SC TO-T/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE TO

Tender Offer Statement under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934

(Amendment No. 19)

STATS ChipPAC Ltd.

(Name of Subject Company (issuer))

Singapore Technologies Semiconductors Pte Ltd

a wholly-owned subsidiary of

Temasek Holdings (Private) Limited

(Names of Filing Persons (Offerors))

Ordinary Shares, including Ordinary Shares represented by
American Depositary Shares (each representing ten Ordinary Shares)

(Title of Class of Securities)

CUSIP No. 85227G102

(CUSIP Number of Class of Securities)

Lena Chia, Managing Director
Legal & Regulations
Temasek Holdings (Private) Limited
60B Orchard Road
#06-18 Tower 2
The Atrium@Orchard
238891
Singapore
Telephone: (65) 6890-7188

(Name, address, and telephone numbers of person authorized
to receive notices and communications on behalf of filing persons)

COPY TO:

David W. Hirsch
Cleary Gottlieb Steen & Hamilton LLP
One Garden Road
Bank of China Tower
Hong Kong
Telephone: (852) 2532-3731

Calculation of Filing Fee

Transaction valuation*
$1,494,980,186.70 Amount of filing fee**
$45,895.89

*Estimated for purposes of calculating the amount of filing fee only. The calculation assumes the purchase of all outstanding ordinary shares of STATS ChipPAC Ltd., a company organized under the laws of Singapore, other than the shares owned by the Offerors, at a purchase price of S$1.75 per share, net to the seller in cash. As of March 9, 2007, there were 2,016,277,910 ordinary shares outstanding, of which 712,228,050 shares are owned by the Offerors. As a result, this calculation assumes the purchase of 1,304,049,860 shares. The transaction valuation of S$2,282,087,255.00 has been translated at US$1.00=S$1.5265, the Bloomberg composite U.S. dollar to Singapore dollar exchange rate at the close of the New York market on March 12, 2007.

**The amount of filing fee, calculated in accordance with Rule 240.0-11 of the Securities Exchange Act of 1934, as amended, and Fee Rate Advisory No. 6 for fiscal year 2007, equals $30.70 per $1,000,000 of the transaction value, or $45,895.89.

þ Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid:	$45,895.89
Form or Registration No.:	Schedule TO-T
Filing Party:	Singapore Technologies Semiconductors Pte Ltd
Date Filed:	March 16, 2007

o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

X third-party tender offer subject to Rule 14d-1.

o issuer tender offer subject to Rule 13e-4.

X going-private transaction subject to Rule 13e-3.

X amendment to Schedule 13D under Rule 13d-2.

SEC2559 (6-05) Persons who 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.

Check the following box if the filing is a final amendment reporting the results of the tender offer: o

TABLE OF CONTENTS

EX-99.(A)(1)(XLV) Extension of Closing Date Announcement, dated May 3, 2007

EX-99.(A)(1)(XLVI) Press Release, dated May 3, 2007

CUSIP No. 85227G102 

1	NAMES OF REPORTING PERSONS:
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	Singapore Technologies Semiconductors Pte Ltd
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a)   o
	(b)   o
3	SEC USE ONLY:
4	SOURCE OF FUNDS (SEE INSTRUCTIONS):
	WC and AF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
	o
6	CITIZENSHIP OR PLACE OF ORGANIZATION:
	Singapore
		7	SOLE VOTING POWER:
NUMBER OF			0
SHARES		8	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			1,713,329,247
EACH		9	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			0
WITH		10	SHARED DISPOSITIVE POWER:
			1,713,329,247
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
	1,713,329,247
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
	o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
	79.1%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
	CO

CUSIP No. 85227G102 

1	NAMES OF REPORTING PERSONS:
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	Temasek Holdings (Private) Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a)   o
	(b)   o
3	SEC USE ONLY:
4	SOURCE OF FUNDS (SEE INSTRUCTIONS):
	Not applicable
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
	o
6	CITIZENSHIP OR PLACE OF ORGANIZATION:
	Singapore
		7	SOLE VOTING POWER:
NUMBER OF			0
SHARES		8	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			1,713,329,247
EACH		9	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			0
WITH		10	SHARED DISPOSITIVE POWER:
			1,713,329,247
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
	1,713,329,247
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
	o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
	79.1%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
	CO and HC

     This Amendment No. 19 amends and supplements the Tender Offer Statement and Rule 13E-3 Transaction Statement filed under cover of Schedule TO (this “Schedule TO”) with the Securities and Exchange Commission (“SEC”) on March 16, 2007 by Singapore Technologies Semiconductors Pte Ltd (“STSPL”), a company incorporated under the laws of Singapore and a wholly-owned subsidiary of Temasek Holdings (Private) Limited, a company incorporated under the laws of Singapore (“Temasek”), and by Temasek. This Schedule TO relates to the offer by STSPL to purchase all outstanding ordinary shares (“Ordinary Shares”) (including Ordinary Shares represented by American Depositary Shares) of STATS ChipPAC Ltd., a company organized under the laws of Singapore (the “Company”), not owned by Temasek or STSPL, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated March 16, 2007 (the “Offer to Purchase”), and the related Form of Acceptance and Authorisation, Form of Acceptance and Transfer and ADS Letter of Transmittal (which, as amended or supplemented from time to time, together constitute the “Offer”). This Amendment also constitutes Amendment No. 4 to the Schedule 13D, originally filed with the Securities and Exchange Commission on April 23, 2007 (the “Schedule 13D”).

