Exhibit 10.2

                             AMENDMENT 2006A TO THE
                               DIODES INCORPORATED
                        1993 INCENTIVE STOCK OPTION PLAN


            Diodes Incorporated (the "Company") hereby amends the above-named
plan (the "Plan") by amending Section 10 thereof to read as follows:

(a)   The maximum aggregate total number of shares of Common Stock for which
      Options in respect thereof may be granted, the number and kind of Shares
      covered by each outstanding Option, the maximum number of shares of Common
      Stock that may be sold or awarded to any Participant, and the price per
      share (but not the total price) subject to each outstanding Option shall
      be proportionally adjusted to prevent dilution or enlargement of rights
      under the 1993 ISO Plan for any change in the outstanding Common Stock
      subject to the 1993 ISO Plan, or subject to any Option, resulting from any
      stock splits, combination or exchange of shares of Common Stock,
      consolidation, spin-off or recapitalization of shares of Common Stock or
      any capital adjustment or transaction similar to the foregoing or any
      distribution to holders of Common Stock other than regular cash dividends.

(b)   The Committee shall make such adjustment in such manner as it may deem
      equitable and appropriate, subject to compliance with applicable laws. Any
      determination, substitution or adjustment made by the Committee under this
      Section shall be conclusive and binding on all persons. Except as
      expressly provided herein, neither the Company's issuance of shares of
      stock of any class or securities convertible into shares of stock of any
      class, nor the conversion of any convertible securities of the Company,
      shall be treated as a transaction requiring any substitution or adjustment
      under this Section.

                                    * * * * *

            The Company has caused this Amendment 2006A to the 1993 Incentive
Stock Option Plan to be signed on the date indicated below, to be effective as
indicated above.


                                                          DIODES INCORPORATED


Dated:  September 22, 2006                                By:  Carl Wertz

                                                          /s/ Carl Wertz

                                                          Its: Secretary