<PAGE>
 
                                  SCHEDULE 14A
                                 (RULE 14A-101)
 
                    INFORMATION REQUIRED IN PROXY STATEMENT
 
                            SCHEDULE 14A INFORMATION
          PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
                    EXCHANGE ACT OF 1934 (AMENDMENT NO.   )
 
Filed by the Registrant [X]
 
Filed by a Party other than the Registrant [ ]
 
Check the appropriate box:
 

<Table>
<S>                                             <C>
[ ]  Preliminary Proxy Statement                [ ]  Confidential, for Use of the Commission
                                                     Only (as permitted by Rule 14a-6(e)(2))
[X]  Definitive Proxy Statement
[ ]  Definitive Additional Materials
[ ]  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
</Table>

 
                            LAM RESEARCH CORPORATION
--------------------------------------------------------------------------------
                (Name of Registrant as Specified In Its Charter)
 
--------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
Payment of Filing Fee (Check the appropriate box):
 
[X]  No fee required.
 
[ ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
 
     (1)  Title of each class of securities to which transaction applies:
 
     (2)  Aggregate number of securities to which transaction applies:
 
     (3)  Per unit price or other underlying value of transaction computed
          pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
          filing fee is calculated and state how it was determined):
 
     (4)  Proposed maximum aggregate value of transaction:
 
     (5)  Total fee paid:
 
[ ]  Fee paid previously with preliminary materials:
 
[ ]  Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11(a)(2) and identify the filing for which the offsetting fee was paid
     previously. Identify the previous filing by registration statement number,
     or the Form or Schedule and the date of its filing.
 
     (1)  Amount Previously Paid:
 
     (2)  Form, Schedule or Registration Statement No.:
 
     (3)  Filing Party:
 
     (4)  Date Filed:

<PAGE>
 
LOGO
 
                            LAM RESEARCH CORPORATION
                            ------------------------
 

                    NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
                          TO BE HELD NOVEMBER 8, 2001
                            ------------------------
 
To the Stockholders:
 
     NOTICE IS HEREBY GIVEN that the 2001 Annual Meeting of Stockholders of Lam
Research Corporation, a Delaware corporation (the "Company"), will be held on
Thursday, November 8, 2001, 11:00 a.m., local time, at the principal executive
offices of the Company at 4650 Cushing Parkway, Fremont, California 94538, for
the following purposes:
 
          1. To elect directors to serve for the ensuing year, or until their
     successors are elected and qualified;
 
          2. To ratify the appointment of Ernst & Young LLP as independent
     auditors of the Company for the fiscal year ending June 30, 2002; and
 
          3. To transact such other business as may properly come before the
     meeting, or any adjournment thereof.
 
The foregoing items of business are more fully described in the Proxy Statement
accompanying this Notice.
 
     Only stockholders of record at the close of business on September 14, 2001
are entitled to notice of and to vote at the meeting, and for any adjournment
thereof.
 
     All stockholders are cordially invited to attend the meeting in person.
However, to assure your representation at the meeting, you are urged to mark,
sign and date the enclosed proxy and return it as promptly as possible in the
postage-prepaid and return-addressed envelope enclosed for that purpose.
However, any stockholder of record attending the meeting may vote in person,
even if he or she has returned a proxy.
 
                                          By Order of the Board of Directors,
                                          

                                          
                                          [/s/ GEORGE M. SCHISLER, JR.]
                                          

                                          
                                          GEORGE M. SCHISLER, JR.
                                          Assistant Secretary
Fremont, California
O
ctober 12, 2001
 
                             YOUR VOTE IS IMPORTANT
 
     IN ORDER TO ASSURE YOUR REPRESENTATION AT THE MEETING, YOU ARE REQUESTED TO
MARK, SIGN AND DATE THE ENCLOSED PROXY CARD AS PROMPTLY AS POSSIBLE AND RETURN
IT IN THE ENCLOSED RETURN-ADDRESSED ENVELOPE (TO WHICH NO POSTAGE NEED BE
AFFIXED IF MAILED IN THE UNITED STATES).

<PAGE>
 
                            LAM RESEARCH CORPORATION
                             ---------------------
 
                                PROXY STATEMENT
                                      FOR
                         ANNUAL MEETING OF STOCKHOLDERS
                          TO BE HELD NOVEMBER 8, 2001
 
                               TABLE OF CONTENTS
 

<Table>
<Caption>
                                                               PAGE
                                                               ----
<S>                                                            <C>
Information Concerning Solicitation and Voting..............     1

Proposal No. 1 -- Election of Directors.....................     3
  Security Ownership of Certain Beneficial Owners and
     Management.............................................     6
  Director Compensation.....................................     7
  Executive Compensation and Other Information..............     7
  Certain Relationships and Related Transactions............    11
  Compensation Committee Interlocks and Insider
     Participation..........................................    11
  Report of the Compensation Committee......................    11
  Audit Committee Report....................................    14
  Relationship with Independent Auditors....................    15
  Comparative Stock Performance.............................    16
P
roposal No. 2 -- Ratification of Appointment of Independent
  Auditors..................................................    16
Section 16(a) Beneficial Ownership Reporting Compliance.....    17
Other Matters...............................................    17
</Table>


<PAGE>
 
                            LAM RESEARCH CORPORATION
                                   

                                   
                             ---------------------
 
            PROXY STATEMENT FOR 2001 ANNUAL MEETING OF STOCKHOLDERS
 
                 INFORMATION CONCERNING SOLICITATION AND VOTING
 
GENERAL
 
     The enclosed proxy is solicited on behalf of Lam Research Corporation, a
Delaware corporation (the "Company"), for use at the Annual Meeting of
Stockholders to be held Thursday, November 8, 2001 at 11:00 a.m., local time
(the "Annual Meeting"), or for any adjournment thereof, for the purposes set
forth herein and in the accompanying Notice of Annual Meeting of Stockholders.
The Annual Meeting will be held at the principal executive offices of the
Company at 4650 Cushing Parkway, Fremont, California 94538. The Company's
telephone number at that location is (510) 659-0200.
 
     These proxy solicitation materials will be mailed on or about October 12,
2001 to all stockholders entitled to vote at the meeting. A copy of Lam Research
Corporation's 2001 Annual Report to Stockholders accompanies this Proxy
Statement.
 
RECORD DATE AND PRINCIPAL SHARE OWNERSHIP
 
     Stockholders of record at the close of business on September 14, 2001 are
entitled to receive notice of and to vote at the Annual Meeting. At the record
date, 126,025,953 shares of the Company's Common Stock were outstanding.
 
REVOCABILITY OF PROXIES
 
     Any proxy given pursuant to this solicitation may be revoked by the person
giving it at any time before its use by delivering to the Company a written
notice of revocation or a duly executed proxy bearing a later date, or by
attending the Annual Meeting and voting in person. However, attending the Annual
Meeting in and of itself does not constitute a revocation of a proxy.
 
VOTING AND SOLICITATION
 
     Each stockholder voting on the election of directors may cumulate such
stockholder's votes and give one candidate a number of votes equal to the number
of directors to be elected (seven at this meeting) multiplied by the number of
shares held by such stockholder, or distribute the stockholder's votes on the
same principle among as many candidates as the stockholder deems appropriate.
However, votes cannot be cast for more than seven candidates. No stockholder
shall be entitled to cumulate votes for a candidate unless the candidate's name
has been placed in nomination prior to the voting.
 
