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 23, 2008

EMC CORPORATION

(Exact Name of Registrant as Specified in 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 23, 2008, EMC Corporation (“EMC”) issued a press release announcing financial results for the quarter ended June 30, 2008. The press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in this Item 2.02 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.

(d) Exhibits

99.1 Press release of EMC Corporation dated July 23, 2008

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/ David I. Goulden
	David I. Goulden
	Executive Vice President and Chief Financial Officer

Date: July 23, 2008

3

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of EMC Corporation dated July 23, 2008

EX-99.1

Exhibit 99.1

Contact: Dave Farmer

508-293-7206

farmer_dave@emc.com

EMC POSTS RECORD SECOND-QUARTER FINANCIAL RESULTS; ACHIEVES 18% YEAR-OVER-YEAR REVENUE GROWTH

HOPKINTON, Mass. – July 23, 2008 – EMC Corporation (NYSE: EMC), the world leader in information infrastructure solutions, today announced record second-quarter revenue results and its 20^th consecutive quarter of double-digit year-over-year revenue growth. The company achieved balanced execution with double-digit revenue growth in systems, software and services and across all of its major business segments and geographies. EMC’s total consolidated revenue for the second quarter of 2008 was $3.67 billion, an increase of 18% over the $3.12 billion reported for the second quarter of 2007.

Second-quarter GAAP net income was $377.5 million or $0.18 per diluted share. Non-GAAP second-quarter net income, which excludes stock-based compensation and intangible amortization, was $511.7 million or $0.24 per diluted share, 20% higher than the non-GAAP earnings per diluted share of $0.20 for the year-ago period.

Joe Tucci, EMC Chairman, President and Chief Executive Officer, said, “EMC demonstrated solid second-quarter performance. I’m proud that we’ve achieved 20 consecutive quarters, or half a decade, of consecutive double-digit revenue growth. Very few companies, particularly of our size, can make that claim. Our focus on information infrastructure and virtual infrastructure is paying off and is the driving force behind our strong financial position, our successful business model and our competitive advantage.”

Tucci added, “Despite continued economic uncertainty at the macro level, we believe spending on information infrastructure and virtual infrastructure technologies and solutions will continue to grow, driven largely by the need to manage the ever-expanding volume of information efficiently, securely and cost effectively. The challenge of dealing with this information overload is leading to a set of needs that EMC — our people, technology, services, and partners — is uniquely able to address.”

From a geographic perspective, revenue from the United States increased 10% compared with the same period a year ago. Revenue from operations outside of the United States grew 27% year over year and represented a record 48% of total second-quarter revenue. Revenue from EMC’s Europe, Middle East & Africa (EMEA) region increased 27%, Asia-Pacific & Japan (APJ) revenue increased 27%, and Latin America revenue increased 24%, each compared with the year-ago quarter.

David Goulden, EMC Executive Vice President and Chief Financial Officer, said, “I am pleased with EMC’s execution and solid performance in the second quarter. We achieved strong top-line and bottom-line growth and ended the quarter with a record $8.1 billion in cash and investments. As one of the most trusted technology partners in IT, we believe we are well positioned strategically and operationally for ongoing success.”

Second-Quarter Highlights

Revenue from EMC’s Information Storage business, which includes revenue from storage systems, storage software and related customer and professional services, reached $2.87 billion, an increase of 14% compared with the year-ago period. Growth in the Information Storage business reflects continued worldwide demand for EMC’s networked storage solutions, with particularly strong traction from faster-growing international regions, EMC’s mid-range storage systems connected to IP networks, and the company’s professional consulting and implementation services. In the high-end of the market, second-quarter revenue from EMC Symmetrix networked storage products increased 10% year over year, driven by continued customer demand for large-scale enterprise consolidation and improved energy efficiency. In the mid-range, EMC Celerra network-attached storage products continued to experience strong revenue growth, increasing more than 50% year over year. Also during the quarter, the business benefited from innovative technologies and features introduced this year, including new solid state drives that use flash memory, virtual provisioning for simplified storage provisioning and increased system utilization, and data de-duplication for improved backup efficiency.

