SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                            FORM 10-K
          ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) 
                              OF THE
                 SECURITIES EXCHANGE ACT OF 1934

           For the fiscal year ended December 29, 1995

                  Commission file number 1-7713

               A M D A H L    C O R P O R A T I O N
      (Exact name of registrant as specified in its charter)

Delaware                                                         94-1728548
(State of incorporation)                                   (I.R.S. Employer
                                                        Identification No.)

1250 East Arques Avenue
Sunnyvale, California                                            94088-3470
(Address of principal                                            (Zip Code)
executive offices)

Registrant's telephone number:                               (408) 746-6000

Securities registered pursuant to Section 12(b) of the Act:

                                                   Name of each exchange on
Title of class                                             which registered

common stock                                  American Stock Exchange, Inc.
par value of $.05                                     London Stock Exchange
per share

     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, 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] 

     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 the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.    Yes [x]    No [  ] 

     Aggregate market value of the registrant's common stock held
by non-affiliates, based on the closing sales price on March 4,
1996: $ 559,068,501.
<PAGE>

     Number of shares of common stock, par value of $.05 per
share, outstanding as of March 4, 1996: 119,774,909.


               DOCUMENTS INCORPORATED BY REFERENCE

     The following documents are incorporated by reference in
those parts of this Annual Report on Form 10-K as set forth
below, but only to the extent specifically stated in such parts: 
(1)  Portions of Registrant's Annual Report to Stockholders for
the fiscal year ended December 29, 1995 (the "Annual Report")
into Parts I and II; and
(2)  Portions of Registrant's definitive Proxy Statement for the
Annual Meeting of Stockholders scheduled to be held on May 2,
1996 (the "Proxy Statement") into Part III.
<PAGE>
                              PART I

ITEM 1.  BUSINESS 

General

     Amdahl Corporation ("Amdahl" or the "Company"), organized in
1970, provides large-scale, high performance, general-purpose
computer systems and related storage products which are
architecturally compatible at specific software and hardware
interface levels with the basic functions of competing IBM
systems.  The Company also offers client-server computer and
storage systems for the open systems marketplace. In addition,
the Company provides equipment maintenance, professional and
consulting services and software products for both the IBM
compatible and open systems marketplace.  Amdahl's customer base
is diversified and includes large corporations, financial
institutions, public utilities, government agencies and
universities.

     Since its first product shipment of IBM compatible
processors in June 1975, the Company has continued to introduce
new and more powerful computer systems.  In December 1991 Amdahl
began initial shipments of the most current of these systems, the
5995M series.  In 1994 Amdahl began delivery of the highest
performance models in this series, its ten-way and twelve-way
processors, as well as new models of storage products.  In late
1993, the Company also began delivery of high performance servers
for the open systems market pursuant to a reseller agreement with
Sun Microsystems.  The Company has announced its intention to
begin delivery during the latter half of 1996 of its new IBM
compatible mainframe systems, utilizing for the first time lower
cost CMOS technology, as well as new IBM compatible storage
systems.

     In addition to its computer and storage systems offerings,
Amdahl offers maintenance and other related operational services,
consulting and professional services and a variety of software
products.  During the first half of 1995, the Company acquired
Dalworth Holdings, Inc., a provider of multi-vendor hardware
maintenance services, as part of its plan to expand its
maintenance and related operational services offerings.  In
August 1995, Amdahl and British Gas PLC formed a joint venture
company, in which Amdahl holds a majority position, for the
purpose of providing programming and other professional services
to the public utility sector in the United Kingdom; and in
November 1995, the Company completed the acquisition of DMR Group
Inc. based in Montreal, Quebec, Canada, a major provider of
professional and consulting services in a number of important
international markets.  Huron ObjectStar, a comprehensive
applications development and production system, is the Company's
principal software product.  In late 1995 the newest version of
this software was released and is intended to expand Huron
ObjectStar's use and availability across a wide range of
computing environments.  In addition, the Company offers UTS, a
Unix based operating system for IBM compatible mainframes, and
the A+ family of performance and productivity tools intended
primarily for the open systems environment.

     The Company is organized along lines of business consisting
of its Enterprise Computing Group, including its compatible
processor, storage, maintenance and other hardware related
services operations; consulting and professional services (for
which DMR Group Inc. is the principal operational unit); Antares
Alliance Group which develops and markets Huron ObjectStar and
other software applications and Open Enterprise Systems
operations.  The overall focus of this organizational structure
is to enable the Company to offer to its primary customers a
comprehensive set of product and service offerings which will
meet their enterprise wide data processing requirements.  The
Company intends to continue to enhance the scope of these
offerings and to enter into partnerships and alliances with other
companies as a way of expanding its existing product offerings
and developing new products and services.  Until its professional
services, Huron ObjectStar and open systems offerings are more
fully developed, however, the compatible processor business,
including its related maintenance service and storage components,
will continue to be the primary source of the Company's revenues.