     Where no vote is specified or where a vote FOR all nominees is marked, the
cumulative votes represented by a proxy will be cast, unless contrary
instructions are given, at the direction of the proxy holders in order to elect
as many nominees as believed possible under the then-prevailing circumstances.
If a stockholder desires to cumulate his or her votes, the accompanying proxy
card should be marked to indicate clearly that the stockholder desires to
exercise the right to cumulate votes and should specify how the votes are to be
allocated among the nominees for directors. For example, a stockholder may write
next to the name of the nominee or nominees for whom the stockholder desires to
cast votes the number of votes to be cast for such nominee or nominees.
Alternatively, without exercising his or her right to vote cumulatively, a
stockholder may instruct the proxy holders not to vote for one or more nominees
by writing the name(s) of such nominee or nominees on the space provided on the
proxy card. Unless indicated to the contrary in the space provided on the proxy
card, if a stockholder withholds authority to vote for one or more nominees, all
cumulative votes of such stockholder will be distributed among the remaining
nominees at the discretion of the proxy holders.
 
     On all other matters, each share has one vote.

<PAGE>
 
     Votes cast by proxy or in person at the Annual Meeting will be tabulated by
the Inspector of Elections (the "Inspector"). The Inspector will also determine
whether or not a quorum is present. The seven candidates for election as
directors at the Annual Meeting who receive the highest number of affirmative
votes will be elected. The ratification of the independent auditors for the
Company for the current year will require the affirmative vote of a majority of
the shares of the Company's Common Stock present or represented at the Annual
Meeting and voting on that matter.
 
     In general, Delaware law provides that a quorum consists of a majority of
the shares entitled to vote at the Annual Meeting. Abstentions will be treated
as shares that are present or represented and entitled to vote for purposes of
determining the presence of a quorum but will not be treated as votes in favor
of approving any matter submitted to the stockholders for a vote. Thus,
abstentions will have the same effect in this regard as negative votes. Any
proxy that is properly dated, executed and returned using the form of proxy
enclosed will be voted at the Annual Meeting in accordance with the instructions
of the stockholder. If no specific instructions are given, the shares will be
voted for the election of directors, for ratification of the appointment of the
designated independent auditors and, with respect to any other matter or matters
that may come before the meeting, as the proxy holders deem advisable in
accordance with their best judgment. If a broker indicates on the enclosed proxy
or its substitute that it does not have discretionary authority as to certain
shares to vote on a particular matter ("broker non-votes"), or with respect to
shares as to which proxy authority has been withheld with respect to a matter,
those shares will be counted as present in determining whether a quorum for the
meeting is present but will not be considered as present or represented with
respect to that matter. Thus broker non-votes will have no effect on either of
the two proposals being voted on at the Annual Meeting. The Company believes
that the tabulation procedures to be followed by the Inspector are consistent
with the general statutory requirements in Delaware concerning voting of shares
and determination of a quorum.
 
     The cost of soliciting proxies will be borne by the Company. The Company
may reimburse brokerage firms and other persons representing beneficial owners
of shares for their expenses in forwarding solicitation materials to such
beneficial owners. Proxies may also be solicited by certain of the Company's
directors, officers and regular employees, without additional compensation,
personally or by telephone or other communication means.
 
STOCKHOLDER PROPOSALS TO BE INCLUDED IN THE COMPANY'S 2002 PROXY STATEMENT
 
     Pursuant to Rule 14a-8(e) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), some stockholder proposals may be eligible for
inclusion in the Company's 2002 Proxy Statement. Any such proposal must be
received by the Company no later than June 13, 2002. Stockholders interested in
submitting such a proposal are advised to contact counsel familiar with the
detailed requirements of the applicable securities rules.
 
STOCKHOLDER PROPOSALS AND NOMINATIONS TO BE VOTED ON AT 2002 ANNUAL MEETING
 
     Stockholders of the Company may submit proposals, in addition to Rule
14a-8(e) proposals referred to above, that they believe should be voted on at
the 2002 Annual Meeting, or nominate persons for election to the Board of
Directors. In accordance with the Company's bylaws, any such proposal or
nomination for the 2002 annual meeting, currently scheduled for November 7,
2002, must be submitted in writing and received by the Secretary of the Company
no earlier than August 10, 2002 and not later than September 6, 2002. The
submission must include certain specified information concerning the proposal or
nominee, as the case may be, and information about the proponent and the
proponent's ownership of Common Stock of the Company. Proposals or nominations
that do not meet these requirements will not be entertained at the 2002 Annual
Meeting. Submissions or questions should be sent to: George Schisler, Office of
the Secretary, Lam Research Corporation, 4650 Cushing Parkway, Fremont,
California 94538.
 
                                        2

<PAGE>
 
 
                                PROPOSAL NO. 1
 
                             ELECTION OF DIRECTORS
 
NOMINEES
 
     A board of seven directors is to be elected at the Annual Meeting. The
bylaws of the Company provide that the number of directors shall be fixed at
seven. The proxies cannot be voted for a greater number of persons than the
seven nominees named below. Unless otherwise instructed, the proxy holders will
vote the proxies received by them for the Company's seven nominees named below,
each of whom is currently a director of the Company. If any nominee of the
Company should decline or be unable to serve as a director as of the time of the
Annual Meeting, the proxies will be voted for any substitute nominee whom shall
be designated by the present Board of Directors to fill the vacancy. The Company
is not aware of any nominee who will be unable or will decline to serve as a
director. In the event that additional persons are nominated for election as
directors, the proxy holders intend to vote all proxies received by them in such
a manner in accordance with cumulative voting as will assure the election of as
many of the nominees listed below as possible, and in such event the specific
nominees to be voted for will be determined by the proxy holders. Discretionary
authority to cumulate the votes held by the proxy holders is solicited by this
Proxy Statement. The term of office of each person elected as a director will
continue until the next Annual Meeting of Stockholders, or until a successor has
been elected and qualified.
 
 
        THE BOARD OF DIRECTORS OF THE COMPANY RECOMMENDS A VOTE "FOR"
                         EACH OF THE SEVEN NOMINEES FOR
                           DIRECTOR SET FORTH BELOW.
 
     The following table sets forth certain information concerning the nominees,
which is based on data furnished by them:
 

<Table>
<Caption>
                                              DIRECTOR   PRINCIPAL OCCUPATION AND BUSINESS EXPERIENCE
NOMINEES FOR DIRECTOR                   AGE    SINCE                DURING PAST FIVE YEARS
---------------------                   ---   --------   --------------------------------------------
<S>                                     <C>   <C>        <C>
James W. Bagley.......................  62      1997     Mr. Bagley has been Chief Executive Officer
                                                         and a director of the Company since August
                                                         1997. Since September 1998, Mr. Bagley has
                                                         also served as Chairman of the Board of
                                                         Directors. From June 1996 until its merger
                                                         with Lam in August 1997, Mr. Bagley served
                                                         as Chairman of the Board and Chief Executive
                                                         Officer of OnTrak Systems, Inc. Prior to
                                                         joining OnTrak, Mr. Bagley was employed by
                                                         Applied Materials, Inc., most recently as
                                                         Chief Operating Officer and Vice Chairman of
                                                         the Board. Mr. Bagley began his career in
                                                         the semiconductor industry with Texas
                                                         Instruments, Inc., where he held various
                                                         positions over a 15-year period. He is
                                                         currently a director of Teradyne, Inc., Wind
                                                         River Systems, Inc., and Micron Technology,
                                                         Inc.
</Table>

