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): April 21, 2010

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):

¨ 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))

TABLE OF CONTENTS

Item 2.02. Results of Operations and Financial Condition

On April 21, 2010, Lam Research Corporation (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 28, 2010, 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

(d) Exhibits

99.1 Press Release dated April 21, 2010 announcing financial results for the fiscal quarter ended March 28, 2010

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: April 21, 2010

LAM RESEARCH CORPORATION
By:	/s/    ERNEST E. MADDOCK
	Ernest E. Maddock
	Senior Vice President, Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

EXHIBIT INDEX

99.1 Press Release dated April 21, 2010 announcing financial results for the fiscal quarter ended March 28, 2010

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Lam Research Corporation Contact:

Carol Raeburn, Managing Director, Investor Relations, phone: 510/572-4450, e-mail: carol.raeburn@lamresearch.com

Lam Research Corporation Announces Financial Results for the Quarter Ended March 28, 2010

FREMONT, Calif., April 21, 2010—Lam Research Corporation (NASDAQ: LRCX) highlights for the March 2010 quarter were:

U.S. GAAP/Ongoing
(in thousands, except per share data and percentage)
• Revenue:	$	632,763
• Operating Margin:		23.6	%
• Net Income:	$	120,301
• Diluted EPS:	$	0.94

Lam Research Corporation today announced financial results for the quarter ended March 28, 2010. Revenue for the period was $632.8 million, gross margin was $292.9 million and net income was $120.3 million, or $0.94 per diluted share, compared to revenue of $487.2 million, gross margin of $223.2 million and net income of $69.6 million, or $0.54 per diluted share, for the December 2009 quarter. Shipments for the March 2010 quarter were $735 million compared to $519 million during the December 2009 quarter.

The Company’s ongoing results for the December 2009 quarter excluded certain costs for previously announced restructuring activities, the reversal of accrued liabilities due to final settlement of the remaining liabilities for Internal Revenue Code Section 409A related expenses, and the impairment of an investment. There were no adjustments to U.S. GAAP results to determine “ongoing” results for the March 2010 quarter. Management uses the presentation of ongoing gross margin, ongoing operating expenses, ongoing operating income, ongoing operating margin, ongoing net income, and ongoing net income per diluted share to evaluate the Company’s operating and financial results. The Company believes the presentation of ongoing results is useful to investors for analyzing business trends and comparing performance to prior periods, along with enhancing the investor’s ability to view the Company’s results from management’s perspective. A table presenting a reconciliation of ongoing results to results under U.S. GAAP is included at the end of this press release and on the Company’s web site.

Ongoing net income was $120.3 million, or $0.94 per diluted share in the March 2010 quarter compared to ongoing net income of $60.7 million, or $0.47 per diluted share, for the December 2009 quarter. Ongoing gross margin for the March 2010 quarter was $292.9 million or 46.3%, compared to ongoing gross margin of $218.5 million, or 44.8%, for the December 2009 quarter. The sequential increase in gross margin was primarily due to improved factory utilization as a result of increased business volume and a more favorable product mix. Ongoing operating expenses for the March 2010 quarter remained essentially flat compared with the December 2009 quarter.

~more~

Lam Announces Financial Results for the March 2010 Quarter

The geographic distribution of shipments and revenue during the March 2010 quarter is shown in the following table:

Region	Shipments		Revenue
North America	8	%	10	%
Europe	5	%	6	%
Japan	11	%	11	%
Korea	27	%	24	%
Taiwan	37	%	33	%
Asia Pacific	12	%	16	%

Cash and cash equivalents, short-term investments and restricted cash and investments balances were $843.8 million at the end of the March 2010 quarter, compared to $830.6 million at the end of the December 2009 quarter. Cash flows from operating activities were approximately $109.3 million during the March 2010 quarter. Deferred revenue and deferred profit balances at the end of the March 2010 quarter were $238.4 million and $138.2 million, respectively. Lam’s deferred revenue balance does not include shipments to Japanese customers, to whom title does not transfer until customer acceptance. Shipments to Japanese customers are classified as inventory at cost until the time of acceptance. The anticipated future revenue from shipments to Japanese customers was approximately $23 million as of March 28, 2010.

“Shipments for the March 2010 quarter represented an all-time high for Lam Research reflecting market share gains in both our etch and clean businesses, supported by strong operational performance of the factory and supply chain,” said Steve Newberry, Lam’s president and chief executive officer. “The continued success of the spin-clean business, evidenced by the recent shipment of our 3,000^th spin-clean process chamber, is complemented by our linear-clean and plasma-based bevel clean technologies. Our clean products represent a technology and productivity leadership portfolio that is advancing the success of our adjacent-market growth strategy,” Newberry concluded.