EMC’s Content Management and Archiving business increased second-quarter revenue 18% year over year to $204 million. Growth in the business was led by customer demand for EMC’s solutions for effective transactional content management that advance collaboration, compliance and risk-management initiatives, as well as improve business processes and increase productivity. This week, EMC announced the Documentum 6.5 platform, offering customers even more advanced enterprise content management (ECM) capabilities that blend the ease of use of Web 2.0 applications while minimizing the associated risk. With Documentum 6.5, organizations can leverage newer technologies, such as Web 2.0, improve the existing content applications already in use, and power all of these with a more scalable and secure ECM platform than ever before available.

For the second quarter of 2008, revenue from RSA, The Security Division of EMC, grew 15% year over year, reaching $144 million and benefiting from strength in areas such as data loss prevention (DLP), identity protection & verification, and security information & event management. During the quarter, the division made available key advancements to its DLP suite through important new capabilities and launched a comprehensive Identity Assurance solution that enables trusted identities to freely and securely interact with systems and access information. These additions support EMC’s Information Risk Management strategy, which allows customers to effectively recognize, assess and mitigate the risk to their information at any point in its lifecycle. Organizations continue to choose RSA’s comprehensive portfolio of security products and services to meet key compliance requirements around data security, security information management and data loss prevention more efficiently and holistically.

VMware (NYSE: VMW), which is majority-owned by EMC, contributed second-quarter revenues of $453 million, an increase of 52% compared to the year-ago quarter. VMware is the global leader in virtualization solutions from the desktop to the datacenter. Customers of all sizes rely on VMware to reduce capital and operating expenses, ensure business continuity, strengthen security and be more energy efficient. Visit http://ir.vmware.com for more information about the virtualization software leader’s second-quarter financial results.

“EMC has amassed the broadest, most innovative and most integrated product portfolio in company history. The rapid pace at which we’re able to deliver new technologies and features to market makes EMC’s portfolio even more compelling,” continued Goulden. “Customers need help keeping up with information as it continues to grow at nearly 60% per year. EMC’s unique ability to help solve all their information management challenges is a powerful competitive advantage.”

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 give effect to the potential impact of mergers, acquisitions, divestitures or business combinations that may be announced or closed after the date hereof. These statements supersede all prior statements regarding business outlook set forth in prior EMC news releases.

All dollar amounts and percentages in the business outlook should be considered to be approximations.

• Consolidated EMC revenues are expected to exceed $15 billion in 2008.

• Consolidated GAAP diluted earnings per share (including the $79.2 million non-cash charge for in-process research and development (IPR&D) in the first quarter of 2008) are expected to be $0.74 in 2008.

• Consolidated non-GAAP diluted earnings per share (excluding the $79.2 million non-cash charge for IPR&D in the first quarter of 2008) are expected to be $0.78 in 2008.

• Consolidated non-GAAP diluted earnings per share (excluding the $79.2 million non-cash charge for IPR&D in the first quarter of 2008, the impact of stock-based compensation and intangible asset amortization) are expected to be $1.04 in 2008.

• Consolidated stock-based compensation expense is expected to be $0.18 per diluted share in 2008 and the amortization of intangible assets is expected to be $0.08 per diluted share in 2008.

• Consolidated GAAP tax rate for 2008 is expected to be 20% and the non-GAAP tax rate to be 22%. The tax impact of IPR&D, stock-based compensation and intangible asset amortization is expected to be 2%.

About EMC

EMC Corporation (NYSE: EMC) is the world’s leading developer and provider of information infrastructure technology and solutions that enable organizations of all sizes to transform the way they compete and create value from their information. Information about EMC’s products and services can be found at www.EMC.com.

# # #

EMC, Symmetrix, Celerra and Documentum are registered trademarks of EMC Corporation. RSA is a registered trademark of RSA Security Inc. VMware is a registered trademark of VMware, Inc. All other trademarks used are the property of their respective owners.

