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 21, 2010

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 April 21, 2010, EMC Corporation (“EMC”) issued a press release announcing financial results for the quarter ended March 31, 2010. 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 April 21, 2010

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: April 21, 2010

3

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release of EMC Corporation dated April 21, 2010

EX-99.1

Exhibit 99.1

Contact: Dave Farmer 508-293-7206 farmer_dave@emc.com

EMC REPORTS RECORD FIRST-QUARTER

FINANCIAL RESULTS

First-Quarter Highlights

• Record first-quarter consolidated revenue up 23% year over year

• GAAP net income up 92% year over year

• Record first-quarter non-GAAP net income up 70% year over year

• Record quarterly operating cash flow and free cash flow

• Strong year-over-year increase in gross and operating margins

HOPKINTON, Mass. – April 21, 2010 – EMC Corporation (NYSE:EMC) today reported record financial results for the first quarter of 2010. Ongoing investments aligned to key customer priorities combined with an industry-leading product and service portfolio helped EMC achieve its second consecutive quarter of record revenue, high double-digit profit growth and all-time record quarterly free cash flow.

First-quarter consolidated revenue was $3.9 billion, an increase of 23% compared with the year-ago quarter. First-quarter GAAP net income attributable to EMC increased 92% year over year to $373 million. First-quarter GAAP diluted earnings per share were $0.17, up 70% year over year. Non-GAAP¹ net income attributable to EMC for the first quarter was $550 million, an increase of 70% compared with the year-ago quarter. First-quarter non-GAAP¹ earnings per diluted share were $0.26, an increase of 63% year over year.

During the first quarter, EMC expanded gross and operating margins substantially on a year-over-year basis, achieved record quarterly operating cash flow of $1.3 billion and record quarterly free cash flow of $1.1 billion. The company completed the first quarter with $10.2 billion in cash and investments.

Joe Tucci, EMC Chairman and Chief Executive Officer, said, “EMC is off to a strong start in 2010, turning in the best first quarter in company history with record first-quarter revenue, high double-digit profit growth and all-time record free cash flow. Our private cloud strategy and focus on four multi-billion dollar markets – each expected to experience rapid growth for many years to come – are resonating very well with customers. We are confident in our ability to lead the next major wave of IT, maintain a long-term double-digit revenue growth rate and continue to take share.”

David Goulden, EMC Executive Vice President and Chief Financial Officer, said, “During the first quarter, we saw customers move forward with increased confidence, focusing not only on cost cutting initiatives, but beginning new innovative projects in their traditional and virtual data center infrastructures. This helped us clearly achieve the ‘triple play’ we projected last quarter by gaining market share while investing for the future and increasing profitability. Looking ahead, we remain confident that we’ll continue to execute on all three of these areas.”

First-Quarter Highlights

EMC’s Information Infrastructure business for the first quarter – comprising product and service revenue from the company’s Information Storage, RSA Security, and Content Management and Archiving business segments – reached $3.3 billion, increasing 22% year over year. First-quarter highlights included strong customer demand and double-digit revenue growth for EMC’s market-leading high-end Symmetrix storage product portfolio, which increased first-quarter revenue by 28% compared with the year-ago quarter, and EMC’s mid-tier platform product portfolio², which grew revenue 32% year over year. Within EMC’s Backup and Recovery Systems Division (BRS), EMC Data Domain and Avamar next-generation backup and recovery products each grew over 100% on a year-over-year basis³. Additional highlights included strong customer demand for EMC’s RSA information security solutions and the company’s broad portfolio of consulting and professional services.

VMware (NYSE: VMW), which is majority-owned by EMC, contributed first-quarter revenue of $632 million, increasing 34% compared with the year-ago quarter.

EMC consolidated first-quarter revenue from the United States reached $2.1 billion, an increase of 29% year over year, representing 54% of consolidated first-quarter revenue. Revenue from EMC’s business operations outside of the United States reached $1.8 billion, an increase of 17% year over year, representing 46% of consolidated first-quarter revenue. Within this, revenue increased 16%, 11% and 28% year over year respectively in EMC’s Europe, Middle East and Africa (EMEA), Asia Pacific and Japan (APJ) and Latin America regions.

