year 1998 to the four most highly compensated executives of SCG Holding who were also previously employed by Motorola during fiscal year 1998. SCG Holding has not named a Chief Executive Officer. ANNUAL COMPENSATION -------------------------------------------------------- ALL OTHER CASH SALARY BONUS OTHER ANNUAL COMPENSATION NAME AND PRINCIPAL POSITION YEAR ($) ($) COMPENSATION ($)(1) - --------------------------- -------- --------- --------- -------------- --------------- Steven Hanson...................................... President 1998 308,308 150,000 -- 51,457 William George..................................... Senior Vice President and Chief Operating Officer 1998 255,625 73,000 -- 9,625 Dario Sacomani..................................... Senior Vice President and Chief Financial Officer 1998 181,231 47,000 -- 338,583 Collette T. Hunt................................... Vice President and General Manager Bipolar Discretes 1998 176,667 43,900 -- 3,641 (1) Represents relocation expenses and Motorola's matching contributions to its 401k plan. In the case of Messrs. Hanson and Sacomani, this amount includes relocation expenses of $45,628 and $335,383, respectively. In all cases, this amount includes Motorola's matching contribution to its 401k plan of $3,500. EMPLOYMENT AGREEMENTS/CHANGE IN CONTROL AGREEMENTS We have entered into employment agreements with each of Messrs. Hanson, Rohleder, Thorburn, George and Sacomani. The following summaries of the material provisions of the employment agreements do not purport to be complete and are qualified in their entirety by reference to such agreements. The agreements with Messrs. Hanson, George and Sacomani each provide for an employment term of three years ending on August 4, 2002. The agreements provide an annual base salary of $375,000, $300,000 and $250,000, respectively, and an annual bonus up to 100% of the base salary based on achievement of annual performance objectives. Messrs. Hanson, George and Sacomani 81

will each be entitled to a one-time special bonus of $150,000 to be paid on the first anniversary of his employment, provided the respective executive is employed on such date. The agreements with Messrs. Rohleder and Thorburn each provide for an employment term of three years ending on September 1, 2002 and August 2, 2002, respectively, and for an annual base salary of $350,000 and $300,000, respectively. Mr. Rohleder is eligible to receive an annual bonus of up to 200% of his base salary based on achievement of annual performance objectives, provided that, during the first year of his employment term, Mr. Rohleder is guaranteed to receive an annual bonus at least equal to 100% of his base salary, regardless of whether any performance objectives are achieved. Mr. Thorburn is eligible to receive an annual bonus of up to 100% of his base salary based on achievement of annual performance objectives, and has received a one-time consultation fee of $270,000. Messrs. Rohleder and Thorburn also have been provided certain relocation benefits under their agreements. Messrs. Hanson, Thorburn, Rohleder, George and Sacomani have been granted options under our stock option plan (described below) to purchase 1,200,000, 750,000, 700,000, 650,000 and 650,000 shares, respectively, of common stock of SCG Holding, which become exercisable generally on a semi-annual basis over a four-year period (see description of the stock option plan below). The executive's outstanding options will become immediately exercisable upon a change in control (as defined in the executives' agreements), and with respect to Messrs. Hanson, Sacomani and George, each such executive's outstanding option will become immediately exercisable if such executive's employment is terminated by SCG Holding without cause (as defined in their respective agreements) or by the executives for good reason. Good reason is defined in each employment agreement and includes a voluntary resignation by the executive within one year after a change in control (as defined). The executives have also been provided a car allowance of up to $1,200 per month. Under the terms of each of their respective agreements, if the executive's employment is terminated without cause (as defined in the applicable employment agreement), such executive will be entitled to a lump sum payment equal to the product of (A) either (i) three, if the date of termination of employment is on or before September 1, 2001, or (ii) two, if the date of termination of employment is after September 1, 2001 and prior to the expiration of the employment term; and (B) the sum of (i) the highest rate of the executive's annualized base salary in effect at any time up to and including the date of termination and (ii) the annual bonus earned by such executive in the year immediately preceding his date of termination. In addition, if the executive's employment is terminated without cause within two years after a change in control (as defined in the applicable employment agreement), he will be entitled to continuation of medical benefits provided generally to other executives of SCG Holding for the greater of two years from the date of termination or the expiration of the term of employment under the agreement. Under the agreements with Messrs. Hanson, George and Sacomani, the executives will be entitled to the foregoing severance payments and, in the event of a change of control, continuation of medical coverage if they resign for good reason (as defined in their respective employment agreements). Each executive is also subject to customary non-solicitation of employees and confidentiality provisions. Finally, we have provided Mr. Thorburn with a non-recourse loan in the amount of approximately $227,900 for the purposes of exercising stock options granted by his former employer. Mr. Thorburn has pledged the stock received upon the exercise of such option to SCG Holding as security for the loan. The loan accrues interest at a rate of 5.54% per annum and the entire principal amount and accrued interest is repayable upon Mr. Thorburn's sale of the stock. 82

1999 FOUNDERS STOCK OPTION PLAN We have adopted the SCG Holding Corporation 1999 Founders Stock Option Plan to provide our key employees, directors and consultants with the opportunity to purchase common stock of SCG Holding. We reserved 17,365,000 shares of SCG Holding's common stock for issuance under the option plan. The option plan is administered by the Board of Directors of SCG Holding or a committee thereof, which is authorized to, among other things, select the key employees, directors and consultants who will receive grants and determine the exercise price and vesting schedule of the options. Prior to the existence of a public market (as defined in the plan) for the common stock, fair market value is determined by the Board in good faith, and following the existence of a public market for the common stock, fair market value will be based on the closing price for the shares on the exchange on which the shares are listed. As of November 1, 1999, the Board of Directors of SCG Holding had approved the grant of options to purchase an aggregate of 15,049,500 shares of SCG Holding's common stock to some of its directors and a total approximately of 420 key employees (including Messrs. Hanson, Thorburn, Rohleder, George and Sacomani) at an exercise price of $1.00 per share. Generally the options initially issued under the plan will vest gradually over a period of four years, with approximately 8% becoming immediately vested and exercisable on the Grant Date, provided that the option holder remains employed with us during this period. All outstanding options will vest automatically upon a change of control (as defined in the plan) other than an initial public offering, provided the option holder is employed with us on the date of the change in control. Upon the termination of an option holder's employment, all unvested options will immediately terminate and vested options will generally remain exercisable for a period of 90 days after date of termination (one year in the case of death or disability). Prior to the existence of a public market for the common stock, if an employee's employment terminates, generally we will have the right to purchase vested options from that employee at a price equal to the excess of the fair market value per share of the common stock over the exercise price per share specified in the option. In addition, any shares acquired prior to the existence of a public market will generally be subject to our call right, as well as customary drag-along and tag-along rights. RETIREMENT PLAN Our Retirement Plan covers eligible employees within the United States, including the named executive officers. The pension plan provides for monthly pension benefits based upon a formula including employee's years of service, compensation level calculated as final average earnings for the five years of highest pay during the last ten years of employment, and the Social Security benefit. The Social Security benefit is the estimated amount of Social Security retirement benefit payable at age 65. The earliest date on which eligible employees may receive pension benefits for retirement is after age 55 with at least five years of service or at age 60 with at least one year of service. Normal retirement under the pension plan is after age 65. Benefits are reduced if pension payments begin before age 65. The following table shows the estimated annual benefits payable under the current Retirement Plan for employees who are eligible under the criteria stated above assuming a life annuity benefit: YEARS OF SERVICE ---------------------------------------------------- REMUNERATION 15 20 25 30 35 - ------------ -------- -------- -------- -------- -------- $100,000.................... $25,269 $29,235 $30,821 $30,821 $30,821 $125,000.................... $32,448 $37,664 $39,750 $39,750 $39,750 $150,000.................... $39,626 $46,092 $48,679 $48,679 $48,679 $175,000.................... $42,498 $49,464 $52,250 $52,250 $52,250 $200,000.................... $42,498 $49,464 $52,250 $52,250 $52,250 As of December 31, 1998, Mr. Hanson, Mr. George, Mr. Sacomani and Ms. Hunt had approximately 27, 30, 18 and 14 estimated years of service, respectively, and the annual compensation covered by the pension plan for each of these officers is $160,000. 83

OWNERSHIP OF CAPITAL STOCK The certificate of incorporation of SCG Holding, as amended to date, authorizes the issuance of capital stock consisting of 300,000,000 shares of common stock, and 100,000 shares of preferred stock which may be issued in multiple series, the terms, provisions and the preferences of which may be designated from time to time by the Board of Directors of SCG Holding. The following table sets forth as of November 1, 1999 information regarding the beneficial ownership of SCG Holding Common Stock and Series A Cumulative Preferred Stock of SCG Holding, as determined in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended, with respect to: - each person known by SCG Holding to be the beneficial owner of more than 5% of any class of SCG Holdings' voting securities; - each of the directors and some of the executive officers of SCG Holding; and - all directors and executive officers, as a group. Except as otherwise noted, the persons named in the table have sole voting and investment power with respect to all shares shown as beneficially owned by them. SERIES A CUMULATIVE COMMON STOCK PREFERRED STOCK -------------------------------- ---------------------- NUMBER OF NUMBER OF NAME AND ADDRESS OF BENEFICIAL OWNER SHARES(1) PERCENTAGE(1) SHARES PERCENTAGE - ------------------------------------------- ----------- ------------- --------- ---------- TPG Advisors II, Inc....................... 187,499,150(2) 90.8% 1,500 71.8% 201 Main Street, Suite 2420 Fort Worth, TX 76102 Motorola, Inc.............................. 17,500,850 8.5% 590 28.2% 1303 East Algonquin Road Schaumberg, IL 60196 David Bonderman............................ --(3) -- -- -- Justin T. Chang............................ --(3) -- -- -- David M. Stanton........................... -- -- -- -- Curtis J. Crawford......................... 300,000(4) * -- -- Richard W. Boyce........................... 615,000(4) * -- -- William A. Franke.......................... --(5) -- -- -- Steven Hanson.............................. 100,800(4) * -- -- Dario Sacomani............................. 54,600(4) * -- -- William George............................. 54,600(4) * -- -- Collette T. Hunt........................... 11,760(4) * -- -- All directors and executive officers as a 1,346,760 * -- -- group (19 persons)....................... - ------------------------ * Less than 1% of the total voting power of the outstanding shares of Common Stock. (1) Calculated excluding all shares issuable pursuant to options or warrants except, as to each person, the shares issuable to such person pursuant to options or warrants immediately exercisable or exercisable within 60 days from November 1, 1999. (2) TPG Advisors II, Inc. indirectly controls TPG Semiconductor Holdings, LLC, which directly owns the common stock and preferred stock listed in the table above. (3) Excludes shares listed above as beneficially owned by TPG Advisors II, Inc., which may be deemed an affiliate of each of David Bonderman and Justin Chang. (4) All shares listed are issuable on exercise of options. (5) Mr. Franke is the beneficial owner of a minority equity interest in TPG Semiconductor Holdings, LLC. 84

We have also reserved 17,365,000 shares of common stock for issuance under our stock option plans as more fully described under "Management--1999 Founders Stock Option Plan." The preferred stock has a par value of $0.01 per share and accumulates dividends at the rate of 12% per annum, payable quarterly. Dividends compound to the extent not paid. The preferred stock has an original liquidation preference of $100,000 per share. SCG Holding will be required to redeem all of the shares of the preferred stock on the thirteenth anniversary of the issue date at a price equal to such liquidation value plus all accumulated dividends that have been applied to increase liquidation value. Shares of the preferred stock may be redeemed at the option of SCG Holding, in whole or in part, for this total value plus accrued dividends not included therein. Optional redemption of the preferred stock is subject to, and expressly conditioned upon, limitations under the notes, our senior bank facilities and other documents relating to our indebtedness. We may also be required to offer to repurchase shares of the preferred stock in other circumstances, including the occurrence of a change of control of SCG Holding, in each case subject to the terms of the notes, our senior bank facilities and other documents relating to our indebtedness. Holders of the preferred stock will not have any voting rights, except with respect to specified actions that might adversely affect the holders and except for such rights as are provided under applicable law. See "Description of Exchange Notes--Limitation on Restricted Payments." SHAREHOLDERS AGREEMENT SCG Holding, Motorola and TPG Semiconductor Holdings, LLC, which is controlled by investment funds affiliated with Texas Pacific Group, have entered into a Shareholders Agreement relating to registration rights, transfers of common stock and preferred stock (together, the "SCG Stock") and other matters. The Shareholders Agreement terminates upon the earlier to occur of (1) TPG Holding owning less than 35% of the outstanding shares of common stock or (2) an underwritten initial public offering of SCG Stock; PROVIDED that registration rights terminate with respect to a class of SCG Stock at such time (at least three years after the date of the Shareholders Agreement) as Motorola shall be legally permitted to sell all shares of such class of SCG Stock then held by Motorola without registration under the Securities Act. REGISTRATION RIGHTS Pursuant to the Shareholders Agreement, Motorola and Permitted Transferees (as defined below under "--Permitted Transfers") have "piggyback" registration rights on a proportional basis with respect to the same class of SCG Stock in any public offering of SCG Stock by SCG Holding or Texas Pacific Group. SCG Holding pays the registration expenses of any registration including, without limitation, SEC and NASD filing fees and the fees and expenses of counsel for SCG Holding (but not including underwriting discounts or fees and expenses of counsel to Motorola). SCG Holding has agreed to indemnify Motorola, transferee holders and underwriters and their respective affiliates and control persons against securities law liabilities relating to the registration statement in connection with any registered offering pursuant to registration rights. Each selling shareholder has agreed to indemnify SCG Holding and underwriters (together with their respective affiliates and control persons) against securities law liabilities for information provided by the selling shareholder in writing specifically for inclusion in the registration statement. RIGHT OF FIRST OFFER The Shareholders Agreement permits Motorola to transfer some or all of its shares of SCG Stock to any third party, PROVIDED that prior to any such transfer (other than pursuant to limited exceptions set forth in the Shareholders Agreement), Motorola shall have provided TPG Holding and SCG Holding with notice of its intent to sell such SCG Stock (specifying the number of shares 85

thereof, the purchase price therefor and other terms and conditions) and an opportunity to acquire all (but not less than all) of such shares of SCG Stock at the purchase price and on the other terms and conditions specified in the offer notice. In the event Texas Pacific Group and SCG Holding do not exercise their right to acquire such SCG Stock, Motorola may, within a specified period following the delivery of the offer notice, sell all of such SCG Stock to a third party at a price that is not less than the purchase price and on substantially the same terms and conditions specified in the offer notice. TAG-ALONG RIGHTS The Shareholders Agreement provides that, in the event that Texas Pacific Group determines to sell SCG Stock to any third party (not including affiliates of Texas Pacific Group), except in a public offering or in a brokerage transaction through the public securities markets, Motorola has the right to participate PRO RATA (treating each class of SCG Stock individually) in such transaction as a seller on the same terms and conditions as apply to the sale of Texas Pacific Group's SCG Stock. Notwithstanding the foregoing, (1) Texas Pacific Group has the right to sell or transfer up to 10% of the outstanding shares of SCG Holding Common Stock and SCG Holding Preferred Stock in the aggregate to third parties free of tag-along rights in connection with the retention by SCG Holding of directors, officers, advisors or consultants, or the sale of other securities of SCG Holding or its subsidiaries, and (2) if Texas Pacific Group proposes to transfer both common stock and preferred stock in the same transaction or in related transactions, Motorola may tag-along in such transaction or transactions by transferring both common stock and preferred stock in the same proportion as is proposed to be transferred by Texas Pacific Group. DRAG-ALONG RIGHTS In the event that Texas Pacific Group determines to sell all or substantially all of the stock or assets of SCG Holding, by merger, stock sale, asset sale or otherwise, to any third party, Texas Pacific Group has the right to cause Motorola to sell its shares of common stock in such transaction (and to waive its appraisal or dissenters' rights with respect to such transaction, as applicable), all at the same price per share and on the same terms and conditions as apply to the sale of Texas Pacific Group's common stock. CALL RIGHT Under the Shareholders Agreement, Texas Pacific Group has the right to purchase from Motorola, at any time and from time to time, all or any portion of the shares of the preferred stock held by Motorola at the stated redemption price per share in cash. FLIP PROTECTION In the event that all or substantially all of the outstanding shares of common stock or the assets of SCG Holding are sold in specified circumstances for a limited period of time after our recapitalization, Motorola will be entitled to 30% of the net profit realized by TPG Holding from the sale. CORPORATE GOVERNANCE In the event SCG Holding fails to redeem the preferred stock on or prior to the thirteenth anniversary of the issue date, Texas Pacific Group shall cause 20% of the members of the Board of Directors of SCG Holding to be Motorola nominees. 86

PERMITTED TRANSFERS Notwithstanding anything to the contrary contained in the Shareholders Agreement, transfers to any Permitted Transferee of the transferor shall not be subject to the right of first offer, tag-along rights, drag-along rights or flip protection provisions. A "Permitted Transferee" means (a) in the case of any transferor that is not a corporation, individual, general or limited partner, member, officer, employee or affiliate (as defined in Rule 12b-2 under the Exchange Act) of such transferor, (b) in the case of any transferor that is a corporation, any other entity that owns, directly or indirectly, at least 51% of the equity securities of such transferor ("majority ownership") or that is under common majority ownership with such transferor, (c) in the case of any transferor that is an individual, any successor by death or divorce or (d) in the case of any transferor that is a trust whose sole beneficiaries are individuals, such individuals or their spouses or lineal descendants. TRANSFEREE'S RIGHTS AND OBLIGATIONS A third party that acquires SCG Stock shall assume the obligations and, unless otherwise agreed by the transferee, acquire the rights of the transferring party with respect to the shares that it acquires. TEXAS PACIFIC GROUP Texas Pacific Group was founded by David Bonderman, James G. Coulter and William S. Price, III in 1993 to pursue public and private investment opportunities through a variety of methods, including leveraged buyouts, recapitalizations, joint ventures, restructurings and strategic public securities investments. The principals of Texas Pacific Group manage TPG Partners, L.P. and TPG Partners II, L.P., both Delaware limited partnerships, which, with affiliated partnerships, have aggregate committed capital of more than $3.2 billion. The investment in SCG Holding is the largest investment of Texas Pacific Group to date and its sixth investment in the technology and telecommunications area. Texas Pacific Group's other investments in technology and telecommunications companies include Paradyne Corporation, GlobeSpan, GT Com, Landis & Gyr Communications and Zilog. Texas Pacific Group's portfolio companies also include America West Airlines, Belden & Blake, Beringer Wine Estates, Del Monte Foods, Denbury Resources, Ducati Motorcycle Holdings, Favorite Brands International, Genesis ElderCare, J. Crew, Oxford Health Plans, Virgin Entertainment and Vivra. In addition, Texas Pacific Group principals led the $9 billion reorganization of Continental Airlines in 1993. 87

RELATIONSHIPS AND RELATED TRANSACTIONS In connection with our recapitalization, Motorola has made bonus payments to Messrs. Hanson, George and Sacomani in the approximate amounts of $480,000, $400,000 and $260,000, respectively. In connection with our recapitalization, we paid Texas Pacific Group a financial advisory fee in the amount of $25 million. We have agreed to pay Texas Pacific Group annually a management fee of not more than $2 million. In connection with our recapitalization, Motorola has assigned, licensed and sublicensed to us intellectual property in connection with the products we plan to offer (including a limited use of the Motorola trade name for one year and a transition statement, "formerly a division of Motorola," for an additional year thereafter), has agreed to continue providing us information technology, human resources, supply management, logistics and finance services for agreed periods of time while we determine the most cost-effective means to obtain such services, has agreed to continue providing manufacturing and assembly services to us and to continue using similar services we provide to them, has agreed to continue selling to us depreciated equipment to support our capacity expansion and has leased real estate to us. Motorola provides some of these services on more favorable terms than we would expect to obtain from independent sources. In connection with our recapitalization, we paid the Chairman of our Board of Directors, Curtis J. Crawford, a consulting fee of $100,000 and granted Mr. Crawford an option to purchase 300,000 shares of common stock. We also granted one of our directors, Richard W. Boyce an option to purchase 615,000 shares of common stock. The option grants to Messrs. Crawford and Boyce were in consideration for their respective consulting services. Messrs. Crawford and Boyce's options are at an exercise price of $1.00 per share, are fully exercisable upon grant and have a ten year term and are otherwise governed by the 1999 Founders Stock Option Plan. 88

DESCRIPTION OF OTHER INDEBTEDNESS SENIOR FACILITIES The description set forth below is qualified in its entirety by reference to agreements setting forth the principal terms and conditions of our senior bank facilities. Pursuant to a Credit Agreement that was entered into as part of our August 1999 recapitalization among Semiconductor Components Industries, LLC, as borrower, SCG Holding, as parent, the lenders named therein, The Chase Manhattan Bank as administrative agent, collateral agent and syndication agent, DLJ Capital Funding, Inc., as co-documentation agent, and Lehman Commercial Paper Inc., as co-documentation agent, a syndicate of banks and other financial institutions led by Chase have provided us senior secured credit facilities of up to $1,025.0 million. The Credit Agreement provides for (1) a $200.0 million senior secured term tranche A loan that fully amortizes within six years, (2) a $325.0 million senior secured tranche B term loan that fully amortizes within seven years, (3) a $350.0 million senior secured tranche C term loan that fully amortizes within eight years and (4) a $150.0 million senior secured revolving credit facility that matures on the earlier of (a) the date that is six years after our recapitalization and (b) the final repayment in full of the tranche A facility. At the time of the recapitalization, we drew down $65.5 million under the tranche A facility, and we have drawn down an additional $60.0 million to date to fund working capital. The $74.5 million balance of the tranche A facility is being made available to fund working capital during the period from the date of our recapitalization to the date that is six months after our recapitalization. The senior bank facilities initially bear interest (subject to performance based step downs applicable to the tranche A facility and the revolving facility) at a rate equal to LIBOR plus (1) in the case of the tranche A facility and the revolving facility, 3.00%; or at our option, the alternate base rate (as defined in the Credit Agreement) plus 2.00%; (2) in the case of the tranche B facility, 3.50% or, at our option, the alternate base rate plus 2.50% and (3) in the case of the tranche C facility, 3.75% or, at our option, the alternate base rate plus 2.75%. In addition to paying interest on outstanding principal under the senior bank facilities, we are required to pay a commitment fee to the lenders under the revolving facility and the delayed draw term facility in respect of the unutilized commitments thereunder at a rate equal to 0.50% per annum. The senior bank term facilities will amortize in quarterly amounts based upon the annual amounts shown below. TRANCHE A TRANCHE B TRANCHE C CALENDAR YEAR FACILITY FACILITY FACILITY - ------------- --------- --------- --------- (DOLLARS IN MILLIONS) 2000........................................................ $ -- $ -- $ -- 2001........................................................ 15.000 1.625 1.750 2002........................................................ 35.000 3.250 3.500 2003........................................................ 45.000 3.250 3.500 2004........................................................ 65.000 3.250 3.500 2005........................................................ 40.000 157.625 3.500 2006........................................................ -- 156.000 168.000 2007........................................................ -- -- 166.250 -------- -------- -------- Total....................................................... $200.000 $325.000 $350.000 The obligations of Semiconductor Components under the senior bank facilities are unconditionally and irrevocably guaranteed by SCG Holding and each of its other existing and subsequently acquired or organized domestic subsidiaries. In addition, the senior bank facilities are secured by first priority or equivalent security interests in substantially all tangible and intangible assets of SCG Holding and each of its existing and subsequently acquired or organized domestic subsidiaries, 89

including all the capital stock of, or other equity interests in Semiconductor Components and each other direct or indirect subsidiary of SCG Holding (except, in the case of voting stock of a foreign subsidiary, not more than 65% of such voting stock shall be required to be pledged). The senior bank facilities are subject to mandatory prepayment with, in general, (1) 100% of the proceeds of non-ordinary course assets sales, (2) 50% of SCG Holding's Excess Cash Flow (as defined in the Credit Agreement) and (3) 100% of the proceeds from the issuance of debt obligations other than debt obligations permitted under the Credit Agreement. With respect to any prepayment of the tranche B facility or the tranche C facility within two years after our recapitalization, except with respect to prepayments out of Excess Cash Flow, we will pay a premium of (1) 2% of the principal amount being prepaid of each such facility during the first year after August 4, 1999 and (2) 1% of the principal amount being prepaid of each such facility during the second year after August 4, 1999. The Credit Agreement contains a number of covenants that, among other things, restrict our ability to dispose of assets, incur additional indebtedness, incur guarantee obligations, repay other indebtedness, pay restricted payments and dividends, create liens on assets, make investments, loans or advances, make acquisitions, engage in mergers or consolidations, make capital expenditures, enter into sale and leaseback transactions, or engage in various transactions with subsidiaries and affiliates and otherwise restrict corporate activities. In addition, under the senior bank facilities, we are required to comply with specified financial ratios and tests, including minimum fixed charge coverage and interest coverage ratios and maximum leverage ratios. The Credit Agreement also contains customary events of default. JUNIOR SUBORDINATED NOTE As part of our August 1999 recapitalization, Semiconductor Components issued a junior subordinated note to Motorola in the amount of $91 million, which bears interest at a rate of 10% per annum, payable semi-annually in kind. Interest may be paid by Semiconductor Components in cash after the fifth anniversary of the issue date if, after giving effect to the payment of interest on any interest payment date, we would be in compliance with our obligations under the senior bank facilities and the indenture relating to the notes. The junior subordinated note matures on the twelfth anniversary of the issue date and ranks subordinated in right of payment to the notes and the loans under the senior bank facilities and PARI PASSU in right of payment with, among other things, unsecured trade debt. 90

DESCRIPTION OF EXCHANGE NOTES GENERAL Definitions of terms used in this Description of Exchange Notes may be found under "--Defined Terms." For purposes of this section, the term "SCG Holding" refers only to SCG Holding Corporation and not any of its Subsidiaries, "Semiconductor Components" refers to Semiconductor Components Industries, LLC, a Wholly Owned Subsidiary of SCG Holding, the "Issuers" refers to SCG Holding and Semiconductor Components and "we" refers to the Issuers. SCG Holding issued initial notes and will issue the exchange notes under an Indenture, dated as of August 4, 1999 among SCG Holding, Semiconductor Components, the Note Guarantors and State Street Bank and Trust Company, as Trustee. The Indenture contains provisions that define your rights under the exchange notes. In addition, the Indenture governs the obligations of the Issuers and of each Note Guarantor under the exchange notes. The terms of the Exchange Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (the "TIA"). The Indenture has been filed as an exhibit to the registration statement of which this prospectus is a part and is available as set forth under the heading "Prospectus Summary--Where You Can Find More Information." This Description of Exchange Notes is meant to be only a summary of the Indenture, does not purport to be complete and is qualified in its entirety by reference to the Indenture, including the definitions therein of terms used below, and the TIA. It does not restate the terms of the Indenture in their entirety. We urge that you carefully read the Indenture as it, and not this description, will govern your rights as Holders. OVERVIEW OF THE EXCHANGE NOTES AND THE NOTE GUARANTEES THE EXCHANGE NOTES The Exchange Notes will: - be general unsecured obligations of each of the Issuers; - be subordinated in right of payment to all existing and future Senior Indebtedness of each of the Issuers; - rank PARI PASSU in right of payment with all existing and future Senior Subordinated Indebtedness of each of the Issuers; - be senior in right of payment to all existing and future Subordinated Obligations of each of the Issuers; - be effectively subordinated to all existing and future Secured Indebtedness of SCG Holding, Semiconductor Components and the other Subsidiaries of SCG Holding to the extent of the value of the assets securing such Indebtedness; and - be effectively subordinated to all liabilities of the Foreign Subsidiaries of SCG Holding, which are not Guaranteeing the exchange notes, and any other future Subsidiaries of SCG Holding that do not Guarantee the exchange notes. THE NOTE GUARANTEES The exchange notes will be Guaranteed by each of the following Domestic Subsidiaries of SCG Holding: - SCG (Malaysia SMP) Holding Corporation, 91

- SCG (Czech) Holding Corporation, - SCG (China) Holding Corporation, - Semiconductor Components Industries Puerto Rico, Inc. and - SCG International Development LLC. The Note Guarantees will: - be general unsecured obligations of each Note Guarantor; - be subordinated in right of payment to all existing and future Senior Indebtedness of each Note Guarantor; - rank PARI PASSU in right of payment with all existing and future Senior Subordinated Indebtedness of each Note Guarantor; - be senior in right of payment to all existing and future Subordinated Obligations of each Note Guarantor; - be effectively subordinated to all existing and future Secured Indebtedness of each Note Guarantor to the extent of the value of the assets securing such Indebtedness; and - be effectively subordinated to all liabilities of the Foreign Subsidiaries of SCG Holding, which are not Guaranteeing the exchange notes, and any other future Subsidiaries of SCG Holding that do not Guarantee the exchange notes. SCG Holding's existing and future Foreign Subsidiaries are not currently required to Guarantee the exchange notes. However, any existing or future Foreign Subsidiary that Guarantees other Indebtedness of SCG Holding or any of its Domestic Subsidiaries will be required to Guarantee the exchange notes if the aggregate principal amount of Indebtedness of SCG Holding and its Domestic Subsidiaries Guaranteed by all Foreign Subsidiaries exceeds $25 million. PRINCIPAL, MATURITY AND INTEREST We will issue the exchange notes in an aggregate principal amount of up to $400 million. The exchange notes will mature on August 1, 2009. We will issue the exchange notes in fully registered form, without coupons, in denominations of $1,000 and any integral multiple of $1,000. Each exchange note we issue will accrue interest at a rate of 12% beginning on August 4, or from the most recent date to which interest has been paid or provided for. We will pay interest semiannually in arrears to Holders of record at the close of business on the January 15 or July 15 immediately preceding the interest payment date on February 1 and August 1 of each year. Interest on the exchange notes will be computed on the basis of a 360-day year comprised of twelve 30-day months. PAYING AGENT AND REGISTRAR We will pay the principal of, premium, if any, and interest on the exchange notes at any office of ours or any agency designated by us that is located in the Borough of Manhattan, the City of New York. We have initially designated the corporate trust office of the Trustee to act as the agent of SCG Holding in such matters. The location of the corporate trust office is 61 Broadway, New York, New York 10006. We, however, reserve the right to pay interest to Holders by check mailed directly to Holders at their registered addresses. 92

TRANSFER AND EXCHANGE Holders may exchange or transfer their exchange notes at the same location given above under "--Paying Agent and Registrar." No service charge will be made for any registration of transfer or exchange of exchange notes. We, however, may require Holders, among other things, to furnish appropriate endorsements and transfer documents and to pay any transfer tax or other similar governmental charge payable in connection with any such transfer or exchange. Except as provided in the Indenture, the registered Holder of any of the exchange notes will be treated as the owner thereof for all purposes under the Indenture. The Issuers will not be required to transfer or exchange any exchange note selected for redemption or to transfer or exchange any exchange note for a period of 15 days prior to a selection of exchange notes to be redeemed. OPTIONAL REDEMPTION Except as set forth in the following paragraph, we may not redeem the exchange notes prior to August 1, 2004. On and after this date, we may redeem the exchange notes, in whole or in part, on one or more occasions. We must give not less than 30 nor more than 60 days' prior notice. Upon redemption, we will pay the redemption prices, plus accrued and unpaid interest and liquidated damages thereon, if any, to the applicable redemption date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date. We will pay the following redemption prices, expressed as percentages of principal amount, if we redeem the exchange notes during the 12-month periods commencing on August 1 of the years set forth below: REDEMPTION YEAR PRICE - ---- ---------- 2004........................................................ 106.0% 2005........................................................ 104.5% 2006........................................................ 103.0% 2007........................................................ 101.5% 2008 and thereafter......................................... 100.0% Prior to August 1, 2002, the Issuers also may (but shall not have the obligation to), on one or more occasions, redeem up to a maximum of 35% of the original aggregate principal amount of the exchange notes with the Net Cash Proceeds of one or more Public Equity Offerings by SCG Holding, at a redemption price equal to 112% of the principal amount thereof, plus accrued and unpaid interest and liquidated damages thereon, if any, to the applicable redemption date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date. However, after giving effect to any such redemption: (1) at least 65% of the aggregate principal amount of the notes and the exchange notes, taken together, must remain outstanding; and (2) any such redemption by the Issuers must be made within 90 days of the date of the closing of the applicable Public Equity Offering and in accordance with procedures set forth in the Indenture. SELECTION AND NOTICE OF REDEMPTION If we redeem less than all of the exchange notes outstanding at any time, the Trustee will select the exchange notes to be redeemed on a pro rata basis, by lot or by such other method as the Trustee in its sole discretion shall deem to be fair and appropriate, although no exchange note of $1,000 in original principal amount or less will be redeemed in part. We will mail notices of 93

redemption by first class mail at least 30 but not more than 60 days before the applicable redemption date to each Holder of the exchange notes to be redeemed at such Holder's registered address. If we redeem any exchange note in part only, the notice of redemption relating to such exchange note shall state the portion of the principal amount thereof to be redeemed. A new exchange note in principal amount equal to the unredeemed portion thereof will be issued in the name of the Holder thereof upon cancelation of the original exchange note. On and after the redemption date, interest will cease to accrue on exchange notes or portions thereof called for redemption so long as we have deposited with the Paying Agent funds sufficient to pay the principal of such exchange notes or portions thereof, plus accrued and unpaid interest and liquidated damages thereon, if any, to the applicable redemption date. RANKING The exchange notes will be unsecured obligations of each of the Issuers. They will be subordinated in right of payment to all existing and future Senior Indebtedness of each of the Issuers, will rank PARI PASSU in right of payment with all existing and future Senior Subordinated Indebtedness of each of the Issuers and will be senior in right of payment to all existing and future Subordinated Obligations of each of the Issuers. The exchange notes will also be effectively subordinated to any Secured Indebtedness of SCG Holding, Semiconductor Components and the other Subsidiaries of SCG Holding to the extent of the value of the assets securing such Indebtedness. However, payment from the money or the proceeds of U.S. Government Obligations held in any defeasance trust described below under the caption "--Defeasance" will not be subordinated to any Senior Indebtedness or subject to the restrictions described herein. SCG Holding currently conducts all, and Semiconductor Components currently conducts of their operations through their Subsidiaries. The Note Guarantees will be unsecured obligations of the applicable Note Guarantor, will be subordinated in right of payment to all existing and future Senior Indebtedness of such Note Guarantor, will rank PARI PASSU in right of payment with all existing and future Senior Subordinated Indebtedness of such Note Guarantor will be are senior in right of payment to all existing and future Subordinated Obligations of such Note Guarantor. The Note Guarantees will also be effectively subordinated to any Secured Indebtedness of the applicable Note Guarantor to the extent of the value of the assets securing such Secured Indebtedness. SCG Holding's existing and future Foreign Subsidiaries are not currently required to Guarantee the exchange notes. However, any existing or future Foreign Subsidiary that Guarantees other Indebtedness of SCG Holding or any of its Domestic Subsidiaries will be required to Guarantee the exchange notes if the aggregate principal amount of Indebtedness of SCG Holding and its Domestic Subsidiaries Guaranteed by all Foreign Subsidiaries exceeds $25 million. Creditors of such Foreign Subsidiaries, including trade creditors, and preferred stockholders (if any) of such Foreign Subsidiaries generally will have priority with respect to the assets and earnings of such Foreign Subsidiaries over the claims of our creditors, including Holders. The exchange notes, therefore, will be effectively subordinated to creditors, including trade creditors, and preferred stockholders (if any) of SCG Holding's Foreign Subsidiaries. As of October 2, 1999, we had outstanding the following: (1) $800.5 million of Senior Indebtedness of each of SCG Holding and Semiconductor Components, all of which is Secured Indebtedness, excluding unused commitments under the Credit Agreement; (2) no Senior Subordinated Indebtedness of either SCG Holding or Semiconductor Components other than the initial notes; 94

(3) no Indebtedness of SCG Holding and Semiconductor Components, other than $91 million under the Junior Subordinated Note, that is subordinated or junior in right of payment to the exchange notes; (4) no Senior Indebtedness of the Note Guarantors, excluding intercompany debt and Guarantees of Indebtedness under the Credit Agreement; (5) no Senior Subordinated Indebtedness of the Note Guarantors, other than the Note Guarantees and the Guarantees of the initial notes; and (6) no Indebtedness of the Note Guarantors that is subordinated or junior in right of payment to the Note Guarantees. Although the amount of additional Indebtedness we can Incur is limited, we may be able to Incur substantial amounts of additional Indebtedness. Such Indebtedness may be Senior Indebtedness. See "--Indenture Covenants--Limitation on Indebtedness" below. "Senior Indebtedness" of SCG Holding, Semiconductor Components or any Note Guarantor, as applicable, means - the principal of, premium (if any) and accrued and unpaid interest on, including interest accruing on or after the filing of any petition in bankruptcy or for reorganization of SCG Holding, Semiconductor Components or any Note Guarantor, regardless of whether or not a claim for post-filing interest is allowed in such proceedings, and - fees and other amounts owing in respect of, Bank Indebtedness and all other Indebtedness of SCG Holding, Semiconductor Components or any Note Guarantor, whether outstanding on the Closing Date or thereafter Incurred, unless in the instrument creating or evidencing the same or pursuant to which the same is outstanding it is provided that such obligations are not superior in right of payment to the exchange notes and the initial notes or such Note Guarantor's Note Guarantee or Guarantee of the initial notes. Senior Indebtedness shall not include: (1) any obligation of SCG Holding or Semiconductor Components to any Subsidiary of SCG Holding or any obligation of such Note Guarantor to SCG Holding, Semiconductor Components or any other Subsidiary of SCG Holding; (2) any liability for Federal, state, local or other taxes owed or owing by SCG Holding, Semiconductor Components or such Note Guarantor; (3) any accounts payable or other liability to trade creditors arising in the ordinary course of business, including Guarantees thereof or instruments evidencing such liabilities; (4) any Indebtedness or obligation of SCG Holding, Semiconductor Components or such Note Guarantor, and any accrued and unpaid interest in respect thereof that by its terms is subordinated or junior in right of payment to any other Indebtedness or obligation of SCG Holding, Semiconductor Components or such Note Guarantor, including any Senior Subordinated Indebtedness and any Subordinated Obligations; (5) any obligations with respect to any Capital Stock; or (6) any Indebtedness Incurred in violation of the Indenture. Only Indebtedness of SCG Holding or Semiconductor Components that is Senior Indebtedness will rank senior in right of payment to the exchange notes. The exchange notes will rank PARI PASSU in right of payment with all other Senior Subordinated Indebtedness of SCG Holding or of Semiconductor Components. The Issuers will not Incur, directly or indirectly, any Indebtedness that is subordinated or junior in right of payment to Senior Indebtedness unless such Indebtedness is Senior Subordinated Indebtedness or is expressly subordinated in right of payment to Senior Subordinated 95

Indebtedness. Unsecured Indebtedness is not deemed to be subordinated or junior in right of payment to Secured Indebtedness merely because it is unsecured. We may not pay principal of, premium (if any) or interest on, the exchange notes, make any deposit pursuant to the provisions described under "--Defeasance" below, or otherwise repurchase, redeem or otherwise retire any exchange notes (collectively, "pay the exchange notes") if: (1) any Designated Senior Indebtedness is not paid when due, or (2) any other default on Designated Senior Indebtedness occurs and the maturity of such Designated Senior Indebtedness is accelerated in accordance with its terms unless, in either case, (x) the default has been cured or waived and any such acceleration has been rescinded, or (y) such Designated Senior Indebtedness has been paid in full; However, we may pay the exchange notes without regard to the foregoing if we and the Trustee receive written notice approving such payment from the Representative of the Designated Senior Indebtedness with respect to which either of the events set forth in clause (1) or (2) above has occurred and is continuing. During the continuance of any default, other than a default described in clause (1) or (2) above, with respect to any Designated Senior Indebtedness of either Issuer pursuant to which the maturity thereof may be accelerated immediately without further notice, except such notice as may be required to effect such acceleration, or the expiration of any applicable grace periods, we may not pay the exchange notes for a period (a "Payment Blockage Period") commencing upon the receipt by the Trustee of written notice (a "Blockage Notice") of such default from the Representative of such Designated Senior Indebtedness. Such Blockage Notice shall specify an election to effect a Payment Blockage Period and ending 179 days thereafter (or earlier if such Payment Blockage Period is terminated: (1) by written notice to the Trustee and the Issuers from the Person or Persons who gave such Blockage Notice, (2) by repayment in full of such Designated Senior Indebtedness, or (3) because no default with respect to any Designated Senior Indebtedness is continuing). Notwithstanding the provisions contained in the second preceding sentence but subject to the provisions contained in the second preceding sentence, the Issuers may resume payments on the exchange notes after the end of such Payment Blockage Period, unless the holders of such Designated Senior Indebtedness or the Representative of such holders have accelerated the maturity of such Designated Senior Indebtedness and such Designated Senior Indebtedness has not been repaid in full. Not more than one Blockage Notice may be given in any period of 360 consecutive days, irrespective of the number of defaults with respect to Designated Senior Indebtedness during such period. However, if any Blockage Notice within such 360-day period is given by or on behalf of any holders of Designated Senior Indebtedness other than the Bank Indebtedness, the Representative of the Bank Indebtedness may give another Blockage Notice within such period. In no event, however, may the total number of days during which any Payment Blockage Period or Periods is in effect exceed 179 days in the aggregate during any period of 360 consecutive days. For purposes of this paragraph, no default or event of default that existed or was continuing on the date of the commencement of any Payment Blockage Period with respect to the Designated Senior Indebtedness initiating such Payment Blockage Period shall be, or be made, the basis of the commencement of a subsequent Payment Blockage Period by the Representative of such Designated Senior Indebtedness, whether or not within a period of 360 consecutive days, unless such default or event of default shall have been cured or waived for a period of not less than 90 consecutive days. 96

Upon any payment or distribution of the assets of SCG Holding or Semiconductor Components to their respective creditors upon a total or partial liquidation or a total or partial dissolution of SCG Holding or Semiconductor Components or in a bankruptcy, reorganization, insolvency, receivership or similar proceeding relating to SCG Holding or its property or Semiconductor Components or its property: (1) the holders of Senior Indebtedness of SCG Holding or Semiconductor Components, as applicable, will be entitled to receive payment in full of such Senior Indebtedness before the Holders are entitled to receive any payment of principal of or interest on the exchange notes; and (2) until such Senior Indebtedness is paid in full, any payment or distribution to which Holders would be entitled but for the subordination provisions of the Indenture will be made to holders of such Senior Indebtedness as their interests may appear, except that Holders may receive shares of stock and any debt securities that are subordinated to such Senior Indebtedness to at least the same extent as the exchange notes. If a distribution is made to Holders that due to the subordination provisions of the Indenture should not have been made to them, such Holders will be required to hold it in trust for the holders of Senior Indebtedness of SCG Holding or Semiconductor Components, as applicable, and pay it over to them as their interests may appear. If payment of the exchange notes is accelerated because of an Event of Default, the Issuers or the Trustee shall promptly notify the holders of each Issuer's Designated Senior Indebtedness or their Representative of the acceleration. Before acceleration of payment, the Trustee must receive written notice from the Issuers or a Representative identifying the Designated Senior Indebtedness for which such Representative is so designated, on which notice the Trustee shall be entitled to rely conclusively. If any such Designated Senior Indebtedness is outstanding, the Issuers may not pay the Notes until five Business Days after such holders or the Representative of such Designated Senior Indebtedness receive notice of such acceleration and, thereafter, may pay the exchange notes only if the subordination provisions of the Indenture otherwise permit payment at that time. By reason of the subordination provisions of the Indenture, in the event of insolvency, creditors of the Issuers who are holders of Senior Indebtedness may recover more, ratably, than the Holders, and creditors of the Issuers who are not holders of Senior Indebtedness or of Senior Subordinated Indebtedness (including the exchange notes) may recover less, ratably, than holders of Senior Indebtedness and may recover more, ratably, than the holders of Senior Subordinated Indebtedness. NOTE GUARANTEES SCG (Malaysia SMP) Holding Corporation, SCG (Czech) Holding Corporation, SCG (China) Holding Corporation, Semiconductor Components Industries Puerto Rico, Inc. and SCG International Development LLC, as primary obligors and not merely as sureties, will jointly and severally irrevocably and unconditionally Guarantee on an unsecured senior subordinated basis full and punctual payment when due, whether at Stated Maturity, by acceleration or otherwise, of all obligations of the Issuers under the Indenture, including obligations to the Trustee, and the exchange notes, whether for payment of principal of or interest on in respect of the exchange notes, expenses, indemnification or otherwise (all such obligations Guaranteed by such Note Guarantors being herein called the "Guaranteed Obligations"). Such Note Guarantors have agreed to pay, in addition to the amount stated above, any and all reasonable costs and expenses, including reasonable counsel fees and expenses, incurred by the Trustee or the Holders in enforcing any rights under the Note Guarantees. Each Note Guarantee will be limited in amount to an amount not to exceed the maximum amount that can be Guaranteed by the applicable Note Guarantor without rendering the Note Guarantee, as it relates to such Note Guarantor, voidable under applicable law 97

relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally. If a Note Guarantee were to be rendered voidable, it could be subordinated by a court to all other Indebtedness, including guarantees and contingent liabilities, of the applicable Note Guarantor, and, depending on the amount of such indebtedness, a Note Guarantor's liability in respect of its Note Guarantee could be reduced to zero. After the Closing Date, SCG Holding will cause (1) each Domestic Subsidiary and (2) each Foreign Subsidiary that enters into or has outstanding a Guarantee of any other Indebtedness of SCG Holding or any Domestic Subsidiary, if the aggregate principal amount of Indebtedness of SCG Holding and its Domestic Subsidiaries Guaranteed by all Foreign Subsidiaries exceeds $25 million, to execute and deliver to the Trustee a supplemental indenture pursuant to which such Subsidiary will Guarantee payment of the exchange notes. See "--Indenture Covenants--Future Note Guarantors" below. Each Note Guarantor that makes a payment under its Note Guarantee will be entitled to a contribution from each other Note Guarantor in an amount equal to such other Note Guarantor's pro rata portion of such payment based on the respective net assets of all Note Guarantors at the time of such payment, as determined in accordance with GAAP. The obligations of a Note Guarantor under its Note Guarantee are senior subordinated obligations. As such, the rights of Holders to receive payment by a Note Guarantor pursuant to its Note Guarantee will be subordinated in right of payment to the rights of holders of Senior Indebtedness of such Note Guarantor. The terms of the subordination provisions described above with respect to the Issuers' obligations under the exchange notes apply equally to a Note Guarantor and the obligations of such Note Guarantor under its Note Guarantee. Each Note Guarantee is a continuing Guarantee and shall (1) remain in full force and effect until payment in full of all the Guaranteed Obligations or until released as described in the following paragraph, (2) be binding upon each Note Guarantor and its successors and (3) inure to the benefit of, and be enforceable by, the Trustee, the Holders and their successors, transferees and assigns. Each Note Guarantee will be a guarantee of payment and not of collection. A Note Guarantee as to any Note Guarantor shall terminate and be of no further force or effect and such Note Guarantor will be deemed to be released from all obligations under its Note Guarantee upon any of the following: (1) the merger or consolidation of such Note Guarantor with or into any Person other than SCG Holding or a Subsidiary or Affiliate of SCG Holding where such Note Guarantor is not the surviving entity of such consolidation or merger; (2) the sale or transfer by SCG Holding or any Subsidiary of SCG Holding of the Capital Stock of such Note Guarantor (or by any other Person as a result of a foreclosure of any Lien on such Capital Stock securing Senior Indebtedness), where, after such sale or transfer, such Note Guarantor is no longer a Subsidiary of SCG Holding, or (3) the sale, conveyance or transfer of all or substantially all the assets of such Note Guarantor to another Person other than SCG Holding or a Subsidiary or Affiliate of SCG Holding; PROVIDED, HOWEVER, that each such merger, consolidation, sale, conveyance or transfer by SCG Holding or such Subsidiary shall comply with the covenants described under "--Merger and Consolidation" and "--Indenture Covenants--Limitation on Sales of Assets and Subsidiary Stock." At the request of SCG Holding, the Trustee shall execute and deliver an appropriate instrument evidencing such release (in the form provided by SCG Holding). Notwithstanding the foregoing, if the Credit Agreement so requires, any Note Guarantor that has Guaranteed Indebtedness under the Credit Agreement and is being released from its Guarantee thereunder will be simultaneously released from its Note Guarantee hereunder unless an Event of Default has occurred and is continuing. 98

CHANGE OF CONTROL Upon the occurrence of any of the following events (each a "Change of Control"), each Holder will have the right to require the Issuers to repurchase all or any part (equal to $1,000 or an integral multiple thereof) of such Holder's exchange notes at a purchase price in cash equal to 101% of the principal amount thereof plus accrued and unpaid interest and liquidated damages thereon, if any, to the date of repurchase (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date); PROVIDED, HOWEVER, that notwithstanding the occurrence of a Change of Control, the Issuers are not obligated to repurchase the exchange notes pursuant to this section in the event that they have exercised their right to redeem all the exchange notes and initial notes as described under "--Optional Redemption": (1) (A) any "person" (as such term is used in Section 13(d)(3) of the Exchange Act), other than one or more Permitted Holders, becomes the beneficial owner (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that a person shall be deemed to have "beneficial ownership" of all shares that any such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than 40% of the total voting power of the Voting Stock of SCG Holding or Semiconductor Components, whether as a result of issuance of securities of SCG Holding or Semiconductor Components, any merger, consolidation, liquidation or dissolution of SCG Holding or Semiconductor Components, any direct or indirect transfer of securities by any Permitted Holder or otherwise, and (B) the Permitted Holders "beneficially own" (as defined in clause (A) above), directly or indirectly, in the aggregate a lesser percentage of the total voting power of the Voting Stock of SCG Holding or Semiconductor Components, than such other person and do not have the right or ability by voting power, contract or otherwise to elect or designate for election a majority of the board of directors of SCG Holding or Semiconductor Components, as applicable; (2) during any period of two consecutive years, individuals who at the beginning of such period constituted the board of directors of SCG Holding or the similar governing body of Semiconductor Components, as the case may be (together with any new directors or members of such governing body, as the case may be, whose election by such board of directors of SCG Holding or governing body of Semiconductor Components, as the case may be, or whose nomination for election by the shareholders of SCG Holding or the members of Semiconductor Components, as the case may be, was approved by a vote of a majority of the directors of SCG Holding or a majority of the members of the governing body of Semiconductor Components, as the case may be, then still in office who were either directors or members of such governing body, as the case may be, at the beginning of such period or whose election or nomination for election was previously so approved) cease for any reason to constitute a majority of the board of directors of SCG Holding or a majority of the members of the governing body of Semiconductor Components, as applicable, then in office; (3) the adoption of a plan relating to the liquidation or dissolution of SCG Holding or Semiconductor Components (other than a plan with respect to Semiconductor Components adopted solely for the purpose of reorganizing Semiconductor Components as a corporation); or (4) the merger or consolidation of SCG Holding or Semiconductor Components with or into another Person or the merger of another Person with or into SCG Holding or Semiconductor Components, or the sale of all or substantially all the assets of SCG Holding or Semiconductor Components to another Person (other than a Person that is controlled by the Permitted Holders), and, in the case of any such merger or consolidation, the securities of 99

SCG Holding or Semiconductor Components that are outstanding immediately prior to such transaction and which represent 100% of the aggregate voting power of the Voting Stock of SCG Holding or Semiconductor Components are changed into or exchanged for cash, securities or property, unless pursuant to such transaction such securities are changed into or exchanged for, in addition to any other consideration, securities of the surviving Person or transferee or a Person controlling such surviving Person or transferee that represent immediately after such transaction, at least a majority of the aggregate voting power of the Voting Stock of the surviving Person or transferee or a Person controlling such surviving Person or transferee. In the event that at the time of such Change of Control the terms of the Bank Indebtedness restrict or prohibit the repurchase of exchange notes pursuant to this covenant, then prior to the mailing of the notice to Holders provided for in the immediately following paragraph but in any event within 30 days following any Change of Control, Semiconductor Components shall: (1) repay in full all Bank Indebtedness or offer to repay in full all Bank Indebtedness and repay the Bank Indebtedness of each lender who has accepted such offer, or (2) obtain the requisite consent under the agreements governing the Bank Indebtedness to permit the repurchase of the exchange notes as provided for in the immediately following paragraph. Within 30 days following any Change of Control, the Issuers shall mail a notice to each Holder with a copy to the Trustee (the "Change of Control Offer") stating: (1) that a Change of Control has occurred and that such Holder has the right to require the Issuers to purchase all or a portion (equal to $1,000 or an integral multiple thereof) of such Holder's exchange notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest and liquidated damages, if any, to the date of repurchase (subject to the right of Holders of record on the relevant record date to receive interest on the relevant interest payment date); (2) the circumstances and relevant facts and financial information regarding such Change of Control; (3) the repurchase date (which shall be no earlier than 30 days (or such shorter time period as may be permitted under applicable laws, rules and regulations) nor later than 60 days from the date such notice is mailed); and (4) the instructions determined by the Issuers, consistent with this covenant, that a Holder must follow in order to have its exchange notes purchased. The Issuers are not required to make a Change of Control Offer upon a Change of Control if a third party makes the Change of Control Offer in the manner, at the times and otherwise in compliance with the requirements set forth in the Indenture applicable to a Change of Control Offer made by the Issuers and purchases all exchange notes validly tendered and not withdrawn under such Change of Control Offer. The Issuers will comply, to the extent applicable, with the requirements of Section 14(e) of the Exchange Act and any other securities laws or regulations in connection with the repurchase of exchange notes pursuant to this covenant. To the extent that the provisions of any securities laws or regulations conflict with provisions of the Indenture relating to Change of Control Offers, the Issuers will comply with the applicable securities laws and regulations and will not be deemed to have breached its obligations under this covenant by virtue thereof. The Change of Control purchase feature is a result of negotiations between the Issuers and the Initial Purchasers. The Issuers have no present intention to engage in a transaction involving a Change of Control, although it is possible that they would decide to do so in the future. Subject to the limitations discussed below, the Issuers could, in the future, enter into transactions, including 100

acquisitions, refinancings or other recapitalizations, that would not constitute a Change of Control under the Indenture, but that could increase the amount of Indebtedness outstanding at such time or otherwise affect the Issuers' capital structures or credit ratings. Restrictions on the ability of the Issuers to Incur additional Indebtedness are contained in the covenants described under "--Indenture Covenants--Limitation on Indebtedness." Such restrictions can only be waived with the consent of the Holders of a majority in principal amount of the exchange notes then outstanding. Except for the limitations contained in such covenants, however, the Indenture does not contain any covenants or provisions that may afford Holders protection in the event of a highly leveraged transaction. The occurrence of specified events which would constitute a Change of Control would constitute a default under the Credit Agreement. Future Senior Indebtedness of SCG Holding may contain similar restrictions, provisions or prohibitions of events which would constitute a Change of Control or require such Senior Indebtedness to be repurchased upon a Change of Control. Moreover, the exercise by the Holders of their right to require the Issuers to repurchase the exchange notes could cause a default under such Senior Indebtedness, even if the Change of Control itself does not, due to the financial effect of such repurchase on SCG Holding. Finally, the Issuers' ability to pay cash to the Holders upon a repurchase may be limited by the Issuers' then existing financial resources. There can be no assurance that the Issuers will have sufficient assets to satisfy their repurchase obligation under the exchange notes. The provisions under the Indenture relating to the Issuers' obligation to make an offer to repurchase the exchange notes as a result of a Change of Control may be waived or modified with the written consent of the Holders of a majority in principal amount of the exchange notes and the initial notes taken together. The definition of Change of Control includes a phrase relating to the sale, lease, transfer, conveyance or other disposition of "all or substantially all" of the assets of SCG Holding or Semiconductor Components. Although there is a developing body of case law interpreting the phrase "substantially all," there is no precise established definition of the phrase under applicable law. Accordingly, the ability of a Holder to require the Issuers to repurchase such exchange notes as a result of a sale, lease, transfer, conveyance or other disposition of less than all of the assets of SCG Holding or Semiconductor Components taken as a whole to another Person or group may be uncertain. INDENTURE COVENANTS The Indenture contains covenants including, among others, the following: LIMITATION ON INDEBTEDNESS. (a) SCG Holding will not, and will not permit any Restricted Subsidiary to, Incur, directly or indirectly, any Indebtedness; PROVIDED, HOWEVER, that SCG Holding, Semiconductor Components or any Note Guarantor may Incur Indebtedness if on the date of such Incurrence and after giving effect thereto the Consolidated Coverage Ratio would be greater than 2.25:1. (b) Notwithstanding the foregoing paragraph (a), SCG Holding and, to the extent specified, its Restricted Subsidiaries may Incur the following Indebtedness: (1) Bank Indebtedness of SCG Holding, Semiconductor Components or any Note Guarantor and any Receivables Facility in an aggregate principal amount not to exceed $1.025 billion less the aggregate amount of all prepayments of principal applied to permanently reduce any such Indebtedness; (2) Indebtedness in respect of a Receivables Facility in an aggregate principal amount not to exceed the lesser of (A) the amount of all prepayments of principal applied to permanently reduce Indebtedness under clause (1) of this paragraph (b) and (B) $100 million; (3) Indebtedness of SCG Holding owed to and held by any Restricted Subsidiary or Indebtedness of a Restricted Subsidiary owed to and held by SCG Holding or any other 101

Restricted Subsidiary; PROVIDED, HOWEVER, that (A) any subsequent issuance or transfer of any Capital Stock or any other event that results in any such Restricted Subsidiary ceasing to be a Restricted Subsidiary or any subsequent transfer of any such Indebtedness (except to SCG Holding or another Restricted Subsidiary) shall be deemed, in each case, to constitute the Incurrence of such Indebtedness by the issuer thereof, (B) if SCG Holding or Semiconductor Components is the obligor on such Indebtedness, such Indebtedness is expressly subordinated to the prior payment in full in cash of all obligations with respect to the exchange notes and the initial notes and (C) if a Note Guarantor is the obligor, such Indebtedness is subordinated in right of payment to the Note Guarantee and the Guarantee of the initial notes of such Note Guarantor; (4) Indebtedness represented by the Junior Subordinated Note, the exchange notes, the initial notes, the Note Guarantees, the Guarantees of the initial notes, and any replacement notes issued pursuant to the Indenture; (5) Indebtedness outstanding on the Closing Date (other than the Indebtedness described in clause (2), (3) or (4) of this paragraph (b)); (6) Indebtedness consisting of Refinancing Indebtedness Incurred in respect of any Indebtedness described in the foregoing paragraph (a) and in clauses (4), (5), (6), (7), (10) and (13) of this paragraph (b); (7) Indebtedness consisting of Guarantees of (A) any Indebtedness permitted under paragraph (a), so long as the Person providing the Guarantee is a Note Guarantor or (B) any Indebtedness permitted under this paragraph (b); (8) Indebtedness of SCG Holding or any of its Restricted Subsidiaries in respect of worker's compensation claims, self-insurance obligations, performance bonds, bankers' acceptances, letters of credit, surety, appeal or similar bonds and completion guarantees provided by SCG Holding and the Restricted Subsidiaries in the ordinary course of their business; PROVIDED, HOWEVER, that upon the drawing of letters of credit for reimbursement obligations, including with respect to workers' compensation claims, or the Incurrence of other Indebtedness with respect to reimbursement type obligations regarding workers' compensation claims, such obligations are reimbursed within 30 days following such drawing or Incurrence; (9) Indebtedness under Interest Rate Agreements and Currency Agreements entered into for bona fide hedging purposes of SCG Holding in the ordinary course of business; (10) Purchase Money Indebtedness, mortgage financings and Capitalized Lease Obligations, in each case Incurred by SCG Holding, Semiconductor Components or any Restricted Subsidiary for the purpose of financing all or any part of the purchase price or cost of construction or improvement of property, plant or equipment used in a Permitted Business, and in an aggregate principal amount not in excess of $25 million at any one time outstanding. (11) Indebtedness of SCG Holding or any of its Restricted Subsidiaries arising from the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently (except in the case of daylight overdrafts) drawn against insufficient funds in the ordinary course of business; PROVIDED, HOWEVER, that such Indebtedness is extinguished within five business days of Incurrence; (12) Indebtedness arising from agreements of SCG Holding or a Restricted Subsidiary providing for indemnification, adjustment of purchase price or similar obligations, in each case, Incurred or assumed in connection with the disposition of any business, assets or Capital Stock of SCG Holding or any Restricted Subsidiary; PROVIDED that (A) the maximum aggregate liability in respect of all such Indebtedness shall at no time exceed the gross proceeds actually received by SCG Holding and its Subsidiaries in connection with such disposition and (B) such Indebtedness is not reflected in the balance sheet of SCG Holding or any Restricted Subsidiary 102

(contingent obligations referred to in a footnote to financial statements and not otherwise reflected on the balance sheet will not be deemed to be reflected on such balance sheet for purposes of this clause (B)); (13) Indebtedness of SCG Holding or any of its Restricted Subsidiaries that is Acquired Debt in an aggregate principal amount at any time outstanding not to exceed $25 million; or (14) Indebtedness (other than Indebtedness permitted to be Incurred pursuant to the foregoing paragraph (a) or any other clause of this paragraph (b)) of SCG Holding or any Restricted Subsidiary in an aggregate principal amount (or accreted value, as applicable) on the date of Incurrence that, when added to all other Indebtedness Incurred pursuant to this clause (14) and then outstanding, shall not exceed $50 million, of which up to $25 million may be Incurred by Restricted Subsidiaries that are not Note Guarantors. (c) Notwithstanding the foregoing, neither SCG Holding nor Semiconductor Components may Incur any Indebtedness pursuant to paragraph (b) above if the proceeds thereof are used, directly or indirectly, to repay, prepay, redeem, defease, retire, refund or refinance any Subordinated Obligations of such Person in reliance on clause (2) of paragraph (b) of the covenant described under "--Limitation on Restricted Payments" unless such Indebtedness will be subordinated to the exchange notes and the initial notes to at least the same extent as such Subordinated Obligations. Neither SCG Holding nor Semiconductor Components may Incur any Indebtedness if such Indebtedness is subordinated or junior in right of payment to any Senior Indebtedness unless such Indebtedness is Senior Subordinated Indebtedness or is expressly subordinated in right of payment to Senior Subordinated Indebtedness. In addition, neither SCG Holding nor Semiconductor Components may Incur any Secured Indebtedness that is not Senior Indebtedness unless contemporaneously therewith effective provision is made to secure the exchange notes and the initial notes equally and ratably with (or on a senior basis to, in the case of Indebtedness subordinated in right of payment to the exchange notes and the initial notes) such Secured Indebtedness for so long as such Secured Indebtedness is secured by a Lien. A Note Guarantor may not Incur any Indebtedness if such Indebtedness is by its terms expressly subordinated or junior in right of payment ranking in any respect to any Senior Indebtedness of such Note Guarantor unless such Indebtedness is Senior Subordinated Indebtedness of such Note Guarantor or is expressly subordinated in right of payment to Senior Subordinated Indebtedness of such Note Guarantor. In addition, a Note Guarantor shall not Incur any Secured Indebtedness that is not Senior Indebtedness of such Note Guarantor unless contemporaneously therewith effective provision is made to secure the Note Guarantee and the Guarantee of the initial notes of such Note Guarantor equally and ratably with (or on a senior basis to, in the case of Indebtedness subordinated in right of payment to such Note Guarantee) such Secured Indebtedness for as long as such Secured Indebtedness is secured by a Lien. (d) Notwithstanding any other provision of this covenant, the maximum amount of Indebtedness that SCG Holding or any Restricted Subsidiary may Incur pursuant to this covenant shall not be deemed to be exceeded solely as a result of fluctuations in the exchange rates of currencies. For purposes of determining compliance with this covenant: (1) Indebtedness Incurred pursuant to the Credit Agreement prior to or on the Closing Date shall be treated as Incurred pursuant to clause (1) of paragraph (b) above, (2) Indebtedness permitted by this covenant need not be permitted solely by reference to one provision permitting such Indebtedness but may be permitted in part by one such provision and in part by one or more other provisions of this covenant permitting such Indebtedness, (3) in the event that Indebtedness meets the criteria of more than one of the types of Indebtedness described in this covenant, SCG Holding, in its sole discretion, shall classify such 103

Indebtedness and only be required to include the amount of such Indebtedness in one of such clauses, and (4) the aggregate amount of any Indebtedness Guaranteed pursuant to clause (7) of paragraph (b) will be included in the calculation of Indebtedness but the corresponding amount of the Guarantee will not be so included. (e) Accrual of interest, the accretion of accreted value and the payment of interest in the form of additional Indebtedness will not be deemed to be an Incurrence of Indebtedness for purposes of this covenant. (f) For purposes of determining compliance with any U.S. dollar-denominated restriction on the Incurrence of Indebtedness, the U.S. dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the relevant currency exchange rate in effect on the date such Indebtedness was Incurred, in the case of term debt, or first committed, in the case of revolving credit debt; PROVIDED, that (1) the U.S. dollar-equivalent principal amount of any such Indebtedness outstanding or committed on the Closing Date shall be calculated based on the relevant currency exchange rate in effect on August 1, 1999, and (2) if such Indebtedness is Incurred to Refinance other Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable U.S. dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such U.S. dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinancing Indebtedness does not exceed the principal amount of such Indebtedness being Refinanced. The principal amount of any Indebtedness Incurred to Refinance other Indebtedness, if Incurred in a different currency from the Indebtedness being Refinanced, shall be calculated based on the currency exchange rate applicable to the currencies in which such respective Indebtedness is denominated that is in effect on the date of such Refinancing. (g) SCG Holding will not, and will not permit Semiconductor Components to, make any amendment to the Junior Subordinated Note which (1) makes the Junior Subordinated Note subordinated in right of payment to the exchange notes and the initial notes to a lesser extent than on the Closing Date or (2) results or could result in any cash payment of principal, premium or interest in respect of the Junior Subordinated Note becoming due at any time prior to the date such payment would have been required in accordance with the terms of the Junior Subordinated Note as in effect on the Closing Date. LIMITATION ON RESTRICTED PAYMENTS. (a) SCG Holding will not, and will not permit any Restricted Subsidiary, directly or indirectly, to: (1) declare or pay any dividend or make any distribution on or in respect of SCG Holding's or any Restricted Subsidiary's Capital Stock (including any payment in connection with any merger or consolidation involving SCG Holding) or similar payment to the direct or indirect holders of its Capital Stock except dividends or distributions payable solely in its Capital Stock (other than Disqualified Stock) and except dividends or distributions payable to SCG Holding or another Restricted Subsidiary (and, if such Restricted Subsidiary has shareholders other than SCG Holding or other Restricted Subsidiaries, to its other shareholders on a pro rata basis), (2) purchase, redeem, retire or otherwise acquire for value any Capital Stock of SCG Holding or any Restricted Subsidiary held by Persons other than SCG Holding or another Restricted Subsidiary, other than the making of a Permitted Investment, (3) purchase, repurchase, redeem, defease or otherwise acquire or retire for value, prior to scheduled maturity, scheduled repayment or scheduled sinking fund payment any Subordinated Obligations (other than the purchase, repurchase or other acquisition of Subordinated Obligations purchased in anticipation of satisfying a sinking fund obligation, principal installment or final maturity, in each case due within one year of the date of acquisition), 104

(4) make any Investment (other than a Permitted Investment) in any Person, or (5) make or pay any interest or other distribution on the Junior Subordinated Note except interest or other distributions payable solely in Capital Stock (other than Disqualified Stock) or additional Junior Subordinated Notes, (any such dividend, distribution, purchase, redemption, repurchase, defeasance, other acquisition, retirement or Investment described in and not excluded from clauses (1) through (5) being herein referred to as a "Restricted Payment"), if at the time SCG Holding or such Restricted Subsidiary makes such Restricted Payment: (A) a Default will have occurred and be continuing (or would result therefrom); (B) SCG Holding could not Incur at least $1.00 of additional Indebtedness under paragraph (a) of the covenant described under "--Limitation on Indebtedness"; or (C) the aggregate amount of such Restricted Payment and all other Restricted Payments (the amount so expended, if other than in cash, to be determined in good faith by the Board of Directors, whose determination will be conclusive and evidenced by a resolution of the Board of Directors) declared or made subsequent to the Closing Date would exceed the sum of (without duplication): (i) 50% of the Consolidated Net Income accrued during the period (treated as one accounting period) from the beginning of the fiscal quarter immediately following the fiscal quarter during which the Closing Date occurs to the end of the most recent fiscal quarter for which internal financial statements are available ending prior to the date of such Restricted Payment (or, in case such Consolidated Net Income will be a deficit, minus 100% of such deficit); (ii) the aggregate Qualified Proceeds received by SCG Holding from the issue or sale of its Capital Stock (other than Disqualified Stock) subsequent to the Closing Date (other than an issuance or sale to (x) a Subsidiary of SCG Holding or (y) an employee stock ownership plan or other trust established by SCG Holding or any of its Subsidiaries for the benefit of its employees to the extent that the purchase by such plan or trust is financed by Indebtedness of such plan or trust owed to SCG Holding or any of its Subsidiaries or Indebtedness Guaranteed by SCG Holding or any of its Subsidiaries); (iii) 100% of the aggregate Qualified Proceeds received by SCG Holding from the issuance or sale of debt securities of SCG Holding or Disqualified Stock of SCG Holding that after the Closing Date have been converted into or exchanged for Capital Stock (other than Disqualified Stock) of SCG Holding (other than an issuance or sale to a Subsidiary of SCG Holding or an employee stock ownership plan or other trust established by SCG Holding or any of its Subsidiaries for the benefit of its employees to the extent that the purchase by such plan or trust is financed by Indebtedness of such plan or trust owed to SCG Holding or any of its Subsidiaries or Indebtedness Guaranteed by SCG Holding or any of its Subsidiaries (less the amount of any cash or the Fair Market Value of any property distributed by SCG Holding or any Restricted Subsidiary upon such conversion or exchange); PROVIDED, HOWEVER, that no amount will be included in this clause (iii) to the extent it is already included in Consolidated Net Income; (iv) in the case of any Investment by SCG Holding or any Restricted Subsidiary (other than any Permitted Investment) made after the Closing Date, the disposition of such Investment by, or repayment of such Investment to, SCG Holding or a Restricted Subsidiary or the receipt by SCG Holding or any Restricted Subsidiary of any dividends or distributions from such Investment, an aggregate amount equal to the lesser 105

of (x) the aggregate amount of such Investment treated as a Restricted Payment pursuant to clause (4) above and (y) the aggregate amount in cash received by SCG Holding or any Restricted Subsidiary upon such disposition, repayment, dividend or distribution; PROVIDED, HOWEVER, that no amount will be included in this clause (iv) to the extent it is already included in Consolidated Net Income; (v) in the event SCG Holding or any Restricted Subsidiary makes any Investment in a Person that, as a result of or in connection with such Investment, becomes a Restricted Subsidiary, an amount equal to SCG Holding's or any Restricted Subsidiary's existing Investment in such Person that was previously treated as a Restricted Payment pursuant to clause (4) above; PROVIDED, HOWEVER, that such Person is engaged in a Permitted Business; and (vi) the amount equal to the sum of (x) the net reduction in Investments in Unrestricted Subsidiaries resulting from payments of dividends, repayments of the principal of loans or advances or other transfers of assets to SCG Holding or any Restricted Subsidiary from Unrestricted Subsidiaries and (y) the portion (proportionate to SCG Holding's equity interest in such Subsidiary) of the Fair Market Value of the net assets of an Unrestricted Subsidiary at the time such Unrestricted Subsidiary is redesignated a Restricted Subsidiary; PROVIDED, HOWEVER, that the foregoing sum shall not exceed, in the case of any Unrestricted Subsidiary, the amount of Investments previously made by SCG Holding or any Restricted Subsidiary in such Unrestricted Subsidiary and treated as a Restricted Payment pursuant to clause (4) above. (b) The provisions of the foregoing paragraph (a) will not prohibit: (1) any purchase, repurchase, redemption or other acquisition or retirement for value of Capital Stock of SCG Holding or any Restricted Subsidiary made by exchange for, or out of the proceeds of the substantially concurrent sale of, other Capital Stock of SCG Holding (other than Disqualified Stock and other than Capital Stock issued or sold to a Subsidiary of SCG Holding or an employee stock ownership plan or other trust established by SCG Holding or any of its Subsidiaries for the benefit of its employees to the extent that the purchase by such plan or trust is financed by Indebtedness of such plan or trust owed to SCG Holding or any of its Subsidiaries or Indebtedness Guaranteed by SCG Holding or any of its Subsidiaries); PROVIDED, HOWEVER, that: (A) such Restricted Payment will be excluded from the calculation of the amount of Restricted Payments, and (B) the Net Cash Proceeds from such sale applied in the manner set forth in this clause (1) will be excluded from the calculation of amounts under clause (C)(ii) of paragraph (a) above; (2) any purchase, repurchase, redemption, defeasance or other acquisition or retirement for value of Subordinated Obligations of SCG Holding or any Restricted Subsidiary, other than the Junior Subordinated Note, made by exchange for, or out of the proceeds of the substantially concurrent sale of, Indebtedness that is permitted to be Incurred pursuant to paragraph (b) of the covenant described under "--Limitation on Indebtedness"; PROVIDED, HOWEVER, that such purchase, repurchase, redemption, defeasance or other acquisition or retirement for value will be excluded from the calculation of the amount of Restricted Payments; (3) the repurchase, redemption or other acquisition or retirement for value of Disqualified Stock of SCG Holding or any Restricted Subsidiary made by exchange for, or out of the proceeds of the substantially concurrent sale of, Disqualified Stock of SCG Holding or any Restricted Subsidiary that is permitted to be Incurred pursuant to the covenant described under "--Limitation on Indebtedness"; PROVIDED, HOWEVER, that such repurchase, redemption or other 106

acquisition or retirement for value will be excluded from the calculation of the amount of Restricted Payments; (4) any purchase or redemption of Subordinated Obligations from Net Available Cash to the extent permitted by the covenant described under "--Limitation on Sales of Assets and Subsidiary Stock"; PROVIDED, HOWEVER, that such purchase or redemption will be excluded from the calculation of the amount of Restricted Payments; (5) upon the occurrence of a Change of Control and within 60 days after the completion of the offer to repurchase the exchange notes pursuant to the covenant described under "Change of Control" above (including the purchase of the exchange notes tendered), any purchase or redemption of Subordinated Obligations required pursuant to the terms thereof as a result of such Change of Control at a purchase or redemption price not to exceed the outstanding principal amount thereof, plus any accrued and unpaid interest; PROVIDED, HOWEVER, that (A) at the time of such purchase, no Default or Event of Default shall have occurred and be continuing (or would result therefrom), (B) SCG Holding would be able to Incur at least $1.00 of additional Indebtedness under paragraph (a) of the covenant described under "--Limitation on Indebtedness" above after giving pro forma effect to such Restricted Payment and (C) such purchase or redemption will be included in the calculation of the amount of Restricted Payments; (6) dividends paid within 60 days after the date of declaration thereof if at such date of declaration such dividend would have complied with this covenant; PROVIDED, HOWEVER, that such dividend will be included in the calculation of the amount of Restricted Payments (without duplication for declaration); (7) the repurchase, redemption or other acquisition or retirement for value of Capital Stock of SCG Holding or any of its Subsidiaries from employees, former employees, directors or former directors of SCG Holding or any of its Subsidiaries (or permitted transferees of such employees, former employees, directors or former directors), pursuant to the terms of agreements (including employment agreements) or plans (or amendments thereto) approved by the Board of Directors under which such individuals purchase or sell or are granted the option to purchase or sell, shares of such Capital Stock; PROVIDED, HOWEVER, that the aggregate amount of such repurchases shall not exceed $2 million in any calendar year; PROVIDED FURTHER, HOWEVER, that such repurchases, redemptions and other acquisitions or retirements for value will be excluded from the calculation of the amount of Restricted Payments; (8) the declaration and payment of any dividend (or the making of any similar distribution or redemption) to the holders of any class or series of Disqualified Stock of SCG Holding, or Semiconductor Components or a Note Guarantor issued or Incurred after the Closing Date in accordance with the covenant described under "--Limitation on Indebtedness"; PROVIDED that no Default or Event of Default shall have occurred and be continuing immediately after making such declaration or payment; and PROVIDED, FURTHER, that such payment will be excluded from the calculation of the amount of Restricted Payments; and PROVIDED FURTHER that under no circumstances shall this clause (8) allow the payment of any dividend (or the making of any similar distribution or redemption) to the holders of any SCG Holding Preferred Stock; (9) cash payments in lieu of fractional shares issuable as dividends on Preferred Stock of SCG Holding or any of its Restricted Subsidiaries; PROVIDED that such cash payments shall not exceed $20,000 in the aggregate in any twelve-month period and no Default or Event of Default shall have occurred and be continuing immediately after such cash payments; and PROVIDED, FURTHER, that such cash payments will be excluded from the calculation of the amount of Restricted Payments; (10) specified payments made in connection with our recapitalization and the related transactions; or (11) other Restricted Payments in an aggregate amount not to exceed $20 million. 107

LIMITATION ON RESTRICTIONS ON DISTRIBUTIONS FROM RESTRICTED SUBSIDIARIES. SCG Holding will not, and will not permit any Restricted Subsidiary to, create or otherwise cause or permit to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary to: (1) pay dividends or make any other distributions on its Capital Stock or pay any Indebtedness or other obligations owed to SCG Holding or any of its Restricted Subsidiaries; (2) make any loans or advances to SCG Holding or any of its Restricted Subsidiaries; or (3) transfer any of its property or assets to SCG Holding or any of its Restricted Subsidiaries, except: (A) any encumbrance or restriction pursuant to applicable law, regulation, order or an agreement in effect at or entered into on the Closing Date; (B) any encumbrance or restriction with respect to a Restricted Subsidiary pursuant to an agreement relating to any Indebtedness Incurred by such Restricted Subsidiary prior to the date on which such Restricted Subsidiary was acquired by SCG Holding (other than Indebtedness Incurred as consideration in, in contemplation of, or to provide all or any portion of the funds or credit support utilized to consummate the transaction or series of related transactions pursuant to which such Restricted Subsidiary became a Restricted Subsidiary or was otherwise acquired by SCG Holding) and outstanding on such date; (C) any encumbrance or restriction pursuant to an agreement effecting a Refinancing of Indebtedness Incurred pursuant to an agreement referred to in clause (A) or (B) of this covenant or this clause (C) or contained in any amendment to an agreement referred to in clause (A) or (B) of this covenant or this clause (C); PROVIDED, HOWEVER, that the encumbrances and restrictions contained in any agreement or amendment relating to such Refinancing are no less favorable to the Holders than the encumbrances and restrictions contained in the agreements relating to the Indebtedness so Refinanced; (D) any encumbrance or restriction (i) that restricts in a customary manner the subletting, assignment or transfer of any property or asset that is subject to a lease, license or similar contract, or (ii) that is contained in security agreements securing Indebtedness of a Restricted Subsidiary to the extent such encumbrance or restriction restricts the transfer of the property subject to such security agreements; (E) with respect to a Restricted Subsidiary, any restriction imposed pursuant to an agreement entered into for the sale or disposition of all or substantially all the Capital Stock or assets of such Restricted Subsidiary pending the closing of such sale or disposition; (F) contracts for the sale of assets containing customary restrictions with respect to a Subsidiary pursuant to an agreement that has been entered into for the sale or disposition of all or substantially all of the Capital Stock or assets of such Subsidiary; (G) agreements for the sale of assets containing customary restrictions with respect to such assets; 108

(H) restrictions relating to the common stock of Unrestricted Subsidiaries or Persons other than Subsidiaries; (I) encumbrances or restrictions existing under or by reason of provisions with respect to the disposition or distribution of assets or property in joint venture agreements and other similar agreements entered into in the ordinary course of business; (J) encumbrances or restrictions existing under or by reason of restrictions on cash or other deposits or net worth imposed by customers under contracts entered into in the ordinary course of business; and (K) any encumbrance or restriction existing under or by reason of a Receivables Facility or other contractual requirements of a Receivables Facility permitted pursuant to the covenant described under "--Limitation on Indebtedness"; PROVIDED that such restrictions apply only to such Receivables Facility. LIMITATION ON SALES OF ASSETS AND SUBSIDIARY STOCK. (a) SCG Holding will not, and will not permit any Restricted Subsidiary to, make any Asset Disposition unless: (1) SCG Holding or such Restricted Subsidiary, as the case may be, receives consideration (including by way of relief from, or by any other Person assuming sole responsibility for, any liabilities, contingent or otherwise) at the time of such Asset Disposition at least equal to the Fair Market Value of the shares and assets subject to such Asset Disposition, (2) at least 80% of the consideration thereof received by SCG Holding or such Restricted Subsidiary is in the form of cash, Temporary Cash Investments or other Qualified Proceeds (PROVIDED that the aggregate Fair Market Value of Qualified Proceeds (other than cash and Temporary Cash Investments) shall not exceed $10 million since the Closing Date) and (3) an amount equal to 100% of the Net Available Cash from such Asset Disposition is applied by SCG Holding (or such Restricted Subsidiary, as the case may be) (A) FIRST, (x) to the extent SCG Holding elects (or is required by the terms of any Indebtedness), to prepay, repay, redeem or purchase Senior Indebtedness of SCG Holding or Indebtedness (other than any Disqualified Stock) of a Wholly Owned Subsidiary (in each case other than Indebtedness owed to SCG Holding or an Affiliate of SCG Holding and other than Preferred Stock) or (y) to the extent SCG Holding or such Restricted Subsidiary elects, to acquire Additional Assets (including by means of an Investment in Additional Assets by a Restricted Subsidiary with Net Available Cash received by SCG Holding or another Restricted Subsidiary), in each case, within one year from the later of such Asset Disposition or the receipt of such Net Available Cash; PROVIDED, HOWEVER, that pending the final application of any such Net Available Cash under clause (A), SCG Holding or such Restricted Subsidiary may temporarily reduce amounts available under revolving credit facilities or invest such Net Available Cash in Temporary Cash Investments, (B) SECOND, to the extent of the balance of such Net Available Cash after application in accordance with clause (A), to make an Offer (as defined below) to purchase exchange notes pursuant to and subject to the conditions set forth in paragraph (b) of this covenant; PROVIDED, HOWEVER, that if SCG Holding elects (or is required by the terms of any other Senior Subordinated Indebtedness), such Offer 109

may be made ratably to purchase the exchange notes and other Senior Subordinated Indebtedness of SCG Holding, and (C) THIRD, to the extent of the balance of such Net Available Cash after application in accordance with clauses (A) and (B), for general corporate purposes; PROVIDED, HOWEVER that in connection with any prepayment, repayment or purchase of Indebtedness pursuant to clause (A), (B) or (C) above, SCG Holding or such Restricted Subsidiary will retire such Indebtedness and will cause the related loan commitment (if any) to be permanently reduced in an amount equal to the principal amount so prepaid, repaid or purchased. Notwithstanding the foregoing provisions of this covenant, SCG Holding and the Restricted Subsidiaries will not be required to apply any Net Available Cash in accordance with this covenant except to the extent that the aggregate Net Available Cash from all Asset Dispositions that is not applied in accordance with this covenant exceeds $10 million. For the purposes of clause (2) above of this covenant only, the following are deemed to be cash: - the assumption of any liabilities (as shown on SCG Holding's or a Restricted Subsidiary's most recent balance sheet) of SCG Holding or any such Restricted Subsidiary (other than contingent liabilities and liabilities that are by their terms subordinated to the exchange notes or any Note Guarantee) pursuant to a customary novation agreement that releases SCG Holding or such Restricted Subsidiary from further liability in connection with such Asset Disposition and - any securities or other obligations received by SCG Holding or any Restricted Subsidiary from the transferee that are converted within 90 days of receipt by SCG Holding or such Restricted Subsidiary into cash. (b) In the event of an Asset Disposition that requires the purchase of exchange notes (and other Senior Subordinated Indebtedness) pursuant to clause (a)(3)(C) of this covenant, SCG Holding will be required to purchase exchange notes (and other Senior Subordinated Indebtedness) tendered pursuant to an offer by SCG Holding to Holders for the exchange notes (and other Senior Subordinated Indebtedness) (the "Offer") at a purchase price of 100% of their principal amount (without premium) plus accrued and unpaid interest (or, in respect of such other Senior Subordinated Indebtedness, such lesser price, if any, as may be provided for pursuant to the terms thereof), to the date of purchase (subject to the right of Holders of record on the relevant date to receive interest due on the relevant interest payment date) in accordance with the procedures (including prorating in the event of oversubscription), set forth in the Indenture. If the aggregate purchase price of exchange notes (and other Senior Subordinated Indebtedness) tendered pursuant to the Offer is less than the Net Available Cash allotted to the purchase of the exchange notes (and other Senior Subordinated Indebtedness), SCG Holding will apply the remaining Net Available Cash in accordance with clause (a)(3)(C) of this covenant. SCG Holding will not be required to make an Offer for exchange notes (and other Senior Subordinated Indebtedness) pursuant to this covenant if the Net Available Cash available therefor (after application of the proceeds as provided in clauses (a)(3)(A) and (B)) is less than $10 million for any particular Asset Disposition (which lesser amount will be carried forward for purposes of determining whether an Offer is required with respect to the Net Available Cash from any subsequent Asset Disposition). (c) SCG Holding will comply, to the extent applicable, with the requirements of Section 14(e) of the Exchange Act and any other securities laws or regulations in connection with the 110

repurchase of exchange notes pursuant to this covenant. To the extent that the provisions of any securities laws or regulations conflict with provisions of this covenant, SCG Holding will comply with the applicable securities laws and regulations and will not be deemed to have breached its obligations under this covenant by virtue thereof. LIMITATION ON TRANSACTIONS WITH AFFILIATES. (a) SCG Holding will not, and will not permit any Restricted Subsidiary to, directly or indirectly, enter into or conduct any transaction (including the purchase, sale, lease or exchange of any property or the rendering of any service) with any Affiliate of SCG Holding unless such transaction is on terms: (1) that are no less favorable (other than in immaterial respects) to SCG Holding or such Restricted Subsidiary, as the case may be, than those that could be obtained at the time of such transaction in comparable arm's-length dealings with a Person who is not such an Affiliate, (2) that, in the event such Affiliate Transaction involves an aggregate amount in excess of $5 million, (A) are set forth in writing, and (B) have been approved by a majority of the members of the Board of Directors having no personal stake in such Affiliate Transaction and, (3) that, in the event such Affiliate Transaction involves an amount in excess of $15 million, have been determined by a nationally recognized appraisal or investment banking firm to be fair, from a financial standpoint, to SCG Holding and its Restricted Subsidiaries. (b) The provisions of the foregoing paragraph (a) will not prohibit: (1) any Restricted Payment permitted to be paid pursuant to the covenant described under "--Limitation on Restricted Payments," (2) any issuance of securities, or other payments, awards or grants in cash, securities or otherwise pursuant to, or the funding of, employment arrangements, stock options and stock ownership plans approved by the Board of Directors, (3) the grant of stock options or similar rights to officers, employees, consultants and directors of SCG Holding pursuant to plans approved by the Board of Directors and the payment of amounts or the issuance of securities pursuant thereto, (4) loans or advances to employees in the ordinary course of business consistent with prudent business practice, but in any event not to exceed $5 million in the aggregate outstanding at any one time, (5) the payment of reasonable fees, compensation or employee benefit arrangements to and any indemnity provided for the benefit of directors, officers, consultants or employees of SCG Holding or any Restricted Subsidiary in the ordinary course of business, (6) any transaction between SCG Holding and a Restricted Subsidiary or between Restricted Subsidiaries (the joint venture Semiconductor Miniature Products, which is discussed in "Business--Joint Ventures," being deemed a Restricted Subsidiary solely for purposes of this clause (6) so long as SCG Holding continues to own, directly or indirectly, at least 40% of its Voting Stock), (7) payment of fees and expenses to Texas Pacific Group or its Affiliates in connection with our recapitalization and the related transactions on the terms described in this prospectus, 111

(8) the payment of management, consulting and advisory fees to Texas Pacific Group or its Affiliates made pursuant to any financial advisory, financing, underwriting or placement agreement or in respect of other investment banking activities, including, without limitation, in connection with acquisitions or divestitures, in an amount not to exceed $2 million in any calendar year and any related out-of-pocket expenses, (9) the agreements we entered into with Motorola and its Affiliates in connection with our recapitalization as in effect on the Closing Date and on the terms described in this prospectus or any amendment or modification thereto or replacement thereof so long as any such amendment, modification or replacement thereof is not more disadvantageous to the Holders in any material respect than the related agreement as in effect on the Closing Date, (10) transactions with customers, suppliers, contractors, joint venture partners or purchasers or sellers of goods or services, in each case which are in the ordinary course of business (including, without limitation, pursuant to joint venture agreements) and otherwise in compliance with the terms of the Indenture, and which are fair to SCG Holding or its Restricted Subsidiaries, as applicable, in the reasonable determination of the Board of Directors or the senior management of SCG Holding or its Restricted Subsidiaries, as applicable or are on terms at least as favorable as might reasonably have been obtained at such time from an unaffiliated party, or (11) any transaction effected in connection with a Receivables Facility permitted under the covenant "--Limitations on Indebtedness." LIMITATION ON THE SALE OR ISSUANCE OF CAPITAL STOCK OF RESTRICTED SUBSIDIARIES. SCG Holding will not sell or otherwise dispose of any shares of Capital Stock of a Restricted Subsidiary, and will not permit any Restricted Subsidiary, directly or indirectly, to issue or sell or otherwise dispose of any shares of its Capital Stock except: (1) to SCG Holding or another Restricted Subsidiary; (2) if, immediately after giving effect to such issuance, sale or other disposition, neither SCG Holding nor any of its Restricted Subsidiaries own any Capital Stock of such Restricted Subsidiary; (3) if, immediately after giving effect to such issuance or sale, such Restricted Subsidiary would no longer constitute a Restricted Subsidiary and any Investment in such Person remaining after giving effect thereto would have been permitted to be made under the covenant described under "--Limitation on Restricted Payments" if made on the date of such issuance, sale or other disposition; (4) directors' qualifying shares or shares required by applicable law to be held by a Person other than SCG Holding or a Restricted Subsidiary; or (5) in the case of a Restricted Subsidiary other than a wholly owned Restricted Subsidiary, the issuance by that Restricted Subsidiary of Capital Stock on a PRO RATA basis to SCG Holding and its Restricted Subsidiaries, on the one hand, and minority shareholders of the Restricted Subsidiary, on the other hand (or on less than a PRO RATA basis to any minority shareholder if the minority holder does not acquire its PRO RATA amount), so long as SCG Holding or another Restricted Subsidiary owns and controls at least the same percentage of the Voting Stock of, and economic interest in, such Restricted Subsidiary as prior to such issuance. 112

The cash proceeds of any sale of Capital Stock permitted under clauses (2) and (3) will be treated as Net Available Cash from an Asset Disposition and must be applied in accordance with the terms of the covenant described under "--Limitation on Sales of Assets and Subsidiary Stock." COMMISSION REPORTS. SCG Holding will provide the Trustee, within 15 days after it files them with the SEC, copies of its annual report and the information, documents and other reports that are specified in Sections 13 and 15(d) of the Exchange Act. In addition, following a Public Equity Offering, SCG Holding shall furnish to the Trustee, promptly upon their becoming available, copies of the annual report to shareholders and any other information provided by SCG Holding to its public shareholders generally. SCG Holding also will comply with the other provisions of Section 314(a) of the TIA. FUTURE NOTE GUARANTORS. SCG Holding will cause (1) each Domestic Subsidiary and (2) each Foreign Subsidiary that enters into or has outstanding a Guarantee of any other Indebtedness of SCG Holding or any Domestic Subsidiary, if the aggregate principal amount of Indebtedness of SCG Holding and its Domestic Subsidiaries Guaranteed by all Foreign Subsidiaries exceeds $25 million, to become a Note Guarantor, and, if applicable, execute and deliver to the Trustee a supplemental indenture in the form set forth in the Indenture pursuant to which such Subsidiary will Guarantee payment of the exchange notes. Each Note Guarantee will be limited to an amount not to exceed the maximum amount that can be Guaranteed by that Note Guarantor, without rendering the Note Guarantee, as it relates to such Note Guarantor voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally. LIMITATION ON LINES OF BUSINESS. SCG Holding will not, and will not permit any Restricted Subsidiary (other than a Receivables Subsidiary) to, engage in any business, other than a Permitted Business. MERGER AND CONSOLIDATION (a) SCG Holding and Semiconductor Components each will not consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person, unless: (1) the resulting, surviving or transferee Person (the "Successor Company") will be a corporation or, subject to the proviso below, a partnership or limited liability company, in each case organized and existing under the laws of the United States of America, any State thereof or the District of Columbia, and the Successor Company (if not SCG Holding or Semiconductor Components, as the case may be) will expressly assume, by a supplemental indenture, executed and delivered to the Trustee, in form reasonably satisfactory to the Trustee, all the obligations of SCG Holding or Semiconductor Components, as the case may be, under the exchange notes and the Indenture; PROVIDED, HOWEVER, that at all times, at least one Issuer must be a corporation organized and existing under the laws of the United States of America, any State thereof or the District of Columbia; (2) immediately after giving effect to such transaction (and treating any Indebtedness which becomes an obligation of the Successor Company or any Restricted Subsidiary as a result of such transaction as having been Incurred by the Successor Company or such Restricted Subsidiary at the time of such transaction), no Default shall have occurred and be continuing; (3) immediately after giving effect to such transaction, the Successor Company would be able to Incur at least $1.00 of additional Indebtedness under paragraph (a) of the covenant described under "--Indenture Covenants--Limitation on Indebtedness"; and (4) SCG Holding shall have delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that such consolidation, merger or transfer and such supplemental indenture (if any) comply with the Indenture. The Successor Company will succeed to, and be substituted for, and may exercise every right and power of, SCG Holding or Semiconductor Components, as the case may be, under the Indenture. 113

(b) In addition, SCG Holding will not permit any Note Guarantor to consolidate with or merge with or into, or convey, transfer or lease all or substantially all of its assets to any Person unless: (1) in the case of any Note Guarantor that is a Domestic Subsidiary, the resulting, surviving or transferee Person will be a corporation, partnership or limited liability company organized and existing under the laws of the United States of America, any State thereof or the District of Columbia, and such Person (if not such Note Guarantor) will expressly assume, by a supplemental indenture, executed and delivered to the Trustee, in form satisfactory to the Trustee, all the obligations of such Note Guarantor under its Note Guarantee; (2) immediately after giving effect to such transaction (and treating any Indebtedness which becomes an obligation of the resulting, surviving or transferee Person as a result of such transaction as having been Incurred by such Person at the time of such transaction), no Default shall have occurred and be continuing; and (3) SCG Holding will have delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that such consolidation, merger or transfer and such supplemental indenture (if any) comply with the Indenture; PROVIDED, HOWEVER, that the foregoing shall not apply to any such consolidation or merger with or into, or conveyance, transfer or lease to, any Person if the resulting, surviving or transferee Person will not be a Subsidiary of SCG Holding and the other terms of the Indenture, including the covenant described under "--Indenture Covenants--Limitations on Sales of Assets and Subsidiary Stock," are complied with. (c) Notwithstanding the foregoing: (1) any Restricted Subsidiary may consolidate with, merge into or transfer all or part of its properties and assets to SCG Holding or Semiconductor Components; (2) SCG Holding may merge with an Affiliate incorporated or organized solely for the purpose of reincorporating or reorganizing SCG Holding in another jurisdiction to realize tax or other benefits; (3) nothing in the indenture limits any conveyance, transfer or lease of assets between or among any of SCG Holding, Semiconductor Components and the Note Guarantors; and (4) the foregoing clause 3 of paragraph (a) above does not prohibit (A) a merger between SCG Holding and a Person that owns all of the Capital Stock of SCG Holding created solely for the purpose of holding the Capital Stock of SCG Holding or (B) a merger between Semiconductor Components and a Person that owns all of the Capital Stock of Semiconductor Components created solely for the purpose of holding the Capital Stock of Semiconductor Components; PROVIDED, HOWEVER, that the other terms of paragraph (a) above are complied with. DEFAULTS Each of the following is an Event of Default: (1) a default in any payment of interest on any exchange note or initial note or in any payment of liquidated damages with respect thereto, whether or not prohibited by the provisions described under "--Ranking" above, continued for 30 days, (2) a default in the payment of principal of any exchange note or initial note when due and payable at its Stated Maturity, upon required redemption or repurchase, upon declaration or otherwise, whether or not such payment is prohibited by the provisions described under "--Ranking" above, 114

(3) the failure by SCG Holding, Semiconductor Components or any Note Guarantor to comply with its obligations under the covenant described under "--Merger and Consolidation" above, (4) the failure by SCG Holding, Semiconductor Components or any Note Guarantor to comply for 30 days after notice with any of their obligations under the covenants described under "--Change of Control" or "--Indenture Covenants" above (in each case, other than a failure to purchase Notes), (5) the failure by SCG Holding, Semiconductor Components or any Note Guarantor to comply for 60 days after notice with its other agreements contained in the Notes or the Indenture, (6) the failure by SCG Holding or any Restricted Subsidiary to pay any Indebtedness within any applicable grace period after final maturity or the acceleration of any such Indebtedness by the holders thereof because of a default if the total amount of such Indebtedness unpaid or accelerated exceeds $25 million or its foreign currency equivalent (the "cross acceleration provision") and such failure continues for 10 days after receipt of the notice specified in the Indenture, (7) events of bankruptcy, insolvency or reorganization of SCG Holding, Semiconductor Components or any other Significant Subsidiary (the "bankruptcy provisions"), (8) with respect to any judgment or decree for the payment of money in excess of $25 million or its foreign currency equivalent against SCG Holding or any Restricted Subsidiary: (A) the commencement of an enforcement proceeding thereon by any creditor if such judgment or decree is final and nonappealable and the failure by SCG Holding or such Restricted Subsidiary, as applicable, to stay such proceeding within 10 days thereafter or (B) the failure by SCG Holding or such Restricted Subsidiary, as applicable, to pay such judgment or decree, which judgment or decree has remained outstanding for a period of 60 days following such judgment or decree without being paid, discharged, waived or stayed (the "judgment default provision"); (9) any Note Guarantee or Guarantee of any initial note of any Significant Subsidiary ceases to be in full force and effect (except as contemplated by the terms thereof) or any Significant Subsidiary that is a Note Guarantor, Guarantor of an initial note or Person acting by or on behalf of such Significant Subsidiary denies or disaffirms such Significant Subsidiary's obligations under the Indenture, any Note Guarantee or any Guarantee of any initial note and such Default continues for 10 days after receipt of the notice specified in the Indenture. The foregoing will constitute Events of Default whatever the reason for any such Event of Default and whether it is voluntary or involuntary or is effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body. However, a default under clauses (4), (5), (6) or (9) will not constitute an Event of Default until the Trustee notifies the Issuers or the Holders of at least 25% in principal amount of the outstanding exchange notes and initial notes taken together notify the Issuers and the Trustee of the default and the Issuers, the relevant Note Guarantor or Guarantee of any initial note, as applicable, do not cure such default within the time specified after receipt of such notice. The Holders of a majority in aggregate principal amount of the exchange notes and initial notes taken together and then outstanding by notice to the Trustee may on behalf of the Holders of all of 115

the exchange notes and initial notes waive any existing Default or Event of Default and its consequences under the Indenture except a continuing Default or Event of Default in the payment of interest on, or the principal of, the exchange notes or the initial notes. If an Event of Default (other than an Event of Default relating to events of bankruptcy, insolvency or reorganization of SCG Holding or Semiconductor Components) occurs and is continuing, the Trustee or the Holders of at least 25% in principal amount of the outstanding exchange notes and initial notes taken together by notice to the Issuers may declare the principal of and accrued but unpaid interest on all the exchange notes and initial notes to be due and payable. Upon such a declaration, such principal and interest will be due and payable immediately. If an Event of Default relating to events of bankruptcy, insolvency or reorganization of SCG Holding or Semiconductor Components occurs, the principal of and interest on all the exchange notes and initial notes will become immediately due and payable without any declaration or other act on the part of the Trustee or any Holders. Under specified circumstances, the Holders of a majority in principal amount of the outstanding exchange notes and initial notes may rescind any such acceleration with respect to the exchange notes and initial notes and its consequences. In the event of a declaration of acceleration of the exchange notes and initial notes because an Event of Default has occurred and is continuing as a result of the acceleration of any Indebtedness described in clause (6) of the fourth preceding paragraph, the declaration of acceleration of the exchange notes and initial notes shall be automatically annulled if the holders of any such Indebtedness have rescinded the declaration of acceleration in respect of such Indebtedness within 30 days of the date of such acceleration and if (1) the annulment of the acceleration of the exchange notes and initial notes would not conflict with any judgment or decree of a court of competent jurisdiction and (2) all existing Events of Default, except nonpayment of principal or interest on the exchange notes or initial notes that became due solely because of the acceleration of the exchange notes and initial notes, have been cured or waived. Subject to the provisions of the Indenture relating to the duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee will be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee reasonable indemnity or security against any loss, liability or expense. Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder may pursue any remedy with respect to the Indenture or the exchange notes unless: (1) such Holder has previously given the Trustee notice that an Event of Default is continuing, (2) Holders of at least 25% in principal amount of the outstanding exchange notes and initial notes taken together have requested the Trustee in writing to pursue the remedy, (3) such Holders have offered the Trustee reasonable security or indemnity against any loss, liability or expense, (4) the Trustee has not complied with such request within 60 days after the receipt of the request and the offer of security or indemnity and (5) the Holders of a majority in principal amount of the outstanding exchange notes and initial notes taken together have not given the Trustee a direction inconsistent with such request within such 60-day period. Subject to specified restrictions, the Holders of a majority in principal amount of the outstanding exchange notes and initial notes taken together will be given the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or of exercising 116

any trust or power conferred on the Trustee. The Trustee, however, may refuse to follow any direction that conflicts with law or the Indenture or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. Prior to taking any action under the Indenture, the Trustee will be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. If a Default occurs and is continuing and is known to the Trustee, the Trustee must mail to each Holder notice of the Default within the earlier of 90 days after it occurs or 30 days after it is known to a Trust Officer or written notice of it is received by the Trustee. Except in the case of a Default in the payment of principal of, premium (if any) or interest on any exchange note or initial note (including payments pursuant to the redemption provisions of such exchange note or initial note, as applicable), the Trustee may withhold notice if and so long as a committee of its Trust Officers in good faith determines that withholding notice is in the interests of the Holders. In addition, the Issuers will be required to deliver to the Trustee, within 120 days after the end of each fiscal year, a certificate indicating whether the signers thereof know of any Default that occurred during the previous year. The Issuers will also be required to deliver to the Trustee, within 30 days after the occurrence thereof, written notice of any event which would constitute Events of Default, their status and what action the Issuers are taking or propose to take in respect thereof. AMENDMENTS AND WAIVERS Subject to specified exceptions, the Indenture or the exchange notes may be amended with the written consent of the Holders of a majority in principal amount of the exchange notes and the initial notes taken together and then outstanding and any past default or compliance with any provisions may be waived with the consent of the Holders of a majority in principal amount of the exchange notes and the initial notes taken together and then outstanding. However, without the consent of each Holder of an outstanding exchange note affected, no amendment may, among other things: (1) reduce the amount of exchange notes and initial notes whose Holders must consent to an amendment, (2) reduce the rate of or extend the time for payment of interest on any exchange note, (3) reduce the principal of or extend the Stated Maturity of any exchange note, (4) reduce the premium payable upon the redemption of any exchange note or change the time at which any exchange note may be redeemed as described under "--Optional Redemption" above, (5) make any exchange note payable in money other than that stated in the exchange note, (6) make any change to the subordination provisions of the Indenture that adversely affects the rights of any Holder, (7) impair the right of any Holder to receive payment of principal of, and interest or any liquidated damages on, such Holder's exchange notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder's exchange notes, (8) make any change in the amendment provisions which require each Holder's consent or in the waiver provisions, or (9) modify the Note Guarantees in any manner adverse to the Holders. 117

Without the consent of any Holder, SCG Holding and Trustee may amend the Indenture to: - cure any ambiguity, omission, defect or inconsistency, - provide for the assumption by a successor corporation of the obligations of either Issuer under the Indenture, - provide for uncertificated exchange notes in addition to or in place of certificated exchange notes; PROVIDED, HOWEVER, that the uncertificated exchange notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated exchange notes are described in Section 163(f)(2)(B) of the Code, - make any change in the subordination provisions of the Indenture that would limit or terminate the benefits available to any holder of Senior Indebtedness of the Issuers (or any Representative thereof) under such subordination provisions, - add additional Guarantees with respect to the exchange notes, - secure the exchange notes, - add to the covenants of the Issuers for the benefit of the Holders or to surrender any right or power conferred upon SCG Holding, - make any change that does not adversely affect the rights of any Holder, subject to the provisions of the Indenture, - provide for the issuance of the exchange notes or - comply with any requirement of the Commission in connection with the qualification of the Indenture under the TIA. However, no amendment may be made to the subordination provisions of the Indenture that adversely affects the rights of any holder of Senior Indebtedness of either Issuer then outstanding unless the holders of such Senior Indebtedness (or any group or representative thereof authorized to give a consent) consent to such change. The consent of the Holders will not be necessary to approve the particular form of any proposed amendment. It will be sufficient if such consent approves the substance of the proposed amendment. After an amendment becomes effective, the Issuers are required to mail to Holders a notice briefly describing such amendment. However, the failure to give such notice to all Holders, or any defect therein, will not impair or affect the validity of the amendment. NO PERSONAL LIABILITY OF DIRECTORS, OFFICERS, EMPLOYEES AND STOCKHOLDERS No director, officer, employee, stockholder, member or incorporator of SCG Holding, Semiconductor Components or the Note Guarantors, as such, shall have any liability for any obligations of the Issuers or the Note Guarantors under the exchange notes, the Indenture or the Note Guarantees or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting an exchange note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the exchange notes. Such waiver may not be effective to waive liabilities under the federal securities laws and it is the view of the Commission that such a waiver is against public policy. 118

DEFEASANCE The Issuers may at any time terminate all their obligations under the exchange notes and the Indenture ("legal defeasance"), except for certain obligations, including those respecting the defeasance trust and obligations to register the transfer or exchange of the exchange notes, to replace mutilated, destroyed, lost or stolen exchange notes and to maintain a registrar and paying agent in respect of the exchange notes. In addition, the Issuers may at any time terminate: (1) their obligations under the covenants described under "--Indenture Covenants", and (2) the operation of the cross acceleration provision, the bankruptcy provisions with respect to Significant Subsidiaries and the judgment default provision described under "--Defaults" above and the limitations contained in clause (3) under paragraph (a) of the covenant described under "--Merger and Consolidation" above ("covenant defeasance"). In the event that the Issuers exercise their legal defeasance option or their covenant defeasance option, each Note Guarantor will be released from all of their obligations with respect to its Note Guarantee. The Issuers may exercise their legal defeasance option notwithstanding their prior exercise of their covenant defeasance option. If the Issuers exercise their legal defeasance option, payment of the exchange notes may not be accelerated because of an Event of Default with respect thereto. If the Issuers exercise their covenant defeasance option, payment of the exchange notes may not be accelerated because of an Event of Default specified in clause (4), (6), (7) (with respect only to Significant Subsidiaries), (8) (with respect only to Significant Subsidiaries) or (9) under "--Defaults" above or because of the failure of SCG Holding to comply with clause (3) under paragraph (a) of the covenant described under "--Merger and Consolidation" above. In order to exercise either defeasance option, the Issuers must irrevocably deposit in trust (the "defeasance trust") with the Trustee money in an amount sufficient or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, to pay the principal, premium (if any) and interest on the exchange notes to redemption or maturity, as the case may be, including interest thereon to maturity or such redemption date, and must comply with other conditions, including delivery to the Trustee of an Opinion of Counsel to the effect that Holders will not recognize income, gain or loss for Federal income tax purposes as a result of such deposit and defeasance and will be subject to Federal income tax on the same amounts and in the same manner and at the same times as would have been the case if such deposit and defeasance had not occurred (and, in the case of legal defeasance only, such Opinion of Counsel must be based on a ruling of the Internal Revenue Service or other change in applicable Federal income tax law). CONCERNING THE TRUSTEE State Street Bank and Trust Company is the Trustee under the Indenture and has been appointed by SCG Holding as Registrar, Paying Agent and Exchange Agent with regard to the exchange notes. The Indenture provides that, except during the continuance of an Event of Default, the Trustee will perform only such duties as are specifically set forth in the Indenture. During the existence of an Event of Default, the Trustee will exercise such rights and powers vested in it by the Indenture, and use the same degree of care and skill in its exercise as a prudent person would exercise or use under the circumstances in the conduct of such person's own affairs. The Indenture and the provisions of the TIA contain limitations on the rights of the Trustee, should it become a creditor of SCG Holding, to obtain payments of claims or to realize on property 119

received in respect of any such claim as security or otherwise. Subject to the TIA, the Trustee will be permitted to engage in other transactions; PROVIDED that, if the Trustee acquires any conflicting interest as described in the TIA, it must eliminate such conflict within 90 days, apply to the Commission for permission to continue or resign. GOVERNING LAW The Indenture and the exchange notes are governed by, and construed in accordance with, the laws of the State of New York without giving effect to applicable principles of conflicts of law to the extent that the application of the law of another jurisdiction would be required thereby. DEFINED TERMS "Acquired Debt" means, with respect to any specified Person, (1) Indebtedness of any other Person existing at the time such other Person is merged with or into or became a Restricted Subsidiary of such specified Person, including, without limitation, Indebtedness Incurred in connection with, or in contemplation of, such other Person merging with or into or becoming a Restricted Subsidiary of such specified Person) and (2) Indebtedness secured by a Lien encumbering any asset acquired by such specified Person. "Additional Assets" means: (1) any property or assets (other than Indebtedness and Capital Stock) to be used by SCG Holding or a Restricted Subsidiary in a Permitted Business; (2) the Capital Stock of a Person that becomes a Restricted Subsidiary as a result of the acquisition of such Capital Stock by SCG Holding or another Restricted Subsidiary; or (3) Capital Stock constituting a minority interest in any Person that at such time is a Restricted Subsidiary; PROVIDED, HOWEVER, that: any such Restricted Subsidiary described in clauses (2) or (3) above is primarily engaged in a Permitted Business. "Affiliate" of any specified Person means any other Person, directly or indirectly, controlling or controlled by or under direct or indirect common control with such specified Person. For the purposes of this definition, "control" when used with respect to any Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms "controlling" and "controlled" have meanings correlative to the foregoing. For purposes of the provisions described under "--Indenture Covenants--Limitation on Transactions with Affiliates" and "--Indenture Covenants--Limitation on Sales of Assets and Subsidiary Stock" only, "Affiliate" shall also mean any beneficial owner of shares representing more than 10% of the total voting power of the Voting Stock (on a fully diluted basis) of SCG Holding or of rights or warrants to purchase such Voting Stock (whether or not currently exercisable) and any Person who would be an Affiliate of any such beneficial owner pursuant to the first sentence hereof. "Asset Disposition" means any sale, lease (other than an operating lease), transfer or other disposition (or series of related sales, leases, transfers or dispositions) by SCG Holding or any Restricted Subsidiary, including any disposition by means of a merger, consolidation, or similar transaction (each referred to for the purposes of this definition as a "disposition"), of: (1) any shares of Capital Stock of a Restricted Subsidiary (other than directors' qualifying shares or shares required by applicable law to be held by a Person other than SCG Holding or a Restricted Subsidiary) that have a Fair Market Value in excess of $5 million, 120

(2) all or substantially all the assets of any division or line of business of SCG Holding or any Restricted Subsidiary or (3) any other assets of SCG Holding or any Restricted Subsidiary outside of the ordinary course of business of SCG Holding or such Restricted Subsidiary other than, in the case of (1), (2) and (3) above, (A) disposition by SCG Holding to a Restricted Subsidiary or by a Restricted Subsidiary to SCG Holding or to another Restricted Subsidiary; (B) an issuance of Capital Stock by a Subsidiary to SCG Holding or to a Restricted Subsidiary; (C) for purposes of the covenants described under "--Indenture Covenants--Limitation on Sales of Assets and Subsidiary Stock" only, a disposition that constitutes a Restricted Payment permitted by the covenant described under "--Indenture Covenants--Limitation on Restricted Payments"; (D) a disposition of assets with a Fair Market Value of less than $5 million; (E) a Sale/Leaseback Transaction with respect to any assets within 90 days of the acquisition of such assets; (F) a disposition of Temporary Cash Investments, the proceeds of which are used within five business days to make another Permitted Investment; (G) a disposition of obsolete, uneconomical, negligible, worn out or surplus property or equipment in the ordinary course of business and the periodic clearance of aged inventory; (H) any exchange of like-kind property of the type described in Section 1031 of the Code for use in a Permitted Business; (I) the sale or disposition of any assets or property received as a result of a foreclosure by SCG Holding or any of its Restricted Subsidiaries of any secured Investment or any other transfer of title with respect to any secured Investment in default; (J) the licensing of intellectual property in the ordinary course of business or in accordance with industry practice; (K) the sale or discount, in each case without recourse, of accounts receivable arising in the ordinary course of business, but only in connection with the compromise or collection thereof; and (L) a sale of accounts receivable and related assets pursuant to a Receivables Facility. Notwithstanding the foregoing, the sale, lease, conveyance or other disposition of all or substantially all of the assets of SCG Holding and its Subsidiaries taken as a whole will be governed by the provisions of the Indenture described above under the caption "--Change of Control" and/or the provisions described above under the caption "Merger and Consolidation" and not by the provisions of the covenant described under the caption "--Indenture Covenants--Limitation of Sales of Assets and Subsidiary Stock." "Attributable Debt" in respect of a Sale/Leaseback Transaction means, as at the time of determination, the present value (discounted at the interest rate implicit in such transaction, determined in accordance with GAAP) of the total obligations of the lessee for net rental payments during the remaining term of the lease included in such Sale/Leaseback Transaction (including any period for which such lease has been extended or may be, at the option of the lessor, extended). 121

"Average Life" means, as of the date of determination, with respect to any Indebtedness or Preferred Stock, the number of years obtained by dividing: (1) the sum of the products of the numbers of years from the date of determination to the dates of each successive scheduled principal payment of such Indebtedness or scheduled redemption or similar payment with respect to such Preferred Stock multiplied by the amount of such payment by (2) the then outstanding sum of all such payments. "Bank Indebtedness" means any and all amounts payable under or in respect of the Credit Agreement and any Refinancing Indebtedness with respect thereto, as amended from time to time, including principal, premium (if any), interest (including interest accruing on or after the filing of any petition in bankruptcy or for reorganization relating to SCG Holding or Semiconductor Components whether or not a claim for post-filing interest is allowed in such proceedings), fees, charges, expenses, reimbursement obligations, guarantees and all other amounts payable thereunder or in respect thereof. It is understood and agreed that Refinancing Indebtedness in respect of the Credit Agreement may be Incurred from time to time after termination of the Credit Agreement. "Board of Directors" means the Board of Directors of SCG Holding or any committee thereof duly authorized to act on behalf of the Board of Directors of SCG Holding. "Business Day" means each day which is not a Legal Holiday. "Capitalized Lease Obligations" means an obligation that is required to be classified and accounted for as a capitalized lease for financial reporting purposes in accordance with GAAP, and the amount of Indebtedness represented by such obligation shall be the capitalized amount of such obligation determined in accordance with GAAP; and the Stated Maturity thereof shall be the date of the last payment of rent or any other amount due under such lease prior to the first date upon which such lease may be prepaid by the lessee without payment of a penalty. "Capital Stock" of any Person means any and all shares, partnership, membership or other interests, participations or other equivalents of or interests in (however designated) equity of such Person, including any Preferred Stock (but excluding any debt securities convertible into such equity) and any rights to purchase, warrants, options or similar interests with respect to the foregoing. "Closing Date" means the date of the Indenture. "Code" means the Internal Revenue Code of 1986, as amended. "Commission" means the Securities and Exchange Commission. "Consolidated Coverage Ratio" as of any date of determination means the ratio of: (1) the aggregate amount of EBITDA for the period of the most recent four consecutive fiscal quarters for which internal financial statements are available prior to the date of such determination to (2) Consolidated Interest Expense for such four fiscal quarters; PROVIDED, HOWEVER, that: (A) if SCG Holding or any Restricted Subsidiary has Incurred any Indebtedness since the beginning of such period that remains outstanding on such date of determination or if the transaction giving rise to the need to calculate the Consolidated Coverage Ratio is an Incurrence of Indebtedness, EBITDA and Consolidated Interest Expense for such 122

period shall be calculated after giving effect on a pro forma basis to such Indebtedness as if such Indebtedness had been Incurred on the first day of such period (in each case other than Indebtedness Incurred under any revolving credit facility, in which case interest expense shall be computed based upon the average daily balance of such Indebtedness during the applicable period) and the discharge of any other Indebtedness repaid, repurchased, defeased or otherwise discharged with the proceeds of such new Indebtedness as if such discharge had occurred on the first day of such period, (B) if SCG Holding or any Restricted Subsidiary has repaid, repurchased, defeased or otherwise discharged any Indebtedness since the beginning of such period or if any Indebtedness is to be repaid, repurchased, defeased or otherwise discharged (in each case, if such Indebtedness has been permanently repaid and has not been replaced, other than Indebtedness Incurred under any revolving credit facility unless such Indebtedness is permanently reduced, in which case interest expense shall be computed based upon the average daily balance of such Indebtedness during the applicable period) on the date of the transaction giving rise to the need to calculate the Consolidated Coverage Ratio, EBITDA and Consolidated Interest Expense for such period shall be calculated on a pro forma basis as if such discharge had occurred on the first day of such period and as if SCG Holding or such Restricted Subsidiary has not earned any interest income actually earned during such period in respect of cash or Temporary Cash Investments used to repay, repurchase, defease or otherwise discharge such Indebtedness, (C) if since the beginning of such period SCG Holding or any Restricted Subsidiary shall have made any Asset Disposition, EBITDA for such period shall be reduced by an amount equal to EBITDA (if positive) directly attributable to the assets that are the subject of such Asset Disposition for such period or increased by an amount equal to EBITDA (if negative) directly attributable thereto for such period and Consolidated Interest Expense for such period shall be reduced by an amount equal to the Consolidated Interest Expense directly attributable to any Indebtedness of SCG Holding or any Restricted Subsidiary repaid, repurchased, defeased or otherwise discharged with respect to SCG Holding and its continuing Restricted Subsidiaries in connection with such Asset Disposition for such period (or, if the Capital Stock of any Restricted Subsidiary is sold, the Consolidated Interest Expense for such period directly attributable to the Indebtedness of such Restricted Subsidiary to the extent SCG Holding and its continuing Restricted Subsidiaries are no longer liable for such Indebtedness after such sale), (D) if since the beginning of such period SCG Holding or any Restricted Subsidiary (by merger or otherwise) shall have made an Investment in any Restricted Subsidiary (or any Person that becomes a Restricted Subsidiary) or an acquisition of assets, including any acquisition of assets occurring in connection with a transaction causing a calculation to be made hereunder, which constitutes all or substantially all of an operating unit of a business, EBITDA and Consolidated Interest Expense for such period shall be calculated after giving pro forma effect thereto (including the Incurrence of any Indebtedness) as if such Investment or acquisition occurred on the first day of such period, and (E) if since the beginning of such period any Person (that subsequently became a Restricted Subsidiary or was merged with or into SCG Holding or any Restricted Subsidiary since the beginning of such period) shall have made any Asset Disposition or 123

any Investment or acquisition of assets that would have required an adjustment pursuant to clause (C) or (D) above if made by SCG Holding or a Restricted Subsidiary during such period, EBITDA and Consolidated Interest Expense for such period shall be calculated after giving pro forma effect thereto as if such Asset Disposition, Investment or acquisition of assets occurred on the first day of such period. For purposes of this definition, whenever pro forma effect is to be given to an acquisition of assets, the amount of income or earnings relating thereto and the amount of Consolidated Interest Expense associated with any Indebtedness Incurred in connection therewith, the pro forma calculations shall be determined in good faith by a responsible financial or accounting Officer of SCG Holding. Any such pro forma calculations shall reflect any pro forma expense and cost reductions attributable to such acquisitions, to the extent such expense and cost reduction would be permitted by the Commission to be reflected in pro forma financial statements included in a registration statement filed with the Commission. If any Indebtedness bears a floating rate of interest and is being given pro forma effect, the interest expense on such Indebtedness shall be calculated as if the rate in effect on the date of determination had been the applicable rate for the entire period (taking into account any Interest Rate Agreement applicable to such Indebtedness if such Interest Rate Agreement has a remaining term as at the date of determination in excess of 12 months). "Consolidated Interest Expense" means, for any period, the total interest expense of SCG Holding and its Consolidated Restricted Subsidiaries, plus, to the extent Incurred by SCG Holding or its Restricted Subsidiaries in such period but not included in such interest expense, without duplication: (1) interest expense attributable to Capitalized Lease Obligations and the imputed interest with respect to Attributable Debt, (2) amortization of debt discount, (3) amortization of debt issuance costs (other than any such costs associated with the Bank Indebtedness, the initial notes, the exchange notes, the Junior Subordinated Note or otherwise associated with our recapitalization), (4) capitalized interest, (5) noncash interest expense other than any noncash interest expense in connection with the Junior Subordinated Note, (6) commissions, discounts and other fees and charges attributable to letters of credit and bankers' acceptance financing, (7) interest accruing on any Indebtedness of any other Person to the extent such Indebtedness is Guaranteed by SCG Holding or any Restricted Subsidiary, (8) net costs associated with Hedging Obligations (including amortization of fees) (other than any such costs associated with the Bank Indebtedness, the exchange notes, the Junior Subordinated Note or otherwise associated with the Transactions), (9) dividends in respect of all Disqualified Stock of SCG Holding and all Preferred Stock of any of the Restricted Subsidiaries of SCG Holding, to the extent held by Persons other than SCG Holding or another Restricted Subsidiary, other than accumulated but unpaid dividends on the SCG Holding Preferred Stock, (10) interest Incurred in connection with investments in discontinued operations and 124

(11) the cash contributions to any employee stock ownership plan or similar trust to the extent such contributions are used by such plan or trust to pay interest or fees to any Person (other than SCG Holding) in connection with Indebtedness Incurred by such plan or trust. Notwithstanding anything to the contrary contained herein, commissions, discounts, yield and other fees and charges Incurred in connection with any transaction (including, without limitation, in connection with a Receivables Facility) pursuant to which SCG Holding or any Subsidiary of SCG Holding may sell, convey or otherwise transfer or grant a security interest in any accounts receivable or related assets as contemplated by the definition of "Receivables Facility" shall be included in Consolidated Interest Expense. "Consolidated Net Income" means, for any period, the net income of SCG Holding and its Consolidated Subsidiaries for such period determined in accordance with GAAP; PROVIDED, HOWEVER, that: (1) any net income of any Person (other than SCG Holding) if such Person is not a Restricted Subsidiary, shall be excluded from such Consolidated Net Income, except that: (A) subject to the limitations contained in clause (4) below, SCG Holding's equity in the net income of any such Person for such period shall be included in such Consolidated Net Income up to the aggregate amount of cash actually distributed by such Person during such period to SCG Holding or a Restricted Subsidiary as a dividend or other distribution (subject, in the case of a dividend or other distribution made to a Restricted Subsidiary, to the limitations contained in clause (3) below) and (B) SCG Holding's equity in a net loss of any such Person for such period shall be included in determining such Consolidated Net Income; (2) any net income (or loss) of any Person acquired by SCG Holding or a Subsidiary in a pooling of interests transaction for any period prior to the date of such acquisition shall be excluded from such Consolidated Net Income; (3) any net income (or loss) of any Restricted Subsidiary, to the extent that the declaration of dividends or similar distributions by such Restricted Subsidiary of that income is not at the date of determination permitted without any prior governmental approval (that has not been obtained) or is, directly or indirectly, restricted by operation of the terms of its charter or any agreement, instrument, judgment, decree, order, statute, rule or governmental regulation applicable to such Restricted Subsidiary or its stockholders or other holders of its equity, shall be excluded from such Consolidated Net Income except that: (A) subject to the limitations contained in clause (4) below, SCG Holding's equity in the net income of any such Restricted Subsidiary for such period shall be included in such Consolidated Net Income up to the aggregate amount of cash actually distributed by such Restricted Subsidiary during such period to SCG Holding or another Restricted Subsidiary as a dividend or other distribution (subject, in the case of a dividend or other distribution made to another Restricted Subsidiary, to the limitation contained in this clause) and (B) SCG Holding's equity in a net loss of any such Restricted Subsidiary for such period shall be included in determining such Consolidated Net Income; 125

(4) any gain (or loss) realized upon the sale or other disposition of any asset of SCG Holding or its Consolidated Subsidiaries (including pursuant to any Sale/Leaseback Transaction) that is not sold or otherwise disposed of in the ordinary course of business and any gain (or loss) realized upon the sale or other disposition of any Capital Stock of any Person shall be excluded from such Consolidated Net Income (without regard to abandonments or reserves relating thereto); (5) any extraordinary gain or loss shall be excluded from such Consolidated Net Income; (6) the cumulative effect of a change in accounting principles shall be excluded from such Consolidated Net Income; (7) gains or losses due solely to fluctuations in currency values and the related tax effects according to GAAP shall be excluded from such Consolidated Net Income; (8) only for the purposes of the definition of EBITDA, one-time cash charges recorded in accordance with GAAP resulting from any merger, recapitalization or acquisition transaction shall be excluded from such Consolidated Net Income; and (9) the amortization of any premiums, fees or expenses incurred in connection with our recapitalization and the related transactions or any amounts required or permitted by Accounting Principles Board Opinions Nos. 16 (including noncash write-ups and noncash charges relating to inventory and fixed assets, in each case arising in connection with the Transactions) and 17 (including noncash charges relating to intangibles and goodwill arising in connection with our recapitalization), in each case in connection with our recapitalization and the related transactions, shall be excluded from such Consolidated Net Income. "Consolidation" means the consolidation of the amounts of each of the Restricted Subsidiaries with those of SCG Holding in accordance with GAAP consistently applied; provided, however, that "Consolidation" will not include consolidation of the accounts of any Unrestricted Subsidiary, but the interest of SCG Holding or any Restricted Subsidiary in an Unrestricted Subsidiary will be accounted for as an investment. The term "Consolidated" has a correlative meaning. "Credit Agreement" means the credit agreement to be dated as of August 4, 1999 among Semiconductor Components, SCG Holding and the Subsidiaries of SCG Holding named therein, the lenders named therein and The Chase Manhattan Bank, as administrative agent, collateral agent and syndication agent, DLJ Capital Funding, Inc., as co-documentation agent, and Lehman Commercial Paper Inc., as co-documentation agent, including any collateral documents, instruments and agreements executed in connection therewith, and any amendments, supplements, modifications, extensions, renewals, restatements or refundings thereof (except to the extent that any such amendment, supplement, modification, extension, renewal, restatement or refunding would be prohibited by the terms of the Indenture, unless otherwise agreed to by the Holders of at least a majority in aggregate principal amount of exchange notes and the initial notes taken together and at the time outstanding) and any indentures or credit facilities or commercial paper facilities with banks or other institutional lenders that replace, refund or refinance any part of the loans, notes, other credit facilities or commitments thereunder, including any such replacement, refunding or refinancing facility or indenture that increases the amount borrowable thereunder or alters the maturity thereof. "Currency Agreement" means with respect to any Person any foreign exchange contract, currency swap agreements or other similar agreement or arrangement to which such Person is a party. "Default" means any event which is, or after notice or passage of time or both would be, an Event of Default. "Designated Senior Indebtedness" of SCG Holding means 126

(1) the Bank Indebtedness and (2) any other Senior Indebtedness of SCG Holding that, at the date of determination, has an aggregate principal amount outstanding of, or under which, at the date of determination, the holders thereof are committed to lend up to at least $25 million and is specifically designated by SCG Holding in the instrument evidencing or governing such Senior Indebtedness as "Designated Senior Indebtedness" for purposes of the Indenture. "Designated Senior Indebtedness" of Semiconductor Components and of a Note Guarantor has a correlative meaning. "Disqualified Stock" means, with respect to any Person, any Capital Stock which by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable or exercisable) or upon the happening of any event: (1) matures or is mandatorily redeemable pursuant to a sinking fund obligation or otherwise, (2) is convertible or exchangeable for Indebtedness or Disqualified Stock or (3) is redeemable at the option of the holder thereof, in whole or in part, in the case of clauses (1), (2) and (3), on or prior to 90 days after the Stated Maturity of the exchange notes; PROVIDED, HOWEVER, that only the portion of Capital Stock that so matures or is mandatorily redeemable, is so convertible or exchangeable or is so redeemable at the option of the holder thereof prior to the Stated Maturity of the exchange notes shall be deemed Disqualified Stock; provided further, however, that (x) any Capital Stock that would not constitute Disqualified Stock but for provisions thereof giving holders thereof the right to require such Person to repurchase or redeem such Capital Stock upon the occurrence of an "asset sale" or "change of control" occurring prior to 90 days after the Stated Maturity of the exchange notes shall not constitute Disqualified Stock if the "asset sale" or "change of control" provisions applicable to such Capital Stock are not more favorable to the holders of such Capital Stock than the provisions of the covenants described under "--Change of Control" and "--Indenture Covenants--Limitation on Sale of Assets and Subsidiary Stock", (y) a class of Capital Stock shall not be Disqualified Stock hereunder solely as a result of any maturity or redemption that is conditioned upon, and subject to, compliance with the covenant described above under "--Indenture Covenants--Limitation on Restricted Payments" and (z) Capital Stock issued to any plan for the benefit of employees shall not constitute Disqualified Stock solely because it may be required to be repurchased by SCG Holding in order to satisfy applicable statutory or regulatory obligations. "Domestic Subsidiary" means any Restricted Subsidiary of SCG Holding other than a Foreign Subsidiary. "EBITDA" for any period means the Consolidated Net Income for such period, plus, without duplication, the following to the extent deducted in calculating such Consolidated Net Income: (1) provision for taxes based on income or profits of SCG Holding and its Consolidated Restricted Subsidiaries; (2) Consolidated Interest Expense; (3) depreciation expense of SCG Holding and its Consolidated Restricted Subsidiaries; (4) amortization expense (including amortization of goodwill and other intangibles) of SCG Holding and its Consolidated Restricted Subsidiaries (excluding amortization expense attributable to a prepaid cash item that was paid in a prior period); (5) all other noncash expenses or losses of SCG Holding and its Consolidated Restricted Subsidiaries for such period, determined on a consolidated basis in accordance with GAAP 127

(excluding any such charge that constitutes an accrual of or a reserve for cash charges for any future period); (6) any non-recurring fees, expenses or charges realized by SCG Holding and its Restricted Subsidiaries for such period related to any offering of Capital Stock or Incurrence of Indebtedness permitted to be Incurred under the Indenture; (7) Recapitalization Related Special Charges of SCG Holding and its Restricted Subsidiaries incurred on or prior to December 31, 2001 and in the aggregate not exceeding $50 million; (8) noncash dividends on SCG Holding Preferred Stock; and MINUS all noncash items increasing Consolidated Net Income of such Person for such Period (excluding any items which represent the reversal of any accrual of, or cash reserve for, anticipated cash charges in any prior period). Notwithstanding the foregoing, the provision for taxes based on the income or profits of, and the depreciation and amortization and noncash charges of, a Restricted Subsidiary of SCG Holding shall be added to Consolidated Net Income to compute EBITDA only to the extent (and in the same proportion) that the net income of such Restricted Subsidiary was included in calculating Consolidated Net Income and only if a corresponding amount would be permitted at the date of determination to be dividended or similarly distributed to SCG Holding by such Restricted Subsidiary without prior governmental approval (that has not been obtained) or is not, directly or indirectly, restricted by operation of the terms of its charter and all agreements, instruments, judgments, decrees, orders, statutes, rules and governmental regulations applicable to such Restricted Subsidiary or its stockholders or other holders of its equity. "Exchange Act" means the Securities Exchange Act of 1934. "Fair Market Value" means, with respect to any asset or property, the price which could be negotiated in an arm's-length, free market transaction, for cash, between a willing seller and a willing and able buyer, neither of whom is under undue pressure or compulsion to complete the transaction. For all purposes of the Indenture, Fair Market Value will be determined in good faith by the Board of Directors, whose determination will be conclusive and evidenced by a resolution of the Board of Directors. "Foreign Subsidiary" means any Restricted Subsidiary of SCG Holding that is not organized under the laws of the United States of America or any State thereof or the District of Columbia. "GAAP" means generally accepted accounting principles in the United States of America as in effect from time to time, including those set forth in: (1) the opinions and pronouncements of the Accounting Principles Board of the American Institute of Certified Public Accountants, (2) statements and pronouncements of the Financial Accounting Standards Board, (3) such other statements by such other entities as approved by a significant segment of the accounting profession, and (4) the rules and regulations of the Commission governing the inclusion of financial statements (including pro forma financial statements) in periodic reports required to be filed pursuant to Section 13 of the Exchange Act, including opinions and pronouncements in staff accounting bulletins and similar written statements from the accounting staff of the Commission. All ratios and computations based on GAAP contained in the Indenture shall be computed in conformity with GAAP. 128

"Guarantee" means any obligation, contingent or otherwise, of any Person directly or indirectly guaranteeing any Indebtedness of any other Person and any obligation, direct or indirect, contingent or otherwise, of such Person: (1) to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness of such other Person (whether arising by virtue of partnership arrangements, or by agreement to keep-well, to purchase assets, goods, securities or services, to take-or-pay, or to maintain financial statement conditions or otherwise) or (2) entered into for purposes of assuring in any other manner the obligee of such Indebtedness of the payment thereof or to protect such obligee against loss in respect thereof (in whole or in part); PROVIDED, HOWEVER, that the term "Guarantee" shall not include endorsements for collection or deposit in the ordinary course of business. The term "Guarantee" used as a verb has a corresponding meaning. The term "Guarantor" shall mean any Person Guaranteeing any Indebtedness. "Hedging Obligations" of any Person means the obligations of such Person pursuant to any Interest Rate Agreement or Currency Agreement. "Holder" means the Person in whose name and exchange note or initial note, as applicable, is registered on the Registrar's books. "Incur" means, with respect to any Indebtedness or other obligation of any Person, to issue, assume, Guarantee, incur or otherwise become liable for; PROVIDED, HOWEVER, that any Indebtedness or Capital Stock of a Person existing immediately after the time such Person becomes a Subsidiary (whether by merger, consolidation, acquisition or otherwise) shall be deemed to be Incurred by such Person at the time it becomes a Subsidiary. The term "Incurrence" when used as a noun shall have a correlative meaning. The accretion of principal of a non-interest bearing or other discount security shall not be deemed the Incurrence of Indebtedness. "Indebtedness" means, with respect to any Person on any date of determination (without duplication) the following items if and to the extent that any of them (other than items specified under clauses (3), (8), (9) and (10) below) would appear as a liability or, in the case of clause (6) only, Preferred Stock on the balance sheet of such Person, prepared in accordance with GAAP, on such date: (1) the principal amount of and premium (if any) in respect of indebtedness of such Person for borrowed money; (2) the principal amount of and premium (if any) in respect of obligations of such Person evidenced by bonds, debentures, notes or other similar instruments; (3) all obligations of such Person in respect of letters of credit or other similar instruments (including reimbursement obligations with respect thereto but excluding obligations in respect of letters of credit issued in respect of Trade Payables); (4) all obligations of such Person to pay the deferred and unpaid purchase price of property or services (except Trade Payables), which purchase price is due more than twelve months after the date of placing such property in service or taking delivery and title thereto or the completion of such services; (5) all Capitalized Lease Obligations and all Attributable Debt of such Person; (6) the amount of all obligations of such Person with respect to the redemption, repayment or other repurchase of any Disqualified Stock or, with respect to any Subsidiary of such Person, any Preferred Stock (but excluding, in each case, any accrued dividends); 129

(7) all Indebtedness of other Persons secured by a Lien on any asset of such Person, whether or not such Indebtedness is assumed by such Person; PROVIDED, HOWEVER, that the amount of Indebtedness of such Person shall be the lesser of: (A) the Fair Market Value of such asset at such date of determination and (B) the amount of such Indebtedness of such other Persons; (8) Hedging Obligations of such Person; (9) all obligations of such Person in respect of a Receivables Facility; and (10) all obligations of the type referred to in clauses (1) through (9) of other Persons and all dividends of other Persons for the payment of which, in either case, such Person is responsible or liable, directly or indirectly, as obligor, guarantor or otherwise, including by means of any Guarantee. The amount of Indebtedness of any Person at any date shall be the outstanding balance at such date of all unconditional obligations as described above and the maximum liability, upon the occurrence of the contingency giving rise to the obligation, of any contingent obligations described above, at such date; PROVIDED, HOWEVER, that the amount outstanding at any time of any Indebtedness issued with original issue discount will be deemed to be the face amount of such Indebtedness less the remaining unaccreted portion of the original issue discount of such Indebtedness at such time, as determined in accordance with GAAP. "Interest Rate Agreement" means with respect to any Person any interest rate protection agreement, interest rate future agreement, interest rate option agreement, interest rate swap agreement, interest rate cap agreement, interest rate collar agreement, interest rate hedge agreement or other similar agreement or arrangement as to which such Person is party. "Investment" in any Person means any direct or indirect advance, loan (other than advances to customers in the ordinary course of business that are recorded as accounts receivable on the balance sheet of the lender) or other extension of credit (including by way of Guarantee or similar arrangement but excluding commission, travel and similar advances to officers, consultants and employees made in the ordinary course of business) or capital contribution to (by means of any transfer of cash or other property to others or any payment for property or services for the account or use of others), or any purchase or acquisition of Capital Stock, Indebtedness or other similar instruments issued by such Person. For purposes of the definition of "Unrestricted Subsidiary" and the covenant described under "--Indenture Covenants--Limitation on Restricted Payments," (1) "Investment" shall include the portion (proportionate to SCG Holding's equity interest in such Subsidiary) of the Fair Market Value of the net assets of any Subsidiary of SCG Holding at the time that such Subsidiary is designated an Unrestricted Subsidiary; PROVIDED, HOWEVER, that upon a redesignation of such Subsidiary as a Restricted Subsidiary, SCG Holding shall be deemed to continue to have a permanent "Investment" in an Unrestricted Subsidiary in an amount (if positive) equal to: (A) SCG Holding's "Investment" in such Subsidiary at the time of such redesignation less (B) the portion (proportionate to SCG Holding's equity interest in such Subsidiary) of the Fair Market Value of the net assets of such Subsidiary at the time of such redesignation; and (2) any property transferred to or from an Unrestricted Subsidiary shall be valued at its Fair Market Value at the time of such transfer. "Junior Subordinated Note" means the junior subordinated note of Semiconductor Components issued as part of the of our recapitalization and related transactions in the principal amount of $91 million, which will be subordinated to the Notes. 130

"Legal Holiday" means a Saturday, Sunday or other day on which banking institutions are not required by law or regulation to be open in the State of New York. "Lien" means any mortgage, pledge, security interest, encumbrance, lien or charge of any kind (including any conditional sale or other title retention agreement or lease in the nature thereof). "Motorola" means Motorola, Inc., a Delaware corporation. "Net Available Cash" from an Asset Disposition means cash payments received (including any cash payments received by way of deferred payment of principal pursuant to a note or installment receivable or otherwise and proceeds from the sale or other disposition of any securities received as consideration, but only as and when received, but excluding any other consideration received in the form of assumption by the acquiring Person of Indebtedness or other obligations relating to the properties or assets that are the subject of such Asset Disposition or received in any other noncash form) therefrom, in each case net of: (1) all direct costs relating to such Asset Disposition, including all legal, title, accounting and investment banking fees, and recording tax expenses, sales and other commissions and other fees and relocation expenses incurred, and all Federal, state, provincial, foreign and local taxes required to be paid or accrued as a liability under GAAP; (2) all payments made on any Indebtedness that (x) is secured by any assets subject to such Asset Disposition, in accordance with the terms of any Lien upon or other security agreement of any kind with respect to such assets, or (y) must, by its terms, or in order to obtain a necessary consent to such Asset Disposition, or by applicable law, be repaid out of the proceeds from such Asset Disposition; (3) all distributions and other payments required to be made to minority interest holders in Subsidiaries or joint ventures as a result of such Asset Disposition; and (4) appropriate amounts to be provided by the seller as a reserve, in accordance with GAAP, against any liabilities associated with the property or other assets disposed of in such Asset Disposition and retained by SCG Holding or any Restricted Subsidiary after such Asset Disposition. "Net Cash Proceeds", with respect to any issuance or sale of Capital Stock, means the cash proceeds of such issuance or sale net of attorneys' fees, accountants' fees, underwriters' or placement agents' fees, discounts or commissions and brokerage, consultant and other fees actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result thereof. "Note Guarantee" means each Guarantee of the obligations with respect to the exchange notes issued by a Subsidiary of SCG Holding pursuant to the terms of the Indenture. "Note Guarantor" means any Subsidiary that has issued a Note Guarantee. "Officer" means the Chairman of the Board, the Chief Executive Officer, the Chief Financial Officer, the President, any Vice President, the Treasurer or the Secretary of SCG Holding. "Officer" of Semiconductor Components and of a Note Guarantor has a correlative meaning. "Officers' Certificate" means a certificate signed by two Officers of each Person issuing such certificate. For the avoidance of doubt, any Officers' Certificate to be delivered by the Issuers pursuant to the Indenture shall be signed by two Officers of each Issuer. "Opinion of Counsel" means a written opinion from legal counsel who is reasonably acceptable to the Trustee. The counsel may be an employee of or counsel to SCG Holding, Semiconductor Components, a Note Guarantor or the Trustee. 131

"Permitted Business" means any business engaged in by the Issuers or any Restricted Subsidiary on the Closing Date and any Related Business. "Permitted Holders" means TPG Partners II, L.P. and its Affiliates and any Person acting in the capacity of an underwriter in connection with a public or private offering of SCG Holding or Semiconductor Components Capital Stock. "Permitted Investment" means an Investment by SCG Holding or any Restricted Subsidiary: (1) in SCG Holding, a Restricted Subsidiary or a Person that will, upon the making of such Investment, become a Restricted Subsidiary; PROVIDED, HOWEVER, that the primary business of such Restricted Subsidiary is a Permitted Business; (2) in another Person if as a result of such Investment such other Person is merged or consolidated with or into, or transfers or conveys all or substantially all its assets to, SCG Holding or a Restricted Subsidiary; PROVIDED, HOWEVER, that such Person's primary business is a Permitted Business; (3) in Temporary Cash Investments; (4) in receivables owing to SCG Holding or any Restricted Subsidiary if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; PROVIDED, HOWEVER, that such trade terms may include such concessionary trade terms as SCG Holding or any such Restricted Subsidiary deems reasonable under the circumstances; (5) in payroll, travel and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the ordinary course of business; (6) in loans or advances to employees made in the ordinary course of business consistent with prudent business practice and not exceeding $5 million in the aggregate outstanding at any one time; (7) in stock, obligations or securities received in settlement of debts created in the ordinary course of business and owing to SCG Holding or any Restricted Subsidiary or in satisfaction of judgments; (8) in any Person to the extent such Investment represents the noncash portion of the consideration received for an Asset Disposition that was made pursuant to and in compliance with the covenant described under "--Indenture Covenants--Limitation on Sale of Assets and Subsidiary Stock" or a transaction not constituting an Asset Disposition by reason of the $1 million threshold contained in the definition thereof; (9) that constitutes a Hedging Obligation or commodity hedging arrangement entered into for bona fide hedging purposes of SCG Holding in the ordinary course of business and otherwise in accordance with the Indenture; (10) in securities of any trade creditor or customer received in settlement of obligations or pursuant to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency of such trade creditor or customer; (11) acquired as a result of a foreclosure by SCG Holding or such Restricted Subsidiary with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; 132

(12) existing as of the Closing Date or an Investment consisting of any extension, modification or renewal of any Investment existing as of the Closing Date (excluding any such extension, modification or renewal involving additional advances, contributions or other investments of cash or property or other increases thereof unless it is a result of the accrual or accretion of interest or original issue discount or payment-in-kind pursuant to the terms, as of the Closing Date, of the original Investment so extended, modified or renewed); (13) consisting of purchases and acquisitions of inventory, supplies, materials and equipment or licenses or leases of intellectual property, in any case, in the ordinary course of business and otherwise in accordance with the Indenture; (14) in a trust, limited liability company, special purpose entity or other similar entity in connection with a Receivables Facility permitted under the covenant "--Indenture Covenants--Limitation on Indebtedness"; PROVIDED that, in the good faith determination of the Board of Directors, such Investment is necessary or advisable to effect such Receivables Facility; (15) consisting of intercompany Indebtedness permitted under the covenant "--Indenture Covenants--Limitation on Indebtedness"; (16) the consideration for which consists solely of shares of common stock of SCG Holding; and (17) so long as no Default shall have occurred and be continuing (or result therefrom), in any Person engaged in a Permitted Business having an aggregate Fair Market Value (measured on the date made and without giving effect to subsequent changes in value), when taken together with all other Investments made pursuant to this clause (17) that are at the time outstanding (and measured on the date made and without giving effect to subsequent changes in value), not to exceed $15 million. "Person" means any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, unincorporated organization, government or any agency or political subdivision thereof or any other entity. "Preferred Stock", as applied to the Capital Stock of any Person, means Capital Stock of any class or classes (however designated) that is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such Person, over shares of Capital Stock of any other class of such Person. "Public Equity Offering" means an underwritten primary public offering of common stock of SCG Holding pursuant to an effective registration statement under the Securities Act, other than public offerings with respect to SCG Holding's common stock registered on Form S-8. "Purchase Money Indebtedness" means Indebtedness: (1) consisting of the deferred purchase price of an asset, conditional sale obligations, obligations under any title retention agreement and other purchase money obligations, in each case where the maturity of such Indebtedness does not exceed the anticipated useful life of the asset being financed, and (2) Incurred to finance the acquisition by SCG Holding or a Restricted Subsidiary of all or a portion of such asset, including additions and improvements; PROVIDED, HOWEVER, that such Indebtedness is Incurred within 180 days after the acquisition by SCG Holding or such Restricted Subsidiary of such asset or the relevant addition or improvement. "Qualified Proceeds" means any of the following or any combination of the following: (1) cash, (2) Temporary Cash Investments, (3) the Fair Market Value of assets that are used or useful in the 133

Permitted Business and (4) the Fair Market Value of the Capital Stock of any Person engaged primarily in a Permitted Business if, in connection with the receipt by SCG Holding or any Restricted Subsidiary of SCG Holding of such Capital Stock, (a) such Person becomes a Restricted Subsidiary or (b) such Person is merged, consolidated or amalgamated with or into, or transfers or conveys substantially all of its assets to, or is liquidated into, SCG Holding or any Restricted Subsidiary. "Recapitalization Related Special Charges" means separately delineated costs on the income statement of SCG Holding that are characterized as non-recurring expenses and are associated with the recapitalization of SCG Holding consisting of costs related to (1) branding and marketing, (2) consulting and information technology, (3) recruiting and employee retention bonuses and (4) facility or office relocations. "Receivables Facility" means one or more receivables financing facilities, as amended from time to time, pursuant to which SCG Holding and/or any of its Restricted Subsidiaries sells its accounts receivable to a Person that is not a Restricted Subsidiary pursuant to arrangements customary in the industry. "Refinance" means, in respect of any Indebtedness, to refinance, extend, renew, refund, repay, prepay, redeem, defease or retire, or to issue other Indebtedness in exchange or replacement for, such Indebtedness. "Refinanced" and "Refinancing" shall have correlative meanings. "Refinancing Indebtedness" means Indebtedness that is Incurred to refund, refinance, replace, renew, repay or extend (including pursuant to any defeasance or discharge mechanism) any Indebtedness of SCG Holding or any Restricted Subsidiary (including Indebtedness of SCG Holding that Refinances Refinancing Indebtedness); PROVIDED, HOWEVER, that: (1) the Refinancing Indebtedness has a Stated Maturity no earlier than the Stated Maturity of the Indebtedness being Refinanced, (2) the Refinancing Indebtedness has an Average Life at the time such Refinancing Indebtedness is Incurred that is equal to or greater than the Average Life of the Indebtedness being refinanced, (3) such Refinancing Indebtedness is Incurred in an aggregate principal amount (or if issued with original issue discount, an aggregate issue price) that is equal to or less than the aggregate principal amount (or if issued with original issue discount, the aggregate accreted value) then outstanding of the Indebtedness being Refinanced and (4) if the Indebtedness being Refinanced is subordinated in right of payment to the Notes, such Refinancing Indebtedness is subordinated in right of payment to the Notes at least to the same extent as the Indebtedness being Refinanced; PROVIDED FURTHER, HOWEVER, that Refinancing Indebtedness shall not include: (A) Indebtedness of a Restricted Subsidiary that Refinances Indebtedness of SCG Holding or (B) Indebtedness of SCG Holding or a Restricted Subsidiary that Refinances Indebtedness of an Unrestricted Subsidiary. "Related Business" means any business related, ancillary or complementary to any of the businesses of SCG Holding and the Restricted Subsidiaries on the Closing Date. "Representative" means the trustee, agent or representative, if any, for an issue of Senior Indebtedness. "Restricted Subsidiary" means any Subsidiary of SCG Holding, including Semiconductor Components, other than an Unrestricted Subsidiary. 134

"Sale/Leaseback Transaction" means an arrangement relating to property now owned or hereafter acquired by SCG Holding or a Restricted Subsidiary whereby SCG Holding or a Restricted Subsidiary transfers such property to a Person and SCG Holding or such Restricted Subsidiary leases it from such Person, other than leases between SCG Holding and a Wholly Owned Subsidiary or between Wholly Owned Subsidiaries. "Secured Indebtedness" means any Indebtedness of SCG Holding secured by a Lien. "Secured Indebtedness" of a Note Guarantor has a correlative meaning. "Senior Subordinated Indebtedness" of SCG Holding means the exchange notes, the initial notes and any other Indebtedness of SCG Holding that specifically provides that such Indebtedness is to rank PARI PASSU with the exchange notes and the initial notes in right of payment and is not subordinated by its terms in right of payment to any Indebtedness or other obligation of SCG Holding which is not Senior Indebtedness. "Senior Subordinated Indebtedness" of a Note Guarantor has a correlative meaning. "Significant Subsidiary" means any Restricted Subsidiary that would be a "Significant Subsidiary" of SCG Holding within the meaning of Rule 1-02 under Regulation S-X promulgated by the Commission. "Stated Maturity" means, with respect to any security, the date specified in such security as the fixed date on which the final payment of principal of such security is due and payable, including pursuant to any mandatory redemption provision (but excluding any provision providing for the repurchase of such security at the option of the holder thereof upon the happening of any contingency beyond the control of the issuer unless such contingency has occurred). "Subordinated Obligation" means any Indebtedness of SCG Holding, whether outstanding on the Closing Date or thereafter Incurred, that is subordinate or junior in right of payment to the exchange notes and the initial notes pursuant to a written agreement. "Subordinated Obligation" of a Note Guarantor has a correlative meaning. "Subsidiary" of any Person means any corporation, association, partnership or other business entity of which more than 50% of the total Voting Stock is at the time owned or controlled, directly or indirectly, by: (1) such Person, (2) such Person and one or more Subsidiaries of such Person or (3) one or more Subsidiaries of such Person. Notwithstanding the foregoing, with respect to SCG Holding, the term "Subsidiary" also includes the following Persons: Tesla Sezam, a.s., Terosil, a.s. and Leshan-Phoenix Semiconductor Co. Ltd, so long as SCG Holding directly or indirectly owns more than 50% of the Voting Stock or economic interests of such Person. "Temporary Cash Investments" means any of the following: (1) any investment in direct obligations of the United States of America or any agency thereof or obligations Guaranteed by the United States of America or any agency thereof, (2) investments in time deposit accounts, certificates of deposit and money market deposits maturing not more than one year from the date of acquisition thereof, bankers' acceptances with maturities not exceeding one year and overnight bank deposits, in each case with a bank or trust company that is organized under the laws of the United States of America, any state thereof (including any foreign branch of any of the foregoing) or any foreign country recognized by the United States of America having capital, surplus and 135

undivided profits aggregating in excess of $250,000,000 (or the foreign currency equivalent thereof), (3) repurchase obligations with a term of not more than 30 days for underlying securities of the types described in clause (1) above or clause (5) below entered into with a bank meeting the qualifications described in clause (2) above, (4) investments in commercial paper, maturing not more than one year after the date of acquisition, issued by a corporation (other than an Affiliate of SCG Holding) organized and in existence under the laws of the United States of America or any foreign country recognized by the United States of America having at the time as of which any investment therein is made one of the two highest ratings obtainable from either Moody's Investors Service, Inc. ("Moody's") or Standard and Poor's Ratings Service, a division of The McGraw-Hill Companies, Inc. ("S&P"), (5) investments in securities with maturities of six months or less from the date of acquisition issued or fully Guaranteed by any state, commonwealth or territory of the United States of America, or by any foreign government or any state, commonwealth or territory or by any political subdivision or taxing authority thereof, and, in each case, having one of the two highest ratings obtainable from either S&P or Moody's; and (6) investments in funds investing exclusively in investments of the types described in clauses (1) and (5) above. "TIA" means the Trust Indenture Act of 1939 (15 U.S.C. SectionSection77aaa-77bbbb) as in effect on the Closing Date. "Trade Payables" means, with respect to any Person, any accounts payable or any indebtedness or monetary obligation to trade creditors created, assumed or Guaranteed by such Person arising in the ordinary course of business in connection with the acquisition of goods or services. "Trustee" means the party named as such in the Indenture until a successor replaces it and, thereafter, means the successor. "Trust Officer" means any vice president, assistant vice president or trust officer of the Trustee assigned by the Trustee to administer its corporate trust matters. "Unrestricted Subsidiary" means: (1) any Subsidiary of SCG Holding that at the time of determination shall be designated an Unrestricted Subsidiary by the Board of Directors in the manner provided below and (2) any Subsidiary of an Unrestricted Subsidiary. The Board of Directors may designate any Subsidiary of SCG Holding, including any newly acquired or newly formed Subsidiary of SCG Holding, to be an Unrestricted Subsidiary unless such Subsidiary or any of its Subsidiaries owns any Capital Stock or Indebtedness of, or owns or holds any Lien on any property of, SCG Holding or any other Subsidiary of SCG Holding that is not a Subsidiary of the Subsidiary to be so designated; PROVIDED, HOWEVER, that either: (A) the Subsidiary to be so designated has total Consolidated assets of $1,000 or less or (B) if such Subsidiary has Consolidated assets greater than $1,000, then such designation would be permitted under the covenant entitled "--Indenture Covenants--Limitation on Restricted Payments." 136

The Board of Directors may designate any Unrestricted Subsidiary to be a Restricted Subsidiary; PROVIDED, HOWEVER, that immediately after giving effect to such designation: (x) SCG Holding could Incur $1.00 of additional Indebtedness under paragraph (a) of the covenant described under "--Indenture Covenants--Limitation on Indebtedness" and (y) no Default shall have occurred and be continuing. Any such designation of a Subsidiary as a Restricted Subsidiary or Unrestricted Subsidiary by the Board of Directors shall be evidenced to the Trustee by promptly filing with the Trustee a copy of the resolution of the Board of Directors giving effect to such designation and an Officers' Certificate certifying that such designation complied with the foregoing provisions. "U.S. Government Obligations" means direct obligations, or certificates representing an ownership interest in such obligations, of the United States of America, including any agency or instrumentality thereof, for the payment of which the full faith and credit of the United States of America is pledged and which are not callable or redeemable at the issuer's option. "Voting Stock" of a Person means all classes of Capital Stock or other interests, including partnership interests, of such Person then outstanding and normally entitled at the time to vote in the election of directors, managers or trustees thereof. "Wholly Owned Subsidiary" means a Restricted Subsidiary of SCG Holding all the Capital Stock of which, other than directors' qualifying shares, is owned by SCG Holding or another Wholly Owned Subsidiary. 137

EXCHANGE OFFER AND REGISTRATION RIGHTS AGREEMENT The issuers, the initial purchasers and the guarantors of the initial notes entered into an Exchange Offer and Registration Rights Agreement concurrently with the issuance of the initial notes. Pursuant to the Exchange Offer and Registration Rights Agreement, the Issuers and the guarantors of the initial notes are required - to file with the Commission on or prior to 120 days after the date of issuance of the initial notes a registration statement on Form S-1 or Form S-4, if the use of such form is then available, relating to a registered exchange offer for the initial notes under the Securities Act and - to use their reasonable best efforts to cause the exchange offer registration statement to be declared effective under the Securities Act within 180 days after the date of issuance of the initial notes. The Exchange Offer being made hereby, if commenced and consummated within the time periods described in this paragraph, will satisfy those requirements under the Exchange Offer and Registration Rights Agreement. In the event that: (1) because of any change in law or applicable interpretations thereof by the staff of the SEC, the Issuers are not permitted to effect the exchange offer. (2) any initial notes validly tendered pursuant to the exchange offer are not exchanged for exchange notes within 210 days after the date of issuance of the initial notes, (3) the initial purchasers so request with respect to initial notes not eligible to be exchanged for exchange notes in the exchange offer, (4) any applicable law or interpretations do not permit any holder of initial notes to participate in the exchange offer, (5) any holder of initial notes that participates in the exchange offer does not receive freely transferable exchange notes in exchange for tendered initial notes, or (6) the issuers so elect, then the issuers and the guarantors of the initial notes will file as promptly as practical following the occurrence of any of the foregoing events listed under (1) through (6), but in no event more than 60 days after so required or requested, with the SEC a shelf registration statement to cover resales of Transfer Restricted Securities (as defined below) by such holders who satisfy the conditions relating to the provision of information in connection with the shelf registration statement. For purposes of the foregoing, "Transfer Restricted Securities" means each initial note until - the date on which such initial note has been exchanged for a freely transferable exchange note in the exchange offer, - the date on which such initial note has been effectively registered under the Securities Act and disposed of in accordance with the shelf registration statement or - the date on which such initial note is distributed to the public pursuant to Rule 144 under the Securities Act or is salable pursuant to Rule 144(k) under the Securities Act. If applicable, the Issuers and the guarantors of the initial notes will use their reasonable best efforts to have the shelf registration statement declared effective by the SEC as promptly as practicable after the filing thereof and to keep the shelf registration statement effective for a period of two years after the date of issuance of the initial notes. 138

In the event that: (1) the applicable registration statement is not filed with the SEC on or prior to 120 days after the date of issuance of the initial notes; (2) the exchange offer registration statement or the shelf registration statement, as the case may be, is not declared effective within 180 days after the date of issuance of the initial notes; (3) the exchange offer is not consummated within 210 days after the date of issuance of the initial notes; or (4) the shelf registration statement is filed and declared effective within 180 days after the date of issuance of the initial notes, or, in the case of a shelf registration statement to be filed in response to any change in law or applicable interpretations thereof, within 60 days after the publication of the change in law or interpretation, but shall thereafter cease to be effective at any time that the issuers and the guarantors of the initial notes are obligated to maintain the effectiveness thereof without being succeeded within 30 days by an additional registration statement filed and declared effective (each such event referred to in clauses (a) through (d), a "Registration Default"), the issuers and the guarantors of the initial notes will be obligated to pay liquidated damages to each holder of Transfer Restricted Securities, during the period of one or more such Registration Defaults, in an amount equal to $0.192 per week per $1,000 principal amount of the Transfer Restricted Securities held by such holder until the applicable registration statement is filed, the exchange offer registration statement is declared effective and the exchange offer is consummated or the shelf registration statement is declared effective or again becomes effective, as the case may be. Following the cure of all Registration Defaults, the accrual of liquidated damages will cease. The Exchange Offer and Registration Rights Agreement also provides that the issuers and the guarantors of the initial notes - make available for a period of 180 days after the consummation of the exchange offer a prospectus meeting the requirements of the Securities Act to any broker-dealer for use in connection with any resale of any such exchange notes and - pay all expenses incident to the exchange offer, including the expense of one counsel to the holders of the exchange notes and the initial notes taken together, and jointly and severally indemnify holders of the initial notes, including any broker-dealer, against liabilities, including liabilities under the Securities Act. A broker-dealer which delivers such a prospectus to purchasers in connection with such resales will be subject to some of the civil liability provisions under the Securities Act and will be bound by the provisions of the Exchange Offer and Registration Rights Agreement, including indemnification rights and obligations. Each holder of initial notes who wishes to exchange such initial notes for exchange notes in the Exchange Offer is required to make representations, including representations that (1) any exchange notes to be received by it have been acquired in the ordinary course of its business, (2) it has no arrangement or understanding with any person to participate in the distribution of the exchange notes and (3) it is not an "affiliate" as defined in Rule 405 under the Securities Act of SCG Holding, or if it is an affiliate, that it will comply with the registration and prospectus delivery requirements of the Securities Act to the extent applicable. If the holder is not a broker-dealer, it is required to represent that it is not engaged in, and does not intend to engage in, the distribution of the exchange notes. If the holder is a broker-dealer 139

that receives exchange notes for its own account in exchange for initial notes that were acquired as a result of market-making activities or other trading activities, it is required to acknowledge that it will deliver a prospectus in connection with any resale of such exchange notes. Holders of the initial notes are required to make representations to the Issuers (as described above) in order to participate in the exchange offer and will be required to deliver information to be used in connection with the shelf registration statement in order to have their initial notes included in the shelf registration statement and benefit from the provisions regarding liquidated damages set forth in the preceding paragraphs. A holder who sells initial notes pursuant to the shelf registration statement generally will be required to be named as a selling securityholder in the related prospectus and to deliver a prospectus to purchasers, will be subject to civil liability provisions under the Securities Act in connection with such sales and will be bound by the provisions of the Exchange Offer and Registration Rights Agreement which are applicable to such a holder (including indemnification obligations). The foregoing description of the Exchange Offer and Registration Rights Agreement is a summary only, and is qualified in its entirety by reference to all provisions of the Exchange Offer and Registration Rights Agreement. 140

BOOK-ENTRY, DELIVERY AND FORM The exchange notes will be issued in the form of a one or more global notes (collectively, the "Global Note"). The Global Note will be deposited with, or on behalf of, DTC and registered in the name of DTC or its nominee. Except as set forth below, the global note may be transferred in whole and not in part, only to DTC or other nominees of DTC. Investors may hold their beneficial interests for the Global Note directly through DTC if they have an account with DTC or indirectly through organizations which have accounts with DTC. Exchange notes that are issued as described below under "--Certificated Exchange Notes" will be issued in definitive form. Upon the transfer of an Exchange Note in definitive form, such Exchange Note will, unless the Global Note has previously been exchanged for exchange notes in definitive form, be exchanged for an interest in the Global Note representing the principal amount of exchange notes being transferred. BOOK-ENTRY PROCEDURES FOR THE GLOBAL NOTE The descriptions of the operations and procedures of DTC, Euroclear and Cedel set forth below are provided solely as a matter of convenience. These operations and procedures are solely within the control of the respective settlement systems and are subject to change by them from time to time. Neither of the Issuers nor any of the Initial Purchasers takes any responsibility for these operations or procedures, and investors are urged to contact the relevant system or its participants directly to discuss these matters. DTC has advised the Issuers that it is - a limited purpose trust company organized under the laws of the State of New York, - a "banking organization" within the meaning of the New York Banking Law, - a member of the Federal Reserve System, - a "clearing corporation" within the meaning of the Uniform Commercial Code, as amended, and - a "clearing agency" registered pursuant to Section 17A of the Exchange Act. DTC was created to hold securities for its participants (collectively, the "Participants") and facilitates the clearance and settlement of securities transactions between Participants through electronic book-entry changes to the accounts of its Participants, thereby eliminating the need for physical transfer and delivery of certificates. DTC's Participants include securities brokers and dealers, including the initial purchasers, banks and trust companies, clearing corporations and other organizations. Indirect access to DTC's system is also available to other entities such as banks, brokers, dealers and trust companies (collectively, the "Indirect Participants") that clear through or maintain a custodial relationship with a Participant, either directly or indirectly. Investors who are not Participants may beneficially own securities held by or on behalf of DTC only through Participants or Indirect Participants. The Issuers expect that pursuant to procedures established by DTC - upon deposit of the Global Note, DTC will credit the accounts of Participants designated by the Initial Purchasers with an interest in the Global Note and - ownership of the exchange notes will be shown on, and the transfer of ownership thereof will be effected only through, records maintained by DTC (with respect to the interests of Participants) and the records of Participants and the Indirect Participants (with respect to the interests of persons other than Participants). 141

The laws of some jurisdictions may require that purchasers of securities take physical delivery of such securities in definitive form. Accordingly, the ability to transfer interests in the Notes represented by a Global Note to such persons may be limited. In addition, because DTC can act only on behalf of its Participants, who in turn act on behalf of persons who hold interests through Participants, the ability of a person having an interest in exchange notes represented by a Global Note to pledge or transfer such interest to persons or entities that do not participate in DTC's system, or to otherwise take actions in respect of such interest, may be affected by the lack of a physical definitive security in respect of such interest. So long as DTC or its nominee is the registered owner of a Global Note, DTC or such nominee, as the case may be, will be considered the sole owner or holder of the exchange notes represented by the Global Note for all purposes under the Indenture. Except as provided below, owners of beneficial interests in a Global Note will not be entitled to have exchange notes represented by such Global Note registered in their names, will not receive or be entitled to receive physical delivery of Certificated Notes, and will not be considered the owners or holders thereof under the Indenture for any purpose, including with respect to the giving of any direction, instruction or approval to the Trustee thereunder. Accordingly, each holder owning a beneficial interest in a Global Note must rely on the procedures of DTC and, if such holder is not a Participant or an Indirect Participant, on the procedures of the Participant through which such holder owns its interest, to exercise any rights of a holder of exchange notes under the Indenture or such Global Note. The Issuers understand that under existing industry practice, in the event that the Issuers request any action of holders of exchange notes, or a holder that is an owner of a beneficial interest in a Global Note desires to take any action that DTC, as the holder of such Global Note, is entitled to take, DTC would authorize the Participants to take such action and the Participants would authorize holders owning through such Participants to take such action or would otherwise act upon the instruction of such holders. Neither the Issuers nor the Trustee will have any responsibility or liability for any aspect of the records relating to or payments made on account of exchange notes by DTC, or for maintaining, supervising or reviewing any records of DTC relating to such exchange notes. Payments with respect to the principal of, and premium, if any, and interest on, any exchange notes represented by a Global Note registered in the name of DTC or its nominee on the applicable record date will be payable by the Trustee to or at the direction of DTC or its nominee in its capacity as the registered holder of the Global Note representing such exchange notes under the Indenture. Under the terms of the Indenture, SCG Holding and the Trustee may treat the persons in whose names the exchange notes, including the Global Notes, are registered as the owners thereof for the purpose of receiving payment thereon and for any and all other purposes whatsoever. Accordingly, neither SCG Holding nor the Trustee has or will have any responsibility or liability for the payment of such amounts to owners of beneficial interests in a Global Note (including principal, premium, if any, and interest). Payments by the Participants and the Indirect Participants to the owners of beneficial interests in a Global Note will be governed by standing instructions and customary industry practice and will be the responsibility of the Participants or the Indirect Participants and DTC. Transfers between Participants in DTC will be effected in accordance with DTC's procedures, and will be settled in same-day funds. Transfers between participants in Euroclear or Cedel will be effected in the ordinary way in accordance with their respective rules and operating procedures. Subject to compliance with the transfer restrictions applicable to the exchange notes, cross-market transfers between the Participants in DTC, on the one hand, and Euroclear or Cedel participants, on the other hand, will be effected through DTC in accordance with DTC's rules on behalf of Euroclear or Cedel, as the case may be, by its respective depositary; however, such cross-market transactions will require delivery of instructions to Euroclear or Cedel, as the case may be, by the counterparty in such system in accordance with the rules and procedures and within the established deadlines (Brussels time) of such system. Euroclear or Cedel, as the case may be, will, if the 142

transaction meets its settlement requirements, deliver instructions to its respective depositary to take action to effect final settlement on its behalf by delivering or receiving interests in the relevant Global Notes in DTC, and making or receiving payment in accordance with normal procedures for same-day funds settlement applicable to DTC. Euroclear participants and Cedel participants may not deliver instructions directly to the depositaries for Euroclear or Cedel. Because of time zone differences, the securities account of a Euroclear or Cedel participant purchasing an interest in a Global Note from a Participant in DTC will be credited, and any such crediting will be reported to the relevant Euroclear or Cedel participant, during the securities settlement processing day, which must be a business day for Euroclear and Cedel, immediately following the settlement date of DTC. Cash received in Euroclear or Cedel as a result of sales of interest in a Global Security by or through a Euroclear or Cedel participant to a Participant in DTC will be received with value on the settlement date of DTC but will be available in the relevant Euroclear or Cedel cash account only as of the business day for Euroclear or Cedel following DTC's settlement date. Although DTC, Euroclear and Cedel have agreed to the foregoing procedures to facilitate transfers of interests in the Global Notes among participants in DTC, Euroclear and Cedel, they are under no obligation to perform or to continue to perform such procedures, and such procedures may be discontinued at any time. Neither the Issuers nor the Trustee will have any responsibility for the performance by DTC, Euroclear or Cedel or their respective participants or indirect participants of their respective obligations under the rules and procedures governing their operations. CERTIFICATED NOTES If any of the following occur: - the Issuers notify the Trustee in writing that DTC is no longer willing or able to act as a depositary or DTC ceases to be registered as a clearing agency under the Exchange Act and a successor depositary is not appointed within 90 days of such notice or cessation, - the Issuers, at their option, notify the Trustee in writing that they elect to cause the issuance of exchange notes in definitive form under the Indenture or - other events as provided in the Indenture, then, upon surrender by DTC of the Global Notes, Certificated Notes will be issued to each person that DTC identifies as the beneficial owner of the exchange notes represented by the Global Notes. Upon any such issuance, the Trustee is required to register such Certificated Notes in the name of such person or persons, or the nominee of any thereof, and cause the same to be delivered thereto. Neither the Issuers nor the Trustee shall be liable for any delay by DTC or any Participant or Indirect Participant in identifying the beneficial owners of the related exchange notes and each such person may conclusively rely on, and shall be protected in relying on, instructions from DTC for all purposes, including with respect to the registration and delivery, and the respective principal amounts, of the exchange notes to be issued. YEAR 2000 DTC management is aware that some computer applications, systems, and the like for processing data that are dependent upon calendar dates, including dates before, on, and after January 1, 2000, may encounter "year 2000 problems." DTC has informed its Participants and other members of the financial community that it has developed and is implementing a program so that its systems, as the same relate to the timely payment of distributions, including principal and income payments, to security holders, book-entry deliveries, and settlement of trades within DTC, continue to function appropriately. This program includes a technical assessment and remediation plan, each of which is 143

complete. Additionally, DTC's plan includes a testing phase, which is expected to be completed within appropriate time frames. However, DTC's ability to perform properly its services is also dependent upon other parties, including but not limited to issuers and their agents, as well as third-party vendors from whom DTC licenses software and hardware, and third-party vendors on whom DTC relies for information or the provision of services, including telecommunication and electrical utility service providers, among others. DTC has informed the Industry that it is contacting and will continue to contact third-party vendors from whom DTC acquires services to: - impress upon them the importance of such services being year 2000 compliant; and - determine the extent of their efforts for year 2000 remediation and, as appropriate, testing of their services. In addition, DTC is in the process of developing such contingency plans as it deems appropriate. 144

U.S. FEDERAL INCOME TAX CONSIDERATIONS The following is a discussion of material United States federal income tax consequences and other tax consequences of the acquisition, ownership and disposition of the initial notes. Unless otherwise stated, this discussion is limited to the tax consequences to those persons who are original beneficial owners of the initial notes and who hold such notes as capital assets ("Holders"). This discussion does not purport to be a comprehensive description of all tax considerations that may be relevant to a decision to purchase the initial notes by any particular investor and does not address specific tax consequences that may be relevant to particular persons (including, for example, financial institutions, broker-dealers, insurance companies, tax-exempt organizations, persons that have a functional currency other than the U.S. dollar and persons in special situations, such as those who hold initial notes as part of a straddle, hedge, conversion transaction, or other integrated investment). This discussion does not address U.S. federal alternative minimum tax consequences, and does not describe any tax consequences arising under U.S. federal gift and estate or other federal tax laws or under the tax laws of any state, local or foreign jurisdiction. This discussion is based upon the Internal Revenues Code of 1986, as amended (the "Code"), the Treasury Department regulations promulgated thereunder, and administrative and judicial interpretations thereof, all as of the date hereof and all of which are subject to change, possibly on a retroactive basis. INVESTORS ARE URGED TO CONSULT THEIR TAX ADVISORS CONCERNING THE UNITED STATES FEDERAL INCOME TAX CONSEQUENCES TO THEM, AS A RESULT OF THEIR INDIVIDUAL CIRCUMSTANCES, OF THE EXCHANGE OF THE INITIAL NOTES FOR THE EXCHANGE NOTES AND OF THE OWNERSHIP AND DISPOSITION OF EXCHANGE NOTES RECEIVED IN THE EXCHANGE OFFER, INCLUDING THE APPLICATION OF STATE, LOCAL, FOREIGN OR OTHER TAX LAWS. U.S. FEDERAL INCOME TAXATION OF U.S. HOLDERS The following discussion is limited to the U.S. federal income tax consequences relevant to a Holder that is a citizen or individual resident of the United States, a U.S. domestic corporation or any other person that is subject to U.S. federal income tax on a net income basis in respect of its investment in the initial notes (a "U.S. Holder"). PAYMENTS OF INTEREST Interest on a note will generally be includible in the income of a U.S. Holder in accordance with the U.S. Holder's regular method of accounting for U.S. federal income tax purposes. DISPOSITION OF NOTES Upon the sale, exchange, redemption, retirement at maturity or other disposition of a note, a U.S. Holder generally will recognize taxable gain or loss equal to the difference between (1) the sum of cash plus the fair market value of all other property received on such disposition, except to the extent such cash or property is attributable to accrued but unpaid interest, which will be taxable as ordinary income, and (2) such beneficial owner's adjusted tax basis in the note. A U.S. Holder's adjusted tax basis in an initial note generally will equal the cost of the initial note to such Holder, less any principal payments received by such Holder. Gain or loss recognized on the disposition of a note generally will be capital gain or loss, and will be long-term capital gain or loss if, at the time of such disposition, the U.S. Holder's holding period for the note is more than 12 months. The maximum federal long-term capital gain rate is 20% for noncorporate U.S. Holders and 35% for corporate U.S. Holders. The deductibility of capital losses by U.S. Holders is subject to limitations. 145

U.S. FEDERAL INCOME TAXATION OF EXCHANGE OFFER The exchange pursuant to the exchange offer contemplated herein will not be a taxable event for U.S. federal income tax purposes. As a result, a Holder of an initial note whose initial note is accepted in the exchange offer will not recognize gain or loss on the Exchange. A tendering Holder's tax basis in the exchange notes will be the same as such Holder's tax basis in the initial notes for which they are exchanged. A tendering Holder's holding period for the notes received pursuant to the exchange offer will include its holding period for the initial notes surrendered therefor. U.S. FEDERAL INCOME TAXATION OF NON-U.S. HOLDERS PAYMENTS OF INTEREST Subject to the discussion of backup withholding below, payments of principal and interest on the notes by us or any of our agents to a holder of the notes that is, with respect to the United States, a foreign corporation or non-resident alien individual (a"Non-U.S. Holder") will not be subject to withholding of United States federal income tax, provided that, with respect to payments of interest, (i) the Non-U.S. Holder does not actually or constructively own 10 percent or more of the combined voting power of all classes of stock of SCG Holding and is not a controlled foreign corporation related to SCG Holding through stock ownership and (ii) the beneficial owner provides a statement signed under penalties of perjury that includes its name and address and certifies that it is a Non-U.S. Holder in compliance with applicable requirements (or, with respect to payments made after December 31, 2000, satisfies documentary evidence requirements ("New Regulations") for establishing that it is a Non-U.S. Holder). DISPOSITION OF NOTES No withholding of United States federal income tax will be required with respect to any gain or income realized by a Non-U.S. Holder upon the sale, exchange or disposition of a Note. A Non-U.S. Holder will not be subject to U.S. federal income tax on gain realized on the sale, exchange or other disposition of a note unless (a) the Non-U.S. Holder is an individual who is present in the United States for a period or periods aggregating 183 or more days in the taxable year of the disposition and other conditions are met, or (b) such gain or income is effectively connected with the conduct by the Non-U.S. Holder of a trade or business in the United States. EACH NON-U.S. HOLDER IS URGED TO CONSULT THE HOLDER'S TAX ADVISOR AS TO THE APPLICATION OF THE NEW REGULATIONS AND THE PROCEDURES FOR ESTABLISHING AN EXEMPTION FROM WITHHOLDING TAX. INFORMATION REPORTING AND BACKUP WITHHOLDING We are required to file information returns with the Internal Revenues Service with respect to payments made to some U.S. Holders of notes. In addition, some U.S. Holders may be subject to a 31 percent backup withholding tax in respect of such payments if they do not provide their taxpayer identification numbers to us. Non-U.S. Holders of Notes may be required to comply with applicable certification procedures to establish that they are not U.S. holders in order to avoid the application of such information reporting requirements and backup withholding tax. Any amounts withheld under the backup withholding rules will be allowed as a refund or a credit against the person's U.S. federal income tax liability provided that required information is furnished to the Internal Revenue Service. EACH NON-U.S. HOLDER IS URGED TO CONSULT SUCH HOLDER'S TAX ADVISOR AS TO THE APPLICATION OF THE NEW REGULATIONS AND THE PROCEDURES FOR ESTABLISHING AN EXEMPTION FROM BACKUP WITHHOLDING. 146

PLAN OF DISTRIBUTION Each broker-dealer that receives exchange notes for its own account pursuant to the exchange offer must acknowledge that it will deliver a prospectus in connection with any resale of such exchange notes. This prospectus, as it may be amended or supplemented from time to time, may be used by a broker-dealer in connection with resales of exchange notes received in exchange for initial notes where such initial notes were acquired as a result of market-making activities or other trading activities. The Issuers have agreed that, for a period of 180 days after the expiration date, they will make this prospectus, as amended or supplemented, available to any broker-dealer for use in connection with any such resale. In addition, until , all dealers effecting transactions in the exchange notes may be required to deliver a prospectus. The issuers will not receive any proceeds from any sale of exchange notes by broker-dealers. Exchange notes received by broker-dealers for their own account pursuant to the exchange offer may be sold from time to time in one or more transactions in the over-the-counter market, in negotiated transactions, through the writing of options on the exchange notes or a combination of such methods of resale, at market prices prevailing at the time of resale, at prices related to such prevailing market prices or at negotiated prices. Any such resale may be made directly to purchasers or to or through brokers or dealers who may receive compensation in the form of commissions or concessions from any such broker-dealer or the purchasers of any such exchange notes. Any broker-dealer that resells exchange notes that were received by it for its own account pursuant to the exchange offer and any broker or dealer that participates in a distribution of such exchange notes may be deemed to be an "underwriter" within the meaning of the Securities Act and any profit on any such resale of exchange notes and any commission or concessions received by any such persons may be deemed to be underwriting compensation under the Securities Act. The letter of transmittal states that, by acknowledging that it will deliver and by delivering a prospectus, a broker-dealer will not be deemed to admit that it is an "underwriter" within the meaning of the Securities Act. For a period of 180 days after the expiration date, the Issuers will promptly send additional copies of this prospectus and any amendment or supplement to this prospectus to any broker-dealer that requests such documents in the letter of transmittal. The Issuers have agreed to pay all expenses incident to the exchange offer, including the expenses of one counsel for the holders of the initial notes, other than commissions or concessions of any broker-dealers and will indemnify the holders of the initial notes, including any broker-dealers, against liabilities, including liabilities under the Securities Act. LEGAL MATTERS The validity of the exchange notes, will be passed upon for us by Cleary, Gottlieb, Steen & Hamilton, New York, New York. EXPERTS The combined balance sheets as of December 31, 1997 and 1998 and the combined statements of revenues less direct and allocated expenses before taxes for each of the years in the three-year period ended December 31, 1998 of the Semiconductor Components Group of Motorola, Inc. have been included herein in reliance upon the report of KPMG LLP, independent certified public accountants, appearing elsewhere herein, and upon the authority of said firm as experts in accounting and auditing. 147

