SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549

                                   FORM 8-K

                                CURRENT REPORT



                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


                        Date of Report:  March 13, 1995



                            ADVANCED MICRO DEVICES, INC.
- --------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)


               DELAWARE                   1-7882          94-1692300
- ------------------------------------   ------------   ------------------
     (State or other jurisdiction      (Commission    (I.R.S. Employer
          of incorporation)            File Number)   Identification No.)
 
             One AMD Place,
             P.O. Box 3453
         Sunnyvale, California                           94088-3453
- ---------------------------------------                  ----------
(Address of principal executive office)                  (Zip Code)



     Registrant's telephone number,
       including area code:                            (408) 732-2400



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Item 5.  Other Events.
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     On February 10, 1995, Advanced Micro Devices, Inc. (the "Company") called
for redemption, on March 13, 1995 (the "Redemption Date"), all outstanding
shares of its $30.00 Convertible Exchangeable Preferred Stock (the "Preferred
Shares"), and, pursuant to the provisions of the Deposit Agreement between the
Company and The First National Bank of Boston, as Depositary, the Depositary
called for redemption, on the Redemption Date, all of the outstanding shares of
the Company's Depositary Convertible Exchangeable Preferred Shares (the
"Depositary Shares"), each of which represented 1/10th of a Preferred Share.
The redemption price per Depositary Share was $50.90 plus $0.73 of accrued and
unpaid dividends from December 15, 1994, to the Redemption Date.

     Each group of ten Depositary Shares, representing one whole Share of
Preferred Stock, was convertible into 19.873 shares of Common Stock of the
Company at any time prior to 5:00 P.M. New York City time on the Redemption
Date.  A total of 3,434,270 Depositary Shares were properly surrendered for
conversion, resulting in the issuance of 6,824,694 shares of the Company's
Common Stock.  A total of 14,350 Depositary Shares was redeemed.

     The Company had arranged for Donaldson, Lufkin & Jenrette Securities
Corporation and Salomon Brothers Inc. (the "Purchasers") to purchase directly
from the Company up to such whole number of shares of Common Stock as would have
been issuable upon conversion of any Depositary Shares not surrendered for
conversion.  Pursuant to these arrangements, on March 14, 1995, the Company sold
28,518 shares of its Common Stock to the Purchasers and used the proceeds to
fund the redemption of the Depositary Shares which were not surrendered for
conversion.

     As of the close of Business on March 14, 1995, the Company had
102,846,961 shares of its Common Stock outstanding and had no shares of
preferred stock outstanding.

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                                  SIGNATURES
                                  ----------

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                         ADVANCED MICRO DEVICES, INC.
                                         (Registrant)



Date:  March 16, 1995                    By: /s/ Thomas M. McCoy
                                             -----------------------------------
                                         Its: Vice President, General Counsel 
                                               and Secretary

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