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): July 21, 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 July 21, 2005, EMC Corporation (“EMC”) issued a press release announcing financial results for the quarter ended June 30, 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 July 21, 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: July 21, 2005

3

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of EMC Corporation dated July 21, 2005

EX-99.1

EXHIBIT 99.1

Contact:   Greg Eden

                 508-293-7195

                 eden_greg@emc.com

EMC REPORTS SECOND QUARTER RESULTS

19% Increase Marks EMC’s 8^th Consecutive Quarter of Double-Digit Revenue Growth

HOPKINTON, Mass. – July 21, 2005 – EMC Corporation (NYSE:EMC), the world leader in information storage and management, today reported financial results for the second quarter of 2005, achieving double-digit, year-over-year revenue growth for the eighth consecutive quarter. EMC’s second quarter growth was driven by its market-leading mid-tier storage systems, increasingly popular virtual infrastructure software from its VMware subsidiary, and an expanding services business.

Total consolidated revenue for EMC’s second quarter was $2.34 billion, 19% higher than the $1.97 billion reported for the second quarter of 2004. Net income for the quarter was $293 million, 52% higher than the $193 million reported for the second quarter of 2004. Earnings per diluted share was $0.12, an increase from the $0.08 per diluted share reported for the year-ago quarter.

Joe Tucci, EMC’s President and CEO, said, “We continued to execute in the second quarter, resulting in revenue growth that we believe was more than twice the rate of the market. EMC leads one of the fastest-growing segments of IT and it is clear we are gaining share. We’re committed to strengthening and expanding our portfolio so we can meet even more of our customers’ needs and open up new market opportunities.”

“This was our eighth quarter in a row of double-digit revenue growth not only for the company, but also across our major geographies and business lines,” continued Tucci. “Our sustained performance is a direct result of the tremendous market acceptance of EMC’s Information Lifecycle Management solutions, which we build from our broad portfolio of proven, best-of-breed platforms, software, and services. With our expanded portfolio, we’re able to help more customers, in more ways, manage the complexity of their IT environments, harness their information growth, and solve their toughest business challenges.”

Systems revenue grew 15% in the second quarter, compared with the year-ago quarter, to $1.1 billion. EMC’s software businesses grew software license and maintenance revenues 23% year on year to $878 million in the second quarter, representing 37% of total EMC revenues. Professional services, systems maintenance, and other services revenue grew 26% year on year to $389 million during the quarter.

Bill Teuber, EMC’s Executive Vice President and Chief Financial Officer, said, “Our focus on driving profitable growth while gaining market share is working exceptionally well, as evidenced by our 11^th consecutive quarter of meeting or exceeding our major financial targets. During the quarter we leveraged the power of our product portfolio to grow net income at nearly three times the rate of revenue growth, expand gross margins to 53.6%, and continue our march toward high-teens operating margins by year end. We also continued to strengthen our financial position in the quarter, ending June with nearly $7.7 billion in cash and investments after buying back $144 million worth of EMC shares in the quarter.”

Second Quarter Highlights

EMC Symmetrix product revenue grew 4% in the second quarter compared to the second quarter of 2004 as large enterprises deployed EMC’s market- and performance-leading Symmetrix DMX-2 information storage systems to manage their most demanding information storage requirements. EMC CLARiiON product revenues grew 32%, the 10th consecutive quarter of more than 30% revenue growth. EMC CLARiiON, the information storage system mid-tier market and performance leader, had its strongest growth in Europe and among small- to-medium-sized enterprises. EMC platform software, including license and maintenance revenues, grew 24%, reflecting growth across each of EMC’s storage systems, driven by customer demand for EMC’s market leading replication software to safeguard their information assets.

The EMC Software Group reported second quarter revenues of $408 million in open, platform-independent software, a year-over-year increase of 16%. Backup, Recovery and Archive software license revenue, which increased 28% during the quarter, was the strongest growth performer within the EMC Software Group. Enterprise customers continued to leverage EMC Legato NetWorker for backup-to-disk solutions and deployed EMC EmailXtender to help unlock the complexity that accompanies email retention compliance, while small- to-medium sized businesses invested in EMC Dantz Retrospect data protection software to easily administer and receive fast, reliable backups and restores.

