UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Western Digital Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-08703		33-0956711
(State or Other Jurisdiction of		(Commission File Number)		(I.R.S. Employer Identification No.)
Incorporation or Organization)

20511 Lake Forest Drive
Lake Forest, California		92630
(Address of Principal Executive Offices)		(Zip Code)

(949) 672-7000
(Registrant’s Telephone Number, Including Area Code)

Not applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02 Results of Operations and Financial Condition.

     On April 22, 2010, Western Digital Corporation (“Western Digital”) announced financial results for the third fiscal quarter ended April 2, 2010. A copy of the press release making this announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. A copy of Western Digital’s Investor Information Summary for the third fiscal quarter ended April 2, 2010 is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

     In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1		Press Release issued by Western Digital Corporation on April 22, 2010 announcing financial results for the third fiscal quarter ended April 2, 2010.
99.2		Third Quarter Fiscal Year 2010 Western Digital Corporation Investor Information Summary.

SIGNATURE

            Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Exhibit 99.1

Company contacts:
Bob Blair
Investor Relations
949.672.7834
robert.blair@wdc.com
Steve Shattuck
Public Relations
949.672.7817
steve.shattuck@wdc.com

FOR IMMEDIATE RELEASE:

WD^® ANNOUNCES FISCAL Q3 REVENUE OF $2.6 BILLION WITH
NET INCOME OF $400 MILLION, OR $1.71 PER SHARE

Revenue Up 66 Percent, Hard Drive Shipments Up 62 Percent,

LAKE FOREST, Calif. — Apr. 22, 2010 — Western Digital Corp. (NYSE: WDC) today reported revenue of $2.6 billion, hard drive shipments of 51.1 million units and net income of $400 million, or $1.71 per share, for its third fiscal quarter ended Apr. 2, 2010. In the year-ago quarter, the company reported revenue of $1.6 billion, hard drive shipments of 31.6 million units, and net income of $50 million, or $0.22 per share.

     The company generated $588 million in cash from operations during the third quarter, ending with total cash and cash equivalents of $2.8 billion.

     John Coyne, president and chief executive officer said: “With market demand stronger than anticipated in the March quarter, our large-scale vertical integration, agile business model and product breadth allowed us to respond to this upside opportunity and again grow our share of the overall hard drive market.

WD Announces Fiscal Q3 Revenue of $2.6 Billion With
Net Income of $400 Million, or $1.71 Per Share
Page 2

     “We believe that 2010 will continue to be a strong year for digital storage,” said Coyne. “We will maintain our focus on facilitating our customers’ growth and making them successful while at the same time achieving sustained profitability for WD.”

     The investment community conference call to discuss these results will be broadcast live over the Internet today at 2 p.m. Pacific/5 p.m. Eastern. The call will be accessible live and on an archived basis via the link below:

Audio Webcast:		www.westerndigital.com/investor
		Click on “Conference Calls”
Telephone Replay:		800-879-3693 (toll-free)
		+1-402-220-4717 (international)

About WD

     WD, one of the storage industry’s pioneers and long-time leaders, provides products and services for people and organizations that collect, manage and use digital information. The company designs and produces reliable, high-performance hard drives and solid state drives that keep users’ data accessible and secure from loss. Its advanced technologies are configured into applications for client and enterprise computing, embedded systems and consumer electronics, as well as its own consumer storage and media products.

     WD was founded in 1970. The company’s storage products are marketed to leading OEMs, systems manufacturers, selected resellers and retailers under the Western Digital^® and WD brand names. Visit the Investor section of the company’s website (www.westerndigital.com) to access a variety of financial and investor information.

WD Announces Fiscal Q3 Revenue of $2.6 Billion With
Net Income of $400 Million, or $1.71 Per Share
Page 3

     This press release contains forward-looking statements concerning demand for digital storage in 2010, growth by WD’s customers and WD’s profitability. The foregoing forward-looking statements are based on WD’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements, including: the impact of recent uncertainty and volatility in global economic conditions; supply and demand conditions in the hard drive industry; actions by competitors; unexpected advances in competing technologies; uncertainties related to the development and introduction of products based on new technologies and expansion into new data storage markets; business conditions and growth in the various hard drive markets; pricing trends and fluctuations in average selling prices; changes in the availability and cost of commodity materials and specialized product components that WD does not make internally; and other risks and uncertainties listed in WD’s recent Form 10-Q filed with the SEC on Jan. 29, 2010, to which your attention is directed. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and WD undertakes no obligation to update these forward-looking statements to reflect subsequent events or circumstances.

###

Western Digital, WD, and the WD logo are registered trademarks of Western Digital Technologies, Inc. All other trademarks mentioned herein belong to their respective owners.

