OPINION OF LATHAM & WATKINS

EXHIBIT 5.1

April 30, 1999

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

Re: Advanced Micro Devices, Inc.
2,000,000 shares of Common Stock, par value $0.01 per share
-----------------------------------------------------------

Ladies & Gentlemen:

In connection with the registration under the Securities Act of 1933,
as amended, of an aggregate of 2,000,000 shares (the "Shares") of common stock,
------
par value $0.01 per share, of Advanced Micro Devices, Inc. (the "Company")
-------
issuable under the Advanced Micro Devices, Inc. 1991 Stock Purchase Plan (the
"Plan"), by the Company on Form S-8 filed with the Securities and Exchange
- -----
Commission on April 30, 1999 (the "Registration Statement"), you have requested
----------------------
our opinion with respect to the matters set forth below.

In our capacity as your counsel in connection with such registration,
we are familiar with the proceedings taken and proposed to be taken by the
Company in connection with the authorization, issuance and sale of the Shares.
In addition, we have made such legal and factual examinations and inquiries,
including an examination of originals and copies certified or otherwise
identified to our satisfaction, of such documents, corporate records and
instruments as we have deemed necessary or appropriate for purposes of this
opinion.

In our examination, we have assumed the genuineness of all signatures,
the authenticity of all documents submitted to us as originals, and the
conformity to authentic original documents of all documents submitted to us as
copies.

We are opining herein as to the effect on the subject transaction only
of the General Corporation Law of the State of Delaware, and we express no
opinion with respect to the applicability thereto, or the effect thereon, of any
other laws, or as to any matters of municipal law or the laws of any other local
agencies within the State of Delaware.

Subject to the foregoing, it is our opinion that the Shares to be
issued under the Plan have been duly authorized, and upon the issuance and
delivery of the Shares, in the manner contemplated by the Plan, and assuming the
Company completes all actions and proceedings required on its part to be taken
prior to the issuance and delivery of the Shares pursuant to the terms of the
Plan, including, without limitation, collection of required payment for the
Shares, the Shares will be validly issued, fully paid and nonassessable.

This opinion is rendered only to you and is solely for your benefit in
connection with the transactions covered hereby. This opinion may not be relied
upon by you for any other purpose, or furnished to, quoted to or relied upon by
any other person, firm or corporation for any purpose, without our prior written
consent. We consent to your filing this opinion as an exhibit to the
Registration Statement.

Very truly yours,

/s/ Latham & Watkins