Forward-Looking Statements

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) our ability to protect our proprietary technology; (iv) risks associated with managing the growth of our business, including risks associated with acquisitions and investments and the challenges and costs of integration, restructuring and achieving anticipated synergies; (v) fluctuations in VMware, Inc.’s operating results and risks associated with trading of VMware stock; (vi) competitive factors, including but not limited to pricing pressures and new product introductions; (vii) the relative and varying rates of product price and component cost declines and the volume and mixture of product and services revenues; (viii) component and product quality and availability; (ix) the transition to new products, the uncertainty of customer acceptance of new product offerings and rapid technological and market change; (x) insufficient, excess or obsolete inventory; (xi) war or acts of terrorism; (xii) the ability to attract and retain highly qualified employees; (xiii) fluctuating currency exchange rates; and (xiv) 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.

Use of Non-GAAP Financial Measures

This release contains non-GAAP financial measures. These non-GAAP financial measures, which are used as measures of EMC’s performance or liquidity, should be considered in addition to, not as a substitute for, measures of EMC’s financial performance or liquidity prepared in accordance with GAAP. EMC’s non-GAAP financial measures may be defined differently than similar terms used by other companies, and accordingly, care should be exercised in understanding how EMC defines its non-GAAP financial measures.

Where specified in the accompanying schedules for various periods entitled “Reconciliation of GAAP to Non-GAAP,” certain items noted on each such specific schedule (including, where noted, amounts relating to stock-based compensation expense and intangible amortization) are excluded from the non-GAAP financial measures.

EMC’s management uses the non-GAAP financial measures in the accompanying schedules to gain an understanding of EMC’s comparative operating performance (when comparing such results with previous periods or forecasts) and future prospects and excludes the above-listed items from its internal financial statements for purposes of its internal budgets and each reporting segment’s financial goals. These non-GAAP financial measures are used by EMC’s management in their financial and operating decision-making because management believes they reflect EMC’s ongoing business in a manner that allows meaningful period-to-period comparisons. EMC’s management believes that these non-GAAP financial measures provide useful information to investors and others (a) in understanding and evaluating EMC’s current operating performance and future prospects in the same manner as management does, if they so choose, and (b) in comparing in a consistent manner the Company’s current financial results with the Company’s past financial results.

This release also includes disclosures regarding free cash flow which is a non-GAAP financial measure. Free cash flow is defined as net cash provided by operating activities less additions to property, plant and equipment and capitalized software development costs. EMC uses free cash flow, among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than capital expenditures and capitalized software development costs. Management believes that information regarding free cash flow provides investors with an important perspective on the cash available to make strategic acquisitions and investments, repurchase shares, service debt and fund ongoing operations. As free cash flow is not a measure of liquidity calculated in accordance with GAAP, free cash flow should be considered in addition to, but not as a substitute for, the analysis provided in the statement of cash flows.

All of the foregoing non-GAAP financial measures have limitations. Specifically, the non-GAAP financial measures that exclude the items noted above do not include all items of income and expense that affect EMC’s operations. Further, these non-GAAP financial measures are not prepared in accordance with GAAP, may not be comparable to non-GAAP financial measures used by other companies and do not reflect any benefit that such items may confer on EMC. Management compensates for these limitations by also considering EMC’s financial results as determined in accordance with GAAP.

EMC CORPORATION

Consolidated Income Statements

(in thousands, except per share amounts)