Services growth in the second quarter continued to be driven by professional services, which has become an integral part of the value EMC delivers to customers. EMC Consulting engagements in the quarter were driven by customers under pressure to respond to compliance demands, implement tiered information infrastructures, and classify information to better align IT resources with business requirements.

VMware, an EMC subsidiary, achieved record quarterly revenues of $91 million in the second quarter, a year-over-year increase of 93%, making it one of the fastest-growing major software businesses in the world. Software license revenues were up 70% over the year-ago quarter on a record number of orders. Services, including maintenance and consulting, increased nearly 200%. VMware’s revenue growth was driven by the proliferation of virtual infrastructure into x86 environments as customers deployed VMware products for server consolidation and containment, business continuity, test/development and the enterprise desktop. VMware software partners BEA Systems, MySQL AB, Novell and Red Hat joined Oracle Corporation in distributing their software via VMware virtual machines.

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.

Third quarter of 2005

· Consolidated revenues for the third quarter of 2005 are expected to be approximately flat compared to the second quarter of 2005, including the impact of currency.

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

Full-year 2005

· For the year, EMC’s consolidated revenues are expected to grow at approximately 17%.

· Gross margins are expected to be between 53% and 54% 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 approximately 37.5% for the full year of 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 27%, 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, CLARiiON, Dantz, EmailXtender, Legato, Retrospect, Symmetrix, and VMware are registered trademarks, and Networker is a trademark of EMC Corporation and its subsidiaries. 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						Six Months Ended
	June 30, 2005			June 30, 2004			June 30, 2005			June 30, 2004
Revenues:
Product sales	$	1,688,330		$	1,455,779		$	3,308,833		$	2,834,375
Services		656,485			515,405			1,279,113			1,008,438
		2,344,815			1,971,184			4,587,946			3,842,813
Cost and expenses:
Cost of product sales		813,080			738,899			1,611,619			1,444,845
Cost of services		275,093			234,360			545,464			462,374
Research and development		253,342			205,107			487,639			409,703
Selling, general and administrative		642,654			548,859			1,258,400			1,083,484
Restructuring and other special charges		—			4,460			968			32,688
Operating income		360,646			239,499			683,856			409,719
Investment income		43,494			36,007			86,489			77,037
Interest expense		(1,983	)		(1,722	)		(4,016	)		(3,695	)
Other expense, net		(1,069	)		(2,195	)		(3,373	)		(7,972	)
Income before taxes		401,088			271,589			762,956			475,089
Income tax provision		107,724			78,785			199,758			142,480
Net income	$	293,364		$	192,804		$	563,198		$	332,609
Net income per weighted average share, basic	$	0.12		$	0.08		$	0.24		$	0.14
Net income per weighted average share, diluted	$	0.12		$	0.08		$	0.23		$	0.14
Weighted average shares, basic		2,391,826			2,403,786			2,393,658			2,409,690
Weighted average shares, diluted		2,442,359			2,445,902			2,442,897			2,452,049
As a % of total revenue:
Gross margin		53.6	%		50.6	%		53.0	%		50.4	%
Selling, general and administrative		27.4	%		27.8	%		27.4	%		28.2	%
Research and development		10.8	%		10.4	%		10.6	%		10.7	%
Operating income		15.4	%		12.2	%		14.9	%		10.7	%
Net income		12.5	%		9.8	%		12.3	%		8.7	%

EMC CORPORATION

Consolidated Balance Sheets

(in thousands, except per share amounts)