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 2010 financial results set forth in prior EMC news releases.

All dollar amounts and percentages set forth below should be considered to be approximations.

The following statements regarding 2010 financial results have been revised from the statements disclosed by EMC on January 26, 2010:

• Consolidated EMC revenues are expected to be $16.5 billion for 2010.

• Consolidated GAAP diluted earnings per share are expected to be $0.84 for 2010.

• Consolidated non-GAAP diluted earnings per share, excluding the impact of restructuring and acquisition-related charges, stock-based compensation expense and intangible asset amortization, are expected to be $1.18 for 2010.

• GAAP operating income is expected to be 14% to 15% of revenues for 2010, and non-GAAP operating income is expected to be 20% to 21% of revenues for 2010. Excluded from non-GAAP operating income are restructuring and acquisition-related charges, stock-based compensation expense and intangible asset amortization, which account for less than 1%, 4% and 2% of revenues, respectively.

• The weighted average outstanding diluted shares are expected to be 2.15 billion for 2010.

The following statements regarding 2010 financial results remain unchanged from the statements disclosed by EMC on January 26, 2010:

• 2010 GAAP research and development (“R&D”) expense and non-GAAP R&D expense are each expected to increase 20% over 2009. Excluded from the increase in non-GAAP R&D expense is stock-based compensation expense of $42 million and intangible asset amortization of $8 million.

• Transition costs to a more efficient cost structure are expected to be $50 million in 2010.

• Total non-operating expense, which includes investment income, interest expense and other expense, is expected to be $90 million in 2010.

• Consolidated restructuring and acquisition-related charges, stock-based compensation expense and intangible asset amortization are expected to be $0.02, $0.24 and $0.08 per diluted share, respectively, for 2010.

• The consolidated GAAP income tax rate is expected to be 17% for 2010. Excluding the impact of restructuring and acquisition-related charges, stock-based compensation expense and intangible asset amortization, which collectively impact the tax rate by 3%, the consolidated non-GAAP income tax rate is expected to be 20% for 2010. Both GAAP and non-GAAP income tax rates assume that the U.S. research and development tax credit will be re-enacted in 2010.

• EMC expects to repurchase up to $1.0 billion of the company’s common stock.

Supporting Resources

• EMC will host its first-quarter 2010 earnings conference call today at 8:30 a.m. ET, which will be available on EMC’s web site at http://www.emc.com/about/investor-relations/index.htm

• Additional information regarding EMC’s financials, as well as a webcast of the conference call, will be available at 8:30 a.m. ET at http://www.emc.com/about/investor-relations/index.htm

• Visit http://ir.vmware.com for more information about VMware’s first-quarter financial results.

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.

# # #

¹ Items excluded from the non-GAAP results are restructuring and acquisition-related charges, stock-based compensation expense and intangible amortization for the first quarter of 2010, and restructuring charges, stock-based compensation expense and intangible amortization for the first quarter of 2009. See attached schedules for reconciliation of GAAP to non-GAAP.

² Mid-tier platform products include hardware and software products from EMC CLARiiON, EMC Celerra, EMC Centera, EMC Data Domain, EMC Avamar and EMC Atmos.

³ EMC purchased Data Domain in July 2009. The year-over-year comparison assumes Data Domain had been acquired on January 1, 2009 and incorporates revenue reported by Data Domain during the period from January 1, 2009 through the date of acquisition.

EMC, Atmos, Avamar, Celerra, Centera, CLARiiON, Data Domain, RSA and Symmetrix are either registered trademarks or trademarks of EMC Corporation in the United States and/or other countries. VMware is a registered trademark or trademark of VMware, Inc. in the United States and/or other countries. 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; (xiv) litigation that we may be involved in; and (xv) 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, the accompanying schedules and the additional content that is available on EMC’s website contain 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 from time to time and 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 in this release.

