Western Digital Corporation 20511 Lake Forest Drive Lake Forest, California 92630 |
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Tel: 949.672.7676 | ||
Timothy M. Leyden | ||
Executive Vice President | ||
Chief Financial Officer |
Re: | Western Digital Corporation Form 10-K for the Fiscal Year Ended July 3, 2009 Filed on August 14, 2009 Form 8-K filed on July 28, 2009 File No. 001-08703 |
1. | We note your response to our prior comment 2 where you indicate that in-process research and development charges related to two separate, unrelated transactions and, as a result, you consider these to be non-recurring charges. While these charges resulted from separate acquisitions, the Company did record expenses for in-process research and development charges during the past two years in more than one instance. Therefore, these charges appear to be recurring in nature pursuant to the guidance in Item 10(e)(1)(ii)(B) of Regulation S-K. Please confirm you will revise your disclosures in future filings to remove the reference to non-recurring in nature as it relates to in-process research and development charges. |
2. | Also, we note from your proposed disclosures that management uses non-GAAP financial measures for internal managerial purposes. Please confirm you will enhance your disclosures in future filings to clearly explain the manner in which management uses the non-GAAP measure to conduct or evaluate your business (i.e. budgeting, compensation, allocating resources, etc.). |
| the Company is responsible for the adequacy and accuracy of the disclosure in the filing; | ||
| Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing; and | ||
| the Company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Respectfully submitted, Western Digital Corporation |
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By: Name: |
/s/ Timothy M. Leyden
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Title: | Executive Vice President and Chief Financial Officer |