AMD 1993 Annual Report Download - page 85

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effective and binding for all purposes of the Plan.
11. AMENDMENT OF THE PLAN
The Board of Directors, at any time, and from time to time, may amend
the Plan, subject to the limitation, however, that, except as provided in
Section 10 (relating to adjustments upon changes in stock), no amendment shall
be effective unless approved, within twelve (12) months before or after the
date of such amendment's adoption, by the vote or written consent of a majority
of the outstanding shares of the Company entitled to vote, where such amendment
will:
a) increase the number of shares reserved for options under the
Plan;
b) materially increase the benefits accruing to Participants
under the Plan; or
c) materially modify the requirements of Section 5 as to
eligibility for participation in the Plan.
The Board of Directors may amend the Plan in any respect necessary to
provide the Company's employees with the maximum benefits provided or to be
provided under Section 422A of the Code and the regulations promulgated
thereunder relating to employee incentive stock options and/or to bring the
Plan or options granted under it into compliance therewith.
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994