8-K

UNITED STATESSECURITIES 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): March 14, 2010


Imation Corp.
(Exact name of registrant as specified in its charter)

DELAWARE	1-14310	41-1838504
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1 IMATION WAY OAKDALE, MINNESOTA	55128
(Address of principal executive offices)	(Zip Code)
Registrant’s telephone number, including area code:	(651) 704-4000

None
(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:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ 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.

Mr. Frank P. Russomanno, the Company’s current Vice Chairman and Chief Executive Officer, will retire effective immediately following the Company’s Annual Meeting of Shareholders on May 5, 2010 (the “Annual Meeting”). Mr. Russomanno will be paid under his Severance Agreement with the Company, the form of which was attached as Exhibit 10.1 to the Company’s Form 10-K for the year ended December 31, 2007, filed with the Securities and Exchange Commission on February 29, 2008. In connection with his retirement from the Company, the Board of Directors also determined, effective May 5, 2010, to accelerate the vesting of Mr. Russomanno’s outstanding unvested options and restricted stock.

On March 14, 2010, the Board of Directors of the Company appointed Mark E. Lucas, the Company’s current President and Chief Operating Officer, to serve as the Company’s President and Chief Executive Officer effective immediately following the Annual Meeting. The Board of Directors also nominated Mr. Lucas for election as a Class III director for a one-year term at the Annual Meeting. Mr. Lucas will not be serving on any committees of the Board of Directors.

Mr. Lucas, age 55, has served as the Company President and Chief Operating Officer since March 2009. Prior to joining Imation, Mr. Lucas served as Chairman and Chief Executive Officer of Geneva Watch Group (a privately held company that is a leading designer, manufacturer and distributor of watches, pens and clocks under both its own brand and licensed brands) from November 2005 to August 2008. Prior to that role, Mr. Lucas served as President and Chief Executive Officer of Altec Lansing Technologies (a manufacturer of consumer audio equipment) from June 2001 to August 2005. Mr. Lucas has also held executive management positions at Iomega Corporation (a data storage solutions company) from 2000 to 2001, The Gillette Company (a developer, manufacturer and seller of blades and razors, toiletries and cosmetics) from 1996 to 1999 and Duracell International Inc. (manufacturer and marketer of high-performance alkaline and other batteries) from 1988 to 1996 and started his career at Nestle Corp. Mr. Lucas was a director of Imation from April 2007 to February 2009 and served as a member of Imation’s Audit and Finance Committee and Compensation Committee. Mr. Lucas resigned from the Board of Directors of Imation in connection with his appointment as President and Chief Operating Officer. Mr. Lucas’ resignation from the Board of Directors was a requirement of his employment. He is a director of Noble Biomaterials, Inc. a privately-held company. If elected, Mr. Lucas would bring to our Board his significant experience in consumer packaged brands and goods, electronics and data storage businesses across both business and retail channels. He has experience in managing businesses globally, including global supply chains and manufacturing operations, and also has strong change management skills.

In connection with the changes in Mr. Lucas’ responsibilities, the Company’s Board of Directors approved the following changes to Mr. Lucas’ compensation, effective May 5, 2010: (1) a $95,000 increase in annual base salary, bringing his total annual base salary to $720,000 per year and (2) a 90% target bonus under the Company’s 2010 Annual Bonus Plan for the period from May 5, 2010 through December 31, 2010, which will be an increase from his current 80% target bonus for the period from January 1, 2010 through May 4, 2010. The Company’s Board of Directors also approved a long-term equity award for Mr. Lucas with a value of $1,018,309, calculated under a modified Black-Scholes valuation model, to be granted on May 4, 2010, at the same time the long-term equity awards for other executives are granted, in a combination of 75% stock options and 25% restricted stock. The exercise price for the stock options will be the closing price on the date of the grant. The stock options and restricted stock will be granted under the Company’s 2008 Stock Incentive Plan, (the “2008 Plan”), a copy of which was attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 12, 2008, and will be subject to the terms of the Form of Executive Officer Option and Restricted Stock Agreement attached as Exhibits 10.3 and 10.5, respectively, to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 12, 2008. As previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 23, 2010, the payout of bonuses under the 2010 Annual Bonus Plan will be derived through achievement of certain levels of Board approved performance targets for operating income, free cash flow and gross margin on growth products. Mr. Lucas will not receive any additional compensation for his service as a member of the Board of Directors if he is elected. Other than as described herein, (1) there are no arrangements or understandings between Mr. Lucas and any other persons pursuant to which Mr. Lucas was selected as President and Chief Executive Officer or as a nominee for Director of the Company and (2) Mr. Lucas does not have a direct or indirect material interest in any currently proposed transaction to which the Company is to be a participant in which the amount involved exceeds $120,000, and Mr. Lucas has not had a direct or indirect material interest in any such transaction since the beginning of the Company’s last fiscal year other than in connection with his employment offer letter from the Company relating to his appointment as the Company’s President and Chief Operating Officer in 2009 as described in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 17, 2009.

A press release, dated March 18, 2010, announcing Mr. Russomanno’s retirement as Vice Chairman, Chief Executive Officer and Director and Mr. Lucas’ appointment as President and Chief Executive Officer and nomination as Director is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01.  Financial Statements and Exhibits.

      (d) Exhibits

      99.1 Press release dated March 18, 2010

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 hereunto duly authorized.

