UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K /A (No. 1)
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the fiscal year ended December 31, 1995
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
---------------- -------------------
Commission File Number 1-7882
ADVANCED MICRO DEVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-1692300
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization) 94086
One AMD Place (Zip Code)
Sunnyvale, California
(Address of principal executive offices)
Registrant's telephone number, including area code: (408) 732-2400
Securities registered pursuant to Section 12(b) of the Act:
(Name of each exchange
(Title of each class) on which registered)
---------------------- ----------------------
$.01 Par Value Common Stock New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
------- -------
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [_]
Aggregate market value of the voting stock
held by nonaffiliates as of February 26, 1996.
$2,623,543,765
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
133,337,618 shares as of February 26, 1996.
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DOCUMENTS INCORPORATED BY REFERENCE
(1) Portions of the Annual Report to Stockholders for the fiscal year ended
December 31, 1995, are incorporated into Parts I, II and IV hereof.
(2) Portions of the Proxy Statement dated on or before April 29, 1996, for the
Annual Meeting of Stockholders to be held on April 25, 1996, are
incorporated into Part III hereof.
ITEM 2. PROPERTIES
AMD's principal engineering, manufacturing, warehouse and administrative
facilities comprise approximately 3.07 million square feet and are located in
Santa Clara County, California and Austin, Texas. (See Item 1, Manufacturing and
Item 7, Management's Discussion and Analysis of Results of Operations and
Financial Condition.) Over 2.54 million square feet of this space is in
buildings owned by the Corporation.
The Corporation entered into certain operating leases for property containing
two buildings with approximately 360,000 square feet, located on 45.6 acres of
land in Sunnyvale, California at One AMD Place and 991 Stewart Avenue (One AMD
Place). In 1994, the Corporation began utilizing One AMD Place for its corporate
sales, marketing and administrative offices. This lease provides the Corporation
with the option to purchase One AMD Place during the lease term. At the end of
the lease term in 1998, the Corporation is obligated to either purchase One AMD
Place or arrange for its sale to a third party with a guarantee of residual
value to the seller. In 1993, the Corporation entered into a lease agreement for
approximately 175,000 square feet located adjacent to One AMD Place (known as
AMD Square) to be used in connection with One AMD Place.
The Corporation also owns or leases facilities containing approximately
730,000 square feet for its operations in Malaysia, Singapore and Thailand (See
Item 1, Manufacturing and Item 7, Management's Discussion and Analysis of
Results of Operations and Financial Condition.) Of the entire worldwide
facilities owned or leased by the Corporation, approximately 580,000 square feet
are currently vacant. In addition, approximately 180,000 square feet are
currently vacant until the construction of Fab 25 is completed. The Corporation
has entered into an agreement to lease 14.6/(1)/ acres of land in Suzhou,
China. The Corporation holds 74 undeveloped acres of land in the Republic of
Ireland. The Corporation also has an equity interest in 58 acres of land in
Albuquerque, New Mexico, which it has under a contract to sell that is expected
to close in 1996.
AMD leases 34 sales offices in North America, six sales offices in Asia and
thirteen sales offices in Europe for its direct sales force. These offices are
located in cities in major electronics markets where concentrations of AMD's
customers are located.
Leases covering the Corporation's facilities expire over terms of generally
one to twenty years. The Corporation anticipates no difficulty in either
retaining occupancy of any of its facilities through lease renewals prior to
expiration or through month-to-month occupancy, or replacing them with
equivalent facilities. (See Note 14 of Notes to Consolidated Financial
Statements contained in the 1995 Annual Report to Stockholders.)