 
                                        3

<PAGE>
 

<Table>
<Caption>
                                              DIRECTOR   PRINCIPAL OCCUPATION AND BUSINESS EXPERIENCE
NOMINEES FOR DIRECTOR                   AGE    SINCE                DURING PAST FIVE YEARS
---------------------                   ---   --------   --------------------------------------------
<S>                                     <C>   <C>        <C>
David G. Arscott(1,2).................  57      1980     Mr. Arscott has been a director of the
                                                         Company since 1980, and was Chairman of the
                                                         Board of Directors from 1982 to 1984. Since
                                                         1988 he has been a General Partner of
                                                         Compass Management Partners, an investment
                                                         management firm. From 1978 to 1988, Mr.
                                                         Arscott was a Managing General Partner of
                                                         Arscott, Norton & Associates, a venture
                                                         capital firm. Mr. Arscott currently is a
                                                         director of Silicon Valley Research, Inc.
Robert M. Berdahl(1)..................  64      2001     Dr. Berdahl has been a director of the
                                                         Company since January 2001. Since 1997 he
                                                         has served as Chancellor of the University
                                                         of California, Berkeley. From 1993 to 1997
                                                         Dr. Berdahl was President of the University
                                                         of Texas at Austin and from 1986 to 1993 he
                                                         was Vice Chancellor of Academic Affairs of
                                                         the University of Illinois at Urbana-
                                                         Champaign.
Richard J. Elkus, Jr.(1)..............  66      1997     Mr. Elkus has been a director of the Company
                                                         since August 1997. Since 1996 he has served
                                                         as Co-Chairman of Voyan Technology. From
                                                         February 1994 until April 1997, Mr. Elkus
                                                         was Vice Chairman of the Board of Tencor
                                                         Instruments, Inc. From February 1994 to
                                                         September 1996, Mr. Elkus was Executive Vice
                                                         President of Tencor. He is currently a
                                                         director of KLA-Tencor Corporation, Virage
                                                         Logic and Sopa SA.
Jack R. Harris(1,2)...................  59      1982     Mr. Harris has been a director of the
                                                         Company since 1982. From 1986 until
                                                         September 1999, Mr. Harris was Chairman,
                                                         Chief Executive Officer and President of
                                                         Optical Specialties, Inc. Mr. Harris is
                                                         currently Chairman of HT, Inc., First
                                                         Derivative Systems, and Innovative Robotics
                                                         Solutions. Mr. Harris is also a director of
                                                         Metara.
Grant M. Inman(1,2)...................  59      1981     Mr. Inman has been a director of the Company
                                                         since 1981. Mr. Inman is currently a General
                                                         Partner of Inman Investment Management. From
                                                         1985 until 1998, Mr. Inman was a General
                                                         Partner of Inman & Bowman. He is currently a
                                                         director of Paychex, Inc. and Wind River
                                                         Systems, Inc. Mr. Inman is currently a
                                                         Trustee of the University of California,
                                                         Berkeley, and the University of Oregon.
</Table>

 
                                        4

<PAGE>
 

<Table>
<Caption>
                                              DIRECTOR   PRINCIPAL OCCUPATION AND BUSINESS EXPERIENCE
NOMINEES FOR DIRECTOR                   AGE    SINCE                DURING PAST FIVE YEARS
---------------------                   ---   --------   --------------------------------------------
<S>                                     <C>   <C>        <C>
Kenneth M. Thompson(1)................  65      1998     Mr. Thompson has been a director of the
                                                         Company since 1998. Prior to joining the
                                                         Board, Mr. Thompson was employed by Intel
                                                         Corporation for 25 years in various
                                                         management positions, most recently as Vice
                                                         President of Technology Manufacturing
                                                         Engineering. Mr. Thompson currently serves
                                                         as a director of PRI Automation, Inc., and
                                                         Baguda Wear Inc.
</Table>

 
---------------
 
(1) Member of Audit Committee.
 
(2) Member of Compensation Committee.
 
BOARD MEETINGS AND COMMITTEES
 
     The Board of Directors of the Company held a total of five regularly
scheduled or special meetings during the fiscal year ended June 24, 2001. The
Board of Directors has an Audit Committee and a Compensation Committee. There is
no Nominating Committee or committee performing the functions of a nominating
committee.
 
     The Audit Committee, which consisted of Messrs. Arscott, Berdahl, Elkus,
Harris, Inman, and Thompson, all non-employee directors, held five meetings
during fiscal 2001. Mr. Berdahl joined the Audit Committee as of January 2001.
This committee recommends to the Board for its approval, and for ratification by
the stockholders, the engagement of the Company's independent auditors to serve
the following fiscal year, reviews the scope of the audit, considers comments
made by the independent auditors with respect to accounting procedures and
internal controls and the consideration given thereto by the Company's
management, and reviews internal accounting procedures and controls with the
Company's financial and accounting staff.
 
     The Compensation Committee, which consisted of Messrs. Arscott, Harris and
Inman had two meetings during fiscal 2001. This committee recommends salaries,
incentives and other forms of compensation for directors, officers and other
employees of the Company, administers the Company's various incentive
compensation and benefit plans, and recommends policies relating to such
compensation and benefit plans. This committee also approves grants of stock
options, restricted stock, deferred stock and performance share awards to
officers and other employees of the Company.
 
                                        5

<PAGE>
 

                         SECURITY OWNERSHIP OF CERTAIN
                        BENEFICIAL OWNERS AND MANAGEMENT
 
     The table below sets forth the beneficial ownership of shares of Common
Stock of the Company by: (i) each person or entity whom, based on information
obtained, the Company believes beneficially owned more than 5% of the Company's
Common Stock, and the address of each such person or entity ("5% stockholder");
(ii) each current director of the Company; (iii) each named executive officer
("named executive") described below in the section of this proxy statement
captioned "Executive Compensation and Other Information"; and (iv) all current
directors and current executive officers as a group. With the exception of 5%
stockholders, the information below concerning the number of shares beneficially
owned is provided with respect to holdings as of September 14, 2001 and, with
respect to the 5% stockholders, the information below is provided with respect
to holdings as of June 24, 2001 (unless otherwise identified). The percentage is
calculated using 126,025,953 as the number of shares outstanding as of September
14, 2001.
 

<Table>
<Caption>
 
                                                                   SHARES         PERCENT OF
            NAME OF PERSON OR IDENTITY OF GROUP               BENEFICIALLY OWNED     CLASS
            -----------------------------------               ------------------   ----------
<S>                                                           <C>                  <C>
Fidelity Management & Research
  82 Devonshire Street
  Boston, Massachusetts 02109...............................      18,045,774(1)      14.32%
Putnam Investment Management, Inc.
  1 Post Office Square
  Boston, Massachusetts 02109...............................       6,322,705(1)       5.02%
James W. Bagley.............................................       4,079,250(2)       3.24%
David G. Arscott............................................         240,417(2)          *
Richard J. Elkus, Jr........................................          98,370(2)          *
Jack R. Harris..............................................         156,000(2)          *
Grant M. Inman..............................................         237,499(2)          *
Kenneth M. Thompson.........................................          48,000(2)          *
Robert Berdahl..............................................               0
Stephen G. Newberry.........................................         885,000(2,4)        *
Mercedes Johnson............................................         172,526(2)
Nicolas Bright..............................................         148,549(2,5)        *
Craig Garber................................................          75,490(2,6)        *
All current directors and current executive officers as a
  group (13 persons)(3).....................................       6,171,307(2)       4.90%
</Table>

 
---------------
 
 *  Less than one percent.
 
(1) This information was obtained from the Nasdaq National Market, Inc., and was
    identified as representing the entity's quarterly 13F filings reflecting
    holdings as of June 24, 2001.
 
(2) Includes 3,779,250, 156,000, 66,000, 138,000, 120,000, 48,000, 825,000,
    161,100, 147,712, and 72,606 shares subject to outstanding options that are
    currently exercisable or exercisable within 60 days after September 14, 2001
    in favor of Mr. Bagley, Mr. Arscott, Mr. Elkus, Jr., Mr. Harris, Mr. Inman,
    Mr. Thompson, Mr. Newberry, Ms. Johnson, Mr. Bright, and Mr. Garber,
    respectively. Mr. Garber shares include 25,545 shares held by his spouse.
 
(3) Current directors and current executive officers include: Mr. Bagley, Mr.
    Arscott, Mr. Elkus, Jr., Mr. Harris, Mr. Inman, Mr. Thompson, Mr. Berdahl,
    Mr. Newberry, Ms. Johnson, Mr. Bright, Mr. Garber, Mr. Mark Frey, and Mr.
    Scott Landstrom.
 