GLOSSARY Analog Product............................... Products that operate on non-digital signals. BiCMOS....................................... A hybrid of CMOS and bipolar technologies. Bipolar...................................... A manufacturing process that uses two opposite electrical poles to build semiconductors. CMOS......................................... Complementary Metal Oxide Semiconductor. Die.......................................... A piece of a semiconductor wafer containing the circuitry of a single chip. Digital Products............................. Products that operate on digital signals, where electronic signals are treated as either "one" or "zero." Diode........................................ An electronic device that allows current to flow in only one direction. Discrete Product............................. Individual diodes or transistors that perform basic signal conditioning and switching functions in electronic circuits. Fab.......................................... The facility that fabricates wafers. IGBT......................................... Insulated Gate Bipolar Transistor. Lead Frames.................................. A conductive frame that brings the electrical signals to and from the die. MOS.......................................... Metal Oxide Semiconductor. Package...................................... A protective case that surrounds the die, consisting of a plastic housing and a lead frame. Semiconductor................................ A material with electrical conducting properties in between those of metals and insulators. (Metals always conduct and insulators never conduct, but semiconductors sometimes conduct.) This is the building block of all integrated circuits and diode devices. Standard Analog Products..................... Simple analog semiconductors (as opposed to more complex products, such as mixed-signal devices or customized analog products) that are used for both interface, power control and power protection functions in electronic systems. 148

Standard Logic Products...................... Simple logic semiconductors (as opposed to more complex products, such as microprocessors or application-specific integrated circuits) that are used primarily for interfacing functions, such as interconnecting and routing electronic signals within an electronic system. Transistor................................... An individual circuit that can amplify or switch electric current. Wafer........................................ Round, flat piece of silicon that is the base material in the semiconductor manufacturing process. 149

INDEX TO FINANCIAL STATEMENTS PAGE -------- SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. FINANCIAL STATEMENTS: Independent Auditors' Report.............................. F-2 Combined Balance Sheets as of December 31, 1997 and December 31, 1998....................................... F-3 Combined Statements of Revenues Less Direct and Allocated Expenses Before Taxes for each of the years in the three-year period ended December 31, 1998, the nine months ended September 26, 1998 (unaudited) and the period from January 1, 1999 through August 3, 1999 (unaudited)............................................. F-4 Notes to Combined Financial Statements.................... F-5 SCG HOLDING CORPORATION AND SUBSIDIARIES FINANCIAL STATEMENTS: Consolidated Balance Sheet as of October 2, 1999 (unaudited)............................................. F-19 Consolidated Statement of Operations and Comprehensive Income (Loss), August 4, 1999 through October 2, 1999 (unaudited)............................................. F-20 Consolidated Statement of Stockholders' Equity (Deficit), August 4, 1999 through October 2, 1999 (unaudited)...... F-21 Condensed Consolidated Statement of Cash Flows, August 4, 1999 through October 2, 1999 (unaudited)................ F-22 Notes to Financial Statements............................. F-23 F-1

INDEPENDENT AUDITORS' REPORT The Board of Directors Motorola, Inc.: We have audited the accompanying combined balance sheets of the Semiconductor Components Group of Motorola, Inc. ("the Company" or "the Business") as of December 31, 1997 and 1998 and the accompanying combined statements of revenues less direct and allocated expenses before taxes for each of the years in the three-year period ended December 31, 1998. These combined statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these combined statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the statements. We believe that our audits provide a reasonable basis for our opinion. The accompanying combined statements were prepared to comply with the rules and regulations of the Securities and Exchange Commission and on the basis of presentation as described in Note 1. The accompanying combined statements present the combined assets, liabilities and business equity and the related combined revenues less direct and allocated expenses before taxes of the Business, and are not intended to be a complete presentation of the Business' financial position, results of operations or cash flows. The results of operations before taxes are not necessarily indicative of the results of operations before taxes that would be recorded by the Company on a stand-alone basis. In our opinion, the accompanying combined statements present fairly, in all material respects, the combined assets, liabilities and business equity of the Business as of December 31, 1997 and 1998 and its combined revenues less direct and allocated expenses before taxes for each of the years in the three-year period ended December 31, 1998, on the basis described in Note 1, in conformity with generally accepted accounting principles. KPMG LLP Phoenix, Arizona January 18, 1999, except as to Note 12 which is as of May 11, 1999 F-2

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. COMBINED BALANCE SHEETS (IN MILLIONS) DECEMBER 31, ------------------- 1997 1998 -------- -------- ASSETS Current assets: Inventories............................................... $231.1 201.7 Other..................................................... 13.7 9.2 ------ ------ Total current assets................................ 244.8 210.9 Property, plant and equipment, net.......................... 614.2 512.3 Other assets................................................ 41.6 53.3 ------ ------ Total assets........................................ $900.6 776.5 ====== ====== LIABILITIES AND BUSINESS EQUITY Current liabilities: Accounts payable.......................................... $ 7.5 9.5 Accrued expenses.......................................... 13.4 81.4 ------ ------ Total current liabilities........................... 20.9 90.9 Non-current liabilities..................................... 13.3 4.6 Commitments and contingencies Business equity............................................. 866.4 681.0 ------ ------ Total liabilities and business equity............... $900.6 776.5 ====== ====== See accompanying notes to combined financial statements. F-3

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. COMBINED STATEMENTS OF REVENUES LESS DIRECT AND ALLOCATED EXPENSES BEFORE TAXES (IN MILLIONS) PERIOD FROM YEARS ENDED DECEMBER 31, NINE MONTHS ENDED JANUARY 1, 1999 ------------------------------ SEPTEMBER 26, THROUGH 1996 1997 1998 1998 AUGUST 3, 1999 -------- -------- -------- ----------------- --------------- (UNAUDITED) Revenues: Net sales--trade........... $1,748.0 1,815.2 1,493.4 1,133.3 894.3 -------- -------- -------- ------ ----- Direct and allocated costs and expenses: Cost of sales.............. 1,128.8 1,119.6 1,068.8 810.1 626.7 Research and development... 71.7 65.7 67.5 53.1 34.3 Selling and marketing...... 94.4 110.7 92.4 70.8 39.0 General and administrative........... 150.8 239.8 201.6 158.6 85.0 Restructuring and other charges.................. -- -- 189.8 189.8 -- -------- -------- -------- ------ ----- Operating costs and expenses............... 1,445.7 1,535.8 1,620.1 1,282.4 785.0 -------- -------- -------- ------ ----- 302.3 279.4 (126.7) (149.1) 109.3 -------- -------- -------- ------ ----- Other income (expenses): Equity in earnings from joint ventures........... 2.4 1.6 8.4 3.7 3.0 Interest expense........... (15.0) (11.0) (18.0) (11.4) (7.5) -------- -------- -------- ------ ----- Other expenses, net...... (12.6) (9.4) (9.6) (7.7) (4.5) -------- -------- -------- ------ ----- Revenues less direct and allocated expenses before taxes........... $ 289.7 270.0 (136.3) (156.8) 104.8 ======== ======== ======== ====== ===== See accompanying notes to combined financial statements. F-4

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (1) BASIS OF PRESENTATION The Semiconductor Components Group ("SCG" or "the Business") is defined as the discrete and integrated circuits standard products of the Semiconductor Products Sector ("SPS") of Motorola, Inc. ("Motorola"), including Power BiPolar, Rectifiers, Thyristors, Zeners, TMOS, Analog, ECL, Small Signal and Logic Products. Manufacturing operations for the Business are primarily conducted in plants in Guadalajara, Mexico, Carmona, Philippines, Seremban, Malaysia (2 Plants), Phoenix, Arizona, United States and Aizu, Japan (collectively referred to as "SCG plants"). Certain manufacturing operations related to SCG products are also performed at other SPS plants. Similarly, certain SCG plants perform manufacturing operations related to other SPS product lines. SCG also has investments in various joint ventures which are accounted for on the equity method. The accompanying combined balance sheets do not include Motorola's or SPS's sector assets or liabilities not specifically identifiable to SCG. Motorola performs cash management on a centralized basis and SPS processes receivables and certain payables, payroll and other activity for SCG. Most of these systems are not designed to track receivables, liabilities and cash receipts and payments on a business specific basis. Accordingly, it is not practical to determine certain assets and liabilities associated with the business; therefore, such assets and liabilities cannot be included in the accompanying combined balance sheets. Given these constraints, certain supplemental cash flow information is presented in lieu of a statement of cash flows. (See Note 8.) Assets and liabilities not specifically identifiable to the Business include: (A) Cash, cash equivalents and investments. Activity in SCG cash balances is recorded through the business equity account. (B) Trade accounts receivable and related allowances for bad debts and product returns. Trade receivable balances are maintained by customer, not by the Business. Estimated allowances for product returns are reflected in SCG net sales. Accounts receivable related to SCG are allocated through the business equity account. (C) Accounts payable related to trade purchases that are made centrally by SPS in the United States. Such purchases related to SCG are allocated to SCG through the business equity account. (D) Certain accrued liabilities for allocated corporate costs and environmental and pension costs which are allocated to SCG through the business equity account. The combined statements of revenues less direct and allocated expenses before taxes includes all revenues and costs attributable to the Business including an allocation of the costs of shared facilities and overhead of Motorola and SPS. In addition, certain costs incurred at SCG plants for the benefit of other SPS product lines are allocated from SCG to the other SPS divisions. All of the allocations and estimates in the combined statements of revenues less direct and allocated expenses before taxes are based on assumptions that management believes are reasonable under the circumstances. However, these allocations and estimates are not necessarily indicative of the costs that would have resulted if the Business had been operated on a stand-alone basis. F-5

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) SCG also manufactures products, at cost, for other SPS divisions and these other divisions also manufacture products for SCG. The gross amounts charged to/from SCG for these products are summarized as follows: NINE MONTHS JANUARY 1, YEARS ENDED DECEMBER 31, ENDED 1999 THROUGH ------------------------------ SEPTEMBER 26, AUGUST 3, 1996 1997 1998 1998 1999 -------- -------- -------- ------------- ------------ (IN MILLIONS) (UNAUDITED) Manufacturing services performed by other SPS divisions on behalf of SCG...................... $322.7 310.5 266.8 212.6 125.5 ====== ===== ===== ===== ===== Manufacturing services performed by SCG and transferred at actual production costs to other SPS divisions............ $159.5 177.4 162.3 126.3 91.0 ====== ===== ===== ===== ===== A portion of manufacturing costs transferred from other SPS divisions to SCG are capitalized into inventory at worldwide standard cost and are recorded as cost of sales as related product sales are recognized. Variations between worldwide standard cost and the actual costs transferred from other SPS divisions are considered period costs and are immediately charged to operations. Where it is possible to specifically identify other operating costs with the activities of SCG or other SPS product lines, these amounts have been charged or credited directly to SCG or SPS product lines without allocation or apportionment. Although a number of different approaches are used to allocate shared or common costs, there is usually a predominant basis for each expense category. Accordingly, research and development costs have been allocated from SPS based predominately on dedicated spending. Research and development from Motorola is first allocated to SPS and then allocated 20% to SCG as SCG is one of five divisions within SPS. Selling and marketing expenses from SPS have been allocated 20% to SCG and general and administrative expenses from Motorola and SPS have been allocated 20% to SCG. Prior to changing to this allocation structure in July, 1997, allocations to SCG for research and development, selling and marketing, and general and administrative expenses were based on budgeted sales volume. This change had an insignificant impact on the amount of the allocated costs. F-7

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Depreciation is computed over the following estimated useful lives predominately on the straightline method: Buildings................................................... 30-40 years Machinery and equipment..................................... 3-8 years SCG has adopted the provisions of Statement of Financial Accounting Standards ("SFAS") No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS AND FOR LONG-LIVED ASSETS TO BE DISPOSED OF, which requires recognition of impairment of long-lived assets whenever events or changes in circumstances indicate the carrying value of such assets exceeds the future undiscounted cash flows attributable to such assets. During 1998, SCG incurred restructuring and other charges which included impairment writedowns of $53.9 million related to machinery and equipment (see Note 9). DECEMBER 31, ------------------- 1997 1998 -------- ------- (IN MILLIONS) Land..................................................... $ 9.6 10.3 Buildings................................................ 423.6 419.5 Machinery and equipment.................................. 1,199.3 1,181.1 -------- ------- Total property, plant and equipment.................. 1,632.5 1,610.9 Less accumulated depreciation............................ 1,018.3 1,098.6 -------- ------- $ 614.2 512.3 ======== ======= (F) INTEREST EXPENSE Motorola had net interest expense on a consolidated basis for all periods presented. These amounts have been allocated to SPS and in turn to SCG in the amount of approximately $15.0 million, $11.0 million and $18.0 million for the years ended December 31, 1996, 1997 and 1998, respectively, and $11.4 million and $7.5 million for the nine months ended September 26, 1998 and for the period from January 1, 1999 through August 3, 1999, respectively, primarily on the basis of net assets. SCG management believes this allocation is reasonable, but it is not necessarily indicative of the cost that would have been incurred if the Business had been operated on a stand-alone basis. (G) CURRENCIES AND FOREIGN CURRENCY INSTRUMENTS SCG's functional currency for all foreign operations is the U.S. dollar, except for Japan and Europe which is the local currency. Accordingly, the net effect of gains and losses from translation of foreign currency financial statements into U.S. dollars is included in current operations. The net F-9

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) translation gains and losses for Japan and Europe are not significant and are included as a component of business equity. Gains and losses resulting from foreign currency transactions are included in current operations and were not significant for 1996, 1997 or 1998. (H) USE OF ESTIMATES IN PREPARATION OF FINANCIAL STATEMENTS The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. (3) ACCRUED EXPENSES The components of accrued expenses are as follows: DECEMBER 31, ------------------- 1997 1998 ----- ---- (IN MILLIONS) Payroll and employee related accruals....................... $ 6.3 7.1 Restructuring charges....................................... -- 68.0 Other accruals.............................................. 7.1 6.3 ----- ---- Total accrued expenses.................................. $13.4 81.4 ===== ==== (4) EMPLOYEE BENEFIT PLANS Employees of SCG participate in several Motorola retirement, employee benefit, and incentive plans. These include (1) a profit sharing plan, (2) a stock bonus plan, (3) a salary deferral 401(k) plan and (4) pension and healthcare benefit plans. Motorola also has a stock option plan under which key employees of SCG may be granted nonqualified or incentive stock options to purchase shares of Motorola common stock. Certain key employees and certain management of SCG also participate in various incentive arrangements based on individual performance and Motorola/SPS/ SCG profitability. The costs of these programs were allocated from Motorola to SPS and then to SCG on the basis of payroll costs and headcount and are not necessarily indicative of the costs that would be incurred on a stand-alone basis. SCG employees in foreign countries participate in a retirement plan within the country. In each case, the plan meets local and legal requirements of that particular country and is based on defined years of service. Each country's plan is unfunded and is accrued for in the accompanying combined balance sheets based on actuarially determined amounts. F-10

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (5) CONTINGENCIES Motorola is currently a defendant in certain legal actions relating to SCG. In the opinion of management, the outcome of such litigation will not have a material adverse effect on the business equity, operations or liquidity of SCG. Motorola is also involved in certain administrative and judicial proceedings related to certain environmental matters at SCG locations. Based on information currently available, management believes that the costs of these matters are not likely to have a material adverse effect on business equity, operations or liquidity of SCG. (6) BUSINESS EQUITY Business equity represents Motorola's ownership interest in the recorded net assets of SCG. All cash transactions, accounts receivable, accounts payable in the United States, other allocations and intercompany transactions are reflected in this amount. A summary of activity is as follows: NINE MONTHS JANUARY 1, YEARS ENDED DECEMBER 31, ENDED 1999 THROUGH ------------------------------------ SEPTEMBER 26, AUGUST 3, 1996 1997 1998 1998 1999 -------- -------- -------- -------------- ------------ (IN MILLIONS) (UNAUDITED) Balance at beginning of period........ $ 689.7 746.1 866.4 866.4 681.0 Revenues less direct and allocated expenses before taxes........................ 289.7 270.0 (136.3) (156.8) 104.8 Net intercompany activity............. (233.3) (149.7) (49.1) (32.3) (83.9) ------- ------ ------ ------ ----- Balance at end of period.............. $ 746.1 866.4 681.0 677.3 701.9 ======= ====== ====== ====== ===== (7) INDUSTRY AND GEOGRAPHIC INFORMATION The Business operates in one industry segment and is engaged in the design, development, manufacture and marketing of a wide variety of semiconductor products for the semiconductor industry and original equipment manufacturers. SCG operates in various geographic locations. In the information that follows, sales include local sales and exports made by operations within each area. To control costs, a substantial portion of SCG's products are transported between various SCG and SPS facilities in the process of being manufactured and sold. Accordingly, it is not meaningful to present interlocation transfers between SCG facilities on a stand alone basis. Sales to unaffiliated customers have little correlation with the location of manufacture. It is, therefore, not meaningful to present operating profit by geographical location. SCG conducts a substantial portion of its operations outside of the United States and is subject to risks associated with non-U.S. operations, such as political risks, currency controls and fluctuations, tariffs, import controls and air transportation. F-11

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (8) SUPPLEMENTAL CASH FLOW INFORMATION (CONTINUED) cash receipts and payments on a business specific basis. Given these constraints, the following data are presented to facilitate analysis of key components of cash flow activity: NINE MONTHS JANUARY 1, YEARS ENDED DECEMBER 31, ENDED 1999 THROUGH ------------------------------ SEPTEMBER 26, AUGUST 3, 1996 1997 1998 1998 1999 -------- -------- -------- ------------- ------------ (IN MILLIONS) Operating activities: Revenues less direct and allocated expenses before taxes................ $ 289.7 270.0 (136.3) (156.8) 104.8 Depreciation........................... 130.6 133.3 129.2 92.9 73.4 Impairment write down on property, plant and equipment.................. -- -- 53.9 53.9 -- (Increase) decrease in inventories..... 12.0 (86.8) 29.4 14.4 (28.1) Decrease in other current assets....... .9 1.1 4.5 2.4 (0.8) Increase in other assets............... (7.6) (21.5) (11.7) (0.2) (14.1) Increase (decrease) in accounts payable and accrued expenses................. (3.0) 6.4 70.0 106.1 (24.1) Increase (decrease) in non-current liabilities.......................... 1.4 5.0 (8.7) (8.6) 0.3 ------- ------ ------ ------ ------ Cash flow from operating activities, excluding Motorola financing and taxes.................................. 424.0 307.5 130.3 104.1 111.4 Investing activities: Capital expenditures, net of transfers............................ (190.7) (157.8) (81.2) (71.8) (27.5) ------- ------ ------ ------ ------ Net financing provided to Motorola*.... $ 233.3 149.7 49.1 32.3 83.9 ======= ====== ====== ====== ====== * The difference between cash flow from operating activities and investing activities does not necessarily represent the cash flows of the Business, or the timing of such cash flows, had it operated on a stand-alone basis. (9) RESTRUCTURING AND OTHER CHARGES In June 1998, Motorola recorded a charge to cover restructuring costs related to the consolidation of manufacturing operations, the exit of non-strategic or poorly performing businesses and a reduction in worldwide employment by 20,000 employees. Asset impairment and other charges were also recorded for the writedown of assets which had become impaired as a result of current business conditions or business portfolio decisions. Motorola recorded its charge in the following restructuring categories: CONSOLIDATION OF MANUFACTURING OPERATIONS Consolidation of manufacturing operations relates to the closing of production and distribution facilities and selling or disposing of the machinery and equipment that was no longer needed and, in some cases, scrapping excess assets that had no net realizable value. The buildings associated with these production facilities, in many cases were sold to outside parties. Also included in this restructuring category were costs related to shutting down or reducing the capacity of certain F-13

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (9) RESTRUCTURING AND OTHER CHARGES (CONTINUED) production lines. In most cases, older facilities with older technologies or non-strategic products were closed. Machinery and equipment write downs related to equipment that would no longer be utilized comprised the majority of these costs. These assets have been deemed to be held for use until such time as they are removed from service and, therefore, no longer utilized in manufacturing products. An assessment was made as to whether or not there was an asset impairment related to the valuation of these assets in determining what the amount of the write down included in the restructuring charge should be for this machinery and equipment. This assessment utilized the anticipated future undiscounted cash flows generated by the equipment as well as its ultimate value upon disposition. The charges in this restructuring category do not include any costs related to the abandonment or sub-lease of facilities, moving expenses, inventory disposals or write downs, or litigation or environmental obligations. As part of the consolidation of manufacturing operations, certain SPS facilities in North Carolina, California, Arizona and the Philippines are being closed as planned. SPS is consolidating its production facilities into fewer integrated factories to achieve economies of scale and improved efficiencies and to capitalize on new technologies that should reduce operating costs. BUSINESS EXITS Business exit costs include costs associated with shutting down businesses that did not fit with Motorola's new strategy. In many cases, these businesses used older technologies that produced non-strategic products. The long-term growth and margins associated with these businesses were not in line with Motorola's expectations given the level of investment and returns. Included in these business exit costs were the costs of terminating technology agreements and selling or liquidating interests in joint ventures that did not fit with the new strategy of Motorola. Similar to consolidation of manufacturing operations, the charges in this restructuring category did not include any costs related to the abandonment or sublease of facilities, moving expenses, inventory disposals or write downs, or litigation or environmental obligations. EMPLOYEE SEPARATIONS Employee separation costs represent the costs of involuntary severance benefits for the 20,000 positions identified as subject to severance under the restructuring plan and special voluntary termination benefits offered beginning in the third quarter of 1998. The special voluntary termination benefits provided for one week of pay for each year of service between years 1-10, two weeks of pay for each year of service between years 11-19, and three weeks of pay for each year of service for year 20 and greater. The majority of employees who accepted special voluntary termination benefits did so by the end of the year, although severance payments were not completed by that time. The majority of the special voluntary termination benefits expired at the end of the fourth quarter of 1998. F-14

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (9) RESTRUCTURING AND OTHER CHARGES (CONTINUED) As of December 31, 1998, approximately 13,800 employees have separated from Motorola through a combination of voluntary and involuntary severance programs. Of the 13,800 separated employees, approximately 8,200 were direct employees and 5,600 were indirect employees. Direct employees are primarily non-supervisory production employees, and indirect employees are primarily non-production employees and production managers. ASSET IMPAIRMENTS AND OTHER CHARGES As a result of current and projected business conditions, Motorola wrote down operating assets that became impaired. The majority of the assets written down were used manufacturing equipment and machinery. The amount of impairment charge for the assets written down was based upon an estimate of the future cash flows expected from the use of the assets, as well as upon their eventual disposition. These undiscounted cash flows were then compared to the net book value of the equipment, and impairment was determined based on that comparison. Cash flows were determined at the facility level for certain production facilities based upon anticipated sales value of the products to be produced and the costs of producing the products at those facilities. In cases in which sufficient cash flows were not going to be generated by the equipment at those facilities, the assets were written down to their estimated fair value. These estimated fair values were based upon what the assets could be sold for in a transaction with an unrelated third party. Since the majority of these assets were machinery and equipment, Motorola was able to utilize current market prices for comparable equipment in the marketplace in assessing what would be the fair value upon sale of the equipment. Building writedowns were based on marketability factors of the building in the particular location. Assets held for use continue to be depreciated based on an evaluation of their remaining useful lives and their ultimate values upon disposition. There were no assets held for sale at December 31, 1998 nor were any impaired assets disposed of prior to that date. SCG'S RESTRUCTURING CHARGE SCG's charges related to these actions were $189.8 million of which $53.9 million represented asset impairments charged directly against machinery and equipment. SCG's employment reductions will total approximately 3,900 of which approximately 2,500 (1,600 direct employees and 900 indirect employees) had separated from SCG as of December 31, 1998. Approximately 3,000 (1,800 direct employees and 1,200 indirect employees) had separated from SCG as of August 3, 1999. F-15

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (9) RESTRUCTURING AND OTHER CHARGES (CONTINUED) At December 31, 1998, $68.0 million of restructuring accruals remain outstanding. The following table displays a rollforward to December 31, 1998 of the accruals established during the second quarter of 1998: ACCRUALS AT INITIAL AMOUNTS DECEMBER 31, CHARGES USED 1998 -------- -------- ------------- (IN MILLIONS) Consolidation of manufacturing operations................... $ 13.2 -- 13.2 Business exits.............................................. 20.7 9.4 11.3 Employee separations........................................ 102.0 58.5 43.5 ------ ------ ----- Total restructuring....................................... 135.9 67.9 68.0 ------ ------ ----- Asset impairments and other charges......................... 53.9 53.9 -- ------ ------ ----- Total..................................................... $189.8 121.8 68.0 ====== ====== ===== SCG's remaining accrual at December 31, 1998 of $13.2 million for the consolidation of manufacturing operations represents the finalization of the plant closings in Arizona and the Philippines. Within the business exits category, the remaining accrual of $11.3 million at December 31, 1998 relates to costs of exiting two unprofitable product lines. SCG's remaining accrual of $43.5 million at December 31, 1998 for employee separations relates to the completion of severance payments in Japan, Asia, the U.K. and Arizona. SCG's total amount used of $121.8 million through December 31, 1998 reflects approximately $63.6 million in cash payments and $58.2 million in write-offs. The remaining $68.0 million accrual balance at December 31, 1998 is expected to be liquidated via cash payments. At August 3, 1999, $43.1 million of restructuring accruals remain outstanding. The following table displays a rollforward from December 31, 1998 to August 3, 1999, of the accruals established during the second quarter of 1998: ACCRUALS AT 1999 DECEMBER 31, AMOUNTS ACCRUALS AT 1998 USED AUGUST 3, 1999 ------------ -------- -------------- (IN MILLIONS) Consolidation of manufacturing operations............... $13.2 3.8 9.4 Business exits.......................................... 11.3 6.4 4.9 Employee separations.................................... 43.5 14.7 28.8 ----- ---- ---- Total restructuring................................. 68.0 24.9 43.1 ----- ---- ---- Asset impairments and other charges..................... -- -- -- ----- ---- ---- Total............................................... $68.0 24.9 43.1 ===== ==== ==== F-16

SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. NOTES TO COMBINED FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF AUGUST 3, 1999, FOR THE NINE MONTHS ENDED SEPTEMBER 26, 1998 AND FOR THE PERIOD FROM JANUARY 1, 1999 THROUGH AUGUST 3, 1999 IS UNAUDITED (11) INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES (CONTINUED) LESHAN- SEMICONDUCTOR PHOENIX MINIATURE SLOVAKIA SEMICONDUCTOR PRODUCTS TESLA ELECTRONICS JOINT VENTURE LTD. MALAYSIA TEROSIL A.S. SEZAM A.S. INDUSTRIES TOTAL ------------- ------------- ------------- ------------ ---------- ----------- -------- As of and for the year ended December 31, 1997 - ---------------------- Current assets........ $12,425 10,752 4,711 8,783 36,671 Noncurrent assets..... 31,281 56,971 5,545 22,315 116,112 ------- -------- -------- -------- ------- Total assets.......... $43,706 67,723 10,256 31,098 152,783 ======= ======== ======== ======== ======= Current liabilities... $ 7,996 17,579 1,680 4,602 31,857 ======= ======== ======== ======== ======= Noncurrent liabilities......... $18,181 33,180 1,613 20,062 73,036 ======= ======== ======== ======== ======= Venture's equity...... $17,529 16,964 6,962 6,434 47,889 ======= ======== ======== ======== ======= Net sales............. $18,508 57,661 10,153 16,447 102,769 ======= ======== ======== ======== ======= Gross profit.......... $ 4,633 8,879 4,122 991 18,625 ======= ======== ======== ======== ======= Income (loss) from continuing operations.......... $ 710 (1,650) 3,694 476 3,230 ======= ======== ======== ======== ======= Net income (loss)..... $ 710 (1,350) 2,478 476 2,314 ======= ======== ======== ======== ======= Year ended December 31, 1996 - ---------------------- Net sales............. $ 4,341 29,412 33,753 ======= ======== ======= Gross profit.......... $ 537 (1,731) (1,194) ======= ======== ======= Income (loss) from continuing operations.......... $(1,279) 6,590 5,311 ======= ======== ======= Net income (loss)..... $(1,279) 6,590 5,311 ======= ======== ======= 12. BUSINESS TRANSACTION On May 11, 1999, affiliates of the Texas Pacific Group entered into an agreement with Motorola, providing for a recapitalization of the Business and certain related transactions, after which affiliates of Texas Pacific Group will own approximately 91% and Motorola will own approximately 9% of the outstanding voting stock of the Business. In addition, as part of these transactions, Texas Pacific Group will receive 1,500 shares and Motorola will receive 590 shares of mandatorily redeemable F-19

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) CONSOLIDATED BALANCE SHEET (UNAUDITED) (DOLLARS IN MILLIONS EXCEPT SHARE AND PER SHARE DATA) OCTOBER 2, 1999 --------------- ASSETS Cash and cash equivalents................................. $ 107.1 Receivables, less allowance for doubtful accounts......... 206.5 Inventories............................................... 210.5 Other current assets...................................... 26.6 -------- Total Current Assets.................................... 550.7 Property, plant and equipment, net........................ 610.6 Deferred income taxes..................................... 280.2 Investment in joint venture............................... 18.4 Other assets.............................................. 53.2 -------- Total Assets............................................ $1,513.1 ======== LIABILITIES, MINORITY INTERESTS, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) Accounts payable.......................................... $ 101.0 Accrued expenses.......................................... 145.3 -------- Total Current Liabilities............................... 246.3 Long term debt............................................ 1,293.0 Other long term liabilities............................... 17.2 -------- Total Liabilities....................................... 1,556.5 -------- Commitments and contingencies............................. -- -------- Minority interests in consolidated subsidiaries........... 28.3 -------- Redeemable preferred stock ($0.01 par value, 100,000 shares authorized, 2,090 shares issued and outstanding; 12% annual dividend rate; liquidation value - $100,000 per share plus $4.2 accrued dividends).................. 213.2 -------- Common stock ($0.01 par value, 300,000,000 shares authorized, 205,000,000 shares issued and outstanding)............................................ 2.1 Additional paid-in capital................................ 202.9 Accumulated other comprehensive income (loss)............. (3.2) Accumulated deficit....................................... (486.7) -------- Total Stockholders' Equity (Deficit).................... (284.9) -------- Total Liabilities, Minority Interests, Redeemable Preferred Stock and Stockholders' Equity (Deficit)...... $1,513.1 ======== See accompanying notes to financial statements. F-21

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) AUGUST 4, 1999 THROUGH OCTOBER 2, 1999 (DOLLARS IN MILLIONS) ------------------ REVENUES: Net product sales......................................... $301.2 Foundry sales............................................. 28.0 ------ Total Revenues.......................................... 329.2 ------ OPERATING COSTS AND EXPENSES: Costs of sales............................................ 241.1 Research and development.................................. 6.9 Selling and marketing..................................... 8.8 General and administrative................................ 26.1 Restructuring and other charges........................... 6.4 ------ Total Operating Costs and Expenses...................... 289.3 ------ OPERATING INCOME 39.9 ------ OTHER INCOME (EXPENSES): Interest expense.......................................... (23.0) Equity in earnings of joint ventures...................... 0.8 ------ Other expenses, net..................................... (22.2) ------ INCOME BEFORE INCOME TAXES AND MINORITY INTERESTS........... 17.7 PROVISION FOR INCOME TAXES.................................. (14.9) MINORITY INTERESTS.......................................... (0.3) ------ NET INCOME.................................................. 2.5 OTHER COMPREHENSIVE INCOME (LOSS) Foreign Currency Translation Adjustment................... (3.2) ------ COMPREHENSIVE INCOME (LOSS)................................. $ (0.7) ====== See accompanying notes to financial statements. F-22

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) (DOLLARS IN MILLIONS) ACCUMULATED OTHER COMMON STOCK COMMON ADDITIONAL PAID COMPREHENSIVE ACCUMULATED (SHARES) STOCK IN CAPITAL INCOME (LOSS) DEFICIT TOTAL --------------- --------- --------------- --------------- ------------- -------- Shares issued in connection with Recapitalization (See Note 2)................ 100,000 $ -- $205.0 $(485.0) $(280.0) 2,049-for-1 stock split effected in the form of a stock dividend....... 204,900,000 2.1 (2.1) -- Redeemable preferred stock dividends........ (4.2) (4.2) Comprehensive Income (Loss): Net income............. 2.5 2.5 Foreign Currency Translation Adjustment........... $(3.2) (3.2) ------- Comprehensive Income (Loss)............. (0.7) ------- Balances at October 2, ----------- ---- ------ ----- ------- ------- 1999................... 205,000,000 $2.1 $202.9 $(3.2) $(486.7) $(284.9) =========== ==== ====== ===== ======= ======= See accompanying notes to financial statements. F-23

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) AUGUST 4, 1999 THROUGH OCTOBER 2, 1999 (DOLLARS IN MILLIONS) ------------ Net cash provided by operating activities................... $ 7.2 --------- Cash Flows from Investing Activities: Purchase of property, plant and equipment................. (19.7) --------- Net cash used in investing activities................... (19.7) --------- Cash Flows from Financing Activities (See Note 2): Proceeds from issuance of common stock to Texas Pacific Group................................................... 187.5 Proceeds from issuance of redeemable preferred stock to Texas Pacific Group..................................... 150.0 Payment of transaction costs charged to accumulated deficit................................................. (29.0) Proceeds from borrowings under senior credit facilities... 800.5 Proceeds from issuance of senior subordinated notes....... 400.0 Payment of debt issuance costs............................ (52.6) Repayment of joint venture debt........................... (73.0) Net cash payments to Motorola in connection with Recapitalization........................................ (1,263.8) --------- Net cash provided by financing activities............... 119.6 --------- Net increase in cash and cash equivalents................... 107.1 Cash and cash equivalents, beginning of period.............. -- --------- Cash and cash equivalents, end of period.................... $ 107.1 ========= Supplemental schedule of noncash financing activities (See Note 2): Issuance of common stock to Motorola...................... $ 17.5 Issuance of redeemable preferred stock to Motorola........ $ 59.0 Issuance of junior subordinated note to Motorola.......... $ 91.0 See accompanying notes to financial statements. F-24

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) NOTES TO FINANCIAL STATEMENTS ALL INFORMATION AS OF OCTOBER 2, 1999 AND FOR THE PERIOD FROM AUGUST 4, 1999 TO OCTOBER 2, 1999 IS UNAUDITED NOTE 1: BASIS OF PRESENTATION The accompanying consolidated financial statements as of October 2, 1999 and for the period from August 4, 1999 (the date of the Recapitalization described in Note 2) through October 2, 1999 include the accounts of SCG Holding Corporation and its majority-owned subsidiaries (collectively, the Company.) The accompanying financial information reflects all adjustments, consisting only of normal recurring adjustments, that are, in the opinion of management, necessary for a fair statement of the results for the interim period presented. Such financial information should be read in conjunction with the combined financial statements of the Semiconductor Components Group (SCG) of Motorola, Inc. (Motorola) for the year ended December 31, 1998. The Company utilizes a calendar year as its fiscal year. However, for quarterly reporting purposes, the Company's reporting periods end on the Saturday closest to the calendar quarter end. The results of operations for the period presented in the accompanying financial information are not necessarily indicative of the results to be expected for an entire fiscal year or for any future period. NOTE 2: THE RECAPITALIZATION On August 4, 1999, SCG Holding Corporation was recapitalized and certain related transactions were effected (the Recapitalization) pursuant to an agreement among SCG Holding Corporation, its subsidiary, Semiconductor Components Industries, LLC, Motorola and affiliates of Texas Pacific Group. As a result of the Recapitalization, an affiliate of Texas Pacific Group holds approximately 91% and Motorola holds approximately 9% of the outstanding voting stock of SCG Holding Corporation. In addition, as part of these transactions, Texas Pacific Group received 1,500 shares and Motorola received 590 shares of the Company's mandatorily redeemable preferred stock with a liquidation value of $209 million plus accrued and unpaid dividends. Motorola also received $91 million of junior subordinated notes issued by Semiconductor Components Industries, LLC. Cash payments to Motorola in connection with the Recapitalization were financed through equity investments by affiliates of Texas Pacific Group totaling $337.5 million, borrowings totaling $740.5 million under the Company's $875 million senior secured bank loan facilities and the issuance of $400 million of 12% senior subordinated notes due August 2009. Because Texas Pacific Group acquired less than substantially all of the Company's common stock, the basis of the Company's assets and liabilities for financial accounting purposes was not impacted by the Recapitalization. F-25

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) NOTES TO FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF OCTOBER 2, 1999 AND FOR THE PERIOD FROM AUGUST 4, 1999 TO OCTOBER 2, 1999 IS UNAUDITED NOTE 3: LONG TERM DEBT Long term debt consists of the following (dollars in millions): BALANCE AT INTEREST OCTOBER 2, AMOUNT RATE 1999 -------- ------------- ---------- Senior Bank Facilities: Tranche A............................... $200.0 LIBOR + 3.00% $ 125.5 Tranche B............................... $325.0 LIBOR + 3.50% 325.0 Tranche C............................... $350.0 LIBOR + 3.75% 350.0 Revolving Facility...................... $375.0 LIBOR + 3.00% 0.0 -------- 800.5 Senior Subordinated Notes due 2009 12% 400.0 Junior Subordinated Note due 2011 (including accrued interest of $1.5).... 10% 92.5 -------- -------- Total................................... $1,293.0 ======== Borrowings under Tranche A, B and C amortize within six, seven and eight years, respectively. The Tranche A facility includes a delayed-draw facility of $134.5 million of which $60.0 million had been borrowed as of October 2, 1999. The remaining $74.5 million of the delayed-draw facility will remain outstanding until February 4, 2000. The senior bank facilities as well as the senior subordinated notes contain various covenants and restrictions. Although no amounts are outstanding under the Company's revolving bank facility as of October 2, 1999, the amount available has been reduced by $14.7 million for letters of credit issued on behalf of the Company. The Company and one of its domestic subsidiaries (collectively the Issuers) issued the senior subordinated notes due 2009. The Company's other domestic subsidiaries (collectively the Guarantor Subsidiaries) have jointly and severally, irrevocably and unconditionally guaranteed the Issuers' obligations under the senior subordinated notes. The Guarantor Subsidiaries are holding companies whose net assets consist primarily of investments in the Company's foreign joint ventures in China, Malaysia and the Czech Republic as well as nominal equity interests in certain of the Company's foreign subsidiaries. The foreign joint ventures and foreign subsidiaries (collectively, the Non-Guarantor Subsidiaries) themselves are not guarantors of the senior subordinated notes. F-26

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) NOTES TO FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF OCTOBER 2, 1999 AND FOR THE PERIOD FROM AUGUST 4, 1999 TO OCTOBER 2, 1999 IS UNAUDITED NOTE 3: LONG TERM DEBT (CONTINUED) Condensed consolidating financial information for Issuers, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries as of October 2, 1999 and for the period from August 4, 1999 through October 2, 1999 is as follows: GUARANTOR NON-GUARANTOR ISSUERS SUBSIDIARIES SUBSIDIARIES ELIMINATIONS TOTAL -------- ------------ ------------- ------------ -------- Revenues...................................... $ 328.5 $ 13.8 $ (13.1) $ 329.2 -------- ----- ------ ------- -------- Cost of sales................................. 242.7 11.5 (13.1) 241.1 General and administrative.................... 25.4 0.7 26.1 Other operating expenses...................... 22.1 22.1 -------- ----- ------ ------- -------- Total operating costs and expenses.......... 290.2 12.2 (13.1) 289.3 -------- ----- ------ ------- -------- Operating income.............................. 38.3 1.6 0.0 39.9 Interest expense.............................. 21.9 1.1 23.0 Equity earnings............................... 1.0 1.0 (1.2) 0.8 -------- ----- ------ ------- -------- Income before taxes and minority interests.... 17.4 1.0 0.5 (1.2) 17.7 Provision for income taxes.................... (14.9) (14.9) Minority interests............................ (0.3) (0.3) -------- ----- ------ ------- -------- Net income.................................. $ 2.5 $ 1.0 $ 0.5 $ (1.5) $ 2.5 ======== ===== ====== ======= ======== Receivables................................... $ 202.4 $ 10.1 $ (6.0) $ 206.5 Inventories................................... 202.7 7.8 210.5 Other current assets.......................... 125.9 14.0 (6.2) 133.7 -------- ----- ------ ------- -------- Total current assets........................ 531.0 31.9 (12.2) 550.7 Property, plant and equipment, net............ 498.0 112.6 610.6 Deferred income taxes......................... 280.2 280.2 Investments and other assets.................. 170.2 45.2 3.3 (147.1) 71.6 -------- ----- ------ ------- -------- Total assets................................ $1,479.4 $45.2 $147.8 $(159.3) $1,513.1 ======== ===== ====== ======= ======== Accounts payable.............................. $ 99.5 $ 8.3 $ (6.8) $ 101.0 Accrued expenses.............................. 139.7 5.6 145.3 -------- ----- ------ ------- -------- Total current liabilities................... 239.2 13.9 (6.8) 246.3 Long term debt and other...................... 1,309.9 79.7 (79.4) 1,310.2 -------- ----- ------ ------- -------- Total liabilities........................... 1,549.1 93.6 (86.2) 1,556.5 -------- ----- ------ ------- -------- Minority interests............................ 28.3 28.3 -------- ----- ------ ------- -------- Redeemable preferred stock.................... 213.2 213.2 -------- ----- ------ ------- -------- Stockholders' equity (deficit)................ (282.9) 45.2 54.2 (101.4) (284.9) -------- ----- ------ ------- -------- Liabilities, minority interests, redeemable preferred stock and stockholders' equity (deficit)................................... $1,479.4 $45.2 $147.8 $(159.3) $1,513.1 ======== ===== ====== ======= ======== F-27

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) NOTES TO FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF OCTOBER 2, 1999 AND FOR THE PERIOD FROM AUGUST 4, 1999 TO OCTOBER 2, 1999 IS UNAUDITED NOTE 4: INVESTMENTS IN JOINT VENTURES The Company has investments in joint ventures located in China and the Czech Republic and a subsidiary established in anticipation of a joint venture in Slovakia, each of which was accounted for under the equity method prior to the Recapitalization. In connection with the Recapitalization, the Company refinanced third-party non-recourse loans of the joint ventures totaling $73.0 million with intercompany loans and, as a result, began consolidating these joint ventures effective August 4, 1999. The Company has a 50% interest in Semiconductor Miniatures Products Malaysia Sdn. Bhd. (SMP), a company that operates a semiconductor assembly facility in Seremban, Malaysia. The Company accounts for its investment in SMP using the equity method. NOTE 5: RESTRUCTURING AND OTHER CHARGES Subsequent to the Recapitalization, the Company incurred $6.4 million of one-time costs primarily relating to the worldwide launch of its new trade name, ON Semiconductor-TM-. Such costs have been separately identified as restructuring and other charges within operating costs and expenses in the accompanying consolidated statement of operations and comprehensive income (loss). In June 1998, Motorola recorded a charge to cover restructuring costs related to the consolidation of manufacturing operations, the exit of non-strategic or poorly performing businesses and a reduction in worldwide employment by 20,000. Asset impairment and other charges were also recorded for the write-down of assets which became impaired as a result of current business conditions or business portfolio decisions. The Company's charges related to these actions were $189.8 million of which $53.9 million represented asset impairments charged directly against property, plant and equipment. As part of our recapitalization, Motorola agreed to retain, and subsequently release, approximately 900 employees whom the Semiconductor Components Group had planned to release as part of its restructuring program. At October 2, 1999, $13.6 million of related restructuring accruals remained outstanding. The following table summarizes movements in the restructuring accruals from August 4, 1999, the date of the Recapitalization, through October 2, 1999: AUGUST 4, OCTOBER 2, 1999 PAYMENTS 1999 --------- -------- ---------- Consolidation of manufacturing operations..... $ 9.4 $(0.7) $ 8.7 Business exits................................ 4.9 -- 4.9 ----- ----- ----- $14.3 $(0.7) $13.6 ===== ===== ===== The Company's remaining accrual at October 2, 1999 for the consolidation of manufacturing operations represents the finalization of plant closings in the United States while the remaining F-28

SCG HOLDING CORPORATION AND SUBSIDIARIES (D/B/A ON SEMICONDUCTOR) NOTES TO FINANCIAL STATEMENTS (CONTINUED) ALL INFORMATION AS OF OCTOBER 2, 1999 AND FOR THE PERIOD FROM AUGUST 4, 1999 TO OCTOBER 2, 1999 IS UNAUDITED NOTE 5: RESTRUCTURING AND OTHER CHARGES (CONTINUED) accrual within the business exits category relates to the costs of exiting two unprofitable product lines. The Company expects to liquidate the remaining accruals via cash payments. NOTE 6: CONTINGENCIES The Company is currently involved in a variety of legal matters that arose in the normal course of business. Based on information currently available, management does not believe that the ultimate resolution of these matters will have a material adverse effect on our financial condition, results of operations or cash flows. NOTE 7: SEGMENT INFORMATION The Company operates in one industry segment and is engaged in the design, development, manufacture and marketing of a wide variety of semiconductor products for the semiconductor industry and original equipment manufacturers. The Company operates in various geographic locations. Sales to unaffiliated customers have little correlation with the location of manufacture. It is, therefore, not meaningful to present operating profit by geographic location. The Company conducts a substantial portion of its operations outside of the United States and is subject to risks associated with non-U.S. operations, such as political risks, currency controls and fluctuations, tariffs, import controls and air transportation. Net product sales to unaffiliated customers by geographic location, including local sales and exports made by operations within each area, for the period from August 4, 1999 to October 2, 1999 approximated $154.3 million, $79.2 million, $56.9 million and $38.8 million in the Americas, Asia/Pacific, Europe and Japan, respectively. F-29

- -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NO DEALER, SALESPERSON OR OTHER PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR TO REPRESENT ANYTHING NOT CONTAINED IN THIS PROSPECTUS OR IN THE ACCOMPANYING LETTER OF TRANSMITTAL. YOU MUST NOT RELY ON ANY UNAUTHORIZED INFORMATION OR REPRESENTATIONS. THIS PROSPECTUS AND THE ACCOMPANYING LETTER OF TRANSMITTAL ARE AN OFFER TO SELL OR TO BUY ONLY THE SECURITIES OFFERED HEREBY, BUT ONLY UNDER CIRCUMSTANCES AND IN JURISDICTIONS WHERE IT IS LAWFUL TO DO SO. THE INFORMATION CONTAINED IN THIS PROSPECTUS AND IN THE ACCOMPANYING LETTER OF TRANSMITTAL ARE CURRENT ONLY AS OF THEIR RESPECTIVE DATES. - -------------------------------------------------------------------------------- [LOGO] THROUGH AND INCLUDING , (THE 90TH DAY AFTER THE DATE OF THIS PROSPECTUS), ALL DEALERS EFFECTING TRANSACTIONS IN THESE SECURITIES, WHETHER OR NOT PARTICIPATING IN THIS OFFERING, MAY BE REQUIRED TO DELIVER A PROSPECTUS. THIS IS IN ADDITION TO THE DEALERS' OBLIGATION TO DELIVER A PROSPECTUS WHEN ACTING AS UNDERWRITERS AND WITH RESPECT TO THEIR UNSOLD ALLOTMENTS OR SUBSCRIPTIONS. , - -------------------------------------------------------------------------------- - --------------------------------------------------------------------------------

PART II INFORMATION NOT REQUIRED IN PROSPECTUS ITEM 20. INDEMNIFICATION OF DIRECTORS AND OFFICERS. The Limited Liability Company Agreements of Semiconductor Components Industries, LLC ("Semiconductor Components") and SCG International Development, LLC and the Certificates of Incorporation of SCG Holding Corporation ("SCG Holding"), SCG (Malaysia SMP) Holding Corporation, SCG (China) Holding Corporation, SCG (Czech) Holding Corporation and Semiconductor Components Industries Puerto Rico, Inc. (each, a "Co-Registrant") provide for indemnification of the Registrants' officers and directors or members, as the case may be. The Limited Liability Company Agreements of Semiconductor Components and SCG International Development, LLC each provide for the indemnification of their sole Member, SCG Holding, their officers, and each of their respective affiliates, officers, directors, shareholders, agents or employees if such persons acted in furtherance of the interests of the respective company's interest and no court of competent jurisdiction decides that the actions of such persons constituted bad faith, gross negligence or willful misconduct. The Certificate of Incorporation for each of the remaining Co-Registrants provides for the indemnification of all persons, including its directors, whom it may indemnify to the fullest extent permitted by the General Corporation Law of the State of Delaware (the "DGCL"). Section 145 of the DGCL provides as follows: 145 INDEMNIFICATION OF OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS; INSURANCE-- (a) A corporation shall have power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that the person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorney's fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by the person in connection with such action, suit or proceeding if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe the person's conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith and in a manner which the person reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had reasonable cause to believe that the person's conduct was unlawful. A corporation shall have power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that the person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise against expenses (including attorneys' fees) actually and reasonably incurred by the person in connection with the defense or settlement of such action or suit if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation and except that no indemnification shall be made II-1

in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation unless and only to the extent that the court of Chancery or the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the Court of Chancery or such other court shall deem proper. To the extent that a present or former director or officer of a corporation has been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in subsections (a) and (b) of this section, or in defense of any claim, issue or matter therein, such person shall be indemnified against expenses (including attorneys' fees) actually and reasonably incurred by such person in connection therewith. Any Indemnification under subsections (a) and (b) of this section (unless ordered by a court) shall be made by the corporation only as authorized in the specific case upon a determination that indemnification of the present or former director, officer, employee or agent is proper in the circumstances because the person has met the applicable standard of conduct set forth in subsections (a) and (b) of this section. Such determination shall be made, with respect to a person who is a director or officer at the time of such determination, (1) by a majority vote of the directors who are not parties to such action, suit or proceeding, even though less than a quorum, or (2) by a committee of such directors designated by majority vote of such directors, even though less than a quorum, or (3) if there are no such directors, or if such directors so direct, by independent legal counsel in a written opinion, or (4) by the stockholders. Expenses (including attorneys' fees) incurred by an officer or director in defending any civil, criminal, administrative or investigative action, suit or proceeding may be paid by the corporation in advance of the final disposition of such action, suit or proceeding upon receipt of an undertaking by or on behalf of such director or officer to repay such amount if it shall ultimately be determined that such person is not entitled to be indemnified by the corporation as authorized in this section. Such expenses (including attorneys' fees) incurred by former directors and officers or other employees and agents may be so paid upon such terms and conditions, if any, as the corporation deems appropriate. The indemnification and advancement of expenses provided by, or granted pursuant to, the other subsections of this section shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person's official capacity and as to action in another capacity while holding such office. A corporation shall have power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise against any liability asserted against such person in any such capacity or arising out of such person's status as such whether or not the corporation would have the power to indemnify such person against such liability under this section. For purposes of this section, references to "the corporation" shall include, in addition to the resulting corporation, any constituent corporation (including any constituent of a constituent) absorbed in a consolidation or merger which, if its separate existence had continued, would have had power and authority to indemnify its directors, officers, and employees or agents, so that any person who is or was a director, officer, employee or agent of such constituent corporation, or is or was serving at the request of such constituent corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, shall stand in the same II-2

position under this section with respect to the resulting or surviving corporation as such person would have with respect to such constituent corporation if its separate existence had continued. For purposes of this section, references to "other enterprises" shall include employee benefit plans; references to "fines" shall include any excise taxes assessed on a person with respect to any employee benefit plan; and references to "serving at the request of the corporation" shall include any service as a director, officer, employee or agent of the corporation which imposes duties on, or involves services by, such director, officer, employee, or agent with respect to an employee benefit plan, its participants or beneficiaries; and a person who acted in good faith and in a manner such person reasonably believed to be in the interest of the participants and beneficiaries of an employee benefit plan shall be deemed to have acted in a manner "not opposed to the best interests of the corporation" as referred to in this section. The indemnification and advancement of expenses provided by, or granted pursuant to, this section shall, unless otherwise provided when authorized or ratified, continue as to a person who has ceased to be a director, officer, employee or agent and shall inure to the benefit of the heirs, executors and administrators of such a person. The Court of Chancery is hereby vested with exclusive jurisdiction to hear and determine all actions for advancement of expenses or indemnification brought under this section or under any bylaw, agreement, vote of stockholders or disinterested directors, or otherwise. The Court of Chancery may summarily determine a corporation's obligation to advance expenses (including attorneys' fees). The Registrant also carries liability insurance covering officers and directors. ITEM 21. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES. EXHIBITS. A list of exhibits included as part of this Registration Statement is set forth in the Exhibit Index which immediately precedes such exhibits and is hereby incorporated by reference herein. ITEM 22. UNDERTAKINGS. (a) The undersigned registrants hereby undertake that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrants' annual reports pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plans annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. (b) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrants pursuant to the foregoing provisions, or otherwise, the registrants have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by any such director, officer or controlling person in connection with the securities being registered, the registrants will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue. II-3

(c) The undersigned registrant hereby undertakes to respond to requests for information that is incorporated by reference into the prospectus pursuant to Item 4, 10(b), 11, or 13 of this Form S-4, within one business day of receipt of such request, and to send the incorporated documents by first class mail or other equally prompt means. This includes information contained in documents filed subsequent to the effective date of the registration statement through the date of responding to the request. (d) The undersigned registrant hereby undertakes to supply by means of a post-effective amendment all information concerning a transaction, and the company being acquired involved therein, that was not the subject of and included in the registration statement when it became effective. II-4

SIGNATURES Pursuant to the requirements of the Securities Act of 1933, each registrant has duly caused this registration statement to be signed on behalf by the undersigned, thereunto duly authorized, in the City of Phoenix, State of Arizona, on January 11, 2000. SCG HOLDING CORPORATION BY: /S/ STEVE HANSON ----------------------------------------- NAME: STEVE HANSON TITLE: PRESIDENT Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated, on January 11, 2000. SIGNATURE TITLES DATE --------- ------ ---- /s/ STEVE HANSON ------------------------------------------- President and Director of January 11, 2000 Steve Hanson the registrant Senior Vice President, Chief /s/ DARIO SACOMANI Financial Officer and ------------------------------------------- Chief Accounting Officer January 11, 2000 Dario Sacomani of the registrant /s/ CURTIS J. CRAWFORD* Chairman of the Board of ------------------------------------------- Directors of the January 11, 2000 Curtis J. Crawford registrant /s/ DAVID BONDERMAN* ------------------------------------------- Director of the registrant January 11, 2000 David Bonderman /s/ RICHARD W. BOYCE* ------------------------------------------- Director of the registrant January 11, 2000 Richard W. Boyce /s/ JUSTIN T. CHANG* ------------------------------------------- Director of the registrant January 11, 2000 Justin T. Chang /s/ DAVID M. STANTON* ------------------------------------------- Director of the registrant January 11, 2000 David M. Stanton ------------------------------------------- Director of the registrant William A. Franke *By: /s/ DARIO SACOMANI -------------------------------------- Dario Sacomani, AS ATTORNEY-IN-FACT S-1

SIGNATURES Pursuant to the requirements of the Securities Act of 1933, each registrant has duly caused this registration statement to be signed on behalf by the undersigned, thereunto duly authorized, in the City of Phoenix, State of Arizona, on January 11, 2000. SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC BY: /S/ STEVE HANSON ----------------------------------------- NAME: STEVE HANSON TITLE: PRESIDENT Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated, on January 11, 2000. SIGNATURE TITLE(S) DATE --------- -------- ---- President of the registrant /s/ STEVE HANSON and Director of SCG ------------------------------------------- Holding Corporation (the January 11, 2000 Steve Hanson sole member of the registrant)** /s/ DARIO SACOMANI Financial Officer and Chief ------------------------------------------- Accounting Officer of the January 11, 2000 Dario Sacomani registrant Chairman of the Board of /s/ CURTIS J. CRAWFORD* Directors of SCG Holding ------------------------------------------- Corporation (the sole January 11, 2000 Curtis J. Crawford member of the registrant)** Director of SCG Holding /s/ DAVID BONDERMAN* Corporation (the sole ------------------------------------------- member of the January 11, 2000 David Bonderman registrant)** Director of SCG Holding /s/ RICHARD W. BOYCE* Corporation (the sole ------------------------------------------- member of the January 11, 2000 Richard W. Boyce registrant)** Director of SCG Holding /s/ JUSTIN T. CHANG* Corporation (the sole ------------------------------------------- member of the January 11, 2000 Justin T. Chang registrant)** Director of SCG Holding /s/ DAVID M. STANTON* Corporation (the sole ------------------------------------------- member of the January 11, 2000 David M. Stanton registrant)** S-2

SIGNATURE TITLE(S) DATE --------- -------- ---- Director of SCG Holding Corporation (the sole ------------------------------------------- member of the William A. Franke registrant)** *By: /s/ DARIO SACOMANI -------------------------------------- Dario Sacomani, AS ATTORNEY-IN-FACT ** As a Delaware limited liability company, the registrant does not have any directors. S-3

SIGNATURES Pursuant to the requirements of the Securities Act of 1933, each registrant has duly caused this registration statement to be signed on behalf by the undersigned, thereunto duly authorized, in the City of Phoenix, State of Arizona, on January 11, 2000. SCG INTERNATIONAL DEVELOPMENT, LLC BY: /S/ STEVE HANSON ----------------------------------------- NAME: STEVE HANSON TITLE: PRESIDENT Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated, on January 11, 2000. SIGNATURE TITLES DATE --------- ------ ---- President of the registrant and Director of SCG Holding Corporation (the /s/ STEVE HANSON sole member of ------------------------------------------- Semiconductor Components January 11, 2000 Steve Hanson Industries, LLC, the sole member of the registrant)** Senior Vice President, Chief /s/ DARIO SACOMANI Financial Officer and ------------------------------------------- Chief Accounting Officer January 11, 2000 Dario Sacomani of the registrant Chairman of the Board of Directors of SCG Holding /s/ CURTIS J. CRAWFORD* Corporation (the sole ------------------------------------------- member of Semiconductor January 11, 2000 Curtis J. Crawford Components Industries, LLC, the sole member of the registrant)** Director of SCG Holding Corporation (the sole /s/ DAVID BONDERMAN* member of Semiconductor ------------------------------------------- Components Industries, January 11, 2000 David Bonderman LLC, the sole member of the registrant)** Director of SCG Holding Corporation (the sole /s/ RICHARD W. BOYCE* member of Semiconductor ------------------------------------------- Components Industries, January 11, 2000 Richard W. Boyce LLC, the sole member of the registrant)** S-4

SIGNATURE TITLES DATE --------- ------ ---- Director of SCG Holding Corporation (the sole /s/ JUSTIN T. CHANG* member of Semiconductor ------------------------------------------- Components Industries, January 11, 2000 Justin T. Chang LLC, the sole member of the registrant)** Director of SCG Holding Corporation (the sole /s/ DAVID M. STANTON* member of Semiconductor ------------------------------------------- Components Industries, January 11, 2000 David M. Stanton LLC, the sole member of the registrant)** Director of SCG Holding Corporation (the sole member of Semiconductor ------------------------------------------- Components Industries, William A. Franke LLC, the sole member of the registrant)** *By: /s/ DARIO SACOMANI -------------------------------------- Dario Sacomani, AS ATTORNEY-IN-FACT ** As Delaware limited liability companies, neither the registrant nore its sole member, Semiconductor Components Industries, LLC, has any directors. S-5

SIGNATURES Pursuant to the requirements of the Securities Act of 1933, each registrant duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Phoenix, State of Arizona, on January 11, 2000. SCG (CZECH) HOLDING CORPORATION BY: /S/ STEVE HANSON ----------------------------------------- NAME: STEVE HANSON TITLE: PRESIDENT Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated, on January 11, 2000. SIGNATURE TITLES DATE --------- ------ ---- /s/ STEVE HANSON President of the registrant ------------------------------------------- January 11, 2000 Steve Hanson Senior Vice President, Chief /s/ DARIO SACOMANI Financial Officer and ------------------------------------------- Chief Accounting Officer January 11, 2000 Dario Sacomani of the registrant /s/ GEORGE H. CAVE Director of the registrant ------------------------------------------- January 11, 2000 George H. Cave /s/ JEAN-JACQUES MORIN Director of the registrant ------------------------------------------- January 11, 2000 Jean-Jacques Morin S-9

EXHIBIT INDEX 2.1 Reorganization Agreement, dated as of May 11, 1999, among Motorola, Inc., SCG Holding Corporation and Semiconductor Components Industries LLC.+* 2.2 Agreement and Plan of Recapitalization and Merger, as amended, dated as of May 11, 1999, among SCG Holding Corporation, Semiconductor Components Industries, LLC, Motorola, Inc., TPG Semiconductor Holdings LLC, and TPG Semiconductor Acquisition Corp.+* 2.3 Amendment No. 1 to Agreement and Plan of Recapitalization and Merger, dated as of July 28, 1999, among SCG Holding Corporation, Semiconductor Components Industries, LLC, Motorola, Inc., TPG Semiconductor Holdings LLC, and TPG Semiconductor Acquisition Corp.+* 3.1 Amended and Restated Certificate of Incorporation of SCG Holding Corporation* 3.2 Certificate of Limited Liability Company of Semiconductor Components Industries, LLC* 3.3 Certificate of Incorporation of SCG (Malaysia SMP) Holding Corporation* 3.4 Amended and Restated Certificate of Incorporation of SCG (China) Holding Corporation* 3.5 Amended and Restated Certificate of Incorporation of SCG (Czech) Holding Corporation* 3.6 Amended and Restated Certificate of Incorporation of Semiconductor Components Industries Puerto Rico, Inc.* 3.7 Certificate of Limited Liability Company of SCG International Development, LLC* 3.8 Bylaws of SCG Holding Corporation*** 3.9 Limited Liability Company Agreement of Semiconductor Components Industries, LLC* 3.10 Bylaws of SCG (Malaysia SMP) Holding Corporation* 3.11 Bylaws of SCG (China) Holding Corporation* 3.12 Bylaws of SCG (Czech) Holding Corporation* 3.13 Bylaws of Semiconductor Components Industries Puerto Rico, Inc.* 3.14 Limited Liability Company Agreement of SCG International Development, LLC* 4.1 Indenture, dated as of August 4, among SCG Holding Corporation, Semiconductor Components Industries, LLC and State Street Bank and Trust Company, as trustee, relating to the 12% Senior Subordinated Notes due 2009* 4.2 Form of 12% Senior Subordinated Note due 2009 of SCG Holding Corporation and Semiconductor Components Industries, LLC (the "Initial Note") (included as Exhibit A to The Indenture filed as Exhibit 4.1)* 4.3 Form of 12% Senior Subordinated Note due 2009 of SCG Holding Corporation and Semiconductor Components Industries, LLC (the "Exchange Note") (included as Exhibit B to the Indenture filed as Exhibit 4.1)* 4.4 Junior Subordinated Note Due 2011 payable to Motorola, Inc.* 4.5 Exchange Offer and Registration Rights Agreement, dated August 4, 1999, Semiconductor Components Industries, LLC, SCG Holding Corporation, the subsidiary guarantors of SCG Holding Corporation* 5.1 Opinion of Cleary, Gottlieb, Steen & Hamilton regarding the legality of Exchange Notes* 10.1 Purchase Agreement, dated as of August 4, 1999, among SCG Holding Corporation, Semiconductor Components Industries, LLC, Chase Securities Inc., Donaldson, Lufkin & Jenrette Securities Corporation, Lehman Brothers Inc.*

10.2 Credit Agreement, dated as of August 4, 1999, among SCG Holding Corporation, Semiconductor Components Industries, LLC, The Chase Manhattan Bank, as Administrative Agent, Credit Lyonnais New York Branch as Co-Documentation Agent, DLJ Capital Funding, Inc., as Co-Documentation Agent, Lehman Commercial Paper Inc., as Co-Documentation Agent and Chase Securities Inc., as Arranger and the other financial institutions party thereto* 10.3 Guarantee Agreement, dated as of August 4, 1999, among SCG Holding Corporation, the subsidiary guarantors of SCG Holding Corporation that are signatories thereto, and The Chase Manhattan Bank, as collateral agent* 10.4 Security Agreement, dated as of August 4, 1999, among Semiconductor Components Industries, LLC, SCG Holding Corporation, the subsidiary guarantors of SCG Holding Corporation that are signatories thereto, and The Chase Manhattan Bank, as collateral agent++*** 10.5 Amended and Restated Intellectual Property Agreement, dated August 4, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.++*** 10.6 Transition Services Agreement, dated August 4, 1999, among Motorola, Inc., SCG Holding Corporation, and Semiconductor Components Industries, LLC* 10.7 Employee Matters Agreements, as amended, dated July 30, 1999, among Semiconductor Components Industries, LLC, SCG Holding Corporation and Motorola, Inc.** 10.8 Motorola Assembly Agreement, dated July 31, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.++* 10.9 SCG Assembly Agreement, dated July 31, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.++* 10.10 Motorola Foundry Agreement, dated July 31, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.++* 10.11 SCG Foundry Agreement, dated July 31, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.++* 10.12 Equipment Lease and Repurchase Agreement, dated July 31, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.* 10.13 Equipment Passdown Agreement, dated July 31, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.++* 10.14 SCG Holding Corporation 1999 Founders Stock Option Plan* 10.15 Lease for 52nd Street property, dated July 31, 1999, among Motorola Inc. as Lessor and Semiconductor Components Industries, LLC, as Lessee* 10.16 Lease for U.S. Locations (Mesa, Chandler, 56th Street and Tempe), dated July 31, 1999, among Semiconductor Components Industries, LLC as Lessor, and Motorola, Inc. as Lessee* 10.17 Declaration of Reciprocal Covenants, Easement of Restrictions and Options to Purchase and Lease, dated July 31, 1999, among Semiconductor Components Industries, LLC and Motorola, Inc.* 10.18 Employment Agreement, dated as of October 27, 1999, between Semiconductor Components Industries, LLC and Steve Hanson* 10.19 Employment Agreement, dated as of September 13, 1999, between Semiconductor Components Industries, LLC and Michael Rohleder* 10.20 Employment Agreement, dated as of November 8, 1999, between Semiconductor Components Industries, LLC and James Thorburn** 10.21 Employment Agreement, dated as of October 27, 1999, between Semiconductor Components Industries, LLC and William George*

10.22 Employment Agreement, dated as of October 27, 1999, between Semiconductor Components Industries, LLC and Dario Sacomani* 10.23 Pledge and Security Agreement, dated as of November 8, 1999, between Semiconductor Components Industries, LLC and James Thorburn** 10.24 Promissory Note/Security Interest, dated as of November 8, 1999, from James Thorburn to Semiconductor Components Industries, LLC** 10.25 Summary of Deferred Compensation Plan** 10.26 Stock Option Agreement, dated as of November 22, 1999, between SCG Holding Corporation and Steven Hanson**** 10.27 Stock Option Agreement, dated as of November 22, 1999, between SCG Holding Corporation and Dario Sacomani**** 10.28 Stock Option Agreement, dated as of November 8, 1999, between SCG Holding Corporation and James Thorburn**** 10.29 Stock Option Agreement, dated as of November 22, 1999, between SCG Holding Corporation and William George**** 10.30 Stock Option Agreement, dated as of November 22, 1999, between SCG Holding Corporation and Michael Rohleder**** 10.31 Stock Option Agreement, dated as of November 22, 1999, between SCG Holding Corporation and Richard Boyce**** 12.1 Calculation of Ratio of Earnings to Fixed Charges*** 21.1 List of Significant Subsidiaries*** 23.1 Consent of KPMG LLP, independent accountants*** 23.2 Consent of Cleary, Gottlieb, Steen & Hamilton (included in its opinion filed as Exhibit 5.1)* 24.1 Power of Attorney* 25.1 Form T-1 with respect to the eligibility of State Street Bank & Trust Company with respect to the Indenture* 27.1 Financial Data Schedule*** 99.1 Form of Letter of Transmittal** 99.2 Form of Notice of Guaranteed Delivery** 99.3 Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees** 99.4 Form of Letter to Clients** 99.5 Stockholders Agreement dated as of August 4, 1999 among SCG Holding Corporation, TPG Semiconductor Holdings, LLC and Motorola, Inc.* - ------------------------ * Previously filed. ** Filed herewith. *** Previously filed and filed herewith in a revised form. ****To be filed by amendment. + Schedules or other attachments to these exhibits not filed herewith shall be furnished to the Commission upon request. ++ Portions of these exhibits have been omitted pursuant to a request for confidential treatment.

EXHIBIT 3.8 BY-LAWS OF SCG HOLDING CORPORATION AS AMENDED DECEMBER 13, 1999 ARTICLE I Offices SECTION 1. REGISTERED OFFICE. The registered office shall be established and maintained at the office of The Corporation Trust Company, in the City of Wilmington, in the County of New Castle, in the State of Delaware, and said corporation shall be the registered agent of this corporation in charge thereof. SECTION 2. OTHER OFFICES. The corporation may have other offices, either within or without the State of Delaware, at such place or places as the Board of Directors may from time to time appoint or the business of the corporation may require. ARTICLE II MEETING OF STOCKHOLDERS SECTION 1. ANNUAL MEETINGS. Annual meetings of stockholders for the election of directors and for such other business as may be stated in the notice of the meeting, shall be held at such place, either within or without the State of Delaware, and at such time and date as the Board of Directors, by resolution, shall determine and as set forth in the notice of the meeting. In the event the Board of Directors fails to so determine the time, date and place of meeting, the annual meeting of stockholders shall be held at the offices of the corporation in Delaware on the first Tuesday of April at 11:30 A.M. If the date of the annual meeting shall fall upon a legal holiday, the meeting shall be held on the next business day. At each annual meeting, the stockholders entitled to vote shall elect a Board of Directors and they may transact such other corporate business as shall be stated in the notice of the meeting. SECTION 2. OTHER MEETINGS. Meetings of stockholders for any purpose other than the election of directors may be held at such time and place, within or without the State of Delaware, as shall be stated in the notice of meeting. 1

SECTION 3. VOTING. Each stockholder entitled to vote in accordance with the terms of the Certificate of Incorporation and in accordance with the provisions of these By-Laws shall be entitled to one vote, in person or by proxy, for each share of stock entitled to vote held by such stockholder, but no proxy shall be voted after three years from its date unless such proxy provides for a longer period. Upon the demand of any stockholder, the vote for directors and the vote upon any question before the meeting, shall be by ballot. All elections for directors shall be decided by plurality vote; all questions shall be decided by majority vote except as otherwise provided by the Certificate of Incorporation or the laws of the State of Delaware. A complete list of the stockholders entitled to vote at the ensuing election, arranged in alphabetical order, with the address of each, and the number of shares held by each, shall be open to the examination of any stockholder, for any purpose germane to the meeting, during ordinary business hours, for a period of at least ten days prior to the meeting, either at a place within the city where the meeting is to be held, which place shall be specified in the notice of the meeting, or, if not so specified, at the place where the meeting is to be held. The list shall also be produced and kept at the meeting and place of the meeting during the whole time thereof, and may be inspected by any stockholder who is present. SECTION 4. QUORUM. Except as otherwise required by Law, by the Certificate of Incorporation or by these By-Laws, the presence, in person or by proxy, of stockholders holding a majority of the stock of the corporation entitled to vote shall constitute a quorum at all meetings of the stockholders. In case a quorum shall not be present at any meeting, a majority in interest of the stockholders entitled to vote thereat, present in person or by proxy, shall have the power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until the requisite amount of stock entitled to vote shall be present. At any such adjourned meeting at which the requisite amount of stock entitled to vote shall be represented, any business may be transacted which might have been transacted at the meeting as originally noticed; but only those stockholders entitled to vote at the meeting as originally noticed shall be entitled to vote at any adjournment or adjournments thereof. SECTION 5. SPECIAL MEETINGS. Special meetings of the stockholders for any purpose or purposes may be called by the President or Secretary, or by resolution of the directors. SECTION 6. NOTICE OF MEETINGS. Written notice, stating the place, date and time of the meeting, and the general nature of the business to be considered, shall be given to each stockholder entitled to vote thereat at his address as it appears on the records of the corporation, not less than ten nor more than sixty days before the date of the meeting. No business other than that stated in the notice shall be transacted at any meeting without the unanimous consent of all the stockholders entitled to vote thereat. SECTION 7. ACTION WITHOUT MEETING. Unless otherwise provided by the Certificate of Incorporation, any action required to be taken at any annual or special meeting of stockholders, or any action which may be taken at any annual or special meeting, may be taken without a meeting, without prior notice and without a vote, if a consent in writing, setting forth the action so taken, shall be signed by the holders of outstanding stock having not less than 2

the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted. Prompt notice of the taking of the corporate action without a meeting by less than unanimous written consent shall be given to those stockholders who have not consented in writing. ARTICLE III DIRECTORS SECTION 1. NUMBER AND TERM. The number of directors shall be fixed by the Board of Directors from time to time, but shall be not less than six or more than nine. Each director shall be elected to serve until his successor shall be elected and shall qualify. Directors need not be stockholders. SECTION 2. RESIGNATIONS. Any director, member of a committee or other officer may resign at any time. Such resignation shall be made in writing, and shall take effect at the time specified therein, and if no time be specified, at the time of its receipt by the President or Secretary. The acceptance of a resignation shall not be necessary to make it effective. SECTION 3. VACANCIES. If the office of any director, member of a committee or other officer becomes vacant, the remaining directors in office, though less than a quorum, by a majority vote, may appoint any qualified person to fill such vacancy, who shall hold office for the unexpired term and until his successor shall be duly chosen. SECTION 4. REMOVAL. Except as hereinafter provided, any director or directors may be removed either for or without cause at any time by the affirmative vote of the holders of a majority of all the shares of stock outstanding and entitled to vote, at a special meeting of the stockholders called for the purpose and the vacancies thus created may be filled, at the meeting held for the purpose of removal, by the affirmative vote of a majority in interest of the stockholders entitled to vote. Unless the Certificate of Incorporation otherwise provides, stockholders may effect removal of a director who is a member of a classified Board of Directors only for cause. If the Certificate of Incorporation provides for cumulative voting and if less than the entire board is to be removed, no director may be removed without cause if the votes cast against his removal would be sufficient to elect him if then cumulatively voted at an election of the entire board of directors, or if there be classes of directors, at an election of the class of directors of which he is a part. If the holders of any class of series are entitled to elect one or more directors by the provisions of the Certificate of Incorporation, these provisions shall apply, in respect to the removal without cause of a director or directors so elected, to the vote of the holders of the outstanding shares of that class or series and not to the vote of the outstanding shares as a whole. SECTION 5. INCREASE OF NUMBER. The number of directors may be increased by amendment of these By-Laws by the affirmative vote of a majority of the directors, 3

though less than a quorum, or, by the affirmative vote of a majority interest of the stockholders, at the annual meeting or at a special meeting called for that purpose, and by like vote the additional directors may be chosen at such meeting to hold office until the next annual election and until their successors are elected and qualify. SECTION 6. POWERS. The Board of Directors shall exercise all of the powers of the corporation except such as are by law, or by the Certificate of Incorporation of the corporation or by these By-Laws conferred upon or reserved to the stockholders. SECTION 7. COMMITTEES. The Board of Directors may, by resolution or resolutions passed by a majority of the whole board, designate one or more committees, each committee to consist of two or more directors of the corporation. The board may designate one or more directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee. In the absence or disqualification of any member of such committee or committees, the member or members thereof present at any meeting and not disqualified from voting, whether or not he or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member. Any such committee, to the extent provided in the resolution of the Board of Directors, or in these By-Laws, shall have and may exercise all the powers and authority of the Board of Directors in the management of the business and affairs of the corporation, and may authorize the seal of the corporation to be affixed to all papers which may require it; but no such committee shall have the power or authority in reference to amending the Certificate of Incorporation, adopting an agreement of merger or consolidation, recommending to the stockholders the sale, lease or exchange of all or substantially all of the corporation's property and assets, recommending to the stockholders a dissolution of the corporation or a revocation of a dissolution, or amending the By-Laws of the corporation; and, unless the resolution, these By-Laws, or the Certificate of Incorporation expressly so provide, no such committee shall have the power or authority to declare a dividend or to authorize the issuance of stock. SECTION 8. MEETINGS. The newly elected directors may hold their first meeting for the purpose of organization and the transaction of business, if a quorum be present, immediately after the annual meeting of the stockholders; or the time and place of such meeting may be fixed by consent in writing of all the directors. Regular meetings of the directors may be held without notice at such places and times as shall be determined from time to time by resolution of the directors. Special meetings of the board may be called by the President or by the Secretary on the written request of any two directors on at least two day's notice to each director and shall be held at such place or places as may be determined by the directors, or shall be stated in the call of the meeting. Unless otherwise restricted by the Certificate of Incorporation or by these By-Laws, members of the Board of Directors, or any committee designated by the Board of Directors, may participate in a meeting of the Board of Directors, or any committee, by means of 4

conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other, and such participation in a meeting shall constitute presence in person at the meeting. SECTION 9. QUORUM. A majority of the directors shall constitute a quorum for the transaction of business. If at any meeting of the board there shall be less than a quorum present, a majority of those present may adjourn the meeting from time to time until a quorum is obtained, and no further notice thereof need be given other than by announcement at the meeting which shall be so adjourned. SECTION 10. COMPENSATION. Non-employee directors, as such, may receive such stated salary for their services and/or such fixed sums and expenses of attendance for attendance at each regular or special meeting of the Board of Directors or any committee thereof as may be established by resolution of the Board; provided, that no compensation shall be so paid for participation in any action taken pursuant to Article III, Section II; and provided, further, that nothing herein contained shall be construed to preclude any director from serving the corporation in any other capacity and receiving compensation therefor. SECTION 11. ACTION WITHOUT MEETING. Any action required or permitted to be taken at any meeting of the Board of Directors, or of any committee thereof, may be taken without a meeting, if prior to such action a written consent thereto is signed by all members of the board, or of such committee as the case may be, and such written consent is filed with the minutes of proceedings of the board or committee. ARTICLE IV OFFICERS SECTION 1. OFFICERS. The officers of the corporation shall be a President, a Treasurer, and a Secretary, all of whom shall be elected by the Board of Directors and who shall hold office until their successors are elected and qualified. In addition, the Board of Directors may elect a Chairman, one or more Vice-Presidents and such Assistant Secretaries and Assistant Treasurers as they may deem proper. None of the officers of the corporation need be directors. The officers shall be elected at the first meeting of the Board of Directors after each annual meeting. More than two offices may be held by the same person. SECTION 2. OTHER OFFICERS AND AGENTS. The Board of Directors may appoint such other officers and agents as it may deem advisable, who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board of Directors. SECTION 3. CHAIRMAN. The Chairman of the Board of Directors, if one be elected, shall preside at all meetings of the Board of Directors and he shall have and perform such other duties as from time to time may be assigned to him by the Board of Directors. 5

SECTION 4. PRESIDENT. The President shall be the chief executive officer of the corporation and shall have the general powers and duties of supervision and management usually vested in the office of President of a corporation. He shall preside at all meetings of the stockholders if present thereat, and in the absence or nonelection of the Chairman of the Board of Directors, at all meetings of the Board of Directors, and shall have general supervision, direction and control of the business of the corporation. Except as the Board of Directors shall authorize the execution thereof in some other manner, he shall execute bonds, mortgages and other contracts in behalf of the corporation, and shall cause the seal to be affixed to any instrument requiring it and when so affixed the seal shall be attested by the signature of the Secretary or the Treasurer or an Assistant Secretary or an Assistant Treasurer. SECTION 5. VICE-PRESIDENT. Each Vice-President shall have such powers and shall perform such duties as shall be assigned to him by the directors. SECTION 6. TREASURER. The Treasurer shall have the custody of the corporate funds and securities and shall keep full and accurate account of receipts and disbursements in books belonging to the corporation. He shall deposit all moneys and other valuables in the name and to the credit of the corporation in such depositaries as may be designated by the Board of Directors. The Treasurer shall disburse the funds of the corporation as may be ordered by the Board of Directors, or the President, taking proper vouchers for such disbursements. He shall render to the President and Board of Directors at the regular meetings of the Board of Directors, or whenever they may request it, an account of all his transactions as Treasurer and of the financial condition of the corporation. If required by the Board of Directors, he shall give the corporation a bond for the faithful discharge of his duties in such amount and with such surety as the board shall prescribe. SECTION 7. SECRETARY. The Secretary shall give, or cause to be given, notice of all meetings of stockholders and directors, and all other notices required by law or by these By-Laws, and in case of his absence or refusal or neglect so to do, any such notice may be given by any person thereunto directed by the President, or by the directors, or stockholders, upon whose requisition the meeting is called as provided in these By-Laws. He shall record all the proceedings of the meetings of the corporation and of the directors in a book to be kept for that purpose, and shall perform such other duties as may be assigned to him by the directors or the President. He shall have the custody of the seal of the corporation and shall affix the same to all instruments requiring it, when authorized by the directors or the President, and attest the same. SECTION 8. ASSISTANT TREASURERS AND ASSISTANT SECRETARIES. Assistant Treasurers and Assistant Secretaries, if any, shall be elected and shall have such powers and shall perform such duties as shall be assigned to them, respectively, by the directors. ARTICLE V MISCELLANEOUS 6

SECTION 1. CERTIFICATES OF STOCK. Certificate of stock, signed by the Chairman or Vice Chairman of the Board of Directors, if they be elected, President or Vice-President, and the Treasurer or an Assistant Treasurer, or Secretary or an Assistant Secretary, shall be issued to each stockholder certifying the number of shares owned by him in the corporation. Any of or all the signatures may be facsimiles. SECTION 2. LOST CERTIFICATES. A new certificate of stock may be issued in the place of any certificate theretofore issued by the corporation, alleged to have been lost or destroyed, and the directors may, in their discretion, require the owner of the lost or destroyed certificate, or his legal representatives, to give the corporation a bond, in such sum as they may direct, not exceeding double the value of the stock, to indemnify the corporation against any claim that may be made against it on account of the alleged loss of any such certificate, or the issuance of any such new certificate. SECTION 3. TRANSFER OF SHARES. The shares of stock of the corporation shall be transferable only upon its books by the holders thereof in person or by their duly authorized attorneys or legal representatives, and upon such transfer the old certificates shall be surrendered to the corporation by the delivery thereof to the person in charge of the stock and transfer books and ledgers, or to such other person as the directors may designate, by whom they shall be cancelled, and new certificates shall thereupon be issued. A record shall be made of each transfer and whenever a transfer shall be made for collateral security, and not absolutely, it shall be so expressed in the entry of the transfer. SECTION 4. STOCKHOLDERS RECORD DATE. In order that the corporation may determine the stockholders entitled to notice of or to vote at any meeting of stockholders or any adjournment thereof, or to express consent to corporate action in writing without a meeting, or entitled to receive payment of any dividend or other distribution or allotment of any rights, or entitled to exercise any rights in respect of any change, conversion or exchange of stock or for the purpose of any other lawful action, the Board of Directors may fix, in advance, a record date, which shall not be more than sixty nor less than ten days before the date of such meeting, nor more than sixty days prior to any other action. A determination of stockholders of record entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the Board of Directors may fix a new record date for the adjourned meeting. SECTION 5. DIVIDENDS. Subject to the provisions of the Certificate of Incorporation, the Board of Directors may, out of funds legally available therefor at any regular or special meeting, declare dividends upon the capital stock of the corporation as and when they deem expedient. Before declaring any dividend there may be set apart out of any funds of the corporation available for dividends, such sum or sums as the directors from time to time in their discretion deem proper for working capital or as a reserve fund to meet contingencies or for equalizing dividends or for such other purposes as the directors shall deem conducive to the interests of the company. SECTION 6. SEAL. The corporate seal shall be circular in form and shall contain the name of the corporation, the year of its creation and the words "CORPORATE SEAL 7

DELAWARE". Said seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced or otherwise. SECTION 7. FISCAL YEAR. The fiscal year of the corporation shall be determined by resolution of the Board of Directors. SECTION 8. CHECKS. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the corporation shall be signed by such officer or officers, agent or agents of the corporation, and in such manner as shall be determined from time to time by resolutions of the Board of Directors. SECTION 9. NOTICE AND WAIVER OF NOTICE. Whenever any notice is required by these By-Laws to be given, personal notice is not meant unless expressly so stated, and any notice so required shall be deemed to be sufficient if given by depositing the same in the United States mail, postage prepaid, addressed to the person entitled thereto at his address as it appears on the records of the corporation, and such notice shall be deemed to have been given on the day of such mailing. Stockholders not entitled to vote shall not be entitled to receive notice of any meetings except as otherwise provided by Statute. Whenever any notice whatever is required to be given under the provisions of any law, or under the provisions of the Certificate of Incorporation of the corporation or these By-Laws, a waiver thereof in writing, signed by the person or persons entitled to said notice, whether before or after the time stated therein, shall be deemed equivalent thereto. ARTICLE VI AMENDMENTS These By-Laws may be altered or repealed and By-Laws may be made at any annual meeting of the stockholders or at any special meeting thereof if notice of the proposed alteration or repeal or By-Law or By-Laws to be made be contained in the notice of such special meeting, by the affirmative vote of a majority of the stock issued and outstanding and entitled to vote thereat , or by the affirmative vote of a majority of the Board of Directors, at any regular meeting of the Board of Directors, or at any special meeting of the Board of Directors, if notice of the proposed alteration or repeal, or By-Law or By-Laws to be made, be contained in the notice of such special meeting. 8

EXHIBIT 10.4* EXECUTION COPY SECURITY AGREEMENT dated as of August 4, 1999, among SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC, a Delaware limited liability company (the "Borrower"), SCG HOLDING CORPORATION, a Delaware corporation ("Holdings"), each subsidiary of Holdings listed on Schedule I hereto (each such subsidiary individually a "Subsidiary" or a "Guarantor" and, collectively, the "Subsidiaries" or, with Holdings, the "Guarantors"; the Guarantors and the Borrower are referred to collectively herein as the "Grantors") and THE CHASE MANHATTAN BANK, a New York banking corporation ("Chase"), as collateral agent (in such capacity, the "Collateral Agent") for the Secured Parties (as defined herein). Reference is made to (a) the Credit Agreement dated as of August 4, 1999 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among the Borrower, Holdings, the lenders from time to time party thereto (the "Lenders"), Chase, as administrative agent for the Lenders (in such capacity, the "Administrative Agent"), and Credit Lyonnais New York Branch, DLJ Capital Funding, Inc. and Lehman Commercial Paper Inc., as co-documentation agents and (b) the Guarantee Agreement dated as of August 4, 1999 (as amended, supplemented or otherwise modified from time to time, the "Guarantee Agreement"), among the Guarantors and the Collateral Agent. The Lenders have agreed to make Loans to the Borrower, and the Issuing Bank has agreed to issue Letters of Credit for the account of the Borrower, pursuant to, and upon the terms and subject to the conditions specified in, the Credit Agreement. Each of the Guarantors has agreed to guarantee, among other things, all the obligations of the Borrower under the Credit Agreement. The obligations of the Lenders to make Loans and of the Issuing Bank to issue Letters of Credit are conditioned upon, among other things, the execution and delivery by the Grantors of an agreement in the form hereof to secure (a) the due and punctual payment of (i) the principal of and premium, if any, and interest (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding) on the Loans, when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise, (ii) each payment required to be made by the Borrower under the Credit Agreement in respect of any Letter of Credit, when and as due, including payments in respect of reimbursement of disbursements made by the Issuing Bank with respect thereto, interest thereon and obligations to provide, under certain circumstances, cash collateral in connection therewith and (iii) all other monetary obligations, including fees, costs, expenses and indemnities, whether primary, secondary, direct, contingent, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Loan Parties to the Secured Parties under the Credit Agreement and the other Loan Documents, (b) the due and punctual performance of all covenants, agreements, obligations and liabilities of the Loan Parties under or pursuant to the Credit Agreement and the other Loan Documents, (c) unless otherwise agreed to in writing by the applicable Lender party thereto, the due and punctual payment and performance of all obligations of the Borrower or any other Loan Party, monetary or otherwise, under each Hedging Agreement entered into with a counterparty that was a Lender (or an Affiliate of a Lender) at the time such Hedging Agreement was entered into and (d) the due and punctual payment and performance of all obligations in respect of overdrafts and related liabilities owed to the Administrative Agent or any of its Affiliates and arising from - --------------- * Confidential Information in this Exhibit 10.4 has been omitted and filed separately with the Securities and Exchange Commission.

treasury, depositary and cash management services in connection with any automated clearing house transfers of funds (all the monetary and other obligations described in the preceding clauses (a) through (d) being collectively called the "Obligations"). Accordingly, the Grantors and the Collateral Agent, on behalf of itself and each Secured Party (and each of their respective successors or assigns), hereby agree as follows: ARTICLE I Definitions SECTION 1.01. Definition of Terms Used Herein. Unless the context otherwise requires, all capitalized terms used but not defined herein shall have the meanings set forth in the Credit Agreement. SECTION 1.02. Definition of Certain Terms Used Herein. As used herein, the following terms shall have the following meanings: "Account Debtor" shall mean any Person who is or who may become obligated to any Grantor under, with respect to or on account of an Account. "Accounts" shall mean all "accounts" (as defined in the Uniform Commercial Code as in effect in the State of New York ("UCC")) of any Grantor and shall include any and all right, title and interest of any Grantor to payment for goods and services sold or leased, including any such right evidenced by chattel paper, whether due or to become due, whether or not it has been earned by performance, and whether now or hereafter acquired or arising in the future, including accounts receivable from Affiliates of the Grantors. "Accounts Receivable" shall mean all Accounts and all right, title and interest in any returned goods, together with all rights, titles, securities and guarantees with respect thereto, including any rights to stoppage in transit, replevin, reclamation and resales, and all related security interests, liens and pledges, whether voluntary or involuntary, in each case whether now existing or owned or hereafter arising or acquired. "Collateral" shall mean all (a) Accounts Receivable, (b) Documents, (c) Equipment, (d) General Intangibles, (e) Inventory, (f) cash and cash accounts, (g) Investment Property and (h) Proceeds. "Commodity Account" shall mean an account maintained by a Commodity Intermediary in which a Commodity Contract is carried out for a Commodity Customer. "Commodity Contract" shall mean a commodity futures contract, an option on a commodity futures contract, a commodity option or any other contract that, in each case, is (a) traded on or subject to the rules of a board of trade that has been designated as a contract market for such a contract pursuant to the federal commodities laws or (b) traded on a foreign commodity board of trade, exchange or market, and is carried on the books of a Commodity Intermediary for a Commodity Customer. "Commodity Customer" shall mean a Person for whom a Commodity Intermediary carries a Commodity Contract on its books. 2

"Commodity Intermediary" shall mean (a) a Person who is registered as a futures commission merchant under the federal commodities laws or (b) a Person who in the ordinary course of its business provides clearance or settlement services for a board of trade that has been designated as a contract market pursuant to federal commodities laws. "Copyright License" shall mean any written agreement, now or hereafter in effect, granting any right to any third party under any Copyright now or hereafter owned by any Grantor or which such Grantor otherwise has the right to license, or granting any right to such Grantor under any Copyright now or hereafter owned by any third party, and all rights of such Grantor under any such agreement. "Copyrights" shall mean all of the following: (a) all copyright rights in any work subject to the copyright laws of the United States or any other country, whether as author, assignee, transferee or otherwise, and (b) all registrations and applications for registration of any such copyright in the United States or any other country, including registrations, recordings, supplemental registrations and pending applications for registration in the United States Copyright Office, including those listed on Schedule II. "Credit Agreement" shall have the meaning assigned to such term in the preliminary statement of this Agreement. "Documents" shall mean all instruments, files, records, ledger sheets and documents covering or relating to any of the Collateral. "Entitlement Holder" shall mean a Person identified in the records of a Securities Intermediary as the Person having a Security Entitlement against the Securities Intermediary. If a Person acquires a Security Entitlement by virtue of Section 8-501(b)(2) or (3) of the Uniform Commercial Code, such Person is the Entitlement Holder. "Equipment" shall mean "equipment" (as defined in the UCC) of any Grantor and shall include all equipment, furniture and furnishings, and all tangible personal property similar to any of the foregoing, including tools, parts and supplies of every kind and description, and all improvements, accessions or appurtenances thereto, that are now or hereafter owned by any Grantor. The term Equipment shall include Fixtures. "Financial Asset" shall mean (a) a Security, (b) an obligation of a Person or a share, participation or other interest in a Person or in property or an enterprise of a Person, which is, or is of a type, dealt with in or traded on financial markets, or which is recognized in any area in which it is issued or dealt in as a medium for investment or (c) any property that is held by a Securities Intermediary for another Person in a Securities Account if the Securities Intermediary has expressly agreed with the other Person that the property is to be treated as a Financial Asset under Article 8 of the Uniform Commercial Code. As the context requires, the term Financial Asset shall mean either the interest itself or the means by which a Person's claim to it is evidenced, including a certificated or uncertificated Security, a certificate representing a Security or a Security Entitlement. "Fixtures" shall mean all items of Equipment, whether now owned or hereafter acquired, of any Grantor that become so related to particular real estate that an interest in them arises under any real estate law applicable thereto. "General Intangibles" shall mean all "general intangibles" (as defined in the UCC) of any Grantor and shall include choses in action and causes of action and all other assignable intangible personal property of any Grantor of every kind and nature (other than Accounts Receivable) now owned 3

or hereafter acquired by any Grantor, including corporate or other business records, indemnification claims, contract rights (including rights under leases, whether entered into as lessor or lessee, Hedging Agreements and other agreements), Intellectual Property, goodwill, registrations, franchises, tax refund claims and any letter of credit, guarantee, claim, security interest or other security held by or granted to any Grantor to secure payment by an Account Debtor of any of the Accounts Receivable. "Intellectual Property" shall mean all intellectual and similar property of any Grantor of every kind and nature now owned or hereafter acquired by any Grantor, including inventions, designs, Patents, Copyrights, Licenses, Trademarks, trade secrets, confidential or proprietary technical and business information, know-how, show-how or other data or information, software and databases and all embodiments or fixations thereof and related documentation, registrations and franchises, and all additions, improvements and accessions to, and books and records describing or used in connection with, any of the foregoing. "Inventory" shall mean "inventory" (as defined in the UCC) of any Grantor and shall include all goods of any Grantor, whether now owned or hereafter acquired, held for sale or lease, or furnished or to be furnished by any Grantor under contracts of service, or consumed in any Grantor's business, including raw materials, intermediates, work in process, packaging materials, finished goods, semi-finished inventory, scrap inventory, manufacturing supplies and spare parts, and all such goods that have been returned to or repossessed by or on behalf of any Grantor. "Investment Property" shall mean all Securities (whether certificated or uncertificated), Security Entitlements, Securities Accounts, Commodity Contracts and Commodity Accounts of any Grantor, whether now owned or hereafter acquired by any Grantor. "License" shall mean any Patent License, Trademark License, Copyright License or other license or sublicense to which any Grantor is a party, including those listed on Schedule III (other than those license agreements in existence on the date hereof and listed on Schedule III and those license agreements entered into after the date hereof, which by their terms prohibit assignment or a grant of a security interest by such Grantor as licensee thereunder). "Obligations" shall have the meaning assigned to such term in the preliminary statement of this Agreement. "Patent License" shall mean any written agreement, now or hereafter in effect, granting to any third party any right to make, use or sell any invention on which a Patent, now or hereafter owned by any Grantor or which any Grantor otherwise has the right to license, is in existence, or granting to any Grantor any right to make, use or sell any invention on which a Patent, now or hereafter owned by any third party, is in existence, and all rights of any Grantor under any such agreement. "Patents" shall mean all of the following now owned or hereafter acquired by any Grantor: (a) all letters patent of the United States or any other country, all registrations and recordings thereof, and all applications for letters patent of the United States or any other country, including registrations, recordings and pending applications in the United States Patent and Trademark Office or any similar offices in any other country, including those listed on Schedule IV, and (b) all reissues, continuations, divisions, continuations-in-part, renewals or extensions thereof, and the inventions disclosed or claimed therein, including the right to make, use and/or sell the inventions disclosed or claimed therein. 4

"Perfection Certificate" shall mean a certificate substantially in the form of Annex 2 hereto, completed and supplemented with the schedules and attachments contemplated thereby, and duly executed by an executive officer or Financial Officer of Holdings. "Proceeds" shall mean "proceeds" (as defined in the UCC) of any Grantor and shall include any consideration received from the sale, exchange, license, lease or other disposition of any asset or property that constitutes Collateral, any value received as a consequence of the possession of any Collateral and any payment received from any insurer or other Person or entity as a result of the destruction, loss, theft, damage or other involuntary conversion of whatever nature of any asset or property which constitutes Collateral, and shall include , (a) any claim of any Grantor against any third party for (and the right to sue and recover for and the rights to damages or profits due or accrued arising out of or in connection with) (i) past, present or future infringement of any Patent now or hereafter owned by any Grantor, or licensed under a Patent License, (ii) past, present or future infringement or dilution of any Trademark now or hereafter owned by any Grantor or licensed under a Trademark License or injury to the goodwill associated with or symbolized by any Trademark now or hereafter owned by any Grantor, (iii) past, present or future breach of any License and (iv) past, present or future infringement of any Copyright now or hereafter owned by any Grantor or licensed under a Copyright License and (b) any and all other amounts from time to time paid or payable under or in connection with any of the Collateral. "Secured Parties" shall mean (a) the Lenders, (b) the Issuing Bank, (c) the Administrative Agent, (d) the Collateral Agent, (e) each counterparty to a Hedging Agreement entered into with the Borrower or any Loan Party if such counterparty was a Lender (or an Affiliate of a Lender) at the time the Hedging Agreement was entered into, (f) the beneficiaries of each indemnification obligation undertaken by any Grantor under any Loan Document and (g) the successors and assigns of each of the foregoing. "Securities" shall mean any obligations of an issuer or any shares, participations or other interests in an issuer or in property or an enterprise of an issuer which (a) are represented by a certificate representing a security in bearer or registered form, or the transfer of which may be registered upon books maintained for that purpose by or on behalf of the issuer, (b) are one of a class or series or by its terms is divisible into a class or series of shares, participations, interests or obligations and (c)(i) are, or are of a type, dealt with or traded on securities exchanges or securities markets or (ii) are a medium for investment and by their terms expressly provide that they are a security governed by Article 8 of the Uniform Commercial Code. "Securities Account" shall mean an account to which a Financial Asset is or may be credited in accordance with an agreement under which the Person maintaining the account undertakes to treat the Person for whom the account is maintained as entitled to exercise rights that comprise the Financial Asset. "Security Entitlements" shall mean the rights and property interests of an Entitlement Holder with respect to a Financial Asset. "Security Interest" shall have the meaning assigned to such term in Section 2.01. "Security Intermediary" shall mean (a) a clearing corporation or (b) a Person, including a bank or broker, that in the ordinary course of its business maintains securities accounts for others and is acting in that capacity. "Trademark License" shall mean any written agreement, now or hereafter in effect, granting to any third party any right to use any Trademark now or hereafter owned by any Grantor or which any 5

Grantor otherwise has the right to license, or granting to any Grantor any right to use any Trademark now or hereafter owned by any third party, and all rights of any Grantor under any such agreement. "Trademarks" shall mean all of the following: (a) all trademarks, service marks, trade names, corporate names, company names, business names, fictitious business names, trade styles, trade dress, logos, other source or business identifiers, designs and general intangibles of like nature, now existing or hereafter adopted or acquired, all registrations and recordings thereof, and all registration and recording applications filed in connection therewith, including registrations and registration applications in the United States Patent and Trademark Office, any State of the United States or any similar offices in any other country or any political subdivision thereof, and all extensions or renewals thereof, including those listed on Schedule V, (b) all goodwill associated therewith or symbolized thereby and (c) all other assets, rights and interests that uniquely reflect or embody such goodwill. SECTION 1.03. Rules of Interpretation. The rules of interpretation specified in Section 1.03 of the Credit Agreement shall be applicable to this Agreement. ARTICLE II Security Interest SECTION 2.01. Security Interest. As security for the payment or performance, as the case may be, in full of the Obligations, each Grantor hereby bargains, sells, conveys, assigns, sets over, mortgages, pledges, hypothecates and transfers to the Collateral Agent, its successors and assigns, for the ratable benefit of the Secured Parties, and hereby grants to the Collateral Agent, its successors and assigns, for the ratable benefit of the Secured Parties, a security interest in, all of such Grantor's right, title and interest in, to and under the Collateral (the "Security Interest"). Without limiting the foregoing, the Collateral Agent is hereby authorized to file one or more financing statements (including fixture filings), continuation statements, filings with the United States Patent and Trademark Office or United States Copyright Office (or any successor office or any similar office in any other country) or other documents for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security Interest granted by each Grantor, without the signature of any Grantors, and naming any Grantor or the Grantors as debtors and the Collateral Agent as secured party. SECTION 2.02. No Assumption of Liability. The Security Interest is granted as security only and shall not subject the Collateral Agent or any other Secured Party to, or in any way alter or modify, any obligation or liability of any Grantor with respect to or arising out of the Collateral. 6

ARTICLE III Representations and Warranties The Grantors jointly and severally represent and warrant to the Collateral Agent and the Secured Parties that: SECTION 3.01. Title and Authority. Each Grantor has good and valid rights in and title to the Collateral with respect to which it has purported to grant a Security Interest hereunder and has full power and authority to grant to the Collateral Agent the Security Interest in such Collateral pursuant hereto and to execute, deliver and perform its obligations in accordance with the terms of this Agreement, without the consent or approval of any other Person other than any consent or approval which has been obtained. SECTION 3.02. Filings. (a) The Perfection Certificate has been duly prepared, completed and executed and the information set forth therein is correct and complete in all material respects. Fully executed Uniform Commercial Code financing statements (including fixture filings, as applicable) or other appropriate filings, recordings or registrations containing a description of the Collateral have been delivered to the Collateral Agent for filing in each governmental, municipal or other office specified in Schedule 6 to the Perfection Certificate, which are all the filings, recordings and registrations (other than filings required to be made in the United States Patent and Trademark Office and the United States Copyright Office in order to perfect the Security Interest in Collateral consisting of United States Patents, Trademarks and Copyrights) that are necessary to publish notice of and protect the validity of and to establish a legal, valid and perfected security interest in favor of the Collateral Agent (for the ratable benefit of the Secured Parties) in respect of all Collateral in which the Security Interest may be perfected by filing, recording or registration in the United States (or any political subdivision thereof) and its territories and possessions, and no further or subsequent filing, refiling, recording, rerecording, registration or reregistration is necessary in any such jurisdiction, except as provided under applicable law with respect to the filing of continuation statements. (b) Each Grantor shall ensure that fully executed security agreements in the form hereof (or short-form supplements to this Agreement in form and substance satisfactory to the Collateral Agent) and containing a description of all Collateral consisting of Intellectual Property shall have been received and recorded within three months after the execution of this Agreement with respect to United States Patents and United States registered Trademarks (and Trademarks for which United States registration applications are pending) and within one month after the execution of this Agreement with respect to United States registered Copyrights have been delivered to the Collateral Agent for recording by the United States Patent and Trademark Office and the United States Copyright Office pursuant to 35 U.S.C. ss. 261, 15 U.S.C. ss. 1060 or 17 U.S.C. ss. 205 and the regulations thereunder, as applicable, and otherwise as may be required pursuant to the laws of any other necessary jurisdiction in the United States (or any political subdivision thereof) and its territories and possessions, to protect the validity of and to establish a legal, valid and perfected security interest in favor of the Collateral Agent (for the ratable benefit of the Secured Parties) in respect of all Collateral consisting of Patents, Trademarks and Copyrights in which a security interest may be perfected by filing, recording or registration in the United States (or any political subdivision thereof) and its territories and possessions, or in any other necessary jurisdiction, and no further or subsequent filing, refiling, recording, rerecording, registration or reregistration is necessary in any such jurisdiction (other than such actions as are necessary to perfect the Security Interest with respect to any Collateral consisting of Patents, Trademarks and Copyrights (or registration or application for registration thereof) acquired or developed after the date hereof). 7

SECTION 3.03. Validity of Security Interest. The Security Interest constitutes (a) a legal and valid security interest in all the Collateral securing the payment and performance of the Obligations, (b) subject to the filings described in Section 3.02 above, a perfected security interest in all Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) and its territories and possessions pursuant to the UCC or other analogous applicable law in such jurisdictions and (c) a security interest that shall be perfected in all Collateral in which a security interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable, within the three month period (commencing as of the date hereof) pursuant to 35 U.S.C. ss.261 or 15 U.S.C. ss.1060 or the one month period (commencing as of the date hereof) pursuant to 17 U.S.C. ss.205 and otherwise as may be required to pursuant to the laws of any other necessary jurisdiction in the United States (or any political subdivision thereof) and its territories and possessions. The Security Interest is and shall be prior to any other Lien on any of the Collateral, other than Liens expressly permitted pursuant to Section 6.02 of the Credit Agreement. SECTION 3.04. Absence of Other Liens. The Collateral is owned by the Grantors free and clear of any Lien, except for Liens expressly permitted pursuant to Section 6.02 of the Credit Agreement. The Grantor has not filed or consented to the filing of (a) any financing statement or analogous document under the UCC or any other applicable laws covering any Collateral, (b) any assignment in which any Grantor assigns any Collateral or any security agreement or similar instrument covering any Collateral with the United States Patent and Trademark Office or the United States Copyright Office or (c) any assignment in which any Grantor assigns any Collateral or any security agreement or similar instrument covering any Collateral with any foreign governmental, municipal or other office, which financing statement or analogous document, assignment, security agreement or similar instrument is still in effect, except, in each case, for Liens expressly permitted pursuant to Section 6.02 of the Credit Agreement. ARTICLE IV Covenants SECTION 4.01. Records. Each Grantor agrees to maintain, at its own cost and expense, such complete and accurate records with respect to the Collateral owned by it as is consistent with its current practices, but in any event to include complete accounting records indicating all payments and proceeds received with respect to any part of the Collateral, and, at such time or times as the Collateral Agent may reasonably request, promptly to prepare and deliver to the Collateral Agent an updated Perfection Certificate, noting all material changes, if any, since the date of the most recent Perfection Certificate. SECTION 4.02. Protection of Security. Each Grantor shall, at its own cost and expense, take any and all actions necessary to defend title to the Collateral against all Persons and to defend the Security Interest of the Collateral Agent in the Collateral and the priority thereof against any Lien not expressly permitted pursuant to Section 6.02 of the Credit Agreement. SECTION 4.03. Further Assurances. Each Grantor agrees, at its own expense, to execute, acknowledge, deliver and cause to be duly filed all such further instruments and documents and take all such actions as the Collateral Agent may from time to time request to better assure, preserve, protect and perfect the Security Interest and the rights and remedies created hereby, including the payment of any fees and taxes required in connection with the execution and delivery of this Agreement, the granting of the Security Interest and the filing of any financing statements (including fixture filings) or other documents in connection herewith or therewith. If any amount payable under or in connection with any of the Collateral shall be or become evidenced by any promissory note or other instrument, such note or 8

instrument shall be immediately pledged and delivered to the Collateral Agent, duly endorsed in a manner satisfactory to the Collateral Agent. SECTION 4.04. Inspection and Verification. The Collateral Agent and such Persons as the Collateral Agent may reasonably designate shall have the right to inspect the Collateral, all records related thereto (and to make extracts and copies from such records) and the premises upon which any of the Collateral is located, at reasonable times and intervals during normal business hours upon reasonable advance notice to the respective Grantor and to verify under reasonable procedures the validity, amount, quality, quantity, value, condition and status of the Collateral. The Collateral Agent shall have the absolute right to share any information it gains from such inspection or verification with any Secured Party in accordance with and subject to the provisions set forth in Section 9.12 of the Credit Agreement. SECTION 4.05. Taxes; Encumbrances. At its option, the Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral and not permitted pursuant to Section 6.02 of the Credit Agreement, and may pay for the maintenance and preservation of the Collateral, in each case to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Collateral Agent on demand for any payment made or any expense incurred by the Collateral Agent pursuant to the foregoing authorization; provided, however, that nothing in this Section 4.06 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents. SECTION 4.06. Assignment of Security Interest. If at any time any Grantor shall take a security interest in any property of an Account Debtor or any other Person to secure payment and performance of an Account, such Grantor shall promptly assign such security interest to the Collateral Agent to the extent permitted by any contracts or arrangements to which such property is subject. Such assignment need not be filed of public record unless necessary to continue the perfected status of the security interest against creditors of and transferees from the Account Debtor or other Person granting the security interest. SECTION 4.07. Continuing Obligations of the Grantors. Each Grantor shall remain liable to observe and perform all the conditions and obligations to be observed and performed by it under each contract, agreement or instrument relating to the Collateral, all in accordance with the terms and conditions thereof, and each Grantor jointly and severally agrees to indemnify and hold harmless the Collateral Agent and the Secured Parties from and against any and all liability for such performance. SECTION 4.08. Use and Disposition of Collateral. None of the Grantors shall make or permit to be made an assignment, pledge or hypothecation of the Collateral or shall grant any other Lien in respect of the Collateral, except as expressly permitted by Section 6.02 of the Credit Agreement. None of the Grantors shall make or permit to be made any transfer of the Collateral and each Grantor shall remain at all times in possession of the Collateral owned by it, except that (a) Inventory may be sold in the ordinary course of business and (b) unless and until the Collateral Agent shall notify the Grantors that an Event of Default shall have occurred and be continuing and that during the continuance thereof the Grantors shall not sell, convey, lease, assign, transfer or otherwise dispose of any Collateral (which notice may be given by telephone if promptly confirmed in writing), the Grantors may use and dispose of the Collateral in any lawful manner not inconsistent with the provisions of this Agreement, the Credit Agreement or any other Loan Document. Without limiting the generality of the foregoing, each Grantor agrees that it shall not permit any material Inventory to be in the possession or control of any warehouseman, bailee, agent or processor at any time unless such warehouseman, bailee, agent or 9

processor shall have been notified of the Security Interest and shall have agreed in writing to hold the Inventory subject to the Security Interest and the instructions of the Collateral Agent and to waive and release any Lien held by it with respect to such Inventory, whether arising by operation of law or otherwise. SECTION 4.09. Limitation on Modification of Accounts. None of the Grantors will, without the Collateral Agent's prior written consent, grant any extension of the time of payment of any of the Accounts Receivable, compromise, compound or settle the same for less than the full amount thereof, release, wholly or partly, any Person liable for the payment thereof or allow any credit or discount whatsoever thereon, other than extensions, credits, discounts, compromises or settlements granted or made in the ordinary course of business and consistent with its current practices. SECTION 4.10. Insurance. The Grantors, at their own expense, shall maintain or cause to be maintained insurance covering physical loss or damage to the Inventory and Equipment in accordance with Section 5.07 of the Credit Agreement. Each Grantor irrevocably makes, constitutes and appoints the Collateral Agent (and all officers, employees or agents designated by the Collateral Agent) as such Grantor's true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto. In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Collateral Agent may, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Collateral Agent deems advisable. All sums disbursed by the Collateral Agent in connection with this Section 4.11, including reasonable attorneys' fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Grantors to the Collateral Agent and shall be additional Obligations secured hereby. SECTION 4.11. Legend. If any Accounts Receivable of any Grantor are evidenced by chattel paper, such Grantor shall legend, in form and manner satisfactory to the Collateral Agent, such Accounts Receivable and its books, records and documents evidencing or pertaining thereto with an appropriate reference to the fact that such Accounts Receivable have been assigned to the Collateral Agent for the benefit of the Secured Parties and that the Collateral Agent has a security interest therein. SECTION 4.12. Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Grantor agrees that it will not, nor will it permit any of its licensees to, do any act, or omit to do any act, whereby any Patent which is material to the conduct of such Grantor's business may become invalidated or dedicated to the public, and agrees that it shall continue to mark any products covered by a Patent with the relevant patent number as necessary and sufficient to establish and preserve its maximum rights under applicable patent laws pursuant to which each such Patent is issued. (b) Each Grantor (either itself or through its licensees or its sublicensees) will, for each Trademark material to the conduct of such Grantor's business, (i) maintain such Trademark in full force free from any claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark sufficient to preclude any findings of abandonment, (iii) display such Trademark with notice of Federal or foreign registration to the extent necessary and sufficient to establish and preserve its maximum rights under applicable law pursuant to which each such Trademark is issued and (iv) not knowingly use or knowingly permit the use of such Trademark in violation of any third party rights. 10

(c) Each Grantor (either itself or through licensees) will, for each work covered by a material Copyright, continue to publish, reproduce, display, adopt and distribute the work with appropriate copyright notice as necessary and sufficient to establish and preserve its maximum rights under applicable copyright laws pursuant to which each such Copyright is issued. (d) Each Grantor shall notify the Collateral Agent immediately if it knows or has reason to know that any Patent, Trademark or Copyright material to the conduct of its business may become abandoned, lost or dedicated to the public, or of any adverse determination or development (including the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office or any court or similar office of any country) regarding such Grantor's ownership of any Patent, Trademark or Copyright, its right to register the same, or to keep and maintain the same. (e) In no event shall any Grantor, either itself or through any agent, employee, licensee or designee, file an application for any Patent, Trademark or Copyright (or for the registration of any Trademark or Copyright) with the United States Patent and Trademark Office, United States Copyright Office or any office or agency in any political subdivision of the United States or in any other country or any political subdivision thereof, unless it promptly informs the Collateral Agent, and, upon request of the Collateral Agent, executes and delivers any and all agreements, instruments, documents and papers as the Collateral Agent may request to evidence and perfect the Collateral Agent's security interest in such Patent, Trademark or Copyright, and each Grantor hereby appoints the Collateral Agent as its attorney-in-fact to execute and file such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed; such power, being coupled with an interest, is irrevocable. (f) Each Grantor will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, United States Copyright Office or any office or agency in any political subdivision of the United States or in any other country or any political subdivision thereof, to maintain and pursue each material application relating to the Patents, Trademarks and/or Copyrights (and to obtain the relevant grant or registration) and to maintain each issued Patent and each registration of the Trademarks and Copyrights that is material to the conduct of any Grantor's business, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if consistent with good business judgment, to initiate opposition, interference and cancelation proceedings against third parties. (g) In the event that any Grantor has reason to believe that any Collateral consisting of a Patent, Trademark or Copyright material to the conduct of any Grantor's business has been or is about to be infringed, misappropriated or diluted by a third party, such Grantor promptly shall notify the Collateral Agent and shall, if consistent with good business judgment, promptly sue for infringement, misappropriation or dilution and to recover any and all damages for such infringement, misappropriation or dilution, and take such other actions as are appropriate under the circumstances to protect such Collateral. (h) Upon and during the continuance of an Event of Default, each Grantor shall use its best efforts to obtain all requisite consents or approvals from the licensor of each Copyright License, Patent License or Trademark License to effect the assignment of all of such Grantor's right, title and interest thereunder to the Collateral Agent or its designee. 11

ARTICLE V Power of Attorney Each Grantor irrevocably makes, constitutes and appoints the Collateral Agent (and all officers, employees or agents designated by the Collateral Agent) as such Grantor's true and lawful agent and attorney-in-fact, and in such capacity the Collateral Agent shall have the right, with power of substitution for each Grantor and in each Grantor's name or otherwise, for the use and benefit of the Collateral Agent and the Secured Parties, upon the occurrence and during the continuance of an Event of Default (a) to receive, endorse, assign and/or deliver any and all notes, acceptances, checks, drafts, money orders or other evidences of payment relating to the Collateral or any part thereof; (b) to demand, collect, receive payment of, give receipt for and give discharges and releases of all or any of the Collateral; (c) to sign the name of any Grantor on any invoice or bill of lading relating to any of the Collateral; (d) to send verifications of Accounts Receivable to any Account Debtor; (e) to commence and prosecute any and all suits, actions or proceedings at law or in equity in any court of competent jurisdiction to collect or otherwise realize on all or any of the Collateral or to enforce any rights in respect of any Collateral; (f) to settle, compromise, compound, adjust or defend any actions, suits or proceedings relating to all or any of the Collateral; (g) to notify, or to require any Grantor to notify, Account Debtors to make payment directly to the Collateral Agent; and (h) to use, sell, assign, transfer, pledge, make any agreement with respect to or otherwise deal with all or any of the Collateral, and to do all other acts and things necessary to carry out the purposes of this Agreement, as fully and completely as though the Collateral Agent were the absolute owner of the Collateral for all purposes; provided, however, that nothing herein contained shall be construed as requiring or obligating the Collateral Agent or any Secured Party to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by the Collateral Agent or any Secured Party, or to present or file any claim or notice, or to take any action with respect to the Collateral or any part thereof or the moneys due or to become due in respect thereof or any property covered thereby, and no action taken or omitted to be taken by the Collateral Agent or any Secured Party with respect to the Collateral or any part thereof shall give rise to any defense, counterclaim or offset in favor of any Grantor or to any claim or action against the Collateral Agent or any Secured Party. It is understood and agreed that the appointment of the Collateral Agent as the agent and attorney-in-fact of the Grantors for the purposes set forth above is coupled with an interest and is irrevocable. The provisions of this Section shall in no event relieve any Grantor of any of its obligations hereunder or under any other Loan Document with respect to the Collateral or any part thereof or impose any obligation on the Collateral Agent or any Secured Party to proceed in any particular manner with respect to the Collateral or any part thereof, or in any way limit the exercise by the Collateral Agent or any Secured Party of any other or further right which it may have on the date of this Agreement or hereafter, whether hereunder, under any other Loan Document, by law or otherwise. 12

ARTICLE VI Remedies SECTION 6.01. Remedies upon Default. Upon the occurrence and during the continuance of an Event of Default, each Grantor agrees to deliver each item of Collateral to the Collateral Agent on demand, and it is agreed that the Collateral Agent shall have the right to take any of or all the following actions at the same or different times: (a) with respect to any Collateral consisting of Intellectual Property, on demand, to cause the Security Interest to become an assignment, transfer and conveyance of any of or all such Collateral by the applicable Grantors to the Collateral Agent (except to the extent assignment, transfer or conveyance thereof would result in a loss of said Intellectual Property), or to license or sublicense, whether general, special or otherwise, and whether on an exclusive or non-exclusive basis, any such Collateral throughout the world on such terms and conditions and in such manner as the Collateral Agent shall determine (other than in violation of any then-existing licensing arrangements to the extent that waivers cannot be obtained), and (b) with or without legal process and with or without prior notice or demand for performance, to take possession of the Collateral and without liability for trespass to enter any premises where the Collateral may be located for the purpose of taking possession of or removing the Collateral and, generally, to exercise any and all rights afforded to a secured party under the UCC or other applicable law. Without limiting the generality of the foregoing, each Grantor agrees that the Collateral Agent shall have the right, subject to the mandatory requirements of applicable law, to sell or otherwise dispose of all or any part of the Collateral, at public or private sale or at any broker's board or on any securities exchange, for cash, upon credit or for future delivery as the Collateral Agent shall deem appropriate. The Collateral Agent shall be authorized at any such sale (if it deems it advisable to do so) to restrict the prospective bidders or purchasers to Persons who will represent and agree that they are purchasing the Collateral for their own account for investment and not with a view to the distribution or sale thereof, and upon consummation of any such sale the Collateral Agent shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely, free from any claim or right on the part of any Grantor, and each Grantor hereby waives (to the extent permitted by law) all rights of redemption, stay and appraisal which such Grantor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted. The Collateral Agent shall give the Grantors 10 days' written notice (which each Grantor agrees is reasonable notice within the meaning of Section 9-504(3) of the Uniform Commercial Code as in effect in the State of New York or its equivalent in other jurisdictions) of the Collateral Agent's intention to make any sale of Collateral. Such notice, in the case of a public sale, shall state the time and place for such sale and, in the case of a sale at a broker's board or on a securities exchange, shall state the board or exchange at which such sale is to be made and the day on which the Collateral, or portion thereof, will first be offered for sale at such board or exchange. Any such public sale shall be held at such time or times within ordinary business hours and at such place or places as the Collateral Agent may fix and state in the notice (if any) of such sale. At any such sale, the Collateral, or portion thereof, to be sold may be sold in one lot as an entirety or in separate parcels, as the Collateral Agent may (in its sole and absolute discretion) determine. The Collateral Agent shall not be obligated to make any sale of any Collateral if it shall determine not to do so, regardless of the fact that notice of sale of such Collateral shall have been given. The Collateral Agent may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In case any sale of all or any part of the Collateral is made on credit or for future delivery, the Collateral so sold may be retained by the Collateral Agent until the sale price is paid by the purchaser or 13

purchasers thereof, but the Collateral Agent shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Collateral so sold and, in case of any such failure, such Collateral may be sold again upon like notice. At any public (or, to the extent permitted by law, private) sale made pursuant to this Section, any Secured Party may bid for or purchase, free (to the extent permitted by law) from any right of redemption, stay, valuation or appraisal on the part of any Grantor (all said rights being also hereby waived and released to the extent permitted by law), the Collateral or any part thereof offered for sale and may make payment on account thereof by using any Obligation then due and payable to such Secured Party from any Grantor as a credit against the purchase price, and such Secured Party may, upon compliance with the terms of sale, hold, retain and dispose of such property without further accountability to any Grantor therefor. For purposes hereof a written agreement to purchase the Collateral or any portion thereof shall be treated as a sale thereof; the Collateral Agent shall be free to carry out such sale pursuant to such agreement and no Grantor shall be entitled to the return of the Collateral or any portion thereof subject thereto, notwithstanding the fact that after the Collateral Agent shall have entered into such an agreement all Events of Default shall have been remedied and the Obligations paid in full. As an alternative to exercising the power of sale herein conferred upon it, the Collateral Agent may proceed by a suit or suits at law or in equity to foreclose this Agreement and to sell the Collateral or any portion thereof pursuant to a judgment or decree of a court or courts having competent jurisdiction or pursuant to a proceeding by a court-appointed receiver. SECTION 6.02. Application of Proceeds. The Collateral Agent shall apply the proceeds of any collection or sale of the Collateral, as well as any Collateral consisting of cash, as follows: FIRST, to the payment of all costs and expenses incurred by the Administrative Agent or the Collateral Agent (in its capacity as such hereunder or under any other Loan Document) in connection with such collection or sale or otherwise in connection with this Agreement or any of the Obligations, including all court costs and the reasonable fees and expenses of its agents and legal counsel, the repayment of all advances made by the Collateral Agent hereunder or under any other Loan Document on behalf of any Grantor and any other costs or expenses incurred in connection with the exercise of any right or remedy hereunder or under any other Loan Document; SECOND, to the payment in full of the Obligations (the amounts so applied to be distributed among the Secured Parties pro rata in accordance with the amounts of the Obligations owed to them on the date of any such distribution); and THIRD, to the Grantors, their successors or assigns, or as a court of competent jurisdiction may otherwise direct. The Collateral Agent shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement. Upon any sale of the Collateral by the Collateral Agent (including pursuant to a power of sale granted by statute or under a judicial proceeding), the receipt of the Collateral Agent or of the officer making the sale shall be a sufficient discharge to the purchaser or purchasers of the Collateral so sold and such purchaser or purchasers shall not be obligated to see to the application of any part of the purchase money paid over to the Collateral Agent or such officer or be answerable in any way for the misapplication thereof. SECTION 6.03. Grant of License to Use Intellectual Property. For the purpose of enabling the Collateral Agent to exercise rights and remedies under this Article at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent an irrevocable, non-exclusive license (exercisable without payment of royalty or other 14

compensation to the Grantors) to use, license or sub-license any of the Collateral consisting of Intellectual Property now owned or hereafter acquired by such Grantor, and wherever the same may be located, and including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout thereof. The use of such license by the Collateral Agent shall be exercised, at the option of the Collateral Agent, upon the occurrence and during the continuation of an Event of Default; provided that any license, sub-license or other transaction entered into by the Collateral Agent in accordance herewith shall be binding upon the Grantors notwithstanding any subsequent cure of an Event of Default. ARTICLE VII Miscellaneous SECTION 7.01. Notices. All communications and notices hereunder shall (except as otherwise expressly permitted herein) be in writing and given as provided in Section 9.01 of the Credit Agreement. All communications and notices hereunder to any Guarantor shall be given to it at its address or telecopy number set forth on Schedule I, with a copy to the Borrower. SECTION 7.02. Security Interest Absolute. All rights of the Collateral Agent hereunder, the Security Interest and all obligations of the Grantors hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Credit Agreement, any other Loan Document, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument, (c) any exchange, release or non-perfection of any Lien on other collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Obligations, or (d) any other circumstance that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Obligations or this Agreement. SECTION 7.03. Survival of Agreement. All covenants, agreements, representations and warranties made by any Grantor herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement shall be considered to have been relied upon by the Secured Parties and shall survive the making by the Lenders of the Loans and the issuance of Letters of Credit by the Issuing Bank, and the execution and delivery to the Lenders of any notes evidencing such Loans, regardless of any investigation made by the Lenders or on their behalf, and shall continue in full force and effect until this Agreement shall terminate. SECTION 7.04. Binding Effect; Several Agreement. This Agreement shall become effective as to any Grantor when a counterpart hereof executed on behalf of such Grantor shall have been delivered to the Collateral Agent and a counterpart hereof shall have been executed on behalf of the Collateral Agent, and thereafter shall be binding upon such Grantor and the Collateral Agent and their respective successors and assigns, and shall inure to the benefit of such Grantor, the Collateral Agent and the other Secured Parties and their respective successors and assigns, except that no Grantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated by this Agreement or the other Loan Documents. This Agreement shall be construed as a separate agreement with respect to each Grantor and may be amended, modified, supplemented, waived or released with respect to any Grantor 15

without the approval of any other Grantor and without affecting the obligations of any other Grantor hereunder. SECTION 7.05. Successors and Assigns. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all covenants, promises and agreements by or on behalf of any Grantor or the Collateral Agent that are contained in this Agreement shall bind and inure to the benefit of their respective successors and assigns. SECTION 7.06. Collateral Agent's Fees and Expenses; Indemnification. (a) Each Grantor jointly and severally agrees to pay upon demand to the Collateral Agent the amount of any and all reasonable expenses, including the reasonable fees, disbursements and other charges of its counsel and of any experts or agents, which the Collateral Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of, or the sale of, collection from or other realization upon any of the Collateral, (iii) the exercise, enforcement or protection of any of the rights of the Collateral Agent hereunder or (iv) the failure of any Grantor to perform or observe any of the provisions hereof applicable to it. (b) Without limitation of its indemnification obligations under the other Loan Documents, each Grantor jointly and severally agrees to indemnify the Collateral Agent and the other Indemnitees against, and hold each of them harmless from, any and all losses, claims, damages, liabilities and related expenses, including reasonable fees, disbursements and other charges of counsel, incurred by or asserted against any of them arising out of, in any way connected with, or as a result of, the execution, delivery or performance of this Agreement or any claim, litigation, investigation or proceeding relating hereto or to the Collateral, whether or not any Indemnitee is a party thereto; provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, liabilities or related expenses are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee. (c) Any such amounts payable as provided hereunder shall be additional Obligations secured hereby and by the other Security Documents. The provisions of this Section 7.06 shall remain operative and in full force and effect regardless of the termination of this Agreement or any other Loan Document, the consummation of the transactions contemplated hereby, the repayment of any of the Loans, the invalidity or unenforceability of any term or provision of this Agreement or any other Loan Document, or any investigation made by or on behalf of the Collateral Agent or any Lender. All amounts due under this Section 7.06 shall be payable on written demand therefor. SECTION 7.07. GOVERNING LAW. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK. SECTION 7.08. Waivers; Amendment. (a) No failure or delay of the Collateral Agent in exercising any power or right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the Collateral Agent hereunder and of the Collateral Agent, the Administrative Agent, the Issuing Bank and the Lenders under the other Loan Documents are cumulative and are not exclusive of any rights or remedies that they would otherwise have. No waiver of any provisions of this Agreement or any other Loan Document or consent to any departure by any Grantor therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) below, and then such waiver or consent shall be effective only in the specific instance and for the purpose for which given. No notice to 16

or demand on any Grantor in any case shall entitle such Grantor or any other Grantor to any other or further notice or demand in similar or other circumstances. (b) Neither this Agreement nor any provision hereof may be waived, amended or modified except pursuant to an agreement or agreements in writing entered into by the Collateral Agent and the Grantor or Grantors with respect to which such waiver, amendment or modification is to apply, subject to any consent required in accordance with Section 9.02 of the Credit Agreement. SECTION 7.09. WAIVER OF JURY TRIAL. EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS. EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, AS APPLICABLE, BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 7.09. SECTION 7.10. Severability. In the event any one or more of the provisions contained in this Agreement should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions. SECTION 7.11 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which when taken together shall constitute but one contract (subject to Section 7.04), and shall become effective as provided in Section 7.04. Delivery of an executed signature page to this Agreement by facsimile transmission shall be effective as delivery of a manually executed counterpart hereof. SECTION 7.12. Headings. Article and Section headings used herein are for the purpose of reference only, are not part of this Agreement and are not to affect the construction of, or to be taken into consideration in interpreting, this Agreement. SECTION 7.13. Jurisdiction; Consent to Service of Process. (a) Each Grantor hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of any New York State court or Federal court of the United States of America sitting in New York City, and any appellate court from any thereof, in any action or proceeding arising out of or relating to this Agreement or the other Loan Documents, or for recognition or enforcement of any judgment, and each of the parties hereto hereby irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such New York State or, to the extent permitted by law, in such Federal court. Each of the parties hereto agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Agreement shall affect any right that the Collateral 17

Agent, the Administrative Agent, the Issuing Bank or any Lender may otherwise have to bring any action or proceeding relating to this Agreement or the other Loan Documents against any Grantor or its properties in the courts of any jurisdiction. (b) Each Grantor hereby irrevocably and unconditionally waives, to the fullest extent it may legally and effectively do so, any objection which it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or the other Loan Documents in any New York State or Federal court. Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court. (c) Each party to this Agreement irrevocably consents to service of process in the manner provided for notices in Section 7.01. Nothing in this Agreement will affected the right of any party to this Agreement to serve process in any other manner permitted by law. SECTION 7.14. Termination. This Agreement and the Security Interest shall terminate when all the Obligations have been indefeasibly paid in full and the Lenders have no further commitment to lend under the Credit Agreement, the LC Exposure has been reduced to zero and the Issuing Bank has no further obligation to issue Letters of Credit under the Credit Agreement, at which time the Collateral Agent shall execute and deliver to the Grantors, at the Grantors' expense, all Uniform Commercial Code termination statements and similar documents which the Grantors shall reasonably request to evidence such termination. Any execution and delivery of termination statements or documents pursuant to this Section 7.14 shall be without recourse to or warranty by the Collateral Agent. A Grantor shall automatically be released from its obligations hereunder and the Security Interest in the Collateral of such Grantor shall be automatically released in the event that such Grantor ceases to be a Subsidiary pursuant to a transaction permitted under the Loan Documents, at which time the Collateral Agent shall execute and deliver to any Grantor, at such Grantor's expense, all documents that such Grantor shall reasonably request to evidence such release. SECTION 7.15. Additional Grantors. Pursuant to Section 5.12 of the Credit Agreement, each Subsidiary Loan Party that was not in existence or not a Subsidiary Loan Party on the date of the Credit Agreement is required to enter in to this Agreement as a Grantor upon becoming a Subsidiary Loan Party. Upon execution and delivery by the Collateral Agent and a Subsidiary of an instrument in the form of Annex 3 hereto, such Subsidiary shall become a Grantor hereunder with the same force and effect as if originally named as a Grantor herein. The execution and delivery of any such instrument shall not require the consent of any Grantor hereunder. The rights and obligations of each Grantor hereunder shall remain in full force and effect notwithstanding the addition of any new Grantor as a party to this Agreement. 18

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written. SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC, By /s/ Jean-Jacques Morin -------------------------------------- Name: Jean-Jacques Morin Title: Vice President SCG HOLDING CORPORATION, By /s/ Jean-Jacques Morin -------------------------------------- Name: Jean-Jacques Morin Title: Vice President EACH OF THE OTHER GUARANTORS LISTED ON SCHEDULE I HERETO, By /s/ Jean-Jacques Morin -------------------------------------- Name: Jean-Jacques Morin Title: Vice President THE CHASE MANHATTAN BANK, as Collateral Agent, By /s/ Marian Schulman -------------------------------------- Name: Marian N. Schulman Title: Vice President 19

Schedule I to the Security Agreement GUARANTORS SCG Holding Corporation 5005 East McDowell Road Phoenix, AZ 85018 SCG International Development LLC 5005 East McDowell Road Phoenix, AZ 85018 SCG (Malaysia SMP) Holding 5005 East McDowell Road Corporation Phoenix, AZ 85018 SCG (Czech) Holding Corporation 5005 East McDowell Road Phoenix, AZ 85018 SCG (China) Holding Corporation 5005 East McDowell Road Phoenix, AZ 85018 Semiconductor Components Industries 5005 East McDowell Road Puerto Rico, Inc. Phoenix, AZ 85018

Schedule II to the Security Agreement COPYRIGHTS A. MASK WORKS DOCKET DESCRIPTION MW# MP00265P 103E164 16:2 MUX 7795 MP00255P 100E157 4-Bit MUX 7731 MP00233P XC63645 Clock Distribution Chip 7175 MP00232P SC63635 Clock Distribution Chip 7178 MP00231P SC63633 Clock Distribution Chip 7176 MP00230P XC63615 Clock Distribution Chip 7177 MP00238P 100E336 Bus Transceiver 7745 MP00227P 10E336 Bus Transceiver 7744 MP00220P 110E193 Error Detection EDL Logic 7822 MP00219P 10E193 Error Detection EDL Logic 7824 MP00216P 100E166 9-Bit Comparator 7730 MP00193P 100E107 5-Bit 2 Input XOR/XNOR 7747 MP00192P 100E104 5-Bit 2 Input AND/NAND 7746 MP00191P 100E101 4-Bit 4 Input OR/NOR 7823 MP00267P XC3660FN Clock Chip 9-856 MP00259P 100E175 9-Bit Latch 7728 MP00258P 10E175 9-Bit Latch 7726 MP00257P 100E164 16:2 MUX 7727

Schedule III to the Security Agreement LICENSES THIRD PARTY TITLE OF AGREEMENT OR ITEM EFFECTIVE DATE - ----------- -------------------------- -------------- Microsemi Motorola--Microsemi Technology 26 February 1996 Agreement Stanford University Nonexclusive Patent Agreement 9 May 1997 Vitelic (H.K.) Limited Technology Transfer and Contract 29 May 1996 Products Supply Agreement Arizona State Sponsored Research Agreement on 6 May 1998 University Leading Indicators for Motorola Product Lines Raychem Joint Development Agreement 30 April 1997 Philips Letter dated 7 September 1993

Schedule IV to the Security Agreement PATENTS* - -------------------------------------------------------------------------------------------------------------------------------- DOCKET# TITLE FIRST INVENTOR - -------------------------------------------------------------------------------------------------------------------------------- AP00646 POWER DRIVER HAVING SHORT CIRCUIT PROTECTION LORINCZ, STEFAN - -------------------------------------------------------------------------------------------------------------------------------- SC0021AJ DC/DC CONVERTER SAKURAI, TADASHI - -------------------------------------------------------------------------------------------------------------------------------- SC0083ET PROTECTED DARLINGTON TRANSISTOR ARRANGEMENT PEYRE-LAVIGNE, ANDRE - -------------------------------------------------------------------------------------------------------------------------------- SC0092ET HIGH VOLTAGE SEMICONDUCTOR DEVICE AND FABRICATION PROCESS JAUME, DENIS - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************* - -------------------------------------------------------------------------------------------------------------------------------- SCO0230AJ CONTROLLER FOR BATTERY CHARGER TAMIYA, HAJIME - -------------------------------------------------------------------------------------------------------------------------------- SC0233ET SWITCHING TRANSISTOR ARRANGEMENT LANCE, PHILIPPE - -------------------------------------------------------------------------------------------------------------------------------- SC0346ER POWER SWITCHING CIRCUIT KADANKA, PETER - -------------------------------------------------------------------------------------------------------------------------------- SC00395ET POWER SUPPLY LHERMITE, FRANCOIS - -------------------------------------------------------------------------------------------------------------------------------- SC04052 MOS TRANSISTOR TERRY LEWIS EUGENE - -------------------------------------------------------------------------------------------------------------------------------- SC04091 INPUT RANGING DIVIDER AND METHOD FOR AN ANALOG TO DIGITAL NEIDORFF, ROBERT CONVERTER - -------------------------------------------------------------------------------------------------------------------------------- SC04223 ECL MOS BUFFER CIRCUITS WRATHALL ROBERT STEPHEN - -------------------------------------------------------------------------------------------------------------------------------- SC04255 OUTPUT STAGE FOR OPERATIONAL AMPLIFIER DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC04256 OPERATIONAL AMPLIFIER DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC04258 OPERATIONAL AMPLIFIER DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC04615 CURRENT LIMITER & METHOD FOR LIMITING CURRENT MAIN WILLIAM ERIC - -------------------------------------------------------------------------------------------------------------------------------- SC04760 OUTPUT MULTIPLEXER HAVING ONE GATE DELAY JEFFREY, PHILIP ALAN - -------------------------------------------------------------------------------------------------------------------------------- SC04791 MOSFET "H" SWITCH CIRCUIT FOR ADC MOTOR VALENTINE RICHARD J - -------------------------------------------------------------------------------------------------------------------------------- SC04837 MONOLITHIC ZERO CROSSING TRIAC DRIVER YIM HYUNG JIN - -------------------------------------------------------------------------------------------------------------------------------- SC0486ET SURFACE MOUNT SEMICONDUCTOR DIODE DEVICE MARTIN, JEAN-BAPTISTE - -------------------------------------------------------------------------------------------------------------------------------- SC04932 OVERVOLTAGE AND OVERTEMPERATURE PROTECTION CIRCUIT SCHULTZ WARREN J - -------------------------------------------------------------------------------------------------------------------------------- *********************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC05008 METHOD FOR PRODUCING LOW NOISE, HIGH GRADE CONSTANT CHRUMA, JERRY SEMICONDUCTOR JUNCTIONS - -------------------------------------------------------------------------------------------------------------------------------- SC05078 CURRENT SENSING CIRCUIT WRATHALL ROBERT STEPHEN - -------------------------------------------------------------------------------------------------------------------------------- SC05086 METHOD FOR RESISTOR TRIMMING BY METAL MIGRATION VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC05235 IMPROVED OUTPUT STAGE FOR AN OPERATIONAL AMPLIFIER VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC05236 SEMICONDUCTOR HOUSING DUBOIS JERRY MARK - -------------------------------------------------------------------------------------------------------------------------------- SC05293 IMPROVE OUTPUT STAGE FOR AN OPERATIONAL AMPLIFIER VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC05312 CURRENT LIMIT TECHNIQUE FOR MULTIPLE-EMITTER VERTICAL BYNUM BYRON G POWER TRANSISTOR - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC05364 METHOD OF MAKING GATE TURNOFF SWITCH WITH ANODE SHORT AND BENDER, JOHN R BURIED BASE - -------------------------------------------------------------------------------------------------------------------------------- SC0554ET SEMICONDUCTOR POWER DEVICE SICARD, THIERRY MICHEL - -------------------------------------------------------------------------------------------------------------------------------- SC05602C CURRENT MIRROR CIRCUIT AND METHOD FOR PROVIDING DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission.

- -------------------------------------------------------------------------------------------------------------------------------- ZERO TEMPERATURE COEFFICIENT TRIMMABLE CURRENT RATIOS - -------------------------------------------------------------------------------------------------------------------------------- SC05606C TRIMMABLE DIFFERENTIAL AMPLIFIER HAVING A ZERO TEMPERATURE COEFFICIENT DAVIS WILLIAM F OFFSET VOLTAGE AND METHOD - -------------------------------------------------------------------------------------------------------------------------------- SC05639P METHOD FOR PASSIVATING A SEMICONDUCTOR JUNCTION BELMONT EMANUEL - -------------------------------------------------------------------------------------------------------------------------------- SC05668C ECL TO TTL VOLTAGE LEVEL TRANSLATOR BIRRITTELLA, MARK S - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC05731C FREQUENCY DOUBLER CIRCUIT AND METHOD ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC05735P MONOLITHIC TEMPERATURE-COMPENSATED VOLTAGE REFERENCE DIODE AND BOLAND BERNARD WILLIAM METHOD FOR ITS MANUFACTURE - -------------------------------------------------------------------------------------------------------------------------------- SC05788C THERMAL CURRENT SUPPLY CIRCUIT BYNUM BYRON G - -------------------------------------------------------------------------------------------------------------------------------- SC05803C SYMMETRIC LAYOUT FOR QUAD OPERATIONAL AMPLIFIERS DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC05807C AUTOMATIC RESTART CIRCUIT FOR A SWITCHING POWER SUPPLY PACE WILSON D - -------------------------------------------------------------------------------------------------------------------------------- SC05814C POWER MOS LOSS OF GROUND PROTECTION WRATHALL ROBERT STEPHEN - -------------------------------------------------------------------------------------------------------------------------------- SC05871P METHOD OF MAKING VERTICAL FIELD EFFECT TRANSISTOR WITH PLURALITY KOURY DANIEL N OR GATE INPUT CONNECTIONS - -------------------------------------------------------------------------------------------------------------------------------- SC05878C OPERATIONAL AMPLIFIER WITH PASSIVE CURRENT LIMITING DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC05880C AMPLIFIER HAVING IMPROVED GAIN BANDWIDTH PRODUCT DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC05881C DIFFERENTIAL AMPLIFIER INCLUDING BALANCED TWO TERMINAL SERIES DAVIS WILLIAM F RC NETWORK - -------------------------------------------------------------------------------------------------------------------------------- SC05901C VOLTAGE REGULATOR BYNUM BYRON G - -------------------------------------------------------------------------------------------------------------------------------- SC05910C CIRCUIT HAVING AN OUTPUT REFERENCED TO A SPECIFIC VOLTAGE PRICE JOHN J JR IN RESPONSE TO EITHER AN ECL OR TTL INPUT - -------------------------------------------------------------------------------------------------------------------------------- SC05966C CIRCUIT UTILIZING RESISTORS TRIMMED BY METAL MIGRATION SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC05972T LEAD STRAIGHTENER AND FLATTENER FOR SEMICONDUCTOR DEVICES GONZALEZ VICTOR MANUEL - -------------------------------------------------------------------------------------------------------------------------------- SC05983P MESA ZENER DIODE AND METHOD OF MANUFACTURE THEREOF WETTEROTH THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- SC05986C TRIMMABLE CURRENT SOURCE SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC05988C OPERATIONAL AMPLIFIER UTILIZING FET FOLLOWERS SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC0598AJ CHARGE AND DISCHARGE CONTROLLER BATTERY YADA, AKITOSHI - -------------------------------------------------------------------------------------------------------------------------------- SC05991C OPERATIONAL AMPLIFIER UTILIZING JFET FOLLOWERS AND FEED-FORWARD SUSAK, DAVID M CAPACITORS - -------------------------------------------------------------------------------------------------------------------------------- SC05996C OPERATIONAL AMPLIFIER UTILIZING RESISTORS TRIMMED BY METAL MIGRATION DAVIS, WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC06013C AMPLIFIER HAVING IMPROVED GAIN/BANDWIDTH PRODUCT VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC06035T METHOD OF PRODUCING A THERMOGENETIC SEMICONDUCTOR DEVICE KALFUS MARTIN AARON - -------------------------------------------------------------------------------------------------------------------------------- SC06109P BIPOLAR SEMICONDUCTOR DEVICE HAVING A CONDUCTIVE RECOMBINATION LESK ISRAEL ARNOLD LAYER - -------------------------------------------------------------------------------------------------------------------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission. 2

- -------------------------------------------------------------------------------------------------------------------------------- SC06123P FET STRUCTURE ARRANGEMENT HAVING LOW ON RESISTANCE ROBB STEPHEN PAUL - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** ********* - -------------------------------------------------------------------------------------------------------------------------------- SC06224C ECL GATE HAVING DUMMY LOAD FOR SUBSTANTIALLY REDUCING SKEW MCDONALD JAMES TODD - -------------------------------------------------------------------------------------------------------------------------------- SC06237C SEMICONDUCTOR STRUCTURE WITH CLOSELY COUPLED SUBSTRATE TEMPERATURE FAY GARY V SENSE ELEMENT - -------------------------------------------------------------------------------------------------------------------------------- SC06244T FORMED TOP CONTRACT FOR NON-FLAT SEMICONDUCTOR DEVICE KALFUS MARTIN AARON - -------------------------------------------------------------------------------------------------------------------------------- SC06266C DUAL CHANNEL CURRENT MODE SWITCHING REGULATOR ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC06271P CONTROLLED VOLTAGE DROP DIODE SUNDSTROM RAY D - -------------------------------------------------------------------------------------------------------------------------------- SC06274C OPERATIONAL AMPLIFIER SUSAK DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC06276C START CIRCUIT FOR A BANDGAP REFERENCE CELL CAVE DAVID - -------------------------------------------------------------------------------------------------------------------------------- SC06327P LOW VOLTAGE DEEP JUNCTION DEVICE AND METHOD LIAW H MING - -------------------------------------------------------------------------------------------------------------------------------- SC06330C ECL LOGIC GATE HOLLSTEIN, ROGER L. - -------------------------------------------------------------------------------------------------------------------------------- SC06331T METHOD FOR IMPROVING THE ADHESION OF A PLASTIC ENCAPSULANT TO COPPER SPANJER KEITH GORDON CONTAINING LEADFRAMES - -------------------------------------------------------------------------------------------------------------------------------- SC06346C POWER FIELD EFFECT TRANSISTOR DRIVER CIRCUIT FOR PROTECTION FROM OVER DUNN WILLIAM CHARLES VOLTAGES - -------------------------------------------------------------------------------------------------------------------------------- SC06347C VOLTAGE LEVEL CONVERSION CIRCUIT DUNN WILLIAM CHARLES - -------------------------------------------------------------------------------------------------------------------------------- ********************************************************************************************************* - -------------------------------------------------------------------------------------------------------------------------------- SC06366P SELF ALIGNED VERTICAL FIELD EFFECT TRANSISTOR HAVING AN IMPROVED SOURCE DAVIES ROBERT BRUCE CONTACT - -------------------------------------------------------------------------------------------------------------------------------- ********************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC06388T SELF-CENTERING ELECTRODE FOR POWER DEVICES KALFUS MARTIN - -------------------------------------------------------------------------------------------------------------------------------- ISC06402P HIGH VOLTAGE VERTICAL FIELD EFFECT TRANSISTOR WITH IMPROVED SAFE ROBB STEPHEN P OPERATING AREA - -------------------------------------------------------------------------------------------------------------------------------- SC06445T BACKSIDE METALLIZATION SCHEME FOR SEMICONDUCTOR DEVICES SHARMA RAVINDER K - -------------------------------------------------------------------------------------------------------------------------------- SC06458C SUBSTRATE INJECTION CLAMP PIGOTT, JOHN M - -------------------------------------------------------------------------------------------------------------------------------- SC06470C NEGATIVE VOLTAGE CLAMP PIGOTT, JOHN M - -------------------------------------------------------------------------------------------------------------------------------- SC06471P METHOD FOR MAKING SEMICONDUCTOR DEVICE HAVING HIGH ENERGY SUSTAINING PHIPPS, JOHN P CAPABILITY AND A TEMPERATURE SUSTAINING VOLTAGE - -------------------------------------------------------------------------------------------------------------------------------- SC06488C CURRENT SWITCH BADER SCOTT K - -------------------------------------------------------------------------------------------------------------------------------- SC06489C OUTPUT STAGE FOR AN OPERATIONAL AMPLIFIER SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC06499C LOAD CONTROLLED ECL TRANSIENT DRIVER SCHUCKER DOUGLAS W. - -------------------------------------------------------------------------------------------------------------------------------- SC06501C TRANSFORMERLESS SEMICONDUCTOR AC SWITCH HAVING INTERNAL BIASING MEANS FAY GARY VERNOR - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************ - -------------------------------------------------------------------------------------------------------------------------------- SC06546C DUAL SUPPLY ECL TO TTL TRANSLATOR SUNDSTROM RAY - -------------------------------------------------------------------------------------------------------------------------------- SC06552C TTL OUTPUT DRIVER HAVING AN INCREASED HIGH OUTPUT LEVEL NEELY ERIC - -------------------------------------------------------------------------------------------------------------------------------- SC06554P METHOD FOR FORMING SEMICONDUCTOR CONTACTS BY ELECTROLESS PLATING MORAN JOHN D - -------------------------------------------------------------------------------------------------------------------------------- SC06562C CONTROL CIRCUIT FOR RAPID GATE DISCHARGE DAVIES ROBERT BRUCE - -------------------------------------------------------------------------------------------------------------------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission. 3

- -------------------------------------------------------------------------------------------------------------------------------- SC06586C CURRENT MIRROR HAVING LARGE CURRENT SCALING FACTOR ABDI, BEHROOZ L - -------------------------------------------------------------------------------------------------------------------------------- SC06591C THERMAL PROTECTION METHOD FOR A POWER DEVICE DAVIES, ROBERT BRUCE - -------------------------------------------------------------------------------------------------------------------------------- SC06597C AN ECL TO TTL/CMOS TRANSLATOR USING A SINGLE POWER SUPPLY PETTY CLEON - -------------------------------------------------------------------------------------------------------------------------------- SC06598C FULL WAVE RECTIFIER AVERAGING CIRCUIT SUSAK DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC06618P METHOD FOR MANUFACTURING SEMICONDUCTOR RECTIFIER MORAN JOHN D - -------------------------------------------------------------------------------------------------------------------------------- SC06660P METHOD FOR MAKING A SEMICONDUCTOR DIODE JACKSON KEVIN B - -------------------------------------------------------------------------------------------------------------------------------- SC06691C VOLTAGE TRESHOLD GENERATOR FOR USE IN DIODE LOAD EMITTER COUPLED LOGIC HUEHNE KARL JACKSON CIRCUITS - -------------------------------------------------------------------------------------------------------------------------------- SC06698C CURRENT SOURCE REGULATOR MAIN WILLIAM ERIC - -------------------------------------------------------------------------------------------------------------------------------- SC06701P SEMICONDUCTOR DEVICE HAVING INTERNAL CURRENT UNIT OVER-VOLTAGE PROTECTION MASQUELIER MICHAEL P - -------------------------------------------------------------------------------------------------------------------------------- SC06704C ALPHA ENHANCEMENT OF A TRANSISTOR USING BASE CURRENT FEEDBACK TO WELTY DENNIS L THE EMITTER - -------------------------------------------------------------------------------------------------------------------------------- SC06712P HIGH REVERSE VOLTAGE IGT FAY GARY V - -------------------------------------------------------------------------------------------------------------------------------- SC06716P METHOD AND APPARATUS FOR ADJUSTING PLATING SOLUTION FLOW CHARACTERISTICS AT SCHUSTER VIRGIL E SUBSTRATE CATHODE PERIPHERY TO MINIMIZE EDGE - -------------------------------------------------------------------------------------------------------------------------------- SC06717P HIGH VOLTAGE PLANAR EDGE TERMINATION USING A PUNCH-THROUGH RETARDING IMPLANT DAVIES ROBERT BRUCE - -------------------------------------------------------------------------------------------------------------------------------- SC06734P FAST DAMPER DIODE AND METHOD ANDERSON SAMUEL J - -------------------------------------------------------------------------------------------------------------------------------- SC06740P AVALANCHE STRESS PROTECTED SEMICONDUCTOR DEVICE HAVING VARIABLE INPUT ROBB STEPHEN P IMPEDANCE - -------------------------------------------------------------------------------------------------------------------------------- SC06746P ZIG-ZAG V-MOS TRANSISTOR STRUCTURE HARRINGTON, ALAN L - -------------------------------------------------------------------------------------------------------------------------------- SC06759C UNIVERSAL POWER SUPPLY MONITOR CIRCUIT ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC06768C THERMAL CLAMP FOR AN IGNITION COIL DRIVER BENNETT PAUL T - -------------------------------------------------------------------------------------------------------------------------------- SC06771P INTEGRATED HIGH VOLTAGE TRANSISTORS HAVING MINIMUM TRANSISTOR CLARK LOWELL E TO TRANSISTOR CROSSTALK - -------------------------------------------------------------------------------------------------------------------------------- SC06775C AMPLIFIER OUTPUT STAGE SUSAK DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC06781C HIGH VOLTAGE BRIDGE INTERFACE FOR AC AND BRUSHLESS DC MOTOR CONTROL DAVIES ROBERT BRUCE - -------------------------------------------------------------------------------------------------------------------------------- SC06793T IMPROVED RECTIFIER AND METHOD WASMER, WILLIAM DARWIN - -------------------------------------------------------------------------------------------------------------------------------- SC06797C HIGH SPEED CMOS MULTIPLEXER HAVING REDUCED PROPAGATION DELAY FELDBAUMER DAVID D - -------------------------------------------------------------------------------------------------------------------------------- SC06804C BANDGAP VOLTAGE REFERENCE USING A POWER SUPPLY INDEPENDENT BENNETT PAUL THOMAS CURRENT SOURCE - -------------------------------------------------------------------------------------------------------------------------------- SC06813C DIFFERENTIAL ECL BUS TRI-STATE DETECTION RECEIVER ESGAR DWIGHT D - -------------------------------------------------------------------------------------------------------------------------------- SC06824C AN ECL TO CMOS LOGIC TRANSLATOR DIXON ROBERT - -------------------------------------------------------------------------------------------------------------------------------- SC06829C HIGH SPEED ECL TO TTL TRANSLATOR HAVING A NON-SCHOTTKY CLAMP FOR PHAN M NGHIEM THE OUTPUT STAGE TRANSISTOR - -------------------------------------------------------------------------------------------------------------------------------- SC06832C A BALANCE SPURIOUS FREE OSCILLATOR HOWELL WILLIAM J - -------------------------------------------------------------------------------------------------------------------------------- SC06846P FIELD PLATE AVALANCHE DIODE LESK ISRAEL ARNOLD - -------------------------------------------------------------------------------------------------------------------------------- SC06849C ECL CIRCUIT WITH LOW VOLTAGE/FAST PULL-DOWN PHAN M NGHIEM - -------------------------------------------------------------------------------------------------------------------------------- SC06874C PROGRAMMABLE DELAY CIRCUIT FOR DIGITAL INTEGRATED CIRCUITS SWAPP MAVIN C - -------------------------------------------------------------------------------------------------------------------------------- SC06882C LOW POWER OUTPUT GATE JEFFREY, PHILIP ALAN - -------------------------------------------------------------------------------------------------------------------------------- SC06886C AMPLIFIER HAVING TWO OPERATING MODES VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- 4

- -------------------------------------------------------------------------------------------------------------------------------- SC06904P METHOD FOR PRODUCING SEMICONDUCTOR DEVICES HAVING BULK THEREIN CHIOU HERNG-DER - -------------------------------------------------------------------------------------------------------------------------------- SC06923C SLOPE COMPENSATION CIRCUIT FOR STABILIZING CURRENT MODE CONVERTERS TISINGER, ERIC W - -------------------------------------------------------------------------------------------------------------------------------- SC06928C LOW VOLTAGE CIRCUIT TO CONTROL HIGH VOLTAGE TRANSISTOR BERRINGER KENNETH A - -------------------------------------------------------------------------------------------------------------------------------- SC06956C FAULT DETECTION CIRCUIT HOLLSTEIN, ROGER L. - -------------------------------------------------------------------------------------------------------------------------------- SC06966C A CURRENT THRESHOLD DETECTOR CIRCUIT PETTY, THOMAS DAVID - -------------------------------------------------------------------------------------------------------------------------------- SC06971C BICMOS TTL OUTPUT DRIVER WANG MICHAEL D - -------------------------------------------------------------------------------------------------------------------------------- SC06980P METHOD OF MAKING ENHANCED INSULATE GATE BIPOLAR TRANSISTOR TERRY LEWIS E - -------------------------------------------------------------------------------------------------------------------------------- SC06998P SEMICONDUCTOR DEVICE AND METHOD SCHOENBERG MARK - -------------------------------------------------------------------------------------------------------------------------------- SC07103C ECL TO CMOS TRANSLATION AND LATCH LOGIC CIRCUIT HSUEH PAUL W - -------------------------------------------------------------------------------------------------------------------------------- SC07120C SOURCE TERMINATED TRANSMISSION LINE DRIVER SEELBACH, WALTER C - -------------------------------------------------------------------------------------------------------------------------------- SC07131C LOW NOISE MOTOR DRIVE CIRCUIT SCHULTZ WARREN J - -------------------------------------------------------------------------------------------------------------------------------- SC07155P INSULATED GATE SEMICONDUCTOR DEVICE WITH REDUCED BASE-TO-SOURCE CLARK LOWELL E ELECTRODE SHORT - -------------------------------------------------------------------------------------------------------------------------------- SC07226P VERTICAL CURRENT FLOW SEMICONDUCTOR DEVICE UTILIZING WAFER BONDING RUTTER ROBERT E - -------------------------------------------------------------------------------------------------------------------------------- SC07343P CONDUCTIVITY MODULATED INSULATED GATE SEMICONDUCTOR DEVICE CLARK LOWELL E - -------------------------------------------------------------------------------------------------------------------------------- SC07353C START CIRCUIT FOR A POWER SUPPLY CONTROL INTEGRATED CIRCUIT PACE WILSON DAVID - -------------------------------------------------------------------------------------------------------------------------------- SC07369P VERTICAL FIELD EFFECT TRANSISTOR WITH IMPROVED CONTROL OF LOW DAVIES ROBERT B RESISTIVITY REGION GEOMETRY - -------------------------------------------------------------------------------------------------------------------------------- SC07386C RAIL-TO-RAIL OUTPUT STAGE OF AN OPERATIONAL AMPLIFIER VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC07387C RAIL-TO-RAIL OUTPUT STAGE OF AN OPERATIONAL AMPLIFIER KODA, RIKKI - -------------------------------------------------------------------------------------------------------------------------------- SC07390C TURN OFF DELAY REDUCTION CIRCUIT AND METHOD PACE DAVID W - -------------------------------------------------------------------------------------------------------------------------------- SC07417C H-BRIDGE FLYBACK RECIRCULATOR PIGOTT, JOHN M - -------------------------------------------------------------------------------------------------------------------------------- SC07471P METHOD FOR MAKING A SCHOTTKY DIODE THAT IS COMPATIBLE WITH HIGH SUNDARAM LALGUDI M G PERFORMANCE TRANSISTOR STRUCTURES - -------------------------------------------------------------------------------------------------------------------------------- SC07479C SHORT-CIRCUIT PROOF FIELD EFFECT TRANSISTOR ROBB STEPHEN P - -------------------------------------------------------------------------------------------------------------------------------- SC07481P FABRICATING DUAL GATE THIN FILM TRANSISTORS ROBB FRANCINE Y - -------------------------------------------------------------------------------------------------------------------------------- SC07493P EDGE TERMINATION STRUCTURE PHIPPS JOHN P - -------------------------------------------------------------------------------------------------------------------------------- SC07550C CURRENT DRIVER CONTROL CIRCUIT FOR A POWER DEVICE DAVIES ROBERT BRUCE - -------------------------------------------------------------------------------------------------------------------------------- SC07554P HIGH POWER SEMICONDUCTOR DEVICE WITH INTEGRAL ON-STATE VOLTAGE CLARK LOWELL E DETECTION STRUCTURE - -------------------------------------------------------------------------------------------------------------------------------- SC07558C SWITCHABLE ACTIVE BUS TERMINATION CIRCUIT FELDBAUMER DAVID W - -------------------------------------------------------------------------------------------------------------------------------- SC07581C SEMICONDUCTOR DEVICE HAVING A LARGE SENSE VOLTAGE DAVIES ROBERT BRUCE - -------------------------------------------------------------------------------------------------------------------------------- SC07598P PN JUNCTION SURGE SUPPRESSOR STRUCTURE WITH MOAT SCHOENBERG MARK A - -------------------------------------------------------------------------------------------------------------------------------- SC07675C LOAD CONTROL CIRCUIT INCLUDING AUTOMATIC AC/DC DISCERNMENT SU, STEPHEN - -------------------------------------------------------------------------------------------------------------------------------- SC07789C MILLER LOOP COMPENSATION NETWORK WITH MOORE, BRADLEY T - -------------------------------------------------------------------------------------------------------------------------------- 5

- -------------------------------------------------------------------------------------------------------------------------------- CAPACITANCE DRIVE - -------------------------------------------------------------------------------------------------------------------------------- SC07816C OUTPUT DRIVER STAGE WITH TWO TIER CURRENT LIMIT PROTECTION TISINGER ERIC W - -------------------------------------------------------------------------------------------------------------------------------- SC07875T INSULATED SEMICONDUCTOR PACKAGE LETTERMAN JAMES P JR - -------------------------------------------------------------------------------------------------------------------------------- SC07918C BIDIRECTIONAL TWO-TERMINAL THYRISTOR CLARK LOWELL EUGENE - -------------------------------------------------------------------------------------------------------------------------------- SC07971P HIGH VOLTAGE TRANSISTOR HAVING REDUCED ON-RESISTANCE OKADA, DAVID N. - -------------------------------------------------------------------------------------------------------------------------------- SC08006C QUICK-START AND OVERVOLTAGE PROTECTION FOR A SWITCHING REGULATOR BARROW, STEVEN M CIRCUIT - -------------------------------------------------------------------------------------------------------------------------------- SC08118C FLIP FLOP CIRCUIT AND METHOD THEREFOR KHOSRAVI KORY - -------------------------------------------------------------------------------------------------------------------------------- SC08182P HIGH VOLTAGE SEMICONDUCTOR STRUCTURE AND METHOD TU SHANG-HUI LARRY - -------------------------------------------------------------------------------------------------------------------------------- SC08223P METHOD FOR DOPING A SEMICONDUCTOR WAFER CHOU HERNG-DER HAVING A DIFFUSION ENHANCEMENT REGION - -------------------------------------------------------------------------------------------------------------------------------- SC08227C NEGATIVE SLEW RATE ENHANCEMENT CIRCUIT FOR AN OPERATIONAL AMPLIFIER STOCKSTAD TROY L - -------------------------------------------------------------------------------------------------------------------------------- SC08231C HIGH IMPEDANCE OUTPUT DRIVER STAGE AND METHOD THEREFOR PETTY, THOMAS DAVID - -------------------------------------------------------------------------------------------------------------------------------- SC08256C OPERATIONAL AMPLIFIER WITH ALL NPN TRANSISTOR OUTPUT STAGE STOCKSTAD TROY L - -------------------------------------------------------------------------------------------------------------------------------- SC08300T PLASTIC ENCAPSULATED MICROELECTRONIC DEVICE AND METHOD ANDERSON SAMUEL JAMES - -------------------------------------------------------------------------------------------------------------------------------- SC08346C MULTI-LEAD PROTECTED POWER DEVICE HAVING CURRENT AND BOOT-STRAP DAVIES, ROBERT BRUCE INPUTS - -------------------------------------------------------------------------------------------------------------------------------- SC08351C THREE LEADED PROTECTED POWER DEVICE HAVING VOLTAGE INPUT MIETUS DAVID FRANCIS - -------------------------------------------------------------------------------------------------------------------------------- SC08358C PULSED BATTERY CHARGER CIRCUIT HALL, JEFFERSON W - -------------------------------------------------------------------------------------------------------------------------------- SC08361P METHOD OF FORMING AN INSULATED GATE SEMICONDUCTOR DEVICE AND ANDERSON SAMUEL JAMES DEVICE FORMED - -------------------------------------------------------------------------------------------------------------------------------- SC08385C CIRCUIT FOR CONTROLLING CURRENT FLOW BETWEEN TWO NODES PERKINS, GEOFFREY W - -------------------------------------------------------------------------------------------------------------------------------- SC08426C NON-SATURATING BIPOLAR TRANSISTOR CIRCUIT ESGAR DWIGHT D - -------------------------------------------------------------------------------------------------------------------------------- SC08428P PROCESS FOR MAKING A POWER MOSFET DEVICE AND STRUCTURE TAM GORDON - -------------------------------------------------------------------------------------------------------------------------------- SC08466C TWO STAGE DRIVE CIRCUIT FOR A FET DIXON ROBERT - -------------------------------------------------------------------------------------------------------------------------------- SC08515T CIRCUIT AND METHOD OF PREVIEWING ANALOG TRIMMING STOLFA DAVID L - -------------------------------------------------------------------------------------------------------------------------------- SC08531C FULL DIFFERENTIAL DATA QUALIFICATION CIRCUIT FOR SENSING A LOGIC STATE KAYLOR SCOTT ALAN - -------------------------------------------------------------------------------------------------------------------------------- SC08549P TRANSISTOR WITH COMMON BASE REGION ROBB STEPHEN PAUL - -------------------------------------------------------------------------------------------------------------------------------- SC08557P METHOD AND DEVICE FOR SENSING SURFACE TEMPERATURE OF AN INSULATED GATE DAVIES ROBERT BRUCE SEMICONDUCTOR DEVICE - -------------------------------------------------------------------------------------------------------------------------------- SC08573C PULSE WIDTH MODULATOR HAVING A DUTY CYCLE PROPORTIONAL TO THE BAUM JEFFREY AMPLITUDE OF AN INPUT SIGNAL FROM A DIFFERENTIAL TRANSDUCER AMPLIFIER - -------------------------------------------------------------------------------------------------------------------------------- SC08622C OFF-LINE BOOTSTRAP STARTUP CIRCUIT TISINGER ERIC W - -------------------------------------------------------------------------------------------------------------------------------- SC08624C CIRCUIT AND METHOD FOR PROVIDING PHASE SYNCHRONIZATION OF ECL HANKE C CHRISTOPHER AND TTL/CMOS SIGNALS - -------------------------------------------------------------------------------------------------------------------------------- SC08692C BATTERY CHARGER STATUS MONITOR CIRCUIT AND YEE RENWIN JOURN - -------------------------------------------------------------------------------------------------------------------------------- 6

- -------------------------------------------------------------------------------------------------------------------------------- METHOD THEREFOR - -------------------------------------------------------------------------------------------------------------------------------- SC08696C VOLTAGE REGULATOR AND METHOD THEREFOR STOCKSTAD, TROY L. - -------------------------------------------------------------------------------------------------------------------------------- SC08708T ELECTRONIC SURFACE MOUNT DEVICE AND METHOD FOR MAKING MAYS LONNE LEE - -------------------------------------------------------------------------------------------------------------------------------- SC08715C CIRCUIT AND METHOD FOR TRANSLATING AN ECL SIGNAL TO A TTL SIGNAL PHAM PHUC C - -------------------------------------------------------------------------------------------------------------------------------- SC08730P SEMICONDUCTOR STRUCTURE WITH FIELD-LIMITING RINGS AND METHOD GROENIG PAUL JON FOR MAKING - -------------------------------------------------------------------------------------------------------------------------------- SC08737S FLYBACK POWER SUPPLY HAVING A VCO CONTROLLED SWITCHING RATE BROWN MARTIN JAY - -------------------------------------------------------------------------------------------------------------------------------- SC08739C POWER TRANSISTOR RAPID TURN OFF CIRCUIT FOR SAVING POWER ROBB STEPHEN PAUL - -------------------------------------------------------------------------------------------------------------------------------- SC08746P VERTICAL IGFET CONFIGURATION HAVING LOW ON-RESISTANCE AND METHOD KNOCH, LYNNITA K - -------------------------------------------------------------------------------------------------------------------------------- SC08757P HIGH VOLTAGE PLANAR EDGE TERMINATION STRUCTURE AND METHOD OF ROBB STEPHEN PAUL MAKING SAME - -------------------------------------------------------------------------------------------------------------------------------- SC08759C CIRCUIT AND METHOD FOR ADJUSTING A PULSE WIDTH OF A SIGNAL SUNDSTROM RAY D - -------------------------------------------------------------------------------------------------------------------------------- SC08763C SERIAL DATA CLOCK RECOVERY CIRCUIT USING DUAL OSCILLATOR CIRCUIT FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC08825C CIRCUIT AND METHOD OF INDICATING DATA HOLD-TIME FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC08830C CIRCUIT AND METHOD OF TIMING DATA TRANSFERS FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC08832P METHOD OF MAKING SURGE SUPPRESSOR SWITCHING DEVICE SAUCEDO FLORES, EMMANUEL - -------------------------------------------------------------------------------------------------------------------------------- SC08862C CIRCUIT LIMIT SENSE CIRCUIT AND METHOD FOR CONTROLLING A TRANSISTOR BENNETT, PAUL THOMAS - -------------------------------------------------------------------------------------------------------------------------------- SC08882C COMPARATOR CIRCUIT MAHABADI JOHN KOUROS - -------------------------------------------------------------------------------------------------------------------------------- SC08961C LOW POWER FLIP-FLOP CIRCUIT AND METHOD THEREFOR REYES ALBERTO - -------------------------------------------------------------------------------------------------------------------------------- SC08987P ELECTROSTATIC DISCHARGE PROTECTION DEVICE AND METHOD OF FORMING HEIM BARRY B - -------------------------------------------------------------------------------------------------------------------------------- SC08994C INPUT STAGE FOR CMOS OPERATIONAL AMPLIFIER AND METHOD THEREOF ANDERSON DAVID J - -------------------------------------------------------------------------------------------------------------------------------- SC08996C POWER FACTOR CONTROL CIRCUIT HAVING A BOOST CURRENT FOR INCREASING HALL, JEFFERSON W A SPEED OF A VOLTAGE CONTROL LOOP AND METHOD THEREOF - -------------------------------------------------------------------------------------------------------------------------------- SC08997C CIRCUIT AND METHOD OF MONITORING BATTERY CELLS YEE RENWIN JOURN - -------------------------------------------------------------------------------------------------------------------------------- SC09006C AMPLIFIER CIRCUIT WITH CHARGE PUMP SUPPLYING A DIFFERENTIAL PETTY, THOMAS DAVID TRANSISTOR PAIR - -------------------------------------------------------------------------------------------------------------------------------- SC09030P VERTICAL MOSFET DEVICE HAVING FRONTSIDE AND BACKSIDE CONTACTS VASQUEZ, BARBARA - -------------------------------------------------------------------------------------------------------------------------------- SC09063T SEMICONDUCTOR DEVICE WITH FLAME SPRAYED HEAT SPREADING LAYER RALEIGH CARL J AND METHOD - -------------------------------------------------------------------------------------------------------------------------------- SC09078C CIRCUIT AND METHOD FOR BATTERY CHARGE CONTROL STOCKSTAD TROY L - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************ - -------------------------------------------------------------------------------------------------------------------------------- SC09101P METHOD OF FORMING AN ALLOYED DRAIN FIELD EFFECT TRANSISTOR AND ROBB FRANCINE Y DEVICE FORMED - -------------------------------------------------------------------------------------------------------------------------------- SC09117C AMPLIFIER HAVING AN OUTPUT STAGE WITH BIAS CURRENT CANCELLATION PETTY, THOMAS DAVID - -------------------------------------------------------------------------------------------------------------------------------- SC09129P LATCH RESISTANT INSULATED GATE SEMICONDUCTOR FRAGALE, WILLIAM LEE - -------------------------------------------------------------------------------------------------------------------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission. 7

- -------------------------------------------------------------------------------------------------------------------------------- DEVICE - -------------------------------------------------------------------------------------------------------------------------------- SC09146T SEMICONDUCTOR LEADFRAME STRUCTURE COMPATIBLE WITH DIFFERING BOND WIRE BAILEY, KEITH WOODVEL MATERIALS - -------------------------------------------------------------------------------------------------------------------------------- SC09171P SEMICONDUCTOR DEVICE HAVING HIGH VOLTAGE PROTECTION CAPABILITY SHEN ZHENG - -------------------------------------------------------------------------------------------------------------------------------- SC09313C PEAK VOLTAGE AND PEAK SLOPE DETECTOR FOR A BATTERY CHARGER CIRCUIT SOMERVILLE, THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- SC09331P EDGE TERMINATION STRUCTURE HADIZAD PEYMAN - -------------------------------------------------------------------------------------------------------------------------------- SC09338C OUTPUT CIRCUIT AND METHOD FOR SUPPRESSING SWITCHING NOISE THEREIN HU, TZU-HUI (PAUL) - -------------------------------------------------------------------------------------------------------------------------------- SC09366C PROTECTION ELEMENT AND METHOD FOR PROTECTING A CIRCUIT MITTER, C S - -------------------------------------------------------------------------------------------------------------------------------- SC09369C REFERENCE VOLTAGE CIRCUIT HAVING A SUBSTANTIALLY ZERO MIETUS, DAVID FRANCIS TEMPERATURE COEFFICIENT - -------------------------------------------------------------------------------------------------------------------------------- SC09373T LOW COST FULLY ISOLATED SEMICONDUCTOR DEVICE LETTERMAN JR, JAMES P - -------------------------------------------------------------------------------------------------------------------------------- SC09418C OVERCURRENT DETECTION CIRCUIT FOR A POWER MOSFET AND METHOD THEREFOR PETTY, THOMAS D - -------------------------------------------------------------------------------------------------------------------------------- **************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC09469P HIGH VOLTAGE CURRENT LIMITER AND METHOD FOR MAKING HEMINGER, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC09499C METHOD FOR BALANCING POWER SOURCES AND STRUCTURE THEREFOR STOCKSTAD, TROY L - -------------------------------------------------------------------------------------------------------------------------------- SC09500P METHOD OF ETCHING A SEMICONDUCTOR SUBSTRATE CRIPE, JERRY D - -------------------------------------------------------------------------------------------------------------------------------- SC09541T SEMICONDUCTOR DIODE DEVICE AND METHOD OF MANUFACTURE MAYS, LONNE LEE - -------------------------------------------------------------------------------------------------------------------------------- SC09546C HIGH-SIDE CURRENT SENSE AMPLIFIER SOMERVILLE, THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- SC09557C ZERO CROSSING TRIAC AND METHOD HEMINGER, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC09565P METHOD OF MANUFACTURING A SEMICONDUCTOR DEVICE AND TERMINATION TSOI, HAK YAM STRUCTURE - -------------------------------------------------------------------------------------------------------------------------------- SC09586T ELECTRONIC PACKAGE AND METHOD ELLIOTT, ALEX J - -------------------------------------------------------------------------------------------------------------------------------- SC09589P METHOD OF PASSIVATING A SEMICONDUCTOR SUBSTRATE LE, HIEP M - -------------------------------------------------------------------------------------------------------------------------------- SC09607P METHOD OF ETCHING ADJACENT LAYERS MORAN, JOHN D - -------------------------------------------------------------------------------------------------------------------------------- SC09623C LOW VOLTAGE OPERATIONAL AMPLIFIER BIAS CIRCUIT AND METHOD GRIFFITH, RICHARD - -------------------------------------------------------------------------------------------------------------------------------- SC09624C LOW VOLTAGE OPERATIONAL AMPLIFIER INPUT STAGE AND METHOD DOTSON, ROBERT N - -------------------------------------------------------------------------------------------------------------------------------- SC09646T METHOD OF MANUFACTURING SEMICONDUCTOR COMPONENTS LETTERMAN, JR. JAMES P - -------------------------------------------------------------------------------------------------------------------------------- SC09647C VOLTAGE AND CURRENT REFERENCE CIRCUIT WITH A LOW TEMPERATURE HALL, JEFFERSON W COEFFICIENT - -------------------------------------------------------------------------------------------------------------------------------- SC09669P INDUCTIVE DRIVER CIRCUIT AND METHOD THEREFOR HEMINGER, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC09707C INTEGRATED CIRCUIT AND METHOD FOR GENERATING A TRANSIMPEDANCE MAIN, WILLIAM ERIC FUNCTION - -------------------------------------------------------------------------------------------------------------------------------- SC09720C LOW VOLTAGE OPERATIONAL AMPLIFIER AND METHOD DOTSON, ROBERT N - -------------------------------------------------------------------------------------------------------------------------------- SC09723T SEMICONDUCTOR ENCAPSULATION METHOD MUKERJI, PROSANTO K - -------------------------------------------------------------------------------------------------------------------------------- SC09745P SEMICONDUCTOR DEVICE AND METHOD OF MANUFACTURE ROBB, FRANCINE Y - -------------------------------------------------------------------------------------------------------------------------------- SC09758C METHOD AND CIRCUIT FOR CURRENT REGULATION DUREC, JEFFREY C. - -------------------------------------------------------------------------------------------------------------------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission. 8

- -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************* - -------------------------------------------------------------------------------------------------------------------------------- SC09864C METHOD FOR SYNCHRONIZING SIGNALS AND STRUCTURES THEREFOR FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC09889C METHOD AND CIRCUIT FOR REDUCING OFFSET VOLTAGES FOR A DIFFERENTIAL PETTY, THOMAS DAVID INPUT STAGE - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************ - -------------------------------------------------------------------------------------------------------------------------------- SC09953C ADAPTIVE ENCODER CIRCUIT FOR MULTIPLE DATA CHANNELS AND METHOD SCHWARTZ, DANIEL B OF ENCODING - -------------------------------------------------------------------------------------------------------------------------------- *********************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- *************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ********************************************************************************************************* *********************** - -------------------------------------------------------------------------------------------------------------------------------- SC10001C MONOLITHIC CLAMPING CIRCUIT AND METHOD OF PREVENTING TRANSISTOR SHEN, ZHENG AVALANCHE BREAKDOWN - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC10064C BATTERY PROTECTION SYSTEM AND PROCESS FOR CHARGING A BATTERY ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC10084P CLAMP DISPOSED AT EDGE OF A DIELECTRIC STRUCTURE IN A SEMICONDUCTOR HADIZAD, PEYMAN DEVICE AND METHOD OF FORMING SAME - -------------------------------------------------------------------------------------------------------------------------------- SC10091C METHOD AND CIRCUIT FOR CURRENT LIMITING OF DC-DC REGULATORS LAI, NELSON - -------------------------------------------------------------------------------------------------------------------------------- SC10098C POWER CONVERSION INTEGRATED CIRCUIT AND METHOD FOR PROGRAMMING HALL, JEFFERSON W - -------------------------------------------------------------------------------------------------------------------------------- SC10110C BANDGAP REFERENCE CIRCUIT AND METHOD SOMERVILLE, THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- ****************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- *************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC10238C OVERVOLTAGE PROTECTION DEVICE AND METHOD IDA, RICHARD T. - -------------------------------------------------------------------------------------------------------------------------------- SC10356T METHOD FOR PACKAGING A SEMICONDUCTOR DEVICE DARBHA, SURY NARAYANA - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC10368P POWER SEMICONDUCTOR DEVICE AND METHOD ROBB, STEPHEN PAUL - -------------------------------------------------------------------------------------------------------------------------------- SC10405P POWER SWITCHING TRENCH MOSFET HAVING ALIGNED SOURCE REGIONS AND MATTHEW, LEO METHOD OF MAKING - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************ - -------------------------------------------------------------------------------------------------------------------------------- *************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ********************************************************************************************************* **************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- *************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ********************************************************************************************************* - -------------------------------------------------------------------------------------------------------------------------------- *************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission. 9

