Exhibit 10.7.2
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                             Amendment Agreement 2


Hyundai Electronics Industries Co., Ltd. (the "HEI") and ChipPAC Korea, Ltd.
(the "CPK") agrees to amend the lease agreement ("the Agreement") executed
between the parties as of June 30, 1998 and the Amendment Agreement (the
"Amendment 1") as of September 30, 1998 as follows

A. Paragraph 1 and 2 of Article 3 of the Agreement and Paragraph 2 of the
   Amendment shall be amended as follows

1. The term of lease under this Agreement shall be five years from the
   Effective Date of this Amendment 2. However, CPK shall have an option to
   extend the Agreement for an additional five year term ("the extended term"),
   exercisable by CPK at any time prior to the expiration of the initial term.

2. Lessor may not terminate in the middle of the term of this agreement or
   extended term. However, it is understood and agreed that nothing herein shall
   limit HEI's termination rights under Article 10 of this Agreement and
   applicable laws. If lessee wishes to terminate the agreement fully or
   partially (the "partial termination") in the middle of the term or the
   extended term of the agreement, the lessee shall give a written notice to
   lessor six months prior to the date of termination. However, lessee may not
   terminate the agreement within three years from the Effective Date of this
   Amendment 2.

B. Paragraph 6 and 7 shall be added to Article 4 of the Agreement as follows

6. The monthly rent during the extended term shall be adjusted as set forth in
   Article 4 Section 5 of the Agreement.

7. In the case of any partial termination, the monthly rent shall be
   proportionately reduced based on the reduction in the amount of rentable
   square meters.

C. The term of the Agreement and Amendment 1 which are not explicitly amended or
   altered herein shall be deemed to have the same effects as set forth


   in the Agreement and Amendment 1

IN WITNESS whereof, two copies of the agreement are executed and sealed by HEI
and CPK who shall keep one copy in their custody.

July 31, 1999

HEI

 /seal/
__________________
CPK

 /seal/
__________________



Officer's Certification:
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I, Tony Lin, hereby represent that this English translation is a fair and
accurate translation.

By:  /s/ Tony Lin
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Title: Chief Financial Officer
       ChipPAC, Inc.