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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 27, 2005


LSI LOGIC CORPORATION

(Exact name of registrant as specified in its charter)
         
DELAWARE   1-10317   94-2712976
(State or other jurisdiction of
  (Commission File Number)   (IRS Employer
incorporation)
      Identification No.)

1621 Barber Lane
Milpitas, California 95035

(Address of principal executive offices, including zip code)

(408) 433-8000
(Registrant’s telephone number, including area code)

Not Applicable
(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))

 
 

 


TABLE OF CONTENTS

Item 2.02 Results of Operation and Financial Condition
Item 8.01 Other Events
Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1


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Item 2.02 Results of Operation and Financial Condition

On April 27, 2005, LSI Logic Corporation (referred to here as “LSI Logic” or the “Company”) issued a news release regarding its financial results for the fiscal quarter ended April 3, 2005. A copy of the news release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated by reference herein.

Use of Non-GAAP Financial Information

LSI Logic has referenced non-GAAP financial information in the news release. LSI Logic management believes that the results of operations excluding special items presented herein for the three-month periods ended April 3, 2005 and April 4, 2004, provides useful information to investors regarding results of operations, as it excludes charges, expenses, gains, and losses that are not directly related to the ongoing business results and/or stem from purchase business combinations. These business results are used by management for evaluating historical performance in addition to being used for the Company’s forecasting and planning for future periods. Restructuring of operations, acquisition-related amortization including intangibles and non-cash deferred stock compensation and other special items are examples of charges that are not directly related to the Company’s ongoing business and/or stem from purchase business combinations. For a complete reconciliation of special items excluded from our results of operations for the three-month periods ended April 3, 2005 and April 4, 2004, refer to the tables furnished in the news release attached as Exhibit 99.1.

Results of operations excluding special items for the period presented are provided for illustrative purposes only and should be read in conjunction with the comparable information presented in accordance with generally accepted accounting principles in the United States and the Company’s most recent annual report on Form 10-K for the twelve months ended December 31, 2004.

Item 8.01 Other Events

The Company reported revenues of $450 million in the first quarter of 2005, a 7 percent sequential increase compared to the revenues of $420 million reported in the fourth quarter of 2004 and approximately even with the $452 million reported in the first quarter of 2004.

Cash and short-term investments grew by $51 million to $866 million at the end of the first quarter of 2005.

First quarter net income was $5 million or one cent per diluted share. The first quarter 2005 results compares to fourth quarter 2004 net loss of $197 million or 51 cents per diluted share, which included a non-cash charge totaling $178 million associated with the Company’s Gresham manufacturing facility. First quarter 2004 net income was $9 million or two cents per diluted share.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

     
Exhibit No.   Description
 
   
99.1
  LSI Logic Corporation News Release issued April 27, 2005*


    *Furnished, not filed

 


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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
  LSI LOGIC CORPORATION,
a Delaware corporation
 
 
  By:   /s/ David G. Pursel    
    David G. Pursel   
    Vice President, General Counsel &
Corporate Secretary 
 
 

Date: April 27, 2005

 


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EXHIBIT INDEX

     
Exhibit No.   Description
 
   
99.1
  LSI Logic Corporation News Release issued April 27, 2005*


    *Furnished, not filed