APPLIED MATERIALS INC /DE — Director's Dealing 2007

Sep 6, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2007-08-31

Reporting Person: Davis George S (Senior Vice President and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-08-31	Common Stock	F	715	$21.36	Disposed	213930.5476	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	220	Indirect
Common Stock	1305.54	Indirect

Footnotes

F1: Represents shares that were automatically withheld to cover tax withholding obligations in a transaction exempt under Rule 16b-3.

F2: Increased in number of shares reflects periodic payroll acquisitions under Employees' Stock Purchase Plan that are exempt under Rule 16a-10 and Rule 16b-3. Number of shares includes 204,000 performance shares (or restricted stock units) previously reported that in the future will be converted on a one-for-one basis into shares of Applied Materials, Inc. common stock immediately upon vesting, which vesting is scheduled to occur as follows: 4,000 performance shares are scheduled to vest in two equal annual installments beginning 8/31/08; and, provided specified performance goals are achieved, 200,000 performance shares are scheduled to vest no earlier than in four equal annual installments beginning 12/19/07 (all vesting is subject to continued employment).

F3: Increased number of shares reflects periodic allocation of accrued interest to all participants under 401(k) Plan that are exempt under Rule 16b-3.