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 19, 2005

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)

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))

Item 2.02. Results of Operations and Financial Condition

On April 19, 2005, EMC Corporation (“EMC”) issued a press release announcing financial results for the quarter ended March 31, 2005. 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.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

99.1   Press Release of EMC Corporation dated April 19, 2005 (furnished pursuant to Item 2.02).

2

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 19, 2005

3

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of EMC Corporation dated April 19, 2005

EX-99.1

Exhibit 99.1

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

FOR IMMEDIATE RELEASE

EMC REPORTS FIRST QUARTER RESULTS

Seventh Consecutive Quarter of Double-Digit Revenue Growth;

Software License and Maintenance Revenues 37% of Total

HOPKINTON, Mass. – April 19, 2005 – EMC Corporation (NYSE:EMC) today reported financial results for the first quarter of 2005, achieving double-digit year-to-year revenue growth for the seventh consecutive quarter. EMC, the world leader in information storage and management, saw first-quarter growth driven by its market-leading mid-tier storage systems, expanding software business, and increasingly popular professional services.

Total consolidated revenue for EMC’s first quarter was $2.24 billion, 20% higher than the $1.87 billion reported for the first quarter of 2004. Net income for the quarter was $270 million or $.11 per diluted share, 93% higher than the $140 million or $.06 per diluted share reported for the first quarter of 2004.

Joe Tucci, EMC’s President and CEO, said, “EMC delivered its seventh quarter in a row of double-digit revenue growth, once again extending one of the strongest and steadiest growth stories in the tech industry today. Solid execution and the investments we have made to broaden our product and market reach played major roles in our ability to successfully navigate through a difficult first quarter.”

“Clearly, our acquisition strategy is bearing fruit, strengthening our core business and taking us into opportunity-rich adjacent markets,” Tucci continued. “We are satisfying customers’ demands with a product portfolio that is second to none and by leveraging our market leadership across all major segments of our business. We are using these combined strengths to greater and greater effect as our hardware, software and services offerings become even more tightly integrated and as we continue our new product introductions this year.”

Systems revenue grew 15% in the first quarter, compared with the year-ago quarter, to $1.03 billion, driven by strong, double-digit growth from the EMC CLARiiON, Celerra NAS and Centera platforms. Strong performances across each of EMC’s software businesses grew software license and maintenance revenues 26% to $832 million in the first quarter, now representing 37% of total EMC revenues. Professional services, systems maintenance and other services revenue grew 26% to $375 million during the quarter, as customers around the globe turned to EMC to help manage the growing complexity of their information infrastructures.

Bill Teuber, EMC’s Executive Vice President and Chief Financial Officer, said, “Our tenth straight quarter of meeting or exceeding our major financial objectives places us firmly on track to deliver on our 2005 goals. During the quarter, we continued to execute well across the board, achieving double-digit growth in all three major business lines and all of our major geographic regions. We generated more than $600 million in cash from operations and used $380 million to acquire SMARTS and buy back 9.8 million shares of company stock. We were particularly pleased with our operating margins for the quarter, and we believe we are on course to end the year with operating margins in the high teens.”

First Quarter Highlights

Demand for EMC’s broad portfolio of tiered networked storage platforms and related software drove double-digit revenue growth across its platforms businesses in the first quarter. EMC CLARiiON networked storage revenues grew 47% year over year, posting solid growth across all major geographic regions, particularly Europe, and in each of EMC’s direct and indirect channels. CLARiiON’s fourth consecutive quarter of more than 40% revenue growth was driven by EMC’s focus on delivering complete solutions that address the needs of midsize enterprises. EMC Celerra NAS systems revenue grew 40% during the quarter, the fifth consecutive quarter of more than 30% revenue growth. Customer deployments of the EMC Celerra NS Gateway filers and NS integrated products into tiered storage environments continued to drive market momentum for the industry’s most comprehensive family of NAS solutions.