(4) On August 24, 2001, the Stephen and Shelly Newberry Living Trust (the
    "Trust") entered into a two year variable pre-paid forward contract. At
    maturity on August 25, 2003, the Trust will deliver a minimum of 40,000
    shares of common stock and a maximum of 60,000 shares based upon the closing
 
                                        6

<PAGE>
 
    offer price at the close of trading on the maturity date. At the Trust's
    option, it may deliver cash in an amount equivalent to the value of the
    required number of shares on the maturity date.
 
(5) Includes 240 shares held in trust for dependent children.
 
(6) Includes 891 shares held in name of spouse.
 
                             DIRECTOR COMPENSATION
 
     Directors who are not employees of the Company receive annual retainers of
$36,000. In addition, each person who is a non-employee director is
automatically granted on or about December 15 of each calendar year an option to
purchase 12,000 shares of the Company's Common Stock under the Company's Amended
and Restated 1991 Incentive Stock Option Plan or Amended and Restated 1997 Stock
Incentive Plan, at an exercise price per share equal to the fair market value of
one share of the Company's Common Stock on the date of grant. Each option has a
term of ten years and is immediately exercisable. The plans provide that
unexercised options may be exercisable for specified periods following
termination of director status, whether by death, disability or retirement,
determined by years of service as a director to the Company.
 

                  EXECUTIVE COMPENSATION AND OTHER INFORMATION
 
SUMMARY OF CASH AND CERTAIN OTHER COMPENSATION
 
     The following table provides, for the three fiscal years ended June 24,
2001, June 25, 2000, and June 30, 1999, respectively, certain summary
information concerning compensation paid or accrued by the Company to or on
behalf of the Company's Chief Executive Officer, James W. Bagley, and each of
the four other most highly compensated executive officers of the Company
(determined at the end of the last fiscal year) (the "named executives").
 
                           SUMMARY COMPENSATION TABLE
 

<Table>
<Caption>
                                               ANNUAL COMPENSATION                LONG-TERM COMPENSATION
                                    -----------------------------------------   ---------------------------
                                                                    OTHER                       NUMBER OF
                                                                    ANNUAL       RESTRICTED     SECURITIES     ALL OTHER
         NAME AND                                                  COMPEN-         STOCK        UNDERLYING      COMPEN-
    PRINCIPAL POSITION       YEAR   SALARY($)(1)   BONUS($)(1)   SATION($)(3)   AWARDS($)(5)    OPTIONS(#)     SATION($)
    ------------------       ----   ------------   -----------   ------------   ------------   ------------   ------------
<S>                          <C>    <C>            <C>           <C>            <C>            <C>            <C>
James W. Bagley............  2001      97,704                          129
  Chairman of the Board and  2000      99,507                           96                                        4,758(6)
  Chief Executive Officer    1999      91,704                       17,632(11)                  1,440,000         4,738(6)
Stephen G. Newberry........  2001     487,696        300,000           528                                      126,310(7)
  President and Chief        2000     471,942                        1,539                                      126,310(7)
  Operating Officer          1999     416,479                        1,252                        900,000       126,321(7)
Nick Bright................  2001     323,790        161,084                                                      5,164(8)
  Vice President and
  General                    2000     317,350          4,493                                       59,000         8,020(8)
  Manager of Global
  Products                   1999     210,896                                                     135,000
Mercedes Johnson...........  2001     307,162        202,500(2)         94                         38,000(12)     6,698(9)
  Vice President, Finance,
  and                        2000     297,043         37,500(2)         99                                        6,315(9)
  Chief Financial Officer    1999     241,295         37,500(2)        826                        240,000         4,714(9)
Craig Garber...............  2001     198,850        189,469(4)                                    14,000(12)     5,029(10)
  Vice President, Corporate  2000     188,047         60,367(4)                                                     799(10)
  Finance, and Treasurer     1999     154,187         38,799(4)                                    66,000           904(10)
</Table>

 
---------------
 
 (1) Includes amounts and bonuses earned in fiscal 2001, 2000, and 1999 but
     deferred at the election of executive officer under the Company's deferred
     compensation plans and the Company's Employee Savings Plus Plan, a
     qualified defined contribution plan under Section 401(k) of the Internal
     Revenue Code of 1986 (as amended).
 
                                        7

<PAGE>
 
 (2) Includes a bonus of $37,500 paid on the anniversary of Ms. Johnson's
     employment and an additional bonus paid during fiscal 2001.
 
 (3) Includes interest earned on deferred compensation, to the extent that the
     interest rate exceeded 120% of the applicable federal long-term rate.
 
 (4) Consists of salary bonus in the amount of $174,469, $45,367 and $23,799 for
     2001, 2000 and 1999, respectively; and forgivable loan of $15,000 for 2001,
     2000 and 1999.
 
 (5) No dividends are paid on restricted stock. The Company last issued
     restricted stock awards in June 1996.
 
 (6) Consists of the Company's matching contributions to the Company's 401(k)
     plan in the amounts of $1,947 for 2000, and $1,597 for 1999; and $2,811 and
     $3,141 for term life insurance premiums for 2000 and 1999, respectively.
 
 (7) Includes for fiscal 2001, 2000, and 1999 $125,000 reflecting Mr. Newberry's
     interest in signing bonus received at the outset of his employment with the
     Company and held in his deferred compensation account, which interest
     vested on the first anniversary of his employment with the Company. See
     "Employment and Termination Agreements, Changes of Control Arrangements and
     Retirement Benefits," "Employment Agreement with Steven G. Newberry",
     below. Also includes $1,310, $1,310, and $1,321 for term life insurance
     premiums for 2001, 2000 and 1999, respectively.
 
 (8) Consists of the Company's matching contributions to the Company's 401(k)
     plan in the amounts of $5,164 for 2001, and $8,020 for 2000.
 
 (9) Consists of the Company's matching contributions to the Company's 401(k)
     plan in the amounts of $5,388 for 2001, $5,260 for 2000, and $3,640 for
     1999; and $1,310, $1,055, $1,074, for term life insurance premiums for
     2001, 2000, and 1999, respectively.
 
(10) Consists of the Company's matching contributions to the Company's 401(k)
     plan in the amounts of $4,229 for 2001; and $800, $799, and $904 for term
     life insurance premiums paid in 2001, 2000 and 1999, respectively.
 
(11) Includes $9,979 and $4,998 in Company-provided reimbursements for certain
     medical and health services.
 
(12) The Company agreed with each officer to rescind the listed stock option
     award in August 2001.
 
STOCK PLANS
 
     The following table summarizes stock option grants made to the named
executives during the fiscal year ended June 24, 2001. The Company does not
grant stock appreciation rights (SARs).
 
                       OPTION GRANTS IN LAST FISCAL YEAR
 

<Table>
<Caption>
                                               INDIVIDUAL GRANTS
                               --------------------------------------------------   POTENTIAL REALIZABLE VALUE AT
                                             PERCENT OF                                ASSUMED ANNUAL RATES OF
                               NUMBER OF    TOTAL OPTIONS   EXERCISE                STOCK PRICE APPRECIATION FOR
                               SECURITIES    GRANTED TO     OF BASE                          OPTION TERM
                               UNDERLYING   EMPLOYEES IN     PRICE     EXPIRATION   -----------------------------
            NAME               OPTIONS(#)    FISCAL YEAR     ($/SH)       DATE           5%             10%
             (A)                  (B)            (C)          (D)         (E)           (F)             (G)
            ----               ----------   -------------   --------   ----------   ------------   --------------
<S>                            <C>          <C>             <C>        <C>          <C>            <C>
Mercedes Johnson(1)..........    38,000          1.26%       $38.75     6/27/10     $926,047.34    $2,346,785.77
                                 ------         -----        ------     -------     -----------    -------------
Craig Garber(1)..............    14,000           .46%       $38.75     6/27/10     $341,175.34    $  864,605.28
                                 ------         -----        ------     -------     -----------    -------------
</Table>

 
---------------
 
(1) The Company agreed with each officer to rescind the listed stock option
    award in August 2001.
 