WESTERN DIGITAL CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions; unaudited)

		Apr. 2,				Jul. 3,
		2010				2009
ASSETS
Current assets:
Cash and cash equivalents		$	2,826			$	1,794
Accounts receivable, net			1,257				926
Inventories			507				376
Other			188				134
Total current assets			4,778				3,230
Property and equipment, net			1,756				1,584
Goodwill			139				139
Other intangible assets, net			80				89
Other assets			247				249
Total assets		$	7,000			$	5,291
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	1,508			$	1,101
Accrued expenses			225				247
Accrued warranty			124				95
Current portion of long-term debt			100				82
Total current liabilities			1,957				1,525
Long-term debt			325				400
Other liabilities			287				174
Total liabilities			2,569				2,099
Shareholders’ equity			4,431				3,192
Total liabilities and shareholders’ equity		$	7,000			$	5,291

WESTERN DIGITAL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share amounts)
(unaudited)

		Three Months Ended								Nine Months Ended
		Apr. 2,				Mar. 27,				Apr. 2,				Mar. 27,
		2010				2009				2010				2009
Revenue, net		$	2,641			$	1,592			$	7,468			$	5,524
Cost of revenue			1,976				1,339				5,602				4,557
Gross margin			665				253				1,866				967
Operating expenses:
Research and development			160				125				456				377
Selling, general and administrative			64				49				177				149
Acquired in-process research and development			—				14				—				14
Restructuring			—				4				—				117
Total operating expenses			224				192				633				657
Operating income			441				61				1,233				310
Net interest and other			(1	)			(3	)			(5	)			(16	)
Income before income taxes			440				58				1,228				294
Income tax provision			40				8				110				20
Net income		$	400			$	50			$	1,118			$	274
Income per common share:
Basic		$	1.75			$	0.22			$	4.93			$	1.23
Diluted		$	1.71			$	0.22			$	4.82			$	1.22
Common shares used in computing per share amounts:
Basic			229				223				227				222
Diluted			234				226				232				225

WESTERN DIGITAL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions; unaudited)

		Three Months Ended								Nine Months Ended
		Apr. 2,				Mar. 27,				Apr. 2,				Mar. 27,
		2010				2009				2010				2009
Cash flows from operating activities
Net income		$	400			$	50			$	1,118			$	274
Adjustments to reconcile net income to net cash provided by operations:
Depreciation and amortization			128				119				376				358
Stock-based compensation			16				12				43				33
Deferred income taxes			4				—				(2	)			(7	)
Loss on investments			—				1				—				10
Non-cash portion of restructuring			—				1				—				81
Acquired in-process research and development			—				14				—				14
Changes in operating assets and liabilities			40				158				44				193
Net cash provided by operating activities			588				355				1,579				956
Cash flows from investing activities
Acquisitions, net of cash acquired			—				(44	)			—				(44	)
Purchases of property and equipment			(177	)			(106	)			(552	)			(408	)
Sales and maturities of investments			1				—				4				1
Net cash used in investing activities			(176	)			(150	)			(548	)			(451	)
Cash flows from financing activities
Issuance of stock under employee stock plans, net			(2	)			(1	)			38				8
Excess tax benefits from employee stock plans			—				1				20				5
Repurchases of common stock			—				—				—				(36	)
Repayment of long-term debt			(19	)			(2	)			(57	)			(7	)
Net cash provided by (used in) financing activities			(21	)			(2	)			1				(30	)
Net increase in cash and cash equivalents			391				203				1,032				475
Cash and cash equivalents, beginning of period			2,435				1,376				1,794				1,104
Cash and cash equivalents, end of period		$	2,826			$	1,579			$	2,826			$	1,579

Exhibit 99.2

WESTERN DIGITAL CORPORATION
INVESTOR INFORMATION SUMMARY
Q3 FY2010 (All amounts in millions, except ASPs and headcount)

		Q3 FY09				Q4 FY09				Q1 FY10				Q2 FY10				Q3 FY10
UNITS1			31.6				40.0				44.1				49.5				51.1
REVENUE		$	1,592			$	1,928			$	2,208			$	2,619			$	2,641
AVERAGE SELLING PRICE1		$	50			$	48			$	49			$	52			$	51
GROSS MARGIN %			15.9	%			19.2	%			23.3	%			26.2	%			25.2	%
REVENUE BY CHANNEL
OEM			48	%			54	%			52	%			48	%			49	%
DISTRIBUTORS			30	%			29	%			31	%			30	%			33	%
RETAIL			22	%			17	%			17	%			22	%			18	%
REVENUE BY GEOGRAPHY
AMERICAS			26	%			24	%			22	%			25	%			24	%
EUROPE			28	%			22	%			22	%			25	%			24	%
ASIA			46	%			54	%			56	%			50	%			52	%
REVENUE CONCENTRATION
10 LARGEST CUSTOMERS			47	%			52	%			56	%			55	%			51	%
WORLDWIDE HEADCOUNT			43,898				45,991				52,208				55,128				61,803
CASH RELATED INFORMATION
CASH FLOW FROM OPERATIONS		$	355			$	349			$	434			$	557			$	588
CAPITAL EXPENDITURES		$	106			$	111			$	176			$	199			$	177
DEPRECIATION AND AMORTIZATION		$	119			$	122			$	121			$	126			$	128
DAYS SALES OUTSTANDING			47				47				47				47				43
DAYS PAYABLES OUTSTANDING			68				69				72				71				69
INVENTORY METRICS
RAW MATERIALS		$	104			$	97			$	96			$	102			$	115
WORK IN PROCESS			152				154				173				212				254
FINISHED GOODS			129				125				126				139				138
TOTAL INVENTORY, NET		$	385			$	376			$	395			$	453			$	507
INVENTORY TURNS			14				15				17				17				16