		Imation Corp.
		(REGISTRANT)
Date:	March 18, 2010	By:	/s/ John L. Sullivan
			John L. Sullivan
			Senior Vice President, General Counsel and
			Secretary

EXHIBIT INDEX

Exhibit	Description of Exhibit
99.1	Press Release dated March 18, 2010 announcing Mr. Russomanno’s retirement as Vice Chairman, Chief Executive Officer and Director and Mr. Lucas’ appointment as President and Chief Executive Officer and nomination as Director.

EX-99.1

Exhibit 99.1

Frank Russomanno to Retire as Imation Vice Chairman and CEO;

President and COO Mark Lucas Named as Successor

OAKDALE, Minn.--(BUSINESS WIRE)--March 18, 2010--Imation Corp. (NYSE: IMN)’s board of directors today announced that Frank Russomanno, vice chairman and chief executive officer, will retire immediately following the company’s Annual Meeting of Shareholders on May 5, 2010. Russomanno, 62, has served as vice chairman of Imation since March 2009 and as chief executive officer of Imation since April 2007. Mark Lucas, president and chief operating officer, was named by the board to succeed Russomanno as president and chief executive officer, effective immediately following the 2010 Annual Meeting. The board also nominated Lucas for election to the board of directors.

Linda Hart, non-executive chairman of Imation’s board of directors, commented, “The board is very grateful to Frank for his excellent leadership. Under Frank’s direction, Imation has made significant progress in its transformation from a data storage manufacturer to a brand and product management company, with a portfolio of strong global brands and expanded product offerings in storage, consumer electronics, and accessories. Frank’s passion for both the business and the employees of Imation, and his unwavering commitment to the highest business ethics, are hallmarks of his successful tenure.”

Russomanno joined Imation at spin-off from 3M Company in 1996. He began his career with 3M in 1973 as a sales coordinator in New York City, and quickly advanced through a variety of sales and marketing management positions, including European business unit director for 3M’s Audio-Video products. At Imation, Russomanno held multiple executive positions, including vice president of Imation’s Data Storage businesses. From 2003 to 2007, Russomanno was chief operating officer for Imation and also served several months as the acting chief executive officer, prior to being named chief executive officer in April 2007.

The company also announced that Mark Lucas, president and chief operating officer of Imation since joining the company in March 2009, will succeed Russomanno as president and chief executive officer on May 5, 2010.

“The board and I are very confident in Mark Lucas as the next chief executive officer of Imation,” said Linda Hart. “Having previously been a member of the board, Mark knew the company well when he joined Imation in 2009. As the company’s chief operating officer, Mark initiated efforts to improve critical processes such as product life-cycle management, which helps shorten time to market and helps maximize profitability for new products. His focus on global operational excellence has included the sourcing, demand and supply planning, and order management functions. He brings significant experience in consumer packaged brands, electronics, and data storage businesses in both business and retail channels.”

Frank Russomanno commented, “I am very proud of what our Imation people worldwide have accomplished, not only since our 1996 spin-off, but also in the short time since we began our transformation to a brand and product management company in 2007. In just over two years, we have established a strong foundation for the future and begun executing Imation’s new strategy to optimize our legacy storage businesses; grow our portfolio of brands and products; and extend into new consumer electronics and accessories. Our balance sheet is strong, with no debt and $163 million in cash. I am confident that under Mark’s leadership, the company will continue to make positive strides forward on this strategic journey.”

“During the past year, I have had the opportunity to work closely with our global customers, employee teams, and suppliers. We are building a strong operational discipline across our entire enterprise that will position us well for a successful future. I am excited to continue this transformation journey with Imation,” said Mark Lucas.

Prior to joining Imation, Lucas served as chairman and chief executive officer of Geneva Watch Group, a privately held company that is a leading designer, manufacturer and distributor of watches, pens, and clocks under both its own brand and licensed brands, from November 2005 to August 2008. Prior to that role, Lucas served as president and chief executive officer of Altec Lansing Technologies, a manufacturer of consumer audio equipment, from June 2001 to August 2005. Lucas also held executive management positions at Iomega Corporation, the Gillette Company, and Duracell International Inc. Lucas was a member of Imation’s board of directors from April 2007 to February 2009. Lucas holds a bachelor of science degree in industrial engineering management and a master of business administration in management, both from Rensselaer Polytechnic Institute.

About Imation Corp.

Imation is a leading global developer and marketer of branded products that enable people to capture, save and enjoy digital information. Our world-class portfolio of digital storage products, audio and video electronics and accessories reaches customers through a powerful global distribution network. Our goal is a company with strong commercial and consumer businesses and continued long-term growth and profitability that creates shareholder value. Imation Corp.'s global brand portfolio, in addition to the Imation brand, includes the Memorex brand, one of the most widely recognized names in the consumer electronics industry, famous for the slogan, 'Is it live or is it Memorex?' and the XtremeMac brand. Imation is also the exclusive licensee of the TDK Life on Record brand, one of the world's leading recording media brands. Additional information about Imation is available at http://www.imation.com.

Imation, the Imation logo, Memorex, the Memorex logo, ‘Is it live or is it Memorex?’ and XtremeMac are trademarks of Imation Corp. and its subsidiaries. The TDK Life on Record logo is a trademark of TDK Corporation. All other trademarks are property of their respective owners.

CONTACT:
Imation Corp.
Tim Gallaher, 651-704-4311
Investor Relations
E-mail: tjgallaher@imation.com
or
Mary Rawlings-Taylor, 651-704-6796
Media Relations
E-mail: mjrawlings-taylor@imation.com