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Lam Research

lrcx · NASDAQ Technology
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Ticker lrcx
Exchange NASDAQ
Sector Technology
Industry Semiconductors
Employees 5001-10,000
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FY2008 Annual Report · Lam Research
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2008 Annual Report

In 1997, the new management team at Lam Research introduced a clear vision and strategy to gain market share, 

improve fi nancial performance, and build a values-driven workforce. By dedicating the Company to its fundamental 

competencies and articulating a new Mission, Vision, and Core Values, management radically reshaped the Company.  

Lam built customer trust and improved its profi tability by emphasizing its commitment to customer needs and 

requirements, empowering employees, and focusing on the Company’s strengths. This opened up new opportunities 

for the Company to develop innovative solutions for Lam’s products, applications, and services, and made 

Lam Research one of the most trusted suppliers in the industry.  

As a result of these efforts, Lam Research has improved its operating performance, increased profi tability, and 

dramatically increased market share to become the undisputed etch market share leader – a position the Company 

has held for six consecutive years. Together with the recent acquisition of SEZ and Lam’s organically developed 

technologies, the Company is leveraging its expertise into adjacent markets. Lam’s multi-market, multi-product 

position, built around its core etch capability and now extended to a new generation of single-wafer clean products, 

offers strong growth opportunities for the future.

$3,000,000

$2,500,000

$2,000,000

$1,500,000

$1,000,000

$500,000

$0

$6.00

$5.00

$4.00

$3.00

$2.00

$1.00

$0

($1.00)

Revenue

Operating Income

$ 90 0 ,0 00

$ 80 0 ,0 00

$ 70 0 ,0 00

$ 60 0 ,0 00

$ 50 0 ,0 00

$ 40 0 ,0 00

$ 30 0 ,0 00

$ 20 0 ,0 00

$ 10 0 ,0 00

$ 0

($1 0 0 ,00 0 )

FY03 FY04 FY05 FY06 FY07 FY08

FY03 FY04 FY05 FY06 FY07 FY08

Earnings per Share

Etch Market Share*

6 0%

5 0%

4 0%

3 0%

2 0%

1 0%

0 %

CY03

CY04

CY05

CY06

CY07

* Shipment-based

FY03 FY04 FY05 FY06 FY07 FY08

C3™ technology

Introduced Confined 
Chemical Cleaning™  
technology for single-wafer 
wet clean

2300® Coronus™ 
bevel clean system

Launched 2300 Coronus plasma-based 
bevel clean system, leveraging plasma 
expertise for wafer cleaning

DV-Prime™ spin clean system

Expanded product portfolio to include
single-wafer Spin-Processor™ technology  
for wet wafer cleaning

2004

2005

2006

2007

2008

LETTER  TO ST O CKHO LDERS

To Our Stockholders: 

We are pleased to present you with our 2008 annual report summarizing another year of strong performance for 

Lam Research. Fiscal year 2008 was a period in which business volume initially rose and then fell, consistent with the 

cyclical nature of the semiconductor equipment sector. The long term position of the Company overall continues to 

be positive with a clear strategy for growth in the years ahead. 

The Company generated revenues of $2.47 billion and GAAP earnings per share of $3.47 in fi scal year 2008. Both were 

slightly lower than our record-setting revenue and earnings per share performance of fi scal 2007 primarily as a result 

of reduced customer spending in the second half of fi scal year 2008. Our continued strong operating performance and 

cash generation capability allowed us to make a signifi cant strategic acquisition, with cash, and still end the year with a 

gross cash balance in excess of $1.2 billion. 

These achievements are remarkable compared to Lam’s performance several years ago. In calendar year 2003 the 

Company had an estimated shipped etch market share of approximately 28% which has since increased by more than 

73%. This makes Lam Research the etch market share leader with an estimated 48.5% shipped market share for calendar 

year 2007. We grew revenue from approximately $755 million in fi scal year 2003 to almost $2.5 billion for fi scal year 2008, 

while at the same time expanding GAAP gross margins by seven percentage points, from 39.9% to 47.4%. 

The operating performance effi ciencies introduced throughout the Company in recent years have facilitated strong cash 

fl ow generation. Cash fl ow from operations was $590 million and GAAP earnings, which were slightly negative in fi scal 

2003, increased to $439 million, or $3.47 per share, in fi scal 2008.

As we look to the future, we plan to deliver further growth and value for our stockholders through the strategy we 

communicated for the fi rst time in early 2006. That strategy comprises four key elements: 

• Execute to the needs of our customers

• Extend our leadership position in etch

• Leverage our expertise into adjacent markets

• Deliver best-in-class fi nancial performance

Execute to the Needs of Our Customers  We meet the needs of our customers by providing advanced technology 

hardware and process capability, and by being responsive to the issues our customers face. As our customers have 

struggled with profi tability issues, we have continued to introduce increasingly cost effective solutions focused around 

continuous improvements in the productivity of our machines and reducing the cost of and extending the lifetime of 

consumable components in our etch chambers. Our focus on helping customers reduce the cost of ownership has 

resulted in our receipt of numerous outstanding supplier awards from 8 of the top 10 semiconductor manufacturing 

companies in the world. 

Extend Our Leadership Position in Etch  Our production-proven 2300® etch platform offers customers a 

cost effective path to upgrade to the next generation technology nodes and demonstrates the benefi ts of our 

continued cycles of learning and development. This year we launched the third generation of the conductor etch 

2300® Versys® Kiyo™ product family, demonstrating the strength and extendibility of this core etch technology.

Our ability to successfully execute to the needs of our customers by providing innovative technology solutions has 

allowed us to increase our leading market share position in etch. We ended calendar year 2007 with shipped market 

share of 48.5%, up from 46% in 2006, and in line with our stated goal of expanding share by two to three percentage 

points for the year. We target gains of 2 to 3 points of market share at each successive technology node.

Leverage Our Expertise into Adjacent Markets  The most signifi cant area of strategic focus this year has been 

the penetration of adjacent markets, both through our organically developed technologies and our acquisition of 

SEZ Holding AG (SEZ). 

Our investments in research and development over the past few years have allowed us to develop proprietary technical 

differentiation as a catalyst for market penetration and targeted profi tability. During fi scal year 2008, those products 

 
 
 
 
targeted at markets adjacent to etch began contributing revenue and we advanced our adjacent market strategy 

further with additional new tool offerings. In fi scal year 2008, Lam Research shipped the industry’s fi rst 300 millimeter 

Through Silicon Via (TSV) etch system for use in the manufacture of 3-D integrated circuits with the 2300® Syndion™ 

system and made progress in delivering and qualifying advanced etching solutions into the emerging pattern 

modifi cation markets.

We completed the acquisition of SEZ in March of this year, demonstrating our commitment to the single-wafer clean 

segment of our adjacent market growth strategy. We believe the acquisition of a market share leader in single-wafer clean 

accelerates our penetration of the clean market by providing established customer relationships, a sizeable installed base 

at our customers’ manufacturing facilities, and a lengthy history of single-wafer clean processing success.

The SEZ acquisition also targets what we believe is a signifi cant growth opportunity in the single-wafer clean segment. 

The adoption of more complex device structures and the ongoing creation of ever-smaller device designs creates the 

need for more precise wafer cleaning solutions. We believe the industry will move many cleaning applications from 

batch clean processes to single-wafer clean solutions. Approximately 50% of clean steps in wafer fabrication follow an 

etch process, and our 28 years of knowledge in etch afford Lam Research an opportunity to apply integrated learning 

to develop differentiated, yield-enhancing single-wafer clean solutions. In the next two to three years, we estimate 

that approximately 40% of the clean steps in the wafer fabrication process will be performed by single-wafer clean 

techniques, up from 25% today, offering a sizeable growth opportunity for Lam Research in the future.

Through our initial discovery activities following our acquisition, we are pleased with the hardware and process 

engineering expertise we gained and the enthusiasm of the SEZ employees. We focused our initial integration 

activities on creating an integrated Clean Product Group, providing a single point of contact to the customer to allow 

more effective targeting of each product offering within our broad-based portfolio of single-wafer clean solutions. We 

positioned numerous evaluation units to take advantage of the transition to single-wafer clean emerging in the front end 

of line applications. 

Deliver Best-in-Class Financial Performance The fi nancial model of Lam Research has enabled the Company 

to generate outstanding performance in recent years, and positions us to operate effi ciently during a cyclical downturn 

in industry spending. As we plan our activities for fi scal year 2009, we observe the growing uncertainty across many 

sectors in the global economy. As a result, the spending plans of semiconductor manufacturers are increasingly 

diffi cult to predict.

We believe that we can utilize our close relationships with our outsource suppliers and manufacturing supply chain to 

effectively manage our business in a volatile business climate. The fl exibility in our business model allows us to initiate 

cost containment activities throughout the Company to mitigate expenses throughout the period of reduced spending, 

and we continue to evaluate options for further cost reduction opportunities. 

Looking ahead, we are developing our next generation of technology solutions with the planned introduction of new 

dielectric and conductor etch chambers on the 2300 platform in the next year. We also continue working diligently to 

fully integrate SEZ and continue our investments in research and development to enable our ability to capitalize on the 

adjacent market expansion opportunities we see. 

As we move through this challenging near term spending environment, we wish to convey our appreciation on behalf 

of our employees for your continued investment in our future. Lam’s record of performance over the past decade 

demonstrates our capability to continuously deliver leading edge solutions and strong operational and fi nancial 

performance, which we will give every effort to continue to achieve as we go forward in these challenging, but 

opportunity-rich circumstances. 

Sincerely,
SiS ncerely,

Stephen G. Newberry  
h G NN bbbb
StS

James W. Bagley
JJ

WWW BB ll

President and Chief Executive Offi cer  

Executive Chairman of the Board

October 6, 2008

INDEPENDENT REGISTERED PUBLIC 
ACCOUNTING FIRM
Ernst & Young LLP
San Jose, California

LEGAL COUNSEL
Heller Ehrman LLP
Menlo Park, California

TRANSFER AGENT AND REGISTRAR
For a response to questions regarding
misplaced stock certifi cates, changes 
of address, or the consolidation 
of accounts, please contact the 
Company’s transfer agent.

BNY Mellon Shareowner Services
P.O Box 358015
Pittsburgh, PA  15252-8015

1.877.265.2630 or 1.800.522.6645

TDD for Hearing Impaired:  
1.800.231.5469

Foreign Shareowners: 1.201.329.8660

TDD Foreign Shareowners:  
1.201.680.6610

Web Site Address:  
www.bnymellon.com/shareowner/isd

STOCK LISTING
The Company’s common stock is traded 
on The NASDAQ Global Select MarketSM 
under the symbol LRCX. Lam is a 
NASDAQ-100® Company. 

INVESTOR RELATIONS
Lam Research Corporation welcomes 
inquiries from its stockholders and other 
interested investors. For additional 
copies of this report or other fi nancial 
information, please contact:

Investor Relations
Lam Research Corporation
4650 Cushing Parkway
Fremont, California 94538
1.510.572.1615
investor.relations@lamresearch.com

ANNUAL MEETING
The Annual Meeting of Stockholders 
will be held at 8:00 a.m. Pacifi c Time 
on Thursday, November 6, 2008, at the 
Company’s corporate headquarters.