(1) Corrected from the number appearing in the original report.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULE AND REPORTS ON FORM 8-K
(a)
1. Financial Statements
The financial statements listed in the accompanying Index to Consolidated
Financial Statements and Financial Statement Schedule Covered by Report of
Independent Auditors are filed or incorporated by reference as part of this
annual report. The following is a list of such Financial Statements:
Page References
------------------
1995 Annual
------------
Form Report to
---- ------------
10-K Stockholders
---- ------------
Report of Ernst & Young LLP,
Independent Auditors....................... -- 29
Consolidated Statements of Income
for each of the three fiscal years
in the period ended December 31, 1995..... -- 13
Consolidated Balance Sheets at
December 25, 1994 and December 31,
1995...................................... -- 14
Consolidated Statements of Cash
Flows for each of the three fiscal
years in the period ended December 31,
1995...................................... -- 15
Notes to Consolidated Financial
Statements................................. -- 16
Supplementary Financial Data:
Fiscal years 1994 and 1995 by
quarter (unaudited)....................... -- 30
2. Financial Statement Schedule
The financial statement schedule listed in the accompanying Index to
Consolidated Financial Statements and Financial Statement Schedule Covered by
Reports of Independent Auditors are filed or incorporated by reference as part
of this annual report. The following is a list of such Financial Statement
Schedule:
Page References
------------------
1995 Annual
------------
Form Report to
---- ------------
10-K Stockholders
---- ------------
Schedule II Valuation and Qualifying F-3 --
Accounts............................
All other schedules have been omitted since the required information is not
present or is not present in amounts sufficient to require submission of the
schedules, or because the information required is included in the consolidated
financial statements or notes thereto. With the exception of the information
incorporated by reference into Parts I, II and IV of this Form 10-K, the 1995
Annual Report to Stockholders is not to be deemed filed as part of this report.
3. Exhibits
The exhibits listed in the accompanying Index to Exhibits are filed or
incorporated by reference as part of this annual report. The following is a list
of such Exhibits:
Exhibit
-------
Number Description of Exhibits
------ -----------------------
2 Agreement and Plan of Merger dated October 20,
1995, as amended, between the Corporation and
NexGen, Inc. as filed as Exhibit 2 to the
Corporation's Quarterly Report for the period ended
October 1, 1995, and as Exhibit 2.2 to the
Corporation's Current Report on Form 8-K dated
January 17, 1996, is hereby incorporated by
reference.
3.1 Certificate of Incorporation, as amended, filed as
Exhibit 3.1 to the Corporation's Quarterly Report
on Form 10-Q for the period ended July 2, 1995, is
hereby incorporated by reference.
****3.2 By-Laws, as amended.
4 The Corporation hereby agrees to file on request of
the Commission a copy of all instruments not
otherwise filed with respect to long-term debt of
the Corporation or any of its subsidiaries for
which the total amount of securities authorized
under such instruments does not exceed 10% of the
total assets of the Corporation and its
subsidiaries on a consolidated basis.
*10.1 AMD 1982 Stock Option Plan, as amended, filed as
Exhibit 10.1 to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December
26, 1993, is hereby incorporated by reference.
*10.2 AMD 1986 Stock Option Plan, as amended, filed as
Exhibit 10.2 to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December
26, 1993, is hereby incorporated by reference.
*10.3 AMD 1992 Stock Incentive Plan, as amended, filed
as Exhibit 10.3 to the Corporation's Annual
Report on Form 10-K for the fiscal year ended
December 26, 1993, is hereby incorporated by
reference.
*10.4 AMD 1980 Stock Appreciation Rights Plan, as
amended, filed as Exhibit 10.4 to the Corporation's
Annual Report on Form 10-K for the fiscal year
ended December 26, 1993, is hereby incorporated by
reference.
*10.5 AMD 1986 Stock Appreciation Rights Plan, as
amended, filed as Exhibit 10.5 to the Corporation's
Annual Report on Form 10-K for the fiscal year
ended December 26, 1993, is hereby incorporated by
reference.
*10.6 Forms of Stock Option Agreements, filed as Exhibit
10.8 to the Corporation's Annual Report on
Form 10-K for the fiscal year ended December 29,
1991, are hereby incorporated by reference.
*10.7 Form of Limited Stock Appreciation Rights
Agreement, filed as Exhibit 4.11 to the
Corporation's Registration Statement on Form S-8
(No. 33-26266), is hereby incorporated by
reference.
