NOTICE OF REDEMPTION

NOTICE OF REDEMPTION
TO THE HOLDERS OF
ADVANCED MICRO DEVICES, INC.
DEPOSITARY SHARES

(EACH REPRESENTING 1/10TH SHARE OF
$30.00 CONVERTIBLE EXCHANGEABLE PREFERRED STOCK)

REDEMPTION DATE: MARCH 13, 1995

CONVERSION PRIVILEGE EXPIRES: MARCH 13, 1995

NOTICE IS HEREBY GIVEN that, pursuant to its Certificate of Incorporation,
Advanced Micro Devices, Inc. (the "Company") has exercised its option to redeem
on March 13, 1995 (the "Redemption Date") all of its outstanding shares of
$30.00 Convertible Exchangeable Preferred Stock (the "Preferred Stock"). The
Preferred Stock has been deposited with The First National Bank of Boston (the
"Depositary") under the Deposit Agreement, dated as of March 25, 1987 (the
"Deposit Agreement"), among the Company, Bank of America National Trust and
Savings Association (the predecessor in interest to the Depositary) and the
holders from time to time of the Depositary Receipts (the "Depositary
Receipts") issued thereunder. Each of the Depositary Shares (the "Depositary
Shares") represents 1/10th of a share of Preferred Stock and entitles the
holder to all proportionate rights and preferences of the underlying Preferred
Stock. Pursuant to the Deposit Agreement, the Depositary will redeem all of the
Depositary Shares at a redemption price of $50.90 per Depositary Share, plus
the proportionate interest in accrued and unpaid dividends to the Redemption
Date of $.73 per share, for a total redemption price of $51.63 (the "Redemption
Price"). Payment of the Redemption Price will be made on or after the
Redemption Date against presentation and surrender of the Depositary Receipts
at the office of the Depositary set forth below. The record date for the
purposes of the redemption is the Redemption Date.

Upon redemption, the Depositary Shares so redeemed will no longer be deemed
to be outstanding and all rights of the holders of the Depositary Shares will
cease, except the right to receive the moneys payable on such redemption upon
surrender to the Depositary of the Depositary Receipts evidencing such
Depositary Shares.

ALTERNATIVES AVAILABLE TO HOLDERS
OF DEPOSITARY SHARES

1. CONVERSION OF DEPOSITARY SHARES INTO COMMON STOCK. Each record holder of
Depositary Shares has the right, at such holder's option, to surrender
Depositary Receipts representing one or more whole shares of Preferred Stock
with written instructions to the Depositary to convert Depositary Shares into
shares of the Company's Common Stock at any time prior to 5:00 p.m. New York
City time on the Redemption Date at the conversion rate as set forth below.
Upon surrender of Depositary Receipts to the Depositary, each group of ten
Depositary Shares is convertible into 19.873 fully paid and nonassessable
shares of Common Stock of the Company. No fractional shares of the Company's
Common Stock will be issued upon conversion. Instead, a cash payment equal to
the market value of the fractional interest will be paid by the Company. No
payment or adjustment in respect of accrued and unpaid dividends on the
Depositary Shares will be made upon conversion. The reported last sale price on
the New York Stock Exchange ("NYSE") on February 9, 1995, was $31.25 per share
of Common Stock. A holder of Depositary Shares who converted such shares on
February 9, 1995, would have received Common Stock having a market value, based
on the last reported sale price on the NYSE on that date, of $62.10 for each
Depositary Share converted (including cash, if any, received in lieu of
fractional shares). Enclosed for your information is a Prospectus relating to
the Common Stock of the Company issuable upon conversion of the Depositary
Shares.

1

AS LONG AS THE MARKET PRICE OF THE COMMON STOCK IS EQUAL TO OR GREATER THAN
$25.98 PER SHARE, UPON CONVERSION HOLDERS OF DEPOSITARY SHARES WILL RECEIVE
COMMON STOCK (INCLUDING CASH PAID IN LIEU OF FRACTIONAL SHARES) HAVING A MARKET
VALUE (WITHOUT GIVING EFFECT TO COMMISSIONS AND OTHER COSTS OF SALE) GREATER
THAN THE AMOUNT OF CASH WHICH THEY WOULD BE ENTITLED TO RECEIVE UPON
REDEMPTION. IT SHOULD BE NOTED, HOWEVER, THAT THE PRICE OF THE COMMON STOCK
RECEIVED UPON CONVERSION WILL FLUCTUATE IN THE MARKET. NO ASSURANCE IS GIVEN AS
TO THE PRICE OF THE COMMON STOCK AT ANY FUTURE TIME, AND THE HOLDERS SHOULD
EXPECT TO INCUR VARIOUS EXPENSES OF SALE IF COMMON STOCK IS SOLD.

THE DEADLINE FOR CONVERSION OF THE DEPOSITARY SHARES, TIME BEING OF THE
ESSENCE, IS 5:00 P.M. NEW YORK CITY TIME ON MARCH 13, 1995. BECAUSE IT IS TIME
OF RECEIPT, WHICH IS AT THE SOLE RISK OF THE HOLDER OF THE DEPOSITARY SHARES,
NOT THE TIME OF MAILING, THAT DETERMINES WHETHER THE DEPOSITARY SHARES HAVE
BEEN PROPERLY TENDERED FOR CONVERSION, SUFFICIENT TIME SHOULD BE ALLOWED FOR
DELIVERY. IN ALL EVENTS, HOWEVER, THE METHOD OF TRANSMITTING DEPOSITARY
RECEIPTS IS AT THE OPTION AND SOLE RISK OF THE HOLDER.

2. REDEMPTION OF DEPOSITARY SHARES. Depositary Shares not converted by the
Redemption Date will be redeemed at a Redemption Price (including accrued and
unpaid dividends to the Redemption Date) of $51.63 per Depositary Share. No
dividends will accrue or be payable with respect to the Depositary Shares on or
after the Redemption Date.

3. SALE OF DEPOSITARY SHARES THROUGH ORDINARY BROKERAGE TRANSACTIONS.
Depositary Shares may be sold through a broker to others. Holders of Depositary
Shares should consult their own brokers as to this procedure.

As long as the market price of the Common Stock remains above $25.98 per
share, holders of Depositary Shares who elect to convert will receive upon
conversion Common Stock (including cash, if any, received in lieu of fractional
shares) having a greater market value than the amount of cash receivable upon
redemption.

IMPORTANT FINANCIAL FACTS ABOUT
THE ALTERNATIVES