8-K

 
                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549

                                    --------

                                    FORM 8-K



                                CURRENT REPORT


                      Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934


Date of Report:  (Date of earliest event reported):  February 15, 1996



                         Digital Equipment Corporation
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
 
 
     Massachusetts                    1-5296             04-2226590
- --------------------------------------------------------------------------------
(State or other jurisdiction of     (Commission       (I.R.S. Employer
  incorporation or organization)    File Number      Identification No.)
 
111 Powdermill Road, Maynard, Massachusetts                 01754
- --------------------------------------------------------------------------------
(Address of principal executive offices)                  (Zip Code)


Registrant's telephone number, including area code:  (508) 493-5111


- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)

                                       1

 
Item 5.  Other Information

         On February 15, 1996, the registrant issued a press release announcing
that it has terminated negotiations with Cirrus Logic, Inc. to establish a
semiconductor manufacturing relationship to produce wafers at the Corporation's
facility in Hudson, Massachusetts.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c)  Exhibits

Exhibit No.99  Registrant's press release dated February 15, 1996 announcing
               that registrant has terminated negotiations with Cirrus Logic,
               Inc. to establish a semiconductor manufacturing relationship to
               produce wafers at the Corporation's facility in Hudson,
               Massachusetts.

                                       2

 
                                   SIGNATURE

     Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.

                                       DIGITAL EQUIPMENT CORPORATION
                                             (Registrant)           
                                                                    
                                       /s/ Vincent J. Mullarkey     
                                                                    
                                       Vincent J. Mullarkey         
                                       Vice President, Finance and  
                                       Chief Financial Officer       
 
 
Date:  February 16, 1996

                                       3

EX-99

 
                                                                      EXHIBIT 99

Nikki Richardson
(508) 493-6369

Pat Spratt
(508) 493-7182


             DIGITAL EQUIPMENT CORPORATION TERMINATES NEGOTIATIONS
                            WITH CIRRUS LOGIC, INC.
                  FOR SEMICONDUCTOR MANUFACTURING RELATIONSHIP


MAYNARD,  Mass. -- February 15, 1996 -- Digital Equipment Corporation (NYSE:DEC)
today announced that it has terminated negotiations with Cirrus Logic, Inc.
(Nasdaq:CRUS) of Fremont, California to establish a semiconductor manufacturing
relationship consistent with the terms of a Memorandum of Understanding, signed
in December 1995.
                                       .

Robert E. Caldwell, vice president, Digital Semiconductor, commented, "Business
conditions have altered for Cirrus Logic in a way that makes it impossible for
us to continue negotiations.  Digital will resume discussions with other parties
to optimize the investment in our state-of-the-art Fab 6 semiconductor facility
in Hudson, Massachusetts in order to maximize the competitive advantage it
represents."

Digital Equipment Corporation is the world's leader in open client/server
solutions from personal computing to integrated worldwide information systems.
Digital's scalable Alpha platforms, storage, networking, software and services,
together with industry-focused solutions from business partners, help
organizations compete and win in today's global marketplace.


                                     #####

Note to Editors:  Digital, the Digital logo and Alpha are trademarks of Digital
Equipment Corporation.