AMD and ATI to Create Processing Powerhouse; $5.4 Billion Acquisition Will Drive Growth, Innovation and Choice; AMD and ATI to Hold Joint Executive Conference Call Today at 8:00 a.m. EDT

AMD (NYSE:AMD) and ATI (NASDAQ:ATYT) (TSX:ATY) todayannounced plans to join forces in a transaction valued atapproximately $5.4 billion. The combination will create a processingpowerhouse by bringing AMD's technology leadership in microprocessorstogether with ATI's strengths in graphics, chipsets and consumerelectronics. The result: A new and more formidable company, determinedto drive growth, innovation and choice for its customers, particularlyin the commercial and mobile computing segments and in therapidly-growing consumer electronics market. Combining technologies,people, and complementary strengths, AMD plans to deliver in 2007customer-centric platforms for the benefit of customers who want tocollaborate in the development of differentiated solutions.

AMD's acquisition of ATI will position the new company to deliverinnovations that fulfill the increasing demand for more integratedsolutions in key market segments while also continuing to develop"best-of-breed" discrete products that empower customers to choose thecombination of technologies that best serves their needs. In 2008 andbeyond, AMD aims to move beyond current technological configurationsto transform processing technologies, with silicon-specific platformsthat integrate microprocessors and graphics processors to address thegrowing need for general-purpose, media-centric, data-centric andgraphic-centric performance. Thus, the combined company intends toempower its customers to create their own unique products andsolutions within an open-innovation ecosystem free from artificialbarriers to customer success.

"ATI shares our passion and complements our strengths: technologyleadership and customer centric innovation," said AMD Chairman and CEOHector Ruiz. "Bringing these two great companies together will allowus to transcend what we have accomplished as individual businesses andreinvent our industry as the technology leader and partner of choice.We believe AMD and ATI will drive growth and innovation for the entireindustry, enabling our partners to create differentiated solutions andempowering our customers to choose what is best for them."

"This combination means accelerated growth for ATI, and broaderhorizons for our employees," said Dave Orton, President and CEO ofATI. "All of our product lines will benefit. Joining with AMD willenable us to innovate aggressively on the PC platform, and continue toinvest significantly in our consumer business to stay in front of ourmarkets."

"Windows Vista will deliver incredible advances in the userexperience as a result of advancements in graphics integration andperformance," said Jim Allchin, Co-President of Microsoft's Platforms& Services Division. "We're excited by the potential of what AMD andATI can deliver together to enhance the Windows Vista experience forour customers even further."

Under the terms of the transaction, AMD will acquire all of theoutstanding common shares of ATI for a combination of $4.2 billion incash and 57 million shares of AMD common stock, based on the number ofshares of ATI common stock outstanding on July 21, 2006. Alloutstanding options and RSUs of ATI will be assumed. Based upon theclosing price of AMD common stock on July 21, 2006 of $18.26 a share,the consideration for each outstanding share of ATI common stock wouldbe $20.47, comprised of $16.40 of cash and 0.2229 shares of AMD commonstock.

AMD anticipates it will finance the cash portion of thetransaction with a combination of cash and new debt. AMD has obtaineda $2.5 billion term loan commitment from Morgan Stanley SeniorFunding, Inc. which, together with combined existing cash, cashequivalents, and short term investments balances of approximately $3.0billion, provides full funding for the transaction.

ATI has received an opinion from its financial advisors that thetransaction from a financial point of view is fair to itsshareholders. The transaction was unanimously approved by the board ofdirectors of each company. The transaction is subject to ATIshareholder approval, Canadian court supervision of a Plan ofArrangement, and other regulatory approvals including mergernotification filings in the United States, Canada and otherjurisdictions, as well as customary closing conditions. In the eventthat the transaction does not close, ATI has agreed to pay AMD atermination fee of $162.0 million under circumstances specified in theacquisition agreement. The transaction is expected to be completed inthe fourth quarter of 2006.

A Compelling Financial Opportunity

AMD expects that the transaction will be slightly accretive toearnings in 2007, and meaningfully accretive in 2008, before theinclusion of ATI acquisition-related charges, based upon AMD's plansto deliver more integrated and advanced platform solutions and therebyimprove its position in commercial clients, mobile computing, gaming,media and emerging markets. AMD anticipates that it will reduceoperating expenses by approximately $75 million for the combinedcompany by the end of 2007.

The combined company would have achieved approximately $7.3billion(1) in total consolidated sales during the last four quarterswith a workforce of approximately 15,000 employees. Headquartered inSunnyvale, California, the company will maintain sales, design andmanufacturing centers worldwide and major business centers in SiliconValley, Austin, Texas and Markham, Ontario - all valued centers ofinnovation for the combined company. AMD's current executive team willbe complemented by the addition of ATI President and CEO Dave Orton.Orton will serve as an executive vice president of the ATI businessdivision, reporting to the AMD Office of the CEO, comprised ofChairman and CEO Hector Ruiz and President and Chief Operating OfficerDirk Meyer. In addition, under the terms of the acquisition agreement,two ATI directors will join AMD's board of directors upon closing ofthe transaction.

The collective roster of AMD and ATI's strong customerrelationships represents a "who's who" of the computing and consumerelectronics industries. Drawing upon a shared culture ofcustomer-centric innovation and engineering excellence, the combinedcompany will be well positioned to meet customer demand for moreinnovative solutions, system-level engineering and fastertime-to-market.

