SCHEDULE 13G/A
(RULE 13D-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(B), (C)
AND (D) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)
MICRON TECHNOLOGY, INC.
-----------------------------------------------------------------------------
(NAME OF ISSUER)
COMMON STOCK, PAR VALUE $.10 PER SHARE
-----------------------------------------------------------------------------
(TITLE OF CLASS OF SECURITIES)
595112103
-----------------------------------------------------------------------------
(CUSIP NUMBER)
DECEMBER 31, 2001
-----------------------------------------------------------------------------
(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUANT TO WHICH THIS
SCHEDULE IS FILED:
[ ] RULE 13D-1(B)
[X] RULE 13D-1(C)
[ ] RULE 13D-1(D)
-----------------------------------------------------------------------------
1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(Entities Only)
Texas Instruments Incorporated (IRS no. 75-0289970)
-----------------------------------------------------------------------------
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [X]
-----------------------------------------------------------------------------
3 SEC Use Only
-----------------------------------------------------------------------------
4 Citizenship or Place of Organization
Delaware
-----------------------------------------------------------------------------
NUMBER OF SHARES 5. SOLE VOTING POWER 56,952,399
BENEFICIALLY OWNED BY 6. SHARED VOTING POWER N/A
EACH REPORTING 7. SOLE DISPOSITIVE POWER 56,952,399
PERSON WITH 8. SHARED DISPOSITIVE POWER N/A
-----------------------------------------------------------------------------
9 Aggregate Amount Beneficially Owned by Each Reporting Person
56,952,399
-----------------------------------------------------------------------------
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
----------------------------------------------------------------------------
11 Percent of Class Represented by Amount in Row (9)
9.5%
-----------------------------------------------------------------------------
12 Type of Reporting Person
CO
-----------------------------------------------------------------------------
EXPLANATORY NOTE
This Amendment No. 2 to Schedule 13G, amends, supplements and restates the
Statement on Schedule 13G initially filed with the Securities and Exchange
Commission on October 9, 1998 by Texas Instruments Incorporated.
ITEM 1.
(a) Name of Issuer: Micron Technology, Inc.
(b) Address of Issuer's Principal Executive Offices:
8000 S. Federal Way
P.O. Box 6
Boise, Idaho 83707-0006
ITEM 2.
(a) Name of Persons Filing: Texas Instruments Incorporated
(b) Address of Principal Business Office or, if none, Residence:
12500 TI Boulevard
P.O. Box 660199
Dallas, TX 75266-0199
(c) Citizenship: Delaware
(d) Title of Class of Securities: Common Stock, $.10 par value
(e) CUSIP Number: 595112103
ITEM 3.
Not applicable.
ITEM 4. OWNERSHIP
(a) Amount beneficially owned: 56,952,399 shares
(b) Percent of class: 9.5%
(All percentages computed by reference to the 600,222,082 shares that
the Issuer reported as outstanding as of January 9, 2002, in its Report
on Form 10-Q filed with the Securities and Exchange Commission on
January 14, 2002.)
(c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote: 56,952,399
(ii) shared power to vote or to direct the vote: N/A
(iii) sole power to dispose or to direct the disposition of: 56,952,399
(iv) shared power to dispose or to direct the disposition of: N/A
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class
of securities, check the following. [ ]
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose or
effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 13, 2002
/s/ WILLIAM A. AYLESWORTH
_____________________________________
William A. Aylesworth
Senior Vice President,
Treasurer and
Chief Financial Officer