     This Amendment amends the disclosure in Item 4 (“Terms of the Transaction”) and Item 4 (“Terms of the Transaction”) of Item 13 (“Information Required by Schedule 13E-3”) of the Schedule TO as follows:

     At or about 6:00 p.m. Singapore time, 6:00 a.m. New York City time, on May 3, 2007, STSPL posted an announcement on SGXNET, attached as Exhibit (a)(1)(LXV) hereto, and subsequently issued a press release, attached as Exhibit (a)(1)(LXVI) hereto, announcing that the Offer had been extended to, and would close at, 5:30 p.m. Singapore time, 5:30 a.m. New York City time, on Friday, May 18, 2007. STSPL does not intend to extend the Offer beyond the new closing date of 5:30 p.m. Singapore time, 5:30 a.m. New York City time, on Friday, May 18, 2007, unless the Higher Offer Price Threshold is reached or deemed to have been reached, in which case the Offer will remain open for at least ten U.S. business days following the date on which the Higher Offer Price Threshold is reached or deemed to have been reached. STSPL does not intend to revise the Offer Price or the Higher Offer Price except that STSPL reserves the right to revise the Offer if a competing offer arises.

     As of 5:30 p.m. Singapore time, 5:30 a.m. New York City time, on May 3, 2007, valid acceptances of the Offer had been received and not withdrawn in respect of 855,962,537 Ordinary Shares (including Ordinary Shares represented by 34,491,553 ADSs), representing 42.3% of the outstanding Ordinary Shares and 36.4% of the maximum potential issued share capital of STATS ChipPAC. Including the 712,228,050 Ordinary Shares (including Ordinary Shares represented by ADSs) held by STSPL and the 182,000 Ordinary Shares held by STSPL’s concert parties prior to the commencement of the Offer, STSPL and its concert parties own, have acquired, or have received valid acceptances of the Offer in respect of, a total of 1,568,209,587 Ordinary Shares (including Ordinary Shares represented by ADSs), representing 77.6% of outstanding Ordinary Shares and 66.7% of the maximum potential issued share capital of STATS ChipPAC.

     In addition, this Amendment amends the disclosure in Item 6 (“Purposes of the Transaction and Plans or Proposals”) and Item 6 (“Purposes of the Transaction and Plans or Proposals”) of Item 13 (“Information Required by Schedule 13E-3”) of the Schedule TO and Item 4 (“Purpose of the Transaction”) of the Schedule 13D as follows:

     In the Offer to Purchase, STSPL described the possibility that the Ordinary Shares and ADSs of STATS ChipPAC may become delisted from the SGX-ST and Nasdaq, respectively, as a consequence of the Offer. If STSPL is able to effect the Compulsory Acquisition, STSPL currently intends to seek the delisting of the Ordinary Shares from the SGX-ST and the ADSs from Nasdaq as soon as practicable after consummation of the Compulsory Acquisition. Even if the Compulsory Acquisition does not occur, after completion of the Offer, the Ordinary Shares may no longer meet the requirements for continued listing on the SGX-ST, and the ADSs may no longer meet the requirements for continued listing on Nasdaq.

     In addition, even if STSPL is not able to effect the Compulsory Acquisition, STSPL now intends to review the advisability of discontinuing the listing and registration of STATS ChipPAC Ordinary Shares and ADSs following the close of the Offer (the “Review”). Depending on the results of the Review, STSPL may consider seeking to cause STATS ChipPAC to voluntarily terminate the listing of its Ordinary Shares on the SGX-ST or the listing of its ADSs on NASDAQ, or both, subject to compliance with applicable law and listing requirements. STSPL may also consider seeking to cause STATS ChipPAC to terminate the registration of its Ordinary Shares and ADS under the U.S. Securities Exchange Act of 1934 if the applicable requirements for the termination of registration are satisfied.

     STSPL will make an appropriate announcement in the event that it reaches a decision on whether or not to seek the delisting of STATS ChipPAC Ordinary Shares from the SGX-ST or the ADSs from Nasdaq. If STSPL has not reached a decision by the expiry of the six-month period after Friday, May 18, 2007, STSPL will make an announcement on or before that date to update shareholders of the status of the Review. Until such time STSPL has reached a decision on whether or not to seek the delisting of STATS ChipPAC Ordinary Shares from the SGX-ST or ADSs from Nasdaq, STSPL will make monthly announcements after the expiry of the six-month period to update shareholders of the status of the Review.

     Under the Listing Manual of SGX-ST, the SGX-ST may agree, upon STATS ChipPAC’s application, to delist STATS ChipPAC and its Ordinary Shares if, subject to compliance with other requirements under the Listing Manual, STATS ChipPAC convenes a general meeting of the shareholders and the delisting proposal is approved by a majority of at least 75 per cent of the Ordinary Shares of all shareholders present and voting, provided that the delisting proposal is not voted against by 10 per cent or more of the Ordinary Shares of all shareholders present and voting.

     In accordance with the Listing Manual of the SGX-ST, if STSPL submits a delisting proposal to STATS ChipPAC to seek a voluntary delisting of STATS ChipPAC from the SGX-ST, STSPL must make a cash offer (the “Exit Offer”) to all holders of outstanding Ordinary Shares (including Ordinary Shares represented by ADSs). If the Exit Offer is made within six months of the final closing date of the Offer, the Singapore Code on Takeovers and Mergers specifies that the price offered cannot be higher than the Offer Price of S$1.75 per Ordinary Share (equivalent to S$17.50 per ADS) except with the consent of the Singapore Securities Industry Council.

     The ADSs of STATS ChipPAC may be delisted from Nasdaq without the approval of STATS ChipPAC shareholders and without an exit offer. STATS ChipPAC may terminate the registration of the Ordinary Shares and the ADSs under the U.S. Securities Exchange Act of 1934 if the applicable requirements for the termination of registration are satisfied.