CAUTIONARY STATEMENT REGARDING 
FORWARD-LOOKING STATEMENTS
With the exception of historical facts, the statements 
contained in this Letter to Stockholders, Proxy 
Statement, and Annual Report on Form 10-K are 
forward-looking statements, which are subject to 
the Safe Harbor provisions created by the Private 
Securities Litigation Reform Act of 1995. Certain, 
but not all, of the forward-looking statements are 
identifi ed.  The identifi cation of certain statements as 
“forward-looking” is not intended to mean that other 
statements not specifi cally identifi ed are not forward-
looking. Forward-looking statements include, but 
are not limited to, statements that relate to our 
future revenue, product development, demand, 
acceptance and market share, competitiveness, 
gross margins, levels of research and development 
(R&D), outsourcing plans and operating expenses, 
the Company’s ability to work with suppliers to 
manage costs and operations, tax expenses, our 
management’s strategic plans and objectives for 
our current and future operations and the elements 
of those plans and objectives, management’s 
plans for repurchasing Company stock pursuant to 
the authorization of our Board, the operational or 
fi nancial performance of corporate subsidiaries, the 
completion of the Company’s acquisition of SEZ and 
integration activities associated with the acquisition, 
potential technological, market share, and customer 
penetration gains related to the SEZ acquisition, 
the likelihood  and speed of technological and 
customer-demand shifts toward single-wafer clean 
solutions and the potential business opportunities 
such a shift may present for the Company,  potential 
consequences from the Company’s investigation 
of its stock option granting practices and related 
accounting restatements or other remedial activities, 
the levels of customer spending or R&D activities, 
general economic conditions and the suffi ciency of 
fi nancial resources to support future operations, and 
capital expenditures. Such statements are based 
on current expectations and are subject to risks, 
uncertainties and changes in condition, signifi cance, 
value and effect, including those discussed in the 
Annual Report on Form 10-K under the heading 
“Risk Factors” within Item 1A of the Form 10-K 
as well as in other documents we fi le from time to 
time with the Securities and Exchange Commission 
such as our quarterly reports on Form 10-Q and 
our current reports on Form 8-K. Such risks, 
uncertainties and changes in condition, signifi cance, 
value and effect could cause actual results to differ 
materially from those expressed herein and in ways 
not readily foreseeable. Readers are cautioned not 
to place undue reliance on these forward-looking 
statements, which speak only as of the dates made 
and of information reasonably known to Lam as of 
the dates the statements were made. We undertake 
no obligation to release the results of any revisions 
to these forward-looking statements which may be 
made to refl ect events or circumstances which occur 
after the date hereof or to refl ect the occurrence 
or effect of anticipated or unanticipated events. All 
references to fi scal years apply to our fi scal years, 
which ended June 29, 2008, June 24, 2007, and 
June 25, 2006.

TRADEMARK INFORMATION
The Lam logo, Lam Research, and all product and 
service names used herein are either registered 
trademarks or trademarks of Lam Research 
Corporation in the United States and/or other 
countries. All other marks mentioned herein are 
the property of their respective holders.

LAM RESEARCH CORPORATION

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held November 6, 2008

To the Stockholders:

NOTICE IS HEREBY GIVEN that the 2008 Annual Meeting of Stockholders of Lam Research Corporation, 
a  Delaware  corporation  (the  “Company”  or  “Lam  Research”  or  “Lam”),  will  be  held  on  November  6,  2008, 
8:00  a.m.,  local  time,  at  the  principal  executive  offices  of  the  Company  at  4650  Cushing  Parkway,  Fremont, 
California 94538, for the following purposes:

1. 

2. 

3. 

To elect directors from the nominees of the Board of Directors to serve for the ensuing year, and until 
their successors are elected;

To ratify the appointment of Ernst & Young LLP as the independent registered public accounting 
firm of the Company for the fiscal year ending June 28, 2009; and 

To  transact  such  other  business  (other  than  any  nomination  of  candidates  for,  or  the  election  of, 
directors) as may properly come before the meeting, or for any adjournment thereof.

The  foregoing  items  of  business  are  more  fully  described  in  the  Proxy  Statement  accompanying  this 

Notice.

Only stockholders of record at the close of business on September 12, 2008, are entitled to notice of and to 

vote at the meeting, and for any adjournment thereof.

All stockholders are cordially invited to attend the meeting in person. However, to assure your representation 
at the meeting, you are urged to vote by proxy via Internet, telephone, or mail in accordance with the voting 
instructions on the proxy card. If you vote by mail, please mark, sign, and date the enclosed proxy card and 
return it as promptly as possible in the postage-prepaid and return-addressed envelope enclosed for that purpose. 
Any stockholder of record attending the meeting may vote in person, even if the stockholder has previously 
returned a proxy. Stockholders who wish to cast their votes in person at the meeting must attend the meeting. A 
simultaneous webcast will be available on Lam’s web site at www.lamresearch.com for stockholders who cannot 
attend in person and wish to listen to the Annual Meeting and any discussion by management immediately after 
its adjournment.

By Order of the Board of Directors,

George M. Schisler, Jr.
Secretary

Fremont, California
October 6, 2008

YOUR VOTE IS IMPORTANT
In order to assure your representation at the meeting, you are requested to vote by proxy via Internet, 
telephone, or mail in accordance with the voting instructions on the proxy card. If you vote by mail, you 
should mark, sign, and date the enclosed proxy card as promptly as possible and return it in the enclosed 
return-addressed envelope.

LAM RESEARCH CORPORATION

PROXY STATEMENT 
FOR 
ANNUAL MEETING OF STOCKHOLDERS 
To Be Held November 6, 2008

TABLE OF CONTENTS

Information Concerning Solicitation and Voting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Proposal No. 1 — Election of Directors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Nominees for Director . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Security Ownership of Certain Beneficial Owners and Management . . . . . . . . . . . . . . . . . . . . . . .

Section 16(a) Beneficial Ownership Reporting Compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Director Compensation  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Compensation Committee Report  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Compensation Committee Interlocks and Insider Participation. . . . . . . . . . . . . . . . . . . . . . . . . . . .

Certain Relationships and Related Transactions  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Audit Committee Report  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Relationship with Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . .

Securities Authorized for Issuance Under Equity Compensation Plans  . . . . . . . . . . . . . . . . . . . . .

Proposal No. 2 — Ratification of Appointment of Independent Registered Public  

Accounting Firm  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Other Matters. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Page

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38 

LAM RESEARCH CORPORATION

PROXY STATEMENT FOR 2008 ANNUAL MEETING OF STOCKHOLDERS

INFORMATION CONCERNING SOLICITATION AND VOTING

General

The  enclosed  proxy  is  solicited  on  behalf  of  Lam  Research  Corporation,  a  Delaware  corporation  (the 
“Company” or “Lam Research” or “Lam”), for use at the Annual Meeting of Stockholders to be held Thursday, 
November  6,  2008,  at  8:00  a.m.,  local  time  (the  “Annual  Meeting”),  or  for  any  adjournment  thereof,  for  the 
purposes  set  forth  herein  and  in  the  accompanying  Notice  of  Annual  Meeting  of  Stockholders.  The  Annual 
Meeting  will  be  held  at  the  principal  executive  offices  of  the  Company  at  4650  Cushing  Parkway,  Fremont, 
California 94538. The Company’s telephone number at that location is (510) 572-0200. Stockholders who wish 
to cast their votes in person must attend the meeting. For those stockholders who cannot or choose not to attend 
in person and wish to listen to the proceedings, the Annual Meeting and any discussion by management after its 
adjournment will be available via simultaneous webcast. The webcast may be accessed via the Lam Internet web 
site at www.lamresearch.com by locating the link in the Investor Relations/Webcasts section of the web site. 

These  proxy  solicitation  materials  will  be  mailed  on  or  about  October  6,  2008,  to  all  stockholders 
entitled to vote at the meeting. A copy of Lam’s 2008 Annual Report to Stockholders accompanies this Proxy 
Statement. Lam will furnish a copy of any exhibit to the Annual Report without charge upon written request 
to: Office of the Secretary, Attn: George Schisler, Jr., Lam Research Corporation, 4650 Cushing Parkway, 
Fremont, California 94538.

Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting To Be 
Held on November 6, 2008: This Proxy Statement and Lam’s 2008 Annual Report to Stockholders are 
available on the Investor Relations page of the Company’s web site, www.lamresearch.com. 

Stockholder  Accounts  Sharing  the  Same  Address;  Householding.  In  accordance  with  notices  that  many 
stockholders may have previously received with past proxy mailings, only one annual report and proxy statement 
are being delivered to a stockholder’s address even if the stockholder(s) at that address holds Company shares in 
several accounts, unless contrary instructions from a stockholder at that address have been given. This practice, 
known as “householding,” is intended to reduce environmental impact and waste and the Company’s printing 
and mailing costs for the annual report. However, any stockholder who wishes to receive a separate copy of this 
Proxy Statement or accompanying Annual Report to Stockholders may request a copy by contacting the bank, 
brokerage,  or  other  holder-of-record  with  which  such  stockholder’s  shares  are  held,  or  by  contacting  Lam’s 
Investor Relations Department, whose contact information is available at the back of this Annual Report and on 
the “Investors” page at www.lamresearch.com. 

Record Date and Principal Share Ownership

Stockholders of record at the close of business on September 12, 2008, are entitled to receive notice of and 
to vote at the Annual Meeting. At the record date, 125,746,309 shares of the Company’s Common Stock were 
outstanding.

Revocability of Proxies

Any proxy given pursuant to this solicitation may be revoked by the person giving it at any time before its 
use by delivering to the Company a written notice of revocation or a duly executed proxy bearing a later date, 
by entering a new vote via telephone or the Internet, or by attending the Annual Meeting and voting in person. 
However, attending the Annual Meeting in and of itself does not constitute a revocation of a proxy.

1

Voting and Solicitation

Each  stockholder  voting  on  Proposal  No.  1  (the  election  of  directors  from  the  nominees  of  the  Board 
of Directors (the “Board”)) may cumulate such stockholder’s votes and give one candidate a number of votes 
equal to the number of directors to be elected (ten at this meeting) multiplied by the number of shares held by 
such stockholder, or distribute the stockholder’s votes on the same principle among as many candidates as the 
stockholder deems appropriate. However, votes cannot be cast for more than ten candidates. No stockholder shall 
be entitled to cumulate votes for a candidate unless the candidate’s name has been placed in nomination prior to 
the voting. 

Where no vote is specified or where a vote FOR all nominees is marked, the cumulative votes represented 
by a proxy will be cast, unless contrary instructions are given, at the direction of the proxy holders in order to 
elect as many nominees nominated by the Board as believed possible under the then-prevailing circumstances. 
If a stockholder desires to cumulate his or her votes, the accompanying proxy card should be marked to indicate 
clearly that the stockholder desires to exercise the right to cumulate votes and should specify how the votes are to 
be allocated among the listed nominees for directors. For example, a stockholder may write next to the name(s) of 
the listed nominee or nominees for whom the stockholder desires to cast votes the number of votes to be cast for 
such nominee or nominees. Alternatively, without exercising his or her right to vote cumulatively, a stockholder 
may instruct the proxy holders not to vote for one or more nominees by writing the name(s) of such nominee or 
nominees on the space provided on the proxy card. Unless indicated to the contrary in the space provided on the 
proxy card, if a stockholder withholds authority to vote for one or more nominees, all cumulative votes of such 
stockholder will be distributed among the remaining listed nominees at the discretion of the proxy holders.

On all other matters, each share has one vote. Stockholders may vote FOR, AGAINST, or to ABSTAIN 
from voting with respect to Proposal No. 2 (ratification of the appointment of the independent registered public 
accounting firm for the Company for the current fiscal year), by properly marking the attached proxy card or 
otherwise submitting their proxy votes in accordance with the voting instructions. 

