OPINION OF BRONSON, BRONSON & MCKINNON LLP

EXHIBIT 5

[BRONSON, BRONSON & MCKINNON LLP]



May 22, 1996



Board of Directors
Advanced Micro Devices, Inc.
One AMD Place
Sunnyvale, California 94086

Re: Advanced Micro Devices, Inc. 1996 Stock Incentive Plan.
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Gentlemen:

We refer to the Registration Statement on Form S-8 to be filed by Advanced
Micro Devices, Inc. (the "Company") with the Securities and Exchange Commission
under the Securities Act of 1933, as amended, relating to 6,500,000 shares of
the Company's common stock, $.01 par value ("Common Stock"), issuable under the
Company's 1996 Stock Incentive Plan (the "Plan"). As counsel to the Company, we
have examined such questions of law and such corporate records and other
documents as we have considered necessary or appropriate for the purposes of
this opinion. On the basis of the foregoing, we advise you that in our opinion
the shares of Common Stock issuable under the Plan have been duly and validly
authorized and, when issued and sold in the manner contemplated by the Plan,
will be validly issued, fully paid, and nonassessable.

We consent to the filing of this opinion as an exhibit to the Registration
Statement.


Very truly yours,


/s/ Bronson, Bronson & McKinnon LLP