Unaudited

	Three Months Ended						Six Months Ended
	June 30, 2008			June 30, 2007			June 30, 2008			June 30, 2007
Revenues:
Product sales	$	2,461,651		$	2,222,355		$	4,802,081		$	4,334,781
Services		1,212,223			902,317			2,341,852			1,764,896
		3,673,874			3,124,672			7,143,933			6,099,677
Cost and expenses:
Cost of product sales		1,119,553			1,036,242			2,194,136			2,074,720
Cost of services		525,751			387,617			1,011,832			754,204
Research and development		442,502			384,966			876,016			740,358
Selling, general and administrative		1,135,674			924,349			2,217,889			1,800,039
In-process research and development		—			—			79,204			—
Restructuring credits		—			—			(357	)		(2,670	)
Operating income		450,394			391,498			765,213			733,026
Investment income		58,730			50,850			135,870			102,989
Interest expense		(18,794	)		(18,136	)		(36,836	)		(36,429	)
Other (expense) income, net		(2,811	)		2,968			(7,574	)		7,808
Income before taxes and minority interest		487,519			427,180			856,673			807,394
Income tax provision		102,338			92,773			196,493			160,380
Income before minority interest		385,181			334,407			660,180			647,014
Minority interest in VMware, net of taxes		(7,713	)		—			(13,874	)		—
Net income	$	377,468		$	334,407		$	646,306		$	647,014
Net income per weighted average share, basic:	$	0.18		$	0.16		$	0.31		$	0.31
Net income per weighted average share, diluted:	$	0.18		$	0.16		$	0.31		$	0.30
Weighted average shares, basic		2,057,766			2,070,636			2,066,470			2,075,683
Weighted average shares, diluted		2,094,795			2,121,645			2,102,184			2,122,080
As a % of total revenue:
Gross margin		55.2	%		54.4	%		55.1	%		53.6	%
Selling, general and administrative		30.9	%		29.6	%		31.0	%		29.5	%
Research and development		12.0	%		12.3	%		12.3	%		12.1	%
Operating income		12.3	%		12.5	%		10.7	%		12.0	%
Net income		10.3	%		10.7	%		9.0	%		10.6	%

Reconciliation of GAAP to Non-GAAP

For the Three Months Ended June 30, 2008

(in thousands, except per share amounts)

Unaudited

	Revenue			Cost of Revenue			Research and Development			Selling, General and Administrative			Operating Income			Other Income, net		Income Before Taxes and Minority Interest			Income Tax Provision			Income Before Minority Interest			Minority Interest			Net Income			Net Income per Weighted Average Share, Basic			Net Income per Weighted Average Share, Diluted
EMC Consolidated GAAP	$	3,673,874		$	1,645,304		$	442,502		$	1,135,674		$	450,394		$	37,125	$	487,519		$	102,338		$	385,181		$	(7,713	)	$	377,468		$	0.183		$	0.179
Stock-based compensation expense		—			(19,058	)		(39,433	)		(61,829	)		120,320			—		120,320			26,455			93,865			(5,043	)		88,822		$	0.043		$	0.042
Intangible amortization		—			(39,268	)		(2,866	)		(26,743	)		68,877			—		68,877			23,045			45,832			(375	)		45,457		$	0.022		$	0.022
EMC Consolidated Non-GAAP (1)	$	3,673,874		$	1,586,978		$	400,203		$	1,047,102		$	639,591		$	37,125	$	676,716		$	151,838		$	524,878		$	(13,131	)	$	511,747		$	0.249		$	0.243
EMC Information Infrastructure GAAP	$	3,221,299		$	1,564,859		$	327,917		$	937,000		$	391,523		$	33,563	$	425,086		$	90,930		$	334,156		$	—		$	334,156		$	0.162		$	0.160
Stock-based compensation expense		—			(12,486	)		(19,631	)		(43,307	)		75,424			—		75,424			15,770			59,654			—			59,654		$	0.029		$	0.028
Intangible amortization		—			(36,974	)		(2,866	)		(25,198	)		65,038			—		65,038			21,752			43,286			—			43,286		$	0.021		$	0.021
EMC Information Infrastructure Non-GAAP (2)	$	3,221,299		$	1,515,399		$	305,420		$	868,495		$	531,985		$	33,563	$	565,548		$	128,452		$	437,096		$	—		$	437,096		$	0.212		$	0.209
VMware standalone GAAP	$	456,128		$	80,531		$	114,128		$	200,469		$	61,000		$	3,101	$	64,101		$	11,765		$	52,336		$	—		$	52,336		$	0.025		$	0.025
GAAP adjustments and eliminations		(3,553	)		(86	)		457			(1,795	)		(2,129	)		461		(1,668	)		(357	)		(1,311	)		(7,713	)		(9,024	)	$	(0.004	)	$	(0.005	)
VMware within EMC		452,575			80,445			114,585			198,674			58,871			3,562		62,433			11,408			51,025			(7,713	)		43,312		$	0.021		$	0.020
Stock-based compensation expense		—			(6,572	)		(19,802	)		(18,522	)		44,896			—		44,896			10,685			34,211			(5,043	)		29,168		$	0.014		$	0.014
Intangible amortization		—			(2,294	)		—			(1,545	)		3,839			—		3,839			1,293			2,546			(375	)		2,171		$	0.001		$	0.001
VMware within EMC Non-GAAP (3)	$	452,575		$	71,579		$	94,783		$	178,607		$	107,606		$	3,562	$	111,168		$	23,386		$	87,782		$	(13,131	)	$	74,651		$	0.036		$	0.035
		Wtd. Average Share O/S																																2,057,766			2,094,795