Conference Call

The companies will host a financial analyst and press conferencecall today at 8 a.m. EDT (5 a.m. PDT). The call can be accessed at612-326-1027 (U.S.). Audio of the conference call will be availablelive and also http://www.amd.com/announcement.

For those unable to listen to the live call, a telephone replaywill be available beginning July 24, 2006 at approximately 11:00 a.m.EDT through July 30, 2006. That call can be accessed by dialing800-475-6701 (U.S.) or 320-365-3844 (international) with conferencecall ID 837580.

About AMD

Advanced Micro Devices (NYSE: AMD) is a leading global provider ofinnovative microprocessor solutions for computing, communications andconsumer electronics markets. Founded in 1969, AMD is dedicated todelivering superior computing solutions based on customer needs thatempower users worldwide. For more information visit www.amd.com.

About ATI

ATI Technologies Inc. is a world leader in the design andmanufacture of innovative 3D graphics, PC platform technologies anddigital media silicon solutions. An industry pioneer since 1985, ATIis the world's foremost graphics processor unit (GPU) provider and isdedicated to deliver leading-edge performance solutions for the fullrange of PC and Mac desktop and notebook platforms, workstation,set-top and digital television, game console and handheld devicemarkets. With fiscal 2005 revenues of US $2.2 billion, ATI hasapproximately 4,000 employees in the Americas, Europe and Asia. ATIcommon shares trade on Nasdaq (ATYT) and the Toronto Stock Exchange(ATY).

Safe Harbor Statement

This release contains forward-looking statements, which are madepursuant to the safe harbor provisions of the U.S. Private SecuritiesLitigation Reform Act of 1995. Forward-looking statements are commonlyidentified by words such as "would," "may," "will," "expects," andother terms with similar meaning. Forward-looking statements are basedon current beliefs, assumptions and expectations and speak only as ofthe date of this release and involve risks and uncertainties thatcould cause actual results to differ materially from currentexpectations. The material factors and assumptions that could causeactual results to differ materially from current expectations include,without limitation, the following: (1) the possibility that there areunexpected delays in obtaining regulatory approvals, (2) failure toobtain approval of ATI shareholders or the court of the Plan ofArrangement, (3) actions that may be taken by the competitors,customers and suppliers of AMD or ATI that may cause the transactionto be delayed or not completed, (4) the possibility that the revenues,cost savings, growth prospects and any or other synergies expectedfrom the proposed transaction may not be fully realized or may takelonger to realize than expected, (5) the possibility that thetransaction may not be accretive as expected, (6) that IntelCorporation's pricing, marketing programs, product bundling, newproduct introductions or other activities will negatively impactsales, (7) that the company may require additional capital and may notbe able to raise sufficient capital, on favorable terms or at all, (8)delays associated with integrating the companies, including employeesand operations, after the transaction is completed, (9) the possibleimpairment of goodwill and other long-lived assets resulting from thetransaction and the resulting impact on the combined company's assetsand earnings, (10) unexpected variations in market growth and demandfor the combined company's products (in the mixes available) andtechnologies, (11) rapid and frequent technology changes in thecomputing and consumer electronics segments, (12) potentialconstraints on the ability to develop, launch and ramp new products ona timely basis, (13) R&D costs associated with the development of newproducts, and (14) other factors that may affect future results of thecombined company described in the section entitled "Risk Factors" inthe management information circular to be mailed to ATI's shareholdersand in AMD and ATI's filings with the U.S. Securities and ExchangeCommission ("SEC") that are available on the SEC's web site located athttp://www.sec.gov, including the section entitled "Risk Factors" inAMD' s Form 10-Q for the fiscal quarter ended March 26, 2006 and thesection entitled "Risks and Uncertainties" in Exhibit 1 to ATI's Form40-F for the fiscal year ended August 31, 2005. Please see Item 3.12"Narrative Description of the Business - Risks and Uncertainties" inATI's 2005 Annual Information Form and the Risks and Uncertaintiessection of ATI's annual MD&A on page 30 of ATI's 2005 Annual reportfiled on the SEDAR website maintained by the Canadian SecuritiesAdministrators at http://www.sedar.com. Readers are strongly urged toread the full cautionary statements contained in those materials. Weassume no obligation to update or revise any forward-lookingstatement, whether as a result of new information, future events orany other reason.

Additional Information

In connection with the proposed transaction, ATI intends to file amanagement proxy circular with the Canadian securities regulatoryauthorities. Investors and security holders are urged to read themanagement proxy circular when it becomes available because it willcontain important information about AMD, ATI and the transaction.Investors and security holders may obtain the management proxycircular free of charge on SEDAR website maintained by the CanadianSecurities Administrators at http://www.sedar.com as well as on theSEC's website located at http://www.sec.gov. Investors and securityholders may obtain any documents relating to the transaction filed byAMD with the SEC free of charge at the SEC's website located athttp://www.sec.gov and filed by ATI on SEDAR at www.sedar.com.

(C) 2006 Advanced Micro Devices, Inc. and ATI Technologies Inc.All rights reserved. AMD, the AMD Arrow logo, and combinationsthereof, are trademarks of Advanced Micro Devices, Inc. ATI and ATIproduct and product feature names are trademarks and/or registeredtrademarks of ATI Technologies Inc. Microsoft and Windows areregistered trademarks of Microsoft Corporation in the United Statesand/or other jurisdictions. Other names are for informational purposesonly and may be trademarks of their respective owners.

(1) Excluding AMD memory segment for the third and fourth quartersof 2005.