Unassociated Document

Item 1.
	(a)	Name of Issuer SanDisk Corp
	(b)	Address of Issuer's Principal Executive Offices
		601 McCarthy Blvd, Milpitas CA 95035
Item 2.
	(a)	Name of Person Filing Orbis Investment Management Limited (“OIML”), Orbis Asset Management Limited (“OAML”)
	(b)	Address of Principal Business Office or, if none, Residence 34 Bermudiana Road, Hamilton HM 11, Bermuda
	(c)	Citizenship Companies organized under the laws of Bermuda.
	(d)	Title of Class of Securities Common stock, par value $0.001
	(e)	CUSIP Number 80004C101

Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c)
(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)	o	An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f)	o	An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g)	o	A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h)	o	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act(12 U.S.C. 1813);
(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	o	A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);.
(k)	x	Group, in accordance with 240.13d-1(b)(1)(ii)(K).If filing as a non-U.S. institution in accordance with 240.13d-1(b)(ii)(J), please specify the type of institution: equiv to IA

Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned: OIML 12,835,578, OAML 39,960


		Number of shares as to which the person has:

			Sole power to vote or to direct the vote 12,700,319

			Shared power to vote or to direct the vote 175,219

			Sole power to dispose or to direct the disposition of 12,875,538

			Shared power to dispose or to direct the disposition of 0

Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.o.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Other persons have the right to receive and the power to direct the receipt of dividends from, or the proceeds from the sale of the 12,835,578 shares of common stock of SanDisk Corp beneficially owned by Orbis Investment Management Limited. Another person has the right to receive and the power to direct the receipt of dividends from, or the proceeds from the sale of, the 39,960 shares common stock of SanDisk Corp beneficially owned by Orbis Asset Management Limited.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Item 8. Identification and Classification of Members of the Group
Orbis Investment Management Limited ("OIML") and Orbis Asset Management Limited ("OAML") are together making this filing because they may be deemed to constitute a "group" for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. Information with respect to each of OIML and OAML (collectively, the "Reporting Persons") is given solely by each such Reporting Person and no Reporting Person has responsibility for the accuracy or completeness of information supplied by the other Reporting Person. OIML is the beneficial owner of 12,835,578 shares of common stock or 5.7% of the 227,058,773 shares of common stock of SanDisk Corp believed to be outstanding. OAML is the beneficial owner of 39,960 shares of common stock or 0.0 % of the 227,058,773 shares of common stock of SanDisk Corp believed to be outstanding. (* The disclosure in item 9 under the Schedule 13G Amendment #2 submitted 9 September 2009 should have been included under item 8. This amendment rectifies this oversight.)

Item 9. Notice of Dissolution of Group
Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Orbis Investment Management Limited is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	9 September 2009
	Date Orbis Investment Management Limited, Orbis Asset Management Limited

	Signature James Dorr, General Counsel

	Name/Title

Attention:Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

1	NAME OF REPORTING PERSON: Orbis Investment Management Limited (“OIML”), Orbis Asset Management Limited (“OAML”) TAX ID:
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION ORGANIZED UNDER THE LAWS OF BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 12,700,319
		6	SHARED VOTING POWER 175,219
		7	SOLE DISPOSITIVE POWER 12,875,538
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON OIML 12,835,578, OAML 39,960
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.7%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) FI (OIML), OO (OAML)