U.S. SECURITIES AND EXCHANGE COMMISSION
     Washington, D.C. 20549

     FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities
Exchange Act of 1934

Date of Report (Date of earliest event reported):  September 24,
1996

               INTERNATIONAL SEMICONDUCTOR CORP.
_________________________________________________________________
(Exact name of small business issuer as specified in its charter)

         Nevada                           13-3432594             
(State or other jurisdiction of         (I.R.S. Employer
 incorporation or organization)         Identification No.)

  2950 31st Street, Suite 240, Santa Monica, California 90405    
_________________________________________________________________
(Address of principal executive offices)      (Zip Code)

      (310) 425-2376                                            
_________________________________________________________________
  (Issuer's telephone number, including area code)
          
              N/A                                                
_________________________________________________________________
(Former name, former address and former fiscal year, if changed
since last report)


ITEM 4.  Changes in Registrant's Certifying Accountant.

Braude Bavly was previously the principal accountant for
International Semiconductors Corp.  On 24 September, 1996 that
firm s appointment as principal accountants was terminated and
Skeehan and Co., accounting firm, was engaged as principal
accountants.  The decision to change accountants was approved by
the board of directors.

In connection with the audits of the two fiscal years ended 31
December 1995, and the subsequent interim period through 24
September, 1996, there were no disagreements with Braude Bavly on
any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures, which
disagreements if not resolved to their satisfaction would have
caused them to make reference in connection with their opinion to
the subject matter of the disagreement.

The audit reports of Braude Bavly on the consolidated financial
statements of International Semiconductors Corp. and subsidiaries
as of and for the years ended 31 December 1995 and 1994 did not
express an opinion.  A letter from Braude Bavly is attached as
Exhibit A.

                                SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.

Date:  September 24, 1996               /s/  Robert M. Terry     
                                   Robert M. Terry, President


                                        /s/ Jerome Saver         
                                   Jerome Saver, Chief Financial
                                        Officer




Securities and Exchange Commission
Washington DC 20549

24 September 1996

Ladies and Gentlemen:

We were previously principal accountants for International
Semiconductors Corp. and, under the date of 18 April, 1996, we
issued a disclaimer of opinion on the consolidated
financial statements of International Semiconductor Corp and
subsidiaries as of and for the years ended 31 December 1995 and
1994.  On 24 September, 1996, our appointment as principal
accountants was terminated.  We have read International
Semiconductor Corps statements included under Item 4 of its form
8-K dated 24 September, and we agree with such statements, except
that we are not in a position to agree or disagree with
International Semiconductor Corps statement that the change
was approved by the Board of Directors.

Very truly yours,


 /s/  Bavly Braude 
Braude Bavly CPA
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U.S. SECURITIES AND EXCHANGE COMMISSION
     Washington, D.C. 20549

     FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities
Exchange Act of 1934

Date of Report (Date of earliest event reported):  September 24,
1996

               INTERNATIONAL SEMICONDUCTOR CORP.
_________________________________________________________________
(Exact name of small business issuer as specified in its charter)

         Nevada                           13-3432594             
(State or other jurisdiction of         (I.R.S. Employer
 incorporation or organization)         Identification No.)

  2950 31st Street, Suite 240, Santa Monica, California 90405    
_________________________________________________________________
(Address of principal executive offices)      (Zip Code)

      (310) 425-2376                                            
_________________________________________________________________
  (Issuer's telephone number, including area code)
          
              N/A                                                
_________________________________________________________________
(Former name, former address and former fiscal year, if changed
since last report)

ITEM 4.  Changes in Registrant's Certifying Accountant.

Braude Bavly was previously the principal accountant for
International Semiconductors Corp.  On 24 September, 1996 that
firm s appointment as principal accountants was terminated and
Skeehan and Co., accounting firm, was engaged as principal
accountants.  The decision to change accountants was approved by
the board of directors.

In connection with the audits of the two fiscal years ended 31
December 1995, and the subsequent interim period through 24
September, 1996, there were no disagreements with Braude Bavly on
any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures, which
disagreements if not resolved to their satisfaction would have
caused them to make reference in connection with their opinion to
the subject matter of the disagreement.

The audit reports of Braude Bavly on the consolidated financial
statements of International Semiconductors Corp. and subsidiaries
as of and for the years ended 31 December 1995 and 1994 did not
express an opinion.  A letter from Braude Bavly is attached as
Exhibit A.

                                SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.

Date:  September 24, 1996               /s/  Robert M. Terry     
                                   Robert M. Terry, President

                                        /s/ Jerome Saver         
                                   Jerome Saver, Chief Financial
                                        Officer

Securities and Exchange Commission
Washington DC 20549

24 September 1996

Ladies and Gentlemen:

We were previously principal accountants for International
Semiconductors Corp. and, under the date of 18 April, 1996, we
issued a disclaimer of opinion on the consolidated
financial statements of International Semiconductor Corp and
subsidiaries as of and for the years ended 31 December 1995 and
1994.  On 24 September, 1996, our appointment as principal
accountants was terminated.  We have read International
Semiconductor Corps statements included under Item 4 of its form
8-K dated 24 September, and we agree with such statements, except
that we are not in a position to agree or disagree with
International Semiconductor Corps statement that the change
was approved by the Board of Directors.

Very truly yours,

 /s/  Bavly Braude 
Braude Bavly CPA