Votes  cast  by  proxy  or  in  person  at  the  Annual  Meeting  will  be  tabulated  by  or  at  the  direction  of  the 
Inspector of Elections (the “Inspector”). The Inspector will also determine whether or not a quorum is present. 
The ten candidates for election as directors at this year’s Annual Meeting who receive the highest number of 
affirmative votes will be elected. The approval of Proposal No. 2 will require the affirmative vote of a majority 
of the shares of the Company’s Common Stock present or represented and entitled to vote with respect to such 
matters. The final voting results will be made available on the Company’s web site at www.lamresearch.com via 
the Investor Relations page reasonably promptly after the Annual Meeting.

In general, Delaware law provides that a quorum consists of a majority of the shares entitled to vote at 
the Annual Meeting. Abstentions will be treated as shares that are present or represented and entitled to vote 
for purposes of determining the presence of a quorum but will not be treated as votes in favor of approving 
any matter submitted to the stockholders for a vote. Thus, abstentions will have the same effect in this regard 
as negative votes. Any proxy that is properly dated, executed, and returned using the method or form of proxy 
enclosed, or properly submitted via telephone or Internet, will be voted at the Annual Meeting in accordance with 
the instructions of the stockholder. If no specific instructions are given, the shares will be voted for the election 
of directors as nominated by the Board and for ratification of the appointment of the designated independent 
registered public accounting firm, and, with respect to any other matter or matters that may come before the 
meeting, as the proxy holders deem advisable in accordance with recommendations of the Board or, if no such 
recommendation is given, their reasonable judgment. 

For shares held in “street name” through a broker or other nominee, the broker or nominee may not be 
permitted to exercise voting discretion with respect to some of the matters to be acted upon. If a broker indicates 
on the enclosed proxy or its substitute that he or she does not have discretionary authority as to certain shares to 
vote on a particular matter (“broker non-votes”), or with respect to shares as to which proxy authority has been 
withheld with respect to a matter, those shares will be counted as present in determining whether a quorum for 
the meeting is present but will not be considered as present or represented with respect to that matter. Thus, once 
it is determined that a quorum is present at the Annual Meeting, broker non-votes will have no effect on either of 

2

the two proposals being voted on at the Annual Meeting. The Company believes that the tabulation procedures 
to be followed by the Inspector are consistent with the general statutory requirements in Delaware concerning 
voting of shares and determination of a quorum. 

Employee participants in the Company’s Savings Plus Plan, Lam Research 401(k) (the “401(k) Plan”) who 
held unitized interests in Company stock in their personal 401(k) Plan accounts as of the record date are being 
provided with this Proxy Statement as a 401(k) Plan participant so that each such participant may vote his or 
her interest in the Company’s Common Stock as held in the 401(k) Plan. Upon receipt of properly marked and 
returned proxies, the 401(k) Plan trustee or Lam Research Corporation, as the 401(k) Plan Administrator, will 
vote the aggregate voted proxies of the 401(k) Plan participants in accordance with the proxies received. If a 
401(k) Plan participant does not vote his or her interest with respect to the proposals to be voted on at this year’s 
Annual Meeting, then those non-voted shares will not be voted.

The cost of soliciting proxies will be borne by the Company. The Company may reimburse brokerage firms 
and other persons representing beneficial owners of shares for their expenses in forwarding solicitation materials 
to such beneficial owners. Proxies may also be solicited by certain of the Company’s directors, officers, and regular 
employees, without additional compensation, personally or by telephone or other communication means.

Stockholder Proposals to be Included in the Company’s 2009 Proxy Statement

Pursuant  to  Rule  14a-8(e)  of  the  Securities  Exchange  Act  of  1934,  as  amended  (the  “Exchange  Act”), 
some stockholder proposals may be eligible for inclusion in the Company’s proxy statement for its 2009 annual 
meeting of stockholders. Any such proposal must be received by the Company no later than June 7, 2009, in 
order to be eligible for inclusion in such proxy statement. Stockholders interested in submitting such a proposal 
are advised to contact counsel familiar with the detailed requirements of the applicable securities rules.

Stockholder Proposals and Nominations to be Voted on at 2009 Annual Meeting

Stockholders  of  the  Company  may  submit  proposals,  in  addition  to  Rule  14a-8(e)  proposals  referred  to 
above, that they believe should be voted on at an annual meeting or may nominate persons for election to the 
Board in accordance with the Company’s bylaws. 

In accordance with the Company’s bylaws, any such proposal or nomination for the 2009 annual meeting, 
tentatively scheduled for November 5, 2009, must be submitted in writing and received by the Secretary of the 
Company no earlier than August 7, 2009, and no later than September 6, 2009. 

As  required  by  the  Company’s  bylaws,  a  stockholder’s  notice  to  the  Secretary  of  a  proposal  must  set 
forth as to each matter such stockholder proposes to bring before the annual meeting (i) a brief description of 
the business desired to be brought before the annual meeting and the reasons for conducting such business at 
the annual meeting, (ii) the name and record address of such stockholder, (iii) the class or series and number 
of shares of capital stock of the Company that are owned beneficially or of record by such stockholder, (iv) a 
description of all arrangements or understandings between such stockholder and any other person or persons 
(including their names) in connection with the proposal of such business by such stockholder and any material 
interest of such stockholder in such business, and (v) a representation that such stockholder intends to appear in 
person or by proxy at the annual meeting to bring such business before the meeting. 

A stockholder’s notice to the Secretary of a nominee for election to the Board must set forth (a) as to each 
person whom the stockholder proposes to nominate for election as a director (i) the name, age, business address 
and residence address of the person, (ii) the principal occupation or employment of the person, (iii) the class 
or series and number of shares of capital stock of the Company that are owned beneficially or of record by the 
person, and (iv) any other information relating to the person that would be required to be disclosed in a proxy 
statement or other filings required to be made in connection with solicitations of proxies for election of directors 
pursuant to Section 14 of the Exchange Act, and the rules and regulations promulgated thereunder; and (b) as to 
the stockholder giving the notice (i) the name and record address of such stockholder, (ii) the class or series and 
number of shares of capital stock of the Company that are owned beneficially or of record by such stockholder, 
(iii) a description of all arrangements or understandings between such stockholder and each proposed nominee 
and  any  other  person  or  persons  (including  their  names)  pursuant  to  which  the  nomination(s)  is  to  be  made 

3

by such stockholder, (iv) a representation that such stockholder intends to appear in person or by proxy at the 
meeting to nominate the person(s) named in its notice, and (v) any other information relating to such stockholder 
that would be required to be disclosed in a proxy statement or other filings required to be made in connection 
with solicitations of proxies for election of directors pursuant to Section 14 of the Exchange Act and the rules and 
regulations promulgated thereunder. Such notice must be accompanied by a written consent of each proposed 
nominee to being named as a nominee and to serve as a director if elected.

Proposals or nominations that do not meet all applicable requirements will not be entertained at the annual 
meeting.  Submissions  or  questions  should  be  sent  to:  George  M.  Schisler,  Jr.,  Office  of  the  Secretary,  Lam 
Research Corporation, 4650 Cushing Parkway, Fremont, California 94538. 

Stockholder nominations for director will be evaluated by Lam’s Nominating/Governance Committee in 
accordance with substantially the same policies and criteria as candidates identified by the Board, its Nominating/
Governance Committee, or other sources. See the section entitled “Corporate Governance” below. 

4

PROPOSAL NO. 1
ELECTION OF DIRECTORS

NOMINEES FOR DIRECTOR

A board of ten directors is to be elected at the Annual Meeting. By a resolution duly adopted by the Board 
pursuant to the bylaws of the Company, the Board of Directors has fixed the number of directors at ten. The 
proxies cannot be voted for a greater number of persons than the ten nominees named below. Unless otherwise 
instructed, the proxy holders will vote the proxies received by them for the ten nominees named below, each of 
whom is currently a director of the Company. If any nominee of the Company should decline or be unable to 
serve as a director as of the time of the Annual Meeting, the proxies will be voted for any substitute nominee 
designated by the present Board of Directors to fill the vacancy. The Company is not aware of any nominee who 
will be unable or will decline to serve as a director. In the event that additional persons are nominated for election 
as directors, the proxy holders intend to vote all proxies received by them in such a manner in accordance with 
cumulative voting as will assure the election of as many of the nominees listed below as possible, and in such 
event the specific nominees to be voted for will be determined by the proxy holders. Discretionary authority 
to cumulate the votes held by the proxy holders is solicited by this Proxy Statement. The term of office of each 
person elected as a director will continue until a successor has been elected and qualified, or until his or her 
earlier resignation or removal. 

The following individuals have been nominated for election to the Board of Directors in accordance with 

the criteria and procedures discussed below in “Corporate Governance.”

THE BOARD OF DIRECTORS OF THE COMPANY RECOMMENDS A VOTE “FOR”  
EACH OF THE NOMINEES FOR DIRECTOR SET FORTH BELOW.

The following table sets forth certain information concerning the nominees, which is based on information 

furnished by them:

Director

James W. Bagley

Age*

69

Director 
Since

1997

Principal Occupation and Business Experience 
During Past Five Years

Mr. Bagley is the Executive Chairman of the Board of 
Directors. He has been a director of the Company since 
the merger of Lam Research and OnTrak Systems, Inc., 
in 1997, and has served as Chairman of the Board since 
1998. Mr. Bagley was appointed to the office of Executive 
Chairman in 2005. From 1997 until 2005, Mr. Bagley served 
as Chief Executive Officer of the Company. 

From 1996 to 1997, Mr. Bagley served as Chairman of the 
Board and Chief Executive Officer of OnTrak Systems, 
Inc. He was formerly Chief Operating Officer and Vice 
Chairman of the Board of Applied Materials, Inc., where he 
also served in other executive positions during his 15-year 
tenure. Mr. Bagley held various management positions at 
Texas Instruments, Inc., before he joined Applied Materials. 
Mr. Bagley is currently a director of Micron Technology, Inc. 
and Teradyne, Inc.

5

Director

David G. Arscott(1)

Age*

64

Director 
Since

1980

Robert M. Berdahl(2,3)

71

2001

Richard J. Elkus, Jr.(2,3)

73

1997

Jack R. Harris(2)

66

1982

Grant M. Inman(1,3)

66

1981

Principal Occupation and Business Experience 
During Past Five Years

Mr. Arscott has been a director of the Company since 
1980, and was Chairman of the Board of Directors 
from 1982 to 1984. He is currently, and has been 
since 1988, a General Partner of Compass Technology 
Group, an investment management firm. From 1978 
to 1988, Mr. Arscott was a Managing General Partner 
of Arscott, Norton & Associates, a venture capital 
firm. Mr. Arscott is a director of Dragnet Solutions, 
Inc., Percutaneous Systems, Inc., and Toolwire, Inc.

Dr. Berdahl has been a director of the Company since 
2001. Dr. Berdahl is currently, and has been since 2006, 
the President of the Association of American Universities. 
From 2004 to May 2006, Dr. Berdahl held the position of 
Professor in the History Department of the University of 
California, Berkeley and Professor of Public Policy in the 
Goldman School of Public Policy, UC Berkeley. From 1997 
to 2004, Dr. Berdahl served as Chancellor of the University 
of California, Berkeley. From 1993 to 1997, Dr. Berdahl was 
President of the University of Texas at Austin, and from 
1986 to 1993, he was Vice Chancellor of Academic Affairs 
of the University of Illinois at Urbana-Champaign.