The EMC Software Group reported revenues of $401 million in the first quarter, a year-over-year increase of 24%. Growth across the EMC Software Group’s major categories was fueled by the tremendous value customers are realizing from the ability of EMC software to help them reduce operational costs and complexity and to comply with government regulations. Storage and Management Software license revenue, which includes EMC PowerPath, the EMC ControlCenter and EMC Visual product families, and the EMC Smarts software product family, grew 21% in the first quarter. Backup and Archive software license revenue, which comprises all EMC software for backup and archiving including the EMC Dantz software family, grew revenues 36% during the quarter, driven by EMC Legato NetWorker, EMC Dantz Retrospect, EMC EmailXtender, EMC DiskXtender and EMC Replication Manager software. Content Management Software license revenue, including the entire EMC Documentum line, grew 23% with the addition of more than 125 new customers during the quarter.

VMware, an EMC subsidiary, reported record quarterly revenues of $80 million in the first quarter, a year-over-year increase of 104%. VMware booked a record number of new deals, and license sales represented nearly 80% of VMware’s first-quarter revenues. VMware’s triple-digit revenue growth was led by strong customer demand for its virtual infrastructure software products used widely for server consolidation and containment, business continuity, test/development and the enterprise desktop. During the quarter VMware continued to strengthen its channels and deepen relationships with Dell, Hewlett-Packard, IBM and Intel. In the last year, VMware’s innovation, excellence and strategic importance to customers around the world have been recognized through more than 20 industry awards.

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements do not give effect to (1) the provisions of the American Jobs Creation Act of 2004, (2) the potential impact of any mergers, acquisitions, divestitures or business combinations that may be announced after the date hereof or (3) the potential impact of expensing stock options under the Financial Accounting Standards Board’s Statement 123R (FAS 123R). These statements supersede all prior statements regarding Business Outlook set forth in prior EMC news releases.

Second quarter of 2005

• Consolidated revenues for the second quarter of 2005 are expected to be approximately $2.330 billion to $2.355 billion.

• Diluted earnings per share are expected to be $0.12.

Full-year 2005

• For the year, EMC’s addressable market is estimated to grow at around 7%-8%, and EMC’s consolidated revenues are expected to grow at approximately twice the upper-end of that market range. Additionally, revenue from the SMARTS acquisition is expected to add almost another 1% to EMC’s revenue growth rate in 2005.

• Gross margins are expected to be just under 53% for the full-year of 2005.

• Operating expenses (which include selling, general and administrative expenses and research and development expenses) as a percentage of revenue should be in the 35.5% to 37.0% range for 2005.

• Operating income as a percentage of revenue should reach the high teens in the fourth quarter of 2005.

• The income tax rate for the remainder of the year is expected to be around 28%, excluding one-time items.

• Diluted earnings per share for 2005 should be in the $0.50 to $0.51 range.

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.

EMC, Celerra, CLARiiON, Dantz, DiskXtender, Documentum, EmailXtender, EMC ControlCenter, Legato, Powerpath, Retrospect, SMARTS and VMware are registered trademarks, and Centera, ESX Server and VMware ACE are trademarks of EMC Corporation. All 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) 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; (iv) competitive factors, including but not limited to pricing pressures and new product introductions; (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 and product 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 CORPORATION

Consolidated Income Statements

(in thousands, except per share amounts)

Unaudited

	Three Months Ended
	March 31, 2005			March 31, 2004
Revenues:
Product sales	$	1,620,503		$	1,378,596
Services		622,628			493,033
		2,243,131			1,871,629
Cost and expenses:
Cost of product sales		798,539			705,946
Cost of services		270,371			228,014
Research and development		234,297			204,596
Selling, general and administrative		615,746			534,625
Restructuring and other special charges		968			28,228
Operating income		323,210			170,220
Investment income		42,995			41,030
Interest expense		(2,033	)		(1,973	)
Other expense		(2,304	)		(5,777	)
Income before taxes		361,868			203,500
Income tax provision		92,034			63,695
Net income	$	269,834		$	139,805
Net income per weighted average share, basic	$	0.11		$	0.06
Net income per weighted average share, diluted	$	0.11		$	0.06
Weighted average shares, basic		2,395,509			2,415,550
Weighted average shares, diluted		2,443,455			2,467,209
As a % of total revenue:
Gross margin		52.3	%		50.1	%
Selling, general and administrative		27.5	%		28.6	%
Research and development		10.4	%		10.9	%
Operating income		14.4	%		9.1	%
Net income		12.0	%		7.5	%

EMC CORPORATION

Consolidated Balance Sheets

(in thousands, except per share amounts)