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 restructuring and acquisition-related charges, 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
	March 31, 2010			March 31, 2009
Revenues:
Product sales	$	2,478,717		$	1,969,120
Services		1,411,975			1,181,642
		3,890,692			3,150,762
Cost and expenses:
Cost of product sales		1,161,922			1,013,330
Cost of services		510,251			454,177
Research and development		434,933			383,293
Selling, general and administrative		1,261,284			1,024,773
Restructuring and acquisition-related charges		18,502			15,572
Operating income		503,800			259,617
Investment income		31,532			39,844
Interest expense		(42,968	)		(45,543	)
Other expense, net		(9,021	)		(10,758	)
Income before tax		483,343			243,160
Income tax provision		95,653			37,815
Net income		387,690			205,345
Less: Net income attributable to the non-controlling interest in VMware, Inc.		(14,986	)		(11,276	)
Net income attributable to EMC Corporation	$	372,704		$	194,069
Net income per weighted average share, basic attributable to EMC Corporation common shareholders:	$	0.18		$	0.10
Net income per weighted average share, diluted attributable to EMC Corporation common shareholders:	$	0.17		$	0.10
Weighted average shares, basic		2,051,030			2,008,915
Weighted average shares, diluted		2,119,192			2,021,062

Reconciliation of GAAP to Non-GAAP

For the Three Months Ended March 31, 2010

(in thousands, except per share amounts)

Unaudited

	Revenue			Cost of Revenue			Research and Development			Selling, General and Administrative			Restructuring and Acquisition- Related Charges			Operating Income		Other (Expense) Income, net			Income Before Taxes		Income Tax Provision		Net Income		Net Income Attributable to VMware			Net Income Attributable to EMC			Net Income per Weighted Average Share, Basic			Net Income per Weighted Average Share, Diluted
EMC Consolidated GAAP	$	3,890,692		$	1,672,173		$	434,933		$	1,261,284		$	18,502		$	503,800	$	(20,457	)	$	483,343	$	95,653	$	387,690	$	(14,986	)	$	372,704		$	0.182		$	0.175
Restructuring and acquisition-related charges		—			—			—			—			(18,502	)		18,502		—			18,502		3,408		15,094		(237	)		14,857		$	0.007		$	0.007
EMC Consolidated Adjusted (1)		3,890,692			1,672,173			434,933			1,261,284			—			522,302		(20,457	)		501,845		99,061		402,784		(15,223	)		387,561		$	0.189		$	0.182
Stock-based compensation expense		—			(26,798	)		(59,855	)		(79,813	)		—			166,466		201			166,667		40,049		126,618		(10,432	)		116,186		$	0.057		$	0.055
Intangible amortization		—			(32,181	)		(4,562	)		(32,741	)		—			69,484		—			69,484		23,112		46,372		(529	)		45,843		$	0.022		$	0.022
EMC Consolidated Non-GAAP (2)	$	3,890,692		$	1,613,194		$	370,516		$	1,148,730		$	—		$	758,252	$	(20,256	)	$	737,996	$	162,222	$	575,774	$	(26,184	)	$	549,590		$	0.268		$	0.258
EMC Information Infrastructure GAAP	$	3,258,727		$	1,564,373		$	297,824		$	979,259		$	17,263		$	400,008	$	(15,186	)	$	384,822	$	76,254	$	308,568	$	—		$	308,568		$	0.150		$	0.146
Restructuring and acquisition-related charges		—			—			—			—			(17,263	)		17,263		—			17,263		3,408		13,855		—			13,855		$	0.007		$	0.007
EMC Information Infrastructure Adjusted (3)		3,258,727			1,564,373			297,824			979,259			—			417,271		(15,186	)		402,085		79,662		322,423		—			322,423		$	0.157		$	0.152
Stock-based compensation expense		—			(17,870	)		(25,194	)		(55,381	)		—			98,445		143			98,588		26,560		72,028		—			72,028		$	0.035		$	0.034
Intangible amortization		—			(28,813	)		(4,089	)		(32,263	)		—			65,165		—			65,165		21,560		43,605		—			43,605		$	0.021		$	0.021
EMC Information Infrastructure Non-GAAP (4)	$	3,258,727		$	1,517,690		$	268,541		$	891,615		$	—		$	580,881	$	(15,043	)	$	565,838	$	127,782	$	438,056	$	—		$	438,056		$	0.214		$	0.207
VMware standalone GAAP	$	633,533		$	108,650		$	138,112		$	284,585		$	—		$	102,186	$	(4,547	)	$	97,639	$	19,218	$	78,421	$	—		$	78,421		$	0.038		$	0.037
GAAP adjustments and eliminations		(1,568	)		(850	)		(1,003	)		(2,560	)		1,239			1,606		(724	)		882		181		701		(14,986	)		(14,285	)	$	(0.007	)	$	(0.008	)
VMware within EMC GAAP (5)		631,965			107,800			137,109			282,025			1,239			103,792		(5,271	)		98,521		19,399		79,122		(14,986	)		64,136		$	0.031		$	0.029
Acquisition-related charges		—			—			—			—			(1,239	)		1,239		—			1,239		—		1,239		(237	)		1,002		$	—		$	—
VMware within EMC Adjusted (6)		631,965			107,800			137,109			282,025			—			105,031		(5,271	)		99,760		19,399		80,361		(15,223	)		65,138		$	0.032		$	0.030
Stock-based compensation expense		—			(8,928	)		(34,661	)		(24,432	)		—			68,021		58			68,079		13,489		54,590		(10,432	)		44,158		$	0.022		$	0.021
Intangible amortization		—			(3,368	)		(473	)		(478	)		—			4,319		—			4,319		1,552		2,767		(529	)		2,238		$	0.001		$	0.001
VMware within EMC Non-GAAP (7)	$	631,965		$	95,504		$	101,975		$	257,115		$	—		$	177,371	$	(5,213	)	$	172,158	$	34,440	$	137,718	$	(26,184	)	$	111,534		$	0.054		$	0.052
																												Wtd. Average Share O/S						2,051,030			2,119,192