Mr. Elkus has been a director of the Company since 1997. 
He is currently, and has been since 1996, Chairman of 
Voyan Technology. From 1994 until 1997, Mr. Elkus was 
Vice Chairman of the Board and Executive Vice President 
of Tencor Instruments, Inc. Mr. Elkus is also currently a 
director of Applied MicroStructures, SOPRA S.A., the 
National Science and Technology Medals Foundation, and 
the Scripps Research Institute.

Mr. Harris has been a director of the Company since 1982. 
Mr. Harris is currently, and since 2001 has been, Executive 
Chairman of Metara, Inc., and is currently, and since 
1999, has been, Chairman of HT, Inc. Mr. Harris is also a 
director of HODO, Inc. and Jet Protect.

Mr. Inman has been a director of the Company since 1981. 
Mr. Inman is currently, and since 1998 has been, a General 
Partner of Inman Investment Management. From 1985 
until 1998, Mr. Inman was a General Partner of Inman & 
Bowman, a venture capital investment partnership. Mr. 
Inman is currently a director of Paychex, Inc., Wind River 
Systems, Inc., and AlphaCard Systems.

6

Director

Catherine P. Lego(1)

Age*

51

Director 
Since

2006

Stephen G. Newberry

54

2005

Seiichi Watanabe(1)

67

2005

Patricia S. Wolpert(2)

58

2006

Principal Occupation and Business Experience 
During Past Five Years

Ms. Lego has been a director of the Company since 
2006. Ms. Lego is currently, and since 1999 has been, the 
General Partner of The Photonics Fund, LLP, a venture 
capital investment firm. She is also, and since 1992 has 
been, a member of Lego Ventures, LLC, a technology 
consulting firm. Ms. Lego is currently a director of 
SanDisk Corporation and StrataLight Communications.

Mr. Newberry has been a director of the Company since 
2005. He also serves as the Company’s President and Chief 
Executive Officer. Mr. Newberry joined the Company 
in August 1997 as Executive Vice President and Chief 
Operating Officer. He was appointed President and Chief 
Operating Officer in July 1998, and President and Chief 
Executive Officer in June 2005. 

Prior to joining the Company, Mr. Newberry held various 
executive positions at Applied Materials during a 17-year 
tenure. Mr. Newberry is also a director of SEMI, the 
industry’s trade association.

Dr. Watanabe has been a director of the Company since 
2005. He is currently, and since July 2008 has been, the 
Representative Director of TechGate Investment, Inc., 
of Japan. Dr. Watanabe served as executive director of 
TechGate from July 2007 to July 2008. From 2005 to June 
2007, he was the Executive General Manager, Research 
& Development, for Terumo Corporation of Japan. From 
2004 to 2005, Dr. Watanabe served as an Advisor to Sony 
Corporation following his retirement from Sony in 2004. 
During his tenure at Sony from 1993 to 2004, Dr. Watanabe 
served as Executive Vice President of Environmental 
Affairs, President of Frontier Science Laboratories (Sony), 
President of the Semiconductor Division, and Director of the 
Research Center. Dr. Watanabe is also currently a director of 
Cool.revo, Inc. of Japan.

Ms. Wolpert has been a director of the Company since 2006. 
Ms. Wolpert is currently, and since 2003 has been, the owner 
of Wolpert Consulting LLC, a sales and marketing consulting 
firm. From 1972 to 2003, Ms. Wolpert served in a variety of 
executive positions with International Business Machines, 
Inc., including: Vice President, Sales Transformation, 
Americas; Vice President, Central Region, Americas; Vice 
President, System Sales, South America; and various other 
executive positions. Ms. Wolpert is currently a director and 
Chairman of the Board of Teradyne, Inc.

* 
(1) 
(2) 
(3) 

  As of September 12, 2008

Member of Audit Committee.
Member of Compensation Committee.
Member of Nominating/Governance Committee.

7

CORPORATE GOVERNANCE

Lam Research’s Board of Directors and management are committed to responsible corporate governance 
to ensure that the Company is managed for the long-term benefit of its stockholders. To that end, the Board of 
Directors and management periodically review and update, as appropriate, the Company’s corporate governance 
policies and practices. In doing so, the Board and management review published guidelines and recommendations 
of  institutional  shareholder  organizations  and  current  best  practices  of  similarly  situated  public  companies. 
The Board and management also regularly evaluate and, when appropriate, revise Lam Research’s corporate 
governance policies and practices in accordance with the requirements of the Sarbanes-Oxley Act of 2002 and 
the rules and listing standards issued by the Securities and Exchange Commission (“SEC”) and the NASDAQ® 
Stock Market, Inc. (“NASDAQ”).

Corporate Governance Policies and Practices

Lam Research has instituted a variety of policies and practices to foster and maintain responsible corporate 

governance, including the following:

Corporate  Governance  Guidelines  —  The  Company  adheres  to  written  Corporate  Governance 
Guidelines,  adopted  by  the  Board  and  reviewed  from  time  to  time  by  the  Nominating/Governance 
Committee, selected provisions of which are detailed below.

Corporate Code of Ethics — The Company maintains a Code of Ethics that applies to all Lam Research 
employees, officers, and members of the Board. A copy of the Code of Ethics is available on the Company’s 
web site at www.lamresearch.com via the Investor Relations page.

Global Standards of Business Conduct Policy — The Company maintains written standards of business 
conduct applicable to its employees worldwide.

Board  Committee  Charters  —  Each  of  Lam  Research’s  Audit,  Compensation,  and  Nominating/ 
Governance Committees has written charters adopted by Lam Research’s Board of Directors that establish 
practices and procedures for each committee in accordance with applicable corporate governance rules 
and regulations. Lam Research’s Audit, Compensation, and Nominating/Governance Committee Charters 
are available on the Company’s web site at www.lamresearch.com via the Investor Relations page.

Board Nomination Policies and Procedures 
• 

Board  Membership  Criteria  —  Lam  Research’s  Corporate  Governance  Guidelines  provide  that 
nominees for director are evaluated on the basis of a range of criteria, including (but not limited to) 
business and industry experience, wisdom, integrity, analytical ability, ability to make independent 
judgments, understanding of the Company’s business and competitive environment, willingness and 
ability to devote adequate time to Board duties, and other appropriate considerations. No director 
shall be nominated or re-nominated after having attained the age of 75 years, and no director may 
serve on more than a total of four boards of public companies (including the Company’s Board).

• 

Nomination Procedure — The Nominating/Governance Committee is responsible for identifying, 
evaluating, recommending, and, when so authorized by the Board, nominating candidates for election 
to the Board, with due consideration for recommendations made by other Board members, the CEO, 
stockholders,  and  other  sources.  In  addition  to  the  above  criteria,  the  Nominating/Governance 
Committee also considers the appropriate balance of experience, skills, and characteristics desirable 
among  the  members  of  the  Board.  The  independent  members  of  the  Board  either  delegate  to  the 
Nominating/Governance  Committee  the  authority  to  nominate  candidates  for  election  by  the 
Company’s stockholders or review the Nominating/Governance Committee’s recommendations and 
nominate  candidates  for  election  to  the  Board.  No  material  changes  to  the  procedures  by  which 
stockholders may nominate or recommend nominees were made during fiscal year 2008. Additional 
information regarding the nomination procedure is provided in the “Board Meetings and Committees” 
discussion below, and in the section above captioned “Stockholder Proposals and Nominations to be 
Voted on at 2009 Annual Meeting.”

8

Director Independence 
• 

Requirements — Lam Research’s Corporate Governance Guidelines require that at least a majority 
of the Board shall be independent in accordance with NASDAQ rules and other applicable criteria for 
independence. In addition, no non-employee director may serve as a consultant or service provider to 
the Company without the approval of a majority of the independent directors.

• 

• 

• 

• 

Current  Board  Members  —  The  Board  has  determined  that  the  following  current  directors  are 
independent in accordance with NASDAQ criteria for director independence: David Arscott, Robert 
Berdahl,  Richard  Elkus,  Jr.,  Jack  Harris,  Grant  Inman,  Catherine  Lego,  Seiichi  Watanabe,  and 
Patricia Wolpert.

Board  Committees  —  All  members  of  each  of  the  Company’s  three  standing  committees  –  the 
Audit,  Compensation,  and  Nominating/Governance  Committees  –  are  required  to  be  independent 
in accordance with NASDAQ and other applicable criteria. See “Board Meetings and Committees” 
below for a description of the responsibilities of the Board’s standing committees.

Lead Independent Director — Pursuant to the Corporate Governance Guidelines, the Board may 
designate an independent director as the Lead Independent Director. Upon appointment, the Lead 
Independent Director is responsible for coordinating the activities of the independent members of 
the Board and acting as the principal liaison between the independent directors and the Executive 
Chairman and CEO when necessary and appropriate. Director Robert Berdahl has served as the Lead 
Independent Director since 2004.

Executive Sessions of Independent Directors — The Board and its standing committees periodically 
hold  meetings  of  only  the  independent  directors  or  Committee  members  without  management 
present.

Board Access to Independent Advisors
• 

The  Board  as  a  whole,  and  each  of  the  Board  committees  separately,  have  authority  to  retain 
and  terminate  such  independent  consultants,  counselors,  or  advisors  to  the  Board  or  a  respective 
committee as each may deem necessary or appropriate.

Board Training and Self-Assessment
• 

The  Corporate  Governance  Guidelines  provide  that  directors  are  expected  to  attend  one  or  more 
training  sessions  or  conferences  to  enhance  their  ability  to  fulfill  their  responsibilities.  Each  of 
the directors who served during fiscal year 2008 fulfilled this expectation. From time to time, the 
Nominating/Governance Committee conducts a review of the functioning of the Board and the Board 
committees.

Director and Executive Officer Stock Ownership
• 

The Company maintains guidelines for stock ownership by members of the Board. Pursuant to the 
Company’s Corporate Governance Guidelines, each director is expected to own at least 5,000 shares 
of Lam Research Common Stock by the later of five years after commencing service on the Board or 
November 2010.

• 

The  Company  maintains  guidelines  for  stock  ownership  by  designated  members  of  the  executive 
management team. Under the guidelines, executives designated by the Compensation Committee, 
including  the  Chief  Executive  Officer,  the  Chief  Financial  Officer,  and  certain  other  officers,  are 
expected to own a number of shares of Lam Research Common Stock equal in value to a multiple 
of each executive’s base annual salary. The multiple varies according to the seniority of the office. 
Executives  are  expected  to  achieve  the  requisite  stock  ownership  levels  by  the  later  of  five  years 
following appointment to office or December 2010.

9

Director Resignation or Notification Upon Change in Executive Officer Status
• 

The Corporate Governance Guidelines provide that a director who is also an executive officer of the 
Company shall submit a resignation of his directorship to the Board if the officer ceases to be an 
executive officer of the Company.

• 

The Corporate Governance Guidelines require that a non-employee director notify the Nominating/
Governance Committee if such director experiences a change of executive position held at another 
company.  Upon  any  such  notification,  the  Nominating/Governance  Committee  will  review  the 
appropriateness  of  the  director’s  continued  Board  membership  under  the  circumstances,  and  the 
director  will  be  expected  to  act  in  accordance  with  the  Nominating/Governance  Committee’s 
recommendation.