Unaudited

	March 31, 2005			December 31, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	1,684,959		$	1,476,803
Short-term investments		1,377,973			1,236,726
Accounts and notes receivable, less allowance for doubtful accounts of $38,587 and $39,901		1,085,260			1,162,387
Inventories		594,260			514,065
Deferred income taxes		307,280			289,810
Other current assets		161,207			151,135
Total current assets		5,210,939			4,830,926
Long-term investments		4,433,790			4,727,237
Property, plant and equipment, net		1,583,976			1,571,810
Intangible assets, net		516,749			499,478
Other assets, net		533,328			509,041
Goodwill, net		3,526,083			3,284,414
Total assets	$	15,804,865		$	15,422,906
LIABILITIES & STOCKHOLDERS’ EQUITY
Current liabilities:
Notes payable and current portion of long-term obligations	$	351		$	183
Accounts payable		525,344			522,587
Accrued expenses		1,123,440			1,090,666
Income taxes payable		409,521			404,772
Deferred revenue		1,001,309			930,492
Total current liabilities		3,059,965			2,948,700
Deferred revenue		584,917			570,995
Deferred income taxes		198,696			141,600
Long-term convertible debt		128,081			128,456
Other liabilities		109,520			109,868
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 and outstanding 2,402,770 and 2,404,969 shares		24,028			24,050
Additional paid-in capital		6,193,424			6,221,099
Deferred compensation		(131,100	)		(124,286	)
Retained earnings		5,707,180			5,437,346
Accumulated other comprehensive loss, net		(69,846	)		(34,922	)
Total stockholders’ equity		11,723,686			11,523,287
Total liabilities and stockholders’ equity	$	15,804,865		$	15,422,906

EMC CORPORATION

Consolidated Statements of Cash Flows

(in thousands)

Unaudited

	For the Three Months Ended
	March 31, 2005			March 31, 2004
Cash flows from operating activities:
Cash received from customers	$	2,411,574		$	2,005,241
Cash paid to suppliers and employees		(1,839,614	)		(1,580,610	)
Dividends and interest received		53,343			38,849
Interest paid		(3,179	)		(1,188	)
Income taxes paid		(21,694	)		(39,727	)
Net cash provided by operating activities		600,430			422,565
Cash flows from investing activities:
Additions to property, plant and equipment		(98,290	)		(86,182	)
Capitalized software development costs		(42,127	)		(41,893	)
Purchases of short and long-term available for sale securities		(1,946,021	)		(2,270,847	)
Sales and maturities of short and long-term available for sale securities		2,050,682			1,900,525
Business acquisitions, net of cash acquired		(252,904	)		(529,664	)
Other		(1,000	)		(4,337	)
Net cash used in investing activities		(289,660	)		(1,032,398	)
Cash flows from financing activities:
Issuance of common stock		34,459			44,906
Purchase of treasury stock		(127,097	)		(44,557	)
Payment of long-term and short-term obligations		(44	)		(2,951	)
Issuance of long-term and short-term obligations		163			—
Net cash used in financing activities		(92,519	)		(2,602	)
Effect of exchange rate changes on cash		(10,095	)		(50	)
Net increase (decrease) in cash and cash equivalents		208,156			(612,485	)
Cash and cash equivalents at beginning of period		1,476,803			1,752,976
Cash and cash equivalents at end of period	$	1,684,959		$	1,140,491
Reconciliation of net income to net cash provided by operating activities:
Net income	$	269,834		$	139,805
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		152,595			144,039
Non-cash restructuring and other special charges		3,100			16,129
Amortization of deferred compensation		13,875			13,755
Provision for doubtful accounts		709			1,243
Deferred income taxes, net		43,494			5,223
Tax benefit from stock options exercised		14,111			22,194
Other		10,479			—
Changes in assets and liabilities, net of acquisitions:
Accounts and notes receivable		100,600			(26,088	)
Inventories		(82,188	)		(24,419	)
Other assets		(21,973	)		7,110
Accounts payable		(4,092	)		21,380
Accrued expenses		23,868			(52,477	)
Income taxes payable		12,788			(3,734	)
Deferred revenue		67,134			158,457
Other liabilities		(3,904	)		(52	)
Net cash provided by operating activities	$	600,430		$	422,565
Non-cash activity:
-    Issuance of stock options exchanged in business combinations	$	37,360		$	72,026

