EXHIBIT 32

      CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
                                   PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Gelu Voicu, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002, that the Amendment No. 1 to
the Annual Report of Catalyst Semiconductor, Inc. on Form 10-K for the fiscal
year ended May 2, 2004 fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934 and that information contained in
such Annual Report on Form 10-K fairly presents in all material respects the
financial condition and results of operations of Catalyst Semiconductor, Inc.

                                 By:  /s/ Gelu Voicu
                                      ----------------------------------------
                                 Name: Gelu Voicu
                                 Title:President and Chief Executive Officer

I, Thomas E. Gay III, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Amendment
No. 1 to the Annual Report of Catalyst Semiconductor, Inc. on Form 10-K for the
fiscal year ended May 2, 2004 fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 and that information
contained in such Annual Report on Form 10-K fairly presents in all material
respects the financial condition and results of operations of Catalyst
Semiconductor, Inc.

                                 By: /s/ Thomas E. Gay III
                                     ---------------------------------
                                 Name: Thomas E. Gay III
                                 Title:Vice President of Finance
                                       and Administration and
                                       Chief Financial Officer