                                        8

<PAGE>
 
     The following table provides certain information concerning the exercise of
options to purchase the Company's Common Stock in the fiscal year ended June 24,
2001, and the unexercised options held as of June 24, 2001 by the named
executives.
 
      AGGREGATED OPTION EXERCISES BY NAMED EXECUTIVES IN LAST FISCAL YEAR,
                       AND FISCAL YEAR-END OPTION VALUES
 

<Table>
<Caption>
                                                                                        VALUE OF UNEXERCISED IN-THE-
                                                           NO. OF UNEXERCISED FISCAL       MONEY OPTIONS AT FISCAL
                         NO. OF SHARES                             YEAR-END                      YEAR-END(2)
                          ACQUIRED ON    VALUE REALIZED   ---------------------------   -----------------------------
NAME                       EXERCISE          ($)(1)       EXERCISABLE   UNEXERCISABLE   EXERCISABLE    UNEXERCISABLE
----                     -------------   --------------   -----------   -------------   ------------   --------------
<S>                      <C>             <C>              <C>           <C>             <C>            <C>
James W. Bagley........        0               $0          3,660,500        692,500     $67,739,912     $11,857,301
Stephen G. Newberry....        0               $0            825,000      1,125,000     $18,817,988     $14,346,068
Nick Bright............        0               $0            147,556        239,944     $ 3,241,586     $ 3,841,524
Mercedes Johnson(3)....        0               $0            161,100        236,750     $ 3,814,381     $ 3,720,705
Craig Garber(3, 4).....        0               $0             72,606        108,536     $ 1,514,547     $ 1,571,129
</Table>

 
---------------
 
(1) Market value of underlying securities at exercise, minus the exercise price.
 
(2) Market value of underlying securities at fiscal year-end, minus the exercise
    price.
 
(3) Includes 38,000 and 14,000 unexercisable option shares held by Ms. Johnson
    and Mr. Garber, respectively, which were voluntarily rescinded in August
    2001.
 
(4) Includes shares held by spouse.
 
                     EMPLOYMENT AND TERMINATION AGREEMENTS,
             CHANGE OF CONTROL ARRANGEMENTS AND RETIREMENT BENEFITS
 
EMPLOYMENT AGREEMENT WITH JAMES W. BAGLEY
 
     On July 1, 1997, the Company signed an employment agreement with James W.
Bagley which became effective on August 6, 1997 (the "Bagley Agreement"). The
term of the Bagley Agreement is five years, unless earlier terminated by the
Company or Mr. Bagley. The Bagley Agreement provides for a base salary at the
annualized rate of $100,000. Mr. Bagley is not entitled to participate in any
performance bonus plan of the Company, unless otherwise determined by the Board
of Directors. As an incentive to joining the Company, Mr. Bagley was granted
non-qualified stock options to purchase 750,000 shares of Common Stock (the
"Incentive Options"). In lieu of additional base compensation or participation
in performance bonus plans, the Company granted Mr. Bagley non-qualified stock
options to purchase 675,000 shares of Common Stock (the "Base Options"). Under
the Bagley Agreement, Mr. Bagley is also entitled to participate in the
Company's Executive Deferred Compensation Plan and other benefit plans and
compensation programs generally maintained for other key executives of the
Company.
 
     In the event of a change in control of the Company or the involuntary
termination of Mr. Bagley without cause, all unvested Incentive Options will
automatically be accelerated in full so as to become fully vested. Mr. Bagley
will have two years from the date of termination in which to exercise such
options. If Mr. Bagley's employment is involuntarily terminated without cause on
or after the first anniversary of the effective date of the Bagley Agreement, he
will be entitled to receive a lump sum payment of $100,000, and an automatic
vesting of any unvested portion of the Base Options that would have vested
within the 1-year period following the date of such termination (which vested
options may be exercised within two years of termination).
 
     The Bagley Agreement provides that for a period of 12 months following Mr.
Bagley's termination of employment with the Company (other than through
expiration of the Bagley Agreement), Mr. Bagley may not perform services
respecting certain aspects of semiconductor manufacturing equipment and/or
software for anyone other than the Company, and may not solicit any of the
Company's employees to become employed by any other business enterprise.
 
                                        9

<PAGE>
 
EMPLOYMENT AGREEMENT WITH STEPHEN G. NEWBERRY
 
     On August 5, 1997, the Company signed an employment agreement with Stephen
G. Newberry (the "Newberry Agreement"). The term of the Newberry Agreement is
five years, unless earlier terminated by the Company or Mr. Newberry. The
Newberry Agreement provides for a base salary at the annualized rate of
$450,000, which is to be reviewed at least annually by the Board of Directors
for possible increases. Mr. Newberry is not entitled to participate in any
performance bonus plan of the Company, unless otherwise determined by the Board
of Directors. As an incentive to joining the Company, Mr. Newberry was granted
non-qualified stock options to purchase 600,000 shares of Common Stock (the
"Incentive Options"). In lieu of additional base compensation or participation
in performance bonus plans, the Company granted Mr. Newberry non-qualified stock
options to purchase 300,000 shares of Common Stock (the "Base Options").
 
     Under the Newberry Agreement, Mr. Newberry is also entitled to participate
in the Company's Executive Deferred Compensation Plan and other benefit plans
and compensation programs generally maintained for other key executives of the
Company. Mr. Newberry also received a deferred signing bonus in the amount of
$500,000, the entire amount of which was held in a deferred compensation
account, pursuant to the Company's Executive Deferred Compensation Plan, with
Mr. Newberry's interest in the account vesting in equal installments of 25% on
each of the first four anniversaries following August 5, 1997.
 
     In the event of a change in control of the Company or involuntary
termination without cause, all unvested Incentive Options will automatically be
accelerated in full so as to become fully vested, as will any Base Options that
would have vested within the 1-year period following the date of such
termination. Mr. Newberry will have two years from the date of termination in
which to exercise such options. If Mr. Newberry's employment is involuntarily
terminated without cause on or after the first anniversary of the effective date
of the Newberry Agreement, he will be entitled to receive a lump sum payment
equal to one times his then annual base compensation.
 
     The Newberry Agreement provides that for a period of 12 months following
Mr. Newberry's termination of employment with the Company (other than through
expiration of the Newberry Agreement), Mr. Newberry may not solicit any of the
Company's employees to become employed by any other business enterprise.
 
EMPLOYMENT AGREEMENT WITH MERCEDES JOHNSON
 
     On December 11, 1999, the Company signed an employment agreement with
Mercedes Johnson (the "Johnson Agreement"). The term of the Johnson Agreement is
three years, unless earlier terminated by the Company or Ms. Johnson. The
Johnson Agreement provides for a base salary, which is unspecified and is to be
reviewed at least annually by the Board of Directors for possible increases. Ms.
Johnson is not entitled to participate in any performance bonus plan of the
Company, unless otherwise determined by the Board of Directors. As an incentive
to joining the Company, Ms. Johnson was granted non-qualified stock option to
purchase 225,000 shares of Common Stock; and during 1998, Ms. Johnson was
granted non-qualified stock options to purchase an additional 330,000 shares of
Common Stock (collectively, these option grants are referred to as the
"Incentive Options"). Under the Johnson Agreement, Ms. Johnson is entitled to
participate in the Company's Executive Deferred Compensation Plan and other
benefit plans and compensation programs generally maintained for other key
executives of the Company.
 
