SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2)_________ UNITED STATES TRUST COMPANY OF NEW YORK (Exact name of trustee as specified in its charter) New York 13-5459866 (Jurisdiction of incorporation (I.R.S. Employer or organization if not a Identification Number) U.S. national bank) 114 West 47th Street 10036-1532 New York, NY (Zip Code) (Address of principal executive offices) ------------ Advanced Micro Devices, Inc. (Exact name of obligor as specified in its charter) Delaware 94-1692300 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) One AMD Place 94088-3453 Sunnyvale, California (Zip Code) (Address of principal executive offices) ------------ Debt Securities (Title of the indenture securities) - ------------------------------------------------------------------------------ GENERAL 1. GENERAL INFORMATION Furnish the following information as to the trustee: (a) Name and address of each examining or supervising authority to which it is subject. Federal Reserve Bank of New York (2nd District), New York, New York (Board of Governors of the Federal Reserve System) Federal Deposit Insurance Corporation, Washington, D.C. New York State Banking Department, Albany, New York (b) Whether it is authorized to exercise corporate trust powers. The Trustee is authorized to exercise corporate trust powers. 2. AFFILIATIONS WITH THE OBLIGOR If the obligor is an affiliate of the trustee, describe each such affiliation. None 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15. Advanced Micro Devices, Inc. is currently not in default under any of its outstanding securities for which United States Trust Company of New York is Trustee. Accordingly, responses to Items 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15 of Form T-1 are not reqired under General Instruction B. 16. LIST OF EXHIBITS. T-1.1 - "Chapter 204, Laws of 1853, An Act to Incorporate United States Trust Company of New York, as Amended", is incorporated by reference to Exhibit T-1.1 to Form T-1 filed on September 20, 1991 with the Securities and Exchange Commission (the "Commission") pursuant to the Trust Indenture Act of 1939 (Registration No. 2221291). T-1.2 - The trustee was organized by a special act of the New York Legislature in 1853 prior to the time that the New York Banking Law was revised to require a Certificate of authority to commence business. Accordingly, under New York Banking Law, the Charter (Exhibit T-1.1) constitutes an equivalent of a certificate of authority to commence business. T-1.3 - The authorization of the trustee to exercise corporate trust powers is contained in the Charter (Exhibit T-1.1). T-1.4 - The By-laws of United States Trust Company of New York, as amended to date, are incorporated by reference to Exhibit T-1.4 to form T-1 filed on September 20, 1991 with the Commission pursuant to the Trust Indenture Act of 1939 (Registration No. 2221291). T-1.6 - The consent of the trustee required by Section 321(b) of the Trust Indenture Act of 1939. T-1.7 - A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority. NOTE As of March 23, 1994, the trustee had 2,999,020 shares of Common Stock outstanding, all of which are owned by its parent company, U.S. Trust Corporation. The term "trustee" in Item 2 refers to each of United States Trust Company of New York and its parent company, U.S. Trust Corporation. In answering Item 2 in this statement of eligibility as to matters peculiarly within the knowledge of the obligor or its directors, the trustee has relied upon informaton furnished to it by the obligor and will rely on information to be furnished by the obligor and the trustee disclaims responsibility for the accuracy or completeness of such information. ------------ Pursuant to the requirements of the Trust Indenture Act of 1939, the trustee, United States Trust Company of New York, a corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of New York, and State of New York, on the 23rd day of March, 1994. UNITED STATES TRUST COMPANY OF NEW YORK, Trustee By: /s/ Louis P. Young ----------------------- Louis P. Young Vice President Exhibit T-1.6 The consent of the trustee required by Section 321 (b) of the Act. United States Trust Company of New York 114 West 47th Street New York NY 10036 March 31, 1992 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Gentlemen: Pursuant to the provisions of Section 321 (b) of the Trust Indenture Act of 1939, as amended by the Trust Indenture Reform Act of 1990, and subject to the limitations set forth therein, United States Trust Company of New York ("U. S. Trust") hereby consents that reports of examinations of U. S. Trust by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon request therefor. Very truly yours, UNITED STATES TRUST COMPANY OF NEW YORK By: /s/ Gerard F. Ganey ------------------------ Gerard F. Ganey Senior Vice President Exhibit T-1.7 American Banker, February 9, 1994 -------------------------------- CONSOLIDATED REPORT OF CONDITION OF UNITED STATES TRUST COMPANY OF NEW YORK and Foreign and Domestic Subsidiaries, a member of the Federal Reserve System, at the close of business December 31, 1993, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act. Dollar Amounts in Thousands ASSETS Cash and balances due from depository institutions a. Noninterest-bearing balances and currency and coin.. $176,527 b. Interest-bearing balances........................... 50,000 Securities............................................... 833,859 Federal funds sold and securities purchased under agreements to resell in domestic offices of the bank and of its Edge and Agreement subsidiaries and in IBFs: a. Federal funds sold................................... 205,000 b. Securities purchased under agreements to resell...... 32,000 Loans and lease financing receivables: a. Loans and leases, net of unearned income.. 1,271,077 b. LESS: Allowance for loan and lease losses. 11,928 c. Loans and leases, net of unearned income, allowance, and reserve ......................................... 1,259,149 Premises and fixed assets (including capitalized leases).. 98,896 Other real estate owned................................... 11,543 Investments in unconsolidated subsidiaries and associated companies.................................... 725 Intangible assets......................................... 856 Other assets.............................................. 256,699 ---------- TOTAL ASSETS............................................. $2,925,254 ========== LIABILITIES Deposits: a. In domestic offices................................... $2,345,177 (1) Noninterest-bearing.......1,228,335 (2) Interest-bearing..........1,116,842 b. In foreign offices, Edge and Agreement subsidiaries, and IBFs.............................................. 5,617 (1) Interest-bearing..............5,617 Federal funds purchased and securities sold under agreements to repurchase in domestic offices of the bank and of its Edge and Agreement subsidiaries, and in IBFs: a. Federal funds purchased............................... 211,921 b. Securities sold under agreements to repurchase........ 15,016 Demand notes issued to the U.S. Treasury................... 33,824 Other borrowed money....................................... 10 Mortgage indebtedness and obligations under capitalized leases................................................... 2,429 Subordinated notes and debentures.......................... 12,453 Other liabilities.......................................... 118,457 --------- TOTAL LIABILITIES.......................................... 2,744,904 --------- EQUITY CAPITAL Common stock............................................... 14,995 Surplus.................................................... 41,500 Undivided profits and capital reserves.................... 123,855 ---------- TOTAL EQUITY CAPITAL...................................... 180,350 ---------- TOTAL LIABILITIES AND EQUITY CAPITAL....................... $2,925,254 ========== I, Richard E. Brinkmann, Senior Vice President & Comptroller of the above-named bank do hereby declare that this report of condition has been prepared in conformance with the instructions issued by the Board of Governors of the Federal Reserve System and is true to the best of my knowledge and belief. RICHARD E. BRINKMANN, SVP, Comptroller January 31, 1994 We, the undersigned trustees, attest the correctness of this Report of Condition and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the Board of Governors of the Federal Reserve System and is true and correct. H.MARSHALL SCHWARZ JEFFREY S. MAURER Trustees FREDERICK S. WONHAM