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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934




Date of Report (Date of earliest event reported)  September 28, 2001




                                ATMEL CORPORATION
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)





                                                                                 
       Delaware                                0-19032                                 77-0051991
------------------------                ------------------------            ---------------------------------
(State of Incorporation)                (Commission File Number)            (IRS Employer Identification No.)


         2325 Orchard Parkway, San Jose, California                                       95131
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          (Address of principal executive offices)                                       (Zip Code)



Registrant's telephone number including area code:  (408) 441-0311


                                 Not applicable
          ------------------------------------------------------------
          (Former name or former address, if changed since last report)
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     ITEM 5. OTHER EVENTS

     The information set forth in our press release dated September 28, 2001,
which is attached as Exhibit 99.1 to this Current Report on Form 8-K, is
incorporated herein by reference.

     Any statements contained in the press release that are not historical
facts are forward-looking statements. In particular, statements using the words
"will," "plans," "expects," "believes," "anticipates," or like terms are by
their nature predictions based upon current plans, expectations, estimates, and
assumptions. These statements are subject to a number of risks and uncertainties
that could significantly affect outcomes, which may differ materially from the
expectations, estimates, or assumptions expressed in or implied by any such
forward-looking statements. Risks and uncertainties applicable to such
forward-looking statements and others associated with the business of Atmel
Corporation may be reviewed in Atmel Corporation's Form 10-Q for the quarter
ended June 30, 2001 filed on August 14, 2001. This document is publicly on file
with the U.S. Securities and Exchange Commission.

     ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (a)  Not applicable

     (b)  Not applicable

     (c)  Exhibits

     Exhibit 99.1 Press Release of Atmel Corporation, dated September 28, 2001.

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                                    SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                        ATMEL CORPORATION

Date: October 4, 2001

                                        /s/ Mike Ross
                                        --------------------------------
                                        Mike Ross
                                        Vice President & General Counsel
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                                  EXHIBIT INDEX


    EXHIBIT
    NUMBER                    DOCUMENT DESCRIPTION
    -------                   ---------------------
                
      99.1        Press Release of Atmel Corporation, dated September 28, 2001.