As filed with the Securities and Exchange Commission on December 18, 1996
                                                      Registration No. 333-_____

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                -----------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                -----------------

                            LAM RESEARCH CORPORATION
             (Exact name of registrant as specified in its charter)


             Delaware                                   94-2634797
    (State of Incorporation)                (I.R.S. Employer Identification No.)

                              4650 Cushing Parkway
                            Fremont, California 94538
   (Address, including zip code, of Registrant's principal executive offices)

                                -----------------

                        1984 EMPLOYEE STOCK PURCHASE PLAN
                            (Full title of the plan)

                                -----------------

                                Henk J. Evenhuis
                          Executive Vice President and
                             Chief Financial Officer
                            LAM RESEARCH CORPORATION
                              4650 Cushing Parkway
                            Fremont, California 94538
                                 (510) 659-0200
            (Name, address and telephone number of agent for service)

                                -----------------

                                    COPY TO:
                              Donna Petkanics, Esq.
                        WILSON SONSINI GOODRICH & ROSATI
                            Professional Corporation
                               650 PAGE MILL ROAD
                        PALO ALTO, CALIFORNIA 94304-1050
                                 (415) 493-9300

================================================================================


<PAGE>
<TABLE>


                                      CALCULATION OF REGISTRATION FEE
===============================================================================================================
<CAPTION>

                                   Maximum            Proposed               Proposed
          Title of                  Amount             Maximum                Maximum             Amount of
        Securities To                To Be         Offering Price            Aggregate          Registration
        Be Registered(1)          Registered          Per Share           Offering Price              Fee
---------------------------------------------------------------------------------------------------------------
<S>                                 <C>               <C>                  <C>                    <C>

1984 Employee Stock Purchase        350,000           $33.125(2)           $11,593,750(2)         $3,513
   Plan                         
                                
Common Stock, par value $0.001
   per share

<FN>
----------------------
(1)  In addition,  pursuant to Rule 416(c) under the Securities Act of 1933 (the
     "Securities  Act"),  this  Registration  Statement  above  also  covers  an
     indeterminate  amount of  interests  to be offered or sold  pursuant to the
     employee benefit plan described herein.

(2)  Estimated in accordance  with Rule 457(h) under the  Securities  Act solely
     for the purpose of  calculating  the total  registration  fee.  Calculation
     based upon 85% (see  explanation  in following  sentence) of the average of
     the high and low  prices of the  Common  Stock as  reported  on the  Nasdaq
     National  Market  on  December  13,  1996  because  the  price at which the
     interests  to be granted in the future may be  exercised  is not  currently
     determinable. The purchase price of a share of Common Stock pursuant to the
     1984 Employee Stock Purchase Plan,  which plan is incorporated by reference
     herein and is attached  as Exhibit  4.1, is equal to 85% of the Fair Market
     Value of a share of Common Stock on either the first day or the last day of
     the relevant offering period, whichever is lower.

NOTE THAT THE  REGISTRATION  FEE IS CURRENTLY 1/33 OF 1% OF THE PROPOSED MAXIMUM
AGGREGATE OFFERING PRICE.



</FN>
</TABLE>

<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         There are hereby  incorporated by reference the following documents and
information  heretofore  filed with the Securities and Exchange  Commission (the
"Commission").

         1.       The  Company's  Annual Report on Form 10-K for the fiscal year
                  ended June 30, 1996.

         2.       The Company's  Quarterly Report on Form 10-Q for the quarterly
                  period ended September 30, 1996.

         3.       The description of the Company's Common Stock set forth in the
                  Company's  Registration  Statement  on 8-B,  as filed with the
                  Commission  on April 11,  1990 and as amended by Form 8-B/A as
                  filed with the Commission on August 31, 1994.