     Fujitsu Limited ("Fujitsu"), a major Japanese manufacturer
of computer systems, telecommunications equipment and electronic
components, owns approximately 43% of the Company's outstanding
common stock and is of substantial importance to the Company in
the areas of manufacturing and technical assistance and supply of
subsystems and components.  Fujitsu also manufactures the
Company's principal storage products.  In November 1993 Amdahl
and Fujitsu entered into an agreement pursuant to which Amdahl
and Fujitsu would participate in the joint development of the
Company's next generation of compatible mainframes.  Under the
agreement, Fujitsu will undertake primary responsibility for the
design and manufacture of these systems.  Because of Amdahl's
increased dependence on Fujitsu as its supplier of future 
large-scale compatible processors and Fujitsu's participation with the
Company in certain other ongoing research and development
activities, the ability to negotiate favorable pricing terms with
respect to future product requirements and to maintain a
satisfactory working relationship are important.


Marketing

     The Company markets its products and services directly
through its sales force to customers in the United States,
Canada, Europe and Asia Pacific, through Fujitsu in Brazil,
Japan, Malaysia and Spain and through other distributors in
Indonesia, Saudi Arabia, Latin America and Korea.  In 1995
approximately 42% of Amdahl's revenues were from international
operations.

     The Company offers its products for sale and lease.  For
further information on leasing see "Note 4 - Equipment Leasing
and Third Party Transactions" of the Annual Report.

     Service for Amdahl products is provided under service and
parts warranty or separate maintenance agreements.  For further
information on warranties, see "Note 1 - Summary of Accounting
Practices" of the Annual Report.

     While it may receive "letters of intent" and "orders" from
potential customers for its large-scale systems, typically the
Company does not have a firm contract with a customer until
shortly before shipment.  In addition, the Company in many cases
will permit cancellation of an order without charge at any time
until actual delivery, which is common practice in the industry. 
For these reasons, the Company does not believe indications of
customer interest and "orders" constitute a firm "backlog" and
believes that a disclosure of a value of unfilled orders is not a
meaningful indicator of revenues nor material to an understanding
of its business.


Major Customer Information and Geographic Area Data

     The information under "Note 9 - Major Customer, Geographic
Area, and Product Line Data" of the Annual Report is incorporated
by reference.


Competition

     The principal segment of the data processing industry in
which the Company competes remains the highly competitive
mainframe computer system and related storage products and
services segment. Amdahl markets its products in competition with
several major multinational companies with substantial resources.
IBM is Amdahl's principal competitor and is dominant in this
segment of the computer industry. Competition is based primarily
on price and performance, product enhancements and new product
development, and customer service and support. However,
price/performance relationships can change as new models or
enhancements to existing models are introduced and as prices
change. The financial strength and long-term viability of the
supplier are also important.

     IBM competitive actions in the large-scale computer market
and related submarkets have historically taken the form of price
reductions and shortened product life cycles.  As a result,
selling prices and residual values of large-scale computer
systems have declined substantially over time.  Moreover, because
nearly all compatible mainframes operate under the control of IBM
operating system software, the ability of IBM to extend favorable
licensing terms to purchasers of competing IBM hardware systems
frequently requires Amdahl to offer substantial discounts on its
own systems in order to compensate for the effect of such
licensing terms.  Also, the continuing introduction by IBM of
certain product modifications requires that Amdahl make
comparable changes to remain fully compatible.

     The growth in the market for large-scale computers has been
affected by rapid technological changes in recent years which
have enabled smaller, less costly computer systems to compete for
the development of application programs historically run in
mainframe environments.

     The areas into which the Company has diversified its
product, software and service offerings are also intensely
competitive. Competitors include both highly specialized
companies as well as fully integrated vendors such as IBM,
Digital Equipment Corporation and Hewlett-Packard Company. New
computer products, particularly in the open systems marketplace,
are subject to rapid technological changes, short product life
cycles, frequent product enhancements and price reductions. For
software products, ease of use, product reliability, quality of
technical support and product capabilities are important.
Strength of distribution channels and brand name recognition are
also of great importance.

