Pixelplus Co., Ltd. (Pixelplus), incorporated on April 12, 2000, is a fabless semiconductor company that designs, develops and markets complementary metal oxide semiconductor (CMOS) image sensors for use in mobile camera phones and other applications, such as personal computer (PC) cameras and security and surveillance systems. The Company's image sensors are used to capture and convert images into digital signals for display or transmission. Pixelplus is focused on creating design technologies to develop and market image sensors, while outsourcing its manufacturing, testing and assembly requirements to independent companies. The Company's product portfolio consists of CMOS image sensors and camera modules incorporating its CMOS image sensors of various specifications, used predominantly in mobile phone applications. It sells most of its CMOS image sensors to mobile phone manufacturers or module assembly companies that sell camera modules under their own brand names. The Company's customers include designers and manufacturers of mobile phones and camera modules, such as BYD Co., Ltd., China TechFaith Wireless Communication Technology Ltd., DART Express Incorporated, DK Semicon, Ningbo Bird Co., Ltd., Pantech Co., Ltd., ROHM Co., Ltd., Seiko Precision Inc. and Sharp Corporation (Sharp). During the year ended December 31, 2004, Pixelplus shipped approximately 10.8 million image sensors worldwide, of which 7.7 million CMOS image sensors were sold through DongbuAnam Semiconductor Inc. (DongbuAnam) to Sharp under the Company's arrangements with DongbuAnam. All of Pixelplus' CMOS image sensors are standardized products. Its product offerings ranges from the Company's 0.1-megapixel common intermediate format (CIF) and 0.3-megapixel video graphic array (VGA) products to its higher end 1.3-megapixel, super-extended graphics array (SXGA) and 2-megapixel, ultra-extended graphics array (UXGA) products. All of the Company's CMOS image sensors incorporate on a single chip many digital camera functions, including an integrated image signal processor (ISP), noise reduction circuits, color gain controller, internal timing generator and analog to digital converter (ADC). The Company developed its first 1.3-megapixel CMOS image sensor for commercial production in September 2003, and its first two-megapixel single chip product with auto-focus capabilities for commercial production in April 2005. In April 2005, the Company also integrated a four-channel motor controller into its commercially available two-megapixel products to control mechanical shutter, aperture and auto focus functions. Pixelplus' CMOS image sensors incorporate its single-chip design and three-transistor architecture. The Company's single-chip design enables its CMOS image sensors to combine image capturing with ISP, color processing and image output functions. It offers a product portfolio, including image sensors with resolutions ranging from 0.1 to 2 megapixels. The Company commercialized its first 0.1-megapixel CIF image sensors in June 2004. Its CIF image sensors are its smallest product with optical sizes from 1/7 inch to 1/11 inch. Pixelplus' CIF image sensors are used mainly in dual-camera mobile phones, which utilize two image sensors, a smaller CIF image sensor for taking digital photos and a much larger charge-coupled device (CCD) image sensor for video conferencing. Pixelplus developed its first 0.3-megapixel VGA image sensors using 0.25 ?m technology for commercial production in September 2003, and using 0.18 ?m back-end over layer (BEOL) process technology in May 2005. The Company's VGA image sensors and its camera modules incorporating VGA image sensors have accounted for more than 81% of its revenues during the year ended December 31, 2004. Pixelplus' VGA image sensors range in optical size from 1/4.5 inch to 1/6.2 inch. The Company developed its first 1.3-megapixel SXGA image sensors for the mobile camera phone application using 0.25 ?m technology for commercial production in December 2003, using 0.18 ?m BEOL process technology in May

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