~more~

Page 2 of 7

Lam Announces Financial Results for the March 2010 Quarter

Statements made in this press release that 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 the anticipated revenue from shipments to Japanese customers, the continued success of our spin-clean business, and our continued ability to maintain strong operational performance of our factory and supply chain and to execute successfully our adjacent market growth strategy. Some factors that may affect these forward-looking statements include: business conditions in the semiconductor industry and the overall economy; the efficacy of Lam’s plans for reacting to those conditions; changing customer demands; the actions of Lam’s competitors; and the challenges presented by the development and marketing of new products. 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 by us with the Securities and Exchange Commission, including specifically our report on Form 10-K for the year ended June 28, 2009 and the reports on Form 10-Q for the three months ended September 27, 2009 and December 27, 2009. These uncertainties and changes 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. For more information, visit www.lamresearch.com.

Consolidated Financial Tables Follow

###

Page 3 of 7

Lam Announces Financial Results for the March 2010 Quarter

LAM RESEARCH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data and percentages)

(unaudited)

	Three Months Ended									Nine Months Ended
	March 28, 2010			December 27, 2009			March 29, 2009			March 28, 2010			March 29, 2009
Total revenue	$	632,763		$	487,176		$	174,412		$	1,438,487		$	898,182
Cost of goods sold		339,892			268,685			127,680			795,810			556,212
Cost of goods sold - restructuring and asset impairments		—			—			10,217			—			20,993
Cost of goods sold - 409A expense		—			(4,713	)		—			(10,168	)		—
Total costs of goods sold		339,892			263,972			137,897			785,642			577,205
Gross margin		292,871			223,204			36,515			652,845			320,977
Gross margin as a percent of revenue		46.3	%		45.8	%		20.9	%		45.4	%		35.7	%
Research and development		81,845			82,171			70,434			235,215			220,778
Selling, general and administrative		61,933			60,111			58,515			174,163			185,813
Goodwill Impairment		—			—			89,076			—			89,076
Restructuring and asset impairments		—			5,919			13,028			8,012			39,117
409A expense		—			(16,345	)		646			(34,238	)		2,250
Total operating expenses		143,778			131,856			231,699			383,152			537,034
Operating income (loss)		149,093			91,348			(195,184	)		269,693			(216,057	)
Operating margin as a percent of revenue		23.6	%		18.8	%		-111.9	%		18.7	%		-24.1	%
Other income (expense), net		1,616			(58	)		13,497			1,190			15,281
Income (loss) before income taxes		150,709			91,290			(181,687	)		270,883			(200,776	)
Income tax expense		30,408			21,716			16,672			64,211			12,882
Net income (loss)	$	120,301		$	69,574		$	(198,359	)	$	206,672		$	(213,658	)
Net income (loss) per share:
Basic net income (loss) per share	$	0.94		$	0.55		$	(1.58	)	$	1.63		$	(1.70	)
Diluted net income (loss) per share	$	0.94		$	0.54		$	(1.58	)	$	1.61		$	(1.70	)
Number of shares used in per share calculations:
Basic		127,307			127,296			125,566			127,127			125,368
Diluted		128,587			128,829			125,566			128,368			125,368

Page 4 of 7

Lam Announces Financial Results for the March 2010 Quarter

LAM RESEARCH CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

	March 28, 2010		December 27, 2009		June 28, 2009
	(unaudited)		(unaudited)		(1)
ASSETS
Cash and cash equivalents	$	461,369	$	430,166	$	374,167
Short-term investments		217,178		215,567		205,221
Accounts receivable, net		521,810		420,486		253,585
Inventories		281,469		241,296		233,410
Deferred income taxes		49,363		47,984		69,043
Other current assets		73,546		79,482		101,714
Total current assets		1,604,735		1,434,981		1,237,140
Property and equipment, net		203,037		205,089		215,666
Restricted cash and investments		165,284		184,913		178,439
Deferred income taxes		14,380		16,399		17,007
Goodwill and intangible assets		242,868		248,838		260,787
Other assets		94,055		94,622		84,145
Total assets	$	2,324,359	$	2,184,842	$	1,993,184
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities	$	533,361	$	445,243	$	382,076
Long-term debt and capital leases	$	20,314	$	35,145	$	40,886
Income taxes payable		113,364		107,273		102,999
Other long-term liabilities		12,872		12,397		14,134
Stockholders’ equity		1,644,448		1,584,784		1,453,089
Total liabilities and stockholders’ equity	$	2,324,359	$	2,184,842	$	1,993,184