     In addition, this Amendment amends the disclosure in Item 8 (“Interest in Securities of the Subject Company”) and Item 11 (“Interest in Securities of the Subject Company”) of Item 13 (“Information Required by Schedule 13E-3”) of the Schedule TO and Item 5 (“Interest in Securities of the Issuer”) of the Schedule 13D to reflect STSPL’s beneficial ownership of 1,713,329,247 Ordinary Shares (including Ordinary Shares represented by ADSs and Ordinary Shares into which the US$134,500,000 principal amount of Convertible Subordinate Notes due 2008 beneficially owned by STSPL may be converted), representing 79.1% of the issued Ordinary Shares (including in the numerator and the denominator the Ordinary Shares issuable upon a conversion of the Convertible Subordinated Notes due 2008 beneficially owned by STSPL).

     Since the filing of Amendment No. 3 to the Schedule 13D, STSPL (and through its ownership of STSPL, Temasek) has acquired beneficial ownership of the following additional Ordinary Shares:

• As of 5:30 p.m. Singapore time, 5:30 a.m. New York City time, on May 3, 2007, STSPL had acquired beneficial ownership of an additional 9,927,420 Ordinary Shares (including Ordinary Shares represented by 207,442 ADSs) in respect of which acceptances have been tendered pursuant to the Offer.

     The aggregate purchase price for such additional Ordinary Shares is S$17,372,985.

Item 12. Exhibits.

Exhibit (a)(1)(XLV)	Extension of Closing Date Announcement, dated May 3, 2007
Exhibit (a)(1)(XLVI)	Press Release, dated May 3, 2007

SIGNATURES

After due 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: May 3, 2007

SINGAPORE TECHNOLOGIES SEMICONDUCTORS PTE LTD
By:	/s/ Lena Chia Yue Joo
	Lena Chia Yue Joo
	Director
TEMASEK HOLDINGS (PRIVATE) LIMITED
By:	/s/ Lena Chia Yue Joo
	Lena Chia Yue Joo
	Managing Director Legal & Regulations

EXHIBIT INDEX

EXHIBIT NUMBER DESCRIPTION

Exhibit (a)(1)(XLV)	Extension of Closing Date Announcement, dated May 3, 2007
Exhibit (a)(1)(XLVI)	Press Release, dated May 3, 2007

EX-99.(A)(1)(XLV)

Exhibit (a)(1)(XLV)

VOLUNTARY CONDITIONAL CASH OFFER

by

Singapore Technologies Semiconductors Pte Ltd
(Incorporated in Singapore)
(Co. Reg. No.: 199503003D)

a wholly-owned subsidiary of

Temasek Holdings (Private) Limited
(Incorporated in Singapore)
(Co. Reg. No.: 197401143C)

for

STATS ChipPAC Ltd.
(Incorporated in Singapore)
(Co. Reg. No.: 199407932D)

Financial adviser to Singapore Technologies Semiconductors Pte Ltd

Goldman Sachs (Singapore) Pte.
(Incorporated in Singapore)
(Co. Reg. No.: 198602165W)

Cautionary Note: This announcement does not constitute an offer to purchase any securities. The Offer (as defined herein) is being made only pursuant to an Offer to Purchase and related acceptance forms, and is being made to, inter alia, all holders of ordinary shares, ADSs and certain convertible notes of STATS ChipPAC Ltd., subject to compliance with applicable laws. Holders of such securities are advised to read all documents relating to the Offer that are filed with SGX-ST and the SEC, because they contain important information. Copies of the Offer to Purchase and other documents relating to the Offer are available on the website of SGX-ST at www.sgx.com and the website of the SEC at www.sec.gov.

EXTENSION OF CLOSING DATE AND SHUT-OFF NOTICE

1. INTRODUCTION

Goldman Sachs (Singapore) Pte. (“Goldman Sachs”) refers to the Offer to Purchase dated 16 March 2007 (the “Offer to Purchase”) issued by Singapore Technologies Semiconductors Pte Ltd (the “Offeror”), containing the terms of the voluntary conditional cash offer (the “Offer”) by the Offeror for, inter alia, all issued ordinary shares (“Ordinary Shares”) in the share capital of STATS ChipPAC Ltd. (“STATS

1

ChipPAC” or the “Company”) and American Depositary Shares (“ADSs”) of STATS ChipPAC, each of which represents ten Ordinary Shares.

Unless otherwise defined herein, all terms and references used in this Announcement are defined or construed in the Offer to Purchase.

2. OFFER DECLARED UNCONDITIONAL IN ALL RESPECTS

On 13 April 2007, the Offer for the Ordinary Shares, ADSs and Convertible Notes was declared unconditional in all respects by Goldman Sachs, for and on behalf of the Offeror, as at 3.30 p.m. Singapore time, 3.30 a.m. New York City time on Friday, 13 April 2007.

3. EXTENSION OF CLOSING DATE AND SHUT-OFF NOTICE

3.1 On behalf of the Offeror, Goldman Sachs wishes to announce that the Closing Date for the Offer will be extended from 5.30 p.m. Singapore time, 5.30 a.m. New York City time on Monday, 7 May 2007 to 5.30 p.m. Singapore time, 5.30 a.m. New York City time on Friday, 18 May 2007.

3.2 Accordingly, the Offer shall close on 5.30 p.m. Singapore time, 5.30 a.m. New York City time on Friday, 18 May 2007. As a practical matter, acceptances of ADSs will have to be received by the Tender Agent in New York by the close of business on Thursday, 17 May 2007 in New York and acceptances of Convertible Notes will have to be received by the Tender Agent in London by 10.30 a.m. London time on Friday, 18 May 2007.

