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): April 15, 2004

EMC CORPORATION

(Exact name of registrant as specified in its charter)

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

176 South Street, Hopkinton, MA	01748
(Address of principal executive offices)	(Zip code)

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

N/A

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

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

(c) Exhibits

99.1    Press Release of EMC Corporation (“EMC”) dated April 15, 2004 (furnished pursuant to Item 12).

Item 12.    Results of Operations and Financial Condition

On April 15, 2004, EMC issued a press release announcing financial results for the quarter ended March 31, 2004. The press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. The press release may contain non-GAAP financial measures. If any non-GAAP financial measures are presented, a reconciliation to GAAP is included. Management uses any such non-GAAP financial measures to gain an understanding of its comparative operating performance. Management believes that these measures provide useful information because they exclude activities that are not necessarily relevant to understand EMC’s business.

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

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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/    WILLIAM J. TEUBER, JR.
	William J. Teuber, Jr. Executive Vice President and Chief Financial Officer

Date: April 15, 2004

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of EMC Corporation dated April 15, 2004

4

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE Contact:    Greg Eden 508-293-7195 eden_greg@emc.com

EMC REPORTS FIRST QUARTER RESULTS

Revenue Up 35% on Strong Demand for Expanded Product Portfolio,

Impact of Recent Acquisitions

HOPKINTON, Mass. – April 15, 2004 – EMC Corporation (NYSE:EMC) today reported strong, double-digit revenue growth and triple-digit net income growth on a year-to-year basis for the first quarter of 2004.

Total consolidated revenue for EMC’s first quarter was $1.87 billion, 35% higher than the $1.38 billion reported for the first quarter of 2003. Net income for the first quarter of 2004 was $140 million or $.06 per diluted share, including a charge of $.01 per share, primarily related to the January 8, 2004, acquisition of VMware and certain additional restructuring charges. This compares with net income of $35 million or $.02 per diluted share for the first quarter of 2003.

Joe Tucci, EMC’s President and CEO, said, “The first quarter marked EMC’s highest revenue growth rate in nearly three years, measured with or without the inclusion of our recent acquisitions. This accelerating growth, which I believe is among the highest of any major IT supplier, is being fueled by customers around the world embracing EMC technology that saves them money, simplifies their operations and protects their information assets. We are delivering the world’s broadest lineup of storage and information management products and services, all focused on empowering organizations to get the maximum value from their information at every point in the information lifecycle.”

Tucci continued, “EMC’s new software divisions Documentum, LEGATO Software and VMware, also played an important role in the quarter as customers grappled with the explosion of digital content, continued the shift to disk-based recovery solutions and reaped the benefits of virtualized computing resources.”

Global customer demand for EMC’s expanded portfolio of information management and storage systems, software and services resulted in solid, double-digit revenue growth across each of EMC’s businesses in the first quarter. Core EMC revenue, which excludes revenue from Documentum, LEGATO Software and VMware, grew approximately 21% in the first quarter compared to the first quarter of 2003. EMC’s new, independent software divisions performed well during the quarter, with Documentum, LEGATO Software and VMware, on a combined basis, growing their revenue more than 30% compared with the first quarter of 2003. Consolidated international revenue, benefiting from EMC’s continued focus and investment in

Europe, Asia and Latin America, represented 43% of EMC’s first-quarter revenues, compared with 37% for the year-ago quarter.

Bill Teuber, EMC’s Executive Vice President and Chief Financial Officer, said, “EMC finished the first quarter with $6.7 billion in cash and investments, after investing nearly $600 million on the acquisition of VMware and our stock buyback program. In addition to providing EMC with needed agility to react to future opportunities, a portion of these funds will be used to strengthen our new software divisions, deepen our penetration in the commercial market, expand further into promising regions in Asia and Eastern Europe, enhance EMC’s own information infrastructure, and continue to evolve ‘EMC’ into one of the world’s most powerful and recognized technology brands.”

