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

Date of Report (Date of earliest event reported): August 31, 2010

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 5.02		Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     On August 31, 2010, the Board of Directors (the “Board of Directors”) of Western Digital Corporation (the “Company”) unanimously appointed Len J. Lauer to the Board of Directors. Concurrent with his appointment as a director, Mr. Lauer was appointed to the Compensation Committee of the Board of Directors. There are no arrangements or understandings between Mr. Lauer and any other person pursuant to which Mr. Lauer was appointed to serve on the Board of Directors. Mr. Lauer has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

     Mr. Lauer will receive compensation for his services as a director in accordance with the Company’s standard compensation program for non-employee directors, which is summarized in Exhibit 10.7 to the Company’s Annual Report on Form 10-K for its fiscal year ended July 2, 2010, as filed with the Securities and Exchange Commission on August 13, 2010.

     In accordance with the Company’s customary practice, the Company is entering into its standard form of indemnity agreement with Mr. Lauer, which requires the Company to indemnify him against certain liabilities that may arise as a result of his status or service as a director. The indemnification protection commences on the date of the agreement and continues through the later of ten years after the director’s termination of service or one year after the final termination of any Proceeding (as defined in the agreement) then pending in which the director is granted rights of indemnification or advancement of expenses or any Proceeding commenced by the director seeking indemnification or advancement of expenses. The foregoing description is qualified in its entirety by the full text of the form of Indemnity Agreement, which is attached as Exhibit 10.14 to the Company’s Annual Report on Form 10-K for its fiscal year ended July 2, 2010, as filed with the Securities and Exchange Commission on August 13, 2010.

Item 7.01		Regulation FD Disclosure.

     The Company issued a press release on August 31, 2010, announcing the appointment of Mr. Lauer to the Board of Directors. The press release making this announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

     In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, 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 August 31, 2010 announcing the appointment of Len J. Lauer to the Board of Directors.

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 INDEX

Company contacts:
Steve Shattuck
WD Public Relations
949.672.7817
Steve.shattuck@wdc.com

Bob Blair
WD Investor Relations
949.672.7834
robert.blair@wdc.com

WD APPOINTS LEN LAUER TO BOARD OF DIRECTORS

Lauer Brings Deep Consumer and Technology Industry Insight

LAKE FOREST, Calif. — Aug. 31, 2010 — Western Digital Corp. (NYSE: WDC) today announced that it has appointed Len J. Lauer to its board of directors. Lauer, who currently serves Memjet as president, CEO and director, brings to WD deep experience with large, multi-national public technology companies and consumer products markets. He will serve on WD’s board until the annual meeting of shareholders in Nov. 2010, when he will stand for election to a full term. With this appointment, membership on the WD board stands at 11, including 10 non-executive directors.

     Thomas Pardun, WD chairman of the board, said, “Len Lauer’s extensive experience in wireless technologies and consumer markets will further strengthen WD’s board leadership in areas that are very important to our growing company. His executive experience with large global companies will help broaden the perspective shaping WD’s ongoing focus on diversification and sustained, profitable growth.”

-MORE-

WD APPOINTS LEN LAUER TO BOARD OF DIRECTORS
Page 2

     Prior to joining Memjet, a color printing technology company, in January 2010, Lauer was executive vice president and chief operating officer of Qualcomm, Inc. from August 2008 through December 2009, and served in other senior executive positions with the company since 2006. Prior to his tenure at Qualcomm, he held senior executive positions, including chief operating officer, of Sprint companies since September 2000. Lauer also served in several executive positions at Bell Atlantic Corp. and spent the first 13 years of his business career at IBM in various sales and marketing positions. He currently is a director of H&R Block, Inc.

     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.

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