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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
SMARTFLEX SYSTEMS, INC.
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(Name of Issuer)
Common Stock, $.0025 par value
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(Title of Class of Securities)
83169K 10 8
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [X]. (A fee
is not required only if the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section the
Act but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 5 pages
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SCHEDULE 13G
CUSIP NO. 83169K 10 8 PAGE 2 OF 5 PAGES
----------------- --- ---
===============================================================================
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SILICON SYSTEMS, INC.
95-2774485
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware corporation
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5 SOLE VOTING POWER
0
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NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY Not applicable.
OWNED BY ------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 0
WITH ------------------------------------------------------
8 SHARED DISPOSITIVE POWER
Not applicable.
- -------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
- -------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
- -------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0 %
- -------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
CO
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Page 2 of 5 pages
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ITEM 1.
(a) Name of Issuer: Smartflex Systems, Inc.
(b) Address of Issuer's Principal Executive Offices:
14312 Franklin Avenue
Tustin, California 92680
ITEM 2.
(a) Name of Person Filing: Silicon Systems, Inc.
(b) Address of Principal Business Office:
14351 Myford Road
Tustin, California 92680
(c) Citizenship: United States (Delaware corporation)
(d) Title of Class of Securities: Common Stock, $.0025 par value
(e) CUSIP Number: 83169K 10 8
ITEM 3.
If this statement is filed pursuant Rule 13d-1(b), or 13d-2(b), check
whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance company as defined in Section 3(a)(19) of the
Act;
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act;
(e) [ ] Investment advisor registered under Section 203 of the
Investment Advisors Act of 1940;
(f) [ ] Employee benefit plan, pension fund which is subject to
the provisions of the Employee Retirement Income
Security Act of 1974 or endowment fund;
(g) [ ] Parent holding company, in accordance with Section
240.13d-1(b)(ii)(G);
(h) [ ] A group, in accordance with Section 240.13d-1(b)(1)(2)(H).
Page 3 of 5 pages
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ITEM 4. OWNERSHIP.
<TABLE>
<S> <C> <C> <C>
(a) Amount beneficially owned: 0
(b) Percent of class: 0 %
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: Not applicable.
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: Not applicable.
</TABLE>
ITEM 5. OWNERSHIP OF 5% OR LESS OF CLASS.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more
than 5% of the class of securities, check the following: [X]
As of June 28, 1996, Silicon Systems, Inc., transferred to TDK U.S.A.
Corporation, a New York Corporation, 1,161,614 shares of Smartflex Systems,
Inc. Common Stock.
ITEM 6. OWNERSHIP OF MORE THAN 5% ON BEHALF OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
By signing below, I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course
of business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purpose or effect.
Page 4 of 5 pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete
and correct.
Date: June 28, 1996 SILICON SYSTEMS, INC.
A Delaware Corporation
By: /s/ MARTIN H. JURICK
------------------------
Name: Martin H. Jurick
Title: Senior Vice President
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