-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>/in/edgar/work/20000731/0001012870-00-004055/0001012870-00-004055.txt : 20000921
<SEC-HEADER>0001012870-00-004055.hdr.sgml : 20000921
ACCESSION NUMBER:		0001012870-00-004055
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20000719
ITEM INFORMATION:		
ITEM INFORMATION:		
FILED AS OF DATE:		20000731

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ADVANCED MICRO DEVICES INC
		CENTRAL INDEX KEY:			0000002488
		STANDARD INDUSTRIAL CLASSIFICATION:	 [3674
]		IRS NUMBER:				941692300
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1227
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		8-K
			SEC ACT:		
			SEC FILE NUMBER:	001-07882
			FILM NUMBER:		682935
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		ONE AMD PL
				STREET 2:		P O BOX 3453
				CITY:			SUNNYVALE
				STATE:			CA
				ZIP:			94088-3453
				BUSINESS PHONE:		4087322400
</BUSINESS-ADDRESS>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>FORM 8-K FOR ADVANCE MICRO DEVICES
<TEXT>

<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   Form 8-K

               Current Report Pursuant to Section 13 or 15(d) of
                      The Securities Exchange Act of 1934


       Date of Report (date of earliest event reported):   July 19, 2000


                         ADVANCED MICRO DEVICES, INC.
                         ----------------------------
            (Exact name of registrant as specified in its charter)

         DELAWARE                      1-7882                   94-1692300
         --------                      ------                   ----------
(State or other jurisdiction         (Commission              (I.R.S. Employer
         of incorporation)           File Number)            Identification No.)


             One AMD Place,
             P.O. Box 3453
         Sunnyvale, California                                    94088-3453
         ---------------------                                    ----------
(address of principal executive offices)                          (Zip Code)


Registrant's telephone number,
 including area code:                                            (408) 732-2400
                                                                  -------------

                                  Page 1 of 4
<PAGE>

Item 5.   Other Events.
- -------   -------------

               On July 19, 2000, Advanced Micro Devices, Inc. (the "Company")
announced its second quarter sales. The Company reported record net income of
$207,142,000 on record sales of $1,170,437,000 for its second quarter ended July
2, 2000. Net income amounted to $1.21 per diluted share after taxes. Sales
increased by 7 percent from the quarter ended April 2, 2000, and by 97 percent
from the quarter ended June 27, 1999. The full text of the press release is set
forth in Exhibit 99 attached hereto and is incorporated in this report as if
fully set forth herein.


Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits.
- -------   -------------------------------------------------------------------

(c)  Exhibits

     Number             Exhibit
     ------             -------

     99.1    Press release dated July 19, 2000.

                                       2
<PAGE>

<TABLE>
<CAPTION>
Advanced Micro Devices, Inc.
CONSOLIDATED BALANCE SHEETS*
(Thousands)
                                                                                July 2,                Dec. 26,
                                                                                 2000                    1999
- -----------------------------------------------------------------------------------------------------------------
<S>                                                                          <C>                        <C>
Assets

Current assets:
     Cash, cash equivalents and short-term investments                       $ 1,079,893              $   596,511
     Accounts receivable, net                                                    533,007                  429,809
     Inventories                                                                 255,579                  198,213
     Deferred income taxes                                                        63,440                   55,956
     Prepaid expenses and other current assets                                   127,472                  129,389

- -----------------------------------------------------------------------------------------------------------------

             Total current assets                                              2,059,391                1,409,878

Property, plant and equipment, net                                             2,475,667                2,523,236
Investment in joint venture                                                      267,448                  273,608
Other assets                                                                     160,988                  170,976

- -----------------------------------------------------------------------------------------------------------------

                                                                             $ 4,963,494              $ 4,377,698
=================================================================================================================

Liabilities and Stockholders' Equity

Current liabilities:
     Accounts payable                                                            353,398                  387,193
     Accrued compensation and benefits                                           155,779                   91,900
     Accrued liabilities                                                         233,256                  273,689
     Income tax payable                                                           18,763                   17,327
     Deferred income on shipments to distributors                                 99,590                   92,917
     Current portion of long-term debt, capital
       lease obligations and other                                                75,951                   47,626
- -----------------------------------------------------------------------------------------------------------------

             Total current liabilities                                           936,737                  910,652

Deferred income taxes                                                            101,861                   60,491
Long-term debt, capital lease obligations and other,
  less current portion                                                         1,481,725                1,427,282