3.3 Please note that the Offeror does not intend to extend the Offer beyond 5.30 p.m. Singapore time, 5.30 a.m. New York City time on Friday, 18 May 2007. However, if the Offeror acquires or agrees to acquire such number of Ordinary Shares (including Ordinary Shares represented by ADSs) through valid acceptances of the Offer or otherwise prior to 5.30 p.m. Singapore time, 5.30 a.m. New York City time on Friday, 18 May 2007, pursuant to which the Offeror is entitled to exercise the right under Section 215(1) of the Companies Act, Chapter 50 of Singapore (the “Companies Act”) to compulsorily acquire all the Ordinary Shares (including Ordinary Shares represented by ADSs) of holders who have not accepted the Offer, the Offer shall be extended so that it remains open for acceptances (but not withdrawals) for at least ten U.S. business days following the date on which the Offeror’s right under Section 215(1) of the Companies Act has arisen.

3.4 Notice is hereby given that the Offer will not be open for acceptance beyond 5.30 p.m. Singapore time, 5.30 a.m. New York City time on Friday, 18 May 2007, subject to paragraph 3.3 above.

4. NO REVISION OF OFFER PRICE OR HIGHER OFFER PRICE

The Offeror does not intend to revise the Offer Price or the Higher Offer Price for the Ordinary Shares, ADSs or Convertible Notes, save that the Offeror reserves the right to revise the terms of the Offer in accordance with the Singapore Code on Take-overs and Mergers (the “Code”) if an offer which is, or is deemed under the Code to be,

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competitive to the Offer (a “Competing Offer”) arises. Accordingly, unless otherwise announced by or on behalf of the Offeror in the event of a Competing Offer, the Offer Price and the Higher Offer Price for the Ordinary Shares, ADSs and Convertible Notes are final and will not be revised.

5. LEVEL OF ACCEPTANCES

5.1 Acceptances of the Offer. As at 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 3 May 2007, the Offeror has received valid acceptances in respect of:

(a) an aggregate of 855,962,537 Ordinary Shares (including Ordinary Shares represented by ADSs)⁽¹⁾, representing approximately 42.3 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs)⁽²⁾ and approximately 36.4 per cent. of the maximum potential issued share capital of the Company⁽³⁾, comprising:

(i) 511,047,007 Ordinary Shares⁽¹⁾, representing approximately 25.3 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs) and approximately 21.7 per cent. of the maximum potential issued share capital of the Company; and

(ii) 34,491,553 ADSs (which represent 344,915,530 Ordinary Shares), representing approximately 17.1 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs) and approximately 14.7 per cent. of the maximum potential issued share capital of the Company; and

(b) Convertible Subordinated Notes due 2008 for an aggregate principal amount of US$134,500,000.

As at 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 3 May 2007, no acceptances have been received by the Offeror in respect of the Convertible Notes due 2008.

5.2 Ordinary Shares held as at the Offer Announcement Date. As at the date of the Offer Announcement on 1 March 2007 (the “Offer Announcement Date”):

(1)	Including 161,000 Ordinary Shares tendered in acceptance of the Offer by parties deemed to be acting in concert with the Offeror up to 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 3 May 2007, representing approximately 0.01 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs) and approximately 0.01 per cent. of the maximum potential issued share capital of the Company.
(2)	Unless otherwise stated, all references in this Announcement to “the issued Ordinary Shares (including Ordinary Shares represented by ADSs)” are based on 2,022,153,913 Ordinary Shares (including Ordinary Shares represented by ADSs) as at 2 May 2007.
(3)	Unless otherwise stated, all references in this Announcement to “the maximum potential issued share capital of the Company” are based on the total number of Ordinary Shares (including Ordinary Shares represented by ADSs) which would be in issue if all the outstanding Convertible Notes were validly converted and if all the outstanding Options were validly exercised, being 2,352,638,684 Ordinary Shares (including Ordinary Shares represented by ADSs) as at 23 March 2007.

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(a) the Offeror owned 711,978,050 Ordinary Shares and 25,000 ADSs, representing approximately 35.2 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs); and

(b) parties acting or deemed to be acting in concert with the Offeror owned 182,000 Ordinary Shares, representing approximately 0.01 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs)⁽⁴⁾.

5.3 Ordinary Shares acquired or agreed to be acquired after the Offer Announcement Date and up to 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 3 May 2007 (other than pursuant to valid acceptances of the Offer). Between the Offer Announcement Date and 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 3 May 2007, the Offeror and parties acting or deemed to be acting in concert with the Offeror have not acquired or agreed to acquire any Ordinary Shares, ADSs or Convertible Notes other than pursuant to valid acceptances of the Offer⁽⁴⁾.

5.4 Aggregate number of securities. Accordingly, as at 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 3 May 2007, the Offeror and parties acting or deemed to be acting in concert with the Offeror owned, controlled or have agreed to acquire:

(a) an aggregate of 1,568,209,587 Ordinary Shares (including Ordinary Shares represented by ADSs)⁽⁵⁾⁽⁶⁾, representing approximately 77.6 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs) and approximately 66.7 per cent. of the maximum potential issued share capital of the Company, comprising:

(i) 1,223,044,057 Ordinary Shares⁽⁵⁾⁽⁶⁾, representing approximately 60.5 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs) and approximately 52.0 per cent. of the maximum potential issued share capital of the Company; and

(ii) 34,516,553 ADSs (which represent 345,165,530 Ordinary Shares), representing approximately 17.1 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs) and approximately 14.7 per cent. of the maximum potential issued share capital of the Company; and

(4)	Information relating to the Ordinary Shares owned, acquired, agreed to be acquired or sold by parties acting or deemed to be acting in concert with the Offeror as disclosed in this Announcement is to the best knowledge and belief of the Offeror.
(5)	For the purposes of arriving at this number, we have not double-counted the 161,000 Ordinary Shares tendered in acceptance of the Offer by parties deemed to be acting in concert with the Offeror up to 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 3 May 2007, representing approximately 0.01 per cent. of the issued Ordinary Shares (including Ordinary Shares represented by ADSs) and approximately 0.01 per cent. of the maximum potential issued share capital of the Company. Such Ordinary Shares were held by these parties as at the Offer Announcement Date and are included in paragraph 5.2 (b) of this Announcement.
(6)	In addition, we have deducted 2,000 Ordinary Shares held by parties deemed to be acting in concert with the Offeror as at the Offer Announcement Date as the 2,000 Ordinary Shares have been sold by the said concert parties in the open market.