Reconciliation of GAAP to Non-GAAP

For the Three Months Ended March 31, 2010

(in thousands, except per share amounts)

Unaudited

(Continued)

The following costs are included in EMC Consolidated Non-GAAP and EMC Information Infrastructure Non-GAAP results:

	Revenue		Cost of Revenue		Research and Development		Selling, General and Administrative		Restructuring and Acquisition- Related Charges		Operating Income			Other (Expense) Income, net			Income Before Taxes			Income Tax Provision			Net Income			Net Income Attributable to VMware		Net Income Attributable to EMC			Net Income per Weighted Average Share, Basic			Net Income per Weighted Average Share, Diluted
Non-cash interest expense on convertible debt (8)	$	—	$	—	$	—	$	—	$	—	$	—		$	(25,921	)	$	(25,921	)	$	(8,839	)	$	(17,082	)	$	—	$	(17,082	)	$	(0.008	)	$	(0.008	)
Transition costs (9)		—		588		1,665		12,458		—		(14,711	)		—			(14,711	)		(4,179	)		(10,532	)		—	$	(10,532	)	$	(0.005	)	$	(0.005	)
	$	—	$	588	$	1,665	$	12,458	$	—	$	(14,711	)	$	(25,921	)	$	(40,632	)	$	(13,018	)	$	(27,614	)	$	—	$	(27,614	)	$	(0.013	)	$	(0.013	)

(1) Represents EMC Consolidated GAAP excluding restructuring and acquisition-related charges.

(2) Represents EMC Consolidated Adjusted excluding stock-based compensation expense and intangible amortization.

(3) Represents EMC Information Infrastructure GAAP excluding restructuring and acquisition-related charges.

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

(5) Represents VMware within EMC GAAP.

(6) Represents VMware within EMC GAAP excluding acquisition-related charges.

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

(8) Represents the non-cash interest charge associated with our convertible senior notes due 2011 and 2013 totaling $3,450 million.

(9) Represents incremental costs incurred to transform our current cost structure to a more streamlined cost structure.