- -------------------------------------------------------------------------------------------------------------------------------- THEREFOR - -------------------------------------------------------------------------------------------------------------------------------- *************************************************************************************************** ******************* - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************ - -------------------------------------------------------------------------------------------------------------------------------- ************************************************************************************************************ - -------------------------------------------------------------------------------------------------------------------------------- SC75745B INTEGRATED VOLTAGE SUPPLY ALASPA, ALAN A. - -------------------------------------------------------------------------------------------------------------------------------- SC78192 MONOLITHIC SEMICONDUCTOR TRIGGER ALONAS, PAUL GEORGE - -------------------------------------------------------------------------------------------------------------------------------- SC78192A METHOD FOR MAKING A LIGHT-ACTIVATED LINE-OPERABLE ZERO-CROSSING SWITCH INCLUDING TWO LATERAL TRANSISTORS - -------------------------------------------------------------------------------------------------------------------------------- SC79769 START-UP CIRCUIT ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC79770 SWITCHING POWER SUPPLY ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC80071 LINEAR FULL WAVE RECTIFIER CIRCUIT LUNN GERALD KEITH - -------------------------------------------------------------------------------------------------------------------------------- SC80919 VOLTAGE BOOSTER CIRCUIT CATER ERNEST A - -------------------------------------------------------------------------------------------------------------------------------- SC80946 CURRENT LIMITING CIRCUIT BROWN, LELAND THOMAS - -------------------------------------------------------------------------------------------------------------------------------- SC81117 DRIVER CIRCUIT FOR USE WITH INDUCTIVE LOADS OR THE LIKE LOCASCIO JAMES J - -------------------------------------------------------------------------------------------------------------------------------- SC81120 BUTTON RECTIFIER PACKAGE FOR NON-PLANAR DIE ADDIE DAVID LESLIE - -------------------------------------------------------------------------------------------------------------------------------- SC81169 CURRENT OUTPUT OSCILLATOR BYNUM BYRON G - -------------------------------------------------------------------------------------------------------------------------------- SC81187T HIGH CURRENT PACKAGE WITH MULTI-LEVEL LEADS DUBOIS JERRY MARK - -------------------------------------------------------------------------------------------------------------------------------- SC1050T LETTERMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10509T LETTERMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10601P ROBB - -------------------------------------------------------------------------------------------------------------------------------- SC10642P MATHEW - -------------------------------------------------------------------------------------------------------------------------------- SC10673P SHUMATE - -------------------------------------------------------------------------------------------------------------------------------- Sc10695C JEFFERY - -------------------------------------------------------------------------------------------------------------------------------- SC10700C BALL - -------------------------------------------------------------------------------------------------------------------------------- SC10716T MUKERJI - -------------------------------------------------------------------------------------------------------------------------------- SC10717T NORTON - -------------------------------------------------------------------------------------------------------------------------------- SC10718T NORTON - -------------------------------------------------------------------------------------------------------------------------------- SC10719P SALIH - -------------------------------------------------------------------------------------------------------------------------------- SC10729C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10730C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10740T POPE - -------------------------------------------------------------------------------------------------------------------------------- SC10762C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10762T NOLAN - -------------------------------------------------------------------------------------------------------------------------------- SC10763P PEARSE - -------------------------------------------------------------------------------------------------------------------------------- SC10768C VYNE - -------------------------------------------------------------------------------------------------------------------------------- SC10769C PETTY - -------------------------------------------------------------------------------------------------------------------------------- SC10770T NOLAN - -------------------------------------------------------------------------------------------------------------------------------- SC10774T NOLAN - -------------------------------------------------------------------------------------------------------------------------------- SC10783C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10789T INMON - -------------------------------------------------------------------------------------------------------------------------------- SC10790P ROBB - -------------------------------------------------------------------------------------------------------------------------------- SC10808C THOMSON - -------------------------------------------------------------------------------------------------------------------------------- SC10810P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10821P HOSSAIN - -------------------------------------------------------------------------------------------------------------------------------- SC10822P SUNDARAM - -------------------------------------------------------------------------------------------------------------------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission. 10

- -------------------------------------------------------------------------------------------------------------------------------- SC10823P SUNDARAM - -------------------------------------------------------------------------------------------------------------------------------- SC10824P CHANG - -------------------------------------------------------------------------------------------------------------------------------- SC10826P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10827P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10828P SALIH - -------------------------------------------------------------------------------------------------------------------------------- SC10829P SALIH - -------------------------------------------------------------------------------------------------------------------------------- SC10830P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10839P HAKKAL - -------------------------------------------------------------------------------------------------------------------------------- Confidential Information in this Exhibit 10.4 has been omitted and filed separately with the Securities and Exchange Commission. 11

Schedule V to the Security Agreement TRADEMARKS TRADEMARK COUNTRIES STATUS ALExIS USA Common Law Bullet-Proof USA Common Law JAPAN Registered CHIPSCRETES USA Common Law Designer's USA Common Law DUOWATT USA Common Law E-FET USA Common Law EASY SWITCHER USA Common Law ECL300 USA Common Law ECLinPS USA Common Law ECLinPS/ELITE USA Common Law EpiBase USA Common Law JAPAN Registered Epicap USA Common Law ESD...SURGE PROTECTION USA Common Law EZFET USA Common Law FULLPAK USA Common Law GEMFET USA Common Law JAPAN Registered HDTMOS USA Registered JAPAN Registered HVTMOS JAPAN Registered ICePAK USA Common Law JAPAN Registered L2TMOS USA Common Law MCCS USA Common Law

TRADEMARK COUNTRIES STATUS MDTL USA Common Law MECL USA Common Law MEGAHERTZ USA Common Law MHTL USA Common Law MiniMOS USA Common Law MiniMOSORB USA Common Law Mosorb USA Common Law MRTL USA Common Law MTTL USA Common Law Multi-Pak USA Common Law PowerBase USA Common Law PowerLux USA Abandoned 1998 POWERTAP USA Common Law Quake USA Common Law Rail-To-Rail USA Abandoned SCANSWITCH USA Common Law JAPAN Registered SENSEFET USA Common Law JAPAN Registered SLEEPMODE USA Common Law SMALLBLOCK USA Common Law JAPAN Registered SMARTDISCRETES USA Common Law SMARTswitch USA Common Law SUPERBRIDGES USA Common Law SuperLock USA Common Law Surmetic USA Common Law FRANCE Registered JAPAN Registered SWITCHMODE USA Common Law

TRADEMARK COUNTRIES STATUS JAPAN Registered Thermopad USA Common Law Thermowatt USA Common Law TMOS USA Registered BENELUX Registered FINLAND Registered FRANCE Registered GREAT BRITAIN Registered GERMANY Registered ITALY Registered JAPAN Registered NORWAY Registered TMOS & Design Device USA Registered ITALY Registered TMOS Stylized BENELUX Registered FINLAND Registered FRANCE Registered GREAT BRITAIN Registered GERMANY Registered NORWAY Registered Unibloc USA Common Law UNIT/PAK USA Common Law Uniwatt USA Common Law JAPAN Registered WaveFET USA Common Law JAPAN Registered Z-Switch USA Common Law ZIP R TRIM USA Common Law

Annex 2 to the Security Agreement [Form of] PERFECTION CERTIFICATE Reference is made to (a) the Credit Agreement, dated as of August 4, 1999 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among SCG HOLDING CORPORATION ("Holdings"), SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC (the "Borrower"), the lenders from time to time party thereto (the "Lenders"), THE CHASE MANHATTAN BANK, as administrative agent (in such capacity, the "Administrative Agent") and as collateral agent (in such capacity, the "Collateral Agent"), and CREDIT LYONNAIS NEW YORK BRANCH, DLJ CAPITAL FUNDING, INC. and LEHMAN COMMERCIAL PAPER INC., as co-documentation agents (in such capacity, the "Documentation Agents" and, together with the Administrative Agent and the Collateral Agent, the "Agents") and (b) the Security Agreement, dated as of August 4, 1999 (as amended, supplemented or otherwise modified from time to time, the "Security Agreement") among the Grantors and the Collateral Agent. Capitalized terms used herein but not defined herein having the respective meanings set forth in the Credit Agreement and the Security Agreement. The undersigned, a Financial Officer of Holdings, hereby certify to the Agents and each other Secured Party as follows: 1. Names. (a) The exact corporate name of each Grantor, as such name appears in its respective certificate of incorporation, is as follows: (b) Set forth below is each other corporate name each Grantor has had in the past five years, together with the date of the relevant change: (c) Except as set forth in Schedule 1 hereto, no Grantor has changed its identity or corporate structure in any way within the past five years. Changes in identity or corporate structure would include mergers, consolidations and acquisitions, as well as any change in the form, nature or jurisdiction of corporate organization. If any such change has occurred, include in Schedule 1 the information required by Sections 1 and 2 of this certificate as to each acquiree or constituent party to a merger or consolidation. (d) The following is a list of all other names (including trade names or similar appellations) used by each Grantor or any of its divisions or other business units in connection with the conduct of its business or the ownership of its properties at any time during the past five years: (e) Set forth below is the Federal Taxpayer Identification Number of each Grantor: 1

2. Current Locations. (a) The chief executive office of each Grantor is located at the address set forth opposite its name below: Grantor Mailing Address County State ------- --------------- ------ ----- (b) Set forth below opposite the name of each Grantor are all locations where such Grantor maintains any books or records relating to any Accounts Receivable (with each location at which chattel paper, if any, is kept being indicated by an "*"): Grantor Mailing Address County State ------- --------------- ------ ----- (c) Set forth below opposite the name of each Grantor are all the places of business of such Grantor not identified in paragraph (a) or (b) above: Grantor Mailing Address County State ------- --------------- ------ ----- (d) Set forth below opposite the name of each Grantor are all the locations where such Grantor maintains any Collateral not identified above: Grantor Mailing Address County State ------- --------------- ------ ----- (e) Set forth below opposite the name of each Grantor are the names and addresses of all Persons other than such Grantor that have possession of any of the Collateral of such Grantor: Grantor Mailing Address County State ------- --------------- ------ ----- 2

3. Unusual Transactions. All Accounts Receivable have been originated by the Grantors and all Inventory has been acquired by the Grantors in the ordinary course of business. 4. UCC Filings. Duly signed financing statements on Form UCC-1 in substantially the form of Schedule 4 hereto have been prepared for filing in the Uniform Commercial Code filing office in each jurisdiction where a Grantor has Collateral as identified in Section 2 hereof. 5. Schedule of Filings. Attached hereto as Schedule 5 is a schedule setting forth, with respect to the filings described in Section 4 above, each filing and the filing office in which such filing is to be made. 6. Filing Fees. All filing fees and taxes payable in connection with the filings described in Section 4 above have been paid or provided for. 7. Stock Ownership. Attached hereto as Schedule 7 is a true and correct list of all the duly authorized, issued and outstanding Equity Interests of each Subsidiary (including the Borrower) and the record and beneficial owners of such Equity Interests. Also set forth on Schedule 7 is each Equity Interest of Holdings and each Subsidiary (including the Borrower) that represents 50% or less of the equity of the entity in which such investment was made. 8. Notes. Attached hereto as Schedule 8 is a true and correct list of all notes held by Holdings and each Subsidiary (including the Borrower) and all intercompany notes between Holdings and each Subsidiary (including the Borrower) and between each Subsidiary (including the Borrower) and each other such Subsidiary (including the Borrower). 9. Advances. Attached hereto as Schedule 9 is (a) a true and correct list of all advances made by Holdings to any Subsidiary (including the Borrower) or made by any Subsidiary (including the Borrower) to Holdings or to any other Subsidiary (including the Borrower), which advances will be on and after the date hereof evidenced by one or more intercompany notes pledged to the Collateral Agent under the Pledge Agreement and (b) a true and correct list of all unpaid intercompany transfers of goods sold and delivered by or to Holdings or any Subsidiary (including the Borrower). 10. Mortgage Filings. Attached hereto as Schedule 10 is a schedule setting forth, with respect to each Mortgaged Property, (i) the exact corporate name of the entity that owns such property as such name appears in its certificate of formation, (ii) if different from the name identified pursuant to clause (i), the exact name of the current record owner of such property reflected in the records of the filing office for such property identified pursuant to the following clause and (iii) the filing office in which a Mortgage with respect to such property must be filed or recorded in order for the Collateral Agent to obtain a perfected security interest therein. 3

IN WITNESS WHEREOF, the undersigned have duly executed this certificate on this | | th day of | |. SCG HOLDING CORPORATION, By -------------------------------------- Name: Title: [Financial Officer] 4

Annex 3 to the Security Agreement SUPPLEMENT NO. [ ] dated as of [ ], to the Security Agreement dated as of August 4, 1999, among SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC, a Delaware limited liability company (the "Borrower"), SCG HOLDING CORPORATION, a Delaware corporation ("Holdings"), each subsidiary of Holdings listed on Schedule I thereto (each such subsidiary individually a "Subsidiary" or a "Guarantor" and, collectively, the "Subsidiaries" or, with Holdings, the "Guarantors"; the Guarantors and the Borrower are referred to collectively herein as the "Grantors") and THE CHASE MANHATTAN BANK, a New York banking corporation ("Chase"), as collateral agent (in such capacity, the "Collateral Agent") for the Secured Parties (as defined therein). A. Reference is made to (a) the Credit Agreement dated as of August 4, 1999 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among the Borrower, Holdings, the lenders from time to time party thereto (the "Lenders"), Chase, as administrative agent for the Lenders (in such capacity, the "Administrative Agent"), and Credit Lyonnais New York Branch, DLJ Capital Funding, Inc. and Lehman Commercial Paper Inc., as co-documentation agents, and (b) the Guarantee Agreement dated as of August 4, 1999 (as amended, supplemented or otherwise modified from time to time, the "Guarantee Agreement"), among the Guarantors and the Collateral Agent. B. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Security Agreement and the Credit Agreement. C. The Grantors have entered into the Security Agreement in order to induce the Lenders to make Loans and the Issuing Bank to issue Letters of Credit. Pursuant to Section 5.12 of the Credit Agreement, each Subsidiary Loan Party that was not in existence or not a Subsidiary Loan Party on the date of the Credit Agreement is required to enter in to this Agreement as a Grantor upon becoming a Subsidiary Loan Party. Section 7.15 of the Security Agreement provides that such Subsidiaries may become Grantors under the Security Agreement by execution and delivery of an instrument in the form of this Supplement. The undersigned Subsidiary (the "New Grantor") is executing this Supplement in accordance with the requirements of the Credit Agreement to become a Grantor under the Security Agreement in order to induce the Lenders to make additional Loans and the Issuing Bank to issue additional Letters of Credit and as consideration for Loans previously made and Letters of Credit previously issued. 1

Accordingly, the Collateral Agent and the New Grantor agree as follows: SECTION 1. In accordance with Section 7.15 of the Security Agreement, the New Grantor by its signature below becomes a Grantor under the Security Agreement with the same force and effect as if originally named therein as a Grantor and the New Grantor hereby (a) agrees to all the terms and provisions of the Security Agreement applicable to it as a Grantor thereunder and (b) represents and warrants that the representations and warranties made by it as a Grantor thereunder are true and correct on and as of the date hereof except to the extent a representation and warranty expressly relates solely to a specific date in which case such representation and warranty shall be true and correct on such date. In furtherance of the foregoing, the New Grantor, as security for the payment and performance in full of the Obligations (as defined in the Security Agreement), does hereby create and grant to the Collateral Agent, its successors and assigns, for the benefit of the Secured Parties, their successors and assigns, a security interest in and lien on all of the New Grantor's right, title and interest in and to the Collateral of the New Grantor. Each reference to a "Grantor" in the Security Agreement shall be deemed to include the New Grantor. The Security Agreement is hereby incorporated herein by reference. SECTION 2. The New Grantor represents and warrants to the Collateral Agent and the other Secured Parties that this Supplement has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms. SECTION 3. This Supplement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. This Supplement shall become effective when the Collateral Agent shall have received counterparts of this Supplement that, when taken together, bear the signatures of the New Grantor and the Collateral Agent. Delivery of an executed signature page to this Supplement by facsimile transmission shall be as effective as delivery of a manually signed counterpart of this Supplement. SECTION 4. The New Grantor hereby represents and warrants that (a) set forth on Schedule I attached hereto is a true and correct schedule of the location of any and all Collateral of the New Grantor and (b) set forth under its signature hereto, is the true and correct location of the chief executive office of the New Grantor. SECTION 5. Except as expressly supplemented hereby, the Security Agreement shall remain in full force and effect. SECTION 6. THIS SUPPLEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. SECTION 7. In case any one or more of the provisions contained in this Supplement should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and in the Security Agreement shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties hereto shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions. SECTION 8. All communications and notices hereunder shall be in writing and given as provided in Section 7.01 of the Security Agreement. All communications and notices hereunder to the 2

New Grantor shall be given to it at the address set forth under its signature below, with a copy to the Borrower. SECTION 9. The New Grantor agrees to reimburse the Collateral Agent for its reasonable out-of-pocket expenses in connection with this Supplement, including the reasonable fees, other charges and disbursements of counsel for the Collateral Agent. 3

IN WITNESS WHEREOF, the New Grantor and the Collateral Agent have duly executed this Supplement to the Security Agreement as of the day and year first above written. [NAME OF NEW GRANTOR], By -------------------------------------------- Name: Title: Address: THE CHASE MANHATTAN BANK, as Collateral Agent, By -------------------------------------------- Name: Title: 4

EXHIBIT 10.5* AMENDED AND RESTATED INTELLECTUAL PROPERTY AGREEMENT This INTELLECTUAL PROPERTY AGREEMENT ("Agreement"), as amended and restated herein, is entered into this 4th day of August 1999 (the "Effective Date",) by and between MOTOROLA, INC., a Delaware Corporation (hereinafter "MOTOROLA"), acting through its Semiconductor Products Sector ("SPS"), and Semiconductor Components Industries, L.L.C., a Delaware limited liability company ("SCILLC"). RECITALS WHEREAS, MOTOROLA, through its Semiconductor Components Group ("SCG"), develops, manufactures and sells discrete and integrated circuit semiconductor products and related products. WHEREAS, SCG presently is a part of SPS. WHEREAS, SCG has operations in the United States and numerous foreign countries. WHEREAS, MOTOROLA desires to reorganize the business, assets, properties and operations presently constituting SCG to establish SCG as a "stand alone" business, separate from the remainder of SPS (the "Reorganization"). WHEREAS, SCG Holding Corporation, formerly known as Motorola Energy Systems, Inc., a Delaware corporation is a wholly owned subsidiary of MOTOROLA (hereinafter, "SCG Holding"), and SCILLC is a wholly-owned subsidiary of SCG Holding. WHEREAS, SCG Holding and SCILLC are to be among the entities into which MOTOROLA contributes the business, assets and operations of SCG (the "SCG Business") pursuant to the Reorganization. WHEREAS, MOTOROLA is the owner or licensee of certain intellectual property under which MOTOROLA will hereunder assign, license, or sublicense, as the case may be, to SCILLC certain intellectual property to support and continue the operation of the SCG Business (such transactions hereunder to be treated as a contribution by MOTOROLA to the capital of SCG Holding), WHEREAS, the Parties hereto contemplate entering into a Reorganization Agreement as soon as practicable following the date hereof under which it is contemplated that the Reorganization will be effected (the "Reorganization Agreement"). NOW, THEREFORE, in furtherance of the foregoing premises and in consideration of the mutual covenants and obligations hereinafter set forth, the Parties hereto, intending to be legally bound hereby, do agree as follows: - ---------------- * Confidential Information in this Exhibit 10.5 has been omitted and filed separately with the Securities and Exchange Commission. 1

SECTION 1 DEFINITION AND TERMS As used in the agreement, the following terms shall have the meaning set forth or referenced below: 1.1. ASSIGNED COPYRIGHTABLE MATERIALS means MOTOROLA owned data sheets, data books, application notes, and other advertising materials used in connection with the marketing and sale of any SCG PRODUCT and which do not bear the trademark or tradenames of MOTOROLA other than ASSIGNED TRADEMARKS. ASSIGNED COPYRIGHTABLE MATERIALS does not include software or tangible documentation of the process flow sheets used in the manufacture of any product. 1.2. ASSIGNED KNOW HOW means know-how as set forth in Exhibit 1.2. 1.3. ASSIGNED MASK WORKS means registered masks works as set forth in Exhibit 1.3 and any mask work protection available to MOTOROLA in those mask works fixed by MOTOROLA which are embodied exclusively in an SCG PRODUCT. 1.4. ASSIGNED PATENTS means the patents and patent applications set forth in Exhibit 1.4 and any foreign counterparts of the patents and applications listed on Exhibit 1.4. 1.5. ASSIGNED TRADEMARKS means registered and common law trademarks set forth in Exhibit 1.5. 1.6. CIRCUIT means a plurality of active and/or passive elements for generating, receiving, transmitting, storing, transforming or acting in response to an electrical signal. 1.7. CIRCUIT PATENT means a LICENSED MOTOROLA PATENT which claims a CIRCUIT or an ELECTRICAL METHOD. 1.8. CLOSING DATE means the date on which the consummation of the transactions set forth in the Reorganization Agreement occurs. 1.9. CONFIDENTIAL INFORMATION means all proprietary information which is 1) not publicly known and 2) used to manufacture and sell SCG PRODUCTS or SPS PRODUCTS or specifically used in the business by the Semiconductor Components Group of MOTOROLA. CONFIDENTIAL INFORMATION specifically includes all RESTRICTED PROCESS MODULES. 1.10. ELECTRICAL METHOD means a method or steps for using CIRCUITS or SYSTEMS, whether or not combined with one or more active and/or passive elements, for performing electrical or electronic functions. 1.11. INDEMNIFIED PRODUCT means any product: 2

1.11.1. which is an SCG PRODUCT; or 1.11.2. which is derived from an SCG PRODUCT and that has substantially the same form, fit, function, and application as an SCG PRODUCT, as determined by the data sheet relating to the SCG PRODUCT in existence prior to the CLOSING DATE. 1.11.3. Notwithstanding the language in this section 1.11, in no event shall the term INDEMNIFIED PRODUCT include memories, microprocessors, microcontrollers, digital signal processors, sensor devices having a mechanical input, RF devices (but not small signal RF discrete devices such as high frequency small signal transistors of the type that are SCG PRODUCTS, tuning diodes, and varactors), Optobus products, power devices integrated with analog circuitry on the same SEMICONDUCTIVE MATERIAL other than those specific devices that have product numbers that are SCG PRODUCTS or within the scope of 1.11.2, hybrid power modules, compound semiconductor products, Vertical Cavity Surfacing Emitting Lasers (VCSEL), Field Programmable Gate Arrays (FPGAs), Field Programmable Analog Arrays (FPAAs), or magnetoresistive devices or devices that are formed substantially of materials having a permanent magnetic effect (collectively "EXCLUDED PRODUCTS"), whether or not any such EXCLUDED PRODUCT includes the functionality of an SCG PRODUCT. 1.11.4. Notwithstanding the language in this section 1.11, in no event shall INDEMNIFIED PRODUCT include any product made or sold by SCILLC if infringement of a third party's patent would have been avoided but for a change in the manufacturing or design of an SCG PRODUCT or but for the use of a process or equipment for manufacture of or the design of an INDEMNIFIED PRODUCT that was not used in the design or manufacture of an SCG PRODUCT before the CLOSING DATE. 1.12. INTEGRATED CIRCUIT STRUCTURE means an integral unit consisting primarily of a plurality of active and/or passive circuit elements associated on, or in, a unitary body of SEMICONDUCTIVE MATERIAL for performing electrical or electronic functions and, if provided therewith, such unit includes housing and/or supporting means therefor. 1.13. INTELLECTUAL PROPERTY means the LICENSED MOTOROLA PATENTS, ASSIGNED PATENTS, LICENSED VISIBLE TRADEMARKS, LICENSED EMBEDDED TRADEMARKS, ASSIGNED TRADEMARKS, LICENSED KNOW HOW, ASSIGNED KNOW HOW, LICENSED SOFTWARE, ASSIGNED MASK WORKS, LICENSED MASK WORKS, ASSIGNED COPYRIGHTABLE MATERIALS, and LICENSED COPYRIGHTABLE MATERIALS. 1.14. LICENSED SCILLC PATENTS means all classes or types of patents, utility models, design patents, applications, and any counterparts thereof for the aforementioned or all countries of the world owned by SCILLC which have claims that read on the manufacture, assembly, test, use, lease, sale, offer for sale, disposal, importation, or 3

design of a LICENSED SPS PRODUCT and which are issued, published or filed on or before five (5) years after the CLOSING DATE. LICENSED SCILLC PATENTS also includes patents That are acquired by SCILLC, on or before five (5) years after the CLOSING DATE, and under which and to the extent to which and subject to the conditions under which SCILLC may have the right to grant licenses or rights of the scope granted herein without the payment of royalties or other consideration to third persons, except for payments to third persons (a) for inventions made by said third persons while engaged by SCILLC, and (b) as consideration for the acquisition of such patents, utility models, design patents and applications. 1.15. LICENSED COPYRIGHTABLE MATERIALS means MOTOROLA owned data sheets, data books, application notes, and other advertising materials used in connection with the marketing and sale of any SCG PRODUCT and which bear the trademark or tradenames of MOTOROLA other than ASSIGNED TRADEMARKS. LICENSED COPYRIGHTABLE MATERIALS does not include software or tangible documentation of the process flow sheets used in the manufacture of any product. 1.16. LICENSED EMBEDDED TRADEMARKS means any trademark owned by MOTOROLA which is embedded in or affixed on equipment, software, or materials ("Items") used in connection with the sale, offering for sale, distribution, or advertising of an SCG PRODUCT, which Items are not sold or provided to purchasers of an SCG PRODUCT or trademarks which are not visible to purchasers of an encapsulated SCG PRODUCT. 1.17. LICENSED KNOW HOW means know how, including business methods, owned by MOTOROLA as of the CLOSING DATE which is specifically used, as of the CLOSING DATE, to develop or manufacture an SCG PRODUCT. LICENSED KNOW HOW includes RESTRICTED PROCESS MODULES. ****************** ************************************************************************ ************************************************************************ ************************************************************************ ************************************************************************ ************************************************************************ ************************************************************************ In no event shall LICENSED KNOW HOW include any know how developed or acquired by MOTOROLA after the CLOSING DATE. 1.18. LICENSED MOTOROLA PATENTS means all classes or types of patents, utility models, design patents, applications, Mid any counterparts thereof for the aforementioned of all countries of the world which have claims that read on the manufacture, assembly, test, use lease, sale, offer for sale, disposal, importation, or design of a LICENSED PRODUCT and are: (i) Issued, published or filed on or before five (5) years after the CLOSING DATE, and which arise out of inventions ***************** ***************************************************************** - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 4

(ii) Are acquired, on or before five (5) years after the CLOSING DATE, by MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR: and under which and to the extent to which and subject to the conditions under which the MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR may have the right to grant licenses or rights of the scope granted herein without the payment of royalties or other consideration to third persons, except for payments to third persons (a) for inventions made by said third persons while engaged by MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR, and (b) as consideration for the acquisition of such patents, utility models, design patents and applications. In no event shall the term LICENSED MOTOROLA PATENTS include or encompass patents on inventions made by employees of MOTOROLA while in the employ of groups or operations of MOTOROLA other than the MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR. 1.19. LICENSED PRODUCT means any product: 1.19.1. which is an SCG PRODUCT; or 1.19.2. which is derived from an SCG PRODUCT and that has substantially the same function as an SCG PRODUCT in existence prior to the CLOSING DATE; or 1.19.3. an INTEGRATED CIRCUIT STRUCTURE or SEMICONDUCTIVE ELEMENT which is reasonably anticipated by the Semiconductor Components Group's 1999 Analog Long Range Plan (LRP) dated 18 March 1999, the 1999 Logic LRP dated 19 March 1999, the 1999 Bipolar Discrete LRP dated 16 April 1999, or the 1999 MOS Gated LRP dated 26 February 1999. 1.19.4. Notwithstanding the above language in this section, in no event shall the term LICENSED PRODUCT include memories, microprocessors, microcontrollers, digital signal processors, sensor devices having a mechanical input, RF devices (but not small signal RF discrete devices such as high frequency small signal transistors of the type that are SCG PRODUCTS, tuning diodes, and varactors), Optobus products, power devices integrated with analog circuitry on the same SEMICONDUCTIVE MATERIAL other than those specific devices that have product numbers that are SCG PRODUCTS or within the scope of 1.19.3, hybrid power modules of the type developed by or made by the former Hybrid Power Modules business unit of MOTOROLA, compound semiconductor products, Vertical Cavity Surfing Emitting Lasers (VCSEL), Field Programmable Gate Arrays (FPGAs), Field Programmable Analog Arrays (FPAAs), or magnetoresistive devices or devices that are formed substantially of materials having a permanent magnetic effect (collectively "EXCLUDED PRODUCTS"), whether or not any such EXCLUDED PRODUCT includes the functionality of an SCG PRODUCT. 5

1.20. LICENSED SOFTWARE means software owned by MOTOROLA and specifically used in business applications used by or for the Semiconductor Components Group of MOTOROLA or in the manufacture, design, operation, or testing of an SCG PRODUCT. 1.21. LICENSED SPS PRODUCT means any product other than an SCG PRODUCT or a product which is derived from an SCG PRODUCT and that has substantially the same function as an SCG PRODUCT, provided, however, that LICENSED SPS PRODUCT shall include discrete RF devices, discrete sensor devices, discrete compound semiconductor devices, but shall not include any other discrete devices, and provided that LICENSED SPS PRODUCT shall include any product set forth in the PTI code listing for MOTOROLA's MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR business units other than the Semiconductor Component Group of MOTOROLA's MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR. 1.22. LICENSED VISIBLE TRADEMARKS means any trademark owned by MOTOROLA which is affixed on materials (including printed materials, advertising materials, data sheets, application notes, packing slips, packing materials, or electronic materials) used in connection with the sale, offering for sale, distribution, or advertising of an SCG PRODUCT or on an SCG PRODUCT which is provided to and visible by purchasers of an encapsulated SCG PRODUCT. 1.23. MANUFACTURING APPARATUS means as to each party hereto, any instrumentality or aggregate of instrumentality primarily designed for use in the fabrication of that party's LICENSED PRODUCTS (as hereinafter defined). 1.24. MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR means an existing business unit of MOTOROLA: (i) now consisting of a Networking & Computing Systems Group, a Semiconductor Components Group, a Transportation Systems Group, a Wireless Subscriber Systems Group, and an Imaging and Entertainment Systems organization, (ii) having major manufacturing facilities located in Phoenix, Mesa, Chandler and Tempe, Arizona; Austin, Texas; Toulouse, France; Aizu and Sendai, Japan; Tianjin, China; East Kilbride and South Queensferry, Scotland, Guadalajara, Mexico, Carmona, Philippines; and Seremban, Malaysia; and (iii) making and/or developing products falling within the definition of INTEGRATED CIRCUIT STRUCTURES OR SEMICONDUCTOR ELEMENTS. This definition of the MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR also includes the predecessor business unit of MOTOROLA of said groups taken singularly or in combination and/or said organization and any future or successor business unit of MOTOROLA acquired or derived from, by separation, reorganization, or merger, irrespective of appellation, said groups taken singularly or in combination and/or said organization. 1.25. NON-ASSERTED MOTOROLA PATENTS means all classes or types of patents, utility models, design patents, applications, and any counterparts thereof for the aforementioned of all countries of the world which have claims that read on the manufacture, assembly, test, use lease, sale, offer for sale, disposal, importation, or design of an SCG PRODUCT and are issued, published or filed on or before the CLOSING DATE, and which arise out 6

of inventions made solely by one or more employees of MOTOROLA. NONASSERTED PATENTS shall not include LICENSED MOTOROLA PATENTS. 1.26. PROCESS AND STRUCTURE PATENT means a LICENSED PATENT which claims a process for manufacturing a SEMICONDUCTOR ELEMENT or INTEGRATED CIRCUIT STRUCTURE or which claims the arrangement or interrelationship in or on a semiconductor substrate of regions, layers, electrodes, or contacts thereof. 1.27. RESTRICTED PROCESS MODULES means that information described in Exhibit 1.27. 1.28. SCG PRODUCT means any product identified as a product, as of the CLOSING DATE, of the Semiconductor Component Group of MOTOROLA's MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR as set forth in the pti code listing for the Semiconductor Components Group, excluding the optoisolator and optocoupler products, GaAs Schottky products, FPAA, FPGA, and GaAs LEDs. 1.29. SEMICONDUCTIVE MATERIAL means any material whose conductivity is intermediate to that of metals and insulators at room temperature and whose conductivity, over some temperature range, increases with increases in temperature. Such material shall include but not be limited to refined products, reaction products, reduced products, mixtures and compounds. 1.30. SEMICONDUCTOR ELEMENT means a device other than an INTEGRATED CIRCUIT STRUCTURE consisting primarily of a body of SEMICONDUCTIVE MATERIAL having a plurality of electrodes associated therewith, whether or not said body consists of a single SEMICONDUCTIVE MATERIAL or of a multiplicity of such materials, and whether or not said body includes one or more layers or other regions (constituting substantially less than the whole of said body) of a material or materials which are of a type other than SEMICONDUCTIVE MATERIAL and, if provided therewith, such device includes housing and/or supporting means therefor. 1.32. SUBSIDIARY means a corporation, company, or other entity more than or equal to forty-nine percent (49%) of whose outstanding share or securities (representing the right to vote for the ejection of directors or other managing authority) are, now or hereafter, owned or controlled, directly or indirectly by a party hereto, but such corporation company or other entity shall be deemed to be a SUBSIDIARY only so long as such ownership or control exists. SUBSIDIARY shall also mean entities in which SCILLC holds less than 49% but more than or equal to a thirty-three percent (33%) interest, provided that the entity's principal business is to manufacture LICENSED PRODUCTS for SCILLC ******************************************* ************************************************************************ ************************************************************************ ************************************************************************ ************************************************************************ ************************************************************************ ************************************************************************ ************************************************************************ - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 7

*********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** 1.33. SYSTEM means one or more CIRCUITS whether or not combined with one or more active and/or passive elements for performing electrical or electronic functions, whether or not a housing and/or supporting means for said circuitry is included. 1.34. THIRD PARTY SCG CONTRIBUTION means any know how, that if existing prior to the CLOSING DATE, would have been classified as know how under one of the processes set forth in Exhibit 1.2 (ASSIGNED KNOW HOW) or is solely related to an SCG PRODUCT and such know how is developed by a third party that was obligated, under a written agreement with MOTOROLA as of the CLOSING DATE, to assign to MOTOROLA title or joint ownership in such development. SECTION 2 ASSIGNMENT AND LICENSE OF PATENTS 2.1. MOTOROLA hereby assigns all its right, title, and interest, including the right to sue for infringement before the CLOSING DATE, and subject to any existing third party licenses before the CLOSING DATE, in ASSIGNED PATENTS to SCILLC. MOTOROLA shall provide all of its flies of the ASSIGNED PATENTS to SCILLC no later than ninety (90) days after the CLOSING DATE. Upon transfer of such files to the SCILLC, SCILLC assumes all responsibility for the prosecution and payment of fees associated therewith. SCILLC shall ensure that all documentation necessary to execute and record the transfer of ASSIGNED PATENTS is prepared by SCILLC and presented to MOTOROLA for signature. MOTOROLA shall execute and deliver, or cause to be executed and delivered such documentation to SCILLC, no later than ninety (90) days after presentation of such documentation to SCILLC. 2.2. MOTOROLA and SCILLC agree that the MOSAIC 5/5e patents and any counterparts thereof listed in this Section 2.2 will be included as ASSIGNED PATENTS if and when the MOSAIC 5 and/or MOSAIC 5e process is transferred to SCILLC as set forth in the SCG Manufacturing Agreement. SCILLC and MOTOROLA agree that the rights and obligations granted and accepted hereunder for ASSIGNED PATENTS will apply to the MOSAIC 5/5e patents and any obligations will be triggered as of the date specified in this Section 2.2 other than the CLOSING DATE. MOSAIC 5/5e patents are patents or patent applications with the following Docket Numbers: SCG64I9P, SC06509P, SC06543P, SC06544P, SC06573P, SCG6645P, 5C07139P, 9C07538P, SC08875P. 2.3. MOTOROLA and SCILLC agree that U.S. Patent Number 5,418,410, and any counterparts thereof (Tisinger patents) will be included as ASSIGNED PATENTS upon the naming of SCILLC as a party to the litigation Power Integrations v. Motorola, Inc. or if SCILLC is not named as a party to such litigation, then upon the settlement of the litigation. SCILLC and MOTOROLA agree that the rights and obligations granted and - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 8

accepted hereunder for ASSIGNED PATENTS will apply to the Tisinger patents and any obligations will be triggered as of the date specified in this Section 2.3 rather than the CLOSING DATE. 2.4. MOTOROLA and SCILLC agree that U.S. Patent Number 4,450,367 will be included as ASSIGNED PATENTS upon the settlement of the Power Integrations v. Motorola, Inc. litigation. SCILLC and MOTOROLA agree that the rights and obligations granted and accepted hereunder for ASSIGNED PATENTS will apply to U.S. Patent Number 4,450,367 and any obligations will be triggered as of the date specified in this Section 2.4 rather than the CLOSING DATE. 2.5. MOTOROLA hereby grants SCILLC, for the life of the last to expire LICENSED MOTOROLA PATENTS, a world wide, non-exclusive, nontransferable license under LICENSED MOTOROLA PATENTS without the right to sub-license (except and only to the extent necessary for SCILLC to fulfill its obligations assumed under the Technology License Contract originally between Motorola, Inc. and Leshan-Phoenix Semiconductor Company, Ltd): 2.5.1. **************************************************************** **************************************************************** **************************************************************** **************************************************************** (i) that are designed solely or jointly by or for SCILLC, or (ii) that are designed by third parties***************************** *************************************************************** *************************************************************** *************************************************************** *************************************************************** *************************************************************** and to practice any process or method involved in the manufacture or use thereof, and 2.5.2. to make, use and have made MANUFACTURING APPARATUS and to practice any process or method involved in the use thereof. 2.6. MOTOROLA hereby grants to SCILLC, for the life of the last to expire LICENSED MOTOROLA PATENT, a world wide, non-exclusive, non-transferable covenant not to assert LICENSED MOTOROLA PATENTS against SCILLC as a result of the purchase, importation, use, lease, resale, offer for sale, or other disposal of LICENSED PRODUCTS designed solely or jointly by or for a third party and manufactured by a third party. MOTOROLA hereby agrees to extend such covenant not to assert to Customers, distributors, and users of SCILLC that purchase, lease, or otherwise acquire such LICENSED PRODUCTS from SCILLC. 2.7. *********************************************************************** *********************************************************************** ********************************* - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 9

*********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** *********************************************************************** 2.8. MOTOROLA hereby grants to SCILLC, for the life of the last to expire CIRCUIT PATENTS, a non-exclusive, world wide, non-transferable license under CIRCUIT PATENTS, without the right to sub-license, to have made LICENSED PRODUCTS designed solely or jointly by or for SCILLC and to import, use, lease, sell, offer for sale, or otherwise dispose of such LICENSED PRODUCTS. MOTOROLA hereby further grants to SCILLC, for the term of this license, a world wide, non-exclusive, nontransferable covenant not to assert LICENSED MOTOROLA PATENTS against SCILLC for having such LICENSED PRODUCTS made. MOTOROLA hereby agrees to extend such covenant not to assert to customers, distributors, and users that purchase or otherwise acquire such LICENSED PRODUCTS from SCILLC. 2.9. MOTOROLA agrees not to make any claim of infringement against the customers, distributors and users of LICENSED PRODUCTS, based upon any claim of any LICENSED MOTOROLA PATENT under which such LICENSED PRODUCTS are licensed hereunder, for the use of any LICENSED PRODUCTS which are made imported, sold, leased or otherwise disposed of by SCILLC or its SUBSIDIARIES. 2.10. MOTOROLA hereby grants to SCILLC, for the life of the last to expire NONASSERTED MOTOROLA PATENT, a world wide, non-exclusive, non-transferable covenant not to assert NON-ASSERTED MOTOROLA PATENTS against SCILLC to make, have made, use, lease, sell, offer for sale, import, design, assemble, have assembled, test, or otherwise dispose of SCG PRODUCTS. MOTOROLA agrees to extend such covenant not to assert to customers, distributors, and users that purchase any such SCG PRODUCT from SCILLC. This covenant not to assert does not extend to products other than SCG PRODUCTS. 2.11. SCILLC hereby grants to MOTOROLA a worldwide, paid-up, royalty free, non-exclusive license, without the right to sublicense after the CLOSING DATE, under ASSIGNED PATENTS AND LICENSED SCILLC PATENTS, for the life of the last to expire ASSIGNED PATENT or LICENSED SCILLC PATENT, to make, have made, use, lease, sell, offer for sale, import, design, assemble, have assembled, test, or otherwise dispose of LICENSED SPS PRODUCTS and to practice any process or method involved in the manufacture or use thereof, and to make, use and have made MANUFACTURING APPARATUS and to practice any process or method involved in the use thereof. SCILLC hereby further warrants to MOTOROLA, for the life of the last to expire ASSIGNED PATENT, a world wide, non-exclusive, non-transferable covenant not to - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 10

assert ASSIGNED PATENTS against MOTOROLA to make, have made, use, lease, sell, offer for sale, import, design, assemble, have assembled, test, or otherwise dispose of any comprehensive product or assembly which incorporates a product made on a SEMICONDUCTIVE MATERIAL and purchased from or made by a third party. This covenant not to assert does not extend to products made on a SEMICONDUCTIVE MATERIAL which are commercially sold to a third party by MOTOROLA that are not incorporated into a more comprehensive product or assembly. SCILLC agrees to extend such Covenant not to assert to Customers, distributors, and users that purchase or otherwise acquire such comprehensive product or assembly from MOTOROLA. 2.12. SCILLC agrees not to make any claim of infringement against the customers, distributors, and users of any LICENSED SPS PRODUCTS, based upon any claim of any ASSIGNED PATENT or LICENSED SCILLC PATENTS under which such products are licensed hereunder, for the use of any LICENSED SPS PRODUCTS which are made, imported, sold, leased or otherwise disposed of by MOTOROLA or its SUBSIDIARIES. 2.13. The licenses and covenants granted herein extend to each party's respective SUBSIDIARIES, so long as such party's SUBSIDIARIES agree to grant the same licenses and covenants granted in this Section 2 that SCILLC and MOTOROLA granted herein, respectively. 2.14. A covenant not to assert is not considered a license for the purposes of this Agreement. 2.15. The license and rights granted to SCILLC from MOTOROLA herein do not extend to Zilog or any other third party owned or controlled by the Texas Pacific Group. SECTION 3 ASSIGNMENT AND LICENSE OF TRADEMARKS 3.1. MOTOROLA hereby assigns all its right, title, and interest, including the goodwill of the business associated with the ASSIGNED TRADEMARKS, in ASSIGNED TRADEMARKS to SCILLC. MOTOROLA shall provide all of its files for each trademark registration or registration application of those ASSIGNED TRADEMARKS designated as being registered or pending registration no later than ninety (90) days after the CLOSING DATE. Upon transfer of such files to the SCILLC, SCILLC assumes all responsibility for the prosecution and payment of fees associated therewith. SCILLC shall ensure that all documentation necessary to execute and record the transfer of ASSIGNED TRADEMARKS is prepared by SCILLC and presented to MOTOROLA for signature. MOTOROLA shall execute and deliver, or cause to be executed and delivered such documentation to SCILLC no later than ninety (90) days after presentation of such documentation to SCILLC. 3.2. MOTOROLA hereby grants to SCILLC a limited, worldwide, paid-up, royalty free, nontransferable, nonexclusive license, without the right to grant sublicenses, to 11

reproduce, copy, or use, for a period of one year after the CLOSING DATE, or to use up any inventory existing as of the CLOSING DATE, any LICENSED VISIBLE TRADEMARK on or in connection with the sale, offering for sale, distribution, or advertising of any LICENSED PRODUCT. This license is granted solely for a transition period to allow SCILLC to use up any inventory that bears any LICENSED VISIBLE TRADEMARK and to change tooling that places any LICENSED VISIBLE TRADEMARK on LICENSED PRODUCTS. SCILLC agrees to use its best efforts to cease such reproduction, copying, or use of LICENSED VISIBLE TRADEMARKS as soon as commercially reasonable; in any event, except as provided in Section 3.3, the license granted under this Section 3.2 shall extend no longer than one (1) year after the CLOSING DATE. 3.3. Notwithstanding Section 3.2, for any LICENSED PRODUCT that must be re-qualified when a LICENSED VISIBLE TRADEMARK on the LICENSED PRODUCT or its packaging is removed, SCILLC shall be permitted, for up to two (2) years after the CLOSING DATE, to reproduce, copy, or use LICENSED VISIBLE TRADEMARKS in a manner necessary for the continued sale and distribution of the LICENSED PRODUCT during such re-qualification. 3.4. After SCILLC ceases reproducing, copying, or using LICENSED VISIBLE TRADEMARKS pursuant to Sections 3.2 and 3.3, SCILLC may use up any inventory bearing such LICENSED VISIBLE TRADEMARKS, so long as the amount of such inventory is manufactured consistent with reasonable commercial practices. 3.5. MOTOROLA hereby grants to SCILLC a limited, worldwide, nonexclusive right, without the right to grant rights to third parties, to use the term "formerly a division of Motorola" (hereinafter "Transition Statement"), for a period of one (1) year after the CLOSING DATE with the stylized version of "Motorola" used by MOTOROLA and for a period of two (2) years after the CLOSING DATE without the stylized version of "Motorola", on or in connection with the sale, offering for sate, distribution, or advertising of any LICENSED PRODUCT. SCILLC shall submit to MOTOROLA the first use of each version of material containing the Transition Statement for approval by MOTOROLA. The use shall be deemed approved if MOTOROLA does not reject the submission within thirty (30) days of the date of the receipt of the submission by MOTOROLA. Except to the extent permitted in this Section 3.5, in no event will SCILLC have the right to use the Motorola logo, any stylized versions of the mark "Motorola" used by MOTOROLA, or other trademarks or tradenames owned by MOTOROLA with the Transition Statement. In no event shall SCILLC have the right to prepare and use new advertising, distribution materials, or business forms, in connection with the sale, offering for sale, distribution, or advertising of any product, which use the Motorola logo, a stylized version of the mark "Motorola" used by MOTOROLA (except as permitted above with the Transition Statement), or other trademarks or tradenames of Motorola. The preceding sentence does not modify the licenses granted in sections 3.3, 3.6, 3.13, and the right to mark products provided in section 3.2. 12

3.6. MOTOROLA hereby grants to SCILLC a limited, worldwide, paid-up, royalty free, nontransferable, nonexclusive license, without the right to grant sublicenses, to reproduce, copy, or use any LICENSED EMBEDDED TRADEMARK on or in connection with the sale, offering for sale, distribution, or advertising of any LICENSED PRODUCT. SCILLC agrees to use its best efforts to discontinue the use of any LICENSED EMBEDDED TRADEMARKS as soon as commercially reasonable. Notwithstanding the above, SCILLC agrees to remove the LICENSED EMBEDDED TRADEMARK upon the redesign of any LICENSED PRODUCT. This limited license shall terminate with the discontinuance or replacement of the items bearing such LICENSED EMBEDDED TRADEMARKS. 3.7. During the period of time that any LICENSED VISIBLE TRADEMARK or LICENSED EMBEDDED TRADEMARK is used by SCILLC, SCILLC shall manufacture LICENSED PRODUCT using standards of quality which are not changed in a substantial way from those used by Semiconductor Components Group prior to the CLOSING DATE. 3.8. So long as any LICENSED VISIBLE TRADEMARK or any LICENSE, EMBEDDED TRADEMARK is used by SCILLC, MOTOROLA shall have the right at reasonable times and on reasonable notice to conduct, during regular business hours, an examination of LICENSED PRODUCTS bearing the LICENSED VISIBLE TRADEMARK or LICENSED EMBEDDED TRADEMARK manufactured by SCILLC (including those in process, assembled or tested) at SCILLC or its SUBSIDIARIES' facilities to determine compliance of such LICENSED PRODUCTS with the applicable quality standards referred to in Section 3.7. If at any time such LICENSED PRODUCTS in the sole, reasonable opinion of MOTOROLA, fail to conform to the standards of quality in materials, design, workmanship, use, advertising, and promotion, MOTOROLA or its authorized representative shall so notify SCILLC. Upon such notification, SCILLC shall cease to use the LICENSED VISIBLE TRADEMARKS or the LICENSED EMBEDDED TRADEMARKS on such LICENSED PRODUCTS or else take such steps as are necessary promptly to restore the LICENSED PRODUCT to the required standard. 3.9. SCILLC shall not make any use of the LICENSED VISIBLE TRADEMARKS or LICENSED EMBEDDED TRADEMARKS in such a manner that would represent to the public that SCILLC, rather than MOTOROLA, is the owner of the such LICENSED VISIBLE TRADEMARKS or LICENSED EMBEDDED TRADEMARKS. SCILLC agrees that it shall not at any time adopt, use or apply for any registration of any trademark, service mark, copyright or other designation which is identical to or confusingly similar to LICENSED VISIBLE TRADEMARKS or LICENSED EMBEDDED TRADEMARKS or which could affect Motorola's ownership of such LICENSED VISIBLE TRADEMARKS or LICENSED EMBEDDED TRADEMARKS. 3.10. MOTOROLA hereby grants to SCILLC the right to use all part numbers, model numbers and the like in use by MOTOROLA to identify SCG PRODUCTS to customers as of the CLOSING DATE. SCILLC shall further have the right to additional part or model numbers to any series or numbering scheme in use as of the CLOSING DATE. Other 13

than as permitted in the other Sections of this Section 3, SCILLC will not use a part number, model number and the like that is a MOTOROLA owned trademark. 3.11. At the CLOSING DATE, and for a period of two (2) years thereafter, MOTOROLA shall display, on the home page of its MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR web site, a hypertext link to SCILLC's uniform resource locator (URL). The initial wording of such hypertext link shall be agreed upon between SCILLC end MOTOROLA prior to the CLOSING DATE. Thereafter, upon the approval of MOTOROLA, MOTOROLA shall reword the hypertext link as reasonably requested by SCILLC. 3.12. SCILLC hereby grants to MOTOROLA a limited, worldwide, paid-up royalty free, nontransferable, nonexclusive license, without the right to grant sublicenses, under any ASSIGNED TRADEMARKS, to use up any inventory of printed materials, including any data books, or to display and distribute electronic materials which contain information about MOTOROLA's products other than SCG PRODUCTS. MOTOROLA agrees to use its best efforts to discontinue the use of any ASSIGNED TRADEMARKS as soon as commercially reasonable. During the period of time that any ASSIGNED TRADEMARK is used by MOTOROLA, MOTOROLA shall maintain standards of quality as to goods and/or materials that bear the ASSIGNED TRADEMARKS that are not changed in substantial way from those used prior to the CLOSING DATE. SCILLC shall have the right, at reasonable times and on reasonable notice, to examine and insure the quality of goods and/or materials used or distributed by MOTOROLA that bear the ASSIGNED TRADEMARKS 3.13. At the CLOSING DATE and for a period of two (2) years thereafter, SCILLC, at the request of MOTOROLA, shall display, on the home page of its web site, a hypertext link to the URL of MOTOROLA's MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR. The initial wording of such hypertext link shall be agreed upon between SCILLC and MOTOROLA prior to the CLOSING DATE. Thereafter, upon the approval of SCILLC, SCILLC shall reword the hypertext link as reasonably requested by MOTOROLA. 3.14. MOTOROLA and SCILLC agree to negotiate, in good faith, the extension of the obligations set forth in Section 3.11 and 3.13 for another two (2) year period. The parties agree that the negotiations shall take into account the respective value of the link to each party. 3.15. The licenses and covenants granted herein extend to each party's respective SUBSIDIARIES, so long as such party's SUBSIDIARIES agree to grant the same licenses and covenants granted in this Section 3 that SCILLC and MOTOROLA granted herein, respectively. 14

SECTION 4 ASSIGNMENT OF MASK WORKS 4.1. MOTOROLA hereby assigns all its right, title, and interest, subject to any existing third party licenses before the CLOSING DATE, in ASSIGNED MASK WORKS to SCILLC. MOTOROLA shall provide all of its files of the registered ASSIGNED MASK WORKS to SCILLC no later than ninety (90) days after the CLOSING DATE. SCILLC shall ensure that all necessary documentation necessary to execute and record the transfer of ASSIGNED MASK WORKS is prepared by SCILLC and presented to MOTOROLA for signature. MOTOROLA shall execute and deliver, or cause to be executed and delivered such documentation to SCILLC, no later than ninety (90) days after presentation of such documentation to SCILLC. 4.2. This Agreement imposes no obligation on MOTOROLA to file any mask work registrations on any ASSIGNED MASK WORK which has been fixed by MOTOROLA and which statutory protection is still available. SECTION 5 ASSIGNMENT AND LICENSE OF KNOW HOW 5.1. MOTOROLA hereby assigns all its right, title, and interest, subject to any existing third party licenses before the CLOSING DATE, in ASSIGNED KNOW HOW to SCILLC. 5.2. MOTOROLA hereby grants to SCILLC a perpetual, world wide, non-exclusive, license, without the right to sublicense (except and only to the extent necessary for SCILLC to fulfill its obligations assumed under the Technology License Contract originally between Motorola, Inc. and Leshan-Phoenix Semiconductor Company, Ltd), to LICENSED KNOW HOW to manufacture, have manufactured, use, lease, sell, offer for sale, import, design, assemble, have assembled, test, or otherwise dispose of LICENSED PRODUCTS. 5.3. MOTOROLA shall make available to SCILLC all ASSIGNED KNOW HOW and LICENSED KNOW HOW existing in tangible form no later than ninety (90) days after the CLOSING DATE. For that ASSIGNED KNOW HOW or LICENSED KNOW HOW which is not being utilized in Motorola Energy Systems, Inc. before the CLOSING DATE, any transition services and transfer thereof to SCILLC's facilities will be addressed in Collateral Agreements to be agreed upon between SCILLC and MOTOROLA. 5.4. MOTOROLA agrees to grant joint ownership rights, subject to any existing third party, licenses before such grant, in the MOSAIC 5 and MOSAIC 5e know how if and when the MOSAIC 5 and/or MOSAIC 5e process is transferred to SCILLC as set forth in the SCG Manufacturing Agreement. Upon such grant, SCILLC and MOTOROLA will retain an 15

undivided one-half interest in such MOSAIC 5 and MOSAIC Se know how, without accounting to the other. The parties agree that prior to the granting of the rights herein, it likely will be necessary to provide certain know how to SCILLC for SCILLC to install the MOSAIC 5 and/or MOSAIC 5e process in its own facilities. SCILLC and MOTOROLA will agree on a transfer schedule of the MOSAIC 5 and/or MOSAIC 5e know how to SClLLC in advance of the transfer of such know how in a manner that facilitates the orderly transfer of such know how to SCILLC's facilities. 5.5. MOTOROLA hereby assigns to SCILLC all its right, title, and interest, subject to any existing third party licenses before the CLOSING DATE, in Standard Linear know how used solely by the Semiconductor Components Group before the CLOSING DATE and such Standard Linear know how shall be considered as ASSIGNED KNOW HOW. MOTOROLA hereby grants to SCILLC joint ownership rights, subject to any existing third party licenses before such grant, in the Standard Linear know how used by both the Semiconductor Components Group and other business units of MOTOROLA's SEMICONDUCTOR PRODUCTS SECTOR and SCILLC and MOTOROLA will retain an undivided one-half interest in such Standard Linear know how, without accounting to the other. 5.6. SCILLC hereby grants to MOTOROLA a perpetual, world wide, non-exclusive, paid-up license, without the right to sublicense, to use ASSIGNED KNOW HOW to make. have made, use, lease, sell, offer for sale, import, design, assemble, have assembled, test, or otherwise dispose of any LICENSED SPS PRODUCT. 5.7. The licenses and covenants granted herein extend to each party's respective SUBSIDIARIES, so long as such party's SUBSIDIARIES agree to grant the same licenses and covenants granted in this Section 5 that SCILLC and MOTOROLA granted herein, respectively. SECTION 6 ASSIGNMENT AND LICENSE IN COPYRIGHTABLE MATERIALS 6.1. MOTOROLA hereby assigns all copyrights, right, title, and interest in ASSIGNED COPYRIGHTABLE MATERIALS to SCILLC. 6.2. MOTOROLA hereby grants to SCILLC a perpetual, worldwide, nonexclusive, license to use, reproduce, prepare derivative works of, or distribute LICENSED COPYRIGHTABLE MATERIALS in conjunction with the marketing or sale of LICENSED PRODUCTS, provided all trademarks and tradenames of MOTOROLA shall be removed from any LICENSED COPYRIGHTABLE MATERIALS before any distribution thereof. Notwithstanding the above language of this Section 6. 2, the use of LICENSED VISIBLE TRADEMARKS and LICENSED EMBEDDED TRADEMARKS shall be governed by Section 3 of the Agreement. 16

6.2.1. In the event that SCILLC requires additional rights in order to institute a lawsuit for copyright infringement against a third party relating to the infringement of LICENSED COPYRIGHTABLE MATERIALS, MOTOROLA agrees to cooperate with SCILLC to provide SCILLC with additional rights sufficient to permit SCILLC to Institute an action for infringement. Such additional rights shall be provided without additional charge to SCILLC and SCILLC will reimburse MOTOROLA for any reasonable expenses incurred to provide to such additional rights. 6.3. SCILLC hereby grants to MOTOROLA a worldwide, paid-up, royalty free, non-exclusive license under ASSIGNED COPYRIGHTABLE MATERIALS to use, reproduce, prepare derivative works of; or distribute ASSIGNED COPYRIGHTABLE MATERIALS in conjunction with the marketing or sale of LICENSED SPS PRODUCTS, provided all ASSIGNED TRADEMARKS shall be removed from any ASSIGNED COPYRIGHTABLE MATERIALS used by MOTOROLA before the distribution thereof. Notwithstanding the above language of this Section 6.3, the use of ASSIGNED TRADEMARKS by MOTOROLA shall be governed by Section 3 of the Agreement. 6.4. The licenses and covenants granted herein extend to each party's respective SUBSIDIARIES. so long as such party's SUBSIDIARIES agree to grant the same licenses and covenants granted in this Section 6 that SCILLC and MOTOROLA granted herein, respectively. SECTION 7 LICENSE OF SOFTWARE 7.1. MOTOROLA hereby grants to SCILLC a perpetual, worldwide, nonexclusive license in LICENSED SOFTWARE to use, reproduce. or prepare derivative works of LICENSED SOFTWARE and to otherwise utilize LICENSED SOFTWARE in the manufacture, sale, or design of semiconductor products. MOTOROLA hereby grants to SCILLC a perpetual, worldwide, nonexclusive license in LICENSED SOFTWARE to distribute or sublicense LICENSED SOFTWARE that was historically distributed, embedded, or sublicensed to customers or suppliers in conjunction with the manufacture, sale, or design of any SCG PRODUCT by MOTOROLA 7.2. LICENSED SOFTWARE is provided "AS IS." The licenses granted in this Section 7 impose no obligation on MOTOROLA to maintain LICENSED SOFTWARE for SCILLC. However, for a period of two (2) years, to the extent any updates are made to LICENSED SOFTWARE to fix errors in LICENSED SOFTWARE, MOTOROLA will license and provide copies of such updates to SCILLC upon SCILLC's written request and at SCILLC's expense. 7.3. The licenses granted herein extend to SCILLC's SUBSIDIARIES. 17

SECTION 8 INDEMNIFICATION, LITIGATION, AND ASSISTANCE 8.1. MOTOROLA shall have all control over and obligations and liability, to the extent limited herein. for the litigation styled POWER INTEGRATIONS, INC. V. MOTOROLA, INC., No. CA 98-490, presently pending in the United States District Court for the District of Delaware, and will indemnify SCILLC as set forth herein as to such litigation and any subsequent litigation led against SCILLC by Power Integrations to the extent that such subsequent litigation claims infringement of the same patents and the same products (but not any products redesigned after the CLOSING DATE) as the Power Integrations, Inc. Motorola, Inc. litigation (hereinafter "PI Litigation"). SCILLC will provide such reasonable assistance as may be requested by MOTOROLA during the further conduct of the PI Litigation, at MOTOROLA's expense. SCILLC shall have the right to participate in the litigation, with its own counsel, at its own expense. Notwithstanding the above language, MOTOROLA shall retain all control over and ability to settle such PI Litigation at any time during such PI Litigation, even if SCILLC is subsequently named as a party to such PI Litigation. MOTOROLA will communicate any settlement offer to SCILLC prior to presenting to Power Integrations and will promptly communicate to SCILLC any settlement offers presented to MOTOROLA by Power Integrations. With respect to any product(s) enjoined by such PI Litigation, MOTOROLA will pay for lost profits, reasonably shown and extrapolated by orders placed and accepted by SCILLC, up to five years after such injunction and for the direct costs of redesigning the product(s) enjoined to be non-infringing. MOTOROLA shall not be further liable for any liability arising after such redesign. MOTOROLA's total, cumulative obligation to indemnify, as set forth in this Section 8.1, shall not exceed the amount of five (5) million dollars $US, such amount to include any and all costs and fees, including attorneys fees and costs incurred or paid by or for MOTOROLA after the CLOSING DATE, lost profits of SCILLC as set forth above (and only for this Section 8.1), and damages, settlement amounts, and royalties paid by or for MOTOROLA. The indemnification provided under this Section 8.1 shall not apply to the Indemnity Cap set forth in Section 8.4. 8.2. As of the CLOSING DATE, the licenses and other items listed in Exhibit 8.2 shall be assigned to SCILLC. SCILLC shall assist MOTOROLA in obtaining any third-party consents necessary to effectuate the transfer of the licenses in Exhibit 8.2 to SCILLC. If any such license is not assigned to SCILLC, MOTOROLA's total liability shall be covered under Section 8.3 and its subsections. With respect to the pending agreements, MOTOROLA makes no representation that the agreements will be executed as of the CLOSING DATE. In the event that MOTOROLA's legal department is informed of, subsequent to the CLOSING DATE, a THIRD PARTY SCG CONTRIBUTION, MOTOROLA assigns and agrees to assign such THIRD PARTY SCG CONTRIBUTION to SCILLC. 8.3. MOTOROLA shall indemnify and hold SCILLC harmless from any and all of SCILLC's damages arising out of any and all third party claims or suits asserting that an act 18

committed by MOTOROLA prior to the CLOSING DATE infringes any patent, copyright, trademark, or trade secret rights of a third party. 8.4. MOTOROLA agrees to indemnify and hold SCILLC, its SUBSIDIARIES and its and their respective officers, directors, employees, and agents harmless, to the extent limited in this Section 8.4 and its subsections 8.4.1, 8.4.2, and 8.4.3, from damages arising out of all claims or suits by a third party patent licensor of MOTOROLA************************************** ************************************** that the INDEMNIFIED PRODUCT, to the extent so made infringes any patent that would have been covered by any such third party patent license in existence as of the CLOSING DATE between MOTOROLA and such third party if said patent license had been extended or assigned to SCILLC or its SUBSIDIARIES. This indemnity shall not apply to any products sold by SCILLC or its SUBSIDIARIES that are not INDEMNIFIED PRODUCTS. 8.4.1. MOTOROLA's total, cumulative obligation to indemnify as set forth above, shall not exceed the amount seventy-five (75) million dollars $US (hereinafter, the "Indemnity Cap"), such amount to include any and all costs and fees, including attorneys fees and costs incurred or paid by or for MOTOROLA, lost profits of SCILLC and its SUBSIDIARIES (and only for this Section 8.4), and damage or royalties paid by or for MOTOROLA. The indemnification obligation for claims made by a third party patent licensor of MOTOROLA hereunder shall extend for the term of each patent license which MOTOROLA was a party to with such licensor as that term existed as of the CLOSING DATE or for three (3) years, whichever is shorter (hereinafter the "Indemnification Period"). MOTOROLA's indemnification obligation will terminate after the Indemnification Period even if a claim arises during or before the Indemnification Period, where no notice is provided to MOTOROLA of such claim within five (5) years after the CLOSING DATE. If MOTOROLA is provided with notice of a claim covered hereunder, which arose during the applicable Indemnification Period, within five (5) years after the CLOSING DATE, MOTOROLA shall retain the obligations to indemnify as set forth herein for such claim subject to the Indemnity Cap and only for the Indemnification Period. In the event that a claim covered hereunder results in the filing of a lawsuit by a third party patent licensor asserting patent infringement against SCILLC within the Indemnification Period and outside the Indemnification Period, SCILLC and MOTOROLA agree that the costs arising out of such lawsuit will be apportioned accordingly. In no event will the preceding sentence be interpreted to expand MOTOROLA's indemnification obligation set forth in this entire Section 8.4. 8.4.2. MOTOROLA shall not be obligated to provide any indemnification under Section 8.4 and its subsections for claims arising from a third party if SCILLC or its SUBSIDIARIES initiates, solicits, or asserts a claim or offer for license, directly or indirectly, under any intellectual property against such third party and such third party asserts a claim of infringement against SCILLC or its SUBSIDIARIES after receiving such claim from SCILLC or its SUBSIDIARIES. In any event, MOTOROLA shall have no obligation whatsoever for any claims brought by any - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 19

party which was not a third party licensor to MOTOROLA under a valid licensing agreement at the time as of the CLOSING DATE. 8.4.3. As a precondition to any such obligation to indemnify, SCILLC or its SUBSIDIARIES shall provide MOTOROLA prompt written notice of a claim giving rise to an indemnity obligation under these Sections 8.3 and 8.4 upon receipt or notification by SCILLC of any such claim, and at MOTOROLA's request, MOTOROLA shall be given control of said claim. MOTOROLA shall have the right, but not the obligation, to defend against any such claim of infringement. SCILLC and its SUBSIDIARIES shall provide all reasonable information and assistance to settle such claims. MOTOROLA shall communicate any settlement proposals to SCILLC prior to communicating them to a claimant. If commercially reasonable, SCILLC and its SUBSIDIARIES will redesign any infringing products in order to settle a claim. In order to settle a claim, SCILLC and its SUBSIDIARIES hereby agree to grant patent licenses under patents owned or controlled by SCILLC and its SUBSIDIARIES, so long as SCILLC and its SUBSIDIARIES receive a reciprocal license under the third party's patents. 8.5. Notwithstanding any other provision of this Section 8, SCILLC may, in its sole discretion, elect to defend any claim of infringement itself and not seek indemnification from MOTOROLA under this Section 8. If SCILLC makes such an election, it shall have no obligation to disclose the existence of any such claim to MOTOROLA, and MOTOROLA shall have no obligation to defend or to indemnify SCILLC or its SUBSIDIARIES as to such claim. 8.6. MOTOROLA shall have all control over and obligations and liability for the litigation Kermit Aguago and Khanh N. Tran V. Motorola, Inc., No. A 99CA097JN, presently pending in the United States District Court for the Western District of Texas, Austin Division will indemnify SCILLC as to such litigation for a claim related to any equipment owned by MOTOROLA as of the CLOSING DATE if SCILLC is named as a party to such litigation. SCILLC will provide such reasonable assistance as may be requested by MOTOROLA during the further conduct of such litigation, at MOTOROLA's expense. 8.7. THIS SECTION 8 STATES THE ENTIRE LIABILITY OR INDEMNITY OBLIGATION OF MOTOROLA WITH RESPECT TO CLAIMS BY A THIRD PARTY REGARDING INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHT. SECTION 9 CONFIDENTIALITY 9.1. For a period of five (5) years from the date of receipt of the CONFIDENTIAL INFORMATION and ten (10) years from the CLOSING DATE for the RESTRICTED - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 20

PROCESS MODULES, each party agrees to use the same care and discretion, but at least reasonable care and discretion, to avoid disclosure, publication, or dissemination of CONFIDENTIAL INFORMATION of the other party as that party employs with similar information of its own which it does not desire to publish, disclose, or disseminate, unless it is in connection with its business and provided that the third party executes a confidentiality agreement having substantially the same obligations as these confidentiality provisions. 9.2. Disclosure of CONFIDENTIAL INFORMATION shall not be precluded if such disclosure is in response to a valid order of a court thereof; provided, however, that the disclosing party shall first have made a good faith effort to obtain a protective order requiring that the information and/or documents so disclosed be used only for the purpose for which the order was issues; or otherwise required by law. 9.3. This Agreement imposes no obligation on either party with respect to CONFIDENTIAL INFORMATION disclosed under this Agreement which (1) is available or becomes available to the public without breach of this Agreement, (2) is explicitly approved for release by written authorization of the other party, (3) is lawfully obtained from a third party or parties without a duty of confidentiality, (4) is disclosed to a third party by the owner of such CONFIDENTIAL INFORMATION without a duty of confidentiality. (5) is known to the receiving party prior to such disclosure, or (6) is at any time developed independently of any such disclosure(s) of CONFIDENTIAL INFORMATION to the receiving party. SECTION 10 COMPENSATION 10.1. The licenses granted and the assignments made to SCILLC in this Agreement shall be without compensation from SCILLC to MOTOROLA, and shall be treated as a contribution by MOTOROLA to the capital of SCG Holding for all tax purposes. 10.2. The licenses granted to MOTOROLA in this Agreement shall be without further compensation from MOTOROLA to SCILLC. SECTION 11 REPRESENTATIONS, WARRANTIES AND DISCLAIMERS 11.1. MOTOROLA hereby represents and warrants that it has the right to grant to the SCILLC the licenses and assignments granted herein. 11.2. The registered ASSIGNED TRADEMARKS set forth in Exhibit 1.5 are free and clear of all liens, encumbrances, and adverse claims of title. 11.3. The ASSIGNED PATENTS set forth in Exhibit 1.4 are free and clear of all liens, encumbrances, and adverse claims of title. 21

11.4. EACH PARTY HEREBY DISCLAIMS MAKING ANY REPRESENTATIONS OR WARRANTIES RELATING TO THE SUBJECT MATTER HEREOF, WHETHER ARISING BY IMPLICATION, ESTOPPEL OR OTHERWISE, OTHER THAN THOSE SET FORTH IN THIS AGREEMENT. 11.5. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM THE OTHER PARTY'S PERFORMANCE OR FAILURE TO PERFORM UNDER THIS AGREEMENT, OR THE FURNISHING, PERFORMANCE, OR USE OF ANY INTELLECTUAL PROPERTY, GOODS OR SERVICES SOLD PURSUANT HERETO, WHETHER DUE TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE OR OTHERWISE, REGARDLESS OF WHETHER THE NONPERFORMING PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR NOT. 11.6. Nothing contained in this agreement shall be construed as: 11.6.1. a warranty or representation by MOTOROLA as to the validity and or scope of the INTELLECTUAL PROPERTY; 11.6.2. conferring any license or any other right, by implication, estoppel, or otherwise, under any patent application, patent or patent right, or other intellectual property, except as herein expressly granted; 11.6.3. imposing on MOTOROLA any obligation to institute any suit or action for infringement of any of the INTELLECTUAL PROPERTY, or to defend any Suit or action brought by a third party which challenges or concerns the validity of any other INTELLECTUAL PROPERTY, except as expressly provided herein; 11.6.4. a warranty or representation by MOTOROLA that any manufacture, use, sale, importation, lease or any other disposition of LICENSED PRODUCTS or the use of any INTELLECTUAL PROPERTY will be free from infringement of any patent or other intellectual property; or 11.6.5. imposing on MOTOROLA any obligation to file any patent application or secure any patent or maintain any patent in force or file any registration for trademarks, mask works, or copyrights. SECTION 12 MISCELLANEOUS PROVISIONS 12.1. The rights or privileges provided for in this Agreement may be assigned or transferred by either party only with the prior written consent of the other party and with the authorization or approval of any governmental authority as then may be required, except to a successor in ownership of all or substantially all of the assets of the SCILLC or MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR or for the account of the 22

lenders providing bank financing solely and specifically for the purpose of securing such bank financing for the sale of the SCG Business by MOTOROLA, but such successor, before such assignment or transfer is effective, shall expressly assume in writing to the other party the performance of all of the terms and conditions of the assigning party. The licenses and rights granted hereunder shall not extend to a divested business of either party, except that a divested business of MOTOROLA or the MOTOROLA SEMICONDUCTOR PRODUCTS SECTOR shall receive licenses and covenants granted in Section 2.7, with respect to ASSIGNED PATENTS only. Notwithstanding the above, the ASSIGNED PATENTS may be transferred, subject to the licenses and covenants granted herein to MOTOROLA, to a wholly owned subsidiary of SCILLC, provided that thc wholly owned subsidiary is not Zilog or another acquired third party owned or controlled by the Texas Pacific Group. 12.2. This Agreement and the performance of the parties hereunder shall be construed in accordance with and governed by the laws as set forth in the Reorganization Agreement. 12.3. This Agreement is the result of negotiation between the parties, which parties acknowledge that they have been represented by counsel during such negotiations; accordingly, this Agreement shall not be construed for or against either party regardless of which party drafted this Agreement or any portion thereof. 12.4. This Agreement sets forth the entire Agreement and understanding between the parties as to the subject matter hereof and merges all prior discussions between them, and neither of the parties shall be bound by any conditions, definitions, warranties, understandings or representations with respect to such subject matter other than as expressly provided herein, in the Reorganization Agreement, or as duly set forth on or subsequent to the date hereof in writing and signed by a proper and duly authorized office or representative of the party to be bound thereby. 12.5. The parties shall have the right to disclose the existence of this Agreement. This Agreement shall be considered confidential. 12.6. All notices required or permitted to be given hereunder shall be in writing and shall be valid and sufficient if dispatched by registered airmail, postage prepaid, in any post office in the United States, addressed as follows: 12.6.1. If to MOTOROLA: With a copy to: Motorola, Inc Motorola, Inc. 1303 East Algonquin Road 6501 William Cannon Drive West Schaumburg, Illinois 60196 Mail Drop TX30/OE9 Austin, TX 78735-8598 Attention: Vice President for Patents, Trademarks Attention: President, & Licensing Semiconductor Facsimile (847) 576-3750 Products Sector 23

IN WITNESS WHEREOF, the parties hereto have executed this Agreement in duplicate. MOTOROLA, INC. By: /s/ Carl F. Koenemann ----------------------------------- Name: Carl F. Koenemann Title: Executive Vice President and Chief Financial Officer SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC By: SCG Holding Corporation, its sole member By: /s/ Theodore W. Schaffner ----------------------------------- Name: Theodore W. Schaffner Title: Vice-President 24

EXHIBIT 1.2 ASSIGNED KNOW HOW [2 pages Redacted] [Confidential Information omitted and Filed separately with the Securities and Exchange Commission.]

EXHIBIT 1.3 ASSIGNED MASK WORKS [1 page redacted] [Confidential Information omitted and filed separately with the Securities and Exchange Commission.]

EXHIBIT 1.4 ASSIGNED PATENTS - -------------------------------------------------------------------------------------------------------------------------------- DOCKET# TITLE FIRST INVENTOR - -------------------------------------------------------------------------------------------------------------------------------- AP00646 POWER DRIVER HAVING SHORT CIRCUIT PROTECTION LORINCZ, STEFAN - -------------------------------------------------------------------------------------------------------------------------------- SC0021AJ DC/DC CONVERTER SAKURAI, TADASHI - -------------------------------------------------------------------------------------------------------------------------------- SC0083ET PROTECTED DARLINGTON TRANSISTOR ARRANGEMENT PEYRE-LAVIGNE, ANDRE - -------------------------------------------------------------------------------------------------------------------------------- SC0092ET HIGH VOLTAGE SEMICONDUCTOR DEVICE AND FABRICATION PROCESS JAUME, DENIS - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SCO0230AJ CONTROLLER FOR BATTERY CHARGER TAMIYA, HAJIME - -------------------------------------------------------------------------------------------------------------------------------- SC0233ET SWITCHING TRANSISTOR ARRANGEMENT LANCE, PHILIPPE - -------------------------------------------------------------------------------------------------------------------------------- SC0346ER POWER SWITCHING CIRCUIT KADANKA, PETER - -------------------------------------------------------------------------------------------------------------------------------- SC00395ET POWER SUPPLY LHERMITE, FRANCOIS - -------------------------------------------------------------------------------------------------------------------------------- SC04052 MOS TRANSISTOR TERRY LEWIS EUGENE - -------------------------------------------------------------------------------------------------------------------------------- SC04091 INPUT RANGING DIVIDER AND METHOD FOR AN ANALOG TO DIGITAL NEIDORFF, ROBERT CONVERTER - -------------------------------------------------------------------------------------------------------------------------------- SC04223 ECL MOS BUFFER CIRCUITS WRATHALL ROBERT STEPHEN - -------------------------------------------------------------------------------------------------------------------------------- SC04255 OUTPUT STAGE FOR OPERATIONAL AMPLIFIER DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC04256 OPERATIONAL AMPLIFIER DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC04258 OPERATIONAL AMPLIFIER DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC04615 CURRENT LIMITER & METHOD FOR LIMITING CURRENT MAIN WILLIAM ERIC - -------------------------------------------------------------------------------------------------------------------------------- SC04760 OUTPUT MULTIPLEXER HAVING ONE GATE DELAY JEFFREY, PHILIP ALAN - -------------------------------------------------------------------------------------------------------------------------------- SC04791 MOSFET "II" SWITCH CIRCUIT FOR ADC MOTOR VALENTINE RICHARD J - -------------------------------------------------------------------------------------------------------------------------------- SC04837 MONOLITHIC ZERO CROSSING TRIAC DRIVER YIM HYUNG JIN - -------------------------------------------------------------------------------------------------------------------------------- SC0486ET SURFACE MOUNT SEMICONDUCTOR DIODE DEVICE MARTIN, JEAN-BAPTISTE - -------------------------------------------------------------------------------------------------------------------------------- SC04932 OVERVOLTAGE AND OVERTEMPERATURE PROTECTION CIRCUIT SCHULTZ WARREN J - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC05008 METHOD FOR PRODUCING LOW NOISE, HIGH GRADE CONSTANT CHRUMA, JERRY SEMICONDUCTOR JUNCTIONS - -------------------------------------------------------------------------------------------------------------------------------- SC05078 CURRENT SENSING CIRCUIT WRATHALL ROBERT STEPHEN - -------------------------------------------------------------------------------------------------------------------------------- SC05086 METHOD FOR RESISTOR TRIMMING BY METAL MIGRATION VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC05235 IMPROVED OUTPUT STAGE FOR AN OPERATIONAL AMPLIFIER VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC05236 SEMICONDUCTOR HOUSING DUBOIS JERRY MARK - -------------------------------------------------------------------------------------------------------------------------------- SC05293 IMPROVE OUTPUT STAGE FOR AN OPERATIONAL AMPLIFIER VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC05312 CURRENT LIMIT TECHNIQUE FOR MULTIPLE-EMITTER VERTICAL BYNUM BYRON G POWER TRANSISTOR - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC05364 METHOD OF MAKING GATE TURNOFF SWITCH WITH ANODE SHORT AND BENDER, JOHN R BURIED BASE - -------------------------------------------------------------------------------------------------------------------------------- SC0554ET SEMICONDUCTOR POWER DEVICE SICARD, THIERRY MICHEL - -------------------------------------------------------------------------------------------------------------------------------- SC05602C CURRENT MIRROR CIRCUIT AND METHOD FOR PROVIDING DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission

- -------------------------------------------------------------------------------------------------------------------------------- ZERO TEMPERATURE COEFFICIENT TRIMMABLE CURRENT RATIOS - -------------------------------------------------------------------------------------------------------------------------------- SC05606C TRIMMABLE DIFFERENTIAL AMPLIFIER HAVING A ZERO TEMPERATURE COEFFICIENT DAVIS WILLIAM F OFFSET VOLTAGE AND METHOD - -------------------------------------------------------------------------------------------------------------------------------- SC05639P METHOD FOR PASSIVATING A SEMICONDUCTOR JUNCTION BELMONT EMANUEL - -------------------------------------------------------------------------------------------------------------------------------- SC05668C ECL TO TTL VOLTAGE LEVEL TRANSLATOR BIRRITTELLA, MARK S - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - ------------------------------------------------------------------------------------------------------------------------------- SC05731C FREQUENCY DOUBLER CIRCUIT AND METHOD ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC05735P MONOLITHIC TEMPERATURE-COMPENSATED VOLTAGE REFERENCE DIODE AND BOLAND BERNARD WILLIAM METHOD FOR ITS MANUFACTURE - -------------------------------------------------------------------------------------------------------------------------------- SC05788C THERMAL CURRENT SUPPLY CIRCUIT BYNUM BYRON G - -------------------------------------------------------------------------------------------------------------------------------- SC05803C SYMMETRIC LAYOUT FOR QUAD OPERATIONAL AMPLIFIERS DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC05807C AUTOMATIC RESTART CIRCUIT FOR A SWITCHING POWER SUPPLY PACE WILSON D - -------------------------------------------------------------------------------------------------------------------------------- SC05814C POWER MOS LOSS OF GROUND PROTECTION WRATHALL ROBERT STEPHEN - -------------------------------------------------------------------------------------------------------------------------------- SC05871P METHOD OF MAKING VERTICAL FIELD EFFECT TRANSISTOR WITH PLURALITY KOURY DANIEL N OR GATE INPUT CONNECTIONS - -------------------------------------------------------------------------------------------------------------------------------- SC05878C OPERATIONAL AMPLIFIER WITH PASSIVE CURRENT LIMITING DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC05880C AMPLIFIER HAVING IMPROVED GAIN BANDWIDTH PRODUCT DAVIS WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC05881C DIFFERENTIAL AMPLIFIER INCLUDING BALANCED TWO TERMINAL SERIES DAVIS WILLIAM F RC NETWORK - -------------------------------------------------------------------------------------------------------------------------------- SC05901C VOLTAGE REGULATOR BYNUM BYRON G - -------------------------------------------------------------------------------------------------------------------------------- SC05910C CIRCUIT HAVING AN OUTPUT REFERENCED TO A SPECIFIC VOLTAGE PRICE JOHN J JR IN RESPONSE TO EITHER AN ECL OR TTL INPUT - -------------------------------------------------------------------------------------------------------------------------------- SC05966C CIRCUIT UTILIZING RESISTORS TRIMMED BY METAL MIGRATION SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC05972T LEAD STRAIGHTENER AND FLATTENER FOR SEMICONDUCTOR DEVICES GONZALEZ VICTOR MANUEL - -------------------------------------------------------------------------------------------------------------------------------- SC05983P MESA ZENER DIODE AND METHOD OF MANUFACTURE THEREOF WETTEROTH THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- SC05986C TRIMMABLE CURRENT SOURCE SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC05988C OPERATIONAL AMPLIFIER UTILIZING FET FOLLOWERS SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC0598AJ CHARGE AND DISCHARGE CONTROLLER BATTERY YADA, AKITOSHI - -------------------------------------------------------------------------------------------------------------------------------- SC05991C OPERATIONAL AMPLIFIER UTILIZING JFET FOLLOWERS AND FEED-FORWARD SUSAK, DAVID M CAPACITORS - -------------------------------------------------------------------------------------------------------------------------------- SC05996C OPERATIONAL AMPLIFIER UTILIZING RESISTORS TRIMMED BY METAL MIGRATION DAVIS, WILLIAM F - -------------------------------------------------------------------------------------------------------------------------------- SC06013C AMPLIFIER HAVING IMPROVED GAIN/BANDWIDTH PRODUCT VYNE, ROBERT LEONARD - -------------------------------------------------------------------------------------------------------------------------------- SC06035T METHOD OF PRODUCING A THERMOGENETIC SEMICONDUCTOR DEVICE KALFUS MARTIN AARON - -------------------------------------------------------------------------------------------------------------------------------- SC06109P BIPOLAR SEMICONDUCTOR DEVICE HAVING A CONDUCTIVE RECOMBINATION LESK ISRAEL ARNOLD LAYER - -------------------------------------------------------------------------------------------------------------------------------- - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 2

- -------------------------------------------------------------------------------------------------------------------------------- SC06123P FET STRUCTURE ARRANGEMENT HAVING LOW ON RESISTANCE ROBB STEPHEN PAUL - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** ********* - -------------------------------------------------------------------------------------------------------------------------------- SC06224C ECL GATE HAVING DUMMY LOAD FOR SUBSTANTIALLY REDUCING SKEW MCDONALD JAMES TODD - -------------------------------------------------------------------------------------------------------------------------------- SC06237C SEMICONDUCTOR STRUCTURE WITH CLOSELY COUPLED SUBSTRATE TEMPERATURE FAY GARY V SENSE ELEMENT - -------------------------------------------------------------------------------------------------------------------------------- SC06244T FORMED TOP CONTRACT FOR NON-FLAT SEMICONDUCTOR DEVICE KALFUS MARTIN AARON - -------------------------------------------------------------------------------------------------------------------------------- SC06266C DUAL CHANNEL CURRENT MODE SWITCHING REGULATOR ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC06271P CONTROLLED VOLTAGE DROP DIODE SUNDSTROM RAY D - -------------------------------------------------------------------------------------------------------------------------------- SC06274C OPERATIONAL AMPLIFIER SUSAK DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC06276C START CIRCUIT FOR A BANDGAP REFERENCE CELL CAVE DAVID - -------------------------------------------------------------------------------------------------------------------------------- SC06327P LOW VOLTAGE DEEP JUNCTION DEVICE AND METHOD LIAW H MING - -------------------------------------------------------------------------------------------------------------------------------- SC06330C ECL LOGIC GATE HOLLSTEIN, ROGER L. - -------------------------------------------------------------------------------------------------------------------------------- SC06331T METHOD FOR IMPROVING THE ADHESION OF A PLASTIC ENCAPSULANT TO COPPER SPANJER KEITH GORDON CONTAINING LEADFRAMES - -------------------------------------------------------------------------------------------------------------------------------- SC06346C POWER FIELD EFFECT TRANSISTOR DRIVER CIRCUIT FOR PROTECTION FROM OVER DUNN WILLIAM CHARLES VOLTAGES - -------------------------------------------------------------------------------------------------------------------------------- SC06347C VOLTAGE LEVEL CONVERSION CIRCUIT DUNN WILLIAM CHARLES - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC06366P SELF ALIGNED VERTICAL FIELD EFFECT TRANSISTOR HAVING AN IMPROVED SOURCE DAVIES ROBERT BRUCE CONTACT - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC06388T SELF-CENTERING ELECTRODE FOR POWER DEVICES KALFUS MARTIN - -------------------------------------------------------------------------------------------------------------------------------- SC06402P HIGH VOLTAGE VERTICAL FIELD EFFECT TRANSISTOR WITH IMPROVED SAFE ROBB STEPHEN P OPERATING AREA - -------------------------------------------------------------------------------------------------------------------------------- SC06445T BACKSIDE METALLIZATION SCHEME FOR SEMICONDUCTOR DEVICES SHARMA RAVINDER K - -------------------------------------------------------------------------------------------------------------------------------- SC06458C SUBSTRATE INJECTION CLAMP PIGOTT, JOHN M - -------------------------------------------------------------------------------------------------------------------------------- SC06470C NEGATIVE VOLTAGE CLAMP PIGOTT, JOHN M - -------------------------------------------------------------------------------------------------------------------------------- SC06471P METHOD FOR MAKING SEMICONDUCTOR DEVICE HAVING HIGH ENERGY SUSTAINING PHIPPS, JOHN P CAPABILITY AND A TEMPERATURE SUSTAINING VOLTAGE - -------------------------------------------------------------------------------------------------------------------------------- SC06488C CURRENT SWITCH BADER SCOTT K - -------------------------------------------------------------------------------------------------------------------------------- SC06489C OUTPUT STAGE FOR AN OPERATIONAL AMPLIFIER SUSAK, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC06499C LOAD CONTROLLED ECL TRANSIENT DRIVER SCHUCKER DOUGLAS W. - -------------------------------------------------------------------------------------------------------------------------------- SC06501C TRANSFORMERLESS SEMICONDUCTOR AC SWITCH HAVING INTERNAL BIASING MEANS FAY GARY VERNOR - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC06546C DUAL SUPPLY ECL TO TTL TRANSLATOR SUNDSTROM RAY - -------------------------------------------------------------------------------------------------------------------------------- SC06552C TTL OUTPUT DRIVER HAVING AN INCREASED HIGH OUTPUT LEVEL NEELY ERIC - -------------------------------------------------------------------------------------------------------------------------------- SC06554P METHOD FOR FORMING SEMICONDUCTOR CONTACTS BY ELECTROLESS PLATING MORAN JOHN D - -------------------------------------------------------------------------------------------------------------------------------- SC06562C CONTROL CIRCUIT FOR RAPID GATE DISCHARGE DAVIES ROBERT BRUCE - -------------------------------------------------------------------------------------------------------------------------------- - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 3

- -------------------------------------------------------------------------------------------------------------------------------- METHOD THEREFOR - -------------------------------------------------------------------------------------------------------------------------------- SC08696C VOLTAGE REGULATOR AND METHOD THEREFOR STOCKSTAD, TROY L. - -------------------------------------------------------------------------------------------------------------------------------- SC08708T ELECTRONIC SURFACE MOUNT DEVICE AND METHOD FOR MAKING MAYS LONNE LEE - -------------------------------------------------------------------------------------------------------------------------------- SC08715C CIRCUIT AND METHOD FOR TRANSLATING AN ECL SIGNAL TO A TTL SIGNAL PHAM PHUC C - -------------------------------------------------------------------------------------------------------------------------------- SC08730P SEMICONDUCTOR STRUCTURE WITH FIELD-LIMITING RINGS AND METHOD GROENIG PAUL JON FOR MAKING - -------------------------------------------------------------------------------------------------------------------------------- SC08737S FLYBACK POWER SUPPLY HAVING A VCO CONTROLLED SWITCHING RATE BROWN MARTIN JAY - -------------------------------------------------------------------------------------------------------------------------------- SC08739C POWER TRANSISTOR RAPID TURN OFF CIRCUIT FOR SAVING POWER ROBB STEPHEN PAUL - -------------------------------------------------------------------------------------------------------------------------------- SC08746P VERTICAL IGFET CONFIGURATION HAVING LOW ON-RESISTANCE AND METHOD KNOCH, LYNNITA K - -------------------------------------------------------------------------------------------------------------------------------- SC08757P HIGH VOLTAGE PLANAR EDGE TERMINATION STRUCTURE AND METHOD OF ROBB STEPHEN PAUL MAKING SAME - -------------------------------------------------------------------------------------------------------------------------------- SC08759C CIRCUIT AND METHOD FOR ADJUSTING A PULSE WIDTH OF A SIGNAL SUNDSTROM RAY D - -------------------------------------------------------------------------------------------------------------------------------- SC08763C SERIAL DATA CLOCK RECOVERY CIRCUIT USING DUAL OSCILLATOR CIRCUIT FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC08825C CIRCUIT AND METHOD OF INDICATING DATA HOLD-TIME FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC08830C CIRCUIT AND METHOD OF TIMING DATA TRANSFERS FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC08832P METHOD OF MAKING SURGE SUPPRESSOR SWITCHING DEVICE SAUCEDO FLORES, EMMANUEL - -------------------------------------------------------------------------------------------------------------------------------- SC08862C CIRCUIT LIMIT SENSE CIRCUIT AND METHOD FOR CONTROLLING A TRANSISTOR BENNETT, PAUL THOMAS - -------------------------------------------------------------------------------------------------------------------------------- SC08882C COMPARATOR CIRCUIT MAHABADI JOHN KOUROS - -------------------------------------------------------------------------------------------------------------------------------- SC08961C LOW POWER FLIP-FLOP CIRCUIT AND METHOD THEREFOR REYES ALBERTO - -------------------------------------------------------------------------------------------------------------------------------- SC08987P ELECTROSTATIC DISCHARGE PROTECTION DEVICE AND METHOD OF FORMING HEIM BARRY B - -------------------------------------------------------------------------------------------------------------------------------- SC08994C INPUT STAGE FOR CMOS OPERATIONAL AMPLIFIER AND METHOD THEREOF ANDERSON DAVID J - -------------------------------------------------------------------------------------------------------------------------------- SC08996C POWER FACTOR CONTROL CIRCUIT HAVING A BOOST CURRENT FOR INCREASING HALL, JEFFERSON W A SPEED OF A VOLTAGE CONTROL LOOP AND METHOD THEREOF - -------------------------------------------------------------------------------------------------------------------------------- SC08997C CIRCUIT AND METHOD OF MONITORING BATTERY CELLS YEE RENWIN JOURN - -------------------------------------------------------------------------------------------------------------------------------- SC09006C AMPLIFIER CIRCUIT WITH CHARGE PUMP SUPPLYING A DIFFERENTIAL PETTY, THOMAS DAVID TRANSISTOR PAIR - -------------------------------------------------------------------------------------------------------------------------------- SC09030P VERTICAL MOSFET DEVICE HAVING FRONTSIDE AND BACKSIDE CONTACTS VASQUEZ, BARBARA - -------------------------------------------------------------------------------------------------------------------------------- SC09063T SEMICONDUCTOR DEVICE WITH FLAME SPRAYED HEAT SPREADING LAYER RALEIGH CARL J AND METHOD - -------------------------------------------------------------------------------------------------------------------------------- SC09078C CIRCUIT AND METHOD FOR BATTERY CHARGE CONTROL STOCKSTAD TROY L - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC09101P METHOD OF FORMING AN ALLOYED DRAIN FIELD EFFECT TRANSISTOR AND ROBB FRANCINE Y DEVICE FORMED - -------------------------------------------------------------------------------------------------------------------------------- SC09117C AMPLIFIER HAVING AN OUTPUT STAGE WITH BIAS CURRENT CANCELLATION PETTY, THOMAS DAVID - -------------------------------------------------------------------------------------------------------------------------------- SC09129P LATCH RESISTANT INSULATED GATE SEMICONDUCTOR FRAGALE, WILLIAM LEE - -------------------------------------------------------------------------------------------------------------------------------- - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 7

- -------------------------------------------------------------------------------------------------------------------------------- DEVICE - -------------------------------------------------------------------------------------------------------------------------------- SC09146T SEMICONDUCTOR LEADFRAME STRUCTURE COMPATIBLE WITH DIFFERING BOND WIRE BAILEY, KEITH WOODVEL MATERIALS - -------------------------------------------------------------------------------------------------------------------------------- SC09171P SEMICONDUCTOR DEVICE HAVING HIGH VOLTAGE PROTECTION CAPABILITY SHEN ZHENG - -------------------------------------------------------------------------------------------------------------------------------- SC09313C PEAK VOLTAGE AND PEAK SLOPE DETECTOR FOR A BATTERY CHARGER CIRCUIT SOMERVILLE, THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- SC09331P EDGE TERMINATION STRUCTURE HADIZAD PEYMAN - -------------------------------------------------------------------------------------------------------------------------------- SC09338C OUTPUT CIRCUIT AND METHOD FOR SUPPRESSING SWITCHING NOISE THEREIN HU, TZU-HUI (PAUL) - -------------------------------------------------------------------------------------------------------------------------------- SC09366C PROTECTION ELEMENT AND METHOD FOR PROTECTING A CIRCUIT MITTER, C S - -------------------------------------------------------------------------------------------------------------------------------- SC09369C REFERENCE VOLTAGE CIRCUIT HAVING A SUBSTANTIALLY ZERO MIETUS, DAVID FRANCIS TEMPERATURE COEFFICIENT - -------------------------------------------------------------------------------------------------------------------------------- SC09373T LOW COST FULLY ISOLATED SEMICONDUCTOR DEVICE LETTERMAN JR, JAMES P - -------------------------------------------------------------------------------------------------------------------------------- SC09418C OVERCURRENT DETECTION CIRCUIT FOR A POWER MOSFET AND METHOD THEREFOR PETTY, THOMAS D - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC09469P HIGH VOLTAGE CURRENT LIMITER AND METHOD FOR MAKING HEMINGER, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC09499C METHOD FOR BALANCING POWER SOURCES AND STRUCTURE THEREFOR STOCKSTAD, TROY L - -------------------------------------------------------------------------------------------------------------------------------- SC09500P METHOD OF ETCHING A SEMICONDUCTOR SUBSTRATE CRIPE, JERRY D - -------------------------------------------------------------------------------------------------------------------------------- SC09541T SEMICONDUCTOR DIODE DEVICE AND METHOD OF MANUFACTURE MAYS, LONNE LEE - -------------------------------------------------------------------------------------------------------------------------------- SC09546C HIGH-SIDE CURRENT SENSE AMPLIFIER SOMERVILLE, THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- SC09557C ZERO CROSSING TRIAC AND METHOD HEMINGER, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC09565P METHOD OF MANUFACTURING A SEMICONDUCTOR DEVICE AND TERMINATION TSOI, HAK YAM STRUCTURE - -------------------------------------------------------------------------------------------------------------------------------- SC09586T ELECTRONIC PACKAGE AND METHOD ELLIOTT, ALEX J - -------------------------------------------------------------------------------------------------------------------------------- SC09589P METHOD OF PASSIVATING A SEMICONDUCTOR SUBSTRATE LE, HIEP M - -------------------------------------------------------------------------------------------------------------------------------- SC09607P METHOD OF ETCHING ADJACENT LAYERS MORAN, JOHN D - -------------------------------------------------------------------------------------------------------------------------------- SC09623C LOW VOLTAGE OPERATIONAL AMPLIFIER BIAS CIRCUIT AND METHOD GRIFFITH, RICHARD - -------------------------------------------------------------------------------------------------------------------------------- SC09624C LOW VOLTAGE OPERATIONAL AMPLIFIER INPUT STAGE AND METHOD DOTSON, ROBERT N - -------------------------------------------------------------------------------------------------------------------------------- SC09646T METHOD OF MANUFACTURING SEMICONDUCTOR COMPONENTS LETTERMAN, JR. JAMES P - -------------------------------------------------------------------------------------------------------------------------------- SC09647C VOLTAGE AND CURRENT REFERENCE CIRCUIT WITH A LOW TEMPERATURE HALL, JEFFERSON W COEFFICIENT - -------------------------------------------------------------------------------------------------------------------------------- SC09669P INDUCTIVE DRIVER CIRCUIT AND METHOD THEREFOR HEMINGER, DAVID M - -------------------------------------------------------------------------------------------------------------------------------- SC09707C INTEGRATED CIRCUIT AND METHOD FOR GENERATING A TRANSIMPEDANCE MAIN, WILLIAM ERIC FUNCTION - -------------------------------------------------------------------------------------------------------------------------------- SC09720C LOW VOLTAGE OPERATIONAL AMPLIFIER AND METHOD DOTSON, ROBERT N - -------------------------------------------------------------------------------------------------------------------------------- SC09723T SEMICONDUCTOR ENCAPSULATION METHOD MUKERJI, PROSANTO K - -------------------------------------------------------------------------------------------------------------------------------- SC09745P SEMICONDUCTOR DEVICE AND METHOD OF MANUFACTURE ROBB, FRANCINE Y - -------------------------------------------------------------------------------------------------------------------------------- SC09758C METHOD AND CIRCUIT FOR CURRENT REGULATION DUREC, JEFFREY C. - -------------------------------------------------------------------------------------------------------------------------------- - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 8

- -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC09864C METHOD FOR SYNCHRONIZING SIGNALS AND STRUCTURES THEREFOR FORD, DAVID K - -------------------------------------------------------------------------------------------------------------------------------- SC09889C METHOD AND CIRCUIT FOR REDUCING OFFSET VOLTAGES FOR A DIFFERENTIAL PETTY, THOMAS DAVID INPUT STAGE - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC09953C ADAPTIVE ENCODER CIRCUIT FOR MULTIPLE DATA CHANNELS AND METHOD SCHWARTZ, DANIEL B OF ENCODING - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** *************** - -------------------------------------------------------------------------------------------------------------------------------- SC10001C MONOLITHIC CLAMPING CIRCUIT AND METHOD OF PREVENTING TRANSISTOR SHEN, ZHENG AVALANCHE BREAKDOWN - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC10064C BATTERY PROTECTION SYSTEM AND PROCESS FOR CHARGING A BATTERY ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC10084P CLAMP DISPOSED AT EDGE OF A DIELECTRIC STRUCTURE IN A SEMICONDUCTOR HADIZAD, PEYMAN DEVICE AND METHOD OF FORMING SAME - -------------------------------------------------------------------------------------------------------------------------------- SC10091C METHOD AND CIRCUIT FOR CURRENT LIMITING OF DC-DC REGULATORS LAI, NELSON - -------------------------------------------------------------------------------------------------------------------------------- SC10098C POWER CONVERSION INTEGRATED CIRCUIT AND METHOD FOR PROGRAMMING HALL, JEFFERSON W - -------------------------------------------------------------------------------------------------------------------------------- SC10110C BANDGAP REFERENCE CIRCUIT AND METHOD SOMERVILLE, THOMAS A - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC10238C OVERVOLTAGE PROTECTION DEVICE AND METHOD IDA, RICHARD T. - -------------------------------------------------------------------------------------------------------------------------------- SC10356T METHOD FOR PACKAGING A SEMICONDUCTOR DEVICE DARBHA, SURY NARAYANA - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC10368P POWER SEMICONDUCTOR DEVICE AND METHOD ROBB, STEPHEN PAUL - -------------------------------------------------------------------------------------------------------------------------------- SC10405P POWER SWITCHING TRENCH MOSFET HAVING ALIGNED SOURCE REGIONS AND MATTHEW, LEO METHOD OF MAKING - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** ************************ *************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 9

- -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** ********* - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- ******************************************************************************************************************************** - -------------------------------------------------------------------------------------------------------------------------------- SC75745B INTEGRATED VOLTAGE SUPPLY ALASPA, ALAN A. - -------------------------------------------------------------------------------------------------------------------------------- SC78192 MONOLITHIC SEMICONDUCTOR TRIGGER ALONAS, PAUL GEORGE - -------------------------------------------------------------------------------------------------------------------------------- SC78192A METHOD FOR MAKING A LIGHT-ACTIVATED LINE-OPERABLE ZERO-CROSSING SWITCH INCLUDING TWO LATERAL TRANSISTORS - -------------------------------------------------------------------------------------------------------------------------------- SC79769 START-UP CIRCUIT ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC79770 SWITCHING POWER SUPPLY ALBERKRACK, JADE HENRY - -------------------------------------------------------------------------------------------------------------------------------- SC80071 LINEAR FULL WAVE RECTIFIER CIRCUIT LUNN GERALD KEITH - -------------------------------------------------------------------------------------------------------------------------------- SC80919 VOLTAGE BOOSTER CIRCUIT CATER ERNEST A - -------------------------------------------------------------------------------------------------------------------------------- SC80946 CURRENT LIMITING CIRCUIT BROWN, LELAND THOMAS - -------------------------------------------------------------------------------------------------------------------------------- SC81117 DRIVER CIRCUIT FOR USE WITH INDUCTIVE LOADS OR THE LIKE LOCASCIO JAMES J - -------------------------------------------------------------------------------------------------------------------------------- SC81120 BUTTON RECTIFIER PACKAGE FOR NON-PLANAR DIE ADDIE DAVID LESLIE - -------------------------------------------------------------------------------------------------------------------------------- SC81169 CURRENT OUTPUT OSCILLATOR BYNUM BYRON G - -------------------------------------------------------------------------------------------------------------------------------- SC81187T HIGH CURRENT PACKAGE WITH MULTI-LEVEL LEADS DUBOIS JERRY MARK - -------------------------------------------------------------------------------------------------------------------------------- SC1050T LETTERMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10509T LETTERMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10601P ROBB - -------------------------------------------------------------------------------------------------------------------------------- SC10642P MATHEW - -------------------------------------------------------------------------------------------------------------------------------- SC10673P SHUMATE - -------------------------------------------------------------------------------------------------------------------------------- Sc10695C JEFFERY - -------------------------------------------------------------------------------------------------------------------------------- SC10700C BALL - -------------------------------------------------------------------------------------------------------------------------------- SC10716T MUKERJI - -------------------------------------------------------------------------------------------------------------------------------- SC10717T NORTON - -------------------------------------------------------------------------------------------------------------------------------- SC10718T NORTON - -------------------------------------------------------------------------------------------------------------------------------- SC10719P SALIH - -------------------------------------------------------------------------------------------------------------------------------- SC10729C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10730C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10740T POPE - -------------------------------------------------------------------------------------------------------------------------------- SC10762C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10762T NOLAN - -------------------------------------------------------------------------------------------------------------------------------- SC10763P PEARSE - -------------------------------------------------------------------------------------------------------------------------------- SC10768C VYNE - -------------------------------------------------------------------------------------------------------------------------------- SC10769C PETTY - -------------------------------------------------------------------------------------------------------------------------------- SC10770T NOLAN - -------------------------------------------------------------------------------------------------------------------------------- SC10774T NOLAN - -------------------------------------------------------------------------------------------------------------------------------- SC10783C HALL - -------------------------------------------------------------------------------------------------------------------------------- SC10789T INMON - -------------------------------------------------------------------------------------------------------------------------------- SC10790P ROBB - -------------------------------------------------------------------------------------------------------------------------------- SC10808C THOMSON - -------------------------------------------------------------------------------------------------------------------------------- SC10810P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10821P HOSSAIN - -------------------------------------------------------------------------------------------------------------------------------- SC10822P SUNDARAM - -------------------------------------------------------------------------------------------------------------------------------- - --------------------- * Confidential Information omitted and filed separately with the Securities and Exchange Commission 10

- -------------------------------------------------------------------------------------------------------------------------------- SC10823P SUNDARAM - -------------------------------------------------------------------------------------------------------------------------------- SC10824P CHANG - -------------------------------------------------------------------------------------------------------------------------------- SC10826P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10827P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10828P SALIH - -------------------------------------------------------------------------------------------------------------------------------- SC10829P SALIH - -------------------------------------------------------------------------------------------------------------------------------- SC10830P VENKATRAMAN - -------------------------------------------------------------------------------------------------------------------------------- SC10839P HAKKAL - -------------------------------------------------------------------------------------------------------------------------------- Confidential Information omitted and filed separately with the Securities and Exchange Commission 11

EXHIBIT 1.5 ASSIGNED TRADEMARKS - -------------------------------------------------------------------------------- TRADEMARK COUNTRIES STATUS - -------------------------------------------------------------------------------- ALExIS USA Common Law Bullet-Proof USA Common Law JAPA Registered CHIPSCRETES USA Common Law Designer's USA Common Law DUOWATT USA Common Law E-FET USA Common Law EASY SWITCHER USA Common Law ECL300 USA Common Law ECLinPS USA Common Law ECLinPS/ELITE USA Common Law EpiBase USA Common Law JAPA Registered Epicap USA Common Law ESD...SURGE PROTECTION USA Common Law EZFET USA Common Law FULLPAK USA Common Law GEMFET USA Common Law JAPA Registered HDTMOS USA Registered

JAPA Registered HVTMOS JAPA Registered ICePAK USA Common Law JAPA Registered L2TMOS USA Common Law MCCS USA Common Law MDTL USA Common Law MECL USA Common Law MEGAHERTZ USA Common Law MHTL USA Common Law MiniMOS USA Common Law MiniMOSORB USA Common Law Mosorb USA Common Law MRTL USA Common Law MTTL USA Common Law Multi-Pak USA Common Law PowerBase USA Common Law PowerLux USA Abandoned 1998 POWERTAP USA Common Law Quake USA Common Law Rail-To-Rail USA Abandoned SCANSWITCH USA Common Law

JAPA Registered SENSEFET USA Common Law JAPA Registered SLEEPMODE USA Common Law SMALLBLOCK USA Common Law JAPA Registered SMARTDISCRETES USA Common Law SMARTswitch USA Common Law SUPERBRIDGES USA Common Law SuperLock USA Common Law Surmetic USA Common Law FRAN Registered JAPA Registered SWITCHMODE USA Common Law JAPA Registered Thermopad USA Common Law Thermowatt USA Common Law TMOS USA Registered BENE Registered FINL Registered FRAN Registered GBRI Registered

GERW Registered ITAL Registered JAPA Registered NORW Registered TMOS & Design Device USA Registered ITAL Registered TMOS Stylized BENE Registered FINL Registered FRAN Registered GBRI Registered GERW Registered NORW Registered Unibloc USA Common Law UNIT/pak USA Common Law Uniwatt USA Common Law JAPA Registered WaveFET USA Common Law JAPA Registered Z-Switch USA Common Law ZIP R TRIM USA Common Law

EXHIBIT 1.27 RESTRICTED PROCESS MODULES [1 page redacted] [Confidential Information omitted and filed separately with the Securities and Exchange Commission.]

EXHIBIT 8.2 THIRD PARTY TITLE OF AGREEMENT OR ITEM EFFECTIVE DATE - -------------------------------------------------------------------------------- Microsemi Motorola--Microsemi Technology 26 February 1996 Agreement Stanford University Nonexclusive Patent Agreement 9 May 1997 Vitelic (H.K.) Technology Transfer and Contract 29 May 1996 Limited Products Supply Agreement Newport Technology Transfer and Foundry Pending Services Agreement Arizona State Sponsored Research Agreement on 6 May 1998 University Leading Indicators for Motorola Product Lines Raychem Joint Development Agreement 30 April 1997 Philips Letter dated 7 September 1993 Lansdale Manufacturing Services Pending

EXHIBIT 10.7 EMPLOYEE MATTERS AGREEMENT BY AND AMONG MOTOROLA, INC., SCG HOLDING CORPORATION AND SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC DATED AS OF MAY 11, 1999

TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS 1.1 Previously Defined Terms.....................................1 1.2 Terms Defined in the Reorganization or Recapitalization Agreement....................................................1 1.3 General Definitions..........................................1 1.4 Amendment of Schedules.......................................3 1.5 Interpretation...............................................4 ARTICLE II GENERAL PROVISIONS 2.1 Transfer of Transferred Employees............................4 2.2 Transfer of Contractors and Consultants......................4 2.3 Novation of Contracts........................................4 2.4 Maintenance of Employment Terms and Conditions...............4 2.5 Employment Records...........................................6 2.6 Transfer of Inactive SCG Employees...........................6 2.7 No Third Party Beneficiaries.................................6 2.8 PSIP Profit Sharing Contribution for 1999....................7 ARTICLE III ADDITIONAL EMPLOYMENT MATTERS 3.1 Employment Taxes.............................................7 ARTICLE IV ADDITIONAL EMPLOYEE BENEFIT MATTERS 4.1 US Retirement Plans..........................................7 4.2 Foreign Retirement Plans.....................................8 4.3 Compliance with Law; Mutual Cooperation.....................10 ARTICLE V REPRESENTATIONS AND WARRANTIES 5.1 Labor Matters...............................................10 5.2 Representations and Warranties for Employee Benefit Plans...11 ARTICLE VI INDEMNIFICATIONS 6.1 Survival Periods............................................12 -i-

TABLE OF CONTENTS (CONTINUED) PAGE 6.2 Indemnification By Motorola.................................12 6.3 Indemnification by the Company and SCILLC...................13 ARTICLE VII CONDITIONS PRECEDENT 7.1 Conditions Precedent to Transfers of Employees and Benefit Assets..............................................14 ARTICLE VIII MISCELLANEOUS 8.1 Further Actions.............................................15 8.2 Notices.....................................................15 8.3 Expenses....................................................15 8.4 Entire Agreement............................................15 8.5 Assignment; Binding Effect; Severability....................15 8.6 Governing Law...............................................15 8.7 Execution in Counterparts...................................15 8.8 Headings....................................................15 8.9 Amendment and Waiver........................................16 8.10 U.S. Currency...............................................16 -ii-

EMPLOYEE MATTERS AGREEMENT This EMPLOYEE MATTERS AGREEMENT dated as of May 11, 1999 ("AGREEMENT") by and among Motorola, Inc., a Delaware corporation ("PARENT" or "MOTOROLA"), SCG Holding Corporation, a Delaware corporation and a wholly owned subsidiary of Motorola (the "COMPANY"), and Semiconductor Components Industries, LLC, a Delaware limited liability company ("SCI LLC"), the sole member of which is the Company. RECITALS A. Motorola engages through its Semiconductor Components Group ("SCG") in the development, manufacture and sale of discrete and integrated circuit semiconductor products and related products. B. Concurrently herewith, Motorola, the Company, and SCI LLC are entering into that certain Reorganization Agreement (as such Agreement may hereafter be amended from time to time, the "REORGANIZATION AGREEMENT"), under which the SCG operations will be reorganized under SCI LLC upon consummation of the transactions contemplated thereunder. C. Concurrently herewith, Motorola, the Company and certain other parties are entering into that certain Agreement and Plan of Recapitalization and Share Purchase (the "RECAPITALIZATION AGREEMENT"). D. It is contemplated under the Reorganization Agreement that Motorola, the Company, and SCI LLC enter into this Agreement. NOW, THEREFORE, in consideration of the premises and the mutual covenants, conditions, representations, warranties and agreements hereinafter set forth, the parties hereby agree as follows: ARTICLE I DEFINITIONS 1.1 PREVIOUSLY DEFINED TERMS. Each term defined in the first paragraph and Recitals shall have the meaning set forth above whenever used herein, unless otherwise expressly provided herein or unless the context hereof clearly requires otherwise. 1.2 TERMS DEFINED IN THE REORGANIZATION OR RECAPITALIZATION AGREEMENT. Each term defined in the Reorganization or Recapitalization Agreement shall have the same meaning wherever used herein, unless otherwise expressly provided herein or unless the context hereof clearly requires otherwise. 1.3 GENERAL DEFINITIONS. In addition to the terms defined in the first paragraph and Recitals and those defined in the Reorganization Agreement, whenever used herein, the following terms shall have the meanings set forth below unless otherwise expressly provided or unless the context clearly requires otherwise: "EMPLOYEE BENEFIT PLAN" means any plan, fund, or program which (a) provides medical, surgical, hospital or dental care or benefits, or benefits in the event of sickness, accidental, disability, or death benefits, apprenticeship 1

or other training programs, or day care centers, scholarship funds, or prepaid legal services, or (b) provides retirement income to employees or results in a deferral of income by employees for periods extending to the termination of covered employment or beyond, but excluding any plan, fund or program which provides severance, unemployment or vacation benefits. "ERISA" means the Employee Retirement Income Security Act of 1974, as amended, and the regulations thereunder. "FOREIGN RETIREMENT PLAN TRANSFER AGREEMENT" means a written agreement between the parties relating t the transfer of assets and liabilities from a Retirement Plan maintained by an Existing SCG Entity outside of the United States to a successor Retirement Plan maintained by an SCG Party for the benefit of Transferred Employees. Each Foreign Retirement Plan Transfer Agreement shall (a) comply with the requirements of applicable law in the jurisdiction in which the subject Retirement Plan is located, and (b) provide for a transfer of assets and liabilities in accordance with Section 4.2(a), in the case of an agreement relating to a defined benefit Retirement Plan, or Section 4.2(b), in the case of an agreement relating to a defined contribution Retirement Plan. "EXPATRIATE EMPLOYEES" means (a) those employees hired in one country by an Existing SCG Entity and (b) who have been designated as expatriates and assigned or sent to work in another country on a temporary basis. "INACTIVE SCG EMPLOYEES" means SCG Employees who, immediately prior to the Closing Date, are absent from work due to an authorized leave of absence or due to long term disability, or short term disability, including, without limitation, those employees identified on SCHEDULE 1.3A. "RETAINED EMPLOYEE BENEFIT PLAN LIABILITIES" means liabilities under an Employee Benefit Plan maintained by Motorola or any other Existing SCG Entity prior to the Closing Date other than (i) liabilities for benefits of the Transferred Employees accrued as of the Closing Date under any Retirement Plan for which there is a transfer of assets and liabilities in accordance with Article IV of the Employee Matters Agreement, or (ii) those Employee Benefits Plans maintained by Motorola Philippines, Motorola Semiconductor Sdn, Bhd and Slovakia Electronics Industries s.a. for Transferred Employees and those Employee Benefits Plan maintained by the SMP joint venture in Malaysia, the Leshan joint venture in China, the Czech Republic joint ventures. "RETIREMENT PLAN" means an Employee Benefit Plan that provides retirement income to employees or results in a deferral of income by employees for periods extending to the termination of covered employment or beyond. "SCG EMPLOYEES" means all employees of the Existing SCG Parties who, immediately prior to the Closing Date, work primarily in the operation of the Business, EXCEPT, HOWEVER, Expatriate Employees. 2

"TRANSFERRED CONTRACTORS" means consultants and independent contractors, whose services as of the Closing Date are provided primarily to the Business in support of its day-to-day operations, including without limitation, those whose Contracts are listed in the Disclosure Letter. "TRANSFERRED EMPLOYEES" means Transferred SCG Employees, Transferred Shared Services Employees, and Transferred Expatriate Employees. "TRANSFERRED EXPATRIATE EMPLOYEES" means those Expatriate Employees identified on SCHEDULE 1.3B. "TRANSFERRED SCG EMPLOYEES" means all SCG Employees including, without limitation, those employees identified on SCHEDULE 1.3C, EXCEPT, HOWEVER, Inactive SCG Employees. "TRANSFERRED SHARED SERVICES EMPLOYEES" means those employees identified on SCHEDULE 1.3D. "US RETIREMENT PLAN TRANSFER AGREEMENT" means the written agreement between the parties relating to the transfer of assets and liabilities from the qualified Motorola, Inc. Pension Plan or the qualified Motorola, Inc. Profit Sharing and Investment Plan to qualified Retirement Plans maintained by an SCG Party, in accordance with Section 4.1. 1.4 AMENDMENT OF SCHEDULES. (a) No later than seven Business Days prior to the Closing Date, Motorola shall provide SCI LLC amended copies of Schedules 1.3(a) through 1.3(d) setting forth the applicable groups of employees as of a date no earlier than the thirtieth calendar day prior to the Closing Date. SCI LLC shall have two Business days to object to such amended schedules in writing. If SCI LLC so objects to such schedules, Motorola and SCI LLC shall use their respective Reasonable Efforts to resolve the objections of SCI LLC to their mutual and reasonable satisfaction. If SCI LLC does not so object, such schedules shall be final, subject to the obligations of the parties hereto to use their respective Reasonable Efforts before, on, or after the Closing to resolve to their mutual and reasonable satisfaction the employment status of any employee who was erroneously included on or left off of a schedule. Motorola shall use its best efforts to accurately identify on each of Schedules 1.3(a) through 1.3(d) all individuals who are included in the categories described in the provision of Section 1.3 relating to the corresponding Schedule. (b) No schedules, other than Schedules 1.3(a) through 1.3(d), 2.4(a) and 5.2(a) shall be amended after the signing of this Agreement. No later than thirty calendar days after the signing of this Agreement, Motorola shall provide SCI LLC with amended copies of Schedules 2.4(a) and 5.2(a) to this Agreement only with respect to countries other than the United States, Japan, Malaysia, Philippines, Mexico, France and Germany. Items added to Schedules 2.4(a) or 5.2(a) after the signing of this Agreement that have a Material Adverse Effect shall be treated as nondisclosed items for purposes of assessing liability under the Agreement. SCI LLC shall have two business days to object to such amended schedules in writing. If SCI LLC objects to such schedules, the parties hereto shall use their respective Reasonable Efforts to resolve the objections of SCI LLC to their mutual and reasonable satisfaction. If SCI LLC does not object, such schedules shall be final. 3

In the case of any representation or warranty by Motorola, if SCI LLC does not object to the amended schedule or SCI LLC objects but the parties are able to resolve the objections to their mutual and reasonable satisfaction, then such amendment will be deemed to have cured any breach of any applicable representation or warranty made in this Agreement. 1.5 INTERPRETATION. Unless the context of this Agreement otherwise requires, (a) words of any gender shall be deemed to include each other gender, (b) words using the singular or plural number shall also include the plural or singular number, respectively, and (c) reference to "hereof", "herein", "hereby" and similar terms shall refer to this entire Agreement. ARTICLE II GENERAL PROVISIONS 2.1 TRANSFER OF TRANSFERRED EMPLOYEES. (a) The parties hereto acknowledge and agree that, wherever legally permissible, on the Closing Date, Transferred Employees shall become employees of the applicable SCG Parties by operation of applicable local law and/or pursuant to the terms of any necessary transfer agreement relating to that jurisdiction. Where such transfer is not possible in the manner described in the previous sentence, the SCG Parties shall offer Transferred Employees employment in accordance with the procedures required by applicable local law to effectuate their employment with the applicable SCG Party commencing on the Closing Date. (b) From the date hereof until the Closing Date, Motorola shall use its Reasonable Efforts, and shall cause the other Existing SCG Entities to use their Reasonable Efforts, to comply with the requirements of applicable law in respect of such transfers of employment, including, without limitation, providing any advance or other written notices to affected employees and/or their respective representative required under applicable law and consulting with employee representatives as required under applicable law. Motorola is not liable for any breach resulting from the failure of TPG Holding and/or TPG Acquisition to cooperate with, and/or provide information to, Motorola in conjunction with the consultation and notification of employees. 2.2 TRANSFER OF CONTRACTORS AND CONSULTANTS. The parties hereof acknowledge and agree that, on the Closing Date, Motorola shall use its Reasonable Efforts to cause all contracts or agreements with Transferred Contractors to be transferred or assigned to the applicable SCG Party. 2.3 NOVATION OF CONTRACTS. The parties hereto agree to use their Reasonable Efforts to cause any contracts with Transferred Employees and Transferred Contractors that cannot be assigned and that do not transfer (for any reason) by operation of law to be novated to the applicable SCG Party effective as of the Closing Date. 2.4 MAINTENANCE OF EMPLOYMENT TERMS AND CONDITIONS. (a) SCI LLC will, and will cause the other SCG Parties to (x) continue the employment of Transferred Employees immediately following the Closing Date and (y) for the one year period ending on the first anniversary of the Closing Date (subject in 4

each case to the employee's continued employment with an SCG Party), (1) pay to such employees salary or wage rates, as applicable, that are at least equal to the salary or wage rates paid to such employees by the applicable Existing SCG Entity immediately prior to the Closing Date and (2) provide such employees with terms and conditions of employment, including Employee Benefit Plans, that are substantially similar, in the aggregate, to the terms and conditions of such employees' employment, including Employee Benefit Plans, provided by the Existing SCG Entities to such employees immediately prior to the Closing Date, other than compensation, benefits, or terms and conditions of employment provided by an Existing SCG Entity pursuant to the Motorola Incentive Plan of 1998, the Motorola Share Option Plan of 1996, the Motorola Share Option Plan of 1982, or any other stock option, stock purchase or other equity based incentive plan or program of an Existing SCG Entity. The parties hereto agree that SCHEDULE 2.4(A), which sets out certain terms and conditions of employment of employees in the existing SCG Entities prior to the Closing Date, though not necessarily a fully comprehensive list, shall be considered as a reference point for purposes of determining whether terms and conditions are substantially similar, in the aggregate, as required by the prior sentence. Notwithstanding the foregoing, no SCG Party shall be obligated to continue the employment of any Transferred Employee for any period after Closing Date. (b) The obligation of SCI LLC and the SCG Parties under Section 2.4 includes, without limitation, assuming all liabilities on or after the Closing Date to Transferred Employees for accrued, but unused, vacation, holiday, severance, sick time or other paid or unpaid leave, or any other terms and conditions of employment provided by the Existing SCG Entities to such employees immediately prior to the Closing Date, excluding (i) Retained Employee Benefit Plan Liabilities and (ii) Closing Date Transferred Employee Accruals, and crediting each transferred Employee for his or her years of service with the Existing SCG Entities prior to the Closing Date for purposes of vacation, holiday, severance, sick time or other paid or unpaid leave, or any other terms and conditions of employment provided by the Existing SCG Entities to such employees immediately prior to the Closing Date and for determining eligibility to participate, vesting and benefit accrual in any Employee Benefit Plan established or maintained by any SCG Party for the benefit of Transferred Employees to the extent such service was recognized under the corresponding payroll practice or Employee Benefits Plan of the applicable Motorola Transferor covering such Transferred Employees; provided, however, that in the case of Retirement Plans, the obligation to credit Transferred Employees for their years of service with the Existing SCG Entities prior to the Closing Date for benefit accrual purposes shall be subject to the transfer of assets and liabilities in accordance with Article IV hereof. (c) To the extent permitted by law, any Employee Benefit Plan maintained by an SCG Party pursuant to this Agreement providing medical, surgical, hospital or dental care or benefits, or benefits in the event of sickness, accident, disability or death (1) shall not provide any exclusion for pre-existing condition or waiting period with respect to a Transferred Employee (or any covered beneficiary or dependent), except to the extent such exclusion or waiting period would have applied to such individual under the corresponding Existing SCG Entity Employee Benefit Plan; (2) shall provide credit for payments within the Plan's fiscal year which includes the Closing Date by a Transferred Employee (or any covered beneficiary or dependent) for deductibles, copayments, premiums out-of-pocket expenditures and similar amounts paid to the corresponding Existing SCG Entity Employee Benefit Plan; and (3) may take into account benefits provided and payments made to or on behalf of a Transferred Employee or any covered 5

beneficiary or dependent) under the corresponding Existing SCG Entity Employee Benefit Plan in calculating aggregate maximum benefits or annual maximum benefits. (d) Effective as of the Closing Date, Company shall be responsible for the costs of establishing and maintaining Employee Benefit Plans for the Transferred Employees pursuant to the terms of this Agreement. Neither any Existing SCG Entity, nor any Existing SCG Entity Employee Benefit Plan, shall be liable for payment of claims incurred on or after the Closing Date in respect of Transferred Employees (or their covered beneficiaries or dependents) under an Employee Benefit Plan established, maintained or contributed to by an SCG Party on or after the Closing Date. Effective as of the Closing Date, any SCG Parties Employee Benefit Plan shall be liable for payment of claims incurred on or after the Closing Date in respect of Transferred Employees (or their covered beneficiaries or dependents) under such Employee Benefit Plan. Neither any SCG Party nor any SCG Party Employee Benefit Plan shall be liable for payment of claims incurred before the Closing Date by any Transferred Employees (or their covered beneficiaries or dependents) with respect to any Retained Employee Benefit Plan Liabilities. (e) Nothing in this Agreement shall be construed as granting to any SCG Party the right to participate in any Employee Benefit Plan established or maintained by Motorola or to demand any transfer or spin off of assets from any such Employee Benefit Plan except as specifically otherwise provided in a US Retirement Transfer Agreement or a Foreign Retirement Transfer Agreement. (f) The SCG Parties shall maintain such government-mandated Employee Benefit Plans as shall be required by applicable law. 2.5 EMPLOYMENT RECORDS. The parties agree that on or within a reasonable time period after the Closing Date, the Existing SCG Entities shall provide to the SCG Parties all employment records for the Transferred Employees required to be kept under applicable law or necessary for the conduct of the Business, provided (a) that the Existing SCG Entities shall not include any records to the extent such a Transfer would violate applicable law or cause the Existing SCG Entities to break any agreement with a third party and (b) that such records are in the possession of the Existing SCG Entities. The Existing SCG Entities and/or the Motorola Transferors may keep copies of such records. After the Closing Date, as may be necessary for any business purpose of the Motorola Transferors or to permit the Motorola Transferors to respond to any government inquiry or audit, defend any claim or lawsuit or administer any Employee Benefit Plan, the Company and/or SCI LLC will cause the SCG Parties to allow the Motorola Transferors reasonable access to and, if requested, copies of any records relating to Transferred Employees, provided (a) that the SCG Parties shall not include any records to the extent that inclusion thereof would violate applicable law or cause any SCG Party to breach an agreement with a third party and (b) that such records are in the possession of the SCG Parties. 2.6 TRANSFER OF INACTIVE SCG EMPLOYEES. SCI LLC agrees to cause the applicable SCG Party to preserve the right of Inactive SCG Employees to return to active employment, and to offer employment on substantially similar terms and conditions of employment, at the expiration of any authorized leave or the termination of disability. As of the date of any Inactive SCG Employee's return, he or she shall be treated for purposes of this Agreement in the same manner as a Transferred Employee whose employment transferred on the Closing Date to an SCG Party. 6

2.7 NO THIRD PARTY BENEFICIARIES. No employee of any Existing SCG Entity or any SCG Party shall be considered a third party beneficiary of any right or obligation created by this Agreement. Nothing in this Agreement, express or implied, shall be deemed to confer upon any person any rights under or with respect to any plan, program or arrangement described in or contemplated by this Agreement. Nothing in this Agreement, express or implied, shall create a third-party beneficiary relationship or otherwise confer any benefit, entitlement, or right upon any person or entity other than the parties to this Agreement and their respective corporate affiliates. This Agreement shall only be enforceable by the parties hereto. 2.8 PSIP PROFIT SHARING CONTRIBUTION FOR 1999. If, following the end of the 1999 Plan Year, Motorola determines that a Profit Sharing Contribution (as defined in the PSIP) is payable to the PSIP (as defined in Section 4.1(b) below) pursuant to the terms of the PSIP, Motorola shall make a Profit Sharing Contribution to the PSIP in accordance with the terms of the PSIP and the share of such contribution attributable to the contributions of the Transferred Employees (up to 3% of pay for the period of January 1, 1999 through the Closing Date) determined under Section 10.4(e) of the PSIP shall be directly transferred to the SCG US 401(k) Plan no later than April 30, 2000 and shall be invested in accordance with the Transferred Employees election in the SCG US 401(k) Plan as of December 31, 1999. ARTICLE III ADDITIONAL EMPLOYMENT MATTERS 3.1 EMPLOYMENT TAXES. The parties hereto agree that (i) Motorola will be relieved from furnishing Forms W-2 to any Transferred Employees employed in the US who will be employed by an SCG Party in the US for the calendar year within which the Closing Date occurs; (ii) Forms W-2 furnished to such Transferred Employees by the applicable SCG Party will include wages paid and taxes withheld by both Motorola and such SCG Party; (iii) Motorola will be relieved from filing Forms W-2 with the Social Security Administration; and (iv) Motorola's entire Form W-2 reporting obligations for such Transferred Employees will be assumed by the applicable SCG Party . To the extent necessary to comply with applicable legal requirements, Motorola shall and SCI shall cause any other SCG Parties operating in the United States to enter into an agreement substantially similar to the foregoing sentence with respect to any Transferred Employees employed in the US who will be employed by such other SCG Parties. Motorola will, and SCI will, and will cause the other SCG Parties operating in the United States to, (i) treat each such SCG Party as a "successor employer" and Motorola as a predecessor," within the meaning of sections 3121(a)(I) and 3306(b)(I) of the Code, with respect to Transferred Employees who are employed by such SCG Party for purposes of Taxes imposed under the United States Federal Unemployment Tax ("FUTA") or the United States Federal Insurance Contributions Act ("FICA") and (ii) comply with the "alternate procedures" provided in Revenue Procedure 96-60, 1996-3 CB 399. 7

ARTICLE IV ADDITIONAL EMPLOYEE BENEFIT MATTERS 4.1 US RETIREMENT PLANS. (a) Effective as of the Closing Date and for twelve (12) months after the Closing Date, SCI LLC will, or will cause the appropriate SCG Party to, establish and maintain a tax-qualified Retirement Plan ("SCG US Retirement Plan") containing terms that are substantially identical to the terms of the Motorola Inc. Pension Plan. The SCG US Retirement Plan shall grant to United States Transferred Employees credit for all purposes of the plan for service and compensation earned prior to the Closing Date and taken into account for a corresponding purpose under the Motorola Inc. Pension Plan subject to the transfer of assets and liabilities in accordance with the US Retirement Plan Transfer Agreement. Motorola and the SCG Party shall enter into a US Retirement Plan Transfer Agreement in the form attached as Exhibit 4.1(a) simultaneously with this Agreement that will reflect the amount of assets and liabilities of the Motorola Inc. Pension Plan that will be transferred to the SCG US Retirement Plan. (b) Effective as of the Closing Date and for twelve (12) months after the Closing Date, SCI LLC will, or will cause the appropriate SCG Party to, establish and shall maintain a 401(k) and profit sharing Retirement Plan ("SCG US 401(k) Plan"), containing terms that are substantially identical to the Motorola, Inc. Profit Sharing and Investment Plan ("PSIP"). The SCG US 401(k) Plan shall grant to United States Transferred Employees credit for all purposes of the plan for service completed prior to the Closing Date and taken into account for a corresponding purpose under the PSIP. Motorola and the SCG Party shall enter into a US Retirement Plan Transfer Agreement in the form attached as Exhibit 4.1(b) simultaneously with this Agreement that will reflect the amount of assets and liabilities that will be transferred from the PSIP to the SCG US 401(k) Plan. 4.2 FOREIGN RETIREMENT PLANS. (a) With respect to the defined benefit arrangements maintained by Existing SCG Entities operating in Germany, Japan, Mexico, Philippines, and any other jurisdiction in which Motorola and SCI LLC mutually determine that an Existing SCG Entity maintains a foreign defined benefit Retirement Plan primarily for more than 50 non-United States Transferred Employees ("Foreign Retirement Plans"), effective as of the Closing Date, and for a period of at least twelve (12) months thereafter, SCI LLC will, or will cause the appropriate SCG Party to, establish and maintain Foreign Retirement Plans containing terms that are substantially identical to the terms of the defined benefit plan of the corresponding Existing SCG Entity. The SCG Foreign Retirement Plans shall grant to the applicable Transferred Employees credit for all purposes of the plans for service and compensation earned prior to the Closing Date and taken into account for a corresponding purpose under the corresponding SCG Existing Entity Foreign Retirement Plan, subject, in the case of credit for benefit accrual purposes, to the transfer of assets and liabilities to the successor Foreign Retirement Plan of the applicable SCG Party. If the SCG Existing Entity has set aside assets in a separate trust or fund to assist such SCG Existing Entity in satisfying its obligations under its Foreign Retirement Plan, such SCG Existing Entity and the corresponding SCG Party shall enter into a Foreign Retirement Plan Transfer Agreement prior to the Closing Date that will provide for the transfer of (x) assets equal to the lesser of (i) the Applicable DB Transfer Amount (as defined below) and (ii) the proportion of the total value of assets held in 8

such separate trust or fund which the DT Transfer Amount (calculated using 100% of accumulated benefit obligation (as defined below) in lieu of 115% in the manner described below) bears to the total accumulated benefit obligation (as defined below) for the SCG Existing Entity Foreign Retirement Plan and (y) the related liabilities of the SCG Existing Entity Foreign Retirement Plan with respect to Transferred Employees who participate in the Foreign Retirement Plan only to an appropriate SCG Party Foreign Retirement Plan within thirty days after the Closing Date. To the extent that the amount of assets transferred or to be transferred to an SCG Party Foreign Retirement Plan pursuant to a Foreign Retirement Plan Transfer Agreement is less than the Applicable DB Transfer Amount for such plan or, if no assets are available for transfer pursuant to a Foreign Retirement Plan Transfer Agreement, Motorola shall, within thirty days after the Closing Date, transfer to the applicable SCG Party an amount, in cash, equal to the remainder of (A) the Applicable DB Transfer Amount less (B) the amount, if any, to be transferred to such SCG Party Foreign Retirement Plan pursuant to the applicable Foreign Retirement Plan Transfer Agreement. All transferred amounts shall inure to the benefit of the Transferred Employees. The term "Applicable DB Transfer Amount" shall mean, with respect to each Foreign Retirement Plan, an amount equal to the sum of (1) 115% of the "accumulated benefit obligation," within the meaning of Financial Accounting Standards Board Statement No. 87 ("FASB 87"), with respect to the Transferred Employees who participate in such Foreign Retirement Plan, calculated (x) as of the Closing Date, (y) pursuant to FASB 87, and (z) using the Motorola actuarial assumptions which are specified on Schedule B hereto for each jurisdiction and (2) interest on the amount determined under clause (1) for the period from the Closing Date to the actual date of transfer at the interest rate set forth on Schedule B for the applicable jurisdiction using Motorola assumptions. If the employment by an SCG Party of a Transferred Employee terminates for any reason before the transfer of assets and liabilities contemplated by this section with respect to such Transferred Employee, no transfer shall be made for such Transferred Employee, and the Existing SCG Entity shall retain all assets and liabilities attributable to such Transferred Employee's accrued benefit. The transfers hereunder shall be in accordance with the laws of the applicable jurisdiction. Motorola shall not be responsible for the transfer of assets or credit with respect to termination pay based in whole or in part on years of service. Notwithstanding the above, the amount of retirement assets to be transferred or credit attributable to the Foreign Retirement Plan for Mexico Transferred Employees shall be calculated with a years of service component for involuntary termination, in accordance with the methodology set forth in this Section 4.2(a). (b) With respect to the defined contribution arrangements providing individual account balances maintained by Existing SCG Entities located in Brazil, Canada, Hong Kong, Malaysia, Puerto Rico, Thailand, United Kingdom, and any other jurisdictions in which Motorola and SCI LLC mutually determine that an Existing Entity maintains a foreign defined contribution Retirement Plan primarily for more than 50 non-United States Transferred Employees (the "Foreign DC Retirement Plan"), effective as of the Closing Date, and for a period of at least twelve (12) months thereafter, SCI LLC will, or will cause the appropriate SCG Party to, maintain a Foreign DC Retirement Plan for applicable Transferred Employees containing terms that are substantially identical to the terms of the defined contribution plan of the corresponding Existing SCG Entity. The SCG Foreign DC Retirement Plans shall grant to Transferred Employees credit for all purposes of the plans for service and compensation earned prior to the Closing Date and taken into account for a corresponding purpose under the corresponding SCG Existing Entity Foreign DC Retirement Plans. If the SCG Existing Entity has set aside assets in a separate trust or fund to assist such SCG Existing Entity in satisfying its obligations under its Foreign DC Retirement Plan, such 9

SCG Existing Entity and the corresponding SCG Party shall enter into a Foreign Retirement Plan Transfer Agreement prior to the Closing Date that will provide for the transfer of (x) assets equal to the portion of such trust or fund attributable to the Applicable DC Transfer Amount (as defined below) and (y) the related liabilities of the SCG Existing Entity Foreign DC Retirement Plan only to an appropriate SCG Foreign DC Retirement Plan within thirty days after the Closing Date. To the extent the amount of assets transferred or to be transferred to an SCG Party Foreign Retirement Plan pursuant to a Foreign Retirement Plan Transfer Agreement is less than the Applicable DC Transfer Amount for such plan or if no assets are available for transfer pursuant to a Foreign Retirement Plan Transfer Agreement, Motorola shall, within thirty days after the Closing Date, transfer to the applicable SCG Party an amount, in cash equal to the remainder of (A) the Applicable DC Transfer Amount less (B) the amount, if any to be transferred to such SCG Party Foreign Retirement Plan pursuant to the applicable Foreign Retirement Plan Transfer Agreement. The term "Applicable DC Transfer Amount" shall mean, with respect to each Foreign Retirement Plan, an amount equal to the sum of (i) the individual account balances accrued with respect to the applicable Transferred Employees as of the Closing Date and (ii) interest on the amount determined under clause (1) for the period from the Closing Date to the actual date of transfer based on the interest earned with respect to the applicable SCG Existing Entity Foreign DC Retirement Plan calculated on a daily basis of 1/365th for the number of days between the Closing Date and the actual date of transfer. All transferred amounts shall inure to the benefit of the Transferred Employees. If the employment by a SCG party of a Transferred Employee terminates for any reason before the transfer of assets and liabilities contemplated by this section with respect to such Transferred Employee, no transfer shall be made for such Transferred Employee, and the Existing SCG Entity shall retain all assets and liabilities attributable to such Transferred Employee's accrued benefit. The transfers hereunder shall be in accordance with the laws of the applicable jurisdiction. If applicable, as of the Closing Date, each Transferred Employee shall have an account under the SCG Foreign DC Retirement Plan that shall reflect the employee's benefit as a result of such past service credit. 4.3 COMPLIANCE WITH LAW; MUTUAL COOPERATION. In connection with the transfers described in Sections 4.1 and 4.2, the parties shall each use Reasonable Efforts to cooperate in effectuating such transfers in accordance with applicable law and to make all required filings and deliver all notices required under applicable law in connection therewith. ARTICLE V REPRESENTATIONS AND WARRANTIES 5.1 LABOR MATTERS. Except as set forth in Schedule 5.1: (i) there are no charges, complaints or controversies pending or, to Motorola's Knowledge, threatened, between the Business and any of its respective current or former employees, which charges, complaints or controversies have had, or would have, a Material Adverse Effect; (ii) the Business is not a party to any material collective bargaining agreement or other labor union contract applicable to Transferred Employees, nor, to Motorola's Knowledge, are there any activities or proceedings of any labor union to organize any such employees; and (iii) to Motorola's Knowledge, there are no strikes, slowdowns, work stoppages, lockouts, or threats thereof, by or with respect to any of the Business employees. Each of the Existing SCG Entities have complied with all applicable laws pertaining to the employment or termination of employment of employees and the retention, categorization or termination of other service 10

providers relating to the Business, including, without limitation, all such laws relating to labor relations, equal employment opportunities, fair employment practices, prohibited discrimination or distinction or other similar employment activities, except for any failures to comply that, individually or in the aggregate, would not have or result in a Material Adverse Effect or a material adverse effect on the Business in the United States, Philippines, Malaysia, Japan or Mexico. 5.2 REPRESENTATIONS AND WARRANTIES FOR EMPLOYEE BENEFIT PLANS. (a) Schedule 5.2(a) lists all material Employee Benefit Plans established or maintained by each Business for any current Transferred Employee. The representations and warranties in this Section 5.2 relate solely to the Employee Benefit Plans specified below in Section 5.2(b) covering Transferred Employees as of the date of Schedule 2.4(a), other than any Retained Employee Benefit Plan Liabilities. (b) Where applicable, with respect to each of the Motorola Business Employee Benefit Plans, true and complete copies of (i) all plan documents (including all amendments and modifications thereof) or, if none, a summary thereof, and all related trust agreements, insurance contracts and other funding arrangements; (ii) the three most recently filed United States Department of Labor Form 5500 series and all schedules thereto, as applicable (or, in the case of a Foreign Retirement Plan with respect to which a transfer of assets and liabilities occurs under Section 4.2, comparable information returns); (iii) the current summary plan descriptions and all summary material modifications thereto as applicable; (iv) the two most recent actuarial reports, if applicable; and (v) the most recent determination letter (or equivalent determination of a Foreign Retirement Plan) issued with respect to each Employee Benefit Plan, as applicable, have been delivered or made available to SCI LLC as of the Closing Date. (c) Except as disclosed on Schedule 5.2(c) each Employee Benefit Plan has been maintained, operated and administered in compliance with its terms and the applicable provisions of ERISA, the Code, or other applicable law, except for noncompliance which would not result in a Material Adverse Effect or a material adverse effect on the Business in a Principal Location. (d) Except as disclosed on Schedule 5.2(d), each Employee Benefit Plan which is intended to meet the qualification requirements of Section 401(a) of the Code has received a favorable determination letter from the IRS, and such Plan has not been amended since the date of its most recent determination letter in any respect which would result in a Material Adverse Effect or a material adverse effect on the Business in a Principal Location. (e) Except as disclosed on Schedule 5.2(e), there are no pending, or to the best of Motorola's Knowledge, threatened audits or investigations by any governmental agency involving any Motorola Employee Benefit Plan from which SCI LLC or any SCG Party shall receive a transfer of assets and liabilities under Article IV, and to the best of Motorola's Knowledge, there are no threatened or pending claims (except for routine claims for benefits payable in the ordinary operation of the Motorola Employee Benefit Plan), suits, or proceedings involving any such Motorola Employee Benefit Plan that would have a Material Adverse Effect on the Business. 11

(f) Except as disclosed on Schedule 5.2(f), with respect to any Motorola Business Employee Benefit Plan that is a "group health plan" within the meaning of Section 607 of ERISA and that is subject to Section 4980B of the Code, Motorola complies with the continuation coverage requirements of the Code and ERISA with respect to Transferred Employees (and their eligible dependents), except where noncompliance would result in a Material Adverse Effect on the Business or a material adverse effect on the Business in a Principal Location. (g) Except as disclosed on Schedule 5.2(g), with respect to any Motorola Employee Benefit Plan from which SCI LLC or any SCG Party shall receive a transfer of assets and liabilities pursuant to Article IV, all contributions, premiums, expenses and other payments required to be made by the applicable Existing SCG Entity by the Closing Date have been made. (h) No Motorola Business Employee Benefit Plan for the benefit of Transferred Employees in the United States is a "multiemployer pension plan" as defined in Section 3(37) of ERISA. ARTICLE VI INDEMNIFICATIONS 6.1 SURVIVAL PERIODS. All representations and warranties contained or made in, or in connection with Section 5.2 of this Agreement or any certificate, document or other instrument delivered in connection herewith, shall survive the Closing until the expiration of the applicable statute of limitations. All representations and warranties contained or made in, or in connection with, Section 5.1 of this Agreement or any certificate, document or other instrument delivered in connection herewith, shall survive the Closing for a period of 18 months. The covenants and agreements in this Agreement shall survive except to the extent they are specifically limited by their terms. 6.2 INDEMNIFICATION BY MOTOROLA. Motorola hereby agrees to indemnify and hold harmless SCI LLC and the other SCG Parties from and against any Damages suffered by any or all of them arising out of or resulting from, under, or in respect to (i) any inaccuracy in or breach by Motorola of its representations or warranties contained in this Agreement, (ii) any breach by Motorola of its obligations, covenants or agreements under this Agreement, (iii) the employment, resignation or termination of employment of any individual prior to the Closing Date in connection with the operation of the Business by Motorola or any of its Affiliates, and the termination or resignation after the Closing Date of any Transferred Employee in Japan or the United States who, prior to the Closing Date, applied for and was accepted to receive voluntary severance plan benefits in connection with a reduction in force that was part of the Motorola Cody restructuring, or who prior to the Closing Date was otherwise identified for involuntary termination as part of a reduction in force that was part of the Motorola Cody restructuring, or (iv)(1) any claim incurred after the Closing Date under an Employee Benefit Plan described in Section 2.4(c) maintained by or contributed to by Motorola prior to Closing Date which provides for continuing benefits to former employees or retirees; (2) claims for medical, hospitalization, vision, dental, death or other welfare benefits (other than claims for disability benefits) or expense reimbursements incurred prior to the Closing Date, regardless of whether such claims are reported before, on or after the Closing Date and provided that a claim will be deemed incurred at the time the related services or materials (including prescriptions) are rendered or provided, as the case may be, 12

or, in the case of death or severance benefits, as of the date of such death or severance; (3) health care continuation coverage required to be provided to any current or former employee of the Business, or any dependent thereof, pursuant to Section 4980B of the Code as a result of any "qualifying event" (as defined in Code Section 4980B and the regulation promulgated thereunder) occurring prior to the Closing Date, (4) benefits, rights and entitlements accrued prior to the Closing Date of all current and former executives and other key or management level employees of the Business under or in respect of any executive compensation or executive benefits plans; (5) with respect to Inactive SCG Employees, any and all disability or leave compensation or benefits payable in respect of any Inactive SCG Employee in respect of any portion of the period ending on the later of (x) the date, if any, that such person returns to active employment with an SCG Party and (y) the Closing Date, including liability for claims for disability compensation, benefits or expense reimbursements arising in connection with or related to any disability commencing and reported prior to the Closing Date and claims for medical, hospitalization, vision, dental or other welfare benefits or expense reimbursement arising in connection with or related to any disability commencing prior to the Closing Date, and (6) any claims relating to Transferred Employees under the Employee Benefit Plans that are Retained Employee Benefit Plans Liabilities. Notwithstanding the foregoing, no indemnification or hold harmless payment shall be made under clause (iii) or (iv) of the preceding sentence to the extent that (A) an SCG Party has agreed to assume assets or liabilities in respect of one or more Employee Benefit Plans under Article IV hereof, (B) the liability is reflected in the Working Capital Account, (C) the liability relates to a claim incurred after the Closing Date under an Employee Benefit Plan or other term or condition of employment with the SCG Entity with respect to which the SCG Entity has assumed liability under Section 2.4(b), (D) the liability relates to benefits, rights or compensation accrued after the Closing Date, (E) the liability relates to a resignation or termination addressed by Section 6.3 or (F) the liability relates to employment, resignation or termination after the Closing Date. Any indemnification by Motorola under this Section 6.2, other than for claims to be reimbursed under Subsection (iii) or (iv) hereof, or claims relating to Retained Employee Benefit Plan Liabilities, shall be counted towards and subject to the Deductible Amount and Marginal Amount described in Section 9.2(b) of the Recapitalization Agreement. 6.3 INDEMNIFICATION BY THE COMPANY AND SCI LLC. (a) The Company and SCI LLC hereby agree to indemnify and hold harmless Motorola from and against any Damages suffered by Motorola or the Motorola Transferors arising out of or resulting from (i) the employment, resignation or termination of employment on or after the Closing Date of any Transferred Employee other than the termination or resignation after the Closing Date of any Transferred Employee in Japan or the United States who, prior to the Closing Date, applied for and was accepted to receive voluntary severance plan benefits in connection with a reduction in force that was part of the Motorola Cody restructuring, or who prior to the Closing Date was otherwise identified for involuntary termination as part of a reduction in force that was part of the Motorola Cody restructuring; (ii) the infringement of the rights of any employee, trade union representative or other employee representative to information, consultation, or negotiation if such infringement occurred on or after the Closing Date; (iii) the termination of any contract between an Existing SCG Entity or SCG Party and a Transferred Contractor if such termination occurred as a result of the actions contemplated by the Reorganization Agreement or occurred after the Closing Date,(iv) the conduct of any SCG Party after the Closing Date with respect to any employee benefit or retirement plan, policy, program or 13

arrangement maintained by any SCG Party or to which any SCG Party contributes pursuant to applicable law on behalf of the Transferred Employees; (v) any breach by any SCG Party of any of its obligations contained in this Agreement with respect to benefits matters; (vi) any claim by a Transferred Employee relating to the coverage, benefits or services received under any employee benefit or retirement plan, policy, program or arrangement maintained by any SCG Party after the Closing Date or to which any SCG Party contributes after the Closing Date pursuant to applicable law on behalf of the Transferred Employees; (vii) any act or omission after the Closing Date by any SCG Party or any of its agents in providing the employee benefit or retirement plans, policies, programs or arrangements maintained by any SCG Party after the Closing Date or to which any SCG Party contributes after the Closing Date pursuant to applicable law on behalf of the Transferred Employees; (viii) any assumed assets and liabilities with respect to any employee benefit or retirement plans, policies, programs or arrangements maintained by any SCG Party or to which any SCG Party contributes pursuant to applicable law on behalf of the Transferred Employees, and (ix) any action prior to the Closing Date that TPG Semiconductor Holding Corp. caused any SCG Party or any Existing SCG Party to take with respect to an employee benefit or retirement plan, policy, program or arrangement maintained by any SCG Party. (b) In jurisdictions in which applicable law, in order to avoid liability for severance or other termination compensation or Damages, requires an SCG Party to offer continued employment as of the Closing Date to Transferred Employees on specific terms and conditions that are determined by comparison to the terms and conditions provided by the applicable SCG Existing Entity to such Transferred Employees immediately prior to the Closing Date, and under applicable law, such Transferred Employee is entitled to severance or other termination compensation or benefits or Motorola or the other Motorola Transferors is or are subject to Damages as a result of the failure of the terms of such offer of employment to comply with such requirements under applicable law, the applicable SCG Party will be responsible for, and will indemnify, the Motorola Transferor from and against, payment of such severance compensation, benefits, and/or Damages to such Transferred Employees. Notwithstanding the foregoing, in the case of Transferred Employees who are currently employed by Motorola Japan Limited ("MJL"), (i) the applicable Japanese SCG Party ("SCG Japan") will offer continued employment to such Transferred Employees on terms and conditions that are substantially identical to the terms and conditions of such employees' employment with MJL in effect immediately prior to the Closing Date (other than with respect to equity based compensation and benefits) (ii) Motorola, MJL, SCI LLC and the applicable SCG Japan will each use their Reasonable Efforts to persuade such transferred Employees to consent to the transfer of their employment to SCG Japan in connection with the consummation of the transactions contemplated by the Agreement and Plan or Recapitalization and (iii) MJL and SCG Japan will share equally the cost of the aggregate payments, if any, required to be made to such Transferred Employees to obtain their consent to such transfer of employment. (c) The general indemnification procedures set forth in Section 9.5 of the Recapitalization Agreement are incorporated herein in their entirety. ARTICLE VII CONDITIONS PRECEDENT 7.1 CONDITIONS PRECEDENT TO TRANSFERS OF EMPLOYEES AND BENEFIT ASSETS. The obligations of the parties hereto to take the actions specified in this Agreement to occur 14

on or after the Closing Date shall only arise when and if the transactions contemplated by the Reorganization Agreement have been consummated. ARTICLE VIII MISCELLANEOUS 8.1 FURTHER ACTIONS. The parties hereto agree to use all reasonable good faith efforts to take all actions and to do all things necessary, proper or advisable to consummate the transactions contemplated hereby by the applicable closing dates. 8.2 NOTICES. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given (i) three Business Days after mailing if mailed by certified or registered mail, return receipt requested, (ii) one Business Day after delivery to Federal Express or other nationally recognized overnight express carrier, if sent for overnight delivery with fee prepaid, (iii) upon receipt if sent via facsimile with receipt confirmed, or (iv) upon receipt if delivered personally, addressed to the address set forth in the Recapitalization Agreement or to such other address or addresses of which the respective party shall have notified the other. 8.3 EXPENSES. Except as otherwise provided in this Agreement, each party to this Agreement will bear all the fees, costs and expenses which are incurred by it in connection with the transactions contemplated hereby, whether or not such transactions are consummated. 8.4 ENTIRE AGREEMENT. The agreement of the parties, which is comprised of this Agreement, the Exhibits and the Schedules hereto and the documents referred to herein, sets forth the entire agreement and understanding between the parties and supersedes any prior agreement or understanding, written or oral, relating to the subject matter of this Agreement. 8.5 ASSIGNMENT; BINDING EFFECT; SEVERABILITY. This Agreement may not be assigned by any party hereto. This Agreement shall be binding upon and inure to the benefit of and be enforceable by the successors, legal representatives and permitted assigns of each party hereto. The provisions of this Agreement are severable, and in the event that any one or more provisions are deemed illegal or unenforceable the remaining provisions shall remain in full force and effect unless the deletion of such provision shall cause this Agreement to become materially adverse to any party, in which event the parties shall use reasonable efforts to arrive at an accommodation which best preserves for the parties the benefits and obligations of the offending provision. 8.6 GOVERNING LAW. This Agreement shall be governed by and construed and enforced in accordance with the internal laws (as opposed to the conflicts of laws provisions) of the State of New York. 8.7 EXECUTION IN COUNTERPARTS. This Agreement may be executed in any number of counterparts with the same effect as if the signatures thereto were upon one instrument. 15

8.8 HEADINGS. The headings preceding the text of the sections and subsections hereof are inserted solely for convenience of reference, and shall not constitute a part of this Agreement, nor shall they affect its meaning, construction or effect. 8.9 AMENDMENT AND WAIVER. The parties may by mutual agreement amend this Agreement in any respect, and any party, as to such party, may (a) extend the time for the performance of any of the obligations of any other party, (b) waive any inaccuracies in representations by any other party, (c) waive compliance by any other party with any of the agreements contained herein and performance of any obligations by such other party, and (d) waive the fulfillment of any condition that is precedent to the performance by such party of any of its obligations under this Agreement. To be effective, any such amendment or waiver must be in writing and be signed by the party against whom enforcement of the same is sought. 8.10 U.S. CURRENCY. Unless otherwise stated, all dollars specified in this Agreement, and the Exhibits and Schedules attached or referred to herein, shall be in U.S. dollars. [signature page follows] 16

IN WITNESS WHEREOF, each of Motorola and the Company has caused this Employee Matters Agreement to be duly executed on its behalf by its duly authorized officer as of the day and year first written above. MOTOROLA, INC. /s/ Keith Bane --------------------------------------------- Name: Keith Bane ---------------------------------------- Title: Executive Vice President and President --------------------------------------- SCG HOLDING CORPORATION /s/ Theodore W. Schaffner --------------------------------------------- Name: Theodore W. Schaffner ---------------------------------------- Title: Vice-President --------------------------------------- SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC By: SCG Holding Corporation, its sole member /s/ Theodore W. Schaffner --------------------------------------------- Name: Theodore W. Schaffner ---------------------------------------- Title: Vice-President ---------------------------------------

AMENDMENT TO EMPLOYEE MATTERS AGREEMENT OF MAY 11, 1999 This amendment to the Employee Matters Agreement is dated this 30th day of July, 1999 by and among Motorola, Inc., a Delaware corporation ("PARENT" or "MOTOROLA"), SCG Holding Corporation, a Delaware corporation and a wholly owned subsidiary of Motorola ("THE COMPANY"), and Semiconductor Components Industries, LLC, a Delaware limited liability company ("SCI LLC"), the sole member of which is the Company. WHEREAS, the parties previously entered into that certain agreement of May 11, 1999 known as the Employee Matters Agreement ("THE EMA"); WHEREAS, the parties wish to amend the EMA in the manner set forth herein; NOW, THEREFORE, in consideration of the foregoing and the mutual covenants, conditions, representations, warranties and agreements herein, the parties agree as follows: 1. The definitions of the EMA are amended as follows: "INACTIVE NON-TRANSFERRED EMPLOYEES" means all Inactive SCG Employees whose place of employment immediately before their leave of absence began was a location in the United States, Puerto Rico, or Japan. "INACTIVE TRANSFERRED EMPLOYEES" means all Inactive SCG Employees except the Inactive Non-Transferred Employees. "INACTIVE SCG EMPLOYEES" means SCG employees, Transferred Expatriate Employees, and Transferred Shared Services Employees who, immediately prior to the Closing Date, are absent from work due to an authorized leave of absence or due to long term or short term disability, including, without limitation, those employees identified on Schedule 1.3a. "TRANSFERRED EMPLOYEES" means Transferred SCG Employees, Transferred Shared Services Employees, Transferred Expatriate Employees, and Inactive Transferred Employees. "CLOSING DATE" means 12:01 A.M. Phoenix, Arizona time on July 31, 1999. "CLOSING DATE TRANSFERRED EMPLOYEE ACCRUALS" means Effective Date Transferred Employee Accruals" as defined in the Reorganization Agreement. 2. Section 1.4(a) of the EMA is amended to substitute the words "No later than seven Business Days prior to the closing date of the Recapitalization Agreement" for the words "No later than seven Business Days prior to the Closing Date." 3. The parties agree that notwithstanding the provisions in Section 2.1(a) of the EMA, certain Transferred Employees who do not transfer on the Closing Date into an SCG Party will transfer the next business day or as soon as possible thereafter. Notwithstanding this paragraph or any provision in the EMA, the parties agree that the 2

transfer of Transferred Employees in China will be carried out pursuant to the terms of the side letter between the parties on this subject to be executed no later than August 31, 1999. 4. Section 2.6 of the EMA is amended to substitute the term "Inactive Non-Transferred Employees" for each and every reference to "Inactive SCG Employees." 5. Notwithstanding anything to the contrary in the EMA, Motorola hereby agrees to indemnify SCI LLC and the SCG Parties (collectively, "SCI") and hold SCI harmless from and against, and promptly pay or reimburse SCI for, any and all liabilities, obligations, costs or expenses in respect of the Inactive Transferred Employees incurred by SCI or any Employee Benefit Plan established, maintained or contributed to by SCI that relate to or arise in connection with or as a result of (w) the transfer of the employment of any such Inactive Transferred Employee to SCI on or after the Closing Date, (x) any compensation or benefits paid, payable or required to be provided to any such Inactive Transferred Employee in respect of the period commencing at the Closing Date and ending upon the expiration of such employee's authorized leave or termination of disability, as applicable, including, without limitation, all wages, salaries, compulsory or statutory contributions, income or other employment taxes, benefit plan contributions, premiums, and similar amounts, (y) any severance or other termination compensation or benefits paid, payable or required to be provided to any such Inactive Transferred Employee who does not return to active employment with the applicable SCG Party on the expiration of such employee's authorized leave or termination of disability unless such severance or other termination compensation or benefits are the responsibility of SCI LLC or the applicable SCG Party under Paragraph 6.3(b) of the EMA, and (z) the event or events resulting in such Inactive Transferred Employee's leave of absence or disability. Within ten (10) days following the closing date of the Recapitalization Agreement, Motorola shall deliver to SCI LLC a correct and complete list identifying all Inactive Transferred Employees. No indemnifiabIe amount hereunder shall be counted towards the Deductible Amount or Marginal Amount. 6. The Transferred Employees employed by SCI LLC UK will be eligible to continue to participate in the Employee Benefit Plans maintained by Motorola Ltd. for no more than four (4) calendar months after the Closing Date; provided, however, that with respect to the Retirement Plan maintained by Motorola Ltd., continued participation by the Transferred Employees employed by SCI LLC UK is subject to the approval of the trustees of the said Retirement Plan, in accord with all applicable laws, rules, practices and the terms of the said Retirement Plan. SCI LLC will cause SCI LLC UK to reimburse Motorola, Ltd. for the actual cost to Motorola or Motorola, Ltd. of providing such continued benefits to the Transferred Employees, including a proportionate share of administrative fees, which payment shall be made no later than the twenty-fifth (25th) day of the month preceding the month for which coverage shall continue; provided, however, that payment with respect to coverage for the month of August shall be due no later than August 15, 1999 and provided further that Motorola, Ltd. has provided reasonable evidence to SCI LLC UK of the amount and incurrence of all such costs and fees, including those relating to the continued Retirement Plan coverage referred to below. Motorola, Ltd. shall inform SCI LLC UK of the amount to be reimbursed 3

pursuant to this Agreement no later than the twentieth (20th) day of the month preceding the month for which coverage shall continue; provided, however, that Motorola, Ltd. shall inform SCI LLC UK of the amount to be reimbursed pursuant to this Agreement for the month of August 1999 no later than August 5, 1999. The parties agree that if the trustees approve continued participation of the Transferred Employees employed by SCI LLC UK in the Retirement Plan maintained by Motorola Ltd., the parties will enter into an interim participation agreement to be executed no later than August 31, 1999. Notwithstanding the foregoing, if the trustees approve continued participation of the Transferred Employees employed by SCI LLC UK in the Retirement Plan maintained by Motorola Ltd., Motorola Ltd. shall inform SCI LLC UK of the amount to be reimbursed pursuant to this Agreement for the actual costs of providing continued Retirement Plan benefits, including a proportionate share of the administrative fees, for the month of August 1999 no later than ten (10) Business Days after the trustee approval and SCI LLC UK shall pay that amount to Motorola Ltd. within ten (10) days of such notice. 7. Notwithstanding anything to the contrary in the EMA, with respect to the transfer of assets and liabilities from the trust for the Motorola Japan, Limited Tax Qualified Pension Plan (Retirement Pension Rule) (the "MJL Plan") to the trust for the substantially identical defined benefit Foreign Retirement Plan (the "SCG Japan Foreign Retirement Plan") established by SCG Japan (as defined in Section 6.3(b) of the EMA), and if necessary, from MJL (as defined in Section 6.3(b) of the EMA) to SCG Japan, the aggregate amount to be transferred from the trust for the MJL Plan and from MJL to the SCG Japan Foreign Retirement Plan and to SCG Japan shall be equal to the greater of (i) the Applicable DB Transfer Amount (as defined in Section 4.2(a) and Schedule B of the EMA) and (ii) the amount legally allowed to be transferred under the Corporate Income Tax Law of Japan with respect to qualified pension plans (the "Transfer Amount") to the SCG Japan Foreign Retirement Plan, and if applicable, SCG Japan in respect of the pension liabilities to be assumed by the SCG Japan Foreign Retirement Plan and SCG Japan pursuant to the EMA, in accordance with the applicable Foreign Retirement Plan Transfer Agreement. If such Transfer Amount is greater than the Applicable DB Transfer Amount, then SCI LLC shall pay to Motorola (and not to MJL), no later than thirty-five (35) days after the Closing Date, the difference between the Transfer Amount and the Applicable DB Transfer Amount. Notwithstanding anything to the contrary in Section 4.2(a) of the EMA, the portion of the Applicable DB Transfer Amount payable from the trust of the MJL Plan to the trust of the SCG Japan Foreign Retirement Plan shall be paid no later than sixty (60) days after the Closing Date. 8. Notwithstanding Section 4.2(b) of the EMA or the Foreign Retirement Plan Transfer Agreement for the Retirement Benefit Fund maintained by the Existing Motorola Entity in Malaysia ("MSSB"), the Applicable DC Transfer Amount shall not include the individual account balances accrued as of the Closing Date for the Transferred Employees in Motorola Semiconductor Sdn. Blid. who are "RF Employees" within the meaning of the Motorola Assembly Services Agreement. If (i) an RF Employee's employment with the SCI LLC Party in Malaysia ("SCI Malaysia") terminates prior to or upon the termination of the RF assembly services under the Motorola Assembly Services Agreement and (ii) such RF Employee is not reemployed by Motorola promptly after the earlier of (a) the date the RF Employee's service with SCI Malaysia terminates and (b) 4

the date the assembly services under the Motorola Assembly Services Agreement is terminated, then Motorola shall pay to SCI Malaysia, within thirty (30) days of receiving the notice referred to in the next sentence, an amount in cash equal to the Applicable DC Transfer Amount relating to the accrued benefits of such RF Employee as of the Closing Date. SCI Malaysia shall provide prompt notice to Motorola of the Applicable DC Transfer Amount of such RF Employee. If an RF Employee's employment with SCI Malaysia does not terminate upon the termination of the RF assembly services under the Motorola Assembly Services Agreement, and within six (6) months of the date the RF assembly services terminate SCI Malaysia provides Motorola with a one-time written list of employees who shall remain in its employ, Motorola shall transfer to SCI Malaysia, within thirty (30) days of receiving the list, an amount in cash equal to the Applicable DC Transfer Amount relating to the accrued benefits of such RF Employees as of the Closing Date using such RF Employee's service and compensation earned as of the Closing Date. 9. Coverage under Employee Benefit Plans maintained by SCG Parties for Transferred Employees in China, Hong Kong, Japan, Korea, Singapore, Taiwan, Thailand and the United States shall be effective August 1, 1999 at 12:01 a.m. (local time). 10. For any Transferred Employee who is age fifty (50) or older on the Closing Date and who terminates employment at age 60 or older from the SCG Party in France, Motorola or the Existing SCG Entity in France shall promptly reimburse the SCG Party in France for the portion of the cost of the Retirement Indemnity payable to such Transferred Employee under the applicable industry agreement in effect on the Closing Date relating to the Transferred Employee's service with the Existing SCG Entity in France completed prior to the Closing Date. The above does not require payment of any termination indemnity in France other than the retirement indemnity specified here. 11. Notwithstanding the provisions in Section 4.2(b) of the EMA, the parties agree that, with respect to Brazil, the transfer of any assets and liabilities from a Retirement Plan maintained by Motorola Brazil to a Retirement Plan maintained by the Brazil Sub shall occur no later than the date permissible under local law, the Retirement Plan maintained by Motorola Brazil and the Foreign Retirement Plan Transfer Agreement. Motorola Brazil and the Brazil Sub shall use commercially reasonable efforts to enter into a Foreign Retirement Plan Transfer Agreement by August 31, 1999. 12. Section 4.2(b) of the EMA is amended so as not to require the transfer of retirement plan assets from the Foreign DC Retirement Plan of the Existing SCG Entity in Puerto Rico to an SCG Foreign DC Retirement Plan maintained by an SCG Party in Puerto Rico. This provision shall not relieve SCI LLC or any SCG entity operating in Puerto Rico of any of their other obligations under the EMA, including their obligation under Paragraph 2.4 and their obligations under 4.2(b), to establish an SCG Foreign DC Retirement Plan for applicable Transferred Employees that contains terms that are substantially identical to the terms of the defined contribution plan of the corresponding Existing SCG Entity. SCI LLC or any SCG Party operating in Puerto Rico shall reimburse the Transferred Employees in Puerto Rico for any 1999 or Year 2000 tax consequences of such amendment to such Transferred Employees derived from the Transferred Employees' decisions as to the disposition of their respective retirement assets, as of the Closing Date, 5

in the Foreign DC Retirement Plan of the Existing SCG Entity. Motorola agrees that it will take no affirmative steps to notify the Transferred Employees that they will be reimbursed for such tax consequences, if any, and Motorola agrees further that it will not distribute the Transferred Employees' account balances, except at the request of the Transferred Employees. 13. Notwithstanding the change of the definition of the Closing Date pursuant to Section 1 of this Amendment, the definition of the Closing Date shall be the closing date of the Recapitalization Agreement for purposes of (a) determining the amount of assets and liabilities to be transferred from Retirement Plans maintained by the Existing SCG Entities in Hong Kong, Thailand and the United States and (b) the timeframe for transferring such assets and liabilities pursuant to the EMA, the US Retirement Plan Transfer Agreements and the Foreign Retirement Plan Transfer Agreements. With respect to Japan, the definition of Closing Date for purposes of (a) and (b), above, shall be August 1, 1999. 14. Section 6.3(a) of the EMA is amended by adding a new clause (x) at the end of the first sentence thereof reading as follows: "(x) the continued participation of the SCI LLC UK employees in the Employee Benefit Plans of Motorola, Ltd, for events that occur during the transition period described in Section 6 of this Amendment." 15. With respect to the Retirement Plan maintained by Motorola de Mexico ("Motorola Mexico Retirement Plan"), Motorola shall indemnify and reimburse SCGM, the SCG Party in Mexico, for (x) payments made by SCGM (pursuant to a final judgment issued by a competent authority or by agreement by and between Motorola and SCGM or by settlement of any claim for such payments) in accordance with Article Sixth of the Motorola Plan to the Active Participants, as defined in the Motorola Mexico Retirement Plan, who have been transferred to SCGM through an employer substitution; provided that such payment obligation has been owing before the effective date of the employer substitution (July 31, 1999), or as a consequence of the employer substitution and (y) for reasonable expenses incurred by SCGM for the defense of any claim in such regard, including without limitation reasonable attorneys fees. Notwithstanding the above, should SCGM receive a claim under Article Sixth of the Motorola Mexico Retirement Plan, it shall immediately tender the defense of such claim to Motorola or the Existing SCG Entity in Mexico and shall grant Motorola or the Existing SCG Entity in Mexico all appropriate documentation, including powers of attorney, necessary to select counsel and otherwise fully control the defense and/or settlement of said claim. SCGM shall cooperate in the defense of said claim, including but not limited to making witnesses available upon reasonable request of Motorola or the Motorola SCG Entity. Any payment obligation arising under the SCGM Plan after the effective date of the employer substitution will be the sole and exclusive responsibility of SCGM under the SCGM Plan and in its capacity as substitute employer of Motorola. SCGM shall keep Motorola currently and promptly abreast of any claim made under Article Sixth of the Motorola Mexico Retirement Plan. 16. Except as amended hereby, the EMA shall continue in full force and effect between the parties. 6

17. Notwithstanding Paragraph 8.5 of the EMA, this Agreement shall be binding upon, inure to the benefit of, and be enforceable by or against the parties hereto and their respective successors and assigns; provided, however, that neither party hereto may assign this Agreement except to a party that acquires all or substantially all of the assets of the assigning party or to or for the account of the lenders providing bank financing solely and specificially for the purpose of securing such bank financing in connection with the Recapitalization Agreement and the transactions related thereto. 7

IN WITNESS WHEREOF, each of the parties has caused this amendment to the Employee Matters Agreement to be duly executed on its behalf by its duly authorized officer as of the day and year first written above. MOTOROLA INC. By: /s/ CARL F. KOENEMANN ----------------------------------------- Title: EXECUTIVE VICE PRESIDENT AND CHIEF ------------------------------------- FINANCIAL OFFICER -------------------------------------------- SCG HOLDING CORPORATION By: /s/ THEODORE W. SCHAFFNER ----------------------------------------- Title: VICE-PRESIDENT -------------------------------------- SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC By: /s/ THEODORE W. SCHAFFNER ----------------------------------------- Title: VICE-PRESIDENT -------------------------------------- 8

EMPLOYEE MATTERS AGREEMENT SCHEDULE 1.3(a) INACTIVE SCG EMPLOYEES

MOTOROLA, INC. SCG LEAVE OF ABSENCE EMPLOYEE - FRANCE GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG FRANCE FRANCOISE BERGEON 22300118 2

MOTOROLA, INC. SCG LEAVE OF ABSENCE EMPLOYEE - GERMANY GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG Germany Rita Martin 23311797 3

MOTOROLA, INC. SCG LEAVE OF ABSENCE EMPLOYEE - MALAYSIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG Malaysia MUHAMAD FAIZAL BIN HASAN 22300118 4

MOTOROLA, INC. SCG LEAVE OF ABSENCE EMPLOYEE - MEXICO GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Sanchez Diaz, Maria Cristina 44011951 SCG ZMEX2 Romo Gaona, Blanca Patricia 44012382 SCG ZMEX2 Urzua Hernandez, Ma. Natividad 44006494 SCG ZMEX2 Martinez Ramirez, Ma. Eugenia 44009718 5

MOTOROLA, INC. SCG LEAVE OF ABSENCE EMPLOYEE - JAPAN GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- AIZ Kato, Takashi 58312133 AIZ Yonemichi, Yuko 50896523 VSP2 AIZ Endo, Yuko 50871666 AIZ Niida, Kazuyo 50915578 GOT Yamazaki, Kyoko 50911096 AIZ Takahashi, Hiroshi 50937053 6

MOTOROLA, INC. SCG EMPLOYEES ON LEAVE OF ABSENCE - U.S. GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 ARRIETA, ELZABETH 10118713 SCG AZ01 ARTHUR, JOHN 18001768 SCG AZ01 AVILA, JUAN C 18001690 SCG AZ01 BAKER, BRIAN 18003856 SCG AZ01 BARGE, LAURA A 10071673 SCG AZ01 BARRY, ELIZABETH A 10071156 SCG AZ01 BARTOLINI, MARIA E 1009825 SCG AZ01 BEHN, RICK A 10093518 SCG AZ01 BENTON, ZOI 10088663 SCG AZ01 BISHOP, BRYAN 18003712 SCG AZ01 BONAWITZ, KAREN K 10099591 SCG AZ01 BONDI, MICHAEL 10061853 SCG AZ01 BOSCO, BRUCE 18005058 SCG AZ01 BRYANT, TAMIKA L 18005450 SCG AZ01 BRYANT, JANE C 10099797 SCG AZ01 CANEZ, GLORIA V 10071908 SCG AZ01 CASTANEDA, BRENDA M 10078826 SCG AZ01 CHRISTIE, JOHNJ 18001512 SCG AZ01 DARBHA, RENUKA 15001573 SCG AZ01 DORAN, JAMES B 13004157 SCG AZ01 DWYER-NOTAR, DENISE J 10016642 SCG AZ01 EICHER, JANET L 10073994 SCG AZ01 EPSTEIN, BETH 18005109 SCG AZ01 ESQUER, FRANCES A, 10074679 SCG AZ01 FRANKLIN, COURTNEY 16005576 SCG AZ01 GARCIA, ARMINDA O 10057626 SCG AZ01 GARCIA, MARYANN C 10079765 SCG AZ01 GLENN, ERIC E 10116666 SCG AZ01 HALAMEK, THERESA G 10128251 SCG AZ01 HISER, WAYNE C 10076966 SCG AZ01 HOANG, CAROLYN 18005105 SCG AZ01 HUMBERT, DONALD L 10111461 SCG AZ01 JACKSON, WADE L 10080817 SCG AZ01 JARDINE, JASON l0005574 SCG AZ01 JOHNSON, AGNES N 10053278 SCG AZ01 KENNON, DAVID A 10041008 SCG AZ01 KING, KRINDA 10081745 SCG AZ01 KWONG, SAM 18001030 SCG AZ01 LASHBROOK, SHANNON 15005610 SCG AZ01 LE, CINDY 18001026 7

SCG AZ01 LILES, KATHLEEN 10073265 SCG AZ01 LOKKANOWALA, MOHAMMED 18003969 SCG AZ01 MALAND, BRETT 18001244 SCG AZ01 MCCLURE, CARLI A 18001543 SCG AZ01 MILLER, CHRISTY J 10104749 SCG AZ01 MILLER, ERIC 18000199 SCG AZ01 MILLER, LAURA H 16004219 SCG AZ01 MIRANDA, BERTHA D 10072475 SCG AZ01 NGUYEN, QUYNH 18003983 SCG AZ01 OTERO, ROSE M 10090843 SCG AZ01 PASGALE, JOSEPH F 18001738 SCG AZ01 PERDOMO, ROSA 10079512 SCG AZ01 PETE, JACQUELINE 10078175 SCG AZ01 POPE, KEVIN R 18001490 SCG AZ01 POTTS, DOLORES M 10136754 SCG AZ01 QUIRKE, PAUL J 10020273 SCG AZ01 RANGEL, PATRICIA P 10071136 SCG AZ01 RAY, BARBARA J 10079017 SCG AZ01 RICKS, LEMA F 18001565 SCG AZ01 ROBERTS, STEPHEN J 10116385 SCG AZ01 ROBLES, JARROD H 10136367 SCG AZ01 RODRIGUEZ, CUAUHTEMOC 18001692 SCG AZ01 ROGERS II, RAYMOND D 10086658 SCG AZ01 SAIZ, TINA L 10081015 SCG AZ01 SCHUH, SHEILA A 10107615 SCG AZ01 SECRIST, DUANE W 10048220 SCG AZ01 SORRELS, JANET E 10075149 SCG AZ01 THOMPSON, LYNETTE B 18005136 SCG AZ01 TOMA, DENNIS W 10136741 SCG AZ01 VALENZUELA, PATRICIA L 10075157 SCG AZ01 VICARIO, JEFF M 10091014 SCG AZ01 WASME, WILLIAM D 10048350 SCG AZ01 WELLS, MARTHA C 10113904 SCG AZ01 WHEATON, ROBERT 10080970 SCG AZ01 WILSON, KIMBERLY 18005421 SCG AZ01 WINN, ELIZABETH 18005126 SCG AZ01 WOLF, PATRICIA 10007860 SCG AZ09 BARBOSA, AURORA T 10081170 SCG AZ09 DOMER, KRISTEN E 18005129 SCG AZ09 LYON, LAURA K 10098818 SCG AZ10 ALVAREZ, VANESSA 18001481 SCG AZ10 BAKER, SANDRA L 10080917 SCG AZ10 BRASKARAN, GEETHA 18005107 SCG AZ10 CASTREJON, JUAN M 18005141 SCG AZ10 GILL, DEBORAH 18001041 SCG AZ10 HATHAWAY, ERIC 18005339 8

SCG AZ10 SUHARDJA, TJAHJADI 18005144 SCG AZ10 THUENEN, MICHAEL 18000940 SCG AZ10 THUENEN JR, DANIEL M 18005127 SCG AZ10 ZAMORA, ARTURO 18001375 SCG AZ10 DOSTALOVA, HANA 18005365 SCG AZ11 HUGHES, VICTORIA J 10079775 SCG AZ11 WESTERHOFF, KELLY 18001711 SCG AZ34 ADAMS, DON L 10098785 SCG AZ34 ALEXANDER, ABBY A 18005118 SCG AZ34 ASCHIERI, JULIAN 18005650 SCG AZ34 BAUMANN, JASON S 10118778 SCG AZ34 COSHOW, JANE E 10085283 SCG AZ34 DIGESUALDO, LAURA J 10070726 SCG AZ34 GUPTILL, TRAVIS 18005063 SCG AZ34 JARRETT, NICOLE M 18005260 SCG AZ34 JUDGE, JOHN S 10064010 SCG AZ34 MARTIN, KATHLEEN D 10080673 SCG AZ34 NICKERSON, LARRY A 10046903 SCG AZ34 PHAM, TRANG 18001421 SCG AZ34 PIOTH, DENNIS 10053337 SCG AZ34 STEENIS, JOHN M 18005117 SCG AZ34 STELZER, BERTRAM 10005286 SCG AZ34 WANG, RAYMOND C 18005606 SCG IL03 CHAIN, WARREN O 10008359 9