Stockholders' equity:
     Capital stock:
         Common stock, par value                                                   1,649                    1,496
     Capital in excess of par value                                            1,219,409                1,121,956
     Retained earnings                                                         1,269,726                  873,235
     Accumulated other comprehensive loss                                        (47,613)                 (17,414)
- -----------------------------------------------------------------------------------------------------------------

             Total stockholders' equity                                        2,443,171                1,979,273

- -----------------------------------------------------------------------------------------------------------------

                                                                             $ 4,963,494              $ 4,377,698
=================================================================================================================
</TABLE>

* Amounts as of July 2, 2000 are unaudited.  Amounts for December 26, 1999 are
derived from the December 26, 1999 audited financial statements.
<PAGE>

                                  SIGNATURES
                                  ----------

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                  ADVANCED MICRO DEVICES, INC.



Date:  July 28, 2000              By: /s/ Francis P. Barton
                                      ------------------------------------------
                                      Francis P. Barton
                                      Senior Vice President, Chief Financial
                                      Officer

                                       4
<PAGE>

                                 Exhibit Index
                                 -------------


     Number         Exhibit
     ------         -------

      99.1    Press release dated July 19, 2000.

                                       5

<PAGE>

Advanced Micro Devices, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Thousands except per share amounts)

<TABLE>
<CAPTION>
                                                                     Quarter Ended                         Six Months Ended
                                                                      (Unaudited)                             (Unaudited)
- --------------------------------------------------------------------------------------------------------------------------------
                                                      Jul. 2,          Apr. 2,          Jun. 27,        Jul. 2,         Jun. 27,
                                                       2000             2000              1999           2000            1999
- --------------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>              <C>                <C>           <C>             <C>
Net sales                                          $ 1,170,437      $ 1,092,029        $ 595,109     $ 2,262,466     $ 1,226,702

Cost of sales                                          612,567          605,757          458,339       1,218,324         908,770
Research and development                               155,651          161,297          167,278         316,948         327,224
Marketing, general and
    administrative                                     152,022          144,306          124,520         296,328         251,830
Restructuring and other
    special charges                                          -                -           17,514               -          32,530

- --------------------------------------------------------------------------------------------------------------------------------
                                                       920,240          911,360          767,651       1,831,600       1,520,354

- --------------------------------------------------------------------------------------------------------------------------------

Operating income (loss)                                250,197          180,669         (172,542)        430,866        (293,652)

Gain on sale of Vantis                                       -                -          432,059               -         432,059
Interest income and other, net                          19,935           21,128            7,252          41,063          18,020
Interest expense                                       (11,244)         (11,479)         (18,087)        (22,723)        (38,850)

- --------------------------------------------------------------------------------------------------------------------------------

Income before income taxes
    and equity in joint venture                        258,888          190,318          248,682         449,206         117,577

Provision for income taxes                              51,778                -          172,823          51,778         167,350

- --------------------------------------------------------------------------------------------------------------------------------

Income (loss) before equity
    in joint venture                                   207,110          190,318           75,859         397,428         (49,773)

Equity in net income (loss) of                              32             (969)           4,037            (937)          1,302
    joint venture
- -------------------------------------------------------------------------------------------------------------------------------

Net income (loss)                                  $   207,142      $   189,349        $  79,896     $   396,491     $   (48,471)

- --------------------------------------------------------------------------------------------------------------------------------

Net income (loss) per common share
  - Basic                                          $      1.34      $      1.25        $    0.54     $      2.60           (0.33)
  - Diluted                                        $      1.21      $      1.15        $    0.53     $      2.36           (0.33)

- ---------------------------------------------------------------------------------------------------------------------------------

Shares used in per share
    calculation
  - Basic                                              154,558          150,880          146,947         152,719         146,428
  - Diluted                                            176,218          171,942          149,540         174,080         146,428

- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>0002.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

<PAGE>

News Release

                                                                    Exhibit-99.1

                                                                        CONTACT:
                                                                  John Greenagel
                                                        Strategic Communications
                                                                  (408) 749-3310



                      AMD REPORTS SECOND QUARTER RESULTS

   -- AMD earns a record $207 million, or $1.21 per diluted share after taxes,
    on record quarterly sales up by 97 percent from second quarter of 1999--

     SUNNYVALE, CA ---- July 19, 2000 --AMD today reported record sales of
$1,170,437,000, record operating income of $250,197,000, and record net income
of $207,142,000 for the quarter ended July 2, 2000. Operating income rose by 38
percent from the immediate-prior quarter. Net income amounted to $1.21 per
diluted share after a 20 percent tax rate. (On an untaxed basis, second-quarter
earnings per diluted share would have been $1.51, up by 31 percent from the
first quarter when the tax rate was zero.)