Shareholder Communications with Board of Directors
• 

Direct Communications — Any stockholder desiring to communicate with the Board of Directors 
or with any director regarding the Company may write to the Board or the director, c/o George M. 
Schisler, Jr., Office of the Secretary, Lam Research Corporation, 4650 Cushing Parkway, Fremont, 
CA 94538. The Office of the Secretary will forward all such communications to the director(s). In 
addition,  any  stockholder,  employee,  or  other  person  may  communicate  any  complaint  regarding 
any  accounting,  internal  accounting  control,  or  audit  matter  to  the  attention  of  the  Board’s  Audit 
Committee  by  sending  written  correspondence  to:  Lam  Research  Corporation,  Attention:  Board 
Audit Committee, P.O. Box 5010, Fremont, CA 94536.

• 

Annual  Meeting  —  The  Company  encourages  its  directors  to  attend  the  annual  meeting  of 
stockholders  each  year.  All  of  Lam  Research’s  then-current  directors  attended  the  2007  annual 
meeting.

Additional Policies and Practices

In addition to the measures discussed above, the Company maintains various other policies and practices 
to promote responsible corporate governance, such as:
• 
• 

Periodic  review  of  committee  charters  for  each  of  the  Audit,  Compensation,  and  Nominating/
Governance Committees which address corporate governance issues.

Preparation of a plan of succession for the offices of the CEO and other senior executives.

• 

• 

Evaluation and approval of the CEO’s and Executive Chairman’s compensation by the independent 
members of the Board, based on recommendations of the Compensation Committee.

Evaluation and determination of the compensation of other executive officers by the Compensation 
Committee.

•  Maintenance  of  disclosure  control  policies  and  procedures,  including  a  Disclosure  Control 

Committee.

•  Maintenance  of  a  Compliance  Committee,  composed  of  the  Chief  Financial  Officer  and  other 
Company  managers  and  staff,  for  the  purpose  of  identifying  and  addressing  securities  regulation 
compliance matters.

•  Maintenance of a procedure for receipt and treatment by the Audit Committee of anonymous and/or 

confidential employee complaints or concerns regarding audit or accounting matters.

• 

• 

Comparison by the Board and its committees of the Company’s corporate governance policies with 
industry best practices and those of its peers.

Availability of final proxy vote results on the Lam Research web site reasonably promptly following 
final compilation of the voting results.

10

Board Meetings and Committees

The  Board  of  Directors  of  the  Company  held  a  total  of  twelve  regularly  scheduled  or  special  meetings 
during fiscal year 2008. All of the directors who served for the entire fiscal year attended at least 75% of the 
aggregate number of Board meetings that they were entitled to attend and meetings of Board committees on 
which they were a member during fiscal year 2008. The Board of Directors has as standing committees an Audit 
Committee, a Compensation Committee, and a Nominating/Governance Committee.

During fiscal year 2008, the Audit Committee consisted of Board members Arscott, Inman, Lego, and 
Watanabe. The Audit Committee is established in accordance with Section 3(a)(58)(A) of the Exchange Act. All 
Audit Committee members are non-employee directors who are independent in accordance with the NASDAQ 
criteria for audit committee member independence. The Audit Committee held twenty meetings during fiscal 
year 2008. The Audit Committee appoints and provides for the compensation of the Company’s independent 
registered public accounting firm; oversees and evaluates the work and performance of the independent registered 
public accounting firm; reviews the scope of the audit; considers comments made by the independent registered 
public accounting firm with respect to accounting procedures and internal controls and the consideration given 
thereto by the Company’s management; approves in accordance with applicable securities laws all professional 
services to be provided to the Company by its independent registered public accounting firm; reviews internal 
accounting procedures and controls with the Company’s financial and accounting staff; oversees internal audit 
activities; oversees a procedure that provides for the receipt, retention and treatment of complaints received by the 
Company and for the confidential and anonymous submission by employees regarding questionable accounting 
or auditing matters; reviews and approves all related-party transactions; and performs related duties as set forth 
in applicable securities laws, NASDAQ corporate governance guidelines, and the Committee charter. The Board 
of Directors has determined that Ms. Lego is an audit committee financial expert pursuant to SEC rules and that 
Ms. Lego is independent in accordance with the NASDAQ criteria for audit committee member independence.

During  fiscal  year  2008,  the  Compensation  Committee  consisted  of  Board  members  Berdahl,  Elkus, 
Harris, and Wolpert. All Compensation Committee members are non-employee directors who are independent 
in accordance with the NASDAQ criteria for director independence. The Compensation Committee held five 
meetings during fiscal year 2008. The Compensation Committee recommends the salary level, incentives, and 
other forms of compensation for the Chief Executive Officer and the Executive Chairman, subject to approval by 
the independent members of the Board. It also approves salary levels, incentives, and other forms of compensation 
for  the  other  executive  officers  of  the  Company.  The  committee  reviews  and  recommends  to  the  Board  all 
compensation arrangements applicable to the members of the Board. The Compensation Committee reviews, 
recommends and approves, subject to stockholder and/or Board approval as required, the creation, amendment, 
or termination of certain equity-based compensation plans of the Company and such other compensation plans 
as the Board may designate. In addition, this committee has authority with respect to grants of stock options, 
restricted stock and stock units, deferred stock, and performance share awards to officers and other employees 
of the Company. 

During  fiscal  year  2008,  the  Nominating/Governance  Committee  consisted  of  Board  members 
Berdahl,  Elkus,  and  Inman.  All  Nominating/Governance  Committee  members  are  non-employee  directors 
who  are  independent  in  accordance  with  the  NASDAQ  criteria  for  director  independence.  The  Nominating/
Governance Committee held three meetings during fiscal year 2008. This committee recommends, for approval 
by the independent members of the Board, nominees for election as directors of the Company. Pursuant to the 
committee’s charter and the Corporate Governance Guidelines, the Nominating/Governance Committee is also 
responsible for recommending the composition of Board committees for approval by the Board, reviewing and 
assessing the Corporate Governance Guidelines from time to time and recommending changes for approval by 
the Board, reviewing the functioning of the Board and its committees and reporting the evaluation to the Board, 
and reviewing the suitability of each director for continuing service on the Board. 

The Nominating/Governance Committee, upon duly delegated authority from the Board, nominated the 
slate of nominees for director of the Company as set forth in Proposal No. 1 above. The Nominating/Governance 
Committee nominated the candidates for director in accordance with the criteria and procedures set forth above 
in “Board Nomination Policies and Procedures.” 

11

The  Nominating/Governance  Committee  will  consider  for  nomination  persons  properly  nominated  by 
stockholders in accordance with the same policies and criteria as are applied to other nominees. In order for 
the Nominating/Governance Committee to consider the nomination of a person submitted by a stockholder for 
next year’s annual meeting, such nomination must be made in accordance with the Company’s bylaws and other 
procedures described above in the section captioned “Stockholder Proposals and Nominations to be Voted on 
at 2009 Annual Meeting.”

12

SECURITY OWNERSHIP 
OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 

The table below sets forth the beneficial ownership of shares of Common Stock of the Company by: (i) each 
person or entity whom, based on information obtained, the Company believes beneficially owned more than 5% 
of the Company’s Common Stock on the date set forth below, and the address of each such person or entity (“5% 
stockholder”); (ii) each current director of the Company; (iii) each named executive officer (“named executive”) 
described  below  in  the  “Executive  Compensation”  section;  and  (iv)  all  current  directors  and  current  executive 
officers as a group. With the exception of 5% stockholders, the information below concerning the number of shares 
beneficially owned is provided with respect to holdings as of September 12, 2008 (the “Record Date”), the most 
recent practicable date for such determination, and, with respect to the 5% stockholders, the information below is 
provided with respect to holdings as of June 30, 2008, unless otherwise identified. The percentage is calculated 
using 125,746,309 as the number of shares of the Company’s Common Stock outstanding as of the Record Date.

Name of Person or Identity of Group

Shares Beneficially 
Owned (1)

Percent of 
Class

FMR LLC (Fidelity Management & Research Co.) . . . . . . . . . . . . . . . . . . . . . .  

17,235,566(2)  

  13.7%

82 Devonshire Street
Boston, Massachusetts 02109

Wellington Management Company LLP. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

13,631,400(2)  

  10.8%

75 State Street
Boston, Massachusetts 02109

AllianceBernstein LP  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

9,157,365(2)  

7.3%

13456 Avenue of the Americas
New York, New York 10105

Capital Group International, Inc.  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

6,917,820(2)  

5.5%

1100 Santa Monica Blvd.
Los Angeles, California 90025

James W. Bagley . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
David G. Arscott . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Robert M. Berdahl . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Richard J. Elkus, Jr. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Jack R. Harris  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Grant M. Inman . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Catherine P. Lego. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Stephen G. Newberry  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
Seiichi Watanabe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Patricia S. Wolpert. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Martin B. Anstice  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Richard A. Gottscho  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Abdi Hariri  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Ernest E. Maddock  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
All current directors and current executive officers as a group 

183,000 
115,853 
42,818 
145,488 
88,448 
156,868 
14,118 
210,500  
7,786 
11,618 
16,157 
9,510 
4,960 
32,374 

(15 persons)(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

1,057,559 

* 
* 
* 
* 
* 
* 
* 
* 
* 
* 
* 
* 
* 
* 

* 

* 

Less than one percent

13

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) 

Includes shares subject to outstanding stock options and restricted stock units (RSUs) that are exercisable 
or vest within 60 days after September 12, 2008, if any, with respect to:

James Bagley
David Arscott
Robert Berdahl
Richard Elkus, Jr.
Jack Harris
Grant Inman
Catherine Lego
Stephen Newberry

Seiichi Watanabe
 1,000 options 
63,000 options 
Patricia Wolpert
 33,000 options   Martin Anstice
 81,000 options   Thomas Bondur
63,000 options  Richard Gottscho
 51,000 options   Abdi Hariri

—  Ernest Maddock

 205,250 options 

—
—
 2,849 options
 9,800 options
—
 1,822 options
 31,850 options

(2) 

(3) 

Information regarding beneficial ownership by the 5% stockholders is based on such entities’ respective 
publicly filed Schedule 13D or 13G prior to June 30, 2008.

Current directors and current executive officers, as of September 12, 2008, include: Mr. Bagley, Mr. Arscott, 
Dr. Berdahl, Mr. Elkus, Mr. Harris, Mr. Inman, Ms. Lego, Mr. Newberry, Dr. Watanabe, Ms. Wolpert, 
Mr. Anstice, Mr. Bondur, Mr. Gottscho, Mr. Hariri, and Mr. Maddock.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Exchange Act requires the Company’s executive officers, directors, and persons who 
own more than 10% of a registered class of the Company’s equity securities to file an initial report of ownership 
on Form 3 and changes in ownership on Forms 4 or 5 with the SEC. Executive officers, directors, and greater-
than-10% stockholders are also required by SEC rules to furnish the Company with copies of all Section 16(a) 
forms  they  file.  Specific  due  dates  for  these  reports  have  been  established,  and  the  Company  is  required  to 
disclose in this Proxy Statement any failure to file such reports on a timely basis. Based solely on its review of 
the copies of such forms received by it, and written representations from certain reporting persons, the Company 
believes that all of these requirements were satisfied during fiscal year 2008, with the following exceptions: 
a Form 4 for Mr. Inman due on May 2, 2008 was filed on August 13, 2008; a Form 4 for Ms. Wolpert due on 
August 14, 2007 was filed on October 3, 2007; a Form 4 for Mr. Gottscho due on April 15, 2008 was filed on 
August 13, 2008; and Form 4’s for Messrs. Anstice, Bondur, Hariri and Maddock due on May 8, 2008 were filed 
on September 26, 2008. 

