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)

August 9, 2006

LSI LOGIC CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	1-10317	94-2712976
(State or other jurisdiction of	(Commission File Number)	(IRS Employer
incorporation)		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

EXHIBIT 10.57

EXHIBIT 99.1

Item 1.01 Entry into a Material Definitive Agreement.

Effective August 14, 2006, LSI Logic Corporation (referred to here as “LSI Logic” or the “Company”) entered into an agreement with Joseph M. Zelayeta, a named executive officer as such term is defined in Item 402(a)(3) of Regulation S-K. Pursuant to this agreement, Mr. Zelayeta acknowledged his retirement from the Company and resigned his employment with the Company. In addition, Mr. Zelayeta acknowledged receipt of a bonus payment in the amount of $85,000, less any and all statutory withholdings and deductions as required by law. The Company will make an additional payment to Mr. Zelayeta in the amount of $207,500, less any and all statutory withholdings and deductions as required by law. The Company will also provide medical coverage for Mr. Zelayeta and his eligible dependents at no cost to Mr. Zelayeta. Coverage shall end for each participant upon that participant reaching age 65.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

On August 9, 2006, the Board of Directors (the “Board”) of LSI Logic increased the number of directors constituting the Board from eight to nine and elected Mr. Timothy Y. Chen, Corporate Vice President and Chief Executive Officer of the Greater China Region for Microsoft Corporation, to the Board. This appointment is effective September 1, 2006. It has not yet been determined on which Board committees Mr. Chen will serve.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.57	Agreement dated August 14, 2006, between LSI Logic Corporation and Joseph M. Zelayeta.
99.1	LSI Logic Corporation News Release issued August 14, 2006.

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
By:	/s/ Andrew S. Hughes
	Andrew S. Hughes
	Vice President, General Counsel and Corporate Secretary

Date: August 14, 2006

EXHIBIT INDEX

Exhibit No.	Description
10.57	Agreement dated August 14, 2006, between LSI Logic Corporation and Joseph M. Zelayeta.
99.1	LSI Logic Corporation News Release issued August 14, 2006.

EX-10.57

Exhibit 10.57

AGREEMENT

     THIS AGREEMENT (the “Agreement”) is entered into this 14th day of August, 2006 (the “Agreement Date”), between Joseph M. Zelayeta (“Employee”) and LSI Logic Corporation (the “Company”), with respect to the following recitals of fact:

     A. Employee is currently employed as an employee of the Company.

     B. The Company and Employee desire to set forth the terms on which Employee is retiring from the Company.

     NOW THEREFORE, in consideration of the promises and covenants contained in this Agreement, the parties agree as follows:

     1. Employee hereby acknowledges and agrees that he has decided to retire and therefore is resigning all of his positions, and his employment, with the Company effective on the Agreement Date. If necessary, Employee shall execute any additional documents that may be necessary or appropriate to effect or memorialize such resignations.

     2. Employee acknowledges receipt of a bonus payment in the amount of $85,000.00 in recognition of services rendered in conjunction with the successful sale of the Company’s wafer fabrication facility in Gresham, Oregon, less any and all statutory withholding and deductions as required by law or as authorized by Employee.

     3. Company will make an additional payment to Employee in the amount of $207,499.76, less any and all statutory withholding and deductions as required by law or as authorized by Employee, within ten (10) days of the Agreement Date.

     4. Company will provide medical coverage, at no cost to Employee, under Company’s then-existing medical plans for Employee and his eligible dependants, who are enrolled in a Company medical plan as of the Agreement Date. The amount of premiums paid on behalf of Employee and his eligible dependants may be taxable to Employee. Employee shall have the option to change medical plans during the Company’s annual open enrollment period. Such coverage shall end for each participant upon that participant reaching age sixty-five (65).

     5. Employee acknowledges, agrees, and warrants that he will continue to maintain the confidentiality of all confidential and proprietary information of the Company and third parties. Employee represents and warrants that to the best of his knowledge and belief he has returned to the Company all tangible and intangible property of the Company in his possession, custody, or control. In addition, notwithstanding the foregoing representation and warranty, if Employee discovers he has retained any property of the Company, he shall promptly notify the Company thereof and take reasonable steps in accordance with the Company’s instructions to return such property to the Company. The provisions of this Section shall survive the expiration or termination, for any reason, of this Agreement.