     While the Company believes that it can compete successfully
in its established and newer areas of business, each of the
Company's businesses remains subject to inherent risks and
uncertainties.  The introduction of new hardware products is
always subject to technological risks which can have a
significant impact on product reliability and performance, as
well as on the timing of when such products become available,
notwithstanding planned or announced introduction dates. 
Moreover, the ability to deliver new products with their
attendant functional capabilities can also impact product
acceptance.  Development of major software systems quite commonly
is subject to schedule delays and it is not uncommon for product
deficiencies and reliability problems to be recognized after
product delivery to a number of installations.  Product
reliability problems, in the case of both hardware and software
systems, can place added costs and burdens on existing support
staff and can also adversely impact the completion of follow on
projects.  Organizations which grow through acquisitions or joint
venturing arrangements with other companies may be unable to
realize expected synergies which can adversely affect planned
financial performance.  Professional and consulting services
organizations are highly dependent on the skill of their
personnel and their ability to both retain such personnel and to
experience high levels of utilization.  Finally, the market for
the Company's products and services can be subject to sudden and
unexpected changes in demand due to actions of the Company's
competitors as well as changes in general economic conditions
which can often cause customers to defer or cancel major product
acquisitions or project expenditures.

<PAGE>
     For further discussion of competitive conditions, see
"Management's Discussion & Analysis - Results of Operations and
Factors That May Affect Future Operating Results" of the Annual
Report.


Manufacturing

     Amdahl manufactures its computers in Sunnyvale, California. 
Major subsystems and components used in its computers are
manufactured by Amdahl as well as by Fujitsu.  As part of prior
years' restructuring programs, Amdahl has significantly reduced
its manufacturing capacity, partly to address the less than
expected levels of business in the large-scale mainframe market
and in anticipation of greater dependence on Fujitsu for the
supply of future mainframe products.

     Amdahl purchases under contracts with Fujitsu certain
subassemblies and substantially all of its large-scale integrated
semiconductor components and high-density printed circuit boards.
Its primary products are manufactured by Fujitsu to Amdahl
specifications.

     While the Company seeks to identify qualified second sources
of supply and to maintain adequate inventories, it may have only
one source of supply for certain critical components, and
material interruptions in product shipments could occur if those
components were unavailable for a period of time.  In addition,
if for a substantial period Fujitsu failed to deliver
subassemblies, direct-access storage devices or certain other
equipment as required under manufacturing agreements with Amdahl,
or should Fujitsu fail to meet development or manufacturing
schedules for future mainframe and storage products, serious
interruptions to the Company's delivery schedules would occur,
which would have a material adverse effect on the Company.

     The current supply agreements between Amdahl and Fujitsu
generally provide for fixed U.S. dollar prices so long as the
U.S.-Japanese currency exchange rate remains within a specified
range.  If the exchange rate fluctuates outside of this range,
prices are to be adjusted pursuant to a formula under which
Amdahl and Fujitsu will share equally any benefits or
disadvantages.  For further information regarding purchases from
Fujitsu see "Note 2 - Relationship with Fujitsu Limited" of the
Annual Report.


Product Development

     The Company's future prospects depend upon its successful
introduction of new products.  During the last three years, the
Company's product development costs, including amounts expended
on development of both existing and new products, amounted to
$149,610,000 in 1995 (excluding the write-off of purchased in-
process engineering and development of $27,296,000), $203,241,000
in 1994, and $334,514,000 in 1993.  However, as part of recent
restructuring efforts, the Company has substantially reduced
certain of its product development activities and expects that
future product development expenditures will be considerably
below those of recent years.  The Company intends to rely, to a
much greater degree than in the past, on strategic alliances,
partnering arrangements and original equipment manufacturer (OEM)
relationships for major new products or product components.


Patents, Licenses and Related Matters

     Amdahl has an active program to file applications for and
obtain patents in the United States and in selected foreign
countries where a potential market for its products exists.  The
Company's general policy has been to seek patent protection for
those inventions and improvements likely to be incorporated into
its products or otherwise expected to be of value.  While Amdahl
believes that its patents and applications have value, it also
believes that its competitive position depends on the technical
competence of its development personnel and the ability to
successfully enter into partnering or OEM agreements with outside
suppliers. 

     Amdahl and IBM are parties to an agreement pursuant to which
each grants to the other nonexclusive worldwide licenses as to
certain of each other's patents to be issued on patent
applications having an effective filing date prior to January 1,
1998.  Under the agreement, which supersedes prior agreements
between the companies, Amdahl is licensed under substantially all
IBM patents relating to computer systems and software,
communications networks and related semiconductor technology,
generally covering the planned products of the Company while IBM
is licensed under substantially all Amdahl patents.  For further
information regarding IBM see "Management's Discussion and
Analysis - Factors That May Affect Future Operating Results" of
the Annual Report.

     The Company has also entered into licensing agreements with
others and contemplates entering into additional license
agreements under patents or know-how in the routine conduct of
its business.


