SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A No. 1
_____________________
(X) Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended December 30, 1995
( ) Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the transition period from ________ to ________
Commission File No. 1-6635
APPLIED MAGNETICS CORPORATION
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(Exact name of registrant as specified in its charter)
A Delaware Corporation 95-1950506
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
75 Robin Hill Road, Goleta, California 93117
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(Address of principal executive offices)
Registrant's telephone number, including area code:
(805) 683-5353
(No Change)
___________________________________________________
Former name, former address and former fiscal year,
if changed since last report.
The purpose of this Amendment is to amend Item 6 of Applied
Magnetics Corporation's Quarterly Report on Form 10-Q for the
Quarter Ended December 31, 1995 to add Exhibit 10, Applied
Magnetics Corporation Worldwide Profit Sharing Plan.
Exhibit Index on Page 4
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Item 6. Exhibits and Reports on Form 8-K
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(a) Exhibits
Exhibit
Number Description
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10 Applied Magnetics Corporation Worldwide
Profit Sharing Plan
(b) Reports on Form 8-K. None
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
APPLIED MAGNETICS CORPORATION
Dated: March 4, 1996 /s/Craig D. Crisman
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Craig D. Crisman
Chairman of the Board and Chief
Executive Officer
(Principal Financial Officer)
Dated: March 4, 1996 /s/Peter T. Altavilla
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Peter T. Altavilla
Corporate Controller
(Principal Accounting Officer)
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EXHIBIT INDEX
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Exhibit
Number Description Page
------- ----------- ----
10 Applied Magnetics Corporation
Worldwide Profit Sharing Plan 5
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EXHIBIT 10
Applied Magnetics Corporation
Worldwide Profit Sharing Plan
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On November 3, 1995, the Compensation Committee of the
Board of Directors of Applied Magnetics Corporation (the
"Company") adopted a Worldwide Profit Sharing Plan (the "Plan")
applicable to the first and second quarters of fiscal year 1996.
The Plan is intended to provide an incentive to employees to
increase the profitability of the Company. The Plan provides for
the payment of a percentage of an employee's base cash
compensation during the applicable quarter, as determined by the
Compensation Committee, in the event that the Company's targeted
net profit before taxes and profit sharing accrual and less any
extraordinary items (the "Net Profit") for the quarter is
attained.
Each quarter will stand alone for purposes of determin-
ing the Net Profit, provided that in the event of a loss in a
quarter, such loss will be subtracted from the profit sharing
pool, if any, in the following quarter. Net Profit exceeding the
target will result in larger pro-rated profit sharing payout
while Net Profit below target will result in a smaller prorated
profit sharing payout. The aggregate profit sharing payout to
employees for the first quarter of fiscal 1996 was $948,000. No
decision has been made by the Compensation Committee to extend
the Plan beyond the second quarter of fiscal 1996.
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