DIRECTOR COMPENSATION

The compensation of the Company’s non-employee directors is reviewed and determined annually by the 
Board, upon recommendation from the Board’s Compensation Committee. All non-employee directors receive a 
base cash retainer and equity compensation in the form of restricted stock units (RSUs). In addition, committee 
chairs and the lead independent director receive additional cash retainers. The Board endeavors to maintain the 
director compensation package in a form and amount that attracts and retains directors of the caliber desired by 
the Company and that aligns director interests with those of stockholders. 

Each non-employee director of the Company receives an annual base cash retainer and an annual equity 
grant. For calendar year 2007 (the second half of which is part of fiscal year 2008), the Company’s non-employee 
directors  received  an  annual  retainer  of  $42,000,  with  an  additional  $2,000  fee  paid  to  the  lead  independent 
director and each committee chair.

For  calendar  year  2008,  the  Board  revised  the  cash  retainer  amount  as  follows:  the  Company’s  non-
employee directors received an annual base cash retainer of $42,000; an additional retainer of $7,500 for service 
as the chair of a committee other than the Audit Committee; a retainer of $10,000 for service as the chair of the 
Audit Committee; and a retainer of $7,500 for service as lead independent director. Directors Lego and Wolpert 
each received an additional fee for their respective service on the special committee that oversaw the voluntary 
internal review of historical stock option granting practices. Ms. Lego received an additional $90,000, and Ms. 
Wolpert received an additional $75,000.

14

In addition, each non-employee director is eligible to receive an annual equity grant, if any, in an amount, 
on such terms, and on such date as may be determined annually by the Board. During fiscal year 2008, each 
non-employee director received a grant of 4,678 RSUs for services during calendar year 2008. Each such RSU 
grant was issued on May 2, 2008, and, subject to a director’s continued service on the Board, vests in full on 
November 1, 2008. 

EXECUTIVE COMPENSATION

COMPENSATION DISCUSSION & ANALYSIS

Overview

Lam  Research’s  Compensation  Committee  (the  “Committee”)  oversees  and  administers  compensation 
policies,  programs,  and  practices  applicable  to  the  Company’s  executive  officers  at  least  annually  and 
recommends, where appropriate, material changes for the Board’s consideration and approval. In addition, the 
Committee periodically reviews performance criteria for the Chief Executive Officer designed to further the 
Company’s goals and objectives; evaluates the CEO’s performance in light of those performance criteria, goals 
and objectives; and, based on such evaluation, recommends, for approval by the independent members of the 
Board, the CEO’s compensation package, including any employment agreement.

This Compensation Discussion & Analysis (“CD&A”) discusses our compensation program for fiscal year 
2008 and also covers actions regarding executive compensation that were taken through September 12, 2008 
for our executive officers listed below (the “named executive officers”) whose compensation is detailed in the 
tables below: 

Name
Stephen G. Newberry . . . . . . .  
Martin B. Anstice* . . . . . . . . .  
Ernest E. Maddock* . . . . . . . .  
Abdi Hariri . . . . . . . . . . . . . . .   Group Vice President, Customer Support Business Group
Richard Gottscho  . . . . . . . . . .   Group Vice President and General Manager, Etch Businesses

President and Chief Executive Officer
Senior Vice President, Chief Financial Officer and Chief Accounting Officer
Senior Vice President, Global Operations

Title

* 

Effective September 29, 2008, Mr. Anstice was appointed the Company’s Executive Vice President and 
Chief Operating Officer and Mr. Maddock was appointed the Company’s Senior Vice President and Chief 
Financial Officer. 

This CD&A consists of the following sections:

Philosophy and Objectives explains the philosophy and objectives of our compensation program

Executive  Compensation  Program  Components  and  Process  explains  the  major  elements  of  our 
compensation  program,  as  well  as  the  process  by  which  the  compensation  of  our  executive  officers  is 
determined

Peer Group identifies the peer group to which we compare our compensation program

Base  Salary,  Annual  Incentive  Awards  and  Multi-Year  Cash-Based  Incentive  Program  (“MYIP”)  each 

explains a major element of our compensation program

Equity  Incentive  Compensation  explains  the  role  of  equity  incentive  awards  in  our  compensation 

program

Compensation  of  Chief  Executive  Officer  and  Compensation  of  Executive  Chairman  summarizes  the 

employment agreements that we have with our Chief Executive Officer and our Executive Chairman

Change in Control and Severance Arrangements explains the role of such arrangements in our compensation 

program

15

 
Elective  Deferred  Compensation  Plan  summarizes  this  plan  and  the  role  it  has  in  our  compensation 

program

Retirement Benefits Under the 401(k) Plan and Not-Generally-Available Benefit Program summarizes our 
retirement benefits under the 401(k) plan, as well as other benefits provided to our executive officers that are not 
generally available to all of our employees

The  Executive  Retirement  Medical  and  Dental  Plan  summarizes  this  element  of  our  compensation 

program

Executive Stock Ownership Guidelines sets forth the stock ownership guidelines that we have adopted for 

our executive officers

Accounting and Tax Considerations explains the accounting and tax matters that we consider when setting 

compensation

This  CD&A  discusses  our  executive  compensation  in  the  context  of  a  calendar  year  because  our 
compensation  program  is  designed  and  evaluated  on  a  calendar  year  basis  rather  than  a  fiscal  year  basis. 
However,  as  required  by  applicable  SEC  rules,  the  compensation  tables  that  follow  this  CD&A  report  the 
executive compensation earned and awards granted during fiscal year 2008. 

Philosophy and Objectives

Lam Research’s compensation program is designed and evaluated on a calendar year basis rather than a 
fiscal year basis because the Company’s business planning, performance goal setting, pay and benefit cycles are 
all run on a calendar year. The principal objectives of our compensation program are to:

•  Maintain competitive programs to attract, retain and motivate high-caliber executives;
•  Maximize the Company’s long-term success by appropriately rewarding executive officers for their 

achievements;

• 

• 

Focus executive efforts on long-term strategic goals for the Company by closely aligning executive 
financial interests with stockholder interests while limiting dilution of the Company’s shares; and

Structure compensation programs to take into account the accounting treatment and tax deductibility 
of executive compensation expense.

In formulating and administering the individual elements of our executive compensation program we focus on:
• 

Developing  compensation  packages  for  our  executive  officers  that  are  competitive  with  similarly 
situated executives in high technology companies;

• 

Emphasizing pay for performance that rewards achievement of both short- and long-term business 
objectives;

• 
Establishing appropriate quantitative and strategic performance objectives and metrics; and
•  Matching  recognition  of  compensation  expense  as  much  as  possible  to  the  fiscal  period  in  which 

performance occurs.

Within  this  framework,  the  Committee  reviews  the  information,  analysis  and  compensation  proposals 
provided  by  management  and  by  outside  consultants  and  meets  with  our  Executive  Chairman,  senior 
management, and specialists from Human Resources, Finance and Legal. Management makes recommendations 
to  the  Committee  on  the  base  salary,  annual  incentive  award  targets  and  long-term  incentive  compensation 
for  the  named  executive  officers.  The  Committee  considers  management’s  recommendations  with  respect  to 
executive compensation in light of competitive compensation data and relevant business objectives, and engages 
with  outside  consultants  as  it  deems  appropriate.  At  the  request  of  the  Committee,  the  Executive  Chairman 
discusses management’s compensation recommendations with the Committee. The Committee also regularly 
holds executive sessions not attended by any members of management. The Committee makes recommendations 
to the independent members of our Board of Directors on the compensation of our Chief Executive Officer for 
the final determination and approval by the independent members of our Board of Directors.

16

Executive Compensation Program Components and Process

Components. Lam Research’s executive compensation program consists of the major components listed 
in the table below. We consider each element to be appropriate to meet one or more of the principal objectives 
of our compensation policy. We generally target compensation near the 50th percentile of our peer group, yet 
allow our executives the ability to achieve higher levels of compensation (up to and above the 75th percentile of 
our peer group) if warranted by superior company and individual performance. Furthermore, we also consider 
factors such as job performance, job scope and responsibilities, skill set, prior experience, the executive’s time 
in his or her position with Lam Research, internal consistency regarding pay levels for similar positions or skill 
levels within the Company, external pressures to attract and retain talent, and market conditions generally. In 
general, pay differentials between our executive officers reflect these factors, and we believe are consistent with 
pay differentials between similar positions at our peer companies.

Component
1. Base salary  . . . . . . . . . . . . . . . . . . . . .

Purpose

  Enable recruitment and retention 
of high caliber employees at a 
competitive level of compensation

2. Annual incentive awards  . . . . . . . . . .

  Reward executives for achieving 

3. MYIP  . . . . . . . . . . . . . . . . . . . . . . . . .

shorter-term corporate and functional 
performance objectives

  Align executive performance goals 
with corporate objectives associated 
with long-term stockholder value 
creation; promote executive retention

Target Market Position
50th percentile

50th – 75th percentile, 
depending on 
performance results

50th – 75th percentile, 
depending on 
performance results

4. Deferred compensation benefits . . . . .

Provide competitive benefits 

5. Retirement benefits . . . . . . . . . . . . . . .

Provide competitive benefits; promote 
executive retention

50th percentile

6. Other benefit programs . . . . . . . . . . . .

Provide competitive benefits

We also have included severance provisions in employment agreements we have entered into with Messrs. 
Bagley  and  Newberry.  These  employment  agreements  are  described  in  more  detail  below  as  well  as  in  the 
“Potential  Payments  Upon  Termination  or  Change-in-Control”  section.    In  addition,  we  have  the  flexibility 
to  offer  severance  benefits  to  other  executive  officers  in  the  future  for  recruitment  and  retention  purposes 
and in order to provide a period during which a former executive is incentivized not to engage in competitive 
activities.

Process: Overview. At the beginning of each calendar year, the Committee reviews base salaries, annual 
incentives  and  long-term  incentives  of  the  named  executive  officers  and  revises  the  overall  compensation 
package periodically when appropriate in light of Lam Research’s current business strategies and performance 
and  changes  in  regulatory,  tax  and  accounting  rules  and  interpretations,  while  also  taking  into  account  the 
interests of our stockholders. For instance, in 2006, we substantially revised the long-term incentive element of 
our compensation program when we introduced the MYIP in consideration of, among other concerns, changes 
to accounting rules regarding expense recognition for equity-based awards.

Process: Annual Incentive Awards. Our annual incentive awards provide for cash payments based on the 
corporate, organizational and individual performance results achieved each calendar year. Corporate performance 
is determined primarily by operating income as a percent of revenue. Organizational and individual performance 
metrics  generally  fall  in  one  or  more  of  the  following  categories:  business  process  improvement,  customer 
relationships, market share gains, organizational capability, new product development, decreased cycle times, 
and employee retention efforts. In January and/or February of each year, the Committee reviews the operating 
income performance target and target incentive amounts for the first half of the calendar year and reviews those 

17

 
 
 
 
 
 
 
 
 
 
 
 
 
targets again, generally in August, for the second half of the calendar year. By reviewing performance targets 
and incentive amounts every six months, the Committee retains the ability to make adjustments as necessary to 
reflect changing business conditions and corporate objectives.