<PAGE>
Employees

     As of February 23, 1996, the Company had approximately 8,000
full-time employees.


Executive Officers of Amdahl
<TABLE>
<CAPTION>
     The executive officers of the Company as of March 18, 1996
are as follows:

Name                    Age  Positions
-----                   ---  ----------
<S>                     <C>  <C>
John C. Lewis           60   Chairman of the Board, Chief
                             Executive Officer and President

Linda T. Alepin         50   Vice President, Corporate Strategy

David L. Anderson       48   Chief Technical Officer and 
                             Vice President, 
                             Enterprise Server Development

Michael R. Carabetta    47   Vice President and General Manager,
                             Open Enterprise Systems

John C. Cavalier        56   President and Chief Executive
                             Officer, Antares Alliance Group

Pierre Y. Ducros        56   Chairman of the Board and 
                             Chief Executive Officer,
                             DMR Group Inc.

William F. Ferone       51   Vice President, Customer Services

William Flanagan        56   Vice President and General Manager,
                             Compatible Systems

Charles E. Fonner       52   Vice President, Business
                             Development

Gregory R. Grodhaus     48   Vice President and General Manager,
                             Enterprise Storage Systems

Orval J. Nutt           55   Chief Marketing Officer and
                             Vice President, Corporate Marketing

Michael J. Poehner      49   Chief Operating Officer and
                             President, DMR Group Inc.

Anthony M. Pozos        55   Senior Vice President, Human
                             Resources and Corporate Services

<PAGE>
Bruce J. Ryan           52   Executive Vice President, 
                             Chief Financial Officer 
                             and Corporate Secretary

Ernest B. Thompson      59   Vice President and Controller

David B. Wright         46   Executive Vice President,
                             Enterprise Computing Group
</TABLE>
     Mr. John C. Lewis was appointed Chairman of the Board in
1987 and was reelected President and Chief Executive Officer on
March 15, 1996.  He was President of Amdahl from 1977, when he
joined the Company, until 1987.  He was the Company's Chief
Executive Officer from 1983 until 1992.

     Ms. Linda T. Alepin joined the Company in 1978. She held
positions of increasing responsibility within the Company until
she was appointed Vice President of Market Development in 1989.
She was appointed Vice President of Business Development in 1993. 
At the beginning of 1996 Ms. Alepin became Vice President of
Corporate Strategy.

     Mr. David L. Anderson joined the Company in 1971 and was
elected Vice President, Processor Product Management in 1987.  In
1989 Mr. Anderson became Vice President of Advanced Systems and
in 1992 became Vice President of Compatible Products Development. 
In 1993 he was appointed Vice President and General Manager of
Compatible Systems, and at the beginning of 1996 became Chief
Technical Officer and Vice President of Enterprise Server
Development.

     Mr. Michael R. Carabetta joined the Company in 1994 as Vice
President and General Manager of Open Enterprise Systems.  Prior
to joining Amdahl Mr. Carabetta worked at Digital Equipment 
Corporation, where he served as Vice President Finance and
Administration, Business Systems from 1993 to 1994.  He had
previously been Group Manager at Digital Equipment Corporation.

     Mr. John C. Cavalier joined the Company in 1993 as Vice
President and General Manager, Huron Sales and Development.  In
1993 Mr. Cavalier became President and Chief Executive Officer of
Antares Alliance Group.  From 1990 through 1992 Mr. Cavalier was
President and Chief Executive Officer of Bimillennium
Corporation.

     Mr. Pierre Y. Ducros joined the Company in 1995 as Chairman
of the Board and Chief Executive Officer of DMR Group Inc.  He
co-founded DMR Group Inc. in 1973.

     Mr. William F. Ferone joined the Company in 1978 and was
elected Vice President of Customer Services in 1987.  In 1988 he
became Vice President of Unix Systems.  Mr. Ferone was elected to
the position of Vice President, Marketing, Open Systems
Operations in 1990 and to the position of Vice President and
General Manager of Customer Services 1992.  At the beginning of
1996 he was appointed Vice President of Customer Services.  

     Mr. William Flanagan joined the Company in 1973 and was
elected Vice President of Manufacturing in 1985.  In 1993 he
became Vice President of Operations, Compatible Systems and in
1994 he was appointed Vice President, Business and Marketing,
Compatible Systems.  At the beginning of 1996 Mr. Flanagan became
Vice President and General Manager of Compatible Systems.

     Mr. Charles E. Fonner joined the Company in 1979 and was
elected Vice President of Systems Marketing in 1991. In 1992 Mr.
Fonner became Vice President of Product Management and Marketing. 
At the beginning of 1996 he became Vice President of Business
Development.

