<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3 )*
FLEXTRONICS INTERNATIONAL LTD.
- --------------------------------------------------------------------------------
(Name of Issuer)
ORDINARY SHARES
- --------------------------------------------------------------------------------
(Title of Class of Securities)
Y2573F 10 2
--------------------------------
(CUSIP Number)
*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
disclosures provided in a prior cover page.
The information required on 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 of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE> 2
CUSIP NO. Y2573F 10 2 SCHEDULE 13G PAGE 2 OF 5 PAGES
--------------------- ----- -----
(1) NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RICHARD L. SHARP
###-##-####
---------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ X ]
---------------------------------------------------------------------
(3) SEC USE ONLY
---------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
---------------------------------------------------------------------
(5) SOLE VOTING POWER
704,769 SHARES OF WHICH 39,250 SHARES ARE
SUBJECT TO OPTIONS THAT ARE EXCERCISABLE WITHIN
60 DAYS OF FEBRUARY 15, 1998.
NUMBER OF --------------------------------------------------------
SHARES (6) SHARED VOTING POWER
OWNED BY 225,000 SHARES ARE BENEFICIALLY OWNED BY BETHANY
EACH LIMITED PARTNERSHIP OF WHICH MR. SHARP IS THE
REPORTING GENERAL PARTNER.
PERSON --------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER
PERSON WITH 704,769 SHARES OF WHICH 39,250 SHARES ARE
SUBJECT TO OPTIONS THAT ARE EXCERCISABLE WITHIN
60 DAYS OF FEBRUARY 15, 1998.
--------------------------------------------------------
(8) SHARED DISPOSITIVE POWER
225,000 SHARES ARE BENEFICIALLY OWNED BY BETHANY
LIMITED PARTNERSHIP OF WHICH MR. SHARP IS THE
GENERAL PARTNER.
--------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
929,769
---------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
---------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.8%
---------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON*
IN
---------------------------------------------------------------------
<PAGE> 3
Page 3 of 5
ITEM 1.
(a) Name of Issuer:
Flextronics International Ltd.
(b) Address of Issuer's Principal Executive Offices:
514 Chai Chee Lane #04-13
Bedok Industrial Estate
Singapore 1646
ITEM 2.
(a) Name of Person Filing:
Richard L. Sharp
(b) Address of Principal Business Office:
c/o Circuit City Stores
9950 Mayland Drive
Richmond, Virginia 23233
(c) Citizenship:
United States
(d) Title of Class of Securities:
Ordinary Shares
(e) CUSIP Number:
Y2573F 10 2
ITEM 3.
Not applicable.
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned:929,769 ORDINARY SHARES
(b) Percent of Class: 4.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: 704,769
(ii) shared power to vote or direct the vote: 225,000
(iii) sole power to dispose or to direct the disposition of: 704,769
(iv) shared power to dispose or to direct the disposition of: 225,000
<PAGE> 4
Page 4 of 5
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
The Reporting Person has ceased to be the beneficial owner of more
than five percent of the class of securities [ X ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION 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 purposes or effect.
<PAGE> 5
Page 5 of 5
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.
Dated: February 13, 1998
By: /s/ Richard L. Sharp
--------------------------------------------
Richard L. Sharp