     In the event of Ms. Johnson's involuntary termination without cause, Ms.
Johnson will be placed on a one year leave of absence beginning on the
termination date. During the leave of absence, Ms. Johnson will continue to make
herself available for special projects as are delegated to her by the Company's
Chief Executive Officer. She will receive her base compensation, any targeted
bonus, her executive benefits (except those that are available only to active
Lam employees), and continued vesting of all previously granted stock options
during the leave of absence. If the involuntary termination occurs after a
change in control of the company, the Incentive Options shall automatically be
accelerated in full so as to become completely vested on the termination date.
 
                                        10

<PAGE>
 
     The Johnson Agreement also provides that for a period of six months
following the termination of any leave of absence arising as a result of
involuntary termination Ms. Johnson may not solicit any of the Company's
employees to become employed in any other business enterprise.
 
CHANGE OF CONTROL ARRANGEMENTS
 
     In addition to the change of control provisions in the foregoing
agreements, the Company's Stock Option Plans and Employee Stock Purchase Plans
provide that, upon a merger of the Company with or into another corporation, or
the sale of substantially all of the assets of the Company, each outstanding
option or right to purchase Common Stock shall be assumed, or an equivalent
option or right substituted by the successor corporation or a parent or
subsidiary of the successor corporation. In the event that the successor
corporation does not agree to assume the option or right, or substitute an
equivalent option or right, some or all of the options granted under certain of
the Stock Option Plans shall be fully exercisable and all of the rights granted
under the Employee Stock Purchase Plans shall be fully exercisable following the
merger for a period from the date of notice by the Board of Directors. Following
the expiration of such periods, the options and rights will terminate. Under
certain other Stock Option Plans, the Plan Administrator may make other
adjustments or provisions to compensate option holders.
 
RETIREMENT MEDICAL AND DENTAL BENEFITS
 
     The Board of Directors approved a plan in July 1996 allowing executives who
retire from the Company to continue to participate in the Company's group
medical and dental plans after retirement. Additionally, in July 1998, the Board
amended the Executive Deferred Compensation Plan to provide that any participant
55 years or older may petition the Board for an early distribution of benefits
under the Plan. Any such early distribution would not affect a participant's
ability to continue to participate and earn benefits under this Plan.
 
 
                CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 
LOAN TO STEPHEN G. NEWBERRY
 
     In May 2001, Stephen G. Newberry signed a promissory note with the Company
entitling him to borrow up to $1,000,000 from the Company at 6.75% simple
interest. The loan is secured by a mortgage on Mr. Newberry's personal residence
and is repayable, in full, no later than May 8, 2005. As of October 1, 2001 Mr.
Newberry has been advanced $800,000 against that promissory note.
 
 
         COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION
 
     No persons who were members of the Compensation Committee during fiscal
year 2001 had any relationship requiring disclosure under this section.
 
                      REPORT OF THE COMPENSATION COMMITTEE
 
     Notwithstanding anything to the contrary set forth in any of the Company's
previous filings under the Securities Act of 1933, as amended ("Securities
Act"), or the Securities Exchange Act of 1934, as amended ("Exchange Act"), that
might incorporate all or portions of future filings, including this Proxy
Statement, the following Report of the Compensation Committee, and the
Performance Graph below, shall not be incorporated by reference into any such
filings, nor shall they be deemed to be soliciting material or deemed filed with
the Securities and Exchange Commission ("SEC") under the Securities Act or the
Exchange Act.
 
     The Compensation Committee (the "Committee") of the Board of Directors,
composed of three non-employee directors, determines and administers the
Company's executive compensation policies and programs. This committee also
approves grants of stock options, restricted stock, deferred stock and
performance share awards to officers and other employees of the Company.
 
                                        11

<PAGE>
 
COMPENSATION POLICIES
 
     One of the Committee's primary goals in setting compensation policies is to
maintain competitive, progressive programs to attract, retain and motivate
high-caliber executives, foster teamwork and maximize the long-term success of
the Company by appropriately rewarding such individuals for their achievements.
Another goal is to provide an incentive to executives to focus efforts on
long-term strategic goals for the Company by closely aligning their financial
interests with stockholder interests. To attain these goals, the Committee has
designed the Company's executive compensation program to include base salary,
annual incentives and long-term incentives.
 
     In formulating and administering the individual elements of the Company's
executive compensation program, the Committee emphasizes planning, implementing
and achieving long-term objectives and strives to use prudent judgment in
establishing performance objectives, evaluating performance and determining
actual incentive awards.
 
     The Committee believes that the Company's executive compensation programs
have met these objectives. The Company has been able to attract and retain the
executive talent necessary to support the corporation and promote long-term
growth. The Company has also been able to reduce the payment of bonuses during
those periods in which the Company's revenue and gross margins were depressed.
 
COMPENSATION COMPONENTS
 
  BASE SALARY
 
     The Committee establishes the base salaries of executive officers, after
review of relevant data of other executives with similar responsibilities from
published industry reports and surveys of similarly situated companies.
Accordingly, the Committee strives to maintain the Company's annual executive
salaries at levels competitive with the market average base salaries of
executive officers in similar positions. The market comprises similarly sized
high-technology companies within and outside the Company's industry. In
addition, a large portion of each executive officer's compensation may be annual
incentives in the form of a cash bonus, provided certain target performance
objectives are met.
 
  ANNUAL INCENTIVES
 
     Incentive bonuses may be provided to executives as part of a competitive
compensation package. The bonus levels are intended to provide the appropriate
elements of variability and risk. Bonus payments may be tied specifically to
targeted corporate performance. The Committee will establish a base bonus
amount, determined through review of a competitive market survey for executives
at similar levels, which will be incrementally reduced if the Company does not
meet its targeted performance or increased if the Company exceeds its targeted
performance. There is no minimum or maximum percentage by which a bonus can be
reduced or increased.
 
  LONG-TERM INCENTIVES
 
  Stock Options
 
     The Committee grants stock options to focus an executive's attention on the
long-term performance of the Company and on maximizing stockholder value. The
grant of stock options is closely tied to individual executive performance. The
Committee grants such stock options after a review of various factors, including
the executive's potential contributions to the Company, current equity ownership
in the Company and vesting rates of existing stock options, if any. Stock
options are granted with an exercise price equal to the current fair market
value of the Company's stock and utilize vesting periods intended to encourage
retention of executive officers. Because of the direct benefit executive
officers receive through improved stock performance, the Committee believes
stock options serve to align the interests of executive officers closely with
those of other stockholders.
 
                                        12

<PAGE>
 
  Restricted Stock
 
     The 1996 Restricted Stock Plan was approved by the Company's stockholders
in 1995. Shares were last issued under the Restricted Stock Plan in June 1996.
The Company does not intend to make any additional restricted stock awards.
 
  Deferred Compensation Plan
 
     Another component of the Company's executive compensation program is the
Executive Deferred Compensation Plan (the "Deferred Plan"), a voluntary,
non-tax-qualified, deferred compensation plan that encourages officers to save
for retirement. Under the Deferred Plan, participants are entitled to defer
compensation until retirement, death, other termination of employment, or until
specified dates. As amended by the Board in July 1998, Deferred Plan
participants 55 years or older may petition the Board for an early distribution
of benefits, which early distribution would not affect the participant's ability
to continue to participate or earn benefits under the Deferred Plan.
Participants receive a fixed-rate yield based on the average annual interest
rate of 10-year United States Treasury Notes for the previous ten years. An
enhanced yield of up to 115% of the fixed-rate yield will be payable in the
event of death, retirement under certain circumstances, and termination of
employment after plan participation for a specified number of years. Because the
benefits of the Deferred Plan increase with each year of participation, offering
the Deferred Plan to executives encourages them to stay with the Company.
 
COMPENSATION OF CHIEF EXECUTIVE OFFICER
 
     The Committee bases the compensation of the Company's Chief Executive
Officer on the policies and procedures described above. In determining the Chief
Executive Officer's base salary and bonus (if any), the Committee examines
compensation levels for other chief executive officers in high-technology firms
within and outside the industry. The Committee compares this information to the
relevant performance of such firms relative to the Company's performance.
 