First Quarter Highlights

EMC information storage systems revenue, bolstered by a sweeping wave of first quarter enhancements and innovations across the entire lineup of EMC tiered networked storage platforms, grew 19% compared to the year-ago quarter. Core EMC information storage software revenue increased 26% compared to the same period a year ago. First-quarter software highlights included the introduction of the EMC DatabaseXtender software suite, which monitors database growth and usage and intelligently relocates inactive data to various EMC or non-EMC storage systems. Core EMC services revenue grew 23% compared to the year ago quarter, due to growing demand for information lifecycle management services and an increase in software maintenance revenues. EMC also broadened the global reach of EMC information storage and management products during the quarter by forming new distribution relationships with TechData in the U.S. and Samsung Electronics in Korea.

Documentum, acquired by EMC in December 2003, delivered its sixth consecutive quarter of record revenues and added more than 100 new customers in the first quarter. Documentum announced the first and only complete virtual repository solution enabled in part by technology acquired from Xerox Corporation in March, and two new compliance products to help organizations address regulatory and business requirements. Documentum also successfully demonstrated the mainframe-level performance and scalability of the Documentum 5 ECM platform with a billion-object repository benchmark.

LEGATO Software, acquired by EMC in October 2003, delivered its best first quarter revenues ever and added more than 300 new customers. During the quarter LEGATO improved the heterogeneous storage integration and support of the LEGATO DiskXtender 2000 software and partnered with Microsoft and EMC to develop a joint data consolidation and business continuity solution. Also during the quarter, LEGATO tightened integration between LEGATO DiskXtender and EmailXtender products with EMC Centera and LEGATO NetWorker software with EMC CLARiiON to answer customer need for comprehensive email compliance and backup-to-disk solutions.

VMware, acquired by EMC in January 2004, exceeded revenue expectations during its first quarter as an EMC subsidiary, posting record revenues and triple-digit growth as customers turned to VMware technology to consolidate server and workstation operations. VMware continued to advance the virtualization industry with new releases of its server virtual infrastructure software. Also during the quarter, VMware strengthened its relationship with Dell through a new agreement, evidence that VMware’s value is resonating with partners and their customers.

Business Outlook

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements do not include the potential impact of any mergers, acquisitions, divestitures or business combinations that may be completed after the date hereof. The Business Outlook set forth in EMC’s news release dated January 22, 2004, still represents EMC’s current expectations unless specifically superseded by these statements:

· Consolidated revenues for the second quarter of 2004 are expected to be between $1.950 billion and $1.975 billion.

· Diluted earnings per share for the second quarter of 2004 are expected to be $0.08.

· Gross margins should exceed 50% for 2004.

· Selling, general and administrative expenses, as a percentage of revenue, should be between 26% to 29% for 2004.

· Research and development expenses, as a percentage of revenue, should be between 11% to 12% for 2004.

· Operating income, as a percentage of revenue, should reach the mid-teens by the fourth quarter of 2004.

About EMC

EMC Corporation (NYSE: EMC) is the world leader in products, services and solutions for information storage and management that help organizations extract the maximum value from their information, at the lowest total cost, across every point in the information lifecycle. Information about EMC’s products and services can be found at www.EMC.com.

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) adverse changes in general economic or market conditions; (ii) delays or reductions in information technology spending; (iii) risks associated with acquisitions and investments, including the challenges and costs of integration, restructuring and achieving anticipated synergies associated with the acquisitions of LEGATO Systems, Inc., Documentum, Inc. and VMware, Inc.; (iv) competitive factors, including but not limited to pricing pressures; (v) the relative and varying rates of product price and component cost declines and the volume and mixture of product and services revenues; (vi) component quality and availability; (vii) the transition to new products, the uncertainty of customer acceptance of new product offerings and rapid technological and market change; (viii) insufficient, excess or obsolete inventory; (ix) war or acts of terrorism; (x) the ability to attract and retain highly qualified employees; (xi) fluctuating currency exchange rates; and (xii) 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. EMC disclaims any obligation to update any such forward-looking statements after the date of this release.

EMC, Documentum, LEGATO and VMware are registered trademarks and EMC DatabaseXtender, LEGATO DiskXtender and VMware GSX Server 3 are trademarks of EMC Corporation. All other trademarks are the property of their respective owners.

EMC CORPORATION

Consolidated Income Statements

(in thousands, except per share amounts)

Unaudited

	Three Months Ended
	March 31, 2004			March 31, 2003
Revenues:
Net sales	$	1,378,596		$	1,050,978
Services		493,033			333,173
		1,871,629			1,384,151
Cost and expenses:
Cost of sales		705,946			613,344
Cost of services		228,014			172,986
Research and development		204,596			180,414
Selling, general and administrative		534,625			384,551
Restructuring and other special charges		28,228			20,523
Operating income		170,220			12,333
Investment income		41,030			53,137
Interest expense		(1,973	)		(864	)
Other expense, net		(5,777	)		(5,710	)
Income before taxes		203,500			58,896
Income tax provision		63,695			23,713
Net income	$	139,805		$	35,183
Net income per weighted average share, basic	$	0.06		$	0.02
Net income per weighted average share, diluted	$	0.06		$	0.02
Weighted average shares, basic		2,415,550			2,186,771
Weighted average shares, diluted		2,467,209			2,199,955
As a % of total revenue:
Gross margin		50.1	%		43.2	%
Selling, general and administrative		28.6	%		27.8	%
Research and development		10.9	%		13.0	%
Operating income		9.1	%		0.9	%
Net income		7.5	%		2.5	%

EMC CORPORATION

Consolidated Balance Sheets

(in thousands, except per share amounts)

Unaudited

	March 31, 2004			December 31, 2003
ASSETS
Current assets:
Cash and cash equivalents	$	1,513,441		$	1,869,426
Short-term investments		981,298			928,248
Accounts and notes receivable, less allowance for doubtful accounts of $41,946 and $39,482		994,407			952,421
Inventories		545,502			514,015
Deferred income taxes		276,819			271,746
Other current assets		127,335			151,448
Total current assets		4,438,802			4,687,304
Long-term investments		4,190,285			4,109,911
Property, plant and equipment, net		1,593,939			1,610,182
Intangible assets, net		562,908			475,295
Other assets, net		457,462			426,472
Goodwill, net		3,225,283			2,711,677
Deferred income taxes		33,582			72,019
Total assets	$	14,502,261		$	14,092,860
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable and current portion of long-term obligations	$	4,212		$	7,104
Accounts payable		439,857			414,251
Accrued expenses		964,754			1,009,696
Income taxes payable		448,307			436,434
Deferred revenue		839,685			679,044
Total current liabilities		2,696,815			2,546,529
Deferred revenue		513,171			451,296
Long-term convertible debt		129,587			129,966
Other liabilities		84,286			80,348
Commitments and contingencies
Stockholders’ equity:
Series preferred stock, par value $.01; authorized 25,000 shares, none outstanding		—			—
Common stock, par value $.01; authorized 6,000,000 shares; issued 2,485,292 and 2,476,821 shares		24,853			24,768
Additional paid-in capital		7,024,136			6,894,823
Deferred compensation		(127,083	)		(94,068	)
Retained earnings		4,705,962			4,566,157
Accumulated other comprehensive income		4,247			2,197
Treasury stock, at cost; 65,182 and 62,082 shares		(553,713	)		(509,156	)
Total stockholders’ equity		11,078,402			10,884,721
Total liabilities and stockholders' equity	$	14,502,261		$	14,092,860

EMC CORPORATION

Consolidated Statements of Cash Flows

(in thousands)

Unaudited

	For the Three Months Ended
	March 31, 2004			March 31, 2003
Cash flows from operating activities:
Net income	$	139,805		$	35,183
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		144,039			137,246
Non-cash restructuring and other special charges		16,129			4,785
Amortization of deferred compensation		13,755			2,547
Provision for doubtful accounts		1,243			5,225
Deferred income taxes, net		5,223			2,139
Tax benefit from stock options exercised		22,194			—
Other		—			(31	)
Changes in assets and liabilities:
Accounts and notes receivable		(26,088	)		98,431
Inventories		(24,419	)		(127,685	)
Other assets		7,110			(19,827	)
Accounts payable		21,380			20,813
Accrued expenses		(52,477	)		(34,187	)
Income taxes payable		(3,734	)		19,725
Deferred revenue		158,457			67,143
Other liabilities		(52	)		(104,729	)
Net cash provided by operating activities		422,565			106,778
Cash flows from investing activities:
Additions to property, plant and equipment		(86,182	)		(77,005	)
Capitalized software development costs		(41,893	)		(26,649	)
Purchases of short and long-term available for sale securities		(1,835,997	)		(1,121,483	)
Sales of short and long-term available for sale securities		1,677,654			914,300
Maturities of short and long-term available for sale securities		44,521			15,952
Business acquisition, net of cash acquired		(529,664	)		—
Other		(4,337	)		—
Net cash used in investing activities		(775,898	)		(294,885	)
Cash flows from financing activities:
Issuance of common stock		44,906			5,823
Purchase of treasury stock		(44,557	)		(730	)
Payment of long-term and short-term obligations		(2,951	)		(13,442	)
Proceeds from long-term and short-term obligations		—			4,609
Net cash used in financing activities		(2,602	)		(3,740	)
Effect of exchange rate changes on cash		(50	)		(466	)
Net decrease in cash and cash equivalents		(355,985	)		(192,313	)
Cash and cash equivalents at beginning of period		1,869,426			1,686,598
Cash and cash equivalents at end of period	$	1,513,441		$	1,494,285

