8-K

 

UNITED STATES
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 10, 2010

Broadcom Corporation
__________________________________________
(Exact name of registrant as specified in its charter)

California	000-23993	33-0480482
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
5300 California Avenue, Irvine, California		92617
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (949) 926-5000

Not Applicable
______________________________________________
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.

(d) On August 10, 2010 the Board of Directors (the "Board") of Broadcom Corporation (the "Company"), acting pursuant to the authority granted to it by Broadcom’s Bylaws, increased the size of the Board from seven to eight directors. John A. Swainson was appointed to fill the vacancy created by such increase. The Board is currently evaluating the Committees of the Board to which Mr. Swainson may be appointed.

Mr. Swainson will participate in the compensation package offered to non-employee directors of the Board in respect of their service to the Board, as described under the caption "Corporate Governance and Board Matters – Compensation of Non-Employee Directors" appearing in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 1, 2010. Accordingly, on August 10, 2010, he received an initial award of restricted stock units covering 5,858 shares of the Company’s Class A common stock, pursuant to the Director Automatic Grant Pro gram under the Company’s 1998 Stock Incentive Plan, as amended and restated.

Broadcom issued a related press release announcing the appointment of Mr. Swainson to the Board on August 11, 2010. The full text of the press release is attached as Exhibit 99.1 to this report and is hereby incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1—Press Release dated May August 11, 2010 of the Registrant.

SIGNATURES

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.

	Broadcom Corporation
August 11, 2010	By:	/s/ Eric K. Brandt
		Name: Eric K. Brandt
		Title: Executive Vice President & Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release dated May August 11, 2010 of the Registrant.

EX-99.1

EXHIBIT 99.1

CONTACTS

Broadcom Business Press Contact
Bill Blanning
Vice President, Global Media Relations
949-926-5555
blanning@broadcom.com Broadcom Financial Analyst Contact
T. Peter Andrew
Vice President, Corporate
Communications Investor Relations
949-926-5663
pandrew@broadcom.com

Broadcom Names John Swainson to Its Board of Directors

IRVINE, Calif. – August 11, 2010 – Broadcom Corporation (Nasdaq: BRCM) today announced that its Board of Directors has elected John A. Swainson, former CEO of CA Inc., to the Broadcom Board of Directors.

Mr. Swainson, 56, served as CEO and director of CA, Inc., an enterprise systems management software company from 2004 — 2009, where he oversaw the strategic direction and day-to-day operations of the company. From 1978 to 2004, Mr. Swainson worked for IBM Corp, where he held a number of senior management roles, most recently as vice president of worldwide software sales where he oversaw sales for all IBM software products globally. He started his business career as a metallurgist for the Utah Mines division of General Electric.

Mr. Swainson is a senior advisor to Silver Lake Partners, a global private equity firm, and he is also a director of Visa Inc. where he serves as Lead Independent Director, Assurant, Inc., and Cadence Design Systems, Inc. He received a bachelor in applied science degree in mineral engineering from the University of British Columbia.

“We are very pleased to have John, a seasoned, experienced and successful executive, join our board,” said Scott A. McGregor, Broadcom’s CEO and President. “John is the rare executive who possesses strong strategic skills and expertise in software and corporate data centers, coupled with extensive engineering, sales and finance experience. We look forward to his contributions and counsel as Broadcom continues to grow and expand our business worldwide.”

Broadcom’s Board of Directors now has eight members, of which seven are independent directors. The members of the Board are: Mr. McGregor; Chairman John E. Major; Joan L. Amble; Nancy H. Handel; Eddy W. Hartenstein; William T. Morrow; Mr. Swainson and Robert E. Switz.

About Broadcom

Broadcom Corporation is a major technology innovator and global leader in semiconductors for wired and wireless communications. Broadcom products enable the delivery of voice, video, data and multimedia to and throughout the home, the office and the mobile environment. We provide the industry’s broadest portfolio of state-of-the-art system-on-a-chip and software solutions to manufacturers of computing and networking equipment, digital entertainment and broadband access products, and mobile devices. These solutions support our core mission: Connecting everything^®.

Broadcom, one of the world’s largest fabless communications semiconductor companies, with 2009 revenue of $4.49 billion, holds more than 4,300 U.S. and 1,800 foreign patents, and has more than 7,900 additional pending patent applications, and one of the broadest intellectual property portfolios addressing both wired and wireless transmission of voice, video, data and multimedia.

A FORTUNE 500® company, Broadcom is headquartered in Irvine, Calif., and has offices and research facilities in North America, Asia and Europe. Broadcom may be contacted at +1.949.926.5000 or at www.broadcom.com.

Cautions regarding Forward-Looking Statements:

All statements included or incorporated by reference in this release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and projections about our industry and business, management’s beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions, and variations or negatives of these words. Examples of such forward-looking statements include, but are not limited to, references to Mr. Swainson’s contributions to Broadcom’s Board. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement.

Our Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss the foregoing risks as well as other important risk factors that could contribute to such differences or otherwise affect our business, results of operations and financial condition. The forward-looking statements in this release speak only as of this date. We undertake no obligation to revise or update publicly any forward-looking statement, except as required by law.

Broadcom®, the pulse logo, Connecting everything®, and the Connecting everything logo are among the trademarks of Broadcom Corporation and/or its affiliates in the United States, certain other countries and/or the EU. Any other trademarks or trade names mentioned are the property of their respective owners.