  James W. Bagley
 
     In accordance with the Bagley Agreement, Mr. Bagley, Chief Executive
Officer since August 6, 1997, was to receive a base salary in fiscal 2001 of
$100,000. Mr. Bagley is not entitled to participate in any performance bonus
plan of the Company, unless otherwise determined by the Board of Directors. As
an incentive to joining the Company, Mr. Bagley was granted in 1997
non-qualified stock options to purchase 1,425,000 shares of Common Stock and
received an additional grant in fiscal 1999 of options to purchase 1,440,000
shares of Common Stock. See the discussion of Mr. Bagley's Employment Agreement
in "Employment and Termination Agreements, Change of Control Arrangements and
Retirement Benefits," above.
 
                                        13

<PAGE>
 
EFFECT OF SECTION 162(m) OF THE INTERNAL REVENUE CODE
 
     Section 162(m) of the Code generally limits the corporate deduction for
compensation paid to certain executive officers to $1 million, unless the
compensation is performance-based. The Committee has carefully considered the
potential impact of this tax code provision on the Company and has concluded in
general that the best interests of the Company and the stockholders will be
served if certain of the Company's stock-based long-term incentives qualify as
performance-based compensation within the meaning of the Code. It is the
Committee's intention that, so long as it is consistent with the Company's
overall compensation objectives, virtually all executive compensation will be
deductible by the Company for federal income tax purposes.
 
                              COMPENSATION COMMITTEE
                              David G. Arscott
                              Jack R. Harris
                              Grant M. Inman
 
                             AUDIT COMMITTEE REPORT
 
     Under the guidance of a written charter adopted by the Board of Directors,
the purpose of the Audit Committee is to monitor the integrity of the financial
statements of the company, oversee the independence of the Company's independent
auditors, and recommend to the Board the selection of the independent auditors.
Each of the members of the Audit Committee meets the independence requirements
of NASDAQ. A copy of the charter is included in Appendix A to this proxy
statement.
 
     Management has the primary responsibility for the system of internal
control and the financial reporting process. The independent auditors have the
responsibility to express an opinion on the financial statements based on an
audit conducted in accordance with generally accepted auditing standards. The
Audit Committee has the responsibility to monitor and oversee these processes.
 
     In this context and in connection with the audited financial statements
contained in the Company's Annual Report on Form 10-K, the Audit Committee:
 
     - reviewed and discussed the audited financial statements with the
       Company's management;
 
     - discussed with Ernst & Young LLP, the Company's independent auditors, the
       matters required to be discussed by Statement of Auditing Standards No.
       61, "Communication with Audit Committees," as amended by Statement of
       Auditing Standards No. 90, "Audit Committee Communications;"
 
     - reviewed the letter from Ernst & Young LLP, required by the Independence
       Standards Board Standard No. 1, "Independence Discussions with Audit
       Committees," discussed with the auditors their independence, and
       concluded that the nonaudit service performed by Ernst & Young LLP are
       compatible with maintaining their independence;
 
     - recommended to the Board of Directors, based on the foregoing reviews and
       discussions, that the audited financial statements be included in the
       Company's 2001 Annual Report on Form 10-K for the fiscal year ended June
       24, 2001 filed with the Securities and Exchange Commission; and
 
     - instructed the independent auditors that the Committee expects to be
       advised if there are any subjects that require special attention.
 
                                AUDIT COMMITTEE
                                David G. Arscott
                                Robert M. Berdahl
                                Richard J. Elkus, Jr.
                                Jack R. Harris
                                Grant M. Inman
                                Kenneth M. Thompson
 
                                        14

<PAGE>
 
                     RELATIONSHIP WITH INDEPENDENT AUDITORS
 
     Ernst & Young LLP has audited the Company's consolidated financial
statements since the Company's inception. In accordance with standing policy,
Ernst & Young LLP periodically changes the personnel who work on the audit.
 
     Audit services of Ernst & Young LLP during the 2001 fiscal year included
the examination of our consolidated financial statements and services related to
filings with the Securities and Exchange Commission (SEC) and other regulatory
bodies. Fees for the last annual audit were $605,000 and all other fees were
$679,000, including audit related services of $270,000 and non-audit services of
$409,000. Audit related services generally include fees for statutory audits,
accounting consultations, and SEC registration statements. Non-audit services
generally include fees for tax accounting and consultations.
 
     Ernst & Young LLP did not provide any services related to financial
information systems design and implementation during fiscal 2001.
 
     The Audit Committee reviews summaries of the services provided by Ernst &
Young LLP and the related fees and has determined that the provision of
non-audit services is compatible with maintaining the independence of Ernst &
Young LLP.
 
                                        15

<PAGE>
 
                         COMPARATIVE STOCK PERFORMANCE
 
     Set forth below is a line graph comparing the cumulative total stockholder
return on the Company's Common Stock ("LCRX") for the last five fiscal years
against the cumulative total return on the Nasdaq National Market Index (U.S.
companies only) ("NASDAQ") and a collection of semiconductor equipment stocks
("Semi Equipment Stocks") over the same period. The graph and table assume that
the investment in Lam Common Stock and each index was $100 on July 1, 1996, and
that dividends, if any, were reinvested. This data was furnished by Salomon
Smith Barney. The stock price performance shown on the graph is not necessarily
indicative of future price performance.
 
                            LAM RESEARCH CORPORATION
                    SELECTED SEMICONDUCTOR EQUIPMENT STOCKS
                      NASDAQ NATIONAL MARKET -- U.S. INDEX
 
                        [COMPARATIVE STOCK PERFORMANCE]
 

                                 PROPOSAL NO. 2
              RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS
 
     Unless marked to the contrary, proxies received will be voted "FOR" the
ratification of the appointment of Ernst & Young LLP as the independent auditors
for the Company for the current fiscal year. Ernst & Young LLP has been the
Company's independent auditors since fiscal year 1981.
 
     The audit services of Ernst & Young LLP during fiscal 2001 included the
examination of the consolidated financial statements of the Company and services
related to filings with the SEC and other regulatory bodies.
 
     The Audit Committee of the Company meets with Ernst & Young LLP on an
annual or more frequent basis. At such time, the Audit Committee reviews both
audit and non-audit services performed by Ernst & Young LLP for the preceding
year, as well as the fees charged for such services. Among other things, the
Committee examines the effect that the performance of non-audit services may
have upon the independence
 
                                        16

<PAGE>
 
of the auditors. For more information, see the "Audit Committee Report" and the
"Relationship with Independent Accountants" sections above.
 
     A representative of Ernst & Young LLP is expected to be present at the
Annual Meeting and will have an opportunity to make a statement if he or she so
desires. The representative will also be available to respond to appropriate
questions from the stockholders.
 
     Approval of Proposal No. 2 will require the affirmative vote of a majority
of the outstanding shares of Common Stock present or represented at the Annual
Meeting and voting on the Proposal.
 
 
        THE BOARD OF DIRECTORS OF THE COMPANY RECOMMENDS A VOTE "FOR"
          THE RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS
                   INDEPENDENT AUDITORS FOR FISCAL YEAR 2002.
 

            SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
 
     Section 16(a) of the Exchange Act requires the Company's executive
officers, directors and persons who own more than 10% of a registered class of
the Company's equity securities to file an initial report of ownership on Form 3
and changes in ownership on Forms 4 or 5 with the SEC. Executive officers,
directors and greater than 10% stockholders are also required by SEC rules to
furnish the Company with copies of all Section 16(a) forms they file. Specific
due dates for these reports have been established, and the Company is required
to disclose in this Proxy Statement any failure to file such reports on a timely
basis. Based solely on its review of the copies of such forms received by it, or
written representations from certain reporting persons, the Company believes
that all of these requirements were satisfied during the last fiscal year.
 