*10.8 AMD 1987 Restricted Stock Award Plan, as amended,
filed as Exhibit 10.10 to the Corporation's
Annual Report on Form 10-K for the fiscal year
ended December 26, 1993, is hereby incorporated
by reference.
*10.9 Forms of Restricted Stock Agreements, filed as
Exhibit 10.11 to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December
29, 1991, are hereby incorporated by reference.
*10.10 Resolution of Board of Directors on September 9,
1981, regarding acceleration of vesting of all
outstanding stock options and associated limited
stock appreciation rights held by officers under
certain circumstances, filed as Exhibit 10.10 to
the Corporation's Annual Report on Form 10-K for
the fiscal year ended March 31, 1985, is hereby
incorporated by reference.
Exhibit
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Number Description of Exhibits
------ -----------------------
*10.11(a) Employment Agreement dated July 1, 1991, between
the Corporation and W. J. Sanders III, filed as
Exhibit 10.1 to the Corporation's Form 8-K dated
September 3, 1991, is hereby incorporated by
reference.
*10.12(b) Amendment dated August 27, 1991, to Employment
Agreement between the Corporation and
W. J. Sanders III, filed as Exhibit 10.2 to the
Corporation's Form 8-K dated September 3, 1991, is
hereby incorporated by reference.
*10.12 Management Continuity Agreement between the
Corporation and W. J. Sanders III, filed as Exhibit
10.14 to the Corporation's Annual Report on Form
10-K for the fiscal year ended December 29,
1991, is hereby incorporated by reference.
*10.13 Bonus Agreement between the Corporation and
Richard Previte, filed as Exhibit 10.15 to the
Corporation's Annual Report on Form 10-K for the
fiscal year ended December 29, 1991, is hereby
incorporated by reference.
*10.14 Executive Bonus Plan, as amended, filed as Exhibit
10.16 to the Corporation's Annual Report on Form
10-K for the fiscal year ended December 25, 1994,
is hereby incorporated by reference.
*10.15(a) Letter Agreement between the Corporation and
Anthony B. Holbrook dated August 24, 1994, filed
as Exhibit 10.17(b) to the Corporation's Annual
Report on Form 10-K for the fiscal year ended
December 24, 1994, is hereby incorporated by
reference.
*10.15(b) Letter Agreement dated August 4, 1995, between the
Corporation and Anthony B. Holbrook (amending the
Letter Agreement filed as Exhibit 10.17(b) to the
Corporation's Annual Report on Form 10-K for the
fiscal year ending December 24, 1994).
*10.15(c) Letter Agreement dated November 29, 1995, between
the Corporation and Anthony B. Holbrook (amending
the Letter Agreement filed as Exhibit 10.17(b) to
the Corporation's Annual Report on Form 10K for the
fiscal year ended December 24, 1994).
*10.16 Form of Bonus Deferral Agreement, filed as Exhibit
10.12 to the Corporation's Annual Report on Form
10-K for the fiscal year ended March 30, 1986, is
hereby incorporated by reference.
*10.17 Form of Executive Deferral Agreement, filed as
Exhibit 10.17 to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December
31, 1989, is hereby incorporated by reference.
*10.18 Director Deferral Agreement of R. Gene Brown,
filed as Exhibit 10.18 to the Corporation's Annual
Report on Form 10-K for the fiscal year ended
December 31, 1989, is hereby incorporated by
reference.
10.19 License Agreement with Western Electric Company,
Incorporated, filed as Exhibit 10.5 to the
Corporation's Annual Report on Form 10-K for the
fiscal year ended 1979, is hereby incorporated
by reference.
10.20 Intellectual Property Agreements with Intel
Corporation, filed as Exhibit 10.21 to the
Corporation's Annual Report on Form 10-K for the
fiscal year ended December 29, 1991, are hereby
incorporated by reference.
Exhibit
------- Description of Exhibits
Number -----------------------
------
*10.21 Form of Indemnification Agreements with former
officers of Monolithic Memories, Inc., filed as
Exhibit 10.22 to the Corporation's Annual Report
on Form 10-K for the fiscal year ended
December 27, 1987, is hereby incorporated by
reference.
