AMD 1993 Annual Report Download - page 48

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otherwise provides, the committee shall have, with respect to the
administration of the Plan, all of the powers and discretion theretofore
possessed by the Board and delegable to such committee, subject to any
constraints which may be adopted by the Board from time to time and which are
not inconsistent with the provisions of the Plan. The Board, at any time, may
revest in the Board any of its administrative powers under the Plan, except
under circumstances where a committee is required to administer the Plan under
Section 3(e) above.
(g) The determinations of the Board or its delegate shall be
conclusive and binding on all persons having any interest in this Plan or in
any awards granted hereunder.
(h) The term "Disinterested Director" shall mean a member of the
Board of Directors of the Company who has not, during the one year prior to
service as an administrator of the Plan, or during such service, been granted
or awarded equity securities of the Company pursuant to this Plan or any other
plan of the Company or any of its Affiliates (except for automatic grants of
options to Outside Directors pursuant to Section 8 of the 1992 Stock Incentive
Plan).
4. SHARES SUBJECT TO PLAN AND TO OPTIONS
(a) Subject to the provisions of Section 10 (relating to
adjustments upon changes in stock), the stock which may be
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994