U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act
of 1934
Date of Report (Date of earliest event reported): December 11,
1996
INTERNATIONAL SEMICONDUCTOR CORP.
_________________________________________________________________
(Exact name of small business issuer as specified in its
charter)
. Nevada 13-3432597
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
. 2950 31st Street, Suite 240, Santa Monica, California 90405
(Address of principal executive offices) (Zip Code)
. (310) 425-2376
(Issuer's telephone number, including area code)
. N/A
(Former name, former address and former fiscal year, if changed
since last report)
ITEM 9. Sales of Equity Securities Pursuant to Regulation S.
On May 7, 1997, the Company concluded a placement of 4%
Convertible Debentures Due October 1, 1997 with Karlin Investment
Corp., a non-U.S. corporate entity, in the amount of $100,000.
This placement was arranged by Israel Securities Corporation,
which received a commission of 7% for its services. The terms of
the conversion rights are such that the holder of these notes may
convert all or a portion of the principal and interest due at any
time after 45 days and before one year from the date of closing,
into common stock of the Company at the conversion rate of 100%
of market price on the date of closing or 75% of the
market price on the date of conversion, at the choice of the
holder.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
Date: May 21, 1997 /s/ Robert M. Terry
Robert M. Terry,
President
/s/ Jerome Saver
Jerome Saver, Chief
Financial
Officer