     Mr. Gregory R. Grodhaus joined the Company in 1995 as Vice
President and General Manager of Enterprise Storage Systems. 
Prior to joining Amdahl, he was the President and Chief Executive
Officer of IPL Systems, prior to which he served in a variety of
roles at Memorex Telex Corporation.

     Mr. Orval J. Nutt joined the Company in 1976 and was elected
Vice President of Corporate Marketing in 1986 and Vice President
and General Manager of U.S. Operations in 1991.  In 1993 Mr. Nutt
became Vice President and General Manager of Worldwide Field
Operations.  At the beginning of 1996 he became Chief Marketing
Officer and Vice President of Corporate Marketing.

     Mr. Michael J. Poehner joined the Company in 1992 as Vice
President and General Manager, East Area, Office of Field
Operations.  In 1994 he became Vice President and General Manager
of the Business Solutions Group and in 1995 he was appointed
President of DMR Group Inc.  From 1991 until Mr. Poehner joined
the Company he served as Executive Vice President of North
American Operations for Zenith Data Systems.

     Mr. Anthony M. Pozos has been Senior Vice President, Human
Resources and Corporate Services since 1986.  Mr. Pozos joined
the Company in 1976 as Corporate Vice President, Industrial
Relations, and in 1983 assumed responsibility for Corporate
Services.

     Mr. Bruce J. Ryan joined the Company in 1994 as Senior Vice
President, Chief Financial Officer and Corporate Secretary.  At
the beginning of 1996 he became Executive Vice President and
retained his positions of Chief Financial Officer and Corporate
Secretary.  From 1993 through 1994 Mr. Ryan was Vice President of
Industry Marketing at Digital Equipment Corporation, where prior
to which he served as Vice President and Corporate Controller.

     Mr. Ernest B. Thompson joined the Company in 1978 as
Controller.  He was elected Corporate Vice President in 1980. 

     Mr. David B. Wright joined the Company in 1987 as a regional
Vice President of Sales.  After being named Vice President of
Commercial U.S. Sales in 1989 and Vice President and General
Manager of European Operations in 1992, Mr. Wright was appointed
Vice President and General Manager of Worldwide Field Operations
in 1993.  At the beginning of 1996 he became Executive Vice
President of the Enterprise Computing Group.


ITEM 2.   PROPERTIES

     Amdahl's corporate headquarters is in Sunnyvale, California,
as are its principal United States manufacturing, marketing,
engineering and educational facilities.  Of these facilities,
Amdahl owns 339,678 square feet and leases 944,051 square feet. 
Amdahl also leases approximately 109 sales and service offices
throughout the United States, Canada, Europe and Asia-Pacific. 
See also "Note 13 - Lease Commitments" of the Annual Report.

     An additional 37 locations have been added worldwide due to
the acquisition of Dalworth Holdings, Inc. ("Dalworth") and DMR
Group Inc. ("DMR").  Lease obligations assumed with the
acquisition of Dalworth cover approximately 330,000 square feet
in seven locations, including major sites in Texas, Illinois and
England.  Obligations assumed in the acquisition of DMR cover
approximately 300,000 square feet of leased space, including
major sites in Massachusetts; Melbourne, Australia; and
throughout Canada.  A 15,000 square foot owned facility in
Belgium was also acquired with DMR.

     Restructuring actions, which began in 1993, caused certain
Company facilities and properties to be under utilized.  Included
within this group of facilities and properties are 631,680 square
feet of leased properties worldwide, the European headquarters in
Dogmersfield Park, England (50,000 square feet), a facility in
Rexburg, Idaho (5,819 square feet) and two buildings in San Jose
(168,536 square feet).  The 631,680 square feet of leased
properties are subleased or offered for sublease.  The
Dogmersfield Park facility is being offered for sale.  The
Rexburg facility and San Jose buildings are leased to third
parties.


ITEM 3.   LEGAL PROCEEDINGS

     Not Applicable.


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY OWNERS

     Not Applicable.



                             PART II


ITEM 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
          STOCKHOLDER MATTERS

     The information under "Note 15 - Common Stock Dividends and
Price Range" of the Annual Report is incorporated by reference.


ITEM 6.   SELECTED FINANCIAL DATA

     The information under "Note 14 - Summarized Quarterly
Financial Data" of the Annual Report is incorporated by
reference.


ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

     The information under "Management's Discussion & Analysis"
of the Annual Report is incorporated by reference.


ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The information contained in the following sections of the
Annual Report is incorporated by reference: "Report of
Independent Public Accountants," "Consolidated Balance Sheets,"
"Consolidated Statements of Operations," "Consolidated Statements
of Cash Flows," "Consolidated Statements of Stockholders' Equity"
and "Notes to Consolidated Financial Statements."


ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
          ACCOUNTING AND FINANCIAL DISCLOSURE

     Not Applicable.



                             PART III


ITEM 10   DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The information under "Certain Information with Respect to
Directors and Officers - Nominees to Board of Directors" and
"Compliance with Section 16(a) of the Securities Act of 1934" in
the Proxy Statement is incorporated by reference.  Also refer to
the item entitled "Executive Officers of Amdahl" in Part I of
this Form 10-K.


ITEM 11.  EXECUTIVE COMPENSATION

     The information under "Certain Information with Respect to
Directors and Officers - Director Compensation" and "Executive
Compensation" (but excluding the information under "Compensation
Committee Report on Executive Compensation" and "Company Stock
Price Performance") in the Proxy Statement is incorporated by
reference.


ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT

     The information under "Principal Stockholders" and "Certain
Information with Respect to Directors and Officers - Security
Ownership" in the Proxy Statement is incorporated by reference.


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The information under "Certain Information with Respect to
Directors and Executive Officers - Compensation Committee
Interlocks and Insider Participation", "Certain Transactions" and
"Loans to Executive Officers" in the Proxy Statement is
incorporated by reference.


                             PART IV 

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
          FORM 8-K

(a)(1)    Financial Statements

          Consolidated Financial Statements

          The following consolidated financial statements and
          related notes, together with the report thereon of
          Arthur Andersen LLP, independent public accountants,
          are incorporated by reference from the Annual Report:

          Consolidated Balance Sheets--December 29, 1995 and
          December 30, 1994.

          Consolidated Statements of Operations for each of the
          three years in the period ended December 29, 1995.

          Consolidated Statements of Cash Flows for each of the
          three years in the period ended December 29, 1995.

          Consolidated Statements of Stockholders' Equity for
          each of the three years in the period ended December
          29, 1995.

(a)(2)    Schedules Supporting Consolidated Financial Statements

          Report of Independent Public Accountants on Schedules  
          II   Valuation and Qualifying Accounts and Reserves    

          Schedules Omitted

          In accordance with the rules of Regulation S-X, the
          other required schedule is not submitted because (a) it
          is not applicable to or required by the Company or (b)
          the information required to be set forth therein is
          included in the consolidated financial statements or
          other schedules.


(a)(3)   Exhibits

         Exhibit  Description
         -------  -----------

         2(a)     Offer to Purchase Class A and Class B shares
                  of DMR Group Inc. by Amdahl Canada
                  Acquisition Inc. dated September 27, 1995
                  (incorporated by reference to Exhibit 2(a)to
                  Form 10-Q for the fiscal period ended
                  September 29, 1995)

         2(b)     Notice of Change and Variation dated October
                  19, 1995 to the Offers to Purchase Class A
                  and Class B shares of DMR Group Inc. by
                  Amdahl Canada Acquisition Inc. dated
                  September 27, 1995 (incorporated by reference
                  to Exhibit 2(b) to Form 10-Q for the fiscal
                  period ended September 29, 1995)

         2(c)     Notice of Change and Variation dated November
                  1, 1995 to the Offers to Purchase Class A and
                  Class B shares of DMR Group Inc. by Amdahl
                  Canada Acquisition Inc. dated September 27,
                  1995 (incorporated by reference to Exhibit
                  2(c) to Form 10-Q for the fiscal period ended
                  September 29, 1995)

         3(a)     Restated Certificate of Incorporation
                  (incorporated by reference to Exhibit 3(a) to
                  Form 10-K for fiscal year ended December 30,
                  1994)

         3(b)     Restated By-Laws (incorporated by reference
                  to Exhibit 3(b) to Form 10-K for fiscal year
                  ended December 30, 1994)


                  Executive Compensation Plans and Agreements
                  -------------------------------------------

         10(a)    Amdahl Corporation 1994 Stock Incentive Plan,
                  as amended (incorporated by reference to
                  Exhibit 10(c) to Form 10-Q for fiscal period
                  ended March 31, 1995)

         10(b)    Amdahl Corporation Long-Term Executive
                  Incentive Performance Plan (incorporated by
                  reference to Exhibit 10(b) to Form 10-Q for
                  fiscal period ended March 31, 1995)

         10(c)    Amdahl Corporation Short-Term Executive
                  Incentive Performance Plan (incorporated by
                  reference to Exhibit 10(a) to Form 10-Q for
                  fiscal period ended March 31, 1995)

         10(d)    Amdahl Corporation Officer Loan Program, as
                  amended (incorporated by reference to Exhibit
                  10(c) to Form 10-K for the fiscal year ended
                  December 30, 1994) 

