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





                               September 11, 1998
            --------------------------------------------------------
                Date of Report (Date of earliest event reported)




                        Information Storage Devices, Inc.
            --------------------------------------------------------
             (Exact name of Registrant as specified in its charter)






      California                     0-25502                   77-0197173
- ------------------------     ------------------------      -------------------
(State of incorporation)     (Commission file number)      (I.R.S. Employer
                                                           Identification No.)






                              2045 Hamilton Avenue
                           San Jose, California 95125
           ------------------------------------------------------------
           (Address of principal executive offices, including zip code)





                                (408) 369-2400
               -----------------------------------------------------
               (Registrant's telephone number, including area code)









                                    Contents

Item 1(b):  Changes in Control of Registrant...................................3

Item 7:  Financial Statements and Exhibits ....................................3

Signatures ....................................................................4









ITEM 1(b).        CHANGES IN CONTROL OF REGISTRANT

         On September 11, 1998,  Information  Storage Devices,  Inc. ("ISD") and
Winbond  Electronics  Corporation  ("WEC"),  Winbond Int'l Corporation  ("WIC"),
Oriole Holding Corporation  ("OHC") and Winbond Acquisition  Corporation ("WAC")
signed an Agreement and Plan of Merger (the "Merger  Agreement"),  providing for
the  acquisition  of ISD by WAC.  The  Merger  Agreement  provides  that WAC,  a
newly-formed  subsidiary of WEC, will merge with and into ISD (the "Merger") and
ISD will become an indirect  wholly owned  subsidiary of WEC. As a result of the
Merger,  each  outstanding  share of ISD Common  Stock that is not owned by WEC,
WAC, WIC, OHC or any affiliate of any of them (collectively, "Winbond"), will be
converted into the right to receive $7.50 in cash,  subject to adjustment if ISD
issues  additional  shares of its  capital  stock or options or other  rights to
acquire  shares of its capital stock in excess of certain  amounts  specified in
the Merger Agreement.  All outstanding and unexercised  options and other rights
to purchase ISD Common Stock will terminate at the effective time of the Merger.
Winbond and the  directors  and certain  executive  officers of ISD have entered
into a Voting  Agreement,  pursuant  to which  they have each  agreed to vote in
favor of the Merger subject, in the case of the directors and executive officers
of ISD,  to the  discharge  of their  fiduciary  responsibilities  as a director
and/or officer of ISD.

         Completion  of the Merger is subject to the  satisfaction  or waiver of
various  conditions,  including,  among  others (i) the  approval  of the Merger
Agreement by the ISD shareholders, (ii) expiration or termination of the waiting
period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, (iii) the
absence of any material adverse change in ISD's financial condition,  results of
operations or business from July 4, 1998 to the closing date and (iv) continuing
accuracy  of the  representations  and  warranties  of each  party in the Merger
Agreement.



ITEM 7.           FINANCIAL STATEMENTS AND EXHIBITS

         (c)      Exhibits

         The following exhibits are incorporated herein by reference:

       Number     Description
       ------     -----------

        2.01      Agreement  and Plan of Merger dated  September 11, 1998 by and
                  among   Winbond   Electronics   Corporation,   Winbond   Int'l
                  Corporation,  Oriole Holding Corporation,  Winbond Acquisition
                  Corporation   and   Information    Storage    Devices,    Inc.
                  (Incorporated  by reference to Exhibit 7.1 to Amendment  No. 3
                  to Schedule 13D of Winbond Int'l  Corporation,  Peaceful River
                  Corp.,  Pigeon Creek Holding Co., Ltd. and Winbond Electronics
                  Corporation, filed on September 14, 1998, File
                  No. 005-44765.)


        2.02      Voting Agreement by and among Winbond Electronics  Corporation
                  and  the   directors   and  certain   executive   officers  of
                  Information Storage Devices,  Inc.  (Incorporated by reference
                  to Exhibit 7.2 to  Amendment  No. 3 to Schedule 13D of Winbond
                  Int'l Corporation,  Peaceful River Corp., Pigeon Creek Holding
                  Co.,  Ltd.  and  Winbond  Electronics  Corporation,  filed  on
                  September 14, 1998, File No. 005-44765.)








                                  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.



                                      INFORMATION STORAGE DEVICES, INC.

Dated:   September 18, 1998           /s/ Felix J. Rosengarten
                                      ------------------------
                                      Felix J. Rosengarten
                                      Vice President, Finance and Administration
                                      and Chief Financial Officer