Note: schedule may not add due to rounding

Reconciliation of GAAP to Non-GAAP

For the Three Months Ended March 31, 2009

(in thousands, except per share amounts)

Unaudited

	Revenue		Cost of Revenue			Research and Development			Selling, General and Administrative			Restructuring Charge			Operating Income		Other (Expense) Income, net			Income Before Taxes		Income Tax Provision		Net Income		Net Income Attributable to VMware			Net Income Attributable to EMC			Net Income per Weighted Average Share, Basic			Net Income per Weighted Average Share, Diluted
EMC Consolidated GAAP	$	3,150,762	$	1,467,507		$	383,293		$	1,024,773		$	15,572		$	259,617	$	(16,457	)	$	243,160	$	37,815	$	205,345	$	(11,276	)	$	194,069		$	0.097		$	0.096
Restructuring charge		—		—			—			—			(15,572	)		15,572		—			15,572		6,115		9,457		—			9,457		$	0.005		$	0.005
EMC Consolidated Adjusted (1)		3,150,762		1,467,507			383,293			1,024,773			—			275,189		(16,457	)		258,732		43,930		214,802		(11,276	)		203,526		$	0.101		$	0.101
Stock-based compensation expense		—		(19,894	)		(41,242	)		(51,511	)		—			112,647		—			112,647		24,340		88,307		(6,672	)		81,635		$	0.041		$	0.040
Intangible amortization		—		(30,610	)		(3,210	)		(25,368	)		—			59,188		—			59,188		20,321		38,867		(345	)		38,522		$	0.019		$	0.019
EMC Consolidated Non-GAAP (2)	$	3,150,762	$	1,417,003		$	338,841		$	947,894		$	—		$	447,024	$	(16,457	)	$	430,567	$	88,591	$	341,976	$	(18,293	)	$	323,683		$	0.161		$	0.160
EMC Information Infrastructure GAAP	$	2,680,361	$	1,392,825		$	278,499		$	823,249		$	15,572		$	170,216	$	(13,508	)	$	156,708	$	22,081	$	134,627	$	—		$	134,627		$	0.067		$	0.067
Restructuring charge		—		—			—			—			(15,572	)		15,572		—			15,572		6,115		9,457		—			9,457		$	0.005		$	0.005
EMC Information Infrastructure Adjusted (3)		2,680,361		1,392,825			278,499			823,249			—			185,788		(13,508	)		172,280		28,196		144,084		—			144,084		$	0.072		$	0.071
Stock-based compensation expense		—		(14,233	)		(17,312	)		(29,404	)		—			60,949		—			60,949		14,030		46,919		—			46,919		$	0.023		$	0.023
Intangible amortization		—		(27,853	)		(3,210	)		(24,816	)		—			55,879		—			55,879		19,153		36,726		—			36,726		$	0.018		$	0.018
EMC Information Infrastructure Non-GAAP (4)	$	2,680,361	$	1,350,739		$	257,977		$	769,029		$	—		$	302,616	$	(13,508	)	$	289,108	$	61,379	$	227,729	$	—		$	227,729		$	0.113		$	0.113
VMware standalone GAAP	$	470,310	$	75,003		$	105,401		$	203,003		$	—		$	86,903	$	(1,436	)	$	85,467	$	15,532	$	69,935	$	—		$	69,935		$	0.035		$	0.035
GAAP adjustments and eliminations		91		(321	)		(607	)		(1,479	)		—			2,498		(1,513	)		985		202		783		(11,276	)		(10,493	)	$	(0.005	)	$	(0.005	)
VMware within EMC GAAP (5)		470,401		74,682			104,794			201,524			—			89,401		(2,949	)		86,452		15,734		70,718		(11,276	)		59,442		$	0.030		$	0.029
Stock-based compensation expense		—		(5,661	)		(23,930	)		(22,107	)		—			51,698		—			51,698		10,310		41,388		(6,672	)		34,716		$	0.017		$	0.017
Intangible amortization		—		(2,757	)		—			(552	)		—			3,309		—			3,309		1,168		2,141		(345	)		1,796		$	0.001		$	0.001
VMware within EMC Non-GAAP (6)	$	470,401	$	66,264		$	80,864		$	178,865		$	—		$	144,408	$	(2,949	)	$	141,459	$	27,212	$	114,247	$	(18,293	)	$	95,954		$	0.048		$	0.047
																											Wtd. Average Share O/S						2,008,915			2,021,062

Reconciliation of GAAP to Non-GAAP

For the Three Months Ended March 31, 2009

(in thousands, except per share amounts)

