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): July 19, 2006

LAM RESEARCH CORPORATION

(Exact name of registrant as specified in its charter)

Delaware
(State or Other Jurisdiction of Incorporation)

0-12933	94-2634797
(Commission File Number)	(IRS Employer Identification Number)

4650 Cushing Parkway
Fremont, California 94538
(Address of principal executive offices including zip code)

(510) 572-0200
(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 2.02. Results of Operations and Financial Condition
	Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 2.02. Results of Operations and Financial Condition

On July 19, 2006, Lam Research Corporation (the Company) issued a press release announcing its earnings for the fiscal quarter ended June 25, 2006, the text of which is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, the information in the Current Report on Form 8-K, including the exhibit, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

99.1 Press Release dated July 19, 2006 announcing earnings for the fiscal quarter ended June 25, 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.

Date: July 19, 2006

LAM RESEARCH CORPORATION
By:	/s/ Martin B. Anstice
	Martin B. Anstice
	Group Vice President, Finance,
	Chief Financial Officer, and
	Chief Accounting Officer

EXHIBIT INDEX

99.1 Press Release dated July 19, 2006 announcing earnings for the fiscal quarter ended June 25, 2006

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Lam Research Corporation Contact:
Kathleen Bela, Investor Relations, phone: 510/572-4566, e-mail: kathleen.bela@lamresearch.com

Lam Research Corporation Announces Earnings for the Quarter Ended
June 25, 2006

FREMONT, Calif., July 19, 2006—Lam Research Corporation (NASDAQ: LRCX) highlights for the June 2006 quarter were:

•	Revenue:		$525.6 million
•	Operating Margin:		30.3%
•	Net Income:	U.S. GAAP:	$122.1 million	•	Ongoing:	$139.0 million
•	Diluted EPS:	U.S. GAAP:	$0.84	•	Ongoing:	$0.96

Lam Research Corporation today announced earnings for the quarter ended June 25, 2006. Revenue for the period was $525.6 million and net income was $122.1 million, or $0.84 per diluted share, compared to revenue of $437.4 million and net income of $86.3 million, or $0.60 per diluted share for the March 2006 quarter. Ongoing net income increased to $139.0 million, or $0.96 per diluted share in the June 2006 quarter compared with ongoing net income of $93.7 million, or $0.65 per diluted share, for the March 2006 quarter.

Gross margin for the June 2006 quarter was $274.2 million compared to gross margin of $219.7 million for the March 2006 quarter. Gross margin as a percent of revenue for the June 2006 quarter increased to 52.2 percent compared to 50.2 percent in the March 2006 quarter primarily due to product mix, revenue growth, and improved utilization of factory and field resources. Operating expenses increased during the quarter as planned to $114.7 million compared to operating expenses of $109.4 million for the March 2006 quarter. Equity compensation expense in the June 2006 quarter recorded in cost of goods sold and operating expenses was $1.2 million and $4.2 million, respectively.

~more~

Lam Announces Earnings for the June 2006 Quarter Page 2 of 7

The Company believes the presentation of ongoing results, which excludes certain special items, is useful for analyzing ongoing business trends. A table presenting a reconciliation of ongoing performance to results under U.S. GAAP is included at the end of this press release and on the Company’s web site. The June and March 2006 quarters’ ongoing presentation removes the effect of tax expense associated with the Company’s decision to repatriate foreign earnings of $350 million and $150 million, respectively, under the provisions of the American Jobs Creation Act.

New orders recorded in backlog increased 23 percent sequentially to $640 million. The geographic distribution of new orders and revenue during the June 2006 quarter is shown in the following table:

Region	New Orders			Revenue
North America		12	%		15	%
Europe		16	%		13	%
Japan		17	%		22	%
Korea		11	%		22	%
Asia Pacific		44	%		28	%

Cash and cash equivalents, short-term investments and restricted cash and investments balances were $1.5 billion at the end of June, and cash flows provided by operating activities were $92.3 million during the quarter. Condensed Consolidated Statements of Cash Flows are included at the end of this press release. Deferred revenue and deferred profit balances were $229.7 million and $140.1 million, respectively. At the end of the period, unshipped orders in backlog were approximately $521 million, and the anticipated future revenue value of orders shipped from backlog to Japanese customers that are not recorded as deferred revenue was approximately $74 million.

