Second Amendment to AMD Executive Investment Account Plan

Exhibit 10.64(b)

Second Amendment to the

Advanced Micro Devices, Inc. Executive Investment Account Plan

The Advanced Micro Devices, Inc. Executive Investment Account Plan (Plan) shall be amended as follows:

Effective as of November 11, 2003, Appendix A to the Plan shall be amended to add the following additional plans and percentage limitation.

“6.

Milestone Achievement Plan – 100%”


ADVANCED MICRO DEVICES, INC. ADMINISTRATIVE COMMITTEE

By:		/s/ Kelly Smales

By:		/s/ Mike Woollems

By:		/s/ Reid Linney

By:

By:

		Dated: May 25, 2004