SIMTEK CORPORATION 1994 NON-QUALIFIED STOCK OPTION PLAN SEPTEMBER 27, 1994

                                                                     EXHIBIT 4.3
                                                                     -----------



                               SIMTEK CORPORATION

                      1994 NON-QUALIFIED STOCK OPTION PLAN

                               SEPTEMBER 27, 1994

        (AMENDED; DECEMBER 13, 1994, SEPTEMBER 15, 1995, OCTOBER 30, 1998
      APRIL 26, 2000, JANUARY 2, 2001, NOVEMBER 1, 2001, FEBRUARY 10, 2004,
        JULY 29, 2004, MAY 17, 2005, OCTOBER 27, 2005 and MARCH 24, 2006)



                               ELEVENTH AMENDMENT

                              DATED: March 24, 2006


Pursuant to a resolution approved by the Simtek Board of Directors on March 24,
2006, the 1994 Non-Qualified Stock Option Plan ("1994 Plan") of September 27,
1994 is amended such that the number of options to be granted under the plan be
increased from 17,000,000 to 20,600,000. Therefore Section 4.1 of the 1994 Plan
is amended to "A total of 20,600,000 shares are authorized for