Edgar Filing: MEMSIC Inc

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â INVESTAR CAPITAL INC

2. Date of Event Requiring Statement (Month/Day/Year)
12/13/2007

3. Issuer Name and Ticker or Trading Symbol
MEMSIC Inc [MEMS]

(Last)

(First)

(Middle)

24F, NO. 76, SEC. 2, DUNHUA S. RD.

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

TAIPEI,Â F5Â 105

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security
(Instr. 4)

2. Amount of Securities Beneficially Owned
(Instr. 4)

3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)

4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	1,363,500	$ ⁽¹⁾	I ⁽²⁾	By InveStar Semiconductor Development Fund, Inc.
Series A Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	909,000	$ ⁽¹⁾	I ⁽²⁾	By InveStar Semiconductor Development Fund, Inc. (II) LDC
Series B Convertible Preferred Stock	Â ⁽³⁾	Â ⁽³⁾	Common Stock	235,514	$ ⁽³⁾	I ⁽²⁾	By InveStar Semiconductor Development Fund, Inc. (II) LDC

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
INVESTAR CAPITAL INC 24F, NO. 76, SEC. 2, DUNHUA S. RD. TAIPEI,Â F5Â 105	Â	Â X	Â	Â
InveStar Semiconductor Development Fund Inc (II) LDC 24F, NO. 76, SEC. 2, DUNHUA S. RD. TAIPEI,Â F5Â 105	Â	Â X	Â	Â
InveStar Semiconductor Development Fund Inc 24F, NO. 76, SEC. 2, DUNHUA S. RD. TAIPEI,Â F5Â 105	Â	Â X	Â	Â

Signatures

By: /s/ Michael Tung - Title: Partner/CFO of InveStar Capital, Inc.		12/15/2007
^**Signature of Reporting Person		Date
By: /s/ Michael Tung - Title: Partner/CFO of InveStar Semiconductor Development Fund, Inc. (II) LDC		12/15/2007
^**Signature of Reporting Person		Date
By: /s/ MIchael Tung - Title: Partner/CFO of InveStar Semiconductor Development Fund, Inc.		12/15/2007
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Series A Convertible Preferred Stock is automatically converted into MEMSIC, Inc. common stock upon the closing of the Issuer's initial public offering at a conversion rate of one share of Series A Preferred Stock convertible to 0.5 share of common stock which takes into account the Issuer's one-for-two reverse stock split effected on November 9, 2007.
(2)	InveStar Capital, Inc. acts as investment manager of InveStar Semiconductor Development Fund, Inc. (II) LDC and InveStar Semiconductor Development Fund, Inc., together the "InveStar Funds", and exercises investment control over the shares held by such entities. In addition, Michael Tung is the chief financial officer and managing partner of InveStar Capital, Inc. Both InveStar Capital, Inc. and Mr. Tung disclaim beneficial ownership of such shares except to the extent of any pecuniary interest therein.
(3)	The Series B Convertible Preferred Stock is automatically converted into MEMSIC, Inc. common stock upon the closing of the Issuer's initial public offering at a conversion rate of one share of Series B Preferred Stock convertible to 0.5 share of common stock which takes into account the Issuer's one-for-two reverse stock split effected on November 9, 2007.

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