EMPLOYEE MATTERS AGREEMENT SCHEDULE 1.3(b) TRANSFERRED EXPATRIATE EMPLOYEES

MOTOROLA, INC. EXPATS - CZECH REPUBLIC GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- Roznov-Czech R. Daniel R. Huettl Roznov-Czech R. Fernando A. Bello Roznov-Czech R. Thibault Kassir 2

MOTOROLA, INC. SCG EXPATRIATES - FRANCE GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG FRANCE KEADLE, RANSOM W 10082391 SCG FRANCE KINGZETT, PETER W 10082595 SCG FRANCE MILLAR, BRIAN M 10037242 SCG FRANCE PETERSON, WILLIAM R 10081057 3

MOTOROLA, INC. SCG EXPATRIATE EMPLOYEES -- GERMANY GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG GERMANY DUNNING, MICHAEL 10069073 SCG GERMANY BARBEHENN, MICHAEK T 10118114 4

MOTOROLA, INC. TRANSFERRED EXPATRIATE EMPLOYEES - MALAYSIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHOENIX AZHAR BIN OTHMAN 83014437 SCG INDONESIA WAN ZAINUZZAMAN B WAN YUSOF 83007402 SCG LESHAN, CHINA ALBERT LOH SCG LESHAN, CHINA C.S. LOONG SCG LESHAN, CHINA H.F. LEE 5

MOTOROLA INC. TRANSFERRED EXPAT SCG EMPLOYEES -- PHILIPPINES GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- EXPAT PHILIPPINES KOLA A AKINADE 77012488 EXPAT PHILIPPINES KOZIOL C CRAIG 10076356 6

MOTOROLA, INC. TRANSFERRED EXPATRIATE EMPLOYEES - SINGAPORE GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG S'pore NIRAJ KOHLI SCG S'pore HENRY LEUNG SCG S'pore STEVEN LOW SCG S'pore STEVEN CONROY SCG S'pore KIM HEA LYEONG 01421889 7

MOTOROLA, INC. SCG EXPATRIATES - UNITED KINGDOM GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG UNITED KINGDOM MARIANO JR, VIC L 10053004 SCG UNITED KINGDOM HOLLAND, RICKY D 10058543 SCG UNITED KINGDOM HUFFMAN, RODNEY R 10073143 SCG UNITED KINGDOM HAVER, HARRISON B 10075788 SCG UNITED KINGDOM RICKETTS, ROBERT L 10096662 SCG UNITED KINGDOM ASHMORE, LUCINDA N 10109644 SCG UNITED KINGDOM ZABASAJJA, EDWARD B 10120348 8

MOTOROLA, INC. EXPATRIATE SCG EMPLOYEES -- UNITED STATES GROUP LOCATION EMPLOYEE NAME COMMERCE ID - ----- -------- ------------- ----------- SCG ZFR11 BARNES, DOUGLAS A 10096930 SCG ZFR11 KEADLE, RANSOM W 10082391 SCG ZFR11 KINGZETT, PETER W 10082595 SCG ZFR11 LEADBETTER, DIANA E 10021297 SCG ZFR11 MILLAR, BRIAN M 10037242 SCG ZFR11 PETERSON, WILLIAM R 10081057 SCG ZFR11 SUNDSTROM, RAY D 10068115 SCG ZHK08 KOHLI, NIRAJ 10084140 SCG ZKR01 BLOOMFIELD, STEVEN 10081525 SCG ZMEX2 HOFFMAN, MICHAEL J 10048395 SCG ZMEX2 VELARDE, ALFREDO 10026984 SCG ZMEX2 WALKER, RANDALL E 10063406 SCG ZMY02 KELLER, GERALD J 10063346 SCG ZMY04 RALEIGH, CARL J 10001303 SCG ZSG03 RAY, CATHERINE E 10067267 SCG ZSW05 MILLER, ARTHUR R 10069657 SCG ZUK07 ASHMORE, LUCINDA N 10109644 SCG ZUK07 BERRINGER, KENNETH A 10017966 SCG ZUK07 HAVER, HARRISON B 10075788 SCG ZUK07 HOLLAND, RICKY D 10058543 SCG ZUK07 HUFFMAN, RODNEY R 10073143 SCG ZUK07 MARIANO JR., VIC L 10053004 SCG ZUK07 RICKETTS, ROBERT L 10096662 SCG ZUK07 ZABASAJJA, EDWARD B 10120348 SCG ZWG18 BARBEHENN, MICHAEL T 10118114 SCG ZWG18 DUNNING, MICHAEL L 10069073 9

EMPLOYEE MATTERS AGREEMENT SCHEDULE 1.3(c) TRANSFERRED SCG EMPLOYEES MOTOROLA INC. 1

TRANSFERRED SCG EMPLOYEES - AUSTRALIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG Aus BOENTORO SRIWATI 00280204 2

TRANSFERRED SCG EMPLOYEES - CANADA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG TORONTO CONWAY, HARRY 36934430 SCG MONTREAL GRECO, ORESTE 36110060 SCG OTTAWA MUTTER, JAMES 36103290 SCG MONTREAL PAPALIA, RALPH 36838320 SCG TORONTO RIZZI, ANGELA 36110250 SCG TORONTO SPADAFORA, ORNELLA 36111330 SCG TORONTO TSE, CINDY 36874600 SCG TORONTO HOBBS, THOMAS 36976420 SCG TORONTO LARMOUR, JON 36581230 SCG TORONTO SIMMONS, BIRCH 36111450 SCG MONTREAL COTE, CATHERINE 32003429 1

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - CHINA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG CHINA SONG JIAN TONG 93000200 SCG CHINA ZHANG HAI FENG 94000460 SCG CHINA LIN MING 94000020 SCG CHINA FELIX LIAO GZ139 SCG CHINA ZILLIAN YU 94000037 2

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - CZECH REPUBLIC GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG CZECH REPUBLIC ANDREI USHAKOV 30000559 SCG CZECH REPUBLIC IVANA BARTOVA 30000552 SCG CZECH REPUBLIC PAVEL POLASEK 30000550 SCG CZECH REPUBLIC RADKA HRUBANOVA 30000567 SCG CZECH REPUBLIC VLADIMIR KOCI 30000558 SCG CZECH REPUBLIC VLADIMIRA GASPAROVA 30000551 SCG CZECH REPUBLIC THIBAULT KASSIR 30000556 SCG CZECH REPUBLIC RADEK VACLAVIK 30000562 SCG CZECH REPUBLIC ANTONIN ROZSYPAL 30000541 SCG CZECH REPUBLIC DAVID GRUZA 30000532 SCG CZECH REPUBLIC EMANUEL MATYAS 30000548 SCG CZECH REPUBLIC FRANTISEK GABRLIK 30000536 SCG CZECH REPUBLIC FRANTISEK MIKULENKA 30000538 SCG CZECH REPUBLIC FRANTISEK SUKUP 30000542 SCG CZECH REPUBLIC GERARD BOLESLAWSKI 30000560 SCG CZECH REPUBLIC IRENA POLACKOVA 30000535 SCG CZECH REPUBLIC JAROMIR SKRICKA 30000549 SCG CZECH REPUBLIC JOSEF HALAMIK 30000540 SCG CZECH REPUBLIC LADISLAV MATYAS 30000545 SCG CZECH REPUBLIC LUDMILA ARPOVA 30000561 SCG CZECH REPUBLIC MARTIN KEJHAR 30000554 SCG CZECH REPUBLIC MICHAL POLACH 30000555 SCG CZECH REPUBLIC PETER KAKOS 30000525 SCG CZECH REPUBLIC PETER NENICKA 30000553 SCG CZECH REPUBLIC PETR KADANKA 30000546 SCG CZECH REPUBLIC RADOMIR LENHARD 30000521 SCG CZECH REPUBLIC ROMAN URBAN 30000539 SCG CZECH REPUBLIC ROSTISLAV VINKLER 30000543 SCG CZECH REPUBLIC STANISLAV BANAS 30000522 SCG CZECH REPUBLIC THIBAULT KASSIR 30000556 SCG CZECH REPUBLIC VACLAV LAPKA 30000534 3

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - FRANCE GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG FRANCE AGNES LE CLERC 22309976 SCG FRANCE ALAIN ALAUZET 22304272 SCG FRANCE ALAIN BOUILLY 22305646 SCG FRANCE ALAIN CUNNAC 22303289 SCG FRANCE ALAIN DELPLANQUE 22304159 SCG FRANCE ANGEL ROGGERO 22303077 SCG FRANCE ARNAUD CHATEIGNON 22306328 SCG FRANCE BERNARD AZALBERT 22304634 SCG FRANCE BERNARD CLARYSSE 22305660 SCG FRANCE BERNARD ROUSSET 22012326 SCG FRANCE BRUNO BEYRON 22012343 SCG FRANCE CATHERINE CHANDIOUX 22011684 SCG FRANCE CATHERINE DAVID 22309450 SCG FRANCE CATHERINE GOYON 22308167 SCG FRANCE CELINE DELOYE 22012694 SCG FRANCE CHRISTEL MOREAU 22010715 SCG FRANCE CHRISTELLE DELAGE 22011346 SCG FRANCE CHRISTELLE PIZARD 22012468 SCG FRANCE CHRISTOPHE BASSO 22011821 SCG FRANCE CHRISTOPHER FULLER 22316187 SCG FRANCE DANIEL DEJEAN 22303863 SCG FRANCE DANIEL DUBREUIL 22302604 SCG FRANCE DANIEL FUSILS 22315766 SCG FRANCE DANIEL ZURAWSKI 22303819 SCG FRANCE DANIELLE MARCOUIRE 22300725 SCG FRANCE DIDIER BESOMBES 22305371 SCG FRANCE DOMINIQUE DUMORTIER 22303902 SCG FRANCE DOMINIQUE OMET 22011240 SCG FRANCE EAMONN AHEARNE 22010003 SCG FRANCE EDMOND GALLARD 22303608 TSG FRANCE ERICK PEREDO-PEREZ 22010728 SCG FRANCE EVGUENIY STEFANOV 22012498 SCG FRANCE FABIENNE JUND 22305636 SCG FRANCE FRANCK ROUX 22316417 SCG FRANCE FRANCOIS COMES 22302394 SCG FRANCE FRANCOIS LHERMITE 22304927 SCG FRANCE FRANCOIS MILLERET 22311515 SCG FRANCE GEERT DE VUYST 22010738 SCG FRANCE GERALDINE BERTRAND 22011644 SCG FRANCE GERARD LE FLOC'H 22303253 SCG FRANCE HENRI LENGUIN 22300295 4

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG FRANCE HERVE MARCHIONINI 22010283 SCG FRANCE IVANA DERAM 22012139 SCG FRANCE J.JACQUES ROLLAND 22303407 SCG FRANCE JACQUELINE SOULA 22300028 SCG FRANCE JACQUES MEILHON 10071474 SCG FRANCE JACQUES NAVARRO 22303379 SCG FRANCE J-BAPTISTE MARTIN 22304507 SCG FRANCE JEAN BIELLE 22301376 SCG FRANCE JEAN-CLAUDE HAREL 22012496 SCG FRANCE JEAN-CLAUDE VACHER 22300899 SCG FRANCE JEAN-MARIE DOUTREWE 22309453 SCG FRANCE JEAN-PAUL TARIT 22301803 SCG FRANCE JIRI LANGER 30000523 SCG FRANCE JOEL TURCHI 22308811 SCG FRANCE JOHN ADERA 22012217 SCG FRANCE JOSEPH HAMID 22307574 SCG FRANCE KARINE WOJCIECHOWSKI 22012149 SCG FRANCE KOLSAKD YEM 22307766 SCG FRANCE LEADBETTER, DIANA E 10021297 SCG FRANCE LUCIE NECHANICKA 30000524 SCG FRANCE M.CLAUDE PLAIGNAUD 22303018 SCG FRANCE MARIE-CARMEN BRAVO 22306557 SCG FRANCE MARIE-THERESE CAPRON 22309808 SCG FRANCE MARLYNE MORALY 22316287 SCG FRANCE MAURICE SECOURGEON 22309583 SCG FRANCE MICHAEL BAIRANZADE 22301221 SCG FRANCE MICHEL BOURLATCHKA 22304388 SCG FRANCE MICHELLE FERRET 22301279 SCG FRANCE MONIQUE PRIGENT 22316126 SCG FRANCE MONIRAT UNG 22011575 SCG FRANCE NATHALIE DUNOUAU 22011957 SCG FRANCE NICOLE GRANGER 22303295 SCG FRANCE OLIVIER CHAMBRIER 22010712 SCG FRANCE OUIDED DE HEAULME 22012172 SCG FRANCE PASCAL AIGOUY 22308933 SCG FRANCE PASCAL BERNARD 22309389 SCG FRANCE PASCAL OTERO 22306733 SCG FRANCE PATRICK GANDOL 22011629 SCG FRANCE PATRICK ROUSSET 22305653 SCG FRANCE PHILIPPE GOYHENETCHE 22312254 SCG FRANCE PHILIPPE MARTY 22301393 SCG FRANCE PHILIPPE SOUM 22309913 SCG FRANCE PIERRE MALET 22010450 SCG FRANCE PIERRE-AXEL BERLAND 30000531 5

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG FRANCE PRISCILLE VIGAND 22012033 SCG FRANCE RAINER PERSCH 22309683 SCG FRANCE REGINE GANDNER 22316188 SCG FRANCE RICHARD SALLES 22304763 SCG FRANCE ROLAND CAUNES 22302503 SCG FRANCE SERGE LAVIE 22309143 SCG FRANCE SUNDSTROM, RAY D 10068115 SCG FRANCE TARANEH JUHEL 22010894 SCG FRANCE THIERRY LARTAUD 22012324 SCG FRANCE THIERRY VIARD 22010798 SCG FRANCE VALERIE MEYER 22010809 SCG FRANCE VINCENT MOURET 22316353 SCG FRANCE WILLEM VAN ECK 22309454 SCG FRANCE XUAN-QUANG NGUYEN 10110031 SCG FRANCE ALAIN GOLDSTEIN 22303409 SCG FRANCE ALINE MARTINEZ 22302579 SCG FRANCE ANNIE DAUDE 22306143 SCG FRANCE ARLETTE BUSQUE 22302026 SCG FRANCE ARNAUD BOURGOING 22012914 SCG FRANCE BERNADETTE BISIAUX 22300380 SCG FRANCE CATHERINE METCHE 22303316 SCG FRANCE CHRISTIAN BAUMES 22306085 SCG FRANCE CHRISTIANE GUIBERT 22314872 SCG FRANCE CLAUDE DUPUY 22306737 SCG FRANCE CLAUDE SERRES 22306058 SCG FRANCE FERIDA ARCON 22300185 SCG FRANCE FLORENT CHANTAL 22309622 SCG FRANCE FRANCK VOLTO 22306536 SCG FRANCE FRANCOISE CAILLET 22305672 SCG FRANCE GEORGETT ISKANDAROFF 22301085 SCG FRANCE GERARD BODIOT 22303186 SCG FRANCE GERARD RODRIGUEZ 22300282 SCG FRANCE GILBERTE PYANEE 22315415 SCG FRANCE HUGUETTE BISIAUX LARRO 22303770 SCG FRANCE INES CANTALOUBE 22300504 SCG FRANCE JEAN-LOUIS CABANIER 22301253 SCG FRANCE JEROME CHAPON 22307223 SCG FRANCE KOLSAKD YEM 22307766 SCG FRANCE LYDIE BAPTISTE 22304743 SCG FRANCE M.CHRISTINE DEURE 22306137 SCG FRANCE MARIE GAYE 22301152 SCG FRANCE MARTINE NAVARRO 22300140 SCG FRANCE MICHEL ARDIT 22300415 SCG FRANCE MIREILLE SOULIER 22305743 6

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG FRANCE MONIQUE BARDINA 22303275 SCG FRANCE NATHALIE POIRIER-JANEZ 22012188 SCG FRANCE NICK SMITH 22012151 SCG FRANCE PASCALE GERAUD 22010746 SCG FRANCE PATRICK DELPERIE 22302183 SCG FRANCE REGINE SIONNEAU 22300383 SCG FRANCE VERONIQUE PONY 22307948 SCG FRANCE WILLEM VAN ECK 22309454 SCG FRANCE XUAN-QUANG NGUYEN 10110031 7

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - GERMANY GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG GERMANY ANNE SEGUIN 23312665 SCG GERMANY ARNO WINKLER 23312584 SCG GERMANY ASTRID BECKER 23312398 SCG GERMANY CAMILLA WEBER 23312439 SCG GERMANY GEORG LANGHELD 23116255 SCG GERMANY GERHARD GRIMM 23311154 SCG GERMANY HANS WEILNHAMMER 23312215 SCG GERMANY HERIBERT CHUDALLA 23311202 SCG GERMANY INGRID LANGER 23312661 SCG GERMANY JOERG MEESE 30003919 SCG GERMANY KARLHEINZ NOLDE 23312198 SCG GERMANY RALF BERMOND 23312240 SCG GERMANY ROSCHANA FARHAD 23312637 SCG GERMANY SIEGBERT SAUER 23311104 SCG GERMANY SUSAN SAMHABER 23311523 SCG GERMANY TANJA HARTNETT 23312490 SCG GERMANY ULRIKE WANG 23311456 SCG GERMANY WOLFGANG STAMMEL 23311705 8

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - HONG KONG GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG HK CHAN, YEE LEE AGNES 79201251 SCG HK CHENG, OI LUN 79029360 SCG HK NG, WAI KWAN STEPHEN 79000106 SCG HK CHAN, CHUN CHUNG ANDY 79068349 SCG 14K CHAN, PING YIM 790008338 SCG HK CHAU, YING FAI EDWIN 79069345 SCG HK CHOW, YUK PING DAISY 79068101 SCG HK HO, YING CHEONG ALBERT 79028312 SCG HK LAW, WO PING 79068926 SCG HK LEE, CHUNG PAK 79028134 SCG HK LEUNG, CHI HUNG 79084450 SCG HK LEUNG, WAI MING 79047686 SCG HK MAK, TAI CHI 79066010 SCG HK WAN, HON PING 79078522 SCG HK CHAN, KWAI TIM JACKIE 79069108 SCG HK LAM, TSI FUNG 79065854 SCG HK LAU, BING KONG 79021750 SCG HK LEE, KAM CHEONG JACKSON 79068060 SCG HK LEUNG, KAI CHUNG 79068721 SCG HK SIN, YAU SING SAMUEL 79065021 SCG HK TSANG, WAI KEUNG 79022209 SCG HK WONG, YEE KONG DICKEY 79083364 SCG HK YU, OI KWAN IVY 79016721 SCG HK YU, YAT MING, SIMON 79067660 SCG HK CHOW, SAU FONG 79079740 SCG HK KO, WAI PUN STEPHEN 79049026 SCG HK LAM, FOO HING DENNIS 79067067 SCG HK PONG, TING HOK EDDIE 79061824 SCG HK PONG, YUET MING CANDY 79034479 SCG HK TAM, WAI MAN STANLEY 79029190 SCG HK CHAN, HA YEUNG 79066826 SCG HK CHENG, CHI MING 79022578 SCG HK CHOW, HON KEI 79029343 SCG HK FUNG, KWOK BIU 79022454 SCG HK HO, CHUNG WING 79048526 SCG HK HO, YUN KING 79013102 SCG HK KWOK, MEI YING 79049450 SCG HK LUI, YEE TAT 79036048 SCG HK MOK, SAI MING STEVE 79033227 SCG HK OMAR, JORA LUCY 79082953 9

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG HK TAN, PATRICK 79008699 SCG HK TO, WING SHING 79022489 SCG HK TSE, WING KEUNG 79017485 SCG HK WONG, MAN KONG VINCENT 79082732 SCG HK YAN, MO CHING JOANN 79087041 SCG HK LAW, KIM LOONG 79082783 SCG HK MA, KAM PUI MICHAEL 79082392 SCG HK WONG, JACK Y 18005089 SCG HK CHAN, PAK KAM PEGGY 79033910 SCG HK CHAN, PUI YAN RUBY 79201944 SCG HK CHAN, TAT MAN BENNY 79020613 SCG HK CHEUNG, SAN TAT 79088943 SCG HK LAM, WAI KWAN PUPA 79028720 SCG HK LEE, WAI WAN VIVIAN 79082325 SCG HK LEUNG, LAI HAR 79002275 SCG HK CHAN, SIU HUNG 79067858 SCG HK WONG, ON PO 79203203 SCG HK CHAN, SANG 79023744 SCG HK CHAN, SUI CHUNG PAUL 79079472 SCG HK CHAN, WING NING CIMIY 79079324 ScG HK CHEUNG, GUY FUNG KAI 79060128 SCG HK CHU, KA LON 79063836 SCG HK FUNG, HIU SIU BERNARD 79089249 SCG HK IU, CHO NGAN TERRY 79021709 SCG HK LAI, CHAN YU NELSON 79087351 SCG HK LAW, KAM PING ERIC 79086240 SCG HK LING, HOK SUN LAWRENCE 79065804 SCG HK NG, SIU CHONG DANIEL 79037591 SCG HK SIU, MAN YUI 79202398 SCG HK TONG, SUK CHUN ANGELA 79079120 SCG HK WONG, KWONG YIN MICHEAL 79080411 SCG HK YU, ZHI SHENG 79201553 SCG HK CHAN, LAI PING LEETEE 79061418 SCG HK NGAN, KIT LING RUBY 79048127 SCG HK CHAN, HOR YAN KARINA 79077550 SCG HK LEE, SHUK CHING IRENE 79201154 SCG HK TSANG, CHI HING SARA 79048453 SCG HK TSE, MAN SHEUNG 79033987 SCG HK SUNG, CAROL 79203289 SCG HK CHAN, FUK HUNG JACKIE 79087530 SCG HK CHAN, HUNG KEE DESMON 79089338 SCG HK CHAN, PAK FUN MANSON 79083720 10

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG HK HO, KAI HON 79022535 SCG HK HO, WAI CHI EDWARD 79203440 SCG HK LAI, KAI YU ANTHONY 79069051 SCG HK LAM, WAI MAN EDWARD 79082210 SCG HK LUNG, HANG SANG KENNY 79079634 SCG HK MAN, KAM FAI BONAP 79202649 SCG HK MAN, TZE KAU 79201200 SCG HK CHUI KIN MAN 79078999 SCG HK LIEW, CHUN MENG 79088145 SCG HK CHAN T Y DOUGLAS 79201227 SCG HK WONG, WING KAI KEN 79087734 SCG HK CHUI, KIT WA EVA 79078026 SCIS HK HO, KIN BONG JAY 79066044 SCG HK LAU, KAR MAN KATHLEEN 79084727 SCG HK WONG, SHU KING PETER 79033138 SCG HK LO, LAI YING 79078182 SCG HK YEUNG, CHI HO 79201863 SCG HK NG, YIN LING 79201820 SCG HK YEUNG, KEE CHEONG 79033391 11

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - INDIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG India LAKSHMINARAYAN V.S. 00400124 SCG India MURTHY SUNITHA S. 00400055 12

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - IRELAND GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG IRELAND CATHERINE WILEY 24700801 13

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - ISRAEL GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ISRAEL SHMIL FROMAN 28307522 SCG ISRAEL SIMA GABAY 28307517 SCG ISRAEL RONEN TAIZI 28307525 14

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - ITALY GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ITALY ANDREA S DANGIO 26310304 SCG ITALY DANILO CURTI 26310149 SCG ITALY MARIO C ORLANDI 26310184 SCG ITALY MAURIZIO FERRARI 30005369 SCG ITALY RITA M CERUTI 26310054 SCG ITALY LUCIA SENAPE 26310060 SCG ITALY PATRIZIA DORATO 26310080 15

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - JAPAN LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ UKAWA, KAZUO 50851091 AIZ SUZUKI, KOICHIRO 50851224 AIZ SUDA, NORIKAZU 50851239 AIZ MAKABE, YOICHI 50860398 AIZ SATO, TAKAO 50860898 AIZ OTAKE, NATSUO 50861173 AIZ EIRAKU, KOEI 50870470 AIZ SATO, AKIHIRO 50871413 AIZ MAEDA, YASUNORI 50871517 AIZ KOYAMA, IZUMI 50871671 AIZ HAYASHI, NORIKO 50871686 AIZ CHIKURA, FUSAKO 50871715 AIZ TUNODA, YUJI 50872887 AIZ HOJO, YOICHI 50872892 AIZ WATANABE, HIROYUKI 50872901 AIZ KOIKE, KOKI 50873211 AIZ KURIMURA, SHOZO 50882414 AIZ TANAKA, HIROYUKI 50882647 AIZ NAMAE, KAZUTOSHI 50882687 AIZ HARA, MANABU 50882721 AIZ HIRAYAMA, KATSUTOSHI 50882741 AIZ MATSUZAWA, KAZUMORI 50882761 AIZ SUZUKI, YURIKO 50882870 AIZ IIZUKA, YUKO 50882890 AIZ SANPEI, HITOMI 50882974 AIZ ANAZAWA, HIROYUKI 50896112 AIZ KAWASHIMA, TETSUYA 50896261 AIZ KIMURA, NORIHIRA 50896281 AIZ IWASE, YUKIE 50896489 AIZ SUZUKI, TAKESHI 50896652 AIZ KANDA, TAKAHIRO 50906093 AIZ ICHIJO, HIDEYUKI 50906157 AIZ SATO, HIDENOBU 50906162 AIZ HOSHI, HIDEKI 50906315 AIZ HOJO, CHINORI 50906800 AIZ ICHIJU, KAZUHIRO 50915167 AIZ SAZE, KOJI 50915221 AIZ HIRANO, TETSUJI 50915330 AIZ TANAKA, ATSUSHI 50915370 AIZ WATANABE, MASAFUMI 50915523 AIZ TOMIYAMA, KATSUHIRO 50915538 16

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ OZAWA, TAKAYUKI 50927864 AIZ MATSUZAWA, TOSHIKI 50927929 AIZ FUJISAWA, SHUICHI 50927953 AIZ IGARASHI, CHIKAKO 50928127 AIZ SATO, YUJI 50928224 AIZ SATO, TOSHIHISA 50937151 AIZ UTAGAWA, HIROAKI 50937380 AIZ WATANABE, AYAKO 50947032 AIZ OTAKE, MAMORU 50947211 AIZ MEGURO, TOSHIAKI 50947326 AIZ HIRANO, HIDEAKI 50957135 AIZ WATANABE, TADANORI 50957160 AIZ HIRATSUKA, MANABU 50957224 AIZ OZAKI, KATSUYO 57220060 AIZ EGAWA, YOSHINOBU 57310287 AIZ OKAWARA, CHIEKO 57320032 AIZ OGUMA, TOMIKO 57320047 AIZ SATO, MITSUKO 57320116 AIZ KIMURA, TOSHIKO 57320121 AIZ KOBAYASHI, MASANOBU 57810108 AIZ WATABE, MINAKO 58120215 AIZ ENDO, MASAHIRO 58210170 AIZ TOSHIMA, HITOSHI 58210645 AIZ ANAZAWA, KAYOKO 58220683 AIZ NAKAJIMA, TAKEKO 58220910 AIZ AKAGI, TADASHI 58310320 AIZ EGAWA, KOICHI 58310419 AIZ OZEKI, FUJINORI 58310484 AIZ KIKUCHI, YOSHICHIKA 58310568 AIZ SATO, MORIO 58310697 AIZ SUDA, TETSUHIRO 58310731 AIZ MUTO, KAZUHIRO 58310815 AIZ WATANABE, KAZUNORI 58310924 AIZ KIKUCHI, YUKIKO 58321712 AIZ HASUNUMA, HATSUE 58321856 AIZ BANNAI, HIROKI 58410649 AIZ WATANABE, YOSHIO 58411122 AIZ KOMATSU, MITORI 58420716 AIZ NAKAJIMA, FUJIKO 58420741 AIZ SANPEI, KIMIKO 58420825 AIZ OTAKE, KAZUE 58421006 AIZ SATO, TOMO 50851566 AIZ YAMAGUCHI, MICHIKO 50851759 AIZ SAITO, OSAMU 50870381 AIZ KANEDA, AKEMI 50882934 17

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ HOSHI, YOSHIE 50906211 AIZ HONDA, SADAYOSHI 50912004 AIZ TANAKA, AKIRA 50915296 AIZ KOSEKI, SHINICHI 50937037 AIZ WATANABE, KAZUNORI 50937142 AIZ YABUKI, SHOJI 50947296 AIZ WATANABE, HIROSHI 50957216 AIZ IGARASHI, MIKO 57320750 AIZ NIHEI, TSUYAKO 57520036 AIZ HODUMI, TUNETAKA 58010334 AIZ WATANABE, SHINICHI 58311274 AIZ UMINO, YOSHIMITSU 58410134 AIZ MOMIYAMA, MIEKO 57320136 AIZ OGURA, JUNICHI 58411231 AIZ KOBAYASHI, KAZUHIRO 50851175 AIZ IIZUKA, TOMOKATSU 50871324 AIZ UENO, KIYOSHI 50871344 AIZ SUZUKI, HIDEAKI 50882578 AIZ TOSHIMA, KAZUHIRO 50882667 AIZ IIZUKA, HIROSHI 50896132 AIZ YAMAGATA, TAKASHI 50921033 AIZ SHIMAKAGE, KAZUO 57310589 AIZ WATANABE, CHIKARA 57910036 AIZ HORIKANE, CHIE 58020327 AIZ HENMI, SACHIKO 58220529 AIZ IGARASHI, HIROSHI 58410550 AIZ SANO, KAZUHIRO 58410629 AIZ ENDO, IWAO 57310445 AIZ KIMURA, TSUGUO 58010116 AIZ WATANABE, RYOICHI 58310959 AIZ HASEGAWA, KATSUYUKI 58311234 AIZ OFUSA, KIYOICHI 50900184 AIZ ISHIDA, KAZUO 58210125 AIZ KOSHI, KENJI 50920401 AIZ SEKI, NAOMI 50896563 AIZ ANAZAWA, TORU 50906266 AIZ YOSHIDA, MASAKO 57220015 AIZ SAKAI, MIKIKO 57620013 AIZ SAKAI, YUKIO 58110366 AIZ ENDO, TOSHIMASA 50882305 AIZ FURUKAWA, MUNERON 50896409 AIZ TSUNODA, MICHIKO 50947148 AIZ SHOJI, KATSUMI 58310706 AIZ OKUGAWA, SHIGEYUKI 50870252 AIZ SUZUKI, KOICHI 50882558 18

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ NIHEI, NORIAKI 50906360 AIZ YOSHIDA, TOSHIHIRO 58310895 AIZ HANAMI, KAZUO 57310247 AIZ TSUKAHARA, MATSUO 57410026 AIZ MITSUHASHI, YUKI 50915043 AIZ SHIRAI, MITSUHITO 50882538 AIZ NAKAMURA, AKINORI 50882672 AIZ YOKOTA, ISAMU 50882805 AIZ UMINO, HIROAKI 50900139 AIZ KOBAYASHI, MASATO 50937371 AIZ OGAWA, KOJI 58210185 AIZ ENDO, KAZUYUKI 58310073 AIZ KURIKI, MASAHIRO 58310573 AIZ MINAKAWA, KAZUO 58310800 AIZ SATO, MASASHI 58410169 AIZ SATO, KAZUO 58410609 AIZ YAMAGUCHI, MANABU 58411068 AIZ KASE, HIROSHI 50790513 AIZ HOSHI, KAZUTOSHI 58210709 AIZ HOSOYA, YAEKO 57320498 AIZ SHIOMI, KAZUHIRO 57410120 AIZ HASEGAWA, KATSUNORI 58411677 AIZ AKIYAMA, YOSHITSUGU 58411682 AIZ OGURA, HITOSHI 50896454 AIZ NAGAI, KAZUHIRO 50860269 AIZ KOGA, AKINORI 50880087 AIZ KOBAYASHI, HIROKO 50905203 AIZ ISOGAI, KOJI 50915385 AIZ IIZUKA, KAZUYA 50928178 AIZ KOBAYASHI, KOICHI 57910338 AIZ MANABE, TATSUYA 58210487 AIZ SATO, TAKEHIRO 58311254 AIZ ISHIBE, TOMOKO 58322344 AIZ LINO, KOJI 50882216 AIZ IGARASHI, MITSUAKI 50882256 AIZ SAHARA, DAISUKE 50882494 AIZ NISHIMAKI, MITSUYASU 50882692 AIZ TAKAKU, AKIHIRO 50882850 AIZ MUROI, TAKAHIRO 50896429 AIZ KATO, MIE 50896538 AIZ FURUKAWA, YOSHINORI 50906335 AIZ NAKAJIMA, KAZUYA 50906706 AIZ SHIRAI, HIROKI 50906895 AIZ NEMOTO, TATSUYA 50906904 AIZ KOIKE, JUN 50912059 19

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ SEKIGUCHI, SEIICHIRO 50915241 AIZ HASEGAWA, MAKOTO 50915474 AIZ ISHIDA, KENICHI 50915543 AIZ SUGAYA, ATSUSHI 50937011 AIZ SUZUKI, KOZUE 50937088 AIZ SHIOBARA, SATOSHI 50937231 AIZ TAKAHASHI, YASUSHI 50937282 AIZ YAMAGUCHI, TADASHIGE 50937304 AIZ SATO, NORIKO 50947083 AIZ ITABASHI, SHIZUKA 50957178 AIZ OTAKE, YOSHIAKI 50957186 AIZ AIDA, NORIKO 50982563 AIZ BABA, HARUHIKO 58210467 AIZ HATANO, TOMOKO 58220881 AIZ NIHEI, TORU 58312282 AIZ SUZUKI, MIE 50850018 AIZ KOMATSU, JUNCHIRO 50851180 AIZ SAITO, KAZUHIKO 50851195 AIZ URYU, AKEMI 50851417 AIZ SANPEI, MICHIYO 50851600 AIZ IWAI, JUN 50860249 AIZ FUNAKI, YUJI 50860383 AIZ FUKUCHI, HITOSHI 50860912 AIZ HASEGAWA, YOSHIKAZU 50860987 AIZ SATO, NAOMI 50861148 AIZ OZAKI, MICHIKO 50861311 AIZ HIRANO, KINICHI 50861331 AIZ ENDO, TAKEYUKI 50870301 AIZ ENDO, SHUJI 50871364 AIZ SUZUKI, HIDETSUGU 50871428 AIZ HONDA, HIDEAKI 50871502 AIZ ISEKI, KANJI 50872367 AIZ KOSHIBA, KENICHI 50872545 AIZ KAWAGUCHI, YOSHIHIRO 50872585 AIZ KATO, KIYOSHI 50872743 AIZ TSUMURA, AKIRA 50872763 AIZ IZUMI, HIROSHI 50872778 AIZ NAMAI, YOSHIYASU 50872996 AIZ KANEDA, TAMOTSU 50873117 AIZ NAKAJO, HIROAKI 50873251 AIZ UKAWA, HIRONOBU 50873335 AIZ IGARASHI, KAZUMASA 50882236 AIZ OTA, MASAKATSU 50882310 AIZ OTOMO, HIDEKI 50882345 20

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ KITAMI, SHUICHI 50882409 AIZ SATO, MASAAKI 50882469 AIZ SATO, YOSHINOBU 50882474 AIZ JOGO,TSUGUNORI 50882523 AIZ SUZUKI, SADAHIRO 50882563 AIZ SEINO, YOSHIICHI 50882598 AIZ TAKAHASHI, MASAAKI 50882627 AIZ TABE,TAKAO 50882652 AIZ HANAIZUMI, SHUJI 50882701 AIZ HAYASHI, TORU 50882716 AIZ MEGURO, YUICHI 50882781 AIZ YUMITA, KINICHI 50882796 AIZ WATANABE, TATSUO 50882825 AIZ KARAHASHI, KUNIO 50882845 AIZ UENO, MIWAKO 50883026 AIZ MATSUMOTO, TAKESHI 50884658 AIZ ABE, AKIHIRO 50896127 AIZ OHORI, NAOYA 50896221 AIZ OGURA, JUNICHI 50896236 AIZ KAJIUCHI, TAKASHI 50896256 AIZ KUMAGAI, AKIRA 50896296 AIZ KOBAYASHI, TAKAHIRO 50896310 AIZ SAITO, KAZUHIRO 50896330 AIZ SUZUKI, HIDENORI 50896365 AIZ FUNAKI, HIROYA 50896390 AIZ YONEMICHI, NOBORU 50897888 AIZ NIHEI, ARATA 50905010 AIZ WATANABE, KAORU 50905045 AIZ OZAKI, MINORU 50905050 AIZ IGARI, KEIJI 50905109 AIZ NAKAJIMA, TATSUO 50905134 AIZ KASAI, KAZUHIRO 50905218 AIZ SUZUKI, MANABU 50906053 AIZ ENDO, HISANOBU 50906068 AIZ GOTO, KOI 50906073 AIZ SUZUKI, KATSUHIRO 50906088 AIZ HASEGAWA, SATOSHI 50906102 AIZ KAZAMA, MANABU 50906122 AIZ KIDO, KOJI 50906177 AIZ KATO, HIROAKI 50906182 AIZ NIHEI, CHIYOMI 50906246 AIZ YAMADA, SAORI 50906251 AIZ TAKAHASHI, TETSUYA 50906300 AIZ ENDO, YUICHI 50906355 AIZ WATANABE, KENICHI 50906395 21

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ NAGAYAMA, SAORI 50906424 AIZ TAKAHASHI, KOJI 50906726 AIZ YAMAZAKI, SAKAE 50906815 AIZ OZAWA, CHE 50906835 AIZ HIGUCHI, TERUAKI 50906840 AIZ MUROI, TAKAFUMI 50906855 AIZ SATO, MASAHIKO 50906939 AIZ HASEGAWA, FUMITAKA 50910697 AIZ HIRANO, FUMIHIRO 50912024 AIZ ANAZAWA, YASUNORI 50912044 AIZ YAMADA, TETSUMASA 50915058 AIZ IWABUCHI, ATSUO 50915172 AIZ IGARASHI, KATSUNORI 50915192 AIZ MORI, HITOSHI 50915276 AIZ ONJO, MASAYOSHI 50915305 AIZ MATSUKI, KATSUYUKI 50915325 AIZ USUI, SANAE 50915434 AIZ SATO, YUKARI 50915449 AIZ KATO, SAORI 50915454 AIZ KOBAYASHI, MASAAKI 50927872 AIZ KODAIRA, SUSUMU 50927881 AIZ TACHIKAWA, TORU 50927899 AIZ KOBAYASHI, WATARU 50927902 AIZ OGURA, SHINOBU 50927945 AIZ KOBAYASHI, FUMIKO 50927961 AIZ ENDO, ETSUKO 50927988 AIZ YAMAGUCHI, KAZUYA 50928020 AIZ ANAZAWA, TAKEMI 50928143 AIZ TSURUYUMI, KATSUMI 50937045 AIZ OZAKI, SACHIE 50937096 AIZ SAITO, MIKA 50937100 AIZ ISHIKAWA, KAZUNORI 50937134 AIZ KATO, YUJI 50937177 AIZ SAGAWA, MASAHITO 50937193 AIZ SHINMYO, MIKIO 50937223 AIZ HIRAYAMA, AKIRA 50937240 AIZ IGARASHI, NAO 50947041 AIZ INOMATA, NAOMI 50947059 AIZ MACHIDA, TERUMI 50947075 AIZ WATANABE, MICHIHIRO 50947105 AIZ OTAKE, SHINTARO 50947113 AIZ ANAZAWA, KAZUNORI 50947130 AIZ KAZAMA, IKUYO 50947172 AIZ ITO, YUSUKE 50947199 AIZ MINAKAWA, SHUJI 50947229 22

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ NAKADA, KUNIHIKO 50947245 AIZ SUZUKI, SHINICHI 50947253 AIZ ABE, HITOSHI 50947261 AIZ HATANO, GAKU 50947288 AIZ IWAHASHI, HITOSHI 50947300 AIZ TACHIKAWA, MASAMI 50947334 AIZ ONO, JUN 50947342 AIZ TABE, KYOICHI 50947377 AIZ OGASAWARA, MASAKI 50947474 AIZ SUYAMA, KAZUYA 50947482 AIZ UENO, MASATO 50947521 AIZ HANZAWA, NORIYUKI 50947539 AIZ ENDO, HIROSHI 50947547 AIZ WAKE, TOSHIKAZU 50947555 AIZ ENDO, TATSUYA 50947598 AIZ SATO, KENJI 50947601 AIZ MUROI, YUICHI 50947628 AIZ KOBAYASHI, TOMO 50947636 AIZ KAINUMA, KUNIYOSHI 50947644 AIZ KATO, KAZUMI 50947652 AIZ YAMAUCHI, SHOICHI 50947687 AIZ ISHII, TOSHIKATSU 50957038 AIZ SUZUKI, YUJI 50957046 AIZ SAITO, KAZUHIRO 50957062 AIZ FURUMI, TADAHIRO 50957119 AIZ KATO, HIDEAKI 50957127 AIZ FUKUSHIMA, HIROSHI 50957232 AIZ SUZUKI, MASAKAZU 50957241 AIZ KAWARADA, KEISUKE 50957259 AIZ SANO, HIROKI 50957283 AIZ SUZUKI, SHUICHI 50957330 AIZ YAMADA, SEIICHIRO 50957364 AIZ KAZAMA, KENJI 50957372 AIZ MUROI, TADASHI 50957381 AIZ YUSAWA, KOICHIRO 50957399 AIZ ORIKASA, KATSUSI 50957461 AIZ HAGA, HIROSHI 50957470 AIZ ENDO, HITOSHI 50967017 AIZ KARINA, YOSHIAKI 50967033 AIZ TAJIMA, SATORU 50967050 AIZ ICHIJU, MASAHIKO 57310425 AIZ HASUNUMA, SHIGEKO 57420064 AIZ YUASA, KYOKO 57820131 AIZ KOBAYASHI, TOSHIICHI 57910076 AIZ YUKI, TORU 57910110 23

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ OTAKE, YOSHITOMO 57910170 AIZ SUZUKI, KATSUHIKO 57910323 AIZ SATO, YUKIO 57910343 AIZ SAITO, MASATAKA 57910378 AIZ ANDO, NAOTO 58010087 AIZ IIZUKA, NOBUYUKI 58010092 AIZ MONOE, YUKIHIRO 58010121 AIZ HOSHI, AKIO 58010136 AIZ TOMIYAMA, TOSHIICHI 58010141 AIZ SATO, KOJI 58010161 AIZ YAMAGUCHI, KOJI 58010176 AIZ NIKKUNI, MASAHIRO 58010205 AIZ ONO, SHIGEKAZU 58010210 AIZ OTAKE, KOICHI 58010225 AIZ WATANABE, KEN 58010245 AIZ KANEDA, MASAAKI 58010354 AIZ NIHEI, MASAMI 58110113 AIZ WATANABE, KIYOJI 58110133 AIZ OZEKI, AKIHIKO 58110168 AIZ SHIBUYA, KOICHI 58110173 AIZ NAMAE, KAZUHIRO 58110188 AIZ KOBAYASHI, YOSHIICHI 58110326 AIZ UENO, MUTSUKO 58120220 AIZ SAITO, SATOSHI 58210249 AIZ SHIRAI, SATOSHI 58210269 AIZ SUZUKI, TAKASHI 58210294 AIZ SEKI, YOSHIKI 58210303 AIZ TAGUCHI, KOZO 58210338 AIZ TSUDA, EIJI 58210378 AIZ HAGA, KAZUYOSHI 58210427 AIZ HASEGAWA, FUMIHIRO 58210447 AIZ HANEDA, MASAO 58210452 AIZ MIURA, KOICHI 58210630 AIZ TANAKA, YOSHIO 58210749 AIZ SATO, TOMOTSUGU 58210789 AIZ KURITA, KOZO 58210794 AIZ TABE, YASUO 58210898 AIZ UENO,TOYOKO 58220549 AIZ ASAZUMA, RYUICHI 58310335 AIZ ENDO, YUICHI 58310464 AIZ OTAKE, MASAYUKI 58310513 AIZ SATO, MASAHIRO 58310682 AIZ TAKEDA, NORIYUKI 58311021 AIZ NAGAMINE, KENICHI 58312059 AIZ OHARA, TADAYOSHI 58312366 24

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ SEINO, KAORU 58321683 AIZ SUZUKI, KEIKO 58322384 AIZ KURIMURA, HARUO 58410798 AIZ SHIMIZU, KOJI 58410832 AIZ FUKUSHIMA, YOSHITAKA 58410961 AIZ MAFUNE, NAOHIKO 58411028 AIZ SUZUKI, YOSHIKATSU 58411177 AIZ YOSHIDA, MAMORU 58411424 AIZ KIKUCHI, RYOICHI 58411548 AIZ OHORI, TETSUO 58411706 AIZ YAMANAKA, FUKUTARO 58411771 AIZ ITO, KAZUHIRO 58411791 AIZ ITO, KAZUYA 58411895 AIZ OZAWA, HIDEO 58411939 AIZ ANDO, NAOKO 58420667 AIZ TAKIZAWA, TERUKO 58420701 AIZ WATANABE, MAYUMI 58421437 AIZ SATO, YUMIKO 58421982 AIZ SATO, MASATOSHI 50901825 AIZ EBANA, SHUICHI 57110010 AIZ MORIKAWA, TAICHI 57910209 AIZ KATO, HIROSHI 58110128 AIZ ITO, SHUNYA 58210576 AIZ NARITA, KENJI 58411484 AIZ IGARASHI, SEISA 58411880 AIZ KAZAMA, GEN 58412061 AIZ HIEDA, YASUHIKO 50890936 AIZ SOMEKAWA, KENJI 56710013 AIZ MITSUHASHI, SEIKO 58020065 AIZ FUKUCHI, SHIGEKI 53210690 AIZ KOYAMA, YUMI 58321034 AIZ ISHIKAWA, NOBUHISA 58412081 AIZ BABA, CHIEKO 50851348 AIZ OHITO, RYOJI 50871899 AIZ SASAKI, MIHO 50970387 AIZ ISHIGURO, TAKESHI 50870712 AIZ MORITA, KOZO 50871804 AIZ SATO, YUICHI 50883313 AIZ SAITO, TETSUYA 50906008 AIZ TSUTSUI, YUMIKO 58220801 AIZ KOBAYASHI, TAKAHIRO 58410238 AIZ SHINMYO, EIICHI 58411573 AIZ KISHI, MASAHIKO 50871928 AIZ OCHIAI, NOBUYUKI 50873028 AIZ UENO, KENJI 50896736 25

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ YUKI, HISAO 57310643 AIZ HARA, NORIO 58310835 AIZ SHIMIZU, MASAKAZU 50851219 AIZ KIKUCHI, KAZUHIKO 50896276 AIZ TANAKA, MASAHIRO 50947351 AIZ KOBAYASHI, SHIGERU 50947431 AIZ ICHINOSE, HIROSHI 50957445 AIZ AZUMA, YOICHI 50960039 AIZ FUJIMOTO, HIROKAZU 50960454 AIZ KIYOKAWA, YUKIO 50973025 AIZ SAKAI, YASUTOMO 57910096 AIZ YOKOYAMA, YOSHIHISA 58310751 AIZ IGARASHI, AKIRA 58410545 AIZ SAITO, SAKUHIDE 57410160 AIZ INOMATA, YOSHIKAZU 57410175 AIZ OMI, RYUJI 50960098 AIZ FUNAKOSHI, TOMOHIRO 50967068 AIZ TSUKAHARA, YOSHIKAZU 50871488 AIZ BANNAI, MITSURU 50927937 AIZ TAKAHATA, KAZUHIRO 50947202 AIZ WAKABAYASHI, TOSHIYUKI 50957151 AIZ SHOJI, TOSHIMITSU 58110079 AIZ AKAGI, TOMIICHI 58210556 AIZ UCHIMI, SHUNICHI 50930083 AIZ EGAWA, EIKI 58210150 AIZ TSUYUMOTO, AKIRA 50930571 AIZ NAKAJIMA, SHINICHI 58210412 AIZ KUWASHIMA, KAZUTOYO 50952907 AIZ KIKUCHI, NARITOMO 58410565 AIZ UESUGI, NORIYA 57810099 AIZ EBANA, YASUMASA 57410140 AIZ KAMEI, CHIYUKI 50841271 AIZ OOKA, TAKAYUKI 50883115 AIZ OYAGI, FUMIAKI 50851135 AIZ SUGAWARA, RYO 50881446 AIZ INOUE, TAKESHI 50882276 AIZ SAGARA, MASASHI 50882454 AIZ SUZUKI, MASATO 50882583 AIZ TAKAHASHI, SHOJI 50882612 AIZ TAKAHARA, HIROAKI 50882632 AIZ KAZAMA, RYOICHI 50882865 AIZ UENO, JUNJI 50896152 AIZ OKADA,TAKESHI 50960128 26

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ SUZUKI, KAZUHIRO 50980081 AIZ ISHIKAWA, TADAYUKI 57310069 AIZ SUZUKI, HARUO 57410180 AIZ SATO, MAKOTO 58210987 AIZ SATO, KOICHI 58310637 AIZ TATSUNO, HIROYUKI 58310766 AIZ NAKATA, SHIGEMASA 58311249 AIZ KAWAGUCHI, MAKOTO 58312099 AIZ MUTO, YUJI 58410189 AIZ SAKATA, NORIO 58410590 AIZ SUTO, SHOICHIRO 58410634 AIZ KAKUTA, YASUHITO 57910041 AIZ HANAZUMI, KIYOSHI 58010250 AIZ KOBAYASHI, TOSHIYUKI 58110044 AIZ ANAZAWA, FUMIHIRO 58210041 AIZ AKUTAGAWA, OSAMU 58410496 AIZ FURUKAWA, MICHIHIKO 58210081 AIZ SHOJI, MAYUMI 58420989 AIZ SUENAGA, AKEMI 50871186 AIZ SATO, YUKO 50967122 AIZ NAKAMURA, YOSHINARI 50947491 AIZ WATANABE, MITSUAKI 57310094 AIZ YOSHIDA, MIKIKO 50896672 AIZ OBA, HISATOSHI 57310089 AIZ WATANABE, KAZUYOSHI 57910185 AIZ HANAZUMI, RYUICHI 50915409 AIZ MUTO, HARUKICHI 58210492 AIZ ONAMI, SHINICHI 50851140 AIZ UENO, HIROYUKI 50880265 AIZ KOBAYASHI, YASUSHI 50915216 AIZ SATO, KOJI 50915236 AIZ ORIKASA, TOSHIHIRO 50915281 AIZ HAGANUMA, MOTONARI 50937185 AIZ YAMAMOTO, TAKEHITO 50947369 AIZ UENO, SHIGETOSHI 50947407 AIZ SATO, KIYONORI 50957194 AIZ MINEGISHI, YUTAKA 50957267 AIZ AIZAWA, HIROYUKI 50960004 AIZ OMI, NAOHIRO 50960136 AIZ KATAOKA, NAOTO 58010072 AIZ OTAKE, YOSHIJI 58110262 AIZ WATANABE, TERUO 58210536 AIZ SAITO, IWAO 58310602 AIZ WAKANA, SHIMIO 58310904 AIZ KAZAMA, YUJI 58310944 27

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ OTA, KAZUMI 50915494 AIZ HIDAKA, YUKIHIRO 50937207 AIZ OGUMA, MAGOJI 57910061 AIZ TAKADA, HIDEHARU 57910165 AIZ TABE, YOICHI 58110193 AIZ ENDO, KOICHI 58311294 AIZ KITAJIMA, TSUTOMU 50950114 AIZ TONOKAWA, TAKASHI 50950211 AIZ EDO, TORU 50960080 AIZ IGARASHI, SHUJI 50850256 AIZ CHIBA, HIROSHI 50887226 AIZ KATO, HIROYUKI 50906820 AIZ ONO, JINICHI 50910271 AIZ SHIBATA, TAKESHI 50928038 AIZ WATANABE, SHINICHI 50947016 AIZ ENDO, KAZUYUKI 50957054 AIZ TOJO, HISATO 58010230 AIZ KATO, TAKASHI 58210209 AIZ SATO, SHINJI 58310726 AIZ TANAGI, YUJI 58310771 AIZ YAMAUCHI, KENICHI 58411053 AIZ KOKUBUN, KOICHIRO 58411979 AIZ TAMAGAWA, YUICHI 58312019 AIZ SATO, KEN 50915598 AIZ SAKAI, YOSHIAKI 57310227 AIZ WATANABE, YOICHI 57410195 AIZ KOSEKI, RYUICHI 58210234 AIZ ENDO, KOJI 58210596 AIZ ENOSAWA, YOSHIO 56710028 AIZ SATO, KIYOSHI 57310103 AIZ YAMAGUCHI, SAKAE 58010196 AIZ MATSUMOTO, HIROMITSU 58312084 AIZ YAMAZAKI, KATSUYA 58410476 AIZ ITO, TOSHIRO 58411924 AIZ SAITO, KIYOTAKA 50882449 AIZ SAITO, TAKASHI 515410585 AIZ SUZUKI, HIROYUKI 50871448 AIZ IGARASHI, TAKAHIRO 58010101 AIZ NAGAI, ATSUSHI 50871493 AIZ TAMURA, YUTAKA 50871473 AIZ KUROKI, YUJI 50896083 AIZ YUDA, KAZUYUKI 50911492 AIZ WAKAMATSU, YOSHIAKI 50911521 AIZ SAKAI, MUTSUO 50820143 28

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ NAKAZAWA, MASARU 50810274 AIZ OTAKE, NOBUYUKI 50810492 AIZ SAITO, TOSHIKATSU 50871408 AIZ SANKO, HIROKO 50872916 AIZ KAWASHIMA, ISAMU 50883373 AIZ UMEMIYA, MEGUMI 50896701 AIZ SAITO, FUMIKA 50950131 AIZ OTAKE, JUNICHI 57910150 AIZ SAKAI, SUEKO 57920272 AIZ KANAYA, MASANORI 58310122 AIZ SAHARA, HIRONOBU 58312079 AIZ MITSUBOSHI, TAKAO 58410030 AIZ YAMADA, YOSHIHIKO 58410203 AIZ ITO, JUNJI 50850296 AIZ USAMI, TETSUYA 50896172 AIZ HOSHINA, YOICHI 50900817 AIZ NAKAJIMA, HIDENORI 50905194 AIZ TANAKA, MASAMI 50920657 AIZ YAMAMOTO, TAKU 50921084 AIZ KANAMORI, YUKIKO 50930237 AIZ MATSUMOTO, KATSUYA 50937312 AIZ YOSHIDA, KAZUYO 50940224 AIZ UEDA, HIROKAZU 50960055 AIZ KAMI, YASUHIKO 50960161 AIZ KAWAGUCHI, TAKASHI 50960179 AIZ KOMATSU, DAISHI 50960225 AIZ FUKURA, TADAO 50967114 AIZ MITSUZUKA, AKIRA 50970298 AIZ UDA, KAZUO 57310336 AIZ HOSOGOSHI, SUMIO 57510018 AIZ NAGAHAMA, KAZUHIRO 57910130 AIZ INOGAI, KOJI 58010418 AIZ HASUNUMA, KAZUKO 58321143 AIZ KUROTAKI, MAKOTO 50870816 AIZ UCHIUMI, KOICHI 50871359 AIZ TAKAKURA, KAZUYUKI 50871468 AIZ YASHIMA, MITSURU 50871522 AIZ IGARASHI, TOSHIITSU 50881020 AIZ SAKURABA, TORNOAKI 50881466 AIZ OZEKI, HAJIME 50980030 AIZ KOBAYASHI, TOSHIYUKI 57910234 AIZ SANKO, KAZUHIKO 58310177 AIZ SATO, TAKAYUKI 58410614 AIZ SUZUKI, MASARU 50930466 AIZ WATANABE, EISHI 50850914 29

LOCATION NAME COMMERCE ID - -------- ---- ----------- AIZ SATO, KOICHIRO 50940089 AIZ MORIYA, MASANORI 50861415 AIZ IZUMI, JIRO 50790137 AIZ KIYOOKA, SHUNJI 50891251 AIZ KATO, YOICHI 58310117 AIZ SUZUKI, MASATAKA 58310206 AIZ ENDO, MASASHI 50850330 AIZ WATANABE, YOSHITAKA 50850949 AIZ TAKAHASHI, HITOSHI 50851259 AIZ NAGASHIMA, HIROKO 50883046 AIZ HANAMI, TOSHIKAZU 58010156 AIZ MUTO, NAOKO 50883066 AIZ ITO, TAKAFUMI 50891093 AIZ ONO, MASANOBU 50891177 AIZ OGIWARA, TADASHI 50930156 AIZ YAEGASHI, AKIRA 50930873 AIZ MUTO, MINORU 50963844 AIZ TAMAGAWA, YOICHI 58410243 AIZ YAMAUCHI, KOICHI 58411479 AIZ ITO, KUMIKO 50851388 AIZ HONNA, MASARU 56910037 AIZ SUZUKI, KOKO 50884341 AIZ SHINDO, TAKESHI 57410051 AIZ ISHII, KAZUARI 50990388 AIZ MURAKAMI, SHINTARO 50990361 AIZ OSHIMO, ATSUMU 50990370 AIZ OTAKE, SATOSHI 50861544 AIZ SATO, KIYOKO 58220732 AIZ KOSEKI, YOSHIICHI 50905169 AIZ YOKOISHI, YUMI 50913507 AIZ FUKUMOTO, HIDETARO 50961191 AIZ WAKUTA, AKIHIKO 50971090 AIZ TANAKA, TEIKO 57420079 AIZ NAKAJIMA, JUNICHI 50872005 AIZ SEINO, SATOSHI 50880889 AIZ ONO, SHINGO 50887315 AIZ SHIBATA, SHIGENORI 50903252 AIZ SAITO, KAORU 50980056 AIZ LIU, HAI-BIN 50983331 AIZ IGARASHI, SATOSHI 58411964 AIZ SUZUKI, MAKOTO 50910791 AIZ SATO,TAKAKO 50906459 AIZ NIHEI, YASUHARU 58410436 THI IGARASHI, HIROO 57310301 THI HAGA, HIDETOSHI 58010285 30

LOCATION NAME COMMERCE ID - -------- ---- ----------- THI IGARASHI, SATORU 58210561 THI SAITO, YOSHINORI 58310964 AIZ KANEDA, SEIICHI 50861539 AIZ KOBAYASHI, KOJI 50872530 AIZ MINAKAWA, MAYUMI 58421828 AIZ MITSUHASHI, UTAO 50900906 HDQ NAKAGAWA, AKIHIKO 50890585 AIZ NISHIDA, ATSUSHI 50980111 AIZ SAITO, YOICHI 58310157 AIZ SUZUKI, JUNICHI 50881451 GOT TACHIKAWA, MASAYUKI 50897031 AIZ TAKASAKI, KOKI 50906375 AIZ WAKANA, MASAYUKI 50851308 AIZ YOKOYAMA, NOBORU 58312044 GOT ARAI, YUKIKO 50810323 GOT ISHII, MAYUMI 50820287 GOT YAMADA, KUNIKO 50840129 GOT FUKUMOTO, TOSHIKO 50913889 GOT UMEMURA, MIKI 50921912 GOT HASHITANI, YUKIE 50962309 GOT ANRYO, RIKA 50963518 GOT KOMURO, TOMOMI 50963704 GOT SHIMAHARA, AKIRA 50870896 GOT WATANABE, KYOKO 50883224 GOT KUROKI, YOSHIFUMI 50861524 GOT YANAGIHARA, OSAMU 50921025 GOT UESUGI, TAKASHI 50910182 GOT FURUTA, SAHOKO 509606462 GOT TSUCHIYA, HIROAKI 50880834 GOT MIYATA, KOJI 50881748 GOT KODAKA, MASASHI 50900406 GOT WANG, EMI 50913874 GOT NISHIYAMA, MASAYUKI 50930644 GOT LEE, CHAW-CHUNG 1700184 GOT SATO, TEIJI 50790464 GOT TANAKA, DAISAKU 50957496 GOT MCKEAN, MIKE 10054824 GOT KIN, YOSHIAKI 50840783 GOT MIURA, NOBUHIRO 50885111 HDQ HASEGAWA, YUKI 50983152 HDQ SHIONO, FUMIKO 50910682 OSK OKAMOTO, HIROKO 50963585 SDR ITO, KAZUO 50883531 SDR SUGIURA, KENJI 50930440 SDR NAKAYAMA, FUMITAKA 50970212 31

LOCATION NAME COMMERCE ID - -------- ---- ----------- SDR MAEDA, NAOKO 50940071 SDR MIYASHITA, HITOSHI 50810541 SDR MACHII, KEN 50870549 SDR TAIJI, MASUKI 50893628 SDR ZENBA, AKIHIRO 50930482 32

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - KOREA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG KOREA CHANG J W JULIE 01470511 SCG KOREA CHEON SHELLY 01470227 SCG KOREA CHUNG JY JUDY 01470160 SCG KOREA KYEONG KR SONG 01470183 SCG KOREA Shim, Sung-Bo 01470458 SCG KOREA Lee, Young-Woo 01470551 SCG KOREA Chang Julie 01470511 SCG KOREA Sohn Jang Woo 01421221 35

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - MALAYSIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ZAHARAH ABD MALIK 83002125 SCG MESB MADZNAH MOHAMMAD 83003950 SCG MESB ALIMAH @ SHARIFAH SULAIMAN 83004346 SCG MESB PAZIDAH AHMAD 83005188 SCG MESB UMATHEVY 83005418 SCG MESB RUSNAH BT MAAROM 83005975 SCG MESB NORAYATI BT YUSSOF 83006097 SCG MESB SARINA BTE ABU BAKAR 83006787 SCG MESB HASHIMAH BINTI ABDUL HAMID 83007060 SCG MESB HARDIP KAUR A/P HARJIT SINGH 83007123 SCG MESB LUM YECK CHAN 83007204 SCG MESB RASHIMAH BTE ABDUL KARIM 83007271 SCG MESB ROSMILAWATI BINTI JUIN 83007469 SCG MESB FAUZIAH BT KHAMIS 83007537 SCG MESB SURAYA BINTI IBRAHIM 83007897 SCG MESB K KARAITHANI D/O KRISHNAN 83007943 SCG MESB SURAYA BINTI ABDUL RASHID 83008065 SCG MESB NOREIN BTE NAWI 83008083 SCG MESB HANISAH BT IDRIS 83008340 SCG MESB KAMARIAH BT MOHAMED 83008446 SCG MESB K. SIAMALA A/P KRISHNAN 83008597 SCG MESB MAZLINDA BT MOHD ZIN 83008913 SCG MESB YUSLIDAH BTE MOHD YUSOF 83009070 SCG MESB NORFAIZAH YUSOF 83009081 SCG MESB NORLIAH BINTI UDIN 83009575 SCG MESB SITI ARPAH BTE ZAKARIA 83009781 SCG MESB FATlMAH BT IDRIS 83009980 SCG MESB NORLIDA BT HUSSIN 83010123 SCG MESB NORZITA ZAKARIA 83010155 SCG MESB SELVAMANNI A/P CHAMASALAM 83010659 SCG MESB NORFISHAH BT MOHAMAD 83010678 SCG MESB TUNKU NORIDAH BINTI TUNKU AMINUDDIN 83010685 SCG MESB FAIZAH BTE MOHAMMAD YASIN 83010737 SCG MESB JEYALALITHA A/P PUTHISEGARAM 83010903 SCG MESB SHAFARINDA BTE EPIT 83010991 SCG MESB FAUZIAH BTE HASSAN 83011223 SCG MESB HALIMAH BT BASHIRUN 83011358 SCG MESB HAYATI BTE YUSOF 83011385 SCG MESB KAMARIAH BT HASSAN 83012206

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB AMUTHA A/P THANGAIYAH 83012379 SCG MESB ATHIRSTA LETCHUMY A/P MUNIANDY 83012380 SCG MESB NORANITA BT SULAIMAN 83012420 SCG MESB SUZANA BTE ABDOL SUKOR 83012678 SCG MESB ZABEDAH BINTI TALIB 83013172 SCG MESB ROSLINDA BiNTI MOHAMED JANI 83013369 SCG MESB NOR HASIMAH BENTI MD YASSIN 83013808 SCG MESB MASHTURA BTE MD ALI 83013951 SCG MESB SITI ROZITA BT ZULKIFLI 83014334 SCG MESB MASTURA BTE MAAROP 83014726 SCG MESB TURISINGAM A/L MACHAPPU 83015365 SCG MESB SITI ZABEDAH BINTI MOHAMAD YUSOF 83015763 SCG MESB ROKIAH BINTI ABDUL LATIFF 83015793 SCG MESB NORREZAH BINTI KAMARUDIN 83016006 SCG MESB FATIMAH BINTI KARIM 83016133 SCG MESB SARATHA A/P MUTHU 83016332 SCG MESB TILAGAWATHI A/P KUNJOO 83016333 SCG MESB AZIZAH BINTI JUIN 83016371 SCG MESB POONITAWATHY A/P KANAPATHY 83016375 SCG MESB SUHAINI BINTI HASSAN 83016379 SCG MESB NOOR AZIMAH BT JUHARI 83016450 SCG MESB NOORAZURA BINTI RAMLEE 83016451 SCG MESB SITI NORLIZA BINTI SAHAR 83016980 SCG MESB AZLIANA BINTI AHMAD 83017131 SCG MESB SUHAILY BINTI ZAHARI 83017462 SCG MESB ARNE ROZIANA BINTI ABDUL RAHMAN 83017502 SCG MESB SUHAILI BT AHMAD @ HARUN 83017531 SCG MESB ROHAYATI BT SURATMAN 83017637 SCG MESB KAMSIAH BTE ABDULLAH 83017639 SCG MESB NORAINI BT YUSOF 83017652 SCG MESB NORHAZARINA BINTI HASAN 83017660 SCG MESB SAROJINI A/P SUDESAN 83017695 SCG MESB MOHD ZULKEFLE BIN TAHARIM 83017832 SCG MESB ZAWATI BINTI OTHMAN 83018026 SCG MESB YUSLINA BINTI YUSOF 83018079 SCG MESB NORFAIZAH BTE RAHIM 83018171 SCG MESB SRI LAILA WANI BINTI ZAHID @ MAT ZAHID 83018378 SCG MESB MAZNON BINTI RAMLI 83018381 SCG MESB MALIZAH BINTI AB AZIZ 83018413 SCG MESB SARINAH BINTI SARIYAN 83018528 SCG MESB NOORSHAM BINTI MOHD YUSOF 83018558 2

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB RAFIDAH BINTI AHMAD 83018559 SCG MESB NORAZIAN BINTI PILUS 83018586 SCG MESB LELITHA A/P SUGUMARAN 83018597 SCG MESB VANI A/P PARIASAMY 83018598 SCG MESB MOHANA A/P MARIDAS 83018610 SCG MESB SUZAINI BTE ZAINAL ABIDIN 83018661 SCG MESB AZMAH BINTI ZAMANI 83018702 SCG MESB SITI SALMAH BINTI SHAMSUDDIN 83018732 SCG MESB SHAMZAWANIE BINTI SAMSUDIN 83018743 SCG MESB VEERAMMAH A/P RAMADAS 83018745 SCG MESB ZAMRI BIN YAYA 83018747 SCG MESB AZLIE ASHIKIN BINTI MOHAMAD JUSOH 83018793 SCG MESB ZAIMAH BT JAMALUDIN 83018801 SCG MESB KHADIJAH BT YUSOF 83000474 SCG MESB MAIMUNAH ABDULLAH 83000499 SCG MESB NORSIDAH BT ABDUL RAHMAN 83000502 SCG MESB ROHAYA BT ABD RASHID 83000609 SCG MESB NORMAH AHMAD 83000679 SCG MESB UMMI KULTHUM 83000692 SCG MESB SITI ROHANI BT RASHID 83000721 SCG MESB LATIFAH BINTI MOHD ALI 83000977 SCG MESB FARIDAH BT ABAN 83001086 SCG MESB LATCHEME A/P VELAN 83001098 SCG MESB ROSITA BTE ISHAK 83001120 SCG MESB RUSILAWATI MOHD YASIN 83001137 SCG MESB FARIDAH SHARIF 83001225 SCG MESB HABIBAH SHAMSUDDIN 83001258 SCG MESB SITI DZAWIAH BT ABD RAHMAN 83001325 SCG MESB RUZIAH MOHD SHARIFF 83001361 SCG MESB CHE MASNAH BABA 83001372 SCG MESB NORIZAN BT ALIAS 83001374 SCG MESB HALIMAH BT KARIM 83001375 SCG MESB VEJAYAH D/O THERUVENGADAM 83001382 SCG MESB JAMILAH UJANG 83001384 SCG MESB MIMI NONG CHIK BABA 83001663 SCG MESB ZARINAH AB RAHMAN 83001673 SCG MESB RAZIMA SENAN 83001730 SCG MESB HAMIDAH KAMALUDIN 83001850 SCG MESB JAYALETCHUMY THANGAVELU 83001869 SCG MESB NORZIZAH YAHYA 83001881 SCG MESB JEMALIAH BTE ABD JALIL 83001913 SCG MESB SITI BT BACHIK 83001969 SCG MESB AMINAH MOHD TABA 83001984 SCG MESB MUHAINI ABD RAMID 83002017 3

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB MARIAM YAHYA 83002065 SCG MESB JAMALIAH ISMAIL 83002087 SCG MESB NORMA BT ALIAS 83002128 SCG MESB ZAITON BTE SAID 83002160 SCG MESB ZAINON ABD MALIK 83002187 SCG MESB DEWI BTE RASHID 83002234 SCG MESB ZARINAH ZAKARIA 83002242 SCG MESB SITI KHALIJAH BT ALI 83002250 SCG MESB RASIDAH MD SALI 83002260 SCG MESB ASSIAH BT ISMAIL 83002263 SCG MESB NORESAH DERUS 83002375 SCG MESB HAMIDAH ARIFFIN 83002393 SCG MESB ROHANI BT YUNOS 83002405 SCG MESB NORIDAH MAHMOD 83002532 SCG MESB BARIAH BT MUSRI 83002586 SCG MESB SHAMSIAH BT SHUKOR 83002592 SCG MESB NORHAYATI YAZID 83002651 SCG MESB HALIMAH JUSOH 83002777 SCG MESB SAKNIN YUSOF 83002824 SCG MESB SANTHAKUMARI P/P HARI KRISHNAN 83002835 SCG MESB SITI NOREHAN KATOR 83002856 SCG MESB RAHMAH ABD MANAP 83002860 SCG MESB RODZIYAH ISMAIL 83002864 SCG MESB KAMSIAH BENTONG 83003054 SCG MESB NORASMARA NASIR 83003055 SCG MESB NORHAMADIAH MOHD NOR 83003082 SCG MESB ROHANI JAMALUDIN 83003122 SCG MESB KASMAH JAAFAR 83003132 SCG MESB PUSPARANE MUNUSAMY 83003141 SCG MESB HALIMAH SIMAN 83003193 SCG MESB SITI NORIHAN 83003265 SCG MESB ROSMA ABD TALIB 83003318 SCG MESB HAMIMAH YUSOF 83003328 SCG MESB NORAFIAH BT MD YUSOF 83003368 SCG MESB ROSZIAH WAHID 83003438 SCG MESB MASSITA KARIM 83003453 SCG MESB FARIDAH MD IDRIS 83003464 SCG MESB VIJAYA A/P PONNAN 83003470 SCG MESB MAZNAH MAAROF 83003560 SCG MESB NORRIZAN BINTI ABD MANAN 83003630 SCG MESB RUSLINA AMAT 83003637 SCG MESB ZALEHA ZULKIFLI 83003710 SCG MESB SERI MELATI SAHAT 83003714 SCG MESB NORSHIDAH AHMAD 83003729 SCG MESB BAHARIDAH BTE BAHARUM 83003731 4

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB SARASU SUBRAMANIAM 83003735 SCG MESB HASNAH ENDUT 83003772 SCG MESB BABYKAMALA KOTHANDAPANI 83003878 SCG MESB FATIMAH ISMAIL 83003886 SCG MESB NORIHAN IDRIS 83003898 SCG MESB PARAMESURI SUBRAMANIAM 83003953 SCG MES8 RAMNAH ASD RAHMAN 83003987 SCG MESB MAZNAH YAHYA 83003989 SCG MESB KAMSIAH WAHID 83004046 SCG MESB SAIDAH MAFISAH ABD WAHAB 83004053 SCG MESB PAINI SIIS 83004059 SCG MESB SARINA MOHD SOM 83004062 SCG MESB NORASLINA MOHD SAID 83004110 SCG MESB RAHIMAH OTHMAN 83004126 SCG MESB RABIYAH ZAINAL ABIDIN 83004131 SCG MESB SITI AISHAH BT ISMAIL 83004181 SCG MESB JAYANTHI D/O SWAMIDURAI 83004189 SCG MESB ROSNANI BT ABDUL RAHMAN 83004191 SSG MESB BIBAH ZAINUDIN 83004238 SCG MESB ROZIYAN YAZID 83004290 SCG MESB JUITA RASHID 83004292 SCG MESB MALLIGA SUBRAYAN 83004297 SCG MESB RATNA DEVI RAMASAMY 83004319 SCG MESB BADARIAH AHMAD 83004350 SCG MESB ZAINAB MALIK 83004355 SCG MESB NOOR HAYATI MOKHTAR 83004420 SCG MESB SITI AISHAH OSMAN 83004421 SCG MESB RUSNAH MONEH 93004448 SCG MESB SURIANI SULAIMAN 83004466 SCG MESB MURUGASHWARY VALAUTHAN 83004468 SCG MESB SITI HAWA KASIM 83004473 SCG MESB RAMIZA YUNUS 83004484 SCG MESB SITI NOOR IZAN MOHD LONG 83004496 SCG MESB ROOS NASIR 83004529 SCG MESB NORYATI MAT JOHOR 83004553 SCG MESB HATIFAH ABDULLAH 83004623 SCG MESB ZUBAIDAH ABD RAHMAN 83004646 SCG MESB FAIZAH MOHD YASSIN 83004664 SCG MESB KAMISAH OTHMAN 83004679 SCG MESB RAZAINAB TALIP 83004687 SCG MESB ROSSLIN AWALUDIN 83004703 SCG MESB SALIMAH HASSAN 83004722 SCG MESB RAMLAH HUSSIN 83004728 SCG MESB SAAYAH SURDI 83004731 SCG MESB ROKIAH MD SHAH 83004762 5

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB HALIMAH ZAINAL ABIDIN 83004821 SCG MESB RAMLAH ISMAIL 83004869 SCG MESB NORELAH HJ OSMAN 83004882 SCG MESB HAZDIJAH MUSTAPHA 83004887 SCG MESB NORESAH KHALIL 83005014 SCG MESB PALANIMAH A/P BANGARU 83005016 SCG MESB ZAKIAH SALLEH 83005107 SCG MESB JALILAH YATIN 83005175 SCG MESB SABARIAH BABA 83005180 SCG MESB NORMALIS MALEK 83005185 SCG MESB FARIDAH LEMAN 83005214 SCG MESB NORAINI ABD RAHMAN 83005222 SCG MESB NORSIAH LEMBEK 83005229 SCG MESB NORHAYATI JAMALUDIN 83005239 SCG MESB RAJA MOLEK BT RAJA AYOB 83005265 SCG MESB ZAINUN HJ SHAMSUDIN 83005291 SCG MESB NURAZAH MOHD YUSUF 83005298 SCG MESB NAGAINDARA KUPPUSAMY 83005413 SCG MESB NORSIDAH DERUS 83005432 SCG MESB JARIAH YASSIN 83005456 SCG MESB ZURIDDAH KADIR 83005499 SCG MESB RAHIMAH ALIAS 83005502 SCG MESB HANIZAH HARUN 83005538 SCG MESB SANTHY RAMAN 83005566 SCG MESB SANTHI GENGAN 83005598 SCG MESB HAMIDAH BAHARIN 83005601 SCG MESB SARINAH MOHD ISA 83005657 SCG MESB ROKIAH BTE MOHD NOR 83005736 SCG MESB MAHESWARI D/O KANAGASABAI 83005745 SCG MESB SH NORAZAM SYED MUHAMMED 83005747 SCG MESB NADEHA BT SULAIMAN 83005764 SCG MESB ZAINAH BT AWANG NGAH 83005795 SCG MESB FUDZIAH BT JANTAN 83005818 SCG MESB JURIAH BT HASSAN 83005837 SCG MESB NOORIZAH BT HASSAN 83005844 SCG MESB SOOSAIAMMAL D/D MARYASOOSAI 83005871 SCG MESB ZABIDAH BT AHAMID 83005908 SCG MESB PARASATHIE A/P ANNAMALAI 83005912 SCG MESB SITI ZHALEHA BT SHAWAL 83005916 SCG MESB INTAN TERPILEH BT MOHAMAD 83005920 SCG MESB ROKIAH MOHD DIN 83005927 SCG MESB ZURAINI BT ABDUL HADI 83005941 SCG MESB NORLIZAH BT AHMAD 83006026 SCG MESB SANDRA A/P PERUMAL 83006047 SCG MESB ASNAH BT RAMLY 83006126 6

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ZAITON BT MUSA 83006217 SCG MESB JULIAH BT RAHMAT 83006330 SCG MESB NORLLZA BT ALIAS 83006331 SCG MESB ZAMMIAH BTE ABU BAKAR 83006401 SCG MESB NOR HASIDAH BT IBRAHIM 83006419 SCG MESB NOR AZIZAN BT JAIS 83006495 SCG MESB J MARGREAT MARY A/P JOHN @ M 83006562 SCG MESB AMUTHAVALLY A/P SUBRAMANIAM 83006591 SCG MESB ZAUWIAH BT ABD MALEK 83006629 SCG MESB ROHANA BT ABD MANAF 93006637 SCG MESB SAIMAH BINTI BAHARI 83006666 SCG MESB PREMALA DEVI A/P KARUNAKARAN 83006695 SCG MESB MAZLAH BT BAKI 83006716 SCG MESB ZALEHA BT RAZALI 83006717 SCG MESB SHAMSIDAR BT MOHAMAD ZIN 93006728 SCG MESB KALPANA DEVI A/P KARUNAKARAN 83006752 SCG MESB RAZANA BT DAUD 83006761 SCG MESB NORAWAIDA BT MARSIM 83006763 SCG MESB HAMIDAH BT UJANG 83006764 SCG MESB NORLAILA BT MOHAMAD 83006765 SCG MESB PUSPAMALA A/P K MUTHUSAMY 83006773 SCG MESB SURINDER KAUR 83006776 SCG MESB SAKURA BTE AZIZ 83006828 SCG MESB PARAMANASUARY A/P KALINCHY 83006851 SCG MESB SALMI BTE MD ZAIN 83006854 SCG MESB SALLZA TUMIAN 83006857 SCG MESB ZOORAINI BT A RAHMAN 83006881 SCG MESB MAIRANI BTE JAWAL 83006887 SCG MESB LAZARIAH BTE LAMIN 83006905 SCG MESB HANITAH BTE ABU 83006906 SCG MESB ROHAYAH BINTI K IBRAHIM 83006926 SCG MESB SARIDA KAMARUDIN 83006927 SCG MESB SHARIFAH JOHARI 83006938 SCG MESB NORA ABD RAHMAN 83006939 SCG MESB ROGAYAH SHARIF 83006961 SCG MESB NORRAZMA BINTI ABDUL MALIK 83006985 SCG MESB ROJAMALAR A/P NAGARATNAM 83007005 SCG MESB SALNIAZIMAH BT SAID 83007021 SCG MESB RAMLAH BT AYOUB 83007042 SCG MESB VANITA A/P MARIMUTHU 83007053 SCG MESB KUPPAMMAH A/P RAJAGOPAL 83007057 SCG MESB SHAHARAH MD SAID 83007089 SCG MESB ROZETAH ABD LATIF 83007166 SCG MESB AINON BTE AHMAD 83007212 SCG MESB ZURAIDAH BTE JAIS 83007254 7

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB CHE SITI RAKAYAH BINTI IDRIS 83007258 SCG MESB FAZIDAH BINTI ZAKARA 83007260 SCG MESB AMINAH MUHAMMAD 83007330 SCG MESB S DEVI A/P SHANMUGAM 83007371 SCG MESB NORLIAH BT IBRAHIM 83007422 SCG MESB MARIAM BT AWANG 83007454 SCG MESB RAHMAH BT YAAKOB 83007458 SCG MESB HASHIMAH BTE MD YUNUS 83007461 SCG MESB RUZIDAH SADIYEN 83007487 SCG MESB WEE WAN LING 83007488 SCG MESB SHARINA BTE ABU BAKAR 83007491 SCG MESB NOR MALINA BINTI MOHD ZAIN 83007502 SCG MESB M DEVI A/P MARIAPPAN 83007507 SCG MESB HAMIDAH AHMAD 83007514 SCG MESB HASNAH BINTI BASIRUN 83007539 SCG MESB NOORHAYATI BT ISMAIL 83007561 SCG MESB SANIAH BTE SHARIFF 83007567 SCG MESB SHANTHA A/P MURUGAN 83007575 SCG MESB ROZMAWATI BT SULAIMAN 83007583 SCG MESB HASHIDAH HASHIM 83007584 SCG MESB ZARINA BT MD SAH 83007734 SCG MESB SAWIAH BTE SALAHAN @ SALEHAN 83007735 SCG MESB RUHITA MD YUNUS 83007748 SCG MESB LIM CHOO FONG 83007773 SCG MESB S USHA RANI A/P SANNASI 83007786 SCG MESB HASNAH BINTI LIAS 83007844 SCG MESB ROSMAWATI BINTI BORHAN 83007883 SCG MESB SALLYANA ZAKARIA 83007895 SCG MESB RAJA MARSHITAH RAJA RAZALI 83007933 SCG MESB ZUNIZA BINTI ISMAIL 83007976 SCG MESB ZAHARAH KARIM 83008011 SCG MESB RUZAIMAH BT ABAS 83008012 SCG MESB AZIZAH ZAINAL ABIDIN 83008113 SCG MESB NORISAH BT ALIAS 83008127 SCG MESB NORLIZAN ABDULLAH 83008160 SCG MESB HASIMAH BINTI HAMID 83008195 SCG MESB NORIPAH BINTI MAHMOOD 83008259 SCG MESB SITI HAWA BT SABARUDDIN 83008260 SCG MESB ZAIDAH BINTI ALI 83008261 SCG MESB NORLI MOHD NOOR 83008278 SCG MESB MAZURIATI BTE MODH ZIN 83008279 SCG MESB NORSIDAH BTE KUDIN 83008281 SCG MESB SALIHA BINTI TUMIAN 83008282 SCG MESB NORHASHIDA BTE GHAZALI 83008289 SCG MESB SITI FATIMAH IBRAHIM 83008290 8

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB SITI NORRIZAN BINTI MOHD NASIR 83008298 SCG MESB ANITA MOHD NOR 83008305 SCG MESB NORAINI BT AZIT 83008321 SCG MESB NORLIZA BT SIRAM 83008372 SCG MESB BHARATHI A/P BALACHANDRAN 83008401 SCG MESB SHALMEE BT ABAS 83008449 SCG MESB NORAINI BINTI ABD RASHID 83008475 SCG MESB HASNAH BTE MD SHAH 83008489 SCG MESB RAJASVARY A/P MUTHU 83008527 SCG MESB AIDA MASTURA ABD LATIF 83008580 SCG MESB ZANARIAH ISHAK 83008586 SCG MESB SALIDAH BTE KHAIRIN 83008607 SCG MESB SITI ZALEHA BTE HJ MD YUSOF 83008609 SCG MESB NORMALA BTE HJ ABD AZIZ 83008610 SCG MESB ROZIAN BTE RAMLI 83008614 SCG MESB HANIFAH BT MOHD ISA 83008615 SCG MESB SUMATHI A/P BALAKRISHNAN 83008622 SCG MESB ZURAIDAH BTE IBRAHIM 83008629 SCG MESB RAHIMAH BINTI RAMLI 83008631 SCG MESB RAHMAWATI AHMAD 83008636 SCG MESB NORAISAH BTE AHAD 83008637 SCG MESB MAGISVARI A/P APPU 83008679 SCG MESB NORASIAH BT IDRIS 83008700 SCG MESB RAZIDAH BTE RAIH 83008729 SCG MESB ZALEHA BINTI EANUDI 83008738 SCG MESB MARDIANA MAJID 83008815 SCG MESB GNAESWARI A/P THIRUVATHAVOORAR 83008818 SCG MESB SALINAH BINTI OTHMAN 83008824 SCG MESB PUSHPALETCHUMY D/O VEERASAMY 83008926 SCG MESB REGINA A/P BONACHIK BENEDICT 83008941 SCG MESB ZALEHA BTE MOHD NAYAN 83008942 SCG MESB ROSRINA HAMZAH 83008967 SCG MESB JOEIDA BTE JUNIT 83008970 SCG MESB KANNAHI A/P KARUPPASAMI 83008979 SCG MESB MARIYAMMAL A/P VENAGOPAL 83008989 SCG MESB NORA BTE BUSU 83008991 SCG MESB NORAZIAN BTE MANSOR 83009034 SCG MESB NORHAYATI BT MOHD YASSIN 83009042 SCG MESB NURAH BTE YAACOB 83009054 SCG MESB MARSIDAH BTE AHMUTEK 83009060 SCG MESB SARINI BT HASHIM 83009066 SCG MESB MAZIDAH BTE MOHD 83009095 SCG MESB SITI ROBIAH BIDUL 83009115 SCG MESB RASATHI A/P RAJAVALU 83009125 9

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB MUTHUKARUPAN A/L S. MUTHU 83009140 SCG MESB HAZLIN BT RAHIM 83009163 SCG MESB ROSLIZA BINTI RASLI 83009164 SCG MESB KHAMIZOM BT HUSSIN 83009168 SCG MESB SURI BT MD NOR 83009176 SCG MESB NOR ASIKIN BTE RAMLY 83009186 SCG MESB NOORAZLIN BT AHMAD 83009273 SCG MESB ROZITA BTE MOHD KARIM 83009305 SCG MESB SUZI AZRA BTE MAMAT 83009321 SCG MESB NORHASANAH BT ABD AZIZ 83009331 SCG MESB SAH HANIM INDRA 83009336 SCG MESB SARIAH BT HASAN 83009348 SCG MESB MARIAH BTE ABD MANAP 83009356 SCG MESB HAMIZAH BTE ABDULLAH 83009362 SCG MESB NORLIDA BINTI SULAIMAN 83009364 SCG MESB ROHAYU BTE MOHD ALI 83009370 SCG MESB MAHALEKCHMY A/P NAGOORAN 83009380 SCG MESB SUPIAH BTE MERAN 83009382 SCG MESB SHARIFAH BTE HJ HUSSAIN 83009394 SCG MESB SITI NORHUDA BT ZAINAL 83009396 SCG MESB NOR AZIAH BTE ABDULLAH 83009397 SCG MESB PARIMALA D/O PALIANAIPPAN 83009400 SCG MESB NORHANIZAH BT ZARHAN 83009407 SCG MESB SAFIAH BTE SAID 83009409 SCG MESB NORAISAH BT ABD KADIR 83009413 SCG MESB NORITA BT YAHYA 83009422 SCG MESB SITI ZAIDAH BINTI ABU SAMAH 83009423 SCG MESB SURATNI BT KATIMIN 83009425 SCG MESB JAMALIAH BT ABU KASSIM 83009429 SCG MESB NOR ZAIHAN BT MOHAMED 83009467 SCG MESB AISHAH ABDUL HADI 83009500 SCG MESB PARAMASVARI A/P SINNAPPAN 83009541 SCG MESB SITI SABARIAH BTE MOHD TAHIR 83009565 SCG MESB SHARIFAH AINI BTE ABD TAMIT 83009631 SCG MESB NOR SUZANA KASSIM 83009636 SCG MESB MUNYATI BT ABD WAHAB 83009672 SCG MESB SITI WAHEDA BTE SAHARUDIN 83009678 SCG MESB YUSRIMAH BTE YUSOF 83009680 SCG MESB SITI HAWA AHMAD 83009748 SCG MESB ZAITON BTE ABD MAJID 83009752 SCG MESB SAMSINAR BTE ABDUL RAHMAN 83009760 SCG MESB NORAISHAH BT MD SHAH 83009767 SCG MESB SITI NOOEMALA BTE NUJUM 83009778 SCG MESB NUR FATIHAH BINTI YAHYA 83009786 SCG MESB NOORFAIZAH BT ABD RAZAK 83009796 10

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ROSNITA MOHD DIN 83009820 SCG MESB SHEILA DEVI A/P MANIAM 83009864 SCG MESB NORASIKIN BTE MOHAMAD 83009891 SCG MESB FAUZIAH BT YUSOFF 83009939 SCG MESB V PARAVATHY A/P VEERAPAN 83009945 SCG MESB SITI NOR MAINIS BT SHAMSUDIN 83009958 SCG MESB NOOR ASHIKIN BTE JAMALUDDIN 83009970 SCG MESB VASANTHI A/P RAMU 83010005 SCG MESB HASLINA BTE A RAHMAN 83010012 SCG MESB NEELAPATHI A/P RAMASAMY 83010017 SCG MESB HALIJAH BINTI WAHID 83010148 SCG MESB SURIYA BT TALIB 83010193 SCG MESB T VALLAIMMAL A/P THAMBUSAMY 83010195 SCG MESB YUSNITA BT MINHAT 83010274 SCG MESB SANTHI A/P THAMBUSAMY 83010306 SCG MESB MALLIGIA A/P PALANIAPPAN 83010327 SCG MESB ROSNI BTE RAHIM 83010356 SCG MESB MAHESWARY A/P NAGAMUTHU 83010412 SCG MESB ELANDEVI A/P NALLIAH 83010451 SCG MESB NORLIZA BINTI ABU KASIM 83010463 SCG MESB NORAIDA BT MAHAT 83010491 SCG MESB ROZIAH BTE ISMAIL 83010495 SCG MESB NORAINI BTE WAN CHIK 83010497 SCG MESB ASNAH BTE JUMAHAT 83010500 SCG MESB YUSNITA BTE ABDUL JALIL 83010568 SCG MESB ZARINA BTE AHMAD 83010625 SCG MESB FAZILA BTE BAHARIM 83010626 SCG MESB SITI HAWAYAH BTE MOHD DAUD 83010631 SCG MESB JAYA JOTHY A/P SUNDARAM 83010632 SCG MESB ARBAEAH BTE SAHIL 38010640 SCG MESB FAIRUS BTE BAHARIM 83010647 SCG MESB ZAILEHA BT ZAINUDIN 83010649 SCG MESB NOR ASHIMAH BTE AKIN 83010651 SCG MESB ZURAIDA BT ZULKAFLI 83010652 SCG MESB EYON BINTI OTHMAN 83010658 SCG MESB MAGESWARY A/P SELADURAI 83010660 SCG MESB ROHANI BTE MOHD SANI 83010752 SCG MESB NORSHADILLA BT AHMAD 83010813 SCG MESB K MALA A/P KUMARASAMY 83011022 SCG MESB ZAIRINAH BINTI MAJID 83011052 SCG MESB NAZLINA BTE NASIR 83011053 SCG MESB FARIZAH BT MOHD DALI 83011056 SCG MESB ROKIAH BTE DAUD 83011098 SCG MESB NORZILA BT RAMLI 83011113 SCG MESB NORMAH BT SIDEK 83011122 11

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB NORITA BTE MOHD SAHAP 83011124 SCG MESB RAHIMAH BTE KAMARUDDIN 83011125 SCG MESB ROHAYA BASIR 83011127 SCG MESB KOGILAVANI A/P KANDASAMY 83011132 SCG MESB LETCHUMEE A/P KARUPPAIAH 83011143 SCG MESB NORANA BTE DAUD 83011144 SCG MESB MOHD ZULKARNAIN BIN MOHD ZAKI 83011147 SCG MESB RAHANA ABD RAHMAN 83011166 SCG MESB NOR AZIAN BTE ESTAR 83011168 SCG MESB BADARIAH ALIAS 83011169 SCG MESB NORLELA BTI MD NOR 83011174 SCG MESB SATHIAVATHY A/P NEELAMAGAN 83011214 SCG MESB JUNAISAH BINTI GHAZALI 83011226 SCG MESB ROHAYA BTE YUSOF 83011237 SCG MESB DEVI A/P ERESAPAN 83011244 SCG MESB NORMALA BT ISMAIL 83011247 SCG MESB PANCHAVARNAM A/P ANNAMALAI 83011251 SCG MESB FADZILAH BINTI ISMAIL 83011255 SCG MESB PUNGOTHAI A/P PANDURANGAN 83011257 SCG MESB AZLINDA BINTI ABAS 83011263 SCG MESB R SAMOONDISPARI A/P G RAMACHANDRAN 83011264 SCG MESB PATRICIA A/P AROKIASAMY 83011267 SCG MESB RAGINI A/PT KANDAN 83011269 SCG MESB MARIAMMAH A/P VENGETARAYAN 83011270 SCG MESB CHRISTINA A/P AROKIASAMY 83011271 SCG MESB NORA BINTI SIDEK 83011278 SCG MESB ZAIZAH BTE ABU BAKAR 83011391 SCG MESB JEYAMONEY A/P PAKERISAMY 83011392 SCG MESB ROSZINA BTE IDRIS 83011405 SCG MESB KARTINA BT ALWI 83011471 SCG MESB ROSZANA MD ISA 83011473 SCG MESB MASTURA BINTI TALIP 83011497 SCG MESB RATHA A/P SANKARAN 83011508 SCG MESB VIJAYA A/P BALAKRISHNAN 83011595 SCG MESB THAMILARASY A/P THANGAVELU 83011599 SCG MESB RUHANA BTI MANSOR 83011602 SCG MESB ROSENANI BT MAT NOOR 83011616 SCG MESB VANITHA A/P MYNIRETANAM 83011620 SCG MESB ZALIZA BT OTHMAN 83011630 SCG MESB NOOR AZIZAH BTE ABU BAKAR 83011652 SCG MESB NORZIAH BTE HAJI SALLEH 83011653 SCG MESB FAZLIN BINTI MUHD NOOR 83011654 SCG MESB FAIZULIZA BINTI MOHAMAD 83011680 SCG MESB ZAM HAYATINA BT ABDULLAH 83011725 12

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB SITI AISHAH BINTI MANSOR 83011730 SCG MESB SITA A/P GOPAL 83011733 SCG MESB FATIMAH BINTI AHMAD 83011820 SCG MESB SELVI A/P RAMAN 83011827 SCG MESB M RENUKAVATHY A/P MURGAN 83011873 SCG MESB NOR MALA BT ABDUL HAMID 83011890 SCG MESB RUBY SARAL A/P S SWAMPILLAI 83011924 SCG MESB ZAINORA BTE SULAIMAN 83011948 SCG MESB NOORIZAH BTE KASSIM 83011962 SCG MESB RAGESWARI A/P ARUMUGAN 83012024 SCG MESB MALA A/P MARAPA 83012117 SCG MESB PARAMESWARI A/P ARUMUGAM 83012212 SCG MESB FAZLINA BTE AHMAD 83012213 SCG MESB DEVI A/P GOVAL 83012217 SCG MESB SAPIAH BINTI MOHD ALI 83012250 SCG MESB NOR GIAH BINTI TALIP 83012251 SCG MESB RAJAMONEY A/P KATLIAMUTTHU 83012255 SCG MESB EDI ZURAIMI B SHAMSUDIN 83012295 SCG MESB SOLITHA DEVI A/P PUNACHAND 83012351 SCG MESB THANAM A/P RATNASAMY 83012352 SCG MESB RODZIAH BINTI MOHAMED DIAH 83012357 SCG MESB MARRAYEE A/P KUPPUSAMY 83012382 SCG MESB TAMILSELVI A/P SINGARAVELO 83012392 SCG MESB GANAGESWARY A/P RAJOO 83012418 SCG MESB SALMAH BTE SARIF 83012495 SCG MESB HASNAWATI BINTI JAMALUDIN 83012610 SCG MESB NORAZIMAH BINTI SUKIJAN 83012630 SCG MESB NORAZIDAH BT JOHARI 83012716 SCG MESB SARASAH A/P RAJARETNAM 83012725 SCG MESB ROHANA BT AHMAD 83012768 SCG MESB ZAIDA BINTI ADAM 83012792 SCG MESB ELLAMAH A/P KUPPUSAMY 83012797 SCG MESB MANIARUSU A/L SINUAM @ SINNIAH 83012842 SCG MESB NOR DARMIZA BT MUHAMAD NOR 83012859 SCG MESB NOR AZZAH DERASIK 83012863 SCG MESB KAUSALYA DEVI A/P SOKKAKOUNDER 83012894 SCG MESB SHIAMLA DEVI A/P I SUBRAMANIAM 83012895 SCG MESB SANTHA A/P RAMAN 83012969 SCG MESB ZAIDAH BINTI SUKAIMI 83013076 SCG MESB MAZURA BT ZAKARIA 83013135 SCG MESB ZAIMAH BINTI AHMAD 83013242 SCG MESB NORZEHAN BT ABD MALIK 83013248 SCG MESB DELIAH BT ABAS 83013255 SCG MESB SUZAINI BTE IBRAHIM 83013312 13

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB B SAWNDESWARY A/P BALAKRISHNAN 83013374 SCG MESB RUSLIZA BTE HUSSIN 83013465 SCG MESB CHITHRAH DEVI D/O P. KRISHNAN 83013469 SCG MESB MOHD IDHAM B MD IDERIS 83013482 SCG MESB ALAUDIN BIN ALWI 83013487 SCG MESB EMELLIA BTE ZULKIFLI 83013499 SCG MESB THANAM A/P RAMAAPPUDU 83013507 SCG MESB NORIDA BINTI ABDUL MANAP 83013560 SCG MESB SITI MAHAWA BINTI OTHMAN 83013618 SCG MESB MIRA BINTI ZAIN CASTILLO 83013644 SCG MESB NORAZIYAH BINTI OTHMAN 83013652 SCG MESB ROHAYA BINTI OTHMAN 83013670 SCG MESB S. SARALA A/P SUBRAMANIAM 83013672 SCG MESB NORIANA BINTI AMAT 83013685 SCG MESB SELVEE A/P VELUSAMY 83013708 SCG MESB HATIJAH BINTI JANTAN 83013726 SCG MESB JAMUNARANI A/P MARUTHAMUTHU 83013892 SCG MESB SHAIDATUL AKMAR BT RAMLI 83013989 SCG MESB NOR HUZAIMAH BINTI MODH DIN 83014032 SCG MESB UMADEVI A/P BASKARAN 83014114 SCG MESB NAFSIAH BTE MAT SHAM 83014147 SCG MESB THAYALANI A/P RAJENDRAN 83014167 SCG MESB KAMISAH BT MOHD TAHAR 83014174 SCG MESB NORHAYATI BINTI MOHAMED SHAH 83014195 SCG MESB NURHAYATI BTE YUSOF 83014196 SCG MESB YUSRIZANA BTE BORHAN 83014204 SCG MESB RAHIMAH BINTI ABDUL KARIM 83014220 SCG MESB DANA LETCHUMI A/P SUBRAMANIAM 83014221 SCG MESB ESVARI A/P SUPAYAH 83014222 SCG MESB ROSLINA BT RAMLI 83014242 SCG MESB MASZURA BINTI MAT SHAH 83014296 SCG MESB MARLIANA BT RAZALI 83014309 SCG MESB ROSNAH BINTI NYAN 83014325 SCG MESB NORNITA BTI MAHADI 83014331 SCG MESB ZAMLINDA BINTI KAMARULZAMAN 83014332 SCG MESB SHARIFAH MAIZATULISMA BT S. ISMAIL 83014333 SCG MESB MAFUZAH BINTI IDRIS 83014390 SCG MESB SITI AJAR BINTI IBRAHIM 83014423 SCG MESB NOOR ZALLINAH BINTI HASHIM 83014469 SCG MESB NORHAZLINA BTE MOHD 83014472 SCG MESB MAGESWARI A/P MANIAM 83014519 SCG MESB P. GANASAYUNTHARI A/P PACKIANATHAN 83014553 14

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ROSSAMEDAH BT KASAN 83014581 SCG MESB NORAMIZAH BT NORDIN 83014628 SCG MESB NORLIZA BT NAIM 83014629 SCG MESB ZAMNURIZAN BT MARZUKI 83014630 SCG MESB ILDA NORHAIM BINTI ABDUL RAHIM 83014632 SCG MESB NORHAMIZI BIN NORDIN 83014684 SCG MESB SHAMSINOR BTE MOHD ALIAS 83014707 SCG MESB GOPE A/L ATHNIANNAN 83014714 SCG MESB ABDUL RAHMAN BIN JAAFAR 83014797 SCG MESB NORLIZA BINTI MAMAT 83014827 SCG MESB RAMESH A/L SUBRAMANIAM 83014858 SCG MESB LETCUMY A/P T VIJAYA RENGAM 83014863 SCG MESB NORA BTE BAHARUDIN 83014868 SCG MESB S NORA BT AHMAD 83014871 SCG MESB SUTINAH BINTI WAHID 83014983 SCG MESB THILAGAVATHY A/P RAMALINGAM 83015067 SCG MESB TANAM A/P RAMALINGAM 83015068 SCG MESB RASYDIAH BINTI HARUN 83015081 SCG MESB PARVATHI A/P SANASI 83015082 SCG MESB INDRAN A/L SUBRAMANIAM 83015140 SCG MESB AZMI B. ALWI 83015142 SCG MESB MERIAM BINTI JUMAHAT 83015163 SCG MESB ROHAYATI BT SAMAD 83015164 SCG MESB FARIZAH BT YAHAYA 83015234 SCG MESB NORHANEM BINTI ABD AZIZ 83015248 SCG MESB MUMTAZ A/P A. RAZAK @ MACHAP 83015250 SCS MESB HAFIZAH BINTI MOHD ASHIM 83015253 SCG MESB NORIZAH BINTI IBRAHIM 83015255 SCG MESB ROKIAH BINTI SANUSSI 83015263 SCG. MESB BACHTIAR BIN DERIS 83015269 SCG MESB HAZLINDA BINTI SHAPAWI 83015299 SCG MESB HAIRUL BIN BAHUDIN 83015323 SCG MESB NORIHA BINTI BAHARUDDIN 83015336 SCG MESB MOHD SUKRRY BIN MOHD NOOR 83015341 SCG MESB ROJA RAMANI A/P SELVARAJU 83015352 SCG MESB PARAMESWARI A/P THEVARASU 83015396 SCG MESB SALBIAH BTE MAT NOR 83015414 SCG MESB YUZRIHARJONI BIN RIZMAN 83015431 SCG MESB LOKMAN BIN MAAROF 83015435 SCG MESB SITI RAWATI BINTI ISHAK 83015498 SCG MESB JUWINI BTE SAJI 83015506 SCG MESB MAHANI BINTI EDOT 83015510 SCG MESB NORAINA BINTI CHE MAT 83015524 SCG MESB SABARIAH BT ABDUL RAHMAN 83015539 SCG MESB RAJAN A/L NAMA SOWAYAN 83015561 15

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ABDUL JAMAL BIN ABDUL MANAP 83015588 SCG MESB HAMIDAH BT OMAR 83015589 SCG MESB JASLINA BTE SALIM 83015590 SCG MESB ZAHANI BINTI ISMAIL 83015596 SCG MESB MAZLAN BIN MOHAMAD ZIN 83015667 SCG MESB MOHD HASLIZAN BIN SALEHUDDIN 83015672 SCG MESB SIVARAJA A/L MAHAN 83015683 SCG MESB SURIANI BTE ZAINAL 83015684 SCG MESB MUN YUEN LEN 83015715 SCG MESB ROHANA BINTI OSMAN 83015791 SCG MESB SHAMSINAR BINTI BAHAROM 83015802 SCG MESB SANTHA A/P NARAYANAN 83015811 SCG MESB MASNAH BT IBRAHIM 83015814 SCG MESB ROZANA BINTI IMSAIL 83015878 SCG MESB RIZAL BIN ABDUL RAHMAN 83016017 SCG MESB CHU KIM HONG 83016018 SCG MESB NOR SHUHANA BINTI HASAN 83016060 SCG MESB SARA BINTI ABDUL KADER 83016065 SCG MESB SITI MARYAM BT OTHMAN 83016074 SCG MESB ZANIZAH BT ABU BAKAR 83016075 SCG MESB ZAIMAH BT ZAINAL 83016078 SCG MESB ZAZALINA BTE GHAZALI 83016083 SCG MESB ROHANI BINTI YUNUS 83016112 SCG MESB NORAMLIAH BINTI MOHAMED RAMBLEY 83016122 SCG MESB NORRIFAH BINTI YAHYA 83016124 SCG MESB GUNESWARY A/P BATA LINGGAM 83016212 SCG MESB RAFIDAH BINTI OMAR 83016236 SCG MESB NORMALA BINTI HASHIM 83016238 SCG MESB MOKANAH A/P DHANARAJU 83016239 SCG MESB PALANIAPAN A/L ARUMUGAN 83016259 SCG MESB SALIENA BINTI MALEK 83016272 SCG MESB SATHIAMOHAN A/L SOMASUNDRAM 83016279 SCG MESB MOHD SHAMSUL BIN SAHARI 83016284 SCG MESB SITI NORHASLINA BT ZAKARIA 83016312 SCG MESB SITI NOOR ASIAH BINTI ZAKARIA 83016313 SCG MESB ROSLINDA BT OTHMAN 83016335 SCG MESB SITI AISHAH BINTI RAMADZAN 83016336 SCG MESB ROHAYA BINTI RAMLI 83016459 SCG MESB NORAZNIM BINTI ADNAN 83016465 SCG MESB SITI MARIAM BINTI ANVAR @ MOHD ANVER 83016466 SCG MESB ANBUNCH SELVI A/P RAMAN 83016501 SCG MESB ROSHARIZA BINTI RAMLAN ROES 83016504 SCG MESB ZURINA BINTI MOHD DAUD 83016509 16

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ROSLINDAH BINTI MOKTAR 83016527 SCG MESB KASTHURI A/P SATAYANAZAM 83016541 SCG MESB VANITHA A/P MANOHARAN 83016542 SCG MESB JAYAMALAR A/P MANOHARAN 83016543 SCG MESB NOOR AZLINA BINTI MOHD YUSOP 83016545 SCG MESB MALIAH BINTI OTHMAN 83016561 SCG MESB HAZELINA BINTI HARUN 83016577 SCG MESB NALINY A/P SELADURAI 83016588 SCG MESB SUBARDINI BT KATIMIN 83016613 SCG MESB FARINA BINTI LOKMAN 83016614 SCG MESB VANITHA A/P PARAMASIVAM 83016647 SCG MESB JANAKI A/P SINNASAMY 83016685 SCG MESB SUPPAMMAH A/P G. PAVADAI 83016751 SCG MESB MALIKA A/P KUNJAPPAN 83016752 SCG MESB VIKNESWARAN A/L RAMAN 83016804 SCG MESB NAGARAJAN A/L VISUNATHAN 83016806 SCG MESB NORMA BINTI RAMLI 83016823 SCG MESB HALWANI BT HASSAN 83016832 SCG MESB HARTINI BINTI RIPIN 83016837 SCG MESB SITI HALIMAH BINTI BAKAR 83016840 SCG MESB FARIDAH BINTI HAJI MAHMUD 83016860 SCG MESB SHARIDAH BINTI UJANG 83016866 SCG MESB RAJESWARY A/P RAMASAMY 83016872 SCG MESB SURINDER KAUR A/P HARJIT SINGH 83016880 SCG MESB NOR AZLINA BINTI ALIAS 83016897 SCG MESB WAN ROSTEE BINTI MOHAMAD HUSSIN 83016984 SCG MESB SUHAIDA BINTI ABDUL SUKUR 83016987 SCG MESB MOHD AZLAN BIN DOLLAH 83016996 SCG MESB MUHAMMAD SAIFUL RIZAM BIN MD KHALIB 83016997 SCG MESB MARHANA BINTI MOHD PADLI 83017005 SCG MESB ERMA SHARMIZA BINTI ABDUL RAHIM 83017017 SCG MESB ISMADALITA BINTI ABD RAIS 83017018 SCG MESB FUZIAH BINTI MAJID 83017020 SCG MESB POZIAH BINTI YUSOF 83017027 SCG MESB NORSHIAH BT NORDIN 83017032 SCG MESB RAHAYU BINTI ABU HASSAN 83017044 SCG MESB MAIMON BINTI ALIAS 83017046 SCG MESB NOR AZAH BINTI AZIS 83017058 SCG MESB HASNAH BINTI HASSAN 83017059 SCG MESB NORMAH BINTI MOHD NOH 83017077 SCG MESB KAMARIYAH BT ADAM 83017120 SCG MESB NOR ZUHAILA BINTI BORHAN 83017173 17

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB KANAGAVALII A/P SURAMANIAM 83017210 SCG MESB ZURIANA BINTI MOHD ZAIN 83017224 SCG MESB ZAMREE BIN AHMAD 83017269 SCG MESB ZAZLIA BINTI MOHD YUSOF 83017290 SCG MESB MUHAMMAD FAIZUL BIN MD SAAT 83017344 SCG MESB PAIROS BT AB. GHANI 83017401 SCG MESB KASMAWATI BINTI MOHD YUSOFF 83017454 SCG MESB NORMAH BT MOHD YUSOF 83017537 SCG MESB LETCHUMIAMMAH A/P SUBRAMANIAM 83017558 SCG MESB NORHAYATI BTE MUHAMMAD 83017613 SCG MESB AZLI SHAM BIN KHAIRUDDIN 83017630 SCG MESB MOHAMAD KADIR B. ABDUL KARIM 83017722 SCG MESB CHU KIM SWEE 83017742 SCG MESB MOHD YUSNIZAM BIN MINHAT 83017748 SCG MESB MOHD AZALI BIN ABU 83017749 SCG MESB NANI SUHAILAH BINTI ABDUL RAHMAN 83017791 SCG MESB JEYANTHI A/P VALAITHAM 83017846 SCG MESB MAZURA BINTI TAHAR 83017847 SCG MESB MAZNAH BT ADAM 83017882 SCG MESB NORSITAH BTE MOHAMAD 83017885 SCG MESB ROSNEH BTE ABD JALIL 83017897 SCG MESB HASLIZA BT DERAMAN 83017914 SCG MESB MATIAH BINTI ARIB 83017917 SCG MESB HAMIZAN BIN JAAFAR 83017932 SCG MESB ANIEZA BT AHMAD 83017957 SCG MESB ANUAR BIN MOHD SAID 83017963 SCG MESB MAZRAH BT MOHD ZIN 83018016 SCG MESB AZLI BIN MOHAMAD RAN 83018036 SCG MESB MUHAMAD FAUZI BIN YAHYA 83018038 SCG MESB NORZAIDI BIN MD NOR 83018039 SCG MESB ZULKIFLI BIN MAT 83018075 SCG MESB ABD MALEK BIN ABD GHANI 83018082 SCG MESB MASNITA BINTI MOHD 83018135 SCG MESB NORSALILIWATI BINTI MOHAMED SALLEH 83018176 SCG MESB NESAMALAR A/P VERAMALI 83018248 SCG MESB MOHD YAZID BIN LATIFF 83018260 SCG MESB ROSNAH BINTI IMSAIL 83018292 SCG MESB ZAITON BINTI IMSAIL 83018293 SCG MESB HEZALINDA BINTI ABDUL JAMAL 83018296 SCG MESB KHADIJAH BINTI HUSSIN 83018297 SCG MESB SERI SARBARNUM BINTI AB RAHMAN 83018302 SCG MESB ACHMAD FAIZUL BIN BOLIA 83018306 18

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ROSELEIN A/P DAVID 83018307 SCG MESB FAZULITA AZMA BINTI AMIR HAMZAH 83018326 SCG MESB RUSNAH BINTI MD YUSOFF 83018332 SCG MESB ROSMAWARNI BINTI MOHD ISA 83018351 SCG MESB MUHAMMAD BIN HASSAN 83018357 SCG MESB KETHA A/P RALATHI @ KANNIA SEELAN 83018359 SCG MESB NORAFI ZAL BIN YAAKOP 83018362 SCG MESB MARLIKA A/P RENGASAMY 83018396 SCG MESB SUZITA BINTI KAMARUDDIN 83018418 SCG MESB NORRIZAH BINTI HARUN 83018424 SCG MESB FADILLAH BT MARJURI 83018445 SCG MESB FAZLYA ASYURA BINTI MOHAMMAD NOOR 83018446 SCG MESB NELLY ARIYANTY BINTI KAMARALZAMAN 83018449 SCG MESB SALMAH BINTI MD YUSOH 83018454 SCG MESB NORAIDA BINTI MISPAN 83018473 SCG MESB ROHANA BINTI MATMAN 83018478 SCG MESB ZABINAH BINTI SAAT 83018481 SCG MESB PNITAH A/P SUNDRARAJ 83018496 SCG MESB NORHAYATI BINTI ZAINAN 83018503 SCG MESB NOR FARIZA BINTI MUHAMMAD NOR 83018560 SCG MESB ALAGHEE A/P P. PITCHAYA 83018563 SCG MESB AZIZAH BINTI MD JAN 83018612 SCG MESB MARILYN MINDA ANAK ENGKULAU 83018614 SCG MESB SITI SALIZA BINTI ZAKARIA 83018617 SCG MESB NORAZIZAH BINTI HASSAN 83018730 SCG MESB SUZAYA BINTI SALLEH 83018733 SCG MESB NORHAFIZAH BINTI MOHD NOR 83018791 SCG MESB NORAIDAYATI BINTI ABDUL KADIR 83018795 SCG MESB FARID BIN AHMAD 83037627 SCG MESB SELLAPAN A/L S MUTHUCHELLAPAN 83007510 SCG MESB CHOY CHAN YONG 83007524 SCG MESB LOH BOON SZE 83008062 SCG MESB ABD GHANI KEDAH 83008786 SCG MESB TEE PUAT HWEY 83009586 SCG MESB ROSELI BIN MOHD YUSOF 83012896 SCG MESB WILLIAM JOSHUA A/L JAMES JOSHUA 83014522 SCG MESB ABDUL RAHMAN B ABD MALEK 83001177 SCG MESB SUZANA BT ABDULLAH 83006599 SCG MESB NOORSHAM BIN OTHMAN 83007646 SCG MESB ABDUL RAZAK BIN AZIZAN 83008409 SCG MESB MOHD BADARUDIN BIN ABD MAJID 83012831 19

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ZAKARIA BIN HASHIM 83015696 SCG MESB ZALIHA BTE HASSAN 83000338 SCG MESB PUVANANDRAN S/O KARUPPIAH 83002889 SCG MESB GANESA MOORTHY SUBRAMANIAM 83003393 SCG MESB D RAMACHANDRAN S/O DURAISAMY 83004469 SCG MESB LAU SIONG CHO 83006392 SCG MESB MOKHTAR BIN MAMAT 83006570 SCG MESB LOW SENG CHUAN 83007397 SCG MESB MARK ANAND THOMAS 83009226 SCG MESB AMIR RASLAN BIN YAHYA 83009286 SCG MESB AHMAD DARZI BIN UMAR 83010564 SCG MESB LIM JEW TUANG 83011550 SCG MESB HANAZLI BIN ABDUL HALIM 83011551 SCG MESB MOHD YUSOF BIN ABDULLAH 83012081 SCG MESB KHAIRANI BTE MUKTAR 83012100 SCG MESB MAZLAN BIN JELAVADIN 83012161 SCG MESB M KUMARAN A/L MARIMUTHU 83012323 SCG MESB SAIFUL ALJUFFRY BIN OSMAN 83012564 SCG MESB LEE CHEE HWEE 83012835 SCG MESB RAVEE A/L RAMASAMY 83012907 SCG MESB WONG WEI CHUAN 83013096 SCG MESB CHONG NGAI YUIN 83013098 SCG MESB VIKNESWARAN A/L SINNIAH 83013102 SCG MESB LIM YEW KUIN 83013420 SCG MESB THINAKARAN A/L M. GOVINDASAMY 83013446 SCG MESB LEONG YEOW LEE 83013552 SCG MESB ANANDTHAN A/L KRISHNASAMY 83013575 SCG MESB MD RAZMI BIN ABDUL KARIM 83015574 SCG MESB ROFLIZAN BIN IBRAHIM 83015634 SCG MESB RAJASEGARAN A/L SAMIKANNU 83015691 SCG MESB YAP KIM WAH 83015735 SCG MESB TAN CHEE SENG 83016224 SCG MESB TAN HOU SIONG 83016904 SCG MESB NOOR MOHAMMAD IZAAZUL AKBAR BIN ISHAK 83016952 SCG MESB SHEILA DEVI A/P RAMAN 83017206 SCG MESB GANESAN A/L PONNUSWAMI 83017527 SCG MESB NG CHEW YAN 83017595 SCG MESB WONG CHEE KEONG 83017704 SCG MESB ABDUL RAZAK BI M. IDRIS 83017763 SCG MESB LIM CHONG DIEN 83017768 SCG MESB MUNIANDY A/L SHUNMUGAM 83017838 SCG MESB PRAKESH A/L V. SUBRAMANIAM 83017977 SCG MESB RAYMOND LEE KUAN SENG 83017997 SCG MESB KWAN CHEE KEONG 83018225 20

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB KUMARAN A/L KRISHNAN 83018531 SCG MESB MOHD AZAHAR BIN MOHD NOOR 83018532 SCG MESB REZAWATI BINTI ISMAIL 83018721 SCG MESB AFIZA HARTINI BINTI ZULKIFLI 83018739 SCG MESB MAHSURI BT ADAM 83000036 SCG MESB PHILOMENA D/O LOUIS 83000045 SCG MESB B PADMANABAN 83000243 SCG MESB VINCENT P LOURDES 83000363 SCG MESB BADRULHISHAM B AB RAHMAN 83000366 SCG MESB JUNAIDAH ONG BINTI ABDULLAH 83000620 SCG MESB TANG KOOK LEONG 83003232 SCG MESB WONG FOOK SENG 83003425 SCG MESB RAJASAGARAN S/O GOVINDARAJOO 83004084 SCG MESB GOBAL A/L DEVARAJOO 83004401 SCG MESB AB AZIZ BIN ABDULLAH 83004413 SCG MESB MOHD JOHARI BIN JAAFAR 83004809 SCG MESB MOHD NASIR B MOHD MASBAH 83005031 SCG MESB CHUA TIOW ENG 83005367 SCG MESB LORHENDREN S/O PARUMAL 83005371 SCG MESB PRENTHAVAN A/L SELVANAYAKAM 83005671 SCG MESB LOY SAI YU 83005743 SCG MESB HON KAI MOO 83005830 SCG MESB KAMARUDIN BIN OTHMAN 83006346 SCG MESB CHAN MAY PING 83006355 SCG MESB JOHARI AMRAN B WAZIR 83006514 SCG MESB ABDUL RAZAK B TAJUL AMAR 83006681 SCG MESB NAHARUDIN BIN HASHIM 83006870 SCG MESB MUHAMMAD NANDA BIN ABDULLAH 83006873 SCG MESB YAP YIEN FONG 83007063 SCG MESB SURESH KUNALAN 83007515 SCG MESB ONG CHUN KIE 83007546 SCG MESB VADIVELOO S/O KRISHNAN 83008090 SCG MESB ZAHARI BIN ALI 83008230 SCG MESB LOH CHEE CHIN 83008243 SCG MESB VENKATARAMANA S/O APPALANAIDU 83008248 SCG MESB PALANISAMY A/L PALANY 83008300 SCG MESB MOHD MISRI BIN DOLLAH KANAN 83008537 SCG MESB ROSMAN BIN MANSOR 83008585 SCG MESB NAVENDRAN A/L M. DORAISAMY 83008632 SCG MESB NATHAN SOMAYAH 83008744 SCG MESB HASHINORDIN BIN HASHIM 83008789 SCG MESB MOHAN A/L RAMASAMY 83009136 SCG MESB NOOR DAHALAN B HASHIM 83009151 SCG MESB MOHD ZULKAMAL PUNNIA BIN ABDULLAH 83009244 21

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB HAMDAN BIN LAM 83009326 SCG MESB FAISAL BIN ZAINUDDIN 83009341 SCG MESB MOHD RIDZRUAN BIN ABU 83009345 SCG MESB AMIR HAMZAH BIN ISMAIL 83009389 SCG MESB TAN SENG LEE 83009446 SCG MESB SEGAR S/O KUPPUSAMY 83009737 SCG MESB HALIMY MAHENDRA BIN NAZARUDDIN 83009740 SCG MESB ABD MUTOLIB BNIN ABD WAHAB 83010563 SCG MESB HARMOHAN SINGH A/L HARDAM SINGH 83010566 SCG MESB SUHAIZAN BIN MOHD SABUDIN 83010662 SCG MESB SURIAKUMAR A/L SUBRAMANIAM 83010667 SCG MESB WONG CHOON WEI 83010687 SCG MESB RUDZI BIN USOR 83010729 SCG MESB SAUFI BIN ZAKARIA 83010730 SCG MESB RAMLI BIN MOHD AHIR 83010914 SCG MESB MOHD ADY SHAHRIN B SABIRIN 83011010 SCG MESB ANITA BT MOHD @ SEMAN 83011035 SCG MESB HO JENN THAIR 83011036 SCG MESB AZMI ABDULLAH 83011210 SCG MESB AMRAN BIN OTHMAN 83011211 SCG MESB AMRAN BIN AB RAHMAN 83011449 SCG MESB ZULKIPLI BIN AHMAD 83011458 SCG MESB MOHD SHAHRIL BIN ISMAIL 83011459 SCG MESB MOHD NORDIN B MOHD ZIN 83011584 SCG MESB CHOI KOK TONG 83011586 SCG MESB CHOY SOON SING 83011750 SCG MESB VALLIADAM A/L MURUGAYAH 83011751 SCG MESB LEE BOON TIONG 83011764 SCG MESB GEALE FONSEKA 83012162 SCG MESB SHAROM BIN REDZUAN 83012324 SCG MESB KUMARA RAJA A/L CHINNATHAMBY 83012636 SCG MESB VASUTHEVAN A/L NANUKUTTAN PILLAI 83012645 SCG MESB MOHAMAD HIDZIR ABDUL GHANI 83012829 SCG MESB NOOR AZIZ IBIN HASHIM 83012902 SCG MESB ZAMANI B KANDIS 83013251 SCG MESB RAJASEGARAN S/O SUBBAIAH 83013300 SCG MESB PALANIAPPAN A/L SUNDRAM 83013301 SCG MESB MANIMARAN A/L BALAKRISHNAN 83013303 SCG MESB HOW CHOON ANN 83013395 SCG MESB MD YUSOF BIN SILONG 83013529 SCG MESB SUNDRAMURTHI A/L JOSHUA 83013531 22

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB ALANAS BIN HUSIN 83013551 SCG MESB LEE YUE MING 83014183 SCG MESB JOHN ARULDASS A/L ARUL JAYAPAL 83014434 SCG MESB SITI HALIJAH BINTI TALIB 83014478 SCG MESB NALLAKARUPPAN A/L MANIKAM 83014479 SCG MESB THEVARAJAN S/O AYANARAPPAN 83014557 SCG MESB ROZALI BIN AB MANAF 83014769 SCG MESB BALAKRISHNAN S/O SUNDARAJU 83015051 SCG MESB MOHD NAZIRILLAH BIN OTHMAN 83015123 SCG MESB OTHMAN BIN ABD RAHMAN 83015302 SCG MESB SUBARAMNIYM A/L SENIVASAN 83015306 SCG MESB PREMUKUMAR A/L SUHANDIRA VIRAN 83015312 SCG MESB MOHD RAZIP BIN SAMAN 83015467 SCG MESB JAGJEET SINGH S/O AJMIR SINGH 83015523 SCG MESB ZAMRI BIN ALUS 83015635 SCG MESB KAMARUZAMAN BIN MOHAMAD ALI 83015692 SCG MESB ANBALAGAN A/L ADAKIAN 83015694 SCG MESB LIM BOON KEONG 83015733 SCG MESB ANDREW A/L LUKAS 83015737 SCG MESB ZAMRI BIN MAHMOOD 83015738 SCG MESB CHOW WAI TUCK 83015739 SCG MESB SIVA SUPPU S/O RAMASAMY 83015748 SCG MESB SULAIMAN BIN ABD WAHAB 83015781 SCG MESB SENGGARAN A/L SOOINARAYANAN 83015787 SCG MESB CHON KOK YIN 83015809 SCG MESB KAMAROZAMAN BIN YAACOB 83015817 SCG MESB THIAKU A/L VYTHILINGAM PILLAI 83017152 ScG MESB HOW KOK CHUNG @ HO KOK CHUNG 83017306 SCG MESB ADZHAR BIN ALIAS 83017603 SCG MESB WANG SOON WEI 83017709 SCG MESB MOHD YUSNI BIN MOHD YUSOFF 83017728 SCG MESB CHANTHIRAVANNAN A/L SUBRAMANIAM 83017762 SCG MESB HASPIRUDIN BIN BASIRON 83017773 SCG MESB GOBU A/L VANNIMUTHU 83017843 SCG MESB SHAMSUDIN BIN ABU 83017866 SCG MESB SAIFUL BAHARI BIN TALIB 83017928 SCG MESB WONG POH HENG 83017994 SCG MESB NARENDRA A/L HARICHANDRA 83018007 SCG MESB YOHANANTHAN A/L VIVEGANANTHAN 83018101 SCG MESB SAIFUL AZMI BIN HAMZAH 83018105 SCG MESB TAMIL SELVAN A/L THIRUMALAI 83018129 SCG MESB WAN MOHD ZUHAIRIN BIN MD ZAKI 83018130 23

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MESB NISMAN BIN WAGIH 83018578 SCG MESB DOROTHY FERNANDEZ 83003270 SCG MESB DARLING VIJAYA KUMARI A/P KUMARAN 83006299 SCG MSSB JAHARAN NGADIRON 83001166 SCG MSSB NOREELA AMAT 83002245 SCG MSSB MISCHOM MOHD ARIF 83002495 SCG MSSB RAKIAH BAHARUDIN 83002801 SCG MSSB TAN BEE FEN 83004150 SCG MSSB SHARIFAH AZWAN SYED ALI 83004276 SCG MSSB RABIAH KASIM 83004563 SCG MSSB NORLIAH BT SHARARUDIN 83005981 SCG MSSB TENGKU SALWA BT TENGKU REDZUAN 83005986 SCG MSSB PARVATHY A/P CHAKARAPANY 83005988 SCG MSSB ZAINAB BT OMAR 83006341 SCG MSSB ROKIAH BT GHAFAR 83006439 SCG MSSB NORIDAH BINTI NUNET 83006843 SCG MSSB AZIZAH BT ABDULLAH 83007992 SCG MSSB SHILA NAIR A/P SREENIVASAN 83008495 SCG MSSB ZALEHA BTE BAHARIN 83008598 SCG MSSB YUSRIANI BT MD YUSOFF 83008664 SCG MSSB FOUZIA BTE MAHAMAD HAMLI 83008809 SCG MSSB ZAITON BTE HASHIM 83009112 SCG MSSB RUSNAH BTE RAMLI 83009857 SCG MSSB HARIYATI BTE MOHAMAD 83010036 SCG MSSB ROHAYA BTE AHMAD 83010231 SCG MSSB NORAZAH BTE AB AZIZ 83010341 SCG MSSB SARIDAH RAHMAT 83010407 SCG MSSB ROZZIAH BT RAHMAT 83010437 SCG MSSB ROSMALIZA BT ROSLY 83010559 SCG MSSB ZUNALIZA BTE RAMLAN 83010770 SCG MSSB CHITTRA A/P MUNION 83011107 SCG MSSB KALIAMAH A/P MUNIANDY 83011501 SCG MSSB AZMAH BTE KHALID 83012475 SCG MSSB NORA BINTI MOHAMAD 83013189 SCG MSSB ZALEHA BTE YAAKUB 83014426 SCG MSSB FATIMAH BINTI OMAR 83017103 SCG MSSB MARIANI MASARI 83000085 SCG MSSB MIDAH A TALIB 83000676 SCG MSSB MAZNAH MANAP 83000711 SCG MSSB NORMA MD NOR 83001212 SCG MSSB HABSHAH BT OTHMAN 83001605 SCG MSSB EMRAH HJ ABD RAHMAN 83001929 SCG MSSB RUDZIAH AHMAD 83002349 24

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NAHOO KRISHNAN 83002366 SCG MSSB SEPIAH TAHA 83002388 SCG MSSB BEDAH BAHARUN 83002444 SCG MSSB RAZIAH ELIAS 83002450 SCG MSSB NORMAH SALIM 83002469 SCG MSSB KAMSIAH KHAMID 83002552 SCG MSSB ZAWIYAH ISA 83002579 SCG MSSB HASNAH ABD MAJID 83002862 SCG MSSB UBAIDAH MD NOR 83003191 SCG MSSB NORHAYATI HAMZAH 83003276 SCG MSSB THAM YOCK LAN 83003610 SCG MSSB SHARIYAH SHAMSUDIN 83003680 SCG MSSB SATHEESWARI MUNISAMY 83003721 SCG MSSB HASNAH SHININ 83003818 SCG MSSB ZAINUN RASIP 83003842 SCG MSSB SHARIFAH AB HAMID 83003903 SCG MSSB ASMAH YAACOB 83003932 SCG MSSB SABARIAH ISMAIL 83003933 SCG MSSB AZIZAH ISHAK 83004327 SCG MSSB BADARIAH ABD SAHAK 83004509 SCG MSSB SARAH BUDIN 83004524 SCG MSSB NORHASNI ALOM 83004600 SCG MSSB HAMINAH SHARIFF 83004676 SCG MSSB SITI MARIAM MD TAP 83004789 SCG MSSB SAW LEA SENG 83004853 SCG MSSB NORIAH JAAFAR 83004929 SCG MSSB ROSIMAH JUMAAT 83005083 SCG MSSB NORIZAH SULAIMAN 83005288 SCG MSSB SARATHA SUBRAMANIAM 83005380 SCG MSSB NOR ASMAH YAHYA 83005463 SCG MSSB NORLAILA HASHIM 83005515 SCG MSSB NOR BT WAHAB 83006108 SCG MSSB FAUZIAH HANIM BT ARSHAD 83006109 SCG MSSB KADARIAH BT Z ABIDIN 83006186 SCG MSSB HAMIDAH IBRAHIM 83006216 SCG MSSB ZAINON BT ALIM 83006288 SCG MSSB SHARIPAH BT HJ NORDIN 83006433 SCG MSSB ROSLAILI BT JUNAN 83006450 SCG MSSB AINAH KASSIM 83006604 SCG MSSB SHARIFAH BT SULAIMAN 83006642 SCG MSSB ROHANI BT YUSOFF 83006668 SCG MSSB RUSNANI BINTI ABDUL HAMID 83006678 SCG MSSB MUTHAMMAH A/P VELAEDEN 83006692 SCG MSSB ZAUWIYAH BT MAT JUSOP 83006714 SCG MSSB SRI LATHA A/P SELLAMUTHU 83006821 25

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB KAMISAH BT KARIB 83006846 SCG MSSB NIRMALA THEVY D/O PALANISAMY 83006894 SCG MSSB MAZANAH BTE MOHD ZAIN 83006948 SCG MSSB NORSHAM IBRAHIM 83006975 SCG MSSB NORLIZA BTE HASHIM 83006992 SCG MSSB NORAINI HUSSIN 83006993 SCG MSSB NORLELA BT BUSIN 83007007 SCG MSSB ZALEMA BT MOHD AWAL 83007013 SCG MSSB NORAZIZAH ABDULLAH 83007024 SCG MSSB ZAINAB BT MAHMUD 83007032 SCG MSSB ROSZALINA BT MOHAMMAD ALI YASIN 83007052 SCG MSSB PUSHPALATHA FRANCIS JAVIER 83007094 SCG MSSB ROHANA BTE ABDULLAH 83007110 SCG MSSB M MUNIAMAH A/P MUNUSAMY 83007155 SCG MSSB LAW CHEE FEE 83007203 SCG MSSB TAMILKODI A/P SAMIKKANDO 83007228 SCG MSSB SALIAH BT MOHD TAB 83007237 SCG MSSB ROHANI BT ABDUL JALIL 83007281 SCG MSSB USHARANI A/P KRISHNASAMY 83007298 SCG MSSB SIOW LEE CHING 83007366 SCG MSSB SITI FATIMAH BT TALIB 83007425 SCG MSSB SARIMAH MAAROF 83007437 SCG MSSB ZALINA JIDIN 83007442 SCG MSSB J P SHELLY 83007803 SCG MSSB HAMIDAH BT MANAT 83007813 SCG MSSB ERAWATI BAHARUDIN 83008007 SCG MSSB ZURAYA BTE MAT ALI 83008020 SCG MSSB KHALIMAH BINTI MUSA 83008059 SCG MSSB FRANCISCA NGU KEI ING @ FARIDAH ABD 83008102 SCG MSSB NORRIZA OSMAN 83008107 SCG MSSB NOORESHEDA ESMAIL 83008115 SCG MSSB LAW CHEE WANN 83008235 SCG MSSB MAGESWARY D/O BATUMALAI 83008337 SCG MSSB MAZLIN BINTI ABDUL AZIZ 83008351 SCG MSSB LIAU CHAI FOONG 83008367 SCG MSSB KALAVATHY A/P SIVASAMY 83008371 SCG MSSB ZAHANUM HAJI ISA 83008374 SCG MSSB SITI RUSLINA BT MOHD ALI 83008377 SCG MSSB HAYATI BTE KAMARUDIN 83008662 SCG MSSB NORLIA MALEK 83008671 SCG MSSB ZAITON BTE OTHMAN 83009018 SCG MSSB SAHIDAH BTE KASIM 83009047 SCG MSSB SELVARANI A/P PERUMAL 83009090 26

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORAIN BTE ALIAS 83009113 SCG MSSB NOR ESAH BT ABD MANAP 83009121 SCG MSSB K MALA A/P KARUPPIAH 83009271 SCG MSSB SELVARANI A/P GOBALASINGAM 83009536 SCG MSSB NORILYAH ABD MANAN 83009540 SCG MSSB MARIAIE A/P MARIAPPAN 83009549 SCG MSSB SAKTHI NEELA A/P VADIAPPAN RAMAN 83009706 SCG MSSB SANTHA A/P PACKIRISAMY 83009708 SCG MSSB ROHAIDA BTE RAMLI 83009763 SCG MSSB SHARIFAH HASLINA SYED AHMAD 83009765 SCG MSSB ARBAIYAH MOHTAN 83009795 SCG MSSB NORFADZILAH BTE MOHD ISHAK 83009805 SCG MSSB NOR AFIZAH BINTI MOHAMMAD DAUD 83009876 SCG MSSB NIK ROPIZAH BINTI DERAHIM 83009689 SCG MSSB HALIMATUSAADIAH ABD KUDUS 83009960 SCG MSSB ARDILETCHUMY A/P RAJAGOPAL 83009996 SCG MSSB SITI HAIDA BINTI NURAN 83010047 SCG MSSB ZAINOOR BT BAHARUDDIN 83010078 SCG MSSB PREMA A/P RAMAN 83010088 SCG MSSB ZAINAH BTE DOLLAH 83010126 SCG MSSB NORMANIDA BTE SALEH 83010204 SCG MSSB NORIMAH BINTI IDRIS 83010214 SCG MSSB BUNING AK LUYOH 83010255 SCG MSSB KALSUM MOHD SAID 83010277 SCG MSSB MURUGAYEE A/P C MAPAPPAN 83010302 SCG MSSB NORHAYATI ZAKARIA 83010313 SCG MSSB ROSEMALAWATI BT SHAMSUDDIN 83010326 SCG MSSB FHARIDAH BT MOHD DZALAN 83010344 SCG MSSB MARIAYEE D/O SUBRAMANIAM 83010348 SCG MSSB S SANTHI A/P SANKU PILLAI 83010351 SCG MSSB ROSFARIZAH BTE MD JAN 83010353 SCG MSSB ROSMAWATI BINTI MANAP 83010363 SCG MSSB SITI AZURA BTE NAJURI 83010365 SCG MSSB KALAISELVI A/P SUPPIAH 83010396 SCG MSSB NORZALI BINTI SAIMON 83010399 SCG MSSB KASLIZANA BTE ABD WAHAB 83010408 SCG MSSB JUNAINAH BTE JAMAHARI 83010444 SCG MSSB ROHANI BINTI HUSAINI 83010452 SCG MSSB KAMARIAH BTE SHARIF 83010459 SCG MSSB SITI NOR BT MAT 83010522 SCG MSSB ZURAINAH BTE NEDI 83010536 SCG MSSB ROBIAH BTI HJ ABD HALIM 83010682 SCG MSSB CHANDRA A/P KUPPUSAMY 83010693 27

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORAIDAH BT RABU 83010697 SCG MSSB NOR HAYATI BTE MOHD NOR 83010725 SCG MSSB BAWANI A/P MANIAM 83010739 SCG MSSB NORSHAMSURAYA BT HARUN 83010744 SCG MSSB NOR AZIAH BTE ISMAIL 83010956 SCG MSSB UMI KALSOM BTE ABD KARIM 83011005 SCG MSSB ROHANI BTE MD ZIN 83011118 SCG MSSB HAMIZA BTE ADAM 83011413 SCG MSSB SUHAILA BT MD SHARIF 83011780 SCG MSSB ZAINAB BT ATIFF @ ATEK 83011785 SCG MSSB NORIZA BT ISA 83011797 SCG MSSB NORHAYATI BTE ABD MUBIN 83011801 SCG MSSB NORSAMSINAR BT YAAKOB 83011952 SCG MSSB MAZNI BINTI YAHYA 83012001 SCG MSSB MUNIAMAH A/P RAJOO 83012138 SCG MSSB NORMALIZA BINTI ZULKAPLI 83012142 SCG MSSB RAJA MAZLAN BT RAJA SAH 83012205 SCG MSSB NG SAU PING 83012237 SCG MSSB MARIYAMMA A/P KALIMUTHU 83012260 SCG MSSB ISMAYATI BTE YAHYA 83012335 SCG MSSB BASIAH BTE ALIAS 83012398 SCG MSSB SUHAILA BTE KHALID 83012476 SCG MSSB NORASHIKIN BT MD YUNUS 83012528 SCG MSSB FATIMAH BINTI HAJI HUSAIN 83012538 SCG MSSB JANAKI A/P RAMAN 83012579 SCG MSSB RUSMIZA BINTI YAHAYA 83012586 SCG MSSB NORLIDAYATI BTE YAHAYA 83012623 SCG MSSB THULASIRANI A/P PERUMAL 83012659 SCG MSSB NORIERU BTE ABDULLAH 83012700 SCG MSSB JUNAINAH BT. MUSA 83012704 SCG MSSB FARIDAH BT. IDRIS 83012705 SCG MSSB SHARIMAH BINTI NORDIN 83012720 SCG MSSB RAHIMAH BT ABDUL RAHMAN 83012730 SCG MSSB SALEHA BINTI SHARIFF 83012804 SCG MSSB SARASWATHY A/P PALANISAMY 83012870 SCG MSSB RAINA BTE ABU 83012884 SCG MSSB MARINA BINTI SALEH 83012925 SCG MSSB NORYATI BINTI WAHID 83012936 SCG MSSB LILY A/P VALAYUDHAM 83012940 SCG MSSB SUZANA BINTI HASSAN 83012952 SCG MSSB LECHEMI A/P SAINASY 83012963 SCG MSSB MASLINDA BINTI ABU 83012984 SCG MSSB NOOR HAYATI BINTI OTHMAN 83013020 SCG MSSB ZAIVADAH BINTI NORDIN 83013061 SCG MSSB KRISHNAVENI A/P PARAMASEVAM 83013064 28

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ROZIEDAR BINTI MOHD FUZI 83013094 SCG MSSB NORFAIZAH BTI ZAINAL 83013119 SCG MSSB KRISHNAVANY D/O VEERASINGAM 83013123 SCG MSSB SHOBA NAIR D/O RAMAN 83013245 SCG MSSB ZAITON BT BIDIN 83013275 SCG MSSB NORHAMIDA BTE MOHD NOOR 83013345 SCG MSSB ROSINA BINTI ABD. RAHMAN 83013373 SCG MSSB SITI ROSHIDAH BT A. RAHMAN 83013602 SCG MSSB AZLIAWATI BINTI ZAINUDDIN 83013746 SCG MSSB NORZAINI BTE MD LAZIN 83013782 SCG MSSB MASLINDA BT ISHAK 83013789 SCG MSSB AZALEHA BINTI AWALLUDDIN 83013828 SCG MSSB HASNAH BINTI ABDULLAH 83013842 SCG MSSB FAUZIAH BT SIHAT 83013858 SCG MSSB JAYANTHIE A/P SUPRAMANIAM 83013864 SCG MSSB ROHAYAH BT TALIB 83013873 SCG MSSB NORAZLINDAYATI BT YAHAYA 83013954 SCG MSSB SIVAMALAR A/P PARAMASIVAM 83013963 SCG MSSB ZAIDA BINTI ZAKARIA 83014012 SCG MSSB SIAH BBINTI ALI 38014054 SCG MSSB SITI ZAFARAN BTE AHMAD 83014241 SCG MSSB RAJAMANI A/P DHANARAJU 83014299 SCG MSSB ZAINON BT KHAMAR 83014347 SCG MSSB MAZITAH BINTI ABD KADIR 83014441 SCG MSSB SHARIFAH BTE MOHAMMAD JANI 83014650 SCG MSSB MOHNI A/P MONOHAR 83014774 SCG MSSB NOOR SABREE BINTI MAD ZIN 83015041 SCG MSSB MARIAH BINTI RASIT 83015507 SCG MSSB ANNA BT MOHAMMAD 83016140 SCG MSSB LAILA BT MOHAMED YUSOF 83016198 SCG MSSB NORASIDAH BINTI ABD MANAN 83016240 SCG MSSB ROSLAN BIN BAHARUM 83016303 SCG MSSB MOHD HAMDAN BIN JANUDIN 83016305 SCG MSSB WAHIDAN BINTI MAMAT 83016320 SCG MSSB HASLINDA BINTI MOHD RADZI 83016344 SCG MSSB AZLINA BINTI MAMAT 83016350 SCG MSSB ROSILAWATI BINTI BAHTIYAR 83016438 SCG MSSB JULIA BINTI YAHAYA 83016557 SCG MSSB NOR AZLIDA BINTI BAHARIN 83016631 SCG MSSB NORHAIZAWATI BINTI ABU BAKAR 83016632 SCG MSSB SUWAJER BT ZAKARIA 83016634 SCG MSSB ROZAITI BINTI SHARIF 83016652 SCG MSSB RUSMAIRUHIDA BINTI ASMAIL 83016673 SCG MSSB SUHANA BT ALUWI 83016714 SCG MSSB NOORHAYATI BT SHAMSUDIN 83016716 29

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB GHULAM FATAMAH BINTI LALDIN 83016743 SCG MSSB THE ZULIYANA BINTI MD GHAZALLI 83016747 SCG MSSB ELLY SUZANNA BINTI JUSOH 83016780 SCG MSSB FAZLINA BINTI ELIAS 83016794 SCG MSSB JALIYAH BINTI HASSAN 83016825 SCG MSSB NOR AZIZAH BINTI MAHAT 83016826 SCG MSSB LIZA BINTI HOMAMED 83016855 SCG MSSB JULIANA BINTI MOHD YOSOF 83016957 SCG MSSB ZAIRAWATI BINTI IBRAHIM 83017055 SCG MSSB SURAYA BINTI LATIFF 83017063 SCG MSSB NORLITA BINTI MOHAMAD SIRUN 83017090 SCG MSSB KAMAZIAH BINTI ALIM 83017111 SCG MSSB SARINTAN BINT RAHMAT 83017177 SCG MSSB NOR LIDAH BINTI ABDUL WAHAB 83017207 SCG MSSB YUSNIZA BINTI YAACOB 83017376 SCG MSSB KRISHNA VENNI A/P ANDY 83017377 SCG MSSB NORLEEZA BINTI ZAINAL 83017461 SCG MSSB ROSMAWATI BINTI MOHD YUNUS 83017465 SCG MSSB NORHASNI BINTI ISMAIL MOKHTAR 83017473 SCG MSSB NORZAI BINTI NORAZMIR 83017474 SCG MSSB NOOR FAEZATUL EZWA BINTI SHAHARUDDIN 83017514 SCG MSSB MAHANI BT ABDULLAH 83017544 SCG MSSB ROZAINIE BT KAMAROZAMAN 83017547 SCG MSSB SUHANA BINTI MAHAT 83017554 SCG MSSB HASLINDA BINTI ABU HASSAN 83017583 SCG MSSB SUHANA BINTI ADAM 83017584 SCG MSSB ASMAH BOTY BT SIMAN 83017618 SCG MSSB NOR LISAH BINTI ABDUL RAUF 83017714 SCG MSSB NORHASYMIAH BINTI MOHAMMAD NOH 83017783 SCG MSSB SITI ZUBAIDAH BINTI MUSDARI 83017784 SCG MSSB KIRANJIT KAUR A/P PARAMJEET SINGH 83017908 SCG MSSB JASVINDER KAUR A/P PARAMJEET SINGH 83017909 SCG MSSB MURUGAN A/L MORGAN 83018343 SCG MSSB SHALINA BINTI HASSAN 83018498 SCG MSSB ZAIRANUDIN BIN ABDUL RAHMAN 83018627 SCG MSSB NORHALIZA BINTI MOHD YUNUS 83018650 SCG MSSB SITI ROHANI BINTI ZULKEFLI 83018653 SCG MSSB ASNANI BINTI ENDUT 81019390 SCG MSSB PARIDAH ABU BAKAR 83001412 SCG MSSB HANIM BT HASSAN 83002229 SCG MSSB AMRAH MANSOR 83003299 30

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SHAMSIAH IDEROS 83003656 SCG MSSB ZAITON IBRAHIM 83004516 SCG MSSB NORRAFIDA BTE MUSTAPA 83005973 SCG MSSB ZAKIAH ARSHAD 83005994 SCG MSSB HALINA BTE HAJI HALIM 83006899 SCG MSSB HAMIDAH BEGUAM BT MA RAFIQ BEG 83007001 SCG MSSB NORHALIZA BINTI HUSSIN 83009715 SCG MSSB SITI AISHAH BTE ABDUL GHANI 83009718 SCG MSSB MALLIGA A/P SINNASAMY 83009720 SCG MSSB MIDAH BTE ALI 83009798 SCG MSSB ALIZA BTE MUHAMAD 83009816 SCG MSSB RUZAIDAH BTE TOMIRAN 83009917 SCG MSSB HASNAH BT ZAINAL 83009955 SCG MSSB FAUZIAH BTE ABU BAKAR 83010106 SCG MSSB NAGALETCHUMY A/P A ANAMALAY 83010107 SCG MSSB SHAMSINA BTE MUHAMMAD 83010258 SCG MSSB MAWAR BTE ARIFFIN 83010440 SCG MSSB SITI AFSAH BT MOHD SHAFIE 83011039 SCG MSSB VALLIAMAH A/P MURUGAN 83012810 SCG MSSB NORRULHUDA BINTI ABDUL JAMIL 83013630 SCG MSSB ADELA A. TULIS 83013638 SCG MSSB SARINA BINTI ABDUL MANAP 83013686 SCG MSSB MUSNAZARIAH BINTI MUSTAPA 83013687 SCG MSSB MASIAH BTE OSMAN 83013761 SCG MSSB HARTINI BINTI MAT JASIN 83013863 SCG MSSB RAHMIAH BTI HUSIN 83013870 SCG MSSB ZAKIAH BTI HUSIN 83013870 SCG MSSB ZAKIAH BINTI MISRAM 83013887 SCG MSSB FAUZIAH BTE AHMAD 83014445 SCG MSSB NORITA BY ABU BAKAR 83014985 SCG MSSB AELINA BINTI MOHD NASIR 83016627 SCG MSSB SALMI BINTI RAMLI 83016741 SCG MSSB SAMSURI BINTI AHMAD 83016978 SCG MSSB AZIZAH BINTI MAHMUD 83016993 SCG MSSB NOORHABIBAH MD NOOR 83002488 SCG MSSB PALANIAMAH RAMASAMY 83003624 SCG MSSB ANTHONIAMAH D/O VANATHIAH 83005742 SCG MSSB PENNARASI A/P KARUPPIAH 83005870 SCG MSSB ROSIDAH BT ABU HASSAN 83006749 SCG MSSB SUBRAMANIAM S/O PALANISAMY 83009788 SCG MSSB SAODAH BINTI MANSOR 83012010 SCG MSSB SITI AMINA BINTI AB GHANI 83012248 SCG MSSB MUNIAMMAH V/P VADAMAM 83013474 SCG MSSB GANESHWARY A/P RAJANDREN 83013783 31

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SUZANA BT NASIR 83014866 SCG MSSB MUNTAZ SHARIFAH A/P MIRZA GHULAM NA 83016117 SCG MSSB SARASWATI A/P KRISHNAN 83016293 SCG MSSB JAMILAH AHMAD 83011188 SCG MSSB ANUSULYAH APPUKUTTY 83001231 SCG MSSB RUSMINA SIRIYO 83001522 SCG MSSB MAHAYA BT HASSAN 83001755 SCG MSSB BIB D/O BACHAN SINGH 83002282 SCG MSSB RAHMAN MAJID 83002635 SCG MSSB KAMISAH BTE KASSIM 83002904 SCG MSSB HALIZAH BTE KASSIM 83002912 SCG MSSB UMMI KALSUM BTE MAHADI 83002913 SCG MSSB NORMALA BTE SAMSUDDIN 83002936 SCG MSSB SAMINAH HASSAN 83003063 SCG MSSB BEDAH ALIMUN 38003064 SCG MSSB AMINAH ABDULLAH 83003111 SCG MSSB MALLIGA MARIAPAN 83003123 SCG MSSB SAIDAH MOKHTAR 83003691 SCG MSSB RUSIMAH ABDULLAH 83003908 SCG MSSB JUDAH SELAMAT 83004202 SCG MSSB NOR HASNAH MOHD ISA 83004228 SCG MSSB NORLELA AHMAD 83004539 SCG MSSB ZAHARAH BTE RASHID 83004801 SCG MSSB PUSPAVALLY VEERAPPAN 83004827 SCG MSSB NORSHAM MAD YUNUS 83005376 SCG MSSB SUPPULETCHUMY 83005406 SCG MSSB LAILA ABDUL GHANI 83005543 SCG MSSB INDRANI A/P RAJOO 83005611 SCG MSSB NORAZLAH BT GHAZALI 83005878 SCG MSSB SITI MAWAR BT HASHIM 83005907 SCG MSSB KATAVARAYAN A/L VEERAPPAN 83006542 SCG MSSB NORLIZAN BY OSMAN 83006639 SCG MSSB MEHERENI SHAH BT MOHD ALI 83006643 SCG MSSB AZIZOL BT BAKAR 83006748 SCG MSSB FARIDAH BT IDRIS 83006755 SCG MSSB PALANIAYEE A/P KALINCHY 83007191 SCG MSSB ZARINA BT MOHD YUSOFF 83007266 SCG MSSB ROSAZIAN BINTI ROSLI 83007471 SCG MSSB NORSALEHAN MOHD KHATIB 83007473 SCG MSSB PANER SELVAM A/L AYAVOO 83009470 SCG MSSB CHE YAH BT MOHD ZIN 83011371 SCG MSSB ANANTHI A/P RAJU 83011569 SCG MSSB AHMINAH BT ZAINAL ABIDIN 83011721 SCG MSSB MASLINDA BTE ZAKARIA 83011932 32

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SITI NAZWAH BTE LAGIS 83011933 SCG MSSB ASNIDA BTE AYOB 83012122 SCG MSSB VICTORIA A/P RAYAPEN 83012169 SCG MSSB GOMATHY A/P SUBRAMANIAM 83012467 SCG MSSB JOTHILEKSHEMI A/P SUBRAMANIAM 83012472 SCG MSSB PATMAVADI A/P T./ RENAGSAMY 83012756 SCG MSSB RAMELAH BT JUNOH 83013371 SCG MSSB ROHANI BINTI HAMZAH 83013975 SCG MSSB DOMNIC A/L SUSAI 83014177 SCG MSSB ROSELIN A/P RAYAPEN 83014510 SCG MSSB NORRISHA BINTI ABDUL AZIZ 83015106 SCG MSSB VEJAYA A/P VELLAISAMY 83015132 SCG MSSB HARJITPAL SINGH A/L SANTOKH SINGH 83015402 SCG MSSB LETCHUMY A/P SUBRAMANIAM 83015680 SCG MSSB MASRI BIN IDRIS 83015938 SCG MSSB PARAMESWARAN A/L SUBRAMANIAM 83015946 SCG MSSB ASZURA BITIN ANUAR 83016034 SCG MSSB SIVARAJAH A/L MAHALINGAM 83016292 SCG MSSB TILLAIAMMAL A/P MUNANDY 83016363 SCG MSSB GANTIMATHY A/P ENBERNATHAN 83016562 SCG MSSB THAMILSELVI A/P PARAMASIVAM 83016816 SCG MSSB ROSMAH BTE ABDULLAH 83017138 SCG MSSB JULLYANA BINTI AHMAD SHAH 83017149 SCG MSSB SILVARANI A/P RAJU 83017181 SCG MSSB MOHAMMAD ZAINI BIN MOHD NOH 83017439 SCG MSSB THANALETCHUMY A/P KRISHNAN 83017575 SCG MSSB ROHAIZA BINTI SHARIFF 83017911 SCG MSSB R KALAH A/P PARAMSAVAM 83017912 SCG MSSB ASHOK A/L GOPAL 83018048 SCG MSSB ZURAIDA BINTI ISMAIL 83018147 SCG MSSB RAHIM A/L NAGOORKANI 83018534 SCG MSSB RUSLI BIN MOHD JANI 83018616 SCG MSSB NORAINI ABD HAMID 83001948 SCG MSSB CHE NAH BT AZIZ 83002699 SCG MSSB NOORMA MOHD KASSIM 83005130 SCG MSSB ZAITON BT BUJANG 83005984 SCG MSSB FARIDAH BT LAYSOD 83006691 SCG MSSB HABIBAH BTE JAAFAR 83009029 SCG MSSB SALBIAH BTE MAD DORA 83009514 SCG MSSB AZIZAH BINTI ADINAN 83010040 SCG MSSB BAMAH D/O BALASINGHAM 83010269 SCG MSSB HANISAH BTE ARSHAD 83010414 SCG MSSB PUSPARANI A/P GUNNANAM 83017631 SCG MSSB NALLINEY DEVI A/P LANKASANA 83018412 33

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB KALSOM BTE MAT 83000347 SCG MSSB SARASWATHY RAMAN 83000950 SCG MSSB KAMISAH BT ISHA 83001334 SCG MSSB AMINAH SABUDIN 83002191 SCG MSSB NORSIAH MOHD NOOR 83002300 SCG MSSB KATIJAH BTE ABD PADIL 83002745 SCG MSSB HABIBAH ABD HADI 83002779 SCG MSSB HAMIDAH BT A HAMID 83002780 SCG MSSB NOOR AZIMMAH BTE JAIS 83002960 SCG MSSB AINI AHMAD 83003023 SCG MSSB SALMAH WAHAB 83003093 SCG MSSB NORREHA ABD RAHMAN 83003155 SCG MSSB ROSMAH JAMLUS 83003165 SCG MSSB ROHANNA BINTI HUSSIN 83003250 SCG MSSB ZAHARAH AYUB 83003373 SCG MSSB MUZILIFAH MOHAMAD 83003491 SCG MSSB SARINAH MAT SARIT 83003558 SCG MSSB PADMINI JAMBULINGAM 83003587 SCG MSSB RUZI KAMARUDIN 83003638 SCG MSSB NOREDA SAID 83004101 SCG MSSB HALIMAH IZNIT 83004498 SCG MSSB AMINAH BUJANG 83004760 SCG MSSB JASMAINI IDRUS 83004939 SCG MSSB SANIAH SAID 83005261 SCG MSSB RAGAYAH BTE HAROON 83005264 SCG MSSB JALAJAMANI SANKUPILAI 83005272 SCG MSSB NORMALA MOHD TAIB 83005287 SCG MSSB NOOR FADZILAH MOHD YUSOF 83005301 SCG MSSB HAMISAH ABD LATIF 83005314 SCG MSSB SALIMAH A RAHMAN 83005331 SCG MSSB JAMALIAH RAHMAN 83005422 SCG MSSB ROSNAWATI MD SALLEH 83005750 SCG MSSB AZLINA MD YAAKOB 83005882 SCG MSSB RAJESWARY A/P THANGAVELU 83005911 SCG MSSB SITI AMINAH AHMAD SUPADI 83005979 SCG MSSB NAGAMAH A/P R JOHULU 83005989 SCG MSSB ROSNI BT MOHD YASSIN 83006243 SCG MSSB PNNAMAH A/P SUPPIAH 83006289 SCG MSSB RAMAH BT YUSOF 83006423 SCG MSSB NOORMAH BT HARUN 83006437 SCG MSSB NAZIRAH BINTI AHMAD 83006658 SCG MSSB KAMSIAH BT MOHD LAJI 83006671 SCG MSSB ROSELEN A/P NARAYANASAMY 83006696 SCG MSSB SITI ZUBAIDAH BINTI MOHAMED 83006792 SCG MSSB ZAINAB BINTI JAMAL 83007067 34

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ROSILA BT ABU HASSAN 83007301 SCG MSSB SURAYA ABDUL MANAP 83007428 SCG MSSB ROSSITA BINTI MOHD WAZIR 83007636 SCG MSSB RAZIAH BINTI UYUP 83008541 SCG MSSB NORLIZA ISHAK 83006768 SCG MSSB MAZLINDA BTE MASOD 83008862 SCG MSSB TAMILCHILVI A/P VEERAPAN 83008934 SCG MSSB SAFIZAH BTE SAID 83008953 SCG MSSB MARIAM BTE ABDULLAH 83009035 SCG MSSB NOR ARBAIAH BT NASRIPAN 83009172 SCG MSSB NORLIZA BT AB D KADIR 83009453 SCG MSSB HAMISAH BTE ABDUL KARIM 83009468 SCG MSSB ESAH BTE TALIB 83009476 SCG MSSB HARTINI BTE MUSLIM 83009478 SCG MSSB SINNAMMAL A/P GOPAL 83009483 SCG MSSB RABIAH BT JIMIN 83009914 SCG MSSB NORYATI MOHD NOR 83010007 SCG MSSB JAMALIAH BTE MANSOR 83010074 SCG MSSB ZAWIYAH BTE JAAFAR 83010270 SCG MSSB SITI SALIWAH BTE ABD RAHIM 83010335 SCG MSSB AZIZAH YAAKOB 83010354 SCG MSSB JAMALIAH BT SUMADI 83010366 SCG MSSB RAJES D/O SATHASIVAM 83010905 SCG MSSB NOOR HASLIZA BTE ALIAS 83010928 SCG MSSB ROSLIAHJ BINTI SUSAH 83011193 SCG MSSB BASIAH BINTI AKUP 83011280 SCG MSSB NAZLINAWATI BTE AB RAHIM 83011285 SCG MSSB INAB BT AHMAD 83011535 SCG MSSB MARY JOSEPHINE A/P PITCHAYA 83011542 SCG MSSB VALLARMATHI A/P MOORTHY 83011546 SCG MSSB HALIJAH BINTI AHMAT 83011576 SCG MSSB ROHANA BTE AHMAD 83011633 SCG MSSB SANTHY A/.P THIRUPATHY 83011740 SCG MSSB MALATHI A/P RAMAN 83011880 SCG MSSB FARIDAH BT MUHAMAD 83011946 SCG MSSB JEISRY A/P KRISHNAN 83012044 SCG MSSB KHALIPAH BTE IDRIS 83012053 SCG MSSB FAZILA BT MOHAMAD LAZI @ MOHAMAD 83012099 SCG MSSB NORLIZA BINTI BADOR 83012277 SCG MSSB ZALINA BT MOHAMED DARUS 83012407 SCG MSSB SURAYA BT SULAIMAN 83012408 SCG MSSB ELMIZI BINTI KAMARUDIN 83012409 SCG MSSB NORAINI BT ALI 83012481 SCG MSSB ROSNANI BT MOHD YSIN 83012621 35

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB MAZLINDAWAITI BT MAHADI 83012649 SCG MSSB HAMIZAH BINTI ABU BAKAR 83012739 SCG MSSB NOOR LIYANAH BTE MOHD NOOR 83012741 SCG MSSB BATHMAWATHY A/P MUNIANDY 83012767 SCG MSSB MASTURA BINTI JAAFAR 83012955 SCG MSSB SYARINAH BINTI MOHD TAHAR 83013160 SCG MSSB SUMATHI A/P BASU 83014101 SCG MSSB NOORIJAN BT ABDULLAH 83014275 SCG MSSB PARAMESWARI D/O RAMASAMY 83014349 SCG MSSB SARASWATHI A/P SOCKALINGAM 83014350 SCG MSSB NORAINI BTI WAHID 83014384 SCG MSSB LETCHUMY D/O RAJU 83014385 SCG MSSB JACINTA A/P RAPHAEL 83014404 SCG MSSB SITI ZABEDAH BINTI MOHAMED SHARIF 83014448 SCG MSSB SALINA BINTI MAT NAZIR 83014486 SCG MSSB TAMIL MATHI A/P SAMIKKANOO 83014514 SCG MSSB AHANTHI A/P MUNIANDY 83014531 SCG MSSB NORRA BINTI MD SANI 83014533 SCG MSSB K. KANAKAMBIKA A/P KUMARASAMY 83014539 SCG MSSB NOOR HAZWIN BINTI MOHD SHARIFF 83014653 SCG MSSB SOO YOKE THAI 83014782 SCG MSSB SARASWATHY A/P VIRAPPAN 83014788 SCG MSSB MAHENDREN A/L ARUMUGAM 83014791 SCG MSSB NORMAN BIN ABDULLAH 83014931 SCG MSSB THILAGAVATHY A/P SUBRAMANIAM 83015137 SCG MSSB ZURAINI BINTI ZAINUDDIN 83015221 SCG MSSB JAMALIAH BTE JAMLUDDIN 83015386 SCG MSSB PARAMESWARI A/P KRISHNAN 83015415 SCG MSSB SITI ESAH BINTI ADAM 83015529 SCG MSSB PUNITHA A/P MUNIANDI 83015601 SCG MSSB TAMIL CHELVI A/P SADAYEN 83015617 SCG MSSB NOORMADAH BINTI JOBOK 83015618 SCG MSSB ZARINA BINTI SALIM 83015703 SCG MSSB SUNDARI A/P VELU 83015728 SCG MSSB SANDAY A/P MUNISAMY 83015729 SCG MSSB SOORIAKUMAR A/L SUKUMARAN 83015768 SCG MSSB SHAMSUDIN BIN ISHAK 83015773 SCG MSSB AZMIAH BTE MOHD ZAIN 83015827 SCG MSSB MELATI BINTI MUHAMAD 83015850 SCG MSSB SUJATHA A/P KUNJU KUTTAN 83015867 SCG MSSB HAMIDAH BT RAHMAT 83015919 SCG MSSB NORA BINTI OMBONG 83016041 SCG MSSB NORAZMAH BT JAAFAR 83016042 36

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB MOHD RADZI B UJANG 83016044 SCG MSSB VANITA A/P BATUMALAI 83016085 SCG MSSB HAMIZA BINTA MOHD DAHLAN 83016095 SCG MSSB NAGESWARY A/P RAMULU 83016209 SCG MSSB MAZLIZA BINTI ABDUL RAZAK 83016369 SCG MSSB ZALIFAH BT ZAINUDIN 83016448 SCG MSSB NORHAYATI BT ISMAIL 83016564 SCG MSSB ZULIA BINTI JAAPAR 83016590 SCG MSSB SARIMAH BINTI BAHARIN 83016638 SCG MSSB SITI ROYAH BINTI MUHAMAD 83016639 SCG MSSB NAZIBAH BT MAHAMAD 83016679 SCG MSSB HAMIDAH BINTI MOHAMAD SALLEH 83016883 SCG MSSB GOVINDASAMY A/L KANDASAMY 83017219 SCG MSSB MOHANA SUNTHARAM A/L RAMAKRISHNAN 83017230 SCG MSSB SHARINA A/P BELECHAMY 83017281 SCG MSSB JAYA A/P ANNAMALAI 83017385 SCG MSSB PALANNIAMMAH A/P KANTHAN 83017508 SCG MSSB LETCHUMEI A/P KUNJUKUTTAN 83017528 SCG MSSB NORZALILAWATI BINTI MOHD SALLEH 83018154 SCG MSSB HASNAH BINTI OTHMAN 83018159 SCG MSSB RAZITA BINTI MAT RAHIM 83018187 SCG MSSB MAIMUNAH BINTI BADOR 83018249 SCG MSSB HASMAWANI BINTI ABDULLAH 83018250 SCG MSSB ZALINI BINTI ZAINAL 83018261 SCG MSSB SITI FATIMAH BINTI JAMALUDIN 83018265 SCG MSSB NORMAH BINTI AHMAD 83018464 SCG MSSB ROZILAM BINTI SULAIMAN 83018746 SCG MSSB AZIZAH BINTI HUSIN 83018766 SCG MSSB MYSHIRLEYDA AYU BINTI BAHARUDIN 83018769 SCG MSSB ZULINA BINTI HUSIN 83018772 SCG MSSB FADILAH MOHD LAJI 83000406 SCG MSSB CHE ROSE ABDULLAH 83004188 SCG MSSB INDRANI KARUNAKARAN 83004570 SCG MSSB KALAMA A/P MARIMUTHU 83006698 SCG MSSB ZALINA JALIL 83007985 SCG MSSB SHANTI A/P MAYANI @ MAYANDI 83008969 SCG MSSB HAIRUL BARIAH BTE YUSOF 83009454 SCG MSSB DZURIAH BTE HASHIM 83009569 SCG MSSB NORILAH BT MOHD SANI 83009632 SCG MSSB RAHIMAH BINTI SHARIF 83009847 SCG MSSB SITI ZABEDAH BTE JAIT 83009995 SCG MSSB SARIAH BINTI KASIM 83011191 37

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SHAKILA BT SHEK DAWOD 83011538 SCG MSSB D'ZALILAWATI BTE ZAINAL 83011635 SCG MSSB PEREMAH A/P KRISHNAN 83011700 SCG MSSB DEVANAI A/P VEERIAH 83011878 SCG MSSB ROHAYU BINTI GHAZALI 83011951 SCG MSSB MEK BINTI MAT JUSOH 83011983 SCG MSSB JERIAH BT BABA 83012677 SCG MSSB IDAZURAINY BT MOHAMAD 83013724 SCG MSSB NIMALA A/P MANIAM 83014905 SCG MSSB SYARIPAH BINTI SIMAN 83015211 SCG MSSB ORJUNA A/L TRINATHO 83015225 SCG MSSB RUKUMANI A/P MUNIANDY 83015582 SCG MSSB NORAINI BINTI ABDUL RAHMAN 83015901 SCG MSSB SITI NORSYEDDAH BINTI OTHMAN 83016447 SCG MSSB NORLINA BINTI ABDUL GHANI 83016498 SCG MSSB ZAINUN BINTI MAT SAID 83016681 SCG MSSB FADILLAH BINTI MOHD NOOR 83016731 SCG MSSB ROHANI BINTI MUSTAPAI 83017261 SCG MSSB ZURAIDAH BT MOHD NOR 83017647 SCG MSSB MASRIZA BINTI ABD RAHMAN 83018035 SCG MSSB ZAMRIAH BT SALEH 83018050 SCG MSSB IMAMARINI BT KHAMIS 83018053 SCG MSSB MUTHULETCHUMI A/P PALANI 83018080 SCG MSSB NOOR AZLINDA BINTI KHALID 83018081 SCG MSSB JUHANIM BINTI JUSOH 83018090 SCG MSSB ROHANA BINTI HASHIM 83018100 SCG MSSB FATIMAH BTE AHMAD 83001426 SCG MSSB ZELIMAH BINTI MOKHTAR 83002481 SCG MSSB SAKNAH AHMAD SARUJI 83002967 SCG MSSB ZARIMAH ABU BAKAR 83003887 SCG MSSB RAHANI HAMZAH 83003986 SCG MSSB JAMALIAH NOOR MOHD SALEH 83004378 SCG MSSB ASMAH AHMAD 83004747 SCG MSSB AZIZAH BUYONG 83004854 SCG MSSB MAZLIANA BINTI MOHD ALI 83005674 SCG MSSB NORISIAH BT KADIR 83005922 SCG MSSB ZANORA BT MOHAMAD YASIN 83005954 SCG MSSB SITI AISHAH MOHD SALLEH 83006628 SCG MSSB ZAIMAH BTE AHMAD 83007248 SCG MSSB MARIAMAH A/P BATHUMALAI 83007822 SCG MSSB ROHANI BTE ISA 83007949 SCG MSSB FARIDAH BTE ABDUL MALEK 83008703 SCG MSSB NORSINA BTE ABU BAKAR 83008765 SCG MSSB RAZLINA BTE RAZALI 83009001 SCG MSSB SALMAH BT BASIRON 83010037 38

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ROBIAH BINTI HITAM 83010314 SCG MSSB YUSNITA BTE MOHD YUSOF 83010318 SCG MSSB SELVA RANI A/P KUPPUSAMY 83010439 SCG MSSB JEHAN ASRAMBEE BINTI ANUAR 83013845 SCG MSSB NORAZLIDA BINTI RAZALI 83014577 SCG MSSB ZAINAB BINTI JASIH 83017553 SCG MSSB NORLIZA BINTI HASHIM 83018441 SCG MSSB ZURAIDA DZULMAN 83000683 SCG MSSB SITI FATIMAH BT SHARIF 83000800 SCG MSSB VISALACHI RAJAGOPAL 83001720 SCG MSSB ZAITON A RAHMAN 83001723 SCG MSSB RAJA AZMI BT R SABUDIN 83002455 SCG MSSB RAFIDAH TALIB 83003087 SCG MSSB BATHA KUTTY 83003092 SCG MSSB NYAROS BT MAHADI 83003359 SCG MSSB RASAMAH D/O MANIKAM 83005066 SCG MSSB NORAISHAH AB WAHAB 83005081 SCG MSSB SIMNAMAH A/P NOKAL 83006292 SCG MSSB ROHA BT SAID 83006446 SCG MSSB ZALINA BT A MANAF 83006636 SCG MSSB R SARASVATHY A/P RAMAN 83007012 SCG MSSB JALILA BT MOHD SEHAT 83007333 SCG MSSB NOORWANI BT IBRAHIM 83007335 SCG MSSB TAMIL SELVI A/P NARAYANAN 83007852 SCG MSSB NORHAYATI BTE ABD WAHAB 83008931 SCG MSSB MUNISWARY A/P SUBRAMANIAM 83009131 SCG MSSB NORASIMAH BTE AB KADIR 83009469 SCG MSSB TELAGAVATHI A/P MARAPA 83010878 SCG MSSB FAEZAH BT ALIAS 83011199 SCG MSSB NORZILA BTE AHMAD 83011200 SCG MSSB JOTHIMALAR A/P THANAPAL 83011964 SCG MSSB SARASOVI A/P PUNUSAMY 83012249 SCG MSSB VIKNESWARY A/P SINNA SAMY 83012601 SCG MSSB VISALATCHI A/P SANTHIARTHAN 83012687 SCG MSSB MAZNI MOHD LATIF 83012889 SCG MSSB AZIZAH BTE HJ ABDUL RAHMAN 83014438 SCG MSSB MALATHI A/P SREERANGA GOUNDEN 83014541 SCG MSSB SITI AMINAH BT UDIN 83014542 SCG MSSB SUHANA BT HARUN 83014615 SCG MSSB MALIANI BINTI SAMIKANOO 83014710 SCG MSSB NORMALA BINTI ABDUL AZIZ 83014794 SCG MSSB S. SARASWATHY D/O SINNAYAH 83015229 SCG MSSB NORAZIAH BINTI SAID 83016370 SCG MSSB HANIDAR BINTI ABU BAKAR 83016641 SCG MSSB AZURA BINTI ARIFFIN 83016683 39

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SUZI BINTI SULAIMAN 83016684 SCG MSSB SUHADA BINTI SAARI 83016786 SCG MSSB SARIDAH BINTI YAZID 83017001 SCG MSSB ZABRINA BINTI KASSIM 83017510 SCG MSSB KAVITHA A/P PALANIANDY 83018178 SCG MSSB TAMILARASI MARUMUTHOO 83000703 SCG MSSB MARIAM MAJID 83000745 SCG MSSB AZIMAH NAHAR 83001792 SCG MSSB NUARA SEHAT 83002077 SCG MSSB RAFIDAH ABD RAHMAN 83002322 SCG MSSB BADARIAH BT SIDEK 83002571 SCG MSSB AISHAH ABD AZIZ 83002572 SCG MSSB SITI ROHANI KATOR 83002840 SCG MSSB MARINA MOHD NOOR 83003559 SCG MSSB THAVEY VALAITHAM 83003588 SCG MSSB ALICE JOSHUA 83003592 SCG MSSB HAMIDAH ABU HASSAN 83003651 SCG MSSB ROSSINAH MD YUNUS 83003677 SCG MSSB NORHAYATI AZIZ 83003689 SCG MSSB SHARIFAH BARIAH SYED ABU BAKAR 83003831 SCG MSSB ROSILAH MUHAMAD 83003997 SCG MSSB ZAIDAH UJANG 83004106 SCG MSSB PUSPAAVALLIE MURUGAN 83004128 SCG MSSB PREMALA SAMIDURAI 83004214 SCG MSSB CHINNAMAH SAMINATHAN 83004526 SCG MSSB RUZILAH ZAINUDDIN 83004537 SCG MSSB SHARISDAPY VENGADAM 83004972 SCG MSSB NORMALA MOHD ALI 83004960 SCG MSSB RAMLAH NORDIN 83005181 SCG MSSB LAILA KASSIM 83005209 SCG MSSB NORMAH MOHD YUSUF 83005539 SCG MSSB L PARVATHI D/O LUNCHANDIAN 83006554 SCG MSSB LETCHUMY PRABA A/P MUNISAMY 83006797 SCG MSSB ZAINI BT BUYONG 83006878 SCG MSSB M VEGIA A/P P MUTHIAH 83006977 SCG MSSB KHADIJAH BTE AB GHANI 83006964 SCG MSSB SHARIPAH IDRIS 83007073 SCG MSSB ROHAYA BTE CHE ROS 83007663 SCG MSSB NORJAN BINTI ISMAIL 83007978 SCG MSSB NOORHAYATI BINTI ABBAS 83008106 SCG MSSB SITI ZAUYAH BINTI TAHAR 83008270 SCG MSSB SITI RAHMAH BTE IDRIS 83008611 SCG MSSB NOORRIZAN BT MOHD YUSOF 83008619 SCG MSSB RAHIMAH BTE A RAHMAN 83008652 SCG MSSB ZURAIDAH BTE OTHMAN 83008667 40

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ROHANI BTE MOHD YUSOF 83008777 SCG MSSB LAN KWEE KEAN 83009266 SCG MSSB HAFIZAH BTE YUSOF 83009375 SCG MSSB ROSLEDA BT SHARIF 83009433 SCG MSSB MAZILAWATI BTE ZAINAL 83009519 SCG MSSB ZAINAB BTE NORDIN 83009558 SCG MSSB ANTHONY AMA A/P JESU DASS 83009707 SCG MSSB SITI NORHAYATI KASIM 83009744 SCG MSSB NORLIZA BT IDRIS 83009867 SCG MSSB MALYANI BT MUHAMMAD 83009909 SCG MSSB SITI HAJAR BT MUHAMAD 83009956 SCG MSSB SALINA BTE TAIB 83010236 SCG MSSB NOR MAZKIAH BT AZIZ 83010539 SCG MSSB ZARINI BINTI OTHMAN 83010602 SCG MSSB RAFEAH BTE AHMAD 83010641 SCG MSSB MARY ANN LOVIS A/P JOHN LOVIS 83010967 SCG MSSB NOR SAMSIAH BINTI HASAN 83011026 SCG MSSB RAHIMAH BTE RAMLI 83011090 SCG MSSB RAHIDAH BINTI ABDUL RAHIM 83011167 SCG MSSB HAZLINA MOHAMAD JUTHI 83011309 SCG MSSB NORWAHIDAH BT IBRAHIM 83011572 SCG MSSB UMA DAVI A/P KRISHNAN 83011809 SCG MSSB MARJUNAH BTE MUSA 83011837 SCG MSSB ZAITON BTE MD YASSIN 83011847 SCG MSSB SITI DAHLIA BINTI S WARTI 83011899 SCG MSSB VALI A/P PERUMAL 83011974 SCG MSSB NOREHAN BTE ABD GANI 83012045 SCG MSSB RUSLIZA BTE MD SALI 83012188 SCG MSSB VATHU MALAY A/P VENGADASLAM 83012254 SCG MSSB NORAFIDAH BINTI YAHAYA 83012338 SCG MSSB KAMARIAH BTE MAMAT 83012511 SCG MSSB PUMADAVI A/P KRISHNAN 83012525 SCG MSSB NORLELA BT ABDUL HAMID 83012550 SCG MSSB MELINDA @ HASANA BINTI MOHD NOOR 83012801 SCG MSSB NOORAZLINA BINTI ISMAIL 83012961 SCG MSSB SITI A'TEKAH BINTI ALIAS 83012971 SCG MSSB NORHALIZAH BINTI HAFION 83013093 SCG MSSB DARLIS HAYATI BTE ABU HASHIM 83013423 SCG MSSB HASNAH BTE UJANG 83013665 SCG MSSB RAJAMANI A/P RENGGASAMY 83013676 SCG MSSB ASMIZA SHIRLEE BT ALIAS 83013727 SCG MSSB SAHANAH BINTI SAHA 83014030 SCG MSSB NORIZAN BINTI JANTAN 83014037 SCG MSSB BAHAGIA BTE MUDA @ MOHD YATIM 83014300 41

