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                                                                   Exhibit 10.52

              ADDENDUM TO THE LICENSE AGREEMENT AND MUTUAL RELEASE

Reference is made to the LICENSE AGREEMENT AND MUTUAL RELEASE (the "Agreement")
made and entered into as of June 11, 2003, by and between ESS Technology
International Inc. ("ETI"), ESS Technology, Inc. ("ESS") and MediaTek
Incorporation ("MediaTek").

The following amendments to the Agreement are made pursuant to paragraph 11.2 of
the Agreement in order to clarify the issues with respect to responsibility for
the application for a tax exemption and the payment of the escrow funds for the
tax exemption, respectively described in paragraphs 4.2 and 13.3 of the
Agreement:

1.       The parties agree to continue working together in good faith to file an
         application, in the name of ETI/ESS, for the exemption of Taiwan's
         withholding tax on the initial license fee and quarterly royalty
         payments under the Agreement, and to provide each other all necessary
         documents and assistance in connection with this application. ETI/ESS
         agrees to first submit to MediaTek for review and comments the
         documents it prepares and proposes to provide to the taxing authority
         of the government of Taiwan for the purpose of the tax exemption
         filing, and, if necessary, to incorporate reasonable changes suggested
         by MediaTek. The references in the Agreement to "MediaTek's
         application" shall be interpreted to refer to this ETI/ESS application.

2.       Providing that ETI/ESS' application for a tax exemption is denied, in
         whole or in part, by the taxing authority of the government of Taiwan,
         MediaTek shall make withholding tax payments to the government of
         Taiwan, plus any additional withholding tax payments for applicable
         quarterly royalty payments, pursuant to paragraphs 4.2.1, 4.2.2 and
         relevant provisions of the Agreement, irrespective of ETI/ESS' decision
         as to whether to file an appeal against a denial of such tax exemption
         application, unless otherwise stipulated by both parties under the
         Agreement.

3.       In no event shall MediaTek be obligated or liable to file an appeal
         against a denial of ETI/ESS' application for tax exemption. However,
         MediaTek agrees to provide assistance, including but not limited to
         providing any documents required for or in connection with appeal
         proceedings, upon the request of ETI and/or ESS.

4.       If ETI/ESS' application is granted (either in response to the
         application, an appeal against a denial of the application, or
         administrative court proceedings whatsoever), MediaTek agrees to
         provide assistance to ESS/ETI to seek refund or return of the
         withholding taxes paid by MediaTek, if any, from relevant authorities
         of the government of Taiwan, including but not limited to providing any
         documents required for refund or return of the withholding taxes.
         MediaTek shall repay ETI/ESS, by wire transfer to an account specified
         by ETI, the refund or return of withholding taxes received from the
         government of Taiwan, if any, in accordance with paragraph 4 of the
         Agreement within ten (10) business days of MediaTek's receipt of the
         same.

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5.       If ETI/ESS' application for a withholding tax exemption described in
         paragraph 4.2 of the Agreement is granted (either in response to the
         application, an appeal against a denial of the application, or
         administrative court proceedings whatsoever), and the withholding tax
         payments called for in paragraph 4.2.1 and 4.2.2 of the Agreement, if
         any, have been paid to ETI, then the *** upon MediaTek's delivery to
         the *** under paragraph 2(b) of the ***.

6.       ESS and ETI agree that they shall not deliver any Application Approval
         Notice to the escrow agent until all possible appeals from a denial of
         the application have been exhausted.

IN WITNESS WHEREOF, THE PARTIES HERETO HAVE EXECUTED THIS ADDENDUM AS OF THE DAY
AND YEAR WRITTEN BELOW:

Dated 8 July 2003                           ESS TECHNOLOGY INTERNATIONAL, INC.

                                            By     /s/ Shiu Leung Chan
                                                   -----------------------------

                                            Name   Shiu Leung Chan

                                            Title  Chairman

Dated 8 July 2003                           ESS TECHNOLOGY, INC.

                                            By     /s/ Robert L. Blair
                                                   -----------------------------

                                            Name   Robert L. Blair

                                            Title  Chief Executive Officer

Dated 8 July 2003                           MEDIATEK INCORPORATION

                                            By     /s/ Ming-Kai Tsai
                                                   -----------------------------

                                            Name   Ming-Kai Tsai

                                            Title  Chairman

*** Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.

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