Indictment

SAN FRANCISCO DIVISION

The Grand Jury charges that:

1. The following individuals are hereby indicted and made defendants on the charge stated below:

1. IL UNG KIM;
2. YOUNG BAE RHA; and
3. GARY SWANSON.

2. From on or about April 1, 1999, until on or about June 15, 2002, the exact dates being unknown to the Grand Jury, the defendants and coconspirators, Elpida Memory, Inc., Hynix Semiconductor Inc., Infineon Technologies AG, Samsung Electronics Company, Ltd., Samsung Semiconductor Inc., and other corporations and individuals, entered into and engaged in a combination and conspiracy in the United States and elsewhere to suppress and eliminate competition by fixing the prices of Dynamic Random Access Memory ("DRAM") to be sold to certain original equipment manufacturers of personal computers and servers ("OEMs"). The defendants joined and participated in the conspiracy at various periods of time from on or about April 1, 2001, until on or about June 15, 2002 ("the period covered by this Indictment"), the exact dates being unknown to the Grand Jury. The combination and conspiracy engaged in by the defendants, their corporate employers, and other coconspirators was in unreasonable restraint of interstate and foreign trade and commerce in violation of Section 1 of the Sherman Act (15 U.S.C. § 1).

3. The charged combination and conspiracy consisted of a continuing agreement, understanding, and concert of action among the defendants, their corporate employers, and other coconspirators, the substantial terms of which were to agree to fix the prices for DRAM to be sold to certain OEMs.

4. For the purpose of forming and carrying out the charged combination and conspiracy, the defendants, their corporate employers, and other coconspirators did those things that they combined and conspired to do, including, among other things:

1. attended meetings and participated in telephone conversations in the United States and elsewhere to discuss the prices of DRAM to be sold to certain OEMs;
2. agreed during those meetings and telephone conversations to charge prices of DRAM at certain levels to be sold to certain OEMs;
3. exchanged information on sales of DRAM to certain OEM customers, for the purpose of monitoring and enforcing adherence to the agreed-upon prices;
4. agreed during those meetings and telephone conversations to raise and maintain prices of DRAM to be sold to certain OEMs;
5. agreed during those meetings and telephone discussions to rig the online auction, sponsored by Compaq Computer Corporation on November 29, 2001, by not submitting a bid in the auction, or by submitting intentionally high prices on the bids in the auction;
6. authorized, ordered and consented to the participation of subordinate employees in the conspiracy;
7. issued price quotations in accordance with the agreements reached;
8. accepted payment for the supply of DRAM sold at collusive, noncompetitive prices to certain OEM customers in the United States and elsewhere; and
9. concealed the conspiracy and conspiratorial contacts through various means.

5. Defendant IL UNG KIM is a resident and citizen of the Republic of Korea. During the period covered by this Indictment, IL UNG KIM was Vice President, Marketing for the Memory Division of Samsung Electronics, Ltd. ("Samsung"). During the period covered by this Indictment, Samsung was a Korean company engaged in the business of producing and selling DRAM to customers in the United States and elsewhere.

6. Defendant YOUNG BAE RHA is a resident and citizen of the Republic of Korea. During certain portions of the period covered by this Indictment YOUNG BAE RHA was Vice President of Sales and Marketing for the Memory Division of Samsung.

7. Defendant GARY SWANSON is a resident and citizen of the United States. During the period covered by this Indictment GARY SWANSON was Senior Vice President, Memory Sales and Marketing for Hynix Semiconductor America Inc. ("Hynix America"), the United States' based subsidiary of Hynix Semiconductor, Inc. ("Hynix"). During the period covered by this Indictment, Hynix was a Korean company and Hynix America was a United States company engaged in the business of producing and selling DRAM to customers in the United States and elsewhere.

8. Various corporations and individuals, not made defendants in this Indictment, participated as coconspirators in the offense charged in this Indictment and performed acts and made statements in furtherance of it.

9. Whenever in this Indictment reference is made to any act, deed, or transaction of any corporation, the allegation means that the corporation engaged in the act, deed, or transaction by or through its officers, directors, employees, agents, or other representatives while they were actively engaged in the management, direction, control, or transaction of its business or affairs.

III.

10. DRAM is the most commonly used semiconductor memory product. DRAM provides high-speed storage and retrieval of electronic information in personal computers, servers and other devices. All references to DRAM in this Indictment include Synchronous Dynamic Random Access Memory ("SDRAM") and Double Data Rate Dynamic Random Access Memory ("DDR") semiconductor memory devices and modules.

11. During the period covered by this Indictment, the defendants, their corporate employers, and coconspirators sold and distributed DRAM in a continuous and uninterrupted flow of interstate and foreign trade and commerce to customers located in states or countries other than the states or countries in which the defendants, their corporate employers, and coconspirators produced DRAM. The OEMs that were affected by the conspiracy to suppress and eliminate competition include: Dell Inc., Compaq Computer Corporation, Hewlett-Packard Company, Apple Computer, Inc., International Business Machines Corporation, and Gateway, Inc.

12. The business activities of the defendants, their corporate employers, and coconspirators that are the subject of this Indictment were within the flow of, and substantially affected, interstate and foreign trade and commerce.

13. The combination and conspiracy charged in this Indictment was carried out, in part, in the Northern District of California, within the five years preceding the filing of this Indictment.

ALL IN VIOLATION OF TITLE 15, UNITED STATES CODE, SECTION 1.