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORA BINTI ABD KADIR 83014303 SCG MSSB NORHAYATI BT LAHI 83014308 SCG MSSB NORMAH BINTI ABDULLAH 83014316 SCG MSSB KANEGESWARI A/P KARPAYAH 83014395 SCG MSSB HARYATI BINTI ZAINI 83014631 SCG MSSB SITI AISHAH BINTI ABDUL GHANI 83014708 SCG MSSB AZLINA BINTI DAHARI 83014854 SCG MSSB KADARIAH BT ABDUL MANAP 83015148 SCG MSSB NOSIAH BTE MION 83015210 SCG MSSB FADILAH BINTI MANSOL 83015237 SCG MSSB ZAHARIAH BTE SAWARI 83015544 SCG MSSB SHITA BT MUHAMAD 83015819 SCG MSSB MAGESHVARI A/P MUTHU 83015925 SCG MSSB ROSYATI BINTl ISMAIL 83015953 SCG MSSB SUHAINI BTE ABD HAMID 83016036 SCG MSSB NORSHAM BT MOHD NADZRI 83016160 SCG MSSB RAZILAH BT JAAFAR 83016179 SCG MSSB KHATIJAH BT MAT HUSAIN 83016199 SCG MSSB CHITRA A/P MASI 83016246 SCG MSSB ARSHAD BIN RUSLY 83016274 SCG MSSB S SUZANA BINTI UYUP 83016337 SCG MSSB UMAA DEVI A/P LEKSHAMANAN 83016385 SCG MSSB SITI ANISAH BINTI ALIAS 83016474 SCG MSSB MALLIGA A/P GOPAL RAJOO 83016478 SCG MSSB RASIDAH BINTI MD DIN 83016575 SCG MSSB CHITHIRA A/P M SOLAI 83016643 SCG MSSB RUKAMANY A/P RAMOO 83016938 SCG MSSB ROHIMAH BINTI ABD RAHMAN 83016951 SCG MSSB MOHD IZAM BIN ABD RAHIM 83017104 SCG MSSB MOHD NAZRI B HASHIM 83017443 SCG MSSB ROHANA BINTI OTHMAN 83017590 SCG MSSB AINNIE AIZAN BINTI ABU JAMIL 83017591 SCG MSSB NORAINI BINTI ISMAIL 83017592 SCG MSSB SURIYA BTE MOHD SHARIFF 83017648 SCG MSSB NORLAILEE BINTI TAHIR 83017719 SCG MSSB RAFIDAH BINTI RADZUAN 83017822 SCG MSSB NORHAYATI BINTI ABDUL KARIM 83017934 SCG MSSB SITI AISAH BINTI ISMAIL 83018041 SCG MSSB ZAKIAH BINTI MAT 83018216 SCG MSSB ROSEDAH BINTI ALBAIN 83018230 SCG MSSB IRENAH BINTI ALBAIN 83018231 SCG MSSB NORBINAH BINTI AMIR HAMZA 83018233 SCG MSSB NORIZA BINTI OSMAN 83018257 SCG MSSB LAILI BINTI BIDIN 83018275 SCG MSSB NORAZLIN BINTI NADNI 83018333 42

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SITI MERIAM BINTI RAZALI 83018338 SCG MSSB NOORHASHIGIM BINTI UJUD 83018339 SCG MSSB MASSURA BINTI BAHARUN 83018341 SCG MSSB PARAMESWARI A/P SINNANNEN 83018342 SCG MSSB NOOR AZLINA BINTI NAIMIN 83018353 SCG MSSB MOHD NAZRUL BIN ABD RAHMAN 83018354 SCG MSSB RADIAH BTE MOHAMAD SAID 83018358 SCG MSSB RUSLINA BINTI IDRIS 83018401 SCG MSSB AZLINA BINTI MOHD AJIS 83018404 SCG MSSB ELNI YATI BINTI MOHD NOORDIN 83018444 SCG MSSB SARASWATHI A/P SEKARAN 83018479 SCG MSSB VIJAYALECHIMY A/P NAGAN GOVINDASWAMY 83018544 SCG MSSB KAMALA THEVI A/P MURUGIAH 83018567 SCG MSSB ROSNALYZA BINTI MUHAMMAD 83018569 SCG MSSB SITI MAWARDINA BINTI S WARTI 83018592 SCG MSSB KASTHURI A/P NAKAMUTHU 83018599 SCG MSSB RUSLINAH BINTI JAMALUDIN 83018601 SCG MSSB VENI A/P NARAYANAN 83018603 SCG MSSB ARBIBAH BINTI MD SEROLEL 83018683 SCG MSSB NORHAYATI KHALIB 83000123 SCG MSSB SITI MARIAM HAMZAH 83000493 SCG MSSB SALAMAH BTE JAAFAR 83000862 SCG MSSB SAMSIAH ALI 83001482 SCG MSSB ZAIMAH BT HAMZAH 83001854 SCG MSSB NARIYAH BT BABA 83002876 SCG MSSB ZAHARAH PIN 83003696 SCG MSSB ROSIAH BT MOKHTAR 83004187 SCG MSSB RAGAYAH SAMAT 83004394 SCG MSSB LILI BAHARUDIN 83004630 SCG MSSB KAMALA MANICKAM 83004680 SCG MSSB NOORSHAM BAHARI 83005500 SCG MSSB ROKIAH MOHD ARIS 83005548 SCG MSSB FAUZIYAH AB HAMID 83005694 SCG MSSB SELVARANI A/P NADESAN 83006165 SCG MSSB ZAINAB BT ABD GHANI 83006451 SCG MSSB NORAWATI BTE MOHD KUDUS 83006809 SCG MSSB RUZIYAH BT KAMARUDIN 83006980 SCG MSSB RUSIMAH SAGIL 83007419 SCG MSSB NORLELA HISNIN 83007420 SCG MSSB FUZIAH BINTI MUSTAPHA 83009369 SCG MSSB SUKINA BINTI MUSA 83009542 SCG MSSB ZARINA BINTI HASHIM 83009664 SCG MSSB MARJIMA BTE ALI 83009930 SCG MSSB PESUMMATHI A/P ANNAMALAI 83010448 43

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SUMATHI A/P RAJOO 83011019 SCG MSSB SUMATHI A/P GOPAL 83012266 SCG MSSB RAJESWARY A/P SUBRAMANIAM 83012803 SCG MSSB RUSZARINA BT RAZALI 83013379 SCG MSSB ROHAZLINA BINTI MIHAT 83013959 SCG MSSB VIMALA A/P RETNAM 83014695 SCG MSSB VIMELA A/P MUNIANDY 83015084 SCG MSSB NOR AINI BT ZAINUDDIN 83016100 SCG MSSB NORZAINAH BINTI ABU 83016296 SCG MSSB KAMARIAH BINTI MAJID 83017026 SCG MSSB CHITRA DAVI MUTHU 83000309 SCG MSSB MARIAM BT YAHAYA 83001640 SCG MSSB NORMALA BUYUNG 83002252 SCG MSSB ROZITA BT AHMUTEK 83002371 SCG MSSB SAROJA DEVI RAMASAMY 83002741 SCG MSSB SITI ZEBIDAH SAMAD 83003420 SCG MSSB ROHANA BT MOHD ALI 83004196 SCG MSSB ROKIAH MAULUD 83004444 SCG MSSB MAZNAH JAMALUDIN 83004562 SCG MSSB ROSLINA MOHD ALI 83005276 SCG MSSB NORSIAH SHARIF 83005326 SCG MSSB FADHILAH BINTE LEMAN 83009896 SCG MSSB ZALEHA BTE HAMID 83010163 SCG MSSB KALSUM BTE ABD MANAP 83010372 SCG MSSB JAMAIYAH BTE ZAINAL 83010545 SCG MSSB NORHAYATI BT MUEN 83010620 SCG MSSB ROSNAH JONIT 83011040 SCG MSSB RAJESWARI A/P MUTHAN 83011286 SCG MSSB PRAMAH A/P MURUGAN 83011310 SCG MSSB NORAINI BTE SAID 83011320 SCG MSSB KAMARIAH HUSSIN 83011510 SCG MSSB RUZIAH BT NORDIN 83011573 SCG MSSB ROPEAH BTE ADAM 83011811 SCG MSSB SURIAH GALA A/P NACHIAPPAN 83012074 SCG MSSB SARIZAH BTE KAMARUDIN 83012454 SCG MSSB MARINA BT MOHAMMED JAMAL 83012489 SCG MSSB NORIZA BINTI MD ISMAIL 83012524 SCG MSSB MARIATI BINTI ABD AZIZ 83012798 SCG MSSB ZAITUN BTI NAMEK 83013012 SCG MSSB AZLIN BT ZAKARIA 83014254 SCG MSSB NORLIZA BINTI ISMAIL 83014255 SCG MSSB AMUTHA A/P ANTHONY 83014353 SCG MSSB MUSALMAH BTE ABU SAMAH 83014887 SCG MSSB ZURAIDAH BTE LASIM 83014890 SCG MSSB MURUGAN A/L VADIAPPAN RAMAN 83014928 44

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB FAUZIAH BINTI YUSOP 83016003 SCG MSSB NORLELA BINTI MANSOR 83016027 SCG MSSB ZALEHA BINTI ABD GHANI 83016143 SCG MSSB SUMUTHI A/P RAMASAMI 83016188 SCG MSSB KVITA A/P RAJALINGAM 83016192 SCG MSSB RAMIMAH BT ABD GHANA 83016215 SCG MSSB SITI MARIAM BT ABD AZIZ 83016593 SCG MSSB SELVEE A/P SUBRAMANIAM 83016644 SCG MSSB ISWARI A/P THANGIAH 83016659 SCG MSSB ZURIAH BINTI OTHMAN 83017406 SCG MSSB NOR HUDA BINTI MD JANI 83017733 SCG MSSB AIDA BINTI MAT DAUD 83018218 SCG MSSB RAJESWARI A/P KRISHNAN 83018443 SCG MSSB SUKRATUNNAIMI BINTI SHAMSUDIN 81021860 SCG MSSB ZAHARIAH ABDUL MAJID 83000091 SCG MSSB TIMAH ITAM 83000582 SCG MSSB HARIDAH MUHAMAD HASIM 83000617 SCG MSSB SANTHAKUMARI RAMASAMY CHATER 83000926 SCG MSSB RUSNIYATI YAAKOB 83001614 SCG MSSB ROKIAH BULIN 83001620 SCG MSSB NORHAYATI BTE TALIB 83002209 SCG MSSB HAMIDAH MOHD NALI 83002497 SCG MSSB NORLIDA ALUM 83002543 SCG MSSB SHARIFAH MOHD 83002671 SCG MSSB HALIMAH SHARIF 83003297 SCG MSSB SALABIAH MOHAMED 83003668 SCG MSSB FARIDAH BTE IDRIS 83003799 SCG MSSB RANEE KRISHNAN 83004036 SCG MSSB FAUZIAH NASIR 83004082 SCG MSSB HAFIDAH ABU BAKAR 83004210 SCG MSSB SITl HABIBAH ABD KADIR 83004295 SCG MSSB MAZNAH ABU SAMAH 83004513 SCG MSSB RASMAH BTE USAT 83004674 SCG MSSB HAMDAH BTE AZIZ 83004689 SCG MSSB JAMALIAH MOH TAN 83004713 SCG MSSB SALMAH DAUD 83004881 SCG MSSB RUSMINAH MOHD ARIS 83004993 SCG MSSB RAMLAH AHMAD 83005086 SCG MSSB SAMSINAR PEAI 83005120 SCG MSSB NORHASNI ABD KARIM 83005609 SCG MSSB FARIDAH MUSA 83005689 SCG MSSB NORLINDA SULAIMAN 83005855 SCG MSSB JUMIDAH BT HASSAN 83006091 SCG MSSB LILLAH BT ABDUL AZIZ 83006284 45

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORAIDA BTE ABD HAMID 83006322 SCG MSSB NORAINI BT YUSOF 83006551 SCG MSSB SALMAH AMAT 83006564 SCG MSSB THURIMAH BTE DAHAN 83006584 SCG MSSB AYYAMMA A/P PERUMAL 83006613 SCG MSSB ZAINUN BT YAAKOB 83006660 SCG MSSB SHARIFAH HAMID 83006693 SCG MSSB HALIMAH BT YUNAN 83006778 SCG MSSB ROSMINAH BT BERO 83006811 SCG MSSB SABANON HASHIM 83006981 SCG MSSB FARIDAH BT BASARUDDIN 83007039 SCG MSSB NORLIZA BT MOHD RASHID 83007070 SCG MSSB ROSNAH BT MOHD YUSOF 83007238 SCG MSSB ABD RASID BIN AMAT 83007352 SCG MSSB NANI FAIZAH BT BAHAROM 83007441 SCG MSSB ROSNAH BTE ZAKARIA 83007650 SCG MSSB HINDARWATI BT BARDAN 83007785 SCG MSSB NORLIA BT MOHD HASHIM 83008067 SCG MSSB ZAMINAH BTE MUHAMAD GURBAH 83008092 SCG MSSB FARIDAH BTE BAHAROM 83008453 SCG MSSB YAP LEE FAH 83008579 SCG MSSB RATHNAMAL A/P MUTHU 83009190 SCG MSSB KAMALA A/P VEERAPPAN 83009313 SCG MSSB ADELINE EDWARDS 83009562 SCG MSSB SHANTHI A/P SATHIABANA 83009594 SCG MSSB HAMIDAH BT SARDI 83009606 SCG MSSB R SOORIABAI A/P RAMACHANDRAN 83009643 SCG MSSB NORIZAH BINTI IDRIS 83009968 SCG MSSB ROHAIZA BTE ABD RAHMAN 83010023 SCG MSSB SAMSIAH BT MAHIL 83010132 SCG MSSB NIK AINI BT DERAHIM 83010156 SCG MSSB SOFIAH BT MAT NASIR 83010535 SCG MSSB SANTHI A/P VELAEDAN 83010941 SCG MSSB ANGAMMAH A/P GOPALARAJ 83011224 SCG MSSB SALLZA BTE ABD LATIF 83011416 SCG MSSB ALLI A/P ATHIMOOLAM 83011423 SCG MSSB NORLIDA BTE ISMAIL 83011661 SCG MSSB FATIMAH BTE BAHIRAN 83011742 SCG MSSB ROSSIDAH BTE TAJUDDIN 83011993 SCG MSSB RODIAH BTE JAMIL 83012512 SCG MSSB ZAWI YAH BT HAJI ABDULLAH 83012513 SCG MSSB MAZLINA BINTI MAHAT 83012532 SCG MSSB SINNAMMAH A/P VEERAPAN 83013031 SCG MSSB CHE ESHAH MAT RIPIN 83013073 SCG MSSB S BATHUMALAI A/P SAMIKANU 83013316 46

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SERIAH BT OTHMAN 83013536 SCG MSSB NOR AMIZA BINTI NEKMAT 83013898 SCG MSSB ZUZILAWATI BT SAMSUDIN 83013904 SCG MSSB S. CHITHRA A/P SELVARAJ 83013914 SCG MSSB NORAINI BINTI MD NOR 83014046 SCG MSSB PARUVATHAM A/P ARUMUGAM 83014061 SCG MSSB NORATUL SHIMA BT MUHAMAD 83014148 SCG MSSB SAKINAH BEEVI BT MOHAMED IDRIS 83014689 SCG MSSB MAHANUM BINTI BADOR 83014755 SCG MSSB LEONG HEE POH 83014962 SCG MSSB NOORHAZAM BINTI ABAS 83015173 SCG MSSB FARIDAH BINTI ISHAK 83015958 SCG MSSB ZALIAWATI BINTI ISMAIL 83016031 SCG MSSB AZHAR B MAT NASIR 83016106 SCG MSSB MUHAMMAD FAIZ BIN MOHD FAUZI 83016725 SCG MSSB NORRITAH BINTI ABDUL RAHMAN 83016726 SCG MSSB NORLILA BIN MAT NOOR 83016893 SCG MSSB ERMAN BIN SAID 83016919 SCG MSSB SHAIFUL HAMDI BIN ZAKARIA 83016923 SCG MSSB HAIROM BIN ISMAIL 83016925 SCG MSSB NORLAILA BINTI MOHAMAD 83016933 SCG MSSB RAZIDIN BIN NORDIN 83017254 SCG MSSB ROHAIDA BINTI ISMAIL 83017692 SCG MSSB RASHIMAH BINTI MAD REJAB 83017718 SCG MSSB NADIAH BT KAMARUDDIN 83017734 SCG MSSB RAHNI BINTI SHARIF 83017800 SCG MSSB ZAINAB BINTI BIDIN 83017801 SCG MSSB NORSHARINA BINTI HASHIM 83017974 SCG MSSB HAMIDAH BINTI HUSAIN 83017992 SCG MSSB MARZELA BTE MOHAMAD ALI 83018033 SCG MSSB NORASLITA BINTI SAMSUDDIN 83018084 SCG MSSB NOR HAYATI BT MOHAMMAD 83018069 SCG MSSB WAN NOR AFIZAN BINTI WAN MAMAT 83018205 SCG MSSB ZAMZARINA BINTI JAMHURI 83018461 SCG MSSB NORLIANA BINTI MD ISA 83018575 SCG MSSB BATMAH A/P BATU MALI 83018593 SCG MSSB RAFIDAH BINTI MD LANA 83018620 SCG MSSB KALARANI A/P NADESAN 83018686 SCG MSSB RUSLINDA BINTI OSMAN 83018692 SCG MSSB JUNAIDAH BT ZAINAL 83002116 SCG MSSB ROKIAH KASSIM 83003701 SCG MSSB NORLIDA ABDULLAH 83006187 SCG MSSB SHARAH BT SALLEH 83006198 SCG MSSB JAMALIAH BINTI BAHARI 83006402 47

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORIDA BTE IDRIS 83006578 SCG MSSB RUSLINA BT BAHARUDIN 83007459 SCG MSSB SHUHAIDAH BT HASHIM 83008722 SCG MSSB ZURANA BTE USUS 83000418 SCG MSSB SITI AISHAH BT DERIS 83001718 SCG MSSB PRAMAH A/P ARJUNA 83002035 SCG MSSB ASLINDA BT RABU 83004091 SCG MSSB KALAICHELVI THANGAVELU 83000155 SCG MSSB ROSNANI ABD RAZAK 83000766 SCG MSSB KINAH BT TALIB 83001096 SCG MSSB RAMAYEE RAMASAMY 83001207 SCG MSSB ELIZABETH IRUTHIAM 83001362 SCG MSSB PADMINI PERIASAMY 83001371 SCG MSSB MAIMUNAH ITAM 83001381 SCG MSSB BARIAH BAHUDIN 83001459 SCG MSSB SATPAL KAUR 83001493 SCG MSSB ROSIDAH SAID 83001604 SCG MSSB SOLAH LEBONG 83001892 SCG MSSB MAIMON AHMAD 83001928 SCG MSSB BADARIAH BT ABU BAKAR 83001953 SCG MSSB MAHESVARI MURUGESU 83002117 SCG MSSB NORMADIAH BT OTHMAN 83002156 SCG MSSB RUSNAH FIRUHKKAN 83002452 SCG MSSB ROBIAH KAJI 83002683 SCG MSSB NORASIAH MD NOR 83002796 SCG MSSB ARBAKYAH BTE ARIFFIN 83002842 SCG MSSB ROZITA BTE MANSOR 83002863 SCG MSSB ROKIAH SAPIAI 83003098 SCG MSSB NAGESWARIE D/O PALANIANDY 83003448 SCG MSSB PARAMESWARY GOVINDASAMY 83003617 SCG MSSB ROZAINI MANSOR 83003699 SCG MSSB HAKAVALI EAUMALI 83003768 SCG MSSB PUSPA SUNDRAM 83003840 SCG MSSB ROSANA YASIN 83003877 SCG MSSB KASMAH BT AYOB 83004169 SCG MSSB NORHANITA BT ARIS 83004174 SCG MSSB SALIMAH WAHAB 83004235 SCG MSSB NORA MANSOR 83004291 SCG MSSB MARUGAMMAH DANAPAL 83004409 SCG MSSB HAMIDAH HARON 83004530 SCG MSSB SAKILAWATI MD AMIN 83004549 SCG MSSB RUSNI SHININ 83004785 SCG MSSB FUZIAH MOHD SHARIFF 83004819 SCG MSSB NAIMIAH HJ HUSEIN 83004920 SCG MSSB SHARIFAH ABU BAKAR 83005076 48

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB BARIAH AZIZ 83005218 SCG MSSB PAPATHY VEERASAMY 83005319 SCG MSSB ZURAIDAH ABU HASSAN 83005310 SCG MSSB SARINA SHAMSUDDIN 83005358 SCG MSSB NASIAH SAMEK 83005374 SCG MSSB ZAINON MD HADI 83005384 SCG MSSB PREMA NADESAN 83005484 SCG MSSB NORMALA MD YUSUF 83005540 SCG MSSB ROZITA BAHARON 83005581 SCG MSSB ROHANI ABD SAMAD 83005586 SCG MSSB FADZILAH BT YAHAYA 83005630 SCG MSSB SHARIFAH LILA SENIN 83005653 SCG MSSB SARIMAH KARIM 83005669 SCG MSSB HAMIDAH BT JIDIN 83005784 SCG MSSB MARLLYKAVATHY A/P NARAYANASAMY 83005792 SCG MSSB NORLIAH BT HUSIN 83005815 SCG MSSB RAHANA BT ABD MANAF 83005879 SCG MSSB SALMIAH BT ABDUL WAHAB 83005888 SCG MSSB ROHAYAH BT YAAKOB 83005914 SCG MSSB S DEVI A/P V SETHU 83006056 SCG MSSB ANNAMAL A/P AROKIASAMY 83006214 SCG MSSB ROHAYAH HASSAN 83006320 SCG MSSB ANAMARY D/O RETNAM 83006403 SCG MSSB RABAAIYAH BT ABU SAMAH 83006409 SCG MSSB S ANJALITHEVI A/P THERUVENGADA 83006411 SCG MSSB PAZIAH AWANG 83006432 SCG MSSB NORMALAWATI BT MD DAUD 83006438 SCG MSSB ZAINON BT ZAINAL 83006464 SCG MSSB NOR AZITA BT ISMAIL 83006528 SCG MSSB NORHAYATI BTE OSDIN 83006530 SCG MSSB SEPIAH BT OTHMAN 83006555 SCG MSSB MAIMUNAH BT BASIRUN 83006565 SCG MSSB ROSANAH BT IBRAHIM 83006592 SCG MSSB PAUDZIYAH BT AHMAD 83006638 SCG MSSB KALIAMAH A/P PALANISAMY 83006647 SCG MSSB SALMI BT IDRIS 83006654 SCG MSSB SURIYANI BT NAYAN 83006662 SCG MSSB NORAZALINA BT UJANG 83006664 SCG MSSB KUMARI A/P MUNISAMY 83006667 SCG MSSB HANEM BT JOHAN 83006712 SCG MSSB VIJAYAKUMARI A/P NARAYANASAMY 83006732 SCG MSSB NORLIZA BTABD WAHID 83006785 SCG MSSB RABAIYAH BT A HAMID 83006858 49

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB RAJESWARY A/P NAGOORAN 83006867 SCG MSSB NORAINI BTE AHMAD 83006891 SCG MSSB A LINGAMMAH A/P ARUNASALAM 83006936 SCG MSSB NORLEHAN BT JANTAN 83006941 SCG MSSB ROSIDAH HASSIM 83006952 SCG MSSB NOOR MALA BTE ANNUAR 83006998 SCG MSSB ZAILAN BT ZAKARIA 83007051 SCG MSSB RUBIAH BTE MOHD WAZIR 83007067 SCG MSSB NORASIAH BT YAHYA 83007074 SCG MSSB LATIFAH BTE SHAFIEI 83007117 SCG MSSB SAROJA A/P MUTUSAMY 83007121 SCG MSSB ROZITA BINTI JAMAHAREE 83007220 SCG MSSB FAIZAH SARKAWI 83007307 SCG MSSB SOORIAGANTHY A/P VALOO 83007319 SCG MSSB ROSSILAH BINTI PUTIH 83007320 SCG MSSB POZIAH BTE YAAKOB 83007367 SCG MSSB SITI ZABEDAH BTE HASSAN 83007376 SCG MSSB LATIFAH BTE AHMAD 83007380 SCG MSSB ROPIAH BTE ABD RAHMAN 83007410 SCG MSSB SANIYAH OTHMAN 83007600 SCG MSSB STELLA PHILOMENA A/P P SOOSAY 83007611 SCG MSSB NORHANIZA BTE SHARIF 83007615 SCG MSSB SITI MARIYAH BT ABU NAHAM 83007621 SCG MSSB PARAMESWARY A/P KALIAPPAN 83007680 SCG MSSB SAKDIAH BTE SHAMSUDIN 83007685 SCG MSSB FAIZAH BTE ABDUL HAMID 83007702 SCG MSSB NORHAYATI SWITI ISHAK 83007703 SCG MSSB NORIZAN BT LISUT 83007708 SCG MSSB RODIAH BT MOHAMED 83007784 SCG MSSB SIDA BINTI SALLEH 83007850 SCG MSSB RAMLAH BT MD SAID 83007873 SCG MSSB LATHA A/P SUBRAMANIAM 83007887 SCG MSSB JAFRIZA BT JANTAN 83007893 SCG MSSB SALMAH BTE BASIRON 83007906 SCG MSSB SALMIAH BTE SHAMSUDIN 83007914 SCG MSSB RUSLIZA BT ISMAIL 83007917 SCG MSSB NORLIDA BINTI MAAROF 83007967 SCG MSSB NORHAYANI BTE SAHADI 83006076 SCG MSSB AZMARIATON BTE ABU BAKAR 83008380 SCG MSSB RAHAMAH ABDUL RAHMAN 83008486 SCG MSSB NORSITA SAHIL 83008635 SCG MSSB SALBIAH BTE KATANI 83008718 SCG MSSB AZLIN BT AYUB 83008792 SCG MSSB ZAIMUNALIZA BTE SAMAH 83008882 SCG MSSB MAZNAH BTE MOHD ZIN 83008899 50

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SANTHI A/P CHELLIAH 83009011 SCG MSSB ZABIDAH BT MOHAMAD 83009181 SCG MSSB ZAINAF BTE SAID 83009182 SCG MSSB ROSMINI BTE SAMANI 83009295 SCG MSSB RADIANA BT ABD WAHAB 83009296 SCG MSSB SHARIZA BINTI ZAHAR 83009307 SCG MSSB RABINA BT ME 83009308 SCG MSSB RUSLINA BT MAAMOR 83009555 SCG MSSB ASMAH BT MOHD NOOR 83009582 SCG MSSB SABILAH BT BAHARI 83009723 SCG MSSB ROHANI BTE YAAKOB 83009828 SCG MSSB ZAINI ABD GHANI 83009934 SCG MSSB NORIAH BTE JALIL 83010140 SCG MSSB HALIZA BT ZAKARIA 83010222 SCG MSSB UMAH-RANI A/P NADASON 83010315 SCG MSSB NORZAWATI BTE MD NOOR 83010588 SCG MSSB NOOR ZALLIFAH BT HASHIM 83010935 SCG MSSB S THILAGAVATHI A/P SUPIRAMANIAM 83010965 SCG MSSB K MOHANA A/P KRISHNAN 83010981 SCG MSSB SARMELY BTE HARUN 83011032 SCG MSSB RUBIAH BTE ABDUL WAHID 83011184 SCG MSSB PERIANAYAGI A/P RAMASAMY @ MARKU 83011188 SCG MSSB NURFADILAH BTE SUAIBUN 83011232 SCG MSSB PARAMESWARY A/P PACHIAPPAN 83011302 SCG MSSB SUMATHI A/P MURAGAYAH 83011304 SCG MSSB NORHAYATI BTE ABU ZARIN 83011321 SCG MSSB KALAISELVEE A/P NADASON 83011329 SCG MSSB JUHAIZAH BT MOHD ZIN 83011363 SCG MSSB NORMALA BT MOHD SALLEH 83011402 SCG MSSB NORA BT SABIRAN 83011406 SCG MSSB NORARPISAH BTE MOKHTAR 83011408 SCG MSSB SITI SALMAH BTE ISMAIL 83011436 SCG MSSB SAFIAH JAMALUDIN 83011527 SCG MSSB ESAH BT AWANG 83011852 SCG MSSB NURMAIZA BTE JANTAN 83011960 SCG MSSB JAYA GHAURI A/P NARASAN 83011978 SCG MSSB MAGESWARY A/P MANICKAM 83012127 SCG MSSB LETCHUMI A/P YELAMALE 83012128 SCG MSSB ZAINORA AZIMAH BINTI ZAINAL 83012257 SCG MSSB HALIMAH BT ADAM 83012326 SCG MSSB NOOR ZALINA BINTI ZAINI 83012577 SCG MSSB SIVAKUMAR A/L MUTHU 83012852 SCG MSSB SAMSUL SIN ARIFIN 83013014 51

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ROSITA BINTI MAAROF 83013195 SCG MSSB ZAIMAH BTE ALI 83013556 SCG MSSB ZAINAB BINTI MUHAMAD GURBAH 83014408 SCG MSSB NORIDAH BINTI NIK MAT 83014410 SCG MSSB OTHMAN BIN MD SHAH 83014815 SCG MSSB UMAVATHY A/P MARAPPAN 83014864 SCG MSSB KHAMIZAN BIN MAIDEEN 83014837 SCG MSSB SARAVANAN A/L HARIHARAN 83014939 SCG MSSB MASLILY BINTI MD NOR 83015064 SCG MSSB NORAINI BINTI ABU SAMAH 83015184 SCG MSSB SELAMAH BINTI PAIDI @ HJ ABD MOOKHTI 83015240 SCG MSSB SAKILAH A/P KRISHNAN 83015241 SCG MSSB JAYALECHMI A/P MURUGIAH 83015326 SCG MSSB SUHAILA BINTI MD SAHAR 83015397 SCG MSSB ISMADI SIN YAHAYA 83015466 SCG MSSB MARIAMMAH A/P SELVARAJA 83015625 SCG MSSB RUSNITA BINTI DAUD 83015848 SCG MSSB NORAPIDAH BT MOHD DAN 83015880 SCG MSSB ROGAYAH BTE ABDUL RASHID 83015904 SCG MSSB KHAIRUL MIZAN BIN ZAININ 83015934 SCG MSSB NOR ROHAYA BINTI YAHAYA 83016028 SCG MSSB FATIMAH BTE ARESAN 83016120 SCG MSSB NORSITA BT KAMARUDDIN 83016173 SCG MSSB SUAR KAUR A/P NAJAR SINGH 83016187 SCG MSSB ROSLINNAH BINTI RASIDENT 83016397 SCG MSSB ZAIMAH BINTI SULAIMAN 83016401 SCG MSSB NORSALAWATI BINTI RAMLI 83016529 SCG MSSB NOR ZALINA BINTI MD TOLAH 83016617 SCG MSSB SAZARINA BINTI ABU ZARIN 83016645 SCG MSSB HASLINA BINTI HODRY 83016793 SCG MSSB RABAIAH BINTI ISMAIL 83016909 SCG MSSB ROSLIZA BINTI AWANG 83016965 SCG MSSB ROZILA BINTI MOHD RASHID 83016966 SCG MSSB ANITA BINTI TASMIN 83017028 SCG MSSB FAUZIAH BINTI BERAHIM 83017029 SCG MSSB ROHANA BINTI MAZLAN 83017041 SCG MSSB HASFANIZAL BIN HASHIM 83017089 SCG MSSB LIJAH BTE NORDIN 83017163 SCG MSSB RODZILA BINTI MOHD JAMIL HASHIMI 83017171 SCG MSSB NILANTHARA BABU A/L NIMAKAMA 83017200 SCG MSSB ROMAINI SUZI BT MOHD ALI 83017304 SCG MSSB MOHAMMAD IBRAHIM SIN AZAHARI 83017372 SCG MSSB ROSHAWATI BINTI ABU BAKAR 83017411 52

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ZAIMI BIN ZAINUDDIN 83017505 SCG MSSB ROSMAWATI BT MOHD NOR 83017511 SCG MSSB KANNAN A/L GANESAN 83017518 SCG MSSB YUSNITA BT MOHO YUSOF 83017585 SCG MSSB NORAZLIANA BINTI ABU 83017622 SCG MSSB THAMARAKHELVI A/P MARIMUTHU 83017771 SCG MSSB MAHANUM BINTI A AZIZ 83017857 SCG MSSB RAFIDAH BINTI RAMLI 83017871 SCG MSSB FATIMAHNOR BTE HASSAN 83017891 SCG MSSB SAFARIDAH BTE ZULKIFLY 83017893 SCG MSSB HASLINAH BTE HASHIM 83017894 SCG MSSB ROSLINDA BT IBRAHIM ABDUL RAHIM 83017937 SCG MSSB NORMALA BT SAID 83017948 SCG MSSB AZWAN BIN ABDULLAH 83017952 SCG MSSB MUHAMMAD SIN DAHALAN 83017954 SCG MSSB MARLIANA BINTI MAZLAN @ MAZALAN 83018157 SCG MSSB NORAZIZAH BT ABDULLAH 83018224 SCG MSSB SALOMA BINTI MOHD RASHID 83018266 SCG MSSB TENGKU SALINA BINTI T HUSSAIN 83018269 SCG MSSB ASRINDALIZA BINTI ANUAR 83018328 SCG MSSB ROZAZLEN BINTI MOHD ARIS 83018719 SCG MSSB NOR ROZITA BINTI IBRAHM 83018720 SCG MSSB ROSSITA BINTI MINHAD @ NORDIN 83018750 SCG MSSB GAYATHRY A/P M VETRIVELOO 83018758 SCG MSSB AMINAH BTE KAILOH 83018762 SCG MSSB ANDAL A/P ARIKRISHNAN 83018773 SCG MSSB JAYANTI A/P BALAKRISHNAN 83018775 SCG MSSB SITI ROHAIDA BINTI KHAIRUDDIN 83018778 SCG MSSB NORALIZA BINTI MD RAMLAN 83018786 SCG MSSB SITI KHADIJAH BINTI ABDULLAH 83018787 SCG MSSB NORHASNITA BT ZAINUDIN 83018790 SCG MSSB ROSIDAH BINTI ZAINUDIN 83018803 SCG MSSB YUSNITA BINTI ABD HALIM 83018807 SCG MSSB NORAINI YUSOF 83000544 SCG MSSB FATIMAH MAAMOR 83002750 SCG MSSB MULIZAH ABDULLAH 83003330 SCG MSSB JAMIAH RAHMAT 83003698 SCG MSSB JAMILAH OSMAN SUKOR 83003858 SCG MSSB SAKDIAH LAMBAK 83003985 SCG MSSB NORHAWIYAH A HAMID 83004479 SCG MSSB SALMAH BTE IDRUS 83005293 SCG MSSB NORHAYATI MOHD ABDIL 83005507 SCG MSSB MARIAM YASSIN 83006912 53

SCG MSSB ROSIDAH BINTI ABU 83007315 SCG MSSB ZAINON AB RAHMAN 83007446 SCG MSSB ZARINAH BINTI NASIR 83007801 SCG MSSB LIM KIM POOI 83008323 SCG MSSB ZURINA ABD RAHMAN 83009107 SCG MSSB MASITA BTE MOHAMAD 83009465 SCG MSSB GANGA THEVI A/P MURUGAN 83009502 SCG MSSB ROHAJDAH BTE ABD KADIR 83009503 SCG MSSB MAZIYANI BINTI MANSUR 83009510 SCG MSSB NORSIAH BTE MOHD JAAFAR 83009512 SCG MSSB MAFIZA BT MOKHTAR 83009515 SCG MSSB HAZIAH BT HARIS 83009550 SCG MSSB BATHMAVATHY A/P PAJAPAN 83009667 SCG MSSB NOR AISHAH BTE WAHAB 83009903 SCG MSSB LATIFAH BT KAMARUZAMAN 83009927 SCG MSSB JUMAAH BTE MD NOR 83000259 SCG MSSB ROSIDA BTE MAD ARIS 83000320 SCG MSSB POOGOTHAI A/P SUBRAMANIAM 83002253 SCG MSSB RUSIAH BTE KARPELEK 83003617 SCG MSSB NORAZLINA BTE SAMARUDDIN 83003756 SCG MSSB NOR AZIMAH BINTI AMIR 83004282 SCG MSSB ANITA BTE MD ISA 83004374 SCG MSSB MAZIYAH BTE JAHARI 83006289 SCG MSSB JULIAH BT IBRAHIM 83000290 SCG MSSB FAUZIAH MOHD NOOR 83000792 SCG MSSB JOSEPHINE AMMIATHAM 83000964 SCG MSSB NORMAH ARSHAD 83001629 SCG MSSB SAMSINAR MD LUDIN 83001895 SCG MSSB NORINI ALIAS 83002399 SCG MSSB BIBI HAMIDAH KARAM DIN 83002416 SCG MSSB NORHAINI BINTI TOMPOK 83002656 SCG MSSB ZAITUIN BTE ARIFIN 83002843 SCG MSSB ZAINATON BTE SIDUMIN 83002847 SCG MSSB NGATINI WAHAB 83002905 SCG MSSB MONGAYARTHELAGAM MUTHUSAMY 83003431 SCG MSSB ARIYAMALA V S MANIAM 83003449 SCG MSSB SINNAMANI S KARUPAYAH 83003477 SCG MSSB ROBIYAH ABD RAUB 83003622 SCG MSSB RAJESWARY CHELAPPAN 83004229 SCG MSSB NORAYA TALIB 83004322 SCG MSSB NOR HAFIZAH MD NOOR 83004742 SCG MSSB CHAN LEE YING 83004857 SCG MSSB SITI HAWA ALIAS 83005230 SCG MSSB KAMARIAH JAAFAR 83005257 54

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB MAZNAH ABD MALEK 83005325 SCG MSSB ANITA BT ATAN 83005771 SCG MSSB SUMATHI A/P ARUMUGAM 83005874 SCG MSSB SHUWAGUADI D/O MUTHUSAMY 83006164 SCG MSSB ROSIAH BT JUMAAT 83006441 SCG MSSB VASANTHA A/P MANICKAM 83006734 SCG MSSB PUSPALILA A/P MUNIANDY 83006735 SCG MSSB KHATIJAH BTE ABD HAMID 83006990 SCG MSSB PUSPATHEVI A/P ELLAPPAN 83007129 SCG MSSB ROKIAH BTE ABD TALIB 83007217 SCG MSSB RATHA A/P SUPPIAH 83007316 SCG MSSB FAZILAH BT ABDULLAH 83007519 SCG MSSB NORMAH BTE SAJI 83007666 SCG MSSB RUBIAH BINTI MOHD ISA 83007671 SCG MSSB SUZAINA MANSOR 83007746 SCG MSSB SITI FATHIMAH BINTI IBRAHIM 83007768 SCG MSSB KAMARIZA BINTI KHAMID 83007814 SCG MSSB NOR RABIEAH BT MOHAMMAD NOOR 83007875 SCG MSSB FAIZAH BINTI HAMZAH 83007876 SCG MSSB SITI MUSLIHAT BTE ZABIDIN 83007889 SCG MSSB ZAINAB BTE MOHD NOR 83007890 SCG MSSB WAHIDA BT ABD WAHAB 83007894 SCG MSSB ZAIDAH BTE ZAKARIA 83007900 SCG MSSB NORASHIKIN BINTI ABDULLAH 83007909 SCG MSSB SAMSINAR BTE AWALUDIN 83007918 SCG MSSB NORZALINA A BAKAR 83007921 SCG MSSB RANIMAH BINTI JAMALUDIN 83007935 SCG MSSB SALMIAH BT ABDULLAH 83008022 SCG MSSB NORIZAH BTE SAMSUDIN 83008033 SCG MSSB LIEW YEW FUI 83008543 SCG MSSB JAMALIAH BTE JIMIN 83009793 SCG MSSB TENGKU ZAINUN BTE RAJA MAHMUD 83009794 SCG MSSB RUBIAH BT ABDUL RAHIM 83009924 SCG MSSB SALMIAH BTE HAMZAH 83000081 SCG MSSB FAHIMAH BTE MUHAMED 83000159 55

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORASIAH BT MOHO ATAS 83010388 SCG MSSB NOOR FISAH BT AHMAD 83010472 SCG MSSB SARIAH BTE ABDUL RAHMAN 83010886 SCG MSSB R A THANGESWARY A/P ANAMALAI 83011004 SCG MSSB JUNAINAH BET SHARIF 83011185 SCG MSSB NORMALIZA BET AHMAD 83011490 SCG MSSB PUNITHA A/P PONNUSAMY 83012605 SCG MSSB HASLINDA BET JAMIL 83012631 SCG MSSB ROPEAH BTE ABU BAKAR 83012818 SCG MSSB THARAMARAJA A/L PARAMASIVAM 83012856 SCG MSSB SEETHA A/P NARAYANAN 83013142 SCG MSSB SELVARANI A/P JOHN MATHEWS 83014236 SCG MSSB MAGESWARY A/P THANGAVELU 83014817 SCG MSSB SOBBA A/P APPOKUTAN 83014818 SCG MSSB D THULASINATHAN A/L DAVAN 83015162 SCG MSSB VASANTHI A/P KATHERISAN 83015175 SCG MSSB JULIEATHIANA BT ABD. LATIF 83015757 SCG MSSB SARALA DEVI A/P MANOGARAN 83015845 SCG MSSB SHANTHI A/P P. RAJOO 83015898 SCG MSSB KHAMIDAH BTE ALUS 83015995 SCG MSSS JAMISAH BTE RAZALI 83016004 SCG MSSB PARAMESWARY A/P CHINNIAH 83016024 SCG MSSB SUHAIMI BIN ABDUL KADIR 83016696 SCG MSSB NORAHYATI BINTI MOHD ATAS 83016698 SCG MSSB ROSIDAH BT MOHAMED NAIM 80316703 SCG MSSB HAMIDAH BINTI BERAHIM 83017030 SCG MSSB MUNIANDY A/L MUNION 83017048 SCG MSSB SURAYA BINTI SAID 83017075 SCG MSSB KUMARAN A/L ARIKRISHNAN 83017166 SCG MSSB NAZIHA BINTI ZAKRI 83017285 SCG MSSB SURIYANTI BT PARDI 83017410 SCG MSSB AZLINA BINTI HUSSAIN 83017447 SCG MSSB NORMAH BINTI ALI 83017854 SCG MSSB ROSIDAH BT KAMADIN @ KAMARUDDIN 83017855 SCG MSSB NASHIDAH BINTI MAT SAARI 83017870 SCG MSSB NORAZIMAH BT YATIM 83017905 SCG MSSB SARJIT KAUR A/P DAL SINGH 83018068 SCG MSSB NOR AZLINA BINTI ALIAS 83018074 SCG MSSB MAZWATI BINTI MAARIF 83018785 SCG MSSB MAZHANI BINTI MAARIF 83018788 SCG MSSB ROSLIZA BINTI RAMLI 83018806 SCG MSSB NORIAH BT UJANG 83006711 SCG MSSB NOORHAYATI BTE MD JAKI 83008558 SCG MSSB ROSMAWARIANA BTE SINDUT 83010342 SCG MSSB ZILINA ELIAS 83001248 56

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SITI JARIYAH BARDAN 83001846 SCG MSSS RAMLAH BTE IBRAHIM 83002845 SCG MSSB AZIZAH YAHYA 83004574 SCG MSSB JAMALIAH JAMIL 83004990 SCG MSSB MANIMALA NACHMUTTU 83005505 SCG MSSB VIJAYA A/P GOVAKRISHNAN 83005905 SCG MSSB HAMIDAH BT OTHMAN 83006465 SCG MSSB SUSILA DEVI A/P A KRISHNAN 83006485 SCG MSSB MARIYAM BT HASHIM 83007064 SCG MSSB AIDAH HASSAN 83007068 SCG MSSB NORSAH MOHAMMAD SHARIFF 83008199 SCG MSSB ZAINAH BTE NORDIN 83010016 SCG MSSB MUNNIAMAH A/P PUTIAPPAN 83010206 SCG MSSB KHATIJAH BTE MD SALLEH 83010531 SCG MSSS ROSLINDA BT MANSOR 83010850 SCG MSSB ZANIAB A/P T ASSINER 83012374 SCG MSSB INTHIRANI A/P KANDASAMY 83015760 SCG MSSB ROSNAH AHMAD 83000298 SCG MSSB NORRAHIMA BT MD YASIN 83000696 SCG MSSB SARASWATHY N 83001370 SCG MSSB SITI HAZAR BT ABD RAHMAN 83002194 SCG MSSB NORZALINA SYD OMAR 83002203 SCG MSSB PATHMAVATHY RAJAGOPAL 83002547 SCG MSSB SAELAH DERON 83003088 SCG MSSB NORMALA MOHD NOOR 83004069 SCG MSSB SAADIAH SARIANUM 83004093 SCG MSSB JARAH SALLEH 83004372 SCG MSSS MARIAMMAL A/P SINNAPYAN 83006348 SCG MSSB SHRIMAH BT SULAIMAN 83006475 SCG MSSB A SAROJAH A/P APPADURAI 83006758 SCG MSSB SALMI BINTI ABU SAMAH 83006918 SCG MSSB SITI AISHAH BT BIDEN 83008531 SCG MSSB AZLINA BT ABDUL RAUF 83008720 SCG MSSB NORASIMAH BTE MANSOR 83008754 SCG MSSB SHANTHI A/P MUNIANDY 83009344 SCG MSSB SUHANA BINTI ABD JAMAL 83009743 SCG MSSB SITI SARIMAH BT ABU NAHAM 83009775 SCG MSSB MAZNY BT KHAMIS 83009923 SCG MSSB VASANTHA A/P RAMAYIAH 83010378 SCG MSSS HASNAH BT UJANG 83011123 SCG MSSB NORZILA BINTI WANG 83011582 SCG MSSB GUNASUNDAREE A/P SUBRAMANIAM 83011732 SCG MSSB HUZAIMAH BT ABDULLAH 83013302 SCG MSSB HASMALINDA BINTI HASAN 83013777 SCG MSSB JULIANA BINTI ABDUL RANI 83014080 SCG MSSB FATIN FALZAH BT JAAFAR 83014281 57

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB THILAHAM A/P SURAMANIAM 83014326 SCG MSSB HALIJAH BINTI MAHMUD 83014822 SCG MSSB SUMATHI A/P PEROMAL 83015180 SCG MSSB NORLIAH BINTI IBRAHIM 83015197 SCG MSSB SAMSUL BIN SAHMAN 83015278 SCG MSSB SUMIAH BINTI ABD RAHMAN 83016005 SCG MSSB JUNAIDAH BT JAMALUDDIN 83016113 SCG MSSB ISMARSURIYA BTE ISMAIL 83016507 SCG MSSB INTAN MAZLINA BINTI ISMAIL 83016512 SCG MSSB MAZLINA BINTI PILUS 83016879 SCG MSSB RUSNANI BINTI RUSLI 83017626 SCG MSSB MD ALI BIN NUSRI 83018288 SCG MSSB VIJAYAKUMAR A/L BERIN@ VEERAN 83018300 SCG MSSB MARSITA ABD WAHAB 83000120 SCG MSSB KATIJAH AHMAD 18000168 SCG MSSB PERIDAH HANOM AHMAD 83001365 SCG MSSB VERGINIA LAZAROO 83001732 SCG MSSB MALINE THANGAVELU 83002040 SCG MSSB ZALEHA BT ABD RAZAK 83002259 SCG MSSS RAKIAH HUSSIN 83002312 SCG MSSB ZUREENA BT ABD RAHMAN 83002355 SCG MSSB FOZIAH MOHD NOOR 83002633 SCG MSSB NORISAM OTHMAN 83003168 SCG MSSB MAIMUNAH EANUSI 83003490 SCG MSSB NORRISAH HAMID 83003805 SCG MSSB SITl EZZAH SAIDIN 83003844 SCG MSSB NOR AZLINA ARIS 83003983 SCG MSSB ZAITON SIRAN 83004615 SCG MSSB MAIMON OSMAN 83004912 SCG MSSB NORAINI SAGAP 83004950 SCG MSSB ZALEHA SELAMAT 83004973 SCG MSSB KANNIAMMAH MARIMUTHU 83004977 SCG MSSB ANIMATON AHMAD 83005041 SCG MSSB NOOR AZIZAH HASSAN 83005401 SCG MSSB CHEONG SOO CHENG 83006481 SCG MSSB FAUZIAH IDRIS 83006486 SCG MSSB S DANALETCHEMY 83006885 SCG MSSB NORLIZATION BT RAZALI 83006983 SCG MSSB HAZLIN BINTI ABDUL HALIM 83007178 SCG MSSB NORESHAH BTE AHMAD 83007288 SCG MSSB NORLIZAN BINTI HARON 83008008 SCG MSSB JULIA BT JIPUN 83008297 SCG MSSB NURIFAH BT HARUN 83008919 SCG MSSB NORLIN SAHARI 83009263 SCG MSSB RAGAYAH BTE RAHMAN 83009623 SCG MSSB SITI RAHMAH BT MD ALI 83009679 58

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB HAMIDAH BINTI HARUN 83009749 SCG MSSB RASAMALAR A/P SIYIKUDI 83010347 SCG MSSB VIDHYAWATHY D/O BALAN 83011059 SCG MSSB NORHIZA BT SULAIMAN 83011177 SCG MSSB JAMIAH BTE JAMALUDDIN 83011704 SCG MSSB SITI SARINA BINTI MANAP 83011949 SCG MSSS SAZURA BT MOHD TAN 83012353 SCG MSSB NOR HAZLLZA BINTI MOHD DIAH 83014873 SCG MSSB JAYALICMY A/P RAJALINGAM 83015628 SCG MSSB INTAN ANUM BINTI ABDUL AZLZ 83015812 SCG MSSB UMA MAGESWARI A/P SUPPIAH 83016757 SCG MSSB SAIDA BONOO BINTI MIRZA GHULAM NABI 83016834 SCG MSSB SIVAKUMAR A/L. BERIN @ VEERAN 83018301 SCG MSSB FADILAH ABD JALIL 83001280 SCG MSSB NURAINI UJANG 83001863 SCG MSSB SALMY BINTI BAHARUDDIN 83002069 SCG MSSB SURIYATI RASID 83002135 SCG MSSB HAYATI MOHD JUNOS 83003179 SCG MSSB ROZITA DAUD 83003251 SCG MSSB MAGISVARI A/P NAGOORAN 83006863 SCG MSSB ZARYAH BINTI ABD AZIZ 83007974 SCG MSSB SHARIFAH MARINI BTE SYED MOKHTAR 83007990 SCG MSSB SURIANI BTE ABDUL LATIP 83011579 SCG MSSB RUSMAH BINTI MOHD YUSOF 83011884 SCG MSSB SHARIMAH BTE MOHD SHUKOR 83013336 SCG MSSB AZAMI BIN JAMALUDIN 83015335 SCG MSSB NOSNANI BTI YUNOS 83016857 SCG MSSB NORAINI BINTI MD NOR 83018451 SCG MSSB NIRMALA A/P SELVARAJU 83018571 SCG MSSB MASIRAH SHARIL 83001806 SCG MSSB ZAIMAH ALIAS 83003416 SCG MSSB NORMAH BTE HASAN 83003510 SCG MSSS VASANTHA A/P BATUMALAI 83006181 SCG MSSB VENI A/P AHAMBARAM 83006262 SCG MSSB AMIRTHA VALLI A/P RAMACHANDRAN 83007194 SCG MSSB RUZILAWATI BT. MOHD ASLI 83012233 SCG MSSB ANNIE A/P THOMAS ANTHONY 83014837 SCG MSSB NOR ALIZA BTE MAT SALLEH 83015429 SCG MSSB NORADILAH BT BUKHARI 83015484 SCG MSSB SABARIAH BINTI KASIM 83015616 SCG MSSB SANDI A/P PUTIAPPAN 83016072 SCG MSSB KUMUTHA A/P SASGARAH 83016455 SCG MSSB ROHAYATI BINTI AHAD 83017849 SCG MSSB NOR AZISHAM BIN ABU SAMAH 83018046 SCG MSSB NORAYU BINTI RAHIM 83018169 SCG MSSS NORSIMAH BET MOHD SERI 83000094 59

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORAZIAH AB RAZAK 83000239 SCG MSSB JAMILAH BT BUYONG 83000912 SCG MSSB KASUA IDRIS 83001131 SCG MSSB NORIHA BT IBRAHIM 83001415 SCG MSSB JUNAIDAH IBRAHIM 83001784 SCG MSSB ARBAATON NAHAR 83001798 SCG MSSB MARIAM BT MD SAH 83002096 SCG MSSB ZAHRIAH AHMAD 83002258 SCG MSSB CHELLAMAH CHELLAPAN 83002266 SCG MSSB AZIZAH AHMAD 83002316 SCG MSSB SITI KATHIJAH BT MANSOR 83002344 SCG MSSB LETCHUMI DEVI WASU 83002374 SCG MSSB JALILAH MAHAMI 83002412 SCG MSSB NORIAH KASBUN 83002609 SCG MSSB ROSNAH BULIN 83002724 SCG MSSS BARIAHTUN BTE SALIM 83002964 SCG MSSB YATIMAH SELAMAT 83003339 SCG MSSB ZAINAB BT BIDIN 83003518 SCG MSSB SITI HAJAR BT SHARIF 83003533 SCG MSSB ZAINAP A MALEK 83003568 SCG MSSB AMBIGA VELAYADKAN 83003841 SCG MSSB SITI ZA HARAH SANUSI 83004083 SCG MSSB SANIAH HARUN 83004847 SCG MSSB SH ROZAYA SYED JAAFAR 83005480 SCG MSSB PONKODI A/P MALAYAPPEN 83005558 SCG MSSB SITI SALMIAH ALI 83005770 SCG MSSB ALIAH BT KASAH 83005948 SCG MSSB KARTHIANI A/P NARAYANAN NAIR 83005966 SCG MSSB ZURAIDA BT ABDUL LATIF 83006083 SCG MSSB ZAHRAH BT OSMAN 83006101 SCG MSSB KHATIJAH BT MAAROF 83006207 SCG MSSS MASRIAH BT HASSAN 83006286 SCG MSSB LETCHUMY D/O ARUMUGAM 83006336 SCG MSSB MAIMUNAH BT MOHO YUSOF 83006488 SCG MSSB CHAN LEE CHOO 83006502 SCG MSSB ROGAYAH HARUN 83006567 SCG MSSB UMI KALSOM BT AS WAHAB 83006686 SCG MSSB NORIDAH BT TAIB 83006738 SCG MSSS NOORRIZAN BT OSMAN 83006803 SCG MSSB NORHANAN BINTI MOHD NOOR 83006822 SCG MSSB ROHANA BTE MD JAYA 83006825 SCG MSSB NORRAILAY BTE SALIM 83006839 SCG MSSB SALWATI BTE MD SHAH 83006888 SCG MSSB GAN KIM HAI 83006916 SCG MSSB VALLIAMMAH A/P PERLASAMY 83006944 SCG MSSB HARISHAH BTE ABDUL MALEK 83006965 60

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ROHAIYAH ABDUL RAHMAN 83006968 SCG MSSB ROHANI BTE KASIM 83006973 SCG MSSB SALINA BT JUJI 83007014 SCG MSSS HAZIZAH BT KAMARUDDIN 83007020 SCG MSSB TAMIL SELVI A/P MUTHUSAMY 83007031 SCG MSSB SHAMSIAH MOHD YUSOFF 83007034 SCG MSSB HARIAH BTE IBRAHIM 83007095 sco MSSB JUNAIDA BT MOHD KASIM 83007100 SCG MSSB NORSURIYATI BTE KAMARUDDIN 83007111 SCG MSSB ZAITON BTE AHMAD 83007183 SCG MSSB MAHANI BT AHMAD 83007426 SCG MSSB ZAUNDA BTE ZAKARIA 83008104 SCG MSSB HASLINA BT HARUN 83008110 SCG MSSB ZALEHA BTE NORDIN 83008362 SCG MSSB ZALINA BINTI MOHD KUDUS 83008444 SCG MSSB SALIZA BTE KASIM 83008457 SCG MSSB SAIDAH BTE IDRIS 83008459 SCG MSSB HAPASAH BINTI SHARIF 83008819 SCG MSSB FARIZAH PIEI 83008966 SCG MSSB UMA DEVI A/P SUBRAMANIAM 83008975 SCG MSSB FAZILAH BTE IDRIS 83009067 SCG MSSB MEHALA A/P MUTHUSAMY 83009472 SCG MSSB ZULAIHA BT ABDUL RAHMAN 83009552 SCG MSSS ROSLINA BT MOHD JAMIL 83009684 SCG MSSB NORAZLINA BTE MANAF 83009613 SCG MSSB ASMIDAR BINTI A RAHMAN 83009685 SCG MSSB ZURAINI BINTI MAULUD 83009902 SCG MSSB MARELYZA BTE MOHD DIAH 83010124 SCG MSSB T. KAMISAH BT TAMAN 83010125 SCG MSSB M RAJESWARI A/P MANICKAM 83010200 SCG MSSB NORLIZA BINTI MOHD NASIR 83010225 SCG MSSB RUZITA BINTI SHAHARUDIN 83010226 SCG MSSB SAMSINA BT SAMSUAMBIA @ SAMSUDIN 83010245 SCG MSSB AZLIATON BTE AYOB 83010292 SCG MSSB ROHANA BINTI BAKAR 83010293 SCG MSSB NOR IDA BT TAJUDDIN 83010359 SCG MSSB ROSIAH BTE HITAM 83010384 SCG MSSB MAHERAN BINTI BAKAR 83010409 SCG MSSB NOORAZLINA BTE AB RAHMAN 83010421 SCG MSSB SALMIAH BTE HASSAN 83010422 SCG MSSB NORHANIZAN BTE SABTU 83010519 SCG MSSB NORAINI BTE ABU BAKAR 83010525 SCG MSSB NORHAMIZAH BT MUHAMAD 83010561 SCG MSSB KAMARIAH BT MAT JAHAM 83010590 SCG MSSB REGINA A/P JESU DASS 83010695 SCG MSSS AZIZAH A/P ARTHAM 83010879 61

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORHAZIZAH BTE ABAS 83010889 SCG MSSB AMIDAH BT KONTING 83011662 SCG MSSB SALINAH BINTI SULONG 83011793 SCG MSSB ZUHAILA BINTI ADAM 83011796 SCG MSSB NORHASIMAH BT ISMAIL 80011803 SCG MSSB NORFAZILAWATI BINTI MOHD JANI 83012146 SCG MSSB MAFIZAH BINTI IDRUS 83012186 SCG MSSB ROSLINA BT HJ HASAN 83012284 SCG MSSB ROZITA BINTI ZAINAL ADIDIN 83012463 SCG MSSB JAMILAH BTE HASSAN 83012509 SCG MSSB SALMA BINTI HAJI BAHARUDDIN 83012599 SCG MSSB SORIAH BINTI BASIR 83012625 SCG MSSB HALIMATUL SA'AADIAH BT ABDULLAH 83012664 SCG MSSB SUJATA A/P SIVASANKARAN 93012717 SCG MSSB LEELA DEVI A/P GOPAL 83012763 SCG MSSB ROSNI BT SUDIN 83012807 SCG MSSS MAZIAH BINTI MT YUSUF 83012825 SCG MSSB RAFEAH BT MOHD BAKI 83012887 SCG MSSB NORLELA BINTI MD SOL 83012976 SCG MSSB HAZIZAH BT MOHD RAMLI 83012977 SCG MSSB JASBIAR KAUR D/O KARNAIL SINGH 83012985 SCG MSSB LELA BT MOHD YUSOP 83012987 SCG MSSB SITI ZAITUN BINTI MUSTAFA 83012990 SCG MSSB SITI ESHAH BINTI YAAKOB 80313019 SCG MSSB ALMURISAH BT ALIMAT 83013023 SCG MSSB FATIMAH BTE AHMAD 83013058 SCG MSSB SURIA BT DAUD 83013117 SCG MSSB NORANI BINTI SHAHARI 83013179 SCG MSSB SALBIOYAH BT ZAHIRAN 83013182 SCG MSSB NORALIZA BTE GAMBOR 83013321 SCG MSSB SHARIPAH RAZIAHH BT ALIAS 83013405 SCG MSSB RUSSINAH BT BAHARIN 83013473 SCG MSSS SAFINAH BINTI SALIM 83013605 SCG MSSB SUHIANI BINTI UJANG 83013606 SCG MSSB RUZINAWATI BINTI BAHAROM 83013608 SCG MSSB NORKASIKIN BINTI ZAINAL ABIDIN 83013614 SCG MSSB BATHMA A/P ARUMUGAM 83013645 SCG MSSB SANISAHURI BT BARDI 83013758 SCG MSSB SAROGINY A/P ATHNIANNAN 83013764 SCG MSSB SANTHI A/P SUPRAMANI 83013773 SCG MSSB AINULMAR BINTI MISRAN 83013834 SCG MSSB MONALIZA BINTI MOHD DOM 83013840 SCG MSSB AHYUNA BINTI ABU BAKAR 83013847 SCG MSSB EZELENA BINTI ABOULLAH 83013862 SCG MSSB NORLINA BINTI ABD MALEK 83013943 SCG MSSB HAMIDAH BTE MOHD ARIFF 03014439 62

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB TANGAMAH A/P VADIAPPAN RAMAN 83014446 SCG MSSB NORAINI BINTI ZAINALABIDIN 83014450 SCG MSSS TANALACHEMY A/P KUPPAN 83014485 SCG MSSB NORZIMAH BINTI IDRIS 83014526 SCG MSSB SANIAH BINTI TUKIRAN 83014574 SCG MSSB NAZRI BIN YUSOF 83014872 SCG MSSB ZAINUDIN BIN SULAIMAN 83014886 SCG MSSB ZAMIRAMBIA BIN HASSAN 83014892 SCG MSSB RIZAL BIN ADAM 83014959 SCG MSSB YUSMAWAT1 BINTI BAHAPIN 83015097 SCG MSSB AISAH BINTI BOJENG 83016253 SCG MSSB NOR SHILA BINTI OSMAN 83016268 SCG MSSB VASANTHI A/P BATUMALAI 83016343 SCG MSSB MARIANA BINTI MAT RAMI 83016433 SCG MSSB MASLINDA BINTI AB KARIM 83016434 SCG MSSB MAZIDAH BINTI MAT RANI 83016435 SCG MSSB YUSRY BIN HUSSIN 83016441 SCG MSSB NOORHAFIZAH BINTI HUSIN 83016551 SCG MSSS NORZALIZA BT ABDUL RAZAK 83016552 SCG MSSB SITI ZARINA BINTI ZAINUDDIN 83016556 SCG MSSB NORMAZILAH BINTI ABDUL RAHMAN 83016603 SCG MSSB NYANASUNDARI A/P SELVANAYAGAM 83016622 SCG MSSB FARIDAH BINTI JANTAN 83016654 SCG MSSB SITI MARLINA BINTI ISTAMAR 83016718 SCG MSSB AYUAH BT SCOTT 83016736 SCG MSSB NORWIAH BINTI MAHMUD 81016745 SCG MSSS SHARIFAH BINTI NORDIN 80167446 SCG MSSB ZALINA BINTI SHARIF 83016777 SCG MSSB SANIAH BT MD SHARIFF 83016824 SCG MSSB NOORAIN BINTI ZAINAL 83016843 SCG MSSB NORHAYATI BINTI KAMARUDIN 83016939 SCG MSSB HASNIZA BINTI BAKARIN 83016958 SCG MSSB SALINA BINTI SULAIMAN 83016961 SCG MSSB LAILEY BINTI JONED 83017276 SCG MSSB NORANI BINTI ALI 83017545 SCG MSSB SHAHIIDA BINTI YAKUB 83017645 SCG MSSB SITI KHADIJAH BINTI YASIN 83017711 SCG MSSB NOOR KAMALIA BINTI MOHD KAMIL 83017793 SCG MSSB NORLAILI BINTI ARSHAD 83017850 SCG MSSB KAMARIAH BINTI DAHLAN 83018236 SCG MSSB MAZLINA BINTI MAHMOR 81021651 SCG MSSB ROHAYA MAAROF 83000159 SCG MSSS SAFIAH BT JAMALUDIN 83000262 SCG MSSB SILVARANI D/O PERUMAL 83000341 SCG MSSB NORAZIZAH MOHD NOR 83000672 SCG MSSB NORIMAH SAHARI 83000861 63

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB RAMLAH BT HITAM 83000914 SCG MSSS NORASIDAH MOHD YUSOF 83001125 SCG MSSB RUMINI BT DHARSONO 83001923 SCG MSSB ROHANI BT ABD MALEK 83002003 SCG MSSB NORAINI BT ARDIN 83002031 SCG MSSB SITI HAWAZAH BT YUSOF 83002057 SCG MSSB ROGAYAH BTE SELAMAT 83002243 SCG MSSB RAMLAH MOHD ALI 83002293 SCG MSSB ROHAYA IBRAHIM 83002391 SCG MSSB NOR RAINI BTE SASIDIN 83002398 SCG MSSB SALMIAH BT ABD TALIB 83002670 SCG MSSB SITl HAWA BINTI JAAFAR 83003048 SCG MSSB NORSIMAH BT MANSOR 83003211 SCG MSSB NORASIMAH YUSOFF 83003215 SCG MSSB CHE MUZIYAH BINTI MD JAI 83003219 SCG MSSB ROHAYA ZAINUDDIN 83003446 SCG MSSB ROSLINA TALIB 83003585 SCG MSSS MISRINAH SIMIN 83003684 SCG MSSB LEHAN ABDULLAH 83003728 SCG MSSB SABARIAH MOHD NAYAN 83003822 SCG MSSB RAHIMAH JANI 83003979 SCG MSSS SITI ROMIZAN ABD RAHIM 83004042 SCG MSSB MIRZA FUADAH HASSAN 83004044 SCG MSSB ZAINON IDRIS 83004049 SCG MSSB FATIMAH ABDULLAH 83004050 SCG MSSB MAIMUNAH ITAM 83004096 SCG MSSB MAZNAH BT YASIN 83004160 SCG MSSB SELLAMMAL D/O PANNIR SELVAM 83004186 SCG MSSB BADARIAH IBRAHIM 83004273 SCG MSSB NAREZAM AHMAD 83004383 SCG MSSB NORAINI HASSAN 83004398 SCG MSSB NORZILA RAMLI 83004581 SCG MSSB ROSWATI KAMARUZAMAN 83004632 SCG MSSB ALAGAMMAH CHINNIAH 83004737 SCG MSSB AMARJEET KAUR 83004751 SCG MSSB RAHMAH IDRIS 83004828 SCG MSSB KURSHIAH MUSA 83004839 SCG MSSS ROHANA HUSIN 83005084 SCG MSSS NORAINI BTE AB TAHAR 83005312 SCG MSSB MARIAM LATIF 83005387 SCG MSSB ZAHARLAH SIDEK 83005428 SCG MSSB SITI ZAINAB MAJID 83005476 SCG MSSS BARIAH BTE SUKOR 83005721 SCG MSSB BADARIAH ABDUL JALIL 83006154 SCG MSSB TAMIL SELVI A/P VELLAIAN 83006163 SCG MSSB KAMALA A/P KOLANDAI 83006180 64

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB AZIZAH BT SALLEH 83006191 SCG MSSB NORAZLINA MOHD AMIN 83006193 SCG MSSB MAZNAH BT ESTAR 83006210 SCG MSSB WAN NOOR AKMALIZA 83006263 SCG MSSB NIZARUDIN B BAHAMAN 83006630 SCG MSSB SUSEN A/P DAVID 83006751 SCG MSSB NORAIDA BT MOHD TAHAR 83006781 SCG MSSB NAGESWARI D/O KRISHNAN 83006782 SCG MSSB M RAJESWARI D/O MUNUSAMY 83007895 SCG MSSB PARAVATHY A/P VARRAPAN 83006814 SCG MSSB V PUSPARANI D/O VEERAPPAN 83006829 SCG MSSS SAIMAH BT MIDUN 83006834 SCG MSSB NORAZIAH BTI MOHD ZAIN 83006928 SCG MSSS ZURINA BTE ZULKAPLY 83006953 SCG MSSB RAMLAH BTE SALLEH 83006969 SCG MSSB ROZETA BT HASSAN 83007058 SCG MSSB FARIDAH BT JAAFAR 83007072 SCG MSSS ANANTHA VALLEY A/P KARUPPIAH 83007108 SCG MSSB ROHAYA BT ABD RAHMAN 83007143 SCG MSSB SARASWATHY A/P VEERASAMY 83007353 SCG MSSB AIDAH BT ABDUL RAHMAN 83007365 SCG MSSB NOR RAHAYATI SHAWAL 83007462 SCG MSSB ZURIDAH BTE ALWI 83007465 SCG MSSB ZALIZA BTE LATIF 83007779 SCG MSSB PUTTARAMA A/P MUTHAN 83007821 SCG MSSB NOR AFIDAH BT SHAHIL 83007847 SCG MSSB MALIGAH A/P MUNUSAMY 83007989 SCG MSSB JALILA BTE YAHAYA 83008124 SCG MSSB KASMAH BTE MAT 83008151 SCG MSSB SANIAH BAHARUDIN 83008269 SCG MSSB ROHANA BTE ZULKIFLI 83008332 SCG MSSB ZALIHAN BINTI JIDIN 83008381 SCG MSSB MUNIAMMAH A/P MUNUSAMY 83008416 SCG MSSS SARASWATHY A/P SUPPIAH 83008523 SCG MSSB NORASAH BTE AB GHANI 83008532 SCG MSSB AMELIA BT ARIFFIN 83008658 SCG MSSB SHARIFAH BT MOHD YUSOF 83008666 SCG MSSS NORZELAH BTE HJ AHMAD 83008707 SCG MSSB NORAZIZAH BTE MUSTAPHA 83008776 SCG MSSB ZALINAH BTE IBRAHIM 83008814 SCG MSSB JURIAH BTE MOHTAN 83008952 SCG MSSB SITI SARAH BTE MOKHTAR 83008972 SCG MSSB ANITA BTE MOHD DIN 83009135 SCG MSSB NORAZLZAH BTE AHMAT 83009138 SCG MSSB NORAISAH ALIAS 83009139 SCG MSSB RUBIAH BINTI OSMAN 83009144 65

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SITI AISHAH BTE MOHAMED ARIFF 83009146 SCG MSSB SITI AMINAH B MAHAT 83009559 SCG MSSB JASPIN A/P SILUVAI 83009587 SCG MSSB NOOR ZAILAH BTE MD DERIS 83009648 SCG MSSB ROSHIDA BTE SHAMSUDIN 83009689 SCG MSSB CICELIA ANTHONY A/P IRUDAYASAMY 83009732 SCG MSSB ROZILA BTE OMAR 83009762 SCG MSSB NOR ZALINA BT WAHAB 83009910 SCG MSSB PUSHPAVALLY A/P BALAKRISHNAN 83010024 SCG MSSB RUSLIN BINTI HJ BUJANG 83010108 SCG MSSB SITI ZAITUN BINTI HASSAN 83010375 SCG MSSB N VIJAYA A/P NARAYANASAMY 83010397 SCG MSSB NORASMAH MOHAMAD 83010514 SCG MSSB NORA BT MAAMOR 83010557 SCG MSSB LORA BT HARUN 83010789 SCG MSSB FAUZIAH BINTI MOHAMAD 83010800 SCG MSSB ROJUNAIDAH BT ROSLI 83011001 SCG MSSB SITI BTE ALIAS 83011383 SCG MSSB MAZNUN BINTI HATHEE 83011688 SCG MSSB ROSLEENDA BTE ABDULLAH 83011691 SCG MSSB SURIYANI BINTI SULAIMAN 83011921 SCG MSSB MARGUERITE A/P ANTHONY 83012008 SCG MSSB AZLINA BTI OTHMAN 83012208 SCG MSSB SITHALETCHUMY A/P BANGARU 83012219 SCG MSSB NORHIZAMMIMAH SINTI ABD. RAHMAN 83012256 SCG MSSB CEK RAM SINTI MANAP 83012278 SCG MSSB ROHANI BT ISMAIL 83012373 SCG MSSB NORLINDA BTE MOHAMAD NOR 83012439 SCG MSSB PARAMESVARL A/P NAGGAPPA 83012510 SCG MSSB ALIRA BINTI YAAKOP 83012519 SCG MSSB NOOR HAYATI BINTI YAHYA 53012557 SCG MSSB SEVANEESWARY A/P KANDIAH 81012590 SCG MSSB AIDAWATI BINTI MOHD JAAFAR 83012702 SCG MSSB SHARIPAH BT CKE SEMAN 83012762 SCG MSSB INDRAWATI BTE ANIS 83012789 SCG MSSB HASLIZA BTI ISMAIL 83012817 SCG MSSB SERIAH BINTI ITAM 83012824 SCG MSSB GUNASUNDARY A/P RAMASAMY 83012890 SCG MSSB MAZLINA BINTI MOHD JIN 83012919 SCG MSSB ROSZITA BTE MANAP 83012924 SCG MSSB ASMAH BTE AZIZ 83012930 SCG MSSB LAILA BT M. ABDUL MAJID 83013039 SCG MSSB DEVU A/P RAGAVANAIR 83013049 SCG MSSB KASMAH BINTI ISA 83013050 SCG MSSB MALAR A/P SELLUM 83013120 SCG MSSB JEYACILI DORAIRAJOO 83013277 66

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB RUSNIZA BT RUSLAN 83013291 SCG MSSB JAMALIAH JAAMAT 83013332 SCG MSSB NORMAH BTE SHARIFF 83013333 SCG MSSB ZAINUN BTE NAIM 83013360 SCG MSSB MALLIGA DEVI A/P MALACHAMY 83013361 SCG MSSB ZOUYAH BTE ARIFFIN 83013372 SCG MSSB JANAGI A/P SUNDORARAJU 83013435 SCG MSSB HASMAH BINTI HASHIM 83013462 SCG MSSB NORRELA BT SEDEK 83013479 SCG MSSB FAZILAH BINTI AN 83013567 SCG MSSB NORHANUM BINTI MOHAMMAD 83013855 SCG MSSB SAMSIAH BT ALI 83013907 SCG MSSB NOR ASHIKIN BINTI ISMAIL 83014038 SCG MSSB NORHAYATIHAZRIN BT KADRAY 83014070 SCG MSSB SERENA BT ISMAIL 83014160 SCG MSSB THANALETCHUMI A/P PARAMAL 83014279 SCG MSSB MAZINAH BINTI IBRAHIM 83014306 SCG MSSB SHARIFAH BT JALANI 83014494 SCG MSSB NOORITA BINTI ABDUL RAHMAN 83014495 SCG MSSB KALAIYARASI A/P GUNASENGARAN 83014544 SCG MSSB NORLILA BINTI MOHD YUSOF 83014549 SCG MSSB RATHA A/P PAJAPAN 83014551 SCG MSSB NOORMAH BTI HASHIM 83014731 SCG MSSB FATIMAH BINTI KUDDUS 83014836 SCG MSSB AHMAD BIN MAHMUD 83014879 SCG MSSB SIVAPAKIAVATHEE A/P RAJAGOPAL 83014901 SCG MSSB MOHD RAFEQ BIN MAHMUD 83014971 SCG MSSB SYAMSINA BTE SAMSUDIN 83014980 SCG MSSB MARIYAYEE A/P K RAMANIAL 83015090 SCG MSSB ZAITUN BINTI MOKHTAR 83015091 SCG MSSB NORHAFLZAH BTE MOHAMMAD NOOR 83015638 SCG MSSB NOR RIZAM BINTI YAZID 83015776 SCG MSSB MOHD HELMY BIN MANAN 83015972 SCG MSSB MOHD ZULKIFLI BIN MOHD YASIN 83016973 SCG MSSB NORIZAN BTE KAMARUDDIN 83016233 SCG MSSB NORAIN BINTI ITHNIN 83016422 SCG MSSB SAFIZAH BT SARIYAN 83016425 SCG MSSB NORHAIZAL BINTI KAMARUDIN 83016583 SCG MSSB SURIYATI BINTI KATOR 83016723 SCG MSSB MO SANI BIN MD ALI 83016728 SCG MSSB NURZALLZA BINTI RAZALI 83016758 SCG MSSB MOHD MIZAR BIN SULAIMAN 33016889 SCG MSSB BALASUBRAMANIAM A/L KARUMEGAM 83016892 SCG MSSB MUHAMAD GHARIB BIN DAHALAN 83016894 SCG MSSB KHAMASKAHRIL BIN GHAZALI 83016896 SCG MSSB VASANTA A/P MUNUSAMY 83016899 67

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB MOHD ZAIDI BIN YAAKOB 83016943 SCG MSSB BALKHIS SINTI JUHARI 83016945 SCG MSSB NORIZAH BINTI BARARUM 83017093 SCG MSSB SITI NORAZLINA BINTI ABDUL RAHMAN 83017097 SCG MSSB SARASWATHI A/P SUBRAMANIAM 83017143 SCG MSSB ANANTHI A/P KANDASAMY 53017161 SCG MSSB MOHD ZAMRI BIN MOHD NOOR 83017192 SCG MSSB AMIZAL BIN MUSTAFA 83017193 SCG MSSB HUZAIMAH BT AB RAHMAN 83017228 SCG MSSB SEELA AM PALANIANDY 83017283 SCG MSSB MARIAH BINTI AWALUDIN 83017294 SCG MSSB ROHANA BINTI KAMARUDIN 83017301 SCG MSSB AEMIE SALIZA BINTI ROSDI 83017302 SCG MSSB MOHD HANIFF BIN MOHD DIN 83017351 SCG MSSB SYAHARUDDIN BIN MOHD YUSOF 83017429 SCG MSSB KASNAH BT PAIMIN 83017433 SCG MSSB SHAMSURI KHAMIS 83017444 SCG MSSB ISMALIZA BINTI MUSTAPA 83017449 SCG MSSB JULIANA BINTI MOHAMED SALI 83017515 SCG MSSB MAKANI BINTI MAT SAID 83017516 SCG MSSB ZAINAB BINTI ABDUL WAHID 83017551 SCG MSSB ZAINAB BINTI AYOB 83017577 SCG MSSB AZILLAH BTE MOHD JAMIL 83017653 SCG MSSB HAMIDAH BT MANSOR 83017654 SCG MSSB NOOR AZFA RTZAN BT SHAHARUDDIN 83017684 SCG MSSB MASROZILA BINTI MUSTAPHA 83017777 SCG MSSB SITI HAMIDAH BINTI ABD JAWAD 83017803 SCG MSSB SALMAH BT A.BAKAR 83017804 SCG MSSB ZARINA BINTI SAARI 83017824 SCG MSSB ERWATI HANUM BINTI IBRAHIM 83017864 SCG MSSB HAMIDAH SINTI AHMAD 83017867 SCG MSSB NORAINOR BINTI HARLIN 83017868 SCG MSSB MUSTADZA BIN MUSTAFA KAMAL 83017938 SCG MSSB MDRAZI SINABDULLAH 83017942 SCG MSSB ARNA BT SHAFRIL 83017943 SCG MSSB MANIMALA A/P GUNASEKARAN 83017969 SCG MSSB THANASEELAN A/L SUBRAMIANIAM 83018004 SCG MSSB ROHAYU BINTI KASIMON 83018010 SCG MSSB MANIMEGALAI A/P ELANGOUN 83018025 SCG MSSB AZIZUL BIN ABU TAHARIM 83018043 SCG MSSB SULIANI BINTI SULONG 83018055 SCG MSSB MAHANA BINTI HUSAIN 83018098 SCG MSSB ROHANI BINTI HUSIN 83018106 SCG MSSB MASITAH BINTI MANAF 83018110 SCG MSSB ASMAWATI BINTI MOHD ADNAN 83018138 SCG MSSB RIDAYU BINTI IDRIS 83018167 68

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NOREHAN BINTI AN 83018271 SCG MSSB NOOR AIDARINA BINTI DAUT 83018365 SCG MSSB NIRMALA A/P THANGIAH 83018371 SCG MSSB ZARARANI BINTI SHAIR 83018383 SCG MSSB ZARINAH BINTI SARNI 83018390 SCG MSSB ROSLIZAWATI BINTI SHARIF 83018391 SCG MSSB ASMAH BINTI ALIAS 83018428 SCG MSSB NOR AZLINA BINTI ZAINUDIN 83018430 SCG MSSB RAFIDAH BINTI MOHAMAD SALLEH 83018433 SCG MSSB NORIZAH BINTI MOHO NOOR 83018434 SCG MSSB SHARIFAH NORLIN BINTI KAMARUDDIN 83018459 SCG MSSB KAMISAH BINTI AHMAD 83018483 SCG MSSB NOR NAZURA BINTI MUSTAPHA 83018485 SCG MSSB SITI AZAR BINTI ABDUL RASHID 83018489 SCG MSSB SITI AISHAH BINTI MOHD SHAH 83018495 SCG MSSB FAUZIAH BINTI TAHIR 83018505 SCG MSSB NOR AZLAINI BINTI SAMSUDIN 83018506 SCG MSSB NORAZNI BINTI ABD AZIZ 83018508 SCG MSSB ROSELINA BINTI ABDUL WAHAB 83018514 SCG MSSB NOR AINI BINTI DOLAH 83018541 SCG MSSB GAN POI CHEN 83018545 SCG MSSB HANISAH BINTI ABIDIN 83018546 SCG MSSB MASZUINDA BINTI MAZLAN 83018550 SCG MSSB NORZAWAH BINTI ABDUL HAMID 83018584 SCG MSSB FATIMAH BINTI BAHAR 83018594 SCG MSSB JULIAH BINT RAHIM 83018604 SCG MSSB MASLINDAWATI BINTI OTHMAN 83018605 SCG MSSB ROBIAH SINTI ALIAS 83018624 SCG MSSB INDRADEVI A/P SUBRAMANIAM 83018638 SCG MSSB RUZIAH BINTI SETAPA 83018639 SCG MSSB SHARIFAH BTE SHARIFF 33018640 SCG MSSB HARLINA BINTI IBRAHIM 83018642 SCG MSSB KAMARIAH BINTI ALIM 83018643 SCG MSSB ZALEHA BINTI ABDUL MANAF 83018646 SCG MSSB NORHAZAWATI BINTI MD ZIN 83018667 SCG MSSB NORSAM BINTI JALIL 83018668 SCG MSSB ROZIAH BINTI MOHD YUSOP 83018670 SCG MSSB SALWYAH BINTI AHMAD 83018673 SCG MSSB SITI NORIZAL BINTI JUSOH 83018674 SCG MSSB SURIA BINTI MOHD IDRIS 83018675 SCG MSSB ZARINA BT NAPIAH 83018677 SCG MSSB HAMIDAH BINTI ISMAIL 83018685 SCG MSSB NOORAHIMAH BINTI MOHD RAHIM 83018687 SCG MSSB NORAINI BINTI HASAN 83018689 SCG MSSB NORHABIBAH BINTI OSMAN 83018690 SCG MSSB SUHAILI BINTI SHAFFAI 83018694 69

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORASHIKIN BT ZAINUDDIN 83018701 SCG MSSB ZAMMIZAH BINTI KHAMAR D MIR 83015703 SCG MSSB ROSHASLINA BINTI MAAROF 83018710 SCG MSSB NORLIDA BINTI BAHARIN 83018754 SCG MSSB FATIMAH SULAIMAN 83000527 SCG MSSB SALMAH LUANG 83000709 SCG MSSB NOOR AZIAH ABDUL RAHMAN 83000826 SCG MSSB NORIZAH BT LUANGG 83001066 SCG MSSB SITI DERUS 83001171 SCG MSSB CHAN LEE LIAN 83001548 SCG MSSB HAMIDAH ABD RAHMAN 83001722 SCG MSSB SERJEET KAUR 83001825 SCG MSSB RAWIYAH IBRAHIM 83002052 SCG MSSB HAMINAH OTHMAN 83002251 SCG MSSB JESELIA PITCHAI PILLAI 83002280 SCG MSSB MAZINAH BT AB MAJID 83002287 SCG MSSB SAENON AMIN 83002524 SCG MSSB YUSIAH BTE MD YUNUS 83002851 SCG MSSB NORAINI ZAINAL 83003085 SCG MSSB ANTONITTE LOPEZ 83003133 SCG MSSB THENMOLLY A/P NALLIAH 83003246 SCG MSSB SUNDARI A/P MARUMUTHOO 83003333 SCG MSSB KALSOM NORDIN 83003435 SCG MSSB RAMLAH NASIR 83003462 SCG MSSB DURSIAH ABD RAHMAN 83003569 SCG MSSB ZAITON MOHD NOOR 83003618 SCG MSSB PARWATHY NADESAN 83003767 SCG MSSB NORMALA OMBONG 83003838 SCG MSSB NAGAKANNI MUNISAMY 83003839 SCG MSSB MAHALETCHUMY A/P VELOOSAMY 83008360 SCG MSSB SAMSIAH KASBIN 83004026 SCG MSSB SITI ROZIAH KAJI 83004302 SCG MSSB SHAMSHIDA ABD JAMAL 83004384 SCG MSSB MENACHY P V KRISHNAN 83004571 SCG MSSB RAFINGAH SAID 83004844 SCG MSSB ARBI ABU SAMAH 83004852 SCG MSSB ROSNAH OTHMAN 83004948 SCG MSSB HASNAH BASAR 83005102 SCG MSSB SURIAH MOHD ARSHAD 83005242 SCG MSSB NORRIZA BTE HARUN 83005575 SCG MSSB RASIAH IBRAHIM 83005641 SCG MSSB ROZITA HABIZAR 83005696 SCG MSSB FAUZIAH MOHD PILUS 83005851 SCGS MSSB SITI FAUZIYAH BT KARIMON 83005957 SCG MSSB NAFSIAH BT SAHAT @ SAHAK 83006043 SCG MSSB NORLIZA ANUAR 83006061 70

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORHASIMAH ABDUL LATIF 83006094 SCG MSSB FATIMAH BT BARDAN 83006153 SCG MSSB MERY D/O SHETTY 83006259 SCG MSSB CECILIA SAURIMUTHU 83006552 SCG MSSB NORISSAM BT HASSAN 83006676 SCG MSSB PAUZIAH BT DOLLAH 83006704 SCG MSSB RODIAH BT JAAFAR 83006709 SCG MSSB NAFSIAH BTE MANAF 83006886 SCG MSSB NORZALIKA BTE MOHD 83006889 SCG MSSB SITI AISHAH AKUP 83006995 SCG MSSB CHIN NYOKE MOY 83007026 SCG MSSB SALMIAH BT MATT YUSEPH 83007036 SCG MSSB NILA A/P SOMASUNDARAM 83007192 SCG MSSB NOOR HAYATI BT ABDUL TALIB 83007241 SCG MSSB SELMAH BT HASAN 83007262 SCG MSSB JAYA D/O GOVINTHASAMY 83007338 SCG MSSB NORFIZAH BT MOHD AYOB 83007434 SCG MSSB ZAIMAH BT ABDULLAH ZAIAD 83007812 SCG MSSB FARIDAH SALIM 83007829 SCG MSSB NORHATIMAH BINTI SULAIMAN 83007870 SCG MSSB ASGARI BINTI MAHBOB 83008003 SCG MSSB MAZWIN BTE A RANI 83008014 SCG MSSB VIJAYA KUMARI A/P KRISHNAN 83008208 SCG MSSB MANIMALA A/P MOTTAYAN 83008251 SCG MSSB RITA A/P PETER 83008347 SCG MSSB SITI RAHAYU BT ABD RAHMAN 83008379 SCG MSSB SHARIFAH RADZIAH BTE MAJID 83008484 SCG MSSB NOORZAHATOLAKMAR BT BAMARUDDIN 83008494 SCG MSSB NORULAINI BINTI SAID 83008516 SCG MSSB AZNANI ABDUL RAHMAN 83008544 SCG MSSB MAHERAN BINTI MUSTAPHA 83008551 SCG MSSB RAZAIMY MOHD YUNUS 83008571 SCG MSSB MASRAH BT SULAIMAN 83008599 SCG MSSB THANALETCHUWY KANNAN 83008659 SCG MSSB NADZARIAH BT MUSA 83008683 SCG MSSB HAIYATHI BINTI MOHAMAD @ MAT SOM 83008689 SCG MSSB SUZANA BTE HASHIM 83008808 SCG MSSB SITI ROSNANI BT MD ALI 83008811 SCG MSSB MALIGAH A/P RAJAGOPAL 83008817 SCG MSSB JAMIAH BT MALEK 83008826 SCG MSSB ROZIKA BT RAHIDIN 83008915 SCG MSSB SUHAYA BT RAHIDIN 83008916 SCG MSSB MAZLINA BTE SUHAIMI 83008924 SCG MSSB HAYATI BTE ESHAK 83008936 SCG MSSB ARBAIAH NONIN 83008948 SCG MSSB NOR AISHAH HASHIM 83009004 71

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORASIAH BIDIN 83009005 SCG MSSB ZARINA BTE ABDULLAH 83009016 SCG MSSB HAZNIZAM BTE NORDIN 83009019 SCG MSSB SHAMSIDAR NOOR BINTI ARIFFIN 83009022 SCG MSSB ALIZA BTE KAMALUDIN 83009027 SCG MSSB AZLINDA BTE SULAIMAN 83009030 SCG MSSB SITI AISAH MOHD YUSOP 83009043 SCG MSSB ZALINA BTE MADI 83009053 SCG MSSB HABIBAH BTE ABU BAKAR 83009068 SCG MSSB ZAKIAH BTE OSMAN 83009075 SCG MSSB ROZITA BT BUSU 83009083 SCG MSSB THAVAMANI A/P RAMASAMY 83009091 SCG MSSB SARIDAH BTE YUNUS 83009092 SCG MSSB SURIYANI BTE OMAR 83009100 SCG MSSB RAFEAH BTE MAD DORA 83009117 SCG MSSB SARINA BTE MOHD YUSSOF 83009260 SCG MSSB NORHAYATI BT ZAKARIA 83009319 SCG MSSB SALMIAH BT ISMAIL 83009518 SCG MSSB NOR AZIZAH BTE ISMAIL 83009529 SCG MSSB KALAIVANY A/P RETNAM 83009627 SCG MSSB ZALINA BTE ABU BAKAR 83009771 SCG MSSB FATIMAH BINTI ISMAIL 83009961 SCG MSSB NOR AISHAH BTE ABU BAKAR 83010020 SCG MSSB RAMZILAH BINTI ABDULLAH 83010051 SCG MSSB NORLIZAH BTE RAMLI 83010056 SCG MSSB NORAZAH BTE AZIZ 83010064 SCG MSSB ROZIAH BTE ABD RAHIM 83010095 SCG MSSB KAMSIAH BINTI SAMAD 83010197 SCG MSSB BATHMAVATHY A/P RAJAGOPAL 83010199 SCG MSSB MAWAR BINTI MUSA 83010220 SCG MSSB SAMSILA BT MUHAMAD GURBAH 83010238 SCG MSSB SALBIAH BT AHMAD 83010254 SCG MSSB RAMAYEE A/P RENGASAMY 83010266 SCG MSSB AZURIAH BTE AHTAN 83010271 SCG MSSB SALSIAH BTE ABDUL WAHAB 83010278 SCG MSSB ZANARIAH BINTI MOHD ZAHIDI 83010321 SCG MSSB AINI KASSIM 83010413 SCG MSSB MATHAVI BALAKRISHNAN 83010449 SCG MSSB HASLIZA BTI HASHIM 83010750 SCG MSSB JULIANA BINTI SHAMSUDIN 83010764 SCG MSSB RUSMIZAH BTI MOHD YUSOF 83010772 SCG MSSB AZINA BINTI ABDUL RAHMAN 83010829 SCG MSSB SITI ZABEDAH SHARIF 83010899 SCG MSSB MISKIAHNI BINTI SUMADI 83010901 SCG MSSB SITI ZAHRAH BTE SABTU 83010918 SCG MSSB SUSILA A/P RAMAN 83010936 72

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB YUSNITA BTE MOHAMAD YUSOF 83010939 SCG MSSB AZURAH HANIM BT HUSSIN 83010943 SCG MSSB SITI HAFIDAH BT MA'SOD 83010974 SCG MSSB PARIMALA A/P GOPAL 83010976 SCG MSSB NORHASIMAH BTE BEJO 83011014 SCG MSSB SITI AWA BTE OMAR 83011042 SCG MSSB NORASHIKMA BTE ABDUL WAHAB 83011065 SCG MSSB ZURAIDAH BINTI MOHAMMAD NOR 83011227 SCG MSSB MAGESWARI A/P SUBRAMANIAM 83011410 SCG MSSB JAYANTHI A/P SUBRAMANIAM 83011411 SCG MSSB SAKTHI A/P MUNIANDY. 83011430 SCG MSSB RAVATHY A/P PERUMAL 83011667 SCG MSSB RAJA NOR AKMAR BTE RAJA AZMAN 83011690 SCG MSSB MAIMUNAH BT MAHMUD 83011746 SCG MSSB ISWARI A/P VADIAPPAN RAMAN 83011782 SCG MSSB PUNITHAM A/P SAMY 83011850 SCG MSSB IDA WA i'I BINTI ABD RAHMAN 83011930 SCG MSSB ZOHAROH BT MUSTAFFA 83012011 SCG MSSB ZABANIAH BTE RAIH 83012175 SCG MSSB NORHAYATI BTI MUHAMAD 83012177 SCG MSSB NORZALENA BTE IBRAHIM 83012200 SCG MSSB MARLIZA BINTI AZIZ 83012286 SCG MSSB NOOR ASIKIN BT ABDUL KARIM 83012359 SCG MSSB AZLINA BINTI ALIAS 83012684 SCG MSSB NORLAILA BINTI MOHD ALI 83012731 SCG MSSB NORAZLIN BINTI ABD. AZIZ 83012821 SCG MSSB ZAINON BINTI JAAL 83012964 SCG MSSB JANAKI A/P M. KUNJOO 83012974 SCG MSSB SAFIAH BEGAM BINTI ABADAN 83014444 SCG MSSB MUHAMAD SOFIAN BIN ABAS 83014843 SCG MSSB ROZITA BTI SAMSAWAL KAMAR 83015057 SCG MSSB SAINI BINTI ALI 83015642 SCG MSSB SHARIFAH BT BIDIN 83016440 SCG MSSB AZIAN BINTI AB AZIZ 83016514 SCG MSSB ROSMAH BINTI MAJID 83017993 SCG MSSB SITI ZAINURIDA BINTI OTHMAN 83018028 SCG MSSB FARIDAH BINTI HUSSIN 83018029 SCG MSSB AZIYANITA BINTI BUJANG 83018170 SCG MSSB MOHD NORAIMIN BIN MOHD YUNUS 83018199 SCG MSSB NORAZLIN BINTI YAAKOP 83018203 SCG MSSB ROHAIZA BINTI MOHD HALIMI 83018204 SCG MSSB ROHANI BINTI NASI ABDULLAH 83018298 SCG MSSB NORZALIZA BT GHAZALI 83018320 SCG MSSB MARLINA BINTI SUMADI 83018500 SCG MSSB SITl RAHIMAH BINTI SALLEH 83018626 SCG MSSB THANAPAACKIAM A/P MANIAM 83018635 73

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORLIZA BINTI HAMZAH 83018715 SCG MSSB AFIZALIANI BINTI HAMID 83018736 SCG MSSB DARMAWATI BINTI HJ BAHARUDIN 83018740 SCG MSSB SANTHY A/P SAMBASIVAM 83018782 SCG MSSB ROKIAH OSMAN 83000559 SCG MSSB DANALETCHUMI SINNIAH 83002000 SCG MSSB SITI SALWAH AWALUDIN 83002133 SCG MSSB POONGOTHAI VELAYUTHAM 83002165 SCG MSSB AMUTHEVALLI A/P PERIATAMBY 83002313 SCG MSSB NORHAYATI BADOR 83002529 SCG MSSB SALMI KARNAIN 83002553 SCG MSSB SAEDAH BTE MAAMOR 83002760 SCG MSSB SALMIAH OTHMAN 83002838 SCG MSSB FADFZILA AHMAD 83003004 SCG MSSB AZAMI BUJANG 83003685 SCG MSSB ROZIAH HAMZAH 83004015 SCG MSSB PARAMESWARI SUBRAMANIAM 83004108 SCG MSSB ZAHIYAH BT MD YUNUS 83004193 SCG MSSB ROZANA JAAFAR 83004252 SCG MSSB SLUMANY MARIASOOSAI 83004974 SCG MSSB FARIDAH RAHIM 83005149 SCG MSSB ROHIJAH MOHD YASSIN 83005249 SCG MSSB MADAHTHIE A/P THUNGAVELU 83006142 SCG MSSB FARIDAH MUSTAFA 83006208 SCG MSSB ROSNAH BT MOHD YASSIN 83006246 SCG MSSB THAVAMANY D/O NADARAJAH 83006260 SCG MSSB ANNAMAH A/P RAYAPPAN 83006522 SCG MSSB HANITA BT SURAJIMAN 83006559 SCG MSSB BEDAH BT JAMIN 83006563 SCG MSSB NORSHIMAH BT TALIB 83006729 SCG MSSB FARIDAH BT SHAMSUDIN 83006731 SCG MSSB MARIA RAYAPPEN 83007148 SCG MSSB ZAINAH BT ILLIAS 83007466 SCG MSSB NOR HALIZAH JAMALUDIN 83007639 SCG MSSB FATIMAH BTE IBRAHIM 83007640 SCG MSSB ARFIDAH BT MD SEROLEL 83007965 SCG MSSB NORAZIZAH BINTI ABDJALIL 83007969 SCG MSSB FATIMAH BT MOHD DIAH 83008028 SCG MSSB SITI MAZURA BT ABDULLAH 83008086 SCG MSSB NOOR SHAM BT YAACOB 83008188 SCG MSSB SITI HAIDAH BINTI MISBAH 83008264 SCG MSSB NORAZILAH BT ISMAIL 83008267 SCG MSSB PUZIAH BTE MANAF 83008868 SCG MSSB ZARINA BT ZARHAN 83009572 SCG MSSB ZARIFAH BTE MAHMUD 83009612 SCG MSSB RUZITAH BTE HASHIM 83009613 74

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SURAYA BTE SHAMSUDIN 83009766 SCG MSSB NORAZAR BTE SULAIMAN 83009808 SCG MSSB NORHASNIDA BT ISMAIL MOHTAR 83009824 SCG MSSB SUHAILA NOR BT ZAINAL ABIDIN 83009991 SCG MSSB AZIDA BT MOHD SHAH 83010084 SCG MSSB MARIAH BT ISMAIL 83010102 SCG MSSB AMNAH BTE SAAD 83010468 SCG MSSB SURIANI BTE AHMAD @ HARUN 83010490 SCG MSSB NOR HASHIMAH BT JAAFAR 83011084 SCG MSSB KHATIJAH BT SHARIF 83011235 SCG MSSB NORSITA BTE AHMAD 83011482 SCG MSSB KAMSIAH BTE BACHIB 83011622 SCG MSSB MALIKA A/P KANIAPPAN 83011712 SCG MSSB MAHSURI BTE MD ALI 83011853 SCG MSSB ROSMAWATI MANAF 83011856 SCG MSSB SIVAKUMAIR A/L ARUMUGAM 83015096 SCG MSSB NOOR ISHAR BIN ISTHNIN 83016073 SCG MSSB VALLIAMAH A/P APALANAIDU 83016865 SCG MSSB CATHERINE ANNA A/P IRITHEASAMY 83017009 SCG MSSB MOHD SHAHARIZAL BIN SALWI 83017092 SCG MSSB MASLIZA BINTI ROSLEE 83017198 SCG MSSB SITI RAHMAH BINTI HAMID 83017633 SCG MSSB MAIZURAH BINTI LAJIS 83018734 SCG MSSB SKARIFAH ZAINAH BINTI SYED ALI 83018752 SCG MSSB VIMALAH A/P MUTHU 83018761 SCG MSSB AZLIANA BINTI AHMAD 83018780 SCG MSSB MALA A/P THAMIL SELVAM 83018808 SCG MSSB ZABIDAH MD BAKI 83002746 SCG MSSB LATIPAH ABD KADIR 83004716 SCG MSSB BADRIAH ABU SAMAH 83007267 SCG MSSB KARTHIGA A/P RALATHI @ KANNIASEELAN 83006359 SCG MSSB MARIAMAH A/P SINNAPPAN 83008669 SCG MSSB ZAINATOL AKMAR BTE ABU SAMAH 83011485 SCG MSSB FADZILAH BINTI ABDULLAH 83012287 SCG MSSB MAINI BTE ALWI 83012325 SCG MSSB MOHAMAD RAZI BIN A.HADI 83016868 SCG MSSB CHONG LEONG KOK 83000052 SCG MSSB SULAIMAN BIN HJ MOHAMMAD 83001196 SCG MSSB MOHAMAD ZAINUIDIN B MOHD RADZI 83005802 SCG MSSB MOHD NOOR B UBAIDULLAH 83006073 SCG MSSB THE KENG YONG 83006304 SCG MSSB BALAKRISHNAN A/L MUTHUSAMY 83006371 SCG MSSB HO FOOK WAH 83007158 SCG MSSB KHOLIL HJ OSMAN 83007390 SCG MSSB CHENG LEONG WAH 83008436 SCG MSSB PANG CHIM CHIONG 83008437 75

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB HOO CHEE SIONG 83008438 SCG MSSB THAM FOOK LIN 83008439 SCG MSSB MOHD IBRAHIM KHAN B AMANULLA KHAN 83008441 SCG MSSB WONG CHOW MENG 83008442 SCG MSSB LAI CHEE KOW 83011350 SCG MSSB RAMLI NATHAN BIN MOHD NOR 83013105 SCG MSSB PHANG THIAN FATT 83013309 SCG MSSB THENARASU S/O ERUSAN 83016189 SCG MSSB P GIVANATHAN 83000030 SCG MSSB SHARIAH ABD MALIK 83004097 SCG MSSB NIK UZAINI BT NIK HUSSAIN 83008468 SCG MSSB DZULOARNAIN BIN AWANG MOKHTAR 83012566 SCG MSSB ELVIS NG 83017051 SCG MSSB AZHAR BIN ABDUL AZIZ 83000016 SCG MSSB JIWA S/O SINATHAMBY 83000029 SCG MSSB HO WEI FONG 83002111 SCG MSSB STELLA FERNANDEZ 83003403 SCG MSSB SUKUMAR ALL THERUVENGADAM 83008432 SCG MSSB PANIZAN BT ABD JALIL 83008602 SCG MSSB N MAGESWARI A/P NALATAMBI 83008753 SCG MSSB TAN AL SUAN 83009130 SCG MSSB NIK AHMAD KAMAL BIN YACOB 83009448 SCG MSSB HABIBAH BT IDRIS 83010002 SCG MSSB SARASWATHY A/P PALANIVELU 83011283 SCG MSSB AHMAD TAUFIQ BIN ABD JALIL SAFWAN 83013281 SCG MSSB KHAIRUL NIZDA BINTI ONN 83015115 SCG MSSB MOHD KAMALDIN BIN NORDIN 83015400 SCG MSSB RAFIDAH BT RAZALY 83015482 SCG MSSB HELMI EDA BINTI MAHMOOD 83015769 SCG MSSB WU SIN YEE 83015970 SCG MSSB VELLAYAMAH A/P SINNAPPAN 83016973 SCG MSSB RAJA KUMAR A/L PONNAN 83017218 SCG MSSB ROSE INTAN MARIA BTE ABDUL MAJID 83017602 SCG MSSB ZUNAIDA BINTI ZAKARIA 83017725 SCG MSSB SITI ROHANI SINTI MD. YUSOF 83018122 SCG MSSB BUNBE KAUR A/P BACHAN SINGH 83037572 SCG MSSB LIEW SEET CHAN 83000436 SCG MSSB SANTHIRAGASEN A/L SENGARAM PILLAY 83000750 SCG MSSB CHEW CHEE HIONG 83006131 SCG MSSB LIM TIEM CHAI 83006170 SCG MSSB NG KUAN POH 83009197 SCG MSSB PUAY KIM YU 83007527 SCG MSSB LEE SWEE POH 83011861 SCG MSSB VIJAYA NAIDU A/L LETCHUMANIAN 83014435 SCG MSSB LIM TECK TING 83015818 SCG MSSB NIK MOHAMMAD FUAD BIN NIK HASSAN 83016902 76

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB TENGKU IZAN BINTI TENGKU KAMARULZAMAN 83016905 SCG MSSB TENGKU HAZNIN BINTI TENGKU ABD HAMID 83017571 SCG MSSB TANG WAI LOONG 83018395 SCG MSSB GIRMEED SINGH S/O SORJAN SINGH 83000018 SCG MSSB JARAM SO PALANISAMY 83001778 SCG MSSB ZIANON BT AHMAD 83001937 SCG MSSB ABDUL RAHMAN B SHARIF 83004031 SCG MSSB RAMALAN BIN MANSOR 83004311 SCG MSSB ZALEHA BTE MD NOOR 83005450 SCG MSSB CHRISTINA DIANA MONA MAIYON RASBY 83006806 SCG MSSB MOHD ROSLI B MOHD SAID 83007555 SCG MSSB N INDRARANI A/P NADARAJAH 83007691 SCG MSSB ZABIR BIN KHALID 83008018 SCG MSSB MASURAH BINTI MD NASIR 83008173 SCG MSSB HAMIDAH BTE TAHARIN 83008530 SCG MSSB MOHAMMAD BIN YASIN 83008650 SCG MSSB LIM BENG MOCK 83008849 SCG MSSB ROZNI MORAMAD SIRUN 83010138 SCG MSSB HANDI A/L PALANI 83011895 SCG MSSB MOHD TAHIR BIN UJANG 83013220 SCG MSSB RANJEET SINGH SIO TEJA SINGH 83013222 SCG MSSB S.RAJALINGAM A/L SS RAJAN 83013223 SCG MSSB ISMAIL BIN MOHAMAD 83013224 SCG MSSB ZAINAL ABIDIN SIN ABU BAKAR 83013225 SCG MSSB AZMAN BIN ALIAS 83013307 SCG MSSB ANDREW A/L JOSEPH 83014284 SCG MSSB MOHAMAD ARSHAD B ABADAN 83015575 SCG MSSB SHAZALIZAN BIN ALIAS 83016362 SCG MSSB ABU BAKAR BIN ZAHAN 83017973 SCG MSSB RAMLAH BT DIN 83000265 SCG MSSB NAGESUVARARASOO 83001828 SCG MSSB RAZIAH BT MAAROF 83001835 SCG MSSB JAMALUDIN BIN MANSOR 83001836 SCG MSSB ZURAIDAH BINTI MANSOR 83003267 SCG MSSB SITI AISHAH MOHD YUSOF 83005105 SCG MSSB MHD YAAKOB SIN YAHYA 83005258 SCG MSSB YAU HOO YONG 83006275 SCG MSSB MOHD NOOR B ZAINALABIDIN 83008433 SCG MSSB MARIANA CHATIRAM A/P SEBASTIAN 83010806 SCG MSSB ABDUL MAJID BIN OTHMAN 83010909 SCG MSSB AHMAD BIN HASSAN 83011553 SCG MSSB AHMAD KARAMI BIN LEBAI YUNUS 83011989 SCG MSSB M SUHAIMI BIN TUPON 83012386 SCG MSSB VALLI A/P NARAYANAN 83013010 SCG MSSB ABDUL MUTALIB SIN HASHIM 83013351 SCG MSSB ZURAINI SIN SUPIAN 83015578 77

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB JAMALLUDIN BIN ABDUL MAJID 83000048 SCG MSSB JOHAIMI LING BIN ABDULLAH 83000830 SCG MSSB MOHAMMAD NIZAR B AHMAD 83001717 SCG MSSB MUNAWIL B HJ ISMAIL 83002070 SCG MSSB SARIMAH SEKAK 83006236 SCG MSSB MARYANI BTE OTHMAN 83008397 SCG MSSB ABD RAHIM BIN SIMIN 83001790 SCG MSSB KHIRUL AZAM B BAKARUDDIN 83009228 SCG MSSB LIM SEE YONG 83011892 SCG MSSB KENNETH ANNTHONY PEREIRA 83014561 SCG MSSB LEE BIN SUNG 83000179 SCG MSSB PALAVENTHRAM S/O RAYAPPAN 83000941 SCG MSSB PHOA CHIA WEI 83005832 SCG MSSB YOW SAW HUA 83008055 SCG MSSB LIM CHOO SEONG 83015947 SCG MSSB WONG HONG 83000809 SCG MSSB ABU SAMAH B SHARIF 83001772 SCG MSSB FOZITA BT AHMAD 83001826 SCG MSSB NIK NOOR DAHANI BT NIK HASSAN 83003121 SCG MSSB RAVICHANDRAN A/L SUBBIAH 83005934 SCG MSSB ZURAIDIN BIN MANSOR 83006631 SCG MSSB MOHD ANUAR SHAMSUDIN 83007175 SCG MSSB LIEW LEONG HIN 83007417 SOG MSSB LOO HOCK BOON 83003026 SCG MSSB WONG KOK CHOY 83008639 SCG MSSB TAN CHONG UN 83008697 SCG MSSB TAN HOU BOON 83009204 SCG MSSB K.D MADHUSUDHAN A/L VALLAT 83009315 SCG MSSB MOHABATTUL ZAMAN BIN SNS BUKHARI 83012387 SCG MSSB CHEW CHEE CHUAN 83013311 SCG MSSB HEONG CHEE MENG 83013508 SCG MSSB LIM BOON HUAT 83015399 SCG MSSB SAAT SHUKRI BIN EMBONG 83015927 SCG MSSB KENNETH LOW TEIK KHEONG 83015929 SCG MSSB KEVIN KAN KUAN MING 83016226 SCG MSSB TAN AIK CHONG 83016232 SCG MSSB GHAZALI BIN OMAR 83017669 SCG MSSB VENANTIUS KUMAR A/L SEVAMALAI 83017758 SCG MSSB WAN ZAWIAH BINTI WAN ZIN @ WAN IBRAHIM 83017759 SCG MSSB LOW HONG YEE 83018813 SCG MSSB TAN SHAN CHONG 83018817 SCG MSSB KWEK KENG YONG 82002108 SCG MSSB SUKUMARAN S/O PALANIEAPPAN 83002664 SCG MSSB KUMAROVILOO S/O LETCHUMANAN 83005933 SCG MSSB LOH CHOO MEI 83006133 SCG MSSB MOHD HASHIM B ABDUL RAHMAN 83007085 78

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB PARAMJIT KUMAR DEVASER 83009153 SCG MSSB TEO TECK SOON 83009196 SCG MSSB AZHAR ABDUL HAMID 83009245 SCG MSSB SIAY SAY FEI 83017155 SCG MSSB LIM KOK AUN 83006115 SOG MSSB MAHANUM BTE BULIN 83009148 SCG MSSB ARTHUR NOLAND PINTO JOSEPH PINTO 83012480 SCIS MSSB NOOR MARLIZA BINTI ISHAK 83015111 SCG MSSB RAMESH A/L V SUBRAMANIAM 83015478 SCG MSSB RAJASWARY D/O N KANAPATHY 83000089 SCG MSSB K VEERAPPAN 83000220 SCG MSSB STEPHEN SAMNEL NALLATHAMBY 83001291 SCG MSSB WEE KET SOON 83003130 SCG MSSB RAJASEGARAN S/O RAJOO 83003784 SCG MSSB LIM BENG LIAN 83005821 SCG MSSB GAN LIM 83006130 SCG MSSB LEONG DLUONG NGAN 83006461 ScG MSSB SARIMAN BIN TASMIN 83011988 SCG MSSB TAN HUI MIENG 83009222 SCG MSSB LIM KUAN HAUR 83011516 SCG MSSB AHMAD TAUFEK BIN MD NOAH 83015053 SCG MSSB ABD GHAFAR BIN ABULLAH 83015054 SCG MSSB LIM CHEE CHIAN 83017396 SCG MSSB MOHD TAHIR B ABDULLAH 83003243 SCG MSSB KOH BING KHOON 83006229 SCG MSSB MOHD YUSOF B HJ ABD RAHMAN 83006308 SCG MSSB KAM MEI SANG 83015472 SCG MSSB RAMLAN BIN MOHD RAZALI 83017767 SCG MSSB PUTERI SAIDATUL ATRAS BT MGT HAMARI 83018824 SCG MSSB NURHAMIZA BINTI ABD HAMID 83018826 SCG MSSB SUHAIRIN BINTI MD RAMLY 83018827 SCG MSSB FAM HAN MOW 83010645 SCG MSSB LEE CHOR SIANG 83010646 SCG MSSB DIAH ISKANDAR BIN MOHAMAD JANI 83011512 SCG MSSB ABDUL HALIM BIN HJ ABDUL MANAF 83013054 SCG MSSB SUAH HOON PENG 83000026 SCG MSSB LOW WENG ONN 83000954 SCG MSSB RAJA HASNAN B RAJA IBRAHIM 83004984 SCG MSSB MOHD HANAFI BIN OTHMAN 83005545 SCG MSSB ROZALI BIN MUSTAFA 83006254 SCG MSSB NORLAILA BT HASHIM 83007467 SCG MSSB CHIN VOON KHEONG 83007642 SCG MSSB CRANDRALEGA A/P A BALAKRISHNAN 83008190 SCG MSSB TAN SWEE HOWE 83008469 SCG MSSB AZMAN BIN HAJI MOHAMED 83008714 SCG MSSB SIOW YUEN HING 83008928 79

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SARANJIT SINGH S/O SHAMSHER SINGH 83012083 SCG MSSB CHONG WEE KEONG 83012912 SCG MSSB LEE SENG SOON 83013163 SCG MSSB TAN SIEW HOCK 83013352 SCG MSSB SIM CHEE HONG 83013353 SCG MSSB AMINUDDIN BIN AB MAJID 83014340 SCG MSSB GOBAL A/L MARUTHAY 83014771 SCG MSSB YAP YEONG TSY 83015049 SCG MSSB ZULKIFLY B YUSUF 83015117 SCG MSSB CHUM CHON KIANG 83015192 kin. MSSB CHAN WAI KAT 83015633 SCG MSSB TAM JI HOW 83015808 SCG MSSB ANIQAH BINTI HASHIM 83015931 SCG MSSB FAIZAH BT MD YUSOF 83015932 ScG MSSB ARUMUGAM A/L RAMASAMY 83017201 SCG MSSB WONG YOKE MENG 83017203 SCG MSSB SOFIA BINTI SULAIMAN 83017309 SCG MSSB TEE TIONG GUAN 83017808 SCG MSSB OMAR BIN MANSOR 83002376 SCG MSSB JOHN DE SILVA 83003599 SCG MSSB JALALUDDIN B MOHAMAD 83006134 SCG MSSB LING KEH CHEONG 83009285 SCG. MSSB BIMAL RAJ A/L R PALACKANTHIRAN 83012478 SCG MSSB KUNALAN A/L HARI KRISHNAN 83013219 SCG MSSB CHIN SIEW HOO 83017153 SCG; MSSB JEGANATHAN S/O PERIASAMY 83006218 SCG MSSB BASRI BIN JAAFAR 83006493 SCG MSSB KARUNAKARAN S/O KRISHNAN 83006537 SCG MSSB CHELLAPPA S/O K.KALIMUTHU 83000607 SCG MSSB NG WEE CHEAN 83002321 SCG MSSB WONG HO CHING @ HING AH GU 83002791 SCG MSSB WAN KOK KIM 83002887 SCG MSSB ISHAK BIN ABD WAHID 83003146 SCG MSSB TEO ENG SIANG 83003650 SCG MSSB NOOR ADZMAN BIN ZAINUDDIN 83004400 SCG MSSB LAU KOK YANG 83009208 SCG MSSB MOHD SHARIF SIN KAMARUDIN 83009251 SCG MSSB RAJAMOGAN A/L SANKARAN 83009256 SCG MSSB MOHD FAIZAL BIN ABD RAZAK 83009268 SCG MSSB LIEO BOON FART 83011034 SCG MSSB MAHATHIR BIN MOHD HATTA 83013310 SCG MSSB NG BOON BEE 83013534 SCG MSSB RAZALLI BIN RAJAB 83015612 SCG MSSB LIM BOON FEI 83017011 SCG MSSB SUA GIN KWONG 83006104 SCG MSSB HAMDAN ISMAIL 83009150 80

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SIVALINGAM A/L RAMASAMY 83009451 SCG MSSB S.EASVARAN S/O SIVAPATHA SUNDRAM 83015480 SCG MSSB JASMAL KAUR A/P SAUDAGAR SINGH 83000161 SCG MSSB YAHAYA B MAJID 83003036 SCG MSSB ABDULLAH B OTHMAN 83003659 SCG MSSB SIVALINGAM A/L ARUMUGAM 83004412 SCG MSSB YIP KOK ONN 83006576 SCG MSSB HAMDAN BIN SALIHAN 83007408 SCG MSSB LIM TECK WEE 83011447 SCG MSSB NIK HUZAIMAN BIN NIK HASSAN 83011451 SCG MSSB SATIA SEELAN @ SURESH KUMAR 83011910 SCG MSSB LIM HOCK JEN 83012039 SCG MSSB WONG CHEIK TONG 83013107 SCG MSSB ADHAM BIN MOHD 83014190 SCG MSSB LAW SOON HOE 83014267 ScG MSSB ABD AZIZ B ABD MANAP 83014698 SCG MSSB AZLAN BIN AHMAD 83014700 SCG MSSB MOHD ZAKI BIN SUDIN 83014768 SCG MSSB R BALASAKARAN A/L RENGANATHAN 83015056 SCG MSSB SANDRASEKARAN A/L SUPPAIAH 83015120 SCG MSSB GANESH RAJA S/O PARAMASIVAM 83015193 SCG MSSB STANLEY SHEPHERDSON 83015195 SCG MSSB KEW FOOK YUIN 83015307 SCG MSSB ROSLAN BIN SEPARI 83015355 SCG MSSB OMAR BIN YAAKOB 83015736 SCG MSSB LEE POH TECK 83015820 SCG MSSB DUSHYAN S/O RATNASINGAM 83015821 SCG MSSB MOSES A/L CHELLAKANNU 83015824 SCG MSSB LEE YEU WEN 83015913 SCG MSSB HAIRUL AMRI BIN SAILAN 83016856 SCG MSSB MAD YASIR BIN MUSA 83017151 SCG MSSB LING HOW GIN 83017258 SCG MSSB MOHD ZAIDI BIN HAMDAN 83017326 SCG MSSB KHAIRUL NIZAM BIN ABAS 83017397 SCG MSSB TAMILSELVAM A/L RAMAN 83017995 SCG MSSB NORKHAMISZAN BIN SIDEK 83017996 SCG MSSB MOHD YUNOS BIN MD YASIN 83018078 SCG MSSB EZALEE BIN MOKHTAR 83018128 SCG MSSB MALIGA D/O GOVINDASAMY 83006483 SCG MSSB TAN CHONG HOCK 83010597 SCG MSSB WONG TECK ONN 83012834 SCG MSSB LOW KOK KEONG 83017154 SCG MSSB LOKMAN BIN A KUDUS 83017308 SCG MSSB ROSLI BIN JUSOH 83017772 SCG MSSB NAJIHAN BINTI YUSOFF @ ABDUL MANAF 83018316 SCG MSSB SEET TIANG CHAI 83018375 81

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB HASHIM BIN PUTEH 83004336 SCG MSSB CHANDRAN A/L THIRUMURTYS 83006226 SCG MSSB KHAW TEE HWONG 83006373 SCG MSSB FLORANCE DASS 83000906 SCG MSSB NG CHUAN KIAK 83002533 SCG MSSB NlK ZAINUIDDIN B NIK JAAFAR 83002944 SCG MSSB BALALZAM S/O MANICKAM 83003038 SCG MSSB THONG CHEE MING 83003242 SCG MSSB MUHAMMAD SAFWAN SORAP ABDULLAH 83006471 SCG MSSB WANG LIONG LIN 83006569 ScG MSSB LEE KIM CHEET 83010672 ScG MSSB RAJA ROZIAH BINTI RAHMAT 83011206 SCG MSSB MUTHUKMARAN S/O MACHAP 83015470 ScG MSSB KRISHNA KUTTY S/O BARATHAN 83015750 SCG MSSB CHITHRA DEVI 83000063 SCG MSSB HALINAH BTE HASSAN 83000186 SCG MSSB MOHD TARMIZI SONG BIN ABDULLAH 83000412 SCG MSSB NORISAH BT AB JALIL 83000475 SCG MSSB PUNITHA A/P SEMUPILAI 83001321 SCG MSSB JEGANTHERAN A/L ARIANAYAGAM 83003341 SCG MSSB GRATIAN PETER PEREIRA 83006071 SCG MSSB MUHAMMAD SHARIZAN BIN MUHAMMAD ISA 83008334 SCG MSSB PREMALATHA A/P RAMAN 83010329 SCG MSSB ROHISHAM BIN AHMAD 83015354 SCG MSSB SHUKOR BIN BAHARUDDIN 83005489 SCG MSSB YON SAN DER 83005748 SCG MSSB MAZLAN B MOHD YUSOF 83005939 SCG MSSB AZHAR BIN HJ JAMALUDDIN 83006309 SCG MSSB NADARAJAH S/O PURAVIYA PILLAY 83006365 SCG MSSB MUZAMIR BIN OMAR @ AHMAD 83006544 SCG MSSB MAWAR BT AB HAMID 83008408 SCG MSSB ZAITUN NABISAH 83008740 SCG MSSB THANABALAN A/L KATHAMUTHU 83009570 SCG MSSB SELLAMUTHU A/L RENGASAMY 83010728 SCG MSSB YOONG KOOI FAAT 83010732 SCG MSSB ANUAR B ABDULLAH 83011450 SCG MSSB KHAIRUL ADLEE BIN LOKMAN 83011462 SCG MSSB LIM KAM CHENG 83012826 SCG MSSB MUNIANDY RAMESH A/L KUPPAN 83012900 SCG MSSB ABDUL AZIZ BIN SAMSUDIN 83013444 SCG MSSB HON HEE KIN 83013554 SCG MSSB HAMSALEKSHMY A/P VINCENT 83014477 SCG MSSB KRISHANAN A/L NAGAN GOVINDASWAMY 83015186 SCG MSSB ZAKI BIN MAZLAN 83015514 SCG MSSB ASHRI BIN HJ MOHD DIAH 83015734 SCG MSSB EAGANATHAN A/L GOVINDAN 83015741 82

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB MOHD EHSAN BIN AHMAD 83015745 SCG MSSB OH TECK HING 83016349 SCG MSSB LEE KOK HUU 83016901 SCG MSSB GANDHI RAJAN A/L NALLIAH 83016970 SCG MSSB CHEOK TUAN KEAT 83017113 SCG MSSB SURESH KUMAR S/O SUBRAMANIAM 83017597 SCG MSSB LIM CHING WAI 83017708 SCG MSSB LAU SOON HIONG 83017760 SCG MSSB ZULKARNAIN BIN A HAMID 83018032 SCG MSSB AZMI BIN HASSAN 83018077 SCG MSSB LEE KOK HUA 83018111 SCG MSSB MUHAMMAD NAZIR BIN DZUL FAKAR 83018126 SCG MSSB SEE MENG KIAT 83018264 SCG MSSB ARMIZAD BIN MOHO NOH 83018346 SCG MSSB NORYAZED BIN AHMAD JUN 83018349 SCG MSSB ROZIAH BTE HARUN 83000459 SCG MSSB DAUD B TAIB 83002982 SCG MSSB DHANAPALAN S/O PERIATHAMBY 83003027 SCG MSSB IBRAHIM BIN HAJI MOTOK 83003131 SCG MSSB HARJIT SINGH GREWAL 83006379 SCG MSSB HAMSAN BIN MAT YUP 83006394 SCG MSSB FOO KHA CHOY 83008854 SCG MSSB KAMAL BIN SOIB @ MOHAMED 83009276 SCG MSSB SELVANATHAN S/O SELVAPPAN 83013002 SCG MSSB MUHAMMAD NAZRI BIN BAHARUDDIN 83013398 SCG MSSB N RAMAAISH A/L NAGALINGAM 83014427 SCG MSSB NORDIN BIN ABU 83014648 SCG MSSB AZAMAN BIN SHAMSUDIN 83015636 SCG MSSB CHIN BAU KEONG 83015686 SCG MSSB SELVARAJ A/L PALAKRISHNAN @ BALAKRISH 83015785 SCG MSSB RANGASAMY A/L NARAYANSAMY 83003392 SCG MSSB THAM MING FONG 83005097 SCG MSSB MOHD RAHIMI BIN GHAZALI 83007698 SCG MSSB WONG SWEE WAI 83008746 SCG MSSB MANIRAJAN RAMASAMY 83009209 SCG MSSB AZMAN BIN MOHD ISMAIL 83010616 SCG MSSB SONG YIK YOON 83012156 SCG MSSB ANG KAH SHEN 83013278 SCG MSSB SUHAIMI BIN LANI 83014767 SCG MSSB MUHAMAD FAIZAL BIN HASAN 83017307 SCG MSSB LIOW YOKE WOON 83018131 SCG MSSB KVEERAIAH A/L KARAPAYAH 83018410 SCG MSSB ABDUL RAHAMAN BIN PS MD SALEYAFF 83003037 SCG MSSB ROSLAN BIN MOHD YASIN 83004810 SCG MSSB PARAMESWARAN A/L THAPPAN NAIR 83005492 SCG MSSB ILANGO A/L SETHU 83006276 83

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB WONG SIOW KION 83007350 SCG MSSB MOHD AMRAN BIN AB RAZAK 83009840 SCG MSSB NORIZAM ANI 83010000 SCG MSSB AZIDA BT SAHAR 83010809 SCG MSSB SIVA KUMAR A/L PERUMAL 83013164 SCG MSSB ASOKAN A/L PALANIANDY 83014339 SCG MSSB MURALIDHARAN PILLAI A/L SUKUMARAN P 83014770 SCG MSSB TONG PEI FAN 83015475 SCG MSSB AZMI BIN HAZIN 83015788 SCG MSSB ZAIDI BIN MANSOR 83015816 SCG MSSB KANNAN A/L RAMAN 83017395 SCG MSSB TEO CHENG LIAN 83017526 SCG MSSB LEW KEE WAI 83017809 SCG MSSB VIYASAR A/L THIRUPATHY 83017812 SCG MSSB MAIROSE BIN OTHMAN 83018062 SCG MSSB SHUGUMAR A/L BALASUNDRAM 83007608 ScG MSSB SUHAIRI BIN MOHMAD 83017114 SCG MSSB AMIRUL BIN ABD RASHID 83018209 ScG MSSB NORHAIDA BINTI AHMAD 83006678 SCG MSSB MANIKKAM S/O RAMASAMY 83011981 SCG MSSB SAID ABDUL HALIM B HARON 83015515 SCG MSSB HASBY BIN MUSTAFA 83016878 SCG MSSB MUHAMMAD NAZLIM LIM BIN ABDULLAH 81003745 SCG MSSB MD ZAINAL BIN HUSSIN 81021212 SCG MSSB JUMINAH BT ATIN 83000040 SCG MSSB TEE KIM HAI 83000074 SCG MSSB NASFU BIN ABD RAHMAN 83001773 SCG MSSB ZULKIFLI B ISMAIL 83002792 SCG MSSB GOH TEK KIONG 83003291 SCG MSSB SARASPATHY VELLO 83004991 SCG MSSB ZAINUDDIN B A RAHMAN 83005160 SCG MSSB AWANG BIN MUDA 83005368 SCG MSSB LIM OOW LOW 83006010 SCG MSSB YASIN B PENTONG 83006068 SCG MSSB GANESAN S/O M MURUGIAH 83006278 SCG MSSB RAVINDRAN S/O PALIANIAPPAN 83006300 SCG MSSB THIRUCHELVAM S/O VEERIAH 83006367 SCG MSSB JASBIR KAUR 83006430 SCG MSSB MUHAMMAD BOB RIZAL TEO B ABDULLAH 83006516 SCG MSSB MOHAMED AMIN B ARIFFIN 83006568 SCG MSSB GUNASAGRAN A/L CHINNASWAMI 83006845 SCG MSSB RAMLAN B HJ BAHARUDIN 83006859 SCG MSSB HEW MONG HENG 83006915 SCG MSSB MARIAMMAH A/P MUTHU 83006935 SCG MSSB KOLANDA KAVANDAN A/L RAMASAMY 83007388 SCG MSSB LEE SIEW KEEN 83007676 84

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB AHMAD JEFRI BIN MOHAMAD 83007696 SCG MSSB ZULKIFLI DAHALAN 83007834 SCG MSSB ZAHIRUDDIN BIN ZULKIFLI 83009223 SCG MSSB SIVAKUMAR S/O PERIASAMY 83009235 SCG MSSB MOHD FADZULI BIN ROSLI 83009387 SCG MSSB PELAWANG BIN MAHAT 83009568 SCG MSSB MOHAMAD HALIMON B HJ HASSAN 83010668 SCG MSSB CHIEW MEI CHOUN 83011752 SCG MSSB ANPALAGAN A/L P RAMAN 83011979 SCG MSSB LEE CHOR CHEN 83012041 SCG MSSB MAGESWARARAO A/L SEVAKUMARAN 83012160 SCG MSSB LIM TECK YEW 83012559 SCG MSSB PANEERCHELVAM S/O VADIVEL @ VADWILL 83014341 SCG MSSB PRAVI AIL MURUGESAN 83014484 SCG MSSB LEE WEE WAH 83014560 SCG MSSB REHAN BIN DIMAN 83015124 SCG MSSB NOR ISHAD B ISMAIL 83015408 SCG MSSB NOR EFFENDI B NORDIN @ ZAINAL A 83015477 SCG MSSB MD RIDZAWDIN BIN ASHAARY 83015520 SCG MSSB MUZAIDI BIN AB. MAJID 83017204 SCG MSSB HARDEV SINGH A/L SITWANT SINGH 83017705 SCG MSSB YEE TIAN HWA 83017810 SCG MSSB MADHANARAJ A/L SOCKALINGAM 83017844 SCG MSSB ZAINOL HAMIZI BIN MOHAMAD 83017930 SCG MSSB ZAINOR BIN MOHD ZAINI 83017998 SCG MSSB M.GOVENDARAJAN A/L MUTHUSAMY 83018008 SCG MSSB NAZILA BINTI YAHAYA 83018127 SCG MSSB LAI CHOON LUI 83018132 SCG MSSB CHIEW WAI KAE 83018210 SCG MSSB TAM SEW SENG 83018244 SCG MSSB ABDUL RAHMAN BIN SIDEK 83009444 SCG MSSB MEENAMBAI 83001167 SCG MSSB PANG HUEE FOOK 83002420 SCG MSSB ROSNAH BT MD SHARIF 83002442 SCG MSSB S NYANAPRAGASAM 83002718 SCG MSSB WONG CHIN FONG 83004312 SCG MSSB MD TAIB BIN KHALID 83005493 SCG MSSB WONG TIM LAM 83005940 SCG MSSB HUSSIN @ HUSSIEN B ISHAK 83006033 SCG MSSB KANNIAH A/L S KATIRVELU 83007405 SCG MSSB YAZID BIN SHARIB 83007687 SCG MSSB ZAKARIA ABDULLAH 83009210 SCG MSSB SELVAM A/L PALASUNDRAM 83011711 SCG MSSB SREEDHARAN A/L ACHUTHAN 83012567 SCG MSSB TAN CHONG POH 83013530 SCG MSSB MOHAMAD AMIN B MOHD ALI 83014482 85

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB RETNASINGAM A/L NAGARETNAM 83015426 SCG MSSB NOOR EDDYSHAM BIN HASHIM 83015732 SCG MSSB MANIARASU A/L NALLIAH 83017117 SCG MSSB ABD HADI BIN MD SANI 83018276 SCG MSSB UDYA KUMAR A/L. RAMASAMY 83018277 SCG MSSB ZAMRI BIN ABDUL MAJID 83005091 SCG MSSB SARONAM S/O VEERAPPILAI 83000370 SCG MSSB LOKE KAM MENG 83000727 SCG MSSB TEE CHUI YEUN 83001615 SCG MSSB SIAH CHEE HWA 83004317 SCG MSSB KAMARUZAMAN BIN RIFIN 83006173 SCG MSSB BADRULHISHAM BIN ABU MANSOR 83010669 SCG MSSB CHAN KHENG MENG 83014344 SCG MSSB M JAYANATHAN IYAVOO 83005057 SCG MSSB ISMAIL BIN ARSHAD 83005490 SCG MSSB NORBI BIN MANSOR 83009342 SCG MSSB HJ ABDUL RAHMAN BIN MD DAUD 83010001 SCG MSSB MOHAMAD REDZUAN BIN ABD GHANI 83017012 SCG MSSB ZAKARIAH BT SHARIF 83000116 SCG MSSB RAZALI BIN DOLMAT 83002948 SCG MSSB KAMARULZAMAN BIN HAJI IBRAHIM 83006382 SCG MSSB SIVAKUMAR S/O NADESA PILLAY 83006682 SCG MSSB CHOO YIT MENG 83007173 SCG MSSB KAMALJIT KAUR A/P TARA SINGH 83007627 SCG MSSB HARMIT SINGH A/L HARMINDAR SINGH 83010688 SCG MSSB RASARATNAM A/L DEVY RAMASAMY 83011562 SCG MSSB GHAZALI MD YUSOF 83011585 SCG MSSB AZMI BIN ALIAS 83012017 SCG MSSB V.VICKNESVARAN A/L VISWALINGAM 83013577 SCG MSSB SIVAPRAGASAM A/L ARUMUGAM 83014020 SCG MSSB JASVINDER SINGH A/L RANJIT SINGH 83014189 SCG MSSB BAHARAM BIN YAHAYA 83015119 SCG MSSB FU`AT BN MOON 83015305 SCG MSSB MOHD ASRI BIN WAGIMAN 83015314 SCG MSSB ZAMZURI BIN S BAWEH 83015637 SCG MSSB ZAMREE BIN TAHA 83015740 SCG MSSB S.VYASAN A/L SANTHALINGAM 83017049 SCG MSSB WONG KOCK HONG 83001129 SCG MSSB WONG LOY THAI 83003035 SCG MSSB ZALINA BTE SHAHER 83006257 SCG MSSB YEO HOCK GUAN 83007528 SCG MSSB VIJAYA KUMAR S/O SINNIAH 83008057 SCG MSSB HUANG CHOO WEN 83008169 SCG MSSB ZULKEPLI BIN KHAMIS 83004074 SCG MSSB SAZALI BIN KAMARUDIN 83007404 SCG MSSB SAHIDIN B KARDI 83008171 86

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG' MSSB SOONG BOON LUNG 83011012 SCG MSSB MOHD YUSAIRI B IDRIS 83011612 SCG MSSB MOHD AZLEY B ABDUL MAJID 83011728 SCG MSSB WONG JUI SIN 83012477 scG MSSB CHIN WAI LUM 83013394 SCG MSSB YUSLAN BIN YUNUS 83013397 SCG MSSB WONG HON HIN 83014272 SCG MSSB MOHAMAD ABDUL RAHMAN BIN TAIB 83014429 SCG MSSB KUMAR A/L LETCHUMANAN 83014431 SCG MSSB MOHD FOUZI BIN JAHAYA 83015315 SCG MSSB RAGU S/O MARIMUTHU 83001175 SCG MSSB LAU CHEE HAI 83006517 SCG MSSB CHONG SOK YEE 83008640 SCG MSSB LEE SOON YONG 83008747 SCG MSSB JEYASURIAN A/L PERIASAMY 83009275 SCG MSSB BALA A/L SHANMUGAM 83009279 SCG MSSB AINOL ZAMRIN BIN YAACOB 83009316 SCG MSSB AHMAD ZAINAL BIN ABDULLAH SANI 83011696 SCG MSSB REUBEN A/L SYLVESTER 83014430 SCG MSSB ANUAR BIN YUSOP 83015306 SOG MSSB JAMROSE BIN MUSTAFA 83015481 SCG MSSB TAN BOON KIAT 83017393 SCG MSSB ESAM BIN HASHIM 83017779 SCG MSSB DANIEL A/L CHRISTIE 83018377 SCG MSSB SURATMAN B YUSOF 83005152 SCG MSSB KU GEK GUAT 83007059 SCG MSSB SUBRAMANIAM A/L PERUMAL 83007325 SCG MSSB MOHD SALIMIN SAHLUDIN 83010028 SCG MSSB AZIZAN B ZAKARIA 83015656 SCG MSSB ANNE SHAMINI A/P RAJASINGAM SOLOMON 83017926 SCG MSSB LEE HENG CHEN 83018165 SCG MSSB TAN FOONG YOW 83001154 SCG MSSB PUNUSAMY A/L KUPPUSAMY 83002943 SCG; MSSB SAINEH B MISSIN 83006069 SCG MSSB LIAM SEH HAN 83007176 SCG, MSSB GANESH A/L MURUGAYAH 83008879 SCG MSSB YUSRI BIN AB RAHIM 83009702 SCG MSSB GIRIMARAMANLAM A/L SUBRAMANIAM 83013532 SCG MSSB WONG TOON HUAT 83014565 SCG MSSB AZAHARUDIN BIN YUSOF 83015516 SCG MSSB ANFAL BIN DURALIM 83017052 SCG MSSB SHARIMAN AZEZE BIN OTOH 81023747 SCG MSSB MANJALINA BINTI IBRAHIM 81024039 SCG MSSB SHAHIDAN B A KADIR 83000034 SCG MSSB RAHINAH @ ROHANA BT J HASSAN 83000132 SCG MSSB ZAKIAH BT ASHAARI 83000202 87

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORIZAN MUHAYAT 83001634 SCG MSSB ZAKARIA BIN AHMAD 83002975 SCG MSSB JUNAIDAH WAHID 83003803 SCG MSSB FATIMAH BT JAMALUDIN 83006531 SCG MSSB ABD HALIM BIN RAHIM 83006574 SCG MSSB MOHD ARIFFIN BIN BADOR 83007275 SCG MSSB NIAP OI LIAN CATHERINE 83006168 SCG MSSB SKANTHI A/P R. MUTHU 83008502 SCG MSSB RAJANDRAN S/O MARGAYA 83008677 SCG MSSB K SELVADURI AL KANNIAH 83008806 SCG MSSB MUTHAMAH A/P AROKIASAMY 83009676 SCG MSSB HASNAH BINTI MOHD 83010184 SCG MSSB AHMAD SABAN BIN ABDUL HAMID 83010504 SCG MSSB MUHAMMAD NIZAM BIN AHMAD 83011760 SCG MSSB ONG CHEW BOON 83011763 SCG MSSB HUZAINOR BIN HAMZAH 83012019 SCG MSSB SASITHARAN NAIR A/L DASS 83012646 SCG MSSB ROSTAM BIN SALLEH 83014019 SCG MSSB R GUNASEGKARAN A/L RAMAN 83014432 SCG MSSB ABD RAHMAT BIN YUSOFF 83014523 SCG MSSB KAMARUDIN BIN ABU 83014563 SCG MSSB CHONG CHUN HOE 83014857 SCG MSSB NG CHENG HUAT 83015194 SCG MSSB LEE ENG THYE 83015483 SCG MSSB KU EZANI BIN HAJI KU MAT 83015517 SCG MSSB NORISAM BIN ISMAIL 83015522 SCG MSSB PARASURAMAN A/L GOVINDARAJOO 83016190 SCG MSSB TAN CHEE ENG 83016225 SCG MSSB IDRIS BIN SULAIMAN 83017050 SCG MSSB ANG EE PING 83017202 SCG MSSB THONG CHEN LEONG @ HONG CHEN LEONG 83017257 SCG MSSB SIVANESAN S/P SATHIAPALAN 83017525 SCG MSSB CHAN KUN LEONG 83017703 SCG MSSB ERIC CHEAH JAY HAN 83017735 SCG MSSB DAVID THONG WAI KEONG 83017765 SCG MSSB CHIA WAI KIT 83017776 SCG MSSB NAZARRUDIN BIN ABU BAKAR 83017955 SCG MSSB MOHD SAIFULLIZAN BIN MOHD KHALID 83018103 SCG MSSB MOHD RIZAL BIN AB RAHMAN 83018133 SCG MSSB SHAHRIZAN BIN ZAINUDIN 83018207 SCG MSSB P NACHIAPPAN A/L M. PALANIAPPAN @ MADHAVA 83018334 SCG MSSB SAMARI BIN MAT SAHAT 83018533 SCG MSSB RAVINDRAN A/L K B MENON 83002603 SCG MSSB MOKHTAR BIN SARING 83003070 SCG MSSB NORAISHAH KAMARUDDIN 83003296 SCG MSSB AHMAD TAJUDIN BIN YAACOB 83003391 88

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB RAVINDRAN S/O THANGAVELU 83004333 SCG MSSB DELI BIN JUSOH 83005157 SCG MSSB SUBKI BIN MUSA 83005158 SCG MSSB ZAHIR BIN KAHA 83005211 SCG MSSB SANTHA KUMAR S/O THANGAVELU 83005819 SCG MSSB LOY THAI CHENG 83005831 SCG MSSB CHEONG KWAI YEW 83006006 SCG MSSB PUSPHANATHAN S/O SELVAPPAN 83006272 SCG MSSB SHU OUEE LIP 830O6305 SCG MSSB SAMY A/L R.N NAIDU 83006860 SCG MSSB CHEAH FOOK NYEN 83007845 SCG MSSB ABD RAHMAN FOO BIN ABOULLAH 83008047 SCG MSSB ABDUL HALIM BIN MD YUSOF 83008500 SCG MSSB NOR AZIZAN BIN MOHO NORDIN 83008649 SCG MSSB GANESH BALAN A/L SUBRAMANIAM 83009178 SCG MSSB MUHAMAT ASRI MAT DAUD 83009194 SCG MSSB NONCHIK BIN KITAM 83009207 SCG MSSB MOHAMAD IBRAHIM BIN AKB MAIDEN 83009214 SCG MSSB HON KAI KEONG 83009445 SCG MSSB MO MAN 83009583 SCG MSSB AZHAR BIN ZAKARIA 83010506 SCG MSSB MUHAMAD AZRI B ABDUL KADIR 83010945 SCG MSSB M RUBAN MURUGESSAN 83011011 SCG MSSB NORASHIKIN BTE ABD MALIK 83011152 SCG MSSB THIAGARAJA A/L GOVINDASAMY 83011909 SCG MSSB ZAHRIN KAMALUDIN 83012774 SCG MSSB ZULKIFLI BIN HASSAN 83013252 SCG MSSB SHAHRIZAN BIN SALIM 83014182 SCG MSSB JASON EMMANUEL SHASTRI 83014184 SCG MSSB JUMINAH BINTI A. KARIM 83014186 SCG MSSB NAVARATHINALINGAM A/L PERAITHAMBY 83014605 SCG MSSB MOMAMAD RIDZUAN B ABDUL RASHID 83015216 SCG MSSB MATHEW KURIAN A/L KOYIKAIATHU 83015316 SCG MSSB MANIMARAN A/L NIELLASAMY 83015469 SCG MSSB WONG KOK HOONG 83015471 SCG MSSB ZAKARIYA BIN ABU 83015688 SCG MSSB WONG WEI KIM 83015744 SCG MSSB MARTHESWARAN S/D SOLAMUTHU 83017598 SCG MSSB KWAN SIONG HING 83017670 SCG MSSB ZULKARNAIN BIN MOHAMED MOBIN 83017925 SCG MSSB FUZIAH BTE OTHMAN 83001569 SCG MSSB NG KING SUN 83005034 SCG MSSB TAN CHIN GUAN 83006113 SCG MSSB LIM BAN CHANG 83006372 SCG MSSB ISKANDAR DZAUL KORNAIN MUDAYAT 83006406 SCG MSSB R VINAYAN A/L V K RAGHKAVAN 83007607 89

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB LETTI BTE NIZAL 83008832 SCG MSSB JASON RAJAKUMARAN A/L RAJASEGARAN 83014185 SCG MSSB SELVARAJOO A/L KRISHNAN 83014342 SCG MSSB ABU BAKAR BIN JAMAL 83014481 SCG MSSB MOHAMMAD FAUZI BABA 83015749 SCG MSSB HARCHARAN SINGH A/L KARNAIL SINGH 83017600 SCG MSSB LEE HOW SWEE 83017811 SCG MSSB ABU HANIPAH BIN SULAIMAN 83003924 SCG MSSB RAGUNATHAN S/0 RANGASAMY 83007796 SCG MSSB ZAINAL B OMAR 83000970 SCG MSSB FONG TAK WAH 83003342 SCG MSSB NORLAILA BT ABDUL MALEK 83006280 SCG MSSB BOCK KIM LEE 83007522 SCG MSSB AHMAD LUTFI BIN YUSOF 83008533 SCG MSSB TUANG KWANG HWEE 83009698 SCG MSSB TAN HOOI SIM 83010596 SCG MSSB THANGARAJ A/L BALRAJ 83013578 SCG MSSB DANIAL BIN ABD LATIFF AW 83014436 SCIS MSSB YONG WAY SHAN 83017726 SCG MSSB JAFFRIDIN BIN SULAIMAN 83018104 SCG MSSB SEE CHEE ONG 83018437 SCG MSSB ROSMAN BIN OMAR 83018815 SCG MSSB ROSLAN BIN ABDUL HAMID 81021813 SCG MSSB PUTERI NOR AZAH BTE MEGAT MOHD NOOR 81024798 SCG MSSB LETCHUMY D/O KRISHNASAMY 83001027 SCG MSSB MOHD RASID BIN KARIM 83007590 SCG MSSB NIK MOHD TAJUDDIN YUSOF 83008676 SCG MSSB NIK AHMAD FADZIL NIK MUHAMAD ARIFIN 83008804 SCG MSSB MOHD FADHIL BIN HJ AHMAD 83010779 SCG MSSB YONG FOO KHONG 83012383 SCG MSSB NOR RISA BTE DAHALAN 83014270 SCG MSSB MOHD HARATH ALI BAJUNID BIN OMAR 83017668 SCG MSSB SIAU SHAU LING 83006007 SCG MSSB ZUL KAFLI B ZAKARIA 83006385 SCG MSSB SIVALINGAM A/L PALANIANDY 83007606 SCG MSSB ZANARIAH BT SI BAWEH 83008869 SCG MSSB AZHARRY BIN NIGGAL 83009239 SCG MSSB CHAN HON MUN 83011209 SCG MSSB LIM KENG GUAN 83011982 SCG MSSB YEW TUAN KEAT 83014646 SCG MSSB YEW WAI CHUNG 83015127 SCG MSSB NGIENG FONG FONG 83015689 SCG MSSB ROKIAH BINTI WAN AB. KADIR 83016971 SCG MSSB CHONG SIEW HOONG 83018820 SCG MSSB SITI JAWAIH BTE KANDAR 83002879 SCG MSSB LATIFAH OMAR 83003537 90

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB ABD GHAFAR BIN HJ MOKHTAR 83009154 SCG MSSB NAGARAJAN A/L THAMBIRAJAH 83012639 SCG MSSB SHAMSHA BINTI SULAIMAN 83000917 SCG MSSB ROKIAH SAMAD 83001485 SCG MSSB MOHD RADHUAN BIN AHMAD 83001841 SCG MSSB ZAIDAH DAHLIN 83002131 SCG MSSB MAIMON BTE SHARIF 83003513 SCG MSSB ZAITON HASSAN 83004304 SCG MSSB NORALIZA MD YUSOF 83004981 SCG MSSB AMRAN B MD YUSOF 83005153 SCG MSSB ROPEAH BT MAAMOR 83006708 SCG MSSB ROSMAWATI BINTI ZAINAL 83007741 SCG MSSB PONMALAR A/P RAMAKUTTY 83008997 SCG MSSB HAJJAH NORAINI BT HJ OMAR 83009573 SCG MSSB NUR ZAMIRUL ASWINA BINTI NAZIR 83011373 SCG MSSB SHAHRIN BI TAMBY HITAM 83014314 SCG MSSB MOHAMAD NORAFIZ BIN MANAF 83014330 SCG MSSB MOHAMAD NIZAR BIN ABDUL JABBAR 83014387 SCG MSSB SHUHAIZA AZRENN B ABD WAHAB 83014920 708 MSSB ZAINUDIN BIN MOHD ZAIN 83015333 SCG MSSB YUSOF BIN IBRAHIM KUTTY 83016252 SCG MSSB MOHD RAZUAN B. HAMZAH 83016321 SCG MSSB MOHD KAMAL BIN MOHD SANI 83016662 SCG MSSB MARINA BT ABU BAKAR 83016949 SCG MSSB KYAZILAH BINTI ABDUL AZIZ 83017816 SCG MSSB MOHAMAD FAIZAL BIN ZEIKAPELI 83018608 SCG MSSB SANAH BINTI YAACOB 83018633 SCG MSSB SAADIAH BT ABD RASHID 83000192 SCG MSSB JAMILAH BIBY MOHD KASSIM 83003570 SCG MSSB AMINAH BT BARI 83005909 SCG MSSB FARIDAH BTE HASHIM 83007881 SCG MSSB ROZIATOL AKMA BTE SULAIMAN 83009340 SCG MSSB NAFSIAH BTE BADOR 83013065 SCG MSSB KAMARIAH AB MAJID 83000469 SCG MSSB NORIZAH RASHID 83001815 SCG MSSB VIJALETCHUMY V 83001887 SCG MSSB NORLELA MASROM 83002465 SCG MSSB NATZERAH BTE ZAINUDDIN 83002959 SCG MSSB ZAINAF ABDULLAH 83003042 SCG MSSB SITl ZAINAB ADAM 83003354 SCG MSSB MARHAMAH ABDULLAH 83003539 SCG MSSB NORZILAH SEMAN 83004534 SCG MSSB KAMSIAH SULAIMAN 83005407 ,SCG MSSB NORHARIYAH BT TALIB 83006524 SCG MSSB ANJALA DEWI A/P MUNIYANDI 83006589 SCG MSSB NOSITAH BT ISTHNIN 83006902 91

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SUMADIE D/O MARI THAMUTHU 83008275 SCG MSSB SIVAGAMY D/O KANNAN 83009290 SCG MSSB SURAYA BTE MOHAMED 83009374 SCG MSSB NORASHURA ZAKARIAH 83000080 SCG MSSB PEGAWAN KAUR 83000119 SCG MSSB UMA DEVI KATHIRAVELU 83000361 SCG MSSB MAIMUN BT HASSAN 83000501 SCG MSSB ZABEDAH BT KASSIM 83000781 SCG MSSB MARIAM IBRAHIM 83000791 SCG MSSB PANJAVETNAM RAMASAMY 83000990 SCG MSSB RADIAH BINTI MAHMUD 83001056 SCG MSSB ROFIDAH BT MD DOM 83001092 SCG MSSB NUPPUDATTE CHELLIAH 83001304 SCG MSSB ROS SITAH A RAHMAN 83001405 SCG MSSB RAJA KAMISAH BT RAJA SALIM 83001541 SCG MSSB NORAINI BT SHARIF 83001575 SCG MSSB MALATI MAYAPPAN 83001847 SCG MSSB RUSIAH KASSIM 83002422 SCG MSSB ROSLINA IDRUS 83002494 SCG MSSB NORIZIN DARUS 83002520 SCG MSSB SALWA SHARIF 83002536 SCG MSSB HALIJAH MD NOOR 83002544 SCG MSSB SITI AISKAH ABDULLAH 83002753 SCG MSSB ROSMAWATI SALLEH 83002987 SCG MSSB MARIAM AHMAD 83003183 SCG MSSB FARIDAH JOHARI 83003247 SCG MSSB KOMALA KAMASAMY 83003346 SCG MSSB ROZINAH MOHD TALIB 83003493 SCG MSSB NORLIDA ABU SAMAH 83003652 SCG MSSB ZALEHA SULAIMAN 83003713 SCG MSSB SITI NORHAJAR ZABIDIN 83003755 SCG MSSB ROHANI&NI SABIRAN 83003861 SCG MSSB ZALIHA ZAINAL 83003988 SCG MSSB HALIMAH MOKHTAR 83003995 SCG MSSB NORHAYATI ABDUL MALIK 83004001 SCG MSSB ASMAH AHMAD 83004041 SCG MSSB ASLINA HASAN 83004275 SCG MSSB FAIZAH TUN MOHAMAD 83004329 SCG, MSSB NORIDAH MOHD SALLEH 83004357 SCG MSSB NORAINI OTHMAN 83004476 SCG MSSB SAROJINY MUNIANDY 83004482 SCG MSSB RUSNAH MAT AMIN 83004791 SCG MSSB MARDUWATI MD RASHID 83004825 SCG MSSB HAMIDAH SHARIFF 83004838 SCG MSSB LEE SOO CHIN 83004884 SCG MSSB NORAISHAH MOHD NOOR 83004913 92

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB SITl HAWA ALIN 83004930 SCG MSSB ROHANI HUSAIN 83004933 SCG, MSSB FADILAH MAHAT 83004978 SCG MSSB ZARIAH MOHIDIN 83005026 SCG MSSB ROSIAH BT SIRIYO 83005212 SCG MSSB DIANA ISMAIL 83005321 SCG MSSB NORSAIMAH BTE NUJUM 83005651 SCG MSSB SAADIAH RAMSI 83005706 SCG MSSB NOR FAZIRATUL HANIN BT ISMAIL 83005738 SCG MSSB SAROJAH A/P VEERAPAN 83006046 SCG MSSB NORHAYATI AHMAD 83006049 SCG MSSB ROHAYA HJ SHAMSUDIN 83006550 SCG MSSB SITI AMINAH BT JESA 83006719 SCG MSSB MALLIGAH A/P PALANISAMY 83006789 SCG MSSB SARIMAH BT ABD RAHMAN 83006877 SCG MSSB NOORIZAN BT OTHMAN 83006946 SCG MSSB SITI MURNI BT HARUN 83006954 SCG MSSB ZALEHA BTE HASSAN 83006982 SCG MSSB NORASMAH SALIM 83007025 SCG MSSB ASSFALLEZA BTE ABD RAZAK 83007080 SCG MSSB CHE RUZANARIAH BINTI HARUN 83007102 SCG MSSB K SHMUGAVADIVOO A/P KANAPATHY 83007151 SCG MSSB SITI ZAINURAH BT SHEIKH SAID 83007227 SCG MSSB JOHN HELEN RANI 83007295 SCG MSSB ZARIAH BTE ZAINAL 83007360 SCG MSSB HANURA BT JURID 83007480 SCG MSSB HASIMAH BT KAMIS 83007613 SCG MSSB NORMALA BINTI ABU BAKAR 83007757 SCG MSSB RUZITA BT KAHAR 83007927 SCG MSSB KAMALESWARY A/P NADARAJAN 83007959 SCG MSSB NORZILA BT ISHAK 83008088 SCG MSSB GAN KIM MOI 83008247 SCG MSSB ASNAH BT MUSA 83008256 SCG MSSB AINUNJARIAH BT ARIFFIN 83008285 SCG MSSB BALASARASUADI D/O RETNAM 83008448 SCG MSSB MAHERAN SUKOR 83008536 SCG MSSB NOR SAMLAH BT ALIAS 83008567 SCG MSSB LEELAVATHY A/P RAMAN 83008748 SCG MSSB MOHINDER KAUR A/P PRITAM SINGH 83008795 SCG MSSB RAFIDAH BTE ABD RAHIM 83008982 SCG MSSB SATIAH BTE MAT ARIF 83009402 SCG MSSB KALPANA DEVI A/P MOHANA DASS 83009626 SCG MSSB RAHMAH BT SAHAK 83009640 SCG MSSB SITI NOR BT NONIN 83009776 SCG MSSB DEVIKI A/P RAJAGOPAL 83011250 SCG MSSB KHALIL BIN JALI 83000619 93

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MSSB NORILILA BT HASSAN 83006399 SCG MSSB BHARATHAN NAIR A/L P NAIR 83008546 SCG MSSB CHANG CHIN WOON 83014097 SCG MSSB CHENG CHEE CHEW 83015468 SCG MSSB S PARAMAGURU A/L SUBRAYAN 83016223 SCG MSSB K PAARTHIBAN A/L KRISHNAN 83018738 SCG MSSB NORAZMAWATI BINTI ISMAIL 83018816 SCG MSSB ROZITA AINI BINTI MOHAMED ZIN 83018819 SCG MSSB CHANG KAM FOO 83001038 SCG MSSB LENG SIANG YONG 83014647 SCG MSSB ZAINI BTE THAMBY IBRAHIM 83000984 SCG MSSB MATHEWS GEORGE 83001769 SCG MSSB ZAINUDDIN BIN SAID 83007601 SCG MSSB ROHANA BT ABDULLAH 83011696 SCG MSSB MOHAMMAD NAZERI BIN BADARUDIN 83014564 SCG MSSB AZRINA BINTI ABDUL RAHMAN 83016227 SCG MSSB NORLYMALIS JEZZERY BIN KAMARUDIN 83018814 SCG MSSB SITI KHAMSIAH BT HJ AHMAD 83000140 SCG MSSB LINDA SENEVIRANTNE 83003598 SCG MSSB NG CHONG MENG 83003965 SCG MSSB YEE ENG KOON 83000216 SCG MSSB LONG CHIK LEE 83007682 SCG MSSB LEE LIP KENG 83012201 SCG MSSB VIMALADEVI A/P THILLAINATHAN 83016908 SCG MSSB TAN KIAN KAR 83000015 SCG MSSB JUNAIDI BIN ISMAIL 83000304 SCG MSSB CYRIL HO TIONG CHOO 83004257 SCG MSSB S KAMARA GURU PARAN 83004314 SCG MSSB TENG AN TEE 83005712 SCG MSSB WAN PAK CHOONG 83006008 SCG MSSB TOH IN TEN 83016229 SCG MSSB LEONG WEI FONG 83018579 SCG MSSB KHOO AI BOEY SHARON 83009181 SCG MSSB OW YEANG SEOK CHIN 83003296 SCG MSSB OOI ENG HOO 83008183 SCG MSSB TEH YOONG SENG 83004601 94

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - MEXICO GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Abaroa Salvatierra, Agustin 44010932 SCG ZMEX2 Abrego Sanchez, Ismael 44009962 SCG ZMEX2 Aceves Alvarez, Jose Daniel 44012345 SCG ZMEX2 Aceves Rangel, Carlos 44013793 SCG ZMEX2 Acosta Cervantes, Carlos Alberto 44012196 SCG ZMEX2 Acosta Madrigal, Inigo Felipe 44008918 SCG ZMEX2 Acosta Rosales, Martha 44007469 SCG ZMEX2 Aguayo Gonzalez, Ma. Del Carmen 44009219 SCG ZMEX2 Aguayo Gonzalez, Magdalena 44011128 SCG ZMEX2 Aguiar Barron, Alberto 44011401 SCG ZMEX2 Aguila Garcia, Maria Cristina 44011440 SCG ZMEX2 Aguilar Aguilar, Enrique 44003675 SCG ZMEX2 Aguilar Anzaga, Mayela 44013791 SCG ZMEX2 Aguilar Banda, Rebeca 44011457 SCG ZMEX2 Aguilar Bravo, Raul 44009201 SCG ZMEX2 Aguilar Corona, Baudelio 44002314 SCG ZMEX2 Aguilar Corona, Ma. Alicia 44001470 SCG ZMEX2 Aguilar Gonzalez, Alfonso 44012224 SCG ZMEX2 Aguilar Gutierrez, Bertha 44008515 SCG ZMEX2 Aguilar Limas, Luis Rodrigo 44013593 SCG ZMEX2 Aguilar Mora, Jaime 44011240 SCG ZMEX2 Aguilar Orozco, Maria Leticia 44006493 SCG ZMEX2 Aguilar Rodriguez, David 44005859 SCG ZMEX2 Aguilar Torres, Armando 44013641 SCG ZMEX2 Aguilera Cervantes, Miriam 44011674 SCG ZMEX2 Aguirre Magana, Iliana Concepcion 44013617 SCG ZMEX2 Alarcon Rodriguez, Olimpia Patricia 44011554 SCG ZMEX2 Alatorre Solorzano, Francisco 44012441 SCG ZMEX2 Alba Ponce, Veronica 44012095 SCG ZMEX2 Alcala Fuentes, Jessica 44013696 SCG ZMEX2 Alcala Perea, Elsa Leticia 44009386 SCG ZMEX2 Alcala Sanchez, Isela Martina 44012136 SCG ZMEX2 Alcantar Martinez, Laura 44012642 SCG ZMEX2 Alcantar Muniz, Mana De Lourdes 44010254 SCG ZMEX2 Alcaraz Davalos, Paula 44011591 SCG ZMEX2 Alcaraz Lomeli, Rafael 44012579 SCG ZMEX2 Alderete Medina, Ricardo 44011887 SCG ZMEX2 Aldrete Vazquez, Patricia 44013623 SCG ZMEX2 Alencastro Resendiz, Alfonso 44012599 95

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Alexander Vazquez, Francisco Gerardo 44012388 SCG ZMEX2 Alonso Gonzalez, Oscar Eduardo 44012150 SCG ZMEX2 Alvarado Martinez, Judith 44013756 SCG ZMEX2 Alvarez Gaucin, Maria De Jesus 44006482 SCG ZMEX2 Alvarez Hernandez, Rosa 44009709 SCG ZMEX2 Alvarez Huizar, Maria Del Carmen 44008976 SCG ZMEX2 Alvarez Lomeli, Maria Del Carmen 44010880 SCG ZMEX2 Alvarez Mota, Mana Olga Livia 44012052 SCG ZMEX2 Alvarez Ochoa, Sandra Annette 44008721 SCG ZMEX2 Alvarez Real, Edgardo Santiago 44013639 SCG ZMEX2 Alvarez Rodriguez, Ana Maria 44006993 SCG ZMEX2 Alvarez, Jose Javier 44009860 SCG ZMEX2 Amaral Ramirez, Mariano 44001142 SCG ZMEX2 Amaya Rico, Rosa Maria 44010672 SCG ZMEX2 Amezcua Anaya, Maria Ariana 44012074 SCG ZMEX2 Amezcua Gonzalez, Ana Laura 44012544 SCG ZMEX2 Amezcua, Martha Alicia 44004949 SCG ZMEX2 Amezola Islas, Maria Elena 44011745 SCG ZMEX2 Amezquita Tapia, Martha 44012312 SCG ZMEX2 Anaya Gomez, Jose De Jesus 44010020 SCG ZMEX2 Andrade Castro, Ela Marina 44013599 SCG ZMEX2 Angel Ramirez, Marisol 44011505 SCG ZMEX2 Angel Velez, Angelica Maria 44008224 SCG ZMEX2 Angel Velez, Maria De La Luz 44004666 SCG ZMEX2 Anguiano Andrade, Alfonso 44011024 SCG ZMEX2 Anguiano Montes, Elizabeth 44012038 SCG ZMEX2 Anguiano Rodriguez, Luis Antonio 44012036 SCG ZMEX2 Anguiano Rodriguez, Rafael 44012029 SCG ZMEX2 Araiza Trujillo, Irma Gabriela 44013803 SCG ZMEX2 Arambula Villalobos, Jose Guadalupe 44012398 SCG ZMEX2 Aranda Estrada, Olga 44013754 SCG ZMEX2 Arauz Garcia, Susana 44010977 SCG ZMEX2 Arellano Corona, Eva Berenice 44008442 SCG ZMEX2 Arellano Perales, Felix Isaac 44013560 SCG ZMEX2 Arellano Rodriguez, Isaias 44007071 SCG ZMEX2 Argumedo Marrufo, Victor Manuel 44011660 SCG ZMEX2 Arias Guerrero, Aldo 44012383 SCG ZMEX2 Arias Lizarraga, Maria Del Rosario 44011986 96

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Arizaga Ortiz, Yolanda Araceli 44010622 SCG ZMEX2 Arreguin Angel, J, Jesus 44010486 SCG ZMEX2 Arreola Murillo, Gabriela 44011461 SCG ZMEX2 Arroyo Pereira, Elsa 44012269 SCG ZMEX2 Arroyo Pinedo, Hilda 44008105 SCG ZMEX2 Ascencio Ramirez, Ma Cristina 44013774 SCG ZMEX2 Astorga Ledesma. Adriana 44009505 SCG ZMEX2 Astorga Ledezma. Erika Amparo 44013672 SCG ZMEX2 Auceda Vidal, Mariano Norberto 44010808 SCG ZMEX2 Avalos Rosales, Cesar David 44012174 SCG ZMEX2 Avalos Segura, Rosa Maricela 44010328 SCG ZMEX2 Avelar Franco, Juan Jose 44007184 SCG ZMEX2 Avila Sanchez, Maria Del Pilar 44011193 SCG ZMEX2 Avila Torres, Sergio Rafael 44007428 SCG ZMEX2 Ayala Alvarado, Luis Manuel 44012153 SCG ZMEX2 Ayala Hernandez, Celia 44007812 SCG ZMEX2 Ayala Herrera, Rosa Maria 44011161 SCG ZMEX2 Ayala Lopez, Alicia 44011394 SCG ZMEX2 Balderas Rosales, Maria Soledad 44013657 SCG ZMEX2 Banda Horta, Ofelia 44008387 SCG ZMEX2 Banda Villarruel, Balbina 44013733 SCG ZMEX2 Banuelos Perez, Silvia 44011612 SCG ZMEX2 Banuelos Perez, Teresa Leticia 44012015 SCG ZMEX2 Barajas Espinoza, Imelda 44012348 SCG ZMEX2 Barajas Macias, Luis Javier 44013588 SCG ZMEX2 Barajas Ramirez, Salvador 44008643 SCG ZMEX2 Barajas Roman, Irma 44010280 SCG ZMEX2 Barba Cruz, Guadalupe 44013769 SCG ZMEX2 Barba Galvez, Martha Margarita 44009109 SCG ZMEX2 Barbosa Ramirez, Guadalupe Isadora 44013798 SCG ZMEX2 Barrero Vega, Octavio Fabian 44013718 SCG ZMEX2 Barrero Vega, Roberto Adrian 44013563 SCG ZMEX2 Barrios Alvarado, Florencia 44010022 SCG ZMEX2 Barrios Alvarado, Maria De Jesus 44010101 SCG ZMEX2 Barrios Alvarado, Maria Del Carmen 44008865 SCG ZMEX2 Barron Gutierrez, Maria Concepcion 44005283 SCG ZMEX2 Bautista Gonzalez, Hilda 44011466 SCG ZMEX2 Bautista Jimenez, Norma Leticia 44008309 97

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Beaz Zarate, Javier Gustavo 44004688 SCG ZMEX2 Becerra Gutierrez, Maria Xochilth 44012566 SCG ZMEX2 Becerra Gutierrez, Sergio Cesar 44011286 SCG ZMEX2 Becerra Renteria, Maria Elena 44008664 SCG ZMEX2 Becerra Reyes, Jose Luis 44002242 SCG ZMEX2 Becerra Reyes, Juan De Dios 44004085 SCG ZMEX2 Becerra Rodriguez, Alejandra 44013664 SCG ZMEX2 Becerra Zepeda, Magaly 44009055 SCG ZMEX2 Becerra Zepeda, Maria Guadalupe 44008608 SCG ZMEX2 Becerra, Maria Del Rosario 44011396 SCG ZMEX2 Benavides Mejia, Olga Maria 44013742 SCG ZMEX2 Benites Cortes, Susana Guadalupe 44012632 SCG ZMEX2 Benitez Martinez, Maria Guadalupe 44010353 SCG ZMEX2 Benitez Pimentel, Rosalina 44005880 SCG ZMEX2 Benitez Pimientel, Francisca Catalina 44008965 SCG ZMEX2 Benitez Ramirez, Jesus 44005703 SCG ZMEX2 Bernal Alcantar, Jose Luis 44004260 SCG ZMEX2 Bernal Gallegos, Oscar Raul 44011026 SCG ZMEX2 Berrelleza Sanchez, Karla Teresa 44012542 SCG ZMEX2 Berumen Miramontes, Maria Araceli 44012202 SCG ZMEX2 Borbon Rodriguez, Maria Cecilia 44006949 SCG ZMEX2 Bribiesca Gonzalez, Leticia Araceli 44012373 SCG ZMEX2 Briseno Bass, Margarita 44011509 SCG ZMEX2 Bustamante Ruiz, Mauricio 44013708 SCG ZMEX2 Bustinzar Flores, J. Graciela 44004794 SCG ZMEX2 Bustos Villarruel, Jose Luis 44011304 SCG ZMEX2 Cabezas Barajas, Jose Antonio 44012142 SCG ZMEX2 Cabrera Valencia, Gloria 44007006 SCG ZMEX2 Cabrera Velazquez, Gabriela 44012276 SCG ZMEX2 Cadena Legaspi, Roberto Alejandro 44011347 SCG ZMEX2 Calderon Gutierrez, Sandra Lorena 44011060 SCG ZMEX2 Calderon Herrera, Ma. Rosario 44003109 SCG ZMEX2 Calvario Baltazar, Jose Santiago 44004881 SCG ZMEX2 Calzada Dalli, Adriana 44011056 SCG ZMEX2 Camacho Carrillo, Alfonso Eugenio 44007183 98

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Camacho Cruz, Alvaro 44012512 SCG ZMEX2 Camacho Quiroz, Juana 44009906 SCG ZMEX2 Camacho Reyes, Imelda 44009609 SCG ZMEX2 Camacho Ruiz, Miguel Angel 44013695 SCG ZMEX2 Camacho Varela, Oscar Manuel 44012236 SCG ZMEX2 Camacho Zalazar, Maria Asuncion 44007936 SCG ZMEX2 Camarena Martinez, Elvira 44009814 SCG ZMEX2 Cambron Islas, Alma Leticia 44011918 SCG ZMEX2 Caminos Ortega, Gabriela 44011446 SCG ZMEX2 Campa Rodriguez, Enrique 44011032 SCG ZMEX2 Campa Rodriguez, Jorge 44004626 SCG ZMEX2 Campos Garcia, Rosa Evelia 44011990 SCG ZMEX2 Campos Navarro, Adriana 44012628 SCG ZMEX2 Campos Ornelas, Paulino Antonio 44011216 SCG ZMEX2 Candelario Barajas, Margarita 44007453 SCG ZMEX2 Candelario Garcia, Rosalina 44008751 SCG ZMEX2 Candelario Lopez, Araceli 44009486 SCG ZMEX2 Candelario Marin, Martha Rosalia 44011529 SCG ZMEX2 Cardenas Cruz, Reyna 44005117 SCG ZMEX2 Cardenas Del Toro, Norma Delia 44007318 SCG ZMEX2 Cardenas Legazpi, Diana Maricela 44012391 SCG ZMEX2 Cardenas Perez, Felipe De Jesus 44012197 SCG ZMEX2 Cardenas Reynaga, Joel 44005083 SCG ZMEX2 Cardiel Garcia, Hilda 44012168 SCG ZMEX2 Cardona Alcala, Rene 44011474 SCG ZMEX2 Cardona Garcia, Ma. Eduviges 44009215 SCG ZMEX2 Cardona Garcia, Roldan 44007901 SCG ZMEX2 Cardona Lazcarro, Patricia 44011638 SCG ZMEX2 Carreon Cardenas, Guadalupe 44001224 SCG ZMEX2 Carreon Lupercio, Irma Araceli 44011511 SCG ZMEX2 Carrillo Martinez, Maria Elena 44011059 SCG ZMEX2 Carrillo Ramirez, Laura 44010196 SCG ZMEX2 Carrillo Rubio, Emma 44010389 SCG ZMEX2 Carrizales Jimenez, Maria Socorro 44011210 SCG ZMEX2 Casillas Moreno, Jorge 44012195 SCG ZMEX2 Casillas Romo, Carlos 44006775 SCG ZMEX2 Casillas Santana, Jose Miguel 44010448 SCG ZMEX2 Cassian Jimenez, Salvador 44002394 SCG ZMEX2 Castaneda Lara, Martin Leopoldo 44005766 99

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Castaneda Morales, Jose Antonio 44011388 SCG ZMEX2 Castaneda Osua, Maria Guadalupe 44011473 SCG ZMEX2 Castaneda Rivas, Jose Manuel 44012023 SCG ZMEX2 Castanon Mena, Alejandro De J. 44004993 SCG ZMEX2 Castelan Morales, Amada Cecilia 44011929 SCG ZMEX2 Castellanos Rodriguez, Sergio Ivan 44013740 SCG ZMEX2 Castillo Diaz, Maria Leticia 44011774 SCG ZMEX2 Castillo Diaz, Maria Pilar 44013732 SCG ZMEX2 Castillo Hernandez, Leticia 44006807 SCG ZMEX2 Castro Benitez, Maria Elena 44006634 SCG ZMEX2 Castro Cadena, Guillermo 44011763 SCG ZMEX2 Castro Cadena, Maria Guadalupe 44009291 SCG ZMEX2 Castro Felix, Angel 44011245 SCG ZMEX2 Castro Garcia, Mario Alberto 44012226 SCG ZMEX2 Castro Navarro, Anabel 44011155 SCG ZMEX2 Castro Pulido, Nestor V. 44004196 SCG ZMEX2 Castro Sanchez, Esperanza 44010332 SCG ZMEX2 Cazares Garcia, Jose De Jesus 44010978 SCG ZMEX2 Cazarez Amezcua, Fabiola Judith 44013610 SCG ZMEX2 Cedeno Gomez, Maria De Los Angeles 44010534 SCG ZMEX2 Ceja Escalera, Jose Alejandro 44012558 SCG ZMEX2 Ceja Lopez, Luz Maria 44012607 SCG ZMEX2 Ceja Lopez, Rocio 44011948 SCG ZMEX2 Ceja Rodriguez, Merced Alejandro 44010529 SOG ZMEX2 Celis Huizar, Josefina 44012079 SCG ZMEX2 Cervantes Islas, Jaime Omar 44012489 SCG ZMEX2 Cervantes Lopez, Irma 44012492 SCG ZMEX2 Cespedes Beltran, Mario Federico 44012294 SCG ZMEX2 Chagollan Amaral, Maximiliano 44010720 SCG ZMEX2 Chavez Banuelos, Alicia 44011551 SCG ZMEX2 Chavez Banuelos, Silvia 44011550 SCG ZMEX2 Chavez Benitez, Alejandra Guadalupe 44012588 SCG ZMEX2 Chavez Celis, Maria De Los Angeles 44011671 SCG ZMEX2 Chavez Contreras, Martha Elba 44011283 SCG ZMEX2 Chavez Lopez, Maria Guadalupe 44008671 100

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Chavez Rodriguez, Rosalba 44009339 SCG ZMEX2 Chavez Vazquez, Maria Guadalupe 44008698 SCG ZMEX2 Chavez Villa, Maria Guadalupe 44008464 SCG ZMEX2 Chavira Gonzalez, Lourdes 44005743 SCG ZMEX2 Chilaco Cecena, Laura Leticia 44011814 SCG ZMEX2 Cholico Gomez, Mario Alberto 44005476 SCG ZMEX2 Cholico Murillo, Mercedes 44004079 SCG ZMEX2 Cifuentes Gonzalez, Angel Sergio 44006753 SCG ZMEX2 Cobian Rodriguez, Paula 44005846 SCG ZMEX2 Cobos Maldonado, Maria Magdalena 44012039 SCG ZMEX2 Colina Saaib, Carlos Alberto 44013661 SCG ZMEX2 Conchas Maria, Francisca 44009283 SCG ZMEX2 Conchas Ramirez, Marisela 44012352 SCG ZMEX2 Contreras Perez, Maria Gabriela 44011280 SCG ZMEX2 Cordero Flores, Eva 44012014 SCG ZMEX2 Cordova Ruvalcaba, Monica Leticia 44013607 SCG ZMEX2 Cornejo Valdez, Raul 44011828 SCG ZMEX2 Corona Ortega, Humberto 44011800 SCG ZMEX2 Cortes Benitez, Gloria Leticia 44010361 SCG ZMEX2 Cortes Castillo, Juan Luis 44012235 SCG ZMEX2 Cortes Herrera, Eduardo 44004140 SCG ZMEX2 Cortes Nodal, Agustin 44007088 SCG ZMEX2 Cortez Martinez, Mario 44012215 SCG ZMEX2 Cosio Garcia, Angelina 44004712 SCG ZMEX2 Covarrubia Serrano, Maria Del Rosario 44005893 SCG ZMEX2 Covarrubias Mendoza, Blanca Estela 44013594 SCG ZMEX2 Cruz Barajas, Maria 44006469 SCG ZMEX2 Cruz Chavarin, Teresa 44007947 SCG ZMEX2 Cruz Herrera, Enriqueta 44009552 SCG ZMEX2 Cruz Jimenez, Maria De La Paz 44013635 SCG ZMEX2 Cruz Ramirez, Claudia 44013804 SCG ZMEX2 Cruz Ramirez, Juana 44009234 SCG ZMEX2 Cruz Ramirez, Norma Lidia 44013725 SCG ZMEX2 Cruz Rocha, Maria Elena 44012329 SCG ZMEX2 Cruz Rodriguez, Antonia 44011428 SCG ZMEX2 Cruz Rosas, Evelia 44012476 SCG ZMEX2 Cueto Casillas, Mirella 44012286 SCG ZMEX2 Cueto Casillas, Veronica 44011830 SCG ZMEX2 Cuevas Barrera, Maria Ofelia 44002908 101

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Curiel Aguilar, Salvador 44012175 SCG ZMEX2 Curiel Lopez, Eduardo 44011515 SCG ZMEX2 Davalos Garcia, Sandra Marcela 44012535 SCG ZMEX2 Davalos Garcia, Saul Alejandro 44013583 SCG ZMEX2 Davalos Zamores, Gustavo 44011497 SCG ZMEX2 Davila Perez, Damartz Bat-Zeba 44013752 SCG ZMEX2 Davila Trinidad, Yolanda 44007291 SCG ZMEX2 De Alba Barbosa, Maria De Los Dolores 44011677 SCG ZMEX2 De Alba Barbosa, Maria Esther 44009940 SCG ZMEX2 De Alba Gonzalez, Julieta 44009667 SCG ZMEX2 De Dios Sanchez, Selma Gabriela 44010447 SCG ZMEX2 De Hijar Mariscal, Jose De Jesus 44001217 SCG ZMEX2 De La Concha Autrique, Eduardo 44011346 SCG ZMEX2 De La Cruz Sandoval, Maria De Jesus 44013590 SGG ZMEX2 De La Cruz Sandoval, Martha A. 44005116 SCG ZMEX2 De La Cruz Sandoval, Rosa Elena 44006195 SCG ZMEX2 De La Cruz Tejeda, Laura 44010702 SCG ZMEX2 De La Cruz Torres, Ana Rosa 44012311 SCG ZMEX2 De La Cruz Torres, Patricia 44013728 SCG ZMEX2 De La Cruz Valeriano, Victoriano 44013711 SCG ZMEX2 De La Fuente Castro, Luis Guillermo 44013603 SCG ZMEX2 De La Mora Lopez, Maria Guadalupe 44006503 SCG ZMEX2 De La O Rincon, Maria De Jesus 44012106 SCG ZMEX2 De La Rosa Gonzalez, Maria Del Carmen 44009303 SCG ZMEX2 De La Rosa Gonzalez, Monica 44011528 SCG ZMEX2 De La Torre Alvarez, Gerardo 44010998 SCG ZMEX2 De La Torre Cabrera, Alfonso 44010093 SCG ZMEX2 De La Torre Lopez, Maria Del Socorro 44012474 SCG ZMEX2 De La Torre Maciel, Jorge Alfonso 44008491 SCG ZMEX2 De La Torre Maciel, Patricia 44009438 SCG ZMEX2 De Leon Raygoza, Elida Patricia 44012173 102

