Consolidated Variable Interest Entities

IM Flash

IMFT: Since its inception in 2006 through November 29, 2012, we have owned 51% of IMFT, a venture between us and Intel, to manufacture NAND Flash memory products and, since the third quarter of 2012, certain emerging memory technologies, for the exclusive use of the members. IMFT is governed by a Board of Managers and the number of managers appointed by each member to the board varies based on the members' respective ownership interests, which is based on contributions to IMFT. The IMFT joint venture agreement extends through 2024 and includes certain buy-sell rights, commencing in 2015, pursuant to which Intel may elect to sell to us, or we may elect to purchase from Intel, Intel's interest in IMFT. If Intel elects to sell, we would set the closing date of the transaction within two years following such election and could elect to receive financing of the purchase price from Intel for one to two years from the closing date.

The following table presents the assets and liabilities of IMFT included in our consolidated balance sheets, excluding intercompany balances:



As of	November 29, 2012		August 30, 2012
Assets
Cash and equivalents	$	56	$	157
Receivables	66		78
Inventories	62		67
Other current assets	3		5
Total current assets	187		307
Property, plant and equipment, net	1,389		1,342
Other noncurrent assets	40		36
Total assets	$	1,616	$	1,685

Liabilities
Accounts payable and accrued expenses	$	88	$	104
Deferred income	9		10
Equipment purchase contracts	1		58
Current portion of long-term debt	6		6
Total current liabilities	104		178
Long-term debt	17		18
Other noncurrent liabilities	124		129
Total liabilities	$	245	$	325

Our ability to access IMFT's cash and investments to finance our other operations is subject to agreement by Intel. Creditors of IMFT have recourse only to its assets and do not have recourse to any other of our assets.

IMFT manufactures NAND Flash memory products using designs and technology we develop with Intel. We generally share with Intel the cost of product design, other NAND Flash R&D costs and, since the third quarter of 2012, the R&D cost of certain emerging memory technologies. Our R&D expenses were reduced by reimbursements from Intel of $32 million and $22 million for the first quarters of 2013 and 2012, respectively.

IMFS: We partnered with Intel in 2007 to form IM Flash Singapore, LLP ("IMFS") to manufacture NAND Flash memory products for the exclusive use of the members. In the third quarter of 2012, we acquired Intel's remaining interest in IMFS and terminated IMFS' supply agreement with us and Intel.

Supply Agreements: IMFT sells products to the joint venture members generally in proportion to their ownership interests at long-term negotiated prices approximating cost. IMFS also sold product to us and Intel generally in proportion to our ownership interests at long-term negotiated prices approximating cost. Due to changes in the ownership interest of IMFS, our share of its output grew from 57% at the beginning of the first quarter of 2012 to 78% in the second quarter of 2012. As a result of our acquisition of Intel's remaining interest in IMFS and other IM Flash restructuring agreements with Intel, Intel has not had rights to the output from either IMFS or our Virginia facility since the third quarter of 2012. Subsequent to the third quarter of 2012, we also sell NAND Flash products to Intel under a cost-plus supply arrangement.

Aggregate NAND Flash sales to Intel were $148 million and $261 million for the first quarters of 2013 and 2012, respectively. Receivables from Intel for sales of NAND Flash products as of November 29, 2012 and August 30, 2012 were $87 million and $103 million, respectively.

IM Flash distributions and contributions: The following table presents IM Flash's distributions to and contributions from its shareholders ("IM Flash" includes both IMFT and IMFS for the first quarter of 2012 and includes only IMFT for the first quarter of 2013):



Quarter ended	November 29, 2012		December 1, 2011
IM Flash distributions to Micron	$	—	$	86
IM Flash distributions to Intel	—		83
Micron contributions to IM Flash	—		103
Intel contributions to IM Flash	—		131

MP Mask

In 2006, we formed a joint venture with Photronics to produce photomasks for leading-edge and advanced next generation semiconductors. At inception and through November 29, 2012, we owned 50.01% and Photronics owned 49.99% of MP Mask. We contributed $8 million to MP Mask and Photronics contributed $7 million to MP Mask in the first quarter of 2012. In connection with the formation of the joint venture, we received $72 million in 2006 in exchange for entering into a license agreement with Photronics, which is being recognized over the term of the 10-year agreement. Deferred income and other noncurrent liabilities included an aggregate of $25 million and $26 million as of November 29, 2012 and August 30, 2012, respectively, related to this agreement. We purchase a substantial majority of the reticles produced by MP Mask pursuant to a supply arrangement.

The following table presents the assets and liabilities of MP Mask included in our consolidated balance sheets, excluding intercompany balances:



As of	November 29, 2012		August 30, 2012
Current assets	$	21	$	19
Noncurrent assets (primarily property, plant and equipment)	168		170
Current liabilities	12		12

Creditors of MP Mask have recourse only to the assets of MP Mask and do not have recourse to any other of our assets.