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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 8
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 12,1996
(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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CUSIP NUMBER 595112-4
_________________________________________________________________
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
J.R. Simplot Company
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX (a) [ ]
IF A MEMBER OF A GROUP (b) [X]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 SOURCE OF FUNDS* [00]
_________________________________________________________________
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 Nevada
_________________________________________________________________
:
: (7) SOLE VOTING POWER
: 26,299,000
:________________________________
:
: (8) SHARED VOTING POWER
: -0-
NUMBER OF SHARES BENEFICIALLY :________________________________
OWNED BY EACH REPORTING :
PERSON WITH : (9) SOLE DISPOSITIVE POWER
: 26,299,000
:________________________________
:
: (10) SHARED DISPOSITIVE POWER
: -0-
________________________________:________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
26,299,000
_________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
_________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.6%
_________________________________________________________________
14 TYPE OF REPORTING PERSON CO
________________________________________________________________
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This Amendment No. 8 to Schedule 13D (the "Schedule 13D") is
being filed on behalf of J.R. Simplot Company (the "Company") 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 the Company,
Simplot Canada Limited, John R. Simplot, the J.R. Simplot
Self-Declaration of Revocable Trust dated December 21, 1989 and
JRS Properties, L.P. (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. 8 does not
amend any information with respect any Reporting Person except
the Company.
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
("CIBC") pursuant to which the Company would hedge the investment
risk associated with its ownership of 2,600,000 shares of Common
Stock (the "Shares"). These 2,600,000 shares are in addition to
the 2,400,000 shares referred to under Item 4(a) of Amendment
No. 7 to Schedule 13D (filed on July 11, 1996).
The Company's agreements with CIBC regarding the Shares
would include, among other things, a forward sale of the Shares
to CIBC, a nonrecourse loan agreement under which the Company
would borrow an aggregate of approximately $50 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. (This
$50 million amount would be in addition to the $45 million loan
amount referred to under Item 4(a) of Amendment No. 7 to Schedule
13D.) The Company understands that CIBC Wood Gundy Securities
Corp., an affiliate of CIBC, has hedged CIBC's anticipated
obligations under the forward sale.
(b)-(j) Not applicable.
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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 12,1996
J. R. Simplot Company
By: /s/ RONALD N. GRAVES
Title: Secretary