EMC Corporation

Supplemental Financial Data

Revenue Analysis

(in thousands)

Unaudited

Revenue Components

	Q1 2003			Q2 2003			Q3 2003			Q4 2003			2003			Q1 2004
Revenues
Systems	$	752,387		$	803,814		$	801,075		$	957,411		$	3,314,687		$	894,956
Software		298,591			321,249			344,584			444,443			1,408,867			483,640
Services		306,025			328,370			341,113			438,235			1,413,743			473,155
		1,357,003			1,453,433			1,486,772			1,840,089			6,137,297			1,851,751
Other Businesses		27,148			25,867			24,075			22,421			99,511			19,878
Total Consolidated Revenues	$	1,384,151		$	1,479,300		$	1,510,847		$	1,862,510		$	6,236,808		$	1,871,629
Percentage impact to revenue growth rates due to changes in exchange rates from the prior year		2.5	%		3.1	%		2.9	%		5.1	%		3.7	%		5.9	%

EMC Corporation

Supplemental Financial Data

Revenue Analysis

(in thousands)

Unaudited

Supplemental Revenue Data

	Q1 2003		Q2 2003		Q3 2003		Q4 2003		2003		Q1 2004
Symmetrix Hardware and Software Revenue (a)	$	574,944	$	618,297	$	624,847	$	732,371	$	2,550,459	$	671,838
CLARiiON Hardware and Software Revenue (a)		217,896		228,324		227,595		269,572		943,387		284,615
Connectivity Revenue (b)		130,290		136,578		136,637		161,478		564,983		143,516
EMC-only Platform Software Revenue (c)		199,791		211,461		228,994		251,452		891,698		251,135
Multi-Platform Software Revenue: (d)		98,800		109,788		115,590		192,991		517,169		232,505
EMC							$	127,693			$	125,316
Legato								40,409				36,849
Documentum								24,889				37,188
VMware								—				33,152
Total Multi-Platform Software Revenue							$	192,991			$	232,505
Software Maintenance Revenue:
EMC							$	100,383			$	100,797
Legato								33,887				42,096
Documentum								4,238				27,563
VMware								—				5,646
Total Software Maintenance Revenue							$	138,508			$	176,102
Total Software License and Maintenance Revenue							$	582,951			$	659,742
Legato Software and Services Revenue							$	77,299			$	83,001
Documentum Software and Services Revenue							$	30,731			$	81,000
VMware Software and Services Revenue											$	39,294

(a) Includes hardware, hardware upgrades and platform software.

(b) Includes Connectrix fibre channel switch/director revenues and Celerra file server revenue, exclusive of disk revenue.

(c) Includes software products whose operation requires the EMC platform operating environments.

(d) Includes software products whose operation does not require the EMC platform operating environments.

EMC CORPORATION

Supplemental Schedule of Earnings Adjusted to Expense Stock Options

(in thousands, except per share amounts)

Unaudited

	Three Months Ended
	March 31, 2004			March 31, 2003
Net income	$	139,805		$	35,183
Stock option expense		(87,790	)		(93,633	)
Adjusted net income (loss)	$	52,015		$	(58,450	)
Net income per weighted average share, basic—as reported	$	0.06		$	0.02
Net income per weighted average share, diluted—as reported	$	0.06		$	0.02
Adjusted net income (loss) per weighted average share, basic	$	0.02		$	(0.03	)
Adjusted net income (loss) per weighted average share, diluted	$	0.02		$	(0.03	)