         4.       All documents  subsequently  filed by the Company  pursuant to
                  Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange
                  Act of 1934,  as amended (the  "Exchange  Act"),  prior to the
                  filing of a post-effective  amendment which indicates that all
                  securities  offered  have been sold or which  deregisters  all
                  securities  then  remaining  unsold,  shall  be  deemed  to be
                  incorporated by reference in this  registration  statement and
                  to be part hereof from the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5. Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

         Section  145(a) of the Delaware  General  Corporation  Law (the "DGCL")
provides in relevant part that "a corporation  shall have power to indemnify any
person  who  was or is a  party  or is  threatened  to be  made a  party  to any
threatened,  pending or completed  action,  suit or  proceeding,  whether civil,
criminal,  administrative  or  investigative  (other than an action by or in the
right of the  corporation)  by reason of the fact that he is or was a  director,
officer, employee or agent of the corporation, partnership, joint venture, trust
or other enterprise,  against expenses (including  attorneys' fees),  judgments,
fines and amounts paid in settlement  actually and reasonably incurred by him in
connection with such action, suit or proceeding if he acted in good faith and in
a manner he reasonably believed to be in or not opposed to the best interests of
the corporation,  and, with respect to any criminal action or proceeding, had no
reasonable  cause  to  believe  his  conduct  was  unlawful,"  With  respect  to
derivative  actions,  Section  145(b) of the DGCL provides in relevant part that
"[a] corporation  shall have power to indemnify any person who was or is a party
or is  threatened  to be made a party to any  threatened,  pending or  completed
action or suit by or in the right of the  corporation  to procure a judgment  in
its favor . . . [by reason of his service in one of the capacities  specified in
the preceding  sentence] against expenses  (including  attorneys' fees) actually
and reasonably  incurred by him in connection  with the defense or settlement of
such  action or suit if he acted in good  faith  and in a manner  he  reasonably
believed to be in or not opposed to the best  interests of the  corporation  and
except that no  indemnification  shall be made in respect of any claim, issue or
matter as to which  such  person  shall have been  adjudged  to be liable to the
corporation  unless and only to the  extent  that the Court of  Chancery  or the
court in which such action or suit was brought shall determine upon  application
that, despite the adjudication of liability but in view of all the circumstances
of the case, such person is fairly and reasonably entitled to indemnify for such
expenses which the Court of Chancery or such other court shall deem proper."

<PAGE>

         The Company's Certificate of Incorporation provides that to the fullest
extent  permitted by the DGCL,  no director of the Company  shall be  personably
liable to the Company or its  stockholders  for  monetary  damages for breach of
fiduciary duty as a director.  The  Certificate of  Incorporation  also provides
that no amendment or repeal of such provision  shall apply to or have any effect
on the right to  indemnification  permitted  thereunder  with  respect to claims
arising  from  acts or  omissions  occurring  in  whole  or in part  before  the
effective date of such amendment or repeal whether asserted before or after such
amendment or repeal.

         The Company's  Bylaws  provide that the Company shall  indemnify to the
full  extent  authorized  by law  each of its  directors  and  officers  against
expenses  incurred in connection  with any  proceeding  arising by reason of the
fact that such person is or was an agent of the corporation.

         The  Company  has  entered  into  indemnification  agreements  with its
directors and certain of its  officers.  The Company has also obtained on behalf
of its officers and directors  insurance  against  losses arising from any claim
asserted against or incurred by such individual in any such capacity, subject to
certain exclusions.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

     Exhibit No.

          4.1     1984 Employee Stock Purchase Plan.
          4.2     Form of Subscription Agreement under the 1984 Employee Stock
                     Purchase Plan.
          5.1     Opinion of Wilson,  Sonsini,  Goodrich & Rosati,  Professional
                  Corporation, as to legality of securities being registered.
          23.1    Consent of Ernst & Young LLP, Independent Auditors.
          23.2    Consent of Counsel *(contained in Exhibit 5.1 above).
          24.1    Power of Attorney (see page II-4).

Item 9.  Undertakings.

