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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                          ----------------------------

                                   FORM 10-K/A
                                 AMENDMENT NO. 1
(Mark One)
   [X]          ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
               THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
                  FOR THE FISCAL YEAR ENDED DECEMBER 29, 1996
                                       OR
   [ ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
             THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

      FOR THE TRANSITION PERIOD FROM ________________ TO _________________


                           COMMISSION FILE NO. 0-21904
                          ----------------------------

                                CYRIX CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

           DELAWARE                                        75-2218250
(STATE OR OTHER JURISDICTION OF                         (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                         IDENTIFICATION NO.)

                          2703 NORTH CENTRAL EXPRESSWAY
                             RICHARDSON, TEXAS 75080
          (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (972) 968-8387

           SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

                                      None

           SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

                          Common Stock, $.004 Par Value

                                (Title of Class)

     Indicate  by check mark  whether the  Registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934 during the preceding 12 months (or for such shorter period that  Registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days. Yes    X      No
                                       -------      -------

     Indicate by check mark if disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained herein,
to the best of  Registrant's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part  III of this  Form  10-K or any
amendment to this Form 10-K. /X/

     The aggregate  market value of the voting stock held by  non-affiliates  of
the  registrant as of April 17, 1997 was approximately $424,531,144.  As of
April 17, 1997, there were 19,631,498 outstanding  shares of the registrant's
Common Stock.

     Portions  of  the   registrant's   Proxy   Statement  to  be  furnished  to
stockholders  in connection  with its 1997 Annual  Meeting of  Stockholders  are
incorporated by reference into Part III of this Form 10-K.


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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                       AMENDMENT TO APPLICATION OR REPORT
                FILED PURSUANT TO SECTION 12, 13, OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                                CYRIX CORPORATION

                                   FORM 10-K/A
                                 AMENDMENT NO. 1



     The undersigned  registrant  hereby amends the following  items,  financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
fiscal year ended December 29, 1996 as set forth in the pages attached hereto:




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<CAPTION>


Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K


   Exhibit
     Number                                                        Description
   -----------       ---------------------------------------------------------------------------------------------------------

<S>   <C>         <C>
      (a) (1)      - The financial statements filed as part of this Report
                     at Item 8 are listed in the Index to Financial  Statements,
                     Supplementary   Financial  Data  and  Financial   Statement
                     Schedules on page 18 of this Report.
      (a) (2)      - The  financial  statement  schedule  filed as part of this  Report at Item 8 are  listed in the Index to
                     Financial Statements,  Supplementary Financial Data and Financial Statement Schedules on page 18 of this
                     Report.
      (a) (3)      - The following documents are filed or incorporated by reference as exhibits to this Report:
          3.1      - Restated Certificate of Incorporation filed May 15, 1996. (1)
          3.2      - Bylaws of the  Company as adopted by the Board of  Directors  of the  Company as of  February 12,  1988,
                     together with  Certificate of Amendment of Bylaws of the Company as adopted by the Board of Directors as
                     of  March 16,  1988 and  Certificate  of  Amendment  of Bylaws of the Company as adopted by the Board of
                     Directors as of April 15, 1993. (2)
          3.3      - Certificate  of Amendment of Bylaws of the  Registrant as adopted by the Board of Directors as of August
                     26, 1993. (3)
          3.4      - Certificate  of Amendment of Bylaws of the  Registrant  as adopted by the Board of Directors as of March
                     10, 1994. (4)
          3.5      - Certificate  of Amendment of Bylaws of the  Registrant  as adopted by the Board of Directors as of March
                     24, 1995. (1)
          3.6      - Certificate  of Amendment of Bylaws of the Registrant as adopted by the Board of Directors as of January
                     26, 1996. (1)
          4.1      - Form of Certificate for the Common Stock. (2)
          4.2      - Indenture,  dated as of May 28,  1996  between the  Registrant  and Bank of  Montreal  Trust  Company as
                     Trustee. (1)
          4.3      - Registration Rights Agreement,  dated as of May 28, 1996 between the Registrant and Goldman, Sachs & Co.
                     (1)
         10.1      - License  and   Production   Agreement   entered  into  as  of  January  11,  1994  between   SGS-Thomson
                     Microelectronics,  Inc. and Cyrix Corporation. (Portions have been omitted and filed separately with the
                     Commission in reliance on Rule 24b-2 and the Registrant's request for confidential treatment). (5)
         10.2      - Form of Proprietary Information and Non-competition Agreement (all employees). (2)
         10.3      - Cyrix Corporation 1988 Incentive Stock Plan, as amended and restated as of January 26, 1996. (6)
         10.4      - Cyrix Corporation Profit Sharing Plan. (2)
         10.5      - Cyrix Corporation Executive Cash Compensation Plan. (2)
         10.6      - Cyrix Corporation Employee Stock Purchase Plan, as amended and restated as of January 26, 1995. (7)
         10.7      - Real Estate Note dated September 3,  1996, in the principal amount of $5,500,000 by Cyrix Corporation in
                     favor of Safeco Life Insurance Company.
         10.8      - Promissory Note and Letter Loan Agreement dated November 5, 1993, in the principal  amount of $3,000,000
                     by Cyrix Corporation in favor of Bank One, Texas, National Association. (5)
         10.9      - Settlement  Agreement  effective  January 31, 1994,  between Cyrix  Corporation  and Intel  Corporation.
                     (Portions have been omitted and filed  separately  with the Commission in reliance on Rule 24b-2 and the
                     Registrant's request for confidential treatment). (5)
        10.10        - Agreement  for  Purchase of Products  entered  into as of
                     April  8,  1994  between  IBM  Microelectronics  and  Cyrix
                     Corporation.   (Portions   have  been   omitted  and  filed
                     separately  with the  Commission  in reliance on Rule 24b-2
                     and the Registrant's request for confidential treatment).
                     (8)