 
                                OTHER MATTERS
 
     The Company knows of no other matters to be submitted to the meeting. If
any other matters properly come before the meeting, it is the intention of the
proxy holders named in the enclosed form of Proxy to vote the shares they
represent as the Board of Directors may recommend.
 
     It is important that your stock be represented at the meeting, regardless
of the number of shares which you hold. You are, therefore, urged to execute and
return, at your earliest convenience, the accompanying proxy card in the
envelope which has been enclosed.
 
                                          By Order of The Board of Directors,
 
                                          [/s/ GEORGE M. SCHISLER, JR.]
                                          GEORGE M. SCHISLER, JR.
                                          Assistant Secretary
 
Fremont, California
Dated: October 12, 2001
 
                                        17

<PAGE>
 
                                                                      APPENDIX A
 
                            AUDIT COMMITTEE CHARTER
                      ADOPTED BY THE BOARD OF DIRECTORS OF
                            LAM RESEARCH CORPORATION
 
     COMPOSITION:
 
     The audit committee shall be composed of three or more directors, as
determined by the board of directors, each of whom shall meet the independence
and financial literacy requirements of NASDAQ, and at least one of whom shall
have past employment experience in finance or accounting, requisite professional
certification in accounting, or any other comparable experience or background
which results in the individual's financial sophistication, including being or
having been a chief executive officer, chief financial officer or other senior
officer with financial oversight responsibilities.
 
     Unless a chair is designated by the board of directors, the committee
members may appoint their own chair by majority vote.
 
     RESPONSIBILITIES
 
     1.  Recommend to the board of directors the selection of the independent
auditor, evaluate the performance of the independent auditor and, if so
determined by the audit committee, recommend to the board of directors
replacement of the independent auditor; it being acknowledged that the
independent auditor is ultimately accountable to the board of directors and the
audit committee, as representatives of the stockholders.
 
     2.  Ensure the receipt of, and evaluate, the written disclosures and the
letter that the independent auditor submits to the audit committee regarding the
auditor's independence in accordance with Independence Standards Board Standard
No. 1, discuss such reports with the auditor and, if so determined by the audit
committee in response to such reports, recommend that the board of directors
take appropriate action to address issues raised by such evaluation.
 
     3.  Discuss with the independent auditor the matters required to be
discussed by SAS 61, as it may be modified or supplemented.
 
     4.  Instruct management, the independent auditor and the internal auditor
that the committee expects to be informed if there are any subjects that require
special attention or if they perceive any significant weaknesses in the
company's information and reporting systems.
 
     5.  Meet with management and the independent auditor to discuss the annual
financial statements and the report of the independent auditor thereon, and to
discuss significant issues encountered in the course of the audit work,
including restrictions on the scope of activities, access to required
information and the adequacy of internal financial controls.
 
     6.  Review the management letter delivered by the independent auditor in
connection with the audit.
 
     7.  Meet quarterly with management and the independent auditor to discuss
the quarterly financial statements prior to the filing of the Form 10-Q;
provided that this responsibility may be delegated to the chairman of the audit
committee.
 
     8.  Meet at least once each year in separate executive sessions with
management, the internal auditor and the independent auditor to discuss matters
that any of them or the committee believes could significantly affect the
financial statements and should be discussed privately.
 
     9.  Have such meetings with management, the independent auditor and the
internal auditor as the committee deems appropriate to discuss significant
financial risk exposures facing the company and management's plans for
monitoring and controlling such exposures.
 
                                       A-1

<PAGE>
 
     10.  Review significant changes to the company's accounting principles and
practices proposed by the independent auditor, the internal auditor or
management.
 
     11.  Review the scope and results of internal audits.
 
     12.  Evaluate the performance of the internal auditor and, if so determined
by the audit committee, recommend replacement of the internal auditor.
 
     13.  Conduct or authorize such inquiries into matters within the
committee's scope of responsibility as the committee deems appropriate. The
committee shall be empowered to retain independent counsel and other
professionals to assist in the conduct of any such inquiries.
 
     14.  Provide minutes of audit committee meetings to the board of directors,
and report to the board of directors on any significant matters arising from the
committee's work.
 
     15.  At least annually, review and reassess this charter and, if
appropriate, recommend proposed changes to the board of directors.
 
     16.  Prepare the report required by the rules of the Securities and
Exchange Commission to be included in the company's annual proxy statement.
 
     17.  In the performance of its responsibilities, the Audit Committee is the
representative of the stockholders. However, it is not the responsibility of the
Audit Committee to plan or conduct audits, or to determine whether the company's
financial statements are complete and accurate or in accordance with generally
accepted accounting principles.
 
                                       A-2

<PAGE>
PROXY

          THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
                                       OF
                            LAM RESEARCH CORPORATION
                             IN CONJUNCTION WITH THE
                      2001 ANNUAL MEETING OF STOCKHOLDERS
                                 TO BE HELD ON
                                NOVEMBER 8, 2001

     The undersigned stockholder of LAM RESEARCH CORPORATION, a Delaware
corporation (the "Company"), hereby acknowledges receipt of the Notice of Annual
Meeting of Stockholders and Proxy Statement, each dated October 12, 2001, and
the 2001 Annual Report to Stockholders, and hereby appoints James W. Bagley and
George M. Schisler, Jr., or either of them, proxy holders and attorneys-in-fact,
with full power to each of substitution, on behalf and in the name of the
undersigned, to represent the undersigned at the 2001 Annual Meeting of
Stockholders of LAM RESEARCH CORPORATION to be held on Thursday, November 8,
2001 at 11:00 a.m. local time, at the principal executive offices of the Company
at 4650 Cushing Parkway, Fremont, California 94538, and for any adjournment or
adjournments thereof, and to vote all shares of Common Stock which the
undersigned would be entitled to vote if then and there personally present, on
the matters set forth below and, in their discretion, upon such other matter or
matters which may properly come before the meeting or any adjournment or
adjournments thereof.

     THIS PROXY WILL BE VOTED AS DIRECTED OR, IF NO CONTRARY DIRECTION IS
INDICATED, WILL BE VOTED FOR THE ELECTION OF DIRECTORS, FOR THE RATIFICATION OF
THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE CURRENT
FISCAL YEAR AND, AS SAID PROXY HOLDERS DEEM ADVISABLE, ON SUCH OTHER MATTER OR
MATTERS AS MAY PROPERLY COME BEFORE THE MEETING.

                   CONTINUED AND TO BE SIGNED ON REVERSE SIDE

<PAGE>
                                                    Please mark
                                                    your votes as  [X]
                                                    indicated in
                                                    this example.


THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF THE COMPANY.


1.   Election of Directors:

FOR all nominees listed     WITHHOLD         
below (except as                      
indicated)                                   
                                             
          [ ]               [ ]
                                             
                                             
(IF YOU WISH TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, STRIKE A
LINE THROUGH THAT NOMINEE'S NAME IN THE LIST BELOW)  

David G. Arscott; James W. Bagley; Robert M. Berdahl; Richard J. Elkus, Jr.;
Jack R. Harris; Grant M. Inman; Kenneth M. Thompson

2.   Proposal to ratify the appointment of Ernst & Young LLP as the independent
auditors of the Company for the fiscal year 2002:

         For                Against             Abstain
         [ ]                  [ ]                 [ ]

     (This Proxy should be marked, dated and signed by the stockholder(s)
exactly as his or her name appears hereon, and returned promptly in the
enclosed envelope. Persons signing in a fiduciary capacity should so indicate.
If shares are held by joint tenants or as community property, all such
stockholders should sign.)


Signature(s):

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


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

Dated: --------------------------, 2001
        (Be sure to date Proxy.)

PLEASE MARK, SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY, USING THE ENCLOSED
RETURN-ADDRESSED AND POSTAGE-PAID ENVELOPE.