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(b) Convertible Subordinated Notes due 2008 for an aggregate principal amount of US$134,500,000.

6. INTENTION OF COMPULSORY ACQUISITION AND DELISTING OF THE COMPANY IN CONNECTION WITH THE OFFER

In the Offer to Purchase, it was stated, inter alia, that if the Offeror acquires or agrees to acquire a number of Ordinary Shares (including Ordinary Shares represented by ADSs) through valid acceptances of the Offer or otherwise, pursuant to which the Higher Offer Price Threshold is reached or deemed to have been reached, the Offeror intends to exercise its right under Section 215(1) of the Companies Act to compulsorily acquire all the Ordinary Shares (including Ordinary Shares represented by ADSs) of holders who have not accepted the Offer (the “Compulsory Acquisition”). If the Compulsory Acquisition takes place, STSPL intends to cause the Company to delist the Ordinary Shares from the Singapore Exchange Securities Trading Limited (the “SGX-ST”) and the ADSs from the Nasdaq Global Market (“Nasdaq”) and terminate the Company’s reporting obligations under the U.S. federal securities law, subject to applicable law.

7. INTENTION TO REVIEW VOLUNTARY DELISTING AND DEREGISTRATION OF THE COMPANY FOLLOWING THE CLOSE OF THE OFFER

7.1 Intention to review voluntary delisting and deregistration. Shareholders should note that if the Higher Offer Price Threshold is not reached or is not deemed to have been reached notwithstanding the level of acceptances received under the Offer, the Offeror now intends to review the advisability of whether to discontinue the listing and registration of the Ordinary Shares and ADSs following the final closing date of the Offer (the “Review”). As part of the Review, the Offeror may consider submitting a delisting proposal to the Company under Rule 1306 of the Listing Manual of the SGX-ST (the “Listing Manual”) to seek a delisting of the Company and the Ordinary Shares, subject to and in accordance with the Listing Manual (the “SGX-ST Voluntary Delisting”). In addition, the Offeror may consider seeking to cause the delisting of the Company and the ADSs from Nasdaq, subject to and in accordance with applicable U.S. laws and regulations (the “Nasdaq Voluntary Delisting”). The Offeror may also consider seeking to cause the Company to terminate the registration of its Ordinary Shares and ADSs under the Securities Exchange Act of 1934, if the applicable requirements for termination of registration are satisfied.

7.2 SGX-ST Voluntary Delisting. Under the Listing Manual, the SGX-ST may agree, upon the Company’s application, to delist the Company and the Ordinary Shares if, inter alia, the Company convenes a general meeting of the shareholders to obtain shareholders’ approval for the SGX-ST Voluntary Delisting, and the SGX-ST Voluntary Delisting resolution is approved by a majority of at least 75 per cent. in nominal value of the Ordinary Shares of all shareholders present and voting and the resolution has not been voted against by 10 per cent. or more in nominal value of the Ordinary Shares held by all shareholders present and voting.

7.3 Exit offer. In accordance with the Listing Manual, if the Offeror submits a delisting proposal to the Company to seek a delisting of the Company and the Ordinary Shares, the Offeror must make a cash offer (the “Exit Offer”) to all holders of

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outstanding Ordinary Shares (including Ordinary Shares represented by ADSs). If the Exit Offer is made within six months of the final closing date of the Offer, in accordance with the Code, the Exit Offer price will not be higher than the Offer Price of S$1.75 per Ordinary Share (equivalent to S$17.50 per ADS), except with the consent of the Singapore Securities Industry Council.

7.4 Nasdaq Voluntary Delisting. The Company and the ADSs may be delisted from Nasdaq without the approval of STATS ChipPAC shareholders and without an exit offer. The Company may terminate the registration of the Ordinary Shares and the ADSs under the Securities Exchange Act of 1934 if the applicable requirements for termination of registration are satisfied.

7.5 No certainty of SGX-ST Voluntary Delisting or Nasdaq Voluntary Delisting. The Offeror wishes to advise that there is no certainty as to whether or not the Offeror will actually propose or proceed to carry out the SGX-ST Voluntary Delisting or the Nasdaq Voluntary Delisting. The Offeror will make an appropriate announcement in the event that it reaches a decision on whether or not to proceed with the SGX-ST Voluntary Delisting or the Nasdaq Voluntary Delisting. If the Offeror has not reached a decision by the expiry of the six months’ period after Friday, 18 May 2007, the Offeror will make an announcement on or before that date to update shareholders of the status of the Review. Until such time the Offeror has reached a decision on whether or not to proceed with the SGX-ST Voluntary Delisting or the Nasdaq Delisting, the Offeror will make monthly announcements after the expiry of the six months’ period to update shareholders of the status of the Review.

7.6 Disclosure practices under U.S. federal securities laws. As advised by U.S. counsel, the Offeror is making the disclosures in this paragraph 7 in accordance with the disclosure practices under U.S. federal securities laws relating to tender offers, including the requirements of Schedule TO.

