8-K

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                       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): October 27, 1997



                          Digital Equipment Corporation

             (Exact name of registrant as specified in its charter)


Massachusetts                            1-5296              04-2226590
(State or other jurisdiction             (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:  (978) 493-5111

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


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Item 5.  Other Events

On October 27, 1997, the registrant issued a press release announcing that it
had reached agreement with Intel Corporation ("Intel") to establish a
broad-based business relationship, including the sale of the registrant's
semiconductor manufacturing operations to Intel, cross-licensing of patents,
supply of both Intel and Alpha microprocessors and development of future systems
based on Intel's 64-bit microprocessors. The registrant and Intel agreed to
request a stay of all lawsuits until U.S. government approval is granted.

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

(c)   Exhibits

Exhibit No. 99    Registrant's press release dated October 27, 1997 announcing
                  that on October 27, 1997, it had reached agreement with Intel
                  Corporation ("Intel") to establish a broad-based business
                  relationship, including the sale of the registrant's
                  semiconductor manufacturing operations to Intel,
                  cross-licensing of patents, supply of both Intel and Alpha
                  microprocessors and development of future systems based on
                  Intel's 64-bit microprocessors. The registrant and Intel
                  agreed to request a stay of all lawsuits until U.S. government
                  approval is granted.

                                    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/ Thomas C. Siekman
                                         Vice President and General Counsel


Date:  October 27, 1997

EX-99

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EXHIBIT 99


         MEDIA CONTACTS:                   INVESTOR CONTACTS:

         Chuck Mulloy (Intel)              Gordon Casey (Intel)
         (408) 765-3484                    (408) 765-1679

         Dan Kaferle (Digital)             Pat Spratt (Digital)
         (978) 493-2195                    (978) 493-7182


            DIGITAL AND INTEL ANNOUNCE LONG TERM AGREEMENT TO EXPAND
                     RELATIONSHIP; MOVE TO SETTLE LITIGATION

    ....Intel to purchase Digital's semiconductor operations; Provide foundry
                          services for Alpha chips....

     ....Digital to develop systems based on Intel's 64-bit architecture....


SANTA CLARA, CALIF./MAYNARD, MASS., Oct. 27, 1997 - Digital Equipment
Corporation and Intel Corporation today announced that they have agreed to
establish a broad-based business relationship that will provide significant
short- and long-term benefits to both companies and their customers.

     The multi-year agreement includes sale of Digital's semiconductor
manufacturing operations to Intel for approximately $700 million,
cross-licensing of patents, supply of both Intel and Alpha microprocessors and
development of future systems based on Intel's 64-bit microprocessors. No other
financial details were disclosed.

     Digital and Intel agreed to request a stay of all lawsuits until U.S.
government approval is granted which is required to finalize the agreement.

     "This agreement meets both companies' needs," said Craig Barrett, president
and chief operating officer of Intel.


"We are pleased to get alignment with one of the world's major computer
companies on IA-64 microprocessors and to let the marketplace judge our work."

     "This agreement brings issues between the two companies to a resolution
that 
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benefits customers in many important ways," said Digital Chairman Robert B.
Palmer. "It ensures long-term availability of Digital's Alpha-based offerings
for OpenVMS, Digital UNIX and Windows NT customers. In addition, Digital will
develop Digital UNIX and Windows NT offerings on the IA-64 architecture.

     Key components of the agreement pending government approval:

          Digital and Intel will enter into a 10 year patent cross license
               agreement.

          Intel will purchase Digital's semiconductor operations including
               state-of-the-art facilities in Hudson, Massachusetts as well as
               development operations in Jerusalem, Israel and Austin, Texas for
               approximately $700 million.

          Digital will retain its Alpha and Alpha-related semiconductor design
               teams to continue to develop future generations of Alpha. Intel
               will make offers of employment to other Digital semiconductor
               employees.

          Intel will serve as a foundry for Digital for multiple generations of
               Alpha microprocessors.

          Intel will provide Intel products and comprehensive technical support
               to Digital consistent with practices for other major Intel OEMs.

          Digital will develop a full line of systems based on Intel's IA-64
               processor family.

          Digital will port, with technical assistance from Intel, its
               industry-leading Digital UNIX to Intel's IA-64.

          Intel will obtain rights to manufacture and sell other non-Alpha
               Digital semiconductor products.

                                    - more -


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     "Digital's mission is to deliver with our partners Internet business
solutions based on high-performance platforms and services," Palmer said. "This
agreement strengthens our ability to offer products that help make our customers
more competitive and confirms our dual Alpha and Intel platform strategy."

     Digital Equipment Corporation, recognized for product and service
excellence, is a leading supplier of high-performance, Web-based computing
solutions which help enterprises compete in the global marketplace. Digital
gives its customers a winning Internet advantage through a comprehensive
portfolio of Internet solutions based on award-winning systems, advanced
networking infrastructure, innovative software, and industry applications -
including those from its business partners. The expertise and experience of
Digital employees help customers plan, design, implement, manage and support
Internet solutions in countries throughout the world. For the latest company
information, visit Digital on the World Wide Web at http://www.digital.com.

     Intel, the world's largest chip maker, is also a leading manufacturer of
personal computer, networking and communications products. Additional
information is available at http://www.intel.com.


Note to Editors: All company or product names may be trademarks or registered
trademarks of the companies with which they are associated.