         (a)      The undersigned registrant hereby undertakes:

                  (1)      To file,  during any period in which  offers or sales
                           are being made,  a  post-effective  amendment to this
                           registration   statement   to  include  any  material
                           information  with respect to the plan of distribution
                           not   previously   disclosed   in  the   registration
                           statement or any material change to such  information
                           in the registration statement.

                  (2)      That, for the purposes of  determining  any liability
                           under the  Securities  Act of 1933,  as amended  (the
                           "Securities Act"), each such post-effective amendment
                           shall be  deemed to be a new  registration  statement
                           relating to the securities  offered therein,  and the
                           offering  of such  securities  at that time  shall be
                           deemed to be the initial bona fide offering thereof.

                  (3)      To   remove   from   registration   by   means  of  a
                           post-effective  amendment any of the securities being
                           registered  which remain unsold at the termination of
                           the offering.

         (b)      The  undersigned   registrant   hereby  undertakes  that,  for
                  purposes of  determining  any liability  under the  Securities
                  Act, each filing of the registrant's annual report pursuant to
                  Section 13(a) or Section 15(d) of the Exchange Act (and, where
                  applicable,  each filing of an employee  benefit plan's annual
                  report  pursuant to Section 15(d) of the Exchange Act) that is
                  incorporated by reference in the registration  statement shall
                  be deemed to be a new registration  statement  relating to the
                  securities   offered   therein,   and  the  offering  of  such
                  securities at that time shall be deemed to be the initial bona
                  fide offering thereof.
<PAGE>



         (c)      Insofar as indemnification  for liabilities  arising under the
                  Securities  Act may be  permitted to  directors,  officers and
                  controlling   persons  of  the  registrant   pursuant  to  the
                  foregoing  provisions,  or otherwise,  the registrant has been
                  advised  that in the opinion of the  Securities  and  Exchange
                  Commission  such  indemnification  is against public policy as
                  expressed   in  the   Securities   Act  and   is,   therefore,
                  unenforceable.  In the event that a claim for  indemnification
                  against  such  liabilities  (other  than  the  payment  by the
                  registrant of expenses incurred or paid by a director, officer
                  or controlling  person of the registrant of expenses  incurred
                  or paid by a director,  officer or  controlling  person of the
                  registrant in the  successful  defense of any action,  suit or
                  proceeding)   is  asserted  by  such   director,   officer  or
                  controlling  person in connection  with the  securities  being
                  registered,  the registrant will, unless in the opinion of its
                  counsel the matter has been settled by controlling  precedent,
                  submit to a court of  appropriate  jurisdiction  the  question
                  whether such indemnification by it is against public policy as
                  expressed  in the  Securities  Act and will be governed by the
                  final adjudication of such issue.


<PAGE>


                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
registrant,  Lam Research Corporation,  certifies that it has reasonable grounds
to believe that it meets all of the  requirements for filing on Form S-8 and has
duly  caused  this  Registration  Statement  to be signed  on its  behalf by the
undersigned,  thereunto  duly  authorized,  in the  City of  Fremont,  State  of
California, on this ____ day of December, 1996.

                           LAM RESEARCH CORPORATION



                           By: /s/ Henk J. Evenhuis
                               -------------------------------------------------
                               Henk J. Evenhuis, Executive Vice President and
                               Chief Financial Officer (Principal Accounting and
                               Financial Officer)

                                POWER OF ATTORNEY

         KNOW ALL  PERSONS  BY THESE  PRESENTS,  that  each  such  person  whose
signature appears below constitutes and appoints,  jointly and severally,  Roger
D. Emerick and Henk J.  Evenhuis his  attorneys-in-fact,  each with the power of
substitution,  for him in any and all capacities, to sign any amendments to this
Registration Statement on Form S-8 (including post-effective amendments), and to
file the same,  with all  exhibits  thereto and other  documents  in  connection
therewith,  with the Securities and Exchange  Commission,  hereby  ratifying and
confirming  all  that  each  of said  attorneys-in-fact,  or his  substitute  or
substitutes, may do or cause to be done by virtue hereof.

