8-K

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                       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 14, 1996

                             NETWORK APPLIANCE, INC.
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

         California                   0-27130                  77-0307520
(State or other jurisdiction         (Commission           (IRS Employer
   of incorporation)                 File Number)          Identification No.)

319 North Bernardo Avenue, Mountain View, California             94301
(Address of principal executive offices)                       (Zip Code)

Company's telephone number, including area code:   (415) 428-5100


- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)
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ITEM  5.    OTHER EVENTS.

            Settlement of Whipsaw Litigation

            On August 14, 1996, the Registrant agreed to settle an intellectual
property lawsuit brought against it by the Whipsaw Group. In connection with the
settlement, the Registrant recorded a pre-tax charge of Four Million Three
Hundred Thousand dollars ($4,300,000) in the quarter that ended July 26, 1996.
The $4.3 million charge consists of a Three Million Five Hundred Thousand dollar
($3,500,000) payment to the plaintiffs and Eight Hundred Thousand dollars
($800,000) in legal fees. The total settlement with the plaintiffs consists of a
single cash payment and releases the Company from all liabilities.

            Resignation of Chief Financial Officer

            On August 14, 1996, Mr. Michael McCloskey, Chief Financial Officer,
Vice President, Finance and Operations, and Secretary, announced his intention
to leave the Registrant. Mr. McCloskey will continue to serve in these roles for
several weeks while the Registrant conducts a search for his successor.

                                       2.
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ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.


            (a)     Financial Statements of Businesses Acquired. Not applicable.

            (b)     Pro Forma Financial Information. Not applicable.

            (c)     Exhibits:

            Exhibit
            Number

            20.1    Press Release of the Registrant, dated August 14, 1996,
                    regarding the settlement of the Whipsaw litigation.

            20.2    Press Release of the Registrant, dated August 14, 1996,
                    regarding the resignation of Mr. Michael McCloskey.

                                       3.
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                                   SIGNATURES

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

                                          NETWORK APPLIANCE, INC.


Dated:  September 9, 1996             By: /s/ Daniel J. Warmenhoven
                                          ____________________________________
                                          Daniel J. Warmenhoven
                                          President and Chief Executive Officer
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                                  EXHIBIT INDEX

                             DESCRIPTION OF DOCUMENT

Exhibit
Number

20.1    Press Release of the Registrant, dated August 14, 1996, regarding the
        settlement of the Whipsaw litigation.

20.2    Press Release of the Registrant, dated August 14, 1996, regarding the
        resignation of Mr. Michael McCloskey.

EX-20.1

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                                  EXHIBIT 20.1

         Press Release, dated August 14, 1996, regarding the settlement of the
Whipsaw litigation.
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                    NETWORK APPLIANCE SETTLES WHIPSAW LAWSUIT


       MOUNTAIN VIEW, CA - AUGUST 14, 1996 - Network Appliance, Inc.
(NASDAQ:NTAP) today announced that it has settled a two-year-old, intellectual
property lawsuit brought against it by The Whipsaw Group. In connection with the
settlement, Network Appliance recorded a pre-tax charge of $4.3 million in the
quarter that ended July 26, 1996.

       The $4.3 million charge consists of a $3.5 million payment to the
plaintiffs and $800,000 in legal fees. The total settlement with the plaintiffs
consists of a single cash payment and releases the Company from all liabilities.
The Company has no future obligations to the plaintiffs.

       The lawsuit stemmed from claims that one of the founders of Network
Appliance misappropriated confidential information prior to founding the Company
in April 1992, from which the Company allegedly benefited. Network Appliance
denies any wrongdoing on its part or on the part of the founder, who left the
Company in March 1995. The case is described further in various Company
documents and financial filings, including its S-1, 10K and prospectus.

       Commenting on the settlement, Network Appliance President and Chief
Executive Officer Dan Warmenhoven said, "As confident as we are in the merits of
our defenses in this case, we chose not to endure the distractions and costs
involved in lengthy legal proceedings. It is in the best interests of our
shareholders to put this case behind us and focus all our attention on
productive management of our rapid growth."

       Network Appliance, also known as NetApp, supplies high-performance
network data access devices that provide fast, simple, reliable and
cost-effective file service for data-intensive network environments. Combining
specialized, proprietary software and standards-compliant hardware, the Company
pioneered the concept of the "network appliance," an extension of the industry
trend towards dedicated, specialized devices which perform a single networking
function, similar to the adoption of the router for network communications
management. Customers include leading organizations in the on-line services,
financial services, manufacturing and telecommunications industries, as well as
companies that design hardware and software. Products are available through the
Company's direct sales force and resellers worldwide.

EX-20.2

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                                  EXHIBIT 20.2

       Press Release, dated August 14, 1996, regarding the resignation of Mr.
Michael McCloskey.
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                NETWORK APPLIANCE CFO LEAVES TO JOIN NEW COMPANY

       MOUNTAIN VIEW, CA - AUGUST 14, 1996 - Daniel J. Warmenhoven, president
and chief executive officer of Network Appliance, Inc. (NASDAQ:NTAP) said today
that Michael McCloskey, chief financial officer and vice president of
operations, has decided to leave the Company to pursue another career
opportunity. McCloskey will continue to serve in these roles for several weeks
while the Company conducts a search for his successor.

       Network Appliance, also known as NetApp, supplies high-performance
network data access devices that provide fast, simple, reliable and
cost-effective file service for data-intensive network environments. Combining
specialized, proprietary software and standards-compliant hardware, the Company
pioneered the concept of the "network appliance," an extension of the industry
trend towards dedicated, specialized devices which perform a single networking
function, similar to the adoption of the router for network communications
management. Customers include leading organizations in the on-line services,
financial services, manufacturing and telecommunications industries, as well as
companies that design hardware and software. Products are available through the
Company's direct sales force and resellers worldwide. For more information,
visit the NetApp Website on the Internet at http://www.netapp.com.