8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): September 13, 2005

LSI LOGIC CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	1-10317	94-2712976
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1621 Barber Lane
Milpitas, California 95035
(Address of principal executive offices, including zip code)

(408) 433-8000
(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 2.05 Costs Associated with Exit or Disposal Activities
	Item 2.06 Material Impairments
	Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT 99.1

Item 2.05 Costs Associated with Exit or Disposal Activities

Item 2.06 Material Impairments

On September 13, 2005, the board of directors of LSI Logic Corporation (the “Company”) approved and the Company announced, plans to adopt a fabless manufacturing model and expand its working relationships with major foundry partners. The Company also intends to sell its Gresham, Oregon manufacturing facility. The Company cannot predict with certainty the expected completion date of the sale of the Gresham, Oregon manufacturing facility. The Company estimates that it will record restructuring and other charges of approximately $75,000,000 to $110,000,000 in the third quarter of 2005 for fixed asset write-downs, severance and other expenses associated with the planned sale of the manufacturing facility. The Company also anticipates incurring related restructuring charges of less than $3 million per quarter in the fourth quarter of 2005 and the first two quarters of 2006. The Company is not able to estimate the separate major costs associated with this activity at this time.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

Exhibit No.	Description
99.1	LSI Logic Corporation News Release issued September 13, 2005.

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.

	LSI LOGIC CORPORATION, a Delaware corporation
Date: September 19, 2005	By:	/s/ David G. Pursel
		David G. Pursel
		Vice President, General Counsel & Corporate Secretary

EXHIBIT INDEX

Exhibit
No.	Description
99.1	LSI Logic Corporation News Release issued September 13, 2005.

EX-99.1

Exhibit 99.1

LSI Logic Adopts Fabless Manufacturing Strategy
September 13, 2005 Page 1 of 4

FOR IMMEDIATE RELEASE SEPTEMBER 13, 2005

Media Contact:	Investor Contact:
Kevin Brett	Robert Pursel
408-433-7150	408-954-3115
kbrett@lsil.com	rpursel@lsil.com

LSI LOGIC ADOPTS FABLESS MANUFACTURING STRATEGY

Company To Expand Leading-Edge Foundry Relationships; Pursue 65-nm Process Technology Roadmap; Sell Gresham Manufacturing Facility

MILPITAS, CA — LSI Logic Corporation (NYSE: LSI) today announced plans to adopt a fabless manufacturing model to better serve its global customer base, reduce production costs and adopt leading-edge process technologies.

The company’s new manufacturing strategy foresees the expansion of its working relationships with major foundry partners and the adoption of a roadmap leading to the production of advanced semiconductors utilizing 65-nanometer and below process technology on 300-mm or 12-inch wafers.

LSI Logic intends to sell its world-class, eight-inch Gresham, Oregon manufacturing facility. Throughout this transition from a fab-lite to a fabless model, LSI Logic will continue to meet the production needs of its worldwide customer base through the use of its Gresham factory and its foundry suppliers. LSI Logic will work diligently with its public sector partners, Multnomah County and the City of Gresham, to continue its partnership through the planned sale of the company’s Gresham campus.

“Leading-edge foundries have consistently demonstrated that they have the capability to manufacture the advanced solutions required by our standard-cell ASIC, Platform ASIC and standard product customers,” said Abhi Talwalkar, LSI Logic president and chief executive officer. “Our customers are demanding

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LSI Logic Adopts Fabless Manufacturing Strategy
September 13, 2005 Page 2 of 4

technology leadership from LSI Logic in the drive toward 65-nm process technologies and lower, and that is exactly the course we are going to follow.

“At the same time, we are seeking a buyer for our Gresham facility, which is capable of manufacturing designs at 0.13-micron and higher. We are putting retention plans in place so our Gresham employees can assist us in providing uninterrupted service to our customers. The adoption of a fabless model, the expansion of our foundry partner relationships, and the pursuit of a 65-nm process technology roadmap is the right manufacturing strategy for LSI Logic to better serve its customer base, reduce manufacturing costs to bolster its competitiveness and to enhance value for its shareholders.”

