<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 7
SCHEDULE 13D
Under the Securities Exchange Act of 1934
MICRON TECHNOLOGY, INC.
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
595112-4
(CUSIP Number)
Jacques K. Meguire, Esq.
Kenda K. Tomes, Esq.
SONNENSCHEIN NATH & ROSENTHAL
8000 Sears Tower
Chicago, Illinois 60606
Telephone: (312) 876-8000
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
July 11, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of
this Schedule 13D, and is filing this schedule because of Rule
13d-1(b)(3) or (4), check the following box [ ]
Check the following box if a fee is being paid with this
statement [ ].
The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 (the "Act") or otherwise
subject to the liabilities of that section of the Act, but shall
be subject to all other provisions of the Act.
(Continued on following page(s))
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<PAGE>
CUSIP NUMBER 595112-4
_________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John R. Simplot
###-##-####
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX (a) [ ]
IF A MEMBER OF A GROUP (b) [X]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 SOURCE OF FUNDS* OO
_________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
_________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION United States
_________________________________________________________________
:
: (7) SOLE VOTING POWER
: 13,840,100
:________________________________
:
: (8) SHARED VOTING POWER
: 22,400
NUMBER OF SHARES BENEFICIALLY :________________________________
OWNED BY EACH REPORTING :
PERSON WITH : (9) SOLE DISPOSITIVE POWER
: 13,840,100
:________________________________
:
: (10) SHARED DISPOSITIVE POWER
: 22,400
________________________________:________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,862,500
_________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [X]
_________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.6%
_________________________________________________________________
14 TYPE OF REPORTING PERSON IN
_________________________________________________________________
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CUSIP NUMBER 595112-4
_________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
J. R. Simplot Self-Declaration of Revocable Trust dated
December 21, 1989
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX (a) [ ]
IF A MEMBER OF A GROUP (b) [X]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 SOURCE OF FUNDS* OO
_________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
_________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Idaho
_________________________________________________________________
:
: (7) SOLE VOTING POWER
: 1,717,651
:________________________________
:
: (8) SHARED VOTING POWER
: -O-
NUMBER OF SHARES BENEFICIALLY :________________________________
OWNED BY EACH REPORTING :
PERSON WITH : (9) SOLE DISPOSITIVE POWER
: 1,717,651
:________________________________
:
: (10) SHARED DISPOSITIVE POWER
: -O-
________________________________:________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,717,651
_________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [X]
_________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.8%
_________________________________________________________________
14 TYPE OF REPORTING PERSON OO
_________________________________________________________________
<PAGE>
CUSIP NUMBER 595112-4
_________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JRS Properties L.P.
EIN #82-0485383
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX (a) [ ]
IF A MEMBER OF A GROUP (b) [X]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 SOURCE OF FUNDS* OO
_________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
_________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Idaho
_________________________________________________________________
:
: (7) SOLE VOTING POWER
: 12,122,449
:________________________________
:
: (8) SHARED VOTING POWER
: -O-
NUMBER OF SHARES BENEFICIALLY :________________________________
OWNED BY EACH REPORTING :
PERSON WITH : (9) SOLE DISPOSITIVE POWER
: 12,122,449
:________________________________
:
: (10) SHARED DISPOSITIVE POWER
: -O-
________________________________:________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,122,449
_________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [X]
_________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.8%
_________________________________________________________________
14 TYPE OF REPORTING PERSON PN
_________________________________________________________________
<PAGE>
This Amendment No. 7 to Schedule 13D (the "Schedule 13D") is
being filed on behalf of John R. Simplot ("Mr. Simplot"), J.R.
Simplot Self-Declaration of Revocable Trust dated December 21,
1989 (the "Revocable Trust") and JRS Properties, L.P. (the
"Partnership") to further amend the Schedule 13D as originally
filed on February 20, 1992, as subsequently amended and restated
by Amendment No. 4 to Schedule 13D filed on November 29, 1995 by
J.R. Simplot Company (the "Company"), Simplot Canada Limited,
Mr. Simplot, the Revocable Trust and the Partnership
(collectively the "Reporting Persons") and as subsequently
amended. Capitalized terms used herein and not otherwise defined
have the same meanings as provided in the Amendment No. 4 to
Schedule 13D. This Amendment No. 7 does not amend any
information with respect to Simplot Canada Limited.
Item 4. Purpose of Transaction, is hereby amended by adding the
following thereto:
(a) The Company expects that it will shortly enter into a
series of agreements with Canadian Imperial Bank of Commerce
pursuant to which the Company would hedge the investment risk
associated with its ownership of 2,400,000 shares of Common Stock
(such shares, the "Shares"). Such agreements would include,
among other things, a forward sale of the Shares to CIBC, a
nonrecourse loan agreement under which the Company would borrow
approximately $45 million from CIBC to fund the Company's capital
requirements in its core businesses, and a pledge of the Shares
to secure the Company's obligations under the forward sale and
the loan agreement. The Company understands that CIBC Wood Gundy
Securities Corp., an affiliate of CIBC, has hedged substantially
all of CIBC's anticipated obligations under the forward sale.
