APPLIED MATERIALS INC /DE — Director's Dealing 2005

Dec 16, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2005-12-13

Reporting Person: JANKER FRANZ (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-12-13	Performance Shares (or Restricted Stock Units)	A	60000	—	Acquired	60000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-13	Employee Stock Option (right to buy)	$19.20	A	250000	Acquired	2012-12-13	Common Stock (250000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15124	Direct
Common Stock	28450.628	Indirect

Footnotes

F1: Increased number of shares reflects periodic payroll acquisitions under Employees' Stock Purchase Plan that are exempt under Rule 16a-10 and Rule 16b-3.

F2: Increased number of shares reflects periodic payroll acquisitions under 401(k) Plan that are exempt under Rule 16b-3.

F3: The performance shares will be converted on a one-for-one basis into shares of Applied Materials, Inc. common stock immediately upon vesting.

F4: The performance shares are scheduled to vest in four equal annual installments beginning 8/31/06 (assuming continued employment).

F5: Shares become exercisable in four equal annual installments beginning 8/31/06 (assuming continued employment).