(1) Represents EMC Consolidated GAAP excluding stock-based compensation expense and intangible amortization.

(2) Represents EMC Information Infrastructure GAAP excluding stock-based compensation expense and intangible amortization.

(3) Represents VMware within EMC excluding stock-based compensation expense and intangible amortization.

Note: schedule may not add due to rounding

Reconciliation of GAAP to Non-GAAP

For the Three Months Ended June 30, 2007

(in thousands, except per share amounts)

Unaudited

	Revenue		Cost of Revenue			Research and Development			Selling, General and Administrative			Operating Income			Other Income, net			Income Before Taxes			Income Tax Provision			Net Income			Net Income per Weighted Average Share, Basic			Net Income per Weighted Average Share, Diluted
EMC Consolidated GAAP	$	3,124,672	$	1,423,859		$	384,966		$	924,349		$	391,498		$	35,682		$	427,180		$	92,773		$	334,407		$	0.161		$	0.158
Stock-based compensation expense		—		(13,449	)		(24,733	)		(49,024	)		87,206			—			87,206			21,863			65,343		$	0.032		$	0.031
Intangible amortization		—		(29,185	)		(2,167	)		(17,244	)		48,596			—			48,596			17,108			31,488		$	0.015		$	0.015
EMC Consolidated Non-GAAP (1)	$	3,124,672	$	1,381,225		$	358,066		$	858,081		$	527,300		$	35,682		$	562,982		$	131,744		$	431,238		$	0.208		$	0.203
EMC Information Infrastructure GAAP	$	2,826,575	$	1,374,377		$	314,019		$	792,161		$	346,018		$	41,195		$	387,213		$	85,845		$	301,368		$	0.146		$	0.142
Stock-based compensation expense		—		(12,456	)		(16,481	)		(42,296	)		71,233			—			71,233			17,054			54,179		$	0.026		$	0.026
Intangible amortization		—		(23,970	)		(2,167	)		(16,171	)		42,308			—			42,308			14,781			27,527		$	0.013		$	0.013
EMC Information Infrastructure Non-GAAP (2)	$	2,826,575	$	1,337,951		$	295,371		$	733,694		$	459,559		$	41,195		$	500,754		$	117,680		$	383,074		$	0.185		$	0.181
VMware standalone GAAP	$	296,825	$	48,817		$	71,581		$	129,692		$	46,735		$	(5,223	)	$	41,512		$	7,288		$	34,224		$	0.017		$	0.016
GAAP adjustments and eliminations		1,272		665			(634	)		2,496			(1,255	)		(290	)		(1,545	)		(360	)		(1,185	)	$	(0.001	)	$	(0.001	)
VMware within EMC		298,097		49,482			70,947			132,188			45,480			(5,513	)		39,967			6,928			33,039		$	0.016		$	0.016
Stock-based compensation expense		—		(993	)		(8,252	)		(6,728	)		15,973			—			15,973			4,809			11,164		$	0.005		$	0.005
Intangible amortization		—		(5,215	)		—			(1,073	)		6,288			—			6,288			2,327			3,961		$	0.002		$	0.002
VMware within EMC Non-GAAP (3)	$	298,097	$	43,274		$	62,695		$	124,387		$	67,741		$	(5,513	)	$	62,228		$	14,064		$	48,164		$	0.023		$	0.023
Wtd. Average Share O/S																												2,070,636			2,121,645

(1) Represents EMC Consolidated GAAP excluding stock-based compensation expense and intangible amortization.

