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): May 8, 1998
ADVANCED MICRO DEVICES, INC.
_________________________________________
(Exact Name of Registrant as Specified in Charter)
ITEM 5. OTHER EVENTS.
On May 8, 1998, Advanced Micro Devices, Inc. (the "Company") completed
an underwritten offering of $517,500,000 aggregate principal amount of its 6%
Convertible Subordinated Notes due 2005 (the "Securities") under its
Registration Statement on Form S-3, filed with the Securities and Exchange
Commission (the "Commission") on March 3, 1998 (File No. 333-47243), as
amended by Amendment No. 1 filed with the Commission on April 17, 1998, a
Prospectus, dated April 20, 1998, and the related Prospectus Supplement, dated
May 5, 1998, relating to the offer and sale by the Company of the Securities.
The terms and conditions of the Securities and related matters are set forth
in the Underwriting Agreement, dated as of May 5, 1998, by and among the
Company, Donaldson, Lufkin & Jenrette Securities Corporation and Smith Barney
Inc. filed as Exhibit 1.1 hereto; the Indenture, dated as of May 8, 1998, by
and between the Company and The Bank of New York, as trustee (the
"Indenture"), filed as Exhibit 4.1 hereto; and, pursuant to Sections 2.01 and
10.04 of the Indenture, the Officers' Certificate filed as Exhibit 4.2 hereto.
A form of the Company's 6% Convertible Subordinated Note is filed as Exhibit
4.3 hereto.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
The following exhibits are filed as part of this Report:
No. Exhibit
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1.1 Underwriting Agreement dated as of May 5, 1998, by and among
the Company, Donaldson, Lufkin & Jenrette Securities
Corporation and Smith Barney Inc.
4.1 Indenture dated as of May 8, 1998, by and between the Company
and The Bank of New York.
4.2 Officers' Certificate dated as of May 8, 1998.
4.3 Form of 6% Convertible Subordinated Note due 2005.
5.1 Opinion of Latham & Watkins.
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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.
(Registrant)
By: /s/ Thomas M. McCoy
----------------------------
Thomas M. McCoy
Vice President, General Counsel and Secretary
Dated: May 8, 1998
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EXHIBIT INDEX
1.1 Underwriting Agreement dated as of May 5, 1998, by and among the Company,
Donaldson, Lufkin & Jenrette Securities Corporation and Smith Barney Inc.
4.1 Indenture dated as of May 8, 1998, by and between the Company and The Bank
of New York.
4.2 Officers' Certificate dated as of May 8, 1998.
4.3 Form of 6% Convertible Subordinated Note due 2005.
5.1 Opinion of Latham & Watkins.
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