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): December 10, 2003 (December 8, 2003)

AFFYMETRIX, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

0-28218	7-0319159
(Commission File Number)	(IRS Employer Identification No.)
3380 Central Expressway
Santa Clara, California	95051
(Address of Principal Executive Offices)	(Zip Code)

(408) 731-5000
Registrant’s Telephone Number, Including Area Code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

Item 5. Other Events.

On December 8, 2003, Affymetrix, Inc. announced its intention to commence, and on December 10, 2003 announced the pricing of, an offering of $100 million in aggregate principal amount of 0.75% senior convertible notes due 2033 to be issued pursuant to Rule 144A. The company also granted the initial purchasers an option to purchase an aditional $20 million of 0.75% senior convertible notes.

In addition, on December 10, 2003, Affymetrix, Inc. announced that it will redeem its 5% convertible subordinated notes due 2006. For additional information concerning the of 0.75% senior convertible notes offering and the repurchase of the 5% convertible subordinated notes, refer to the exhibit index contained in this report.

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

Exhibit Number	Description
99.1	Press Release dated December 8, 2003 regarding the offering of Senior Convertible Notes due 2033
99.2	Press Release dated December 10, 2003 regarding the pricing of 0.75% Senior Convertible Notes due 2033
99.3	Press Release dated December 10, 2003 regarding the redemption of 5% Convertible Subordinated Notes due 2006

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.

	AFFYMETRIX, INC.
Date: December 10, 2003	By:
		/s/ Greg Schiffman
		Name:	Greg Schiffman
		Title:	Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated December 8, 2003 regarding the offering of Senior Convertible Notes due 2033
99.2	Press Release dated December 10, 2003 regarding the pricing of 0.75% Senior Convertible Notes due 2033
99.3	Press Release dated December 10, 2003 regarding the redemption of 5% Convertible Subordinated Notes due 2006

EX-99.1

EXHIBIT 99.1

AFFYMETRIX, INC. ANNOUNCES INTENTION TO OFFER $100 MILLION SENIOR
CONVERTIBLE NOTES

Santa Clara, California – December 8, 2003 – Affymetrix, Inc. (NASDAQ: AFFX) announced today its intention to commence an offering of $100 million principal amount of Senior Convertible Notes Due 2033 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The notes will be convertible into Affymetrix common stock at a price to be determined. The notes will be redeemable at the company’s option beginning December 15, 2008 at a redemption price of 100% of their principal amount. Holders of the notes will have the right to require the company to repurchase some or all of their notes on December 15, 2008, December 15, 2013, December 15, 2018, December 15, 2023 and December 15, 2028 and upon a fundamental change of Affymetrix at a repurchase price of 100% of their principal amount. The company expects to grant the initial purchasers an option to purchase up to an additional $15 million principal amount of notes.

Affymetrix plans to announce on December 9, 2003 the redemption of all of its outstanding 5% convertible subordinated notes due 2006, of which $102 million in aggregate principal amount are currently outstanding. Subject to the completion of the offering of the Senior Convertible Notes, the Company also plans to redeem all of its outstanding 4.75% convertible subordinated notes due 2007, of which $165.5 million in aggregate principal amount are currently outstanding, and will fund the redemption with the proceeds from the sale of the notes and available cash.

The notes and common stock issuable upon conversion of the notes have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended, and applicable state securities laws.

This press release is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

EX-99.2

EXHIBIT 99.2

AFFYMETRIX, INC. ANNOUNCES PRICING OF $100 MILLION
0.75% SENIOR CONVERTIBLE NOTES

Santa Clara, California – December 10, 2003 – Affymetrix, Inc. (NASDAQ: AFFX) announced today the pricing of its offering of $100 million principal amount of 0.75% Senior Convertible Notes Due 2033 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The notes will be convertible into Affymetrix common stock at a conversion rate of 32.2431 shares per $1,000 principal amount of notes, representing a conversion price of $31.01 per share of common stock. The initial conversion price represents a premium of approximately 28% relative to the reported last sale price of Affymetrix common stock on Nasdaq of $24.23 per share on December 9, 2003. The notes will be redeemable at the company’s option beginning December 15, 2008 at a redemption price of 100% of their principal amount. Holders of the notes will have the right to require the company to repurchase some or all of their notes on December 15, 2008, December 15, 2013, December 15, 2018, December 15, 2023 and December 15, 2028 and upon a fundamental change of Affymetrix at a repurchase price of 100% of their principal amount. The company has granted the initial purchasers an option to purchase an additional $20 million principal amount of notes.

Affymetrix also announced today that it is calling for redemption all of its outstanding 5% convertible subordinated notes due 2006, of which $102 million in aggregate principal amount are currently outstanding. Subject to the completion of the offering of the Senior Convertible Notes, the Company also plans to redeem all of its outstanding 4.75% convertible subordinated notes due 2007, of which $165.5 million in aggregate principal amount are currently outstanding, and will fund the redemption with the proceeds from the sale of the notes and available cash.

The notes and common stock issuable upon conversion of the notes have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended, and applicable state securities laws.

This press release is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

EX-99.3

EXHIBIT 99.3

AFFYMETRIX, INC. ANNOUNCES REPURCHASE OF
5% CONVERTIBLE SUBORDINATED NOTES DUE 2006

Santa Clara, California – December 10, 2003 – Affymetrix, Inc. (NASDAQ: AFFX) announced today that it has given notice that it will redeem the company’s 5% Convertible Subordinated Notes Due 2006 (the “5% Notes”). The date of redemption is January 9, 2004. Each 5% Note will be redeemed for cash at a redemption price of 101.67% of their principal amount, plus accrued and unpaid interest to (but not including) January 9, 2004. Currently, there is approximately $102 million principal amount of 5% Notes outstanding.

All statements in this press release that are not historical are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act as amended, including statements regarding Affymetrix’ “expectations,” “beliefs,” “hopes,” “intentions,” “strategies” or the like. Such statements are subject to risks and Affymetrix uncertainties that could cause actual results to differ materially for Affymetrix from those projected, including, but not limited to, risks of the Company’s ability to achieve and sustain higher levels of revenue, higher gross margins, reduced operating expenses, uncertainties relating to technological approaches, product development, manufacturing, market acceptance, personnel retention, uncertainties related to cost and pricing of Affymetrix products, dependence on collaborative partners, uncertainties relating to sole source suppliers, uncertainties relating to FDA and other regulatory approvals, competition, risks relating to intellectual property of others and the uncertainties of patent protection and litigation. These and other risk factors are discussed in Affymetrix’ Form 10-K for the year ended December 31, 2002 and other SEC reports, including its Quarterly Reports on Form 10-Q for subsequent quarterly periods. Affymetrix expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Affymetrix’ expectations with regard thereto or any change in events, conditions, or circumstances on which any such statements are based.