Exhibit 10(q)
                            Indemnification Agreement


THIS  AGREEMENT is made and entered into this ___ day of November,  1996 between
Amdahl    Corporation,    a   Delaware    corporation    ("Corporation"),    and
______________("Officer").


                                Witnesseth That:


WHEREAS, Officer, an officer of Corporation, performs a valuable service in such
capacity for Corporation; and

WHEREAS,  Corporation  has adopted  By-Laws (the  "By-Laws")  providing  for the
indemnification  of the officers and  directors of  Corporation  pursuant to the
Delaware General Corporation Law, as amended (the "Code"); and

WHEREAS,  the  Code by its  non-exclusive  nature  and the  By-Laws  by  express
provision,  permit contracts between  Corporation and its directors and officers
with respect to indemnification of such officers; and

WHEREAS,  in  accordance  with  the  authorization  as  provided  by  the  Code,
Corporation  has  purchased  and  presently  maintains  a policy or  policies of
Directors and Officers Liability Insurance ("D & O Insurance"), covering certain
liabilities  which  may be  incurred  by its  directors  and  officers  in their
performance as directors and officers of Corporation; and

WHEREAS,  there exists general  uncertainty as to the extent of protection which
will be afforded  officers  of the  Corporation  by such D & O Insurance  and by
statutory and bylaw indemnification provisions; and

WHEREAS,  in order to induce  Officer  to  continue  to serve as an  officer  of
Corporation,  Corporation  has determined and agreed to enter into this contract
with Officer;

NOW,  THEREFORE,  in consideration of Officer's  continued service as an officer
after the date hereof, the parties hereto agree as follows:


1.   Indemnity  of Officer.  Pursuant  to the  By-Laws  and subject  only to the
     exclusions set forth in Section 2 hereof, Corporation hereby agrees to hold
     harmless  and  indemnify  Officer  against  any and all  expenses  and loss
     (including

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     inter alia,  attorneys'  fees,  judgments,  fines,  ERISA  excise  taxes or
     penalties and amounts paid in settlement)  actually and reasonably incurred
     by Officer in connection with the  investigation,  defense or appeal of any
     threatened, pending or completed action, suit or proceeding, whether civil,
     criminal, administrative or investigative (including an action by or in the
     right of  Corporation)  to which  Officer is, was or at any time  becomes a
     party,  or is  threatened  to be made a party,  by  reason of the fact that
     Officer is or was an officer of Corporation, or is or was serving or at any
     time serves at the request of Corporation as a director,  officer, employee
     or agent of another corporation, partnership, joint venture, trust or other
     enterprise.

2.   Limitations on Indemnity.  No indemnity  pursuant to Section 1 hereof shall
     be paid by Corporation:

     (a)  except  to the  extent  the  aggregate  of  losses  to be  indemnified
          pursuant  to  Section 1 exceeds  the  amount of such  losses for which
          Officer is indemnified  either pursuant to the Code or pursuant to any
          D & O Insurance purchased and maintained by Corporation;

     (b)  in respect to remuneration paid to Officer if such remuneration was in
          violation of law;

     (c)  on account of any suit in which judgment is rendered  against  Officer
          for an accounting of profits made from the purchase or sale by Officer
          of securities  of  Corporation  pursuant to the  provisions of Section
          16(b) of the Securities Exchange Act of 1934 and amendments thereto or
          similar provisions of any federal, state or local statutory law;

     (d)  on account of Officer's conduct which Corporation's Board of Directors
          determines was knowingly fraudulent, deliberately dishonest, knowingly
          contrary to Corporation's policies, or constituted willful misconduct;
          or

     (e)  if a final decision by a court having jurisdiction in the matter shall
          determine that such indemnification is not lawful.

3.   Continuation of Obligations.  All agreements and obligations of Corporation
     contained  herein shall continue during the period Officer is an officer of
     Corporation  (or is or was  serving  at the  request  of  Corporation  as a
     director,  officer, employee or agent of another corporation,  partnership,
     joint venture,  trust or other enterprise) and shall continue thereafter so
     long as  Officer  shall be  subject to any  possible  claim or  threatened,
     pending or completed action,  suit or proceeding  whether civil,  criminal,
     administrative or investigative,  by reason of the fact that Officer was an
     officer of Corporation or serving in any other capacity referred to herein.

<PAGE>

4.   Notification  and Defense of Claim.  Promptly  after  receipt by Officer of
     notice of the commencement of any action, suit or proceeding, Officer will,
     if a claim in respect thereof is to be made against  Corporation under this
     Agreement, notify Corporation of the commencement thereof; but the omission
     so to notify  Corporation  will not relieve it from any liability  which it
     may have to Officer  otherwise than under this  Agreement.  With respect to
     any  such  action,   suit  or  proceeding  as  to  which  Officer  notifies
     Corporation of the commencement thereof:
    
     (a)  Corporation  will  be  entitled  to  participate  therein  at its  own
          expense;

     (b)  except as otherwise  provided  below,  to the extent that it may wish,
          Corporation  jointly  with  any  other  indemnifying  party  similarly
          notified will be entitled to assume the defense thereof,  with counsel
          satisfactory to Officer.  After notice from  Corporation to Officer of
          its election so as to assume the defense thereof, Corporation will not
          be liable  to  Officer  under  this  Agreement  for any legal or other
          expenses  subsequently  incurred  by  Officer in  connection  with the
          defense thereof other than  reasonable  costs of  investigation  or as
          otherwise  provided below.  Officer shall have the right to employ its
          counsel in such action,  suit or proceeding  but the fees and expenses
          of such own counsel  incurred  after  notice from  Corporation  of its
          assumption  of the defense  thereof shall be at the expense of Officer
          unless (i) the employment of counsel by Officer has been authorized by
          Corporation,  (ii)  Corporation  shall have reasonably  concluded that
          there may be a conflict of interest between Corporation and Officer in
          the conduct of the defense of such action or (iii)  Corporation  shall
          not in fact have employed counsel to assume the defense of such action
          for which  indemnification  is provided by this Agreement,  in each of
          which cases the fees and  expenses of counsel  shall be at the expense
          of  Corporation.  Corporation  shall not be  entitled  to  assume  the
          defense of any action,  suit or proceeding  brought by or on behalf of
          Corporation or as to which  Corporation shall have made the conclusion
          provided for in (ii) above; and

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     (c)  Corporation  shall not be  liable  to  indemnify  Officer  under  this
          Agreement  for any amounts paid in  settlement  of any action or claim
          effected without its written consent. Corporation shall not settle any
          action or claim in any  manner  which  would  impose  any  penalty  or
          limitation  on Officer  without  Officer's  written  consent.  Neither
          Corporation nor Officer will unreasonably  withhold its consent to any
          proposed settlement.

5.       Advancement and Repayment of Expenses.

     (a)  In the event that Officer employs his own counsel  pursuant to Section
          4(b)  (i)  through  (iii)  above  in  any  action  other  than  one by
          Corporation (except a shareholders'  derivative  action),  Corporation
          shall  advance  to  Officer,  prior to any  final  disposition  of any
          threatened  or pending  action,  suit or  proceeding,  whether  civil,
          criminal,   administrative   or   investigative,   and  prior  to  any
          determination by Corporation's  Board of Directors pursuant to Section
          2(d) above, any and all reasonable  expenses (including legal fees and
          expenses) incurred in investigating or defending any such action, suit
          or proceeding  within ten (10) days after receiving copies of invoices
          presented to Officer for such expenses.

     (b)  Officer  agrees  that  Officer  will  reimburse  Corporation  for  all
          reasonable  expenses  paid by  Corporation  in defending  any civil or
          criminal action,  suit or proceeding  against Officer in the event and
          only to the extent it shall be ultimately  determined  that Officer is
          not  entitled,  under the  provisions of the Code,  the By-Laws,  this
          Agreement or otherwise,  to be  indemnified  by  Corporation  for such
          expenses.

6.   Enforcement.  Corporation expressly confirms and agrees that it has entered
     into this  Agreement  and assumed the  obligations  imposed on  Corporation
     hereby in order to induce Officer to continue as an officer of Corporation,
     and acknowledges  that Officer is relying upon this Agreement in continuing
     in such capacity.

7.   Separability.  Each of the  provisions of this  Agreement is a separate and
     distinct  agreement and independent of the others, so that if any provision
     hereof shall be held to be invalid or  unenforceable  for any reason,  such
     invalidity   or   unenforceability   shall  not  affect  the   validity  or
     enforceability of the other provisions hereof.
<PAGE>

8.   Governing  Law.  This  Agreement  shall  be  interpreted  and  enforced  in
     accordance with the laws of the State of Delaware.

9.   Binding  Effect.  This  Agreement  shall be binding  upon  Officer and upon
     Corporation,  its successors and assigns, and shall inure to the benefit of
     Officer, his heirs, personal representatives and assigns and to the benefit
     of Corporation, its successors and assigns.

10.  Amendment and  Termination.  No  amendment,  modification,  termination  or
     cancellation of this Agreement shall be effective  unless in writing signed
     by both parties hereto.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on and as of
the day and year first above written.

                                                    AMDAHL CORPORATION

                                              By:
                                                   [                      ]
                                                   Chairman of the Board


                                               and




                                                   [                       ]
                                                     Officer