APPLIED MATERIALS INC /DE — Director's Dealing 2007

Jul 18, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2007-07-15

Reporting Person: St Dennis Thomas (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-07-15	Common Stock	M	16062	—	Acquired	287499	Direct
2007-07-15	Common Stock	J	50000	—	Acquired	337499	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-07-15	Performance Shares (or Restricted Stock Units)	$20.48	F	8938	Disposed		Common Stock (8938)	Direct
2007-07-15	Performance Shares (or Restricted Stock Units)	$	M	16062	Disposed		Common Stock (16062)	Direct
2007-07-15	Performance Shares (or Restricted Stock Units)	$	J	50000	Disposed		Common Stock (50000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7189.102	Indirect

Footnotes

F1: Represents performance shares (or restricted stock units) that were converted on a one-for-one basis into shares of Applied Materials, Inc. common stock upon vesting on 7/15/07.

F2: Increased number of shares also reflects periodic payroll acquisitions under Employees' Stock Purchase Plan that are exempt under Rule 16a-10 and Rule 16b-3. Number of shares includes 262,500 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: 37,500 performance shares are scheduled to vest in three equal annual installments beginning 8/31/07; and, provided specified performance goals are achieved, 225,000 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: Represents a change in reporting of 50,000 performance shares (or restricted stock units) previously reported on Table II that will now instead be reported on this Table I. These shares remain unvested and 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 in two equal annual installments beginning 7/15/08 (subject to continued employment).

F4: Increased number of shares reflects reinvestment of dividends and periodic allocation of accrued interest to all participants under 401(k) Plan that are exempt under Rule 16b-3.

F5: The performance shares (or restricted stock units) will be converted on a one-for-one basis into shares of Applied Materials, Inc. common stock immediately upon vesting.

F6: Represents shares that were automatically withheld to cover tax withholding obligations in a transaction exempt under Rule 16b-3.

F7: 25,000 shares vested on 7/15/07 and 25,000 shares to become vested on each of 7/15/08 and 7/15/09 (subject to continued employment).

F8: Not applicable.

F9: These shares, which remain unvested, will now be reported on Table I. Please see footnote 3 above.