UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A-1

(Mark One)

OR

Commission File Number 1-7882

ADVANCED MICRO DEVICES, INC.

(Exact name of registrant as specified in its charter)

(408) 732-2400

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

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  ¨

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2 of the Act).  Yes  x  No  ¨

Aggregate market value of the voting stock held by non-affiliates based on the closing price on March 3, 2003 ($5.37), as reported on the New York Stock Exchange:

$1,856,334,749

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.

345,686,173 shares as of March 3, 2003.

DOCUMENTS INCORPORATED BY REFERENCE

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AMD, Advanced Micro Devices, AMD Athlon, AMD Duron, AMD Opteron, QuantiSpeed, 3Dnow!, AM1772 and MirrorBit are either our trademarks or our registered trademarks in the United States and/or other jurisdictions. Vantis is a trademark of Lattice Semiconductor Corporation. Legerity is a trademark of Legerity, Inc. Microsoft, Windows, Windows NT, and MS-DOS are either registered trademarks or trademarks of Microsoft Corporation in the United States and/or other jurisdictions. MIPS is a registered trademark of MIPS Technologies, Inc. in the United States and/or other jurisdictions. Other terms used to identify companies and products may be trademarks of their respective owners.

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Pursuant to Rule 12b-15 of the Securities Exchange Act of 1934, Item 14 of the Advanced Micro Devices, Inc. Annual Report on Form 10-K is amended as follows:

PART IV

(a)

1. Financial Statements

The financial statements are set forth in Item 8 of this report on Form 10-K.

All other schedules have been omitted because 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.

2. Exhibits

The exhibits listed in the accompanying Index to Exhibits are filed as part of, or incorporated by reference into, this Annual Report on Form 10-K. The following is a list of such Exhibits:

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AMD will furnish a copy of any exhibit on request and payment of AMD’s reasonable expenses of furnishing such exhibit.

(b) Reports on Form 8-K

(d) Fujitsu AMD Semiconductor Limited Financial Statements

This Form 10-K/A-1 is being filed to reflect additional information relating to Fujitsu AMD Semiconductor Limited (“FASL” or “the Company”), which entity’s fiscal year end was March 31, 2003. FASL, a joint venture formed by AMD and Fujitsu Limited (“Fujitsu”), was formed in 1993 for the development and manufacture of non-volatile memory devices. AMD owned a 49.992% interest in FASL at its fiscal year end, and Fujitsu owned the remaining interest.

Effective June 30, 2003, AMD and Fujitsu executed agreements to integrate their Flash memory operations. The new company, FASL LLC, is 60 percent owned by AMD and 40 percent owned by Fujitsu. As part of this transaction, AMD and Fujitsu contributed the Company to FASL LLC, it was renamed FASL Japan and it became a wholly owned subsidiary of FASL LLC. AMD controls FASL LLC. Therefore, FASL LLC’s financial results, including FASL Japan, will be consolidated into AMD’s financial statements beginning June 30, 2003.

All information as of and for the period ended March 31, 2003 is unaudited. The financial statements of the Company as of December 28, 2003 and for the twelve months ended December 28, 2003 will be included in the 2003 audited financial statements of AMD.

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FUJITSU AMD SEMICONDUCTOR LIMITED

STATEMENTS OF OPERATIONS

THREE YEARS ENDED MARCH 31, 2003

(Thousands, except share and per share amounts)

See accompanying notes.

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FUJITSU AMD SEMICONDUCTOR LIMITED

BALANCE SHEETS

MARCH 31, 2003 AND 2002

(Thousands, except share amounts)

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See accompanying notes.

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FUJITSU AMD SEMICONDUCTOR LIMITED

STATEMENTS OF STOCKHOLDERS’ EQUITY

THREE YEARS ENDED MARCH 31, 2003

(Thousands, except share amounts)

See accompanying notes.

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FUJITSU AMD SEMICONDUCTOR LIMITED

STATEMENTS OF CASH FLOWS

FOR THE THREE YEARS ENDED MARCH 31, 2003

(Thousands)

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See accompanying notes.

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FUJITSU AMD SEMICONDUCTOR LIMITED

NOTES TO FINANCIAL STATEMENTS

(All information as of and for the period ended March 31, 2003 is unaudited)

1. NATURE OF OPERATIONS

In 1993, Advanced Micro Devices, Inc. (“AMD”) and Fujitsu Limited (“Fujitsu”) formed a joint venture, Fujitsu AMD Semiconductor Limited (“FASL” or the “Company”), for the development and manufacture of non-volatile memory devices. Through FASL, the two companies constructed and operated advanced integrated circuit manufacturing facilities in Aizu-Wakamatsu, Japan, to produce Flash memory devices. As of March 31, 2003, AMD owned a 49.992% interest in FASL, and Fujitsu owned the remaining interest. Please see Note 8, which describes the new joint venture between AMD and Fujitsu, FASL LLC, effective June 30, 2003.