“We are pleased with the results for the June quarter,” stated Steve Newberry, Lam’s president and chief executive officer. “Our market share gains and the increased capital investment by our customers drove our new orders substantially above expectations. Our financial results in June demonstrate our commitment to delivering profitable market share growth, with operating margins at 30 percent for the quarter. In addition, our total net cash balance at $1.2 billion is at the highest level ever recorded by the Company.”

~more~

Lam Announces Earnings for the June 2006 Quarter Page 3 of 7

“The Company hosted an Analyst and Investor Meeting during last week’s SEMICON^® West industry trade show. During that meeting, we outlined our key areas of focus: executing to the near-term needs of our customers, extending our market leadership in etch, leveraging our global etch knowledge into adjacent markets, and delivering best-in-class financial performance. We believe we are well positioned to deliver strong results in all four areas as we go forward over the next few years,” Newberry concluded.

Statements made in this press release which are not statements of historical fact are forward-looking statements and are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements relate, but are not limited, to expectations of future market share gains in etch and adjacent markets, additional opportunities for growth, the level of our financial performance in relation to comparable companies, our key areas of focus and our ability to deliver strong results in the future. Some factors that may affect these forward-looking statements include: changing business conditions in the semiconductor industry and the overall economy and our plans for reacting to those changes, changing customer demands, success of our competitors’ strategies including development of new technologies by our competitors that could affect our market share, our ability to compete successfully in the market segments adjacent to etch, and the success of our research and development programs. These forward-looking statements are based on current expectations and are subject to uncertainties and changes in condition, significance, value and effect as well as other risks detailed in documents filed with the Securities and Exchange Commission, including specifically the report on Form 10-K for the year ended June 26, 2005, and Form 10-Q for the quarter ended March 26, 2006, which could cause actual results to vary from expectations. The Company undertakes no obligation to update the information or statements made in this press release.

Lam Research Corporation is a major provider of wafer fabrication equipment and services to the world’s semiconductor industry. Lam’s common stock trades on The NASDAQ Global Select Market^sm under the symbol LRCX. Lam is a NASDAQ-100^® company. The Company’s World Wide Web address is http://www.lamresearch.com.

Consolidated Financial Tables Follow
###

Lam Announces Earnings for the June 2006 Quarter Page 4 of 7

LAM RESEARCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data and percentages)

	Three Months Ended									Twelve Months Ended
	June 25,			March 26,			June 26,			June 25,			June 26,
	2006			2006			2005			2006			2005
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(1)
Total revenue	$	525,596		$	437,423		$	353,767		$	1,642,171		$	1,502,453
Cost of goods sold		251,445			217,769			177,908			814,777			738,361
Gross margin		274,151			219,654			175,859			827,394			764,092
Gross margin as a percent of revenue		52.2	%		50.2	%		49.7	%		50.4	%		50.9	%
Research and development		60,824			61,083			49,474			228,891			194,115
Selling, general and administrative		53,921			48,303			43,854			192,238			164,774
Restructuring charges, net		—			—			—			—			14,201
Total operating expenses		114,745			109,386			93,328			421,129			373,090
Operating income		159,406			110,268			82,531			406,265			391,002
Operating margin as a percent of revenue		30.3	%		25.2	%		23.3	%		24.7	%		26.0	%
Other income, net		9,398			7,828			6,171			35,022			8,120
Income before income taxes		168,804			118,096			88,702			441,287			399,122
Income tax expense		46,655			31,759			22,176			105,532			99,781
Net income	$	122,149		$	86,337		$	66,526		$	335,755		$	299,341
Net income per share:
Basic	$	0.87		$	0.62		$	0.48		$	2.42		$	2.17
Diluted	$	0.84		$	0.60		$	0.47		$	2.34		$	2.10
Number of shares used in per share calculations:
Basic		141,168			140,122			138,208			138,581			137,727
Diluted		144,683			144,846			142,518			143,732			142,417

