AMD 1993 Annual Report Download - page 110

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Appreciation Right" shall mean the right to receive, without payment to the
Corporation, cash and/or Shares equivalent in value to the Spread as defined in
Sections 4 and 5 of this Plan.
(j) Rights: The term "General Right" shall mean
a Stock Appreciation Right granted by the Committee pursuant to the provisions
of Section 4 of this Plan. The term "Limited Right" shall mean a Stock
Appreciation Right granted by the Committee pursuant to the provisions of
Section 4 of this Plan. The term "Limited Right" shall mean a Stock
Appreciation Right granted by the Committee pursuant to the provisions of
Section 5 of this Plan. The term "Right" shall mean any General Right or
Limited Right.
(k) Stock Option: The term "Stock Option" shall
mean (except as herein otherwise provided) a stock option granted under the
1969 Plan, the 1977 Plan, 1979 Plan or the 1982 Plan.
(l) Shares: The term "Shares" shall mean shares
of Common Stock of the Corporation and any shares of Stock or other securities
received as a result of the adjustments provided for in Section 7 of this Plan.
(m) Optionee: The term "Optionee" shall mean any
person to whom a Stock Option has been granted.
(n) Fair Market Value per Share: The term "Fair
Market Value per Share" shall mean as of any day (i) the closing price for
Shares on the New York Stock Exchange as reported on the Composite Tape on the
day as of which such determination is being made or, if there was no sale of
Shares reported on the Composite Tape on such day, on the most recently
preceding day on which there was such a sale, or (ii) if the Shares are not
listed or admitted to trading on the New York Stock Exchange on the day as of
which the determination is being made, the amount determined by the Committee
to be the fair market value of a Share on such day.
3. Administration.
(a) The Board of Directors (the "Board"), whose
authority shall be plenary, shall administer the Plan and may delegate part or
all of the powers designated in Section 3(b) with respect to part or all of the
Plan pursuant to Section 3(c); provided, however, that the Board of Directors
shall delegate administration of the Plan to the extent required by Section
3(d).
(b) The Board shall have the power, subject to
and within the limits of the express provisions of the Plan:
(1) To grant Rights pursuant to the
Plan.
(2) To determine from time to time
which of the eligible persons shall be granted Rights under the Plan,
the number of Shares for which each Right shall be granted, the term
of each granted Right and the time or times during the term of each
Right within which all or portions of each Right may be exercised,
(which at the discretion of the Board may be accelerated).
(3) To grant Rights in exchange for
cancellation of Rights granted earlier at different exercise prices.
(4) To prescribe the terms and
provisions of each Right granted (which need not be identical) and
the form of written instrument that shall constitute the Right
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994