8. PROCEDURES FOR ACCEPTANCE

8.1 Ordinary Shares. Holders of Ordinary Shares who wish to accept the Offer but have not done so should complete, sign and forward the FAA (in respect of Ordinary Shares held with a securities account at the Central Depository (Pte) Limited (the “CDP”)) or FAT (in respect of Ordinary Shares held in scrip form) and all other relevant documents as soon as possible so as to reach the Offeror c/o The Central Depository (Pte) Limited (in respect of Ordinary Shares deposited with CDP) or the Offeror c/o M & C Services Private Limited (in respect of Ordinary Shares held in scrip form) not later than 5.30 p.m. Singapore time on Friday, 18 May 2007.

8.2 ADSs. Holders of ADSs who wish to accept the Offer but have not done so should complete, sign and forward to the Tender Agent the ADS Letter of Transmittal and all other relevant documents so as to be received by the Tender Agent not later than 5.30 a.m. New York City time on Friday, 18 May 2007. As a practical matter, acceptances of ADSs will have to be received by the Tender Agent in New York by the close of business on Thursday, 17 May 2007 in New York.

8.3 Convertible Notes. Holders of Convertible Notes who wish to accept the Offer but have not done so should complete, sign and forward to the Tender Agent the

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Convertible Notes Letter of Transmittal and all other relevant documents so as to be received by the Tender Agent not later than 5.30 a.m. New York City time on Friday, 18 May 2007. Acceptances of Convertible Notes will have to be received by the Tender Agent in London by 10.30 a.m. London time on Friday, 18 May 2007.

8.4 Offer Documents. Holders of the Securities who have not received or who have misplaced the Offer to Purchase and/or the relevant acceptance forms may obtain copies of the same during normal office hours up to Friday, 18 May 2007 from:

(a) in respect of holders of Ordinary Shares deposited with the CDP: The Central Depository (Pte) Limited, 4 Shenton Way, #02-01 SGX Centre 2, Singapore 068807 (Tel No.: +65 6535-7511);

(b) in respect of holders of Ordinary Shares held in scrip form: M & C Services Private Limited, 138 Robinson Road #17-00, The Corporate Office, Singapore 068906 (Tel No.: +65 6227-6660); and

(c) in respect of holders of ADSs or Convertible Notes: MacKenzie Partners, Inc., 105 Madison Avenue, New York, NY 10016, United States of America (Tel No.: +1 800 322-2885).

8.5 Others. Persons who have bought Ordinary Shares using their Central Provident Fund (“CPF”) account and through a CPF agent bank or through a finance company or a depository agent (the “Relevant Holders”) can only accept the Offer through their CPF agent bank, finance company or depository agent, as the case may be. The Relevant Holders will be receiving acceptance details and information separately from their CPF agent bank, finance company or depository agent and should also note that the deadline for them to communicate their acceptance of the Offer to their CPF agent bank, finance company or depository agent could be earlier than the Closing Date.

9. OPTIONS PROPOSAL

9.1 Concurrent with the Offer, the Offeror has made a proposal to all holders of options granted under certain STATS ChipPAC share option plans (the “Options Proposal”). The Options Proposal will also remain open until 5.30 p.m. Singapore time, 5.30 a.m. New York City time on Friday, 18 May 2007.

9.2 As at 5.30 p.m. Singapore time, 5.30 a.m. New York City time on 2 May 2007, valid acceptances of the Options Proposal have been received (and not withdrawn) in respect of Options exercisable for 81,876,708 Ordinary Shares. The Options Proposal is subject to the terms and conditions set out in the letter from the Offeror to all Optionholders dated 16 March 2007, as supplemented by the letter from the Offeror to all Optionholders dated 9 April 2007, which are available on the website of the SGX-ST at www.sgx.com and the website of the SEC at www.sec.gov.

10. RESPONSIBILITY STATEMENT

The directors of the Offeror (including any who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the

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facts stated and all opinions expressed in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, and they jointly and severally accept responsibility accordingly. Where any information has been extracted or reproduced from published or publicly available sources (including, without limitation, in relation to STATS ChipPAC), the sole responsibility of the directors of the Offeror has been to ensure through reasonable enquires that such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this Announcement.

Issued by
Goldman Sachs (Singapore) Pte.

For and on behalf of
Singapore Technologies Semiconductors Pte Ltd

3 May 2007

8

EX-99.(A)(1)(XLVI)

Exhibit (a)(1)(XLVI)

SINGAPORE TECHNOLOGIES SEMICONDUCTORS PTE LTD
(Co. Reg. No.: 199503003D)

NEWS RELEASE

SINGAPORE TECHNOLOGIES SEMICONDUCTORS
ANNOUNCES FINAL CLOSING DATE OF OFFER;
INTENTION TO REVIEW DELISTING AND DEREGISTRATION
OF STATS ChipPAC LTD.

Singapore, May 3, 2007 — Temasek Holdings (Private) Limited’s (“Temasek”) wholly-owned subsidiary, Singapore Technologies Semiconductors Pte Ltd (“STSPL”), today announced that it has extended its voluntary conditional cash offer (the “Offer”) for the remaining Ordinary Shares (including Ordinary Shares represented by American Depositary Shares (“ADSs”)) in STATS ChipPAC Ltd. (“STATS ChipPAC,” SGX-ST: STATSChP, Nasdaq: STTS) that STSPL does not already own and for STATS ChipPAC’s outstanding US$115,000,000 Convertible Notes due 2008 and US$150,000,000 2.50% Convertible Subordinated Notes due 2008 (together, the “Convertible Notes”). The new closing date is 5:30 p.m. Singapore time, 5:30 a.m. New York City time, on Friday, May 18, 2007.¹

STSPL does not intend to extend the Offer beyond the new closing date of 5:30 p.m. Singapore time, 5:30 a.m. New York City time, on Friday, May 18, 2007, unless the Higher Offer Price Threshold is reached or deemed to have been reached, in which case the Offer will remain open for at least ten U.S. business days following the date on which the Higher Offer Price Threshold is reached or deemed to have been reached.

