UNITED STATES 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): August 6, 2003


                       NATIONAL SEMICONDUCTOR CORPORATION
             (Exact name of registrant as specified in its charter)

        DELAWARE                   1-6453                    95-2095071
  (State of Incorporation)      (Commission           (I.R.S. Employer
                                 File Number)          Identification Number)


                    2900 SEMICONDUCTOR DRIVE, P.O. BOX 58090
                       SANTA CLARA, CALIFORNIA 95052-8090
                    (Address of Principal Executive Offices)

                                 (408) 721-5000

              (Registrant's telephone number, including area code)





NATIONAL SEMICONDUCTOR CORPORATION

Index


                                                                  Page

Item 5.  Other Events and Regulation FD Disclosure                  3

Item 7.  Financial Statements and Exhibits                          3

Signature                                                           4




NATIONAL SEMICONDUCTOR CORPORATION
Item 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE

On August 6, 2003, the company issued a news release  announcing it had signed a
definitive  agreement to sell its  Information  Appliance  business unit,  which
consists primarily of the GeodeTM family of microprocessor products, to Advanced
Micro Devices. A copy of the news release is attached as Exhibit 99.1.


Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c )  Exhibits

Exhibit No.                Description of Exhibit

     99.1                           News release dated August 6, 2003




                                   SIGNATURES

Pursuant  to the  requirements  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.

                                         NATIONAL SEMICONDUCTOR CORPORATION

                                        //S// Robert E.  DeBarr

Dated:  August 6, 2003                  Robert E.  DeBarr
                                        Controller
                                        Signing on behalf of the registrant and
                                        as principal accounting officer