(2) Represents EMC Information Infrastructure GAAP excluding stock-based compensation expense and intangible amortization.

(3) Represents VMware within EMC excluding stock-based compensation expense and intangible amortization.

Note: schedule may not add due to rounding

EMC CORPORATION

Consolidated Balance Sheets

(in thousands, except per share amounts)

Unaudited

	June 30, 2008			December 31, 2007
ASSETS
Current assets:
Cash and cash equivalents	$	5,219,347		$	4,482,211
Short-term investments		642,598			1,644,703
Accounts and notes receivable, less allowance for doubtful accounts of $34,302 and $34,389		2,190,188			2,307,512
Inventories		972,032			877,243
Deferred income taxes		475,820			475,544
Other current assets		308,782			265,889
Total current assets		9,808,767			10,053,102
Long-term investments		2,267,398			1,825,572
Property, plant and equipment, net		2,168,760			2,159,396
Intangible assets, net		921,720			940,077
Other assets, net		791,172			775,001
Goodwill, net		6,918,935			6,531,506
Total assets	$	22,876,752		$	22,284,654
LIABILITIES & STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	825,531		$	840,886
Accrued expenses		1,586,963			1,696,309
Income taxes payable		19,303			146,104
Deferred revenue		1,946,033			1,724,909
Total current liabilities		4,377,830			4,408,208
Income taxes payable		284,025			246,951
Deferred revenue		1,127,045			1,053,394
Deferred income taxes		274,885			288,175
Long-term convertible debt		3,450,000			3,450,000
Other liabilities		158,347			127,621
Total Liabilities		9,672,132			9,574,349
Minority interest in VMware		263,566			188,988
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 2,070,529 and 2,102,187 shares		20,705			21,022
Additional paid-in capital		2,829,211			3,038,455
Retained earnings		10,116,595			9,470,289
Accumulated other comprehensive loss		(25,457	)		(8,449	)
Total stockholders’ equity		12,941,054			12,521,317
Total liabilities and stockholders’ equity	$	22,876,752		$	22,284,654

EMC CORPORATION

Consolidated Statements of Cash Flows

(in thousands)

Unaudited

	Six Months Ended
	June 30, 2008			June 30, 2007
Cash flows from operating activities:
Cash received from customers	$	7,585,822		$	6,391,546
Cash paid to suppliers and employees		(5,947,544	)		(4,930,350	)
Dividends and interest received		135,058			116,747
Interest paid		(36,778	)		(38,854	)
Income taxes paid		(199,689	)		(108,841	)
Net cash provided by operating activities		1,536,869			1,430,248
Cash flows from investing activities:
Additions to property, plant and equipment		(326,449	)		(324,210	)
Capitalized software development costs		(118,848	)		(98,046	)
Purchases of short and long-term available for sale securities		(1,005,655	)		(3,165,846	)
Sales and maturities of short and long-term available for sale securities		1,572,954			4,148,396
Acquisitions, net of cash acquired		(604,788	)		(161,002	)
Other		(3,060	)		(6,860	)
Net cash (used in) provided by investing activities		(485,846	)		392,432
Cash flows from financing activities:
Issuance of common stock from the exercise of stock options		156,220			355,324
Issuance of VMware’s common stock from the exercise of stock options		133,327			—
Repurchase of EMC common stock		(686,950	)		(878,226	)
Excess tax benefits from stock-based compensation		88,613			32,684
Payment of short and long-term obligations		(5,279	)		(4,263	)
Proceeds from short and long-term obligations		1,820			2,506
Net cash used in financing activities		(312,249	)		(491,975	)
Effect of exchange rate changes on cash		(1,638	)		(4,716	)
Net increase in cash and cash equivalents		737,136			1,325,989
Cash and cash equivalents at beginning of period		4,482,211			1,828,106
Cash and cash equivalents at end of period	$	5,219,347		$	3,154,095
Reconciliation of net income to net cash provided by operating activities:
Net income	$	646,306		$	647,014
Adjustments to reconcile net income to net cash provided by operating activities:
Minority interest in subsidiary		13,874			—
Depreciation and amortization		517,692			438,260
Non-cash restructuring and other special charges		80,970			—
Stock-based compensation expense		239,405			170,553
Increase (decrease) in provision for doubtful accounts		8,576			(82	)
Deferred income taxes, net		26,173			(28,163	)
Excess tax benefits from stock-based compensation		(88,613	)		(32,684	)
Other		(5,123	)		6,524
Changes in assets and liabilities, net of acquisitions:
Accounts and notes receivable		160,492			29,166
Inventories		12,668			39,897
Other assets		(35,719	)		(79,042	)
Accounts payable		(61,343	)		9,373
Accrued expenses		(248,139	)		(105,797	)
Income taxes payable		(32,677	)		79,731
Deferred revenue		272,821			262,784
Other liabilities		29,506			(7,286	)
Net cash provided by operating activities	$	1,536,869		$	1,430,248

