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- -------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION -----------------------------
FORM 3 WASHINGTON, D.C. 20549 OMB APPROVAL
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INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES OMB Number: 3235-0104
Expires: September 30, 1998
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Estimated average burden
Section 17(a) of the Public Utility Holding Company Act of 1935 or hours per response .... 0.5
(Print or Type Responses) Section 30(f) of the Investment Company Act of 1940 -----------------------------
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<S><C>
1. Name and Address of Reporting Person* 2. Date of Event Re- 4. Issuer Name AND Ticker or Trading Symbol
quiring Statement
Winbond Int'l. Corporation (Month/Day/Year) Information Storage Devices, Inc. (ISDI)
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(Last) (First) (Middle) 5/20/98 5. Relationship of Reporting Person(s) 6. If Amendment, Date
----------------------- to Issuer (Check all applicable) of Original
3. IRS or Social Se- Director X 10% Owner (Month/Day/Year)
curity Number of ---- ----
No. 4, Creation Rd. III Reporting Person Officer (give Other (specify ---------------------
- ------------------------------------------------- (Voluntary) title below) below) 7. Individual or
(Street) ---- ---- Joint/Group Filing
(Check Applicable
Line)
--------------------------- Form filed by One
Reporting Person
---
Form filed by
More than One
Science-Based Industrial Park X Reporting Person
Hsinchu, Taiwan, R.O.C. ---
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(City) (State) (Zip) TABLE I -- NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
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1. Title of Security 2. Amount of Securities 3. Ownership 4. Nature of Indirect Beneficial
(Instr. 4) Beneficially Owned Form: Direct Ownership (Instr. 5)
(Instr. 4) (D) or Indirect
(I) (Instr. 5)
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Common Stock 1,228,000 I Direct and through affiliated
record owners identified on
continuation form.
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. (Over)
* If the form is filed by more than one reporting person, SEE Instruction 5(b)(v). SEC 1473 (7-97)
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED
TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.
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FORM 3 (CONTINUED) TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE
SECURITIES)
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<S><C>
1. Title of Derivative Security 2. Date Exer- 3. Title and Amount of Securities 4. Conver- 5. Owner- 6. Nature of Indirect
(Instr. 4) cisable and Underlying Derivative Security sion or ship Beneficial
Expiration (Instr. 4) Exercise Form of Ownership
Date Price of Deriv- (Instr. 5)
(Month/Day/ Deri- ative
Year) vative Security:
-------------------------------------------------- Security Direct
Amount (D) or
Date Expir- of Indirect
Exer- ation Title Number (I)
cisable Date of
Shares (Instr. 5)
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Explanation of Responses:
Winbond Int'l. Corporation
Winbond Electronics Corporation
Peaceful River Corp.
Pigeon Creek Holding Co., Ltd.
By: Ding-Yuan Yang May 29, 1998
------------------------------------- ----------------------
**Intentional misstatements or omissions of facts constitute Federal **Signature of Reporting Person Date
Criminal Violations. SEE 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Attorney-in-fact
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
SEE Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB Number. Page 2
SEC 1473 (7-97)
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CONTINUATION OF FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
1. Name and Address of Reporting Person:
Winbond Int'l. Corporation
No. 4, Creation Road III
Science-Based Industrial Park
Hsinchu, Taiwan, R.O.C.
2. Date of Event Requiring Statement: 5/20/98
3. N/A
4. Issuer Name and Ticker or Trading Symbol: Information Storage Devices,
Inc. (ISDI)
5. Relationship of Reporting Person(s) to Issuer: 10% Owner
6. N/A
7. Form filed by the reporting person with respect to the following securities
owned by Pigeon Creek Holding Co., Ltd.:
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Amount of Securities
Title of Security Beneficially Owned Ownership Form
- ----------------- -------------------- --------------
<S> <C> <C>
Common Stock 483,000 Direct
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<PAGE>
CONTINUATION OF FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
1. Name and Address of Reporting Person:
Winbond Int'l. Corporation
No. 4, Creation Road III
Science-Based Industrial Park
Hsinchu, Taiwan, R.O.C.
2. Date of Event Requiring Statement: 5/20/98
3. N/A
4. Issuer Name and Ticker or Trading Symbol: Information Storage Devices,
Inc. (ISDI)
5. Relationship of Reporting Person(s) to Issuer: 10% Owner
6. N/A
7. Form filed by the reporting person with respect to the following securities
held by Peaceful River Corp.:
<TABLE>
<CAPTION>
Amount of Securities
Title of Security Beneficially Owned Ownership Form
- ----------------- -------------------- --------------
<S> <C> <C>
Common Stock 255,000 Direct
</TABLE>
<PAGE>
CONTINUATION OF FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
1. Name and Address of Reporting Person:
Winbond Int'l. Corporation
No. 4, Creation Road III
Hsinchu, Taiwan, R.O.C.
2. Date of Event Requiring Statement: 5/20/98
3. N/A
4. Issuer Name and Ticker or Trading Symbol: Information Storage Devices,
Inc. (ISDI)
5. Relationship of Reporting Person(s) to Issuer: 10% Owner
6. N/A
7. Form filed by the reporting person with respect to the following securities
owned by Winbond Int'l Corporation:
<TABLE>
<CAPTION>
Amount of Securities
Title of Security Beneficially Owned Ownership Form
- ----------------- -------------------- --------------
<S> <C> <C>
Common Stock 490,000 Direct
</TABLE>
<PAGE>
CONTINUATION OF FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
1. Name and Address of Reporting Person:
Winbond Electronics Corporation
No. 4, Creation Road III
Science-Based Industrial Park
Hsinchu, Taiwan, R.O.C.
