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                                  EXHIBIT 99.3

                               OFFER TO EXCHANGE
                             EACH OUTSTANDING SHARE

                                       OF

                     C-CUBE MICROSYSTEMS INC. COMMON STOCK

                                      FOR

                                0.79 OF A SHARE

                                       OF

                      LSI LOGIC CORPORATION COMMON STOCK,
                         PURSUANT TO THE EXCHANGE OFFER
               DESCRIBED IN THE PROSPECTUS, DATED APRIL 13, 2001

         THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT,
         NEW YORK TIME, ON MAY 10, 2001, UNLESS THE OFFER IS EXTENDED.

To Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees:

     This letter relates to the offer by Clover Acquisition Corp. ("PURCHASER"),
a wholly owned subsidiary of LSI Logic Corporation ("LSI LOGIC"), to exchange
0.79 of a share of LSI Logic common stock, par value $0.01 per share, for each
outstanding share of common stock of C-Cube Microsystems Inc., par value $0.001
per share ("C-CUBE COMMON STOCK"), upon the terms and subject to the conditions
described in the Prospectus dated April 13, 2001 (as may from time to time be
amended, supplemented or finalized, the "PROSPECTUS"), and in the related Letter
of Transmittal enclosed herewith (the "OFFER"). The Offer is being made in
connection with a merger agreement, dated as of March 26, 2001, among LSI Logic,
Purchaser and C-Cube Microsystems Inc. ("C-CUBE"). The merger agreement
provides, among other things, that following completion of the Offer, Purchaser
will be merged with C-Cube, with C-Cube surviving the merger as a wholly owned
subsidiary of LSI Logic. Please furnish copies of the enclosed materials to
those of your clients for whose accounts you hold shares of C-Cube Common Stock
registered in your name or in the name of your nominee.

     The Offer is subject to several conditions described in the Prospectus,
which you should review in detail.

     For your information and for forwarding to your clients for whom you hold
shares of C-Cube Common Stock registered in your name or in the name of your
nominee, we are enclosing the following documents:

          1. The Prospectus;

          2. The Letter of Transmittal for your use in accepting the Offer and
     tendering shares of C-Cube Common Stock and for the information of your
     clients. Facsimile copies of the Letter of Transmittal with manual
     signatures may be used to tender shares of C-Cube Common Stock;

          3. The Notice of Guaranteed Delivery to be used to accept the Offer if
     certificates evidencing shares of C-Cube Common Stock are not immediately
     available or if such certificates and all other required documents cannot
     be delivered to EquiServe Trust Company, N.A. (the "Exchange Agent") on or
     prior to the expiration date (as defined in the Prospectus) or if the
     procedures for book-entry transfer cannot be completed by the expiration
     date;

          4. A printed form of letter which may be sent to your clients for
     whose accounts you hold shares of C-Cube Common Stock registered in your
     name or in the name of your nominee, with space provided for obtaining such
     clients' instructions with regard to the Offer;
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          5. Guidelines for certification of Taxpayer Identification Number on
     Substitute Form W-9. Stockholders who fail to complete and sign the
     Substitute Form W-9 may be subject to a required federal backup withholding
     tax of 31% of the cash payable to such stockholder or other payee for
     fractional shares pursuant to the Offer; and

          6. A copy of C-Cube's Solicitation/Recommendation Statement on
     Schedule 14D-9.

          7. A return envelope addressed to the Exchange Agent for your use
     only.

     Upon the terms and subject to the conditions of the Offer (including, if
the Offer is extended or amended, the terms and conditions of any such extension
or amendment), Purchaser will accept for exchange shares of C-Cube Common Stock
which are validly tendered prior to the expiration date and not theretofore
properly withdrawn when and if Purchaser gives oral or written notice to the
Exchange Agent of Purchaser's acceptance of such shares of C-Cube Common Stock
for exchange pursuant to the Offer. Issuance of shares of LSI Logic common stock
and payment of cash payable in lieu of fractional shares, if any, will in all
cases be made only after timely receipt by the Exchange Agent of (i)
certificates for such shares of C-Cube Common Stock, or timely confirmation of a
book-entry transfer of such shares of C-Cube Common Stock into the Exchange
Agent's account at the Depository Trust Company, pursuant to the procedures
described in the section of the Prospectus entitled "The
Transaction -- Procedure for Tendering," (ii) a properly completed and duly
executed Letter of Transmittal (or a properly completed and manually signed
facsimile thereof) or an Agent's Message (as defined in the Prospectus) in
connection with a book-entry transfer and (iii) all other documents required by
the Letter of Transmittal.

     Neither LSI Logic nor Purchaser nor any officer, director, stockholder,
agent or other representative of LSI Logic or Purchaser will pay any fees or
commissions to any broker or dealer or other person (other than the Information
Agent and the Exchange Agent as described in the Prospectus) with respect to
soliciting tenders of shares of C-Cube Common Stock pursuant to the Offer.

     Purchaser will, however, upon request, reimburse brokers, dealers,
commercial banks and trust companies for customary mailing and handling costs
incurred by them in forwarding the enclosed materials to their customers.

     WE URGE YOU TO CONTACT YOUR CLIENTS AS PROMPTLY AS POSSIBLE. PLEASE NOTE
THAT THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK TIME, ON
MAY 10, 2001, UNLESS THE OFFER IS EXTENDED.

     In order to take advantage of the Offer, a duly executed and properly
completed Letter of Transmittal (or a manually signed facsimile thereof), with
any required signature guarantees, or an Agent's Message in connection with a
book-entry transfer of shares of C-Cube Common Stock, and any other required
documents, should be sent to the Exchange Agent, and certificates representing
the tendered shares of C-Cube Common Stock should be delivered or such shares of
C-Cube Common Stock should be tendered by book-entry transfer, all in accordance
with the Instructions described in the Letter of Transmittal and in the
Prospectus.

     If holders of shares of C-Cube Common Stock wish to tender, but it is
impracticable for them to forward their certificates or other required documents
or to complete the procedures for delivery by book-entry transfer prior to the
expiration of the Offer, a tender may be effected by following the guaranteed
delivery procedures specified in the section of the Prospectus entitled "The
Transaction -- Guaranteed Delivery."

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     Any inquiries you may have with respect to the Offer should be addressed
to, and additional copies of the enclosed materials may be obtained from us, at
the address and telephone number set forth on the back cover of the Prospectus.

                                          Very truly yours,

                                          D.F. King & Co., Inc.

     NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL AUTHORIZE YOU
TO BE THE AGENT OF LSI LOGIC, PURCHASER, THE INFORMATION AGENT, THE EXCHANGE
AGENT OR ANY AFFILIATE OF ANY OF THE FOREGOING, OR AUTHORIZE YOU OR ANY OTHER
PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENT ON BEHALF OF ANY OF THEM IN
CONNECTION WITH THE OFFER OTHER THAN THE DOCUMENTS ENCLOSED HEREWITH AND THE
STATEMENTS CONTAINED THEREIN.

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