Exhibit 99.54

CERTIFICATION PURSUANT TO 18 U.S.C. 1350 ADOPTED PURSUANT TO SECTION 906 OF
THE SARBANES-OXLEY ACT OF 2002

The undersigned hereby certify,  pursuant to 18 U.S.C.  Section 1350, as adopted
pursuant  to  Section  906 of the  Sarbanes-Oxley  Act of 2002,  that,  to their
knowledge,  the  Quarterly  Report on Form 10-Q for the  quarterly  period ended
September 30, 2002 of Diodes  Incorporated  (the "Company")  fully complies with
the  requirements  of Sections 13(a) or 15(d) of the Securities  Exchange Act of
1934, as amended,  and that the  information  contained in such periodic  report
fairly presents,  in all material respects,  the financial condition and results
of  operations  of the  Company as of, and for,  the periods  presented  in such
report.


Very truly yours,


/s/ C.H. Chen
C.H. Chen
Chief Executive Officer
Date: 11/11/02



/s/ Carl Wertz
Carl Wertz
Chief Financial Officer
Date: 11/11/02