Process:  MYIP.  The  MYIP  is  a  program  under  Lam  Research’s  stockholder-approved  2004  Executive 
Incentive Plan (the “EIP”). The cash-based incentive structure of the MYIP is intended to provide competitive 
levels of compensation to our senior executives while (i) allowing the Company to accrue compensation expense 
during the period in which performance goals are met, (ii) as a non-equity program, minimizing dilution of 
stockholder  value,  and  (iii)  incentivizing  senior  management  retention  by  generally  requiring  continuous 
employment  through  the  payment  determination  date  which  is  typically  approximately  two  years  following 
the start of the performance period. Performance factors are established by the Committee (or the independent 
members of the Board for the CEO) annually and funding is accrued on a quarterly basis. A new MYIP cycle 
typically commences at the beginning of each calendar year and lasts for eight consecutive quarters. For instance, 
our first MYIP cycle commenced in the first quarter of calendar year 2006 and ran through the end of calendar 
year 2007 (the “2006 MYIP”), a second MYIP commenced in the first quarter of calendar year 2007 and runs 
through the end of calendar year 2008 (the “2007 MYIP”), and a third MYIP commenced in the first quarter 
of calendar year 2008 and runs through the end of calendar year 2009 (the “2008 MYIP”). To date, the MYIP 
performance metrics have been composed of a formula based on attainment of the Company’s operating income 
target  for  each  year  and  stock  price  because  the  Committee  believes  these  measurements  represent  the  best 
indicators of the performance of the Company and our executive team during the performance periods. For the 
2006 MYIP, target award levels were determined after consideration of a study conducted during 2005 and 2006 
by Mercer Consulting, an objective third party consulting firm. Mercer Consulting was engaged by management 
to  provide  information  on  the  amounts  that  executives  of  Lam’s  peer  group  realized  pursuant  to  long-term 
equity-based incentive programs and to provide a recommendation on competitive target awards in lieu of equity 
grants for participants of the 2006 MYIP. For the 2007 and 2008 MYIPs, the Committee (and the independent 
members of the Board with respect to the CEO) set target awards after consideration of the overall compensation 
package for the named executive officers, the potential rewards from the MYIP and the competitive compensation 
environment. The Committee (and the independent members of the Board with respect to the CEO) meets in 
January and/or February to review and determine the operating income performance metric for the then-current 
calendar year for each cycle of the MYIP then in effect.

Process:  Setting  Targets  for  Annual  Incentive  Awards  and  MYIP.  The  Committee  (or  the  independent 
members of the Board for the CEO) establishes performance goals so that the specific performance targets will 
be challenging but achievable based on expected levels of performance from executive officers while providing 
that below expected performance will reduce the executive’s award. Performance goals are set such that very 
strong performance is required to earn payments above the target bonus amounts. The Company believes that 
its specific operating income targets for awards granted as annual incentive awards and under the MYIP are 
confidential information and their disclosure would result in competitive harm to the Company. In 2006 and 
2007 Lam Research achieved significant market share growth, leading to a substantial expansion of revenues 
and profitability growth. Together, these results led to the payment of above-target bonuses as annual incentive 
awards and contributed to a maximum payout under the 2006 MYIP performance cycle. For calendar years 2007 
and 2008, the Committee revised the operating income growth targets upward to provide a greater degree of 
difficulty in meeting those targets in light of the business plan and outlook each year. 

Peer Group

The Committee also determines the levels of compensation and the mix and weighting of compensation 
components  after  reviewing  data  from  a  peer  group  of  comparably-sized  companies  in  the  high  technology 
industry and from nationally published survey data.

18

The peer group companies are selected based on their comparability to Lam Research’s revenue size and 
business purpose, and with whom we believe we are likely to compete for talent. Based on these criteria, the peer 
group may be modified from one year to the next. For fiscal year 2008, the peer group consisted of the following 
companies:

Analog Devices, Inc.
Applied Materials, Inc.
Cymer, Inc.
Cypress Semiconductor Corporation
Fairchild Semiconductor International, Inc.  
KLA-Tencor Corporation
LSI Corporation 

• 
• 
• 
• 
• 
• 
• 
•  MEMC Electronic Materials, Inc. 
•  Molex Incorporated
In addition to peer group data, our human resources department engaged F. W. Cook & Co. and Radford to 

National Semiconductor Corporation
Novellus Systems Inc.
NVIDIA Corporation
Plexus Corp.
SanDisk Corporation
Teradyne, Inc.
Varian Semiconductor Equipment
Associates, Inc. 
Xilinx, Inc.

• 
• 
• 
• 
• 
• 
• 

• 

analyze published survey market data on base salary, bonus targets, equity awards and total compensation.

Base Salary

For  2007  and  2008,  after  taking  into  consideration  peer  group  compensation  and  management’s 
recommendations, the Committee (and the independent members of the Board with respect to the CEO) set the 
base salaries of each of the named executive officers (see table below) as follows:

Name
Stephen G. Newberry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Martin B. Anstice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Ernest E. Maddock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Abdi Hariri . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Richard A. Gottscho . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

Calendar  
Calendar  
Year 2007  
Year 2008
$800,000   $800,000
$380,000   $400,000
$400,000   $416,000
$300,000   $315,000
$340,000   $360,000

Annual Incentive Awards

Generally

Annual incentive awards for our executive officers for a specific calendar year are based on an individual 
performance factor, a corporate performance factor, and a target bonus amount based upon a percentage of annual 
eligible salary. The actual incentive award is calculated by multiplying the individual factor by the corporate 
factor by the actual eligible earnings amount. The portion of the award based upon individual performance is 
subject to a maximum multiplier determined at the beginning of the calendar year. The corporate performance 
factor is applied using an established percentage based on the Company’s actual operating income as a percent 
of  revenue.  The  calculated  incentive  award  for  executive  officers  (other  than  the  CEO)  may  be  increased  or 
decreased by the Committee in its discretion (or the independent members of the Board with respect to the CEO) 
after the performance period.

The individual metrics for calendar year 2007 were (and for 2008 are anticipated to be) given equal weight 
with  the  corporate  performance  factor  which  was  or  will  be  based  upon  operating  income  as  a  percent  of 
revenue. These objectives and relative weightings were selected based upon management recommendations and 
Committee and Board determination that they represented the most important metrics of company performance 
during the applicable calendar years and as a complement to the focus on the operating income metric under the 
MYIP discussed below. For calendar year 2007, the portion of the awards based upon individual performance 
was subject to a maximum multiplier of 1.5 on the performance factor. 

19

 
 
 
 
 
 
 
 
Mr. Newberry

Annual  incentive  award  targets  for  Mr.  Newberry  for  calendar  years  2007  and  2008  were  established 
under Lam Research’s EIP so that his bonus amounts would qualify for deductibility under Section 162(m) of the 
Internal Revenue Code of 1986, as amended (“Section 162(m)”), discussed further below.

Calendar  Year  2007.  In  February  2007,  the  Board  approved  Mr.  Newberry’s  target  bonus  amount  for 
calendar year 2007 at 100% of his annual eligible salary. The Committee selected, and the independent members 
of the Board approved, the annual bonus plan factors for Mr. Newberry and established targets for the first half 
of calendar 2007. The metrics for Mr. Newberry’s individual performance were market share (weighted at 30%), 
revenue  and  gross  margin  (weighted  at  35%)  and  cash  from  operations  (weighted  at  35%).  These  objectives, 
together,  were  given  equal  weight  with  the  corporate  performance  factor  which  was  based  upon  operating 
income as a percent of revenue. In August 2007, no changes were made to Mr. Newberry’s performance targets 
for the second half of calendar year 2007. For calendar year 2007, the Board did not use its discretion to alter 
Mr. Newberry’s annual incentive award from the calculated amount. In February 2008, under the terms of Mr. 
Newberry’s annual incentive award, the Committee and the independent members of the Board calculated Mr. 
Newberry’s calendar year 2007 annual incentive award at 1.80 times his target bonus amount, equal to a payout 
of $1,427,690. This amount is included in the Non-Equity Incentive Plan Compensation column of the Summary 
Compensation Table below.

Calendar  Year  2008.  In  March  2008,  based  upon  the  Committee’s  recommendations,  the  independent 
members of the Board approved Mr. Newberry’s target bonus amount for calendar year 2008 at 125% of base salary, 
subject to a cap of 2.25 times the target bonus amount. The metrics for Mr. Newberry’s individual performance are 
cash from operations (weighted at 35%), revenue and gross margin (weighted at 30%), market share (weighted at 
25%), and new market/new product revenue (weighted at 10%). These objectives, together, are given equal weight 
with the corporate performance factor which is based upon operating income as a percent of revenue.

Other Named Executive Officers

The individual performance factors for each executive also include organizational performance objectives 
based upon applicable business unit performance goals. These objectives generally fall in one or more of the 
following categories: business process improvement, customer relationships, market share gains, organizational 
capability, new product development, decreased cycle times, and employee retention efforts. 

Calendar  Year  2007.  In  February  2007,  the  Committee  approved  target  bonus  amounts  for  the  named 
executive  officers  ranging  from  70%  to  75%  of  annual  salary  for  each  executive.  The  differences  in  target 
bonus  amounts  among  the  named  executive  officers  are  determined  based  on  job  scope  and  responsibilities 
and the competitive compensation data. In January 2008, based on the terms of the annual incentive awards 
without exercising its discretion to revise the amounts, the Committee approved incentive award payouts for 
calendar year 2007 performance at amounts ranging from 1.61 to 1.80 times the executives’ target bonus awards 
reflecting each executive’s individual performance results against the organizational objectives mentioned above. 
Actual dollar amounts are reported in the Non-Equity Incentive Plan Compensation column of the Summary 
Compensation Table below.

Information on earned annual incentive awards for calendar year 2007 is provided in the table below for 

the named executive officers.

Name
Stephen G. Newberry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Martin B. Anstice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ernest E. Maddock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Abdi Hariri . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Richard A. Gottscho . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Earned Annual  
Incentive Award
Calendar Year 
2007
$1,427,690  
$ 503,258  
$ 490,602  
$ 332,268  
$ 403,546  

20

 
 
 
 
 
 
 
 
Calendar Year 2008. In January 2008, new target bonus amounts for calendar year 2008 were set for the 
named executive officers. These amounts range from 70% to 80% of annual salary for each executive, subject to 
a cap of 2.25 times the target bonus amount.

Multi-Year Cash-Based Incentive Program (MYIP)

The Committee selects certain executives to participate in each MYIP. During 2006 and 2007, cash awards 
under the MYIP were the only long-term incentive awards provided to the named executive officers with the 
exception of Mr. Gottscho, who received a grant of restricted share units in 2006 but was not a participant in the 
2006 or 2007 MYIPs. 

In order to receive an award under the MYIP, participants generally must be continuously employed at Lam 
Research through the date(s) on which the Committee determines the actual award amounts under the applicable 
program (the “determination date”). 

The Company’s named executive officers were eligible for performance-based awards under the following 

MYIPs:

MYIP
2006  . . . . . . . . . . . . . . . . . . . . . . . . .
2007  . . . . . . . . . . . . . . . . . . . . . . . . .
2008  . . . . . . . . . . . . . . . . . . . . . . . . .