2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING PRINCIPLES. The accounting records of the Company were maintained in accordance with accounting practices prevailing in Japan. The accompanying financial statements, however, include adjustments that have not been recorded in the legal books of account of the Company but are necessary to conform to accounting principles generally accepted in the United States of America (“U.S. GAAP”). These adjustments consist principally of depreciation under a different method and its impact on the valuation of inventories, provision for deferred income taxes, and adjustments stemming from the translation of the Company’s financial statements into the U.S. dollar for reporting purposes.

UNAUDITED FINANCIAL INFORMATION. The financial information as of March 31, 2003 and for the twelve months ended March 31, 2003 is unaudited, but includes all adjustments that management considers necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows.

CASH EQUIVALENTS. Cash equivalents consist of financial instruments which are readily convertible into cash and have original maturities of three months or less at the time of acquisition.

FOREIGN CURRENCY TRANSLATION. The functional currency of the Company is the Japanese yen. Financial statements are translated into the U.S. dollar using the exchange rate at each balance sheet date for assets and liabilities and an average exchange rate for each period for operating statement items. Translation adjustments are recorded as a separate component of stockholders’ equity in the U.S. dollar financial statements.

REVENUE RECOGNITION. Revenue is recognized on sales when the contract is in place, the price is determined, shipment is made and collectibility is reasonably assured. Unit selling price is determined by a transfer price agreement. The agreement, consummated in June 1999, as amended in April, 2001, and retroactively applied to products shipped on or after April 1, 1999, calculates unit selling price using approximately 106 percent of cost of sales based on the Commercial Code in Japan. Prior to April 1, 1999, unit selling price was calculated based on a percentage of Fujitsu’s and AMD’s ultimate average selling price at a predetermined, nonnegotiable exchange rate.

INVENTORIES. Inventories are stated at the lower of actual cost (average method) or market (net realizable value).

PROPERTY, PLANT AND EQUIPMENT. Property, plant and equipment is stated at cost. Depreciation for U.S. GAAP purposes is provided on the straight-line basis over the estimated useful lives of the assets for financial reporting purposes and on accelerated methods for tax purposes. Depreciation commences when the assets are put into service for their intended use. Estimated useful lives for financial reporting purposes are as follows: machinery and equipment — 3 to 5 years; buildings — up to 26 years.

NET INCOME (LOSS) PER SHARE. The Company computed net income (loss) per share using the weighted-average common shares outstanding. The Company had no potentially dilutive securities.

USE OF ESTIMATES. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States. Accordingly, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results will differ from those estimates, and such differences may be material to the financial statements.

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IMPAIRMENT OF LONG-LIVED ASSETS. The Company accounts for the impairment of long-lived assets in accordance with Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” (“SFAS 144”). For long-lived assets used in operations, the Company records impairment losses when events and circumstances indicate that these assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. If less, the impairment losses are based on the excess of the carrying amounts of these assets over their respective fair values. Their fair values would then become the new cost basis. The fair values are determined by quoted market prices if available. When fair values quoted market prices are not available, the present value of the future estimated net cash flows is generally used. For assets held for sale, impairment losses are measured at the lower of the carrying amount of the assets or the fair value of the assets less costs to sell. For assets to be disposed of other than by sale, impairment losses are measured as their carrying amount less salvage value, if any, at the time the assets cease to be used.

COMPREHENSIVE INCOME (LOSS). As required under Statement of Financial Accounting Standards No. 130, “Reporting Comprehensive Income” (“SFAS 130”), the Company’s comprehensive income (loss), as presented in the statements of stockholders’ equity, includes net income (loss), foreign currency translation adjustments and minimum pension liabilities.

As of March 31, 2003 and 2002 accumulated other comprehensive loss, consisting of cumulative foreign currency translation adjustments and minimum pension liability, was $76,067,000 and $146,605,000.

RECENT ACCOUNTING PRONOUNCEMENTS.

In November 2002, the Financial Accounting Standards Board (“FASB”) issued FASB Interpretation No. 45, “Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others” (“FIN 45”). This interpretation elaborates on the disclosures to be made by a guarantor in its financial statements regarding its obligations under certain guarantees that it has issued. It also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. The provisions related to the disclosure requirements of this interpretation are effective for financial statements of periods ending after December 15, 2002. The provisions related to recognition and measurement are applicable prospectively to guarantees issued or modified after December 31, 2002. As required, the Company adopted the provisions in the financial statements for the fiscal year ended March 31, 2003, and the adoption of FIN 45 did not have a material effect on its results of operations or financial condition.

