UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549

                           FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

                            Commission File Number:  1-9853


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


171 South Street, Hopkinton, Massachusetts 01748  Tel: 508-435-1000
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  (Address, including zip code and telephone number, including
    area code, of registrant's principal executive offices)


            6% Convertible Subordinated Notes due 2004
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     (Title of each class of securities covered by this Form)


                         Common Stock
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 (Titles of all other classes of securities for which a duty
    to file reports under section 13(a) or 15(d) remains)


       Please place an X in the box(es) to designate the
   appropriate rule provision(s) relied upon to terminate or
  suspend the duty to file reports:

     Rule 12g-4(a)(1)(i)     /X/       Rule 12h-3(b)(1)(i)     /X/

     Rule 12g-4(a)(1)(ii)   / /        Rule 12h-3(b)(1)(ii)   / /

     Rule 12g-4(a)(2)(i)   / /         Rule 12h-3(b)(2)(i)   / /

     Rule 12g-4(a)(2)(ii) / /          Rule 12h-3(b)(2)(ii) / /

                                       Rule 15d-6          / /


Approximate number of holders of record as of the certification
      or notice date:      0

Pursuant to the requirements of the Securities Exchange Act
of 1934, EMC Corporation has caused this certification/notice
to be signed on its behalf by the undersigned duly authorized person.


Date:  May 18, 2000

                 By: /s/ Paul T. Dacier
                     Paul T. Dacier, Senior Vice President and General Counsel

Instruction:  This form is required by Rules 12g-4, 12h-3
and 15d-6 of the General Rules and Regulations under the
Securities Exchange Act of 1934.  The registrant shall file
with the Commission three copies of Form 15, one of which
shall be manually signed.  It may be signed by an officer of
the registrant, by counsel or by any other duly authorized
person.  The name and title of the person signing the form
shall be typed or printed under the signature.