Executive Savings Plan, As Amended.

EXHIBIT 10.30


ADVANCED MICRO DEVICES


EXECUTIVE SAVINGS PLAN


(AMENDMENT AND RESTATEMENT EFFECTIVE AS OF AUGUST 1, 1993)


ADVANCED MICRO DEVICES
EXECUTIVE SAVINGS PLAN


TABLE OF CONTENTS
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ARTICLE I
TITLE AND DEFINITIONS......................... 1
1.1 Title.......................................................... 1
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1.2 Definitions.................................................... 1
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ARTICLE II
PARTICIPATION............................. 4
2.1 Participation.................................................. 4
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ARTICLE III
DEFERRAL ELECTIONS......................... 4
3.1 Elections to Defer Compensation................................ 4
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3.2 Investment Elections........................................... 5
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ARTICLE IV
PARTICIPANT ACCOUNTS........................ 6
4.1 Deferral Account............................................... 6
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4.2 Company Matching Account....................................... 7
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ARTICLE V
VESTING.............................. 8
5.1 Deferral Account............................................... 8
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5.2 Company Matching Account....................................... 8
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ARTICLE VI
DISTRIBUTIONS........................... 8
6.1 Amount and Time of Distribution................................ 8
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6.2 Form of Distribution........................................... 8
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6.3 Termination of Participation................................... 9
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ARTICLE VII
PARTICIPANT LOANS......................... 9
7.1 Hardship Loans to Participants................................. 9
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ARTICLE VIII
ADMINISTRATION........................... 10
8.1 Committee Action............................................... 10
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8.2 Powers and Duties of the Committee............................. 10
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8.3 Construction and Interpretation................................ 11
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8.4 Information.................................................... 11
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8.5 Compensation, Expenses and Indemnity........................... 12
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8.6 Quarterly Statements........................................... 12
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ARTICLE IX
MISCELLANEOUS........................... 12
9.1 Unsecured General Creditor..................................... 12
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9.2 Restriction Against Assignment................................. 13
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9.3 Withholding.................................................... 13
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9.4 Amendment, Modification, Suspension or Termination............. 13
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9.5 Governing Law.................................................. 13
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9.6 Receipt or Release............................................. 13
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9.7 Headings, etc. Not Part of Agreement........................... 14
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9.8 Limitation on Participants' Rights............................. 14
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ARTICLE X
BENEFIT OFFSET........................... 14
10.1 Offset for Certain Benefits Payable Under Split-
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Dollar Life Insurance Policies................................. 14
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ADVANCED MICRO DEVICES
EXECUTIVE SAVINGS PLAN
(AMENDMENT AND RESTATEMENT EFFECTIVE AS OF AUGUST 1, 1993)


WHEREAS, ADVANCED MICRO DEVICES, INC. (the "Company") has established the Advanced Micro Devices Executive Savings Plan (the "Plan") effective as of August 1, 1993;


WHEREAS, it is desirable to amend and restate the Plan;


NOW, THEREFORE, the Plan is hereby amended in its entirety and restated, effective as of August 1, 1993, as follows:


ARTICLE I
TITLE AND DEFINITIONS


1.1 Title.
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This Plan shall be known as the Advanced Micro Devices Executive Savings Plan.


1.2 Definitions.
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Whenever the following words and phrases are used in this Plan, with the first letter capitalized, they shall have the meanings specified below.


"Account" or "Accounts" shall mean a Participant's Deferral Account and/or Company Matching Account.


"Beneficiary" means the person or persons, including a trustee, personal representative or other fiduciary, last designated in writing by a Participant and filed with the Committee in accordance with procedures established by the Committee to receive the benefits specified hereunder in the event of the Participant's death. If there is no valid Beneficiary designation in effect, or if there is no surviving designated Beneficiary, then the Participant's surviving spouse shall be the Beneficiary. If there is no surviving spouse to receive any benefits payable in accordance with the preceding sentence, the duly appointed and currently acting personal representative of the Participant's estate (which shall include either the Participant's probate estate or living trust) shall be the Beneficiary. In any case where there is no such personal representative of the Participant's estate duly appointed and acting in that capacity within 90 days after the Participant's death (or such extended period as the Committee determines is reasonably necessary to allow such personal representative to be appointed, but not to exceed 180 days after the Participant's death), then Beneficiary shall mean the person or persons who can verify by affidavit or court order to the satisfaction of the Committee that they are legally entitled to receive the benefits


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specified hereunder. In the event any amount is payable under the Plan to a minor, payment shall not be made to the minor, but instead be paid (a) to that person's living parent(s) to act as custodian, (b) if that person's parents are then divorced, and one parent is the sole custodial parent, to such custodial parent, or (c) if no parent of that person is then living, to a custodian selected by the Committee to hold the funds for the minor under the Uniform Transfers or Gifts to Minors Act in effect in the jurisdiction in which the minor resides. If no parent is living and the Committee decides not to select another custodian to hold the funds for the minor, then payment shall be made to the duly appointed and currently acting guardian of the estate for the minor or, if no guardian of the estate for the minor is duly appointed and currently acting within 60 days after the date the amount becomes payable, payment shall be deposited with the court having jurisdiction over the estate of the minor.


"Board of Directors" or "Board" shall mean the Board of Directors of the Company.


"Bonus" shall mean any incentive compensation, excluding commissions, payable to a Participant in addition to the Participant's salary.


"Code" shall mean the Internal Revenue Code of 1986, as amended.


"Committee" shall mean the Retirement Savings Plan Administrative Committee.


"Company" shall mean Advanced Micro Devices, any successor corporation and each corporation which is a member of a controlled group of corporations (within the meaning of Section 1563(a) of the Code, determined without regard to Section 1563(a)(4) and (e) (3) (C) thereof and by substituting the phrase "at least 50 percent" for the phrase "at least 80 percent" each time it appears in Section 1563 (a) (1)) of which Advanced Micro Devices is a component member.


"Company Matching Account" shall mean the bookkeeping account maintained by the Committee for each Participant that is credited with an amount equal to 50% of a Participant's Salary Deferrals (subject to certain limitations) and interest pursuant to Section 4.2.


"Compensation" shall mean the Salary, commissions and Bonus that the Participant is entitled to for services rendered to the Company.


"Deferral Account" shall mean the bookkeeping account maintained by the Committee for each Participant that is credited with amounts equal to (1) the portion of the Participant's Salary and/or commissions that he elects to defer, (2) the portion of


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the Participant's Bonus that he elects to defer, and (3) interest pursuant to Section 4.1.


"Effective Date" shall mean August 1, 1993.


"Election Date" shall mean December 15 or such earlier date as is specified by the Committee and communicated to the Participant with at least thirty (30) days advance notice.


"Eligible Employee" shall mean each employee of the Company who is at or above the level of director.


"Fiscal Year" shall mean the fiscal year of the Company.


"Fund" or "Funds" shall mean one or more of the mutual funds or contracts selected by the Committee pursuant to Section 3.2(b).


"Initial Election Period" for an Eligible Employee shall mean the 30- day period following the later of July 31, 1993 or the date the employee becomes an Eligible Employee.


"Interest Rate" shall mean, for each Fund, an amount equal to the gross rate of gain or loss on the assets of such Fund during the month (1) reduced by administrative and investment fees charged to investors in such Fund during the month and (2) further reduced by one-twelfth (1/12th) of one percentage point.


"Loan Account" shall mean the bookkeeping account maintained by the Committee for each Participant who obtains a hardship loan from the Committee in accordance with Article VII that is credited with (1) an amount equal to the amount of the loan and (2) interest pursuant to Section 7.1(d).


"Participant" shall mean any Eligible Employee who elects to defer Compensation in accordance with Section 3.1.


"Payment Eligibility Date" shall mean the first day of the month following the end of the fiscal quarter following the fiscal quarter in which a Participant terminates employment or dies.


"Plan" shall mean the Advanced Micro Devices Executive Savings Plan set forth herein, now in effect, or as amended from time to time.


"Plan Year" shall mean the 12 consecutive month `period beginning on January 1 each year, except that the first Plan Year shall be a short Plan Year beginning on August 1, 1993 and ending on December 31, 1993.


"Salary" shall mean the Participant's base pay.


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"Tax Adjustment Factor" shall mean a number, determined by the Committee, which is equal to one minus the sum of (1) the highest marginal federal personal income tax rate then in effect and (2) the effective highest marginal state income tax rate in the state in which the Participant resides, net after the effect of the deduction for such state income tax for federal income tax purposes.


ARTICLE II
PARTICIPATION


2.1 Participation.
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An Eligible Employee shall become a Participant in the Plan by electing to defer all or a portion of his or her Compensation in accordance with Section 3.1.


ARTICLE III
DEFERRAL ELECTIONS


3.1 Elections to Defer Compensation.
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(a) General Rule. The amount of Compensation which an Eligible
------------- Employee may elect to defer is as follows:


(1) Any percentage of Salary up to 50%, provided that such
Eligible Employee's Salary is not reduced to an amount less than the Social
Security wage base for the plan year; plus


(2) Any percentage or dollar amount of Bonus and commissions up
to 100%.


(b) Initial Election. Each Eligible Employee may elect to defer
---------------- Compensation by filing with the Committee an election, on a form provided by the Committee, no later than the last day of his or her Initial Election Period. An election to defer Compensation during an Initial Election Period shall be irrevocable and shall be effective with respect to Salary and commissions earned during the first pay period beginning after the later of August 1, 1993, or the date of the election, and to each Bonus the amount of which first becomes fixed and determinable after the date of the election; provided, however, that, effective as of January 1, 1995, the initial election will apply to any Bonus payable for a Fiscal Year, or for a performance period ending with the close of a Fiscal Year, only if such election is made on or before June 30 of such Fiscal Year.


(c) Elections other than Elections during the Initial Election
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