<PAGE>



   Exhibit
     Number                                                        Description
   -----------       ---------------------------------------------------------------------------------------------------------

        10.11      - Amended and Restated  Agreement  for  Purchase of Products  entered into as of April 8, 1994 between IBM
                     Microelectronics  and Cyrix  Corporation.  (Portions  have been  omitted and filed  separately  with the
                     Commission in reliance on  Rule 24b-2 and the Registrant's request for confidential treatment). (9)
        10.12      - Amendment  dated September 30, 1994 to License and Production  Agreement  entered into as of January 11,
                     1994 between SGS-Thomson Microelectronics,  Inc. and Cyrix Corporation.  (Portions have been omitted and
                     filed  separately  with the  Commission  in  reliance  on Rule 24b-2 and the  Registrant's  request  for
                     confidential treatment). (10)
        10.13      - Secured  Revolving  Credit  Agreement by and among Cyrix  Corporation,  First  Interstate Bank of Texas,
                     N.A.,  National Bank of Canada,  and The Boatmen's  National Bank of St. Louis dated September 23, 1994.
                     (Portions have been omitted and filed  separately  with the Commission in reliance on Rule 24b-2 and the
                     Registrant's request for confidential treatment). (10)
        10.14      - Cyrix Corporation Non-Discretionary Non-Employee Directors Stock Plan (11)
        10.15      - Agreement  for  Purchase  of  Products   (Foundry)   entered  into  as  of  May  17,  1996  between  IBM
                     Microelectronics and Cyrix Corporation. (12)
           11      - Earnings Per Common and Common Equivalent Share.
           21      - Subsidiaries.(13)
           23      - Consent of Ernst & Young LLP.
   ------------------------------------------------------




          (1)      - Filed as an  Exhibit  to the  Company's  Registration  Statement  on Form S-3 (File No.  333-10669)  and
                     incorporated herein by reference.
          (2)      - Filed as an  Exhibit  to the  Company's  Registration  Statement  on Form S-1  (File No.  33-63144)  and
                     incorporated herein by reference.
          (3)      - Filed as an  Exhibit  to the  Company's  Registration  Statement  on Form S-8  (File No.  33-68004)  and
                     incorporated herein by reference
          (4)      - Filed as an  Exhibit  to the  Company's  Registration  Statement  on Form S-8  (File No.  33-87064)  and
                     incorporated herein by reference.
          (5)      - Filed  as an  Exhibit  to the  Company's  Form  10-K for the  fiscal  year  ended  January  2,  1994 and
                     incorporated herein by reference.
          (6)      - Filed as an  Exhibit  to the  Company's  Registration  Statement  on Form S-8 (File No.  333-18579)  and
                     incorporated herein by reference.
          (7)      - Filed as an  Exhibit  to the  Company's  Registration  Statement  on Form S-8  (File No.  33-99492)  and
                     incorporated herein by reference.
          (8)      - Filed as an  Exhibit  to the  Company's  Form  10-Q for the  quarterly  period  ended  April 3, 1994 and
                     incorporated herein by reference.
          (9)      - Filed as an  Exhibit  to the  Company's  Form  10-Q for the  quarterly  period  ended  July 3,  1994 and
                     incorporated herein by reference.
         (10)      - Filed as an  Exhibit to the  Company's  Form 10-Q for the  quarterly  period  ended  October 2, 1994 and
                     incorporated herein by reference.
         (11)      - Filed as an  Exhibit  to the  Company's  Registration  Statement  on Form S-8  (File No.  33-99488)  and
                     incorporated herein by reference.
         (12)      - Filed as an Exhibit to the Company's Form 10-Q for the quarterly period ended June 30, 1996.
         (13)      - Filed as an Exhibit to the Company's Form 10-K/A  Amendment No. 1 for the fiscal year ended December 31,
                     1995.

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                                   SIGNATURES


     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                                         CYRIX CORPORATION


                                            By:/s/     James W. Swent, III
                                                      -----------------------
                                                       James W. Swent, III
                                                Senior Vice President of Finance
                                                       and Administration



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