<TABLE>

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.


<CAPTION>

     Signature                                 Title                          Date
-----------------------------------------------------------------------------------------
<S>                                 <C>                                <C>
/s/ Roger D. Emerick                Chief Executive Officer            December   , 1996
---------------------               (Principal Executive Officer
Roger D. Emerick                   


/s/ Henk J. Evenhuis                Executive Vice President and       December   , 1996
---------------------               Chief Financial Officer 
Henk J. Evenhuis                    (Principal Accounting and          
                                    Financial Officer)


/s/ David G, Arscott                Director                           December   , 1996
---------------------    
David G. Arscott


/s/ Jack R. Harris                  Director                           December   , 1996
---------------------    
Jack R. Harris


/s/ Grant M. Inman                  Director                           December   , 1996
---------------------    
Grant M. Inman


/s/ Osamu Kano                      Director                           December   , 1996
---------------------    
Osamu Kano

</TABLE>


<PAGE>


<TABLE>


                                                INDEX OF EXHIBITS


<CAPTION>

                                                                                                 Sequentially
                                                                                                   Numbered
  Exhibit No.                                 Description                                            Page
  ----------            ---------------------------------------------------------------------    -------------
    <S>                 <C>                                                                         <C>
     4.1                1984 Employee Stock Purchase Plan.

     4.2                Form of Subscription Agreement used under the 1984 Employee
                          Stock Purchase Plan.

     5.1                Opinion of Wilson, Sonsini, Goodrich & Rosati, Professional Corporation,
                          as to legality of securities being registered

    23.1                Consent of Ernst & Young LLP, Independent Auditors

    23.2                Consent of Counsel (contained in Exhibit 5.1 above).

    24.1                Power of Attorney (see page II-4).

</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 19052}]
{"company-data": {"conformed-name": "LAM RESEARCH CORP", "cik": "0000707549", "assigned-sic": "3559", "irs-number": "942634797", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-18115", "film-number": "96682556"}, "business-address": {"street1": "4650 CUSHING PKWY", "city": "FREMONT", "state": "CA", "zip": "94538", "phone": "5106590200"}, "mail-address": {"street1": "4650 CUSHING PARKWAY", "city": "FREMONT", "state": "CA", "zip": "94538"}}
As filed with the Securities and Exchange Commission on December 18, 1996
                                                      Registration No. 333-_____

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                -----------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                -----------------

                            LAM RESEARCH CORPORATION
             (Exact name of registrant as specified in its charter)

             Delaware                                   94-2634797
    (State of Incorporation)                (I.R.S. Employer Identification No.)

                              4650 Cushing Parkway
                            Fremont, California 94538
   (Address, including zip code, of Registrant's principal executive offices)

                                -----------------

                        1984 EMPLOYEE STOCK PURCHASE PLAN
                            (Full title of the plan)

                                -----------------

                                Henk J. Evenhuis
                          Executive Vice President and
                             Chief Financial Officer
                            LAM RESEARCH CORPORATION
                              4650 Cushing Parkway
                            Fremont, California 94538
                                 (510) 659-0200
            (Name, address and telephone number of agent for service)

                                -----------------

                                    COPY TO:
                              Donna Petkanics, Esq.
                        WILSON SONSINI GOODRICH & ROSATI
                            Professional Corporation
                               650 PAGE MILL ROAD
                        PALO ALTO, CALIFORNIA 94304-1050
                                 (415) 493-9300

================================================================================
CALCULATION OF REGISTRATION FEE
===============================================================================================================
Maximum            Proposed               Proposed
          Title of                  Amount             Maximum                Maximum             Amount of
        Securities To                To Be         Offering Price            Aggregate          Registration
        Be Registered(1)          Registered          Per Share           Offering Price              Fee
---------------------------------------------------------------------------------------------------------------
1984 Employee Stock Purchase        350,000           $33.125(2)           $11,593,750(2)         $3,513
   Plan                         
                                
Common Stock, par value $0.001
   per share
----------------------
(1)  In addition,  pursuant to Rule 416(c) under the Securities Act of 1933 (the
     "Securities  Act"),  this  Registration  Statement  above  also  covers  an
     indeterminate  amount of  interests  to be offered or sold  pursuant to the
     employee benefit plan described herein.