Unaudited

	June 30, 2005			December 31, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	1,852,443		$	1,476,803
Short-term investments		1,720,592			1,236,726
Accounts and notes receivable, less allowance for doubtful accounts of $37,935 and $39,901		1,163,935			1,162,387
Inventories		696,738			514,065
Deferred income taxes		302,153			289,810
Other current assets		172,883			151,135
Total current assets		5,908,744			4,830,926
Long-term investments		4,101,231			4,727,237
Property, plant and equipment, net		1,619,452			1,571,810
Intangible assets, net		491,196			499,478
Other assets, net		520,416			509,041
Goodwill, net		3,532,663			3,284,414
Total assets	$	16,173,702		$	15,422,906
LIABILITIES & STOCKHOLDERS’ EQUITY
Current liabilities:
Notes payable and current portion of long-term obligations	$	249		$	183
Accounts payable		479,751			522,587
Accrued expenses		1,139,825			1,090,666
Income taxes payable		494,990			404,772
Deferred revenue		1,021,235			930,492
Total current liabilities		3,136,050			2,948,700
Deferred revenue		604,614			570,995
Deferred income taxes		172,873			141,600
Long-term convertible debt		127,707			128,456
Other liabilities		104,454			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 2,410,635 and 2,404,969 shares		24,106			24,050
Additional paid-in capital		6,260,420			6,221,099
Deferred compensation		(205,876	)		(124,286	)
Retained earnings		6,000,544			5,437,346
Accumulated other comprehensive loss, net		(51,190	)		(34,922	)
Total stockholders’ equity		12,028,004			11,523,287
Total liabilities and stockholders’ equity	$	16,173,702		$	15,422,906

EMC CORPORATION

Consolidated Statements of Cash Flows

(in thousands)