In January 2003, the FASB issued Interpretation No. 46, “Consolidation of Variable Interest Entities” (“FIN 46”). Variable interest entities often are created for a single specified purpose, such as facilitating securitization, leasing, hedging, research and development, or other transactions or arrangements. Formerly “Consolidation of Certain Special Purpose Entities” in its draft form, this interpretation of Accounting Research Bulletin No. 51, “Consolidated Financial Statements,” defines what these variable interest entities are and provides guidelines on how to identity them and also on how an enterprise should assess its interests in a variable interest entity to decide whether to consolidate that entity. Generally, FIN 46 applies to variable interest entities created after January 31, 2003, and to variable interest entities in which an enterprise obtains an interest after that date. For existing variable interest entities in which an enterprise holds a variable interest that it acquired before February 1, 2003, the provision of this interpretation will apply no later than the beginning of the first interim or annual reporting period beginning after June 15, 2003. The Company does not have any variable interest entities and the Company does not expect the adoption of FIN 46 will have a material impact on the Company’s results of operations or financial condition.

3. RELATED PARTY TRANSACTIONS

As of March 31, 2003, the Company was 100 percent owned by AMD and Fujitsu, with AMD owning a 49.992% interest and Fujitsu owning the remaining interest (See Note 8). Under the terms of the joint venture agreement, the Company’s production was allocated nearly equally between AMD and Fujitsu. All of the Company’s accounts receivable and sales as of and for the years ended March 31, 2003, 2002 and 2001 were with these related parties. The Company made purchases from AMD and Fujitsu totaling $38 million, $157 million and $244 million in 2003, 2002 and 2001, respectively. At March 31, 2003 and 2002, the Company owed AMD, Fujitsu and Fujitsu’s subsidiaries approximately $293 million and $332 million, respectively. These amounts consist of loan, trade and royalty payables.

The Company had an agreement with Fujitsu Capital Limited (“FCAP”), a wholly owned subsidiary of Fujitsu, to provide financing to the Company, up to $375 million, at an interest rate of 0.65%. The Company continued the facilitization of its second and third wafer fabrication facilities, FASL JV2 and FASL JV3, in Aizu-Wakamatsu, Japan. FASL JV2 and JV3 are

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expected to cost approximately $1.8 billion when fully equipped. As of March 31, 2003, approximately $1.6 billion of these costs had been funded by cash generated from the Company’s operations and borrowings by the Company. These costs are denominated in Japanese yen and are, therefore, subject to change due to foreign exchange rate fluctuations.

A significant portion of the Company’s capital expenditures in fiscal 2003 were funded by cash generated from its operations. However, to the extent that additional funds were required for the full facilitization of FASL JV2 and FASL JV3, Fujitsu and AMD were required to contribute cash or guarantee third-party loans in proportion to their interest in the Company, up to 50 billion yen ($416 million). As of March 31, 2003, Fujitsu and AMD each had $76 million in loan guarantees outstanding ($152 million in total) with respect to these third-party loans. (See Note 8.)

The Company participated in a contributory Fujitsu defined benefit pension plan and a lump-sum retirement benefit plan (collectively “Fujitsu Plans”) covering not only employees dispatched from Fujitsu, but also employees directly hired by the Company effective September 21, 2001. Under the Fujitsu Plans employees were entitled to certain annuity payments upon their retirements based primarily on their years of service and basic salary as of the retirement date. Prior to September 21, 2001, only those Company’s employees dispatched from Fujitsu were covered by the Fujitsu Plans. The Fujitsu Plans adopted by the Company required the Company to assume the projected benefit obligations attributed to the employees dispatched from Fujitsu and to acquire the related plan assets. The projected benefit obligation and related plan asset values were approximately $28 and $5 million, at March 31, 2003. The accrued pension liability balance was approximately $18 million at March 31, 2003. Pension expense recorded for the year ended March 31, 2003 was approximately $5 million.

4. INCOME TAXES

Provision for income taxes consisted of:

Significant components of the Company’s deferred tax assets and liabilities as of March 31, 2003 and 2002 were as follows:

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The following is a reconciliation between statutory Japanese income taxes and the total provision for income taxes in accordance with accounting principles generally accepted in the United States:

5. SEGMENT REPORTING

As required by SFAS 131, the Company determined that it has only one principal business, operating segment and reportable segment: the production and sale of non-volatile memory devices. The Company derived all of its revenues from sales of only one type of product, Flash memory devices, and was not organized by multiple operating segments for the purposes of making operating decisions or assessing performance. Accordingly, the Company operated in one reportable segment.

The Company derived all revenues from its sales to AMD and Fujitsu. Sales in the United States comprise approximately 56% of revenues, and sales in Japan comprise approximately 44% of revenues. All long-lived assets are located in Japan.

6. COMMITMENTS

At March 31, 2003, the Company had commitments of approximately $31 million for the purchase and installation of equipment in its facilities.

The Company leases the land for its manufacturing and administrative facilities from Fujitsu under an agreement that expires May 31, 2023. The lease fee is revised every three years based on the fair market value of the land. In addition, certain manufacturing equipment is used under operating lease contracts. For each of the next five years and beyond, minimum lease obligations, without potential for market value increases, are: