8-K

             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):  February 1, 2001
                                                   ----------------


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


Massachusetts                  1-9853                   No. 04-2680009
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(State or other jurisdiction   (Commission             (I.R.S. Employer
of incorporation)               File Number)         Identification No.)



35 Parkwood Drive, Hopkinton, MA                         01748
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(Address of principal executive offices)                (zip code)



Registrant's telephone number, including area code: (508)435-1000
                                                    -------------------


                           N/A
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(Former Name or Former Address, if changed since last report)





Item 5.  Other Events.
- ---------------------

     On February 1, 2001, EMC Corporation and McDATA
Corporation issued a press release announcing the
establishment of a "when-issued" trading market for McDATA
Class A common stock.  The press release is attached as
Exhibit 99 to this Current Report on Form 8-K.

Item 7.  Financial Statements Pro Forma Financial Information and Exhibits
- --------------------------------------------------------------------------

     (c) Exhibits

       99    EMC Corporation Press Release issued February 1, 2001.







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                         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.

                            EMC CORPORATION



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




Date:  February 1, 2001





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                        EXHIBIT INDEX

Exhibit No.        Description
- -----------        -----------

99             Press Release issued February 1, 2001.

EX-99

                              Contacts: Mark Fredrickson
                                        EMC Corporation
                                        (508) 293-7137
                                        fredrickson_mark@emc.com

                                        Lenny Parrnelli
                                        McDATA Corporation
                                        (888) 737-1990
FOR IMMEDIATE RELEASE                   investor_relations@McDATA.com

            EMC CORPORATION  AND  McDATA CORPORATION
          ANNOUNCE  'WHEN ISSUED'  TRADING  MARKET  FOR
                 McDATA  CLASS A  COMMON  STOCK

HOPKINTON, Mass. and BLOOMFIELD, Colo. - February 1, 2001 -  EMC
Corporation (NYSE: EMC) and McDATA Corporation (Nasdaq:  MCDT)
today announced that "when issued" trading in shares of Class A
common stock of McDATA Corporation will commence on the Nasdaq
National Market on Monday, February 5, 2001.  McDATA has applied
to the Nasdaq National Market to have the "when-issued" McDATA
Class A common stock trade under the symbol "MCDAV."

     As previously announced, after the close of the market on
February 7, 2001, EMC will distribute 81 million shares of McDATA
Class A common stock, which represents approximately 74 percent
of the total outstanding common stock of McDATA, to EMC
stockholders of record as of 5:00 p.m. Eastern time on January
24, 2001.  Owners of EMC common stock on the record date may
trade in McDATA Class A common stock on a "when-issued" trading
basis.  Trades effected in the "when-issued" market will be
settled with shares of McDATA Class A common stock issued in
EMC's distribution.

The Distribution
- ----------------

     The McDATA Class A common stock will be distributed to EMC
stockholders in the amount of approximately 0.0368069 of a share
of McDATA Class A common stock for each share of EMC common stock
(approximately 36 shares of McDATA Class A common stock for each
1,000 shares of EMC common stock).  Each EMC stockholder also
will receive a cash payment for any fractional shares of McDATA
Class A common stock.

     As previously announced, EMC has received a ruling from the
Internal Revenue Service that the distribution to EMC
stockholders of the McDATA Class A common stock will be tax free
to EMC stockholders for U.S. federal income tax purposes.  Cash
received in lieu of fractional shares will be taxable.

Further Information on Distribution
- -----------------------------------

     An information statement has been mailed to EMC stockholders
of record as of 5:00 p.m. Eastern time on January 24, 2001, the
record date.  The information statement includes the final ratio
of shares of McDATA Class A common stock to be distributed for
each share of EMC common stock, as well as information as to how
to calculate the cost basis of such shares.  McDATA has filed an
application to list the Class A common stock on the Nasdaq
National Market under the symbol "MCDTA."

EMC Corporation
- ---------------

     EMC Corporation (NYSE:  EMC) is the world leader in
information storage systems, software, networks and services,
providing the information infrastructure for a connected world.
Information about EMC's products and services can be found at
http://www.EMC.com.

McDATA Corporation
- ------------------

     McDATA (Nasdaq: MCDT) is the leader in open storage
networking solutions and provides highly available, scalable and
centrally managed storage area networks (SANs) that address
enterprise-wide storage problems. McDATA's enterprise-to-edge SAN
solutions improve the reliability and availability of data to
simplify SAN management and reduce the total cost of ownership.
McDATA extensively pre-tests its solutions to provide IT
organizations with the comprehensive tools, methodologies and
support essential to robust SAN implementation. McDATA
distributes its products through its OEMs, network of resellers
and Elite Solution Partners. McDATA and the McDATA logo are
registered trademarks of McDATA Corporation.


EMC2 and EMC are registered trademarks of EMC Corporation. Other
trademarks are the property of their respective owners

This release contains "forward-looking statements" as defined
under the Federal Securities Laws. Actual results could differ
materially from those projected in the forward-looking statements
as a result of certain risk factors, including but not limited
to:  (i) component quality and availability; (ii) delays in the
development of new technology and the transition to new products;
(iii) competitive factors, including but not limited to pricing
pressures, in the computer storage and server markets; (iv) the
relative and varying rates of product price and component cost
declines; (v) economic trends in various geographic markets and
fluctuating currency exchange rates; (vi) the ability to attract
and retain highly qualified employees; (vii) deterioration or
termination of the agreements with certain of the Company's
indirect channels; (viii) the uneven pattern of quarterly sales;
(ix) risks associated with strategic investments and
acquisitions; and (x) other one-time events and other important
factors disclosed previously and from time to time in EMC's
filings with the U.S. Securities and Exchange Commission.