LSI Logic presently employs a fab-lite global manufacturing strategy, serving the manufacturing needs of its customer base at its Gresham, Oregon campus and at its foundry partners, TSMC, UMC, SMIC and ROHM Co Ltd. When the transition to a fabless model is completed, LSI Logic will meet the manufacturing requirements of its customers exclusively through engagements with its major foundry partners.

The company estimates it will record restructuring and other charges of approximately $75 million to $110 million in the third quarter of 2005 for fixed asset write-downs, severance and other expenses associated with the planned sale of the Gresham manufacturing facility. The company anticipates incurring related restructuring charges of less than $3 million per quarter in the fourth quarter of 2005 and the first two quarters of 2006.

LSI Logic is holding an analyst conference in New York tomorrow (September 14) to discuss its business plans, including today’s announcement of the company’s newly adopted manufacturing strategy, and to introduce its new leadership team. The 1 p.m. EDT, 10 a.m. PDT conference can be monitored via

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LSI Logic Adopts Fabless Manufacturing Strategy
September 13, 2005 Page 3 of 4

webcast at http://phx.corporate-ir.net/phoenix.zhtml?p=irol-eventDetails&c=98123&eventID=1132384

Safe Harbor for Forward-Looking Statements: This news release contains forward-looking statements, which include the following: the adoption and implementation of a fabless manufacturing model, the expansion of foundry partner relationships, the pursuit of a 65-nanometer process technology roadmap, the company’s intention to sell its Gresham, Oregon manufacturing facility, the expectation to reduce production costs and increase profitability, the enhancement of shareholder value, the expectation of recording restructuring and other charges of $75 million to $110 million in the third quarter of 2005 for fixed asset write-downs, severance and other expenses associated with the planned sale of the Gresham manufacturing facility and the expectation of incurring related restructuring charges of less than $3 million per quarter in fourth quarter of 2005 and first two quarters of 2006. These forward-looking statements involve risks and uncertainties that the company’s new manufacturing strategy may not better serve the company’s customer base, reduce production costs or increase profitability, which could cause the company’s results to materially differ from management’s current expectations. Risks and uncertainties also include, but are not limited to, risks associated with the company’s ability to strengthen its competitive position or shareholder value through adoption of the new manufacturing strategy, the ability to implement and drive toward 65-nanometer and lower process technologies, the ability to expand foundry partnerships, the ability to sell the Gresham manufacturing facility, the ability to implement employee retention plans in the Gresham manufacturing facility, and the ability to provide uninterrupted service to customers. Forward-looking statements are based on the beliefs and assumptions of the company’s management and on currently available information. LSI Logic undertakes no responsibility to publicly update or revise any forward-looking statement. For additional information, readers are referred to documents filed by LSI Logic with the Securities and Exchange Commission, and specifically, the risk factors set forth in the most recent reports on Forms 10-K and 10-Q.

LSI Logic Corporation (NYSE: LSI) focuses on the design and production of high-performance semiconductors for Consumer, Communications and Storage applications that access, interconnect and store data, voice and video. LSI Logic engineers incorporate reusable, industry-standard intellectual property building blocks that serve as the heart of leading-edge systems. LSI Logic serves its global OEM, channel and distribution customers with standard-cell ASICs, Platform ASICs, standard products, host bus adapters, RAID controllers and software. In addition, the company supplies storage network solutions for the enterprise. LSI Logic is headquartered at 1621 Barber Lane, Milpitas, CA 95035. http://www.lsilogic.com.

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LSI Logic Adopts Fabless Manufacturing Strategy
September 13, 2005 Page 4 of 4

Editor’s Notes:
1. All LSI Logic news releases (financial, acquisitions, manufacturing, products, technology etc.) are issued exclusively by PR Newswire and are immediately thereafter posted on the company’s external website, http://www.lsilogic.com.
2. LSI Logic and the LSI Logic logo design are registered trademarks of LSI Logic Corporation.
3. All other brand or product names may be trademarks or registered trademarks of their respective companies.