Exhibit 4(e)


                               LICENCE AGREEMENT

THIS LICENCE AGREEMENT is made this 16th day of January, 2001.

BETWEEN

1st Silicon (Malaysia) Sdn Bhd (Company No. 456668-U), a company incorporated
and registered in Malaysia and having its registered office at 1, Silicon
Drive, Sama Jaya Free Industrial Zone, 93350 Kuching, Sarawak (hereinafter
referred to as "THE LICENSOR" which expression where the context so admits
shall include its successors, assigns and representatives) of the one part

AND

ASE Electronics (M) Sdn Bhd (No. 212592-H), a company incorporated and
registered in Malaysia and having its registered office at Plot 20, Phase 4,
Bayan Lepas Free Industrial Zone, 11900 Penang (hereinafter referred to as "THE
LICENSEE" which expression where the context so admits shall include its
successors, assigns and representatives) of the other part.

WHEREAS THE LICENSOR is the registered owner of all that parcel of land
including all the Wafer Fab Plant and the appurtenances thereof situate at the
Muara Tebas Land District and known as Lot Number 1270, Block 12 with the
business address registered as 1, Silicon Drive, Sama Jaya Free Industrial
Zone, 93350 Kuching, Sarawak, Malaysia ("the said land").

WHEREAS THE LICENSOR is desirous of permitting THE LICENSEE to occupy all that
space on the test floor area within the Building known as the Wafer Fabrication
Plant situate on the said land as more clearly outlined in red in the attached
Plan, the location and the area to be occupied ("the Test Floor Area") are more
particularly provided in Schedule III annexed hereto for the purpose of the
Wafer test/sort activities upon the terms and conditions as set out below.

NOW IT IS AGREED AS FOLLOWS:

1.    THE LICENSEE shall have full right under the license to enter upon the
      Test Floor Area and occupy the Work Station(s) built within the Test
      Floor Area for the purpose of the Wafer test/sort activities. The term
      "Work Station(s)" means a combination of one tester and one prober or one
      tester and a number of probers including any updated, improved or
      modified version of such tester or prober(s) thereof to be located in an
      area as defined in Schedule l hereof.

2.    THE LICENSEE shall pay to THE LICENSOR for the occupation of the Work
      Station(s) a fee in the sum as set out in Schedule II hereto payable on
      the effective date of this agreement on a pro-rated basis in the event
      that the move-in period is less than one month and thereafter within the
      first week or every month.

3.    THE TERM of the licence shall be for a period of two (2) years commencing
      on the date of the equipment move in ("the effective date") but if after
      the expiry of the term THE LICENSEE continues to use the Work Station(s)
      without objection by THE LICENSOR then THE LICENSOR shall be subject to
      fourteen (14) days notice of termination by either party at any time but
      otherwise upon the terms of this agreement. The term "equipment" means
      all or any equipment use or required for the purpose of the Wafer
      test/sort activities.

4.0   THE LICENSOR shall not during the continuance of this Licence and without
      the written consent of THE LICENSEE grant to any person other than THE
      LICENSEE any licence to occupy the Work Station(s) designated to THE
      LICENSEE for any purpose.


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4.1   THE LICENSOR shall permit THE LICENSEE to remove and take away from the
      Work Station(s) all fixtures and fittings which belong to THE LICENSEE at
      THE LICENSEE's costs and expenses and without damage to the Work
      Station(s) or the Test Floor Area.

5.0   THE LICENSEE is aware and acknowledges that there will be other occupiers
      within the test floor area and agrees that it shall not in any way impede
      or obstruct the rights of the other occupiers of the test floor area or
      in any way cause a nuisance to the other occupiers of the test floor
      area.

      Similarly the LICENSOR will not allow its employees or its agents or its
      visitors to impede or obstruct the rights of the Licensee or in airy way
      cause a nuisance to the Licensee at the Teat Floor Area.

5.1   THE LICENSEE shall during the continuance of this licence maintain the
      Work Station(s) and all fixtures and fittings (if any) in it in
      tenantable condition.

5.2   THE LICENSEE shall not permit or suffer any of THE LICENSOR'S articles to
      be removed from the Work Station(s), Test Floor Area or Building without
      the written consent of THE LICENSOR.

5.3   THE LICENSEE shall use the Work Station(s) for the purpose as stated
      herein only.

5.4   THE LICENSEE shall insure and keep insured through out the continuance of
      this agreement its equipment, spares and hardware from loss or damage
      against fire, explosion and theft. Such premiums will be borne by THE
      LICENSEE.