         10(e)    Amdahl Corporation Director Fee Deferral
                  Election Plan, as amended (incorporated by
                  reference to Exhibit 10(g) to Form 10-K for
                  the fiscal year ended December 25, 1992)

         10(f)    Amdahl Corporation Deferral Election Plan, as
                  amended (incorporated by reference to Exhibit
                  10(a) to Form 10-Q for fiscal period ended
                  June 30, 1995)

         10(g)    Amdahl Corporation Corporate Officer
                  Severance Guidelines (incorporated by
                  reference to Exhibit 10(f) to Form 10-K for
                  the fiscal year ended December 30, 1994)

         *10(h)   Amdahl Corporation 1995 Chief Executive
                  Officer Bonus Guidelines

         *10(i)   Amdahl Corporation 1995 Bonus Program for 
                  Officers, Vice Presidents, Seniors and Keys,

         10(j)    Form of Restricted Stock Purchase Agreement
                  under the Restricted Stock Plan (incorporated
                  by reference to Exhibit 4(k) of Registrant's
                  Registration Statement 33-54171, filed June
                  17, 1994)

         *10(k)   Agreement with Named Executive Officer

         *10(l)   Promissory Note with Named Executive Officer
                  and Second Deed of Trust Securing the Note
<PAGE>
                  Other Material Agreements
                  -------------------------

         10(m)    Partnership Agreement dated June 21, 1993
                  between wholly owned subsidiaries of Amdahl
                  and Electronic Data Systems Corporation
                  (Portions of this exhibit are deleted 
                  pursuant to a request for confidential
                  treatment) (incorporated by reference to
                  Exhibit 10(y) to Form 10-K for the fiscal
                  year ended December 31, 1993)

         10(n)    Joint Development Agreement between Amdahl
                  and Fujitsu dated December 8, 1993  (Portions
                  of this exhibit are deleted pursuant to a
                  request for confidential treatment) 
                  (incorporated by reference to Exhibit 10(aa)
                  to Form 10-K for the fiscal year ended
                  December 31, 1993)

         10(o)    Loan Agreement between Amdahl and Fujitsu
                  dated January 29, 1994 (incorporated by
                  reference to Exhibit 10(c) to Form 10-Q for
                  the fiscal period ended April 1, 1994)


                  Additional Exhibits
                  -------------------

         *13      Annual Report to Stockholders for fiscal year
                  1995 (only those portions incorporated by
                  reference)

         *21      List of Subsidiaries

         *23      Consent of Arthur Andersen LLP

         *24      Power of Attorney

         *27      Financial Data Schedule

    *Filed herewith

(b) Reports on Form 8-K

    No reports on Form 8-K were filed during the quarter ended
     December 29, 1995.

<PAGE>
      REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ON SCHEDULES




To Amdahl Corporation:

    We have audited in accordance with generally accepted
auditing standards, the consolidated financial statements
included in Amdahl Corporation's Annual Report to Stockholders
incorporated by reference in this Form 10-K, and have issued our
report thereon dated January 24, 1996.  Our audits were made for
the purpose of forming an opinion on those statements taken as a
whole.  The schedule listed under Item 14 is the responsibility
of the Company's management and is presented for purposes of
complying with the Securities and Exchange Commission's rules and
is not part of the basic financial statements.  This schedule has
been subjected to the auditing procedures applied in the audit of
the basic financial statements and, in our opinion, fairly states
in all material respects the financial data required to be set
forth therein in relation to the basic financial statements taken
as a whole.


                                           /s/Arthur Andersen LLP
                                           ----------------------
                                              ARTHUR ANDERSEN LLP


San Jose, California
January 24, 1996


<PAGE>
<TABLE>
<CAPTION>
                                                                              SCHEDULE II
                            AMDAHL CORPORATION AND SUBSIDIARIES

                      VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
                                      (in thousands)

                                  Additions    Additions
                        Balance   Charged      Charged     Reserves   
                        at        to Costs     to Property of                  Balance
                        Beginning and          and         Acquired   Deduc-   at end
                        Of Period Expenses     Equipment   Companies  tions(3) of Period
<S>                     <C>       <C>          <C>         <C>        <C>      <C>  
Year Ended
 December 31, 1993:

 Doubtful Receivables   $  3,227  $ 1,009(1)   $  ---      $  ---     $    970 $ 3,266
 Future Engineering     ========  ==========   =========   ========   ======== =======
  Changes               $ 86,004  $16,672(2)   $  967(2)   $  ---     $ 46,510 $57,133
                        ========  ==========   =========   ========   ======== =======

Year Ended
 December 30, 1994:

