Consent of Morgan Stanley & Co. LLC
We hereby consent to the use in Amendment No. 2 to the Registration Statement of Advanced Micro Devices, Inc. (AMD) on Form S-4 and in the Joint Proxy Statement/Prospectus of AMD and Xilinx, Inc. (Xilinx), which forms part of Amendment No. 2 to the Registration Statement, of our opinion dated October 26, 2020 appearing as Annex D to such Joint Proxy Statement/Prospectus, and to the description of such opinion and to the references to our name contained therein under the headings SummaryOpinion of Xilinxs Financial AdvisorsOpinion of Morgan Stanley, Risk FactorsRisks Relating to the Merger, The MergerBackground of the Merger, The MergerRecommendation of the Xilinx Board of Directors; Xilinxs Reasons for the Merger, The MergerOpinion of Xilinxs Financial AdvisorsOpinion of Morgan Stanley, The MergerAMD Unaudited Financial Projections and The MergerXilinx Unaudited Financial Projections. In giving the foregoing consent, we do not admit that we come within the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended (the Securities Act), or the rules and regulations promulgated thereunder, nor do we admit that we are experts with respect to any part of such Registration Statement within the meaning of the term experts as used in the Securities Act or the rules and regulations promulgated thereunder.
|MORGAN STANLEY & CO. LLC|
|By:||/s/ Anthony Armstrong|
February 5, 2021