8-K

UNITED STATES

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):

August 4, 2004

Commission file number

ChipPAC, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	000-31173	77-0463048
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

47400 Kato Road, Fremont, California 94538

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code (510) 979-8000

Item 5. Other Events

(c) Exhibits.

99.1 Press release issued by ChipPAC, Inc. dated August 4, 2004

Item 7. Financial Statements and Exhibits

ChipPAC, Inc. announced that at a special meeting of its stockholders held today, August 4, 2004, U.S. time, the stockholders approved and adopted the Agreement and Plan of Merger and Reorganization among ChipPAC, ST Assembly Test Services Ltd (“STATS” – Nasdaq: STTS and SGX: ST Assembly) and a wholly owned subsidiary of STATS, pursuant to which the wholly owned subsidiary of STATS will merge with and into ChipPAC (the “Merger”) and ChipPAC will continue operations as a wholly owned subsidiary of STATS. The Merger was originally announced on February 10, 2004. At the STATS extraordinary general meeting of shareholders held on August 4, 2004 at 10:00 a.m., Singapore time, all of the shareholder resolutions proposed by STATS necessary to consummate the Merger were approved by the STATS shareholders.

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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 thereunto duly authorized, as of August 4, 2004.

CHIPPAC, INC.

(Registrant)

/s/ Patricia H. McCall

PATRICIA H. McCALL

Senior VP, General Counsel and Secretary

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EX-99.1

EXHIBIT 99.1

ChipPAC Stockholders Vote to Approve Merger with ST Assembly Test Services Ltd

August 4, 2004 – ChipPAC, Inc. (“ChipPAC” – Nasdaq: CHPC) today announced that at a special meeting of its stockholders held today, the stockholders approved and adopted the Agreement and Plan of Merger and Reorganization among ChipPAC, ST Assembly Test Services Ltd (“STATS” – Nasdaq: STTS and SGX: ST Assembly) and a wholly owned subsidiary of STATS, pursuant to which the wholly owned subsidiary of STATS will merge with and into ChipPAC (the “Merger”) and ChipPAC will continue operations as a wholly owned subsidiary of STATS. The Merger was originally announced on February 10, 2004. At the STATS extraordinary general meeting of shareholders held on August 4, 2004 at 10:00 a.m., Singapore time, all of the shareholder resolutions proposed by STATS necessary to consummate the Merger were approved by the STATS shareholders.

Under the terms of the Merger, the two companies are to merge in a stock-for-stock transaction to create one of the world’s premier independent semiconductor assembly and test solutions companies. ChipPAC stockholders will receive 0.87 STATS American Depositary Shares for each share of ChipPAC common stock.

About ChipPAC, Inc.

ChipPAC is a full portfolio provider of semiconductor packaging, design, assembly, test and distribution services. The company is a leader in advanced packaging services that address the needs of semiconductors used in wireless communications, including flip-chip, chip-scale and stacked die technologies. The company combines a history of innovation and service with more than a decade of experience satisfying some of the largest customers in the industry. With advanced process technology capabilities and a global manufacturing presence spanning Korea, China, Malaysia and the United States, ChipPAC has a reputation for providing dependable, high quality packaging solutions. For more information, visit the company’s Web site at www.chippac.com.

About ST Assembly Test Services Ltd (STATS)

STATS is a leading semiconductor test and assembly service provider to fabless companies, integrated device manufacturers and wafer foundries. With its principal operations in Singapore and global operations in the United States, United Kingdom, Japan, China and Taiwan, STATS offers full back-end turnkey solutions to customers worldwide. STATS’ expertise is in testing mixed-signal semiconductors, which are extensively used in fast growing communications applications, such as data networking, broadband and mobile communications. STATS also offers advanced assembly services and has developed a wide array of traditional and advanced leadframe and laminate based products, including various ball grid array packages to serve some of the world’s technological leaders. STATS was listed on the Nasdaq National Market and The Singapore Exchange in January 2000 and is in the Morgan Stanley Capital International (MSCI) Index and the Straits Times Industrial Index. Further information is available at www.stts.com.

Forward-Looking Statements

Certain statements in this press release are forward-looking statements that involve a number of risks and uncertainties that could cause actual events or results to differ materially from those described in this press release. Factors that could cause actual events or results to differ include the possibility that the merger will not close or that the closing will be delayed; the impact of the merger involving ChipPAC; the ability of STATS and ChipPAC to successfully integrate their operations and employees; general business and economic conditions and the state of the semiconductor industry; demand for end-use applications products such as communications equipment and personal computers; reliance on a small group of principal customers; decisions by customers to discontinue outsourcing of test and assembly services; changes in customer order patterns; rescheduling or canceling of customer orders; changes in product mix; capacity utilization; level of competition; pricing pressures including declines in average selling prices; continued success in technological innovations; delays in acquiring or installing new equipment; shortages in supply of key components; availability of financing; exchange rate fluctuations; litigation and other risks described from time to time in STATS’ filings with the U.S. Securities and Exchange Commission (“SEC”), including STATS’ Annual Report on Form 20-F for the fiscal year ended December 31, 2003, and ChipPAC’s filings with the SEC, including ChipPAC’s Annual Report on Form 10-K for the fiscal year ended December 31, 2003 and ChipPAC’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2004. Neither STATS nor ChipPAC undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Additional Information About the Proposed Merger and Where to Find It

ChipPAC and STATS have filed with the SEC a proxy statement/prospectus and other relevant materials in connection with the proposed merger involving STATS and ChipPAC pursuant to the terms of an Agreement and Plan of Merger and Reorganization among STATS, Camelot Merger, Inc., a wholly owned subsidiary of STATS, and ChipPAC. Investors and security holders of ChipPAC are urged to read the proxy statement/prospectus and the other relevant materials because they contain important information about STATS, ChipPAC and the proposed merger. The proxy statement/prospectus and other relevant materials, and any other documents filed by STATS or ChipPAC with the SEC, may be obtained free of charge at the SEC’s web site at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by STATS by contacting STATS Investor Relations in the United States at telephone (408) 586-0608 or email daviesd@statsus.com or in Singapore at telephone +011 (65) 6824-7705 or email angelaine@stats.st.com.sg. Investors and security holders may obtain free copies of the documents filed with the SEC by ChipPAC by contacting ChipPAC Investor Relations, ChipPAC Incorporated, 47400 Kato Road, Fremont, CA 94538, telephone (510) 979-8220 or email ir@chippac.com or David Pasquale at telephone (646) 536-7006 or email dpasquale@theruthgroup.com. Investors and security holders of ChipPAC are urged to read the proxy statement/prospectus and the other relevant materials before making any voting or investment decision with respect to the proposed merger.

ChipPAC, STATS and certain of each of their executive officers and directors may be deemed to be participants in the solicitation of proxies of ChipPAC’s stockholders in connection with the proposed merger. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of such persons in the solicitation by reading the proxy statement/prospectus.

CONTACTS for ST Assembly Test Services Ltd:

Elaine Ang, Investor Relations & Corporate Communications

Tel: +011 (65) 6824-7705

Drew Davies, Director of Investor Relations

Tel: (408) 586-0608

Lisa Lavin, Marcom Manager

Tel: (208) 939-3104

CONTACTS for ChipPAC, Inc.:

David Pasquale, Investor Relations

Tel: (646) 536-7006

Andrew Rodriguez

Tel : (646) 536 7032