*10.22 Form of Management Continuity Agreement, filed as
Exhibit 10.25 to the Corporation's Annual Report on
Form 10-K for the fiscal year ended December 29,
1991, is hereby incorporated by reference.
**10.23(a) Joint Venture Agreement between the Corporation
and Fujitsu Limited, filed as Exhibit 10.27(a)
to the Corporation's Amendment No. 1 to its Annual
Report on Form 10K/A for the fiscal year ended
December 26, 1993, is hereby incorporated by
reference.
**10.23(b) Technology Cross-License Agreement between the
Corporation and Fujitsu Limited, filed as
Exhibit 10.27(b) to the Corporation's Amendment
No. 1 to its Annual Report on Form 10K/A for the
fiscal year ended December 26, 1993, is hereby
incorporated by reference.
**10.23(c) AMD Investment Agreement between the Corporation
and Fujitsu Limited, filed as Exhibit 10.27(c) to
the Corporation's Amendment No. 1 to its Annual
Report on Form 10K/A for the fiscal year ended
December 26, 1993, is hereby incorporated by
reference.
**10.23(d) Fujitsu Investment Agreement between the
Corporation and Fujitsu Limited, filed as Exhibit
10.27(d) to the Corporation's Amendment No. 1 to
its Annual Report on Form 10K/A for the fiscal year
ended December 26, 1993, is hereby incorporated by
reference.
**10.23(e) Joint Venture License Agreement between the
Corporation and Fujitsu Limited, filed as Exhibit
10.27(e) to the Corporation's Amendment No. 1 to
its Annual Report on Form 10K/A for the fiscal year
ended December 26, 1993, is hereby incorporated by
reference.
**10.23(f) Joint Development Agreement between the
Corporation and Fujitsu Limited, filed as Exhibit
10.27(f) to the Corporation's Amendment No. 1 to
its Annual Report on Form 10K/A for the fiscal year
ended December 26, 1993, is hereby incorporated by
reference.
10.24 Credit Agreement dated as of September 21, 1994,
among the Corporation, Bank of America National
Trust and Savings Association as Agent, The First
National Bank of Boston as Co-Agent, filed as
Exhibit 10.1 to the Corporation's Quarterly Report
on Form 10-Q for the period ended September 25,
1994, is hereby incorporated by reference.
10.24(a) First Amendment to Credit Agreement, dated as of
April 7, 1995, amending the Credit Agreement
dated as of September 21, 1994, by and among the
Corporation, Bank of America National Trust and
Savings Association, as Agent, and the lenders
named therein filed as Exhibit 10.28 to the
Corporation's Quarterly Report on Form 10-Q for the
period ended October 1, 1995, is hereby
incorporated by reference.
10.24(b) Second Amendment to Amended and Restated Credit
Agreement, dated as of October 20, 1995,
amending the Credit Agreement dated as of
September 21, 1994 (as amended by the First
Amendment to Credit Agreement dated as of April 7,
1995), filed herein as Exhibit 10.28(a), by
and among the Corporation, Bank of America
National Trust and Savings Association, as Agent,
and the lenders named therein which was filed as
Exhibit 10.28(b) to the Corporation's Quarterly
Report on Form 10-Q for the period ended October
1, 1995, is hereby incorporated by reference.
Exhibit
------- Description of Exhibits
Number -----------------------
------
10.24(c) Third Amendment to Amended and Restated Credit
Agreement, dated as of January 12, 1996,
amending the Credit Agreement dated as of
September 21, 1994, by and among the Corporation,
Bank of America National Trust and Savings
Association, as Agent, and the lenders named
therein.
10.25(a) Third Amended and Restated Guaranty dated as of
August 21, 1995, by the Corporation in favor of
CIBC Inc. (replacing in entirety the Amended and
Restated Guaranty and the First Amendment
thereto filed as Exhibits 10.29(a) and 10.29(b),
respectively, to the Corporation's Annual Report on
Form 10-K for the fiscal year ended December 25,
1994) filed as Exhibit 10.29(a) to the
Corporation's Quarterly Report on Form 10-Q for
the period ended October 1, 1995, is hereby
incorporated by reference.
