1.Company Profile

TSMC was the first pure integrated circuit (IC) foundry in the world. Since the beginning, we have been dedicated to providing manufacturing services for advanced ICs. Our company's charter prevents us from designing or making our own brand-name IC products. TSMC therefore is a partner, not a competitor with other semiconductor companies. TSMC's success in the foundry business has served as a model for many new entrants to the market. With TSMC as the engine of change, what was once only a concept - - a pure foundry - - is today a multi-billion dollar industry. As the semiconductor industry faces greater consolidation and spiraling IC fab construction costs, dedicated foundry companies like TSMC stand to become the primary sources that meet the growing worldwide demand.

TSMC is the largest IC foundry in the world. At the end of 1998, we operated two 6-inch wafer fabs (Fab I & II) and three 8-inch fabs (Fab III, IV and V) with annual capacity of 1.6 million top-quality, high-yield 8-inch equivalent wafers. Ground has been broken for TSMC's sixth fab, located in the new Tainan Science-Based industrial Park. The new fab will begin production by the year 2000.

TSMC is an international company that serves the world market. Consequently we have established facilities in locations other than Taiwan, including sales and engineering offices in the United States, Europe and Japan. WaferTech, TSMC's first joint venture foundry in the United States, established in alliance with several long-standing customers, began volume production in mid-1998. Also in 1998, TSMC launched a joint venture fab project with Philips Semiconductor and Singapore EDB investments. This new fab is scheduled to open in Singapore during the year 2000.

In addition to maintaining a competitive edge through steadily increasing capacity, TSMC also provides consistent volume production levels of new generation technologies. TSMC offers a comprehensive set of technology processes, including processes to manufacture CMOS logic, mixed-signal, volatile and non-volatile memory, embedded memory, and BiCMOS ICs. Our firm commitment to advanced technology ensures that TSMC will provide the best possible value-added services and become true partners to our customers.

TSMC focuses on process technology and manufacturing excellence, but places even greater emphasis on customer service. TSMC's objective is to become our customers' Virtual Fab. That is, to give our customers all the benefits of an in-house fabrication plant, without the associated expense or organizational complexity. TSMC's strategy is to improve service, develop a long-term competitive advantage by strengthening the bond between ourselves and our customers, and ensure our continued leadership in the global IC foundry business.

As a good corporate citizen, TSMC takes the job of community service and employee relations seriously. TSMC's concerted efforts have earned the company several awards from the Taiwan government for environmental protection, health and safety, employee benefits, employee training and social welfare. In addition, prestigious magazines in Taiwan and around the world have ranked TSMC as Taiwan's leading company. Our Chairman, Dr. Morris Chang, has also received many individual honors. Business Week magazine, in its January 12, 1998 issue, selected Dr. Chang as one of the "Top 25 Managers of the Year." BankAmerica Robertson Stephens also honored Dr. Chang, citing him as one of the most significant contributors in the 50 years of semiconductor industry.

LETTER TO THE SHAREHOLDERS / A BRIEF INTRODUCTION TO TSMC / OPERATIONAL HIGHLIGHTS
BUSINESS PLANS / FINANCIAL STATEMENTS