Unaudited

(Continued)

The following costs are included in EMC Consolidated Non-GAAP and EMC Information Infrastructure Non-GAAP results:

	Revenue		Cost of Revenue		Research and Development		Selling, General and Administrative		Restructuring Charge		Operating Income			Other (Expense) Income, net			Income Before Taxes			Income Tax Provision			Net Income			Net Income Attributable to VMware		Net Income Attributable to EMC			Net Income per Weighted Average Share, Basic			Net Income per Weighted Average Share, Diluted
Non-cash interest expense on convertible debt (7)	$	—	$	—	$	—	$	—	$	—	$	—		$	(26,299	)	$	(26,299	)	$	(8,234	)	$	(18,065	)	$	—	$	(18,065	)	$	(0.009	)	$	(0.009	)
Transition costs (8)		—		896		393		8,366		—		(9,655	)		—			(9,655	)		(3,346	)		(6,309	)		—	$	(6,309	)	$	(0.003	)	$	(0.003	)
	$	—	$	896	$	393	$	8,366	$	—	$	(9,655	)	$	(26,299	)	$	(35,954	)	$	(11,580	)	$	(24,374	)	$	—	$	(24,374	)	$	(0.012	)	$	(0.012	)

(1) Represents EMC Consolidated GAAP excluding restructuring charge.

(2) Represents EMC Consolidated Adjusted excluding stock-based compensation expense and intangible amortization.

(3) Represents EMC Information Infrastructure GAAP excluding restructuring charge.

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

(5) Represents VMware within EMC GAAP.

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

(7) Represents the non-cash interest charge associated with our convertible senior notes due 2011 and 2013 totaling $3,450 million.

(8) Represents incremental costs incurred to transform our current cost structure to a more streamlined cost structure.

Note: schedule may not add due to rounding

EMC CORPORATION

Consolidated Balance Sheets

(in thousands, except per share amounts)

Unaudited

	March 31, 2010			December 31, 2009
ASSETS
Current assets:
Cash and cash equivalents	$	6,256,626		$	6,302,499
Short-term investments		641,576			392,839
Accounts and notes receivable, less allowance for doubtful accounts of $50,504 and $47,414		1,735,043			2,108,575
Inventories		851,501			886,289
Deferred income taxes		580,845			564,174
Other current assets		309,534			283,926
Total current assets		10,375,125			10,538,302
Long-term investments		3,254,641			2,692,323
Property, plant and equipment, net		2,226,238			2,224,346
Intangible assets, net		1,194,104			1,185,632
Goodwill		9,402,851			9,210,376
Other assets, net		1,015,004			961,024
Total assets	$	27,467,963		$	26,812,003
LIABILITIES & SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	796,688		$	899,298
Accrued expenses		1,896,188			1,944,210
Income taxes payable		49,595			41,691
Deferred revenue		2,502,646			2,262,968
Total current liabilities		5,245,117			5,148,167
Income taxes payable		240,004			235,976
Deferred revenue		1,495,602			1,373,798
Deferred income taxes		631,649			708,378
Long-term convertible debt		3,128,079			3,100,290
Other liabilities		183,445			184,920
Total liabilities		10,923,896			10,751,529
Commitments and contingencies
Shareholders' equity:
Preferred stock, par value $.01; authorized 25,000 shares; none outstanding		—			—
Common stock, par value $.01; authorized 6,000,000 shares; issued 2,055,608 and 2,052,441 shares		20,556			20,524
Additional paid-in capital		3,933,124			3,875,791
Retained earnings		12,131,993			11,759,289
Accumulated other comprehensive loss, net		(109,689	)		(105,722	)
Total EMC Corporation's shareholders' equity		15,975,984			15,549,882
Non-controlling interest in VMware, Inc.		568,083			510,592
Total shareholders' equity		16,544,067			16,060,474
Total liabilities and shareholders' equity	$	27,467,963		$	26,812,003

EMC CORPORATION

Consolidated Statements of Cash Flows

(in thousands)