     Sales grew by 7 percent from the immediate-prior quarter, for which AMD
reported sales of $1,092,029,000, operating income of $180,669,000, and net
income of $189,349,000, or $1.15 per diluted share.

                                     -more-
<PAGE>

                                       2

     Sales nearly doubled from the second quarter of 1999, for which AMD
reported sales of $595,109,000 and net income of $79,896,000, or $0.53 per
diluted share. Revenues from PC processors and flash memory products each more
than doubled from the comparable quarter of 1999.  The results for the second
quarter of 1999 included a one-time, after-tax gain of $259 million from the
sale of Vantis Corporation, the company's former programmable logic subsidiary.
The results from the second quarter of 1999 also included 11 weeks of operating
results from Vantis prior to the effective date of the sale. In the second
quarter of 1999, AMD incurred an operating loss of $172,542,000.

     For the first six months of 2000, AMD reported total sales of
$2,262,466,000 and net income of $396,491,000, or $2.36 per diluted share. For
the same period of 1999, AMD reported total sales of $1,226,702,000 and a net
loss of $48,471,000, or a loss of $0.33 per share, including the gain on the
sale of Vantis and restructuring and other special charges.

     "AMD had another great quarter," said Hector de J. Ruiz, president and
chief operating officer of AMD. "Strong revenue growth in both of our principal
product lines - PC processors and flash memory devices - again resulted in
record sales and earnings."

     In what is traditionally the weakest quarter for PC processors, the company
reported that combined unit shipments of AMD Athlon, AMD Duron, and AMD K6-2(TM)
processors remained near record levels at well in excess of 6 million units.

     "During the quarter, AMD introduced two enhanced seventh-generation PC
processors," said Ruiz. "The new AMD Athlon(TM) processor, formerly code-named
`Thunderbird,' features 256K of on-die L2 cache memory and is targeted at the
performance sector of the PC market. AMD also commenced shipments of the AMD
Duron(TM) processor, formerly code-named `Spitfire,' featuring 64K of on-board
L2 cache memory. The AMD Duron processor is targeted at the value segment of the
PC market.

                                     -more-
<PAGE>

                                       3

     "Demand for AMD processors remains strong. Combined unit sales of AMD
seventh-generation processors - the AMD Athlon and AMD Duron processors -
increased by 52 percent over the immediate-prior quarter to more than 1.8
million units, meeting our previously stated goal. We are especially pleased at
the strong support we have received from our infrastructure partners during the
transition to the newest version of the AMD Athlon processor family. With the
additional production capacity of our new Dresden facility, we believe we are on
target to double unit shipments of AMD seventh-generation processors in each of
the next two quarters to 3.6 million units in the third quarter and to 7.2
million units in the fourth quarter," said Ruiz.

     Ruiz noted that AMD successfully met a number of important challenges in
the just-completed quarter. "We achieved our goal of increasing AMD seventh-
generation processor unit shipments by 52 percent sequentially while making a
successful transition to our newest AMD Athlon and AMD Duron products. During
the quarter, we converted all AMD Athlon processor production to the new
version, featuring on-chip L2 cache memory. Fab 30 in Dresden transitioned to
production status, completing an excellent start-up phase employing our most
advanced process technology - 0.18-micron technology using copper interconnects.
We are rapidly ramping production in Fab 30, and to date we have met or exceeded
every milestone along the way," said Ruiz.

     "Our progress in flash memory was equally successful. Memory Group sales
grew by more than 10 percent over the immediate-prior quarter," Ruiz continued.

     "During the quarter, AMD introduced two advanced flash memory products for
high-end cellular telephones. Working closely with Nokia, AMD developed 32- and
64-megabit devices with simultaneous read-write architecture and 1.8-volt
operation for extended battery life. These features are critical in adding new
capabilities to cellular telephones, such as Internet connectivity, video
streaming, and the functionality of handheld information appliances.