EMC Corporation

Reconciliation of Cash Flow from Operations to Free Cash Flow

(in thousands)

Unaudited

	Three Months Ended						Six Months Ended
	June 30, 2008			June 30, 2007			June 30, 2008			June 30, 2007
EMC Consolidated
Cash flow from Operations	$	618,577		$	621,565		$	1,536,869		$	1,430,248
Capital Expenditures		(179,937	)		(153,684	)		(326,449	)		(324,210	)
Capitalized Software		(64,527	)		(46,126	)		(118,848	)		(98,046	)
Free Cash Flow	$	374,113		$	421,755		$	1,091,572		$	1,007,992
VMware within EMC
Cash flow from Operations	$	161,419		$	116,217		$	267,477		$	252,635
Capital Expenditures		(45,324	)		(62,921	)		(86,343	)		(110,738	)
Capitalized Software		(11,770	)		(3,872	)		(15,934	)		(10,831	)
Free Cash Flow	$	104,325		$	49,424		$	165,200		$	131,066
EMC Information Infrastructure
Cash flow from Operations	$	457,158		$	505,348		$	1,269,392		$	1,177,613
Capital Expenditures		(134,613	)		(90,763	)		(240,106	)		(213,472	)
Capitalized Software		(52,757	)		(42,254	)		(102,914	)		(87,215	)
Free Cash Flow	$	269,788		$	372,331		$	926,372		$	876,926

EMC Corporation

Supplemental Revenue Analysis

(in thousands)

Unaudited

Revenue Components

	Q1 2007			Q2 2007			Q3 2007			Q4 2007			2007			Q1 2008			Q2 2008			YTD 2008
Consolidated Revenues
Systems	$	1,305,766		$	1,354,438		$	1,411,367		$	1,688,565		$	5,760,136		$	1,440,123		$	1,528,012		$	2,968,135
Software:
Software License		806,660			867,917			921,517			1,055,746			3,651,840			900,307			933,639			1,833,946
Software Maintenance		382,080			400,233			426,198			472,264			1,680,775			506,218			524,725			1,030,943
Total Software License & Maintenance		1,188,740			1,268,150			1,347,715			1,528,010			5,332,615			1,406,525			1,458,364			2,864,889
Other Services		480,499			502,084			540,672			614,199			2,137,454			623,411			687,498			1,310,909
Total Consolidated Revenues	$	2,975,005		$	3,124,672		$	3,299,754		$	3,830,774		$	13,230,205		$	3,470,059		$	3,673,874		$	7,143,933
Percentage impact to EMC revenue growth rate due to changes in exchange rates from the prior year		2.1	%		2.1	%		1.8	%		3.2	%		2.3	%		2.3	%		2.7	%		2.5	%

EMC Corporation

Supplemental

Revenue Analysis

(in thousands)