10.25(b) First Amendment to Third Amended and Restated
Guaranty, dated as of October 20, 1995,
amending the Third Amended and Restated Guaranty
dated August 21, 1995, made by the
Corporation in favor of CIBC Inc. and filed as
Exhibit 10.29(a), as filed as Exhibit 10.29(d) to
the Corporation's Quarterly Report on Form 10-Q for
the period ended October 1, 1995, is hereby
incorporated by reference.
10.25(c) Second Amendment to Third Amended and Restated
Guaranty, dated as of January 12, 1996
(amending the Third Amended and Restated Guaranty
dated August 21, 1995, made by the
Corporation in favor of CIBC Inc.).
10.25(d) Building Lease by and between CIBC Inc. and AMD
International Sales & Service, Ltd. dated as of
September 22, 1992, filed as Exhibit 10.28(b) to
the Corporation's Annual Report on Form
10-K for the fiscal year ended December 27, 1992,
is hereby incorporated by reference.
10.25(e) First Amendment to Building Lease dated December
22, 1992, by and between CIBC Inc. and AMD
International Sales & Service, Ltd., filed as
Exhibit 10.28(c) to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December 27,
1992, is hereby incorporated by reference.
10.25(f) Second Amendment to Building Lease dated December
17, 1993, by and between CIBC Inc. and
AMD International Sales & Service, Ltd., filed as
Exhibit 10.29(e) to the Corporation's Annual
Report on Form 10-K for the fiscal year ended
December 25, 1994, is hereby incorporated by
reference.
10.25(g) Third Amendment to Building Lease dated August 21,
1995, by and between CIBC Inc. and AMD
International Sales and Service, Ltd. (amending
the Building Lease filed as Exhibit 10.29(c) to the
Corporation's Annual Report on Form 10-K for the
fiscal year ended December 25, 1994), filed as
Exhibit 10.29(b) to the Corporation's Quarterly
Report on Form 10-Q for the period ended October
1, 1995, is hereby incorporated by reference.
10.25(h) Fourth Amendment to Building Lease, dated November
10, 1995, by and between CIBC Inc. and
AMD International Sales & Service, Ltd. (amending
the Building Lease filed as Exhibit 10.29(c) to
the Corporation's Annual Report on Form 10-K for
the fiscal year ended December 24, 1994).
10.25(i) Land Lease by and between CIBC Inc. and AMD
International Sales & Service, Ltd. dated as of
September 22, 1992, filed as Exhibit 10.28(d) to
the Corporation's Annual Report on Form 10-K for
the fiscal year ended December 27, 1992, is hereby
incorporated by reference.
Exhibit
------- Description of Exhibits
Number -----------------------
------
10.25(j) First Amendment to Land Lease dated December 22,
1992, by and between CIBC Inc. and AMD
International Sales & Service, Ltd., filed as
Exhibit 10.28(e) to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December 27,
1992, is hereby incorporated by reference.
10.25(k) Second Amendment to Land Lease dated December 17,
1993, by and between CIBC Inc. and AMD
International Sales & Service, Ltd., filed as
Exhibit 10.29(h) to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December 25,
1994, is hereby incorporated by reference.
10.25(l) Third Amendment to Land Lease dated August 21,
1995, by and between CIBC Inc. and AMD
International Sales and Service, Ltd. (amending the
Land Lease filed as Exhibit 10.29(f) to the
Corporation's Annual Report on Form 10-K for the
fiscal year ended December 25, 1994), filed as
Exhibit 10.29(c) to the Corporation's Quarterly
Report on Form 10-Q for the period ended October 1,
1995, is hereby incorporated by reference.
10.25(m) Fourth Amendment to Land Lease dated November 10,
1995, by and between CIBC Inc. and AMD
International Sales & Service, Ltd. (amending the
Land Lease filed as Exhibit 10.29(f) to the
Corporation's Annual Report on Form 10-K for the
fiscal year ended December 25, 1994).
*10.26 Executive Savings Plan, as amended, filed as
Exhibit 10.30 to the Corporation's Annual Report
on Form 10-K for the fiscal year ended December
25, 1994, is hereby incorporated by reference.