2. Date of Event Requiring Statement: 5/20/98
3. N/A
4. Issuer Name and Ticker or Trading Symbol: Information Storage Devices,
Inc. (ISDI)
5. Relationship of Reporting Person(s) to Issuer: 10% Owner
6. N/A
7. Form filed by the reporting person with respect to the following
securities beneficially owned by Winbond Electronics Corporation:
<TABLE>
<CAPTION>
Amount of Securities
Title of Security Beneficially Owned Ownership Form
- ----------------- -------------------- --------------
<S> <C> <C>
Common Stock 1,228,000 Indirect
</TABLE>
<PAGE>
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5 and Schedule 13D
Know all persons by these presents, that the undersigned hereby
constitutes and appoints each of Ding-Yuan Yang and Lee Chen signing singly,
as his/her, its true and lawful agent and attorney-in-fact to:
1. execute for and on behalf of the undersigned Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of
1934 as amended (the "Exchange Act") and the General Rules and
Regulations promulgated thereunder (the "Rules");
2. execute for and on behalf of the undersigned a Schedule 13D or
Schedule 13G, and any amendments thereto, in accordance with
Section 13(d) of the Exchange Act and the Rules;
3. do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete the
execution of any such Form 3, 4 or 5 or Schedule 13D or 13G and the
timely filing of such forms with the United States Securities and
Exchange Commission and any other authority or exchange; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in
his/her discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or his/her substitute or substitutes, shall lawfully do or
cause to be done by virtue of this Power of Attorney and the rights and
powers herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming any of the undersigned's responsibilities to
comply with Section 16 and Section 13 of the Exchange Act and the Rules
thereunder.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 28th day of May, 1998.
WINBOND INT'L CORPORATION
By: /s/ Yung Chin
-------------------------------
(Signature)
Title: President
----------------------------
<PAGE>
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5 and Schedule 13D
Know all persons by these presents, that the undersigned hereby
constitutes and appoints each of Ding-Yuan Yang and Lee Chen signing singly,
as his/her, its true and lawful agent and attorney-in-fact to:
1. execute for and on behalf of the undersigned Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of
1934 as amended (the "Exchange Act") and the General Rules and
Regulations promulgated thereunder (the "Rules");
2. execute for and on behalf of the undersigned a Schedule 13D or
Schedule 13G, and any amendments thereto, in accordance with
Section 13(d) of the Exchange Act and the Rules;
3. do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete the
execution of any such Form 3, 4 or 5 or Schedule 13D or 13G and the
timely filing of such forms with the United States Securities and
Exchange Commission and any other authority or exchange; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in
his/her discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or his/her substitute or substitutes, shall lawfully do or
cause to be done by virtue of this Power of Attorney and the rights and
powers herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming any of the undersigned's responsibilities to
comply with Section 16 and Section 13 of the Exchange Act and the Rules
thereunder.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 29th day of May, 1998.
WINBOND ELECTRONICS CORPORATION
By: /s/ Ding-Yuan Yang
-------------------------------
(Signature)
Title: President
----------------------------
<PAGE>
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5 and Schedule 13D
Know all persons by these presents, that the undersigned hereby
constitutes and appoints each of Ding-Yuan Yang and Lee Chen signing singly,
as his/her, its true and lawful agent and attorney-in-fact to:
1. execute for and on behalf of the undersigned Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of
1934 as amended (the "Exchange Act") and the General Rules and
Regulations promulgated thereunder (the "Rules");
2. execute for and on behalf of the undersigned a Schedule 13D or
Schedule 13G, and any amendments thereto, in accordance with
Section 13(d) of the Exchange Act and the Rules;
3. do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete the
execution of any such Form 3, 4 or 5 or Schedule 13D or 13G and the
timely filing of such forms with the United States Securities and
Exchange Commission and any other authority or exchange; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in
his/her discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or his/her substitute or substitutes, shall lawfully do or
cause to be done by virtue of this Power of Attorney and the rights and
powers herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming any of the undersigned's responsibilities to
comply with Section 16 and Section 13 of the Exchange Act and the Rules
thereunder.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 29th day of May, 1998.
PEACEFUL RIVER CORP.
By: /s/ Yu-Cheng Chiao
-------------------------------
(Signature)
Title: Chairman
----------------------------
<PAGE>
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5 and Schedule 13D
Know all persons by these presents, that the undersigned hereby
constitutes and appoints each of Ding-Yuan Yang and Lee Chen signing singly,
as his/her, its true and lawful agent and attorney-in-fact to:
1. execute for and on behalf of the undersigned Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of
1934 as amended (the "Exchange Act") and the General Rules and
Regulations promulgated thereunder (the "Rules");
2. execute for and on behalf of the undersigned a Schedule 13D or
Schedule 13G, and any amendments thereto, in accordance with
Section 13(d) of the Exchange Act and the Rules;
3. do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete the
execution of any such Form 3, 4 or 5 or Schedule 13D or 13G and the
timely filing of such forms with the United States Securities and
Exchange Commission and any other authority or exchange; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in
his/her discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or his/her substitute or substitutes, shall lawfully do or
cause to be done by virtue of this Power of Attorney and the rights and
powers herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming any of the undersigned's responsibilities to
comply with Section 16 and Section 13 of the Exchange Act and the Rules
thereunder.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 29th day of May, 1998.
PIGEON CREEK HOLDING CO., LTD.
By: /s/ Yu-Cheng Chiao
-------------------------------
(Signature)
Title: Chairman
----------------------------