EMC Corporation

Supplemental Financial Data

Revenue Analysis

(in thousands)

Unaudited

Revenue Components

	Q1 2004			Q2 2004			Q3 2004			Q4 2004			YTD 2004			Q1 2005
Revenues
Systems	$	894,956		$	930,230		$	948,938		$	1,096,882		$	3,871,006		$	1,025,971
Software:
Software License		483,640			525,549			537,980			636,946			2,184,115			594,532
Software Maintenance		176,102			189,947			207,257			225,409			798,715			237,894
Total Software License & Maintenance		659,742			715,496			745,237			862,355			2,982,830			832,426
Professional, Systems Maintenance and Other Services		297,053			308,502			320,401			386,070			1,312,026			374,609
		1,851,751			1,954,228			2,014,576			2,345,307			8,165,862			2,233,006
Other Businesses		19,878			16,956			14,303			12,489			63,626			10,125
Total Consolidated Revenues	$	1,871,629		$	1,971,184		$	2,028,879		$	2,357,796		$	8,229,488		$	2,243,131
Percentage impact to EMC revenue growth rate due to changes in exchange rates from the prior year		5.9	%		3.9	%		3.1	%		2.5	%		3.7	%		1.7	%

EMC Corporation

Supplemental Financial Data

Revenue Analysis

(in thousands)

Unaudited

Supplemental Revenue Data

	Q1 2004		Q2 2004		Q3 2004		Q4 2004		YTD 2004		Q1 2005
Symmetrix Hardware and Software Revenue ( a )	$	671,838	$	650,181	$	646,292	$	755,342	$	2,723,653	$	652,328
CLARiiON Hardware and Software Revenue ( a )		284,615		326,086		354,563		392,841		1,358,105		418,641
Connectivity Revenue ( b )		143,516		164,326		169,105		191,917		668,864		176,053
Platform Software License Revenue	$	251,135	$	263,168	$	275,851	$	318,719	$	1,108,873	$	284,485
Platform Software Maintenance Revenue		66,525		73,210		83,617		93,260		316,612		100,064
Total Platform Software License and Maintenance Revenue	$	317,660	$	336,378	$	359,468	$	411,979	$	1,425,485	$	384,549
EMC Software Group Software License Revenue:
Storage and Management Software License Revenue	$	121,340	$	145,917	$	133,784	$	157,121	$	558,162	$	146,708
Backup and Archive Software License Revenue		37,962		38,977		36,404		53,011		166,354		51,742
Content Management Software License Revenue		40,051		38,656		42,195		51,515		172,417		49,302
Total EMC Software Group Software License Revenue	$	199,353	$	223,550	$	212,383	$	261,647	$	896,933	$	247,752
EMC Software Group Software Maintenance Revenue	$	103,931	$	109,455	$	116,110	$	122,396	$	451,892	$	125,371
EMC Software Group Revenue ( c )	$	323,588	$	352,734	$	350,883	$	410,171	$	1,437,376	$	401,325
VMware Software License Revenue	$	33,152	$	38,831	$	49,746	$	56,580	$	178,309	$	62,295
VMware Maintenance and Services Revenue		6,142		8,367		10,874		14,485		39,868		17,795
Total VMware Revenue	$	39,294	$	47,198	$	60,620	$	71,065	$	218,177	$	80,090

( 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 license, maintenance and services revenues for all categories except for traditional multi-platform software which only includes license and maintenance revenues.

EMC CORPORATION

Supplemental Schedule of Earnings Adjusted to Expense Stock Options

(in thousands, except per share amounts)

Unaudited

	Three Months Ended
	March 31, 2005			March 31, 2004
Net income	$	269,834		$	139,805
Stock option expense, net of taxes		(84,827	)		(87,790	)
Adjusted net income	$	185,007		$	52,015
Net income per weighted average share, basic - as reported	$	0.11		$	0.06
Net income per weighted average share, diluted - as reported	$	0.11		$	0.06
Adjusted net income per weighted average share, basic	$	0.08		$	0.02
Adjusted net income per weighted average share, diluted	$	0.08		$	0.02

Included in the above are stock options with exercise prices of $36.66 and greater. For the quarter ended March 31, 2005, these options accounted for $52.6 million of stock option expense or $ 0.02 per weighted average share - basic and $0.02 per weighted average share - diluted earnings per share.