1.

     6. This Agreement shall be construed and interpreted in accordance with the laws of the State of Oregon, excluding any conflicts or choice of law rule or principle that might otherwise refer construction or interpretation of this Agreement to the substantive law of any other jurisdiction.

     7. If any term, clause or provision of this Agreement is construed to be or adjudged invalid, void or unenforceable, such term, clause or provision will be construed as severed from this Agreement, and the remaining terms, clauses and provisions will remain in full force and effect.

     8. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered will be deemed to be an original and all of which taken together will constitute one and the same instrument.

     9. This Agreement constitutes the entire understanding of the parties with respect to the subject matter hereof and supersedes any and all prior, contemporaneous or subsequent statements, representations, agreements or understandings, whether oral or written, between the parties with respect hereto. This Agreement shall inure to the benefit of the executors, administrators, heirs, successors and assigns of the parties hereto. The terms of this Agreement may only be modified by a written instrument signed by Employee and an authorized officer of the Company.

     10. All notices, requests, demands, and other communications called for hereunder will be in writing and will be deemed given (a) on the date of delivery if delivered personally, (b) one day after being sent overnight by a well established commercial overnight service, or (c) four days after being mailed by registered or certified mail, return receipt requested, prepaid and addressed to the parties or their successors at their last known address.

	LSI LOGIC CORPORATION
	a Delaware corporation
/s/ Joseph M. Zelayeta		By:	/s/ Jon Gibson
JOSEPH M. ZELAYETA		JON GIBSON
		Vice President, Human Resources

2.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE	AUGUST 14, 2006
Media Relations Contact:	Investor Relations Contact:
Mitch Seigle	Tom Tran
408-954-3225	408-433-8105
mitch.seigle@lsi.com	tom.tran@lsi.com

CC06-xx

MICROSOFT EXECUTIVE TIMOTHY CHEN TO JOIN
LSI LOGIC BOARD OF DIRECTORS

MILPITAS, Calif., August 14, 2006 – LSI Logic Corporation (NYSE: LSI) today announced that it has elected Timothy Y. Chen to its board of directors, effective September 1, 2006. He is currently Microsoft’s corporate vice president and CEO, Greater China Region, responsible for overseeing overall Microsoft business operations and strategy in China. Chen’s addition to the LSI Logic board expands its membership to nine.

“With the addition of Tim to our board, the breadth of our expertise and insight into the growing market opportunities for information storage and consumer electronics in Greater China is significantly strengthened,” said Abhi Talwalkar, LSI Logic president and chief executive officer. “Tim is a well known and widely admired business leader throughout the region and his guidance will be especially valuable to us as we pursue increasing opportunities there.”

Chen is the former chairman and president of Motorola (China) Electronics, Ltd., a position he held from September 2001 until joining Microsoft Corporation in September 2003. From June 2000 until September 2001, Chen was CEO of 21CN CyberNet Corporation Ltd., with overall responsibility for its business in Hong Kong and Mainland China. From 1992 to 2000, he held various management and executive positions with Motorola China and was additionally named a Motorola corporate vice president in 1999. Previously, Chen was with the Bell Labs arm of Lucent Technologies (formerly AT&T, Inc.) in the United States, serving in a number of technical and marketing management capacities.

Chen earned an MBA from the University of Chicago and holds two master’s degrees in computer science and mathematics from the Ohio State University, Columbus.

About LSI Logic

LSI Logic Corporation (NYSE: LSI) is a leading provider of silicon-to-system solutions that are used at the core of products that create, store and consume digital information. LSI offers a broad portfolio of capabilities including custom and standard product ICs, host bus and RAID adapters, storage area network solutions and software applications. LSI products enable leading technology companies in the Storage and Consumer markets to deliver some of the most

advanced and well-known electronic systems in the market today. More information is available at www.lsi.com.

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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.lsi.com.
2.	The LSI Logic logo design is a registered trademark of LSI Logic Corporation.
3.	All other brand or product names may be trademarks or registered trademarks of their respective companies.