Unaudited

	For the Six Months Ended
	June 30, 2005			June 30, 2004
Cash flows from operating activities:
Cash received from customers	$	4,722,463		$	4,030,155
Cash paid to suppliers and employees		(3,761,901	)		(3,147,095	)
Dividends and interest received		111,090			78,325
Interest paid		(5,107	)		(2,857	)
Income taxes paid		(37,721	)		(73,866	)
Net cash provided by operating activities		1,028,824			884,662
Cash flows from investing activities:
Additions to property, plant and equipment		(253,652	)		(174,465	)
Capitalized software development costs		(82,536	)		(86,374	)
Purchases of short and long-term available for sale securities		(4,822,195	)		(4,112,923	)
Sales and maturities of short and long-term available for sale securities		4,937,156			3,849,958
Business acquisitions, net of cash acquired		(262,125	)		(537,701	)
Other		(2,100	)		(22,506	)
Net cash used in investing activities		(485,452	)		(1,084,011	)
Cash flows from financing activities:
Issuance of common stock		136,845			106,188
Purchase of treasury stock		(270,906	)		(309,643	)
Payment of long-term and short-term obligations		(88	)		(3,088	)
Issuance of long-term and short-term obligations		192			—
Net cash used in financing activities		(133,957	)		(206,543	)
Effect of exchange rate changes on cash		(33,775	)		443
Net increase (decrease) in cash and cash equivalents		375,640			(405,449	)
Cash and cash equivalents at beginning of period		1,476,803			1,752,976
Cash and cash equivalents at end of period	$	1,852,443		$	1,347,527
Reconciliation of net income to net cash provided by operating activities:
Net income	$	563,198		$	332,609
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		316,516			297,111
Non-cash restructuring and other special charges		3,100			17,051
Amortization of deferred compensation		34,393			26,465
Provision for doubtful accounts		3,748			3,106
Deferred income taxes, net		24,312			40,129
Tax benefit from stock options exercised		30,659			24,122
Other		24,618			(987	)
Changes in assets and liabilities, net of acquisitions:
Accounts and notes receivable		22,750			1,153
Inventories		(167,209	)		(21,371	)
Other assets		(10,630	)		3,655
Accounts payable		(62,700	)		15,570
Accrued expenses		37,416			(64,858	)
Income taxes payable		107,756			24,097
Deferred revenue		108,019			183,083
Other liabilities		(7,122	)		3,727
Net cash provided by operating activities	$	1,028,824		$	884,662
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			Q2 2005			YTD 2005
Revenues
Systems	$	894,956		$	930,230		$	948,938		$	1,096,882		$	3,871,006		$	1,025,971		$	1,068,725		$	2,094,696
Software:
Software License		483,640			525,549			537,980			636,946			2,184,115			594,532			619,605			1,214,137
Software Maintenance		176,102			189,947			207,257			225,409			798,715			237,894			258,622			496,516
Total Software License & Maintenance		659,742			715,496			745,237			862,355			2,982,830			832,426			878,227			1,710,653
Professional, Systems Maintenance and Other Services		297,053			308,502			320,401			386,070			1,312,026			374,609			389,359			763,968
		1,851,751			1,954,228			2,014,576			2,345,307			8,165,862			2,233,006			2,336,311			4,569,317
Other Businesses		19,878			16,956			14,303			12,489			63,626			10,125			8,504			18,629
Total Consolidated Revenues	$	1,871,629		$	1,971,184		$	2,028,879		$	2,357,796		$	8,229,488		$	2,243,131		$	2,344,815		$	4,587,946
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	%		1.7	%		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		Q2 2005		YTD 2005
Symmetrix Hardware and Software Revenue ( a )	$	671,838	$	650,181	$	646,292	$	755,342	$	2,723,653	$	652,328	$	677,655	$	1,329,983
CLARiiON Hardware and Software Revenue ( a )		284,615		326,086		354,563		392,841		1,358,105		418,641		430,960		849,601
Connectivity Revenue ( b )		143,516		164,326		169,105		191,917		668,864		176,053		188,189		364,242
Platform Software License Revenue	$	251,135	$	263,168	$	275,851	$	318,719	$	1,108,873	$	284,485	$	312,827	$	597,312
Platform Software Maintenance Revenue		66,525		73,210		83,617		93,260		316,612		100,064		104,601		204,665
Total Platform Software License and Maintenance Revenue	$	317,660	$	336,378	$	359,468	$	411,979	$	1,425,485	$	384,549	$	417,428	$	801,977
EMC Software Group Software License Revenue:
Storage and Management Software License Revenue	$	121,340	$	145,917	$	133,784	$	157,121	$	558,162	$	146,708	$	151,833	$	298,541
Backup and Archive Software License Revenue		37,962		38,977		36,404		53,011		166,354		51,742		49,877		101,619
Content Management Software License Revenue		40,051		38,656		42,195		51,515		172,417		49,302		39,160		88,462
Total EMC Software Group Software License Revenue	$	199,353	$	223,550	$	212,383	$	261,647	$	896,933	$	247,752	$	240,870	$	488,622
EMC Software Group Software Maintenance Revenue	$	103,931	$	109,455	$	116,110	$	122,396	$	451,892	$	125,371	$	134,476	$	259,847
EMC Software Group Revenue ( c )	$	323,588	$	352,734	$	350,883	$	410,171	$	1,437,376	$	401,325	$	408,266	$	809,591
VMware Software License Revenue	$	33,152	$	38,831	$	49,746	$	56,580	$	178,309	$	62,295	$	65,908	$	128,203
VMware Maintenance and Services Revenue		6,142		8,367		10,874		14,485		39,868		17,795		25,019		42,814
Total VMware Revenue	$	39,294	$	47,198	$	60,620	$	71,065	$	218,177	$	80,090	$	90,927	$	171,017

(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						Six Months Ended
	June 30, 2005			June 30, 2004			June 30, 2005			June 30, 2004
Net income	$	293,364		$	192,804		$	563,198		$	332,609
Stock option expense, net of taxes		(84,787	)		(96,266	)		(169,614	)		(184,056	)
Adjusted net income	$	208,577		$	96,538		$	393,584		$	148,553
Net income per weighted average share, basic - as reported	$	0.12		$	0.08		$	0.24		$	0.14
Net income per weighted average share, diluted - as reported	$	0.12		$	0.08		$	0.23		$	0.14
Adjusted net income per weighted average share, basic	$	0.09		$	0.04		$	0.16		$	0.06
Adjusted net income per weighted average share, diluted	$	0.09		$	0.04		$	0.16		$	0.06