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 De Los Santos Hernandez, Maria Del Carmen 44011121 SCG ZMEX2 Del Castillo Montano, Maxima Eumelia 44010199 SCG ZMEX2 Del Castillo Vega, Marco Antonio 44011896 SCG ZMEX2 Del Real Gandara, Jacinta 44012296 SCG ZMEX2 Del Valle Padilla, Juan Luis 44011295 SCG ZMEX2 Delgadillo Becerra, Maria Estela 44010453 SCG ZMEX2 Delgadillo Jauregui, Maria Elena 44008847 SCG ZMEX2 Delgadillo Oliva, Martha Alicia 44013548 SCG ZMEX2 Delgadillo Perez, Miriam Lizette 44013634 SCG ZMEX2 Delgadillo Trillo, Gabriela 44011802 SCG ZMEX2 Delgado Jimenez, Maria Del Socorro 44011566 SCG ZMEX2 Delgado Lizalde, Leticia 44007913 SCG ZMEX2 Delgado Manzano, Alfredo 44007795 SCG ZMEX2 Delgado Moreno, Jose 44010873 SCG ZMEX2 Delgado Moreno, Judith 44012281 SCG ZMEX2 Delgado Moreno, Leonor 44010129 SCG ZMEX2 Delgado Moreno, Maria Santos 44007370 SCG ZMEX2 Diaz Alvarado, Alberto 44012234 SCG ZMEX2 Diaz Cisneros, Aurora 44006038 SCG ZMEX2 Diaz Cruz, Gaudencia 44011033 SCG ZMEX2 Diaz Cruz, Ma. Teresa 44007230 SCG ZMEX2 Diaz De Leon Rodriguez, Yadira 44012241 SCG ZMEX2 Diaz Guzman, Ma. Dolores 44009694 SCG ZMEX2 Diaz Nunez, Yolanda 44011227 SCG ZMEX2 Diaz Piedra, Ma. Del Carmen 44011519 SCG ZMEX2, Diaz Reynaga, Daniel 44008368 SCG ZMEX2 Diaz Salazar, Ma. Ines 44011165 SCG ZMEX2 Diaz Zuniga, Ma. Magdalena 44006461 SCG ZMEX2 Dipp Barraza, Jose Ramon 44008081 SCG ZMEX2 Dominguez Castellanos, Adriana 44011993 SCG ZMEX2 Dominguez Ramirez, Jorge Alberto 44006188 SCG ZMEX2 Dominguez Villalobos, Lucio 44011427 SCG ZMEX2 Duarte Rodriguez, Raul 44011601 SCG ZMEX2 Duenas Navarro, Jose Juan 44011061 SCG ZMEX2 Duenas Robles, Emma Yolanda 44008380 SCG ZMEX2 Duenas Zendejas, Jorge 44011399 103

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Duran Aceves, Jorge Arturo 44011877 SCG ZMEX2 Duran Lopez, Ma. Luisa 44009825 SCG ZMEX2 Duran Rivera, Ramona 44012463 SCG ZMEX2 Echeagaray Camacho, Gerardo 44013693 SCG ZMEX2 Encarnacion Robles, Omar Alfredo 44013779 SCG ZMEX2 Enciso Carranza, Patricia Guadalupe 44010611 SCG ZMEX2 Erinquez Castro, Luis Gabriel 44011220 SCG ZMEX2 Escobar Avalos, Martha 44006740 SCG ZMEX2 Escobar Rodriguez, Juan Gabriel 44013584 SCG ZMEX2 Escobedo Magallon, Ignacio 44009945 SCG ZMEX2 Esparza Martinez, Gabriela 44010401 SCG ZMEX2 Esparza Villegas- Fausto Enrique 44010449 SCG ZMEX2 Espejo Reyes, Antonio 44012513 SCG ZMEX2 Espinosa Sanchez, Victor 44012303 SCG ZMEX2 Espinoza Cordoba, Guadalupe 44010354 SCG ZMEX2 Espinoza Lopez, Isela Margarita 44011101 SCG ZMEX2 Esquivel Ramirez, Saul 44009820 SCG ZMEX2 Esquivel Zambrano, Ana Bertha 44012245 SCG ZMEX2 Estrada Ascanio, Olga Lilia 44012525 SCG ZMEX2 Estrada Esparza, Beatriz 44009522 SCG ZMEX2 Estrada Lemus, Catalina 44011080 SCG ZMEX2 Estrada Rodriguez, Martha 44010587 SCG ZMEX2 Estrada Sanchez, Patricia 44010445 SCG ZMEX2 Estrada Viveros, Jose Carlos 44012435 SCG ZMEX2 Estrella Delgado, Ana Rosa 44006153 SCG ZMEX2 Fanas Herrera, Ana Gabriela 44010106 SCG ZMEX2 Farias Campos, Maria Cruz 44011456 SCG ZMEX2 Fausto Camacho, Bernardo 44010811 SCG ZMEX2 Fausto Haro, Ricardo 44011735 SCG ZMEX2 Felix Valdez, Amelia 44009649 SCG ZMEX2 Fernandez Zuniga, Ma. Floripis 44012035 SCG ZMEX2 Fernandez Alzaga, Roberto De Jesus 44012517 SCG ZMEX2 Fernandez Palacios, Ma. Esther 44011916 SCG ZMEX2 Fernandez Zuniga, Jose Francisco 44013715 SCG ZMEX2 Fierro Chacon, Martha Jaqueline 44012577 SCG ZMEX2 Fierros Ortiz, Jose Luis 44002981 SCG ZMEX2 Figueroa Becerra, Dolores 44011331 SCG ZMEX2 Flandez Flores, Victor Eduardo 44012181 104

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Flores Arias, Jose Antonio 44011373 SCG ZMEX2 Flores Carranza, Jose Aurelio 44013724 SCG ZMEX2 Flores Casillas, Ma. Silvia 44008266 SCG ZMEX2 Flores Cervera, Veronica 44006007 SCG ZMEX2 Flores De La Cruz, Andrea 44001357 SCG ZMEX2 Flores Diaz, Juana 44007022 SCG ZMEX2 Flores Gonzalez, Elvira 44007570 SCG ZMEX2 Flores Gonzalez, Olga 44009280 SCG ZMEX2 Flores Hernandez, Olivia 44010270 SCG ZMEX2 Flores Lopez, Blanca Elizabeth 44012510 SCG ZMEX2 Flores Mercado, Jose Guadalupe 44008526 SCG ZMEX2 Flores Mercado, Ma. Gloria 44006633 SCG ZMEX2 Flores Mercado, Maria Roberta 44011408 SCG ZMEX2 Flores Mercado, Pablo 44009546 SCG ZMEX2 Flores Miranda, Carmen Lucia 44009019 SCG ZMEX2 Flores Pozos, Rosa Maria 44012410 SCG ZMEX2 Flores Pozos, Salvador 44003676 SCG ZMEX2 Flores Preciado, Jorge 44007501 SCG ZMEX2 Flores Reynaga, Martha Aide Soledad 44012551 SCG ZMEX2 Flores Rios, Jorge Luis 44012611 SCG ZMEX2 Flores Suarez, Cristina 44008827 SCG ZMEX2 Flores Suarez, Patricia 44011820 SCG ZMEX2 Flores Venegas, Ana Maria 44005435 SCG ZMEX2 Francisco Hermosillo, Sebastian 44012198 SCG ZMEX2 Franco Arvizu, Maria Guadalupe 44012205 SCG ZMEX2 Franco Flores, Jose Cristobal 44004202 SCG ZMEX2 Franco Montes, Maria Udulia 44012271 SCG ZMEX2 Franco Rodriguez, Ma. Gregoria 44008255 SCG ZMEX2 Franco Toledo, Claudia 44009842 SCG ZMEX2 Frausto Martinez, Sandra Cecilia 44012584 SCG ZMEX2 Frias Contreras, Ma. Concepcion 44006723 SCG ZMEX2 Frias Contreras, Maria Leticia 44012094 SCG ZMEX2 Frias Gonzalez, Sanon 44009773 SCG ZMEX2 Fuentes Calderon, Gerardo 44009200 SCG ZMEX2 Fuentes Cardona, Aaron Muriel 44008779 SCG ZMEX2 Galaviz Navarro, Enrique 44011778 SCG ZMEX2 Galaviz Navarro, Ma. De La Luz 44008318 SCG ZMEX2 Galaviz Navarro, Ma. Guadalupe Del 44010306 105

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Galaviz Navarro, Martha 44008362 SCG ZMEX2 Galicia Hernandez, Maria Teresa 44011075 SCG ZMEX2 Galindo Monreal, Ma. Elena 44011972 SCG ZMEX2 Gallardo Jaramillo, Maria Isabel 44007873 SCG ZMEX2 Gallegos Mendez, Luis Enrique 44013776 SCG ZMEX2 Gallegos Zepeda, Elias 44010484 SCG ZMEX2 Gallo Silva, Rosa Maria 44003240 SCG ZMEX2 Galvan Gonzalez, Ricardo 44010540 SCG AZO1 Gamez Sanchez, Amilcar Barcar 44010662 SCG ZMEX2 Garcia Aguilar, Nicolas 44008118 SCG ZMEX2 Garcia Angulo, Veronica Adriana 44011138 SCG ZMEX2 Garcia Banuelos, Alejandro 44011911 SCG ZMEX2 Garcia Benitez, Maria Luisa Filomena 44011433 SCG ZMEX2 Garcia Caudillo, Blanca Angelica 44012324 SCG ZMEX2 Garcia Cisneros, Jorge Ismael 44011641 SCG ZMEX2 Garcia Escobedo, Catalina 44008330 SCG ZMEX2 Garcia Frutos, Juan Manuel 44008564 SCG ZMEX2 Garcia Gomez, Maria Concepcion 44013770 SCG ZMEX2 Garcia Gomez, Miguel Angel 44006090 SCG ZMEX2 Garcia Gutierrez, Maria Guadalupe 44008988 SCG ZMEX2 Garcia Hernandez, Alejandro 44013651 SCG ZMEX2 Garcia Hernandez, Bertha 44005188 SCG ZMEX2 Garcia Herrera, Maria Gabriela 44012338 SCG ZMEX2 Garcia Huerta, Maria Dolores 44012423 SCG ZMEX2 Garcia Jimenez, Hilda Maira 44012220 SCG ZMEX2 Garcia Jimenez, Ma. De Lourdes 44013763 SCG ZMEX2 Garcia Limon, Irma 44008079 SCG ZMEX2 Garcia Lugo, Luis Alberto 44011733 SCG ZMEX2 Garcia Martinez, Consuelo 44008412 SCG ZMEX2 Garcia Mercado, Leoncio 44013736 SCG ZMEX2 Garcia Mercado, Ma. Concepcion 44012032 SCG ZMEX2 Garcia Montoya, Dionisia 44006606 SCG ZMEX2 Garcia Munoz, Salvador 44013719 SCG ZMEX2 Garcia Orozco, Martha Gabriela 44010810 SCG ZMEX2 Garcia Paez, Maria Del Carmen 44011587 106

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Garcia Palacios, Olivia Magaly 44013760 SCG ZMEX2 Garcia Patlan, Ma. Cristina 44008089 SCG ZMEX2 Garcia Pescador, Gilberto 44004360 SCG ZMEX2 Garcia Ramirez, Maria Elena 44012592 SCG ZMEX2 Garcia Reyes, Armando 44010500 SCG ZMEX2 Garcia Rivas, Ma. De Los Angeles 44009920 SCG ZMEX2 Garcia Romero, Antonio 44012005 SCG ZMEX2 Garcia Romero, Maria Elena 44008669 SCG ZMEX2 Garcia Romero, Veronica 44012554 SCG ZMEX2 Garcia Rufin, Victoria 44010396 SCG ZMEX2 Garcia Ruiz, Bernardino 44006685 SCG ZMEX2 Garcia Sagrero, Ma. De Jesus 44007849 SCG ZMEX2 Garcia Sanchez, Rafael 44012161 SCG ZMEX2 Garcia Sandoval, Amelia 44008635 SCG ZMEX2 Garcia Saucedo, Martha Alicia 44012509 SCG ZMEX2 Garcia Soucedo, Blanca Elizabeth 44012317 SCG ZMEX2 Garcia Suarez, Jorge 44011985 SCG ZMEX2 Garcia Zamudio, Teresa 44004575 SCG ZMEX2 Garza Garcia, Martha Elisa 44009695 SCG ZMEX2 Garza Jara, Bertha Patricia 44013795 SCG ZMEX2 Gaspar Mata, Martha Irene 44011906 SCG ZMEX2 Gazcon Jasso, Maria Juana 44008179 SCG ZMEX2 Geronimo Cruz, Leticia 44008163 SCG ZMEX2 Godinez Montes, Irma Yolanda 44011658 SCG ZMEX2 Godinez Ramirez, Miriam Sujei 44012370 SCG ZMEX2 Godinez, Ma. Gloria 44007302 SCG ZMEX2 Gomez Camberos, Enrique 44010733 SCG ZMEX2 Gomez Cortez, Victor Manuel 44001602 SCG ZMEX2 Gomez Delgadillo, Veronica 44011099 SCG ZMEX2 Gomez Diaz, Irma Guadalupe 44005148 SCG ZMEX2 Gomez Gomez, Maritza 44013632 SCG ZMEX2 Gomez Gonzalez, Laura Olivia 44008482 SCG ZMEX2 Gomez Hernandez, Guadalupe 44005043 SCG ZMEX2 Gomez Hernandez, Irene 44012462 SCG ZMEX2 Gomez Moreno, Dolores Maricruz 44006897 SCG ZMEX2 Gomez Munoz, Rocio De Lourdes 44009427 SCG ZMEX2 Gomez Plascencia, Blanca De Fatima 44012349 SCG ZMEX2 Gomez Rocha, Maria Elena 44005994 SCG ZMEX2 Gomez Santos, Ramon 44009196 SCG ZMEX2 Gomez Vera, Liliana Araceli 44013777 SCG ZMEX2 Gomez Villasenor, Ma. Del Consuelo 44006889 107

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Gonzalez Alvarez, Maria De Jesus 44012467 SCG ZMEX2 Gonzalez Alvarez, Maricela 44012590 SCG ZMEX2 Gonzalez Arauz, Sergio Fernando 44010580 SCG ZMEX2 Gonzalez Cerrillo, Alejandro 44013697 SCG ZMEX2 Gonzalez Chavez, Marcial 44012028 SCG ZMEX2 Gonzalez Espinoza, Margarita 44009435 SCG ZMEX2 Gonzalez Estrada, Maria Del Pilar 44012630 SCG ZMEX2 Gonzalez Flores, Andrea Margarita 44011044 SCG ZMEX2 Gonzalez Flores, Margarita 44012519 SCG ZMEX2 Gonzalez Franco, Ernesto 44010348 SCG ZMEX2 Gonzalez Galindo, Maria De Jesus 44012342 SCG ZMEX2 Gonzalez Garcia, Rosa Remedios 44007471 SCG ZMEX2 Gonzalez Jimenez, Carmen Patricia 44009411 SCG ZMEX2 Gonzalez Luna, Ma. De Jesus 44011386 SCG ZMEX2 Gonzalez Marquez, Pedro 44011734 SCG ZMEX2 Gonzalez Martin, Bertha Leticia 44005972 SCG ZMEX2 Gonzalez Mercado, Martha Elena 44013796 SCG ZMEX2 Gonzalez Meza, Ma. De Jesus 44007417 SCG ZMEX2 Gonzalez Moya, Maria Del Rosario 44011724 SCG ZMEX2 Gonzalez Munoz, Gabriel Felipe 44013679 SCG ZMEX2 Gonzalez Munoz, Martha 44007391 SCG ZMEX2 Gonzalez Pulido, Arturo 44011423 SCG ZMEX2 Gonzalez R. De Leon, Jose Guadalupe 44013720 SCG ZMEX2 Gonzalez Ramirez, Sandra Maria 44012481 SCG ZMEX2 Gonzalez Ramos, Carmen Emilia 44012636 SCG ZMEX2 Gonzalez Ramos, Miguel Angel 44013782 SCG ZMEX2 Gonzalez Renteria, Raquel Elizabeth 44013788 SCG ZMEX2 Gonzalez Reyes, Silvia Yolanda 44012100 SCG ZMEX2 Gonzalez Rodriguez, Maria Guadalupe 44008848 SCG ZMEX2 Gonzalez Romero, Rosa Maria 44012240 SCG ZMEX2 Gonzalez Saldivar, Sandra L 44013772 108

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Gonzalez Vazquez, Ma. Cristina 44008350 SCG ZMEX2 Gordo Perez, Jose Luis 44012437 SCG ZMEX2 Govea Carranza, Eduardo 44012578 SCG ZMEX2 Granados Almazan, Maribel 44012381 SCG ZMEX2 Granados Rodriguez, Benigno 44003986 SCG ZMEX2 Grave Prado, Jesus Hector 44011498 SCG ZMEX2 Gudino Juarez, Ma De Lourdes 44011704 SCG ZMEX2 Gudino Miramontes, Armando Jesus 44011321 SCG ZMEX2 Guerra Mungula, Jose De Jesus 44010760 SCG ZMEX2 Guerrero Duenas, Guillermina 44011997 SCG ZMEX2 Guerrero Huerta, Ma. Guadalupe 44011196 SCG ZMEX2 Guerrero Medina, Maria Dolores 44013618 SCG ZMEX2 Guerrero Morales, Antonia 44012010 SCG ZMEX2 Guerrero Rodriguez, Patricia 44008268 SCG ZMEX2 Guerrero Santana, Raul Omar 44013748 SCG ZMEX2 Gurrola Arevalo, Claudia 44011049 SCG ZMEX2 Gutierrez Barraza Carlos Ernesto 44012353 SCG ZMEX2 Gutierrez Cardenas, Jesus Carlos 44008165 SCG ZMEX2 Gutierrez Casillas Rosalba 44011094 SCG ZMEX2 Gutierrez Chavarin, Norma Alicia 44011687 SCG ZMEX2 Gutierrez Flores, Jose Jorge 44009255 SCG ZMEX2 Gutierrez Gallegos, Juan Manuel 44013640 SCG ZMEX2 Gutierrez Gomez, Ma. Evangelina 44009703 SCG ZMEX2 Gutierrez Gonzalez, Martha Esperanza 44007939 SCG ZMEX2 Gutierrez Gutierrez, Rigoberto 44010030 SCG ZMEX2 Gutierrez Jaime, Ana Luisa 44013768 SCG ZMEX2 Gutierrez Jaime, Raquel 44011229 SCG ZMEX2 Gutierrez Ramirez, Maricela 44012180 SCG ZMEX2 Gutierrez Reyes, Mercedes 44010491 SCG ZMEX2 Gutierrez Salas, Gustavo 44012604 SCG ZMEX2 Gutierrez Sandoval, Angelica Maria 44011672 SCG ZMEX2 Gutierrez Sandoval, Daniel 44012414 SCG ZMEX2 Gutierrez Vera, Norma Leticia 44013671 SCG ZMEX2 Gutierrez Yanez, Maria Teresa 44012594 SCG ZMEX2 Gutierrez Yanez, Ricardo 44006792 SCG ZMEX2 Gutierrez Zaragoza, Omar Alejandro 44013555 109

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Gutierrez Zermenio, Jesus 44011028 SCG ZMEX2 Gutierrez, Laura 44010909 SCG ZMEX2 Guzman Cruz, Heriberto 44012362 SCG ZMEX2 Guzman Iniguez, Lucia 44009264 SCG ZMEX2 Guzman Iniguez, Ma. Del Carmen 44011642 SCG ZMEX2 Guzman Martinez, Ma. Cristina 44005782 SCG ZMEX2 Guzman Martinez, Maria Mercedes 44011980 SCG ZMEX2 Guzman Meza, Acelia 44005142 SCG ZMEX2 Guzman Parra Alvarez, Daniel 44009413 SCG ZMEX2 Guzman Saldana, Jorge 44012603 SCG ZMEX2 Guzman Saldana, Martha 44008246 SCG ZMEX2 Guzman Tornero, Maria Guadalupe 44009107 SCG ZMEX2 Guzman Tornero, Rosa Elena 44009129 SCG ZMEX2 Haro Molina, Delia 44010213 SCG ZMEX2 Haro Molina, Irma 44012203 SCG ZMEX2 Haro Reyes, Manuel Maximiliano 44007352 SCG ZMEX2 Hermosillo Cardona, Maria De Jesus 44008116 SCG ZMEX2 Hermosillo Diaz, Alejandro 44013743 SCG ZMEX2 Hermosillo Rivera, Raquel 44008531 SCG ZMEX2 Hernandez Aguilar, Susana 44009686 SCG ZMEX2 Hernandez Aleman, Raul 44012627 SCG ZMEX2 Hernandez Alvarez, Araceli 44012564 SCG ZMEX2 Hernandez Anguiano, Graciela 44008088 SCG ZMEX2 Hernandez Anguiano, Irma Leticia 44012183 SCG ZMEX2 Hernandez Anguiano, Ma. Concepcion 44008192 SCG ZMEX2 Hernandez Barajas, Maria De Jesus 44012314 SCG ZMEX2 Hernandez Barajas, Teresa De Jesus 44012084 SCG ZMEX2 Hernandez Carvajal, Luis Alfonso 44009994 SCG ZMEX2 Hernandez Casas, Juana 44006956 SCG ZMEX2 Hernandez Chavira, Sonia Belen 44007696 SCG ZMEX2 Hernandez Delgadillo, Laura Olivia 44011700 SCG ZMEX2 Hernandez Delgadillo, Silvia 44007512 SCG ZMEX2 Hernandez Diaz, Ma. Magdalena 44008196 SCG ZMEX2 Hernandez Diaz, Salvador 44007176 SCG ZMEX2 Hernandez Escobedo, Myrna Angelica 44011537 110

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Hernandez Garcia, Guillermo 44010114 SCG ZMEX2 Hernandez Garcia, Rocio Valeria 44012274 SCG ZMEX2 Hernandez Gomez, Ma. Del Carmen 44006132 SCG ZMEX2 Hernandez Hernandez, Sandra Rosalia 44012045 SCG ZMEX2 Hernandez Ibarra, Silvia 44008509 SCG ZMEX2 Hernandez Ledezma. Carmen 44011936 SCG ZMEX2 Hernandez Lopez, Francisco De Jesus 44012016 SCG ZMEX2 Hernandez Lopez, Juan Manuel 44006178 SCG ZMEX2 Hernandez Montes, Rosa Ines 44012487 SCG ZMEX2 Hernandez Nunez, Gerardo 44013806 SCG ZMEX2 Hernandez Nunez, Maria Guadalupe 44011226 SCG ZMEX2 Hernandez Palomino, Petra 44005619 SCG ZMEX2 Hernandez Palomino, Silvia 44008956 SCG ZMEX2 Hernandez Perez, David Luis 44012231 SCG ZMEX2 Hernandez Perez, Oscar Alejandro 44003979 SCG ZMEX2 Hernandez Rodriguez, Flavio 44011319 SCG ZMEX2 Hernandez Rodriguez, Isaias 44010693 SCG ZMEX2 Hernandez Rojas, Laura Elena 44012624 SCG ZMEX2 Hernandez Ruiz, Rosa Maria 44007580 SCG ZMEX2 Hernandez Sanchez, Carlos Alberto 44011500 SCG ZMEX2 Hernandez Vazquez, Maria Martina 44012595 SCG ZMEX2 Hernandez Vazquez, Susana 44012110 SCG ZMEX2 Hernandez Venegas, Ma. Angeles 44011248 SCG ZMEX2 Hernandez Venegas, Maria Del Carmen 44009419 Hernandez Villanueva, Karina SCG ZMEX2 Margarita 44011909 SCG ZMEX2 Hernandez Villanueva, Maria Guadalupe 44011699 SCG ZMEX2 Hernandez Villanueva, Ricardo 44011754 SCG ZMEX2 Hernandez Zamora, Leticia 44010753 SCG ZMEX2 Hernandez Zamora, Yolanda 44010275 SCG ZMEX2 Herrera Bibriesca, Mana De Jesus 44013645 SCG ZMEX2 Herrera Herrera, Maria De La Cruz 44008095 SCG ZMEX2 Herrera Valdez, Manuel 44009194 111

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Hinojosa Manzo, Margarita 44011702 SCG ZMEX2 Hoffman, Michael J 44013741 SCG ZMEX2 Huerta Orozco, Alfonso 44007246 SCG ZMEX2 Huerta Prudencio, Maria Magdalena 44008771 SCG ZMEX2 Huerta Ramirez, Laura Susana 44011414 SCG ZMEX2 Huerta Ruiz, Martha Genoveva 44010295 SCG ZMEX2 Huitron Yorba, Leopoldo Francisco 44013778 SCG ZMEX2 Huizar De La Torre, Valentina 44004241 SCG ZMEX2 Ibanez Camarena, Victor Daniel 44010098 SCG ZMEX2 Ibarra Banuelos, Lucia 44012549 SCG ZMEX2 Ibarra Calzada, Nicolasa 44012288 SCG ZMEX2 Ibarra Casillas, Francisco Gadalupe 44012586 SCG ZMEX2 Ibarra Casillas, Rosa Maria 44007550 SCG ZMEX2 Ibarra Mendez, Javier Francisco 44010741 SCG ZMEX2 Iberri Gonzalez, Jose Carlos 44013745 SCG ZMEX2 Illan Santiago, Elvira 44009963 SCG ZMEX2 Iniguez Distancia, Maricela 44012026 SCG ZMEX2 Iniguez Vizcarra, Alberto 44011957 SCG ZMEX2 Jaime Perez, Raul 44011287 SCG ZMEX2 Jaramillo Castellano, Jose Luis 44002788 SCG ZMEX2 Jaramillo Martinez, Clara 44012273 SCG ZMEX2 Jauregui Gonzalez, Avelina 44004989 SCG ZMEX2 Jaurequi Aceves Ricardo 44011827 SCG ZMEX2 Jimenez Arevalo, Jose De Jesus 44011389 SCG ZMEX2 Jimenez Arias David 44013611 SCG ZMEX2 Jimenez Campos, Luis Enrique 44012440 SCG ZMEX2 Jimenez Diaz, Claudia M 44011452 SCG ZMEX2 Jimenez Douriet, Agustin 44011322 SCG ZMEX2 Jimenez Enriquez, Brenda Dinorath 44012083 SCG ZMEX2 Jimenez Garcia, Maria Concepcion 44008817 SCG ZMEX2 Jimenez Gopar, Ma. De Lourdes Itzel 44013587 SCG ZMEX2 Jimenez Herrera, Maria Del Carmen 44007128 SCG ZMEX2 Jimenez Jimenez, Hada Cristina 44013557 SCG ZMEX2 Jimenez Jimenez, Rosalba 44009262 SCG ZMEX2 Jimenez Martinez, Martha Margarita 44010739 SCG ZMEX2 Jimenez Mendoza Elvira 44009530 SCG ZMEX2 Jimenez Mendoza Sonia Margarita 44010249 112

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Jimenez Perez Teresa 44013644 SCG ZME,X2 Jimenez Rodriguez, Edgar 44013808 SCG ZMEX2 Jiral Hernandez, Ceferina 44005490 SCG ZMEX2 Joya Diaz Malaquias 44010124 SCG ZMEX2 Juarez Castillo, Rafaela 44006851 SCG ZMEX2 Juarez Castro, Claudia 44011939 SCG ZMEX2 Juarez Castro, Juana 44008135 SCG ZMEX2 Juarez Laredo, Juan Oscar 44006088 SCG ZMEX2 Juarez Mendoza, Roberto 44004087 SCG ZMEX2 Juarez Mendoza, Teresa 44011613 SCG ZMEX2 Juarez Olguin, Arturo 44013781 SCG ZMEX2 Kortright Barreras, Felipe De Jesus 44013601 SCG ZMEX2 Lagunas Hernandez, Blanca Esthela 44012178 SCG ZMEX2 Lara Ascorra, Alejandro 44013691 SCG ZMEX2 Lara Gaytan, Moises 44012300 SCG ZMEX2 Lara Magana, Dora Maria 44013807 SCG ZMEX2 Lara Magana, Liliana 44012550 SCG ZMEX2 Larios Avalos, Teresa 44005981 SCG ZMEX2 Larios Bolanos, Jose Luis 44004300 SCG ZMEX2 Larios Castaneda, Ma. Teresa 44010210 SCG ZMEX2 Larios Soto, Maria Elena 44010438 SCG ZMEX2 Leal Reyes, Micaela 44008427 SCG ZMEX2 Leanios Gonzalez, Horacio 44004616 SCG ZMEX2 Leanos Alvarez, Armida 44008344 SCG ZMEX2 Ledezma Velazquez, Araceli 44011236 SCG ZMEX2 Ledezma Y Guzman, Salomon 44005717 SCG ZMEX2 Leon Cisneros, Angelica Leticia 44013707 SCG ZMEX2 Leon Vargas, Maria De Lourdes 44012206 SCG ZMEX2 Leon Vargas, Maria Esther 44010840 SCG ZMEX2 Leon Vargas, Monica 44011125 SCG ZMEX2 Leonardo Navarro, Rosa 44007403 SCG ZMEX2 Leos Juarez, Juana 44008280 SCG ZMEX2 Leos Juarez, Ma. Elena 44008354 SCG ZMEX2 Lerena Buenrostro, Ofelia 44009488 SCG ZMEX2 Leyva Tapia, Rosa 44007365 SCG ZMEX2 Limon Mendez, Jose Luis 44002733 SCG ZMEX2 Linares Romero, Maria Guadalupe 44010953 SCG ZMEX2 Lizaola Alcantar, Veronica 44009754 SCG ZMEX2 Lobatos Rodriguez, Sofia 44010024 SCG ZMEX2 Loera Curiel, Maricela 44007290 SCG ZMEX2 Lomeli Cordova, Alicia 44010775 SCG ZMEX2 Lomeli Covarrubias, Arturo 44012323 SCG ZMEX2 Lomeli Covarrubias, Guillermo 44013662 113

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Lomeli Fernandez, Jorge Luis 44011992 SCG ZMEX2 Lomeli Jacobo, Felipe Santiago 44011513 SCG ZMEX2 Looez Mora Martha Patricia 44012620 SCG ZMEX2 Lopez Aguilar, Hector Raul 44012408 SCG ZMEX2 Lopez Arias, Maricela 44012012 SCG ZMEX2 Lopez Camacho, Guillermo 44012040 SCG ZMEX2 Lopez Camargo, Alma Margarita 44013792 SCG ZMEX2 Lopez Campos, Francisca 44007753 SCG ZMEX2 Lopez Carbajal, Adriana 44012170 SCG ZMEX2 Lopez Cueva, Nora Josefina 44011819 SCG ZMEX2 Lopez Flores, Filiberto 44003774 SCG ZMEX2 Lopez Flores, Jorge Irineo 44006467 SCG ZMEX2 Lopez Fonseca, Ma De Lourdes 44011012 SCG ZMEX2 Lopez Garcia, Ana Lilia 44010845 SCG ZMEX2 Lopez Gomez, Maria De La Cruz 44009624 SCG ZMEX2 Lopez Gonzalez Ma De La Luz 44009684 SCG ZMEX2 Lopez Lopez, Ana Celina 44007921 SCG ZMEX2 Lopez Martinez, Ma Mercedes 44011941 SCG ZMEX2 Lopez Mercado, Andres 44012511 SCG ZMEX2 Lopez Mercado, Sergio Gabriel 44010759 SCG ZMEX2 Lopez Merito, Amparo 44011747 SCG ZMEX2 Lopez Monca, Monica 44013596 SCG ZMEX2 Lopez Mora Martha Patricia 44012620 SCG ZMEX2 Lopez Murillo, Yolanda 44009128 SCG ZMEX2 Lopez Osorio, Miguel Angel 44012518 SCG ZMEX2 Lopez Perez, Estela 44011251 SCG ZMEX2 Lopez Perez, Oscar Carlos 44009227 SCG ZMEX2 Lopez Plascencia, Ana Lucia 44012539 SCG ZMEX2 Lopez Ramos, Aurora 44006987 SCG ZMEX2 Lopez Romero, Gema Adriana 44011998 SCG ZMEX2 Lopez Ruiz, Karla Paola 44012371 SCG ZMEX2 Lopez Sanchez, Jesus 44009214 SCG ZMEX2 Lopez Silva, Nora Araceli 44008784 SCG ZMEX2 Lopez Velasco, Francisca 44005914 SCG ZMEX2 Lopez Zamora, Maria Del Socorro 44005958 SCG ZMEX2 Lopez Zuniga, Teresa 44005841 SCG ZMEX2 Lopez, Martha Elena 44009710 SCG ZMEX2 Lora Alegria, Maria Leticia 44012121 SCG ZMEX2 Lora Azcorra, Gabriel 44012434 SCG ZMEX2 Lorenzana Ojeda, Alicia 44008710 SCG ZMEX2 Loreto Torres, Martin 44006102 114

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Lozano Bustos, Maria De Lourdes 44012306 SCG ZMEX2 Lozoya Lopez, Raul 44013561 SCG ZMEX2 Lugo Gurrola, Norma Celina 44006028 SCG ZMEX2 Lugo Morales, Judith 44011030 SCG ZMEX2 Luna Cardona, Ana Lilia 44013553 SCG ZMEX2 Luna Lopez, Irma 44011867 SCG ZMEX2 Macias Jimenez, Arcadio 44007581 SCG ZMEX2 Macias Jimenez, Arturo 44011023 SCG ZMEX2 Macias Llamas, Angelica 44011467 SCG ZMEX2 Macias Mata, Maria De Jesus 44011517 SCG ZMEX2 Macias Santos, Teresa 44013759 SCG ZMEX2 Maciel Villanueva, Maria Eugenia 44004896 SCG ZMEX2 Madera Cruz, Maria Elena 44012366 SCG ZMEX2 Madera Vargas, Gregorio 44013549 SCG ZMEX2 Madera Vargas, Leticia 44012256 SCG ZMEX2 Madera Vargas, Maria Estela 44013722 SCG ZMEX2 Madrigal Contreras, Martin Jorge 44005632 SCG ZMEX2 Madrigal Morfin, Luis Benjamin 44005149 SCG ZMEX2 Magana Flores, Catalina 44006563 SCG ZMEX2 Magana Godoy, Carlos Alberto 44011959 SCG ZMEX2 Magana Godoy, Eva 44011431 SCG ZMEX2 Magdaleno Matamoros, Silvia Jessica 44013805 SCG ZMEX2 Mancilla Arechiga, David 44008619 SCG ZMEX2 Mancilla Avila, Alejandra 44011811 SCG ZMEX2 Mancilla Avila, Leticia 44011917 SCG ZMEX2 Mancilla Avila, Monica 44011751 SCG ZMEX2 Mancilla Baez, Maria De Jesus 44012249 SCG ZMEX2 Mancilla Escareno, Maria Magdalena 44011757 SCG ZMEX2 Mancilla Mujica, Juan Jose 44008449 SCG ZMEX2 Manzo Granados, Arturo 44012217 SCG ZMEX2 Marin Hernandez, Hector Rene 44011176 SCG ZMEX2 Mariscal Rodriguez, Alejandro 44012392 SCG ZMEX2 Marlinez Vega, Martha Patricia 44011921 SCG ZMEX2 Marquez Alcocer, Hector 44013705 SCG ZMEX2 Marquez Balderas, Hector 44010996 SCG ZMEX2 Marquez Balladarez, Maria Miriam 44012395 SCG ZMEX2 Marquez Gutierrez, Maria Adriana 44012086 SCG ZMEX2 Marquez Guzman, Laura 44007280 SCG ZMEX2 Marquez Hernandez, Marthe E. 44005028 115

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Marquez Martinez, Ilse Ma Margarita 44012315 SCG ZMEX2 Marquez Orozco, Blanca Margarita 44004975 SCG ZMEX2 Marquez Rodrigo, Juan Esteban 44003332 SCG ZMEX2 Marquez Valladares, Ma Soledad 44007306 SCG ZMEX2 Marron Reynaga, Obdulia 44011666 SCG ZMEX2 Marron Reynaga, Teresa 44011976 SCG ZMEX2 Marshall, Gregory 44012080 SCG ZMEX2 Martin Del Campo Torres, Isidora 44005916 SCG ZMEX2 Martin Orozco, Ma Teresa De Jesus 44011046 SCG ZMEX2 Martinez Almaraz, Elda Gertrudis 44003698 SCG ZMEX2 Martinez Arias, Guillermo 44009643 SCG ZMEX2 Martinez Arriero, Paola Adanely 44012608 SCG ZMEX2 Martinez Becerra, Leticia 44011335 SCG ZMEX2 Martinez Calzada, Ana Maria 44009341 SCG ZMEX2 Martinez Calzada, Esperanza 44010425 SCG ZMEX2 Martinez Calzada, Magdalena 44008783 SCG ZMEX2 Martinez Calzada, Virginia 44009272 SCG ZMEX2 Martinez Camarena, Ma. Teresa 44006647 SCG ZMEX2 Martinez Carreon, Febe 44001446 SCG ZMEX2 Martinez Casas, Guillermina Patric 44009490 SCG ZMEX2 Martinez Chavez, Rogelio 44010886 SCG ZMEX2 Martinez Cortes, Jose Carlos 44010121 SCG ZMEX2 Martinez Gamboa, Ma. Guadalupe 44005009 SCG ZMEX2 Martinez Gonzalez, Soledad 44008828 SCG ZMEX2 Martinez Hernandez, Maria De Lourdes 44010097 SCG ZMEX2 Martinez Hernandez, Rocio 44012638 SCG ZMEX2 Martinez Jazmin, Eduardo Rufino 44010394 SCG ZMEX2 Martinez Juarez, Juana 44008913 SCG ZMEX2 Martinez Limon, Juana Gloria 44005692 SCG ZMEX2 Martinez Limon, Ma. De Lourdes 44009320 SCG ZMEX2 Martinez Mecalco, Margarita 44013789 SCG ZMEX2 Martinez Navarro, Dolores 44006565 SCG ZMEX2 Martinez Navarro, Sergio Gustavo 44008453 116

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Martinez Nunez, Rosa Maria 44005870 SCG ZMEX2 Martinez Pozos, Sergio Rigoberto 44005274 SCG ZMEX2 Martinez Renteria, Maria Luisa 44011813 SCG ZMEX2 Martinez Rico, Rosa 44011238 SCG ZMEX2 Martinez Rodriguez, Adan Hilario 44011755 SCG ZMEX2 Martinez Rodriguez, David Fidel 44013717 SCG ZMEX2 Martinez Rodriguez, Margarita 44008763 SCG ZMEX2 Martinez Ruvalcaba, Maria Dolores 44012194 SCG ZMEX2 Martinez Sanchez, Irene 44011089 SCG ZMEX2 Martinez Sanchez, Maria 44012107 SCG ZMEX2 Martinez Solano, Silvino 44006619 SCG ZMEX2 Martinez Torres, Gabino 44005461 SCG ZMEX2 Martinez Vega, Martha 44011921 SCG ZMEX2 Martinez Villalobos, Aurelia 44012048 SCG ZMEX2 Martinez Virgen, Martha Leticia 44004189 SCG ZMEX2 Martinez,Miguel 44006912 SCG ZMEX2 Mateos Vazqez Jose 44009256 SCG ZMEX2 Mauleon Lee Miguel Angel 44011876 SCG ZMEX2 Maya Flores, Baldemar 44013698 SCG ZMEX2 Mayoral Moreno, Graciela 44010532 SCG ZMEX2 Mayorga Rodriguez Irma 44012126 SCG ZMEX2 Mayorga Rodriguez, Eva 44012163 SCG ZMEX2 Mayorquin, R_________ German 44010676 SCG ZMEX2 Medina Bustanza, Rebeca Ivon 44011963 SCG ZMEX2 Medina Carpic, Blanca Estela 44012561 SCG ZMEX2 Medina Gonzalez, Jaime Gabriel 44012225 SCG ZMEX2 Medina Legezma, Ma. Teresa 44010473 SCG ZMEX2 Medina Martinez, Jose Antonio 44011454 SCG ZMEX2 Medina Martinez, Martha Patricia 44013633 SCG ZMEX2 Medina Noguera, Maria de Jesus 44005153 SCG ZMEX2 Medina Ramirez, Juan Carlos 44009491 SCG ZMEX2 Medina Segovia, Luz Maria 44008101 SCG ZMEX2 Medina Zuniga, Martina 44010103 SCG ZMEX2 Medrano Navarro, Francisca 44008124 SCG ZMEX2 Medrano, Velasco Rosalba 44005769 SCG ZMEX2 Meha Perez Magna Leticia 44004706 SCG ZMEX2 Melchor Gomez, Maria De La Paz 44010854 SCG ZMEX2 Melchor Martinez Evangelina 44011478 117

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Melendrez, De La Rosa Javier Gustavo 44012572 SCG ZMEX2 Membrila Benavides, Jesus Ruben 44007060 SCG ZMEX2 Membrila Benavides, Jose Eduardo 44007750 SCG ZMEX2 Membrila Benavides, Pedro 44012430 SCG ZMEX2 Mendez Reyes, Francisco Javier 44011863 SCG ZMEX2 Mendez Rios, Amparo 44010647 SCG ZMEX2 Mendiola Macias, Maria De La Paz 44010857 SCG ZMEX2 Mendoza Alvarez, Alberto 44012070 SCG ZMEX2 Mendoza Donato, Ana Maria Irene 44008162 SCG ZMEX2 Mendoza Donato, Bertha Alicia 44006215 SCG ZMEX2 Mendoza Jimenez, Federico 44007503 SCG ZMEX2 Mendoza Ley, Susana 44011837 SCG ZMEX2 Mendoza Mercado, Irma Yolanda 44012380 SCG ZMEX2 Mendoza Ortiz, Ingrid Fabiola 44013674 SCG ZMEX2 Mendoza Rubio, Martha Celia 44010220 SCG ZMEX2 Mendoza Tinajero, Maria Del Rosario 44011409 SCG ZMEX2 Mendoza Valencia, Victor 44011337 SCG ZMEX2 Meneses Chavez, David 44013620 SCG ZMEX2 Meraz Mellado, Ma. De Los Angeles 44011975 SCG ZMEX2 Mercado Alvarado, Gabriela 44012261 SCG ZMEX2 Mercado Campos, Maria Del Carmen 44008806 SCG ZMEX2 Mercado Cisneros, Maria De Jesus 44011796 SCG ZMEX2 Mercado Cruz, Virginia 44011839 SCG ZMEX2 Mercado Limon, Irma Leticia 44006096 SCG ZMEX2 Mercado Lopez, Bertha Leticia 44002277 SCG ZMEX2 Mercado Ramirez, Estela 44008203 SCG ZMEX2 Mercado Ramirez, Guillermo 44004417 SCG ZMEX2 Mercado Sevilla, Jose Guadalupe 44004579 SCG ZMEX2 Mercado Sevilla, Juan 44003699 SCG ZMEX2 Meza Flores, Patricia 44013653 SCG ZMEX2 Meza Gonzalez, Juan Manuel 44013581 SCG ZMEX2 Meza Guzman, Francisco 44013786 SCG ZMEX2 Miramon Gonzalez, Bertha 44011156 SCG ZMEX2 Miramontes Arce, Margarita 44011228 SCG ZMEX2 Mojica Franco, Maria Del Carmen 44012502 118

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Molina Ramirez, Marcela 44006556 SCG ZMEX2 Mondragon Morales, Yolanda 44013659 SCG ZMEX2 Monteon Castillo, Herlinda 44009116 SCG ZMEX2 Monteon Castillo, Ma Isabel 44011007 SCG ZMEX2 Monteon Leos, Jose Martin 44010841 SCG ZMEX2 Montes Leon, Raul 44012169 SCG ZMEX2 Montoya Contreras, Leticia 44013764 SCG ZMEX2 Mora Gomez, Maria Lilia 44007579 SCG ZMEX2 Mora Gonzalez Maria Rosario 44011661 SCG ZMEX2 Mora Gutierrez, Panfila 44003143 SCG ZMEX2 Mora Lopez, Alejandro 44013775 SCG ZMEX2 Mora Partida Hector 44009447 SCG ZMEX2 Morales Diaz, Ana Maria 44012537 SCG ZMEX2 Morales Herrera, Rosario 44009079 SCG ZMEX2 Morales Jimenez, Juana 44010335 SCG ZMEX2 Morales Murillo, Jose De Jesus 44003839 SCG ZMEX2 Morales Pacheco, Cristina 44009313 SCG ZMEX2 Moran Barajas, Rosa Yolanda 44011518 SCG ZMEX2 Moreno Avina, Rosa Maria 44004560 SCG ZMEX2 Moreno Avina, Teresa 44006567 SCG ZMEX2 Moreno Gutierrez, Norma Brijida 44011447 SCG ZMEX2 Moreno Hagelsieb, Luis 44011875 SCG ZMEX2 Moreno Nava, Dolores 44011380 SCG ZMEX2 Moreno Nava, Teresa De Jesus 44013652 SCG ZMEX2 Moreno Razo, Elvia Rebeca 44013630 SCG ZMEX2 Moreno Razo, Veronica 44012120 SCG ZMEX2 Moreno Reynaga, Graciela 44008398 SCG ZMEX2 Moreno Rodriguez, Jose Sebastian 44012570 SCG ZMEX2 Moreno Valencia, Ana Maria 44008195 SCG ZMEX2 Morfin Otero, Juan 44012228 SCG ZMEX2 Mosqueda Espinoza, Alicia 44012318 SCG ZMEX2 Moyano Sanchez, Karoline 44013589 SCG ZMEX2 Munguia Aguilar, Jorge Alejandro 44008503 SCG ZMEX2 Muniz Bustos, Rodolfo 44008483 SCG ZMEX2 Muniz Romo, Luz Elena 44008314 SCG ZMEX2 Muniz Sandoval, Ruben 44011353 SCG ZMEX2 Munoz Garcia, Alberto 44004994 SCG ZMEX2 Munoz Ibarra, Ma. Guadalupe 44008497 SCG ZMEX2 Munoz Moncebaez, Consuelo 44009517 SCG ZMEX2 Munoz Rios, Hector Ascencion 44005953 SCG ZMEX2 Munoz Rios, Jose Arturo 44006181 SCG ZMEX2 Munoz Rios, Sergio Gilberto 44009411 5CG ZMEX2 Munoz Villegas, Jose Luis 44004235 SCG ZMEX2 Murillo Avila, Rosalina 44001880 SCG ZMEX2 Murillo Rosas, Olga Olivia 44008274 119

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Murillo Vazquez, Jaime 44012156 SCG ZMEX2 Naranjo Garcia, Rafaela 44006832 SCG ZMEX2 Naranjo Vergara, Maria Alejandra 44008535 SCG ZMEX2 Nava Sanchez, Gabriela 44013751 SCG ZMEX2 Navarro Galindo, Valentin 44004810 SCG ZMEX2 Navarro Hernandez, Monica Gabriela 44012480 SCG ZMEX2 Navarro Oceguera, Concepcion Liliana 44012193 SCG ZMEX2 Navarro Ortiz, Ana Laura 44013800 SCG ZMEX2 Navarro Paez, Luis Adrian 44013582 SCG ZMEX2 Navarro Paez, Ma. Eduwiges 44010172 SCG ZMEX2 Navarro Toscano, Gabriel 44008735 SCG ZMEX2 Navarro Villasante, Jorge 44013744 SCG ZMEX2 Neri Acosta, Antonio 44003898 SCG ZMEX2 Novoa Gutierrez, Maria Sonia 44011325 SCG ZMEX2 Nunez Guzman, Maria Victoria 44009636 SCG ZMEX2 Nunez Hernandez, Juana 44008233 SCG ZMEX2 Nunez Hernandez, Teresa 44007027 SCG ZMEX2 Nunez Martin Del Campo, Alfredo 44010221 SCG ZMEX2 Nunez Ortiz, Ma Del Refugio 44007152 SCG ZMEX2 Nunez Rivera, Rosa 44006717 SCG ZMEX2 Nunez Rodriguez, Claudia Lorena 44013802 SCG ZMEX2 Nunez Rodriguez, Maricela 44012556 SCG ZMEX2 Nunez San Roman, Mauricio Gabriel 44011400 SCG ZMEX2 Nungaray Valenzuela, Juan Cuauhtemoc 44011748 SCG ZMEX2 Nuno Estrada, Laura 44005182 SCG ZMEX2 Nuno Gutierrez, Ibrahim Essau 44013592 SCG ZMEX2 Nuno Hidalgo, Esperanza 44011328 SCG ZMEX2 Nuno Vazquez, Brenda Claudia 44012285 SCG ZMEX2 O'Henry Estrada, Laura Eugenia 44013604 SCG ZMEX2 Ocampo Sanchez, Susana 44012006 SCG ZMEX2 Ocegueda Abarca, Patricia 44011555 SCG ZMEX2 Ochoa Barreras, Ma. De Los Angeles 44011560 SCG ZMEX2 Ochoa Jaime Alfredo 44011348 SCG ZMEX2 Ochoa Jimenez, Catalina 44005225 SCG ZMEX2 Ochoa Ouezada, Adelaida Selene 44011115 SCG ZMEX2 Ochoa Zepeda, Alicia 44008816 SCG ZMEX2 Olivares Aguilera, Patricia 44009627 120

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Olivares Camarena, Josefina 44010240 SCG ZMEX2 Olivares Jimenez, Ma. Irma 44003805 SCG ZMEX2 Olivares Navarro Maria Guadalupe 44012529 SCG ZMEX2 Olivares Ruelas, Lorena 44008831 SCG ZMEX2 Olivas Silva, Guadalupe 44011527 SCG ZMEX2 Olivos Quiroz, Rosa Maria 44009285 SCG ZMEX2 Olmedo Reynaga, Juan Jose 44002048 SCG ZMEX2 Olmedo Reynaga, Lourdes Guadalupe 44008062 SCG ZMEX2 Olmedo Reynaga, Mario Alberto 44006074 SCG ZMEX2 Olmos Landin, Maria Del Carmen 44008856 SCG ZMEX2 Olmos Padilla, Juan Pablo 44013692 SCG ZMEX2 Olvera Hernandez, Arturo 44011270 SCG ZMEX2 Olvera Ochoa, Sergio Luis 44013703 SCG ZMEX2 Olvera Velasco, Martina 44011794 SCG ZMEX2 Omelas Avila, Isela 44012328 SCG ZMEX2 Omelas Espiritu, Ma. Luisa 44005306 SCG ZMEX2 Omelas Pinedo, Dolores Del Carmen 44007174 SCG ZMEX2 Ontiveros Padilla, Martha Elena 44009275 SCG ZMEX2 Onzaga Torres, Bertha 44008122 SCG ZMEX2 Orellana Rodriguez, Fernando 44008799 SCG ZMEX2 Orizaga Torres, Maria De Los Angeles 44012254 SCG ZMEX2 Oropeza Rodriguez, Juana Laura 44013773 SCG ZMEX2 Orozco Alvarado, Juan Manuel 44011078 SCG ZMEX2 Orozco Amaral, Cesar Oswaldo 44013585 SCG ZMEX2 Orozco Casarez, Roberto 44008341 SCG ZMEX2 Orozco Garcia, J. Jesus 44005078 SCG ZMEX2 Orozco Guerrero, Martha 44012598 SCG ZMEX2 Orozco Hernandez, Hector 44013648 SCG ZMEX2 Orozco Hernandez, Ma. Genoveva 44006640 SCG ZMEX2 Orozco Hernandez, Marisela 44011847 SCG ZMEX2 Orozco Ortega, Cecilia 44005813 SCG ZMEX2 Orozco Ortega, Hilaria 44011260 SCG ZMEX2 Orozco Vazquez, German 44009205 SCG ZMEX2 Ortega Garcia, Taurino 44004422 SCG ZMEX2 Ortega Gonzalez, Melisandra 44013655 SCG ZMEX2 Ortega Herrera, Claudia Elizabeth 44013702 SCG ZMEX2 Ortega Lopez, Rosa 44007846 SCG ZMEX2 Ortega Martinez, Blanca Estela 44005329 121

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Ortiz Baez, Laura Lorena 44011004 SCG ZMEX2 Ortiz Chavez, Ma. Dolores 44011615 SCG ZMEX2 Ortiz Corona, Maria Magdalena 44007613 SCG ZMEX2 Ortiz Moreno, Enrique Raul 44013614 SCG ZMEX2 Ortiz Romero, Cesar Adrian 44013688 SCG ZMEX2 Ortiz Soto, Ma. Laura 44008397 SCG ZMEX2 Osuna Padilla, Maria Elizabeth 44013753 SCG ZMEX2 Pacheco De LaTorre, Carlota 44005453 SCG ZMEX2 Pacheco Gonzalez, Oscar 44012613 SCG ZMEX2 Pacheco Gonzalez, Ricardo 44010565 SCG ZMEX2 Pacheco Rivera, Ma. Margarita 44006498 SCG ZMEX2 Padilla Garcia, Ana Rosa 44009652 SCG ZMEX2 Padilla Garcia, Ramon 44013568 SCG ZMEX2 Padilla Medina, Sara 44005982 SCG ZMEX2 Padilla Siurob, Jaime Rafael 44012495 SCG ZMEX2 Palafox Garcia, David 44012237 SCG ZMEX2 Palma Gonzalez, Victoria 44010158 SCG ZMEX2 Parada Ramos, Enrique Manuel 44013710 SCG ZMEX2 Paramo Gomez, Francisco Jaier 44013783 SCG ZMEX2 Paredes Casillas, Lorena 44012159 SCG ZMEX2 Partida Gazcon, Rocio Berenice 44012562 SCG ZMEX2 Partida Machuca, Susana 44010634 SCG ZMEX2 Partida Ramirez, Maricela 44007249 SCG ZMEX2 Patacios Zaragoza, J. Javier 44008494 SCG ZMEX2 Patino Gonzalez, Martha Alicia 44010409 SCG ZMEX2 Patino Teliez, Antonio 44001852 SCG ZMEX2 Pazarin Saucedo, Gloria 44012527 SCG ZMEX2 Pazarin Saucedo, Ma. Cristina 44006973 SCG ZMEX2 Pelayo Garcia, Juana 44002075 SCG ZMEX2 Pelayo Larios, Roberto 44013700 SCG ZMEX2 Pena Basulto, Maria Luz Gabriela 44010910 SCG ZMEX2 Pena Castellon, Ma. Del Rocio 44010617 SCG ZMEX2 Pena Hernandez, Aurora 44006938 SCG ZMEX2 Pena Magallanes, Ma. Imelda 44009838 SCG ZMEX2 Pena Pena, Ana Maria Patricia 44012268 SCG ZMEX2 Pena Pena, Graciela 44012213 SCG ZMEX2 Pena Rubio, Miguel 44005648 SCG ZMEX2 Pereyra Saldana, Maria Elena 44011697 SCG ZMEX2 Pereyra Sandoval, Adriana 44011520 SCG ZMEX2 Pereyra Sandoval, Ma. Eugenia 44006630 SCG ZMEX2 Perez Aguayo, Maria Concepcion 44009423 122

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Perez Aguayo, Maria Elena 44005959 SCG ZMEX2 Perez Barba, Ricardo 44012068 SCG ZMEX2 Perez Cardenas, Juan Antonio 44013564 SCG ZMEX2 Perez Cristerna. Maria Teresa 44004704 SCG ZMEX2 Perez Fernandez, Juana 44010308 SCG ZMEX2 Perez Figueroa, Jose De Jesus 44011402 SCG ZMEX2 Perez Fregoso, Armando 44010019 SCG ZMEX2 Perez Garcia, Cecilia 44010176 SCG ZMEX2 Perez Gonzalez, Cornelio 44003740 SCG ZMEX2 Perez Gonzalez, Jose Antonio 44005256 SCG ZMEX2 Perez Lopez, Maria Eduviges 44012585 SCG ZMEX2 Perez Lopez, Rocio 44012589 SCG ZMEX2 Perez Macias, Diana Isis 44013809 SCG ZMEX2 Perez Martell, Jose Arturo 44005921 SCG ZMEX2 Perez Martinez, Mana Elena 44007157 SCG ZMEX2 Perez Mendoza, Leticia 44008873 SCG ZMEX2 Perez Molina, Jose De J. 44010609 SCG ZMEX2 Perez Orendain, Gonzalo 44013656 SCG ZMEX2 Perez Orozco, Leticia 44009047 SCG ZMEX2 Perez Penaloza, Carlos 44011891 SCG ZMEX2 Perez Perez, Rosalba 44010794 SCG ZMEX2 Perez Ramirez, Jose Luis 44011218 SCG ZMEX2 Perez Rodriguez, Silvia 44010806 SCG ZMEX2 Perez Salazar, Norma 44012626 SCG ZMEX2 Perez Sancnez, Luis Everardo 44013612 SCG ZMEX2 Perez Santiago Laura 44011950 SCG ZMEX2 Perez Santiago, Martha Patricia 44012037 SCG ZMEX2 Perez Torres Maria Guadalupe 44010726 SCG ZMEX2 Perez Trujillo Jose Alfonso 44012364 SCG ZMEX2 Perez Trujillo Ma. Del Carmen 44009323 SCG ZMEX2 Perez Trujillo Maria Emma 44010968 SCG ZMEX2 Perez Valenzuela, Ileana Guadalupe 44006905 SCG ZMEX2 Perez Vallejo, Margarita 44004473 SCG ZMEX2 Perez Veronica 44011818 SCG ZMEX2 Pimentel Anguiano Adriana 44010216 SCG ZMEX2 Pimiento Velasco, Jose De Jesus 44013682 SCG ZMEX2 Pina Godinez Veronica 44011504 SCG ZMEX2 Pinto Vazquez Maria Magdalena 44009031 SCG ZMEX2 Pizano Ramirez Magdalena 44011907 SCG ZMEX2 Plascencia Mancilia, Ignacio 44005825 SCG ZMEX2 Plazola Garcia Lourdes 44011961 Ponce De Leon Rivera, Francisco SCG ZMEX2 Javier 44011864 SCG ZMEX2 Ponce Ramirez, Ana Maria 44012242 SCG ZMEX2 Preciado Marquez, Maria Barbara 44009612 123

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Pulido Mena, Francisco Javier 44012322 SCG ZMEX2 Pulido Nuno Maria 44006049 SCG ZMEX2 Quevedo Trevino Cesar Jose 44012418 SCG ZMEX2 Quezada Lorena Guillermina 44009629 SCG ZMEX2 Quintero Aguilar Cesar Humberto 44011514 SCG ZMEX2 Quintero Barragan Ana Isabel 44012177 SCG ZMEX2 Quintero Ramirez, Ma. Rosa 44008242 SCG ZMEX2 Quintero Robledo, Elvia 44011974 SCG ZMEX2 Rabago Garda, Esther 44009012 SCG ZMEX2 Rameno Tortolero, Primo Ricardo 44012631 SCG ZMEX2 Ramirez Aguilar, Cleto 44005621 SCG ZMEX2 Ramirez Buenrostro, Jose Enrique 44002587 SCG ZMEX2 Ramirez Castillo, Miguel Angel 44013761 SCG ZMEX2 Ramirez Chavez, Ramon 44005765 SCG ZMEX2 Ramirez Delgado, Alberto 44010871 SCG ZMEX2 Ramirez Fausto, Eduardo 44001464 SCG ZMEX2 Ramirez Fausto, Ignacio 44004945 SCG ZMEX2 Ramirez Fernandez, Adolfo 44013569 SCG ZMEX2 Ramirez Garcia, Flor Teresa 44009566 SCG ZMEX2 Ramirez Gonzalez, Marcelo David 44010551 SCG ZMEX2 Ramirez Gonzalez, Martha Alicia 44011958 SCG ZMEX2 Ramirez Gudino, Fernando Javier 44012397 SCG ZMEX2 Ramirez Gudino, Omar 44013727 SCG ZMEX2 Ramirez Lopez, Jose 44001750 SCG ZMEX2 Ramirez Macias, Rafaela 44008480 Ramirez Martin Del Campo, Martin SCG ZMEX2 Gustavo 44011219 SCG ZMEX2 Ramirez Martinez, Alberto 44011625 SCG ZMEX2 Ramirez Martinez, Maria Alejandra 44008115 SCG ZMEX2 Ramirez Martinez, Rebeca 44006612 SCG ZMEX2 Ramirez Moreno, Emerita 44010456 SCG ZMEX2 Ramirez Perez, Celina 44011663 SCG ZMEX2 Ramirez Ramirez, Baltazar 44009524 SCG ZMEX2 Ramirez Ramirez, Marisela 44011562 SCG ZMEX2 Ramirez Reynoso, Griselda 44012184 SCG ZMEX2 Ramirez Rodriguez, Cipriano 44012543 SCG ZMEX2 Ramirez Rosales, Rodolfo 44004880 SCG ZMEX2 Ramirez Ruiz, Maria Felix 44008181 SCG ZMEX2 Ramirez Salvador, Francisca 44009305 SCG ZMEX2 Ramirez Sanchez, Maria Elena 44012270 124

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Ramirez Tello, Graciela 44006568 SCG ZMEX2 Ramirez Vallejo, Silvia 44011846 SCG ZMEX2 Ramos Cedeno, Juan Manuel 44011597 SCG ZMEX2 Ramos Estrada, Teresa 44004835 SCG ZMEX2 Ramos Guerrero, Martin 44013780 SCG ZMEX2 Ramos Marin Victor Alfredo 44012238 SCG ZMEX2 Ramos Paz Rosalba 44009444 SCG ZMEX2 Ramos Rodriguez Natividad 44010923 SCG ZMEX2 Ramos Torres Maricela 44010271 SCG ZMEX2 Raygoza Castaneda, Ma Clara 44009771 Raygoza Castaneda, Maria De Los SCG ZMEX2 Angeles 44011821 SCG ZMEX2 Raygoza Castaneda, Olivia 44011995 SCG ZMEX2 Raygoza Ramirez, Adriana Leticia 44012013 SCG ZMEX2 Razo Figueroa, Maria Olivia 44011655 SCG ZMEX2 Razo Medina, Martha Leticia 44006603 SCG ZMEX2 Razon Reyes, Ma. Guadalupe 44012297 SCG ZMEX2 Rea Alonzo Maria Consuelo 44009518 SCG ZMEX2 Renteria Ramirez, Waldo Andres 44011599 SCG ZMEX2 Renteria Rivera, Patricia 44006991 SCG ZMEX2 Resendiz Alvarez, Luis 44010017 SCG ZMEX2 Reveles Espinoza, Maria Teresa 44010700 SCG ZMEX2 Reyes Anaya, Raul 44012158 SCG ZMEX2 Reyes Diaz, Maria Esmeralda 44012033 SCG ZMEX2 Reyes Ventura, Guadalupe 44011503 SCG ZMEX2 Reyna Blanco, Juana 44011376 SCG ZMEX2 Reyna Del Toro, Marco Antonio 44011345 SCG ZMEX2 Reynoso Sanchez, Carlos 44012433 SCG ZMEX2 Reynoso Vazquez, Angel Rafael 44008584 SCG ZMEX2 Rios Alvarado, Maria Esther 44011889 SCG ZMEX2 Rios Gutierrez, Gloria Gerogina 44012644 SCG ZMEX2 Rios Orona, Marcelina 44011578 SCG ZMEX2 Rios Solano, Judith 44008953 SCG ZMEX2 Rito Castillo, Maria Luisa 44009330 SCG ZMEX2 Rivas Soto, Ma. Magdalena 44010380 SCG ZMEX2 Rivera Alcaraz, Irma Leticia 44009941 SCG ZMEX2 Rivera Gomez, Imelda 44012472 SCG ZMEX2 Rivera Gomez, Osvaldo 44013747 SCG ZMEX2 Rivera Hernandez, Consuelo 44009778 SCG ZMEX2 Rivera Velazquez, Ma. Del Refugio 44004962 SCG ZMEX2 Rizo Hernandez, Ma. Cecilia 44011647 SCG ZMEX2 Rizo Valdez, Rosa Martina 44011589 125

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Robledo Guerrero, Hector De Jesus 44012219 SCG ZMEX2 Robledo Nunez, Adrian 44011534 SCG ZMEX2 Robles Islas, Manuel 44004587 SCG ZMEX2 Robles Martinez, Margarita 44011594 SCG ZMEX2 Rocha Gallardo, Hugo 44012431 SCG ZMEX2 Rodriguez Aguila, Ma. Del Rocio 44007758 SCG ZMEX2 Rodriguez Aguirre, Juan 44001112 SCG ZMEX2 Rodriguez Alvarez, Anita 44006820 SCG ZMEX2 Rodriguez Arellano, Ma. Blanca Estela 44008320 SCG ZMEX2 Rodriguez Arellano, Yolanda 44010558 SCG ZMEX2 Rodriguez Arreola, Yolanda 44007234 SCG ZMEX2 Rodriguez Barrera, Antonio Humberto 44009943 SCG ZMEX2 Rodriguez Becerra, Fernando 44013622 SCG ZMEX2 Rodriguez Becerra, Luis Alberto 44011358 SCG ZMEX2 Rodriguez Camberos, Gloria 44005345 SCG ZMEX2 Rodriguez Cano Natalia 44005122 SCG ZMEX2 Rodriguez Castro, Gloria 44011582 SCG ZMEX2 Rodriguez Cueva, Miguel Angel 44003786 SCG ZMEX2 Rodriguez Flores, Maria Catalina 44012062 SCG ZMEX2 Rodriguez Frias Guadalupe 44011883 SCG ZMEX2 Rodriguez Gonzalez, Luz Maria 44011926 SCG ZMEX2 Rodriguez Govea, Jose Angel 44013649 SCG ZMEX2 Rodriguez Govea, Jose Antonio 44010391 SCG ZMEX2 Rodriguez Haro, Maria Araceli 44012262 SCG ZMEX2 Rodriguez Haro, Susana 44012614 SCG ZMEX2 Rodriguez Harto Veronica 44012059 SCG ZMEX2 Rodriguez Lopez, Raymundo 44013794 SCG ZMEX2 Rodriguez Lopez, Ricardo 44012223 SCG ZMEX2 Rodriguez Martinez, Isabel, 44012301 SCG ZMEX2 Rodriguez Martinez, Ricardo 44009861 SCG ZMEX2 Rodriguez Molina, Carlos Enrique 44011025 SCG ZMEX2 Rodriguez Mora, Ruperto 44013619 SCG ZMEX2 Rodriguez Morales, Balbina 44006985 SCG ZMEX2 Rodriguez Perez, Ines 44008949 SCG ZMEX2 Rodriguez Perez, Margarita 44012358 SCG ZMEX2 Rodriguez Perez, Maria Felicitas 44012403 SCG ZMEX2 Rodriguez Quintero, Juana C. 44008440 SCG ZMEX2 Rodriguez Ros Rosaura 44009895 126

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Rodriguez Rivera, Georgina Rosario 44012351 SCG ZMEX2 Rodriguez Rojas, Jose Antonio 44006441 SCG ZMEX2 Rodriguez Sanchez, Sandra Luz 44011649 SCG ZMEX2 Rodriguez Sanchez, Victor Martin 44011989 SCG ZMEX2 Rodriguez ________, Lucina 44008226 SCG ZMEX2 Rodriguez Solano, Rosa Imelda 44011904 SCG ZMEX2 Rodriguez Tejeda , Oswaldo Fabian 44013650 SCG ZMEX2 Rodrigez Vargas, Ma. Guadalupe 44007325 SCG ZMEX2 Rodriguez Yararay, Ma De Lourdes 44011744 SCG ZMEX2 Roesner Garcia Hermann Luis 44011355 SCG ZMEX2 Rojas Garcia, Guadalupe 44012165 SCG ZMEX2 Rojas Munoz, Imelda 44008106 SCG ZMEX2 Rojas Sanchez, Bertha Alicia 44007619 SCG ZMEX2 Rolon Orona, Patricia 44005804 SCG ZMEX2 Rolon Orona, Toribio 44007314 SCG ZMEX2 Roman Salazar, Arturo 44007978 SCG ZMEX2 Romero Flores, Maria Teresa 44011395 SCG ZMEX2 Romero Morones, Ma. Del Carmen 44011305 SCG ZMEX2 Romero Perez, Refugio Del Carmen 44013723 SCG ZMEX2 Romero Rodriguez, Juan Fernando 44010046 SCG ZMEX2 Romero Sandoval, Erika Araceli 44012597 SCG ZMEX2 Romo Casillas, Guillermo 44011438 SCG ZMEX2 Roque Acosta, Teresa 44008216 SCG ZMEX2 Roque Ontiveros, Gabriela 44012044 SCG ZMEX2 Roque Trejo, Martha Alicia 44006590 SCG ZMEX2 Roque Trejo, Trinidad 44005986 SCG ZMEX2 Rosales Cortes, Maria Guadalupe 44013729 SCG ZMEX2 Rosales Cortes, Maria Leonor 44011838 SCG ZMEX2 Rosales Rosales, Abelardo 44011417 SCG ZMEX2 Rosales Virgen, Amalia 44011062 SCG ZMEX2 Rosales Virgen, Rosalba 44008202 SCG ZMEX2 Rosales Virgen, Yolanda 44006474 SCG ZMEX2 Rosas Crespo, Areli 44013799 SCG ZMEX2 Rosas Medina, Luz Maria 44012264 SCG ZMEX2 Ruan Prieto, Maria Elena 44004561 SCG ZMEX2 Rubio Serrano, Juan Manuel 44007361 SCG ZMEX2 Ruelas Cisneros, Roberto Pablo 44012618 127

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Ruiz Arriaga, Maria Guadalupe 44004458 SCG ZMEX2 Ruiz Casillas, Ofelia 44011965 SCG ZMEX2 Ruiz Gallardo, Ventura Fernando 44002093 SCG ZMEX2 Ruiz Garcia, Jaime Gerardo 44007934 SCG ZMEX2 Ruiz Gonzalez, Ma. De La Paz 44010619 SCG ZMEX2 Ruiz Lopez Guerra, Martha Ofelia 44012248 SCG ZMEX2 Ruiz Renteria, Lidia 44012576 SCG ZMEX2 Ruvalcaba Avila, Cruz Alejandra 44010446 SCG ZMEX2 Ruvalcaba Guitron, Esperanza 44004184 SCG ZMEX2 Ruvalcaba Juarez, Eusebio 44010651 SCG ZMEX2 Ruvalcaba Lopez, Alberto 44011835 SCG ZMEX2 Ruvalcaba Lopez, Ma Del Carmen 44011922 SCG ZMEX2 Ruvalcaba Molina, Ma. Guadalupe 44006130 SCG ZMEX2 Ruvalcaba Ruvalcaba, Juana 44009319 SCG ZMEX2 Ruvalcaba Ruvalcaba, Rogelia 44006151 SCG ZMEX2 Ruvalcaba Topete, Adriana 44012182 SCG ZMEX2 Sabas Plascencia, Sergio Gabriel 44011372 SCG ZMEX2 Sahagun Alvarez, Patricia Elizabeth 44012393 SCG ZMEX2 Salas Lopez Alma Loreley 44012468 SCG ZMEX2 Salazar Becerra Monica Susana 44012379 SCG ZMEX2 Salazar Flores, Enrique 44008554 SCG ZMEX2 Salazar Galindo, Lidia 44008168 SCG ZMEX2 Salazar Gonzalez, Jose Alfredo 44013755 SCG ZMEX2 Salazar Munoz, Felipa Asuncion 44008549 SCG ZMEX2 Salazar Palma, Maria Teresa 44011470 SCG ZMEX2 Salazar Quinones, Patricia 44013643 SCG ZMEX2 Salazar Rodriguez, Rosa Maria 44008796 SCG ZMEX2 Salcedo Aguillon, Laureano 44003769 SCG ZMEX2 Saldivar Diaz, Gustavo Noe 44012605 SCG ZMEX2 Saldivar Solis, Sandra 44011756 SCG ZMEX2 Salinas Aviles, Oscar Hilario 44012524 Salvatierra Rosales, Delia Ma. SCG ZMEX2 Guadalupe 44012394 SCG ZMEX2 Samaniego Alcantar, Angel 44013690 SCG ZMEX2 Sanchez Aguilar, Andrea 44006826 SCG ZMEX2 Sanchez Armenta, Gerardo 44010719 SCG ZMEX2 Sanchez Cazares, Manuel 44003825 SCG ZMEX2 Sanchez Cedeno, Dalia Elisa 44009082 128

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Sanchez Cervantes, Maria Eugenia 44012172 SCG ZMEX2 Sanchez Contreras, Roberto Manuel 44006773 SCG ZMEX2 Sanchez De La Cruz, Arturo 44008991 SCG ZMEX2 Sanchez De La Cruz, Silvia 44011042 SCG ZMEX2 Sanchez Delgadillo, Elizabeth 44010502 SCG ZMEX2 Sanchez Garcia, Antonia 44011162 SCG ZMEX2 Sanchez Jimenez, Arturo 44009980 SCG ZMEX2 Sanchez Loredo, Guillermo 44011320 SCG ZMEX2 Sanchez Martinez, Jose Luciano 44010851 SCG ZMEX2 Sanchez Medrano, Alma 44011296 SCG ZMEX2 Sanchez Monjo, Mercedes 44005155 SCG ZMEX2 Sanchez Ortega, Nicolasa 44011477 SCG ZMEX2 Sanchez Pulido, Sandra Genoveva 44011710 SCG ZMEX2 Sanchez Resendiz, Alberto 44009005 SCG ZMEX2 Sanchez Reyes, Ana Cecilia 44010261 SCG ZMEX2 Sanchez Rito, Sergio Antonio 44010649 SCG ZMEX2 Sanchez Saldivar, Fausto 44002333 SCG ZMEX2 Sanchez Santillan, Jose Francisco 44011931 SCG ZMEX2 Sanchez Silva, Norma 44009514 SCG ZMEX2 Sanchez Tejeda, Maria De La Luz 44013579 SCG ZMEX2 Sanchez Tejeda, Porfiria 44012466 SCG ZMEX2 Sanchez Vazquez, Jose Ramon 44009254 SCG ZMEX2 Sanchez Velez, Leticia 44012457 SCG ZMEX2 Sanchez Velez, Pedro 44004605 SCG ZMEX2 Sanchez Zuniga, Francisco Javier 44013701 SCG ZMEX2 Sanchez, Maria Inocencia 44008250 SCG ZMEX2 Sandoval Chavez, Mario 44004397 SCG ZMEX2 Sandoval Gonzalez, Ma. De Lourdes 44010648 SCG ZMEX2 Sandoval Herrera, Victor Manuel 44012552 SCG ZMEX2 Sandoval Moya, Evelia 44011652 SCG ZMEX2 Sandoval Sanchez, Catalina 44012258 SCG ZMEX2 Sandoval Vazquez, Elsa Beatriz 44013570 SCG ZMEX2 Santana De Loera, Florencia 44003778 SCG ZMEX2 Santana Garay, Luz Angelica 44011103 SCG ZMEX2 Santana Montes, Angelica Maria 44011862 SCG ZMEX2 Santana Montes, Ma. De La Luz 44006644 SCG ZMEX2 Santana Montes, Maria Guadalupe 44012302 129

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Santana Velazquez, Gabriela 44012189 SCG ZMEX2 Santana Velazquez, Maria Del Rocio 44013765 SCG ZMEX2 Santiago Cabanas, Albino 44011606 SCG ZMEX2 Santillan Barajas, Rosa Maria 44009804 SCG ZMEX2 Santillan Lopez, Monica 44013790 SCG ZMEX2 Santillan Martinez Patricia 44011003 SCG ZMEX2 Santos Barajas, Reynalda 44012629 SCG ZMEX2 Santos Gutierrez, Maria Del Carmen 44013670 SCG ZMEX2 Saucedo Flores Emmanuel 44007970 SCG ZMEX2 Saucedo Jimenez, Socorro Alicia 44007080 SCG ZMEX2 Segovia Rodriguez, Rosa Isela 44012125 SCG ZMEX2 Segura Lopez, Maria Guadalupe 44009100 SCG ZMEX2 Sepulveda Salazar, Clementina 44001560 SCG ZMEX2 Sereni Ruvalcaba, Alejandro 44012494 SCG ZMEX2 Serrano Hernandez, Luis Miguel 44012069 SCG ZMEX2 Serrano Irma 44009693 SCG ZMEX2 Serrano Mercado, Rafael 44002561 SCG ZMEX2 Serrano Pena, Amparo 44012367 SCG ZMEX2 Serrano, Maria Luisa 44008475 SCG ZMEX2 Sevilla Gutierrez, Ma. Alejandra 44010161 SCG ZMEX2 Sevilla Lopez, Ernesto 44009545 SCG ZMEX2 Sevilla Lopez, Luz Marcela 44010343 SCG ZMEX2 Silva Cardenas, Fabiola 44009852 SCG ZMEX2 Silva Hernandez, Maria Cecilia 44011137 SCG ZMEX2 Silva Rodriguez, Andrea 44011397 SCG ZMEX2 Silva Rolon, Ma. Lourdes 44007213 SCG ZMEX2 Silva Villarreal, Maria Altagracia 44009430 SCG ZMEX2 Solano Cisneros, Ana Maria 44008335 SCG ZMEX2 Solis Godinez, Miguel Angel 44013552 SCG ZMEX2 Solorio Leon, Gabriela 44011893 SCG ZMEX2 Solorzano Loera, Pedro 44007192 SCG ZMEX2 Soria Medina, Jorge Pablo 44006600 SCG ZMEX2 Sotelo Ruiz, Maria Del Rocio 44012096 SCG ZMEX2 Soto Morris, Manuel Gerardo 44013624 SCG ZMEX2 Soto Villarreal, Ernesto 44011064 SCG ZMEX2 Tabares Ibarra, Oscar Eduardo 44012251 SCG ZMEX2 Tafolla Camarena, Aurora 44010312 SCG ZMEX2 Tapia Garcia, Juan Gabriel 44009989 SCG ZMEX2 Tavares Ibarra, Julia 44009801 SCG ZMEX2 Tavera Duenas, Israel Santiago 44013738 130

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Tejeda Olvera, Gabriela 44013565 SCG ZMEX2 Tejeda Olvera, Olga Blanca 44008138 SCG ZMEX2 Tinoco, Sandra 44006782 SCG ZMEX2 Toledo Chaparro, Belisario 44006667 SCG ZMEX2 Toribio Tafoya, Ma. Guadalupe 44004955 SCG ZMEX2 Toribio Tafoya, Pedro 44012337 SCG ZMEX2 Torres Acosta, Sergio Enrique 44012553 SCG ZMEX2 Torres Arriaga, Carlos 44012447 SCG ZMEX2 Torres Chavez, Monica Adriana 44013735 SCG ZMEX2 Torres De La Pena, Martha Patricia 44007720 SCG ZMEX2 Torres Del Villar, Jesus 44002516 SCG ZMEX2 Torres Esquer, Claudia 44013766 SCG ZMEX2 Torres Gonzalez, Maricela 440072157 SCG ZMEX2 Torres Gonzalez, Martha Catalina 44005199 SCG ZMEX2 Torres Gutierrez, Adriana Karina 44012319 SCG ZMEX2 Torres Gutierrez, Jesus 44013660 SCG ZMEX2 Torres Hernandez, Leopoldo 44010677 SCG ZMEX2 Torres Magana Rosana Patricia 44013746 SCG ZMEX2 Torres Martinez, Alfredo 44009203 SCG ZMEX2 Torres Olivares, Jose Luis 44003252 SCG ZMEX2 Torres Rodriguez, Martha 44001805 SCG ZMEX2 Torres Romero, Dolores 44011822 SCG ZMEX2 Torres, Maria Magdalena 44010058 SCG ZMEX2 Toscano Valdivia, Ma. Teresa 44012034 SCG ZMEX2 Toscano Valdivia, Maria Guadalupe 44011861 SCG ZMEX2 Trejo Rodriguez Ma Magdalena 44009277 SCG ZMEX2 Trujillo Galvan Ma. De Lourdes 44007593 SCG ZMEX2 Trujillo Guzman, Elvia 44006944 SCG ZMEX2 Trujillo Peralta, Ma. De La Luz 44008231 SCG ZMEX2 Trujillo Peralta, Marina 44008206 SCG ZMEX2 Trujillo Ramirez, Teresita De Jesus 44012147 SCG ZMEX2 Urbina Gomez, Carlos Eduardo 44012506 SCG ZMEX2 Urbina Perez, Irma 44009458 SCG ZMEX2 Urena Lepe, Laura 44010415 SCG ZMEX2 Uribe Garcia, Ma. Guadalupe 44009958 SCG ZMEX2 Urquiza Villarreal, Rosa Marina 44010624 SCG ZMEX2 Urzua Hernandez, Jose Antonio 44011334 131

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Urzua Hernandez, Ana Maria 44006495 SCG ZMEX2 Valadez Cisneros, Ernesto 44007493 SCG ZMEX2 Valadez Vega, Maria De Lourdes 44009489 SCG ZMEX2 Valdez Banuelos, Teresa Idalia 44013797 SCG ZMEX2 Valdez Hernandez, Cristina 44011680 SCG ZMEX2 Valdez Hernandez, Gloria Josefina 44013721 SCG ZMEX2 Valdez Hernandez, Laura Araceli 44010092 SCG ZMEX2 Valdez Perez, Consuelo 44009706 SCG ZMEX2 Valdez Salcido, Manuel German 44011531 SCG ZMEX2 Valdominos Perez, Bernarda 44009839 SCG ZMEX2 Valencia Diaz, Juan Manuel 44010116 SCG ZMEX2 Valencia Gutierrez, Anselmo 44004644 SCG ZMEX2 Valencia Gutierrez, Estela 44011925 SCG ZMEX2 Valencia Gutierrez, Luz Maria 44012065 SCG ZMEX2 Valencia Lopez, Arturo 44007431 SCG ZMEX2 Valencia Orozco, Esther 44002176 SCG ZMEX2 Valenzuela Martin Del, Ma. Rosario 44011619 SCG ZMEX2 Valeriano Sanchez, Eduardo 44012399 SCG ZMEX2 Valero Huerta, Ma. Juana 44005655 SCG ZMEX2 Valle Aguilar, Heriberto 44011881 SCG ZMEX2 Valle Dozier, Victor Manuel 44011117 SCG ZMEX2 Valle Santivanez, Felicitas 44011524 SCG ZMEX2 Vargas Anaya, Salvador 44001744 SCG ZMEX2 Vargas Gomez, Alfonso 44012057 SCG ZMEX2 Vargas Hernandez, Martina 44012635 SCG ZMEX2 Vargas Macias, Mario Alberto 44004780 SCG ZMEX2 Vargas Mendoza, Leticia 44008369 SCG ZMEX2 Vargas Ramirez, Luciano 44010452 SCG ZMEX2 Vazquez Cervantes, Patricia 44012259 SCG ZMEX2 Vazquez Cervantes, Silvia 44009971 SCG ZMEX2 Vazquez De Santiago, Luis Manuel 44010723 SCG ZMEX2 Vazquez Fuentes, Juana Azuzena 44012625 SCG ZMEX2 Vazquez Garcia, Fernando Antonio 44012331 SCG ZMEX2 Vazquez Gil. Clara Alejandra 44013730 SCG ZMEX2 Vazquez Gonzalez, Veronica 44012186 SCG ZMEX2 Vazquez Guzman, Gerardo 44013609 SCG ZMEX2 Vazquez Hernandez, Araceli 44010003 SCG ZMEX2 Vazquez Labastida, Martha Elba 44007535 SCG ZMEX2 Vazquez Langarica, Maria Del Rosario 44009414 132

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Vazquez Larios, Elia Maria Guadalupe 44012493 SCG ZMEX2 Vazquez Larios, Lucia 44012532 SCG ZMEX2 Vazquez Leanos, Myriam Noemi 44012621 SCG ZMEX2 Vazquez Lopez Martha Cristina 44010439 SCG ZMEX2 Vazquez Ortiz Ana Rosa 44009794 SCG ZMEX2 Vazquez Pimentel Hermila 44010029 SCG ZMEX2 Vazquez Reyes Ana Hilda Alejandra 44012490 SCG ZMEX2 Vazquez Rodriguez, Jose Luis 44009979 SCG ZMEX2 Vazquez Rosales, Ma. Guadalupe 44005909 SCG ZMEX2 Vazquez Ruiz Francisco Javier 44011217 SCG ZMEX2 Vazquez Ruvalcaba, Elpidio 44003768 SCG ZMEX2 Vazquez Villalobos, Guillermina 44011487 SCG ZMEX2 Vega Castillo Norma Alicia 44007511 SCG ZMEX2 Vega De La Cerda Salvador Francisco 44013637 SCG ZMEX2 Vega Hernandez Hector 44012335 SCG ZMEX2 Vega Moreno, Alma Dolores 44011947 SCG ZMEX2 Velador Lopez, Sandra Patricia 44008637 SCG ZMEX2 Velador Rodriguez, Juan Antonio 44012615 SCG ZMEX2 Velador Rodriguez, Ventura Fabiola 44012619 SCG ZMEX2 Velarde Ruiz, Angel Javier 44008152 SCG ZMEX2 Velasco Fernandez, Marisela 44013749 SCG ZMEX2 Velasco Grajeda, Sergio 44011480 SCG ZMEX2 Velasco Ramirez, Elva 44007037 SCG ZMEX2 Velazco Almaraz Adriana 44012132 SCG ZMEX2 Velazquez Alba, Alicia Susana 44012042 SCG ZMEX2 Velazquez De Alba, Luz Maria 44005328 SCG ZMEX2 Velazquez Gonzalez, Hector Daniel 44010200 SCG ZMEX2 Velazquez Hernandez, Angelica 44011902 SCG ZMEX2 Velazquez Lopez, Dulce Maria 44008802 SCG ZMEX2 Velazquez Martinez, Ana Maria 44010370 SCG ZMEX2 Velazquez Martinez, Cesar Gabriel 44012505 SCG ZMEX2 Velazquez Torres, Erika Concepcion 44012192 SCG ZMEX2 Velazquez Torres, Maria Imelda 44011713 133

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Velazquez Vazquez, Maria Concepcion 44012001 SCG ZMEX2 Velazquez Vazquez, Veronica 44013737 SCG ZMEX2 Velez Flores, Maria Alejandra 44013706 SCG ZMEX2 Veloz Flores, Lorena 44012357 SCG ZMEX2 Vera Jimenez, Maricela 44010040 SCG ZMEX2 Vera Jimenez, Olivia 44008240 SCG ZMEX2 Verduzco Avina, Maria Delfina 44009113 SCG ZMEX2 Vertiz Torres, Alfredo 44013709 SCG ZMEX2 Victor Ochoa, Luis Carlos 44012571 SCG ZMEX2 Vidales Perez, Isabel Cristina 44006401 SCG ZMEX2 Vidrio Lamas, Elvira 44010417 SCG ZMEX2 Villa Flores, Miguel 44006591 SCG ZMEX2 Villafan Luna, Angel 44012499 Villafan Pedroza, Maria De Los SCG ZMEX2 Angeles 44011539 SCG ZMEX2 Villagrana Davila, David Samuel 44013616 SCG ZMEX2 Villalobos Carrillo, Maria Rosa 44011201 SCG ZMEX2 Villalobos Jimenez, Gabriela 44008249 SCG ZMEX2 Villalobos Jimenez, J. Jesus Everardo 44010885 SCG ZMEX2 Villalpando Meza, Luz Amalia 44012386 SCG ZMEX2 Villarreal Arredondo, Sergio 44013762 SCG ZMEX2 Villarreal Garcia, Ana Maria 44011901 SCG ZMEX2 Villarreal Vazquez, Emma Concepcion 44013801 SCG ZMEX2 Villarreal Vidrio, Ruth Karina 44012623 SCG ZMEX2 Villarreal Vidrio, Yessica Dinorah 44012555 SCG ZMEX2 Villasenor Lara, Ricardo Ramon 44004464 SCG ZMEX2 Villasenor Ruiz, Wendy Bernardette 44012377 SCG ZMEX2 Villasenor Santana, Carlos Ernesto 44010994 SCG ZMEX2 Villegas Martinez, Josefa 44007545 SCG ZMEX2 Virgen Rodriguez, Consuelo 44012573 SCG ZMEX2 Vizcaino Martinez, Carlos Mauricio 44013591 SCG ZMEX2 Yanez Guillen, Laura 44011097 SCG ZMEX2 Yanez Vargas, Ofelia 44011010 SCG ZMEX2 Yera Casas, Manuela 44011058 SCG ZMEX2 Yuen Villalobos, Julio 44011157 SCG ZMEX2 Zambrano Diaz, Cecilia 44012500 SCG ZMEX2 Zamora Quezada, Harim 44013668 SCG ZMEX2 Zamora Ramirez, Esmeraida 44012488 134

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG ZMEX2 Zamudio Grave, Luis Enrique 44012516 SCG ZMEX2 Zaragoza Cardenas, Rosa Maria 44009867 SCG ZMEX2 Zaragoza Caudillo, Laura 44009076 SCG ZMEX2 Zaragoza Galvez Miguel 44010479 SCG ZMEX2 Zaragoza Molina Rosa Imelda 44012124 SCG ZMEX2 Zaragoza Rios, Lucia 44012073 SCG ZMEX2 Zaragoza Souza, Luis Eduardo 44010631 SCG ZMEX2 Zatarain Lizarraga, Estanislao 44013699 SCG ZMEX2 Zavala Barba, Virginia 44005539 SCG ZMEX2 Zendejas Martinez, Leticia 44013713 SCG ZMEX2 Zenteno Cuellar, Aram Dalibor 44013694 SCG ZMEX2 Zepeda Barbosa, Ma. Consuelo 44007175 SCG ZMEX2 Zepeda Delgadillo, Roberto 44011340 SCG ZMEX2 Zepeda Mendez, Juan Carlos 44013663 SGG ZMEX2 Zepeda Morales, Salvador Hugo 44012522 SCG ZMEX2 Zepeda Murillo, Felipa 44005990 SCG ZMEX2 Zepeda Rivera, Ana Luisa 44012332 SCG ZMEX2 Zepeda Rivera, Ma. Guadalupe 44006197 SCG ZMEX2 Zepeda Varela, Erika Del Carmen 44013767 SCG ZMEX2 Zepeda Varela, Joel Enrique 44013714 SCG ZMEX2 Zuniga Arevalo, Adriana 44012060 135

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - PHILIPPINES GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES MARIJANE P ALMODOVAR 01356804 SCG PHILIPPINES ELVIE T VERGARA 01356844 SCG PHILIPPINES MARICEL R MARCONI 01356895 SCG PHILIPPINES VIVIENNE A GUTIERREZ 01356820 SCG PHILIPPINES MICHELLE C LIRIO 01357091 SCG PHILIPPINES LOLITA BLANCAFLOR 01337762 SCG PHILIPPINES MARY JANE P MIRANDA 01356762 SCG PHILIPPINES WILMA S MADRIGALEJO 01356945 SCG PHILIPPINES FLORENDA B CUSTODIO 01356812 SCG PHILIPPINES MA. MAGDALENA D PISCO 01357026 SCG PHILIPPINES ERNA T LABIOS 01357083 SCG PHILIPPINES MARY JANE C RIVERA 01357125 SCG PHILIPPINES ROSARIO S SANTOS 01357661 SCG PHILIPPINES ANGELINA D ESPELETA 01318895 SCG PHILIPPINES ROMEL C GARCIA 01357273 SCG PHILIPPINES LEOVIGILDO M VILLAROSA 01346870 SCG PHILIPPINES HONESTO P LADORES 01337080 SCG PHILIPPINES MILAGROS H SORIANO 01311650 SCG PHILIPPINES REYNALDO E LAROYA 01311734 SCG PHILIPPINES SERGIO P LAROCO 01356663 SCG PHILIPPINES JOSE MA D MILLAR 01313482 SCG PHILIPPINES CORAZON C DUCUSIN 01313524 SCG PHILIPPINES ADRIANO G PASCUAL 01323762 SCG PHILIPPINES MARLINA P BORROMEO 01347811 SCG PHILIPPINES RENATO P PANGANIBAN 01315081 SCG PHILIPPINES CESAR M PANGANIBAN 01322160 SCG PHILIPPINES FELICISIMO D CONSUELO 01326583 SCG PHILIPPINES EDNA A DEL ROSARIO 01312435 SCG PHILIPPINES PACITA B GUTIERREZ 01311130 SCG PHILIPPINES ANACLETO S CASTILLO 01346490 SCG PHILIPPINES DANIEL T JAVELOSA 01310694 SCG PHILIPPINES ROXANNE B BORROMEO 01329603 SCG PHILIPPINES MYRLE P LOPEZ 01325106 SCG PHILIPPINES SALVADOR P ABUNDABAR 01356491 SCG PHILIPPINES ARTURO A MAGNO 01347217 SCG PHILIPPINES SONIA T GUERRERO 01313839 SCG PHILIPPINES MEDARDO A ELEJARDE 01332797 SCG PHILIPPINES ARMILINDA R MELCHOR 01342739 SCG PHILIPPINES EVELYN T SARTO 01310405 SCG PHILIPPINES ROSARIO R VALENZUELA 01313797 SCG PHILIPPINES TEODORICO M DE LOS REYES 01311411 136

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES VENANCIO JR R CARITOS 01337028 SCG PHILIPPINES LETICIA M ARANAS 01310561 SCG PHILIPPINES NERISSA L BELONIO 01313847 SCG PHILIPPINES CORAZON V ECLAVEA 01321527 SCG PHILIPPINES ISABELITA B GENESE 01321543 SCG PHILIPPINES ADORA M ASIS 01318408 SCG PHILIPPINES REYNALDO T RITO 01346425 SCG PHILIPPINES AURORA N SARMIENTO 01320131 SCG PHILIPPINES CRISPINA M ROMASANTA 01322988 SCG PHILIPPINES GUILLERMO G AMPO 01319117 SCG PHILIPPINES FLORENTINA A SUMINISTRADO 01324505 SCG PHILIPPINES ROSELLER S VELICARIA 01311932 SCG PHILIPPINES ARACELI A ROTIA 01343016 SCG PHILIPPINES WILLIAM V AMBROSIO 01358461 SCG PHILIPPINES ROSALIA R RODRIGUEZ 01320842 SCG PHILIPPINES ALFREDO C GAMBOL 01311460 SCG PHILIPPINES BASILIA L PINOS 01314472 SCG PHILIPPINES APOLINARIO C ADRIANO 01311759 SCG PHILIPPINES PORFIRIA M QUING 01324216 SCG PHILIPPINES CONSTANCIA U SANGALANG 01322392 SCG PHILIPPINES ANGELITA B RELLESIVA 01326104 SCG PHILIPPINES MERCEDES R SULIT 01312179 SCG PHILIPPINES LEONIDA D REYNALDO 01320941 SCG PHILIPPINES ALELI S PISUENA 01324836 SCG PHILIPPINES CESAR S BERNARDO 01317236 SCG PHILIPPINES VERMON D ALZAGA 01313870 SCG PHILIPPINES AURORA G BONGOLAN 01327953 SCG PHILIPPINES ERIBERTA A FABREGAS 01323663 SCG PHILIPPINES MARVIN R CALLANTA 01324174 SCG PHILIPPINES LOURDES T DEL ROSARIO 01315123 SCG PHILIPPINES RICARDO T EINA 01347456 SCG PHILIPPINES EMELITO L CARLOS 01318317 SCG PHILIPPINES BASILIA S FRANCO 01325502 SCG PHILIPPINES SUSAN S GOTERA 01325791 SCG PHILIPPINES EMMA A RAMIREZ 01337499 SCG PHILIPPINES HELEN C MARINO 01321824 SCG PHILIPPINES VICTORIA B DE VERA 01346276 SCG PHILIPPINES CONSUELO H MAROON 01323085 SCG PHILIPPINES EMMA L AMPO 01334066 SCG PHILIPPINES MELANIE S MICIANO 01319083 SCG PHILIPPINES REYNALDO M ABUTIN 01314944 SCG PHILIPPINES ANTONIO B SANTIAGO 01327235 SCG PHILIPPINES GLORIA M ALAG 01322780 SCG PHILIPPINES JULIETA M OYTAS 01326229 SCG PHILIPPINES MARISSA C ALVARAN 01323986 137

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES CONSUELO C PASILIAO 01345872 SCG PHILIPPINES EMERINA S ZARZOSO 01324133 SCG PHILIPPINES MARINA R MESAJON 01324828 SCG PHILIPPINES BERNARDITA R BACTOL 01325544 SCG PHILIPPINES ROGELIO C MERCADO 01348157 SCG PHILIPPINES EUGENIANO S JALIMAO 01348793 SCG PHILIPPINES CELSO M PALO 01318218 SCG PHILIPPINES MARY LOU M OSIONES 01323804 SCG PHILIPPINES AVELINA D GREGORIO 01321519 SCG PHILIPPINES EMELITA N FRANI 01326963 SCG PHILIPPINES VICTORIA C MEDILO 01324083 SCG PHILIPPINES GLORIA S BUNAG 01322301 SCG PHILIPPINES ROBERTO B HERMOSURA 01321683 SCG PHILIPPINES MERIAM H HOMO 01317772 SCG PHILIPPINES LYDIA B ABUNDO 01311486 SCG PHILIPPINES EVANGELINE M DULDULAO 01310355 SCG PHILIPPINES FLORENCIA O CASTILLO 01325403 SCG PHILIPPINES RAUL M DE GUIA 01347431 SCG PHILIPPINES MARILOU R PONTILLAS 01325866 SCG PHILIPPINES MYRNA F CARLOS 01313995 SCG PHILIPPINES TERESITA C SANTIAGO 01319422 SCG PHILIPPINES TERESA W ACLAN 01318283 SCG PHILIPPINES WLLIAM R CARRASCA 01348348 SCG PHILIPPINES LEONILA S FRANCISCO 01341145 SCG PHILIPPINES MYRNA S VELASCO 01343547 SCG PHILIPPINES CESARIO C BANOG 01344248 SCG PHILIPPINES DORENDA E CORCUERA 01347688 SCG PHILIPPINES MIGUELITO L FEDERICO 01347894 SCG PHILIPPINES EDGARDO O LAZO 01348389 SCG PHILIPPINES RUBEN B DINIEGA 01352746 SCG PHILIPPINES ARCELI D PEREZ 01317939 SCG PHILIPPINES DANILO U AQUINO 01347928 SCG PHILIPPINES ROSARIO N RELLEVE 01322897 SCG PHILIPPINES EDUARDO S MOLERA 01339875 SCG PHILIPPINES ALMA G FERNANDEZ 01323283 SCG PHILIPPINES IRENE C BELARMINO 01317723 SCG PHILIPPINES FLORDELIZA D PALUMPON 01322772 SCG PHILIPPINES GODOFREDO C GARCIA 01330619 SCG PHILIPPINES VILMA A VIDAL 01315982 SCG PHILIPPINES ELENITA M UVERO 01326492 SCG PHILIPPINES SYLVIA T TAN 01337366 SCG PHILIPPINES GERTRUDES D COLLANTES 01351482 SCG PHILIPPINES MARIO C DATOR 01330593 SCG PHILIPPINES VALERIANA P PASCUA 01319968 SCG PHILIPPINES TERESITA P RONGAVILLA 01314225 138

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES JUSTITO H MEDIADO 01347100 SCG PHILIPPINES NELLY S SALANDO 01328761 SCG PHILIPPINES YOLANDA M JOSE 01326120 SCG PHILIPPINES ELSA L MEDINA 01319398 SCG PHILIPPINES ALFREDO M BAUTISTA 01354573 SCG PHILIPPINES HELEN D ZULLA 01321899 SCG PHILIPPINES EMILIA V PASILIAO 01316212 SCG PHILIPPINES LEVITA D COMIA 01312724 SCG PHILIPPINES MARITA P RETARDO 01323077 SCG PHILIPPINES LEONCIO L JAUDALSO 01330791 SCG PHILIPPINES OLIVIA S GABRIEL 01312914 SCG PHILIPPINES DANILO M ANONUEVO 01347589 SCG PHILIPPINES ELIZABETH S JIMENEZ 01315594 SCG PHILIPPINES LOLITA D SINGCOY 01326112 SCG PHILIPPINES MYRNA C CASTILLO 01315107 SCG PHILIPPINES IMELDA H VALERIANO 01314530 SCG PHILIPPINES MIRIAM M MARBELLA 01339198 SCG PHILIPPINES DAISY H CLAMOSA 01340980 SCG PHILIPPINES MARY ANN G DALUPAN 01348983 SCG PHILIPPINES NAZARIA M ROMERO 01344941 SCG PHILIPPINES PRISCILA P SILLANO 01337200 SCG PHILIPPINES ISABELITA R FLORES 01314423 SCG PHILIPPINES PERLITA R CALIOLIO 01312138 SCG PHILIPPINES ELEANOR P VILLAPANDO 01322541 SCG PHILIPPINES ROMAN Z DE CHAVEZ 01355913 SCG PHILIPPINES ELISA P PUZON 01323853 SCG PHILIPPINES ERLINA B BASALLOTE 01314464 SCG PHILIPPINES EDGARDO G BUNAG 01353140 SCG PHILIPPINES RENE F HOLGADO 01357760 SCG PHILIPPINES EXEQUIEL V ABAD 01355351 SCG PHILIPPINES MARITA B CUADERNO 01342697 SCG PHILIPPINES DALISAY B ROBLES 01316154 SCG PHILIPPINES FE A BOLANOS 01338356 SCG PHILIPPINES IRISH D ESPEJO 01312740 SCG PHILIPPINES MARISSA V FLORES 01310736 SCG PHILIPPINES CESAR B CANTUBA 01352779 SCG PHILIPPINES LIZAMER C ROMULO 01312930 SCG PHILIPPINES ARLENE M VIBAR 01325924 SCG PHILIPPINES LYDIA C SULLA 01337457 SCG PHILIPPINES AURORA R MOLDEZ 01330346 SCG PHILIPPINES GLORIA S APOLINARIO 01315164 SCG PHILIPPINES EVELINA D GONZALES 01317509 SCG PHILIPPINES DIOMEDES V BEQUILLO 01321741 SCG PHILIPPINES EUFRECINA M MAGPILI 01330056 SCG PHILIPPINES NILO L MASCULINO 01347662 139

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES LORNA P EDANG 01319299 SCG PHILIPPINES LEONILA A ESPONILLA 01337911 SCG PHILIPPINES VIRGINIA R SANTIAGO 01343331 SCG PHILIPPINES WILLIAM P PATUBO 01349874 SCG PHILIPPINES BERNARDITA R LEDDA 01337309 SCG PHILIPPINES ROSITA R NICODEMUS 01313151 SCG PHILIPPINES ANGELITO D RIVERA 01351334 SCG PHILIPPINES ROSALIE E DUENAS 01339800 SCG PHILIPPINES YOLANDA A REMO 01337812 SCG PHILIPPINES MODESTA B CARBONEL 01328340 SCG PHILIPPINES CARMELITA R ALMENARIO 01343240 SCG PHILIPPINES MARILOU J VILLEZA 01343802 SCG PHILIPPINES JOSEPHINE D MEDIANO 01327763 SCG PHILIPPINES MARLYN M APLASCA 01330064 SCG PHILIPPINES MARIA I ENCARNACION 01311585 SCG PHILIPPINES LECIA R MIRA 01323507 SCG PHILIPPINES LIGAYA B MASINDO 01325759 SCG PHILIPPINES ADELAIDA V ALANO 01329470 SCG PHILIPPINES IMELDA J QUINTERO 01328944 SCG PHILIPPINES MERLINDA M DUMALEN 01320008 SCG PHILIPPINES ANASTACIA G ARCIAGA 01325551 SCG PHILIPPINES ROSIE O ORDUNA 01346144 SCG PHILIPPINES LENY Y CRUZ 01337836 SCG PHILIPPINES NORA O BELTRAN 01320016 SCG PHILIPPINES ANTONIO B FERRER JR. 01347753 SCG PHILIPPINES MILAGROS L LEONEN 01339404 SCG PHILIPPINES SOLOMON L CLEMENTE 01347142 SCG PHILIPPINES CONSUELO B REBARTER 01327128 SCG PHILIPPINES MARIE-JANE M BAYOGO 01329371 SCG PHILIPPINES REYNALDO L BULACLAC 01348785 SCG PHILIPPINES ERNESTO T PALISOC 01355343 SCG PHILIPPINES HERODIA N RAMIREZ 01321584 SCG PHILIPPINES GLORIA C DEDICATORIA 01345674 SCG PHILIPPINES RUBY M AUSTRIA 01328050 SCG PHILIPPINES NORLANDO M RAMIREZ 01358747 SCG PHILIPPINES CRISTINA G COLDAS 01343539 SCG PHILIPPINES MELVIN G DESCALZO 01347977 SCG PHILIPPINES ELVIRA R BUERA 01327748 SCG PHILIPPINES RAFAELA I ESPINO 01325981 SCG PHILIPPINES ROSANNA A RAGOT 01344305 SCG PHILIPPINES ANITA D SISON 01331096 SCG PHILIPPINES SUSAN M DAGSAAN 01326542 SCG PHILIPPINES VICTORIA A KARUNUNGAN 01315776 SCG PHILIPPINES ELSA T MENDOZA 01322400 SCG PHILIPPINES ERNA R PENARANDA 01321808 140

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES EMELITA M MANALASTAS 01323234 SCG PHILIPPINES MA BELINDA A ESCORPION 01344388 SCG PHILIPPINES VIOLETA D PESIGAN 01319281 SCG PHILIPPINES AIDA G VILLA 01330940 SCG PHILIPPINES LYDIA D MARMETO 01319380 SCG PHILIPPINES AMORFINA R RAGOS 01339040 SCG PHILIPPINES MA SALOME M OBANDO 01345708 SCG PHILIPPINES ORLANDO D CONSUELO 01357834 SCG PHILIPPINES SUSANA O HERMOSISIMA 01331831 SCG PHILIPPINES RODOLFO J DAYO 01347563 SCG PHILIPPINES ANTONIO E SUBIERE 01331914 SCG PHILIPPINES LINDA D PETRACHE 01338661 SCG PHILIPPINES SHERLITA A PADUA 01340436 SCG PHILIPPINES BENHUR M ROMO 01347738 SCG PHILIPPINES CATALINA S LANDICHO 01340394 SCG PHILIPPINES ANGEL L PANTE 01311270 SCG PHILIPPINES EUSEBIA H FRANCIA 01316758 SCG PHILIPPINES JOSELITO T TORREGOZA 01333886 SCG PHILIPPINES JOCELYN T GUECO 01323523 SCG PHILIPPINES NENITA S ESCOBAR 01340303 SCG PHILIPPINES FILOMENA L GLINO 01339578 SCG PHILIPPINES IRMA E ESPALLARDO 01320180 SCG PHILIPPINES MA. ELENA D DEL MUNDO 01330916 SCG PHILIPPINES MERLY N AVENGOZA 01323549 SCG PHILIPPINES ANTHONY CESAR K LOPEZ 01358503 SCG PHILIPPINES MARILYN G PRESBITERO 01345344 SCG PHILIPPINES ISHMAEL D ORDONEZ 01356614 SCG PHILIPPINES MA. SHIRLEY G RELENTE 01337770 SCG PHILLIPPINES MYRNA O CULMINAR 01340642 SCG PHILIPPINES ELIZABETH R DELA CRUZ 01311643 SCG PHILIPPINES EMELITA D DIVINA 01341335 SCG PHILIPPINES JOCELYN S BARRIENTOS 01339727 SCG PHILIPPINES AMALIA U BERMUDEZ 01315529 SCG PHILIPPINES PERLITA D SAN PEDRO 01331567 SCG PHILIPPINES JOSEPHINE A ESPINA 01327938 SCG PHILIPPINES CECILIA E UBALDO 01343752 SCG PHILIPPINES JOSEPHINE V SALAZAR 01344552 SCG PHILIPPINES EDGAR M ENRIQUEZ 01349031 SCG PHILIPPINES LUCILA A YAMBAO 01340766 SCG PHILIPPINES MENCHITA L LAMPON 01339537 SCG PHILIPPINES MA. LYDWINA B NOLES 01337747 SCG PHILIPPINES ALICIA S ZAMORA 01325197 SCG PHILIPPINES GEMMA A LISTAURO 01323424 SCG PHILIPPINES REYNALDO C MALLARI 01348561 SCG PHILIPPINES CONCEPCION G HICARTE 01343976 141

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES MYRNA M DIMARANAN 01322319 SCG PHILIPPINES NILO D DAHINGO 01357604 SCG PHILIPPINES DIGNA D GONZALES 01321857 SCG PHILIPPINES ERNESTO V MOISES 01352753 SCG PHILIPPINES RONALDO L MANUBAY 01335972 SCG PHILIPPINES ARLYN A RICAFRENTE 01345039 SCG PHILIPPINES MA. ROSARIO A BALDON 01338083 SCG PHILIPPINES PRESCILLA C BERNABE 01326443 SCG PHILIPPINES MELANI V KATIGBAK 01337622 SCG PHILIPPINES PEDRO A SILVESTRE 01347191 SCG PHILIPPINES GAVINA M DIVINO 01321782 SCG PHILIPPINES CRISTETA R BEDONIA 01321865 SCG PHILIPPINES MA. VICTORIA L ILAS 01324059 SCG PHILIPPINES EDWIN P MONTOYA 01341632 SCG PHILIPPINES ROSITA C RODRIGUEZ 01322764 SCG PHILIPPINES BEN O MEDENILLA 01335188 SCG PHILIPPINES LEONILA G DE VERA 01320677 SCG PHILIPPINES CRISTINA S DALIDA 01340667 SCG PHILIPPINES EDNA M JAVIER 01325734 SCG PHILIPPINES ELEANOR C GULIMAN 01323945 SCG PHILIPPINES ALBERTO R BILLONES 01347860 SCG PHILIPPINES TERESITA M MERCADER 01327110 SCG PHILIPPINES BENITA A LEGASPI 01344982 SCG PHILIPPINES ROWENA D JUMONONG 01322871 SCG PHILIPPINES EVANGELINE P FALCOTELO 01341954 SCG PHILIPPINES NORA E QUERIDO 01333456 SCG PHILIPPINES JENELITA S SAMSON 01338026 SCG PHILIPPINES ROMEO M BRUNO 01351706 SCG PHILIPPINES ROSALLA A VILLAMOR 01327433 SCG PHILIPPINES ELVIS C ABELLERA 01335964 SCG PHILIPPINES EDITHA S BERSAMINA 01344677 SCG PHILIPPINES JOCELYN J SORILLA 01343372 SCG PHILIPPINES REMEDIOS R RAMIREZ 01345021 SCG PHILIPPINES JONA S VULLAG 01340774 SCG PHILIPPINES LINDA B RAMORAN 01344768 SCG PHILIPPINES CLAUDIA G SAN GABRIEL 01343315 SCG PHILIPPINES LUISA P LEVARDO 01343158 SCG PHILIPPINES AVE O BUBAN 01343364 SCG PHILIPPINES HECTOR F KIM 01335931 SCG PHILIPPINES FLORENCIA G PLACIDO 01344974 SCG PHILIPPINES BUENAVENTURA M ORCULLO 01318036 SCG PHILIPPINES JOSELITO E SOLIS 01349650 SCG PHILIPPINES AUREA T CRUZ 01343141 SCG PHILIPPINES RICO M JIMENEZ 01345310 SCG PHILIPPINES ALEXANDER R CARTAGO 01352886 142

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES ROEL C MONTALES 01338927 SCG PHILIPPINES VICTORIA A SAMSON 01343489 SCG PHILIPPINES BRENDA M PADUA 01339560 SCG PHILIPPINES ANGUSTIA C CASTRO 01339891 SCG PHILIPPINES GILDA P ROMAN 01344099 SCG PHILIPPINES EDGAR P DE LEON 01347183 SCG PHILIPPINES WENCESLAO D RAGOT 01347092 SCG PHILIPPINES MILAGROS A AGUILA 01341251 SCG PHILIPPINES LESPAR P AQUINO 01347787 SCG PHILIPPINES RENATO G JOSEF 01352266 SCG PHILIPPINES ROMEO S SAMAR 01348314 SCG PHILIPPINES CHARLENE G BRAGA 01339321 SCG PHILIPPINES CHERRY C MANGLAPUS 01337408 SCG PHILIPPINES LOURDES-MA R CRUZ 01338281 SCG PHILIPPINES EDNA C BALDECANAS 01343778 SCG PHILIPPINES ENRICO C VIDA 01347936 SCG PHILIPPINES MAPABEL G SAMANIEGO 01337945 SCG PHILIPPINES RICARDO G DAMIAN 01352282 SCG PHILIPPINES GRACE-LUCILA B CORPUS 01337432 SCG PHILIPPINES CORNELIO B NASE 01348934 SCG PHILIPPINES ARLENE Z MUNASQUE 01342002 SCG PHILIPPINES ALEX C MENDOZA 01338125 SCG PHILIPPINES SUSAN L NACORDA 01337234 SCG PHILIPPINES MARIANO M MORA JR 01352985 SCG PHILIPPINES SOFIA A VIRAY 01343919 SCG PHILIPPINES PATROCINIO M ENRIQUEZ 01354411 SCG PHILIPPINES ANNABELLE R ILAS 01338224 SCG PHILIPPINES ELSIE M DURAN 01341400 SCG PHILIPPINES EULOGIA S MERCADO 01345237 SCG PHILIPPINES MELISSA A CARRASCA 01337507 SCG PHILIPPINES GIL JOEY L EBALDE 01348553 SCG PHILIPPINES MERLE M MARBELLA 01343224 SCG PHILIPPINES ROLANDO C BARGO 01344222 SCG PHILIPPINES ESTRELLA A POBLETE 01345955 SCG PHILIPPINES JOSEPHINE B DE GUZMAN 01338612 SCG PHILIPPINES VIRGINIA S CARRASCO 01340618 SCG PHILIPPINES ELEONOR D COLONA 01341749 SCG PHILIPPINES DOLORA R MACARAEG 01338752 SCG PHILIPPINES LYDIA GORDO 01341806 SCG PHILIPPINES AR??? VALENCIA 01341921 SCG PHILIPPINES GLENDA M NOFUENTE 01339867 SCG PHILIPPINES NESTOR P PAET 01348942 SCG PHILIPPINES ROSMOND S OBAS 01350146 SCG PHILIPPINES MA. JOSE M FABIA 01344230 SCG PHILIPPINES MOISES GILBUENA 01348751 143

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES YOLANDO G. YABUT 01352357 SCG PHILIPPINES FILIPINO A STA MARIA 01348280 SCG PHILIPPINES GINA P MONTOYA 01342564 SCG PHILIPPINES EMILIO F ESCOBAR 01344644 SCG PHILIPPINES PERLITA M ABRAHAM 01339974 SCG PHILIPPINES DENWOOD F LEGASPI 01347001 SCG PHILIPPINES EDUARDO D TAYAG 01344156 SCG PHILIPPINES FE R LAFUENTE 01338893 SCG PHILIPPINES ARLINA M SALANDANAN 01340030 SCG PHILIPPINES MELBALGAS M BAYOGO 01349916 SCG PHILIPPINES EMELITA P MATAHOM 01344743 SCG PHILIPPINES GINA O ARCIAGA 01340758 SCG PHILIPPINES MARCELA D DE VILLA 01344040 SCG PHILIPPINES MELCHOR B SEQUI 01349775 SCG PHILIPPINES YOLANDA B SANCHEZ 01339636 SCG PHILIPPINES MIRAFLOR B GIBAS 01339685 SCG PHILIPPINES JANUARIA R ZULUETA 01338687 SCG PHILIPPINES EDGARDO E DE CASTRO 01347746 SCG PHILIPPINES ELIZABETH G SERIOS 01342168 SCG PHILIPPINES JOSEFINA S CADUTDUT 01338810 SCG PHILIPPINES FELICIANO C ABALAIN JR. 01350385 SCG PHILIPPINES ROLEO M MARTINEZ 01352787 SCG PHILIPPINES ALLAN S ABOY 01342945 SCG PHILIPPINES JOANA J SILVANO 01338935 SCG PHILIPPINES MA. VISTACION A LOPEZ 01343232 SCG PHILIPPINES MAURO C SIETERIALES JR. 01357562 SCG PHILIPPINES ROLANDO A ROXAS 01349791 SCG PHILIPPINES CESAR M ENRIQUEZ 01348231 SCG PHILIPPINES MA. THERESA M COSTELO 01343349 SCG PHILIPPINES CARMELITA T REMOQUILLO 01343307 SCG PHILIPPINES GRACIA C ESPINOSA 01340865 SCG PHILIPPINES JOSE MA. A MINANA JR. 01359360 SCG PHILIPPINES SONIA E DE GUZMAN 01339586 SCG PHILIPPINES INOCENCIA A SAN JUAN 01338976 SCG PHILIPPINES HONORATO L SALINAS 01358214 SCG PHILIPPINES ROLANDO S BAUTISTA 01353108 SCG PHILIPPINES BERNARD B VILLAR III 01350849 SCG PHILIPPINES MARILYN C CONCEPCION 01343251 SCG PHILIPPINES ROSA F SANCHEZ 01342705 SCG PHILIPPINES MA. THERESA N MONZON 01340972 SCG PHILIPPINES MARIMOSE C BALIWAG 01340576 SCG PHILIPPINES ROGER C ROGADO 01349914 SCG PHILIPPINES ROWENA D FESALBON 01344826 SCG PHILIPPINES PHILIP D SOMES 01355244 SCG PHILIPPINES MARILYN T PAASA 01344651 144

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES JOSEPH F ESCARCHA 01347126 SCG PHILIPPINES ALFENIO B MAQUILING 01352860 SCG PHILIPPINES LEODEMAYO C CASIS 01357406 SCG PHILIPPINES LORETA B CARLES 01343471 SCG PHILIPPINES FLORENTINA C VERONA 01343828 SCG PHILIPPINES JOSEFINA A BIROG 01337259 SCG PHILIPPINES MARIANITA R BAYSON 01342812 SCG PHILIPPINES LILIBETH J ORINA 01342572 SCG PHILIPPINES ALEJANDRO T NAVIDAD 01350534 SCG PHILIPPINES MARINELA C ANICO 01341855 SCG PHILIPPINES ERMELITO V DELARA 01351201 SCG PHILIPPINES VICTORIA C ABORRO 01340428 SCG PHILIPPINES EDUARDO S BUENA 01356201 SCG PHILIPPINES JOSE VICENTE MIGUEL E CATILO 01357356 SCG PHILIPPINES PEDRO A PASUENGOS JR 01347571 SCG PHILIPPINES CRISELDA L ROMANES 01342515 SCG PHILIPPINES FERDINAND S CARINO 01347480 SCG PHILIPPINES JAIME B GONZALES 01351805 SCG PHILIPPINES GLORIA N PILAR 01343695 SCG PHILIPPINES JESUS T GARCIA 01347084 SCG PHILIPPINES MARISSA D SIMON 01346052 SCG PHILIPPINES TERESITA U OLAZO 01343687 SCG PHILIPPINES ANGELINA R ATILON 01343745 SCG PHILIPPINES MA. TERESA G ABOY 01342358 SCG PHILIPPINES WILLIAM E TAN 01347795 SCG PHILIPPINES GRACE S ANDAYA 01344586 SCG PHILIPPINES CRESENCIANO D ALIAS JR. 01353116 SCG PHILIPPINES LEONOR J MALAGUIT 01345146 SCG PHILIPPINES PATRICIO M REALIZAN 01354712 SCG PHILIPPINES CARLITO U CHACON 01355236 SCG PHILIPPINES ARTEMIO P MORA JR. 01350914 SCG PHILIPPINES ESTELITA P ALEJANDRO 01339958 SCG PHILIPPINES RHONIEL C TALUSAN 01357644 SCG PHILIPPINES MARY-JUNE V PASCUA 01346268 SCG PHILIPPINES NERISSA R SEALTIEL 01345716 SCG PHILIPPINES ANICETO V LAUDIZA 01358533 SCG PHILIPPINES ZENAIDA M CABANEZ 01347886 SCG PHILIPPINES IRENE S CUNANAN 01345971 SCG PHILIPPINES MA. SOCORRO L CLEMENTE 01338273 SCG PHILIPPINES AMANTE R FLORENDO 01351284 SCG PHILIPPINES MICHAEL ANDREW D PADILLA 01359081 SCG PHILIPPINES CORNELIO O BORDEOS 01357315 SCG PHILIPPINES ROMEO M DEMAFELIX 01357493 SCG PHILIPPINES BENJAMIN C GENECIRAN 01348991 SCG PHILIPPINES MARAVIC R DRIZ 01353132 145

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES BENEDICTO C BAQUIRAN 01355145 SCG PHILIPPINES MARLENE I ANDAYA 01346029 SCG PHILIPPINES EMMANUEL C SHIH 01348744 SCG PHILIPPINES MILTON M INAO JR. 01348967 SCG PHILIPPINES JOSELITO A REYES 01349148 SCG PHILIPPINES NORBERTO A PILASPILAS 01349700 SCG PHILIPPINES MARILOU C MOLDEZ 01340733 SCG PHILIPPINES RAMIRO D SORIANO 01359204 SCG PHILIPPINES ROEL D DECENA 01349767 SCG PHILIPPINES RUBEN U PALACIO 01359143 SCG PHILIPPINES NELSON O SEALTIEL 01347415 SCG PHILIPPINES JULIETA R ESCOTO 01333506 SCG PHILIPPINES FREDDIE G CASANTUSAN 01356592 SCG PHILIPPINES ROSELLER L SARMIENTO 01351292 SCG PHILIPPINES ROWENA C MANAIG 01350252 SCG PHILIPPINES VICTORIA T DINGAL 01349239 SCG PHILIPPINES ALBERT M REYES 01350088 SCG PHILIPPINES EDERLINDA Y PACUAN 01350997 SCG PHILIPPINES ARLEEN G PALMA 01352381 SCG PHILIPPINES ROCKY P SALDIVAR 01348181 SCG PHILIPPINES ZENAIDA G MENDOZA 01351029 SCG PHILIPPINES JOSEPHINE A CAOC 01356432 SCG PHILIPPINES GAVINO A CORONEL 01354395 SCG PHILIPPINES MERCEDITA P DACARA 01351367 SCG PHILIPPINES ROVELIA C REMOQUILLO 01351276 SCG PHILIPPINES GINALYN B BRIONES 01350807 SCG PHILIPPINES LEO E ESTREMERA 01355208 SCG PHILIPPINES BENJAMIN A UBALDO 01347878 SCG PHILIPPINES NORMAN RYAN R SALAZAR 01347035 SCG PHILIPPINES CORNELIO M ALMARIO 01348587 SCG PHILIPPINES GREG JOEL S SAEZ 01350716 SCG PHILIPPINES ARNELIO I ORIT 01359014 SCG PHILIPPINES MARY JANE C ALMENARIO 01350757 SCG PHILIPPINES IBARRA L REYNO 01358762 SCG PHILIPPINES FERNANDO F MERCADO 01347605 SCG PHILIPPINES ROBERTO A MUNOZ 01349106 SCG PHILIPPINES VICTOR P BERBON 01347704 SCG PHILIPPINES LORENA D BERONES 01344719 SCG PHILIPPINES OLIVIA A DE ARMAS 01351250 SCG PHiLIPPiNES MANUELA V BALTAZAR 01352704 SCG PHILIPPINES MARISSA J PEREZ 01349370 SCG PHILIPPINES VIRGILIO A SILVESTRE 01350740 SCG PHILIPPINES ALVIN L ATENDIDO 01355319 SCG PHILIPPINES CARLOS B HERMOSURA 01349734 SCG PHILIPPINES ANNA MAE D LOPEZ 01349387 146

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES DIOSA L PASCUAL 01352019 SCG PHILIPPINES LEONORA L LOMBOY 01352738 SCG PHILIPPINES GESILA L BALURAN 01349247 SCG PHILIPPINES JOSE N ABARRO 01357632 SCG PHILIPPINES PIEDAD L OCAMPO 01350468 SCG PHILIPPINES MEL AMOR C ESPOSO 01356693 SCG PHILIPPINES MONINA T TORAL 01351110 SCG PHILIPPINES JOCELYN M COSTELO 01350625 SCG PHILIPPINES MICHELLE P MENDOZA 01352613 SCG PHILIPPINES ANTHONY C DELOS SANTOS 01349098 SCG PHILIPPINES PORTIA E ESPELETA 01350708 SCG PHILIPPINES MARIA S MANGULABNAN 01351557 SCG PHILIPPINES BRENDA B MILLALOS 01353355 SCG PHILIPPINES EMMYLOU C ESCANO 01358242 SCG PHILIPPINES EDGAR R DELA CRUZ 01351227 SCG PHILIPPINES RITA C ARCENO 01350930 SCG PHILIPPINES JIMMY R CRUZATE 01357521 SCG PHILIPPINES ARNEL D DIMATULAC 01359194 SCG PHILIPPINES JOSEPHINE M MABUNGA 01350609 SCG PHILIPPINES ALVIN B ESPINOSA 01347373 SCG PHILIPPINES AMELIA P CENTINO 01349312 SCG PHILIPPINES MERCY D TANGLAO 01352712 SCG PHILIPPINES LEILA S ALEGRE 01352597 SCG PHILIPPINES ROWENA A PRESAS 01351862 SCG PHILIPPINES REXON C AGATON 01349007 SCG PHILIPPINES EDITHA P MIRARAN 01356861 SCG PHILIPPINES VICTOR R VALERIO 01347696 SCG PHILIPPINES JOSE MANUEL L BONAGUA 01359295 SCG PHILIPPINES AMANDY B GUZMAN 01349601 SCG PHILIPPINES SYLVIA A BABAN 01350633 SCG PHILIPPINES FROILAN T UBUNGEN 01349072 SCG PHILIPPINES BARBARA GRACE Q NIERRAS 01354080 SCG PHILIPPINES WLFREDO M SARMIENTO 01355069 SCG PHILIPPINES ERMINA M BUGARIN 01349452 SCG PHILIPPINES RODOLFO L JAMITO JR 01357653 SCG PHILIPPINES JOSE SAGISAG B MANGUNDAYAO 01353009 SCG PHILIPPINES AJIRICO M BRIONES 01353728 SCG PHILIPPINES CONSUELO P CONSTANTINO 01350302 SCG PHILIPPINES CARMINA B VELASCO 0134984l SCG PHILIPPINES PRISCILA G GLORIANI 01352142 SCG PHILIPPINES LORENA I BACERA 01352100 SCG PHILIPPINES DOROTEA V MANGALIMAN 01349437 SCG PHILIPPINES RICHARD H VILLANUEVA 01359212 SCG PHILIPPINES ROSARIO P ARTIENDA 01353936 147

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES JOSEPH-PATRICH B BONAOBRA 01348439 SCG PHILIPPINES VIRGIE G UACAY 01351128 SCG PHILIPPINES NOEMI N DE LA CRUZ 01350393 SCG PHILIPPINES VERONICA C QUIZON 01351045 SCG PHILIPPINES JEROME D GONZALES 01351219 SCG PHILIPPINES LENDALE P ANONAT 01359131 SCG PHILIPPINES LUIS PAUL S LIMGENCO 01359372 SCG PHILIPPINES LANI A TRINIDAD 01353886 SCG PHILIPPINES GERALDINE A PANALIGAN 01350922 SCG PHILIPPINES CARLOS R CRUZ III 01347613 SCG PHILIPPINES EDEN C FELIX 01349619 SCG PHILIPPINES NERIO C ALENO 01352522 SCG PHILIPPINES HENRY B TAGUM 01352308 SCG PHILIPPINES ARNEL R DELA CRUZ 01355434 SCG PHILIPPINES MA. BERTEZA A SANGEL 01354270 SCG PHILIPPINES VALENTIN F NAORBE 01362894 SCG PHILIPPINES MINERVA A CANTERAS 01350872 SCG PHILIPPINES REX S LAROGA 01351672 SCG PHILIPPINES VICTOR L JORDAN 01351748 SCG PHILIPPINES ESTER V MACHA 01351409 SCG PHILIPPINES ADRION EUGENE RAMOS 01353207 SCG PHILIPPINES ARLENE L RAVANCHO 01354163 SCG PHILIPPINES VILMA A TABORA 01349858 SCG PHILIPPINES LUISA C FACUNDO 01358471 SCG PHILIPPINES JOSEPHINE R ARBOLEDA 01354155 SCG PHILIPPINES MILDRED O SALES 01352233 SCG PHILIPPINES BEVERLY G PAGADUAN 01351540 SCG PHILIPPINES JESUS N VILLANUEVA 01355186 SCG PHILIPPINES SUNNY P EVANGELISTA 01354072 SCG PHILIPPINES MA. LEONORA B BALILA 01351458 SCG PHILIPPINES EDGAR C MARQUEZ 01349783 SCG PHILIPPINES HAHNSEN L ISIDRO 01359410 SCG PHILIPPINES LUTHER R PAYAD 01357594 SCG PHILIPPINES JASMIN T DINGAL 01356267 SCG PHILIPPINES MA. CECILIA M HERRERA 01358560 SCG PHILIPPINES RONALD D DE VERA 01351516 SCG PHILIPPINES RODOLFO T SIA 01351789 SCG PHILIPPINES PAUL D PADILLA 01355211 SCG PHILIPPINES ARNEL C LACUATA 01356731 SCG PHILIPPINES RAMON PAOLO N HONTIVEROS JR 01353090 SCG PHILIPPINES NESTOR B FADUL 01350377 SCG PHILIPPINES ROWENA O LEUS 01354403 SCG PHILIPPINES ERA M DIMARANAN 01350864 SCG PHILIPPINES LEONOR M GARCIA 01350880 148

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES BABETTE T ALCEDO 01356226 SCG PHILIPPINES NELEUS C SAN GREGORIO 01355269 SCG PHILIPPINES ELISEO D LIMPIADA 01349049 SCG PHILIPPINES CELSO I FLORES JR 01352928 SCG PHILIPPINES TOMMY T EVANGELISTA 01358024 SCG PHILIPPINES JEEVER REY YANDOG 01354801 SCG PHILIPPINES REDORA C GUADALUPE 01355943 SCG PHILIPPINES ROBERT M SAN JOSE 01352191 SCG PHILIPPINES CRISTY V MENDOZA 01350583 SCG PHILIPPINES MARIE JEAN R GUERRA 01358091 SCG PHILIPPINES FRANCISCA A SANGALANG 01354304 SCG PHILIPPINES AIRENE C REYES 01353215 SCG PHILIPPINES MA. CECILIA N GONZALES 01350641 SCG PHILIPPINES EMMANUEL O DELA CRUZ JR 01351698 SCG PHILIPPINES ANNABELLA BAWASANTA 01354849 SCG PHILIPPINES SAMUEL T SUAVERDEZ 01351524 SCG PHILIPPINES LEONORA C PALAD 01350989 SCG PHILIPPINES CORONICA C MASUNGSONG 01351094 SCG PHILIPPINES MA. SOFIA B ESCOTE 01352225 SCG PHILIPPINES RUTH M RIVERA 01351870 SCG PHILIPPINES AILEEN M TIBAYAN 01356794 SCG PHILIPPINES ELLEN J ORDONO 01349890 SCG PHILIPPINES ERLINDA G RODOLFO 01352068 SCG PHILIPPINES ROMMEL M FERNANDEZ 01359042 SCG PHILIPPINES NOLLY P INTON 01357703 SCG PHILIPPINES ELVIRA M TERRIBLE 01351086 SCG PHILIPPINES CARLA M BUHAY 01351003 SCG PHILIPPINES VICTORIA G PONCECA 01352647 SCG PHILIPPINES VIOLETA C DECENA 01350898 SCG PHILIPPINES EDGAR B BRENZUELA 01349130 SCG PHILIPPINES ERNESTO F CRUZ 01355392 SCG PHILIPPINES ADDONYZ B ANTONIO 01354353 SCG PHILIPPINES MARCELO S AMBAYEC 01353421 SCG PHILIPPINES JUAN ALFONSO D SUAREZ 01359162 SCG PHILIPPINES JOSEPHINE F GANGOZO 01352126 SCG PHILIPPINES DALE DELANO K DE LEON 01358988 SCG PHILIPPINES ROWEL A ARTUZ 01358774 SCG PHILIPPINES EMELITA R ASUNCION 01350427 SCG PHILIPPINES NOEL L PABILONA 01353033 SCG PHILIPPINES FATIMA UZEL G CABAGUI 01350450 SCG PHILIPPINES CONCHITA R CRUZ 01351052 SCG PHILIPPINES DANNY M BALLAD 01358863 SCG PHILIPPINES JOAN C SARMIENTO 01352241 SCG PHILIPPINES ROSEMARIE A ROXAS 01352258 SCG PHILIPPINES MYRA B CRUZ 01354383 149

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES MARY ANN P ORENDAIN 01352837 SCG PHILIPPINES JENNY D GONZALES 01354031 SCG PHILIPPINES MARIFI D GALAY 01351920 SCG PHILIPPINES LORNA V INTERIOR 01350229 SCG PHILIPPINES REGINALD D GUZMAN 01349080 SCG PHILIPPINES ANTONIO L MANGUBAT 01358370 SCG PHILIPPINES GEORGE MACAWILE 01354460 SCG PHILIPPINES JOEL P CABUNGCAL 01350039 SCG PHILIPPINES JOUEL A PINLAC 01359232 SCG PHILIPPINES CARINA A SUAREZ 01349965 SCG PHILIPPINES MARICEL A MOJICA 01355309 SCG PHILIPPINES LIJZVIMINDA D CRUCILLO 01354205 SCG PHILIPPINES MA. CRISELDA L MONTANANO 01350237 SCG PHILIPPINES MA. THERESA L HUBILLA 01352399 SCG PHILIPPINES VIRGINIA C GANCHERO 01350815 SCG PHILIPPINES EDELINA T NUESTRO 01349403 SCG PHILIPPINES LILIA S DORADO 01354445 SCG PHILIPPINES GLORIA S FELICIANO 01352423 SCG PHILIPPINES ALBERT B GARCIA 01350120 SCG PHILIPPINES CARLOTA C MANDOCDOC 01351995 SCG PHILIPPINES FERDINAND S ALDAS 01358976 SCG PHILIPPINES JOSEPH G TEMANEL 01353850 SCG PHILIPPINES MARIETTA M WAGWAG 01358065 SCG PHILIPPINES ANABEL O SEVILLA 01356242 SCG PHILIPPINES JULIETA M VERGARA 01353371 SCG PHILIPPINES ARIEL S ONA 01357612 SCG PHILIPPINES RAMIL P MANDOCDOC 01355277 SCG PHILIPPINES RODOLFO V MATIAS JR 01355137 SCG PHILIPPINES MELBA N DE LA CRUZ 01353504 SCG PHILIPPINES MARILOU D DE LEON 01351888 SCG PHILIPPINES LEONARDO B MARTINEZ 01358222 SCG PHILIPPINES MINA A LAMA 01350245 SCG PHILIPPINES ARLENE J OCAMPO 01354106 SCG PHILIPPINES MARIFINA T QUIRIMIT 01352571 SCG PHILIPPINES GINA V MACATANGAY 01350765 SCG PHILIPPINES MELANIE A CERVANTES 01353389 SCG PHILIPPINES MARCIALINO M VALERIO 01350369 SCG PHILIPPINES MA. CELIA A LASERNA 01351938 SCG PHILIPPINES ELEANOR F PASCUAL 01350211 SCG PHILIPPINES CIELO P HO 01354114 SCG PHILIPPINES LIZA A BONSOL 01349544 SCG PHILIPPINES CRISTINA D GONZALES 01349494 SCG PHILIPPINES RICHARD P SICOT 01354361 SCG PHILIPPINES RONALDO O RESONTOC 01354496 SCG PHILIPPINES RENEL JANTZE M BABIA 01359113 150

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES ROBERTA F CALIMBAHIN 01351912 SCG PHILIPPINES MA. TERESA B JAVIER 01352696 SCG PHILIPPINES BERNADETTE L CORONEL 01349973 SCG PHILIPPINES LA VERNE H FRANCISCO 01355079 SCG PHILIPPINES ROLANDO E MENDOZA 01357582 SCG PHILIPPINES RICKY M POLIRAN 01359253 SCG PHILIPPINES MA. GINA L TUBERON 01352050 SCG PHILIPPINES JOSE C REFORMO 01358899 SCG PHILIPPINES ERWIN F BERNAL 01350179 SCG PHILIPPINES VILMA O ABEJERO 01356782 SCG PHILIPPINES MARIFE C ALAR 01352654 SCG PHILIPPINES DENNIS JOHN M HERRERA 01358192 SCG PHILIPPINES JOVANNIE C HILUANO 01360419 SCG PHILIPPINES SARAH B CALIZO 01352456 SCG PHILIPPINES LUISA G UACAY 01355962 SCG PHILIPPINES MA. VICTORIA T PERALTA 01353900 SCG PHILIPPINES LERMA P PENARANDA 01352209 SCG PHILIPPINES VICTORIA A GAMBOA 01352811 SCG PHILIPPINES MA. THERESA L PALALAY 01349197 SCG PHILIPPINES WENDELL V AGDEPPA 01357281 SCG PHILIPPINES IMELDA M CALOTES 01351466 SCG PHILIPPINES EMELIA Z APILAN 01352639 SCG PHILIPPINES JIMSER D DONATO 01354056 SCG PHILIPPINES ALMIRA G ALMAZAN 01357174 SCG PHILIPPINES JUDITH D SIA 01359071 SCG PHILIPPINES ROLANDO EDWIN O ONA 01353447 SCG PHILIPPINES MELODY P MANAMBAY 01357671 SCG PHILIPPINES RODERICK V SANDRO 01357711 SCG PHILIPPINES CRISTINA B DELOS REYES 01351243 SCG PHILIPPINES RHODA U CALAM 01352092 SCG PHILIPPINES CASTER B GASAPO 01355327 SCG PHILIPPINES ROSA A PEREZ 01353496 SCG PHILIPPINES BELLA M GUTIERREZ 01353512 SCG PHILIPPINES MA. DIVINA MENDOZA 01349361 SCG PHILIPPINES ROSEMARIEGIL S FERNANDEZ 01353987 SCG PHILIPPINES AMELIA D PAMA 01351904 SCG PHILIPPINES AILEEN A MERCADO 01356135 SCG PHILIPPINES JEFFREY H TORRENO 01358432 SCG PHILIPPINES RAYMOND S FRANCISCO 01348538 SCG PHILIPPINES RICHARD C CACHO 01359022 SCG PHILIPPINES JOEL A VELASCO 01349668 SCG PHILIPPINES ERLINA H MEJILLA 01350526 SCG PHILIPPINES MERCEDITA B MABUNGA 01356770 SCG PHILIPPINES MARINA L. OBUYES 01352290 SCG PHILIPPINES ANA?? INAO 01351359 151

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES DOMINGO M LAGBAO 01353041 SCG PHILIPPINES JULIUS P QUINTERO 01355285 SCG PHILIPPINES GLORIA M ANIEL 01350401 SCG PHILIPPINES GLENDA V ROSALES 01350054 SCG PHILIPPINES ROSTUM D. BALOSBALOS 01357364 SCG PHILIPPINES EDISON R DELOS REYES 01357471 SCG PHILIPPINES CONCEPCION ALICEL S ESQUIVEL 01351375 SCG PHILIPPINES MELISSA B SAN PEDRO 01356972 SCG PHILIPPINES ALFREDO J SANTIAGO 01359261 SCG PHILIPPINES ALLEN S LEDESMA 01353199 SCG PHILIPPINES ELNORA V JUAN 01354371 SCG PHILIPPINES JENNIFER A TANDOC 01350161 SCG PHILIPPINES PERLA B NOTA 01352464 SCG PHILIPPINES GEMMA GRACE A MOTOS 01355954 SCG PHILIPPINES DULCE R DANDO 01354332 SCG PHILIPPINES ANTHONY M BATHAN 01355259 SCG PHILIPPINES ROWENA C BRENZUELA 01352373 SCG PHILIPPINES MARIANNE G LABRA 01349502 SCG PHILIPPINES FORTUNATO M ARIOLA 01351532 SCG PHILIPPINES WILFREDO B PERALTA 01357745 SCG PHILIPPINES RANDY F MALAGAMBA 01358453 SCG PHILIPPINES HAZEL S FERNANDICO 01358230 SCG PHILIPPINES MARY ANN B SALAZAR 01350682 SCG PHILIPPINES VIRGINIA V BASALLOTE 01352365 SCG PHILIPPINES MELBA B AMBAGAN 01349338 SCG PHILIPPINES EUTIQUIO RODERICK C CALAGUI 01355038 SCG PHILIPPINES RAYMOND S GARCIA 01355475 SCG PHILIPPINES MELANIE L BUSA 01357873 SCG PHILIPPINES MA. THERESA G LLAMAS 01359550 SCG PHILIPPINES CLARISA B CORPUZ 01352183 SCG PHILIPPINES ARNEL V ESQUIVEL 01358404 SCG PHILIPPINES ESPERANZA O BITUIN 01354122 SCG PHILIPPINES CELESTE A AGUSTIN 01351318 SCG PHILIPPINES CLYDE R FOLLANTE 01355228 SCG PHILIPPINES MA. JOY O VALIENTE 01350112 SCG PHILIPPINES ALGER B BERNIDO 01353553 SCG PHILIPPINES LEONILO M PEDROSA 01357733 SCG PHILIPPINES JENNIFER H CORPUZ 01349213 SCG PHILIPPINES DOMINADOR L ARMENIO JR. 01357442 SCG PHILIPPINES RAYMOND O GOLEZ 01358952 SCG PHILIPPINES GINALYN C BILLONES 01352829 SCG PHILIPPINES GERRY G ONG 01358875 SCG PHILIPPINES ELSA M DALAWANGBAYAN 01350500 SCG PHILIPPINES ESTRELLA S IBASCO 01354041 152

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES FERNANDO M CHUA JR. 01356743 SCG PHILIPPINES ALAN Q TOLEDO 01355483 SCG PHILIPPINES GEORGE A JAURIGUE 01352340 SCG PHILIPPINES SHIRLEY D GOMEZ 01356921 SCG PHILIPPINES ELIZABETH M ORDINARIO 01349726 SCG PHILIPPINES EDISON G HERRERO 01358991 SCG PHILIPPINES NANCY D MALAGUM 01351607 SCG PHILIPPINES CELIA D BAUZON 01351946 SCG PHILIPPINES LEONARD P CLAUDIO 01353306 SCG PHILIPPINES MARY GRACE A NAVA 01355640 SCG PHILIPPINES MA ARLINA B LANDICHO 01349999 SCG PHILIPPINES GERALDINE V ELIJIDO 01353898 SCG PHILIPPINES RELIE TOM A AREVALO 01350005 SCG PHILIPPINES GUILLERMO III L ILAGAN 01358887 SCG PHILIPPINES RHODORA A HUGO 01351979 SCG PHILIPPINES PAUL R CAGUIA 01358661 SCG PHILIPPINES JOEL C QUINDOZA 01357265 SCG PHILIPPINES MA AMIHAN A GERAWA 01352431 SCG PHILIPPINES JEANETTE A GARCIA 01350492 SCG PHILIPPINES ERICK N GUTIERREZ 01356630 SCG PHILIPPINES MELANIE C OCAMPO 01352548 SCG PHILIPPINES TEOFILA B CAUBALEJO 01350070 SCG PHILIPPINES JOSEPHINE A OLAZO 01350559 SCG PHILIPPINES GLYN P DESQUITADO 01354221 SCG PHILIPPINES ALMA B PANALIGAN 01351987 SCG PHILIPPINES RIZAL V URRIQUIA 01350021 SCG PHILIPPINES CHRISTOPHER P GAQUI 01358444 SCG PHILIPPINES RICHARD S MUNOZ 01357240 SCG PHILIPPINES BRYAN O DELOS SANTOS 01354601 SCG PHILIPPINES LORENA A LAGUERTA 01352803 SCG PHILIPPINES JUVY R RETUTA 01357986 SCG PHILIPPINES CRISTINA M LORICA 01352845 SCG PHILIPPINES MICHAEL JOSEF T LAUREL 01359547 SCG PHILIPPINES GUISEL D SILVESTRE 01350823 SCG PHILIPPINES ELDA R FIDEL 01353363 SCG PHIUPPINES MICHELLE A SAREZ 01358572 SCG PHILIPPINES MA. CARMEN T ESTOR 01357059 SCG PHILIPPINES MARY ANN B PULMANO 01350773 SCG PHILIPPINES ELENA F HERMOGENO 01352670 SCG PHILIPPINES ROSIE D DELOS SANTOS 01352084 SCG PHILIPPINES ROWENA T GONZAGA 01354130 SCG PHILIPPINES CHRISTOPHER D BASILIDES 01357531 SCG PHILIPPINES LILIBETH L GARROVILLAS 01350328 SCG PHILIPPINES BELINDA L MORANTE 01354193 SCG PHILIPPINES MARY GRACE E REYES 01351136 153

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES HILDA D AGBISIT 01352001 SCG PHILIPPINES ARNOLD MARK E ENCARNADO 01358848 SCG PHILIPPINES ROWENA S FLORANO 01349205 SCG PHILIPPINES FODITHA D BARAQUIO 01356259 SCG PHILIPPINES LUCY B HERMOSILLA 01353912 SCG PHILIPPINES ROSALIE E ALEGIOJO 01356952 SCG PHILIPPINES ANNA MARIE M ALPARAS 01350906 SCG PHILIPPINES LEANDRO PAOLO L REYES 01358521 SCG PHILIPPINES CRISTOPHER G VARON 01357481 SCG PHILIPPINES PAUL GABRIEL D PEREZ 01359535 SCG PHILIPPINES NANCY P MANILA 01351599 SCG PHILIPPINES STELLA A BIARES 01352035 SCG PHILIPPINES MARY JANE L MON 01354092 SCG PHILIPPINES DANTE C POZAS JR. 01357372 SCG PHILIPPINES MARY JANE P DIMAPASOC 01350567 SCG PHILIPPINES MINERVA V HERMOSILLA 01350435 SCG PHILIPPINES JENNIFER A DELOS SANTOS 01350971 SCG PHILIPPINES VIRGINIA G ALDOVINO 01354344 SCG PHILIPPINES CONNIE V PEREZ 01349395 SCG PHILIPPINES MARISA F VALLENTE 01358032 SCG PHILIPPINES ARLENE LEA T DELOS SANTOS 01358107 SCG PHILIPPINES ROSALIE P RIVERO 01352621 SCG PHILIPPINES LEA P DELTO 01356883 SCG PHILIPPINES JESMEL T RIOFLORIDO 01349528 SCG PHILIPPINES GERALD SIMON P AGUILAR 01356184 SCG PHILIPPINES CARLOTA S STO DOMINGO 01351151 SCG PHILIPPINES FATIMA E ESPOSO 01349411 SCG PHILIPPINES RENATO D CANARES 01358901 SCG PHILIPPINES GIOVANNI ALVIN U AGUAS 01355368 SCG PHILIPPINES SIONE L LOPEZ 01356077 SCG PHILIPPINES VILMA A CATALAN 01356143 SCG PHILIPPINES ERNESTO C FINES II 01357721 SCG PHILIPPINES MARIBETH A GRATUITO 01356523 SCG PHILIPPINES JESSICA G SANGANGBAYAN 01352043 SCG PHILIPPINES ALELI P DISTURA 01353963 SCG PHILIPPINES DIOSDADO F PASCUAL 01355006 SCG PHILIPPINES CARLO O ISURITA 01358646 SCG PHILIPPINES CRISTINA N VILLANUEVA 01356044 SCG PHILIPPINES MARY JANE A TUGANO 01356011 SCG PHILIPPINES CHRISTOPHER R RAMOS 01357463 SCG PHILIPPINES CHRISTINA A TOGONON 01356317 SCG PHILIPPINES RONNIE D LAURETA 01358913 SCG PHILIPPINES FERDINAND R. ESTILLOMO 01358786 SCG PHILIPPINES RHODORA M MAYANO 01355931 SCG PHILIPPINES JENNIFER S PEREZ 01356275 154

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES ROSALIE O NOVELA 01354452 SCG PHILIPPINES MICHAEL L CATIGUM 01358412 SCG PHILIPPINES CLARA P SUMAYOD 01356028 SCG PHILIPPINES FRANCIS A BASA 01353348 SCG PHILIPPINES IAN C PONCE 01358925 SCG PHILIPPINES RODEL G SERIOS 01355376 SCG PHILIPPINES ANNLYN O BUBAN 0135700l SCG PHILIPPINES FEDRYAN T TRINIDAD 01359485 SCG PHILIPPINES RONNIE L ONG-IKO 01358511 SCG PHILIPPINES MARIFI P DIMAPASOC 01358057 SCG PHILIPPINES SAMSON B PADILLA 01354502 SCG PHILIPPINES MAUREEN C LACSON 01355994 SCG PHILIPPINES DONNA A UBALDO 01358622 SCG PHILIPPINES MARIBETH C AGDEPPA 01357042 SCG PHILIPPINES ERVIN LAWRENCE O PATE 01357257 SCG PHILIPPINES RENE BOY V BORADO 01358040 SCG PHILIPPINES ANALYN L GUERRERO 01367414 SCG PHILIPPINES MA. LOURDES JOSEFINA M VELECINA 01357543 SCG PHILIPPINES ANNALYN M LAURETA 01357998 SCG PHILIPPINES CRISTINA B VELASCO 01357109 SCG PHILIPPINES MA. CRISTINA S CORPUZ 01356059 SCG PHILIPPINES LUDWIG L DE MESA 01355057 SCG PHILIPPINES MYRA O TOMALIN 01356531 SCG PHILIPPINES KISANTO M BAGSIC 01357430 SCG PHILIPPINES LEONICO M MARTINEZ JR 01356515 SCG PHILIPPINES PETER EMERSON T MACHA 01357513 SCG PHILIPPINES ANA RINA C PALAD 01357861 SCG PHILIPPINES DONALD L NANTES 01356681 SCG PHILIPPINES ROY M OLARTE 01357380 SCG PHILIPPINES JOFFRE R VALDEZ 01356507 SCG PHILIPPINES ZENAIDA R PINTO 01356218 SCG PHILIPPINES SHERWIN E PENAFLOR 01358305 SCG PHILIPPINES ROSEMELINDA G URBANO 01356309 SCG PHILIPPINES MARLON B MARTILLANO 01357341 SCG PHILIPPINES JIMMY A SUMAGAYSAY 01358949 SCG PHILIPPINES MAUREEN A QUIJANO 01356325 SCG PHILIPPINES JOVANIE D CLAVER 01358937 SCG PHILIPPINES MICHELLE B BONAOBRA 01356008 SCG PHILIPPINES NOVELLIAN C LOGA 01355970 SCG PHILIPPINES MA CENA B DOMINGO 01358115 SCG PHILIPPINES CONNIE R ALVAREZ 01356606 SCG PHILIPPINES MARILYN O GARCIA 01356127 SCG PHILIPPINES LIBRADA H BAUTISTA 01356151 SCG PHILIPPINES MA VICTORIA A ALTAREZ 01358123 155

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG PHILIPPINES JINNY A ALVARADO 01356853 SCG PHILIPPINES MA CRISTINA F MERCADO 01357422 SCG PHILIPPINES DONNALIZA B DOMAGSANG 01356440 SCG PHILIPPINES JANNET K SAN MIGUEL 01356069 SCG PHILIPPINES MARICRIS P MAYNIGO 01357885 SCG PHILIPPINES CATHERINE M LAMBIQUIT 01356996 SCG PHILIPPINES GLORIA A TAPIA 01356291 SCG PHILIPPINES ALMA LEA O UBALDE 01356984 SCG PHILIPPINES IVY A BARRIENTOS 01356176 SCG PHILIPPINES LEILANI C LACSON 01356283 SCG PHILIPPINES ELENA C PASCUA 01356036 SCG PHILIPPINES MARLYN C PALAD 01358331 SCG PHILIPPINES RENATO M DELOS REYES 01348710 SCG PHILIPPINES REYMOND R FARAON 01357331 SCG PHILIPPINES MANOLO R OCAMPO 01349155 SCG PHILIPPINES LOPEZ TONY 01358503 156

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - SINGAPORE GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG S'pore LOW KENG LEONG 01609133 SCG S'pore CHENG CHEE KIONG 01700084 SCG S'pore CHEONG TENG HOE 01700149 SCG S'pore CHEW MING HIAN 01700350 SCG S'pore CHONG CHOON JENG 01700394 SCG. S'pore FOONG WAI KEONG 01700441 SCG S'pore GAN PO LI 01700388 SCG S'pore KOH KENG WUI 01700404 SCG S'pore KOUK CHUNG FAI 01700330 SCG S'pore KUAN KIAT MIN 01700148 SCG S'pore KWOK PENG KWAN DAVID 01700447 SCG S'pore LAM KWOK KAY KEITH 01700029 SCG S'pore LEE GEOK HUA 01700103 SCG S'pore LEE WAI BIN 01700100 SCG S'Pore LEE YEN CHEONG 01700377 SCG S'pore LEE YI QIAN 01700409 SCG S'Pore LEONG WENG CHEW 01700083 SCG S'pore LEUNG KWONG HANG 10090381 SCG S'pore LEUNG WANG SHUN 01700048 SCG S'pore LIEW WAI KEONG 01700032 SCG S'pore LIM CHIT HIANG 01700033 SCG S'pore LIM HUI LENG 01700164 SCG S'pore LIM TECK BUN 01605572 SCG S'pore LONG TIEN KIAN 01700224 SCG S'pore MAK MOON KUEN 01700150 SCG S'pore NAOMI IMANAKA 01700431 SCG S'pore NG CHI MAN HECTOR 01700400 SCG S'pore NG KEAR KEN STEPHEN 01700389 SCG S'pore NG MUN YEE 01700013 SCG S'pore NG PENG HENG 01700155 SCG S'pore NG WAI YEE 01700135 SCG S'pore POON KUM CHOON 01700354 SCG S'pore QUEK LENG LI CELIA 01700191 SCG S'pore SHI ZHENG 01700229 SCG S'pore SIEW MAY FONG 01700177 SCG S'pore SNG BOON YEOW 01700334 SCG S'pore SO WAI MAN 01700152 SCG S'pore SOH CHAIT SENG 01700010 SCG S'pore SUEN CHIU KEUNG 01700015 SCG S'pore TAN HOCK WENG 01700392 SCG S'pore TAN KAY PHONG 01700158 SCG S'pore TAN KOON SIA 01700355 SCG S'pore TANG TUNG WEI 01700351 157

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG S'pore TAY CHIN BEE 01700361 SCG S'pore TAY GUAN LENG EDWARD 01700179 SCG S'pore TEO SEE SEE 01800244 SCG S'pore WONG SOEK MENG 01700203 SCG S'pore WONG YOOK CHIN 01700093 SCG S'pore YEO TIONG KHENG 01700357 SCG S'pore YEO WEE LEONG 01700105 158

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - SPAIN GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG Madrid MARIA EUGENIA TURRION 26330007 159

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - SWEDEN GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG SWEDEN BJORNSTAD, EVA 25320008 SCG SWEDEN NICLAS PETTERSSON 25320035 160

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - SWITZERLAND GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG SWITZERLAND BECKY MUMMA 10033715 SCG SWITZERLAND CORINNE MASSETTI 26300958 SCG SWITZERLAND KATHY SPENCE 26300883 SCG SWITZERLAND URS MENZI 26300093 SCG GENEVA-ESC TOM EDGAR 26300894 SCG GENEVA-ESC CORINNE MASSETTI 26300958 SCG GENEVA-ESC BECCI MUMMA 10033715 SCG GENEVA-ESC KATHY SPENCE 26300883 161

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - THAILAND GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG Thai ANUCHIT V. 00509001 SCG Thai BOONNAYANON NAMPEUNG 00509006 162

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - TAIWAN GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG TWN CHIU LISA 1010206 SCG TWN LEE ANNIE 1010252 SCG TWN CHOU GRACE 1010098 SCG TWN JACK TU 01010180 SCG TWN HARVEST WANG 01010235 SCG TWN AL CHIANG 01010300 SCG TWN FRANCIS CHIEN 01010042 SCG TWN CLEMENCE CHU 01010198 SCG TWN CHEN, DAISY 640000984 SCG TWN HSU, Y C 640001489 SCG TWN LIANG J Y 640000525 SCG TWN WANG J J 640024577 SCG TWN WU B F 640031373 SCG TWN YANG L H 640035216 SCG TWN WILLIAM JEAN 64001023 SCG TWN SHEN P H 64033604 SCG TWN KANG C H 64026451 SCG TWN JONATHAN CHANG 64002154 163

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - UNITED STATES GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AL03 CHANEY, RICK L 10052228 SCG AL03 DAVIDSON, MICHAEL A 10015168 SCG AL03 MAYES, LYNN LEA 10099583 SCG AL03 MC GOUGH, DAVID 10132896 SCG AL03 MCCANDLESS, DANIEL E 10031029 SCG AL03 PHILLIPS, MICHAEL J l0110993 SCG AL03 ROWSE, THOMAS 10130920 SCG AL03 TONEY JR HURCEY H 10059706 SCG AL03 WILLLAMS, TIMOTHY L 77012342 SCG AZ01 ADAMI, DANIEL R 10125882 SCG AZ01 ADAMS, GREGORY J 10110853 SCG AZ01 ADAMS, SHELLE 18000534 SCG AZ01 ADAMS, STEVEN 10116213 SCG AZ01 ADAMS, VICKI L 10073681 SCG AZ01 AGUAYO, TONI B 10078353 SCG AZ01 AGUILERA, MARY 10075397 SCG AZ01 AI, XLAOHONG R 10110044 SCG AZ01 AKERS, STEVEN M 10080455 SCG AZ01 ALANIS, AGUSTIN 18003120 SCG AZ01 ALEJANDRO, GUADALUPE 10072596 SCG AZ01 ALEXANDER, DENNIS W 10072566 SCG AZ01 ALEXANDER, KENNETH L 10023253 SCG AZ01 ALFARO, RUDY F 10079163 SCG AZ01 ALFIER, IDA L 10071917 SCG AZ01 ALLDREDGE, ANTOINE D 10079007 SCG AZ01 ALLEN, BETTY J 10076180 SCG AZ01 ALLEN RICHARD L 10061687 SCG AZ01 ALLEN, SCOTT 18002147 SCG AZ01 ALMESFER, BASSAM S 10080573 SCG AZ01 ALTERGOTT, MYRA G 10080728 SCG AZ01 ALVAREZ, EMILY A 10079068 SCG AZ01 ALVAREZ, LEONIDA C 10084661 SCG AZ01 ALVAREZ, MARLA C 10080953 SCG AZ01 ALVILLAR, EMILIA 10070982 SCG AZ01 AMALIO CARA 10105642 SCG AZ01 AMDAHL, JOEL L 10117885 SCG AZ01 AMORE, LYNDA J 10079746 SCG AZ01 AMORIN, PAMELA E 10012959 SCG AZ01 ANDERSEN, TOM 18000628 SCG AZ01 ANDERSON, CHAD M 18001527 164

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 ANDERSON, DAVID L 10074776 SCG AZ01 ANDERSON, LYDIA R 10072060 SCG AZ01 ANDERSON, NEILL W 10058834 SCG AZ01 ANDERSON, ROBERT 18004039 SCG AZ01 ANDERSON, SAMUEL J 10090866 SCG AZ01 ANDERSON, THOMAS A 10019656 SCG AZ01 ANDERSON, WALTER K 10052257 SCG AZ01 ANGLE, BRANDI 18002555 SCG AZ01 ANTILLON, CAROLYN 10080175 SCG AZ01 ANZAR, ROSE C 10075023 SCG AZ01 ARAGON, GLORLA L 10075159 SCG AZ01 ARAIZA, ROBERT J 10071832 SCG AZ01 ABBIZU, MARCIA L 10090300 SCG AZ01 ARBUCKLE, CLAUDIA D 10071520 SCG AZ01 ARENAS, ERLINDA 18002267 SCG AZ01 ARGAEZ, LUIS 10067039 SCG AZ01 ARIZPE, MARIA 18004812 SCG AZ01 ARMSTRONG, CORY 18000970 SCG AZ01 ARMSTRONG, IRENE J 10088425 SCG AZ01 AROMOLARAN, ADEBOLA A 10075204 SCG AZ01 ARVIZO, PATSY 10078010 SCG AZ01 ASCOLI, SR., DON M 10066682 SCG AZ01 ASCOLI, MARIO D 10078899 SCG AZ01 ASHSROOK, ANITA J 10046896 SCG AZ01 ATANOVICH, MARK T 10019145 SCG AZ01 ATKINSON, ROBERT P 10005079 SCG AZ01 AUSTIN, JON H 10088509 SCG AZ01 AVALOS, CECILIO C 10085364 SCG AZ01 AVALOS, MICHAEL 18000892 SCG AZ01 AYERS, LINDA K 10076330 SCG AZ01 AZZI, MICKAEL A 10079605 SCG AZ01 BABASICK-CELAYA, VIRGINA 10074848 SCG AZ01 BABB, DEBORAH A 10021580 SCG AZ01 BACA, BONNIE L 10080123 SCG AZ01 BACA, MARIA C 10080122 SCG AZ01 BACA, PAMELA K 10080281 SCG AZ01 BACA, ROSEMARIE 10071540 SCG AZ01 BACON, STEVE M 10076058 SCG AZ01 BADIEE, SHAHIN S 10128687 SCG AZ01 BADILLA, RODOLFO C 10103062 SCG AZ01 BAEK, AE HEE 10090360 SCG AZ01 BAEZ, ALFONSO 10078711 SCG AZ01 BAILEY, RICHARD A 10103569 SCG AZ01 BAKER, DAWN M 18005168 SCG AZ01 BALBAS, RANDIE 18001287 165

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 BALDWIN, TERRY S 10074252 SCG AZ01 BALK, DAMIEN J 10126564 SCG AZ01 BALLAS, HELEN M 10092179 SCG AZ01 BALSTER, GERALD E 10084311 SCG AZ01 BANDA, GILBERT 10073974 SCG AZ01 BANDA, MARGARITA P 10076355 SCG AZ01 BANKS, JANET 10028897 SCG AZ01 BARAGAU, DORU 10091076 SCG AZ01 BARBARI, DONALD G 10070824 SCG AZ01 BARBEE, ADAM A 10103986 SCG AZ01 BARLETT, JR. SALVADORE P 10011422 SCG AZ01 BARLOW, DONALD 18002503 SCG AZ01 BARRERA, TONY O 18001529 SCG AZ01 BARRIOS, BENEDICT 10135900 SCG AZ01 BARSKAK, TORI 10090801 SCG AZ01 BARTELS, DAVID W 10121735 SCG AZ01 BARTELT, PAUL W 10016364 SCG AZ01 BARTLETT, SONDRA D 10068811 SCG AZ01 BARTLEY, RICKEY D 10060313 SCG AZ01 BARTON, CHARLES 18000210 SCG AZ01 BARTON, GEORGE J 10068221 SCG AZ01 BARTON, VICKY L 10136546 SCG AZ01 BASS, JONATHAN 18001055 SCG AZ01 BATES, HENRY E 10002209 SCG AZ01 BATISTE, VALERIE M 10073964 SCG AZ01 BATTLES, STANLEY J 10020976 SCG AZ01 BAUER, CHRISTOPHER 10129684 SCG AZ01 BAUER, JEFFREY M 18004920 SCG AZ01 BAUER, SHELLEY K 10135685 SCG AZ01 BAUMANN, GERALD A 10067762 SCG AZ01 BAY, GLENA 10056158 SCG AZ01 BAZZELL, SEAN P.W. 18002678 SCG AZ01 BEAL, JEAN A 10024507 SCG AZ01 BEARDSLEE, SUSAN 10025492 SCG AZ01 BEASLEY, WILLIAM 18000031 SCG AZ01 BEAUDIN, DENISE L 10063723 SCG AZ01 BECHTOLD, JESSIE A 10074339 SCG AZ01 BECKER, CHAD 18002061 SCG AZ01 BECKLEY, DENNIS R 10077519 SCG AZ01 BEDARD, TERRY C 10049710 SCG AZ01 BELLO, ERNESTO G 10075199 SCG AZ01 BELLO, FERNANDO A 10083854 SCG AZ01 BELLO, LIDIA 10079012 SCG AZ01 BELMONT, STEVEN R 10006872 SCG AZ01 BELTRAN, LUCY C 10076753 166

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 BENALLY, MICKEY 18003163 SCG AZ01 BENAVIDEZ, MARIA A 10100727 SCG AZ01 BENDER, JOHN R 10011637 SCG AZ01 BENNETT, KARYN D 10060083 SCG AZ01 BENSON, JOYCE M 10075670 SCG AZ01 BENTLEY, DAVE S 10075550 SCG AZ01 BERBNER, FRED 10004165 SCG AZ01 BERG, REBECCA L 10119394 SCG AZ01 BERNARD, KEITH R 10072305 SCG AZ01 BERRY, ELIZABETH A 10048712 SCG AZ01 BERRY, KENNETH A 10101038 SCG AZ01 BERRYMAN, TRINA A 10061499 SCG AZ01 BESAW, JON E 10114903 SCG AZ01 BESWICK, RICKY 10086148 SCG AZ01 BIANCONI, JOSEPH R 18005845 SCG AZ01 BIAS, CONSTANCE M 10071435 SCG AZ01 BIAS, REX L 10075997 SCG AZ01 BINEYARD, ALICIA, N 10118330 SCG AZ01 BINJRAJKA, VINAY K 10120063 SCG AZ01 BIRK, AMY 18001453 SCG AZ01 BISIG JR., JOSEPH S 10080128 SCG AZ01 BLACK, NANCY 10021815 SCG AZ01 BLACK, STEVEN C 10075864 SCG AZ01 BLACKMAN, BRIAN 18005313 SCG AZ01 BLACKWELL, PATRICIA A 10008657 SCG AZ01 BLAKLEY, FRANCES P 10074782 SCG AZ01 BLEDSOE, BRIAN A 10025066 SCG AZ01 BLEVINS, DAVID O 10076478 SCG AZ01 BLUE, LARRY P 10020429 SCG AZ01 BLUME, TASHA 18003632 SCG AZ01 BOBBITT, CHARLES E 10013530 SCG AZ01 BOBIS, VICTOR R 10117493 SCG AZ01 BOETTCHER, BARBARA J 10079246 SCG AZ01 BOGACZ, MARCIN R 10107278 SCG AZ01 BOGAR, GORDON T 10067776 SCG AZ01 BOGDAN, JOHN 18002360 SCG AZ01 BOHNER, LINDA D 10071186 SCG AZ01 BOND, DEBBIE L 10019991 SCG AZ01 BOND, GREG C 10115791 SCG AZ01 BOND, MARK J 10058956 SCG AZ01 BOOTH, LEANN I 10125122 SCG AZ01 BOPKO, JEREMIAH J 18001027 SCG AZ01 BORBOA, EVELYN D 10004521 SCG AZ01 BORBON, MARTIZA 10064676 SCG AZ01 BORCZAK, RICHARD P 10029419 167

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 BORELLI, JANETTE B 10074450 SCG AZ01 BORELLI, MARK 10007184 SCG AZ01 BORKENSTEIN, VICTOR A 10081080 SCG AZ01 BORNS, GERI 10079199 SCG AZ01 BORTNIAK, DEBORAH D 10076576 SCG AZ01 BOSCO, KAREN M 10037570 SCG AZ01 BOUCHER, FERNANDE R 10000111 SCG AZ01 BOUGHTER, D LAWRENCE 10009406 SCG AZ01 BOWLER, MARGERAT M 10099635 SCG AZ01 BOWMAN, JENNI M 10129680 SCG AZ01 BOWMAN, LINDA 10076829 SCG AZ01 BOYD, CORRINE 10085723 SCG AZ01 BOYLE, JOHN 18002661 SCG AZ01 BRADLEY, CLAIRE L 10076219 SCG AZ01 BRADSHAW, DIANE L 10060288 SCG AZ01 BRADSHAW, EMILY R 10136540 SCG AZ01 BRAFFORD, DORA M 10080974 SCG AZ01 BRAGDON, DANIEL E 10051389 SCG AZ01 BRANCH, NORMA L 10007950 SCG AZ01 BRACHTER, JR ROY W 10075332 SCG AZ01 BRAUER, BRIAN H 10019737 SCG AZ01 BRAVO, JAMES G 10074264 SCG AZ01 BRAYMAN, FRANCES F 10021684 SCG AZ01 BRECHEISEN, DAVID L 10125458 SCG AZ01 BRENNAN, JAY P 10069801 SCG AZ01 BRESSLER, JON 18004645 SCG AZ01 BRET, DONALD L 10075725 SCG AZ01 BREWER, NANCEE M 10039078 SCG AZ01 BREWER, TONY M 10107920 SCG AZ01 BRIGGS, DAVID K 10130439 SCG AZ01 BRINK, SUSAN M 10048260 SCG AZ01 BROCK, CHERYL M 10076481 SCG AZ01 BROGAN, DEBORAH J 10106952 SCG AZ01 BROGDON, JOSEPH 18002583 SCG AZ01 BROGDON, SHAWN C 10107051 SCG AZ01 BROMMER, PHILIP J 10098549 SCG AZ01 BROOKE, VERONICA 10121182 SCG AZ01 BROOKS, MARVIN R 10076111 SCG AZ01 BROOKS, STACY R 18003988 SCG AZ01 BROUTY, MARGARET 10071381 SCG AZ01 BROWN, BETTY 10009957 SCG AZ01 BROWN, DAVID P 10047224 SCG AZ01 BROWN, DELIA 10059363 SCG AZ01 BROWN, HELEN P 10013243 SCG AZ01 BROWN, JAMES F 10039143 168

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 BROWN, REBECCA 18000283 SCG AZ01 BROWN, RICK D 10081157 SCG AZ01 BROWN, THOMAS S 10117744 SCG AZ01 BROWN, VAUGHAN T 10079773 SCG AZ01 BRUCE, JOHN C 10074691 SCG AZ01 BRUCHHAUSER, BRIAN 18001335 SCG AZ01 BRUHAUG, JENS 10069513 SCG AZ01 BRUNER, THOMAS G 10069891 SCG AZ01 BRUNS, LAUREN J 10071587 SCG AZ01 BRYAN, STEVEN 10045954 SCG AZ01 BRYANT, TROY W 18003492 SCG AZ01 BRYSON, ANITA L 10079520 SCG AZ01 BRZEZINSKI, ED 18004283 SCG AZ01 BUCALO, CHRISTINE L 10071570 SCG AZ01 BUCHDA, LARRY 10050188 SCG AZ01 BUCHDA, RICHARD R 10050136 SCG AZ01 BUDDE, JR. DONALD K 10095857 SCG AZ01 BUEHRER, DIANA L 10111739 SCG AZ01 BUETI, ENCARNACION N 10007132 SCG AZ01 BUFFINGTON, SCOTT A 10072004 SCG AZ01 BUGH, ROBERT R 18003727 SCG AZ01 BUHRMAN, ROBERT D 10079424 SCG AZ01 BUJOR, LIDIA 10130210 SCG AZ01 BULLOCK, STEPHEN 18002552 SCG AZ01 BURANICH III, LOUIS J 10018515 SCG AZ01 BURCHFIELD, ROBERT G 10064938 SCG AZ01 BURCKHARDT, DOUGLAS A 10034517 SCG AZ01 BURKS, ERIC LEE 10021909 SCG AZ01 BURLEY, DARLENE D 18003809 SCG AZ01 BURNER, JOSEPH 18002270 SCG AZ01 BURNER, JOSEPH 10075244 SCG AZ01 BURNHAM, VICTORIA H 10096956 SCG AZ01 BURNS, DARRYL H 10013022 SCG AZ01 BURNS, KELLY 18003985 SCG AZ01 BURNS, KENNETH R 10081140 SCG AZ01 BURRIS, SHERRI L 10080966 SCG AZ01 BURROWS, JEWEL F 10073454 SCG AZ01 BURTON, LINCOLN T 10116621 SCG AZ01 BUZARD, DOUGLAS 10046598 SCG AZ01 BUZULECIU, CAROL 18000287 SCG AZ01 BYE, DEBORAH L 10116417 SCG AZ01 BZDAK, PATRICK 18000151 SCG AZ01 CACHUELA, KAYETHEA M 10079603 SCG AZ01 CAFFREY, ERIC 10128324 SCG AZ01 CAIN, ALISPA R 10071182 169

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 CAIN, ANNIE 10052016 SCG AZ01 CAIRNES, MICHAEL R 10012720 SCG AZ01 CALBERT, HURLEY D 10073387 SCG AZ01 CAMERON, PAUL A 10073528 SCG AZ01 CAMPBELL, DANIEL M 10100626 SCG AZ01 CAMPBELL, DIANE S 10051872 SCG AZ01 CAMPBELL, SHIRLEY A 10079117 SCG AZ01 CAND, PHILIPPE 26301167 SCG AZ01 CANEZ, TERRY 10079402 SCG AZ01 CANNING, MARK 18004086 SCG AZ01 CANNIZZARO, DANIELLE E 10096910 SCG AZ01 CANNON, TIMOTHY J 18002642 SCG AZ01 CANO, MARTINA E 10076016 SCG AZ01 CAPUCCIO, JOHN A 18003746 SCG AZ01 CARAMANZANA, COURTNEY R 18002841 SCG AZ01 CARILLO, ELIZABETH M 10096436 SCG AZ01 CARILLO, LEOPOLDO 10071902 SCG AZ01 CARLSON, GREGORY A 10080859 SCG AZ01 CARLTON, SHANNON M 10116230 SCG AZ01 CARNES, ROSS O 10067495 SCG AZ01 CARPENTER, JR WILLIAM N 10071434 SCG AZ01 CARRASCO, ERNESTO R 10125124 SCG AZ01 CARRIERES MARGARET M 10074890 SCG AZ01 CARROLL, JERRY 18000969 SCG AZ01 CARTER, GLORYA DAWN 10078424 SCG AZ01 CARTER, JARVIS L 10059799 SCG AZ01 CARTMELL, DONALD K 10010598 SCG AZ01 CARVER, STEVEN E 10071446 SCG AZ01 CASEY, LINDA G 10078422 SCG AZ01 CASSADY, LINDA O 10136728 SCG AZ01 CASTORENA. HILARIE R 18003804 SCG AZ01 CASTRO, ROSALIE A 10080287 SCG AZ01 CASTRO, RUBY R 10080452 SCG AZ01 CAVAZOS, HILDA G 10079971 SCG AZ01 CAVAZOS, SHIRLEY A 10110571 SCG AZ01 CAVIN, DOUGLAS E 10071685 SCG AZ01 CERVI, VICTOR 18000013 SCG AZ01 CHAE-JACOBSEN YOUNG-DEO 10135547 SCG AZ01 CHAFEY, VERLAM 10021883 SCG AZ01 CHAIN, ELIZABETH 10031384 SCG AZ01 CHANDRAMOHAN, SUBRAMANI 10090604 SCG AZ01 CHANEY, CHRISTOPHER S 10077355 SCG AZ01 CHAPMAN, AMBER R 18005521 SCG AZ01 CHAPMAN, LINDSAY T 10071550 SCG AZ01 CHARLTON, PATSY J 10079586 170

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 CHARRON, STEPHEN J 10001935 SCG AZ01 CHATHAM, CHARLES W 10075114 SCG AZ01 CHAVEZ, ANDREW C 10118572 SCG AZ01 CHAVOYA, WALTER R 10129804 SCG AZ01 CHAWLA, VIRENDRA K 10116905 SCG AZ01 CHAYDEZ, ADOLFO M 10074855 SCG AZ01 CHEATHAM, JUDITH A 10088329 SCG AZ01 CHENEY, LE W 10041418 SCG AZ01 CHENG, HEMEN 18002548 SCG AZ01 CHERRY, ANNETTE M 10071384 SCG AZ01 CHEST, JOANNE 10080734 SCG AZ01 CHILL, BRUCE W 10125347 SCG AZ01 CHIOU, HERNG DER 10064381 SCG AZ01 CHISM, JACK 18005332 SCG AZ01 CHISM, LORI D 10116796 SCG AZ01 CHOULES, ROBERT P 10076927 SCG AZ01 CHRISTESON, JULIE H 10073765 SCG AZ01 CHROL, MARIA 10076135 SCG AZ01 CHRONISTER, SR. DOYLE 10067499 SCG AZ01 CHURCHWELL, VALERIE D 10136448 SCG AZ01 CISNEROS, MATILDA 10068709 SCG AZ01 CLANCY, WENDY L 18001881 SCG AZ01 CLARE, ROBERT 10090524 SCG AZ01 CLARK, CRAIG A 10076847 SCG AZ01 CLARK, ELIZIADA M 10021599 SCG AZ01 CLARK, TRACY 18003197 SCG AZ01 CLARKSON, GREGORY E 10120974 SCG AZ01 CLEVENGER, TROY E 10114762 SCG AZ01 COCHRAN, LINDA M 10071581 SCG AZ01 CODDINGTON, BARBARA A 10073818 SCG AZ01 COFFMAN, JOHN P 10109159 SCG AZ01 COHEN, RICHARD 10066105 SCG AZ01 COLES, JO ONNA 10076284 SCG AZ01 COLLIER, SUSAN A 10079177 SCG AZ01 COLLINS, JUDY A 10075020 SCG AZ01 COLOGNA, VICTORIA J 10080602 SCG AZ01 COLOMBO, RAY A 10004095 SCG AZ01 COLON, ANTONIO 10121040 SCG AZ01 COLON, ORLANDO 10002565 SCG AZ01 CONERLY, JOHN E 10060750 SCG AZ01 CONLIN, JR ROBERT 10078071 SCG AZ01 CONNER, DENNIS 10072660 SCG AZ01 CONNER, DIANE 10065936 SCG AZ01 CONNER, DONALD W 10107914 SCG AZ01 CONNER, TINA 10067276 171

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 CONNOR, JR EDDIE L 10136355 SCG AZ01 CONRAD, JULIE A 10075989 SCG AZ01 CONROY, STEVEN 10078046 SCG AZ01 CONSIDINE, PATRICK A 10073263 SCG AZ01 CONTRERAS, MARGARET O 10116781 SCG AZ01 CONTRERAS, NANCY A 10074532 SCG AZ01 CONTRYMAN, ROBERT L 10006157 SCG AZ01 COOK, JR JOHN S 10130841 SCG AZ01 COOK, ROBERT W 10022548 SCG AZ01 COOKMAN, JIMMIE J 10078702 SCG AZ01 COOKMAN, TOBIN 18002775 SCG AZ01 COOPER KEEBLE, CRYSTAL 10009341 SCG AZ01 COREA, RUCGARD A 10071130 SCG AZ01 CORLEY, JEAN L 10090371 SCG AZ01 CORNELL, CHARLES D 10078993 SCG AZ01 CORNELL, HAZEL 10078904 SCG AZ01 CORNELL, KEARY 10080343 SCG AZ01 CORONADO, SERGIO 18001749 SCG AZ01 CORTEZ, ALFREDO 10086407 SCG AZ01 CORTEZ, CARMEN L 10074167 SCG AZ01 CORUM, DENISE 10078065 SCG AZ01 COSTANTINO, JAMES D 10072294 SCG AZ01 COTA, FRANCINE T 10120252 SCG AZ01 COTA, RAMON 10079342 SCG AZ01 COTA, THOMAS E 10117823 SCG AZ01 COULTER, BELINDA D 10076501 SCG AZ01 COULTER, BONNIE J 10071127 SCG AZ01 COVERT, JOHN L 10047737 SCG AZ01 COWIE, MARK E 10018896 SCG AZ01 COX, JEFFRI W 10061714 SCG AZ01 COX, SHANNON M 10130526 SCG AZ01 CRABTREE, GEOFFREY J 10019913 SCG AZ01 CRAIG, MICHARL D 10076299 SCG AZ01 CRANDALL, MATT 10073256 SCG AZ01 CRANDELL, GARY R 10120064 SCG AZ01 CRAWFORD, DUANE E 10019642 SCG AZ01 CRAWFORD, LOUISE 10078764 SCG AZ01 CRIPE, JERRU D 10022142 SCG AZ01 CRITTENDEN, RUSSELL F 10074093 SCG AZ01 CROSBY, SEAN 18001336 SCG AZ01 CROSBY, TAMMY 10090907 SCG AZ01 CROSS, CHARLES J 10074749 SCG AZ01 CROW, EARLENE L 10074472 SCG AZ01 CROWDER, RODNEY T 10062516 SCG AZ01 CROZIER, KENNETH L 10070513 172