(2)  Estimated in accordance  with Rule 457(h) under the  Securities  Act solely
     for the purpose of  calculating  the total  registration  fee.  Calculation
     based upon 85% (see  explanation  in following  sentence) of the average of
     the high and low  prices of the  Common  Stock as  reported  on the  Nasdaq
     National  Market  on  December  13,  1996  because  the  price at which the
     interests  to be granted in the future may be  exercised  is not  currently
     determinable. The purchase price of a share of Common Stock pursuant to the
     1984 Employee Stock Purchase Plan,  which plan is incorporated by reference
     herein and is attached  as Exhibit  4.1, is equal to 85% of the Fair Market
     Value of a share of Common Stock on either the first day or the last day of
     the relevant offering period, whichever is lower.

NOTE THAT THE  REGISTRATION  FEE IS CURRENTLY 1/33 OF 1% OF THE PROPOSED MAXIMUM
AGGREGATE OFFERING PRICE.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         There are hereby  incorporated by reference the following documents and
information  heretofore  filed with the Securities and Exchange  Commission (the
"Commission").

         1.       The  Company's  Annual Report on Form 10-K for the fiscal year
                  ended June 30, 1996.

         2.       The Company's  Quarterly Report on Form 10-Q for the quarterly
                  period ended September 30, 1996.

         3.       The description of the Company's Common Stock set forth in the
                  Company's  Registration  Statement  on 8-B,  as filed with the
                  Commission  on April 11,  1990 and as amended by Form 8-B/A as
                  filed with the Commission on August 31, 1994.

         4.       All documents  subsequently  filed by the Company  pursuant to
                  Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange
                  Act of 1934,  as amended (the  "Exchange  Act"),  prior to the
                  filing of a post-effective  amendment which indicates that all
                  securities  offered  have been sold or which  deregisters  all
                  securities  then  remaining  unsold,  shall  be  deemed  to be
                  incorporated by reference in this  registration  statement and
                  to be part hereof from the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5. Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

         Section  145(a) of the Delaware  General  Corporation  Law (the "DGCL")
provides in relevant part that "a corporation  shall have power to indemnify any
person  who  was or is a  party  or is  threatened  to be  made a  party  to any
threatened,  pending or completed  action,  suit or  proceeding,  whether civil,
criminal,  administrative  or  investigative  (other than an action by or in the
right of the  corporation)  by reason of the fact that he is or was a  director,
officer, employee or agent of the corporation, partnership, joint venture, trust
or other enterprise,  against expenses (including  attorneys' fees),  judgments,
fines and amounts paid in settlement  actually and reasonably incurred by him in
connection with such action, suit or proceeding if he acted in good faith and in
a manner he reasonably believed to be in or not opposed to the best interests of
the corporation,  and, with respect to any criminal action or proceeding, had no
reasonable  cause  to  believe  his  conduct  was  unlawful,"  With  respect  to
derivative  actions,  Section  145(b) of the DGCL provides in relevant part that
"[a] corporation  shall have power to indemnify any person who was or is a party
or is  threatened  to be made a party to any  threatened,  pending or  completed
action or suit by or in the right of the  corporation  to procure a judgment  in
its favor . . . [by reason of his service in one of the capacities  specified in
the preceding  sentence] against expenses  (including  attorneys' fees) actually
and reasonably  incurred by him in connection  with the defense or settlement of
such  action or suit if he acted in good  faith  and in a manner  he  reasonably
believed to be in or not opposed to the best  interests of the  corporation  and
except that no  indemnification  shall be made in respect of any claim, issue or
matter as to which  such  person  shall have been  adjudged  to be liable to the
corporation  unless and only to the  extent  that the Court of  Chancery  or the
court in which such action or suit was brought shall determine upon  application
that, despite the adjudication of liability but in view of all the circumstances
of the case, such person is fairly and reasonably entitled to indemnify for such
expenses which the Court of Chancery or such other court shall deem proper."
The Company's Certificate of Incorporation provides that to the fullest
extent  permitted by the DGCL,  no director of the Company  shall be  personably
liable to the Company or its  stockholders  for  monetary  damages for breach of
fiduciary duty as a director.  The  Certificate of  Incorporation  also provides
that no amendment or repeal of such provision  shall apply to or have any effect
on the right to  indemnification  permitted  thereunder  with  respect to claims
arising  from  acts or  omissions  occurring  in  whole  or in part  before  the
effective date of such amendment or repeal whether asserted before or after such
amendment or repeal.

