SecProbe.io

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Mail Stop 6010

August 31, 2005

Jason C. S. Chang, Chief Executive Officer
Advanced Semiconductor Engineering, Inc
26 Chin Third Road
Nantze Export Processing Zone
Nantze, Kaohsiung, Taiwan
Republic of China

	Re:	Advanced Semiconductor Engineering, Inc
		Form 20-F for the fiscal year ended December 31, 2004
		Form 6-K for fiscal 2005
		File No.  1-16125

Dear Mr. Chang

      We have limited our review of your filing to those issues we
have addressed in our comments.  Where indicated, we think you
should
revise your documents in response to these comments in all future
filings with the Commission.  If you disagree, we will consider
your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.  After
reviewing this information, we may raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Mr. Jason C. S. Chang,
Advanced Semiconductor Engineering, Inc.
August 31, 2005
Page 2

Form 20-F for fiscal year ended December 31, 2004

Operating and Financial Review and Prospects, page 47

Results of Operations, page 54

1. In future filings, please provide more details of the
significant
increases in revenues each period, including a discussion of each
of
the factors that contributed to the significant changes.

Liquidity, page 64

2. We note the discussion on page 64 of the failure to comply with
certain financial covenants in your loan agreements.  Tell us the
impact that this noncompliance had on your financial statements
and
whether you are considered in default of any of these lending
arrangements. In addition, tell us the status of obtaining waivers
from the relevant lenders.

Financial Statements

Note 2  Significant Accounting Policies, page F-14

-- Basis of Consolidation, page F-14

3. Please tell us, and disclose in future filings, more details of
the specific accounting treatment for inter-company accounts
described in the second paragraph.

Note 3 Accounting Change, page F-20

4. Please tell us, and disclose in future filings, more details
about
the impairment of goodwill and the circumstances that resulted in
the
impairment.  Explain how it was necessary to record the impairment
when you adopted of ROC Standard 35 and why goodwill was not
previously impaired. In addition, tell us details of the goodwill
impairment recognized in 2004 for U.S. GAAP purposes in the
reconciliation in Note 29.

Mr. Jason C. S. Chang,
Advanced Semiconductor Engineering, Inc.
August 31, 2005
Page 3

Note 28   Segment and Geographic Information, page F-50

5. We see you have grouped "Asia and Other" together for revenue
information.  However you present Asia as a material geographic
segment for long-lived assets disclosures.  Please tell us what
consideration you gave to presenting revenues from Asia separately
and, if material, disclose separately in future filings.

      As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a response letter that keys your responses to our
comments and provides the requested information.  Confirm that you
will comply with these comments in all future filings with the
Commission.  Detailed response letters greatly facilitate our
review.
Please understand that we may have additional comments after
reviewing your responses to our comments and the requested
information.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that the filing includes all information required under
the
Securities Exchange Act of 1934 and that they have provided all
information investors require for an informed decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

Mr. Jason C. S. Chang,
Advanced Semiconductor Engineering, Inc.
August 31, 2005
Page 4

In addition, please be advised that the Division of Enforcement
has
access to all information you provide to the staff of the Division
of
Corporation Finance in our review of your filing or in response to
our comments on your filing.

      You may contact Jeanne Bennett at (202) 551-3606, or me at
(202) 551-3676, if you have questions regarding our comments.  In
our
absence you may contact Martin F. James, Senior Assistant Chief
Accountant at (202) 551-3671.

      Sincerely,

      Brian R. Cascio
      Accounting Branch Chief

cc:	Richard K. Bonaparte, Esq.
	Davis, Polk & Wardwell
	By Facsimile    (212) 450-3519

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