*10.27 Form of Split Dollar Agreement, as amended, filed
as Exhibit 10.31 to the Corporation's Annual
Report on Form 10-K for the fiscal year ended
December 25, 1994, is hereby incorporated by
reference.
*10.28 Form of Collateral Security Assignment Agreement,
filed as Exhibit 10.32 to the Corporation's
Annual Report on Form 10-K for the fiscal year
ended December 26, 1993, is hereby
incorporated by reference.
*10.29 Forms of Stock Option Agreements to the 1992 Stock
Incentive Plan, filed as Exhibit 4.3 to the
Corporation's Registration Statement on Form S-8
(No. 33-46577), are hereby incorporated by
reference.
*10.30 1992 United Kingdom Share Option Scheme, filed as
Exhibit 4.2 to the Corporation's Registration
Statement on Form S-8 (No. 33-46577), is hereby
incorporated by reference.
**10.31 Compaq Computer Corporation/Advanced Micro
Devices, Inc. Agreement, filed as Exhibit 10.35
to the Corporation's Annual Report on Form 10-K
for the fiscal year ended December 25, 1994,
is hereby incorporated by reference.
**10.32 Foundry Agreement between the Corporation and
Taiwan Semiconductor Manufacturing
Corporation, Ltd., filed as Exhibit 10.37 to the
Corporation's Annual Report on Form 10-K for
the fiscal year ended December 25, 1994, is hereby
incorporated by reference.
*10.33 Form of indemnification agreements with current
officers and directors of the Corporation, filed
as Exhibit 10.38 to the Corporation's Annual
Report on Form 10-K for the fiscal year ended
December 25, 1994, is hereby incorporated by
reference.
Exhibit
------- Description of Exhibits
Number -----------------------
------
10.34 Term Loan Agreement dated as of January 5, 1995,
among the Corporation, ABN-AMRO Bank, N.V., as
Administrative Agent, and ABN-AMRO Bank, N.V. and
CIBC Inc., as Co-Arrangers filed as Exhibit 10.39
to the Corporation's Annual Report on Form 10-K for
the fiscal year ended December 25, 1994, is hereby
incorporated by reference.
10.34(a) First Amendment to Term Loan Agreement, dated as of
October 20, 1995, amending the Term Loan Agreement
dated as of January 5, 1995, by and among the
Corporation, ABN-AMRO Bank, N.V., as Administrative
Agent, and the lenders named therein which was
filed as Exhibit 10.39 to the Corporation's Annual
Report on Form 10-K for the fiscal year ended
December 25, 1994, as filed as Exhibit 10.39(a) on
Form 10-Q for the period ended October 1, 1995, is
hereby incorporated by reference.
10.35 Secured Credit Agreement dated October 20, 1995,
between the Corporation and NexGen, Inc. and First
Amendement to Secured Credit Agreement dated as of
October 30, 1995 (incorporated by reference to
Annex 1 of the Agreement and Plan of Merger
attached as Exhibit 2 to this report), as filed as
Exhibit 10.40 on Form 10-Q for the period ended
October 1, 1995, is hereby incorporated by
reference.
*10.36 Agreement to Preserve Goodwill dated January 15,
1996, between the Corporation and S. Atiq Raza.
*10.37 1995 Stock Plan of NexGen, Inc., as amended, filed
as Exhibit 99.1 to the Corporation's Registration
Statement on Form S-8 (No. 333-00969), is
incorporated herein by reference.
***10.38 Patent Cross-License Agreement dated December 20,
1995, between the Corporation and Intel
Corporation.
10.39 Contract for Transfer of the Right to the Use of
Land between Advanced Micro Devices (Suzhou)
Limited and China-Singapore Suzhou Industrial Park
Development Co., Ltd.
10.40 NexGen, Inc. 1987 Employee Stock Plan, filed as
Exhibit 99.3 to Post-Effective Amendment No. 1 on
Form S-8 to the Corporation's Registration
Statement on Form S-4 (No. 33-64911), is hereby
incorporated by reference.