The Offer Price is S$1.75 in cash for each Ordinary Share and S$17.50² in cash for each ADS. If Ordinary Shares and ADSs tendered into the Offer result in STSPL owning at least 90% of the outstanding Ordinary Shares in STATS ChipPAC (other than those owned by STSPL, its related corporations and their nominees as at the commencement of the Offer), STSPL will offer a Higher Offer Price of S$1.88 per Ordinary Share or S$18.80³ per ADS to all shareholders who accept the Offer, regardless of when their Ordinary Shares are tendered. STSPL does not intend to revise the Offer Price or the Higher Offer Price except that STSPL reserves the right to revise the Offer if a competing offer arises.

1	As a practical matter, acceptances of ADSs will have to be received by the Tender Agent in New York by the close of business on Thursday, May 17, 2007 in New York, and acceptances of Convertible Notes will have to be received by the Tender Agent in London by 10:30 a.m., London time, on Friday, May 18, 2007.
2	For the purpose of illustration only, S$17.50 for each ADS is equivalent to US$11.46 for each ADS, based on a SGD/USD exchange rate of 1.5265:1 at the close of the New York market on March 12, 2007.
3	For the purpose of illustration only, S$18.80 for each ADS is equivalent to US$12.32 for each ADS, based on a SGD/USD exchange rate of 1.5265:1 at the close of the New York market on March 12, 2007.

In the Offer to Purchase, STSPL described the possibility that the Ordinary Shares and ADSs of STATS ChipPAC may become delisted from the SGX-ST and Nasdaq, respectively, as a consequence of the Offer. If STSPL is able to effect the Compulsory Acquisition, STSPL currently intends to seek the delisting of the Ordinary Shares from the SGX-ST and the ADSs from Nasdaq as soon as practicable after consummation of the Compulsory Acquisition. Even if the Compulsory Acquisition does not occur, after completion of the Offer, the Ordinary Shares may no longer meet the requirements for continued listing on the SGX-ST, and the ADSs may no longer meet the requirements for continued listing on Nasdaq.

In addition, even if STSPL is not able to effect the Compulsory Acquisition, STSPL now intends to review the advisability of discontinuing the listing and registration of STATS ChipPAC Ordinary Shares and ADSs following the close of the Offer (the “Review”). Depending on the results of the Review, STSPL may consider seeking to cause STATS ChipPAC to voluntarily terminate the listing of its Ordinary Shares on the SGX-ST or the listing of its ADSs on NASDAQ, or both, subject to compliance with applicable law and listing requirements. STSPL may also consider seeking to cause STATS ChipPAC to terminate the registration of its Ordinary Shares and ADS under the U.S. Securities Exchange Act of 1934 if the applicable requirements for the termination of registration are satisfied.

STSPL will make an appropriate announcement in the event that it reaches a decision on whether or not to seek the delisting of STATS ChipPAC Ordinary Shares from the SGX-ST or the ADSs from Nasdaq. If STSPL has not reached a decision by the expiry of the six-month period after Friday, 18 May 2007, STSPL will make an announcement on or before that date to update shareholders of the status of the Review. Until such time STSPL has reached a decision on whether or not to seek the delisting of STATS ChipPAC Ordinary Shares from the SGX-ST or ADSs from Nasdaq, STSPL will make monthly announcements after the expiry of the six-month period to update shareholders of the status of the Review.

Under the Listing Manual of the SGX-ST, the SGX-ST may agree, upon STATS ChipPAC’s application, to delist STATS ChipPAC and its Ordinary Shares if, subject to compliance with other requirements under the Listing Manual, STATS ChipPAC convenes a general meeting of the shareholders and the delisting proposal is approved by a majority of at least 75 per cent of the Ordinary Shares of all shareholders present and voting, provided that the delisting proposal is not voted against by 10 per cent or more of the Ordinary Shares of all shareholders present and voting.

In accordance with the Listing Manual of SGX-ST, if STSPL submits a delisting proposal to STATS ChipPAC to seek a voluntary delisting of STATS ChipPAC from the SGX-ST, STSPL must make a cash offer (the “Exit Offer”) to all holders of outstanding Ordinary Shares (including Ordinary Shares represented by ADSs). If the Exit Offer is made within six months of the final closing date of the Offer, the Singapore Code on Takeovers and Mergers specifies that the price offered cannot be higher than the Offer Price of S$1.75 per Ordinary Share (equivalent to S$17.50 per ADS) except with the consent of the Singapore Securities Industry Council.

The ADSs of STATS ChipPAC may be delisted from Nasdaq without the approval of STATS ChipPAC shareholders and without an exit offer. STATS ChipPAC may terminate

the registration of the Ordinary Shares and the ADSs under the U.S. Securities Exchange Act of 1934 if the applicable requirements for the termination of registration are satisfied.

As of May 3, 2007, STATS ChipPAC shareholders had tendered and not withdrawn 855,962,537 Ordinary Shares, including Ordinary Shares represented by 34,491,553 ADSs tendered and not withdrawn under the Offer, representing 42.3% of the outstanding Ordinary Shares and 36.4% of the maximum potential issued share capital of STATS ChipPAC. As of the same date, STSPL and its concert parties⁴ had not acquired or agreed to acquire since the commencement of the Offer, other than pursuant to valid acceptances of the Offer, any Ordinary Shares, ADSs or Convertible Notes. Including the 712,228,050 Ordinary Shares (including Ordinary Shares represented by ADSs) held by STSPL and the 182,000 Ordinary Shares held by STSPL’s concert parties⁴ as of the commencement of the Offer, STSPL and its concert parties own, have acquired, or have received valid acceptances of the Offer in respect of, a total of 1,568,209,587 Ordinary Shares (including Ordinary Shares represented by ADSs) representing 77.6% of the outstanding Ordinary Shares and 66.7% of the maximum potential issued share capital of STATS ChipPAC. Also as of the same date, acceptances have been received and not withdrawn in respect of US$134,500,000 principal amount of Convertible Subordinated Notes due 2008. No acceptances have been received in respect of the Convertible Notes due 2008.