The Company may from time to time in the future sell
portions of its other holdings of Common Stock to fund
requirements for investments in its core businesses.
The securities listed in Item 5 as held by Mr. Simplot, the
Trust and the Partnership are held for investment. Subject to
availability and price, and subject to applicable laws and
regulations, Mr. Simplot, the Trust and the Partnership may
acquire additional shares of Common Stock, or may dispose of
shares of Common Stock owned by them at any time or from time to
time to the extent necessary to reduce exposure under previously-
reported margin loans.
(b)-(j) Not applicable.
Item 5. Interest in Securities of the Issuer, is hereby amended
by adding the following thereto:
(a)-(b) Mr. Simplot beneficially owns an aggregate of
13,862,500 shares of Common Stock of Micron Technology, Inc.
("Micron") consisting of 1,717,600 shares held in the Revocable
Trust, 12,122,449 shares held by the Partnership, 51 shares held
by the S-Sixteen Partnership, 22,400 shares held in joint tenancy
with his spouse. Mr. Simplot has the sole power to direct the
disposal of, and the sole power to direct the vote of, 13,840,100
shares of Common Stock. Mr. Simplot shares with his spouse the
power to direct the disposal of, and to direct the vote of,
22,400 shares of Common Stock. Such 13,862,500 shares represent
6.6% of the outstanding Common Stock (based on the number of
shares outstanding as reported on Micron's Form 10-Q for the
quarter ended May 30, 1996 (the "Micron 10-Q")).
The Revocable Trust beneficially owns an aggregate of
1,717,651 shares of Common Stock, consisting of (x) 1,717,600
shares held in the Revocable Trust and (y) 51 shares held by the
S-Sixteen Partnership. Mr. Simplot, as sole trustee of the
Revocable Trust, has the sole power to direct the disposal of,
and the sole power to direct the vote of, the 1,717,651 shares of
Common Stock. Such shares represent 0.8% of the outstanding
Common Stock (based on the number of shares outstanding as
reported on the Micron 10-Q). The Revocable Trust disclaims
beneficial ownership of the shares of Common Stock held by each
other Reporting Person.
The Partnership beneficially owns 12,122,449 shares of
Common Stock. Mr. Simplot, as general partner of the
Partnership, has the sole power to direct the disposal of, and
the sole power to direct the vote of, the 12,122,449 shares of
Common Stock. Such shares represent 5.8% of the outstanding
Common Stock (based on the number of shares outstanding as
reported on the Micron 10-Q). The Partnership disclaims
beneficial ownership of the shares of Common Stock held by each
other Reporting Person.
(c) On July 11, 1996, in order to reduce its exposure under
previously-reported margin loans, the Revocable Trust sold an
aggregate of 4,200,000 shares of Common Stock in public sales on
the New York Stock Exchange and the Chicago Stock Exchange at the
following prices (before brokerage commissions):
No. of shares Price per Share
============= ===============
25,000 $24.00
50,000 $23.75
195,000 $23-5/8
37,400 $23.50
142,600 $23-1/8
120,000 $23.00
288,300 $22-7/8
79,100 $22.75
202,600 $22-5/8
461,300 $22.50
73,700 $22-3/8
325,000 $22.25
50,000 $22-1/8
200,000 $22.00
54,100 $21-7/8
95,400 $21.75
30,000 $21-5/8
128,500 $21.50
7,000 $21-3/8
144,400 $21.25
190,600 $21.00
325,000 $20.75
77,000 $20-5/8
308,000 $20.50
590,000 $20-3/8
(d)-(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships With Respect to Securities of the Issuer is hereby
amended by adding the following thereto:
On February 23, 1996, pursuant to the Limited Partnership
Agreement for the JRS Properties L.P. dated November 1, 1995 (the
"Partnership Agreement"), the Revocable Trust transferred
6,000,000 shares of Common Stock to Mr. Simplot, who contributed
it to the Partnership. This contribution did not affect the
number of shares beneficially owned by Mr. Simplot.<PAGE>
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, each of the undersigned certifies that the information
set forth in this statement is true, complete and correct.
Dated: July 11, 1996 Dated: July 11, 1996
J. R. Simplot Company John R. Simplot
By: /s/ RONALD N. GRAVES /s/ JOHN R. SIMPLOT
Title: Secretary
Dated: July 11, 1996 Dated: July 11, 1996
JRS Properties L.P. J. R. Simplot Self-
Declaration of Revocable
Trust dated December 21,
1989
By: /s/ JOHN R. SIMPLOT By: /s/ JOHN R. SIMPLOT
John R. Simplot, John R. Simplot,
as General Partner as Trustee