6.    During the term of this Agreement, THIS LICENCE may be terminated:-

6.1   By either party by giving six (6)months written notice;

6.2   By either party of not less than one (1) month written notice if the
      other party fails to perform or observe any of the terms or conditions of
      this agreement to be performed and observed by the respective party;

6.3   By either party without prior notice if:

6.3.1 either party becomes bankrupt or has a receiving order made against it
      or enters into any composition or arrangement with creditors generally;

6.3.2 either party enters into liquidation whether compulsory or voluntary
      other than for a purpose of reconstruction.;

6.3.3.THE LICENSEE suffers any execution to be levied upon its goods in the
      Work Station(s).

7.    THE LICENSEE shall be responsible for the facilitization and
      defacilitization of the equipment from the distribution board to the Work
      Station at its own costs. THE LICENSOR will assist THE LICENSEE in
      looking for a Sub-Contractor to do the said facilitization and
      defacilitization and to pay up-front fees to the said Sub-Contractor. THE
      LICENSEE shall reimburse any or all fees charges including service tax
      incurred by THE LICENSOR in connection with the above work. The
      facilitization and defacilitization of the equipment from the main or
      facility equipment to the distribution board shall be the responsibility
      of THE LICENSOR at no costs to THE LICENSEE.

8.    THE LICENSOR will supply CDA, power-Vac, water, plant vacuum to the Work
      Station(s) or for use of THE LICENSEE and in common with THE LICENSOR THE
      LICENSEE will be entitle to use air-conditioning, electricity, lighting
      and collection of commercial waste deposited by THE LICENSEE at the
      storage facility designated by THE LICENSOR at no costs to THE LICENSEE.
      However, THE LICENSEE shall bear all telephone bills incurred by THE
      LICENSEE including any costs of repair in respect of the above services
      and


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      items provided by THE LICENSOR, which are directly caused by THE LICENSEE
      during the term of this Agreement or licence.

9.    THE LICENSOR will provide a maintenance room of approximately 300 square
      feet at the Test Floor Area to THE LICENSEE for storage and maintenance
      of equipment tool in connection with the wafer sort activities.

10.   This Agreement binds the assigns and successors in title of each of the
      parties hereto.

11.   The law applicable in any action arising out of this Agreement shall be
      the governing law of Malaysia applicable in Sarawak and the parties
      hereto submit themselves to the jurisdiction of the Malaysian Courts.

12.   THE LICENSEE shall during the term of this agreement display clearly on
      THE LICENSEE's vehicle the relevant security passes to be issued to THE
      LICENSEE by THE LICENSOR when entering THE LICENSOR'S premises and THE
      LICENSEE shall strictly abide to all the rules and regulations of THE
      LICENSOR.

13.   The LICENSEE shall be entitled to the use and enjoyment of the common
      areas, open spaces, staircases, lifts, washroom, lavatories, cafeteria,
      pantry, changing rooms and car parking areas save for those areas
      designated by the Licensee as restricted areas.

14.   NOTICES GIVEN under or in any way connected with this Agreement or the
      licence hereby created shall be in writing and be sufficiently served on
      THE LICENSEE if forwarded to THE LICENSEE by registered post to the
      address of THE LICENSEE herein before stated and shall be sufficiently
      served on THE LICENSOR if sent to THE LICENSOR at its above mentioned
      address by registered post and shall be deemed to be given at the time
      when in due course of post it would be delivered at the address to which
      it is sent to.

IN WITNESS WHEREOF the parties hereto have hereunto set their hands the day and
year first hereinbefore written.

SIGNED by                                  )
for and on behalf of                       )
1st SILICON (MALAYSIA) SDN. BHD.           ) /s/ Claudio G. Loddo
(456668-U) (THE LICENSOR)                  )
in the presence of:-                       )


SIGNED by                                  )ASE ELECTRONICS (M) SDN. BHD.
for and on behalf of                       )
ASE Electronics (M) Sdn Bhd                ) /s/ David Hsiang
(212592-H) (THE LICENSEE)                  )-----------------------------
in the presence of:-                       )Authorized Signatories


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                                   SCHEDULE I

Item                                  Particulars
----                                  -----------
Location of the Work Station(s)       Test Floor area of approximately 3,000
                                      square feet, Ground Floor, Wafer Fab
                                      Plant, situate at 1 Silicon Drive, Sama
                                      Jaya Free Industrial Zone, 93350 Kuching



                                  SCHEDULE II

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Item            Workstation A    Workstation B    Workstation C    Workstation D
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Tester          1                1                1                1
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Prober          1                2                3                4
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Rental (USD)    2500.00          3850.00          5260.00          6680.00
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