1
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-66050
LAM RESEARCH CORPORATION
SUPPLEMENT NO. 1 TO PROSPECTUS DATED AUGUST 10, 2001
This supplement (the "Supplement") amends certain information contained
in our prospectus, dated August 10, 2001, registering for resale our 4%
Convertible Subordinated Notes due June 1, 2006 and the common stock issuable
upon conversion of the notes. This supplement is not complete without, and may
not be delivered or utilized except in connection with, the prospectus,
including any amendments or supplements to it.
The table under the caption "Selling Securityholders" on page 35 of the
prospectus is hereby amended by: (i) adding to the table the securityholders
identified below on Schedule 1, and (ii) amending and restating the security
holdings of those securityholders identified below on Schedule 2. In addition,
the selling securityholders identified below and in the prospectus may have
sold, transferred or otherwise disposed of all or a portion of their notes since
the date on which they provided the information about their holdings in
transactions exempt from the registration requirements of the Securities Act of
1933, as amended.
SCHEDULE 1
PRINCIPAL AMOUNT
AT MATURITY OF CONVERSION COMMON PERCENTAGE OF
NOTES BENEFICIALLY PERCENTAGE SHARES THAT STOCK OWNED COMMON
OWNED THAT MAY OF NOTES MAY BE AFTER THE STOCK
NAME BE OFFERED OUTSTANDING OFFERED OFFERING OUTSTANDING
---- ------------------ ----------- ----------- ----------- -------------
Arbitex Master Fund L.P.......... 14,400,000 4.80% 320,498 -- --
Clinton Multistrategy Master
Fund, Ltd...................... 2,500,000 * 55,642 -- --
Clinton Riverside Convertible
Portfolio Limited.............. 7,500,000 2.50% 166,926 -- --
Lyxor Master Fund................ 3,600,000 1.20% 80,124 -- --
Goldman Sachs & Company.......... 140,000 * 3,115 -- --
Susquehanna Capital Group........ 6,500,000 2.17% 144,669
SCHEDULE 2
PRINCIPAL AMOUNT
AT MATURITY OF CONVERSION COMMON PERCENTAGE OF
NOTES BENEFICIALLY PERCENTAGE SHARES THAT STOCK OWNED COMMON
OWNED THAT MAY OF NOTES MAY BE AFTER THE STOCK
NAME BE OFFERED OUTSTANDING OFFERED OFFERING OUTSTANDING
---- ------------------ ----------- ----------- ----------- -------------
ABN AMRO Securities LLC.......... 200,000 * 4,451 -- --
SG Cowen Securities Corporation.. 400,000 * 8,902 -- --
-----------------
* Less than 1.0%
Information concerning the selling securityholders is based upon
information provided to us by the securityholders. This information may change
from time to time and any changed information of which we are apprised will be
set forth in future prospectus supplements if and when necessary. In addition,
the per share conversion price and therefore the number of shares of common
stock issuable upon conversion or redemption of the notes, are subject to
adjustment. See "Description of the Notes" on page 17 of the prospectus. As a
result, the aggregate principal amount of notes and the number of shares of
common stock issuable upon conversion or redemption may increase or decrease.
The date of this Supplement is October 10, 2001