Tower Semiconductor Ltd. — Proxy Solicitation & Information Statement 2008

Jun 26, 2008

TOWER SEMICONDUCTOR LTD. NOTICE OF SPECIAL GENERAL MEETING OF SHAREHOLDERS

To Be Held On August 7, 2008

Notice is hereby given that a Special General Meeting (the “Meeting”) of the shareholders of Tower Semiconductor Ltd. (“Tower” or the “Company”), an Israeli company, will be held at the offices of the Company, Shaul Amor Street, Ramat Gavriel Industrial Park, Migdal Haemek, Israel, on Thursday, August 7, 2008, at 11:00 (Israel time) for the following purposes:

1. To appoint Mr. Alex Kornhauser to a three-year term as an external director.
2. To approve the terms of compensation and the performance-based bonus of our chief executive officer and director Mr. Russell Ellwanger.
3. To transact such other business as may properly come before the Meeting.

Shareholders of record at the close of business on July 1, 2008, are entitled to notice of, and to vote at the Meeting. All shareholders are cordially invited to attend the Meeting in person.

Shareholders who do not expect to attend the Meeting in person are requested to mark, date, sign and mail the enclosed proxy as promptly as possible in the enclosed stamped envelope. Beneficial owners who hold their shares through members of the Tel Aviv Stock Exchange ("TASE") may either vote their shares in person at the Meeting by presenting a certificate signed by a member of the TASE which complies with the Israel Companies Regulations (Proof of Ownership for Voting in General Meetings)-2000 as proof of ownership of the shares, or send such certificate along with a duly executed proxy to the Company at Shaul Amor Street, Ramat Gavriel Industrial Park, Post Office Box 619, Migdal Haemek 23105, Israel, Attention: Corporate Secretary.

By Order of the Board of Directors,

Dov Moran Chairman of the Board June 26, 2008