10.41 Form of indemnity agreement between NexGen, Inc.
and its directors and officers, filed as Exhibit
10.5 to the Registration Statement of NexGen, Inc.
on Form S-1 (No. 33-90750), is hereby incorporated
by reference.
10.42 Series E Preferred Stock Purchase Warrant of
NexGen, Inc. issued to Paine Webber Incorporated,
filed as Exhibit 10.14 to the Registration
Statement of NexGen, Inc. on Form S-1 (No. 33-
90750), is hereby incorporated by reference.
10.43 Series F Preferred Stock Purchase Warrant of
NexGen, Inc., filed as Exhibit 10.15 to the
Registration Statement of NexGen, Inc. on Form S-1
(No. 33-90750), is hereby incorporated by
reference.
10.44 Series G Preferred Stock Purchase Warrant of
NexGen, Inc., filed as Exhibit 10.16 to the
Registration Statement of NexGen, Inc. on Form S-1
(No. 33-90750), is hereby incorporated by
reference.
Exhibit
------- Description of Exhibits
Number -----------------------
------
***10.45 Agreement for Purchase of IBM Products between IBM
and NexGen, Inc. dated June 2, 1994, filed as
Exhibit 10.17 to the Registration Statement of
NexGen, Inc. on Form S-1 (No. 33-90750), is hereby
incorporated by reference.
*10.46 Letter Agreement dated as of September, 1988,
between NexGen, Inc. and S. Atiq Raza, First
Promissory Note dated October 17, 1988, and Second
Promissory Note dated October 17, 1988, as amended,
filed as Exhibit 10.20 to the Registration
Statement of NexGen, Inc. on Form S-1 (No. 33-
90750), are hereby incorporated by reference.
10.47 Series B Preferred Stock Purchase Warrant of
NexGen, Inc. issued to Kleiner, Perkins, Caufield
and Byers IV, as amended, filed as Exhibit 10.23 to
the Registration Statement of NexGen, Inc. on Form
S-1 (No. 33-90750), is hereby incorporated by
reference.
11 Statement regarding computation of per share
earnings.
13 1995 Annual Report to Stockholders, portions of
which have been incorporated by reference into
Parts I, II and IV of this annual report.
21 List of AMD subsidiaries.
23 Consent of Ernst & Young LLP, Independent Auditors,
refer to page F-2 herein.
24 Power of Attorney.
27.1 Financial Data Schedule.
The Corporation will furnish a copy of any exhibit on request and payment of
the Corporation's reasonable expenses of furnishing such exhibit.
* Management contracts and compensatory plans or arrangements required to be
filed as an Exhibit to comply with Item 14(a)(3).
** Confidential treatment has been granted as to certain portions of these
Exhibits.
*** Confidential treatment has been requested as to certain portions of these
Exhibits.
**** Amendment no. 1 to the report includes a correct copy of the bylaws in
effect as of the date of the report in replacement of the copy of the
bylaws originally filed.
(b) Reports on Form 8-K.
1. A current Report on Form 8-K dated January 17, 1996, was filed announcing
the completion of the Merger of the Corporation and NexGen.
2. A current Report on Form 8-K dated January 12, 1996, was filed announcing
NexGen's financial results of the second fiscal quarter ended December 31, 1995.
3. A current Report on Form 8-K dated January 10, 1996, was filed announcing
the Corporation's year-end earnings results.
4. A current Report on Form 8-K dated January 5, 1996, was filed announcing
the patent cross-license agreement between the Corporation and Intel.
5. A current Report on Form 8-K dated December 18, 1995, was filed announcing
that the Corporation expected fourth quarter earnings to be lower than the
preceding quarter.
6. A current Report on Form 8-K dated November 6, 1995, was filed announcing
that a securities class action lawsuit had been filed against the Corporation
and certain officers and directors of the Corporation.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Advanced Micro Devices, Inc.
Registrant
August 3, 1996
By: /s/ Marvin D. Burkett
Marvin D. Burkett
Senior Vice President, Chief
Financial and Administrative Officer and Treasurer