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 CRUMPTON, DAVID C 10006224 SCG AZ01 CRUSE, LON 10041217 SCG AZ01 CRUZ, ELVIRA R 10078964 SCG AZ01 CRUZ, LISA D 10078919 SCG AZ01 CRUZ, MARIA E 10076727 SCG AZ01 CRUZ, RAMONA H 10079769 SCG AZ01 CULBERTSON, DAVID M 10080749 SCG AZ01 CULLUM, MIKE D 18003731 SCG AZ01 CUMMARD, JR MICHAEL L 10113906 SCG AZ01 CUPS, DONALD 18003765 SCG AZ01 CURLEY, BRUCE J 10075708 SCG AZ01 CURRENS, JANSEN D 10079054 SCG AZ01 CUSTER, LISA 10014446 SCG AZ01 CUTBIRTH, TIMOTHY L 10061227 SCG AZ01 CUTTER, FREDERICK W 10103989 SCG AZ01 CUYLER, VICTORIA W 18003806 SCG AZ01 CZITTERBERG, GARY J 10010334 SCG AZ01 DAHLEN, MARK A 10063924 SCG AZ01 DAHLEN, MERCI D 10070541 SCG AZ01 DALE, MICHAEL 10008141 SCG AZ01 DALEY, RICHARD F 18001645 SCG AZ01 DALLMER, GARY 18000321 SCG AZ01 DALMEIDA, SHIRLEY J 10009048 SCG AZ01 DANAHER JR. EDWARD A 10009203 SCG AZ01 DANFORTH, DUANE L 18002593 SCG AZ01 DANGER, RONNIE J 10084037 SCG AZ01 DANIELS, CRIS 18000873 SCG AZ01 DANIELY, VERNETTA 10014696 SCG AZ01 DANISH, CAROL A 10078479 SCG AZ01 DARBY, DAVID E 18001688 SCG AZ01 DASHNEY, GARY E 10077145 SCG AZ01 DAVENPORT, ROBERT T 18003822 SCG AZ01 DAVID, CURTIS 10088526 SCG AZ01 DAVID, PAUL 10075222 SCG AZ01 DAVIES, LYNN G 10080947 SCG AZ01 DAVIS, CHARLES 10071194 SCG AZ01 DAVIS, DARREL T 18005445 SCG AZ01 DAVIS, JACK B 10114772 SCG AZ01 DAVIS, JOANNE 10083593 SCG AZ01 DAVIS, JOHN 10073231 SCG AZ01 DAVIS, SCOTT W 10131608 SCG AZ01 DAVIS, THERESA L 10047998 SCG AZ01 DAWSON, DENISON D 10071681 SCG AZ01 DAWSON, RICHARD A 10082657 SCG AZ01 DEAL, PAUL W 10045821 173

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 DEANDA, JOANNE P 10072863 SCG AZ01 DECOTEAU, TERENCE 18002809 SCG AZ01 DECOURSEY, ROSEMARY 10000330 SCG AZ01 DEEN, WILLIAM F 10120946 SCG AZ01 DEL RIO, RODERICK R 10115968 SCG AZ01 DELANEY, SCOTT C 10040892 SCG AZ01 DEFINADO, ISABEL P 10081233 SCG AZ01 DELGADO, JESUS 10083787 SCG AZ01 DELGADO, SAMUEL F 10079095 SCG AZ01 DELONEY, DEBRA F 10078541 SCG AZ01 DELORENZO, LORETTA M 10107324 SCG AZ01 DELOS REYES, NELSON 18003482 SCG AZ01 DEMEULENAERE, GEORGE E 10043799 SCG AZ01 DEMKO, DAVID 18000168 SCG AZ01 DENNEY, ROGER 10074819 SCG AZ01 DREMER, WAYNE A 10007523 SCG AZ01 DERRIG, NANCY B 10036170 SCG AZ01 DESHPANDE, VASANTI A 10104920 SCG AZ01 DESJARDINS, MICHAEL G 10136553 SCG AZ01 DESOUZA, RICHARD A 10107358 SCG AZ01 DESTA, TADELE T 10090921 SCG AZ01 DEVINE, JAMES P 10079011 SCG AZ01 DEWALT, LYNDA 18001313 SCG AZ01 DI DEA, FRANK L 10003059 SCG AZ01 DI MICHALE, FRANK C 10005794 SCG AZ01 DIAZ, JESUS 10079168 SCG AZ01 DIAZ, MARGARITA S 10077693 SCG AZ01 DIEHL, MADELEINE 18002578 SCG AZ01 DIENER, CHARLOTTE 18000461 SCG AZ01 DIESTLER, JOE M 10135677 SCG AZ01 DIGREGORIO, FRANK J 10074883 SCG AZ01 DILL, STEPHEN A 10106823 SCG AZ01 DILLEY, MARK 18000919 SCG AZ01 DISILVESTRIO, JOSEPH R 10075107 SCG AZ01 DITMAR, DONALD F 10018487 SCG AZ01 DOANE, CHARLES E 10023223 SCG AZ01 DOBBS, RAYMOND P 10106687 SCG AZ01 DOMINGUEZ, MARC C 10136740 SCG AZ01 DONALD, ANDRE A 10122371 SCG AZ01 DONNELLY, YVONNE 10038314 SCG AZ01 DORIAN, HAMILTON H 10124511 SCG AZ01 DORMAN, GEORGE F 10106376 SCG AZ01 DOROSH, BELINDA B 10096338 SCG AZ01 DORWACHTER, KIRBY D 10008007 SCG AZ01 DOSS, DONALD G 10077006 174

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 DOUGLAS, RONALD D 10078996 SCG AZ01 DOUGLASS, KIMBERLY 10090937 SCG AZ01 DOWELL, JEREMY J 10123808 SCG AZ01 DOWNEY II, THOMAS J 10006112 SCG AZ01 DOWNIN, DONALD E 10074025 SCG AZ01 DRAKE, MELISSA 18001741 SCG AZ01 DROBNAK, PAUL 10018641 SCG AZ01 DUCHARME, SUSAN L 10023632 SCG AZ01 DUGGAN, SEAN M 10116629 SCG AZ01 DUKES, GWENDOLYN K 10075667 SCG AZ01 DUMONT, ANDRE R 10113367 SCG AZ01 DUNAJ, NANCY E 10046992 SCG AZ01 DUNDULIS, ARDITH F 10075274 SCG AZ01 DUNHAM, RICHARD M 10104002 SCG AZ01 DUNHAM, SUSAN D 18001528 SCG AZ01 DUNN, REBECCA 10130249 SCG AZ01 DUPRE, YANN 22309344 SCG AZ01 DUQUE, ROBERT M 10120066 SCG AZ01 DURAN, ARSENIO 10077020 SCG AZ01 DURAN, IGNACIO I 10059131 SCG AZ01 DURAN, JIM M 10078145 SCG AZ01 DURAZO, BLANCA F 10078153 SCG AZ01 DURAZO, ROBERTA G 10079405 SCG AZ01 DUSKIN, MARK J 10110045 SCG AZ01 DUSSOUET, EMMANUELLE 10125700 SCG AZ01 DUSZ, BRETT J 10120333 SCG AZ01 DUTCHOVER, ALBERT 18003984 SCG AZ01 DUTTON, MICHELLE K 10070164 SCG AZ01 DUVALL, THOMAS A 10067327 SCG AZ01 DYE, ALAN S 10068544 SCG AZ01 DYNES, RICHARD L 10096430 SCG AZ01 DYRSTEN, RALPH A 10008737 SCG AZ01 EANES, TERRY E 10019490 SCG AZ01 EARLE, RICHARD W 10081413 SCG AZ01 EASTER, ARTHUR L 10109214 SCG AZ01 EBERLINE, RICHARD N 10046709 SCG AZ01 ECHEAGARAY, NORMA D 10080986 SCG AZ01 EDMONDSON, ADAM D 10116228 SCG AZ01 EDMUNDS, RICHARD A 10112771 SCG AZ01 EDWARDS, JANCIE 10066973 SCG AZ01 EDWARDS, KEITH M 10066574 SCG AZ01 EDWARDS, MARCELLA A 10074081 SCG AZ01 EDWARDS, PAUL T 16002180 SCG AZ01 EGAN, MICHAEL M 10008041 SCG AZ01 EHASZ, LA NORA M 18001647 175

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 EHRENBERG, TONYA M 10136737 SCG AZ01 ELIAS, RUSSELL J 10014416 SCG AZ01 ELLINGTON, MARY E 10076714 SCG AZ01 ELLIOTT, TAMMY J 10049794 SCG AZ01 ELLIS PATTON, CAROL LEE 10072482 SCG AZ01 ELLISON, JIM 10078173 SCG AZ01 ELWELL, STEVEN A 10070192 SCG AZ01 ENCINAS, RICHARD A 10103167 SCG AZ01 ENDER, WILLIAM 10076893 SCG AZ01 ENGLAND, MAUREEN 10086800 SCG AZ01 ENGSTRON SR, REX W 10070794 SCG AZ01 ENRIQUEZ, MARY ANN 10079764 SCG AZ01 ENRIQUEZ, OFELIA 10076879 SCG AZ01 ERBSCHLOE, KATHERINE L 10113908 SCG AZ01 ERBSCHLOE, KIMBERLY E 10136723 SCG AZ01 ERRIKSON, MARJORIE S 10072883 SCG AZ01 ESCALANTE, ANTIONETTE 18003670 SCG AZ01 ESCALANTE, FLORENCIO D 10078508 SCG AZ01 ESPINOZA, CARMEN A 10078349 SCG AZ01 ESPINOZA, CHRISTINE 10061214 SCG AZ01 ESPINOZA, LUPE H 10075456 SCG AZ01 ESPINOZA, MARIA 10075486 SCG AZ01 ESPINOZA, ROSALIE 10090305 SCG AZ01 ESPOSITO, MARTIN T 10076774 SCG AZ01 ESTRADA, ESTHER 10077501 SCG AZ01 EVANIAK, ROBERT E 10006460 SCG AZ01 EVANS, KEENAN L 10075391 SCG AZ01 EVANS, ROBERT W 10081978 SCG AZ01 EWER, LAWRENCE E 18002787 SCG AZ01 FABELA, FRED E 10073930 SCG AZ01 FAHERTY, BRIAN 18003115 SCG AZ01 FALK, ALEXANDER J 10079927 SCG AZ01 FALKENSTEIN, LANCE J 10083585 SCG AZ01 FALZONE, JUDITH A 10018967 SCG AZ01 FARNEY, CHRISTINE M 10076636 SCG AZ01 FARRAR, JOHN F 10021170 SCG AZ01 FARRAR, RAMONA G 10077528 SCG AZ01 FAULKINBURY, JACK A 10113899 SCG AZ01 FEATHERSTON, TIMOTHY B 10028674 SCG AZ01 FETCHER II, WILLIAM F 10030506 SCG AZ01 FEHR, JON E 10067861 SCG AZ01 FEINSTEIN, BARRY 10032313 SCG AZ01 FELLIS, CAMI A 10090339 SCG AZ01 FENN, STEVEN J 18002997 SCG AZ01 FENSTERMACHER, CYNTHIA M 10114899 176

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 FENWICK, DORIS B 10067584 SCG AZ01 FERAYORNI, ANDREW 18001020 SCG AZ01 FERGUS, KENNETH R 10020478 SCG AZ01 FERNANDEZ, JOHN A 10114190 SCG AZ01 FERNANDEZ, MIKE 18001651 SCG AZ01 FIELD, RICHARD M 10072474 SCG AZ01 FIELDS, PAMELA L 10077132 SCG AZ01 FIERRO, STEPHEN P 10057075 SCG AZ01 FIGGINS, DEBORAH L 10071152 SCG AZ01 FIGLEY, SUSAN R 10007438 SCG AZ01 FIGUEROA, ERIC 18002920 SCG AZ01 FINCH, THOMAS L 10120241 SCG AZ01 FINDLAY, CHELA 10092642 SCG AZ01 FINLAYSON, MATTHEW E 10108690 SCG AZ01 FINNEY, JACK D 10079784 SCG AZ01 FIORENZA, ENZO 18002745 SCG AZ01 FIRTH, DANNY L 10117733 SCG AZ01 FITZGERALD, CARRIE L 10122366 SCG AZ01 FITZGERALD, CHARLES 18002954 SCG AZ01 FITZPATRICK, MICHAEL S 10008336 SCG AZ01 FITZSIMMONS, ROBERT A 10106390 SCG AZ01 FLANIGAN, LUCY T 10076062 SCG AZ01 FLEMONS, CAROLYN D 10071411 SCG AZ01 FLENER, DOLORES M 10075283 SCG AZ01 FLOR, CHRISTA 10001913 SCG AZ01 FLORENCE, JOHN C 10063284 SCG AZ01 FLORES, EMMA 10054841 SCG AZ01 FLORES, MARY JO 10048240 SCG AZ01 FLORES, NANCY J 10072070 SCG AZ01 FLORES, NIDIA 10104929 SCG AZ01 FLORES, WILLIAM M 10075968 SCG AZ01 FLOWERS, JR FRANK J 10079756 SCG AZ01 FOOSE, JILL M 10005141 SCG AZ01 FOREMAN, JOHN L 10114543 SCG AZ01 FORMENTO, MICHAEL 18000752 SCG AZ01 FORNESS, ROBERT J 10003554 SCG AZ01 FOX, LEROY A 10079157 SCG AZ01 FRAGALE, WILLIAM L 10013749 SCG AZ01 FRALEY, VENIETTA O 10072301 SCG AZ01 FRANCISCO, CHERYL A 10073026 SCG AZ01 FRANK, RANDALL K 10047752 SCG AZ01 FRANKLIN, JOHN M 10022958 SCG AZ01 FRANKLIN, VICKIE ANN 10073472 SCG AZ01 FRANKS, LYNNE Y 10076525 SCG AZ01 FRANKS, TERRY P 10079506 177

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 FRASER, ALEXANDER 10006228 SCG AZ01 FRAYER, BRANDY L 10131128 SCG AZ01 FREEMAN, MARY C 10076300 SCG AZ01 FREEMAN, NANDALL 10073345 SCG AZ01 FREGIN, LAURA J 10071382 SCG AZ01 FRICK, BRUCE R 10050863 SCG AZ01 FRITCHIE, DARRELL 18001867 SCG AZ01 FUCHS, BETTY J 10067758 SCG AZ01 FUCHS, MARGARET 10090368 SCG AZ01 FUENTES, VALENTINO 10113907 SCG AZ01 FULGHUM, ELIZABETH R 10127884 SCG AZ01 FULLER, ROSALIE B 10117727 SCG AZ01 FULLER, ROSARIO S 10074562 SCG AZ01 FULTON, JEFF R 10081203 SCG AZ01 FUNG, ANTHONY B 10053924 SCG AZ01 FUNK, DEBORAH 18022229 SCG AZ01 FUZAT, ALLAIN J 10079737 SCG AZ01 GABEL, JAMES 18003980 SCG AZ01 GABRIELLE, MARK A 10003610 SCG AZ01 GADBERRY, MICHAEL D 10023290 SCG AZ01 GAEBLER, RANDALL R 10080591 SCG AZ01 GAFF, RENE D 10075545 SCG AZ01 GAINES, CLARA L 10074962 SCG AZ01 GAITAN, JOSEPH 10076024 SCG AZ01 GALE, JAMIE L 10119718 SCG AZ01 GALINDO, SAMUEL A 10073963 SCG AZ01 GALLAWAY, WILLIAM C 10019022 SCG AZ01 GAMBOA, ANTHONY R 10080442 SCG AZ01 GANDY, JR WILLIAM E 10080369 SCG AZ01 GAPA, JEROME F 10013607 SCG AZ01 GARAVAGLIA, CAROLYN R 10045042 SCG AZ01 GARCIA, ALONSO 18005095 SCG AZ01 GARCIA, ANITA C 10100292 SCG AZ01 GARCIA, D FERN 10040694 SCG AZ01 GARCIA, DANIEL 18004049 SCG AZ01 GARCIA, FELIPE J 10119870 SCG AZ01 GARCIA, HEIKE T 10073931 SCG AZ01 GARCIA, LUIS C 10098311 SCG AZ01 GARCIA, MARYANN C 10079765 SCG AZ01 GARCIA, RICARDO C 10061022 SCG AZ01 GARLAND, SHARON L 10076293 SCG AZ01 GARNER, EARL S 10028936 SCG AZ01 GARRE, SILVIA 10124853 SCG AZ01 GARTNER, MELISSA R 18004390 SCG AZ01 GARZA, LUCIANO J 10077787 178

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 GASOWSKI, JOSEPH J 10128537 SCG AZ01 GASQUET, HORACIO 18005100 SCG AZ01 GATTEN, DENNIS D 10064469 SCG AZ01 GAUGER, FRANCES 10079559 SCG AZ01 GAUGHAN, DONALD E 10069496 SCG AZ01 GEHL, CONNIE L 10034549 SCG AZ01 GEORGE, WILLIAM L 10053820 SCG AZ01 GERBENS JR, ALBERT R 10078747 SCG AZ01 GERKEN, GREGORY A 10071927 SCG AZ01 GERROS, TRACY ANN 18002839 SCG AZ01 GHOLSON, MIKE 10063224 SCG AZ01 GIFFIN, MICHAEL S 10071597 SCG AZ01 GIGER, MARY L 10081050 SCG AZ01 GILBERT, DAVID M 10064459 SCG AZ01 GILBERT, MARTHA A 10073061 SCG AZ01 GILLESPIE, GARRETT 18001334 SCG AZ01 GILLIES, JONATHAN M 10073291 SCG AZ01 GILMOUR, WILLIAM 10098304 SCG AZ01 GIPSON, TINA M 10113642 SCG AZ01 GIRAND, MICHAEL 10078844 SCG AZ01 GIRADI, MATTHIAS A 10120284 SCG AZ01 GIRON, STELLA 10084804 SCG AZ01 GIZZI, MICHAEL J 10003352 SCG AZ01 GLADSTONE, DANIEL J 10080586 SCG AZ01 GLEBA-RASCON, SYDNEY S 10114789 SCG AZ01 GLEIM, SANDRA I 10065148 SCG AZ01 GLENN, ERIC E 10116666 SCG AZ01 GLOVER, DOUGLAS L 10013518 SCG AZ01 GLOVER, STEPHEN P 10118974 SCG AZ01 GLYMPH, KEISHER 10130525 SCG AZ01 GOECKELER, CHARLES 10076601 SCG AZ01 GOETTL, ERIN L 10113646 SCG AZ01 GOLAMB, EDWARD L 10075809 SCG AZ01 GOLSNER, ,DAVID A 10001649 SCG AZ01 GOMEZ, DAVID A 10058597 SCG AZ01 GOMEZ, PATRICIA P 10056148 SCG AZ01 GONZALES, ARTHUR D 10076401 SCG AZ01 GONZALES, DONALD D 10107329 SCG AZ01 GONZALES, LILLIAN 10071144 SCG AZ01 GONZALES, LORRAINE 10071682 SCG AZ01 GONZALES, RICHARD T 10077595 SCG AZ01 GONZALEZ, ARMIDA R 10079434 SCG AZ01 GOODBURN, DAVID B 10071773 SCG AZ01 GOODIN, THOMAS E 10121377 SCG AZ01 GOODMAN, MICHAEL E 10126562 179

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 GORDILLO, MARIA 10002949 SCG AZ01 GORDILLA, OMAR A 10091968 SCG AZ01 GORDON, CYNTHIA J 10114446 SCG AZ01 GORMLEY, PATRICK J 10010147 SCG AZ01 GOULD, LILLIE W 10051559 SCG AZ01 GOWLER, GEOFFREY W 10100587 SCG AZ01 GRACE, LAURIE A 10121454 SCG AZ01 GRACE, THOMAS M 10006392 SCG AZ01 GRAF, PATRICIA L 10076880 SCG AZ01 GRAFF, DOROTHY A 10071928 SCG AZ01 GRAHAM, CATHERINE G 10113225 SCG AZ01 GRAHAM, GEORGE A 10067501 SCG AZ01 GRAHAM, MARGARET 10119580 SCG AZ01 GRAHAM, PHILLIP A 10023348 SCG AZ01 GRANATA, LINDA A 10005817 SCG AZ01 GRANGER, KENNETH 18000208 SCG AZ01 GRAVES, MARLON M 10108658 SCG AZ01 GRAY, SR WILLIAM A 10082907 SCG AZ01 GRAY, HEATHER 18001034 SCG AZ01 GRAY, PATRICIA J 10069250 SCG AZ01 GREENWOOD, TERENCE J 10090286 SCG AZ01 GREIG, EMERALD Y 10055206 SCG AZ01 GRIFFIN, DAVID 18003554 SCG AZ01 GRIFFIN, MONICA 18001450 SCG AZ01 GRIFFITH, KATHLEEN A 10100337 SCG AZ01 GRIFFY, DAVID B 10075951 SCG AZ01 GROFF, VICTORIA L 10074612 SCG AZ01 GROSETH, KIT W 10071866 SCG AZ01 GROSS, LEON P 10082119 SCG AZ01 GRZYBOWSKI, THOMAS A 10106228 SCG AZ01 GUDYKUNST, SUSAN L 10075832 SCG AZ01 GUERRERO, ESTHER B 10073592 SCG AZ01 GUEVARA, ESTER 10071975 SCG AZ01 GUNTER, NANCY L 10042797 SCG AZ01 GURNETT, TIMOTHY M 10070414 SCG AZ01 GUTIERREZ, SHARON K 10087633 SCG AZ01 GUTMANN, BERNARD 10000470 SCG AZ01 GUZMAN, REINA 18002586 SCG AZ01 HACKBARTH, JR JOHN F 10007363 SCG AZ01 HADIZAD, PEYMAN 10101484 SCG AZ01 HADLEY, PATRICIA A 10107553 SCG AZ01 HAGEN, AARON D 18003624 SCG AZ01 HAMN, ROBERT 18000457 SCG AZ01 HALE, VANESSA M 10114897 SCG AZ01 HALL, DONALD G 10115978 180

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 HALL, HEATHER 18002929 SCG AZ01 HALL, HELEN E 10077040 SCG AZ01 HALL, JAMES B 10074203 SCG AZ01 HALL, MINNIE J 10060713 SCG AZ01 HALL, ROBIN 10093481 SCG AZ01 HAMILTON, ADRIAN C 10071709 SCG AZ01 HAMILTON, RONALD L 10077594 SCG AZ01 HAMMOND, DOUGLAS A 10072673 SCG AZ01 HAMMOND, JOSEPH D 10075075 SCG AZ01 HANCOCK, RANDALL S 10116424 SCG AZ01 HANSEN, GLEN C 10106609 SCG AZ01 HANSEN, KENNETH R 10107331 SCG AZ01 HANSEN, LISA A 10069620 SCG AZ01 HANSON, STEVEN P 10088456 SCG AZ01 HARBISON, JEANNINE 18000523 SCG AZ01 HARDING, NELSON L 10886680 SCG AZ01 HARLIN, BRIAN C 18001869 SCG AZ01 HARMON, CARL 18003171 SCG AZ01 HARMON, DOLORES A 10044302 SCG AZ01 HARMON, ELLEN 18003119 SCG AZ01 HARMON, RICHARD N 10071961 SCG AZ01 HARMON, SHERRIL A 10081345 SCG AZ01 HARO, VIRGINIA H 10080741 SCG AZ01 HARPEL, LEE V 18002672 SCG AZ01 HARRINGTON, DEBRA A 10096579 SCG AZ01 HARRINGTON, RUTH M 10075361 SCG AZ01 HARRIS, DAVID 18000202 SCG AZ01 HARRIS, OTIS E 18002071 SCG AZ01 HART, DENNIS G 10077057 SCG AZ01 HARTMANN, HOWARD W 10049886 SCG AZ01 HARVEY, BRIAN C 10115448 SCG AZ01 HARVEY, MICHAEL R 10040584 SCG AZ01 HASSLBAUER, TANYA L 10106392 SCG AZ01 HATMAKER, RANDY 18005092 SCG AZ01 HATTY, MARK S 10047792 SCG AZ01 HAUGEN, JOEL J 10078923 SCG AZ01 HAWKINS, DEANNA L 10004887 SCG AZ01 HAYES, CAROLYN S 10115968 SCG AZ01 HAYES, LINDA J 10060178 SCG AZ01 HAYMON, MYLES T 10095397 SCG AZ01 HAYNES, LINDA K 10047000 SCG AZ01 HAYWOOD, HEIDI J 10105243 SCG AZ01 HAYWOOD-MCCARLEY, THERE 18002960 SCG AZ01 HEARD, KIM 10046586 SCG AZ01 HEATER, DOUGLAS L 10066440 181

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 HEATON, JANET 10071558 SCG AZ01 HEBENSBERGER, LINDA 18000466 SCG AZ01 HEDQUIST, TIMOTHY G 10030514 SCG AZ01 HEETER, ERIC V 10075385 SCG AZ01 HEETER, WANDA J 10075638 SCG AZ01 HEINS, LESLEY A 10131127 SCG AZ01 HELSEL, SHERRY L 10077219 SCG AZ01 HELZER, DAVID J 10046720 SCG AZ01 HELZER, JACK W 10048497 SCG AZ01 HEMINGER, DAVID M 10015580 SCG AZ01 HENDRICKS, TODD E 10079973 SCG AZ01 HENDRIX, RYAN 18000526 SCG AZ01 HENRETTA, MALIA 10086725 SCG AZ01 HENRICHS, DEAN C 10106877 SCG AZ01 HENRY, TAMARA 18004727 SCG AZ01 HENRY, ZARRON A 10109213 SCG AZ01 HERBERGER, ADRIAN L 10020630 SCG AZ01 HERMANN, MARY JO 10064100 SCG AZ01 HERMANSEN, JON W 10067111 SCG AZ01 HERMANSEN, RICHARD A 10079653 SCG AZ01 HERNANDEZ, CHASTITY R 18002673 SCG AZ01 HERNANDEZ, HELEN 10072985 SCG AZ01 HERNANDEZ, JULIAN C 10078828 SCG AZ01 HERNANDEZ, LINDA J 10121381 SCG AZ01 HERNANDEZ, MARIA G 10100579 SCG AZ01 HERNANDEZ, PATRICIA 10116609 SCG AZ01 HERNANDEZ, RIGOBERTO 10113221 SCG AZ01 HERNANDEZ, ROSE A 10080437 SCG AZ01 HERNANDEZ, THERESA L 10073968 SCG AZ01 HERNANDEZ, ZELLITA 10091200 SCG AZ01 HERRERA, ANTONIA O 10073604 SCG AZ01 HEWELT, TRACY C 10064406 SCG AZ01 HICKEY, ELLEN J 10074222 SCG AZ01 HICKS, CHRISTOPHER E 10117738 SCG AZ01 HIGBEE, GERALD W 10010193 SCG AZ01 HIGGINS, JOHN M 10090476 SCG AZ01 HIGGINS, MATTHEW W 10090475 SCG AZ01 HIGH, SANDRA K 10099462 SCG AZ01 HIGHLEY, DAVID K 10109288 SCG AZ01 HILL, GERARD C 10013922 SCG AZ01 HILL, ROBERT L 10030273 SCG AZ01 HINES, SUSAN M 10071836 SCG AZ01 HINZ, MARK 18002807 SCG AZ01 HIRSCH, SANDRA D 10080463 SCG AZ01 HOANG, THONG D 10075677 182

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 HOANG, THUC LEE 10075681 SCG AZ01 HOBBS, CHARLES L 10076444 SCG AZ01 HOBBS, LORETTA J 10079789 SCG AZ01 HOBSON, PAULA R 10079714 SCG AZ01 HODGE, PATSY 10072066 SCG AZ01 HOFFMANN, TINA 10079379 SCG AZ01 HOGARTH, GLEN W 19002674 SCG AZ01 HOGGATT, CHARLES M 18002083 SCG AZ01 HOLLAND, DAVID B 10073373 SCG AZ01 HOLLANDER, DAVID S 10086594 SCG AZ01 HOLLENRECK, ROBERT C 18001941 SCG AZ01 HOLLEY, EDDIE MAXINE 10014660 SCG AZ01 HOLLIS, MARK P 10015166 SCG AZ01 HOLLY, CHRISTOPHER A 10074243 SCG AZ01 HOLMES, DENMAN K 10362711 SCG AZ01 HOLQUIN, JESUS M 10090683 SCG AZ01 HOLT, ALLEN B 10066822 SCG AZ01 HOLT, DEBORAH L 10071300 SCG AZ01 HOLTZ, TODD 18002963 SCG AZ01 HOPKINS, GAYLE E 10100234 SCG AZ01 HOPPE, WILLIAM J 10035567 SCG AZ01 HORTON, CONSTANCE M 10005639 SCG AZ01 HORTON, TODD 10073016 SCG AZ01 HOSKINS, JANICE 10059617 SCG AZ01 HOSSAIN, ZIA 18000654 SCG AZ01 HOUF, ROBERT E 10127585 SCG AZ01 HOUK, DAVID L 10014078 SCG AZ01 HOWARD, CHARLENE K 10086450 SCG AZ01 HOWARD, CHRISTINE G 10067203 SCG AZ01 HOWARD, GREGORY H 10075880 SCG AZ01 HOWER, MICHAEL J 10117736 SCG AZ01 HOWIE, SCOTT D 10115786 SCG AZ01 HUDSON, PRISCILLA D 10085802 SCG AZ01 HUDSON, TRAVIS 10053345 SCG AZ01 HUERTA, ROYALE C 10078619 SCG AZ01 HUGHES, JOHN F 18000826 SCG AZ01 HUGHES, JOSEPH 18001067 SCG AZ01 HUISH, AARON T 10117742 SCG AZ01 HUISH, LOLA J 10074009 SCG AZ01 HUISH, MONICA S 10128253 SCG AZ01 HULET, TERRY L 10075903 SCG AZ01 HULING, DENNIS E 10076573 SCG AZ01 HUMBLE, LEON 18002774 SCG AZ01 HUMKE, PATTYLU 10023069 SCG AZ01 HUNSLEY, JR. PHILLIP H 10074327 183

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 HUNT, COLLETTE T 10080642 SCG AZ01 HURT, JAMES T 10110268 SCG AZ01 HURTADO, GREGORIO C 10072769 SCG AZ01 HUSEBY, IRVIN 18001165 SCG AZ01 HUSTON, HORTENSE 10079591 SCG AZ01 HUSTON, MICHAEL J 10115452 SCG AZ01 HUYNH, CHUONG 10135694 SCG AZ01 HYDE, LINDA 10059815 SCG AZ01 ILLES, MAGDALENA M 10082258 SCG AZ01 INGERSOLL, MICHAEL 18002055 SCG AZ01 INGRAM, BRLAN S 10099065 SCG AZ01 INGRAM, MARSHA 10022293 SCG AZ01 IP, CHUNG 18003615 SCG AZ01 ISOM, WILLIAM D 10082428 SCG AZ01 IVY, JEROME S 10117063 SCG AZ01 JACKSON, III LINDELL W 10075191 SCG AZ01 JACKSON, AARON M 18003167 SCG AZ01 JACKSON, CAROLAS M 10072050 SCG AZ01 JACKSON, HORACE D 10116611 SCG AZ01 JACOBS, PATRICK J 10020643 SCG AZ01 JACOBSEN, RODNEY C 10069762 SCG AZ01 JACOBSON, ANNE M 10130861 SCG AZ01 JACOBSON, JOSEPH A 10076924 SCG AZ01 JACONELLI, SILVIO 10080133 SCG AZ01 JAMES, BRENDA S 10077037 SCG AZ01 JAMES, TERRI E 10077680 SCG AZ01 JAMESON, SHERRIBETH 10138042 SCG AZ01 JANIS, MICRAEL J 10075131 SCG AZ01 JASSO, DANA M 10136362 SCG AZ01 JEFFERSON, EZRA C 10086755 SCG AZ01 JELINEK, LEN J 10018731 SCG AZ01 JENKINS, DEBORAH 10104765 SCG AZ01 JENSEN, HEATHER J 10095815 SCG AZ01 JERDON, JR, THOMAS A 10116794 SCG AZ01 JERRELL, JR. ROBERT E 10023301 SCG AZ01 JIMENEZ, NICHOLAS 18000298 SCG AZ01 JINZO, ROSE S 10079587 SCG AZ01 JOHANNSEN, ROBERT A 10070184 SCG AZ01 JOHN, KAREN M 18003433 SCG AZ01 JOHNS, WALTER P 10038617 SCG AZ01 JOHNSON, JR. CHARLIE 10047351 SCG AZ01 JOHNSON, JR. FLOYD L 10071834 SCG AZ01 JOHNSON, ALICE FAYE 10071963 SCG AZ01 JOHNSON, BRANDON B 10113647 SCG AZ01 JOHNSON, CANDACE 10069289 184

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 JOHNSON, CAROL L 10072131 SCG AZ01 JOHNSON, JENNIFER 10067141 SCG AZ01 JOHNSON, MICHAEL C 10076107 SCG AZ01 JOHNSON, MICHAEL L 10062277 SCG AZ01 JOHNSON, MICHAEL R 10109187 SCG AZ01 JOHNSON, NORMA L 18003855 SCG AZ01 JOHNSON, ROBERT 18002040 SCG AZ01 JOHNSON, RUTH 10013507 SCG AZ01 JOHNSON, SANDY G 10080434 SCG AZ01 JOHNSON, TROY W 10077033 SCG AZ01 JOHNSON, WILLIAM K 10079666 SCG AZ01 JONES, EARL A 10050653 SCG AZ01 JONES, MICHAEL 10074765 SCG AZ01 JONES, SHEILA J 10061066 SCG AZ01 JONES, TIMOTHY L 10080736 SCG AZ01 JONES, TRESA M 10079296 SCG AZ01 JORDAN, ROBERT J 10001435 SCG AZ01 JOSEPH, DAVID I 10031379 SCG AZ01 JOSEPH, PATRICIA A 10071180 SCG AZ01 JOSEPH, TIM 10111462 SCG AZ01 JOSHI, GIRISH 18002808 SCG AZ01 JOY, JACK D 10109438 SCG AZ01 KACZMAREK, DONALD J 10030698 SCG AZ01 KALAF, JR. WILLIAM 10060587 SCG AZ01 KAMAN, JR. PAUL A 10136554 SCG AZ01 KANE, FELICIA C 10074766 SCG AZ01 KANEUBBE, DON V 18003647 SCG AZ01 KANG, WON 10075310 SCG AZ01 KANNE, CHARLES F 10041806 SCG AZ01 KARPUK, MARIA B 10108025 SCG AZ01 KARR, JR. ROBERT C 10074125 SCG AZ01 KARRH, BURNERD F 10115696 SCG AZ01 KATTELMAN, HARRY C 10074699 SCG AZ01 KAWULOK, MARY KATHRYN 10079156 SCG AZ01 KEARNEY-HOPKINS, JOAN E 10021447 SCG AZ01 KEITH, SANDRA L 10016644 SCG AZ01 KELLER, CHERI L 10105274 SCG AZ01 KELLER, KEVIN 18004285 SCG AZ01 KELLEY, ROBERT L 10084648 SCG AZ01 KELLEY, RON B 10061212 SCG AZ01 KELSEY, LEROY L 18004918 SCG AZ01 KEMMER, CLAYTON L 10020700 SCG AZ01 KENDZIOR-SHEARER, CHRIS 10075969 SCG AZ01 KENNEDY, MICHAEL S 10116792 SCG AZ01 KENNELLY, STEVEN K 10080191 185

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 KENYON, MICHAEL T 10119492 SCG AZ01 KERTESZ, JOSEPH P 10117067 SCG AZ01 KETTERMAN, SCOTT I, 10116785 SCG AZ01 KIGGINS, GINA R 10108604 SCG AZ01 KILLORAN, DIANA 10120246 SCG AZ01 KIM, EUGENE W 18000903 SCG AZ01 KIM, HYUNGSUP 10114871 SCG AZ01 KIM, INBANG 18002677 SCG AZ01 KIM, K EILEEN 10001308 SCG AZ01 KIM, MEEAE SUH 10114870 SCG AZ01 KIME, KENT L 10124120 SCG AZ01 KING, JR JIMMIE R 10136934 SCG AZ01 KING, DOUGLAS A 10007604 SCG AZ01 KING, JACQUELINE M 10122096 SCG AZ01 KING, JILL D 10101135 SCG AZ01 KING, JIMMIE R 10085288 SCG AZ01 KINNEY, JOHN 10065413 SCG AZ01 KITT, KENNETH 10021380 SCG AZ01 KLEINER, JIM 18002096 SCG AZ01 KLOCKOW, JERRY 10022952 SCG AZ01 KLOSTERMAN, KATHLEEN M 10029507 SCG AZ01 KNAPP, LINDA M 10047500 SCG AZ01 KNIGHT, DICKIE L 10076194 SCG AZ01 KNOLL, DENNIS D 10074548 SCG AZ01 KNOLL, JANICE S 10075862 SCG AZ01 KNUDSEN, DONALD F 10048397 SCG AZ01 KOHANEK, JOANN M 10136849 SCG AZ01 KOHLHASE, LINDA D 10073847 SCG AZ01 KOLB, NICOLE V 10132571 SCG AZ01 KOONTZ, MARTIN F 10113651 SCG AZ01 KORTEMEYER, JERILYNN A 10079841 SCG AZ01 KOST, LAWRENCE C 10061784 SCG AZ01 KOZLIK, KENNETH J 1079184 SCG AZ01 KRAFT, JONATHAN P 101313232 SCG AZ01 KRAHBUHL, II, RUDOLPH 10078907 SCG AZ01 KRAYER, BARRY K 10072578 SCG AZ01 KRICK, JENNIFER J 10121658 SCG AZ01 KRICK, JOEL M 10100676 SCG AZ01 KROLL, H ANN 10000516 SCG AZ01 KRUEGER, SCOTT A 10105844 SCG AZ01 KRUIS, JOSEPH P 10107042 SCG AZ01 KRUPSKI, ROBERT W 10130643 SCG AZ01 KRUSE, BLANCA E 10016781 SCG AZ01 KUCZYK, STACY L 10104763 SCG AZ01 KUSMIT, CHRIS G 10034993 186

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 LAFEBRE, NICOLE A 10117856 SCG AZ01 LAFLAMME, DONNA D 10096668 SCG AZ01 LAKE, STEPHEN M 10105544 SCG AZ01 LAMA, ANDREW I 18003736 SCG AZ01 LANDSIEDEL, MICHELLE L 10071485 SCG AZ01 LANG, LISA J 10071552 SCG AZ01 LANGSTROM SR, IRVIN J 10012460 SCG AZ01 LANSBERRY, II, LARRY A 10078257 SCG AZ01 LANZAFAME, CHERI 18002573 SCG AZ01 LAPIKAS, MARIANNE 10035018 SCG AZ01 LARES, JOSEPHINE 10083206 SCG AZ01 LARRICK, ALLEN 10065833 SCG AZ01 LARRIVA, GILBERT J 1073357 SCG AZ01 LARSEN, MICHELE 18002884 SCG AZ01 LARSON, BEVERLY J 10073906 SCG AZ01 LARUE, RICHARD F 18001523 SCG AZ01 LASALA, BONNIE L 10027655 SCG AZ01 LASONDER, WILLIAM J 10077596 SCG AZ01 LATHROP, ROBERT B 10133095 SCG AZ01 LAU, FANNY Y 10075037 SCG AZ01 LAVANCE, PHU T 10076862 SCG AZ01 LAWRENZ, CHRISTOPHER 18000209 SCG AZ01 LAY, MICHAEL 10091096 SCG AZ01 LAY, STEPHEN E 10075300 SCG AZ01 LE GRANDE, ESTELLA 10074945 SCG AZ01 LE, DAWN 18001793 SCG AZ01 LE, KANH NGOC 10075319 SCG AZ01 LE, MUE T 10088903 SCG AZ01 LEACH, JUANITA 10080950 SCG AZ01 LEAF, JEFFREY S 10037246 SCG AZ01 LEANG, FANNY 10078098 SCG AZ01 LEBERT, ROBERT J 10032467 SCG AZ01 LEBLANC, BRIAN M 10116215 SCG AZ01 LEE, DAL Y 10078092 SCG AZ01 LEE, DON J 10061622 SCG AZ01 LEE, JAEYONG 10118375 SCG AZ01 LEE, JAMES R 10081631 SCG AZ01 LEE, JOHN K 10069370 SCG AZ01 LEE, KEVIN 18001827 SCG AZ01 LEE, SCOTT 10090787 SCG AZ01 LEE, YUHEY J 10106379 SCG AZ01 LEEDOM, KEN 10085490 SCG AZ01 LEEDS, DEBRA O 10068410 SCG AZ01 LEISTER, DAVID E 10136742 SCG AZ01 LENSERG, ROBERT A 10076633 187

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 LESSARD, CHARLES 18002256 SCG AZ01 LEVENS, MARTIN J 10002129 SCG AZ01 LEWIS, BEVERLY J 10073995 SCG AZ01 LEWIS, STEVEN 18000499 SCG AZ01 LEYVA, ROSE MARIE H 10079553 SCG AZ01 LI, QUAN B 10092026 SCG AZ01 LIGHT, PEARL S 10070532 SCG AZ01 LILJEGREN, MERCEDES CLARE 10120298 SCG AZ01 LINARES, GUS 10114358 SCG AZ01 LINDGREN, BERNARD A 10086682 SCG AZ01 LINDOR, FELICIA J 18004994 SCG AZ01 LINDSAY, ROBERT S 10117002 SCG AZ01 LINVILLE, BRADLEY 18001451 SCG AZ01 LIPPMANN, JAMES G 10022842 SCG AZ01 LISH, KEVIN RAY 10091115 SCG AZ01 LISIECKI, DONALD 10019220 SCG AZ01 LO, ANNA 10071147 SCG AZ01 LO, SHIK L 10071145 SCG AZ01 LOCASCIO, PAUL 18001796 SCG AZ01 LOCKHART, JULIE A 10136374 SCG AZ01 LOCKWOOD, COLLEEN M 10079048 SCG AZ01 LOCKWOOD, DONALD B 10070788 SCG AZ01 LOEWY, ELLIOT B 10115494 SCG AZ01 LOGAN, STEPHANIE S 10096422 SCG AZ01 LOKHANDWALA, MOHAMMED 18003969 SCG AZ01 LOMBARDI, MICKAEL T 10003905 SCG AZ01 LONG, DONAL L 10012005 SCG AZ01 LONG, FRANKLIN 10063233 SCG AZ01 LOOPER, DYANNE 10061824 SCG AZ01 LOOS, KELLY W 10094294 SCG AZ01 LOOS, SHAYM M 10045749 SCG AZ01 LOPEZ, AMY L 10074296 SCG AZ01 LOPEZ, DAVID A 10078668 SCG AZ01 LOPEZ, DEBRA A 10125117 SCG AZ01 LOPEZ, JACK V 10060941 SCG AZ01 LOPEZ, JOE 10116011 SCG AZ01 LOPEZ, SANTIAGO T 10074376 SCG AZ01 LORASO, GENE D 10071903 SCG AZ01 LORTS II, EDWARD E 10111734 SCG AZ01 LOUCK, DAVID E 10078525 SCG AZ01 LOWE, ARTHUR T 10068445 SCG AZ01 LOWE, SANDRA I 10062701 SCG AZ01 LOWNEY, AL J 10115773 SCG AZ01 LOWRY, CYNTHIA 18002590 SCG AZ01 LOWRY, JOHN 10021203 188

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 LU, SHIFENG 10111479 SCG AZ01 LUCERO, CAROLYN J 10080146 SCG AZ01 LUCKERT, CHARLES 10007326 SCG AZ01 LUCKEY, BESSIE M 10074608 SCG AZ01 LUE, PING CHANG 10008014 SCG AZ01 LUEDKE, OTTO 10071146 SCG AZ01 LUGO, MARY H 10074307 SCG AZ01 LUGO, MARY M 10077496 SCG AZ01 LUKEY, YVETTE E 10101592 SCG AZ01 LUNSFORD, VALINA D 10073539 SCG AZ01 LYALL, MICHAEL E 10100635 SCG AZ01 LYDON, ALBERTA 10080942 SCG AZ01 LYLYK, ANNA M 10117725 SCG AZ01 LYNCH, JOHN R 10091865 SCG AZ01 LYNUM, LORNA 10017792 SCG AZ01 MABY, GREGG W 10084515 SCG AZ01 MABY, JACQUELINE S 10075051 SCG AZ01 MACARI, DENISE N 10111201 SCG AZ01 MACK, JAMES T 10020681 SCG AZ01 MADA, JR EDUARDO 10078573 SCG AZ01 MADDEN, DAVID G 10069468 SCG AZ01 MADGE, MARJORY A 10104752 SCG AZ01 MADRID, MELISSA M 18001588 SCG AZ01 MAESE, JAMES 10088519 SCG AZ01 MAGEE, DARRELL J 10080681 SCG AZ01 MAGEE, MIKE T 10080686 SCG AZ01 MAGGARD, VICKIE 10074288 SCG AZ01 MAGNUSSON, KEITH 10071542 SCG AZ01 MAICHEL, JACK G 10036967 SCG AZ01 MALDONADO, MARIA R 10074822 SCG AZ01 MALLON, JC JOHN 10070445 SCG AZ01 MALMBERG, GARY L 10099390 SCG AZ01 MALONEY, TIMOTHY W 18005806 SCG AZ01 MANG, TIM B 10078273 SCG AZ01 MANG, VIRGINIA A 10074430 SCG AZ01 MANLEY, MANUEL 10119486 SCG AZ01 MANN, DEBRA S 10071767 SCG AZ01 MANNILA, DANIEL L 10111126 SCG AZ01 MANNING, CLAER 18003979 SCG AZ01 MAPES, SHARRON G 10123805 SCG AZ01 MARCHESI, FRED J 10011090 SCG AZ01 MARENCO, CESAR O 10114768 SCG AZ01 MARGARON, LISSA K 10046407 SCG AZ01 MARIETTA, SANDRA L 10061059 SCG AZ01 MARISCAL, MARY N 10076078 189

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 MAROHL, KIMBERLY C 10136745 SCG AZ01 MARQUEZ, CARMEN A 10080940 SCG AZ01 MARSHALL, CATHERINE A 10071286 SCG AZ01 MARTIN, JAMES 10074227 SCG AZ01 MARTIN, RICHARD 18002799 SCG AZ01 MARTIN, RUSSELL 18001292 SCG AZ01 MARTIN, RUSSELL H 10072572 SCG AZ01 MARTIN, SHANE E 10121443 SCG AZ01 MARTINEK, LAUREL M 10071149 SCG AZ01 MARTINEZ, ESTER 10079974 SCG AZ01 MARTINEZ, HENRIETTA H 10077687 SCG AZ01 MARTINEZ, MIGUEL 10063158 SCG AZ01 MARTINEZ, TERESA A 10136358 SCG AZ01 MASEAR, DEBORAH L 10078946 SCG AZ01 MASI, FRANK R 10004348 SCG AZ01 MASON, AARON 10091137 SCG AZ01 MASON, DANIEL W 10004931 SCG AZ01 MASON, JEFF 10090923 SCG AZ01 MASSALLY, OLAYINKA 18003766 SCG AZ01 MATLOCK, JAMES F 10039131 SCG AZ01 MATTE, CHRISTOPHER J 18001532 SCG AZ01 MATTESON, ALISHA A 10095721 SCG AZ01 MATTESON, BARBARA J 10074809 SCG AZ01 MATTESON, MICHAEL C 10007061 SCG AZ01 MATTHEWS, LINDA M 10000304 SCG AZ01 MATUS, DANIEL J 10071720 SCG AZ01 MAUTE, JOSHUA D 10120269 SCG AZ01 MAY, KATHRYN R 10074090 SCG AZ01 MAY, PHILLIP 10090430 SCG AZ01 MAYO, FREDERICK 18001288 SCG AZ01 MC BRIDE, ESTHER A 10018561 SCG AZ01 MC GEE, RAY N 10076877 SCG AZ01 MC KINNEY, BETTY J 10052766 SCG AZ01 MC MURRAY, BARBARA J 10000969 SCG AZ01 MCCABE, DAVID 18001439 SCG AZ01 MCCARTAN, ANDREW J 10013194 SCG AZ01 MCCARTHY, DAVID C 10077855 SCG AZ01 MCCARTHY, GWENA L 10079200 SCG AZ01 MCCLELLAND, JOSEPH A 10105265 SCG AZ01 MCCLOSKEY, PAUL A 10071277 SCG AZ01 MCCORKLE, ELIZABETH 18000159 SCG AZ01 MCDANIEL, E ELAINE 10023343 SCG AZ01 MCDONALD, SUZANNE 18001597 SCG AZ01 MCGEE, JR FRANKLIN D 10076878 SCG AZ01 MCGEE, FAYE K 10076297 190

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 MCHENRY, DAVID A 10106185 SCG AZ01 MCINELLY, MELODY 18001435 SCG AZ01 MCKINNEY, RANDI E 10114641 SCG AZ01 MCKNIGHT, DEBRA 18002837 SCG AZ01 MCKNIGHT, TOM D 10109722 SCG AZ01 MCLAMB, JEFFERY M 10099542 SCG AZ01 MCLAUGHUN, ROBERT J 10011733 SCG AZ01 MCLAURIN, CHRISTINE M 18003473 SCG AZ01 MCMURRAY, MARILYN S 10074596 SCG AZ01 MCPHERSON, KELLYJ 18002056 SCG AZ01 MCQUILKIN, MICHAEL N 10110340 SCG AZ01 MCWILLIAMS, THOMAS D 10096420 SCG AZ01 MEDINA, CHRISTOPHER J 10107030 SCG AZ01 MEDINA, ENRIQUE B 10072801 SCG AZ01 MEDINA, MIKE E 10078055 SCG AZ01 MEDINA, PAUL R 10101850 SCG AZ01 MEDINA, STEVE 10088452 SCG AZ01 MEJIAS, DELFINA 10074012 SCG AZ01 MELLENTINE, MICHAEL C 10106437 SCG AZ01 MELLOR, CURTIS A 10111209 SCG AZ01 MELSOM, STEVEN E 10003095 SCG AZ01 MENDEZ, AMELIAL 10073747 SCG AZ01 MENZEL, CAROL J 10071278 SCG AZ01 MERAZ, RACHEL G 10071898 SCG AZ01 MERINO, ALFRED R 10014353 SCG AZ01 MERKLE, STEVEN L 10076690 SCG AZ01 MERRILL, WANDA J 10106187 SCG AZ01 MERVILLE, DIANE K 10065443 SCG AZ01 MESA, MARY L 10074184 SCG AZ01 MESQUITA, MARY LOU 10078505 SCG AZ01 MESSICK, LAURA J 10073096 SCG AZ01 METSOPOLOS, ANGIE M 10064124 SCG AZ01 MEUZELAAR, RALPH 10090500 SCG AZ01 MEYER, GINGER A 10071905 SCG AZ01 MEZA, RICARDO 10077690 SCG AZ01 MICHELL, TERRI 10020915 SCG AZ01 MILBURN, JERRY W 10116422 SCG AZ01 MILLER HANCOCK, MICHELE A 10071564 SCG AZ01 MILLER, CHRISTINA L 10021389 SCG AZ01 MILLER, CRAIG P 10074084 SCG AZ01 MILLER, JOSEPH W 10068780 SCG AZ01 MILLER, JUANITA D 10061235 SCG AZ01 MILLER, KEVIN, D 10072463 SCG AZ01 MILLER, MICHAEL F 18002117 SCG AZ01 MILLER, MICHELLE 18000299 191

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 MILLER, RAYMOND 18001920 SCG AZ01 MILLER, STEPHEN 18001790 SCG AZ01 MILLIGAN, HANS P 10067225 SCG AZ01 MILLS, RANDY J 10122385 SCG AZ01 MILMAN, LAWRENCE J 10061675 SCG AZ01 MILTON, GLORIA G 10075353 SCG AZ01 MIRANDA, OSWALDO J 10091332 SCG AZ01 MITCHELL, BILL W 10059634 SCG AZ01 MITCHELL, PERRY W 10020062 SCG AZ01 MITCHELL, RHONDA L 10076997 SCG AZ01 MIURA, C SCOTT M 10099546 SCG AZ01 MOCK, TRACY J 10073697 SCG AZ01 MOHAMMED, SAKINA 18002501 SCG AZ01 MOHR, JAMES B 10009739 SCG AZ01 MOLE, THELMA C 10069679 SCG AZ01 MONACO, JUDY L 10076144 SCG AZ01 MONCAYO KEHOE, CHRISTINA 10120268 SCG AZ01 MONTANO, GLORIA 10074745 SCG AZ01 MONTANO, STEVE 10072676 SCG AZ01 MONTOYA, JANICE 18002082 SCG AZ01 MONTOYA, LYDIA 10072644 SCG AZ01 MONTOYA, MARK 18002342 SCG AZ01 MOODY, CHONG SOOK 10075018 SCG AZ01 MOORE, EDDIE J 10060129 SCG AZ01 MOORE, JACQUELYNN J 10100129 SCG AZ01 MOORE, ROBERT 18001919 SCG AZ01 MOORE, VERLETTA L 10076019 SCG AZ01 MOORE, YOLANDA G 10076305 SCG AZ01 MORALES, CHRISTOPHER L 10136722 SCG AZ01 MORALES, DARLA F 10076190 SCG AZ01 MORALES, ESTEBAN 18004248 SCG AZ01 MORALES, FRANK R 10121209 SCG AZ01 MORALES, GERHARD 18002255 SCG AZ01 MORALES, VINCENT E 10060535 SCG AZ01 MORAN, JOHN D 10010318 SCG AZ01 MORAN, LORI A 10063852 SCG AZ01 MORELAND, JOANN L 10076734 SCG AZ01 MORENO, CRUZ A 10073743 SCG AZ01 MORENO, LOUIS U 10074271 SCG AZ01 MORENO, MARGARET L 10085625 SCG AZ01 MORENO, ROIGELIO J 10090317 SCG AZ01 MORGAN, EDWIN S 10098772 SCG AZ01 MORGAN, JAMES R 10099888 SCG AZ01 MORRELL, RYAN C 10109295 SCG AZ01 MORRIS, JEANIE 18001347 192

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 MORRIS, MARK L 10107450 SCG AZ01 MORRIS, MATTHEW P 10123825 SCG AZ01 MORRIS, MICHAEL J 10112910 SCG AZ01 MORRIS, NORMA P 10068860 SCG AZ01 MORRISON, LYNDA S 10022024 SCG AZ01 MORTENSEN, RICHARD 18002957 SCG AZ01 MOSHER, ROBERT H 10113215 SCG AZ01 MOSLEY, GURTHIE M 10073900 SCG AZ01 MOSLEY, JAYE 10116015 SCG AZ01 MOTTOLA, KAREN S 10081764 SCG AZ01 MOYERS, RICHARD 10077505 SCG AZ01 MUCHOW, MARVIN J 10100004 SCG AZ01 MUELA, LEANDRO 18004244 SCG AZ01 MUKERJI, PROSANTO K 10021195 SCG AZ01 MUMPHREY, SANDY F 10075932 SCG AZ01 MUNNELL, VIVIAN 10080027 SCG AZ01 MUNOZ, DEBORA 10090432 SCG AZ01 MUNOZ, DEBORAH I 10136534 SCG AZ01 MUNOZ, YOLANDA S 10071684 SCG AZ01 MURILLO, CONNIE M 10080265 SCG AZ01 MURPHY, DOUGLAS F 10064019 SCG AZ01 MURPHY, ERIN L 10117870 SCG AZ01 MURPHY, NANCY L 10113378 SCG AZ01 MURPHY, STEPHEN J 10048791 SCG AZ01 MUSALL, BRUCE F 10060919 SCG AZ01 MUSSER, STEVEN L 10009730 SCG AZ01 MYERS, CHERYL L 18001829 SCG AZ01 MYERS, KAREN K 10047375 SCG AZ01 MYERS, ROBERT J 10062546 SCG AZ01 NADEAU, JR. NORMAND J 10090411 SCG AZ01 NADEAU, LAURETTE M 10001378 SCG AZ01 NAM, HEE YERL 10132575 SCG AZ01 NAPPE, SR. JAMES A 10006486 SCG AZ01 NARAYANASWAMY, DORAISWA 18003217 SCG AZ01 NASH, AVA 10105662 SCG AZ01 NAVARRO, DOLORES M 10060420 SCG AZ01 NAVARRO, JESSIE R 10079268 SCG AZ01 NAVARRO, MARYLOU M 10060266 SCG AZ01 NAY, JUDY D 10074901 SCG AZ01 NEE, ,SUZANNE 10011801 SCG AZ01 NEEL, R JOE 10014156 SCG AZ01 NEILLY, CHRISTOPHER B 10136729 SCG AZ01 NELSON, KATHRYN M 10063153 SCG AZ01 NELSON, KENNETH D 10078872 SCG AZ01 NETSON, TIMOTHY E 10078918 193

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 NEWBILL, BARBARA J 10043282 SCG AZ01 NEWBY, ROBERTA 10078882 SCG AZ01 NEWNAM, KATHRYN A 10091221 SCG AZ01 NEWNAM, REBECCA A 10116212 SCG AZ01 NEWSOM, NEDRA J 10075970 SCG AZ01 NGO, ANTHONY B 10061262 SCG AZ01 NGUYEN, DUNG P 10016667 SCG AZ01 NGUYEN, HIEN T 10123924 SCG AZ01 NGUYEN, LOAN K 10132441 SCG AZ01 NICHOLS, GUY H 10074461 SCG AZ01 NICKEL, JOHN E 10024541 SCG AZ01 NIELSON, LORRAYNE 10086621 SCG AZ01 NIEMINSKI, STEPHEN J 10081072 SCG AZ01 NIETO, CARLA D 10120470 SCG AZ01 NOLAN, MICHAEL J 10109560 SCG AZ01 NORDICK, KENNETH E 10075962 SCG AZ01 NORMAN, CHARLESETTA 10071817 SCG AZ01 NORRIS, JASPER E 10046548 SCG AZ01 NORTHEY, CHRISTOPHER G 18003601 SCG AZ01 NORTHROP, THOMAS J 10022466 SCG AZ01 NORTHUP, PATRICIA A 10076220 SCG AZ01 NOTAR, JR, ARTHUR 10076779 SCG AZ01 NOVAK, BRUCE 10091002 SCG AZ01 NUANEZ, CELESTE 18002331 SCG AZ01 NUNEZ, LUIS A 18001273 SCG AZ01 NUNNALLY, HEATHER 10105659 SCG AZ01 NYE, JOHN 10124540 SCG AZ01 NYMAN, RICHARD C 10106441 SCG AZ01 O'BRIEN, MARGARET E 18002206 SCG AZ01 O'NEAL, EARL 10053660 SCG AZ01 O'NEAL, JOHN 10086487 SCG AZ01 OCTAVE, SHANNON 18002143 SCG AZ01 ODELL, CHRISTOPHER 18000613 SCG AZ01 OGDEN, MICHAEL S 10114802 SCG AZ01 OLAGUE, PAMELA J 18003697 SCG AZ01 OLEA, FRANK B 10073892 SCG AZ01 OLIVAREZ, CHRIS B 10107345 SCG AZ01 OLIVAS, REYNALDO V 10090399 SCG AZ01 OLIVER, DAVID D 10071947 SCG AZ01 OLIVER, JULIA L 10075340 SCG AZ01 OLIVER, KATHLEEN T 10086642 SCG AZ01 OMMEN, JOSEPH M 10041352 SCG AZ01 ONEAL, ALICE L 10074601 SCG AZ01 ONG, BING Y 10076945 SCG AZ01 ONG, CHI C 10090741 194

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 ONODERA, CRAIG M 18005810 SCG AZ01 ONSTINE, RALPH 10069873 SCG AZ01 OP, JUSTIN D 10067374 SCG AZ01 ORENISH, RAY 18002810 SCG AZ01 OROSCO, ROCKY V 18001534 SCG AZ01 ORTIZ III, FRANCISCO 10116019 SCG AZ01 ORTIZ, PAUL J 10078306 SCG AZ01 OSTRANDER, CRAIG 18001613 SCG AZ01 OTTOSEN, PETER C 10061378 SCG AZ01 OWCZARZAK, STEVEN J 18003737 SCG AZ01 OWENS, DAVID 18000689 SCG AZ01 PADILLA, FRANK 10078523 SCG AZ01 PADILLA, MICHAEL 18001908 SCG AZ01 PADILLA, SANDRA D 10075404 SCG AZ01 PAGE, KENNETH W 10074636 SCG AZ01 PALMA, JAVIER R 10078941 SCG AZ01 PALMER, BILLY R 10078635 SCG AZ01 PAOLINELLI, ANN MARIE 10074635 SCG AZ01 PAOLUCCI, EMMA C 10019019 SCG AZ01 PAPAIANNI, KAY A 10011833 SCG AZ01 PAQUETTE, KEVIN 18003681 SCG AZ01 PARHAM, LINDA K 10080422 SCG AZ01 PARIZEK, DANIEL J 10116521 SCG AZ01 PARRA, RAMONA V 10080295 SCG AZ01 PASH, DENNIS E 18003458 SCG AZ01 PASTIRIK, EDWARD M 10007885 SCG AZ01 PASTRANA, JUAN CARLOS 10133859 SCG AZ01 PATEL, DIPEN G 10106717 SCG AZ01 PATRICCA, JR, JOSEPH P 10078840 SCG AZ01 PATTERSON, LA TONYA A 10074500 SCG AZ01 PAUL, DAVID M 10073459 SCG AZ01 PAVICH, MATT 18000778 SCG AZ01 PAYNE, MARY M 10073764 SCG AZ01 PAYNE, MARY S 10078732 SCG AZ01 PEARSON, MARC A 10116398 SCG AZ01 PEARSON, SHIRLEY A 10096490 SCG AZ01 PECK, SHIRLEY 10033361 SCG AZ01 PEDERSON, DOROTHY M 10107343 SCG AZ01 PEERS, AURELIA M 10058212 SCG AZ01 PEKELSMA, TAMMY S 10019824 SCG AZ01 PENTLAND III, WALTER J 10075234 SCG AZ01 PEREZ, JESSE A 10077802 SCG AZ01 PERKINS, MARK 18004773 SCG AZ01 PERRY JR, JULIAN E 10084998 SCG AZ01 PERRY, ALLEN 18001925 195

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 PERRY, JOHN R 10073913 SCG AZ01 PETE, JACQUELINE M 10078175 SCG AZ01 PETERS, DAVID G 10019422 SCG AZ01 PETERSIK, JASON T 18005302 SCG AZ01 PETERSON, ALLEN B 10130213 SCG AZ01 PETTIT, LUCILLE P 10013875 SCG AZ01 PETTWAY, HEATH S 10106104 SCG AZ01 PETTY, STEVEN 18000027 SCG AZ01 PHELPS, CRYSTAL D 10098786 SCG AZ01 PHELPS, FRANKLIN 10070460 SCG AZ01 PICKARD, BRIAN D 10081188 SCG AZ01 PICKETT, CONNIE S 10072276 SCG AZ01 PIERCE, PAUL S 10053591 SCG AZ01 PILKINGTON, DONNA L 10114362 SCG AZ01 PINA, MONA M 10075233 SCG AZ01 PIRTLE, RONALD C 10082878 SCG AZ01 PITCHFORD, DIANE L 10073061 SCG AZ01 PITMAN, WILLIAM JR J 10073737 SCG AZ01 PITTOCHI, LISA 10007980 SCG AZ01 PLATTENBERGER, LISA M 10127576 SCG AZ01 PLOTKIN, EILEEN 10078994 SCG AZ01 PLUMOS, MARGARET L 10078850 SCG AZ01 POLACCA, MARTIN M 10099544 SCG AZ01 POLINSKY, KENNETH R 10100013 SCG AZ01 POLONSKY, MITCHELL 10011935 SCG AZ01 POMERENKE, RICK 10064300 SCG AZ01 POPE, EDWARD E 10078016 SCG AZ01 POPESCU, EMANUEL 18002568 SCG AZ01 POPPRE, MICHAEL N 10092052 SCG AZ01 PORT, JAMES G 18002201 SCG AZ01 PORTEE, JOANN D 10107348 SCG AZ01 PORTEE, PATRICK L 10107647 SCG AZ01 PORTER, HEIDI J 10073333 SCG AZ01 PORTER, MEROLD 10060432 SCG AZ01 POSTEL, VERONICA A 10059523 SCG AZ01 POSTEMA, SALLY 18000284 SCG AZ01 POUNDS, DEBBIE J 10080633 SCG AZ01 PRADILLE, MICHEL S 10135549 SCG AZ01 PRATT, MARK A 10075433 SCG AZ01 PRESPENTT, DIANA N 10078970 SCG AZ01 PRICE, EDWARD W 10079890 SCG AZ01 PRICE, SUSAN M 10005368 SCG AZ01 PRICHARD PAUL B 10079197 SCG AZ01 PRIEST, BRYCE L 18005651 SCG AZ01 PRIEST, RHODA 18002210 196

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 PRITCHARD, CHRISTINE 18001789 SCG AZ01 PRUTSMAN, ALAN D 10003153 SCG AZ01 PRYOR, PAULETTE S 10021559 SCG AZ01 PUCHI, RENE G 10078531 SCG AZ01 PUGH, SANDRA 10128185 SCG AZ01 PULIDO-ROSAS, SANDRA 10079207 SCG AZ01 PURCHINE, MARIA A 10072893 SCG AZ01 QUAH, GUAN K 10080212 SCG AZ01 QUARLES, BARBARA A 18003210 SCG AZ01 QUEZADA, ARTHUR G, 10071340 SCG AZ01 QUEZADA, GLENDA M 10090790 SCG AZ01 QUIHUIS, JOSEPH C 10136363 SCG AZ01 QUINTANA III, RICHARD M 10100000 SCG AZ01 QUINTANA, OLIVIA 10079573 SCG AZ01 QUINTANA, TIMOTHY M 10105887 SCG AZ01 QURESHI, SOHAIL 18004919 SCG AZ01 RAGAN, RAYMOND 18004038 SCG AZ01 RAGLAND, CRUSITA A 10061242 SCG AZ01 RAINWATER, DONALD E 10079634 SCG AZ01 RAISSINIA, HAMIDREZA 10083987 SCG AZ01 RAMIREZ, IRENE 10080965 SCG AZ01 RAMIREZ, JOSE L 10079471 SCG AZ01 RAMIREZ, MARYHELEN 10076719 SCG AZ01 RAMIREZ, ROSEMARY J 10075239 SCG AZ01 RAMOS, MICHAEL A 10123874 SCG AZ01 RANGEL, MANUEL 10072225 SCG AZ01 RANKIN, AMANDA J 10075821 SCG AZ01 RAUNER, CHRISTOPHER J 10044347 SCG AZ01 RAVEN, VICKI L 10077577 SCG AZ01 RAYER, PHILLIP O 10107918 SCG AZ01 REAGAN, ROSETTA 10083644 SCG AZ01 REASONER, TIMOTHY E 10021348 SCG AZ01 REDHOUSE, DELBERT A 10072490 SCG AZ01 REED, CHARLES L 10074144 SCG AZ01 REED, STEVEN J 10111203 SCG AZ01 REGMAN, PATRICIA 10109640 SCG AZ01 REICHARDT, BRIAN D 10074741 SCG AZ01 REIDHEAD, RICHARD 10084811 SCG AZ01 REIDY, LARRY M 18003729 SCG AZ01 REILLY, ROSALEEN 18003193 SCG AZ01 REITER, JEAN ANN 10030957 SCG AZ01 RENNICK, LEONARD A 10079578 SCG AZ01 REVELS, DARRYL E 10074729 SCG AZ01 REYES, EDWARD 10086223 SCG AZ01 REYES, MICHELLE E 10096399 197

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 REYNOLDS, STEVEN D 10077251 SCG AZ01 REYNOLDS, THOMAS G 10075089 SCG AZ01 REYNOLDS, TIMOTHY E 10100564 SCG AZ01 RHEE, KUN S 10077289 SCG AZ01 RIBAS, DIDIER 10104574 SCG AZ01 RICH, BIVERLY H 10098303 SCG AZ01 RICHARDS, GARY K 10076675 SCG AZ01 RICHEY, ROY A 10080373 SCG AZ01 RICO, PHILIPPE 10090532 SCG AZ01 RIDDLEBARGER, SUSAN J 10077195 SCG AZ01 RIDING, BENJAMIN T 10077351 SCG AZ01 RIEGEL, LAURA M 10000074 SCG AZ01 RIEGEL, SUSAN 18000105 SCG AZ01 RIGG, BRYAN C 10071522 SCG AZ01 RILEY, MARIETTA R 10078751 SCG AZ01 RILEY, MARIO 18000348 SCG AZ01 RING, ROBERT K 10074792 SCG AZ01 RIOS, MARY E 18002044 SCG AZ01 RIOS, RONNIE R 10098269 SCG AZ01 RIOS, THELMA R 10074906 SCG AZ01 RISTER, BRUCE E 10100927 SCG AZ01 RISTIC, LJUBISA 10090841 SCG AZ01 RIVAS, JR, JOE 10072882 SCG AZ01 RIVAS, EVELYN M 10075834 SCG AZ01 RIVAS, LYNDA M 10077628 SCG AZ01 RIVERA, ALEX C 10096401 SCG AZ01 RIVERA, ERNESTO H 10080314 SCG AZ01 RIVERA, LUIS E 10107338 SCG AZ01 RIVERA, VIRGINIA M 10079406 SCG AZ01 ROATCH, SCOTT A 10048679 SCG AZ01 ROBB, FRANCINE Y 10076515 SCG AZ01 ROBB, STEPHEN P 10076269 SCG AZ01 ROBB, THOMAS 10110644 SCG AZ01 ROBBINS, FRANCES J 10073715 SCG AZ01 ROBERSON, STEVEN M 10005067 SCG AZ01 ROBERTS, BRYON L 18002992 SCG AZ01 ROBERTS, MYRTLE S 10078724 SCG AZ01 ROBINS, JANET A 10074775 SCG AZ01 ROBINS, LELAND B 10073594 SCG AZ01 ROBINSON, JANE E 10076411 SCG AZ01 ROBINSON, KIMBERLY M 18001346 SCG AZ01 ROBINSON, MARTIN G 10078574 SCG AZ01 ROBINSON, MITCHELL L 10004760 SCG AZ01 ROBINSON, RICHARD 10081408 SCG AZ01 ROBISON, ROSA M 10076494 198

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 ROBLES, AGNES M 10076578 SCG AZ01 ROBLES, CECELIA 10076568 SCG AZ01 ROBLES, MARIO 44011872 SCG AZ01 ROCHA, DIANE 10076469 SCG AZ01 RODISH, EDWARD L 10107548 SCG AZ01 RODRIGUEZ, A C 10076403 SCG AZ01 RODRIGUEZ, KATHLEEN M 10076725 SCG AZ01 RODRIGUEZ, RICARDO N 10106884 SCG AZ01 RODRIGUEZ, ROSA 10079733 SCG AZ01 ROGERS, BOBBIE A 10073688 SCG AZ01 ROGERS, BRENDA LOU 10021368 SCG AZ01 ROGERS, RIAL 10074255 SCG AZ01 ROMERO, ELIZABETH P 10123860 SCG AZ01 ROMERO, HECTOR M 10071999 SCG AZ01 ROMERO, IRMA L 10073776 SCG AZ01 ROMERO, PETRA 10076843 SCG AZ01 ROMERO, TAMMY M 10077704 SCG AZ01 ROOSE, RICHARD R 10021777 SCG AZ01 ROOT, JOHN D 10100580 SCG AZ01 ROSADO, JOSE 18003561 SCG AZ01 ROSALES, MARIA 10078744 SCG AZ01 ROSAS, HECTOR M 10072770 SCG AZ01 ROSE, JOHN W 10022941 SCG AZ01 ROSE, KAREN MARIE 10105900 SCG AZ01 ROSEBURGH, RICHARD M 18003496 SCG AZ01 ROSS, GEORGE A 10074112 SCG AZ01 ROSS, STEPHANIE 10120128 SCG AZ01 ROSSMAN, ROBERT P 10009628 SCG AZ01 ROTH, MATTHEW S 18002591 SCG AZ01 ROUTHIER, LORRAINE M 10059237 SCG AZ01 ROUTHIER, MARCEL R 10100048 SCG AZ01 ROWLAND, CHRISTOPHER 18003196 SCG AZ01 ROY, ROBERT M 10002637 SCG AZ01 RUELAS, TOMMY L 10114756 SCG AZ01 RUGG, JESSICA L 10104756 SCG AZ01 RUGGLES, MICHELLE A 18003739 SCG AZ01 RUIZ, FRANK A 10073475 SCG AZ01 RUIZ, LUZ 18001700 SCG AZ01 RUIZ, RICHARD 10000984 SCG AZ01 RUPNOW, ERIC J 10096502 SCG AZ01 RUSS, JR, RICHARD S 10081071 SCG AZ01 SAMA, NARESH C 10022217 SCG AZ01 SALAS, MARIA JESUS R 10076788 SCG AZ01 SALAZAR, SHARON L 10071285 SCG AZ01 SALIH, ALI 10013912 199

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 SALINAS, MARY E 10080742 SCG AZ01 SALMINEN, CRUZ 10069786 SCG AZ01 SALTMARSH, MICHAEL P 10118032 SCG AZ01 SAMANIEGO, RICHARD 10073536 SCG AZ01 SAMSON, HENRY E 10075886 SCG AZ01 SAMUELS, TIFFANY 10105611 SCG AZ01 SANCHEZ, GERALD A 10079482 SCG AZ01 SANCHEZ, LISA M 10071914 SCG AZ01 SANCHEZ, PILAR J 10071250 SCG AZ01 SANCHEZ, SANDRA 18002439 SCG AZ01 SANCHEZ, SOCORRO Q 10074778 SCG AZ01 SANCHEZ, STELLA S 10078532 SCG AZ01 SANCHEZ, VINCENT 10073031 SCG AZ01 SANDER, JODI 10021009 SCG AZ01 SANDERS, TRAVIS B 10136739 SCG AZ01 SANDERSON, DONALD A 10021015 SCG AZ01 SANDIFER, MARK W 10078895 SCG AZ01 SANDOVAL, RUTILO S 10077034 SCG AZ01 SANTARLASCI, MARK C 10072097 SCG AZ01 SANTERRE, PAUL H 10100070 SCG AZ01 SAPPIA, JOHN M 10003515 SCG AZ01 SAPPINGTON, MELVIN 10072002 SCG AZ01 SARGENT, RITA E 10002663 SCG AZ01 SASSER, COURTNEY A 10113909 SCG AZ01 SATO, NAHOKO 10015937 SCG AZ01 SAUCEDA, ESTELLA 10076294 SCG AZ01 SAVAGE, TIMOTHY S 10040806 SCG AZ01 SAVASTANO, KELLY R 18002043 SCG AZ01 SCALLON, NANCY C 10083372 SCG AZ01 SCHADE, MARK R 10046820 SCG AZ01 SCHAEFFER, RAY C 10049540 SCG AZ01 SCHAFFER, Jo ANN 10005342 SCG AZ01 SCHAGER, MICHAEL A 10009679 SCG AZ01 SCHAMBS, JOHN D 10019556 SCG AZ01 SCHEITLIN, KENNETH G 10075237 SCG AZ01 SCHELLENBERGER, DAVID 18002886 SCG AZ01 SCHEPIS, FRANKS 10011782 SCG AZ01 SCHEUCH, DONNA 10072349 SCG AZ01 SCHILLING, JOHN R 10092182 SCG AZ01 SCHLAISS, JOYCE M 10077499 SCG AZ01 SCHLEHUBER, CHRISTOPHER 18002512 SCG AZ01 SCHMIER, DARLA J 10077507 SCG AZ01 SCHMITT, MOLLY 18001229 SCG AZ01 SCHMITT, ROBERT A 10065319 SCG AZ01 SCHMITZ, PETER H 10038183 200

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 SCHOENBERG, MARK A 10053351 SCG AZ01 SCHOLZ, MARC H 10004026 SCG AZ01 SCHOPPOL, MARK J 10009502 SCG AZ01 SCHROMM, WILLIAM A 10000679 SCG AZ01 SCHUH, PATRICK W 10080641 SCG AZ01 SCHWINDT, ANNETTE M 18003145 SCG AZ01 SCHWINDT, ETHAN 18001791 SCG AZ01 SCOTT, MICHAEL P 10078892 SCG AZ01 SCOTT, TAMMY 10082222 SCG AZ01 SCOTT, VICKIE L 10111465 SCG AZ01 SCRANTON, CHRISTOPHER J 10117741 SCG AZ01 SCRIVNER, BRIAN L l0069782 SCG AZ01 SCROGGINS, MICHAEL L 10075975 SCG AZ01 SEATON, YOLANDA B 10080927 SCG AZ01 SEIBERT, MARCIA A 10018961 SCG AZ01 SELVARAJ, RAMASAMY 10091274 SCG AZ01 SENTER, TED L 10080834 SCG AZ01 SERRANO III, HENRY P 10076127 SCG AZ01 SERRANO, EDDIE Q 10091049 SCG AZ01 SERRANO, ROBERT P 10077398 SCG AZ01 SEVANIAN, SEBOUH 10014350 SCG AZ01 SEVIER, JEFFREY 18000086 SCG AZ01 SEXTON, SHARON F 10000970 SCG AZ01 SHAFFER, WILLIAM 10078513 SCG AZ01 SHAH, AJAY R 10052740 SCG AZ01 SHAH, HARENDRA K 10080324 SCG AZ01 SHAH, HINA 10110451 SCG AZ01 SHAUGHNESSY, THOMAS P 10099473 SCG AZ01 SHAULIS, RANDY A 10077896 SCG AZ01 SHEKERJIAN, BRIAN H 10076437 SCG AZ01 SHELTON, DELORES 10053534 SCG AZ01 SHELTON, KAREN S 10096516 SCG AZ01 SHEN, ZHENG 10003380 SCG AZ01 SHOCINSKI, JOAN J 10064098 SCG AZ01 SHOUSE, HENRY E 10072959 SCG AZ01 SHOUSE, MARY M 10009959 SCG AZ01 SHUMATE, DAVID A 10023992 SCG AZ01 SHUMATE, JINA 10029628 SCG AZ01 SIAS, KENNETH C 10130864 SCG AZ01 SIDWELL, SCOTT 18005853 SCG AZ01 SIEFERT, ROXANNE 10081809 SCG AZ01 SIEGEL, SANDRA L 10024471 SCG AZ01 SIEKIERKE, ROBERT J 10078099 SCG AZ01 SIELSKI, DONALD C 10063710 SCG AZ01 SlIVOLA, JENNIFER K 18003676 201

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 SILVA, JR, JOE 10108680 SCG AZ01 SIMANSON, KAREN S 10074378 SCG AZ01 SIMEROTH, GEORGE A 10058966 SCG AZ01 SIMMONS, NANCY A 10074911 SCG AZ01 SIMPSON, WILLIAM C 10007863 SCG AZ01 SKEHAN, PAT 10080800 SCG AZ01 SKEHAN, THOMAS M 10074872 SCG AZ01 SKELTON, LUCAS J 10110889 SCG AZ01 SLAN, EULA M 10075462 SCG AZ01 SLINEY, GARY 18002968 SCG AZ01 SLINKER, MATT R 10072063 SCG AZ01 SLINKER, SALLY 10077065 SCG AZ01 SLIZUK, MELVIN M 10048466 SCG AZ01 SLOTTEN, DEBRA A 10077691 SCG AZ01 SMALL, RONALD L 10075100 SCG AZ01 SMITH, ALLEN J 10080486 SCG AZ01 SMITH, JAMES A l0076588 SCG AZ01 SMITH, JOANNE M 10080740 SCG AZ01 SMITH, KATHRYN E 10080042 SCG AZ01 SMITH, MARLO E 10071361 SCG AZ01 SMITH, MICHAEL A 18001282 SCG AZ01 SMITH, PATRICK G 10079576 SCG AZ01 SMITH, RUSH A 10101336 SCG AZ01 SMITH, TERRY L 10080738 SCG AZ01 SMITH, WILLIAM R 10047447 SCG AZ01 SNEED, DARRYL 10072504 SCG AZ01 SNELL, PATRICIA A 10074438 SCG AZ01 SNELLING, RICHARD l0080111 SCG AZ01 SNIDER, ROGER D 10078442 SCG AZ01 SNYDER, LINDA 10010711 SCG AZ01 SOARDS, NANCY E 10077815 SCG AZ01 SOLAREZ, JESSE V 10079038 SCG AZ01 SOLIZ, GLORIA M 10107156 SCG AZ01 SOLOMON, ALBERT W 10012187 SCG AZ01 SORDIA, JUDY M 10077186 SCG AZ01 SOTELO, DIANE K 10046186 SCG AZ01 SOTO, GLORIA P 10069774 SCG AZ01 SOWELL JR, WALTER T 10014392 SCG AZ01 SPAID, JESSIE 10080620 SCG AZ01 SPEIRS, ROBERT B 10047542 SCG AZ01 SPENCER, KEVIN L 10121191 SCG AZ01 SPINKS, SARAH M 10113914 SCG AZ01 SPOONER, KIM E 10030569 SCG AZ01 ST GEORGE, DIANA J 10037566 SCG AZ01 STACY, HARRIET L 10007298 202

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 STAHLINSKI, CHRISTINA L l8004033 SCG AZ01 STANFIELD, DEANNA J l0073998 SCG AZ01 STANKE, ANDREW J 10107710 SCG AZ01 STANTON, DENNIS N 10076752 SCG AZ01 STAPLEY, KEITH L 10071553 SCG AZ01 STATEN, ANNETT M 10078253 SCG AZ01 STATEN, THELMA L 10126868 SCG AZ01 STEINWALL, JAMES E 10108600 SCG AZ01 STEPHENS, ARNEL 10080893 SCG AZ01 STEPHENSON, MICHAEL C 10114389 SCG AZ01 STERLING, DEBORAH L 10072787 SCG AZ01 STEWART, DIANA L 10074969 SCG AZ01 STEWART, RAYMOND D 10114786 SCG AZ01 STEWART, TIMOTHY C 10078624 SCG AZ01 STICE, MARY E 10105603 SCG AZ01 STIGSELL, MARLENE 10080197 SCG AZ01 STOECKMANN, JAMES A 10068129 SCG AZ01 STONER, KEVIN P 10074961 SCG AZ01 STORK, LINDA S 10080597 SCG AZ01 STRANGE, DOLORES I 10042775 SCG AZ01 STRATTON, CAROL J 10073856 SCG AZ01 STRAUB, SHAWNA 18002554 SCG AZ01 STRAUSS, CURTIS D 10107623 SCG AZ01 STRIEDEL, STEVEN L 10083876 SCG AZ01 STRIPPELMAN, JOHN C 10115509 SCG AZ01 STRONG, ROGER 10081770 SCG AZ01 STUBBS, SHERRI A 10043991 SCG AZ01 STUMBAUGH, CHERYL A 10104759 SCG AZ01 STYER, HAROLD A 10065155 SCG AZ01 SUAREZ, MARY 10071805 SCG AZ01 SUELL, LINDA 10080921 SCG AZ01 SULJIC, STANIJA A 10042310 SCG AZ01 SULLHAN, PUNITA R 10131945 SCG AZ01 SULLIVAN, EILEEN A 10113975 SCG AZ01 SULLIVAN, PAUL L 10022557 SCG AZ01 SUMMERS, BARBARA L 10049294 SCG AZ01 SUNDARAM, LMG 10004489 SCG AZ01 SURA, PARAG R 10116008 SCG AZ01 SWARTZ, ROBERT J 10101507 SCG AZ01 SWEENEY, SUSAN K l0075034 SCG AZ01 SWIFT, RONALD C 10073862 SCG AZ01 SWITLICK, DOUGLAS J 10105903 SCG AZ01 SWITZER, STEVEN 10071402 SCG AZ01 SYLVIA, ANDREW M 10086137 SCG AZ01 SYLVIA, JANICE 10073782 203

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 SYLVIA, PAUL E 18001924 SCG AZ01 SZMAL, CAMILLE A 10011058 SCG AZ01 TACKABERRY, ROBERT B 18003805 SCG AZ01 TAKAMATSU, IRIS S 10087598 SCG AZ01 TANBERG, DENNIS A 10111384 SCG AZ01 TANG, MANH 18004027 SCG AZ01 TANG, NANCY P 10071184 SCG AZ01 TANNER, FRANK W 10086202 SCG AZ01 TANORI-POTE, FRANCINE L 10075382 SCG AZ01 TANSEY, MICHAEL A 10129651 SCG AZ01 TANTON SR, JOHN E 10096472 SCG AZ01 TANTON, CRYSTAL L 10100233 SCG AZ01 TAOMOTO, AILEEN A 10087648 SCG AZ01 TARIN, DONNA K 10116626 SCG AZ01 TATE, ROBERT R 10069951 SCG AZ01 TATMAN, DARRYL G 10048228 SCG AZ01 TATMAN, JENNIFER L 10071969 SCG AZ01 TAYLOR, CYNTHIA K 10113377 SCG AZ01 TAYLOR, JEROME M 10047233 SCG AZ01 TAYLOR, LALONI 10074708 SCG AZ01 TAYLOR, MARIE 10073445 SCG AZ01 TEMPESTA, ANGELA C 10010959 SCG AZ01 TEMPLE, RICHARD H 10008642 SCG AZ01 TENNISON, SYLVIA 10075267 SCG AZ01 TERRY, ROBERT O 10020901 SCG AZ01 THALLIKAR, GURU 18004728 SCG AZ01 THIEDE, JAMES R 10111735 SCG AZ01 THOMAS, IRENE D 10108226 SCG AZ01 THOMPSON, DAVID 10063443 SCG AZ01 THOMPSON, ISAAC O 10069017 SCG AZ01 THOMPSON, JESSICA E 10096383 SCG AZ01 THOMPSON, THOMAS 18000443 SCG AZ01 THORNEWILL VON ESSEN, DAV 10091124 SCG AZ01 THORNTON, MARY A 10074716 SCG AZ01 THRAEN, VERONICA R 10106949 SCG AZ01 THREET, PAUL O 18003740 SCG AZ01 THUENEN, DANIEL M 10077096 SCG AZ01 TIETZ, GINAMARIA 10098273 SCG AZ01 TIMM, RALPH E 10068264 SCG AZ01 TIMMONS, TROY 10080676 SCG AZ01 TIMPSON, CARL D 10103023 SCG AZ01 TINGLE, TERESA A 10080783 SCG AZ01 TISCHER, TERRY D 10063758 SCG AZ01 TOC, LETITIA E 10096408 SCG AZ01 TODD, STEVEN 10023269 204

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 TOLLIVER, CUPID S 10090730 SCG AZ01 TOMASCO, ROBERT 10104908 SCG AZ01 TONEY, MARY E 10133148 SCG AZ01 TORRES, MARY K 10081417 SCG AZ01 TORRES, RICHARD 10071356 SCG AZ01 TRAASDAHL, CHRISTIAN 10091036 SCG AZ01 TRAN, CHAU 18003819 SCG AZ01 TRAN, HUY TRONG 10132421 SCG AZ01 TRAN, TRUNG Q 10065278 SCG AZ01 TREESE, ERIC M 10107153 SCG AZ01 TREMPER, KAREN K 10128588 SCG AZ01 TREVINO, CELIA 10057945 SCG AZ01 TREZOS, CHARLOTTE 10019957 SCG AZ01 TRICE, JOHN M 10088510 SCG AZ01 TRIMBLE, PHILLIP 18000026 SCG AZ01 TRIMMER, AARON 18004187 SCG AZ01 TRUHITTE, DARRELL D 10071364 SCG AZ01 TUCKER, RITA J l0074445 SCG AZ01 TURNER, FELISA 18004034 SCG AZ01 TURNER, WILLIAM 10061206 SCG AZ01 TYLER JR, JOHN A 10076883 SCG AZ01 TYLER, ANDREW L 10116227 SCG AZ01 UDOFIA, UKO B 10081508 SCG AZ01 ULLOA, JOSE J 10084047 SCG AZ01 ULLOA, JOSEPHINE 10076290 SCG AZ01 ULLOA, MARK J 10076953 SCG AZ01 ULMER, DOUGLAS E 10126261 SCG AZ01 UMPLEBY, JOSEPH C 10023271 SCG AZ01 UNZICKER, JERRY L 10069058 SCG AZ01 VALENCIA, EDWIN F 10132776 SCG AZ01 VALLON, HANS 18003174 SCG AZ01 VAN ZOEST, INGRID A 18001926 SCG AZ01 VANCE, CAROL L 10068952 SCG AZ01 VANDELOOP, ARLENE K 10079378 SCG AZ01 VANDERKAMP, EUGENE 18002919 SCG AZ01 VANDERLIN, ELIZABETH A 10011489 SCG AZ01 VANNIMAN, DALE S 10047078 SCG AZ01 VANWALLENE, MATTHEW J 10024064 SCG AZ01 VARGAS, MARGARITA L 10080771 SCG AZ01 VASQUEZ, ESTELLA 10074323 SCG AZ01 VASQUEZ, KATY R 10071257 SCG AZ01 VAUGHN, CHERYL A 10126477 SCG AZ01 VAVRA, GARY 10010214 SCG AZ01 VELARDE, JOSE L 10136743 SCG AZ01 VELASQUEZ, DIANE M 10114796 205

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 VENDER, REYNA J 10107490 SCG AZ01 VENKATRAMAN, PRASAD 10106120 SCG AZ01 VERNIER, KAREN S 10081538 SCG AZ01 VETO, JOHN C 10025083 SCG AZ01 VICE, SHANNON M 10114953 SCG AZ01 VICK, GARY R 10074915 SCG AZ01 VILLA, MELVA A 10080186 SCG AZ01 VILLA, SHARRYL K 10079622 SCG AZ01 VILLALOBOS, ARTHUR J 10124107 SCG AZ01 VINEYARD, PEGGY A 10079290 SCG AZ01 VISLOCKY, LINDA A 10109903 SCG AZ01 VOGEL, EMIL T 10129682 SCG AZ01 VOIGTS, JOHN J 10136580 SCG AZ01 VON BORSTEL, DIANNE 10067621 SCG AZ01 VUONG, HOA VAN 10126772 SCG AZ01 WADE, TYRA V 10069936 SCG AZ01 WAGNER, MICHAEL C 10074689 SCG AZ01 WAGONER, JAMES D 10079276 SCG AZ01 WAHL, DAVID 10046797 SCG AZ01 WAKEFIELD, SUSAN P 10080471 SCG AZ01 WALDMILLER, JENNIFER A 10092780 SCG AZ01 WALKER CHARLENE M 10038542 SCG AZ01 WALKER, KELLY 18002211 SCG AZ01 WALKER, LOVIE R 10071815 SCG AZ01 WALKER, MARY 10073140 SCG AZ01 WALKER, TIMOTHY M 10091163 SCG AZ01 WALLACE, KIMBERLY A 10074513 SCG AZ01 WALPORT, ELIZABETH J 10113653 SCG AZ01 WALSMITH, GLORIA J 10056210 SCG AZ01 WALTENBURG, GAIL L 10022558 SCG AZ01 WALTERBACH, JILL B 10080038 SCG AZ01 WALTHER II, WILLIAM D 10116025 SCG AZ01 WALTON, JERRY L 10065321 SCG AZ01 WAN, IRENE S 10077376 SCG AZ01 WARD, ALETHIA A 10080225 SCG AZ01 WARD, TREVOR 10021469 SCG AZ01 WARDEN, MARK 10129681 SCG AZ01 WARRING, DONALD L 10075183 SCG AZ01 WASHBURN, CHARLES B 10109313 SCG AZ01 WASILEWSKI, MARK W 10042902 SCG AZ01 WATERS, JAMES T 10002377 SCG AZ01 WATKINS, LEE R 10081376 SCG AZ01 WATROUS, JILL L 10090513 SCG AZ01 WATSON, JAMES 18000160 SCG AZ01 WAUGH, PAMELA J 10050752 206

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 WEATHERBY, DEAN M 10107330 SCG AZ01 WEAVER, KATHERINE E 10104986 SCG AZ01 WEAVER, TERRY F 10088661 SCG AZ01 WEAVER, TERRY F 18002089 SCG AZ01 WEBB, JOSEPH 10053482 SCG AZ01 WEBB, SHEENA 10084800 SCG AZ01 WELCH, MARK W 18004881 SCG AZ01 WELLER, PATRICIA A 10076840 SCG AZ01 WELLS, ANDREA G 10077809 SCG AZ01 WELLS, CLAUDIA L 10082714 SCG AZ01 WELLS, DIANA E 10074223 SCG AZ01 WELT, CYNTHIA A 10079347 SCG AZ01 WESLEY, CORNELIUS R 10081197 SCG AZ01 WEST, STEVEN K 10106302 SCG AZ01 WESTFALL, JEFFRY R 10066101 SCG AZ01 WESTLING, R DAVID 10071548 SCG AZ01 WESTOVER, ERIC 18000966 SCG AZ01 WETZEL, SONDRA K 10074970 SCG AZ01 WHEELER, TONY L 10115795 SCG AZ01 WHITCOMB, JON P 10047331 SCG AZ01 WHITE, ANTHONY L 10071283 SCG AZ01 WHITE, DORIS L 10053115 SCG AZ01 WHITE, GREGORY 18005298 SCG AZ01 WHITE, JUDY 10078431 SCG AZ01 WHITE, LARRY 10073173 SCG AZ01 WHITE, TIMOTHY J 18005542 SCG AZ01 WHITE, TYRONE C 18001452 SCG AZ01 WHITFORD, SUSAN 10076884 SCG AZ01 WHITT, SCOTT N 10132770 SCG AZ01 WIDMAR, RICHARD W 10049647 SCG AZ01 WIEDMAIER, CHARLES M 10076709 SCG AZ01 WIEGAND, MICHAEL T 10073622 SCG AZ01 WIEGAND, ROBERT J 10068234 SCG AZ01 WILBURN, HAROLD D 10083862 SCG AZ01 WILDERMUTH, WILLIAM 18000961 SCG AZ01 WILDNER, MICHELE E 10113898 SCG AZ01 WILEY, CHRISTOPHER A 10105874 SCG AZ01 WILLIAMS, BOYD K 10081387 SCG AZ01 WILLIAMS, HAZEL L 10076506 SCG AZ01 WILLIAMS, MARY B 10075001 SCG AZ01 WILLIAMS, SHERMAN 10051242 SCG AZ01 WILLIAMS, SUN S 10075135 SCG AZ01 WILLIAMS, TIM M 10087158 SCG AZ01 WILLS, BARBARA 10030373 SCG AZ01 WILSON, CORY T 18002042 207

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 WILSON, MICHAEL 10079601 SCG AZ01 WINANS, DAVID L 10074328 SCG AZ01 WINEINGER, RODGER H 10047260 SCG AZ01 WING JR, SAMUEL G 10090872 SCG AZ01 WINGFIELD, LOIS L 10052967 SCG AZ01 WIPF, RAQUEL K 10132442 SCG AZ01 WISNIEWSKI, MARY 10019857 SCG AZ01 WISSMILLER, KYLE R 18003634 SCG AZ01 WITHGOTT, JEREMY 18000965 SCG AZ01 WOJTYNA, JASON W 10094330 SCG AZ01 WOJTYNA, JOSHUA 18001917 SCG AZ01 WOLF, PATRICIA 10007860 SCG AZ01 WOLFE, KENNETH C 10113918 SCG AZ01 WOLLETT, SUE M 10075119 SCG AZ01 WOLVERTON, ROY 18002660 SCG AZ01 WON, JOHNNY 10081211 SCG AZ01 WONG, CHI L 10072680 SCG AZ01 WONG, DUANE Y 10099387 SCG AZ01 WONG, HOWARD 10081101 SCG AZ01 WONG, JACK 18005089 SCG AZ01 WONG, MARY 10079008 SCG AZ01 WONG, PAK KWONG 10078187 SCG AZ01 WONG, PAUL H 10107640 SCG AZ01 WOOD, CYNTHIA E 10078544 SCG AZ01 WOOD, TERESA M 10076671 SCG AZ01 WOODS, KURT V 10083310 SCG AZ01 WORKMAN, KELLY M 10129666 SCG AZ01 WORKMAN, MICHELE L 10116690 SCG AZ01 WRIGHT, KAREN E 10079778 SCG AZ01 WRUCK, SCOTT A 18003640 SCG AZ01 WU, YUJING 10108027 SCG AZ01 WUEBBELS, DONALD A 10032290 SCG AZ01 WYATT, ALLISON D 10079090 SCG AZ01 WYATT, BEVERLY L 10066787 SCG AZ01 WYATT, DONALD D 10052618 SCG AZ01 XU, JIN 18000944 SCG AZ01 XU, YONG L 10127269 SCG AZ01 YANEZ, BERTHA D 10079745 SCG AZ01 YANEZ, ISABEL Q 10080624 SCG AZ01 YANEZ, JESSICA M 10109014 SCG AZ01 YANEZ, SUSAN M 10073064 SCG AZ01 YANGA, THOR (PASTOR) 01329173 SCG AZ01 YOUNG, JOELL D 10100128 SCG AZ01 YOUNG, MICHAEL W 10072764 SCG AZ01 YOUNG, ROBERT E 18002329 208

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ01 YPSILANTI, WILLIAM D 10007367 SCG AZ01 ZAHEDI, MOJIM 10122730 SCG AZ01 ZAMORA, JAMIE J 18003733 SCG AZ01 ZAREMBA, JR, DONALD L 10070652 SCG AZ01 ZBIEGIEN, RONALD A 10036675 SCG AZ01 ZEBROWSKI, RODNEY 18000300 SCG AZ01 ZEID, DINA 10132188 SCG AZ01 ZERTUCHE, JENNIFER A 10070661 SCG AZ01 ZHANG, YONGXIA 18003903 SCG AZ01 ZILL, MICHAEL K 10052544 SCG AZ01 ZIMMER, HANS J 10081493 SCG AZ01 ZIOLKOWSKI, STEPHEN R 10011696 SCG AZ01 ZOLLARS, DANIEL C 10124118 SCG AZ09 ALEXANDER, LANETTA R 10136768 SCG AZ09 AMBADI, SATHEESH K 10126539 SCG AZ09 ANDERS-CALDWELL, TERRY E 10083676 SCG AZ09 ANGULO, MICHAEL A 10073527 SCG AZ09 ANGULO, MICHAEL A 10114394 SCG AZ09 AVERETT, GUY 10082726 SCG AZ09 AZAM, MISBAHUL 10130528 SCG AZ09 BACA, MELISSA 10131151 SCG AZ09 BADILLA, ALICHIA M 10115517 SCG AZ09 BAKER, GREGG P 10021797 SCG AZ09 BARTHOLOMEW, JIMMY J 10068399 SCG AZ09 BARTON, DELORES J 10066676 SCG AZ09 BARTON, MITCHELL J 10019034 SCG AZ09 BATCHELOR, CAROL L 10120937 SCG AZ09 BAUMAN, LERONA G 10076696 SCG AZ09 BEARY, ANDREW 18002234 SCG AZ09 BEATTY, SUSANNA C 10112908 SCG AZ09 BENARD, BRIAN P 10110343 SCG AZ09 BONATTO, MICHAEL P 10100261 SCG AZ09 BOOE, MARIA C 10076082 SCG AZ09 BOOTH, WILLIAM M 10125570 SCG AZ09 BORN, SALLIE A 10074435 SCG AZ09 BOWEN, RYAN M 10136784 SCG AZ09 BRATTEN, GORDON L 10101852 SCG AZ09 CARTWRIGHT, JACK R 10076457 SCG AZ09 CATLIN, JEFFREY 18001518 SCG AZ09 CERVI, BOBBIE J 10078162 SCG AZ09 CHANEY III, WILLIAM A 10080088 SCG AZ09 CHANG, GEORGE 10004436 SCG AZ09 CHIMERICA, JENNIFER 10077349 SCG AZ09 CHOY, COLIN D 10107913 SCG AZ09 COLLINS, DAVID H 18001458 209

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ09 COOPER, JOANNE 18002526 SCG AZ09 CROWLEY, MICHAEL D 18003450 SCG AZ09 DANG, LANA D 10089180 SCG AZ09 DANIEL, AARON R 18005844 SCG AZ09 DAOUD, EHAB S 18005808 SCG AZ09 DEAN, THOMAS B 10078785 SCG AZ09 DELOSSANTOS, DENNIS 18000620 SCG AZ09 EHLERT, ERIC P 10079596 SCG AZ09 FAULKINBURY, BONNIE L 10043899 SCG AZ09 FITZGERALD, CRAIG 10080061 SCG AZ09 FORTNER, KELSO E 10078821 SCG AZ09 FREEMAN, DAVID 18002664 SCG AZ09 FULLER, LAURA 10122031 SCG AZ09 FULTON, ANGELICA A 10090060 SCG AZ09 FULTON, JOE M 10109025 SCG AZ09 GARCIA, CARLOS N 10078514 SCG AZ09 GOLDENETZ, TIMOTHY G 10080230 SCG AZ09 GONZALEZ, JOHN D 10069424 SCG AZ09 GRAHAM, TIM 10072093 SCG AZ09 GREEN, RONALD 18004847 SCG AZ09 GRIGGS, PAUL W 10108602 SCG AZ09 GRIMALDI, MAUREEN F 10078433 SCG AZ09 GRIZZARD, LOREN V 10070822 SCG AZ09 GRUNERUD, GEORGE E 10115976 SCG AZ09 GUY, JAMES C 18004456 SCG AZ09 GUZMAN, SHIRLEY A 10107916 SCG AZ09 HAKKAL, HARSHA S 18005803 SCG AZ09 HALL, MAURICE S 10125593 SCG AZ09 HAMILTON, LABIRDER 10073746 SCG AZ09 HANNOUN, DANIEL G 10128097 SCG AZ09 HARRIS, CYNTHIA A 10001952 SCG AZ09 HOLBROOK, ANDERSON, JOYCE 10072275 SCG AZ09 HONG, STELLA Q 10104903 SCG AZ09 HOOVER, ALLEN T 10079202 SCG AZ09 HOSSAIN, FAZLA RABBI 18002950 SCG AZ09 HOWARD, KENNETH D 10114546 SCG AZ09 HOWARDELL, AARON K 10136751 SCG AZ09 HOWLEY, BRIE 18005802 SCG AZ09 IMAM, SALMA A 10127287 SCG AZ09 JACKSON, APRIL R 10078563 SCG AZ09 JANAKIRAM, MANI 10125094 SCG AZ09 JANES, JERRY C 10033400 SCG AZ09 JARA, MARTIN 10065457 SCG AZ09 JENKINS, RAYMOND D 10070096 SCG AZ09 JOHNSON, NORMAN L 10087458 210

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ09 JOHNSTON, STEVEN 18000600 SCG AZ09 JONES, COLEMON D 10104448 SCG AZ09 KAMEKONA, KEITH G 10109892 SCG AZ09 KENLEY, ROGER 10024529 SCG AZ09 KILGORE, STEPHEN H 10130866 SCG AZ09 KIRWAN, WILLIAM H 10020977 SCG AZ09 KLINGBEIL, DOUGLAS 10042616 SCG AZ09 KNICKERBOCKER, NICHOLAS P 10090985 SCG AZ09 KO, TSOTUNG 10095802 SCG AZ09 KOCH, PETER A 10072136 SCG AZ09 KOVELESKY, FREDERICK J 10002189 SCG AZ09 KRAJEWSKI, STEPHEN 18000158 SCG AZ09 LAI, CHUN K 10072120 SCG AZ09 LAM, LONG N 10081276 SCG AZ09 LARSEN, SCOTT M 10051029 SCG AZ09 LEVATAU, SALOTE M 10080998 SCG AZ09 LOUIS JR, VICTOR 10078794 SCG AZ09 LOVE, GIOVANNA M 10115544 SCG AZ09 LUEVANOS, RICARDO E 10128429 SCG AZ09 LUNDEEN, DAVID G 10119175 SCG AZ09 LYON, LAURA K 10098818 SCG AZ09 MACIAS, CRYSTAL A 10072569 SCG AZ09 MC KAY, JAMES C 10007398 SCG AZ09 MCDONALD, JASON 18002078 SCG AZ09 MOYA, PRISCILLA A 10116216 SCG AZ09 NGO, TRANG 18000980 SCG AZ09 NUGENT, STEPHEN J 10000130 SCG AZ09 ORONA, JOSE 18003982 SCG AZ09 ORR, ROBERT L 10090325 SCG AZ09 ORTIZ, FRANCES 10079497 SCG AZ09 PEARSE, JEFFREY 10006315 SCG AZ09 PEPE, CHRISTINE A 10021382 SCG AZ09 PETERSON, BRIAN P 10066385 SCG AZ09 PETERSON, RICHARD L 10048088 SCG AZ09 POSEY, EDWIN 18001246 SCG AZ09 POWERS, DEBORAH A 10071779 SCG AZ09 PRETTYMAN, RALPH E 10074432 SCG AZ09 RANDHAWA, SATWINDER S 10099712 SCG AZ09 RANGE, RONALD E 10100837 SCG AZ09 RINK, BRYAN 18000118 SCG AZ09 RIVERS, LEIGH H 10096324 SCG AZ09 ROBENS, JANICE 10053831 SCG AZ09 ROBINSON, JUDI A 10076616 SCG AZ09 RODE, JASON A 10098266 SCG AZ09 RODRIGUEZ, ANGELIQUE Y 18003147 211

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ09 ROLLINS, KARDA K 10079548 SCG AZ09 ROSS, LINDA M 10007808 SCG AZ09 ROUTHIER, GUY B 18002933 SCG AZ09 SABA, RUSHDY A, 10117761 SCG AZ09 SANCIPRIAN, LILY C 10077126 SCG AZ09 SANDERS, TOM L 10078528 SCG AZ09 SANTIAGO, VICENTE G 10071313 SCG AZ09 SCHAY, PATRICIA M 10080039 SCG AZ09 SCHOONOVER, BRIAN T 10106539 SCG AZ09 SCRANTON, RICHARD 10133730 SCG AZ09 SEARLE, VICKI L 10061404 SCG AZ09 SELLERS, JAMES A 10013450 SCG AZ09 SEXTON, ROBERT J 10074524 SCG AZ09 SHARP, MICHAEL R 10083756 SCG AZ09 SHENG, SENPENG 18002416 SCG AZ09 SHOEMAN, JOHN R 10065411 SCG AZ09 SOTO, MARY J 10084436 SCG AZ09 SPERRY, PAMELA J 10110618 SCG AZ09 SUTTON, MAUR 10053543 SCG AZ09 SYVILAI, SANH 18001513 SCG AZ09 SZETO, ERIC 18005976 SCG AZ09 THEISEN, YOUNG M 10082760 SCG AZ09 THERIOT, CHANTE 18002571 SCG AZ09 TRAN, LINH T 10114792 SCG AZ09 TUGCAY, ALLAN J 10109598 SCG AZ09 URIAS, PRISCILLA 10076872 SCG AZ09 VENEGAS, DAVID B 10073664 SCG AZ09 WARDA, EDWARD S 10107367 SCG AZ09 WILLARD, KAREN J 10119164 SCG AZ09 WINER, RICHARD 18005520 SCG AZ09 WU, JUN 18002494 SCG AZ09 YANG, CHUL SU 10076252 SCG AZ09 ZAHN, RYAN A 10132187 SCG AZ10 AGUILA, MICHAEL A 10076730 SCG AZ10 BASKETT, IRA E 10065335 SCG AZ10 BROWN, ERIC 10073790 SCG AZ10 BRUNER, STEPHEN M 10117494 SCG AZ10 CORONADO, TERESA 10075792 SCG AZ10 DELAFIELD, DARLIA M 10074772 SCG AZ10 DOAN, LOI C 10078791 SCG AZ10 DOVER, FRANK D 10083967 SCG AZ10 EWERS, DAVID E 10048915 SCG AZ10 FOSS, MICHAEL L 10064265 SCG AZ10 GOOD, STEPHEN R 10079609 SCG AZ10 HEIM, BARRY B 10066540 212

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ10 HUNTER, BRIAN W 10091025 SCG AZ10 MATTHEISEN, DUANE K 10073966 SCG AZ10 MILLER, SCOTT P 10074212 SCG AZ10 NAVARRETTE, FRANCES 10079267 SCG AZ10 ROBERTS, DARYL G 10043067 SCG AZ10 RODRIGUEZ, KATHY A 10061270 SCG AZ10 SCHATKE, ROBERT C 10079432 SCG AZ10 SINGH, KELWANT KAUR 18005795 SCG AZ10 UHLIK, VLADIMIR 10045527 SCG AZ10 VAN ZUTPHEN, VAL 10078200 SCG AZ10 WOLF, DONALD E 10080630 SCG AZ11 ALMONEEF, JUDITH 10070328 SCG AZ11 ANDERSON, ROY A 10024962 SCG AZ11 ASHWORTH, LARRY R 10079250 SCG AZ11 ATKINSON, M LYNN 10074290 SCG AZ11 BARKER, WENDY L 10014463 SCG AZ11 BARMORE, JERI L 10055283 SCG AZ11 BAUMGARDNER, LINDA M 10011607 SCG AZ11 BERRY, THOMAS M 10074959 SCG AZ11 BROGNA, SHARON R 10000934 SCG AZ11 BUNCH, JUDY 10105651 SCG AZ11 CALDERON, PETER M 10076065 SCG AZ11 CALDERONE, SHERRY 10047477 SCG AZ11 CAVAGNOLI, MICHEL A 10111174 SCG AZ11 CAVE, GEORGE 10018112 SCG AZ11 COLEMAN, SHENEKA 10106710 SCG AZ11 CONGER, ROBIN L 10085862 SCG AZ11 COPELAND JR, ALBERT L 10010604 SCG AZ11 COX, PAUL O 10085092 SCG AZ11 DAVIS, BOBBETE F 10028912 SCG AZ11 DEAKIN, JANINE 10062375 SCG AZ11 DEES, CHRISTIE L 10071494 SCG AZ11 DODD, KATHLEEN A 10083368 SCG AZ11 DOHERTY, PAUL F 10001096 SCG AZ11 EDISON, ZOE A 10049026 SCG AZ11 ELZEY, KENNETH L 10074170 SCG AZ11 FULLER, JACQUELINE L 10068412 SCG AZ11 GOMEZ, RAMONA R 10056429 SCG AZ11 GORMAN, LINDA A 10079255 SCG AZ11 GRANNIS, SHARON E 10086870 SCG AZ11 HATCHER, DEBORAH L 10065408 SCG AZ11 HERNANDEZ, NELLIE M 10080365 SCG AZ11 HOGUE, GREGORY A 10040804 SCG AZ11 HOLBROOK, CAROL L 10050871 SCG AZ11 HOLMES, DELORES R 10047439 213

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ11 HOWARD, FRANK 10019472 SCG AZ11 HUDSON, JANETTE 10072173 SCG AZ11 HUGHES, VICTORIA J 10079775 SCG AZ11 JOHNSON, ROBERT L 10076337 SCG AZ11 KIRK, ROBERTS 10021817 SCG AZ11 KIRKHAM, JUDY 10065347 SCG AZ11 KNOBEL, CHARLES A 10079225 SCG AZ11 KRITZLER, MARLENE J 10068767 SCG AZ11 KURTTI, ANN M 10045515 SCG AZ11 LAHANN, EUGENE H 10068758 SCG AZ11 LLOYD, VIVIAN I 10072265 SCG AZ11 LOEWY, LISA T 10121727 SCG AZ11 MANGINE, CARL A 10011049 SCG AZ11 MARTIN JR, JAMES L 10060032 SCG AZ11 MASON, JOYCE M 10060139 SCG AZ11 MIRANDA, PETE R 10099994 SCG AZ11 MITCHELL, MARILYN M 10062962 SCG AZ11 MITCHELL, PAM S 10074074 SCG AZ11 MONTELONGO, DONNA J 10067523 SCG AZ11 MOORE, NANCY R 10075966 SCG AZ11 ORLANDO, SUSAN L 10075072 sCG AZ11 PATTEN, RAYMOND C 10048328 SCG AZ11 PERCY, PAMELA L 10077541 SCG AZ11 PIERI, R DEAN 10075763 SCG AZ11 POWELL, OLIVE F 10120938 SCG AZ11 POWERS, SUSAN J 10068432 SCG AZ11 QUINN, NANCY L 10047797 SCG AZ11 RAE, JAMES R 10074024 SCG AZ11 REID, JOHN W 10079706 SCG AZ11 REIDY, DAVID F 10046162 SJCG AZ11 RICE, ANDREA L 10099061 SCG AZ11 RICHARDS, JESSICA 10078666 SCG AZ11 ROSS, PATRICIA A 10079140 SCG AZ11 SCOTT, MICHAEL A 10086975 SCG AZ11 SHELTON, CAROLINE L 10019477 SCG AZ11 SHERER, JOHN 10075485 SCG AZ11 SHOEMAKE, JULIANNE Y 10072592 SCG AZ11 SMITH, SHERRY L 10073927 SCG AZ11 SOLYMOSI, GEORGE T 10039679 SCG AZ11 STARKWEATHER, SYLVIA D 10078972 SCG AZ11 STEPHENS, ELIZABETH A 10078202 SCIS AZ11 STIH, GERALDINE 10075230 SCG AZ11 SURIANO, THOMAS R 10099545 SCG AZ11 TERRICK, CHRISTINE M 10074240 SCG AZ11 TINDELL, KATHLEEN J 10072127 214

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ11 VALENZUELA, FELICIA J 10074665 SCG AZ11 WAGSTAFFE, ALAN 10074251 SCG AZ11 WARD, CHARLES M 10079796 SCG AZ11 WARNER, LEE A 10079926 SCG AZ11 WEISE, RICHARD R 10043064 SCG AZ11 WHITE, SONIA S 10086656 SCG AZ11 WILLIAMS, LISA M 10095119 SCG AZ11 WILLIAMSON, DANNY L 10081009 SCG AZ11 WOLF, LYNDA M 10048613 SCG AZ11 WOOD, MARGARET A 10010844 SCG AZ11 WOODS, KIMBERLY A 10124121 SCG AZ11 WYMAN, KRISTIN 10075428 SCG AZ32 BOLLMAN JR, KEITH P 10076606 SCG AZ32 BRIEHL, ROBERT 10072033 SCG AZ32 SHEPARD, DEXTER L 10085466 SCG AZ34 ABEL, BUD 18000425 SCG AZ34 ADAMS, MARY L 10074066 SCG AZ34 ALBERKRACK, JADE H 10085764 SCG AZ34 ALTONEN, WILHART N 10048331 SCG AZ34 BALL, ALAN 18004979 SCG AZ34 BARNES, THERON 10082544 SCG AZ34 BARTON, RICHARD J 10029817 SCG AZ34 BELLEFEUILLE, MARVIN A 10063691 SCG AZ34 BILLINGS, DAVID T 10081426 SCG AZ34 BLACKMON, LISA D 10128533 SCG AZ34 BLOOD, TERRY M 10075790 SCG AZ34 BRIGGS, ROBERT M 10073228 SCG AZ34 BRYANT, JOHN L 10080200 SCG AZ34 BUELOW, EDWARD J 10077878 SCG AZ34 CADDELL, CAROL A 10074932 SCG AZ34 CANADA, ANN M 10070742 SCG AZ34 CASCANTE, ARBENZ 10076611 SCG AZ34 CERNA, SALVADOR 18005655 SCG AZ34 CHAPMAN, KENNETH T 10071053 SCG AZ34 CHAPMAN, LLOYD A 10118150 SCG AZ34 CHARON, TINA M 10026029 SCG AZ34 CLEMINGS, WILLIAM 10081076 SCG AZ34 COLDIRON, MARK S 10066640 SCG AZ34 COOK, AMBER 18000633 SCG AZ34 CORDELL, GARY B 10004539 SCG AZ34 CORELLA, SARAH 18003904 SCG AZ34 CORLETO, HECTOR F 18004364 SCG AZ34 COX, KAREN A 10080954 SCG AZ34 CROUSE, JACK D 10070544 SCG AZ34 DANIELY, MORRIS 10015258 215

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ34 DAVIS, GREG A 10022951 SCG AZ34 DENVIR, MELISSA A 10074517 SCG AZ34 DEUTY, SCOTT W 10003961 SCG AZ34 DIVINE, TIMOTHY M 10063735 SCG AZ34 DOMKE, DOUGLAS C 10065751 SCG AZ34 DOTSON, ROBERT N 10061118 SCG AZ34 DUERWACHTER, AMY 18005519 SCG AZ34 EISWERTH, AMIE 18004288 SCG AZ34 ELLIS JR, ROY L 10074991 SCG AZ34 ELMO, DAVID A 10010949 SCG AZ34 ENGHOLM, CONNIE J 10063617 SCG AZ34 ESHAGHI, MAJID 10118948 SCG AZ34 FAULKNER, FRAN L 10079908 SCG AZ34 FITCH, KEITH 18000100 SCG AZ34 FLEMING, CARL 10077059 SCG AZ34 FLYER, ILANA J 10079698 SCG AZ34 FLYNN, JOHN P 10080170 SCG AZ34 FRICK, KEVIN E 10121000 SCG AZ34 GAJEWSKI, THOMAS G 10020365 SCG AZ34 GAMBLE, MICHAEL B 10009410 SCG AZ34 GANNON, ALICE M 10076869 SCG AZ34 GARLINGTON, ALAN J 10080273 SCG AZ34 GASS, CHRISTOPHER 10033682 SCG AZ34 GEBHARDT, KEN A 10004703 SCG AZ34 GINN, WAYNE 10106199 SCG AZ34 GLOVER, JACQUELYN 18002141 SCG AZ34 GONZALES, CARLOS A 10128563 SCG AZ34 GREEN, KATHLEEN 10085477 SCG AZ34 GRINTER, THOMAS 18004184 SCG AZ34 GUNTHER, WILLIAM P 10071239 SCG AZ34 HAILES, ROBERT R 10105591 SCG AZ34 HALL, JEFFERSON W 10000459 SCG AZ34 HAMLIN, LARRY D 10074451 SCG AZ34 HAND, KATHLEEN W 10086318 SCG AZ34 HANSEN, JASON A 10107488 SCG AZ34 HANSON, BRUCE N 10067864 SCG AZ34 HARBAUGH, KENT S 10073139 SCG AZ34 HARDING, ELDON R 10061420 SCG AZ34 HARMON, JOHN D 18000977 SCG AZ34 HAYES, LLOYD H 10084939 SCG AZ34 HILL, JAMES G 10053682 SCG AZ34 HOEL, CHRISTOPHER 18001029 SCG AZ34 HOOGSTRA, MICHAEL R 10072880 SCG AZ34 HUETTL, DANIEL R 10072296 SCG AZ34 HUGGINS, JAMES C 10079110 216

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ34 HUNT, PAUL L 10009721 SCG AZ34 IMAM, MOHAMED A 10127179 SCG AZ34 JAMES, MARLIN R 10118151 SCG AZ34 JAMES MICHAEL L 10080730 SCG AZ34 JAMISON, SANDRA L 10020072 SCG AZ34 JEFFERY, PHILIP A 10082155 SCG AZ34 JENCK, LAURENT 18003127 SCG AZ34 JOHNSON, FRED M 10079556 SCG AZ34 JONES, MARJEAN 10113661 SCG AZ34 JONES, MICHAEL S 10103769 ' AZ34 JONES, ROGER P 10069768 SCG AZ34 JONES, STEPHEN 18001147 SCG AZ34 KAYSER, KEVIN 18005539 SCG AZ34 KELSEY, BRUCE A 18004206 SCG AZ34 KIRCH, THOMAS J 10076141 SCG AZ34 KLOSTERMAN, DONALD H 10031438 SCG AZ34 KOH, YOUNGMAN 10107906 SCG AZ34 KREAGER, SHEILA 10076582 SCG AZ34 KRIZ-ROLE MARLA JANE 10069597 SCG AZ34 KROEHLER, FRANK G 10075167 SCG AZ34 LACAGNINA, FRANK A 10107762 SCG AZ34 LAKE, DOROTHY K 10076061 SCG AZ34 LAMBERT, CYNTHIA S 10020647 SCG AZ34 LAMEYER, DONALD J 10077509 SCG AZ34 LAWSON, RONALD W 10084986 SCG AZ34 LEBEAU, CHRISTOPHER J 10076436 SCG AZ34 LENTZ, SHERRON S 10038608 SCG AZ34 LEVSHIN, MARK Y 10007103 SCG AZ34 MAINI, RAJNISH 10084644 SCG AZ34 MANES, JAY T 10088602 SCG AZ34 MAYS, LONNE L 10016641 SCG AZ34 MC DEVITT, PAUL J 10068591 SCG AZ34 MCSHANE, LATECHIA 10128107 SCG AZ34 MEIERS, ROBERT J 10022696 SCG AZ34 MEILHON, OLIVIER P 18004243 SCG AZ34 MONK, CHERYL L 10132443 SCG AZ34 MOORE, SAMUEL H 10061645 SCG AZ34 MOORE, STEVEN A 10067359 SCG AZ34 MORTENSON, DAYTON F 10106442 SCG AZ34 NGUYEN, LOC T 10068973 SCG AZ34 NORTON, MARK A 10075152 SCG AZ34 OKADA, DAVID N 10067622 SCG AZ34 PACE, WILSON DAVID 10079672 SCG AZ34 PARASHER, ANJU 10074216 SCG AZ34 PATEL, ASIT G 10067874 217

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ34 PENALOZA, JOSE F 10017885 SCG AZ34 PETERSON, JAMES R 10064129 SCG AZ34 PETTY, THOMAS D 10044831 SCG AZ34 PIERCE JR, RALPH E 10073625 SCG AZ34 RAO, SHILPA 10014786 SCG AZ34 RENTER, SHERRY L 10076724 SCG AZ34 RETUTA, DARIO V 01342895 SCG AZ34 RICE, A GREGORY 10080498 SCG AZ34 RIEDEL, RICHARD S 10070401 SCG AZ34 RIGGS, JOYCE M 10006367 SCG AZ34 RIGGS, SHANNON M 10077597 SCG AZ34 RODRIGUES, NILDA R 18002740 SCG AZ34 ROMAN, WILLIAM C 10015655 SCIS AZ34 ROWAN, KEVIN G 10045875 SCG AZ34 ROWLING, SHANE 18005649 SCG AZ34 SAKAMOTO, KURT K 10087577 SCG AZ34 SALAZAR, KATHRYN M 10120008 SCG AZ34 SALEH, MOUAYED M 10002751 SCG AZ34 SCHAFER, LESLIE L 10067269 SCG AZ34 SCHELLER, SHERRIE L 10076681 SCG AZ34 SCHROEDER, MICHAEL F 10095927 SCG AZ34 SCHULZ, ARMIN T 30003325 SCG AZ34 SEDDON, STEPHANIE R 10090901 SCG AZ34 SEDILLO, JAMES M 10090799 SCG AZ34 SENEFF, TIMOTHY E 10021781 SCG AZ34 SHAH, VIKRAM 10010582 SCG AZ34 SHOCKMAN, PAUL G 10075379 SCG AZ34 SHOOK, STEPHEN G 10055637 SCG AZ34 SIGLER, JEFF 18000696 SCG AZ34 SMITH, TIFFANY Y 10131132 SCG AZ34 SOMERO, BRADLEY M 10063858 SCG AZ34 SORIA, ESTHER 10075507 SCG AZ34 STOWERS, AMELIA 10075870 SCG AZ34 STANDAGE, LEONARD 10061396 SCG AZ34 STEIN, FREDERICK H 10126287 SCG AZ34 STEWART, LYLE P 10068227 SCG AZ34 STOUT, ROGER P 10071231 SCG AZ34 STROPKA, THADDEUS J 10011594 SCG AZ34 STUBBLEFIELD, ROGER F 10053655 SCG AZ34 STYS, CASEY 10028448 SCG AZ34 SUMMERS, PENNY M 10080789 SCG AZ34 SURA, RAMESH M 10010145 SCG AZ34 SUTOR, JUDY L 10037696 SCG AZ34 SYMONS, JOHN 10133370 SCG AZ34 THOMSON, ROBERT G 10029786 218

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ34 TOTMAN, JEFFREY L 10067177 SCG AZ34 TRAYLOR, CHADWICK R 10111464 SCG AZ34 TRUONG, HUAN 18005116 SCG AZ34 TSOKRIS, NICKOLAS 10110641 SCG AZ34 TUCKER, ETHEL L 10017470 SCG AZ34 TURLEY, SUNG S 10012337 SCG AZ34 UNGER, SAN L 10080862 SCG AZ34 VALDEZ, KRISTIE A 18005818 SCG AZ34 VAN MARCHE, RICHMOND 10001245 SCG AZ34 VARGAS, JAIME R 10075919 SCG AZ34 VICKERS, LAURA S 10077798 SCG AZ34 VYNE, ROBERT L 10078997 SCG AZ34 WARD, THOMAS G 10005637 SCG AZ34 WEAVER, PETER A 10077146 SCG AZ34 WEIR III, BERNARD E 10020160 SCG AZ34 WHITE, KIMBERLY 18005538 SCG AZ34 WILLERS, ROBERT S 10079339 SCG AZ34 WILLIAMS, MICHAEL A 10022749 SCG AZ34 WOLFE, DAVID C 10103673 SCG AZ34 YANCIK, KENT J 10031524 SCG AZ34 YEOW, EDWARD 18000418 SCG AZ34 ZAHEDI, AL R 10077290 SCG AZ34 ZAMORA, MATTHEW J 10004286 SCG AZ34 ZLOTNICK, FREDRICK 10004152 SCG AZ49 CHRUMA, JERRY L 10061397 SCG AZ50 ANDERSON, HAROLD G 10053336 SCG AZ50 BOSCH, COLIN 10067867 SCG AZ50 BURGHOUT, WILLIAM F 10075368 SCG AZ50 CELAYA, PHILLIP C 10075448 SCG AZ50 CORONADO, RAYMOND 10091183 SCG AZ50 DONLEY, JAMES S 10017868 SCG AZ50 EVARD, PHILIP 10107770 SCG AZ50 FAUTY, JOSEPH 10005712 SCG AZ50 FOLEY, KEVIN J 10003538 SCG AZ50 FOLEY, MARIA A 10073193 SCG AZ50 JONES, FRANK T 10074293 SCG AZ50 LETTERMAN JR, JAMES P 10010003 SCG AZ50 MAJORS, EDWARD M 10054402 SCG AZ50 MEKO, TIMOTHY E 10046469 SCG AZ50 NELSON, KEITH E 10066400 SCG AZ50 NGO, CANG 10107163 SCG AZ50 NORTON, LAURA J 10107765 SCG AZ50 ODONNAL, CLAUDIA M 10080143 SCG AZ50 SEDDON, MICHAEL 10013132 SCG AZ50 SELBY, MARVIN H 10013357 219

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG AZ50 ST GERMAIN, STEPHEN 10078774 SCG AZ50 THIENPONT, DENISE M 10036702 SCG AZ50 TSAI, SHI TAOU 10011328 SCG AZ50 WEBB, BRIAN A 10079792 SCG AZ50 WEN, YENTING 10090842 SCG AZ50 WESTLAKE, MICHAEL A 10048127 SCG AZ50 YODER, JAY A 10070242 SCG CA04 BARHAM, CYNTHIA E 10063511 SCG CA04 FRIEDMAN, NINA 10083241 SCG CA04 HOLT, BRIAN 10091018 SCG CA04 JOHNSON III, WILLIAM H 10074304 SCG CA04 PICKEI, STEVEN M 10003480 SCG CA04 ROYBAL, ANTHONY W 10108639 SCG CA04 YUN, JAY H 10132447 SCG CA09 PAGE, SUSAN R 10091167 SCG CA09 TRAN, HUNG 18003795 SCG CA10 BENEVENTO, JAN 10083425 SCG CA10 BLOXSOM, DONALD P 10083494 SCG CA10 CATTON, KURT 10085658 SCG CA10 CHAME, AL 10085316 SCG CA10 DE ROSIER, LINDA 10064014 SCG CA10 FRAZIER, KEITH A 10034306 SCG CA10 KEEFER, RONALD 10083023 SCG CA10 KOVICH, MARK E 10083001 SCG CA10 MACAPINLAC, TOMASA 10085074 SCG CA10 MACRENARIS, JOSEPH 10000076 SCG CA10 RAO, JUSTINE 10083985 SCG CA10 STELLING, MARY H 10085874 SCG CA10 TRINH, HOA M 10132448 SCG CA10 WOJNOWSKI, MICHELE 10083149 SCG CA14 CLOUGH, CHARLES M 10059405 SCG CA14 COX, RETA M 10081766 SCG CA14 FONSECA, JACKIE 10082702 SCG CA14 MATANI, AJAY 10087235 SCG CA14 NOLAND, FREDERICK L 10086744 SCG CA14 PHILLIPS, MARK 10083492 SCG CA14 SMITH, LINDA D 10084211 SCG CA14 STICK, DENNIS D 10009912 SCG CO03 BRACKETT, EDWARD C 10080026 SCG CO03 COOKSEY, LYN 10061686 SCG CO03 HONNOLD, JOHN 18000983 SCG CO03 TOOHEY, BRETT 10088674 SCG CT02 RAFFERTY, THOMAS 10109481 SCG CT02 RAMPONE, MARY 10002140 SCG CT02 REINHARDT, STEVEN V 10004881 220

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG FL05 ADAMS, DAVID W 10016767 SCG FL05 DOUGLAS, NANCY 18002877 SCG FL05 PHELPS JR, FREDERICK G 10010901 SCG FL06 CARRINGTON, ANNETTE L 10083057 SCG FL06 CHAMCHARAS, JAMARIE 10132445 SCG FL06 KOPINS, GREGORY A 10098931 SCG FL06 MC LAUGHLIN, JAMES A 10021528 SCG FL06 MELSHEIMER, JAMES M 10084977 SCG FL15 GARNSEY, MARIANNE 10013987 SCG GA01 BLACK, JENNY 10052072 SCG GA25 BARLOW, JAMES M 10016909 SCG GA25 LYLES, JANINE A 10120112 SCG GA25 PARKER, WILLIAM M 10057701 SCG GA25 SCOLAMIERO, LINDA A 10001241 SCG IL03 BORKOWSKI, ANTHONY B 10035072 SCG IL03 BURIAN, THOMAS A 10047138 SCG IL03 LEETCH, KENNETH C 10019053 SCG IL03 OPASINSKI, KENNETH 10040745 SCG IL03 SEGAL, GARY 18000535 SCG IL03 SPANGLER, JAMES J 10022147 SCG IN03 BAYNES, MARY 10022827 SCG KS07 SLOCUM, KENNETH D 10061155 SCG MA01 BYRD, MARCIE 10000158 SCG MA01 BYRD, WILLIAM J 10051599 SCG MA01 CARRACINO, PAMELA ELLEN 10000037 SCG MA01 DAWSON, C WILLIAM 10001431 SCG MA01 LYMAN, MAUREEN 10001379 SCG MA01 MARCHICA, FRANK W 10004038 SCG MA01 MCGARRY, NICHOLAS A 10013438 SCG MA01 MELVILLE, RICHARD 10001388 SCG MA01 MOORE, ADRIENE M 10018597 SCG MA01 SHOAP, STEVE 10009955 SCG MA01 WHEELER, NANCY M 10001031 SCG MD01 BOYER II, ROBERT D 10011840 SCG MD01 GLATFELTER, ERIC 10106701 SCG MD01 KINNIRY, CHRISTINE F 10010159 SCG MD01 WEISINGER, WILLIAM 10092119 SCG MI01 BANNOURA, MUNIR N 10046260 SCG MI01 HAGERTY, JOSEPH 18001555 SCG MN02 ARNOLD, DARYL 10065118 SCG MN02 DANDRON, DIANE E 10064388 SCG MN02 DANDRON, JAY C 10046914 SCG MN02 FARNAM, JAY J 10050173 SCG MN02 FRANZMAN, BRADLEY C 10064384 SCG MN02 RISSER, TERRY E 10063455 221

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG MN02 WIDELL, RONALD R 10063813 SCG MO03 MATHEW, DOUGLAS H 10042905 SCG MO03 MITCHELL, KONNIE D 10065874 SCG NC02 BAEHR, LINDA M 10100346 SCG NC02 CROTEAU, SALLY J 10014125 SCG NC02 HALE, CHRISTOPHER 10080353 SCG NC02 HUNTER, PATRICK J 10014030 SCG NC02 MORRISON, WILLIAM L 10035982 SCG NC02 PFEUFFER, PAUL L 10015718 SCG NJ04 MAGUIRE, EDWARD 10131913 SCG NJ06 ALOTTA, JOHN 10003173 SCG NJ06 PONSIEK, MICHAEL E 10003665 SCG NJ06 TRAMONTE, PETER A 10005403 SCG NY09 ACKERMAN, RICHARD W 10007873 SCG NY09 CAMPBELL, PHILLIP E 10107532 SCG NY09 MURRAY, JOSEPH J 10006485 SCG NY09 REBER, JAMES 10005918 SCG OH03 BROSNAHAN, JAMES 10018815 SCG OH03 HANTAK, LESLIE J 10020774 SCG OH03 SCALISE, ALEKSANDRA 18000097 SCG OH05 MILLER, KURTH 10105599 SCG 0H05 WILLHIDE, RONALD L 10051164 SCG OK03 CROOKSTON, RICHARD J 10081495 SCG OR01 BARBER, LYNNE 10082540 SCG OR01 CARLSON, JAMES L 10084967 SCG OR01 FOWLER, VALERIE 18002743 SCG OR01 STIPPICH, DAVID 10082577 SCG PA01 EDEL, KENTWORTH M 10071261 SCG PA01 KNOWLES, KIMBERLY 10010672 SCG TX07 PLUTINO, JAMES A 10054723 SCG TX11 KOONCE, JEFFREY S 10000502 SCG TX12 CORTEZ, MARIA A 10125173 SCG TX12 MOORE, APRIL D 10118310 SCG TX12 PRICE, NAHLA T 10067432 SCG TX21 ALLGYER, PAUL J 10020350 SCG TX21 GEREN, THOMAS F 10063449 SCG TX21 KINDLA, WILLIAM J 10059210 SCG TX21 PARMENTER, KEVIN M 10022982 SCG TX21 WIGHTMAN, MICHAEL J 10055642 SCG TX63 NIX, LARRY G 10061374 SCG TX63 SNITES, ROBERT P 10129480 SCG WA02 BOOKOUT, STEPHEN R 10062538 SCG WA02 SHANAHAN, DENIS F 10073117 SCG WI03 HERD-BARBER, JACQUELINE D 10050193 SCG WI03 NOLDER, GREGORY W 10036730 222

GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SCG WI03 SCHAUL, TERRY L 10116744 SCG AZ SHI, ZHENG 223

MOTOROLA INC. TRANSFERRED SCG EMPLOYEES - UNITED KINGDOM GROUP LOCATION NAME COMMERCE ID ----- -------- ---- ----------- SCG UNITED KINGDOM ALISTAIR BANHAM 21312418 SCG UNITED KINGDOM COLUM O'NEILL 21312449 SCG UNITED KINGDOM DALONY ELAINE HICKS 21312472 SCG UNITED KINGDOM DEBORAH DOE 21322510 SCG UNITED KINGDOM HAROLD REDHEAD 21312155 SCG UNITED KINGDOM JOHN WILLIAM CUSHING 21312485 SCG UNITED KINGDOM MILDRED BAKER 21312466 SCG UNITED KINGDOM TERESA FOSTER 21312425 SCG UNITED KINGDOM TRACY SMITH 21312290 1

EMPLOYEE MATTERS AGREEMENT SCHEDULE 1.3(d) TRANSFERRED SHARED SERVICES EMPLOYEES 1

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEE - AUSTRALIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- MBG Aus HARRIS STEVE 280014 2

MOTOROLA, INC. TRANSFERRED SHARED SERVICES EMPLOYEES - CANADA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- IT CANADA BENJAMIN GALANG 36902900 QUALITY CANADA LEE A SORENSON 10053529 3

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - CHINA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES CHINA SHENG-LI WANG 93000886 SALES CHINA ZHI-JUN QIAN 00640551 4

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEE - CZECH REPUBLIC GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- HR CZECH REP. PETR DRAXLER 29731000 5

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - FINLAND GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES FINLAND KLAUS JARVINEN 25320900 SALES FINLAND TAPANI JOKINEN 25320901 6

MOTOROLA INC. TRANSFERRED SHARED SERVICE EMPLOYEE - FRANCE GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- FINANCE FRANCE JEAN CAPRAIS 22308523 FINANCE FRANCE JEAN PIERRE BETILLE 22316170 FINANCE FRANCE PASCALE AUBAGNAC: 22012976 FINANCE FRANCE VALERIE BAERENZUNG 22011362 IT FRANCE MAXIME LOSCO 22307569 QUALITY FRANCE ERICK PEREDO-PEREZ 22010728 SALES FRANCE JEAN PIERRE MESSA 22316141 SALES FRANCE GERARD MANIEZ 22316138 HR FRANCE PATRICK ROUX 22011598 FRANCE ALAIN RIMAUR 22304169 LOGISTICS FRANCE LILIANE CHINCHOLLE 22305740 LOGISTICS FRANCE PHILLIP CAMPBELL 22010619 7

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - GERMANY GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- QUALITY GERMANY GEORG BREUCKER 23312651 SALES GERMANY JUTTA REUTTER 23312660 LOGISTICS GERMANY RORY DONOGHUE 23312319 8

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - HONG KONG GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- LOGISTICS HK KATHLEEN LAU 79084727 FINANCE HK LAI WAH CHUNG 79082066 FINANCE HK YUEN CHING ONDY WONG 79074225 SALES HK CHING NGOK WONG 79200425 HR HK JOHN V TENCE 10090756 9

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - INDIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- NONSCG India CHANDAK ASHOK 00400087 NONSCG India JAIN ARUN 00469906 NONSCG India VIVEK TYAGI 01700123 10

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEE - ISRAEL GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- FINANCE ISRAEL RAANAN RAITER 28307533 11

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - ITALY GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES ITALY FAUSTO SPITONI 26310124 SALES ITALY LUIGI VIGANO 26310058 SALES ITALY MAURIZIO MALUTA 26310375 12

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - JAPAN GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- Supply Mgt. JAPAN TAKAHIRO KOBAYASHI 58410238 Supply Mgt JAPAN YUICHI SATO 50883313 Supply Mgt. JAPAN YUMIKO TSUTSUI 58220801 Supply Mgt. JAPAN TETSUYA SAITO 50906008 Logistics JAPAN Megumi Tadano 50884089 Logistics JAPAN Kyomi Kogo 50902566 TECH PUB JAPAN MORISAN TECH PUB JAPAN FUJIWARA FINANCE JAPAN SHUICHI SATO 58410525 FINANCE JAPAN SATOSHI OTAKE 50861544 FINANCE JAPAN SHO YOSHIDA 50980781 QUALITY JAPAN TAKESHI OYAMA 50920240 SALES JAPAN HITOSHI SHIMAMURA 50929352 SALES JAPAN TOSHIYA HORI 50902680 SALES JAPAN HARUKI AZUMA 50770037 SALES JAPAN HIROAKI MIYANAGA 50850825 SALES JAPAN HIROYUKI NAGUMO 50870990 SALES JAPAN HISAYUKI UEDA 50893024 SALES JAPAN KENICHI MIURA 50871082 SALES JAPAN MASAYUKI IKEDA 50910088 SALES JAPAN NOBUKO KIMURA 50914119 SALES JAPAN NORIHIRO SONO 50884603 SALES JAPAN TETSUYA TOSA 50850652 SALES JAPAN TOSHIHIRO SEKINE 50871795 SALES JAPAN TOSHIHIRO NAKAYAMA 50881595 13

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - KOREA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES KOREA JIN-MAN KIM N 01425800 SALES KOREA SANG-Ml KIL N 01422662 SALES KOREA KYEONG-RAN SONG MS 01470183 SALES KOREA JIN YOUNG CHUNG MS 01470160 SALES KOREA JIN WOO CHANG MS 01470511 SALES KOREA JUNG-SHIL CHEON MS 01470227 14

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - MALAYSIA GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- FINANCE MALAYSIA TING LAI TIANG 83000038 FINANCE MALAYSIA MINTOM BT MD SHAH 83000075 FINANCE MALAYSIA FLORENCE JOYCE A/P ASL MICHEAL 83002730 FINANCE MALAYSIA LAU THIEN CHEONG 83011768 FINANCE MALAYSIA ELIZABETH EASAW A/P N.JOHN EASAW 83015782 15

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - MEXICO GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- FINANCE MEXICO CAROL LYNN PRIETO FRIEDERICH 44013625 FINANCE MEXICO CECILIA ARAMBULA VELEZ 44013689 FINANCE MEXICO CLAUDIA GEORGINA MARTINEZ CHAVEZ 44012449 FINANCE MEXICO MA DEL ROCIO MURILLO MUQOZ 44010706 FINANCE MEXICO MA DEL ROCIO FLORES CONTRERAS 44007200 FINANCE MEXICO MARIO ROSALES VELARDE 44012432 FINANCE MEXICO ROSA MARIA GUTIERREZ SALAS 44011371 16

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - PHILIPPINES GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- FINANCE PHILIPPINES ANGELINA M MINIANO 01355830 FINANCE PHILIPPINES AURORA B ESTRELLA 01343059 FINANCE PHILIPPINES BERNARD B VILLAR III 01350849 FINANCE PHILIPPINES BRIGIDA C ISIP 01323515 FINANCE PHILIPPINES JOCELYN E BATAC 01359384 FINANCE PHILIPPINES LEONCIO E ATIENZA 01356713 FINANCE PHILIPPINES MA. LINDA A ARCILLA 01359121 FINANCE PHILIPPINES MA. LOURDES C DULIG 01357455 IT PHILIPPINES EILEEN P MADRID 01358584 IT PHILIPPINES JEANIMAR T JURICA 01300037 IT PHILIPPINES JENNIFER ANN A UY 01354888 IT PHILIPPINES JOHN JILL J NAVARRO 01359511 IT PHILIPPINES JOSE G DUNGO 01358180 IT PHILIPPINES LEMUEL Z ELESTERIO 01359170 Supply Mgt. PHILIPPINES ROXANNE B BORROMEO 01329603 Supply Mgt. PHILIPPINES EDGARDO O LAZO 01348389 Supply Mgt. PHILIPPINES GEORGE MACAWILE 01354460 Supply Mgt. PHILIPPINES LEVITA D COMIA 01312724 17

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEE - PUERTO RICO GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SPS PUERTO RICO FIGUEROA, NYDIA 30003883 18

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - SINGAPORE GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- FINANCE S'pore TAY BEE HONG 01700046 SALES S'pore CHING NENG HAU 01700054 SALES S'pore WEE CHEE KIONG BOBBY MAMSFIELD 01700360 LOGISTICS S'pore CHAN WAI FUN 01700102 LOGISTICS S'pore PEK SIEW ENG 01700086 19

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - SPAIN GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES SPAIN MARIA TURRION OLAVARRIET 26330007 SALES SPAIN GERMAN CUELLO SEGURA 26330026 20

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - SWITZERLAND GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES SWITZERLAND PIERRE DETRAZ 26300010 21

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - TAIWAN GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES TAIWAN JOYCE CHAO MS 01010254 SALES TAIWAN TONY CHIANG MR 01010179 22

Transferred Shared Services Employees - U.S. MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEES - UNITED STATES GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- FINANCE USA MULLEN, MARY F 10001441 FINANCE USA GURECKI, ALETHEA T 10006504 FINANCE USA BAEZA, JUDY A 10031366 FINANCE USA BRACKINS, ELNORA 10053479 FINANCE USA CANEZ, ELOISA B 10071811 FINANCE USA FORD, OLGA L 10074286 FINANCE USA ULM, JOANN 10079238 FINANCE USA FORD, JESUSITA L 10080428 FINANCE USA TRONE, ALVIN D 10081752 FINANCE USA CAMARENA, CHRISTINA 10091241 FINANCE USA KELLEY, SKYLER 10133663 FINANCE USA BARTEL, CHAD E 10136786 FINANCE USA JARVIS, RONALD D 18005974 IT USA COCKRILL, ROBERT S 18006090 IT USA PERLING, NANCY E 18006039 IT USA THORNHILL, DANIEL 10013176 IT USA AICHE, MARWAN 10091074 IT USA ALLISON, JAMES D 10129801 IT USA ASHCRAFT, RANDALL N 10013516 IT USA BABCOCK, DEAN T 10076011 IT USA BEJARANO JR, HECTOR H 10078675 IT USA BELLIOTTI, RICK J 10120059 IT USA BLAIR, DANNIE J 10066539 IT USA BRIGNONI, LIZMARI 10088302 IT USA CERNY, DOUGLAS R 10080036 IT USA CZAIA, JOANN M 10103999 IT USA DWYER, DARYL 18005545 IT USA ESPARZA, GLORIA 10074356 IT USA EWING, ROBERT W 10127873 IT USA GALLIVAN, DANIEL T 10098224 IT USA GARRETT, TIM M 10009043 IT USA GLOVER, RONALD R 10125255 IT USA GRIEVE, DAVID 18000352 IT USA HATTY, MICHAEL 10046505 IT USA HESTER, MARK M 10071993 IT USA JENSEN, CAROL E 10065905 IT USA JOHNSON, RONALD 10096341 IT USA KRUEGER, SPENCER V 10107923 IT USA LACY, ROBERT 18006091 IT USA LISTER JR, JIMMIE R 10004117 IT USA MacAFEE, SHELLIE H 18006065 IT USA MAGATA, BRUCE G 10117760 1T USA MICHIELUTTI, R JANELL 10071556 IT USA MURPHY, TERRENCE E 10127857 IT USA PARKER, HAROLD E 10133662 IT USA RIGGS, THOMAS 18000476 IT USA RUFFNER, DONALD C 10087292 IT USA SCOTT, DEBI A 10080967 23

Transferred Shared Services Employees - U.S. GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- IT USA SHOEMAKER, JOHN M 10099966 IT USA STEPHENS, RICHARD 18000023 IT USA STORER, MARK A 10047172 IT USA SWITZER, KARIN 10076693 IT USA THOMPSON, CHRISTOPHER C 10106951 IT USA VU, LAN 10125578 IT USA WHITE, MARIE 18001637 IT USA WIERSCH, ANTHONY H 10004693 IT USA YANG,HONG 18003112 IT USA ZDILLA, ANGELA M 10112327 IT USA GLENN, REBECCA G 10077735 IT USA MARHOEFER, CARL M 10034506 QUALITY USA CASEY, MARTIN J 10010599 QUALITY USA AFSHAR, DARYOUSH D 10011806 SALES USA HOLLOP, WALTER J 10003292 SALES USA WHEATLEY, WILLIAM R 10007706 SALES USA CIAMPAGLIA, MICHAEL 10009324 SALES USA STONE, RICHARD D 10065110 SALES USA LONG, JAMES F 10128094 SALES USA JOHNSTON, JOHN 10049052 SALES USA SHORB, JOHN 10044477 SALES USA ROBERTSON, JOHN T 10047808 SALES USA ELZEY, MARK E 10080426 SALES USA ETTINGER, FRED 10045405 SALES USA MICHAEL L REYNOLDS 10075783 USA MILANO, GREGORY S 10008936 USA VAN LEEUWEN, ERIC 10039165 USA WITCHGER, THOMAS R 10023350 USA WOLOSYN, RONALD 10002980 USA JULIE CONWAY 10077344 Logistics USA AMIE EISWERTH 18004288 Logistics USA BRUCE A KELSEY 18004206 Logistics USA CHERYL L MONK 10132443 Logistics USA DAVID POUNDER 23311946 Logistics USA FRANK A LACAGNINA 10107762 Logistics USA GARY B CORDELL 10004539 Logistics USA JOHN SYMONS 10133370 Logistics USA KATHLEEN W HAND 10086318 Logistics USA KEVIN G ROWAN 10045875 Logistics USA MARK S COLDIRON 10066640 Logistics USA MARLA JANE KRIZ-ROLE 10069597 Logistics USA PAUL S PIERCE 10053591 Logistics USA SARAH CORELLA 18003904 Logistics USA SHERRY L RENTER 10076724 Logistics USA SUSAN L GUDYKUNST 10075832 Logistics USA TINA M CHARON 10026029 Logistics USA WILLIAM JR J PITMAN 10073737 CSO USA KNOBEL, CHARLES A 10079225 CSO USA PIERCE, PAUL S 10053591 CSO USA BROGNA, SHARON R 10000934 CSO USA FINCK, LYNN 10001818 CSO USA WOOD, MARGARET A 10010844 CSO USA SHELTON, CAROLINE L 10019477 CSO USA TOMLINSON, MARY A 10022807 CSO USA DAVIS, BOBBETTE F 10028912 24

Transferred Shared Services Employees - U.S. GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- CSO USA SOLYMOSI, GEORGE T 10039679 CSO USA WEISE, RICHARD R 10043084 CSO USA KURTTI, ANN M 10045515 CSO USA CALDERONE,SHERRY 10047477 CSO USA QUINN, NANCY L 10047797 CSO USA WOLF, LYNDA M 10048613 CSO USA EDISON, ZOE A 10049026 CSO USA HOLBROOK, CAROL L 10050871 CSO USA KIRKHAM, JUDY 10065347 CSO USA FULLER, JACQUELINE L 10068412 CSO USA POWERS, SUSAN J 10068432 CSO USA KRITZLER, MARLENE J 10068767 CSO USA DEES, CHRISTIE L 10071494 CSO USA TINDELL, KATHLEEN J 10072127 CSO USA HUDSON, JANETTE 10072173 CSO USA SHOEMAKE, JULIANNE Y 10072592 CSO USA ATKINSON, M LYNN 10074290 CSO USA VALENZUELA, FELICIA J 10074665 CSO USA ORLANDO, SUSAN L 10075072 CSO USA STIH, GERALDINE 10075230 CSO USA WYMAN, KRISTIN 10075428 CSO USA PIERI, R DEAN 10075763 CSO USA CALDERON, PETER M 10076065 CSO USA RICHARDS, JESSICA 10078666 CSO USA GORMAN, LINDA A 10079255 CSO USA REID, JOHN W 10079708 CSO USA MASON, JOYCE M 10080139 CSO USA HERNANDEZ, NELLIE M 10080365 CSO USA WILLIAMSON, DANNY L 10081009 CSO USA DEAKIN, JANINE 10082375 CSO USA MITCHELL, MARILYN M 10082962 CSO USA DODD, KATHLEEN A 10083368 CSO USA CONGER, ROBIN L 10085862 CSO USA WHITE, SONIA S 10086656 CSO USA GRANNIS, SHARON E 10086870 CSO USA WILLIAMS, LISA M 10095119 CSO USA RICE, ANDREA L 10099081 CSO USA MIRANDA, PETE R 10099994 CSO USA LOEWY, LISA T 10121727 CSO USA SCOLAMIERO, LINDA A 10001241 25

MOTOROLA INC. TRANSFERRED SHARED SERVICES EMPLOYEE - UNITED KINGDOM GROUP LOCATION NAME COMMERCE ID - ----- -------- ---- ----------- SALES UNITED KINGDOM PETER RUSSEL 21312036 26

EMPLOYEE MATTERS AGREEMENT SCHEDULE 2.4(a) SCG DOCUMENTS CONTAINING TERMS AND CONDITIONS OF EMPLOYMENT - BY COUNTRY (MAY 9, 1999) 1

TERMS AND CONDITIONS IN AUSTRALIA BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Standard Operating Procedures A. Rostered days off B. Overtime C. Performance and Development Review D. Performance Improvement Program E. Separation of Employment F. Rules of Conduct G. Holidays H. Annual Leave I. Personal Leave J. Parental Leave K. Special Leave of Absence L. Compassionate Leave M. Long Service Leave N. Educational Assistance O. Domestic Relocation P. Equal Employment and Non-Discrimination Q. Harassment R. Disciplinary Action S. Affirmative Action T. Respect for Senior Service U. Resolving Complaints and Grievances 2

TERMS AND CONDITIONS IN BRAZIL BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Pension Plan - Motorola do Brasil (including Basic Retirement and Supplementary Retirement) 3

TERMS AND CONDITIONS IN CANADA BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Guidebook: Planning Today for Your Tomorrow with the Motorola Retirement Program in Canada 2. Life Steps Flexible Benefit Program (2 versions) A. How your Life Steps Flexible Program works B. Life Steps Extended Health Care Plan C. Rate Summary D. Other Important Information 3. Human Resources Policies and Procedures A. Association/organization membership fees B. Educational Assistance C. Disability Plan 4. AT&T Capital "Benefit Leasing" Vehicle Program 5. Aetna Employee Assistance Program 6. Canada Life Group Home and Auto Insurance 7. Website printouts re Motorola Canada Limited Retirement Program 8. Employee Benefits Plan administered by Aetna Benefits Management Inc. or Motorola Canada Limited, Contract No. 7156 9. January 29, 1999 correspondence re Revised Amendment No. 1 to UNUM policies #83529-001 and 83529-002, with policies attached 10. Motorola Canada Ltd. Pension Plan (effective January 1, 1992) 11. Deferred Profit Sharing Plan for Employees of Motorola Canada Ltd. 12. 1999 Business Planning Calendar reflecting holidays 13. Enhanced Vacation Policy (December 1997) 14. Non-Contributory Defined Contribution Pension 15. Group Registered Retirement Savings Program 4

TERMS AND CONDITIONS IN CHINA EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of Employment Contract for an Employee for Motorola (China) Electronics Limited (Chinese version and English translation) 2. Motorola Incentive Plan of 1998 BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Leshan-Phoenix Semiconductor Co., Ltd. Human Resources Policy (English translation) A. Work Practice/Benefits Summary B. Employment C. Transfer of Employee Residential Account D. Working Hours E. Compensation Administration F. Performance Management System G. Change of Status H. Overtime I. Shift Premium J. Meal Premium K. Annual Bonus Payment L. Housing M. Employees' Medical N. Educational Assistance O. Employment Contract Signing P. Attendance Q. Personal Leave and Sick Leave R. Annual Leave S. Compensable Absences T. Holidays U. Prolonged Illness Leave V. Women's Employee Protection W. Transportation for Employees X. Termination of Employment Y. Resignation Procedure Z. Disciplinary Procedure AA. Grievance Procedure BB. Employee Service Committee CC. Internal Opportunity System DD. Employee Housing Program EE. Training Bond Policy 2. Orientation materials, Beijing 1996 3. Employer's Liability Insurance Health Benefit (4/16/99) 5

TERMS AND CONDITIONS IN CZECH REPUBLIC EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Contract of Employment between Motorola s.r.o. as "Employer" and XY as "Employee", dated Feb. 5, 1999 (Czech version and English translation) 2. Form Contract of Employment between Motorola s.r.o. and employee and Appendix thereto, dated March 15, 1999 3. Employment Offer Letter 4. Letter of Understanding, long-term expatriate assignment 5. June 25, 1997 letter concerning secondment from Motorola 6. Letter of Understanding, long-term expatriate assignment dated Sept. 8, 1997 BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. HR Policies A. Training and Development B. Manpower Control Procedure C. Hiring of Temporary Staff D. Management Responsibilities for Leavers from their departments E. Payroll Procedure F. Vacation G. Relocation H. Overtime 2. Life and Permanent Disability 6

TERMS AND CONDITIONS IN FINLAND [To be provided] 7

TERMS AND CONDITIONS IN FRANCE EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of Contract of Employment (French version) 2. Letter of Understanding (long-term expatriate assignment) 3. Letter of Understanding (repatriation) 4. Letter of Understanding (7-12 months married) 5. Letter of Understanding outlining the terms and conditions of transfer to Motorola 6. Firm Offer Letter for Exempts 7. HR Manual in French 8. Jurisprudence Sociale Commentee 9. La Modification du Contrat de Travail 10. Capricel Prevoyance Notification re Motorola Semiconductors BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Benefits provided for Motorola Semiconducteurs, Toulouse by Capricel Prevoyance 2. Insurance Contract with Capriceo Prevoyance 3. Sample Voluntary Contract Re Short-Term Illness 4. Supplemental Life 5. Supplemental Death and Disability 6. Supplemental Medical 7. Accident/Illness Insurance 8

TERMS AND CONDITIONS IN GERMANY EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Employment Contracts A. Standard Employment Contract between Motorola GmbH, Semiconductor Division, and [employee] B. Supplementary Agreement between Motorola GmbH and [employee] re private use of company cars C. Standard Employment Agreement between Motorola GmbH and [employee] D. Standard Employment Agreement between Motorola GrnbH Semiconductor Division, and [employee] E. Standard Employment Agreement between Motorola GmbH, Semiconductor Division, and [trainee] F. Standard Employment Agreement between Motorola GmbK Semiconductor Division/SCG, and [trainee] G. Relocation Allowance Policy H. General Business Conditions of Personnel Munchen GmbH I. General Contract for the Motorola Electronic GMB - Flensburg BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Group Insurance Contract A. Group Insurance Contract between Motorola Funkgerate GmbH and Allgemeine Assekuranz (Asslourazioni Generali) of August 20, 1970. B. Amendment of January 19, 1972 between Motorola Funkgerate GmbH and Allegemeine Assekuranz (Assklourazioni Generali) to contract listed under 1.1 C. Amendment of December 11, 1975/February 25, 1976 to Group Insurance Contract between Motorola Halbleiter GmbH and Allgemeine Assekuranz to Group Insurance Contract D. Amendment of December 11, 1975/February 24, 1976 between Motorola GmbH, Radio Products Division, and Allgemeine Assekuranz to Group Insurance Contract E. Amendment of May 12, 1984 between Motorola GmbH and Generali Lebensversicherung AG to Group Insurance Contract F. Amendment of April 24, 1986 between Motorola GmbH and Generali Lebensversicherung AG to Group Insurance Contract G. Group Insurance Contract between Storno Electronic GmbH and Generali Lebensversicherung AG of November 18/28, 1990 H. Amendment between Motorola Electronic GmbH and General Lebensversicherung AG of March 19, 1992 to Group Insurance Contract listed under 1.7 above I. Group Insurance Contract No. 2 between Motorola Electronic GmbH and Generali Munchener Lebensversicherung AG of October 18/November 11, 1994 with attached General Conditions for Group Life Insurance, July 1994 and Conditions for Occupational Disability Supplementary Insurance 9

J. Amendment of August 25/December 23, 1998 between Motorola GmbH and Generali Munchener Lebensversicherung AG to Group Insurance Contract listed under 1.9 above 2. Pension Plan for Employees of all divisions of Motorola GmbH, status October 1997 (as amended through January 1995) (with attached Annexes I - excerpt from Social Code -and 2 - calculation of pensions for part-timers) 3. Shop Agreements A. General Conditions of Work of Motorola GmbH, Semiconductor Division (effective as of April 1, 1994) B. Motorola Promotion Program (effective as of June 1, 1982) plus Amendment (dated May 27, 1982) C. Shop Agreement No. 8/84 re "International Medical Insurance Coverage on Business Travel" (effective as of May 15, 1984) D. Shop Agreement No. 8/84 re "Group Accident Insurance" (effective as of May 1, 1984) E. Shop Agreement No. 10/84 re "Use of Private Cars for Business Travel" (effective as of January 1, 1985) F. Shop Agreement No. 6/88 re "Employee Pocket Searches" (effective as of June 1, 1988) G. Shop Agreement No. 8/88 re "Term of Probation Period" (effective as of September 1, 1988) H. Shop Agreement No. 5/89 re "Anniversary Payments" (effective as of January 1, 1989) I. Shop Agreement No. 6/89 re "Marriage and Birth Benefits" (effective as of March 28, 1989) J. Shop Agreement No. 7/89 re "Social Fund" (effective as of January 1, 1989) providing for extraordinary benefits in case of economic emergency due to no fault. K. Social Plan for employees "Logic and Logic Support" departments dismissed on or before September 30, 1990 (with attached Annexes I - social selection - and II - severance policy) dated January 15, 1990 [shop Agreement No. 1/90] L. Shop Agreement No. 2/90 re "Flexible Working Hours and Reduction of Working Time" (effective as of February 1, 1990) M. Shop Agreement No. 3/90 re "Distribution of Annual Salary over 13.3 Monthly Salaries" dated May 17/21, 1990 N. Shop Agreement No. 1/92 re "Introduction of a New Employee Development System" (effective January 1, 1992) O. Shop Agreement No. 5/92 re "Computation Basis of Motorola Pension Plan" (effective as of January 1, 1993) P. Shop Agreement No. 1/94 re "Payment of Meal Allowance for Employees in Marketing Field Offices" (effective as of April 1, 1994) Q. Shop Agreement No. 2/94 re "Vacation Carryforward Policy" (effective as of July 1, 1994) R. Shop Agreement No. 3/94 re "Work on Saturdays, Sundays and Public Holidays" (effective as of January 1, 1995) S. Shop Agreement No. 1/95 re "Amendment to Pension Plan for New Hirees as from 1995" (effective as of January 1, 1995) 10

T. Shop Agreement No, 2/95 re "Equal Treatment of Male and Female Employees for Pension Plan Purposes" (effective as of May 1, 1995) U. Shop Agreement No. 3/95 re "Amendment to Shop Agreement No. 2/90" dealing with the recording of working hours (effective as of January 1, 1996) (with attached implementation procedures) V. Shop Agreement No. 2/96 re "Allowances for Business Travel" (effective as of March 1, 1996) W. Shop Agreement No. 2/98 re "Refer a Friend Program" (effective as of November 1, 1997) X. Shop Agreement No. 1/99 re "Amendment to Shop Agreement No. 3/94" dealing with the compensation of extra work on Saturdays, Sundays and public holidays for job grades E 09 and above dated February 19, 1999 4. Statistics on German pension plan 5. Summary of Benefits 6. Pension Plan (fur die Mitarbeter der Motorola GmbH) 7. Disability Insurance Plan (including Supplemental Disability) 8. Life Insurance Plan (including Supplemental Life) 9. Service Recognition Payments Policy 10. Shop Agreement No. 8/84 re "International Medical Insurance Coverage on Business Travel" 11. Shop Agreement No. 8/84 re "Group Accident Insurance" 12. Savings Plan 13. Rental Guarantee Policy 14. Relocation Plan 11

TERMS AND CONDITIONS IN HONG KONG EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Service Agreement between Motorola Semi-Conductors Hong Kong Ltd. and MSAS Cargo International (Far East, Ltd.) 2. Form Employment Contracts A. Grade E-10 or above B. Grade E-04 to E-09 C. Contract for Sales Personnel D. Individual Contract for Overseas Hiring 3. Summary of Separation Programs for Hong Kong Region offered between May 1998 and October 1998. BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Staff Handbook A. Human Resources Policies and Procedures 1. Employment a. Employment b. Personal Details c. Hours of Work d. Punctuality and Attendance e. Probationary Period f Performance Management g. Internal Opportunity System h. Referral Bonus i. Termination of Employment 2. Compensation a. Compensation Philosophy and Administration b. Payment of Salaries c. Cash/Housing Allowance d. Year-end Bonus e. Performance Bonus f Shift Premium g. Overtime Payment 3. Benefits a. Holidays b. Leaves c. Provident Fund Scheme d. Group Life Insurance e. Group Medical Insurance f Employees' Compensation Insurance g. Business Travel Accident Insurance h. Holiday Allowance i. Subsidized Medical Check-up 4. Training and Development a. Key Objectives b. 5-Day Training Policy c. Training Opportunities d. Individual Performance and Training Planner 12

B. Communication 1. Direct Dealing Policy 2. Communication Programs a. Mass Communication Meetings b. General Manager Dialogue c. Human Resources Director/ Manager Dialogue d. Other Communication Programs 3. Speak-out Program 4. Motorola East 5. Notice Boards 6. Grievance Procedures ("Open Door" Policy) C. Employee Services and Facilities 1. Cafeteria 2. Recreational Activities 3. Vacation House 4. Health Services D. Award and Recognition Programs 1. Service Awards 2. Small Wins Recognition Program 3. Shark's Fin Soup 4. Patent Awards E. Rules and Regulations 1. Code of Conduct 2. Disciplinary Procedures F. Confidential Information G. Security and Safety 1. Employee Badge 2. Access Card 3. Material Pass 4. Company and Non-company Property Pass 5. Bag Check 6. Photo-taking 7. Sign-in Visitor 8. Reporting 9. Parking Facility 10. Security Corners/Notice Boards 11. Safety Programs 12. Typhoon/Black Rainstorm Warning Signal Arrangement 2. Employee staff handbook specifying working conditions A. Application of the Employment Ordinance B. Contract of Employment C. Termination of Contracts of Employment D. Employment Protection E. Wages F. Rest days G. Holidays with Pay H. Paid Annual Leave I. Sickness Allowance J. Maternity Protection 13

K. End of Year Payment L. Severance Payment M. Long Service Payment N. Wages and Employment Records 3. Human Resources Policy A. Recruitment B. Employee Referral Program C. Internal Opportunity System D. New Employee Orientation E. Transfer F. Employee Badge G. Personnel Record H. Probation Employment Period I. Attendance Record (time sheet) J. Typhoon and Black Rain Storm Warning K. Year-End Bonus L Overtime M. Shift Premium N. Medical Insurance O. Provident Fund Scheme P. Group Life Insurance Q. Business Travel Accident Insurance R. Health Subsidy S. Retirement T. Tax Effective Plan U. Company Holidays V. Annual Leave W. Sick Leave X. Marriage Leave Y. Maternity Leave Z. Compassionate/Jury Leave AA. Paternity Leave BB. Training and Development Sponsorship Policy CC. Company Sponsored Professional Examination DD. Company Sponsored Professional Bodies EE. Membership FF. Internal Instructor Allowance GG. Employee Recreation HH. Vacation House Rental Subsidy II. Food Committee JJ. Company Publications KK. General Manager/Site Manager/Human Resources Manager Dialogue LL. Mass Communication Meeting MM. Shift Committees NN. "Speak Out" OO. Daily Briefing Sessions PP. Floral/Gift Offering QQ. Equal Employment Opportunity RR. Small Wins 14

SS. Departmental Celebration Fund TT. Direct Labor Lockers UU. ESD Protecting Uniform/Shoes VV. Photo/Video taking WW. SHC Car Parking XX. Rules of Conduct YY. Disciplinary Procedures ZZ. Tardiness AAA. Termination of Employment BBB. Performance Improvement Plan (PIP) 4. American Assurance Company Limited Policy issued to Motorola Semiconductors Hong Kong, Ltd. and Motorola Asia Pacific Ltd. with endorsements 5. Summary of Benefits 6. Summary of HR policies, benefits, and compensation programs and plans 7. Motorola Hong Kong Provident Fund Scheme-Sample Balanced Investment Fund, Asian Fund, and Deposit Fund 8. American International Assurance Company Limited Group Life Policy, with endorsements. 9. American International Assurance Company Limited Group Hospital and Surgical Policy, with endorsements 10. Benefit Insurance Policy letter to Edmund Chan, Nov. 24, 1995 11. American International Assurance Co., Evacuation and Repatriation Benefit (5/18/98) 12. Travel Insurance Policy 13. Company Automobile Policy (2/1/99) 14. On-the-Spot Recognition Program 1999 (3/15/99) 15

TERMS AND CONDITIONS IN INDIA EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Terms of Voluntary Severance Plan in India (1998 Plan) 2. Appointment Letter pro forma BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. HR Policies and Procedures. A. Hiring, Promotion, Transfer and Termination Policy and Procedures B. Pre-Employment Medical Examination C. Medical Assistance Scheme D. Relocation Policy E. Leave Rules F. Exit Policy G. Payroll Procedure Policy H. Payroll Audit I. Compensatory Allowance J. House Rent Assistance K. Hard Furnishing Assistance L. Local Conveyance Expenses Reimbursement Policy M. Leave Travel Assistance N. Joining Bonus O. House Lease Policy P. Pest Control at Residence Q. Security at Residence R. Alternate Power Supply Equipment S. Telephone at Residence T. Company Vehicle Plan U. Special Allowance Payment 2. Summary of Benefits 3. RULES: Definitions, Eligibility and Requirements for Membership 4. Master Proposal for Group Gratuity Insurance Scheme 5. Employees' Superannuation Scheme 6. Employees' Provident Fund 16

TERMS AND CONDITIONS IN IRELAND BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Motorola Retirement and Death Benefit Plan 2. Motorola Medical Aid Scheme 3. Irish Life Disability and Life Insurance 4. Holiday Bonus 17

TERMS AND CONDITIONS IN ISRAEL EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. A sample of a contract for an MIL Employee (Hebrew) 2. A sample of a job offer, global and overtime (Hebrew) BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. A booklet containing Motorola Israel's "Working Constitution" (Hebrew) 2. Benefits Eligibility for Each of the Company's E-Grade (Hebrew) 3. Summary of Benefits 4. 1998 Compensation Package and Benefits Package 5. Sample Pension Contract (Hebrew) 6. Provident Fund 7. Medical Plan 8. Disability Plan 9. Life Insurance Plan 18

TERMS AND CONDITIONS IN ITALY EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. National Contracts (Italian) 2. Offer Letter BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Company Car Policy (Italian) 2. Compensation and Benefit Policy (Italian) 3. Compensation and benefits budget proposal for plan year 1999 4. Training Policy (Italian) 5. Labour (CCNL Commercio) (Italian) 6. Medical, Accidental Death and Disability Insurance 19

TERMS AND CONDITIONS IN JAPAN EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of Employment Contract for Motorola, Japan Ltd. with Motorola Work Rules attached, in English 2. Japanese language contract (one-page) without Work Rules 3. Form employment contract for expatriates 4. Motorola Code of Conduct 5. Notification to local labor government authority re agreement between MJL and representative of MJL Motorolan Committee Japan concerning overtime work 6. Bank account direct deposit application 7. Application for health insurance for additional person 8. Application for changes and additions to additional person health insurance 9. Guidelines for Appropriate Use of Motorola Computer Facilities 10. Form of new employee retirement account 11. Benefit plan confirmation form 12. Memorandum agreement dated 4/l/95 between Shinko Electric K.K. and MJL regarding basic treatment of MJL employees subcontracted to Shinko Electric K.K. 13. Memorandum agreement dated October 1, 1998 between Fenitec Semiconductor K.K. and MJL regarding the fixed salary of the subcontracted employees (Mr. Hiroo Igarashi (Section Chief Manager) and Mr. Yoshiga Hidetoshi (Group Leader)) BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Motorola HIS (Health Insurance Society) version and Japanese translation) 2. Retirement Pension Plan/Rules on Resignation Pension: Rates for Payments of Lump Sum Benefit, Deferral Rates Corresponding to Ages at the Time of Retirement, Rates Corresponding to Ages at the Time of Death or Option, Rates for Lump Sum Benefit Opted for 3. Health Insurance 4. Company Asset Building Payroll Savings Account Program 5. Social Insurance 6. Group Auto Insurance 7. Retirement Pension Plan 8. Company Loan Program 9. Baby Sitter Support Program 10. Gifts for Congratulation, Condolences and Sympathy for Disasters 11. Support for Recreational Activities (Sports Club, Tokyo Disneyland, Ticket Reservations, Villas) 12. Pamphlet explaining contents of social, health and labor insurance 13. Pamphlet explaining outline of the Gifts for Congratulations, Condolences and Sympathy for Disasters 14. Rules for the Gifts for Congratulations, Condolences and Sympathy for Disasters 15. Pamphlet explaining outline of Company Asset Building 20

16. Pamphlet explaining outline of company loan 17. Pamphlets explaining group insurance program 18. Retirement Package Program for Aizu Works 19. Summary of Selective Severance Program 20. Rules on Resignation Pension 21. Rules on Handling of Workmen's Property Accumulation Savings 22. Life Insurance: Dai-ichi Mutual Life Insurance Company, 1998. NON-COMPETE, CONFIDENTIALITY AND INVENTION ASSIGNMENT AGREEMENTS 1. Confidentiality and Intellectual Property Assignment Agreement 2. Retirement Confidentiality Agreement OTHER 1. Booklet re Social Insurance Systems 21

TERMS AND CONDITIONS IN KOREA EMPLOYMENT, BONUS, INCENTIVE TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of Letter of Employment for Motorola Electronics Pte. Ltd. with Employment Agreement attached 2. Form Letter of Job Offer 3. Probational Employment Contract (in English and Korean) BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. HR Policies/Regulation of Employment A. General Provisions B. Personnel Administration 1. Employment 2. Leave of Absence 3. Reinstatement 4. Termination and Dismissal C. Service at the Company 1. General Provisions 2. Working and Break Hours 3 Attendance and Departure 4. Holidays D. Wage 1. Compensation Management 2. Allowance 3. Bonus E. Welfare F. Safety and Health G. Training H. Reward and Disciplinary 1. Rewards 2. Disciplinary I. Labor - Management Council J. Addendum 22

TERMS AND CONDITIONS IN MALAYSIA EMPLOYMENT, BONUS, INCENTIVE. TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of Letter of Appointment (Employment Contract) for Motorola Semiconductor Sdn Bhd Semiconductor Products Sector 2. Car Benefit for Staff Managers and Policy Handbook 3. Form of Employment Offer Letter and Initial Employment Contract (MSSB) 4. Form of Confidentiality Agreement executed by all new employees (MSSB) 5. Form of End-User Personal Computing Policy executed by all new employees (MSSB) 6. Form of Software Licensing, Information Protection and Non-Disclosure Agreement executed by all employees (MSSB) 7. Sample offer of employment letter, dated September 18, 1997, to Dr. S. Arulkumaran (MSSB) 8. Sample offer of employment letter, dated September 18, 1997, to Mr. Palanisamy Chinnathambi Selvaraj (MSSB) 9. Sample offer of employment letter, dated November 28, 1997, to Mr. Saikat Khisa (MSSB) 10. Sample contract regarding reimbursement of education expenses for children of MSSB employees and related documentation, dated December 1, 1994, to Santhiragasen SP 11. Sample contract (in Malaysian version) per Tawaran Pekerjan, dated June 6, 1997 (MSSB) 12. Sample offer of employment letter, 12/31/97, to Batumnal aia/p Kuppa Samy 13. Sulit: Borang Permohonan Program Pemberhentian Pekerja Secara Sukarela (VSP), Name: Siti Habshah Abd Talib, [September 3, 1998] (Malaysian version) 14. MSSB Voluntary Severance Program Agreement, signed November 7, 1998 by Siti Habshah Bt Abp Talib (English version, 1st page is missing) 15. Questions and Answers on VSP and Sample of Separation Agreement to be signed by VSP Participants dated January 30, 1998 between Motorola Semi-Conductor SDN BHD between that party and Yyy Scong 16. Voluntary Severance Program 17. VSP Participants and Payout Amounts BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. List of Benefits for Motorola Malaysia: Benefits including Quantifiable (used as calculation for Cost of Labor reports), non-quantifiable and list of compensation 2. List of Benefits for Motorola SMP: Benefits including Quantifiable (used as calculation for Cost of Labor reports), non-quantifiable and list of compensation 3. Health Care and Life Insurance Programs for Motorola Employees in Malaysia, including Medical Coverage, Group Life and Total and 23

Permanent Disability Insurance, Accidental Death and Dismemberment Insurance, Major Medical and Catastrophic Coverage (Malaysian version and English translation) 4. Special Premium effective January 1, 1998 and new salary structure for Direct Labor dated November 14, 1997 5. Senior Executive Plan for Group Hospitalization and Surgical Program (August 12, 1997) 6. Yearly Renewable Group Term Life Assurance Scheme with Supplementary Permanent Total Disability Benefit (Aetna, dated February 1, 1996) 7. Pamphlet (Malaysian version) titled Motorola Dan Anda 8. Memo re Special Premium to All Motorolans working on night shifts, Saturday and Sunday, dated November 14, 1997, effective January 1, 1998 9. Shift Premium, Policy No. MSSB 213, effective November 11, 1990, Revised November 1, 1993 re additional compensation 10. Plater Premium, Policy No. MSSB 214, effective September 2, 1984 and revised November 1, 1993 re procedure for employment of platers in the metal finishing department and outline platers premium payable to all platers 11. Overtime Premium Payments, Policy No. MSSB 215, effective October 1, 1980 and revised November 1, 1993 re rate of premium payments for work performed beyond 8 hours per day and 48 hours per week 12. Motorola Motor Vehicle Purchase Interest Subsidy, Policy No. MSSB 217, effective July 1, 1982 and revised November 1, 1993 re procedures and conditions under which all employees in 20 grade structure may be granted an interest subsidy for a motor vehicle purchase 13. Temporary Special Relief Allowance, Policy No. 245, effective August 1, 1981 and revised June 1, 1993 re temporary special relief allowance to alleviate some of the hardship endured due to increased cost of living 14. Annual Employee Bonus, Policy No. MSSB 255, effective September 1, 1979 and revised November 1, 1993 re conditions under which full-time MSSB and MESB employees may be granted a bonus 15. Transportation, Policy No. MSSB 275, effective September 1, 1979 and revised July 26, 1995 re conditions under which MSSB employees may be eligible to utilize company-organized transportation 16. Flexible Benefits Program, Policy No. MSSB 280, effective February 1, 1992 re employees who report to General Manger and grade E 10 and above, applicable to employees of equivalent position in MII with minimum one-year service with Motorola 17. Holidays, Policy No. MSSB 305, effective September 1, 1983 and revised July 26, 1995 re holidays observed by the company and eligibility for holiday payments 18. Annual Leave (Vacation), Policy No. MSSB 315, effective September 1, 1984 and revised November 1, 1993 re annual leave with pay for eligible employees 24

19. Payment for Absent Time (Medical/Hospitalization), Policy No. MSSB 325, effective October 1, 1980 and revised November 1, 1993 re procedures and conditions under which employees may be granted time off with pay for personal illness or non-job related injuries 20. Compassionate Leave, Policy No. MSSB 345, effective September 1, 1984 and revised November 1, 1993 re limited pay continuance during periods of absence from work for reasons deemed compassionate such as birth, marriage or death in the immediate family 21. Maternity Leave, Policy No. MSSB 350, effective March 1, 1985 and revised November 1, 1993 re procedures to be applied when a female employee must be absent from work due to pregnancy 22. Overtime Meal Allowance, Policy No. MSSB 419, effective May 1, 1982 and revised November 1, 1993 re meal subsidy to MSSB and MESB employees who work overtime/work on rest day or public holiday 23. Prolonged Illness Leave, Policy No. MSSB 456, effective June 4, 1989 and revised November 1, 1993 re to enable an employee who is suffering from a prolonged illness to be away from work with pay for a longer period 24. Employee Training and Development Policy, Policy No. MSSB 505, effective May 14, 1981 and revised July 26, 1995 re continuous building of skills and knowledge to develop the employee in order to achieve the goals of the company 25. Educational Assistance, Policy No. MSSB 515, effective date March 13, 1981 and revised July 26, 1995 re assistance in paying for participation in a planned program of study in subjects related to employees current or potential work assignment 26. Service Award, Policy No. MSSB 720, effective March 1, 1982 and revised July 26, 1995 re recognition of long service employees and their dedication to Motorola 27. Mobile Phone, SOP No. 105, effective February 2, 1994, revised December 1, 1997 re guideline for allocation of mobile phones in Motorola Seremban and outline the procedure on mobile phone benefits 28. Motivation Expense Reimbursements, SOP No. 219, effective December 9, 1997 re to establish a procedure for motivation expense reimbursements 29. Education Excellence Award for Employee's Children, SOP No. 223, revised June 1, 1997 re to establish a standard procedure for giving award to employee's children who achieve excellent academic results in primary and secondary school 30. Motorolan of the Month Award, SOP No. 330, effective June 4, 1997 re to establish Motorolan of the Month recognition award for all direct labor employees and to establish a procedure for selecting an employee for Motorolan of the Month 31. Mileage Claim, SOP No. 332, effective October 16, 1995, re reimbursement to Motorola Employees who uses his/her own vehicle for company business 32. Technical Excellence Award, SOP No. 334, effective June 15, 1996 re recognition to technical contributors who have accomplished things in a professional manner be it through innovation or adaptation of others' findings 33. Patent Disclosure Award, SOP No. 348, effective January 2, 1997 re providing monetary recognition to technical contributors who have submitted a patent proposal 25