As the Offer was declared unconditional on April 13, 2007, no withdrawal rights apply in this subsequent offering period.

The terms and conditions of the Offer are set out in the Offer to Purchase and other materials filed by STSPL with the Singapore Exchange Securities Trading Limited (the “SGX-ST”) and the Securities and Exchange Commission (“SEC”) on March 16, 2007 and are available on SGX-ST’s website at www.sgx.com and at the SEC’s website at www.sec.gov.

The Independent Committee consisting of the independent directors of STATS ChipPAC has released its recommendation on the Offer. This is contained in the circular to shareholders of STATS ChipPAC dated March 30, 2007 (the “Offeree Circular”) and is available on the websites of the SGX-ST and the SEC. STATS ChipPAC shareholders are advised to read the Offeree Circular.

Concurrent with the Offer, STSPL has made a proposal to all holders of options granted under certain STATS ChipPAC stock option plans. The options proposal is also being extended to the new closing date. During this period, holders may continue to accept the options proposal on the same terms and conditions, but withdrawals are not permitted. As of May 2, 2007, acceptances of the options proposal have been received (and have not been withdrawn) in respect of options exercisable for 81,876,708 Ordinary Shares. The options proposal is subject to the terms and conditions set forth in the letter from STSPL to all holders of options dated March 16, 2007, as supplemented by the letter from STSPL to all holders of options dated April 9, 2007, which are available on the websites of SGX-ST and the SEC.

⁴ The number of shares owned, acquired or agreed to be acquired by STSPL’s concert parties is to the best knowledge and belief of STSPL.

For queries from ordinary shareholders, please contact:

Goldman Sachs (Singapore) Pte
Tel: 1800 889-2638 (within Singapore) or +65 6889-2638 (from overseas)

For queries from U.S. holders of ADSs and convertible notes, please contact:

MacKenzie Partners, Inc.
Tel: +1 800 322-2885

# # #

About Temasek Holdings (Private) Limited
Incorporated in 1974, Temasek Holdings is an Asia investment firm headquartered in Singapore. Supported by affiliates and offices around Asia, it manages a diversified S$129 billion (about US$80 billion) portfolio, concentrated principally in Singapore, Asia and the OECD economies. The Temasek portfolio spans various industries including telecommunications & media, financial services, real estate, transportation & logistics, energy & resources, infrastructure, engineering & technology as well as bioscience & healthcare.

Temasek’s total shareholder return since inception in 1974 has been 18 percent compounded annually. It has a corporate credit rating of AAA/Aaa by rating agencies Standard & Poor’s and Moody’s respectively. For further information on Temasek please visit www.temasekholdings.com.sg.

About STATS ChipPAC Ltd.
STATS ChipPAC Ltd. is a service provider of semiconductor packaging design, assembly, testing and distribution solutions. STATS ChipPAC is headquartered in Singapore and has manufacturing facilities located in Singapore, South Korea, China, Malaysia and Taiwan and test pre-production facilities in the United States.

This press release does not constitute an offer to purchase any securities. The Offer is being made only pursuant to an Offer to Purchase and related acceptance forms, to all holders of ordinary shares, ADSs and the specified convertible notes of STATS ChipPAC, subject to compliance with applicable laws. Holders of such securities of STATS ChipPAC are advised to read all documents relating to the Offer that are filed with SGX-ST and the SEC, because they contain important information. Copies of the Offer to Purchase and other documents relating to the Offer are available on the website of SGX-ST at www.sgx.com, on the website of the SEC at www.sec.gov, from The Central Depository (Pte) Limited (“CDP”), 4 Shenton Way, #02-01 SGX Centre 2, Singapore 068807, at +65 6535-7511 (for holders of ordinary shares held through CDP), from M&C Services Private Limited, 138 Robinson Road #17-00, The Corporate Office, Singapore 068906, at +65 6227-6660 (for holders of ordinary shares held in scrip form) or from the information agent, MacKenzie Partners, Inc., 105 Madison Avenue, New York, NY 10016, United States of America, at +1 800 322-2885 (for holders of ADSs and Convertible Notes). The options proposal is being made only pursuant to a letter to all holders of options dated March 16, 2007, as supplemented by a letter

to all holders of options dated April 9, 2007, which are available on the website of the SGX-ST and the website of the SEC. Questions or requests for assistance may be directed to the financial adviser, Goldman Sachs (Singapore) Pte., at 1800 889-2638 (within Singapore) or +65 6889-2638 (from overseas), or to the information agent.

The directors of Singapore Technologies Semiconductors Pte Ltd (including any who may have delegated detailed supervision of this press release) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this press release are fair and accurate and that no material facts have been omitted from this press release, and they jointly and severally accept responsibility accordingly. Where any information has been extracted or reproduced from published or publicly available sources (including, without limitation, in relation to STATS ChipPAC), the sole responsibility of the directors of Singapore Technologies Semiconductors Pte Ltd has been to ensure through reasonable enquiries that such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this press release.

For media queries, please contact:

Singapore
Ivan Tan
Weber Shandwick
Tel: +65 6825 8027
Email: itan@webershandwick.com

US
Judith Wilkinson
Joele Frank, Wilkinson Brimmer Katcher
Tel: +1 212 355 4449
Email: jwilkinson@joelefrank.com