UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G/A
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 12D-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
ADVANCED MICRO DEVICES, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
007903107
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(CUSIP Number)
Check the following box if a fee is being paid with this statement
[ ]. (A fee is not required only if the filing person: (1) has a
previous statement on file reporting beneficial ownership of more
than five percent of the class of securities described in Item 1;
and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of more than five percent or less of such
class.) (See Rule 13d-7.)
<PAGE>
CUSIP No. 007903107 13G/A
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1. Name of reporting person
S.S. or I.R.S. identification no. of above person
COMPAQ COMPUTER CORPORATION
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2. Check the appropriate box if a member of a group
(a)[ ]
(b)[ ]
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3. SEC use only
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4. Citizenship or place of organization
Delaware
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5. Sole Voting Power
2,445,939
Number of ------------------------
shares 6. Shared Voting Power
beneficially
owned by
each ------------------------
Reporting 7. Sole Dispositive Power
person
with 2,445,939
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8. Shared Dispositive Power
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9. Aggregate amount beneficially owned by each reporting person
2,445,939
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10. Check if the aggregate amount in row (9) excludes certain
shares [ ]
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11. Percent of class represented by amount in row 9
1.8%
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12. Type of Reporting person
CO
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ITEM 1(A). NAME OF ISSUER:
ADVANCED MICRO DEVICES, INC.
(AS SUCCESSOR ENTITY IN CONNECTION
WITH ACQUISITION OF NEXGEN, INC.)
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
ONE AMD PLACE
P.O. BOX 3453
SUNNYVALE CA 94088-3453
ITEM 2(A). NAME OF PERSON FILING:
COMPAQ COMPUTER CORPORATION
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE:
20555 STATE HIGHWAY 249
HOUSTON, TEXAS 77070
ITEM 2(C). CITIZENSHIP:
DELAWARE
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
COMMON STOCK
ITEM 2(E). CUSIP NUMBER:
007903107
ITEM 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(a) Broker or dealer registered under Section 15
of the Act,
(b) Bank as defined in Section 3(a) (6) of
the Act,
(c) Insurance Company as defined in Section
3(a) (19) of the Act,
(d) Investment Company registered under Section 8
of the Investment Company Act,
(e) Investment Adviser registered under Section 203
of the Investment Advisers Act of 1940,
(f) Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see 13d-1(b) (1) (ii) (F),
(g) Parent Holding Company, in accordance with
Rule 13d-1 (b) (ii) (G); see Item 7,
(h) Group, in accordance with Rule 13d-1 (b)(1)(ii)(H)
Item 4. Ownership.
(a) Amount beneficially owned: 2,445,939
(b) Percent of class: 1.8
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
2,445,939
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 2,445,939
(iv) Shared power to dispose or to direct the
disposition of: 0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
1.8%
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP:
Not Applicable
ITEM 10. CERTIFICATION:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of
and do not have the effect of changing or influencing the control of
the issuer of such securities and were not acquired in connection
with or as a participant in any transaction having such purpose or
effect.
SIGNATURE:
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Date: APRIL 17, 1996
Signature: /s/DAVID J. SCHEMPF
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David J. Schempf
Corporate Finance, Corporate
Controller & Treasurer