34. Six Sigma Black Belt, SOP No. 350 re policy on compensation that will promote development of a cadre of broadly experienced individuals who will champion the use of statistics based quality improvement tools 35. Direct Labour Scholarship Program (Full Time Program), SOP No, 407, effective April 5, 1996 (extension of Policy No. 515 for Direct Labour Scholarship) re to assure all employees classified under Direct Labour and General Worker are able to participate in Motorola Scholarship Program 36. Premium - Transformer Attach and Precap Operators, SOP No. 411, effective August 1, 1994 re procedure to employment of direct labor who perform the transformer attach and precap operations in CATV type modules and outline the premium payable to them in recognition of the nature of the job functions 37. Hiring of Contract Manufacturing Specialists (Motorola Rakan Industri Program), SOP No. 415, effective September 4, 1995 re hiring of new manufacturing specialists temporarily for six months 38. Bereavement Donations, SOP No. 420, effective September 1, 1996 re to financially help employee's family during period of bereavement and to express Motorola's concern and condolence to bereaved family 39. External Training, SOP No. 422, effective July 10, 1997 re requirements and procedures for attending external training 40. Placement of Manufacturing Specialist after Successfully Passing Their C&G II or MLVK II, no SOP no., effective March 25, 1998 re process of placement and upgrading of Manufacturing Specialists depending upon successfully passing their C&G II or MLVK II 41. Car Benefit for Staff Managers, Policy No. MSSB 218, effective January 1, 1989 and revised July 26, 1995 re to provide company cars to local staff managers who report directly to the general manager of Motorola Semiconductor Sdn Bhd Seremban 42. Retirement Benefit Fund, Policy No. MSSB 415, effective January 1, 1981 and revised November 1, 1993 re lump sum retirement benefits for all eligible employees 43. Travel Accident Insurance, Policy No. MSSB 420, effective May 1, 1982 and revised November 1, 1993 re benefits paid when injuries result from company business travel 44. Medical Coverage, Policy No. MSSB 451, effective March 16, 1981 and revised November 1, 1993 re medical coverage benefits to employees and their dependents 45. Major Medical and Catastrophic Insurance, Policy No. MSSB 451A, effective April 1, 1990 re major medical and catastrophic insurance plan for employees at grade E10 and above and their dependents beyond the Senior Executive Plan for Group Hospitalization and Surgical Program (Policy no. 451) for all employees 26

46. Group Life and Total and Permanent Disability Insurance, Policy No. MSSB 453, effective November 1, 1984 and revised November 1, 1993 re group life and total and permanent disability non-contributory, 24 hour insurance coverage 47. Accidental Death and Dismemberment Insurance, Policy No. MSSB 454, effective November 1, 1984 and revised November 1, 1993 re provide all employees with accidental death and dismemberment non-contributory, 24 hour insurance coverage 48. Dental Benefit, Policy No. MSSB 455, effective April 6, 1989 and revised November 1, 1993 re monetary subsidy for dental care and treatment received from a registered dental surgeon 49. Major Medical and Catastrophic Coverage, SOP No. 426, effective January 1, 1998 re major medical and catastrophic coverage for permanent employees at Grade 10 and below, maximum coverage is RM25,000 per annum 50. American International Assurance Company Limited Group Life Policy (GL-34065) re Motorola Semiconductor SDN BHD 51. Motorola Semiconductor Sdn Bhd Supplemental Group Life Policy (GL 34065) written by American International Assurance Company Limited, effective April 1, 1984 52. Motorola Semiconductor Sdn Bhd Group Accidental Death and Dismemberment Continental Scale, written by American International Assurance Company Limited, effective October 1, 1998 53. Motorola Semiconductor Sdn Bhd Group Total and Permanent Disability Income Benefit, written by American International Assurance Company Limited, effective April 1, 1984 54. American International Assurance Company Ltd. Group Life Policy GL 33996, issued to Motorola Malaysia SDNVHD 55. Supplementary Contract attaching to Policy GL-33996, effective April 1, 1984 56. Supplementary Benefit Attaching to Group Policy No. GL-33996, effective October 1, 1998 NON-COMPETE, CONFIDENTIALITY AND INVENTION ASSIGNMENT AGREEMENTS 1. Confidential Information Agreements (includes End-User, Personal Computing Policy, Software Licensing, Information Protection and Non-Disclosure Agreement and Employment Confidentiality) of Siti Habshah Bt Abd Talib 2. Confidential agreements with Ho Jenn Thair, dated July 6, 1992 3. Motorola Semiconductor Products Sector SOP 8-13, Protection of Proprietary Information (POPI), SPS Worldwide Policies, March 16, 1998, printed July 22, 1998 at 4:07PM 4. Protection of Proprietary Information, Motorola Semiconductor Components Group - Manufacturing Asia - Seremban, PowerPoint Slide Presentation, marked "Motorola Internal Use Only" 27

TERMS AND CONDITIONS IN MEXICO EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of individual Direct Labor contract (employees involved in production) (English and Spanish) 2. Form of individual Indirect Labor contract (administrative employees) (English and Spanish) 3. Documents relating to interns and internships 4. Documents relating to voluntary resignation and settlement BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Plan de Reembolso de Gasto Medicos Mayores que Motorola de Mexico, S.A. (Life Insurance and Medical Plan Policies for Mexico - Spanish version only) (Aon Risk Services; Seguros Comercial America) 2. Mexico Information (SCH) re dollar amounts for the Concept, Medical Plan and Retirement Plan for 1997 and 1998 3. Major Medical Plan Changes 1999 Motorola de Mexico S.A., dated January 14, 1999 and effective February 1, 1999 4. Golf club deeds for Motorola de Mexico, S.A. with membership forms for Motorola employees Gregory Marshall, Randy Walker, Angel Cifuentes 5. Acta de la Junta del Comite Tecnico del Plan de Pensiones para el Personal al Servicio de Motorola de Mexico, S.A. 6. Document regarding Sistema de Credito Fonacot (credit for employees) 7. Documents regarding vehicles for Motorola managers 8. Instituto Mexicano Del Seguro Social (Social Security) 9. Infonavit (mandatory payroll deduction) 10. Alta 2% Edo. (state taxes) 11. Education policy 12. Efectivale, S.A. de C.V. (food coupons) 13. Bonus policy 14. FOPESEMOM (Credit Union) 15. Payroll Consolidation Project 16. Various documents relating to plant health and safety 17. Group Life and Disability Insurance 18. Description of benefit plans letter 4/14/99 and "1998 Global Sales Incentive Plan" (attached) 19. Retirement Plan 20. Savings Fund 21. Major Medical Expense Reimbursement Plan NON-COMPETE, CONFIDENTIALITY AND INVENTION ASSIGNMENT AGREEMENTS 1. Code of conduct/confidentiality agreement for employees 28

TERMS AND CONDITIONS IN PHILIPPINES EMPLOYMENT, BONUS, INCENTIVE. TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of Employment Agreement for Motorola Philippines, Inc. 2. Probationary Employment Agreement (Indirect Labor) 3. Signing Bonus Agreement 4. Temporary Appointment (Direct Labor) 5. Cadet Engineer Training Agreement 6. Cadet Technician Training Agreement 7. OJT/Intern Training Agreement 8. Project Contract (Project Engineer/Project Technician) 9. Memo to All Motorolans re Special Premium for night shift and weekend shifts effective January 1, 1998 10. List of Benefit Programs for Motorola Philippines, updated October 26, 1998 11. Notice of Redundancy; Voluntary Resignation Program Proposal 12. Change of Status Form 13. Employment Clearance Form 14. Release and Quit Claim Form 15. General Manager letters of 4/16/98, 7/14/98 re consolidation and departures BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Motorola Philippines, Inc. Personnel Policy Manual as of October 1, 1998 A. Personnel policy (8/1/98) B. Staffing procedure (4/15/98) C. Probationary employment period (6/1/98) D. Rehire of former employees (10/1/98) E. The MPI cadetship program (6/1/98) F. Internal opportunity system (10/1/98) G. Salary administration (1/1/98) H. Performance and Merit Review (10/1/98) I. Hours of work (9/1/98) J. Overtime Pay Policy (1/1/98) K. Night Shift Premium (9/1/98) L. Mid-year Bonus (4/1/98) M. Compensatory Time Off (1/1/98) N. Report Time Pay (Canceled 12/12/94) O. Christmas Bonus/13th Month Pay (9/1/98) P. Performance Bonus Plan (Canceled 9/1/98) Q. Attendance Bonus (1/1/98) R. Temporary Allowance-Direct Labor (9/1/98) S. Temporary Allowance-Indirect Labor (9/1/98) T. I Recommend (AHA! Award) Policy (1/1/91) U. Employee Transfer (Canceled 9/1/98) V. Performance Improvement Program (9/1/97) W. Maintenance and Repair of Staff Manager's Car (9/1/91) X. Local Per Diem Allowance (5/1/97) 29

Y. Gasoline Allowance (8/1/92) Z. Direct Labor Performance Review System (7/1/98) AA. Holiday Pay (9/1/98) BB. Annual Leave Policy (10/1/98) CC. Sick Leave Policy (11/12/90) DD. Bereavement Leave (9/1/98) EE. Maternity Benefit (5/24/97) FF. Paternity Leave (9/1/98) GG. Contingency Pay Policy (9/1/98) HH. Prolonged Sick Leave Benefit (6/1/98) H. Free Meal Policy (6/1/98) JJ. Free Shuttle Bus (10/6/91) KK. Health Maintenance Plan (1/1/98) LL. Group Life and AD&D Insurance (9/1/98) MM. Comprehensive Medical Check-Up (6/1/98) NN. Free Medicines (6/1/98) OO. Financial Assistance (4/1/97) PP. Vehicle Loan Policy (1/1/98) QQ. Company Car (1/1/98) RR. Car Program for Field Personnel (1/1/93) SS. Meal Subsidy (6/1/98) TT. Car Loan Interest Subsidy (1/1/98) UU. Rice Subsidy (2/1/98) VV. Tuition Fee Subsidy (4/94) WW. Reimbursable Expense (1/1/98) XX. Employee Training and Development (9/1/97) YY. Revised Educational Assistance Program (10/2/94) ZZ. Employee Special Training (8/1/97) AAA. Individual Development Plan (4/15/98) BBB. Speak-Out (6/1/98) CCC. Notice Boards (6/1/98) DDD. Employee Relations (6/1/98) EEE. Length of Service (6/1/98) FFF. Recreation Program (6/1/98) GGG. Grievance Plan (6/1/98) HHH. Motorolan of the Month (6/1/98) III. Rules of Conduct and Corrective Discipline (3/93) JJJ. Change in Personnel Information (9/1/98) KKK. 201 File (4/1/98) LLL. Attendance Policy (7/92) MMM. Separation from Employment (9/1/98) NNN. Special Attrition Plan (3/1/90) OOO. Length of Service (6/1/98) PPP. General Manager's Award of Excellence 2. Motorola Philippines, Inc. Benefit Programs 3. Motorola Motor Vehicle Purchase Interest Subsidy, effective January 7, 1982 and revised January 11, 1993 4. Retirement Benefit Plan, effective June 1, 1998 5. Life insurance with Philarn Life 30

6. Health Maintenance Plan/Maxicare HealthCare Plan 7. Details on Pension Plan with Retirement Accrual Table 8. Philam Life Group Policy No. 0-1926-0000 issued to Motorola Philippines, effective January 1, 1998 9. Service Agreement Between Motorola and Philippine Health-Care Providers, Inc. 31

TERMS AND CONDITIONS IN PUERTO RICO BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Puerto Rico Motorola Employees' Savings Plan 2. Motorola Puerto Rico Employee Medical Benefits Plan 3. Motorola Puerto Rico Employee Dental Benefits Plan 4. Motorola Puerto Rico Long Term Disability 5. Motorola Puerto Rico Group Life 32

TERMS AND CONDITIONS IN SINGAPORE EMPLOYMENT, BONUS. INCENTIVE, TRANSPORTATION. SEVERANCE OR OTHER AGREEMENTS 1. Form contract of employment 2. Form of employment agreement 3. Individual Employment Agreement for Normal Staff 4. Individual Employment Agreement for Sales Staff BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Singapore Human Resource Policy A. Working hours B. Annual Wage Supplement C. Car Allowance D. Shift Allowance Premium E Overtime payment F. Award Recognition Program G. Meal Allowance for Overtime Work H. Holidays I. Annual Leave J. Medical Leave K. Maternity Leave L. Other paid leave M. No-pay Leave N. Outpatient Medical Coverage 0. List of Company/Zonal Doctors P. In-patient Medical Coverage Q. Dental Benefits R. Life and Accident Insurance Coverage S. Flex Benefit T. Wellness Incentive Scheme U. Winter Clothing Plan V. Company Car W. Transport Plan X. Car Loan Interest Subsidy Y. Service Benefit Plan Z. Professional Membership Subscription AA. Pagers/Cellular Phones/Other Tools of Trade BB. Termination of Employment 2. Healthcare and Life Insurance Programs for Motorola Employees in Singapore, including Medical Coverage, Dental Coverage, Group Life, Accidental Death and Dismemberment, Total Permanent Disability Insurance, Major Medical and Catastrophic Coverage 3. American International Assurance Company Limited Group Life and TPD Policy No. GL-68222 33

TERMS AND CONDITIONS IN SLOVAKIA EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form of Employment Contract of Motorola s.r.o. (Slovak version and English translation) with attached Appendix and internal Rules 34

TERMS AND CONDITIONS IN SPAIN EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. 1999 Company Car Policy for Spain 2. Memorandum re: Kilometraje (Kin allowance) 3. E-mail re: Lunch Bonus and Asistencia Sanitaria 4. General Employment Contract 5. Medical Allowance Policies 6. Motorola Espana S.D., Winterthur Pension Plan 7. Medical Allowance 35

TERMS AND CONDITIONS IN SWEDEN EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form Individual Employment Contracts Between an Employee and Motorola of Sweden 2. Sample Employment Agreement between Motorola and individual employees whose names have been redacted BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Europe 1999 Incentive Plan - Draft 2. Amendment to Car Policy of Sweden 3. Retirement Plan 36

TERMS AND CONDITIONS W SWITZERLAND EMPLOYMENT, BONUS, INCENTIVE, TRANSPORTATION, SEVERANCE OR OTHER AGREEMENTS 1. Form Employment Contract for Manager 2. November 7, 1991 table setting forth formula for voluntary termination BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Motorola (Suisse) S.A. Personnel Policy Manual (effective January 1, 1982) A. Employment 1. Employment 2. Employment Agencies and Consultants 3. Employment Advertising 4. University, Technical College and School Recruitment 5. Temporary Student Employment 6. Employment of Former Employees 7. Reinstatement of Employees 8. Full Employment Program 9. Relocation Policy for transferred Employees (Domestic location) 10. Relocation Policy for transferred Employees (International Relocation) 11. Relocation Policy for New Hires 12. Housing Allowance 13. Work Permit/Residence Permit 14. Probationary Employment Period 15. Promotion from within 16. Hours of Work 17. Change In Personal Information 18. Publication of company employment date 19. Authorized Absence 20. Termination of Employment B. Compensation 1. 13th Month 2. Compensation Administration 3. Overtime 4. Night/Sunday Shift 5. Performance Appraisal Program 6. Salary Review 7. Compensation during Leave of Absence (sickness or accident) 8. Compensation during Leave of Absence (other than sickness or accident) 9. Car Policy 10. Payroll Advances 37

11. Unclaimed Wages C. Holidays - Vacation 1. Holidays 2. Vacation 3. Vacation reduction D. Health, Welfare and Benefits 1. Social Insurances 2. Health Insurance 3. Accident Insurance 4. Travel Accident Insurance 5. Pension Plan 6. Medical Examination (pre-employment) 7. Medical Check-up (yearly) 8. Bank Guarantee E. Education and Training 1. Educational Assistance (foreign language courses) 2. Educational Assistance (other job related courses) 3. Subscriptions to Professional Institutes F. Safety and Security 1. Safety program 2. Employee Badges 3. Group Travel Limitation G. Employee Relations 1. Open Door Policy 2. Service Club 3. Service Club Member Gifts 4. Employee Recreation 5. Employee Counseling 6. Newsboards 7. Funeral Offering H. General Company Rules 1. Damaged Personal Property 2. Patents and Inventions 3. Parking Facilities 4. Disciplinary Action 5. Applicant Interview 6. Expenses Reimbursement 7. Supplier Gifts 8. Patent/Recognition I. Travel and Entertainment Expense Procedure 2. Compensation and Benefits publication A. In-House Training B. Swiss Work Permit Regulations C. Salary D. Social Security and Pension Fund E. Insurance 38

F. Operating Rules for Flexible Working Hours System G. Holidays 2. Life Insurance (Wintherthur Company Group Insurance) 3. Winterthur Foundation Affiliation Contract no. 1/14566/IP re administration of benefits 4. Summary of Benefits 5. Summary Descriptions of Benefits (French) A. Pension Plan B. Sickness Plan C. Accident Plan 6. Dental Care 39

TERMS AND CONDITIONS IN TAIWAN BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Human Resources Policy Manual A. Foreword B. Award Recognition Program C. Service Benefit Program D. Birthday Celebration Expense Guideline E. Recruitment/Employment 1. Employment 2. Employment Agencies, Search Firms, All Other Categories of Third Party Staffing Consultants and Employment Services 3. Applicant Advertising 4. College Relations 5. Internal Opportunity System 6. Employee Relocation Expense Policy For New Hires 7. Employee Rehiring Policy F. Compensation 1 Compensation Administration 2. Pay Practice 3. 12-hour Shift Pay Practices 4. Performance Review Policy 5. Change of Status 6. Hours of Work 7. Overtime Administration 8. Leave Without Pay (LWOP) 9. Allowance for Company Schedule Off Day 10. Injury Leave (with pay) 11. Car Policy 12. Business Transportation 13. Labor Insurance 14. Retired Insurance Program 15. METL Employees' Retirement Pension Plan 16. Annual Employee Bonus Payment 17. Transportation Allowance 18. Expatriate Toll Fee 19. Festival Subsidy 20. Housing Interest Subsidy 21. Authorization of Documentation 22. Physical Examination Guidelines G. Vacation, Holidays and Paid Time Off 1. Holidays 2. Annual Leave with Pay (Vacation) 3. Sick Leave Policy 4. Personal Leave 5. Attendance Policy 6. Compensable Absence 7. Paternity Leave 40

H. Training and Development 1. Employee Training and Development Policy 2. Training and Development Sponsorship Policy I. Employee Communication 1. Employee Communication 2. Bulletin Board Posting J. Employee Relations 1. Name Card 2. Service Club 3. Wedding/Floral Scroll Offering 4. METL, Contribution, Donation Policy 5. Open Door Policy 6. Club Membership Eligibility K. Safe and Security 1. Health, Fire and Safety Program 2. Protection of Proprietary Information 3. Personnel Identification and Movement Control 4. Security Control Guidelines 5. Bomb Threat Response Guideline L. Company Rules and Regulations 1. Written Warning Policy 2. Disciplinary Policy 3. Motorola Code of Conduct 4. Release of Employment Data M. Separations 1. Procedures for the Equitable Treatment of Service Club Members During Business Downturns and Phase Outs 2. Termination of Employment 2. Human Resources Policy (11/1/98) A. Referral Bonus B. Big Sister/Brother Program C. Attendance Management D. Job-Related Injury Leave E. LWOP (Leave Without Pay) F. Holidays G. Typhoon Leave H. Shift Premium I. Transportation Allowance J. Domestic Per Diem K. Reimbursement for Private Vehicles for Approved Business L. Festival Subsidy M. Annual Bonus N. Pay for Company Scheduled Off Day O. Supporting Subsidy/Transfer Incentive P. Wedding/Funeral Subsidy Q Birthday Celebration Allowance R. Overtime Administration S. Pay Practice for A/B/C/R/T/ Shift T. Pay Practice for 12-Hour Shift U. Termination of Employment 41

V. Retirement Plan W. Warrior Award X. Technician Incentive Award Y. Service Club Z. Training/Education Subsidy AA. Wedding Gift BB. Award for the SPS Family 3. Employee Insurance Benefit Plan (Chinese/English) 4. Group Term Life Insurance Policy and Group Hospital and Surgical Benefits Insurance 42

TERMS AND CONDITIONS IN THAILAND BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. Summary of Benefits 2. Motorola Thailand Ltd. Life and Medical Insurance 3. Employee Provident Fund 43

TERMS AND CONDITIONS IN UNITED KINGDOM EMPLOYMENT, BONUS, INCENTIVE. TRANSPORTATION SEVERANCE OR OTHER AGREEMENTS 1. Form of Statement of Terms and Conditions of Employment - UK, revised 4/17/98 2. Addendum to Contract of Service between Barbara Barnes appointments and Kathryn Warner working at Motorola BENEFITS PROVIDED TO BUSINESS EMPLOYEES 1. UK Benefit Plan, for membership from April 6, 1997 2. UK Money Purchase Plan, for membership from April 6, 1997 3. Motorola Healthcare Plan 4. American Life Insurance Company (AIG Life), Group Policy No. 300A0130, dated August 16, 1996 5. Group Life Terms and Conditions (AIG Life), effective April 1, 1996 6. Delaware American Life Insurance Company, for Motorola UK, Group Policy No. 3217, effective date May 1, 1997 7. Motorola Limited Group Long Term Disability Insurance Policy, GS/277309, issued by UNUM Limited on November 25, 1998, effective January 1, 1998 8. Statement of Terms and Conditions of Employment (Hours of work and shift premium, salary payment, overtime, holidays, termination of employment, absence, medical examination, corrective action procedure, grievance procedure, business travel, standards of business conduct, M.I.S. Guidelines, patent and right to search) 9. Human Resources Policy A. Pregnancy Policy B. Payment of Professional Fees C. Service Recognition D. Employment of Related Employees E. Smoking Policy F. Internal Recruitment G. Shift Pattern H. Training Policy I. Payment of Overtime J. Grievance Policy K. Annual Holiday Review L. Maternity Policy M. Employee Introduction Bonus N. Employee Termination O. Salary Reviews P. Absence Management Q. Recognition Policy R. Educational Assistance S. Stage Down of Shift Premium T. Disciplinary Rules and Procedures U. Performance Appraisal V. Employee Privacy/File Security W. Temporary Shift Work 44

X. International Relocation Y. Salary Planning Process Z. Compensation for Travel Out With Normal Working Hours AA. Annual Merit Review BB. Equal Opportunity Employment CC. Status Change Procedure DD. Leave of Absence Policy EE. Performance Improvement Policy FF. Employment Agencies and Consultants 10. UNUM Group Long Term Disability Insurance Policy No. GS/277309 dated November 25, 1998 11. Delaware American Life Insurance Co. Group Policy No. 3217, effective May 1, 1997 12. AIG Life Group Terms and Conditions with Amendments to Policy No. 300A0130 13. American Life Insurance Company (AIG Life) Group Policy No. 300A0130 Group Life Insurance 14. Motorola Benefits Plans ("Your Motorola Pension Choices"), Sept. 1997 15. UK Benefit Plan for membership from April 6, 1997 16. Additional Voluntary Contributions (AVCs) Plan 17. Motorola UK Benefit Plan Enrolment Form 18. Healthcare Plan 19. Motorola UK Dental Plan 20. Money Purchase Plan 21. UK Additional Voluntary Contribution Plan 22. Holiday Bonus 45

EMPLOYEE MATTERS AGREEMENT EXHIBIT 4.1(a) U.S. RETIREMENT PLAN TRANSFER AGREEMENT

MOTOROLA-SCI LLC RETIREMENT PLAN TRANSFER AGREEMENT FOR THE MOTOROLA, INC. PENSION PLAN This Agreement is made as of May 10, 1999, between Semiconductor Components Industries, LLC, a Delaware limited liability company ("SCI LLC") and Motorola, Inc., a Delaware corporation ("Motorola"). Whereas, a number of Motorola employees will be transferred to the employment of SCI LLC or one or more entities under the control of SCI LLC; and Whereas, Motorola maintains a defined benefit pension plan intended to meet the requirements of Section 401(a) of the Internal Revenue Code of 1986, as amended (the "Code"), and the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), named the Motorola, Inc. Pension Plan (the "Motorola Plan"); and Whereas, Motorola and SCI LLC are parties to a certain Employee Matters Agreement - dated May 10, 1999 (the "Employee Matters Agreement"), to which this Agreement is an Exhibit; and Whereas, SCI LLC shall adopt a defined benefit pension plan that is substantially similar to the Motorola Plan (the "SCI LLC Plan") which shall contain provisions for accepting assets and liabilities transferred from other pension plans that are qualified under Section 401(a) of the Code; and Whereas, all capitalized terms used herein and not defined herein shall have the meanings set forth in the Employee Matters Agreement; and Whereas, SCI LLC and Motorola contemplate that the liabilities under the Motorola Plan with respect to the Transferred Participants (as defined below) as of the Closing Date will be transferred to and assumed by the SCI LLC Plan, contingent upon the transfer of assets from the Motorola Plan attributable to such liabilities in accordance with the terms and conditions herein. Now, therefore, in consideration of the mutual promises, agreements and undertakings herein contained and other valuable consideration, the parties hereto mutually agree as follows: 1. SCI LLC PLAN. SCI LLC represents and warrants that (i) it shall adopt the SCI LLC Plan and a related trust to hold assets under the SCI LLC Plan and to receive assets from the Motorola Plan; (ii) the SCI LLC Plan shall, as of the date of any transfer of assets under Section 2 below, comply in form and operation with the provisions of Section 401(a) of the Code, and the trust, associated with the SCI LLC Plan shall, as of such date, be exempt from taxation under Section 501(a) of the Code; and (iii) the SCI LLC Plan shall contain a provision for accepting assets and liabilities transferred from other pension plans that are qualified under Section 401(a) of the Code. Contingent upon the transfer of assets from the Motorola Plan to the SCI LLC Plan in accordance with this Agreement, each active participant in the Motorola Plan who is listed on Schedule 1, attached hereto and made a part hereof, and who is transferred from employment with Motorola or one of its Affiliates to employment with SCI LLC or one of its Affiliates (the "Transferred Participants") on or within sixty (60) days after the Closing Date shall be entitled to receive a past service benefit under the SCI LLC Plan in an amount equal to the Transferred Participant's accrued benefit under the Motorola Plan (as in effect on the Closing Date), determined using the Transferred

Participant's credited service recognized under the Motorola Plan as of the Closing Date and the Transferred Participant's final average earnings (as defined in the Motorola Plan as in effect on the Closing Date) as of the Closing Date ("Past Service Benefit) Transferred Participants shall be fully vested in their Past Service Benefit under the SCI LLC Plan. The SCI LLC Plan will, as of the Closing Date, and for a period of at least twelve (12) months thereafter, contain terms, including provision for benefit accrual after the Closing Date, that are substantially identical to the terms of the Motorola Plan. Each Transferred Participant shall be entitled to credit under the SCI LLC Plan for all service and Compensation with Motorola (or any Affiliate) credited as of the Closing Date under the Motorola Plan for purposes of eligibility, vesting and, subject to the transfer of assets in accordance with Section 2 hereof, benefit accrual. 2. TRANSFER OF MOTOROLA PLAN ASSETS. (i) An enrolled actuary selected by Motorola shall calculate the present value of each Transferred Participant's accrued benefit in the Motorola Plan as of the Closing Date in accordance with the actuarial methods and assumptions set forth in Section 2(ii) below, subject to review and verification by an enrolled actuary selected by SCI LLC. Motorola shall, or shall cause its actuary to, make available to SCI LLC and to SCI LLC's actuary all information and data reasonably required by SCI LLC or SCI LLC's actuary to review and verify the calculation and determination of each such accrued benefit amount. (ii) As soon as practicable following the Closing Date but no later than sixty (60) days following the Closing Date, Motorola shall cause the Motorola Plan's actuary to calculate the sum of the present values of the accrued benefits of each Transferred Participant on a termination basis as of the Closing Date, as described in Treasury Regulation ss.1.414(1)- 1(b)(5), using Pension Benefit Guaranty Corporation ("PBGC") plan termination assumptions except that the interest rate assumption shall be equal to PBGC plan termination rates as of the Closing Date plus fifty five basis points (applied to both PBGC plan termination interest rates); provided, however, that in no event shall the amount transferred to the SCI LLC Plan be less than the minimum amount required to be transferred under Section 414(l) of the Code. The sum of the present values of each Transferred Participant's accrued benefit as of the Closing Date shall hereinafter be referred to as the "Pension Transfer Amount." (iii) Subject to the conditions set forth in subsections (iv) and (v) below, within sixty (60) days following the completion of the calculations set forth in subsection (ii) above and the filing of any required documents with governmental agencies and compliance with any required waiting periods, Motorola shall cause the trustee of the Motorola Plan to transfer to the SCI LLC Plan cash equal to the Pension Transfer Amount plus interest accrued on such amount from the Closing Date to the date the Pension Transfer Amount is transferred from the Motorola Plan to the SCI LLC Plan, based on the interest assumptions described in paragraph (ii) above. Following the transfer of such Pension Transfer Amount and such interest thereon, Transferred Participants shall have no further interest in the Motorola Plan in respect of their benefits accrued as of the Closing Date under such Plan. (iv) Prior to and as a condition precedent to the transfer from the Motorola Plan of cash equal to the Pension Transfer Amount, SCI LLC shall furnish evidence satisfactory to Motorola that: (A) either (1) the SCI LLC Plan either has been determined by the Internal Revenue Service ("IRS") to be qualified under Section 401(a) of the Code and the regulations thereunder, or (2) SCI LLC has provided to Motorola an opinion of counsel reasonably satisfactory in form and substance to Motorola to the effect that the SCI LLC Plan contains the material terms required for qualification under Section 401(a) of the Code and a legally binding written commitment of SCI LLC reasonably 2

satisfactory in form and substance to Motorola that (x) SCI LLC will file an application with the IRS for a determination as to the initial qualification of the SCI LLC Plan under Section 401(a) of the Code, (y) SCI LLC will take whatever actions are necessary and will make any amendments or alterations to the SCI LLC Plan required to obtain an initial determination from the IRS that the SCI LLC Plan is qualified under Section 401(a) of the Code, and (z) in the event that the IRS determines that the SCI LLC Plan is not so qualified, no assets transferred hereunder (or earnings thereon) shall be transferred to or for the benefit of SCI LLC, but shall be used for the exclusive benefit of the Transferred Participants and their beneficiaries; (B) the SCI LLC Plan provides for the receipt of such Pension Transfer Amount on a basis whereby the vested interest of each Transferred Participant will be retained for him or her under the SCI LLC Plan on a fully vested basis; (C) the SCI LLC Plan provides for the continuation of "Section 411(d)(6) protected benefits," as such term is defined for purposes of Treasury Regulation Section 1.411(d)-4, such that the transfer of assets will not result in the reduction or elimination of Section 411(d)(6) protected benefits for any Transferred Participant; and (D) the SCI LLC Plan provides that upon the transfer from the Motorola Plan to the SCI LLC Plan of cash equal to the Pension Transfer Amount, each Transferred Participant, at retirement from SCI LLC (or earlier termination as provided under such plan), shall receive a benefit that is equal to the sum of (1) such Transferred Participant's Past Service Benefit plus (2) the amount the Transferred Participant accrues in the SCI LLC Plan with respect to service after the Closing Date. (v) Prior to and as a condition precedent to such transfer from the Motorola Plan of cash equal to the Pension Transfer Amount, Motorola shall furnish to SCI LLC evidence that (A) the Motorola Plan, as of the date of the transfer of assets and liabilities from the Motorola Plan to the SCI LLC Plan, has been determined by the Internal Revenue Service to be qualified under Section 401(a) of the Code, as amended, and the regulations thereunder, and (B) the Motorola Plan provides for the transfer of such Pension Transfer Amount. (vi) If the employment by SCI LLC of a Transferred Participant terminates for any reason before the transfer of the Motorola Plan assets and liabilities as set forth above with respect to such Transferred Participant, no transfer shall be made for such Transferred Participant, and Motorola shall retain all assets and liabilities attributable to such Transferred Participant's accrued benefit. 3. COOPERATION; FILINGS. Motorola and SCI LLC agree to cooperate and use reasonable efforts to accomplish the transactions set forth herein and to comply with all requirements of ERISA, the Code, the IRS and the Department of Labor which may be applicable to the transfer contemplated hereby. Motorola and SCI LLC each agree to file IRS Form 5310A with the Internal Revenue Service with respect to the transfer and receipt of the Motorola Plan assets, if such filing is required. 4. NOTICES. All notices, requests, demands, and other communications hereunder shall be in writing and shall be deemed to have been given (i) when hand delivered (including delivery by messenger or courier service) to the address set forth below, or if such delivery is refused, when such delivery is refused, (ii) when received or refused as evidenced by the postal receipt if sent by United States mail as Certified Mail, Return Receipt Requested, with proper postage prepaid, addressed as set forth below or (iii) when received as evidenced by the transmission report of the telefax machine of the transmitting party acknowledging a good transmission if sent by telefax to the number set forth below: 3

If to SCI LLC: If to Motorola: SCI LLC Motorola, Inc. 1303 East Algonquin Road Schaumburg, Illinois 60196 Attn: The address set forth Attn: Vice President & Director of Benefits in the Recapitalization Telefax: (847) 576-4467 Agreement 5. COUNTERPARTS. This Agreement may be executed in one or more counterparts and by different parties hereto in separate counterparts, with the same effect as if all parties had signed the same document. All such counterparts shall be deemed an original, shall be construed together and shall constitute one and the same document. 6. HEADINGS. The headings of the sections of this Agreement are inserted for convenience only and shall not be deemed to constitute a part hereof 7. GOVERNING LAW. This Agreement shall be construed in accordance with, and governed by, the laws of the State of Illinois, except to the extent the Code and/or ERISA applies, governs and controls. 8. ASSIGNMENT. Neither party hereto shall assign this Agreement or any interest herein or any rights hereunder without the written consent of the other party. This Agreement shall be binding upon, and shall inure to the benefit of, the parties hereto and their successors and permitted assigns. Nothing in this Agreement, expressed or implied, is intended or shall be construed to confer upon any person other than the parties and successors and assigns permitted by this Section 8 any right, remedy or claim by reason of this Agreement. 9. MODIFICATIONS. No revision or modification of this Agreement shall be effective unless it is in writing and signed by an authorized representative of each of the parties. 10. WAIVER. Failure or delay on the part of either party to exercise any right, remedy, power, privilege or option hereunder which is not subject to an express time limitation with respect to exercise shall not operate or be construed to operate as a waiver thereof. A waiver, to be effective, must be in writing and be signed by the party making the waiver. No written waiver of any term or condition of this Agreement shall operate or be construed to operate as a wavier of any other term or condition, nor shall any written waiver of any breach or default operate or be construed to operate as a waiver of any other breach or default or of the same type of breach or default on a subsequent occasion or operate or be construed to operate as a continuing waiver. 11. SEVERABILITY. If any provision of this Agreement should be held invalid or unenforceable by any court of competent jurisdiction, such provision shall be deemed deleted, and the validity and enforceability of the remaining provisions shall not be affected thereby, unless the deletion of any such provision materially affects any right, benefit, privilege or option of either party, in which case, the parties agree to renegotiate in good faith such provision and replace it with a substitute valid and enforceable provision that achieves the intent and purpose of the deleted provision. 12. ENTIRE AGREEMENT. This Agreement and the Employee Matters Agreement constitute the final expression of the agreement of the parties with respect to the subject matter hereof, is intended as a complete and exclusive statement of the terms of such agreement, and supersedes all 4

prior and concurrent promises, proposals, representations, negotiations, communications, letters, discussions and agreements that may have been made in connection with the subject matter hereof. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed on the date first above written. Semiconductor Components Industries, LLC MOTOROLA, INC. By: By: -------------------------- ------------------------------- Title: Title: ------------------------ ----------------------------- 5

EMPLOYEE MATTERS AGREEMENT EXHIBIT 4.1(b) RETIREMENT PLAN TRANSFER AGREEMENT (PSIP)

MOTOROLA-SCI LLC RETIREMENT PLAN TRANSFER AGREEMENT FOR THE MOTOROLA, INC. PROFIT SHARING AND INVESTMENT PLAN This Agreement is made as of May 10, 1999, between Semiconductor Components Industries, LLC , a Delaware limited liability company ("SCI LLC") and Motorola, Inc., a Delaware corporation ("Motorola"). Whereas, a number of Motorola employees will be transferred to the employment of SCI LLC or one or more entities under the control of SCI LLC; and Whereas, Motorola maintains a defined contribution plan intended to meet the requirements of Sections 401(a) and 401(k) of the Internal Revenue Code of 1986, as amended (the "Code"), and the Employee Retirement Income Security Act of 1974, as amended `("ERISA"), named the Motorola, Inc. Profit Sharing and Investment Plan (the "Motorola Plan"); and Whereas, Motorola and SCI LLC are parties to a certain Employee Matters Agreement dated May 10, 1999 (the "Employee Matters Agreement"), to which this Agreement is an Exhibit; and Whereas, SCI LLC shall adopt a defined contribution plan that is substantially similar to the Motorola Plan (the "SCI LLC Plan") which shall contain provisions for accepting assets and liabilities transferred from other defined contribution plans that are qualified under Sections 401(a) and 401(k) of the Code; and Whereas, all capitalized terms used herein and not defined herein shall have the meanings set forth in the Employee Matters Agreement; and Whereas, SCI LLC and Motorola contemplate that the liabilities under the Motorola Plan with respect to the Transferred Participants (as defined below) as of the Closing Date will be transferred to and assumed by the SCI LLC Plan, contingent upon the transfer of assets from the Motorola Plan attributable to such liabilities in accordance with the terms and conditions herein. Now, therefore, in consideration of the mutual promises, agreements and undertakings herein contained and other valuable consideration, the parties hereto mutually agree as follows: 1. SCI LLC PLAN. SCI LLC represents and warrants that (i) it shall adopt the SCI LLC Plan and a related trust to hold assets under the SCI LLC Plan and to receive assets from the Motorola Plan; (ii) the SCI LLC Plan shall, as of the date of any transfer of assets under Section 2 below, comply in form and operation with the provisions of Sections 401 (a) and 401(k) of the Code, and the trust associated with the SCI LLC Plan shall, as of such date, be exempt from taxation under Section 501(a) of the Code; and (iii) the SCI LLC Plan shall contain a provision for accepting assets and liabilities transferred from other defined contribution plans that are qualified under Sections 401(a) and 401(k) of the Code. Contingent upon the transfer of assets from the Motorola Plan to the SCI LLC Plan in accordance with this Agreement, each active participant in the Motorola Plan who is listed on Schedule 1, attached hereto and made a part hereof, and who is transferred from employment with Motorola or one of its Affiliates to employment with SCI LLC or one of its Affiliates (the "Transferred Participants") on or within sixty (60) days after the Closing Date shall be entitled to an account balance under the SCI LLC Plan in an amount equal to the Transferred Participant's account balance under the Motorola Plan (as in effect on the Closing Date)

The SCI LLC Plan shall credit for eligibility and vesting purposes, and for the purpose of determining the entitlement of a Transferred Participant to any allocation of employer contributions for the current year, any employment of a Transferred Participant which is creditable for such purposes under the terms of the Motorola Plan. SCI LLC shall cause the pro rata share of the Motorola Plan trust fund transferred on behalf of each Transferred Participant to the SCI LLC Plan in accordance with Section 2 hereof to be maintained in one or more appropriate participant and employer contribution accounts under the SCI LLC Plan for the benefit of each such Transferred Participant as reported to SCI LLC by Motorola. Each Transferred Participant shall be one hundred percent (100%) vested in such transferred account balances under the SCI LLC Plan. The SCI LLC Plan will, as of the Closing Date, and for a period of at least twelve (12) months thereafter, contain terms, including provision for benefit accrual after the Closing Date, that are substantially identical to the terms of the Motorola Plan. 2. TRANSFER OF MOTOROLA PLAN ASSETS. (i) Subject to the conditions specified in (iv) and (v) below, Motorola shall cause to be transferred to the SCI LLC Plan each Transferred Participant's pro rata share of the Motorola Plan trust fund ("Transfer Amount"), as determined by the Profit Sharing Committee of the Motorola Plan (the "Profit Sharing Committee") in accordance with the terms and conditions of the Motorola Plan. (ii) As soon as practicable following the Closing Date, but not later than sixty (60) days following the Closing Date (the "First Transfer Date"), Motorola shall cause to be transferred to the SCI LLC Plan such assets of the Motorola Plan trust fund (in cash and promissory notes or other evidence of indebtedness with respect to outstanding loans made to Transferred Participants) in an aggregate amount equal to 90% of the pro rata share of the Transferred Participants in the Motorola Plan trust fund as determined by the Profit Sharing Committee based on the valuation of said trust fund as of a valuation date (determined in accordance with Section 4.4 of Motorola Plan) which occurs no more than 60 days prior to the First Transfer Date, which funds shall be invested in the SCI LLC Plan based on the respective investment election directions of each Transferred Participant as of the First Transfer Date, or in a balanced fund in the absence of such an investment election, in accordance with the terms of the SCI LLC Plan. The remaining balance of the amount to be transferred will be transferred to the SCI LLC Plan within a reasonable time (the "Final Transfer Date") following the First Transfer Date, but in no event more than 30 days after the First Transfer Date. Such remaining balance shall be increased or decreased by an amount equal to any increase or decrease in the pro rata interest of the Transferred Participants in the Motorola Plan which has occurred during the period between the applicable valuation date and the First Transfer Date. Such remaining balance, as adjusted for any increase or decrease as aforesaid, will be paid with interest at the rate of 4% per annum calculated on a daily basis of 1/365th for the number of days between the First Transfer Date and the Final Transfer Date. The amount to be transferred pursuant to paragraph (i) of this Section 2 of the Agreement shall be subject to review and verification by a benefits consultant selected by SCI LLC. Motorola shall, or shall cause its consultants to, make available to SCI LLC and to SCI LLC's consultant all such information and data reasonably required by SCI LLC or SCI LLC's consultant to review and verify the calculation and determination of the amount to be transferred. (iii) Motorola will provide SCI LLC, at or prior to each Transfer Date, a written or electronic statement reflecting the share of each Transferred Participant in any amounts transferred to the SCI LLC Plan, accounting for amounts properly allocable to pre-tax elective deferrals, post-tax contributions of Transferred Participants, participant loan repayments, withdrawals, distributions, qualified domestic relations orders, company matching contributions, and company profit sharing contributions. Motorola will also provide SCI LLC with such other information reasonably requested 2

by SCI LLC to assist SCI LLC to properly account for the Transfer Amounts. With respect to any promissory notes evidencing participant loans transferred to the SCI LLC Plan, Motorola will supply all relevant historical data for such loans. From the date of this Agreement until the Final Transfer Date, SCI LLC will cause its operating subsidiaries to make continuous payroll deductions each pay period from the pay of each Transferred Participant who has a loan(s) outstanding from the Motorola Plan of amounts sufficient to pay the installment payments of principal and interest on each such loan as required by the promissory note(s) or other evidence(s) of indebtedness relating to such loan(s). Such deducted amounts shall be paid by SCI LLC to the Motorola Plan for a credit against such loan(s) or, if requested by the Profit Sharing Committee, held by SCI LLC until the assets are transferred. (iv) Prior to and as a condition precedent to the transfer from the Motorola Plan of cash equal to the Transfer Amount, SCI LLC shall furnish evidence satisfactory to Motorola that: (A) either (1) the SCI LLC Plan either has been determined by the Internal Revenue Service ("IRS") to be qualified under Section 401(a) of the Code and the regulations thereunder, or (2) SCI LLC has provided to Motorola an opinion of counsel reasonably satisfactory in form and substance to Motorola to the effect that the SCI LLC Plan contains the material terms required for qualification under Section 401(a) of the Code and a legally binding written commitment of SCI LLC reasonably satisfactory in form and substance to Motorola that (x) SCI LLC will file an application with the IRS for a determination as to the initial qualification of the SCI LLC Plan under Section 401(a) of the Code, (y) SCI LLC will take whatever actions are necessary and will make any amendments or alterations to the SCI LLC Plan required to obtain an initial determination from the IRS that the SCI LLC Plan is qualified under Section 401(a) of the Code, and (z) in the event that the IRS determines that the SCI LLC Plan is not so qualified, no assets transferred hereunder (or earnings thereon) shall be transferred to or for the benefit of SCI LLC, but shall be used for the exclusive benefit of the Transferred Participants and their beneficiaries; (B) the SCI LLC Plan provides for the receipt of such Transfer Amount on a basis whereby the vested interest of each Transferred Participant will be retained for him or her under the SCI LLC Plan on a fully vested basis; (C) the SCI LLC Plan provides for the continuation of "Section 411(d)(6) protected benefits," as such term is defined for purposes of Treasury Regulation Section 1.411(d)-4, such that the transfer of assets will not result in the reduction or elimination of Section 411(d)(6) protected benefits for any Transferred Participant and shall further preserve any restrictions on distributions and withdrawals required by, and applicable to that portion of the Transferred Amounts attributable to contributions under, Section 401(k) of the Code and regulations thereunder, (D) the SCI LLC Plan provides that upon the transfer from the Motorola Plan to the SCI LLC Plan of cash equal to the Transfer Amount, each Participant shall have an account balance under the SCI LLC Plan that is equal to the sum of (1) such Transferred Participant's account balance included in the Transfer Amount, as adjusted for investment earnings or losses subsequent to the transfer, plus (2) any amounts attributable to the contributions to the SCI LLC Plan on behalf of the Transferred Participant with respect to service after the Closing Date. (v) Prior to and as a condition precedent to such transfer from the Motorola Plan of cash equal to the Transfer Amount, Motorola shall furnish to SCI LLC evidence that (A) the Motorola Plan, as of the date of the transfer of assets and liabilities from the Motorola Plan to the SCI LLC Plan, has been determined by the IRS to be qualified under Section 401(a) of the Code, as amended, and the regulations thereunder, and (B) the Motorola Plan provides for the transfer of such Transfer Amount. (vi) If the employment by SCI LLC of a Transferred Participant terminates for any reason before the transfer of the Motorola Plan assets and liabilities as set forth above with respect to such Transferred Participant, no transfer shall be made for such Transferred Participant, and 3

Motorola shall retain all assets and liabilities attributable to such Transferred Participant's accrued benefit. 3. COOPERATION, FILING . Motorola and SCI LLC agree to cooperate and use reasonable efforts to accomplish the transactions set forth herein and to comply with all requirements of ERISA, the Code, the IRS and the Department of Labor which may be applicable to the transfer contemplated hereby. Motorola and SCI LLC each agree to file IRS Form 5310A with the IRS with respect to the transfer and receipt of the Motorola Plan assets, if such filing is required. 4. NOTICES. All notices, requests, demands, and other communications hereunder shall be in writing and shall be deemed to have been given (i) when hand delivered (including delivery by messenger or courier service) to the address set forth below, or if such delivery is refused, when such delivery is refused, (ii) when received or refused as evidenced by the postal receipt if sent by United States mail as Certified Mail, Return Receipt Requested, with proper postage prepaid, addressed as set forth below or (iii) when received as evidenced by the transmission report of the telefax machine of the transmitting party acknowledging a good transmission if sent by telefax to the number set forth below: If to SCI LLC: If to Motorola: SCI LLC Motorola, Inc. 1303 East Algonquin Road Schaumburg, Illinois 60196 Attn: The address set forth Attn: Vice President & Director of Benefits in the Recapitalization Telefax: (847) 576-4467 Agreement Telefax: (847) 576-4467 5. COUNTERPARTS. This Agreement may be executed in one or more counterparts and by different parties hereto in separate counterparts, with the same effect as if all parties had signed the same document. All such counterparts shall be deemed an original, shall be construed together and shall constitute one and the same document. 6. HEADINGS. The headings of the sections of this Agreement are inserted for convenience only and shall not be deemed to constitute a part hereof. 7. GOVERNING LAW. This Agreement shall be construed in accordance with, and governed by, the laws of the State of Illinois, except to the extent the Code and/or ERISA applies, governs and controls. 8. ASSIGNMENT. Neither party hereto shall assign this Agreement or any interest herein or any rights hereunder without the written consent of the other party. This Agreement shall be binding upon, and shall inure to the benefit of, the parties hereto and their successors and permitted assigns. Nothing in this Agreement, expressed or implied, is intended or shall be construed to confer upon any person other than the parties and successors and assigns permitted by this Section 8 any right, remedy or claim by reason of this Agreement. 9. MODIFICATIONS. No revision or modification of this Agreement shall be effective unless it is in writing and signed by an authorized representative of each of the parties. 4

10. WAIVER. Failure or delay on the part of either party to exercise any right, remedy, power, privilege or option hereunder which is not subject to an express time limitation with respect to exercise shall not operate or be construed to operate as a waiver thereof. A waiver, to be effective, must be in writing and be signed by the party making the waiver. No written waiver of any term or condition of this Agreement shall operate or be construed to operate as a wavier of any other term or condition, nor shall any written waiver of any breach or default operate or be construed to operate as a waiver of any other breach or default or of the same type of breach or default on a subsequent occasion or operate or be construed to operate as a continuing waiver. 11. SEVERABILITY. If any provision of this Agreement should be held invalid or unenforceable by any court of competent jurisdiction, such provision shall be deemed deleted, and the validity and enforceability of the remaining provisions shall not be affected thereby, unless the deletion of any such provision materially affects any right, benefit, privilege or option of either party, in which case, the parties agree to renegotiate in good faith such provision and replace it with a substitute valid and enforceable provision that achieves the intent and purpose of the deleted provision. 12. ENTIRE AGREEMENT. This Agreement and the Employee Matters Agreement constitute the final expression of the agreement of the parties with respect to the subject matter hereof, is intended as a complete and exclusive statement of the terms of such agreement, and supersedes all prior and concurrent promises, proposals, representations, negotiations, communications, letters, discussions and agreements that may have been made in connection with the subject matter hereof IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed on the date first above written. Semiconductor Components Industries, LLC MOTOROLA, INC. By: By: - ---------------------------- --------------------------------- Title: Title: - ---------------------------- --------------------------------- 5

SCHEDULE 4.2(B) - ------------------------------------------------------------------------------------------------------------------------------------ GERMANY MEXICO JAPAN PHILIPPINES - ------------------------------------------------------------------------------------------------------------------------------------ MOTOROLA ASSUMPTIONS - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ Discount Rate 6.0% 4.0% 3.0% 4.0% - ------------------------------------------------------------------------------------------------------------------------------------ Retirement Rate 65 55 .07 60 50 .05 60 .07 51-54 .03 65 .30 55 .05 70 .99 56-59 .03 60 1.0 - ------------------------------------------------------------------------------------------------------------------------------------ Turnover Rate Standard Mexican Experience/AON Actual Co. Rates Watson Wyatt Experience - ------------------------------------------------------------------------------------------------------------------------------------ Mortality Rate Heubeck 1998 Pre-retirement C.S.O. 58 85% of the figure in the 1983 Group Annuity Post-Retirement GA 51 15fth National Life Mortality tables, separate Mortality Table male and female - ------------------------------------------------------------------------------------------------------------------------------------ * Net of inflation of 8% (total rate = 12%) - ----------------------------------------------------------------------------------------------------------------------------------- 6

EMPLOYEE MATTERS AGREEMENT SCHEDULE 5.1 LABOR AND EMPLOYMENT DISCLOSURES

DATE: MAY 10, 1999 ------------------ LABOR MATTERS -------------- 5.1(i) Charges complaints or controversies pending or, to Motorola's Knowledge, threatened between the Business and any of its respective employees: None 5.1(ii) Material collective bargaining agreements applicable to Transferred Employees or attempts to organize such employees: None 5.1(iii) Strikes, slowdowns, work stoppages, lockouts, or threats thereof with respect to any of the Business employees: None

SCHEDULE 5.2A: MATERIAL EMPLOYEE BENEFITS PLANS MAINTAINED BY MOTOROLA MATERIAL EMPLOYEE BENEFIT PLANS IN AUSTRALIA 1. Motorola Super Annuation Fund 2. The Motorola Disability Insurance Plan 3. The Motorola Health Care Plan MATERIAL EMPLOYEE BENEFIT PLANS IN BRAZIL 1. Retirement/Pension Plan - Motorola do Brasil (including Basic Retirement and Supplementary Retirement) 2. Group Life Insurance 3. Medical & Dental Insurance MATERIAL EMPLOYEE BENEFIT PLANS IN CANADA 1. Non- Contributory Defined Contribution Plan 2. Group Registered Retirement Savings Program 3. Deferred Profit Sharing Plan for Employees of Motorola Canada Ltd. 4. LifeSteps Flexible Benefit Plan - - Basic Medical Plan - - Medical Electives Plan - - Basic Dental Plan - - Basic Group Life Insurance - - Optional Life Insurance - - Optional Spousal Life Insurance - - Optional Dependent Child Life Insurance - - Accidental Death & Disability Insurance - - Long Term Disability Insurance 5. Short-Term Disability Plan 6 Business Travel and Accident Insurance Program 7. Employee Benefit Plans Administered by Aetna Benefits Management, Inc. for Motorola Canada Ltd. 8. Employee Assistance Program

MATERIAL EMPLOYEE BENEFIT PLANS N CHINA MATERIAL EMPLOYEE BENEFIT PLANS IN CZECH REPUBLIC 1. Life and Permanent Disability coverage MATERIAL EMPLOYEE BENEFIT PLANS IN FINLAND MATERIAL EMPLOYEE BENEFIT PLANS IN FRANCE 1. Supplemental Life 2. Supplemental Death and Disability 3. Supplemental Medical 4. Accident/Illness Insurance 5. Plan d'Epargne d'Enterprise (non-retirement savings plan) MATERIAL EMPLOYEE BENEFIT PLANS IN GERMANY 1. Pension Plan (fur die Mitarbeter der Motorola GmbH) 2. Disability Insurance Plan (including Supplemental Disability) 3. Life Insurance Plan (including Supplemental Life) 4. Relocation Allowance Policy 5 Shop Agreement No. 8/84 re "International Medical Insurance Coverage on Business Travel" 6. Shop Agreement No. 8/84 re: "Group Accident Insurance" 7. Shop Agreement No. 6/89 re: "Marriage and Birth Benefits S. Savings Plan 9. Service Recognition Payments Policy 10. Rental Guarantee Policy MATERIAL EMPLOYEE BENEFIT PLANS IN HONG KONG 1. Motorola Hong Kong Provident Fund Scheme 2. Group Hospital & Surgical Policy No. GHS-25724 3. Group Life Insurance 4. Health Subsidy 5. Business Travel Accident Insurance 6. Employees' Compensation Insurance 7. Tax Effective Plan

MATERIAL EMPLOYEE BENEFIT PLANS IN INDIA 1. Employees' Superannuation Scheme 2. Medical Assistance Scheme 3. Accident Insurance MATERIAL EMPLOYEE BENEFIT PLANS IN IRELAND 1. Motorola Retirement & Death Benefit Plan 2. Motorola Medical Aid Scheme 3. Irish Life Disability and Life Insurance MATERIAL EMPLOYEE BENEFIT PLANS IN ISRAEL 1. Retirement Provident Fund 2. Medical Plan/Dental Plan 3. Disability Plan 4. Life Insurance Plan 5. Pension Plan/Severance Plan 6. Education Plan MATERIAL EMPLOYEE BENEFIT PLANS IN ITALY 1. Medical, Accidental Death and Disability Insurance. MATERIAL EMPLOYEE BENEFIT PLANS IN JAPAN 1. Retirement Pension Plan / Rules on Resignation Pension 2. Motorola HIS (Health Insurance Society) 3. Company Asset Building Payroll Savings Account Program 4. Life Insurance 5. Group Life and Accident Insurance Program MATERIAL EMPLOYEE BENEFIT PLANS IN KOREA

MATERIAL EMPLOYEE BENEFIT PLANS IN MALAYSIA 1. Retirement Benefit Fund 2. Health Care & Life Insurance Programs for Motorola Employees in Malaysia, including Health Plan, Group Life and Total & Permanent Disability Insurance, Accidental Death & Dismemberment Insurance, Major Medical and Catastrophic Insurance 3. Senior Executive Plan for Group Hospitalization and Surgical Program 4. Medical Coverage 5. Major Medical and Catastrophic Coverage 6. Dental Benefit 7. Flexible Benefits Program 8. Travel Accident Insurance MATERIAL EMPLOYEE BENEFIT PLANS IN MEXICO 1. Retirement Plan 2. Savings Fund (non-retirement savings program) 3. Life Insurance Policy MATERIAL EMPLOYEE BENEFIT PLANS IN PHILIPPINES 1. Retirement Benefit Plan 2. Health Maintenance Plan/Maxicare HealthCare Plan 3. Group Life and AD&D Insurance 4. Comprehensive Medical Check-Up 5. Medical & Dental Services and Benefits MATERIAL EMPLOYEE BENEFIT PLANS IN PUERTO RICO 1. Puerto Rico Motorola Employees' Savings Plan 2. Motorola Puerto Rico Employee Medical Benefits Plan 3. Motorola Puerto Rico Employee Dental Benefits Plan 4. Motorola Puerto Rico Short Term Disability 5. Motorola Puerto Rico Group Long Term Disability Insurance Program 6. Motorola Puerto Rico Group Life, including Supplemental and Dependent Life 7. Motorola Puerto Rico Accidental Death & Dismemberment

MATERIAL EMPLOYEE BENEFIT PLANS IN SINGAPORE 1. Service Benefit Plan 2. Healthcare & Life Insurance Programs for Motorola Employees in Singapore, including Medical Coverage, Dental Coverage, Group Life Insurance, Accidental Death & Dismemberment Insurance, Total & Permanent Disability Insurance, Major Medical and Catastrophic Coverage, Flex Benefit and Wellness Incentive Scheme. MATERIAL EMPLOYEE BENEFIT PLANS IN SLOVAKIA [To Come] MATERIAL EMPLOYEE BENEFIT PLANS IN SPAIN 1. Motorola Espana S.D., Winterthur Pension Plan 2. Medical Allowance MATERIAL EMPLOYEE BENEFIT PLANS IN SWEDEN 1. Retirement Benefits 2. Contractual Retirement Benefits 3. Medical, Life, Accident, Disability and Travel Insurance Benefits MATERIAL EMPLOYEE BENEFIT PLANS IN SWITZERLAND 1. Reglement De La Fondation De Prevoyance En Faveur du Personnel du Group Motorola (Pension Plan) 2. Health Insurance 3. Medical Check-up 4. Accident Plan 5. Travel Accident Insurance 6. Dental Care 7. Life Insurance 8. Short Term Insurance in case of sickness and accident MATERIAL EMPLOYEE BENEFIT PLANS IN TAIWAN 1. METL Employees' Retirement Pension Plan 2. Group Term Life Insurance and Group Hospital & Surgical Benefits Insurance 3. Dental Benefit 4. Maternity Benefit

MATERIAL EMPLOYEE BENEFIT PLANS IN THAILAND 1. Employee Provident Fund 2. Motorola Thailand Ltd. Life & Medical Insurance MATERIAL EMPLOYEE BENEFIT PLANS IN UNITED KINGDOM 1. UK Pension/Benefit Plan 2. UK Money Purchase Plan 3. UK Additional Voluntary Contribution Plan 4. Motorola Healthcare Plan 5. Group Life/Total Disability 6. Group Long-Term Disability Insurance 7. Motorola UK Dental Plan MATERIAL EMPLOYEE BENEFIT PLANS IN UNITED STATES 1. Motorola, Inc. Pension Plan 2. Motorola,. Profit Sharing & Investment Plan (PSIP) 3. Motorola, Inc. Elected Officers Supplementary Retirement Plan 4. Motorola, Inc. Employee Medical Benefits Plan 5. Motorola, Inc. Employee Dental Benefits Plan 6. Motorola, Inc. Group Life and Travel Accident Insurance Benefit Plan 7. Motorola, Inc Pre-Tax Contributions and Health Reimbursement Account Benefits Plan 8. Motorola, Inc. Retiree Health Benefits Plan 9. Motorola, Inc. Milestones Plan 10. Motorola, Inc. Disability Income Plan 11. Executive Health Plan 12. Elected Officers Supplementary Retirement Plan 13. Elected Officers Life Insurance Plan 14. Global Business Travel Medical Plan 15. Visitors Global Medical Program 16. Motorola Supplemental Pension Plan FOR ALL COUNTRIES 1. Government Mandated Plans as required by applicable local law. 2. Employee Benefits provided by individual employment agreements reflected on Schedule 2.4a. 3. SOS Emergency Program

SCHEDULE 5.2c: NONCOMPLIANCE WITH PLAN TERMS, ERISA, THE INTERNAL REVENUE CODE, OR OTHER APPLICABLE LAW

SCHEDULE 5.2d: FAVORABLE INTERNAL REVENUE SERVICE DETERMINATION LETTER

SCHEDULE 5.2e: GOVERNMENTAL AUDITS OR INVESTIGATIONS

SCHEDULE 5.2f. GROUP HEALTH PLAN CONTINUATION COVERAGE

SCHEDULE 5.2g: CONTRIBUTIONS, PREMIUMS, EXPENSES AND OTHER PAYMENTS Certain contributions and premiums payable in the ordinary course of business which have not become due prior to the Closing Date, including contributions payable for the pay period ending with or immediately prior to the Closing Date, will not have been paid prior to the Closing Date. Such amounts will be paid by Motorola at the time they become due in the ordinary course of business.

SCHEDULE 5.2h: MULTIEMPLOYER PLANS

Exhibit 10.20 EMPLOYMENT AGREEMENT AGREEMENT, dated as of November 8, 1999 (the "AGREEMENT"), between Semiconductor Components Industries, LLC (the "COMPANY"), with offices at 5005 East McDowell Road, Phoenix, Arizona 85008, and James Thorburn (the "EXECUTIVE"). 1. EMPLOYMENT, DUTIES AND AGREEMENTS. (a) The Company hereby agrees to employ the Executive as its Senior Vice President and Chief Operating Officer and the Executive hereby accepts such position and agrees to serve the Company in such capacity during the employment period fixed by Section 3 hereof (the "EMPLOYMENT PERIOD"). The Executive shall report to the President of the Company or, in the absence of a President, to the executive officer of the Company acting in a similar capacity, and shall have such duties and responsibilities as the President or such executive officer may reasonably determine from time to time as are consistent with Executive's position as Senior Vice President and Chief Operating Officer. During the Employment Period, the Executive shall be subject to, and shall act in accordance with, the instructions and directions of the President (or such other executive officer) and all applicable policies and rules of the Company, in each case, as are consistent with the Executive's position as Senior vice President and Chief Operating Officer. (b) During the Employment Period, excluding any periods of vacation and sick leave to which the Executive is entitled, the Executive shall devote his full working time, energy and attention to the performance of his duties and responsibilities hereunder and shall faithfully and diligently endeavor to promote the business and best interests of the Company. (c) During the Employment Period, the Executive may not, without the prior written consent of the Company, directly or indirectly, operate, participate in the the management, operations or control of, or act as an executive, officer, consultant, agent or representative of, any type of business or service (other than as an executive of the Company), provided that it shall not be a violation of the foregoing for the Executive to manage his personal, financial and legal affairs so long as such activities do not interfere with the performance of his duties and responsibilities to the Company as provided hereunder. 2. COMPENSATION. (a) As compensation for the agreements made by the Executive herein and the performance by the Executive of his obligations hereunder, during the Employment Period, the Company shall pay the Executive, pursuant to the Company's normal and customary payroll procedures, a base salary at the rate of $300,000 per annum, (the "BASE SALARY"). The Board of Directors of the Company (the "BOARD") shall review the Executive's Base Salary from time to time. (b) In addition to the Base Salary, during the Employment Period, the Executive shall be eligible to participate in the executive bonus program established and approved by the Board (the "PROGRAM") and, pursuant to the Program, the Executive may earn an annual bonus (the "ANNUAL BONUS") up to a maximum of 100% of Base Salary based on the achievement of annual performance objectives as set forth in the Program, provided that with respect to fiscal year 1999, the Executive shall be entitled to

receive a pro-rata portion of the Annual Bonus based on the portion of such year that this Agreement is in effect and determined in accordance with the Program, including the achievement of the applicable performance objectives for such year. (c) The Company has paid the Executive a one-time payment of $270,000 (the "CONSULTATION FEE"). (d) On the date hereof, the Company shall cause SCG Holding Corporation (the "PARENT") to grant the Executive an option (the "OPTION") to purchase 750,000 shares of common stock of the Parent at an exercise price of $1.00 per share. The Option shall be subject to and governed by the SCG Holding Corporation 1999 Founders Stock Option Plan (the "OPTION PLAN") and shall be evidenced by a stock option grant agreement as provided under the Option Plan. 8.4 percent of the Option shall become exercisable on the Grant Date (as defined in the applicable Stock Option Grant Agreement); an additional 8.3 percent of the Option shall become exercisable six months following the Grant Date; an additional 8.3 percent of the Option shall become exercisable on the first anniversary of the Grant Date; and on each six-month anniversary following the first one-year anniversary of the Grant Date, an additional 12.5 percent of the Option shall become exercisable until 100% of the Option is fully vested and exercisable: PROVIDED THAT the Executive is still employed by the Company on each such date that a portion of the Option is to become exercisable. Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Option Plan) during the Employment Period, the Option shall become fully vested and immediately exercisable as provided under the Option Plan. The Option or any portion thereof that has not become exercisable shall automatically expire on the Date of Termination (as defined in Section 4 below), and the Option or any portion thereof that has become exercisable as of the Date of Termination shall expire on the earlier of (i) ninety (90) days after the date the Executive's Employment is terminated for any reason other than Cause, death or Disability; (ii) one year after the date the Executive's employment is terminated by reason of death or Disability; (iii) thirty (30) days after the date the Executive's employment is terminated for Cause; or (iv) the tenth anniversary of the Grant Date. (e) During the Employment Period: (i) except as specifically provided herein, the Executive shall be entitled to participate in all savings and retirement plans, practices, policies and programs of the Company which are made available generally to other executive officers of the Company; to the extent permitted by applicable law, the Company will, on or as soon as practicable after the date hereof, take into account the Executive's service with Zilog, Inc. as if it were service with the Company for purposes of eligibility and vesting under the Company's 401(k) plan administered by Vanguard (the "401(k) PLAN"), provided that taking such service into account does not affect the tax-qualified status of the 401(k) Plan; and (ii) except as specifically provided herein, the Executive and/or the Executive's family, as the case may be, shall be eligible for participation in, and shall receive all benefits under, all welfare benefit plans, practices, policies and programs provided by the Company which are made available generally to other executive officers of the Company (for the avoidance of doubt, such plans, practices, policies or programs shall not include any plan, practice, policy or program which provides benefits in the nature of severance or continuation pay). Notwithstanding the foregoing, to the extent reasonably practicable, the Company will provide medical and dental benefits at least comparable to the benefits the Executive received from Zilog, Inc., including without limitation by providing such benefits through reimbursing the Executive for the cost of continuing his medical coverage under Zilog's medical plan pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA). 2

(f) The Company shall provide the Executive with a car allowance not to exceed $1,200 per month. (g) The Company shall provide the Executive with (i) relocation benefits in accordance with the Company's relocation policy; (ii) a housing allowance ("HOUSING ALLOWANCE") not to exceed $4,000 per month until the earlier of the date the Executive acquires a permanent residence in the Phoenix, Arizona area and relocates his family thereto or twenty-four (24) months, plus an additional amount per month to compensate for any federal, state and local income and payroll taxes that the Executive shall be required to pay in respect of the housing allowance payments such that the Executive's net after-tax payment equals his Housing Allowance; and (iii) reasonable travel expenses between California and Phoenix, Arizona for the Executive and the Executive's spouse and children for the 24-month-period immediately following the Effective Date, provided such expenses shall not exceed $1,440 per month net of all income taxes to the extent applicable. (h) The Executive shall be entitled to receive four weeks paid vacation per calendar year, prorated for any partial year and otherwise accrued in accordance with the Company's vacation practices applicable generally to the senior executive officers of the Company. (i) The Company shall reimburse the Executive for all reasonable business expenses upon the presentation of statements of such expenses in accordance with the Company's policies and procedures now in force or as such policies and procedures may be modified with respect to the senior executive officers of the Company. 3. EMPLOYMENT PERIOD. The Employment Period commenced on August 2, 1999 (the "EFFECTIVE DATE") and shall terminate on the third anniversary of the Effective Date (the "SCHEDULED TERMINATION DATE"). Notwithstanding the foregoing, the Executive's employment hereunder may be terminated during the Employment Period prior to the Scheduled Termination Date upon the earliest to occur of the following events (at which time the Employment Period shall be terminated): (a) Death. The Executive's employment hereunder shall terminate upon his death. (b) Disability. The Company shall be entitled to terminate the Executive's employment hereunder for "DISABILITY" if, as a result of the Executive's incapacity due to physical or mental illness or injury, the Executive shall have been unable to perform his duties hereunder for a period of ninety (90) consecutive days, and within thirty (30) days after Notice of Termination (as defined in Section 4 below) for Disability is given following such 90-day period the Executive shall not have returned to the performance of his duties on a full-time basis. (c) Cause. The Company may terminate the Executive's employment hereunder for Cause. For purposes of this Agreement, the term "CAUSE" shall mean: (i) a material breach by the Executive of this Agreement: (ii) the failure by the Executive to reasonably and substantially perform his duties hereunder (other than as a result of physical or mental illness or injury); (iii) the Executive's willful misconduct or gross negligence which is materially injurious to the Company; or (iv) the conviction of or plea of nolo contendere (or similar plea) by the Executive for a felony or other serious crime involving moral turpitude. In the case of clauses (i) and (ii) above, the Company shall provide written notice to the Executive indicating in reasonable detail the events or circumstances that it believes constitute Cause 3

hereunder and, if such breach or failure is reasonably susceptible to cure, provide the Executive with thirty (30) days to cure such breach or failure prior to any termination for Cause. (d) Without Cause. The Company may terminate the Executive's employment hereunder during the Employment Period without Cause. (e) Voluntarily. The Executive may voluntarily terminate his employment hereunder (other than for Good Reason), provided that the Executive provides the Company with notice of his intent to terminate his employment at least three months in advance of the Date of Termination (as defined in Section 4 below). (f) For Good Reason. The Executive may terminate his employment hereunder for Good Reasons. For purposes of this Agreement, "GOOD REASON" shall mean (i) a material diminution of the Executive's duties and responsibilities hereunder, or (ii) the Executive elects to terminate his employment within one year after a Change in Control (as defined below); PROVIDED THAT in (i) above, the Executive shall notify the Company with thirty (30) days after the event or events which the Executive believes constitute Good Reasons hereunder and shall describe in such notice in reasonable detail such event or events and provide the Company a reasonable time to cure such diminution (not to exceed thirty (30) days). 4. TERMINATION PROCEDURE. (a) Notice of Termination. Any termination of the Executive's employment by the Company or by the Executive during the Employment Period (other than a termination on account of the death of Executive) shall be communicated by written "NOTICE OF TERMINATION" to the other party hereto in accordance with Section 12(a). (b) Date of Termination. "DATE OF TERMINATION" shall mean (i) if the Executive's employment is terminated by his death, the date of his death, (ii) if the Executive's employment is terminated pursuant to Section 3(b), thirty (30) days after Notice of Termination, (iii) if the Executive voluntarily terminates his employment, the date specified in the notice given pursuant to Section 3(c) herein which shall not be less than thirty (30) days after the Notice of Termination, (iv) if the Executive terminates his employment hereunder for Good Reason pursuant to Section 3(f) herein, thirty (30) days after Notice of Termination and (v) if the Executive's employment is terminated for any other reason, the date on which a Notice of Termination is given or any later date (within thirty (30) days, or any alternative time period agreed upon by the parties, after the giving of such notice) set forth in such Notice of Termination. 5. TERMINATION PAYMENTS. (a) Without Cause or for Good Reason. In the event of the termination of the Executive's employment during the Employment Period by the Company without Cause or by the Executive for Good Reason, in addition to the Executive's accrued but unused vacation and Base Salary through the Date of Termination (to the extent not theretofore paid) the Executive shall be entitled to a lump-sum payment, payable within thirty (30) days after the Date of Termination equal to the product of (A) either (i) three, if the Date of Termination is on or before September 1, 2001, or (ii) two, if the Date of Termination is after September 1, 2001 and prior to the Scheduled Termination Date; and (B) the sum of (i) the highest rate of Executive's annualized Base Salary in effect at any time up to and including the 4

Date of Termination and (ii) the Annual Bonus earned by the Executive in the year immediately preceding the Date of Termination; PROVIDED that the payments provided herein are subject to and conditioned upon the Executive executing a valid general release and waiver (in the form reasonably acceptable to the Company), waiving all claims the Executive may have against the Company, its successors, assigns, affiliates, executives, officers and directors, and such payments are subject to and conditioned upon the Executive's compliance with the Restrictive Covenants provided in Sections 8 and 9 hereof. Except as provided in this Section 5(a), the Company shall have no additional obligations under this Agreement. (b) Cause, Disability, Death or Voluntarily. If the Executive's employment is terminated during the Employment Period (i) by the Company for Cause, (ii) voluntarily by the Executive (other than for Good Reason), or (iii) as a result of the Executive's death of Disability, the Company shall pay the Executive or the Executive's estate, as the case may be, within thirty (30) days following the Date of Termination the Executive's accrued but unused vacation and his Base Salary through the Date of Termination (to the extent not theretofore paid). Except as provided in this Section 5(b), the Company shall have no additional obligations under this Agreement. 6. EMPLOYMENT TERMINATION IN CONNECTION WITH A CHANGE IN CONTROL. (a) In the event the Company terminates the Executive's employment without Cause within two years following a Change in Control (as defined below), then, in addition to all other benefits provided to the Executive under the provisions of this Agreement, the Company shall provide the Executive with continuation of medical benefits for the greater of (A) two years after the Date of Termination or (B) the remainder of the Employment Period. These benefits shall be provided to the Executive at the same cost, and at the same coverage level, as in effect as of the Executive's Date of Termination. However, in the event the cost and/or level of coverage shall change for all employees of the Company, the cost and/or coverage level, likewise, shall change for the Executive in a corresponding manner; and (b) For purposes of this Agreement, a Change in Control shall have the meaning set forth in the Option Plan. 7. LEGAL FEES. (a) In the event of any contest or dispute between the Company and the Executive with respect to this Agreement or the Executive's employment hereunder, each of the parties shall be responsible for their respective legal fees and expenses. (b) The Company shall pay up to $10,000 of legal fees incurred by the Executive in review of and counseling regarding this Agreement after receipt of an invoice reasonably satisfactory to the Company. 8. NON-SOLICITATION. During the Employment Period and for one (1) year thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or assist any other person or entity in soliciting any employee of the Company or any of their subsidiaries to perform services for any entity (other than the Company or 5

their subsidiaries), or attempt to induce any such employee to leave the employ of the Company or their subsidiaries. 9. CONFIDENTIALITY; NON-DISCLOSURE; NON-DISPARAGEMENT. (a) The Executive hereby agrees that, during the Employment Period and thereafter, he will hold in strict confidence any proprietary or Confidential Information related to the Company and its affiliates. For purposes of this Agreement, the term "CONFIDENTIAL INFORMATION" shall mean all information of the Company or any of its affiliates (in whatever form) which is not generally known to the public, including without limitation any inventions, processes, methods of distribution, customer lists or customers' or trade secrets; provided, however, that the term Confidential Information shall not include any information which has become publicly available (other than by an impermissible disclosure of such information) or any information that is developed independently or obtained independently without breach of any confidentiality provision by the Executive without the use of any other Confidential Information. (b) The Executive hereby agrees that, upon the termination of the Employment Period, he shall not take, without the prior written consent of the Company, any drawing, blueprint, specification or other document (in whatever form) of the Company or its affiliates which is Confidential Information, including without limitation information relating to its or their methods of distribution, or any description of any formulas or secret processes, and will return any such information (in whatever form) then in his possession. (c) In the event the Executive's employment hereunder is terminated pursuant to Section 3(d) or 3(c) hereof, the Executive and the Company shall mutually agree on the time, method and content of any public announcement regarding the Executive's termination of employment hereunder and neither the Executive nor the Company shall make any public statements which are inconsistent with the information mutually agreed upon by the Company and the Executive and the parties hereto shall cooperate with each other in refuting any public statements made by other persons, which are inconsistent with the information mutually agreed upon between the Executive and Company as described above. (d) The Executive hereby agrees not to defame or disparage the Company, its affiliates and their officers, directors, members or executives, and the Company hereby agrees that it shall not disparage or defame the Executive through any official statement of the Company or through any statements of the officers of the Company, provided that, in the event the Executive's employment is terminated for Cause, both the Executive and the Company shall be permitted, in their discretion, to disclose the facts and circumstances surrounding such termination. The Executive and the Company hereby agree to cooperate with each other in refuting any defamatory or disparaging remarks by any third party made in respect of the Company or its affiliates or their directors, members, officers or executives or in respect of the Executive. 10. INJUNCTIVE RELIEF. It is impossible to measure in money the damages that will accrue to the non-breaching party in the event that one party breaches any of the restrictive covenants provided in Sections 8 and 9 hereof. In the event that either party breaches any such restrictive covenant, the non-breaching party shall be entitled to an injunction restraining the breaching party from violating such restrictive covenant (without posting any bond). If the non-breaching party shall institute any action or proceeding to enforce 6

any such restrictive covenant, the breaching party hereby waives the claim or defense that the non-breaching party has an adequate remedy at law and agrees not to assert in any such action or proceeding the claim or defense that the non-breaching party has an adequate remedy at law. The foregoing shall not prejudice the non-breaching party's right to require the breaching party to account for and pay over to the non-breaching party, and the breaching party hereby agrees to account for and pay over, the compensation, profits, monies, accruals or other benefits derived or received by the breaching party as a result of any transaction constituting a breach of any of the restrictive covenants provided in Sections 8 or 9 hereof, subject to the non-breaching party's obligation to mitigate its damages. 11. REPRESENTATIONS. (a) The parties hereto hereby represent that they each have the authority to enter into this Agreement and that the execution of, and performance of duties under, this Agreement shall not constitute a breach of or otherwise violate any other agreement to which they are a party. (b) The Executive hereby represents to the Company that he will not utilize or disclose any confidential information obtained by the Executive in connection with his former employment with respect to his duties and responsibilities hereunder. 12. MISCELLANEOUS. (a) Any notice or other communication required or permitted under this Agreement shall be effective only if it is in writing and shall be deemed to be given when delivered personally or four days after it is mailed by registered or certified mail, postage prepaid, return receipt requested or one day after it is sent by a reputable overnight courier service and, in each case, addressed as follows (or if it is sent through any other method agreed upon by the parties): If to the Company: Semiconductor Components Industries, LLC 5005 East McDowell Road Phoenix, Arizona 85008 Attention: Board of Directors and Secretary with a copy to: Paul Shim Cleary, Gottlieb, Steen & Hamilton One Liberty Plaza New York, NY 10006

If to the Executive: James Thorburn Semiconductor Components Industries, LLC 5005 East McDowell Road Phoenix, Arizona 85008 with a copy to: Paul A. Reiner Paul, Hastings, Janofsky & Walker 345 California Street San Francisco, CA 94104 or to such other address as any party hereto may designate by notice to the others. (b) This Agreement shall constitute the entire agreement among the parties hereto with respect to the Executive's employment hereunder, and supersedes and is in full substitution for any and all prior understandings or agreements with respect to the Executive's employment (it being understood that any stock options granted to the Executive shall be governed by the relevant option plan and related stock option grant agreement and any other related documents). (c) This Agreement may be amended only by an instrument in writing signed by the parties hereto, and any provision hereof may be waived only by an instrument in writing signed by the party or parties against whom or which enforcement of such waiver is sought. The failure of any party hereto at any time to require the performance by any other party hereto of any provision hereof shall in no way affect the full right to require such performance at any time thereafter, nor shall the waiver by any party hereto of a breach of any provision hereof be taken or held to be a waiver of any succeeding breach of such provision or a waiver of the provision itself or a waiver of any other provision of this Agreement. (d) The parties hereto acknowledge and agree that each party has reviewed and negotiated the terms and provisions of this Agreement and has had the opportunity to contribute to its revision. Accordingly, the rule of construction to the effect that ambiguities are resolved against the drafting party shall not be employed in the interpretation of this Agreement. Rather, the terms of this Agreement shall be construed fairly as to both parties hereto and not in favor or against either party. (e) (i) This Agreement is binding on and is for the benefit of the parties hereto and their respective successors, assigns, heirs, executors, administrators and other legal representatives. Neither this Agreement nor any right or obligation hereunder may be assigned by either party, except that the Company may assign this Agreement upon a Change in Control. (ii) The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume this Agreement in the same manner and to the same extent that the Company would have been required to perform it if no such succession had taken place. As used in the Agreement, "the Company" shall mean both the Company as defined above and any such successor that assumes this Agreement, by operation of law or otherwise. 8

(f) Any provision of this Agreement (or portion thereof) which is deemed invalid, illegal or unenforceable in any jurisdiction shall, as to that jurisdiction and subject to this Section, be ineffective to the extent of such invalidity, illegality or unenforceability, without affecting in any way the remaining provisions thereof in such jurisdiction or rendering that or any other provisions of this Agreement invalid, illegal, or unenforceable in any other jurisdiction. If any covenant should be deemed invalid illegal or unenforceable because its scope is considered excessive, such covenant shall be modified so that the scope of the covenant is reduced only to the minimum extent necessary to render the modified covenant valid, legal and enforceable. No waiver of any provision or violation of this Agreement by Company shall be implied by Company's forbearance or failure to take action. (g) The Company may withhold from any amounts payable to the Executive hereunder all federal, state, city or other taxes that the Company may reasonably determine are required to be withheld pursuant to any applicable law or regulation, (it being understood, that the Executive shall be responsible for payment of all taxes in respect of the payments and benefits provided herein). (h) This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona without reference to its principles of conflicts of law. (i) This Agreement may be executed in several counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. (j) The headings of this Agreement are inserted for convenience of reference only and shall not be a part of or control or affect the meaning of any provision hereof. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC /s/ GEORGE H. CAVE ----------------------------- Name: George H. Cave Title: Assistant Secretary & General Counsel /s/ JAMES THORBURN ----------------------------- Name: James Thorburn Title: Treasurer 9

PLEDGE AND SECURITY AGREEMENT This PLEDGE AND SECURITY AGREEMENT (as amended, restated, replaced, supplemented or otherwise modified from time to time, this "Agreement") is --------- dated as of November 8, 1999 and entered into by and between James Thorburn, in his individual capacity, ("Grantor") and Semiconductor Components ------- Industries, LLC, (together with its successors and assigns, "Secured Party"). ------------- PRELIMINARY STATEMENTS WHEREAS, Secured Party has agreed to loan Grantor the principal amount of $227,867.50 (the "Loan") in accordance with that certain Promissory ---- Note/Security Interest made by Grantor, dated as of the date hereof (as the same may be amended, restated, supplemented or otherwise modified from time to time, the "Note") in order to finance Grantor's acquisition of 70,000 ---- shares of common stock of Zilog Inc. (the "Property"); -------- WHEREAS, it is a condition precedent to the making of the Loan by Secured Party that Grantor shall grant the security interests and undertaken the obligations contemplated by this Agreement; and WHEREAS, it is intended that the security interest granted hereunder secure the Loan until the Principal Amount and Interest (each term as defined in the Note) is paid in full by the Grantor. NOW, THEREFORE, in consideration of the premises and in order to induce Secured Party to make the Loan and for other good and valuable consideration, the receipt and adequacy of which are hereby conclusively acknowledged, Grantor hereby agrees with Secured Party as follows: SECTION 1. Grant and Pledge of Security. Grantor hereby assigns and ---------------------------- pledges to Secured Party, and hereby grants to Secured Party a security interest in, all of Grantor's right, title and interest in and to the Property, whether now or hereafter acquired (the "Pledged Collateral"), and any interest of the Grantor in the entries on the books of Zilog Inc. or any financial intermediary pertaining to the Property, and all dividends, cash, warrants, rights, instruments and other property or proceeds from time to time received, receivable or otherwise distributable in respect of or in exchange for any or all of the Property. The Grantor shall deliver to the Secured Party the certificates representing the Property, together with the Assignment Separate From Certificates (in the form attached hereto as Exhibit A) signed by the Grantor equal to the number of certificates delivered, and such certificates and Assignment shall remain in the possession of the Secured Party until this Agreement is terminated, at which time, the Secured Party shall return the certificates and Assignment to the Grantor. Notwithstanding the foregoing, in the event Grantor wishes to dispose of all or part of the Pledged Collateral in order to satisfy the Secured Obligations (as defined in Section 2 hereof), the Secured Party shall permit such disposition in a manner mutually acceptable to the parties hereto (including without limitation delivering the certificates to a third-party purchaser or broker in order to effectuate such sale or disposition), provided the proceeds of any such sale or disposition shall first be used to satisfy the Secured Obligations in full. In the case of an Acceleration Event (as defined in the

Note), the Grantor hereby appoints the Secured Party as his true and lawful attorney to take such action as may be necessary or appropriate to cause the Pledged Collateral to be transferred into the name of the Secured Party or any assignee of the Secured Party and to take any other action on behalf of the Grantor permitted hereunder or under applicable law. SECTION 2. Security for Obligations. This Agreement secures, and the ------------------------ Pledged Collateral is collateral security for, all obligations of every nature of the Grantor now or hereafter existing under the Note (all such obligations collectively, the "Secured Obligations"). ------------------- SECTION 3. No Assumption. Notwithstanding any of the foregoing, this ------------- Agreement shall not in any way be deemed to obligate Secured Party to assume any of Grantor's obligations, duties, expenses or liabilities now existing or hereafter drafted or executed (collectively, the "Grantor Obligations") ------------------- unless Secured Party or any such purchaser otherwise expressly agrees to assume any or all of such Grantor Obligations in writing. SECTION 4. Further Assurances and Covenants of Grantor. Grantor agrees ------------------------------------------- that from time to time, at the expense of Grantor, Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that Secured Party may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Secured Party to exercise and enforce its rights and remedies hereunder with respect to any Pledged Collateral. Grantor shall not, without the prior written consent of Secured Party, which may be granted or withheld in Secured Party's sole discretion, sell, assign (by operation of law or otherwise), pledge or otherwise dispose of or hypothecate all or any part of the Pledged Collateral. Notwithstanding the foregoing, in the event Grantor wishes to dispose of all or part of the Pledged Collateral in order to satisfy the Secured Obligations, the Secured Party shall permit such disposition in a manner mutually acceptable to the parties hereto (including without limitation delivering the certificates to a third-party purchaser or broker in order to effectuate such sale or disposition), provided the proceeds of any such sale or disposition shall first be used to satisfy the Secured Obligations in full. SECTION 5. Acceleration Event; Grantor's Failure to Perform. In the case ------------------------------------------------ of an Acceleration Event (as defined in the Note) or Grantor's failure to perform any term of this Agreement, in addition to all of Secured Party's other rights and remedies at law and in equity, Secured Party shall have the right, upon five days prior notice to Grantor, to dispose in any manner of all or any portion of the Pledged Collateral and to apply the proceeds as follows: (i) first to pay Secured Party's expenses (including reasonable attorney's fees) in connection with collection of the Note; (ii) second, to apply so much of the remaining proceeds as may be necessary to pay the unpaid Principal Amount and Interest accrued under the Note; and (iii) third, to pay any remaining amount of the proceeds to Grantor. SECTION 6. Continuing Security Interest; Transfer of Loan. This ---------------------------------------------- Agreement shall create a continuing security interest in the Pledged Collateral and shall (a) remain in full force and effect until the indefeasible payment in full of the Secured Obligations, (b) be binding upon Grantor, its successors and assigns, and (c) inure, together with the rights and remedies of Secured Party hereunder, to the benefit of Secured Party and its successors, transferees and assigns. Without limiting the generality of the foregoing clause (c), 2

neither party may transfer their rights or obligations under this Agreement, except that the Secured Party may assign or otherwise transfer the Note and this Agreement to any successor-in-interest, including without limitation any purchaser of substantially all of the assets of the Secured Party. Upon the indefeasible payment in full of all Secured Obligations, the security interest granted hereby shall terminate and all rights to the Pledged Collateral shall revert to Grantor. SECTION 7. Amendments. No amendment, modification, termination or waiver ---------- of any provision of this Agreement, or consent to any departure by Grantor herefrom, shall in any event be effective unless the same shall be in writing and signed by Secured Party, and, in the case of any such amendment or modification by Grantor, such waiver or consent shall be effective only in the specific instance and for the specific purpose for which it was given. SECTION 8. Notices. Any notice or other communication herein required or ------- permitted to be given hereunder shall be given in accordance with Section 5(d) of the Note. SECTION 9. Failure or Indulgence not Waiver; Remedies Cumulative. No ----------------------------------------------------- failure or delay on the part of Secured Party in the exercise of any power, right or privilege hereunder shall impair such power, right, privilege or option or be construed to be a waiver of any default or acquiescence therein, nor shall any single or partial exercise of any such power, right, privilege or option preclude any other or further exercise thereof or of any other power, right, privilege or option. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available. SECTION 10. Severability. In case any provision in or obligation under ------------ this Agreement shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or of such provision or obligation in any other jurisdiction, shall not in any way be affected or impaired thereby. SECTION 11. Headings. Section and subsection headings in this Agreement -------- are included herein for convenience of reference only and shall not constitute a part of this Agreement for any other purpose or be given any substantive effect. SECTION 12. Governing Law; Terms; Assignment. THIS AGREEMENT AND THE -------------------------------- RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF ARIZONA. This Agreement shall inure to the benefit of, and be binding upon, the Secured Party and its successors and assigns and be binding upon the Grantor and the Grantor's legal representatives, heirs and legatees, distributees, assigns and transferees by operation of law. SECTION 13. Waiver. The provisions of Section 5(e) of the Note are hereby ------ incorporated by reference in their entirety. SECTION 15. Counterparts. This Agreement may be executed in one or more ------------ counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument; signature pages may be detached from multiple 3

separate counterparts and attached to a single counterpart so that all signature pages are physically attached to the same document. [Remainder of page intentionally left blank] 4

IN WITNESS WHEREOF, Grantor and Secured Party have caused this Agreement to be duly executed and delivered by their respective officers thereunto duly authorized as of the date first written above. GRANTOR: James Thorburn, in his individual capacity By: /s/ James Thorburn -------------------- Name: James Thorburn Title: C.O.O. SECURED PARTY: Semiconductor Components Industries LLC By: /s/ George H. Cave ---------------------- Name: George H. Cave Title: Assistant Secretary & General Counsel 5

Exhibit 10.24 PROMISSORY NOTE/SECURITY INTEREST $227,867.50 Phoenix, AZ 5.54% Interest November 8, 1999 James Thorburn ("Thorburn") for value received, hereby promises to pay -------- to the order of Semiconductor Components Industries, LLC ("SCI"), at its ------- offices located at 5005 East McDowell Rd., Phoenix, AZ 85008, or such other place as the holder hereof may designate by notice to Thorburn, the principal amount of Two Hundred Twenty-Seven Thousand Eight Hundred Sixty-Seven Dollars and Fifty Cents ($227,867.50)("Principal Amount"), plus ---------------- interest of 5.54 percent per annum ("Interest")(Interest payable hereunder -------- shall be computed on the basis of actual days elapsed and a year of 360 days), in lawful money of the United States, in the manner set forth in Section 1 hereof. 1. Payment/Prepayment ------------------ (a) Thorburn shall pay all proceeds that he receives from any sale of any portion of the Property (as defined in Section 2 below) to the holder of the Note until the Principal Amount plus accrued Interest is paid in full. Thorburn shall make such payments as soon as practicable after the date of such sale (but in no event more than five (5) business days after such sale). For the avoidance of doubt, no payments of Principal Amount or Interest shall be due until Thorburn sells the Property or any portion thereof. (b) This Note may be prepaid at any time, in whole or in part, without penalty or premium. Each partial prepayment shall be applied first to the Interest and then to the Principal Amount. This Note is a non-recourse note secured by the Property (as defined in Section 2 below). 2. Acknowledgement --------------- Thorburn acknowledges and confirms that (i) SCI has loaned Thorburn the Principal Amount of the Note for the sole purpose of Thorburn purchasing 70,000 shares of common stock of Zilog Inc. (the "Property") and (ii) he will -------- use the proceeds of the Note solely for such purpose. 3. Event of Acceleration --------------------- The holder of this Note, by written notice to Thorburn, may declare the entire outstanding Principal Amount plus Interest immediately due and payable in the event that Thorburn breaches any of the terms of the Note or the Pledge and Security Agreement (a form of which is attached hereto)("Acceleration Event"), in which event the maturity of the then unpaid ------------------ balance of the Note shall be accelerated and shall become immediately due and payable.

4. Security Interest ----------------- As collateral security for the full and timely payment of all amounts due under the Note, Thorburn hereby agrees to grant SCI a security interest in the Property by executing the Pledge and Security Agreement and pledging the Property to SCI, and Thorburn also agrees to execute any and all additional documents necessary to provide such security interest. SCI shall hold the Property in accordance with the Pledge and Security Agreement and shall release the Property upon payment of the Principal Amount and Interest in full, provided that SCI may, at Thorburn's request or upon default as provided above, dispose of any portion or all of the Property and offset any proceeds received upon such disposal against SCI's expenses (as provided in the Pledge and Security Agreement), then against the Principal Amount and Interest as payment of the Note in full and then pay over the excess proceeds, if any, to Thorburn. Upon payment of the Principal Amount and Interest under the Note, SCG shall promptly release its security interest in the Property. 5. Miscellaneous ------------- (a) Thorburn shall pay all costs and expenses incurred by the holder in connection with the collection of the Note, including reasonable attorneys' fees. (b) This Note shall be governed by and construed in accordance with the laws of Arizona applicable to agreements made and to be performed therein and cannot be changed orally. (c) No delay or failure on the part of the holder of this Note to exercise any power or right given under this Note, including, but not limited to, the right to accelerate the amounts due, shall operate as a waiver of the power or right and no right or remedy of the holder shall be deemed abridged or modified by any course of conduct. All rights and remedies existing hereunder are cumulative and not exclusive of each other or any rights or remedies otherwise available. (d) All notices and other communications hereunder shall be in writing and shall be deemed given when delivered personally, three days after being mailed by registered mail, return receipt requested, or the following day if sent by overnight courier service, to SCI, attention Secretary, at the address set forth at the beginning of this Note and to Thorburn at 5005 East McDowell Rd., Phoenix, AZ 85008, or such other address as either party may specify by notice given pursuant hereto. (e) To the extent permitted by applicable law, Thorburn hereby waives all benefit that might accrue by virtue of any present or future moratorium laws exempting any of the Property, or any other property, real or personal, or any part of the proceeds arising from any sale of any such property, from attachment, levy, or sale under execution, or providing for any stay of execution to be issued on any judgment recovered on this Note (excepting only any stay of execution). (f) If any term or provision of this Note or the application thereof to any circumstance shall, to any extent, be invalid, illegal or unenforceable, such term or such provisions shall be ineffective to the extent of such invalidity, illegality or unenforceability without invalidating or rendering unenforceable any remaining terms and provisions hereof or thereof or the application 2

of such term or provision to circumstances other than those as to which it is held invalid, illegal or unenforceable. (g) This Note shall not be transferable, except that SCI may transfer the Note to any other person or entity without Thorburn's consent. /s/ James Thorburn --------------------------- James Thorburn 3

Exhibit 10.25 - -------------------------------------------------------------------------------- ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN - -------------------------------------------------------------------------------- ENROLLMENT MATERIALS These materials provide highlights of ON SEMICONDUCTOR'S Deferred Compensation Plan, and full details are contained in the Plan document. If a description in these materials or any oral representation differs from these documents, the Plan document shall prevail. This booklet does not create a contract of employment between ON SEMICONDUCTOR or any of its current or future subsidiaries and any employee. December 1999

- -------------------------------------------------------------------------------- ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN ENROLLMENT PACKAGE CONTENTS - -------------------------------------------------------------------------------- TABLE OF CONTENTS SECTION 1: Introductory Letter SECTION 2: Summary SECTION 3: Highlights SECTION 4: Questions and Answers SECTION 5: Plan SECTION 6: Enrollment Issues FORMS IN THIS PACKET - - Deferral Commitment (MUST SIGN EVEN IF NOT PARTICIPATING.) - - Distribution Election - - Allocation Form - - Beneficiary Designation 2

- -------------------------------------------------------------------------------- DEFERRED COMPENSATION PLAN SUMMARY ON SEMICONDUCTOR has established a voluntary Deferred Compensation Plan (DCP) to allow eligible employees to defer income pre-tax and to receive investment returns on a tax-deferred basis. You can defer income that you cannot place in the 401(k) plan because you have reached the qualified plan limits. If you elect not to participate in the DCP at this time, you will not be eligible to participate in the Plan until 2002. You could next enroll in 2000 for funds to be deferred in 2002. WHAT ARE THE BENEFITS OF -Reduces current income taxes DEFERRING INCOME? -Earnings build tax deferred -Multiple investment options -Flexibility as to when you receive money (unlike 40lk plans; no early withdrawal penalty) WHEN DO I DECIDE IF I In December of each year. WANT TO DEFER? HOW MUCH OF MY INCOME CAN You can defer up to 25% of your salary and up I DEFER? to 100% of your bonus--to be earned a full year from the deferral date. You can choose to defer a set dollar amount or percentage of your pay. HOW WILL MY ACCOUNT You can choose from three (3) valuation BALANCES BE VALUED? vehicles that will be used to determine investment gains or losses. Refer to the Plan Highlights for the listing of valuation vehicle options and descriptions of the investment objectives. Each quarter, you may change the investment allocation of existing Account balances. WHAT ARE MY DISTRIBUTION -Planned distributions (such as for college OPTIONS? expenses) -Retirement -Termination or -Hardship withdrawal HOW DO I ENROLL - - Please complete the enrollment forms, following instructions provided. - - Return your completed forms to ON SEMICONDUCTOR Human Resources' Compensation Manager in the envelope provided no later than December 31, 1999 (for 2000) and January 31, 2000 (for 2001). - - If you have questions, please call ON SEMICONDUCTOR'S Compensation Manager or the administrator for the Plan. 2 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN PLAN HIGHLIGHTS WHO IS ELIGIBLE Employees, salary grade E-14 and above with a salary of $125,000 or above as determined by the Administration Committee will be eligible to participate in the ON SEMICONDUCTOR'S Deferred Compensation Plan (DCP). PLAN OBJECTIVES The DCP was implemented to offer the following benefits for our key employees: - The opportunity to defer salary and bonus compensation on a pre-tax basis, - The ability to receive tax-deferred gains, - The option to defer payment of current compensation to future years to supplement retirement income and for other financial needs such as the college expenses of children, and - The ability to choose from a list of Valuation Funds used to measure investment performance on your deferrals. Participation in the Plan is voluntary. The Plan Highlights describe the key features of the DCP. More detailed information is in the Plan. The Plan contains provisions of the DCP and governs any interpretation of the Plan. DEFERRAL OPPORTUNITY In December of each year, you will receive election forms to defer up to 25% of salary and up to 100% of bonus compensation that may be earned during a year that is a full year following the election. Deferrals into the DCP are made on a pre-tax basis and, therefore, offer you the opportunity to save on current income taxes payable. 4 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- PAYMENT OF At the time you make your deferral election, you must BENEFITS designate the timing and form of benefit payment, as applicable, for your Account balance(s). However, certain events may occur which may change the timing or form of benefit payment that will be made. They are: - TERMINATION OF EMPLOYMENT: If you terminate your employment before age 55, you will receive your total account balance in a lump sum payment. - DEATH: In the event of your death, either before or after your retirement or termination of employment, your entire Account Balance will be paid to your spouse beneficiary according to your distribution election; if you did not make a distribution election in the event of death, payments will be made to the beneficiary spouse in accordance to your retirement distribution election. If your beneficiary is not your spouse, payment will be made in one lump sum. Please note that, in the event of death, the value of any remaining Plan benefit payments may be included in your estate for tax calculation purposes. Accordingly, you may want to speak with your tax or legal advisor if you have any questions about your distribution election in the event of death. - LONG-TERM DISABILITY (LTD): If you become permanently and totally disabled and are eligible for Long-Term Disability benefits, your Account distribution will be made as if you had retired as of the date your become eligible for LTD benefits. 5 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- PAYOUT OPTIONS Distribution options are - Planned distributions (such as for college expenses) - Retirement - Termination or - Hardship withdrawal VALUATION The Valuation Funds are the Plan investment options FUNDS from which you may choose. Investment gains or losses from the Valuation Funds will be the basis for determining investment returns recorded in your Account balance(s). Your Valuation Fund selection must be made at the same time you make your deferral election. Changes to your Valuation Fund allocations may be made as of the end of any calendar quarter. Use the Account Balance Reallocation Form, available from the ON SEMICONDUCTOR Compensation Manager, to request changes in your Valuation Fund allocations. While the Valuation Funds are used to determine investment gains or losses, you do not have ownership or any other rights to balances shown in your Valuation funds. Participant deferrals may or may not be invested in these Funds, or any other specific assets. The Valuation Funds define what you are entitled to receive in an Account distribution, subject to the risks outlined in "Nature of Obligation". The Company reserves the right to change the Valuation Funds offered. ADDITIONAL PROVISIONS VESTING You are 100% vested in your deferrals and any investment gains or losses recorded in your DCP Account balances. HARDSHIP You can petition the Administrative Committee in the event of a demonstrable hardship, the Committee may, in its discretion, provide relief. If a distribution is in fact made, you will be prohibited from making any ongoing deferrals for a least 12 months, and the amount of the distribution will be only the amount necessary to meet the financial hardship. It is anticipated that the Administrative Committee will use similar guidelines as provided in the 401(k) regulations in determining what constitutes a financial hardship, but the final decision will be completely within their discretion. TERMINATION OF You may elect during your participation, at any time TERMINATION and for any reason, to terminate your participation in this Plan. This will trigger a pay out from all your 6 - --------------------------------------------------------------------------------

Account balances. Should you choose to exercise this provision, several "penalties" will be imposed: - Your current Deferral Commitment will terminate, - You forfeit your right to receive any gains, and you will assume any associated losses in the DCP Account, and - You will be prohibited from ever participating in the Plan again. If you elect termination by written notification to the Administrative Committee, the remaining portion of your vested Account balances will be paid to you as if you had terminated service with the Company. AMENDMENT OR AMENDMENT: The Company reserves the right at any time TERMINATION OF to amend the provisions of the Plan, including but PLAN not limited to changing the various Valuation Funds available. Any such amendment shall not reduce the amount accrued to date in your Account balance(s), subject to the risks outlined in the Nature of Obligation. TERMINATION: While the Company intends to offer the DCP indefinitely, it may partially or completely terminate the Plan at any time. A partial termination will be accomplished by ceasing any ongoing deferrals and continuing to operate the Plan until the eventual payout of all benefits due. A complete termination will include the termination of all current Deferral Commitments and the payout of all Account balances. NATURE OF "GENERAL, UNSECURED CREDITOR": As a participant in OBLIGATION this Plan, you must look to the Company for the payment of your benefits. To maintain favorable tax treatment for you under the Plan, your Account balances must (1) remain subject to the claims of general creditors of the Company and (2) be structured so they do not create a right to any specific Company assets. Therefore, you will be in the position of a "general, unsecured creditor" of the Company. CONTINUED EMPLOYMENT: Establishing the Plan or extending eligibility to participants does not create a contract of employment nor guarantee that any participant shall continue to be employed by the Company. RABBI TRUST: The company may decide to establish what is known as a Rabbi Trust to provide "security" of benefit payments for DCP participants and to assist in the smooth operation of the Plan. However, assets of such a trust, if any, will always remain the property of the Company and will be subject to the claims of the Company's creditors in the event of bankruptcy or insolvency. You will not have any right or interest in the trust or any particular asset that the trust may hold. 7 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- QUESTIONS AND ANSWERS ABOUT THE DCP IF YOU HAVE QUESTIONS THAT ARE NOT ANSWERED IN THESE MATERIALS, YOU MAY CALL ON SEMICONDUCTOR HUMAN RESOURCES' COMPENSATION MANAGER. YOU ARE ALSO ADVISED TO SPEAK WITH YOUR OWN TAX OR LEGAL ADVISOR, AS APPROPRIATE. 1. WHY DID ON SEMICONDUCTOR INTRODUCE THE DEFERRED COMPENSATION PLAN? The DCP was implemented as part of the overall compensation-planning program for executives of ON SEMICONDUCTOR. Elective deferred compensation plans have become an important part of compensation planning today due to the legislative restrictions on qualified retirement programs and the limitations on tax-favored conventional investments. The DCP offers the opportunity to defer compensation to future years on a pre-tax basis, to receive tax-deferred investment returns, and flexibility in selecting investment options that will be used to value your Account balance(s). 2. WHEN MUST DEFERRAL ELECTIONS BE MADE? Due to the recent launch of our new company, ON SEMICONDUCTOR, and subsequent Board of Director approval of the Plan, the first cycle is a short one. For the initial plan year, you have the opportunity this December to elect to defer compensation and bonuses earned during 2000. (FORMS FOR 2000 ELECTIONS MUST BE IN BY DECEMBER 31, 1999.) Further, you will have the opportunity to defer compensation earned during the next calendar year 2001. (FORMS FOR 2001 ELECTIONS MUST BE IN BY JANUARY 31, 2000.) In December 2000 you may have the opportunity to elect deferrals beginning in January 2002. 3. HOW MUCH CAN I DEFER? You can specify either a dollar amount or a percentage of pay to be deferred, with maximum annual deferrals of up to 25% of base pay and 100% of your bonus. Salary deferrals will be deducted in roughly equal amounts from your paychecks over the calendar year. During the first year, 2000, deductions will begin as soon as administratively feasible. 4. ARE DEFERRALS INTO THE DCP SUBJECT TO WITHHOLDING TAXES? Deferrals into the DCP are not subject to federal income taxes; however, they are subject to FICA/Social Security withholding: For the old-age insurance portion of Social Security (i.e., pension benefits), deferrals into the DCP are not subject to withholding if your annual, taxable compensation is greater than the Wage Base $76,200 for 2000 (Wage Base for 2001 not yet available). 8 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- For the Health Insurance portion of Social Security (i.e., Medicare), there is no "cap" on compensation for withholding tax purposes, and all deferrals into the DCP are subject to Withholding (the payroll/withholding tax rate is 1.45% of amounts deferred). 5. CAN I CHANGE MY DEFERRAL ELECTION? In December of each year, you will make a deferral election that will apply towards compensation earned a full year in the future. For instance, in December 2002, if you chose to defer part of your compensation, it will be for the year 2004. The deferral election is irrevocable for the election year and cannot be changed. 6. CAN I DECLINE PARTICIPATION NOW, BUT JOIN LATER? Yes, however, you may only choose to participate during a subsequent deferral election period (December of each year). 7. WHAT DETERMINES INVESTMENT RETURNS ON MY DEFERRALS? You may select among various Valuation Funds that will be used to determine investment gains or losses on amounts deferred. You will have no ownership interest in or rights to any Company assets or investments made to cover Plan liabilities. 8. HOW DO I GET INFORMATION ABOUT THE VALUATION FUNDS/INVESTMENT ALTERNATIVES? A listing of Valuation Funds is provided in the Plan Highlights, with a brief description of the investment objective for each of the Funds. You may also wish to read the prospectus. 9. MAY I CHANGE MY VALUATION FUND ALLOCATIONS? Yes, you may change your Valuation Fund allocations as of the end of any calendar quarter. Such a change will apply to existing Account balances only, it will not change the Valuation Fund allocation of your current year's deferrals. Changes must be on forms available from and then submitted to Human Resources' Compensation Manager prior to the effective date of change (i.e., before the end of the calendar quarter). 10. WHEN DO I VEST UNDER THE PROGRAM? You are 100% vested on your deferrals and any investment gains or losses credited on such deferrals. 11. WHAT INFORMATION WILL I RECEIVE ABOUT MY PLAN ACCOUNT BALANCE? You will receive periodic benefit statements summarizing the activity in your account. 9 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- 12. WHAT ACCOUNT DISTRIBUTION OPTIONS ARE AVAILABLE UNDER THE PLAN? Options for distributions include planned distributions (such as for college expenses); retirement; termination or hardship withdrawal. All Plan distributions are reportable as ordinary, taxable income in the calendar year paid. 13. ARE DISTRIBUTIONS TAXABLE? Under current tax laws, all distributions from the Plan are subject to ordinary income tax in the year paid. Accordingly, the Company will be required to withhold a portion of the distribution for income taxes payable. Since the DCP is a non-qualified plan, no distributions are eligible for an IRA rollover or 5- or 10-year forward averaging. Also, distributions are not subject to any excise tax or an early distribution penalty. 14. WHO IS OBLIGATED TO PAY PLAN BENEFITS? ON SEMICONDUCTOR is obligated to pay all Plan benefits. Participants and their beneficiaries have no interest in or rights to any Plan or Company assets to cover DCP benefit liabilities. 15. MAY I CHANGE MY BENEFICIARY? Yes, you may change your designated beneficiary (ies) at any time by filing a new Beneficiary Designation Form. Please contact ON SEMICONDUCTOR'S Compensation Manager to obtain a Form. 16. WHAT EFFECT DO DEFERRALS HAVE ON OTHER COMPANY BENEFITS? Deferrals under the DCP generally will not impact your other Company benefit programs. 17. MUST I BE INSURABLE TO PARTICIPATE IN THE DCP? No, your insurability does not affect your eligibility or benefits under the DCP. In the future, the Company may ask you to participate in an insurance program to informally fund Plan benefit liabilities, but your health status will have no impact on your Plan benefits. 18. COULD THE DCP BE AMENDED OR TERMINATED? Yes, the Company reserves the right to amend or terminate the DCP at any time. In the event of Plan termination, Account balances (you are 100% vested) will generally be paid in a lump sum. All Plan distributions are reportable as taxable income. 19. WHEN WILL THE FIRST DEDUCTIONS COME OUT OF MY PAYCHECK? During the first year, 2000, deductions will begin as soon as administratively feasible. 10 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN PURPOSE OF THE PLAN The purpose of the OnSemiconductor Deferred Compensation Plan ("DCP") is to provide OnSemiconductor executives an opportunity to accumulate and manage a portion of her/his compensation on a tax-deferred basis. The program includes several important features: - - The opportunity to defer up to 25% of base compensation and up to 100% of annual incentive compensation up to a maximum of $250,000 per year; - - Several pay-out options, including a "planned" pay-out option to help participants save for college costs or other shorter-term savings needs. - - Gains or losses are tracked against certain outside investment instruments prescribed under the plan. The DCP is an unfunded plan under the Employee Retirement Income Security Act and is maintained primarily for the purpose of providing the opportunity to defer compensation for a select group of management or highly compensated employees. PARTICIPATION You are eligible to participate in this program if you are a full-time regular employee on the U.S. payroll, are in an exempt position at a grade level of E-14 or above, and have a base salary of $125,000 or more. Participation in the DCP is voluntary. Should you choose to participate, the Company's obligation to you is the same as its obligation to an unsecured general creditor. DEFINITIONS ACCOUNT BALANCE: The value of all DCP Accounts. Balances may be communicated to participants quarterly. ADMINISTRATOR: The Executive Council shall from time to time name a Deferred Compensation Plan Administrative Committee that will serve as the administrator. DEFERRED COMPENSATION PROGRAM ("DCP"): A program that allows participants to defer pre-tax compensation and accumulate tax-deferred earnings. This program is not qualified under section 401(a) of the Internal Revenue Code. HARDSHIP WITHDRAWAL: A distribution from the DCP because of a Participant's unforeseen financial hardship, as determined by the Plan Administrator. 11 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- IN-SERVICE DISTRIBUTION: A distribution made in a specified year, which may be made before retirement or termination. Such distributions must be deferred for a minimum of four full calendar years and must be elected at the same time as the decision to defer. (For instance, if a participant plans to pay college expenses for a child at a certain date, such date to begin receiving the distribution must be declared at the time of the decision to defer.) DCP ACCOUNT: An accounting record, maintained for each participant, valued in accordance with any gains or losses on the deferred amounts in the DCP Account. Account balances may be reported to Participants on a quarterly basis. PARTICIPANT: An eligible employee with a DCP Account. RETIREMENT AGE: Age 55 or later. HOW THE PROGRAM WORKS You may elect to defer up to 25% of base compensation and up to 100% of annual incentive compensation up to a maximum of $250,000, per year. Each year you will have the opportunity to decide what compensation you wish to defer. Amounts deferred are not subject to taxes at the time of deferral. While deferrals into the DCP are not subject to federal income taxes, they are, however, subject to FICA/Social Security withholding: For the old-age insurance portion of Social Security (i.e., pension benefits), deferrals into the DCP are not subject to withholding if your annual, taxable compensation is greater than the Wage Base $76,200 for 2000 (Wage Base for 2001 not yet available). For the Health Insurance portion of Social Security (i.e., Medicare), there is no "cap" on compensation for withholding tax purposes, and all deferrals into the DCP are subject to Withholding (the payroll/withholding tax rate is 1.45% of amounts deferred). Your contribution to the DCP will be credited to a DCP Account in your name. It is anticipated that investment options will track such investment instruments as the S&P 500, the Prime Rate, and Lehman Brothers Aggregate Bond Index Fund. The value of the DCP account is not protected against loss. Your DCP Account will accumulate on a tax-deferred basis, and will be distributed at: - - a planned withdrawal; - - retirement; - - termination; - - hardship withdrawal; or - - death YOUR CONTRIBUTIONS - - Annual Compensation: You may defer up to 25% of base compensation and up to 100% of annual incentive compensation up to a maximum of $250,000. During the first year, 2000, payroll deductions will begin as soon as administratively feasible. 12 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- THE VALUE OF THE DCP ACCOUNT IS NOT PROTECTED AGAINST LOSS. ACCOUNT BALANCE REPORTING You will receive periodic account balance statements. This statement will contain information regarding your account balance including any gains or loses during the period. WHEN YOU MUST ENROLL You must make your elections for deferrals before December 31 in each calendar year for the plan year beginning a year from the following January (for example, before December 31, 2002 for plan year beginning January 1, 2004). IN THE FIRST PLAN YEAR, YOU MAY MAKE THE ELECTIONS BEFORE DECEMBER 31, 1999 FOR THE PLAN YEAR BEGINNING JANUARY 1, 2000, and BEFORE JANUARY 31, 2000 FOR THE PLAN YEAR BEGINNING JANUARY 1, 2001. DISTRIBUTION ELECTIONS SALARY AND ANNUAL INCENTIVE ELECTION If you elect to defer Annual Compensation amounts, you must elect when you want that year's deferred amount (net of related gains or losses) distributed to you. DISTRIBUTION OF YOUR ACCOUNT DISTRIBUTION CHOICES The following distribution options are available for your contributions: - - planned distributions, - - retirement, - - termination, or - - hardship withdrawal. If your Account Balance is less than $100,000 at the time of valuation for distribution, it will be paid in a lump sum. PLANNED DISTRIBUTIONS You may receive a distribution prior to retirement or termination only if you have made a Planned Distribution Election at the time you made the deferral election. The deferral period for a Planned Distribution must be at least four full calendar years, and the distribution may be received over a maximum of five annual installments. If you select a Planned Distribution, it is irrevocable. 13 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- For example: If you deferred $10,000 for calendar year 2001, you can receive the $10,000, net of related gains or losses, from your account in calendar year 2004 in up to five installments during that year. You must have selected this payment option when you deferred the compensation in 2000. If you select a Planned Distribution it is irrevocable. RETIREMENT DISTRIBUTIONS You may receive your retirement distribution in: - - One Lump Sum; or - - Over 15 Years, in annual installments up to the age of 70. TERMINATION If you terminate your employment before age 55, you will receive your total account balance in a lump sum payment. If you have elected In-service distributions and your employment terminates prior to age 55, any remaining amounts due you will be paid out in a lump sum. If your employment is terminated as a result of a reduction in force or elimination of your current position, the payment option you selected in the event of Retirement will be honored. HARDSHIP WITHDRAWAL The Administrator may waive or modify any deferral commitment upon finding that a participant has suffered a severe, unforeseen financial hardship. The Administrator may authorize a distribution from a Participant's Account balance in order to relieve such financial hardship when the Participant does not have funds reasonably available from other sources. The amount of the hardship distribution is limited to the amount needed to meet the hardship. DEATH BENEFITS If you should die, either before or after your retirement or termination of employment, your entire Account Balance will be paid as follows: - - If your beneficiary is your spouse and you filed a distribution election in the event of death, payments will be made in accordance with that election. - - If your beneficiary is your spouse and you did not file a distribution election in the event of death, payments will be made in accordance with your retirement distribution election. - - If your beneficiary is not your spouse, payment will be made in one lump sum. 14 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- DISABILITY If you become permanently and totally disabled and are eligible for Long-Term Disability benefits, your Account distribution will be made as if you had retired as of the date you become eligible for Long-Term Disability benefits. FAILURE TO MAKE A VALID ELECTION If you retire or die without having made a valid election prior to such event, your account balance will be paid in a lump sum payment. OTHER PROVISIONS FICA FICA TAXES (MEDICARE AND SOCIAL SECURITY) MUST BE PAID IN THE YEAR OF DEFERRAL ON ANY DEFERRED COMPENSATION. DEDUCTIONS FOR FICA TAXES MUST BE TAKEN FROM YOUR REGULAR UNDEFERRED CASH COMPENSATION. PLAN INTERPRETATION The Administrator has the authority and responsibility to interpret and construe the DCP and to decide all questions arising thereunder, including without limitation, questions of eligibility for participation, eligibility for benefits, DCP Account balances and timing of the distribution thereof, and has the authority to deviate from the literal terms of the DCP to the extent the Administrator determines necessary or appropriate to operate the DCP in compliance with the provisions of the applicable laws. CHANGE IN CONTROL A "Change in Control" means the merger or consolidation of the Company with or into another corporation as the result of which the Company is not the continuing or surviving corporation; the sale or other disposition of all or substantially all of the assets of the Company (including the exchange of such assets for the securities of another corporation); the acquisition by another person of 80% or more of the Company's then outstanding shares of voting stock or the recapitalization, reclassification, liquidation, or dissolution of the Company; or other transaction involving the Company pursuant to which the common stock of the Company would be converted into cash, securities or other property. Subsequent to a Change in Control, the Company shall pay over and deliver to the trustee (if the Company has established a trust for this Plan prior to the Change in Control) or to each Participant an amount equal to the value of 15 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- each Participant's DCP Accounts within 30 days after the end of the calendar quarter in which the Change in Control occurs. CLAIM PROCEDURES ON Semiconductor and participant agree that they shall attempt to settle any claim or controversy arising out of this DCP arrangement through consultation and negotiation in the spirit of mutual friendship and cooperation. If any such attempt shall fail, then the dispute shall first be submitted to a mutually acceptable neutral advisor for initial fact finding and mediation. Neither party shall unreasonably withhold acceptance of such an advisor, and selection of such an advisor shall be made within forth-five (45) days after written notice by either party for such fact finding and mediation. The cost of such fact-finding and mediation, and of any other subsequent alternative dispute resolution agreed upon by the parties, shall be shared equally by ON Semiconductor and the participant. Any dispute which the parties cannot so resolve between themselves in good faith within six (6) months of the date of the initial demand by either party for such fact finding shall be finally determined by a court within the state of Arizona. CONDITION OF PAYMENT A participant who is discharged for gross misconduct forfeits his/her right to receive any gains received on the DCP Account and assumes responsibility for any associated losses. Payment will be made to such Participant in a Lump Sum. VALUE FLUCTUATION As with other investment programs, the Deferred Compensation Program is subject to the same fluctuations that exist in other financial investment programs. 16 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN - -------------------------------------------------------------------------------- ENROLLMENT INSTRUCTIONS Forms for enrollment in the DCP are in this packet. 1) DEFERRAL COMMITMENT WHO SHOULD COMPLETE All employees eligible to participate in the DCP. DESCRIPTION This form is used to specify how much you would like to defer--or to decline participation in the Plan. INSTRUCTIONS Election to Defer: Specify how much of your salary or bonus compensation you would like to defer (a percent or dollar amount), and indicate how you would like your deferrals allocated. During the first year, 2000, payroll deductions will begin as soon as administratively feasible. Should you choose not to defer: You must initial in the space provided, to confirm your election not to participate in the Plan, and sign and date the Deferral Agreement at the bottom on the last page. IF YOU WISH TO PARTICIPATE IN 2000, PLEASE RETURN COMPLETED FORMS BY DECEMBER 31, 1999 TO HUMAN RESOURCES' COMPENSATION MANAGER IN THE ENVELOPE PROVIDED. IF YOU WISH TO PARTICIPATE IN 2001, PLEASE RETURN COMPLETED FORMS BY JANUARY 31, 2000. 2) DISTRIBUTION ELECTION WHO SHOULD COMPLETE All employees eligible to participate in the DCP. DESCRIPTION This form is used to specify how you would like your Account balances to be distributed. INSTRUCTIONS For you to allocate deferrals, specify the benefit commencement date and distribution option (lump sum or annual installments), as applicable. For instance, if you plan to use some of your deferrals in a specific year (as a child enters college, for instance) be sure to indicate the year you wish to begin receiving payments. 17 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- Remember: If your beneficiary is your spouse and you filed a distribution election in the event of death, payments will be made in accordance with that election. If your beneficiary is your spouse and you did not file a distribution election in the event of death, payments will be made in accordance with your retirement distribution election. If your beneficiary is not your spouse, payment will be made in one lump sum. Please sign, date, include your Social Security Number, and return by December 31, 1999 to Human Resources' Compensation Manager using the enclosed envelop. 3) ALLOCATION FORM WHO SHOULD COMPLETE All eligible employees who elect to defer compensation into the DCP. DESCRIPTION This form is used to specify how you wish to allocate your deferrals among the optional Valuation Funds which are used to determine the investment gains or losses that will be credited to your DCP Account balances. INSTRUCTIONS Please note that your allocations can only be made in whole percentages, and must add to 100%. Please sign, date, include your Social Security Number, and return by December 31, 1999 to Human Resources' Compensation Manager using the enclosed envelope. 4) BENEFICIARY DESIGNATION WHO SHOULD COMPLETE All eligible employees who elect to defer compensation into the DCP. DESCRIPTION This form is used to specify your beneficiary designation in the event of your death while you have an Account balance in the DCP. 18 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- DEFERRAL COMMITMENT ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN AS AN EMPLOYEE ELIGIBLE TO PARTICIPATE IN THE DEFERRED COMPENSATION PLAN, I HEREBY ELECT TO DEFER COMPENSATION AS SET FORTH BELOW IN ACCORDANCE WITH AND SUBJECT TO ALL PROVISIONS OF THE PLAN. THE EMPLOYER AGREES TO TREAT THE COMPENSATION DEFERRAL ACCORDING TO THE TERMS AND CONDITIONS OF THE PLAN AND THIS COMMITMENT. - -------------------------------------------------------------------------------- ELECTION TO DEFER (PLEASE INDICATE THE TYPE AND AMOUNT OF COMPENSATION YOU WISH TO DEFER.) SALARY DEFERRAL _____% OR $_________ OF MY ANNUAL BASE SALARY PAYABLE TO ME DURING _______(STATE YEAR). SUCH AMOUNTS WILL BE WITHHELD FROM MY PAYCHECKS IN ROUGHLY EQUAL AMOUNTS OVER THE YEAR AND WILL BE ALLOCATED TO THE FOLLOWING ACCOUNTS (YOU MAY SELECT ANY COMBINATION YOU WISH BUT THE ALLOCATIONS MUST BE IN WHOLE PERCENTAGES AND ADD TO 100%). DURING THE FIRST YEAR, 2000, PAYROLL DEDUCTIONS WILL BEGIN AS SOON AS ADMINISTRATIVELY FEASIBLE. BONUS DEFERRAL _____% OR $_________ OF MY ANNUAL BONUS AND/OR ANNUAL INCENTIVE COMPENSATION PAYABLE TO ME DURING ________(STATE YEAR). SUCH AMOUNTS WILL BE WITHHELD AT THE TIME THE BONUS AND/OR ANNUAL INCENTIVE COMPENSATION WOULD HAVE BEEN PAYABLE TO ME AND ALLOCATED TO MY ACCOUNTS. SHOULD YOU CHOOSE NOT TO DEFER: PLEASE INDICATE YOUR CHOICE NOT TO PARTICIPATE IN THE PLAN BY INITIALING THIS FORM HERE [____________] AND SIGN AND DATE BELOW. - -------------------------------------------------------------------------------- I acknowledge that the amount of my deferral will be credited to a bookkeeping Account, and that I will be an unsecured general creditor of the Company to the extent of the value of my Plan Account(s). I understand that my total deferral for any one calendar year cannot exceed $250,000, and that any amounts deferred in excess of $250,000 will be returned to me as if I had not made such a deferral. By my signature, I acknowledge that I have received a copy of the Plan document (or have had one made available to me), and I understand that all provisions of the Plan are incorporated by reference in this Deferral Commitment, including but not limited to the ability of the Employer to terminate this Plan in its sole discretion. - ----------------------------------- ------------------------- Name (print) Social Security Number - ----------------------------------- ------------------------- Signature Date 19 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- ALLOCATION FORM (investment election) ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN I HEREBY REQUEST THAT MY FUTURE DEFERRALS TO PLAN ACCOUNTS BE DEEMED TO BE ALLOCATED AMONG THE VALUATION FUNDS AS I HAVE INDICATED BELOW. I UNDERSTAND THAT THE VALUATION FUNDS WILL BE USED SOLELY TO DETERMINE THE INVESTMENT GAINS OR LOSSES THAT WILL BE RECORDED IN MY PLAN ACCOUNTS. I FURTHER UNDERSTAND THAT I AM AN UNSECURED, GENERAL CREDITOR OF THE COMPANY TO THE EXTENT OF THE VALUE OF MY PLAN ACCOUNTS AND THAT I HAVE NO RIGHTS TO ANY SPECIFIC ASSETS OF THE PLAN OR THE COMPANY. PLEASE NOTE THAT YOUR ALLOCATIONS CAN ONLY BE MADE IN WHOLE PERCENTAGES AND MUST ADD TO 100% FOR YOUR ACCOUNTS. - -------------------------------------------------------------------------------- VALUATION FUNDS PLAN ACCOUNTS --------------- ------------- - ---------------------------------------------- --------------------------------- S & P 500 - ---------------------------------------------- --------------------------------- Prime Rate - ---------------------------------------------- --------------------------------- Lehman Brothers Aggregate Bond Index Fund - ---------------------------------------------- --------------------------------- TOTALS 100% PARTICIPANT: Name (Print) __________________________ Signature: ____________________________ Social Security Number: _______________ Date: _________________________________ - -------------------------------------------------------------------------------- 20 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- DISTRIBUTION ELECTION ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN AS AN EMPLOYEE ELIGIBLE TO PARTICIPATE IN THE DEFERRED COMPENSATION PLAN, I HEREBY ELECT TO HAVE MY ACCOUNT BALANCE(S) DISTRIBUTED AS I HAVE INDICATED BELOW. 1. DISTRIBUTION ELECTION (PLEASE INDICATE RETIREMENT OR IN-SERVICE OR BOTH AS APPROPRIATE.)This Distribution Election will remain in effect for the payment of existing Account balances unless a NEW Distribution Election Form is submitted, signed and dated more than 12 months prior to the effective payment date for which you wish to make a change. RETIREMENT (Please select the FORM of payment) TIMING: PAYMENT(S) COMMENCE AUTOMATICALLY IN JANUARY FOLLOWING YOUR RETIREMENT. FORM: _____ LUMP SUM, OR _____ ANNUAL INSTALLMENTS OVER ______ YEARS (MAXIMUM OF 15 YEARS OR AGE 70). IN-SERVICE (Please select the TIME and FORM of payment) TIMING: PAYMENT(S) COMMENCE ON ______________ (SPECIFY MONTH AND YEAR DATE) FORM: _____ LUMP SUM, OR _____ ANNUAL INSTALLMENTS OVER ______ YEARS (MUST BE OVER AT LEAST FOUR (4) FULL CALENDER YEARS WITH A MAXIMUM OF 10 YEARS; A MAXIMUM OF 5 INSTALLMENTS ANNUALLY). 2. IN THE EVENT OF DEATH (PLEASE INDICATE THE DISTRIBUTION IN THE EVENT OF DEATH.) In the event of my death during active employment or during retirement, but before my Account balances have been paid out in full, I hereby elect to have any remaining balances from all Accounts paid in the following manner: _____ LUMP SUM TO SPOUSE BENEFICIARY, OR _____ ANNUAL INSTALLMENTS OVER ______ YEARS TO SPOUSE BENEFICIARY (MAXIMUM OF 10 OR UNTIL AGE 70 OF SPOUSE BENEFICIARY). IF YOUR BENEFICIARY IS NOT YOUR SPOUSE, PAYMENT WILL BE MADE IN ONE LUMP SUM. - ----------------------------------- ------------------------- Name (print) Social Security Number - ----------------------------------- ------------------------- Signature Date 21 - --------------------------------------------------------------------------------

- -------------------------------------------------------------------------------- BENEFICIARY DESIGNATION ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN I hereby designate the following as my designated beneficiary(ies) of my Account balance(s) in the Deferred Compensation Plan and revoke any prior beneficiary designations. Please be sure to specify the relationship of each beneficiary and the percentage of the total distribution each beneficiary is to receive. Please note that benefit payments shall be made in accordance with your distribution election in the Deferral Commitment. PRIMARY BENEFICIARY(IES): Name/Relationship: _____________________________________________________________ Address: _______________________________________________________________________ Phone #: _______________________________________________________________________ Social Security Number: ________________________________________________________ Name/Relationship: _____________________________________________________________ Address: _______________________________________________________________________ Phone #: _______________________________________________________________________ Social Security Number: ________________________________________________________ CONTINGENT BENEFICIARY(IES): Name/Relationship: _____________________________________________________________ Address: _______________________________________________________________________ Phone #: _______________________________________________________________________ Social Security Number: ________________________________________________________ (Use additional forms if more beneficiaries are to be listed.) PARTICIPANT: Name (Print) _______________________________ Signature: _________________________________ Social Security Number: ____________________ Date: ______________________________________ 22 - --------------------------------------------------------------------------------

DEFERRAL COMMITMENT ON SEMICONDUCTOR DEFERRED COMPENSATION PLAN AS AN EMPLOYEE ELIGIBLE TO PARTICIPATE IN THE DEFERRED COMPENSATION PLAN, I HEREBY ELECT TO DEFER COMPENSATION AS SET FORTH BELOW IN ACCORDANCE WITH AND SUBJECT TO ALL PROVISIONS OF THE PLAN. THE EMPLOYER AGREES TO TREAT THE COMPENSATION DEFERRAL ACCORDING TO THE TERMS AND CONDITIONS OF THE PLAN AND THIS COMMITMENT. - -------------------------------------------------------------------------------- ELECTION TO DEFER (PLEASE INDICATE THE TYPE AND AMOUNT OF COMPENSATION YOU WISH TO DEFER.) SALARY DEFERRAL _____% OR $_________ OF MY ANNUAL BASE SALARY PAYABLE TO ME DURING _______(STATE YEAR). SUCH AMOUNTS WILL BE WITHHELD FROM MY PAYCHECKS IN ROUGHLY EQUAL AMOUNTS OVER THE YEAR AND WILL BE ALLOCATED TO THE FOLLOWING ACCOUNTS (YOU MAY SELECT ANY COMBINATION YOU WISH BUT THE ALLOCATIONS MUST BE IN WHOLE PERCENTAGES AND ADD TO 100%). DURING THE FIRST YEAR, 2000, PAYROLL DEDUCTIONS WILL BEGIN AS SOON AS ADMINISTRATIVELY FEASIBLE. BONUS DEFERRAL _____% OR $_________ OF MY ANNUAL BONUS AND/OR ANNUAL INCENTIVE COMPENSATION PAYABLE TO ME DURING ________(STATE YEAR) . SUCH AMOUNTS WILL BE WITHHELD AT THE TIME THE BONUS AND/OR ANNUAL INCENTIVE COMPENSATION WOULD HAVE BEEN PAYABLE TO ME AND ALLOCATED TO MY ACCOUNTS. SHOULD YOU CHOOSE NOT TO DEFER: PLEASE INDICATE YOUR CHOICE NOT TO PARTICIPATE IN THE PLAN BY INITIALING THIS FORM HERE [____________] AND SIGN AND DATE BELOW. - -------------------------------------------------------------------------------- I acknowledge that the amount of my deferral will be credited to a bookkeeping Account, and that I will be an unsecured general creditor of the Company to the extent of the value of my Plan Account(s). I understand that my total deferral for any one calendar year cannot exceed $250,000, and that any amounts deferred in excess of $250,000 will be returned to me as if I had not made such a deferral. By my signature, I acknowledge that I have received a copy of the Plan document (or have had one made available to me), and I understand that all provisions of the Plan are incorporated by reference in this Deferral Commitment, including but not limited to the ability of the Employer to terminate this Plan in its sole discretion. - ----------------------------------- ------------------------- Name (print) Social Security Number - ----------------------------------- ------------------------- Signature Date 23 - --------------------------------------------------------------------------------

EXHIBIT 12.1 SEMICONDUCTOR COMPONENTS GROUP OF MOTOROLA, INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (AMOUNT IN MILLIONS OF DOLLARS) YEAR ENDED NINE MONTHS ENDED JANUARY 1, 1999 AUGUST 4, 1999 DECEMBER 31, SEPTEMBER 26, THROUGH THROUGH 1998(A) 1998(A) AUGUST 3, 1999 OCTOBER 2, 1999 ------- ------- -------------- --------------- Revenues less direct and allocated expenses before taxes before adjustments for income or loss from equity investments................... -- -- $102.5 $16.9 ====== ===== Fixed charges: Interest expense and interest capitalized on all indebtedness.................. -- -- 7.3 23.0 Appropriate portion ( 1/3) of rentals....................... -- -- 1.3 0.9 ------ ----- Total fixed charges............. -- -- $ 8.6 $23.9 ====== ===== Revenues less direct and allocated expenses before taxes before adjustments for income or loss from equity investments and fixed charges....................... -- -- $111.1 $40.8 ====== ===== Ratio of earnings to fixed charges....................... -- -- 12.9 1.7 ====== ===== - ------------------------ (A) Due to the registrant's loss for the year ended December 31, 1998, and the nine months ended September 26, 1998, the ratio coverage was less than 1:1. As such, the ratio of earnings to fixed charges has not been calculated for the respective periods. The deficiency for fiscal year 1998 and the nine months ended September 26, 1998 of $144.7 million and $160.5 million, respectively, is primarily due to the charge recorded in June 1998 to cover one-time costs of Motorola's portion of the registrant's recent cost restructuring.

COMPUTATION OF PRO FORMA RATIO OF EARNINGS TO FIXED CHARGES AFTER ADJUSTMENT FOR THE RECAPITALIZATION AND THE RELATED TRANSACTIONS (AMOUNTS IN MILLIONS OF DOLLARS) YEAR ENDED NINE MONTHS ENDED DECEMBER 31, OCTOBER 2, 1998(C) 1999 ------- ---- Pro forma revenues less direct and allocated expenses before taxes before adjustments for minority interests in consolidated subsidiaries or income or loss from equity investments and fixed charges (B)......................... -- $ 59.0 ====== Fixed charges, as above..................................... -- 32.5 Adjustments: Net increase in interest expense and interest capitalized on all indebtedness and the appropriate portion ( 1/3) of all rentals to reflect the consolidation of the joint ventures.................................................. -- 2.6 Estimated net increase in the interest expense from refinancing............................................... -- 67.6 ------ Total pro forma fixed charges............................... -- 102.7 ====== Pro forma ratio of earnings to fixed charges................ -- 1.6 ====== - ------------------------ (B) Pro forma revenues less direct and allocated expenses before taxes before adjustments for minority interests in consolidated subsidiaries or income or loss from equity investments reflects the pro forma adjustments to exclude Opto sales, to consolidate the joint ventures, to record foundry sales and to record the recapitalization and related transactions detailed in the notes to the unaudited pro forma statements of revenues less direct and allocated expenses before taxes. (C) Due to the registrant's pro forma loss for the year ended December 31, 1998, the pro forma ratio coverage was less than 1:1. As such, the pro forma ratio of earnings to fixed charges has not been calculated for the period. The pro forma deficiency for fiscal year 1998 of $206.4 million is primarily due to the charge recorded in June 1998 to cover one-time costs of Motorola's portion of the registrant's recent cost restructuring.

EXHIBIT 21.1 LIST OF SUBSIDIARIES OF SCG HOLDING CORPORATION LEGAL NAME PLACE OF INCORPORATION DOMESTIC COMPANIES: Semiconductor Components Industries, LLC--doing Delaware business as ON Semiconductor SCG International Development LLC Delaware Semiconductor Components Industries Puerto Rico, Inc. Delaware SCG (China) Holding Corporation Delaware SCG (Malaysia SMP) Holding Corporation Delaware SCG (Czech) Holding Corporation Delaware FOREIGN COMPANIES: AMERICAS SCG do Brasil Ltda. Brazil SCG Canada Limited Canada SCG Mexico, S.A. de C.V. Mexico EUROPE SCG Czech Design Center s.r.o. Czech Republic SCG Holding (Netherlands), B.V. Netherlands SCG Investments EURL France SCG France S.A.S. France Semiconductor Components Industries Germany GmbH Germany SCG Italy s.r.l. Italy SCGS AB Sweden Semiconductor Components Industries UK Limited United Kingdom Slovakia Electronics Industries, a.s. Slovakia ASIA SCG Hong Kong SAR Limited Hong Kong SCG India Private Ltd. India SCG Japan Ltd. Japan SCG Korea Limited Korea SCG Malaysia Holdings Sendirian Berhad Malaysia SCG Asia Capital PTE Ltd. Malaysia SCG Industries Malaysia Sdn Bnd Malaysia SCG Philippines Inc. Philippines Semiconductor Components Industries Singapore Ptc. Singapore Ltd. Semiconductor Components Industries (Thailand) Limited Thailand

Exhibit 23.1 Consent of Independent Auditors We consent to the use of our report included herein on the combined balance sheets of the Semiconductor Components Group of Motorola, Inc. as of December 31, 1997 and 1998 and the combined statements of revenues less direct and allocated expenses before taxes for each of the years in the three-year period ended December 31, 1998 and to the reference to our firm under the heading "Experts" in the prospectus. /s/ KPMG LLP Phoenix, Arizona January 10, 2000

5 0001097864 SCG Holding Corporation 1,000,000,000 YEAR 7-MOS 2-MOS DEC-31-1998 DEC-31-1999 DEC-31-1999 JAN-01-1998 JAN-01-1999 AUG-04-1999 DEC-31-1998 AUG-03-1999 OCT-02-1999 0 0 107 0 0 0 0 0 207 0 0 0 202 0 211 211 0 551 1611 0 1615 1099 0 1004 777 0 1513 91 0 246 0 0 1293 0 0 213 0 0 0 0 0 2 681 0 (287) 777 0 1513 1493 894 329 1493 894 329 1069 627 241 1620 785 289 10 5 22 0 0 0 18 8 23 (136) 105 18 0 0 15 (136) 105 3 0 0 0 0 0 0 0 0 0 (136) 105 3 0 0 0 0 0 0

LETTER OF TRANSMITTAL SCG HOLDING CORPORATION AND SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC OFFER TO EXCHANGE THEIR 12% SENIOR SUBORDINATED NOTES DUE 2009, WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR ANY AND ALL OUTSTANDING 12% SENIOR SUBORDINATED NOTES DUE 2009 Pursuant to the Prospectus dated [ ], 2000. THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON [ ], 2000 UNLESS EXTENDED. TENDERS MAY BE WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON [ ], 2000 UNLESS PREVIOUSLY ACCEPTED. DELIVERY TO: STATE STREET BANK AND TRUST COMPANY, EXCHANGE AGENT BY MAIL: BY OVERNIGHT MAIL OR COURIER: Corporate Trust Department Corporate Trust Window, P.O. Box 778 2 Avenue de Lafayette, Fifth Floor Boston, Massachusetts 02102 Boston, Massachusetts 02111 ATTENTION: Mackenzie Elijah ATTENTION: Mackenzie Elijah BY HAND IN NEW YORK BY HAND IN BOSTON BETWEEN [ ] A.M. AND 5:00 P.M.: BETWEEN [ ] A.M. AND 5:00 P.M.: 61 Broadway Corporate Trust Window, 15th Floor 2 Avenue de Lafayette, Fifth Floor Corporate Trust Window Boston, Massachusetts 02111 New York, NY 10006 ATTENTION: Mackenzie Elijah FOR INFORMATION CALL: (617) 662-1525 DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.

The undersigned acknowledges receipt of the Prospectus dated [ ], 2000 (the "Prospectus") of SCG Holding Corporation and Semiconductor Components Industries, LLC, each a Delaware Corporation (together, the "Issuers"), and this Letter of Transmittal (this "Letter"). The Prospectus and this Letter together constitute the offer (the "Exchange Offer") to exchange an aggregate principal amount of up to $400,000,000 of the Issuers' 12% Senior Subordinated Notes due 2009, which have been registered under the Securities Act of 1933, as amended (the "New Notes"), for an equal principal amount of the Issuers' outstanding 12% Senior Subordinated Notes due 2009 (the "Old Notes"). State Street Bank and Trust Company is the exchange agent (the "Exchange Agent") for the Exchange Offer. For each Old Note accepted for exchange, the holder of such Old Note will receive a New Note having a principal amount at maturity equal to that of the surrendered Old Note. The New Notes will accrue interest at 12% per annum from August 4, 1999, the date of issue of the Old Notes, or the last date on which interest was paid on the Old Notes surrendered in exchange therefor. Interest on the New Notes is payable on February 1 and August 1 of each year commencing on [ ], 2000, subject to the Indenture dated as of August 4, 1999 among the Issuers, certain of their subsidiaries (the "Guarantors") and State Street Bank and Trust Company, as Trustee. Capitalized terms used herein but not defined herein have the meaning set forth in the Exchange Offer and Registration Rights Agreement (the "Exchange Offer and Registration Rights Agreement") dated as of August 4, 1999 among the Issuers, the Guarantors and the initial purchasers of the Old Notes. The Issuers will be jointly and severally liable to pay liquidated damages to each holder of Transfer Restricted Securities (as defined in the Exchange Offer and Registration Rights Agreement), during the period of one or more Registration Defaults (as defined below) in an amount equal to $0.192 per week per $1,000 principal amount of Transfer Restricted Securities held by such holder. Following the cure of all Registration Defaults, the accrual of liquidated damages will cease. Each of the following is a "Registration Default": - the applicable Registration Statement is not filed with the Commission on or prior to 120 days after the Issue Date; - the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, is not declared effective within 180 days after the Issue Date; - the Exchange Offer is not consummated within 210 days after the Issue Date; or - the Shelf Registration Statement is filed and declared effective within 180 days after the Issue Date (or in the case of a Shelf Registration Statement to be filed in response to any change in law or applicable interpretations thereof, within 60 days after the publication of the change in law or interpretation) but shall thereafter cease to be effective (at any time that the Issuers and the Note Guarantors are obligated to maintain the effectiveness thereof) without being succeeded within 30 days by an additional Registration Statement filed and declared effective. The Issuers and the Guarantors reserve their rights to delay acceptance of any Old Notes, extend the Exchange Offer or terminate the Exchange Offer and not permit acceptance of 2

Old Notes not previously accepted if any of the conditions set forth in "The Exchange Offer--Conditions" section of the Prospectus shall have occurred and shall not have been waived by the Issuers and the Guarantors, by giving written notice of such delay, extension or termination to the Exchange Agent and to amend the terms of the Exchange Offer in any manner they deem to be advantageous to the holders of the Old Notes. Any such delay in acceptance, extension, termination or amendment will be followed as promptly as practicable by written notice thereof to the Exchange Agent. If the Exchange Offer is amended in a manner determined by the Issuers to constitute a material change, the Issuers will promptly disclose such amendment in a manner reasonably calculated to inform the holders of the Old Notes of such amendment. This Letter is to be completed by a holder of Old Notes if Old Notes are to be forwarded herewith or if a tender of Old Notes, if available, is to be made by book-entry transfer to the account maintained by the Exchange Agent at The Depository Trust Company ("DTC") pursuant to the procedures set forth in "The Exchange Offer" section of the Prospectus. Holders of Old Notes whose certificates are not immediately available, or who are unable to deliver their certificates or confirmation of the book-entry tender of their Old Notes into the Exchange Agent's account at DTC and all other documents required by this Letter to the Exchange Agent on or prior to the expiration of the Exchange Offer, must tender their Old Notes according to the guaranteed delivery procedures set forth in "The Exchange Offer--Guaranteed Delivery Procedures" section of the Prospectus. See Instruction 1 of this Letter. Delivery of documents to DTC does not constitute delivery to the Exchange Agent. The undersigned has completed the appropriate boxes below and signed this Letter to indicate the action the undersigned desires to take with respect to the Exchange Offer. List below the Old Notes to which this Letter relates. If the space provided below is inadequate, the certificate numbers and principal amount of Old Notes should be listed on a separate signed schedule affixed hereto. DESCRIPTION OF OLD NOTES 1 2 3 - ----------------------------------------------------------------------------------------------------------------- Aggregate Name(s) and Address(es) of Registered Certificate Principal Amount Principal Amount Holder(s) Number(s)* of Old Note(s) Tendered** (Please fill in, if blank) - ----------------------------------------------------------------------------------------------------------------- Total - ----------------------------------------------------------------------------------------------------------------- * Need not be completed if Old Notes are being tendered by book-entry transfer. ** Unless otherwise indicated in this column, a holder will be deemed to have tendered ALL of the Old Notes represented by the Old Notes indicated in column 2. See Instruction 2. Old Notes tendered hereby must be in denominations of principal amount of $1,000 and any integral multiple thereof. See Instruction 1. 3

/ / CHECK HERE IF TENDERED OLD NOTES ARE BEING DELIVERED BY BOOK-ENTRY TRANSFER MADE TO THE ACCOUNT MAINTAINED BY THE EXCHANGE AGENT WITH THE BOOK-ENTRY TRANSFER FACILITY AND COMPLETE THE FOLLOWING: Name of Tendering Institution_________________________________________ Account Number_________________ Transaction Code Number_______________ / / CHECK HERE IF TENDERED OLD NOTES ARE BEING DELIVERED PURSUANT TO A NOTICE OF GUARANTEED DELIVERY PREVIOUSLY SENT TO THE EXCHANGE AGENT AND COMPLETE THE FOLLOWING: Name(s) of Registered Holder(s)_______________________________________ Window Ticket Number (if any)_________________________________________ Date of Execution of Notice of Guaranteed Delivery____________________ Name of Institution which guaranteed delivery_________________________ IF DELIVERED BY BOOK-ENTRY TRANSFER, COMPLETE THE FOLLOWING: Account Number_________________ Transaction Code Number_______________ / / CHECK HERE IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO. Name:_________________________________________________________________ Address:______________________________________________________________ ______________________________________________________________________ 4

PLEASE READ THE ACCOMPANYING INSTRUCTIONS CAREFULLY Ladies and Gentlemen: Upon the terms and subject to the conditions of the Exchange Offer, the undersigned hereby tenders to the Issuers the aggregate principal amount of Old Notes indicated above. Subject to, and effective upon, the acceptance for exchange of the Old Notes tendered hereby, the undersigned hereby sells, assigns and transfers to, or upon the order of, the Issuers all right, title and interest in and to such Old Notes as are being tendered hereby. The undersigned hereby represents and warrants that the undersigned has full power and authority to tender, sell, assign and transfer the Old Notes tendered hereby and that the Issuers will acquire good and unencumbered title thereto, free and clear of all liens, restrictions, charges and encumbrances and not subject to any adverse claim when the same are accepted by the Issuers. The undersigned hereby further represents that any New Notes acquired in exchange for Old Notes tendered hereby will have been acquired in the ordinary course of business of the person receiving such New Notes, whether or not such person is the undersigned, that neither the holder of such Old Notes nor any such other person is engaged in, or intends to engage in, a distribution of such New Notes, or has an arrangement or understanding with any person to participate in the distribution of such New Notes, and that neither the holder of such Old Notes nor any such other person is an "affiliate," as defined in Rule 405 under the Securities Act of 1933, as amended (the "Securities Act"), of the Issuers. The undersigned also acknowledges that this Exchange Offer is being made based upon the Issuers' and the Guarantors' understanding of an interpretation by the staff of the Securities and Exchange Commission (the "Commission") as set forth in no-action letters issued to third parties, including EXXON CAPITAL HOLDINGS CORPORATION, SEC No-Action Letter (available May 13, 1988), Morgan Stanley & Co. Incorporated, SEC No-Action Letter (available June 5, 1991) and SHEARMAN & STERLING, SEC No-Action Letter (available July 2, 1993), that the New Notes issued in exchange for the Old Notes pursuant to the Exchange Offer may be offered for resale, resold and otherwise transferred by each holder thereof (other than a broker-dealer who acquires such New Notes directly from the Issuers for resale pursuant to Rule 144A under the Securities Act or any other available exemption under the Securities Act or any such holder that is an "affiliate" of the Issuers within the meaning of Rule 405 under the Securities Act), without compliance with the registration and prospectus delivery provisions of the Securities Act, provided that such New Notes are acquired in the ordinary course of such holder's business and such holder is not engaged in, and does not intend to engage in, a distribution of such New Notes and has no arrangement with any person to participate in the distribution of such New Notes. If a holder of Old Notes is engaged in or intends to engage in a distribution of the New Notes or has any arrangement or understanding with respect to the distribution of the New Notes to be acquired pursuant to the Exchange Offer, such holder may not rely on the applicable interpretations of the staff of the Commission and must comply with the registration and prospectus delivery requirements of the Securities Act in connection with any secondary resale transaction. If the undersigned is a broker-dealer that will receive New Notes for its own account in exchange for Old Notes, it represents that the Old Notes to be exchanged for the New Notes were acquired by it as a result of market-making activities or other trading activities and acknowledges that it will deliver a prospectus in connection with any resale of such New Notes; 5

however, by so acknowledging and by delivering a prospectus, the undersigned will not be deemed to admit that it is an "underwriter" within the meaning of the Securities Act. The undersigned will, upon request, execute and deliver any additional documents deemed by the Issuers to be necessary or desirable to complete the sale, assignment and transfer of the Old Notes tendered hereby. All authority conferred or agreed to be conferred in this Letter and every obligation of the undersigned hereunder shall be binding upon the successors, assigns, heirs, executors, administrators, trustees in bankruptcy and legal representatives of the undersigned and shall not be affected by, and shall survive, the death or incapacity of the undersigned. This tender may be withdrawn only in accordance with the procedures set forth in "The Exchange Offer--Withdrawal of Tenders" section of the Prospectus. Unless otherwise indicated herein in the box entitled "Special Issuance Instructions" below, please deliver the New Notes (and, if applicable, substitute certificates representing Old Notes for any Old Notes not exchanged) in the name of the undersigned or, in the case of a book-entry delivery of Old Notes, please credit the account indicated above maintained at DTC. Similarly, unless otherwise indicated under the box entitled "Special Delivery Instructions" below, please send the New Notes (and, if applicable, substitute certificates representing Old Notes for any Old Notes not exchanged) to the undersigned at the address shown above in the box entitled "Description of Old Notes." THE UNDERSIGNED, BY COMPLETING THE BOX ENTITLED "DESCRIPTION OF OLD NOTES" ABOVE AND SIGNING THIS LETTER, WILL BE DEEMED TO HAVE TENDERED THE OLD NOTES AS SET FORTH IN SUCH BOX ABOVE. 6

SPECIAL ISSUANCE INSTRUCTIONS SPECIAL DELIVERY INSTRUCTIONS (See Instructions 3 and 4) (See Instructions 3 and 4) To be completed ONLY if certificates for Old To be completed ONLY if certificates for Notes not exchanged and/or New Notes are to be issued Old Notes not exchanged and/or New Notes are to be in the name of and sent to someone other than the sent to someone other than the person(s) whose person(s) whose signature(s) appear(s) on this Letter signature(s) appear(s) on this Letter above or to above, or if Old Notes delivered by book-entry transfer such person(s) at an address other than shown in the which are not accepted for exchange are to be returned box entitled "Description of Old Notes" on this by credit to an account maintained at DTC other than Letter above. the account indicated above. Issue New Notes and/or Old Notes to: Mail New Notes and/or Old Notes to: Name(s):............................................. Name(s):............................................. (Please Type or Print) (Please Type or Print) ..................................................... ..................................................... (Please Type or Print) (Please Type or Print) Address:............................................. Address:............................................. ..................................................... ..................................................... (Including Zip Code) (Including Zip Code) (Complete accompanying Substitute Form W-9) Credit unexchanged Old Notes delivered by book-entry transfer to DTC account set forth below: ..................................................... IMPORTANT: THIS LETTER (TOGETHER WITH THE CERTIFICATES FOR OLD NOTES OR A BOOK-ENTRY CONFIRMATION AND ALL OTHER REQUIRED DOCUMENTS OR THE NOTICE OF GUARANTEED DELIVERY) MUST BE RECEIVED BY THE EXCHANGE AGENT PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE. PLEASE READ THIS LETTER OF TRANSMITTAL CAREFULLY BEFORE COMPLETING ANY BOX ABOVE. 7

PLEASE SIGN HERE (TO BE COMPLETED BY ALL TENDERING HOLDERS) (Complete accompanying Substitute Form W-9) Dated:........................................................, ................ ...............................................................................x ...............................................................................x (Signature(s) of Owner) (Date) Area Code and Telephone Number:........................................ If a holder is tendering any Old Notes, this Letter must be signed by the registered holder(s) as the name(s) appear(s) on the certificate(s) for the Old Notes or by any person(s) authorized to become registered holder(s) by endorsements and documents transmitted herewith. If signature is by a trustee, executor, administrator, guardian, officer or other person acting in a fiduciary or representative capacity, please set forth full title. See Instruction 3. Name(s):........................................................................ ................................................................................ (Please Type or Print) Capacity:....................................................................... Address:........................................................................ ................................................................................ (Including Zip Code) SIGNATURE GUARANTEE (if required by Instruction 3) Signature(s) Guaranteed by an Eligible Institution:........................................................ (Authorized Signature) ................................................................................ (Title) ................................................................................ (Name and Firm) Dated:.......................................................................... 8

INSTRUCTIONS SCG HOLDING CORPORATION AND SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC FORMING PART OF THE TERMS AND CONDITIONS OF THE OFFER TO EXCHANGE THEIR 12% SENIOR SUBORDINATED NOTES DUE 2009, WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR ANY AND ALL OUTSTANDING 12% SENIOR SUBORDINATED NOTES DUE 2009 1. DELIVERY OF THIS LETTER AND OLD NOTES; GUARANTEED DELIVERY PROCEDURES. This Letter is to be completed by holders of Old Notes either if certificates are to be forwarded herewith or if tenders are to be made pursuant to the procedures for delivery by book-entry transfer set forth in "The Exchange Offer--Book-Entry Transfer" section of the Prospectus. Certificates for all physically tendered Old Notes, or a confirmation of book-entry transfer from DTC ("Book-Entry Confirmation"), as the case may be, as well as a properly completed and duly executed Letter of Transmittal and any other documents required by this Letter, must be received by the Exchange Agent at the address set forth herein on or prior to the Expiration Date, or the tendering holder must comply with the guaranteed delivery procedures set forth below. Old Notes tendered hereby must be in denominations of principal amount at maturity of $1,000 and any integral multiple thereof. Holders of Old Notes whose certificates for Old Notes are not immediately available or who cannot deliver their certificates and all other required documents to the Exchange Agent on or prior to the Expiration Date, or who cannot complete the procedure for book-entry transfer on a timely basis, may tender their Old Notes pursuant to the guaranteed delivery procedures set forth in "The Exchange Offer--Guaranteed Delivery Procedures" section of the Prospectus. Pursuant to such procedures, (i) such tender must be made through an Eligible Institution (as defined below), (ii) prior to the Expiration Date, the Exchange Agent must receive from such Eligible Institution a properly completed and duly executed Letter of Transmittal and Notice of Guaranteed Delivery, substantially in the form provided by the Issuers (by mail or hand delivery), setting forth the name and address of the holder of Old Notes and the amount of Old Notes tendered, stating that the tender is being made thereby and guaranteeing that within three New York Stock Exchange ("NYSE") trading days after the date of execution of the Notice of Guaranteed Delivery, the certificates for all physically tendered Old Notes, or a Book-Entry Confirmation, as the case may be, and any other documents required by this Letter will be deposited by the Eligible Institution with the Exchange Agent, and (iii) the certificates for all physically tendered Old Notes, in proper form for transfer, or Book-Entry Confirmation, as the case may be, and all other documents required by this Letter, are received by the Exchange Agent within three NYSE trading days after the date of execution of the Notice of Guaranteed Delivery. The method of delivery of this Letter, the Old Notes and all other required documents is at the election and risk of the tendering holders, but the delivery will be deemed 9

made only when actually received or confirmed by the Exchange Agent. If Old Notes are sent by mail, it is suggested that the mailing be made sufficiently in advance of the Expiration Date to permit delivery to the Exchange Agent prior to 5:00 p.m., New York City time, on the Expiration Date. See "The Exchange Offer" section of the Prospectus. 2. PARTIAL TENDERS (NOT APPLICABLE TO HOLDERS OF OLD NOTES WHO TENDER BY BOOK-ENTRY TRANSFER). If less than all of the Old Notes evidenced by a submitted certificate are to be tendered, the tendering holder(s) should fill in the aggregate principal amount of Old Notes to be tendered in the box above entitled "Description of Old Notes-Principal Amount Tendered." A reissued certificate representing the balance of nontendered Old Notes will be sent to such tendering holder, unless otherwise provided in the appropriate box on this Letter, promptly after the Expiration Date. All of the Old Notes delivered to the Exchange Agent will be deemed to have been tendered unless otherwise indicated. 3. SIGNATURES OF THIS LETTER; BOND POWERS AND ENDORSEMENTS; GUARANTEE OF SIGNATURES. If this Letter is signed by the registered holder of the Old Notes tendered hereby, the signature must correspond exactly with the name as written on the face of the certificates without any change whatsoever. If any tendered Old Notes are owned of record by two or more joint owners, all such owners must sign this Letter. If any tendered Old Notes are registered in different names on several certificates, it will be necessary to complete, sign and submit as many separate copies of this Letter as there are different registrations of certificates. When this Letter is signed by the registered holder of the Old Notes specified herein and tendered hereby, no endorsements of certificates or separate bond powers are required. If, however, the New Notes are to be issued, or any untendered Old Notes are to be reissued, to a person other than the registered holder, then endorsements of any certificates transmitted hereby or separate bond powers are required. Signatures on such certificates must be guaranteed by an Eligible Institution. If this Letter is signed by a person other than the registered holder of any certificates specified herein, such certificates must be endorsed or accompanied by appropriate bond powers, in either case signed exactly as the name of the registered holder appears on the certificates and the signatures on such certificates must be guaranteed by an Eligible Institution. If this Letter or any certificates or bond powers are signed by trustees, executors, administrators, guardians, attorneys-in-fact, officers of corporations or others acting in a fiduciary or representative capacity, such persons should so indicate when signing, and, unless waived by the Issuers, proper evidence satisfactory to the Issuers of their authority to so act must be submitted. 10

ENDORSEMENTS ON CERTIFICATES FOR OLD NOTES OR SIGNATURES ON BOND POWERS REQUIRED BY THIS INSTRUCTION 3 MUST BE GUARANTEED BY A FIRM WHICH IS A MEMBER OF A REGISTERED NATIONAL SECURITIES EXCHANGE OR A MEMBER OF THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC., BY A COMMERCIAL BANK OR TRUST COMPANY HAVING AN OFFICE OR CORRESPONDENT IN THE UNITED STATES OR BY AN "ELIGIBLE GUARANTOR" INSTITUTION WITHIN THE MEANING OF RULE 17AD-15 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AN "ELIGIBLE INSTITUTION"). SIGNATURES ON THIS LETTER NEED NOT BE GUARANTEED BY AN ELIGIBLE INSTITUTION, PROVIDED THE OLD NOTES ARE TENDERED: (I) BY A REGISTERED HOLDER OF OLD NOTES (WHICH TERM, FOR PURPOSES OF THE EXCHANGE OFFER, INCLUDES ANY PARTICIPANT IN DTC WHOSE NAME APPEARS ON A SECURITY POSITION LISTING AS THE HOLDER OF SUCH OLD NOTES) TENDERED WHO HAS NOT COMPLETED THE BOX ENTITLED "SPECIAL ISSUANCE INSTRUCTIONS" OR "SPECIAL DELIVERY INSTRUCTIONS" ON THIS LETTER, OR (II) FOR THE ACCOUNT OF AN ELIGIBLE INSTITUTION. 4. SPECIAL ISSUANCE AND DELIVERY INSTRUCTIONS. Tendering holders of Old Notes should indicate in the applicable box the name and address to which New Notes issued pursuant to the Exchange Offer and/or substitute certificates evidencing Old Notes not exchanged are to be issued or sent if different from the name or address of the person signing this Letter. In the case of issuance in a different name, the employer identification or social security number of the person named must also be indicated. A holder of Old Notes tendering Old Notes by book-entry transfer may request that Old Notes not exchanged be credited to such account maintained at DTC as such holder of Old Notes may designate hereon. If no such instructions are given, such Old Notes not exchanged will be returned to the name or address of the person signing this Letter. 5. TAX IDENTIFICATION NUMBER. Federal income tax law generally requires that a tendering holder whose Old Notes are accepted for exchange must provide the Issuers (as payors) with such Holder's correct Taxpayer Identification Number ("TIN") on Substitute Form W-9 below, which, in the case of a tendering holder who is an individual, is his or her social security number. If the Issuers are not provided with the current TIN or an adequate basis for an exemption, such tendering holder may be subject to a $50 penalty imposed by the Internal Revenue Service. In addition, delivery of New Notes to such tendering holder may be subject to backup withholding in an amount equal to 31% of all reportable payments made after the exchange. If withholding results in an overpayment of taxes, a refund may be obtained. Exempt holders of Old Notes (including, among others, all corporations and certain foreign individuals) are not subject to these backup withholding and reporting requirements. See the enclosed Guidelines of Certification of Taxpayer Identification Number on Substitute Form W-9 (the "W-9 Guidelines") for additional instructions. To prevent backup withholding, each tendering holder of Old Notes must provide its correct TIN by completing the "Substitute Form W-9" set forth below, certifying that the TIN provided is correct (or that such holder is awaiting a TIN) and that (i) the holder is exempt from 11

backup withholding, (ii) the holder has not been notified by the Internal Revenue Service that such holder is subject to a backup withholding as a result of failure to report all interest or dividends or (iii) the Internal Revenue Service has notified the holder that such holder is no longer subject to backup withholding. If the tendering holder of Old Notes is a nonresident alien or foreign entity not subject to backup withholding, such holder must give the Issuers a completed Form W-8, Certificate of Foreign Status. These forms may be obtained from the Exchange Agent. If the Old Notes are in more than one name or are not in the name of the actual owner, such holder should consult the W-9 Guidelines for information on which TIN to report. If such holder does not have a TIN, such holder should consult the W-9 Guidelines for instructions on applying for a TIN, check the box in Part 2 of the Substitute Form W-9 and write "applied for" in lieu of its TIN. Note: checking this box and writing "applied for" on the form means that such holder has already applied for a TIN or that such holder intends to apply for one in the near future. If such holder does not provide its TIN to the Issuers within 60 days, backup withholding will begin and continue until such holder furnishes its TIN to the Issuers. 6. TRANSFER TAXES. The Issuers will pay all transfer taxes, if any, applicable to the transfer of Old Notes to it or its order pursuant to the Exchange Offer. If, however, New Notes and/or substitute Old Notes not exchanged are to be delivered to, or are to be registered or issued in the name of, any person other than the registered holder of the Old Notes tendered hereby, or if tendered Old Notes are registered in the name of any person other than the person signing this Letter, or if a transfer tax is imposed for any reason other than the transfer of Old Notes to the Issuers or its order pursuant to the Exchange Offer, the amount of any such transfer taxes (whether imposed on the registered holder or any other persons) will be payable by the tendering holder. If satisfactory evidence of payment of such taxes or exemption therefrom is not submitted herewith, the amount of such transfer taxes will be billed directly to such tendering holder. EXCEPT AS PROVIDED IN THIS INSTRUCTION 6, IT IS NOT NECESSARY FOR TRANSFER TAX STAMPS TO BE AFFIXED TO THE OLD NOTES SPECIFIED IN THIS LETTER. 7. WAIVER OF CONDITIONS. The Issuers and the Guarantors reserve the absolute right to waive satisfaction of any or all conditions enumerated in the Prospectus. 8. NO CONDITIONAL TENDERS. No alternative, conditional, irregular or contingent tenders will be accepted. All tendering holders of Old Notes, by execution of this Letter, shall waive any right to receive notice of the acceptance of their Old Notes for exchange. Neither the Issuers, the Guarantors, the Exchange Agent nor any other person is obligated to give notice of any defect or irregularity with respect to any tender of Old Notes nor shall any of them incur any liability for failure to give any such notice. 12

9. MUTILATED, LOST, STOLEN OR DESTROYED OLD NOTES. Any holder whose Old Notes have been mutilated, lost, stolen or destroyed should contact the Exchange Agent at the address indicated above for further instructions. 10. REQUESTS FOR ASSISTANCE OR ADDITIONAL COPIES. Questions relating to the procedure for tendering, as well as requests for additional copies of the Prospectus and this Letter, may be directed to the Exchange Agent, at the address and telephone number indicated above. 13

TO BE COMPLETED BY ALL TENDERING HOLDERS (SEE INSTRUCTION 5) PAYORS' NAMES: SCG HOLDING CORPORATION, SEMICONDUCTOR COMPONENTS INDUSTRIES SUBSTITUTE Part I - PLEASE PROVIDE YOUR TIN:__________________________________ Form W-9 TIN IN THE BOX AT RIGHT AND (Social Security CERTIFY BY SIGNING AND Number or Employer DATING BELOW. Identification Number) --------------------------------------------------------------------------------------- Department of the Part 2 - TIN Applied For / / Treasury --------------------------------------------------------------------------------------- Internal Revenue CERTIFICATION: UNDER THE PENALTIES OF PERJURY, I Service CERTIFY THAT: Payor's Request For (1) the number shown on this form is my correct Taxpayer Taxpayer Identification Number (or I am waiting Identification Number for a number to be issued to me). ("TIN") and Certification (2) I am not subject to backup withholding either because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (the "IRS") that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and (3) any other information provided on this form is true and correct. SIGNATURE ___________________ DATE___________ - ---------------------------------------------------------------------------------------------------------------------- You must cross out item (2) of the above certification if you have been notified by the IRS that you are subject to backup withholding because of underreporting of interest or dividends on your tax return and you have not been notified by the IRS that you are no longer subject to backup withholding. - ---------------------------------------------------------------------------------------------------------------------- YOU MUST COMPLETE THE FOLLOWING CERTIFICATE IF YOU CHECKED THE BOX IN PART 2 OF SUBSTITUTE FORM W-9 CERTIFICATE OF AWAITING TAXPAYER IDENTIFICATION NUMBER I certify under penalties of perjury that a taxpayer identification number has not been issued to me, and either (a) I have mailed or delivered an application to receive a taxpayer identification number to the appropriate Internal Revenue Service Center or Social Security Administration Office or (b) I intend to mail or deliver an application in the near future. I understand that if I do not provide a taxpayer identification number by the time of the exchange, 31 percent of all reportable payments made to me thereafter will be withheld until I provide a number. ___________________________________ ____________________________ Signature Date 14

[This Page Intentionally Left Blank] 15

[This Page Intentionally Left Blank] 16

NOTICE OF GUARANTEED DELIVERY SCG HOLDING CORPORATION AND SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC OFFER TO EXCHANGE THEIR 12% SENIOR SUBORDINATED NOTES DUE 2009, WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR ANY AND ALL OUTSTANDING 12% SENIOR SUBORDINATED NOTES DUE 2009 This form or one substantially equivalent hereto must be used to accept the Exchange Offer of SCG Holding Corporation and Semiconductor Components Industries, LLC (together, the "Issuers") made pursuant to the Prospectus, dated [ ], 2000 (the "Prospectus"), and the enclosed Letter of Transmittal (the "Letter of Transmittal") if certificates for Old Notes are not immediately available or if the procedure for book-entry transfer cannot be completed on a timely basis or time will not permit all required documents to reach the Issuers prior to 5:00 P.M., New York City time, on the expiration date of the Exchange Offer. Such form may be delivered by mail or hand delivery to State Street Bank and Trust Company (the "Exchange Agent") as set forth below. In addition, in order to utilize the guaranteed delivery procedure to tender Old Notes pursuant to the Exchange Offer, a completed, signed and dated Letter of Transmittal must also be received by the Exchange Agent prior to 5:00 P.M., New York City time, on the expiration date of the Exchange Offer. Capitalized terms not defined herein are defined in the Letter of Transmittal. DELIVERY TO: STATE STREET BANK AND TRUST COMPANY, EXCHANGE AGENT BY MAIL: BY OVERNIGHT MAIL OR COURIER: Corporate Trust Department Corporate Trust Window, P.O. Box 778 2 Avenue de Lafayette, Fifth Floor Boston, Massachusetts 02102 Boston, Massachusetts 02111 ATTENTION: Mackenzie Elijah ATTENTION: Mackenzie Elijah BY HAND IN NEW YORK BY HAND IN BOSTON BETWEEN [ ] A.M. AND 5:00 P.M.: BETWEEN [ ] A.M. AND 5:00 P.M.: 61 Broadway Corporate Trust Window, 15th Floor 2 Avenue de Lafayette, Fifth Floor Corporate Trust Window Boston, Massachusetts 02111 New York, NY 10006 ATTENTION: Mackenzie Elijah FOR INFORMATION CALL: (617) 662-1525 DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY. 1

Ladies and Gentlemen: Upon the terms and conditions set forth in the Prospectus and the accompanying Letter of Transmittal, the undersigned hereby tenders to the Issuers the principal amount of Old Notes set forth below, pursuant to the guaranteed delivery procedure described in "The Exchange Offer -- Guaranteed Delivery Procedure" section of the Prospectus. 2

Principal Amount of Old Notes Name(s) of Record Holders(s): Tendered: $ - ------------------------------------ ---------------------------------- Certificate Nos. (if available): ---------------------------------- Address(es): - ------------------------------------ - ------------------------------------ ---------------------------------- ---------------------------------- If Old Notes will be delivered by book- Area Code and Telephone Number(s): entry transfer to The Depositary Trust Company, provide account number. ---------------------------------- Signature(s): Account Number ------------------------------ ---------------------------------- ---------------------------------- THE ACCOMPANYING GUARANTEE MUST BE COMPLETED. 3

GUARANTEE (NOT TO BE USED FOR SIGNATURE GUARANTEE) The undersigned, a firm that is a member firm of a registered national securities exchange or of the National Association of Securities Dealers, Inc., a commercial bank or trust company having an office correspondent in the United States or any "eligible guarantor" institution within the meaning of Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended, hereby (a) guarantees to deliver to the Exchange Agent, at one its address set forth above, the certificates representing all tendered Old Notes, in proper form for transfer, or a Book-Entry Confirmation, together with a properly completed and duly executed Letter of Transmittal), with any required signature guarantees, and any other documents required by the Letter of Transmittal within three New York Stock Exchange trading days after the date of execution of this Notice of Guaranteed Delivery. Name of Firm: --------------------------- ---------------------------------- (Authorized Signature) Address: ------------------------------- - ---------------------------------------- Area Code and Telephone Number: ---------------------- Title: ---------------------------- Name: ---------------------------- Date: ---------------------------- 4

SCG HOLDING CORPORATION AND SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC OFFER TO EXCHANGE THEIR 12% SENIOR SUBORDINATED NOTES DUE 2009, WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR ANY AND ALL OUTSTANDING 12% SENIOR SUBORDINATED NOTES DUE 2009 TO: BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES: Upon and subject to the terms and conditions set forth in the Prospectus, dated [ ], 2000 (the "Prospectus"), and the enclosed Letter of Transmittal (the "Letter of Transmittal"), an offer to exchange (the "Exchange Offer") registered 12% Senior Subordinated Notes due 2009 (the "New Notes") for any and all outstanding 12% Senior Subordinated Notes due 2009 (the "Old Notes") (CUSIP No. 783885AA4 for Old Notes offered and sold in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and CUSIP No. U8066HAA1 for Old Notes offered and sold pursuant to Regulation S under the Securities Act) is being made pursuant to such Prospectus. The Exchange Offer is being made in order to satisfy certain obligations of SCG Holding Corporation and Semiconductor Components Industries, LLC (together, the "Issuers") and the Issuers' domestic subsidiaries (each a "Guarantor" and collectively, the "Guarantors") contained in the Exchange Offer and Registration Rights Agreement, dated as of August 4, 1999, between the Issuers, the Guarantors, Chase Securities Inc., Donaldson, Lufkin & Jenrette Securities Corporation and Lehman Brothers Inc. We are requesting that you contact your clients for whom you hold Old Notes regarding the Exchange Offer. For your information and for forwarding to your clients for whom you hold Old Notes registered in your name or in the name of your nominee, or who hold Old Notes registered in their own names, we are enclosing the following documents: 1. Prospectus dated [ ], 2000; 2. The Letter of Transmittal for your use and for the information of your clients; 3. A Notice of Guaranteed Delivery to be used to accept the Exchange Offer if certificates for Old Notes are not immediately available or time will not permit all required documents to reach the Exchange Agent prior to the expiration date of the Exchange Offer or if the procedure for book-entry transfer cannot be completed on a timely basis; and 4. A form of letter which may be sent to your clients for whose account you hold Old Notes registered in your name or the name of your nominee, with space provided for obtaining such clients' instructions with regard to the Exchange Offer. Your prompt action is requested. The Exchange Offer will expire at 5:00 p.m., New York City time, on [ ], 2000 (30 calendar days following the commencement of the

Exchange Offer), unless extended by the Issuers. Old Notes tendered pursuant to the Exchange Offer may be withdrawn at any time before the expiration date for the Exchange Offer. To participate in the Exchange Offer, a duly executed and properly completed Letter of Transmittal, with any required signature guarantees and any other required documents, should be sent to the Exchange Agent and certificates representing the Old Notes should be delivered to the Exchange Agent, all in accordance with the instructions set forth in the Letter of Transmittal and the Prospectus. If holders of Old Notes wish to tender, but it is impracticable for them to forward their certificates for Old Notes prior to the expiration of the Exchange Offer or to comply with the book-entry transfer procedures on a timely basis, a tender may be effected by following the guaranteed delivery procedures described in the Prospectus under "The Exchange Offer - Guaranteed Delivery Procedures." Additional copies of the enclosed material may be obtained from the Exchange Agent, State Street Bank and Trust Company, 2 Avenue de Lafayette, Boston, Massachusetts 02111, telephone: (617) 662-1525 ATTENTION: Mackenzie Elijah. SCG HOLDING CORPORATION SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC 2

SCG HOLDING CORPORATION AND SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC OFFER TO EXCHANGE THEIR 12% SENIOR SUBORDINATED NOTES DUE 2009, WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR ANY AND ALL OUTSTANDING 12% SENIOR SUBORDINATED NOTES DUE 2009 TO OUR CLIENTS: Enclosed for your consideration is a Prospectus of SCG Holding Corporation and Semiconductor Components Industries, LLC, each a Delaware corporation (together, the "Issuers"), dated [ ], 2000 (the "Prospectus"), and the enclosed Letter of Transmittal (the "Letter of Transmittal") relating to the offer to exchange (the "Exchange Offer") of registered 12% Senior Subordinated Notes due 2009 (the "New Notes") for any and all outstanding 12% Senior Subordinated Notes due 2009 (the "Old Notes") (CUSIP No. 783885AA4 for Old Notes offered and sold in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and CUSIP No. U8066HAA1 for Old Notes offered and sold pursuant to Regulation S under the Securities Act), upon the terms and subject to the conditions described in the Prospectus. The Exchange Offer is being made in order to satisfy certain obligations of the Issuers and the Issuers' domestic subsidiaries (each a "Guarantor" and collectively, the "Guarantors") contained in the Exchange Offer and Registration Rights Agreement, dated as of August 4, 1999, between the Issuers, the Guarantors, Chase Securities Inc., Donaldson, Lufkin & Jenrette Securities Corporation and Lehman Brothers Inc. This material is being forwarded to you as the beneficial owner of the Old Notes carried by us in your account but not registered in your name. A TENDER OF SUCH OLD NOTES MAY ONLY BE MADE BY US AS THE HOLDER OF RECORD AND PURSUANT TO YOUR INSTRUCTIONS. Accordingly, we request instructions as to whether you wish us to tender on your behalf the Old Notes held by us for your account, pursuant to the terms and conditions set forth in the enclosed Prospectus and Letter of Transmittal. We also request that you confirm that we may, on your behalf, make the representations and warranties contained in the Letter of Transmittal. Your instructions should be forwarded to us as promptly as possible in order to permit us to tender the Old Notes on your behalf in accordance with the provisions of the Exchange Offer. THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON [ ], 2000 (30 CALENDAR DAYS FOLLOWING THE COMMENCEMENT OF THE EXCHANGE OFFER), UNLESS EXTENDED BY THE ISSUERS. ANY OLD NOTES TENDERED PURSUANT TO THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME BEFORE 5:00 P.M., NEW YORK CITY TIME ON THE EXPIRATION DATE FOR THE EXCHANGE OFFER.

Your attention is directed to the following: 1. The Exchange Offer is for any and all Old Notes. 2. The Exchange Offer is subject to certain conditions set forth in the Prospectus in the section captioned "The Exchange Offer -- Conditions." 3. Any transfer taxes incident to the transfer of Old Notes from the holder to the Issuers will be paid by the Issuers, except as otherwise provided in the Instructions in the Letter of Transmittal. 4. The Exchange Offer expires at 5:00 p.m., New York City time, on [ ], 2000, unless extended by the Issuers. If you wish to have us tender your Old Notes, please so instruct us by completing, executing and returning to us the instruction form set forth below. The Letter of Transmittal is furnished to you for information only and may not be used directly by you to tender Old Notes. INSTRUCTIONS WITH RESPECT TO THE EXCHANGE OFFER The undersigned acknowledge(s) receipt of your letter enclosing the Prospectus, dated [ ], of SCG Holding Corporation and Semiconductor Components Industries, LLC, each a Delaware corporation, and the related specimen Letter of Transmittal. This will instruct you to tender the number of Old Notes indicated below held by you for the account of the undersigned, pursuant to the terms and conditions set forth in the Prospectus and the related Letter of Transmittal. (Check one). Box 1 / / Please tender my Old Notes held by you for my account. If I do not wish to tender all of the Old Notes held by you for any account, I have identified on a signed schedule attached hereto the number of Old Notes that I do not wish tendered. Box 2 / / Please do not tender any Old Notes held by you for my account. Date , 2000 -------------------------------- ---------------------------------- Signature(s) ---------------------------------- ---------------------------------- Please print name(s) here ---------------------------------- Area Code and Telephone No. UNLESS A SPECIFIC CONTRARY INSTRUCTION IS GIVEN IN THE SPACE PROVIDED, YOUR SIGNATURE(S) HEREON SHALL CONSTITUTE AN INSTRUCTION TO US TO TENDER ALL OLD NOTES. 2