
                               Exhibit 4(l)


                                 ADDENDUM
                                    TO
                    RESTRICTED STOCK PURCHASE AGREEMENT

     There is hereby incorporated into that certain Restricted
Stock Purchase Agreement dated January 24, 1990 (the "Agreement")
by and between Amdahl Corporation (the "Company") and            
(the "Employee") the special tax election provisions specified
below, effective July 1, 1992.  All capitalized terms in this
Addendum shall have the meanings assigned to such terms in the
Agreement.

                           SPECIAL TAX ELECTIONS
                           ---------------------

     A.   Stock Withholding.  The Employee is hereby granted the
          -----------------
election to have the Company withhold, as and when the Employee
vests in the purchased shares of Amdahl Corporation common stock
("common stock") a portion of those vested shares with an
aggregate fair market value equal to the designated percentage
(any multiple of 5 percent up to 100 percent as specified by the
Employee) of the applicable Federal, Sate and local income,
employment and other tax withholding liabilities incurred by the
Employee in connection with the vesting of those shares
(collectively the "Withholding Taxes").  Such election shall only
be exercisable in the event the employee does not otherwise make
an Internal Revenue Code Section 83(b) election to be taxed on
the purchased shares of common stock at the time of initial
issuance to him under the Agreement.

     Any such exercise of the election must be effected in
accordance with the following terms and conditions:

          (i)  The election must be made on or before the date
the amount of the Withholding Taxes incurred by the Employee in
connection with the vesting of the purchased shares is determined
(the "Tax Determination Date").

          (ii) The election shall be irrevocable.

          (iii) The election shall be subject to the approval of
the Restricted Stock Plan Administrator, and none of the
purchased shares shall be withheld in satisfaction of the
Withholding Taxes incurred in connection with the vesting of such
shares, except to the extent the election is approved by the
Restricted Stock Plan Administrator.

          (iv) The vested shares withheld pursuant to the
election shall be valued at the mean of the lowest and highest
selling prices per share of common stock on the Tax Determination
Date on the principal exchange on which the common stock is then
listed or admitted to trading, as such prices are officially
quoted by the composite tape of transactions on such exchange. 
If there are no reported sales of common stock on the principal
exchange on such date, then the mean of the lowest and highest
selling prices on such exchange on the next preceding day for
which there do exist such quotations shall be determinative of
the value of the withheld shares.

          (v)  In no event may the value of the shares of common
stock requested to be withheld exceed the dollar amount of the
Withholding Taxes incurred in connection with the vesting of the
purchased shares.

     If the stock withholding election is made by the Employee at
a time when such individual is an officer or director of the
Company subject to the short-swing profit restrictions of Section
16(b) of the Securities Exchange Act of 1934, then the following
limitations, in addition to the preceding provisions, shall also
be applicable:

          (i)  The election shall not become effective at any
time prior to the expiration of the six (6) month period measured
from the grant date of the stock withholding election evidenced
by this Addendum, and none of the purchased shares of common
stock shall accordingly be withheld in connection with any Tax
Determination Date which occurs before the expiration of such six
(6) month period.

          (ii) The stock withholding election must be made in
accordance within the following limitations:

               -    Such election must be made at least six (6)
months before the Tax Determination Date, or

               -    Such election must be exercised in the
quarterly "window" period in which or immediately prior to which
the Tax Determination Date occurs.  Quarterly window periods
shall begin on the third (3rd) business day following the date of
public release of each quarterly or annual statement of the 
Company's sales and earnings and end on the earlier of the
twelfth (12th) business day following such release date or the
Tax Determination Date.

          (iii)     The six (6) month periods specified in
clauses (i) and (ii) shall not be applicable in the event of the
Employee's death or disability.

     B.   Stock Delivery.  The Employee is hereby granted the
          --------------
election to deliver to the Company, as and when the Employee
vests in the shares of common stock purchased under the
Agreement, other shares of the Company's common stock, previously
acquired by such individual (other than as part of the common
stock purchase to which the election relates) and held as fully-
vested shares, with an aggregate Fair Market Value equal to the
designated percentage (any multiple of 5 percent  up to 100
percent as specified by the Employee) of the Withholding Taxes
incurred by the Employee in connection with the vesting of the
purchased shares.  Such election shall only be exercisable in the
event the Employee does not otherwise make an Internal Revenue
Code Section 83(b) election to be taxed on the purchased shares
of common stock at the time of initial issuance to him under the
Agreement. 

     Any such exercise of the election must be effected in
accordance with the following terms and conditions:

          (i)  The election must be made on or before the date
the amount of the Withholding Taxes incurred in connection with
the vesting of the purchased shares of common stock is determined
(the "Tax Determination Date").

          (ii) The election shall be irrevocable.

          (iii) The election shall be subject to the approval of
the Restricted Stock Plan Administrator, and none of the
delivered shares shall be accepted in satisfaction of the
Withholding Taxes, except to the extent the election is approved
by the Restricted Stock Plan Administrator.  However, the
Restricted Stock Plan Administrator has pre-approved any and all
stock delivery elections made by the Employee in accordance with
the provisions of this Addendum, provided such election relates
to Withholding Taxes incurred on one or more Tax Determination
Dates occurring after the effective date of this Addendum.  Such
pre-approval may be revoked at any time by the Restricted Stock
Plan Administrator with respect to any stock delivery elections
made after the Employee is notified of such revocation.

          (iv) The delivered shares shall be valued at the mean
of the lowest and highest selling prices per share of common
stock on the Tax Determination Date on the principal exchange on
which the common stock is then listed or admitted to trading, as
such prices are officially quoted by the composite tape of
transactions on such exchange.  If there are no reported sales of
common stock on the principal exchange on such date, then the
mean of the lowest and highest selling prices on such exchange on
the next preceding day for which there do exist such quotations
shall be determinative of the value of the delivered shares. 

          (v)  In no event may the value of the delivered shares
exceed the dollar amount of the Withholding Taxes incurred in
connection with the vesting of the purchased shares.

     No additional restrictions or limitations shall be
applicable to any stock delivery election made by the Employee,
whether or not such individual is at the time an officer or
director of the Company subject to the short-swing profit
restrictions of Section 16(b) of the Securities Exchange Act of 1934.

     Except for the special tax elections provided herein,
nothing in this Addendum shall affect or otherwise modify the
existing terms and provisions of the Agreement.


     IN WITNESS WHEREOF, Amdahl Corporation and the Employee have
executed this Addendum on                  , 1992.
                         ----------------

AMDAHL CORPORATION

By   
     -------------------------
     Anthony M. Pozos
     Senior Vice President
     Human Resources and 
     Corporate Services


     -------------------------
     Employee Signature


     -------------------------
     Employee Printed Name