(1) Derived from audited financial statements

Lam Announces Earnings for the June 2006 Quarter Page 5 of 7

LAM RESEARCH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

	June 25,		March 26,		June 26,
	2006		2006		2005
	(unaudited)		(unaudited)		(1)
Assets:
Cash and cash equivalents	$	910,815	$	757,845	$	482,250
Short-term investments		139,524		233,528		327,003
Accounts receivable, net		407,347		319,150		232,005
Inventories		168,714		144,259		110,051
Other current assets		79,969		84,986		93,527
Total current assets		1,706,369		1,539,768		1,244,836
Property and equipment, net		49,893		43,903		41,082
Restricted cash and investments		470,038		85,038		85,038
Other assets		87,044		70,116		77,859
Total assets	$	2,313,344	$	1,738,825	$	1,448,815
Liabilities and stockholders’ equity:
Current liabilities	$	566,226	$	507,309	$	379,133
Long-term debt	$	350,000	$	—	$	—
Other long-term liabilities		969		1,605		2,786
Stockholders’ equity		1,396,149		1,229,911		1,066,896
Total liabilities and stockholders’ equity	$	2,313,344	$	1,738,825	$	1,448,815

(1) Derived from audited financial statements.

Lam Announces Earnings for the June 2006 Quarter Page 6 of 7

LAM RESEARCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

	Three Months Ended									Twelve Months Ended
	June 25,			March 26,			June 26,			June 25,			June 26,
	2006			2006			2005			2006			2005
	(unaudited)			(unaudited)			(unaudited)			(unaudited)			(1)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	122,149		$	86,337		$	66,526		$	335,755		$	299,341
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		5,765			5,208			6,305			22,000			25,517
Deferred income taxes		(4,936	)		17,935			51,187			27,726			89,352
Restructuring charges, net		—			—			—			—			14,201
Equity-based compensation		5,449			6,029			497			22,768			864
Income tax benefit on equity-based compensation plans		27,786			—			(28,303	)		27,786			2,050
Excess tax benefit on equity-based compensation plans		(17,805	)		—			—			(17,805	)		—
Other, net		1,270			(864	)		223			2,357			2,854
Change in working capital accounts		(47,412	)		(5,010	)		37,449			(59,900	)		(8,249	)
Net cash provided by operating activities		92,266			109,635			133,884			360,687			425,930
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures and intangible assets		(25,939	)		(6,447	)		(4,226	)		(42,080	)		(22,849	)
Transfer of restricted cash and investments		(385,000	)		—			27,430			(385,000	)		27,430
Net sales (purchases) of available-for-sale securities		90,296			26,703			(35,565	)		182,788			(63,309	)
Net cash provided by/(used for) investing activities		(320,643	)		20,256			(12,361	)		(244,292	)		(58,728	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on capital lease		(45	)		(67	)		—			(112	)		—
Net proceeds from issuance of long-term debt		349,632			—			—			349,632			—
Excess tax benefit on equity-based compensation plans		17,805			—			—			17,805			—
Treasury stock purchases		(37,002	)		(73,602	)		(99,288	)		(251,211	)		(167,081	)
Reissuances of treasury stock		5,519			4,515			458			15,171			458
Proceeds from issuance of common stock		43,698			61,602			23,456			179,400			114,304
Net cash provided by/(used for) financing activities		379,607			(7,552	)		(75,374	)		310,685			(52,319	)
Effect of exchange rate changes on cash		1,740			1,724			(361	)		1,485			3,964
Net increase in cash and cash equivalents		152,970			124,063			45,788			428,565			318,847
Cash and cash equivalents at beginning of period		757,845			633,782			436,462			482,250			163,403
Cash and cash equivalents at end of period	$	910,815		$	757,845		$	482,250		$	910,815		$	482,250

(1) Derived from audited financial statements

Lam Announces Earnings for the June 2006 Quarter Page 7 of 7

Reconciliation of U.S. GAAP Net Income to Ongoing Net Income
(in thousands, except per share data and percentages)

	Three Months Ended
	June 25,			March 26,
	2006			2006
U.S. GAAP net income	$	122,149		$	86,337
Tax expense on repatriation of foreign earnings		16,810			7,397
Ongoing net income	$	138,959		$	93,734
Ongoing net income per diluted share	$	0.96		$	0.65
Number of shares used for diluted per share calculation		144,683			144,846
U.S. GAAP income tax rate		27.6	%		26.9	%
Ongoing income tax rate		17.7	%		20.6	%