Unaudited

	Three Months Ended
	March 31, 2010			March 31, 2009
Cash flows from operating activities:
Cash received from customers	$	4,615,013		$	3,860,223
Cash paid to suppliers and employees		(3,213,917	)		(2,877,408	)
Dividends and interest received		26,634			46,656
Interest paid		(4,670	)		(4,007	)
Income taxes paid		(105,714	)		(161,773	)
Net cash provided by operating activities		1,317,346			863,691
Cash flows from investing activities:
Additions to property, plant and equipment		(114,048	)		(95,320	)
Capitalized software development costs		(93,161	)		(87,627	)
Purchases of short and long-term available-for-sale securities		(1,475,229	)		(2,277,512	)
Sales of short and long-term available-for-sale securities		628,504			2,077,730
Maturities of short and long-term available-for-sale securities		40,346			91,365
Business acquisitions, net of cash acquired		(288,246	)		—
Increase in strategic and other related investments		(5,240	)		(1,960	)
Other		(16,648	)		1,054
Net cash used in investing activities		(1,323,722	)		(292,270	)
Cash flows from financing activities:
Issuance of EMC's common stock from the exercise of stock options		130,338			8,637
Issuance of VMware's common stock from the exercise of stock options		109,775			4,503
EMC repurchase of EMC's common stock		(176,260	)		—
EMC purchase of VMware's common stock		(99,500	)		—
VMware repurchase of VMware's common stock		(31,348	)		—
Payments on securities lending		—			(65,179	)
Excess tax benefits from stock-based compensation		35,248			776
Payment of long-term and short-term obligations		(2,327	)		(19,257	)
Proceeds from long-term and short-term obligations		1,116			1,038
Net cash used in financing activities		(32,958	)		(69,482	)
Effect of exchange rate changes on cash		(6,539	)		(22,172	)
Net (decrease) increase in cash and cash equivalents		(45,873	)		479,767
Cash and cash equivalents at beginning of period		6,302,499			5,843,685
Cash and cash equivalents at end of period	$	6,256,626		$	6,323,452
Reconciliation of net income to net cash provided by operating activities:
Net income	$	387,690		$	205,345
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		281,580			255,798
Non-cash interest expense on convertible debt		25,921			26,299
Non-cash restructuring and other special charges		162			2,072
Stock-based compensation expense		158,805			112,647
Provision for doubtful accounts		7,226			5,388
Deferred income taxes, net		(28,766	)		(4,527	)
Excess tax benefits from stock-based compensation		(35,248	)		(776	)
Other		(820	)		795
Changes in assets and liabilities, net of acquisitions:
Accounts and notes receivable		380,790			550,917
Inventories		2,198			(2,226	)
Other assets		(24,760	)		(22,271	)
Accounts payable		(102,803	)		(80,021	)
Accrued expenses		(83,164	)		(222,591	)
Income taxes payable		18,705			(119,431	)
Deferred revenue		336,305			153,156
Other liabilities		(6,475	)		3,117
Net cash provided by operating activities	$	1,317,346		$	863,691

EMC Corporation

Reconciliation of Cash Flow from Operations to Free Cash Flow

(in thousands)

Unaudited

	Three Months Ended
	March 31, 2010			March 31, 2009
EMC Consolidated
Cash flow from Operations	$	1,317,346		$	863,691
Capital Expenditures		(114,048	)		(95,320	)
Capitalized Software		(93,161	)		(87,627	)
Free Cash Flow	$	1,110,137		$	680,744
VMware within EMC
Cash flow from Operations	$	341,979		$	240,943
Capital Expenditures		(29,045	)		(24,326	)
Capitalized Software		(21,861	)		(29,935	)
Free Cash Flow	$	291,073		$	186,682
EMC Information Infrastructure
Cash flow from Operations	$	975,367		$	622,748
Capital Expenditures		(85,003	)		(70,994	)
Capitalized Software		(71,300	)		(57,692	)
Free Cash Flow	$	819,064		$	494,062

EMC Corporation

Reconciliation of GAAP to Non-GAAP Tax Rate

(in thousands)

Unaudited

For the three months ended March 31, 2010
	Income Before Tax		Tax Provision		Tax Rate
EMC Consolidated GAAP	$	483,343	$	95,653	20	%
Stock-based compensation expense		166,667		40,049	24	%
Intangible asset amortization		69,484		23,112	33	%
Restructuring and acquisition-related charges		18,502		3,408	18	%
EMC Consolidated Non-GAAP	$	737,996	$	162,222	22	%