Unaudited

Supplemental Revenue Data

	Q1 2007		Q2 2007		Q3 2007		Q4 2007		2007		Q1 2008		Q2 2008		YTD 2008
Storage Systems Revenue	$	1,302,740	$	1,347,357	$	1,405,139	$	1,682,395	$	5,737,631	$	1,433,190	$	1,523,695	$	2,956,885
Storage Software:
Storage Software License		486,558		512,521		515,056		561,622		2,075,757		470,449		494,331		964,780
Storage Software Maintenance		234,796		242,940		252,642		271,848		1,002,226		291,556		283,292		574,848
Total Storage Software License & Maintenance		721,354		755,461		767,698		833,470		3,077,983		762,005		777,623		1,539,628
Storage Other Services		402,834		425,200		450,450		516,782		1,795,266		516,634		571,929		1,088,563
Total Storage Revenue	$	2,426,928	$	2,528,018	$	2,623,287	$	3,032,647	$	10,610,880	$	2,711,829	$	2,873,247	$	5,585,076
Content Management and Archiving Systems Revenue	$	68	$	1,708	$	1,485	$	2,157	$	5,418	$	2,521	$	138	$	2,659
Content Management and Archiving Software:
Content Management and Archiving Software License		68,472		69,046		79,247		115,305		332,070		58,607		73,277		131,884
Content Management and Archiving Software Maintenance		60,339		60,416		61,595		70,590		252,940		73,758		75,660		149,418
Total Content Management and Archiving Software License & Maintenance		128,811		129,462		140,842		185,895		585,010		132,365		148,937		281,302
Content Management and Archiving Other Services		43,319		42,432		46,985		50,074		182,810		50,317		54,931		105,248
Total Content Management and Archiving Revenue	$	172,198	$	173,602	$	189,312	$	238,126	$	773,238	$	185,203	$	204,006	$	389,209
Security Systems Revenue	$	2,958	$	5,373	$	4,743	$	4,013	$	17,087	$	4,412	$	4,179	$	8,591
Security Software:
Security Software License		81,934		81,300		82,979		94,604		340,817		77,271		84,888		162,159
Security Software Maintenance		21,627		23,392		25,126		27,752		97,897		28,785		30,108		58,893
Total Security Software License & Maintenance		103,561		104,692		108,105		122,356		438,714		106,056		114,996		221,052
Security Other Services		13,342		14,890		20,016		21,226		69,474		24,389		24,871		49,260
Total Security Revenue	$	119,861	$	124,955	$	132,864	$	147,595	$	525,275	$	134,857	$	144,046	$	278,903
EMC Information Infrastructure Systems Revenue	$	1,305,766	$	1,354,438	$	1,411,367	$	1,688,565	$	5,760,136	$	1,440,123	$	1,528,012	$	2,968,135
EMC Information Infrastructure Software:
EMC Information Infrastructure Software License		636,964		662,867		677,282		771,531		2,748,644		606,327		652,496		1,258,823
EMC Information Infrastructure Software Maintenance		316,762		326,748		339,363		370,190		1,353,063		394,099		389,060		783,159
Total EMC Information Infrastructure Software License & Maintenance		953,726		989,615		1,016,645		1,141,721		4,101,707		1,000,426		1,041,556		2,041,982
EMC Information Infrastructure Other Services		459,495		482,522		517,451		588,082		2,047,550		591,340		651,731		1,243,071
Total EMC Information Infrastructure Revenue	$	2,718,987	$	2,826,575	$	2,945,463	$	3,418,368	$	11,909,393	$	3,031,889	$	3,221,299	$	6,253,188
VMware Software:
VMware Software License	$	169,696	$	205,050	$	244,235	$	284,215	$	903,196	$	293,980	$	281,143	$	575,123
VMware Software Maintenance		65,318		73,485		86,835		102,074		327,712		112,119		135,665		247,784
Total VMware Software License & Maintenance		235,014		278,535		331,070		386,289		1,230,908		406,099		416,808		822,907
VMware Other Services		21,004		19,562		23,221		26,117		89,904		32,071		35,767		67,838
Total VMware Revenue	$	256,018	$	298,097	$	354,291	$	412,406	$	1,320,812	$	438,170	$	452,575	$	890,745