                                     -more-
<PAGE>

                                       4

     "Demand for AMD flash memory products continues to exceed our production
capacity," said Ruiz. "We are adding capacity as rapidly as possible to support
our customers. During the quarter Fujitsu AMD Semiconductor Limited (FASL) made
initial shipments from a production facility in Iwate, Japan, and qualified
production in additional facilities in Aizu-Wakamatsu and Gresham, Oregon. As
announced earlier today, FASL broke ground for construction of a third megafab
for flash memory production at Aizu-Wakamatsu, Japan. Initial production at this
new facility, designated JV3, is planned to commence in the second half of 2001.

     "Today we are reaping the rewards of AMD's sustained commitment to
investing in process technology, product development, and production capacity
for both PC processors and flash memory products. AMD has the strongest product
portfolio in its 31-year history, with industry-leading products for our target
markets. We have excellent relationships with leading customers around the
world, and we continue to operate in a favorable market environment. During my
first six months at AMD, I have been very favorably impressed with the
dedication of the AMD workforce and the total commitment to success that
permeates the company," Ruiz concluded.

Current Outlook
     The company's outlook statements are based on current expectations. The
following statements are forward-looking, and actual results could differ
materially.

     Despite the loss of revenues as a result of the sale of the Communication
Products Division, AMD projects that sales will be higher in the third quarter
than in the immediate-prior quarter. The company's current overall outlook is
based on the following projections for its major product lines:

     The company projects that combined unit shipments of AMD Athlon and Duron
family processors will increase to 3.6 million units in the third quarter and to
7.2 million units in the fourth quarter, resulting in a richer mix and a higher
blended average selling price and higher revenues for PC processors.

                                     -more-
<PAGE>

                                       5

     AMD projects that Memory Group sales will grow in the 10 percent range in
the third quarter and will achieve a similar growth rate in the fourth quarter.
The company projects that demand for flash memory products will continue to
exceed supply.

AMD Teleconference

     AMD will hold a teleconference for the financial community at 2:30 PM
Pacific Daylight Time today to discuss second-quarter financial results. AMD
will provide a real-time audio broadcast of the teleconference on the Investor
Relations page of its web sit at http://www.amd.com or
                                 ------------------
http://www.streetfusion.com. The webcast will be available for two weeks after
- ---------------------------
the teleconference.

     AMD will also provide a telephone recording of the teleconference, which
will be available at approximately 4:30 PM PT today. Interested persons may
listen to the playback of the teleconference by calling the following toll-free
number: 1-800-633-8284 and entering the code number 15676264.

Cautionary Statement

     This release contains forward-looking statements, which are made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995.  Investors are cautioned that forward-looking statements in this release
involve risks and uncertainty that could cause actual results to differ
materially from current expectations.  There can be no assurance that demand for
the company's products will continue at current or greater levels, or that the
company will continue to grow revenues, operating profits, or earnings.

                                     -more-
<PAGE>

                                       6

There are also risks that the company will not be able to produce the AMD Athlon
and AMD Duron processors in the volume, speed mix or with the feature set
necessary to meet customer requirements and the company's plans and goals; that
Intel Corporation pricing, marketing programs, new product introductions or
other activities targeting the company's processors business will prevent
attainment of the company's current processor sales plans; that third parties
may not provide timely or adequate infrastructure solutions to support the AMD
Athlon and AMD Duron processors; and that the company will not be able to grow
demand for its PC processors sufficiently to utilize fully its processor
production capacity.  We urge investors to review in detail the risks and
uncertainties in the company's Securities and Exchange Commission filings,
including but not limited to the report on Form 10-K for the year ended December
26, 1999.

About AMD

AMD is a global supplier of integrated circuits for the personal and networked
computer and communications markets with manufacturing facilities in the United
States, Europe, Japan, and Asia. AMD produces microprocessors, flash memory
devices, and support circuitry for communications and networking applications.
Founded in 1969 and based in Sunnyvale, California, AMD had revenues of $2.9
billion in 1999. (NYSE: AMD).
                                    --30--

WORLD WIDE WEB: Press announcements and other information about AMD are
available on the Internet via the World Wide Web.  Type http://www.amd.com at
the URL prompt.

NOTE TO EDITOR: Readers may obtain additional information by calling 1-800-222-
9323 or 408-749-3060. Technical Support Email: hw.support@amd.com

AMD, the AMD logo, and combinations thereof are trademarks of Advanced Micro
Devices, Inc. in the United States and other jurisdictions.
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