         The Company's  Bylaws  provide that the Company shall  indemnify to the
full  extent  authorized  by law  each of its  directors  and  officers  against
expenses  incurred in connection  with any  proceeding  arising by reason of the
fact that such person is or was an agent of the corporation.

         The  Company  has  entered  into  indemnification  agreements  with its
directors and certain of its  officers.  The Company has also obtained on behalf
of its officers and directors  insurance  against  losses arising from any claim
asserted against or incurred by such individual in any such capacity, subject to
certain exclusions.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

     Exhibit No.

          4.1     1984 Employee Stock Purchase Plan.
          4.2     Form of Subscription Agreement under the 1984 Employee Stock
                     Purchase Plan.
          5.1     Opinion of Wilson,  Sonsini,  Goodrich & Rosati,  Professional
                  Corporation, as to legality of securities being registered.
          23.1    Consent of Ernst & Young LLP, Independent Auditors.
          23.2    Consent of Counsel *(contained in Exhibit 5.1 above).
          24.1    Power of Attorney (see page II-4).

Item 9.  Undertakings.

         (a)      The undersigned registrant hereby undertakes:

                  (1)      To file,  during any period in which  offers or sales
                           are being made,  a  post-effective  amendment to this
                           registration   statement   to  include  any  material
                           information  with respect to the plan of distribution
                           not   previously   disclosed   in  the   registration
                           statement or any material change to such  information
                           in the registration statement.

                  (2)      That, for the purposes of  determining  any liability
                           under the  Securities  Act of 1933,  as amended  (the
                           "Securities Act"), each such post-effective amendment
                           shall be  deemed to be a new  registration  statement
                           relating to the securities  offered therein,  and the
                           offering  of such  securities  at that time  shall be
                           deemed to be the initial bona fide offering thereof.

                  (3)      To   remove   from   registration   by   means  of  a
                           post-effective  amendment any of the securities being
                           registered  which remain unsold at the termination of
                           the offering.

