Filed Pursuant to Rule 424(b)(3)

Registration No. 333-104894

 

PROSPECTUS SUPPLEMENT DATED NOVEMBER 15, 2005

(To Prospectus filed on September 3, 2003)

MICRON TECHNOLOGY, INC.

$632,500,000

(aggregate principal amount)

2.50% Convertible Subordinated Notes due 2010 and the

Common Stock Issuable Upon Conversion of the Notes

 

This Prospectus Supplement, together with the Prospectus listed above, is to be used by certain holders of the above-referenced securities or by their transferees, pledgees, donees or their successors in connection with the offer and sale of the above referenced securities.

 

The table captioned “Selling Securityholders” commencing on page 40 of the Prospectus is hereby amended to reflect the following additions and changes.

 

Name

 

Principal Amount at Maturity of Notes Beneficially Owned That May Be Sold

 

Percentage of Notes Outstanding

 

Number of Shares of Common Stock That May Be Sold(1)

 

Percentage of Common Stock Outstanding(2)

 

CIBC World Markets

 

$

10,000,000

 

1.6

 

848,320

 

*

 

Lydian Global Opportunities Master Fund Limited

 

10,000,000

 

1.6

 

848,320

 

*

 

Lydian Overseas Partners Master Fund LP

 

47,000,000

 

7.4

 

3,987,104

 

*

 


* Less than 1%

(1)   Assumes conversion of all of the holder’s notes at a conversion price of $11.79 per share of common stock.  However, this conversion price will be subject to adjustment as described under “Description of the Notes-Conversion Rights.”  As a result, the amount of common stock issuable upon conversion of the notes may increase or decrease in the future.

(2)   Calculated based on Rule 13d-3(d)(i) of the Exchange Act using 618,011,263 shares of common stock outstanding as of November 3, 2005.  In calculating this amount, we treated as outstanding the number of shares of common stock issuable upon conversion of all of that particular holder’s notes.  However, we did not assume the conversion of any other holder’s notes.