 Doubtful Receivables   $  3,266  $ 2,080(1)   $  ---      $  ---     $    150 $ 5,196
 Future Engineering     ========  ==========   =========   ========   ======== =======
  Changes               $ 57,133  $  --- (2)   $  ---(2)   $  ---     $ 18,490 $38,643
                        ========  ==========   =========   ========   ======== =======

Year Ended
 December 29, 1995:

 Doubtful Receivables   $  5,196  $   656(1)   $  ---      $ 1,374    $  1,262 $ 5,964
 Future Engineering     ========  ==========   =========   ========   ======== =======
  Changes               $ 38,643  $  --- (2)   $  ---(2)   $  ---     $ 35,342 $ 3,301
                        ========  ==========   =========   ========   ======== =======


(1)  Estimated uncollectible accounts receivable.

(2)  Estimated costs of future engineering changes for shipped and capitalized systems.

(3)  The deductions represent charges against the reserves for the purposes for which the
reserves were established.  Doubtful receivables deductions also include changes in
estimates.
</TABLE>
<PAGE>
            INDEMNIFICATION OF DIRECTORS AND OFFICERS




    For the purposes of complying with the amendments to the
rules governing Form S-8 under the Securities Act of 1933, the
Company hereby undertakes as follows:

    Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers or
controlling persons of the Company, the Company has been advised
that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the
1933 Act and is, therefore, unenforceable.  In the event that a
claim for indemnification against such liabilities (other than
the payment by the Company of expenses incurred or paid by a
director, officer or controlling person of the Company in the
successful defense of any action, suit or proceeding) is asserted
by such director, officer or controlling person in connection
with the securities registered on the Form S-8 Registration
Statements identified below, the registrant will, unless in the
opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public
policy as expressed in the 1933 Act and will be governed by the
final adjudication of such issue.

    The preceding undertaking is hereby incorporated by
reference to outstanding Registration Statements Nos. 33-55460
and 33-54171 of the Company on Form S-8.

<PAGE>
                            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, on this 25th day of March, 1996.


                                          AMDAHL CORPORATION

                                           /s/   John C. Lewis       
                                          ---------------------------
                                          JOHN C. LEWIS              
                                          Chairman of the Board,     
                                          Chief Executive Officer and
                                          President                  


    Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on
the dates indicated.


Signatures              Title                   Date
----------              -----                   ----


/s/John C. Lewis        Chairman of the Board,  March 25, 1996
------------------      Chief Executive Officer
(JOHN C. LEWIS)         and President
                        (Principal Executive
                        Officer)


/s/Ernest B. Thompson   Vice President and      March 25, 1996
---------------------   Controller
(ERNEST B. THOMPSON)    (Principal Accounting 
                        Officer)


/s/Bruce J. Ryan        Executive Vice          March 25, 1996
-----------------       President,
(BRUCE J. RYAN)         Chief Financial Officer
                        and Corporate Secretary
                        (Principal Financial
                        Officer)
<PAGE>
Signatures              Title                   Date
----------              -----                   ----



Keizo Fukagawa*         Director
------------------
(KEIZO FUKAGAWA)



Michael R. Hallman*     Director
-------------------
(MICHAEL R. HALLMAN)



E. F. Heizer, Jr.*      Director
--------------------
(E. F. HEIZER, JR.)



Kazuto Kojima*          Director
------------------
(KAZUTO KOJIMA)



Burton G. Malkiel*      Director
--------------------
(BURTON G. MALKIEL)



George R. Packard*      Director
--------------------
(GEORGE R. PACKARD)



Walter B. Reinhold*     Director
---------------------
(WALTER B. REINHOLD)



Takamitsu Tsuchimoto*   Director
-----------------------
(TAKAMITSU TSUCHIMOTO)

<PAGE>
Signatures              Title                   Date
----------              -----                   ----


J. Sidney Webb*         Director
------------------
(J. SIDNEY WEBB)

*By:     /s/Bruce J. Ryan    Attorney-in-Fact   March 25, 1996
         ------------------
         (BRUCE J. RYAN)

<PAGE>
                          EXHIBIT INDEX

Exhibit  Description
-------  -----------

10(h)    Amdahl Corporation 1995 Chief Executive Officer Bonus
         Guidelines

10(i)    Amdahl Corporation 1995 Bonus Program for Officers,
         Vice Presidents, Seniors and Keys

10(k)    Agreement with Named Executive Officer

10(l)    Promissory Note with Named Executive Officer and Second
         Deed of Trust Securing the Note

13       Annual Report to Stockholders for fiscal year 1995
         (only those portions incorporated by reference)

21       List of Subsidiaries

23       Consent of Arthur Andersen LLP

24       Powers of Attorney

27       Financial Data Schedule