         (b)      The  undersigned   registrant   hereby  undertakes  that,  for
                  purposes of  determining  any liability  under the  Securities
                  Act, each filing of the registrant's annual report pursuant to
                  Section 13(a) or Section 15(d) of the Exchange Act (and, where
                  applicable,  each filing of an employee  benefit plan's annual
                  report  pursuant to Section 15(d) of the Exchange Act) that is
                  incorporated by reference in the registration  statement shall
                  be deemed to be a new registration  statement  relating to the
                  securities   offered   therein,   and  the  offering  of  such
                  securities at that time shall be deemed to be the initial bona
                  fide offering thereof.
(c)      Insofar as indemnification  for liabilities  arising under the
                  Securities  Act may be  permitted to  directors,  officers and
                  controlling   persons  of  the  registrant   pursuant  to  the
                  foregoing  provisions,  or otherwise,  the registrant has been
                  advised  that in the opinion of the  Securities  and  Exchange
                  Commission  such  indemnification  is against public policy as
                  expressed   in  the   Securities   Act  and   is,   therefore,
                  unenforceable.  In the event that a claim for  indemnification
                  against  such  liabilities  (other  than  the  payment  by the
                  registrant of expenses incurred or paid by a director, officer
                  or controlling  person of the registrant of expenses  incurred
                  or paid by a director,  officer or  controlling  person of the
                  registrant in the  successful  defense of any action,  suit or
                  proceeding)   is  asserted  by  such   director,   officer  or
                  controlling  person in connection  with the  securities  being
                  registered,  the registrant will, unless in the opinion of its
                  counsel the matter has been settled by controlling  precedent,
                  submit to a court of  appropriate  jurisdiction  the  question
                  whether such indemnification by it is against public policy as
                  expressed  in the  Securities  Act and will be governed by the
                  final adjudication of such issue.
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
registrant,  Lam Research Corporation,  certifies that it has reasonable grounds
to believe that it meets all of the  requirements for filing on Form S-8 and has
duly  caused  this  Registration  Statement  to be signed  on its  behalf by the
undersigned,  thereunto  duly  authorized,  in the  City of  Fremont,  State  of
California, on this ____ day of December, 1996.

                           LAM RESEARCH CORPORATION

                           By: /s/ Henk J. Evenhuis
                               -------------------------------------------------
                               Henk J. Evenhuis, Executive Vice President and
                               Chief Financial Officer (Principal Accounting and
                               Financial Officer)

                                POWER OF ATTORNEY

         KNOW ALL  PERSONS  BY THESE  PRESENTS,  that  each  such  person  whose
signature appears below constitutes and appoints,  jointly and severally,  Roger
D. Emerick and Henk J.  Evenhuis his  attorneys-in-fact,  each with the power of
substitution,  for him in any and all capacities, to sign any amendments to this
Registration Statement on Form S-8 (including post-effective amendments), and to
file the same,  with all  exhibits  thereto and other  documents  in  connection
therewith,  with the Securities and Exchange  Commission,  hereby  ratifying and
confirming  all  that  each  of said  attorneys-in-fact,  or his  substitute  or
substitutes, may do or cause to be done by virtue hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.
Signature                                 Title                          Date
-----------------------------------------------------------------------------------------
/s/ Roger D. Emerick                Chief Executive Officer            December   , 1996
---------------------               (Principal Executive Officer
Roger D. Emerick                   

/s/ Henk J. Evenhuis                Executive Vice President and       December   , 1996
---------------------               Chief Financial Officer 
Henk J. Evenhuis                    (Principal Accounting and          
                                    Financial Officer)

/s/ David G, Arscott                Director                           December   , 1996
---------------------    
David G. Arscott

/s/ Jack R. Harris                  Director                           December   , 1996
---------------------    
Jack R. Harris

/s/ Grant M. Inman                  Director                           December   , 1996
---------------------    
Grant M. Inman

/s/ Osamu Kano                      Director                           December   , 1996
---------------------    
Osamu Kano
INDEX OF EXHIBITS
Sequentially
                                                                                                   Numbered
  Exhibit No.                                 Description                                            Page
  ----------            ---------------------------------------------------------------------    -------------
4.1                1984 Employee Stock Purchase Plan.

     4.2                Form of Subscription Agreement used under the 1984 Employee
                          Stock Purchase Plan.

     5.1                Opinion of Wilson, Sonsini, Goodrich & Rosati, Professional Corporation,
                          as to legality of securities being registered

    23.1                Consent of Ernst & Young LLP, Independent Auditors

    23.2                Consent of Counsel (contained in Exhibit 5.1 above).

    24.1                Power of Attorney (see page II-4).