Synopsys Announces Joint Research and Development Agreement with IBM for
Multi-Million Gate Circuit Designs

AGREEMENT LEVERAGES SYNTHESIS AND DEEP SUBMICRON STRENGTHS

February 12, 1996 -- Synopsys, Inc. (NASDAQ: SNPS) today announced a
six-year agreement with International Business Machines Corporation (NYSE:
IBM) to jointly develop tools and methodologies for designing complex
integrated circuits (ICs) with gate counts as high as 10 million.

The two companies intend to set a new standard for complex IC design by
delivering next-generation tools and methodologies capable of handling
process technologies with geometries below 0.25 microns. Both companies
believe that today's industry standard design flows will not work at such
small geometries. Most high-end designers today are designing in
0.5-micron technology with few designs exceeding one million gates.

The agreement couples Synopsys, the leading supplier of synthesis
technology, which is an essential productivity tool for designing
high-gate-count ICs, with IBM and its large reservoir of leading edge,
internally developed IC design tools, deep submicron silicon expertise and
engineering resources. The companies plan to leverage each other's
expertise to develop dramatically better solutions that speed new, highly
complex designs to market.

Synopsys will market and service all products developed by the R&D team. In
addition, Synopsys will acquire certain rights to IBM proprietary
technology for approximately $41 million in cash and notes. Synopsys
anticipates an in-process research and development charge resulting from
the transaction of at least $33 million in the current quarter, ending
March 30, 1996.

"The design flows being used today for 0.5-micron technologies will not be
acceptable below quarter micron," stated Aart de Geus, Synopsys president
and CEO. "To be able to get the best performance possible from the next
generation of silicon, designers will need a new design flow. IBM is an
ideal partner because they share our vision to develop technology
independent solutions for our customers."

IBM's advanced deep submicron silicon and proven sign-off capabilities will
be used as a driver for design tool development. Both the resulting design
tools and methodologies will be designed to be technology independent and
available to all Synopsys semiconductor partners and customers.

Key areas of development will include next-generation synthesis
capabilities, advanced test methodologies and tools, design planning, and
static timing sign-off. Development efforts are underway and new products
will be introduced over the next eighteen months. AIX platforms (RS6000)
will be used as one of the development platforms for this joint effort.
 
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