SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

MAROTTA DANIEL A

(Last)

(First)

(Middle)

5300 CALIFORNIA AVENUE

(Street)

IRVINE

92617

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/14/2009

3. Issuer Name and Ticker or Trading Symbol
BROADCOM CORP [ BRCM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP & GM, Broadband Com Grp

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock	16,583	D
Class A common stock⁽¹⁾	7,032	D
Class A common stock⁽²⁾	17,500	D
Class A common stock⁽³⁾	30,000	D
Class A common stock⁽⁴⁾	60,000	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee stock option (right to buy)	⁽⁵⁾	12/06/2013	Class A common stock	62,500	$22.89	D
Employee stock option (right to buy)	⁽⁵⁾	02/04/2015	Class A common stock	47,813	$21.47	D
Employee stock option (right to buy)	⁽⁵⁾	10/17/2012	Class A common stock	304	$11.57	D
Employee stock option (right to buy)	⁽⁵⁾	10/17/2012	Class A common stock	2,823	$11.57	D
Employee stock option (right to buy)	⁽⁵⁾	05/18/2013	Class A common stock	42,188	$18.37	D
Employee stock option (right to buy)	⁽⁶⁾	05/04/2016	Class A common stock	75,000	$41.15	D
Employee stock option (right to buy)	⁽⁷⁾	05/02/2017	Class A common stock	70,000	$32.93	D
Employee stock option (right to buy)	⁽⁸⁾	04/23/2018	Class A common stock	100,000	$27.74	D
Employee stock option (right to buy)	⁽⁹⁾	04/27/2019	Class A common stock	150,000	$23.17	D

Explanation of Responses:

1. The securities are in the form of restricted stock units that will entitle the Reporting Person to receive one share of Class A common stock per restricted stock unit. The restricted stock units will vest, and the underlying shares will be concurrently issued, in a series of three equal quarterly installments from 08/05/2009 through 02/05/2010.

2. The securities are in the form of restricted stock units that will entitle the Reporting Person to receive one share of Class A common stock per restricted stock unit. The restricted stock units will vest, and the underlying shares will be concurrently issued, in a series of eight equal quarterly installments from 08/05/2009 through 05/05/2011.

3. The securities are in the form of restricted stock units that will entitle the Reporting Person to receive one share of Class A common stock per restricted stock unit. The restricted stock units will vest, and the underlying shares will be concurrently issued, in a series of twelve equal quarterly installments from 08/05/2009 through 05/05/2012.

4. The securities are in the form of restricted stock units that will entitle the Reporting Person to receive one share of Class A common stock per restricted stock unit. The restricted stock units will vest, and the underlying shares will be concurrently issued, in a series of sixteen equal quarterly installments from 08/05/2009 through 05/05/2013.

5. The option is fully vested and immediately exercisable.

6. Such option was granted on 05/05/2006 and vests in equal monthly installments through 05/05/2010.

7. Such option was granted on 05/03/2007 and vests in equal monthly installments through 05/03/2011.

8. Such option was granted on 04/24/2008 and vests in equal monthly installments through 04/24/2012.

9. Such option was granted on 04/28/2009 and vests in equal monthly installments through 04/30/2013.

Remarks:

All restricted stock units and options reported on this Form 3 will vest on an accelerated basis upon the Reporting Person's termination of employment with the Issuer under certain prescribed circumstances.

	/s/ Daniel A. Marotta	05/14/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.