EMC Corporation

Reconciliation of Gross Margin GAAP to Non-GAAP

(in thousands)

Unaudited

	EMC II Q1 '10		VMware within EMC Q1 '10
Gross Margin GAAP	$	1,694,354	$	524,165
Stock-based compensation expense		17,870		8,928
Intangible asset amortization		28,813		3,368
Gross Margin Non-GAAP	$	1,741,037	$	536,461
Revenues	$	3,258,727	$	631,965
% GAAP		52.0%		82.9%
% Non-GAAP		53.4%		84.9%

EMC Corporation

Reconciliation of Operating Margin GAAP to Non-GAAP

(in thousands)

Unaudited

	EMC II Q1 '10		VMware within EMC Q1 '10		EMC Consolidated Q1 '10
Operating Margin GAAP	$	400,008	$	103,792	$	503,800
Restructuring and acquisition-related charges		17,263		1,239		18,502
Stock-based compensation expense		98,445		68,021		166,466
Intangible asset amortization		65,165		4,319		69,484
Operating Margin Non-GAAP	$	580,881	$	177,371	$	758,252
Revenues	$	3,258,727	$	631,965	$	3,890,692
% GAAP		12.3%		16.4%		12.9%
% Non-GAAP		17.8%		28.1%		19.5%

EMC Corporation

Supplemental

Revenue Analysis

(in thousands)

Unaudited

Supplemental Revenue Data

	Q1 2009			Q2 2009			Q3 2009			Q4 2009			YTD 2009			Q1 2010
Storage:
Product Revenue	$	1,572,408		$	1,632,309		$	1,818,230		$	2,175,104		$	7,198,051		$	2,017,314
Services Revenue		790,932			842,558			880,807			947,061			3,461,358			901,781
Total Storage Revenue	$	2,363,340		$	2,474,867		$	2,699,037		$	3,122,165		$	10,659,409		$	2,919,095
Content Management and Archiving:
Product Revenue	$	58,710		$	60,792		$	58,209		$	83,125		$	260,836		$	63,662
Services Revenue		115,605			119,445			118,979			124,724			478,753			114,502
Total Content Management and Archiving Revenue	$	174,315		$	180,237		$	177,188		$	207,849		$	739,589		$	178,164
Security:
Product Revenue	$	80,671		$	84,080		$	84,080		$	91,441		$	340,272		$	85,814
Services Revenue		62,035			63,055			68,420			72,168			265,678			75,654
Total Security Revenue	$	142,706		$	147,135		$	152,500		$	163,609		$	605,950		$	161,468
EMC Information Infrastructure:
Product Revenue	$	1,711,789		$	1,777,181		$	1,960,519		$	2,349,670		$	7,799,159		$	2,166,790
Services Revenue		968,572			1,025,058			1,068,206			1,143,953			4,205,789			1,091,937
Total EMC Information Infrastructure Revenue	$	2,680,361		$	2,802,239		$	3,028,725		$	3,493,623		$	12,004,948		$	3,258,727
VMware:
Product Revenue	$	257,331		$	228,089		$	240,062		$	303,504		$	1,028,986		$	311,927
Services Revenue		213,070			227,024			248,843			303,039			991,976			320,038
Total VMware Revenue	$	470,401		$	455,113		$	488,905		$	606,543		$	2,020,962		$	631,965
Consolidated Revenues
Product Revenue	$	1,969,120		$	2,005,270		$	2,200,581		$	2,653,174		$	8,828,145		$	2,478,717
Services Revenue		1,181,642			1,252,082			1,317,049			1,446,992			5,197,765			1,411,975
Total Consolidated Revenues	$	3,150,762		$	3,257,352		$	3,517,630		$	4,100,166		$	14,025,910		$	3,890,692
Percentage impact to EMC revenue growth rate due to changes in exchange rates from the prior year		(3.5	)%		(3.7	)%		(1.3	)%		2.5	%		(1.4	)%		2.4	%