1 Derived from audited financial statements

Page 5 of 7

Lam Announces Financial Results for the March 2010 Quarter

LAM RESEARCH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

	Three Months Ended									Nine Months Ended
	March 28, 2010			December 27, 2009			March 29, 2009			March 28, 2010			March 29, 2009
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	120,301		$	69,574		$	(198,359	)	$	206,672		$	(213,658	)
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization		17,872			18,184			19,650			53,737			54,723
Deferred income taxes		640			9,229			12,929			22,351			10,632
Restructuring charges, net		—			5,919			23,245			8,012			60,110
Goodwill Impairment		—			—			89,076			—			89,076
Equity-based compensation expense		10,917			13,259			10,227			38,134			39,684
Income tax benefit on equity-based compensation plans		477			303			(11,115	)		691			(13,121	)
Excess tax benefit on equity-based compensation plans		(370	)		(235	)		7,027			(973	)		6,510
Other, net		1,210			173			953			2,542			6,818
Changes in operating asset and liabilities:		(41,781	)		(43,096	)		22,215			(145,886	)		(60,783	)
Net cash provided by (used for) operating activities		109,266			73,310			(24,152	)		185,280			(20,009	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures and intangible assets		(10,823	)		(6,893	)		(10,866	)		(23,548	)		(38,434	)
Acquisitions of businesses, net of cash acquired		—			—			(11,706	)		—			(19,457	)
Net sales/maturities (purchases) of available-for-sale securities		(3,238	)		(1,016	)		33,961			(14,029	)		80,708
Purchase of other investments		—			—			—			(961	)		(3,439	)
Transfer of restricted cash and investments		19,629			97			558			13,155			(47,748	)
Other		—			—			(8,375	)		—			(10,375	)
Net cash provided by (used for) investing activities		5,568			(7,812	)		3,572			(25,383	)		(38,745	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long-term debt and capital lease obligations		(17,820	)		(689	)		(239,703	)		(20,424	)		(255,136	)
Net proceeds from issuance of long-term debt		—			52			—			336			625
Excess tax benefit on equity-based compensation plans		370			235			(7,027	)		973			(6,510	)
Treasury stock purchases		(72,240	)		(576	)		(546	)		(75,172	)		(27,749	)
Reissuances of treasury stock		5,518			—			5,942			11,279			13,526
Proceeds from issuance of common stock		1,441			4,126			1,283			7,823			5,727
Net cash provided by (used for) financing activities		(82,731	)		3,148			(240,051	)		(75,185	)		(269,517	)
Effect of exchange rate changes on cash		(900	)		357			(17,634	)		2,490			(29,618	)
Net increase (decrease) in cash and cash equivalents		31,203			69,003			(278,265	)		87,202			(357,889	)
Cash and cash equivalents at beginning of period		430,166			361,163			652,913			374,167			732,537
Cash and cash equivalents at end of period	$	461,369		$	430,166		$	374,648		$	461,369		$	374,648

Page 6 of 7

Lam Announces Financial Results for the March 2010 Quarter

Reconciliation of U.S. GAAP Net Income to Ongoing Net Income

(in thousands, except per share data)

(unaudited)

	Three Months Ended		Three Months Ended
	March 28, 2010		December 27, 2009
U.S. GAAP net income	$	120,301	$	69,574
Pre-tax non-ongoing items:
Restructuring and asset impairments - operating expenses		—		5,919
409A expense - cost of goods sold		—		(4,713	)
409A expense - operating expenses		—		(16,345	)
Impairment of investment - other income (expense), net		—		927
Net tax expense on non-ongoing items		—		5,352
Ongoing net income	$	120,301	$	60,714
Ongoing net income per diluted share	$	0.94	$	0.47
Number of shares used for diluted per share calculation		128,587		128,829

Reconciliation of U.S. GAAP Gross Margin, Operating Expenses and Operating Income to Ongoing Gross Margin, Operating

Expenses and Operating Income

(in thousands, except percentages)

(unaudited)

	Three Months Ended			Three Months Ended
	March 28, 2010			December 27, 2009
U.S. GAAP gross margin	$	292,871		$	223,204
Pre-tax non-ongoing items:
Pre-tax 409A expense - cost of goods sold		—			(4,713	)
Ongoing gross margin	$	292,871		$	218,491
U.S. GAAP gross margin as a percent of revenue		46.3	%		45.8	%
Ongoing gross margin as a percent of revenue		46.3	%		44.8	%
U.S. GAAP operating expenses	$	143,778		$	131,856
Pre-tax non-ongoing items:
Restructuring and asset impairments - operating expenses		—			(5,919	)
409A expense - operating expenses		—			16,345
Ongoing operating expenses	$	143,778		$	142,282
Ongoing operating income	$	149,093		$	76,209
Ongoing operating margin as a percent of revenue		23.6	%		15.6	%

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