FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 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 *
WINVICK STANLEY W
   2. Issuer Name and Ticker or Trading Symbol
ADVANCED MICRO DEVICES INC [AMD] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr. VP Human Resources
(Last)
(First)
(Middle)
ADVANCED MICRO DEVICES, INC., ONE AMD PLACE		 3. Date of Earliest Transaction (Month/Day/Year)
07/28/2003
(Street)

SUNNYVALE, CA 94088-3453		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option $32.1 07/28/2003   D     50,000(1)   (2) 08/16/2010 Common Stock 50,000(1) (3) 0 D  
Employee Stock Option $41 07/28/2003   D     100,000(1)   (4) 04/26/2010 Common Stock 100,000(1) (5) 0 D  
Employee Stock Option $26.9 07/28/2003   D     6,250   (6) 04/25/2011 Common Stock 6,250 (7) 0 D  
Employee Stock Option $7.36 07/28/2003   D     18,750   (8) 05/01/2013 Common Stock 18,750 (9) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WINVICK STANLEY W
ADVANCED MICRO DEVICES, INC.
ONE AMD PLACE
SUNNYVALE, CA 94088-3453		       Sr. VP Human Resources  

Signatures

 Stanley Winvick   09/23/2003
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) Option granted prior to a two-for-one stock split by way of dividend issued August 21, 2000; securities reflected represent post-split share amount.
(2) The option provides for vesting of 20,000 shares on 4/28/02, and then monthly in equal installments so that all of the shares subject to the option become fully vested on 4/28/03.
(3) On July 28, 2003 the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the reporting person on August 16, 2000. In exchange, the reporting person will receive a replacement option on or after January 29, 2004, for the same number of shares, having an exercise price equal to the market price of the underlying stock on the grant date.
(4) The option provides for vesting of 25,000 shares on 7/25/02, and then monthly in equal installments so that all of the shares subject to the option become fully vested on 7/25/03.
(5) On July 28, 2003 the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the reporting person on April 26, 2000. In exchange, the reporting person will receive a replacement option on or after January 29, 2004, for the same number of shares, having an exercise price equal to the market price of the underlying stock on the grant date.
(6) The option provides for vesting of 1/3 of the shares subject to the option on 4/25/02, and then monthly in equal installments so that all of the shares subject to the option become fully vested on 4/25/04.
(7) On July 28, 2003 the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the reporting person on April 25, 2001. In exchange, the reporting person will receive a replacement option on or after January 29, 2004, for the same number of shares, having an exercise price equal to the market price of the underlying stock on the grant date.
(8) The option provides for vesting of 1/3 of the shares subject to the option on 5/01/04, and then monthly in equal installments so that all of the shares subject to the option become fully vested on 5/1/06.
(9) On July 28, 2003, the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the reporting person on May 1, 2003. In exchange, the reporting person will receive a replacement option on or after January 29, 2004, for the same number of shares having an exercise price equal to the market price of the underlying stock on the grant date.

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