Performance Period
Jan. 2006 – Dec. 2007
Jan. 2007 – Dec. 2008
Jan. 2008 – Dec. 2009

Determination Date
February 2008
February 2009
February 2010

Eligible NEO’s
All (excluding Gottscho)
All (excluding Gottscho)
All

MYIP Performance Periods

2006 MYIP

Fiscal 2008

2007 MYIP

2008 MYIP

1/ 1/06

12/ 31/06

12/31/07

12/31/ 08

12/ 31/09

The Committee (or the independent members of the Board) establishes performance factors, comprised of 
a formula based on the attainment of the Company’s operating income target, on an annual basis and measures 
and accrues the performance factors on a quarterly basis. In February 2006, the Committee (and the independent 
members  of  the  Board  with  respect  to  the  CEO)  established  the  operating  income  performance  metric  upon 
which  actual  incentive  awards  would  be  calculated  for  calendar  2006.  In  January  2007,  the  Committee  (and 
the independent members of the Board with respect to the CEO) established the operating income performance 
metric for calendar 2007 under both the 2006 and 2007 MYIPs. In January 2008, the Committee established 
the operating income performance metric for calendar year 2008 under both the 2007 and 2008 MYIPs for the 
Company’s named executive officers, excluding Mr. Newberry. In March 2008, based on recommendations of 
the Committee, the independent members of the Board established this metric for Mr. Newberry.

Additionally,  the  2006,  the  2007,  and  the  2008  MYIPs  provide  that  the  calculated  award  amounts  are 
automatically increased (but may not be decreased) pursuant to a ratio comparing the Company’s stock price 
performance over the 50 trading day trailing average as of the end of each fiscal quarter to the 200 trading day 
trailing average as of the beginning of the respective program. Under each program, the actual award payable 
to each participant cannot exceed 2.5 times the target bonus amount set for each plan. During calendar year 
2006 and 2007, the stock price factor did positively affect the amounts calculated pursuant to the formula set 
forth in the respective MYIP. For the first two quarters of 2008, the stock price factor did not affect the amounts 
calculated pursuant to the formula set forth in the 2007 or 2008 MYIP.

21

 
The Committee (and the independent members of the Board with respect to the CEO) has the opportunity 
to review the accruals and bonus amounts on a periodic basis and may choose to exercise negative discretion 
to  reduce  the  amount  of  award  accruals  or  bonus  amounts  following  such  review.    The  Committee  (and  the 
independent members of the Board with respect to the CEO) did not exercise its negative discretion to reduce 
any award accruals or bonus amounts during calendar years 2006 or 2007 or for the first two quarters of calendar 
year 2008 for a named executive officer.

The aggregate individual target award amounts and the aggregate amounts earned for the named executive 

officers under the MYIP (except for Mr. Gottscho who participates in the 2008 MYIP only) were:

MYIP
2006  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2007  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2008  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Aggregated 
Individual 
Target 
Amounts
$ 6,825,000(1)
$ 7,507,500(3)
$ 9,214,500

Aggregated 
Individual 
Earned Awards
$17,062,500(2)
NA(4)
NA(5)

Earned 
Award as a 
% of Target 
Amount
250%
NA(4)
NA(5)

(1) 

(2) 

(3) 

(4) 

(5) 

Excludes  target  amount  for  Nicolas  Bright,  a  former  named  executive  officer,  in  the  amount  of 
$1,500,000.

Excludes earned amount for Nicolas Bright in the amount of $3,505,000.

Excludes target amount for Nicolas Bright, in the amount of $1,650,000.

Earned awards under the 2007 MYIP are anticipated to be paid in February 2009.

Earned awards under the 2008 MYIP are anticipated to be paid in February 2010.

Equity Incentive Compensation

The  Company  believes  that  long-term  equity  incentive  awards  can  be  a  useful  part  of  its  executive 
compensation program. However, as discussed above, the Company has chosen to grant primarily long-term 
cash incentive awards to its executive officers since calendar year 2006. The Committee or Board may use its 
discretion to grant stock options or restricted stock units to executive officers in the future to provide competitive 
long-term incentives and to reward behaviors that result in long-term stockholder value growth. For example, the 
Committee authorized a grant of 8,000 restricted share units to Mr. Gottscho on August 26, 2008 that will vest 
only if certain performance and time-based conditions are met.

Compensation of Chief Executive Officer

The Company and Mr. Newberry entered into an employment agreement (the “Newberry Agreement”) 
effective January 1, 2003, which continues in effect pursuant to an automatic one-year renewal provision. The 
Newberry Agreement provides for a base salary at a rate to be set at least annually by the Board. Under the 
Newberry Agreement, Mr. Newberry is entitled to participate in any performance incentive plan offered by the 
Company, in the Company’s executive deferred compensation plan(s), and in other benefit and compensation 
programs generally applicable to key executives of the Company. The Newberry Agreement includes severance 
provisions which are described below in the “Potential Payments Under Termination of Employment or Change-
in-Control” section below.

Compensation of Executive Chairman

The  Company  and  Mr.  Bagley  entered  into  a  new  employment  agreement  (the  “Bagley  Agreement”) 
effective  January  1,  2006.  Under  the  terms  of  the  Bagley  Agreement,  Mr.  Bagley  will  continue  to  serve  as 
Executive Chairman of the Company until March 31, 2009, unless the Bagley Agreement is extended or earlier 
terminated in accordance with its provisions. Mr. Bagley will receive an annual salary of $240,000 provided he 
remains employed by the Company. Subject to certain non-compete and other terms and conditions, Mr. Bagley 
will receive a lump sum payment of $2.5 million on April 15, 2009. During the term of the Bagley Agreement, 

22

Mr. Bagley will not participate in any executive bonus plans maintained by the Company, but Mr. Bagley will 
be eligible to participate in the standard executive benefit plans maintained by the Company. During the term 
of  the  Bagley  Agreement,  Mr.  Bagley  agrees  not  to  perform  services  for  any  other  for-profit  enterprise  that 
would interfere with his services to, or otherwise compete with, the Company. The Bagley Agreement includes 
severance provisions which are described below in the “Potential Payments Upon Termination or Change-in-
Control” section below.

Change in Control and Severance Arrangements

Lam Research provides severance and change in control benefits to Mr. Newberry and severance benefits 
to  Mr.  Bagley  in  individually  negotiated  arrangements.  These  arrangements  are  more  fully  described  in  the 
“Potential Payments Upon Termination of Employment or Change-in-Control” section below.  Lam Research 
may also in the future enter into individually negotiated arrangements with other executive officers that contain 
severance and/or change of control benefits for recruitment and retention purposes and in order to provide a 
period during which an executive will be incentivized not to engage in competitive activities.

As discussed below, we do provide medical and dental insurance retirement benefits to eligible former 
officers (and members of our Board). Furthermore, certain of the Company’s stock option plans and its Employee 
Stock Purchase Plan provide that, upon a merger of the Company with or into another corporation or the sale of 
substantially all of the assets of the Company, some or all of the options granted under certain of the stock option 
plans shall be accelerated so as to be fully exercisable, and all of the rights granted under the Employee Stock 
Purchase Plan shall be fully exercisable following the merger for a period from the date of notice by the Board. 
Following the expiration of such periods, the options and rights will terminate. The 2007 Stock Incentive Plan 
adopted by Company stockholders at the 2006 Annual Meeting allows the Company discretion to provide for 
vesting acceleration of awards on change-of-control transactions.

Elective Deferred Compensation Plan

Lam Research maintains a non-qualified deferred compensation plan, the Elective Deferred Compensation 
Plan (the “EDCP”), which allows eligible employees, including executive officers, to voluntarily defer receipt 
of all or a portion of his/her salary and all or a portion of a bonus payment until the date or dates elected by the 
participant, thereby allowing the participating employee to defer taxation on such amounts. The EDCP is offered 
to eligible employees, including the named executive officers, in order to allow them to defer more compensation 
than they would otherwise be permitted to defer under a tax-qualified retirement plan, such as the Lam Research 
Corporation  Employee  Savings  Plus  Plan  (the  “401(k)  Plan”).  Further,  Lam  Research  offers  the  EDCP  as  a 
competitive practice to enable it to attract and retain top talent.

Retirement Benefits Under the 401(k) Plan and Not-Generally-Available Benefit Programs

Each of Lam Research’s named executive officers is eligible for benefits generally available to Company 
employees such as matching contributions to Lam Research’s 401(k) plan. In addition, Lam provides a company 
contribution to the EDCP in lieu of matching contributions to the 401(k) Plan. This Company contribution is 
shown in the All Other Compensation Table and Non-Qualified Deferred Compensation table.

Lam  Research  also  provides  additional  benefits  to  its  named  executive  officers  that  are  not  generally 
available to other Company employees, including the payment of supplemental Long Term Disability insurance, 
Executive Dental insurance coverage and an Executive Medical Reimbursement program that offsets executives’ 
payment of medical co-insurance and co-payments. These benefits are shown in the All Other Compensation 
table.

The Executive Retirement Medical and Dental Plan

The Company provides a program to pay for post-retirement medical and dental insurance coverage for 
eligible former executive officers and members of Lam’s Board of Directors. To be eligible, a person must have 
served at the position of vice president or above or as a member of the Board of Directors, be at least age 55 at 
retirement, and have at least five years of continuous service with Lam Research. An executive officer or director 

23

must be enrolled in the Company’s U.S. group medical and dental plans at the time of his or her retirement. When 
the executive retiree or spouse of a retiree reaches age 65, he or she is required to enroll in Medicare parts A and 
B which would be the primary payer for the executive retiree or spouse of a retiree’s health insurance coverage. 
The benefit also covers the executive retiree’s spouse at the time of retirement for his or her lifetime as well as 
dependent children until age of 19 or 24 if a full time student. The benefit ceases if the executive retiree becomes 
employed  by  a  competitor  of  Lam  Research  after  leaving  the  Company’s  service.  We  provide  the  benefit  to 
our executives and members of our Board to further the long-term retention of their services and/or provide a 
disincentive to later compete against the Company.

Executive Stock Ownership Guidelines

During calendar year 2006, the Company adopted executive stock ownership guidelines, pursuant to which 
senior executives are expected and encouraged to own and maintain certain minimum levels of the Company’s 
Common Stock. The Committee believes that these guidelines are an appropriate addition to the Company’s 
equity compensation policies and, in conjunction with Lam Research’s equity and cash-based incentive plans, will 
further serve to align the long-term interests of the senior executives with those of the Company’s stockholders. 
Each executive is expected to accumulate and maintain ownership of shares of the Company’s Common Stock, 
in the quantities indicated by the guidelines below, by the later of December 31, 2010, or the fifth anniversary of 
an executive’s hire date.

Position
Chief Executive Officer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Chief Financial Officer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other senior executives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Stock 
Ownership 
Guideline
5X Salary
3X Salary
2X - 3X Salary

Accounting and Tax Considerations

Section 162(m). In determining which elements of compensation are to be paid, and how they are weighted, 
Lam Research takes into account whether a particular form of compensation will be considered “performance-
based” compensation for purposes of Section 162(m) of the Internal Revenue Code. Under Section 162(m), Lam 
Research generally receives a federal income tax deduction for compensation paid to its CEO or any of its three 
other most highly compensated officers only if the compensation is less than $1 million during any fiscal year or 
is “performance-based” under Section 162(m). In 2004, Lam Research adopted the EIP with a structure intended 
to provide for the tax deductibility of awards granted under the EIP. Accordingly, during fiscal 2008, the annual 
incentive awards granted to Mr. Newberry and to the greatest extent possible, all MYIP grants to Mr. Newberry 
and  the  other  named  executive  officers  were  granted  under  Lam  Research’s  EIP.  In  November  2006,  our 
stockholders approved an amendment to the EIP that increased the amount of cash awards that may be paid to 
any one participant in respect of achievement of performance goals for any twelve-month period to $12 million. 
Prior to the amendment, the maximum amount of awards that could be paid to a participant in a twelve-month 
period and qualify for deductibility under Section 162(m) was $2 million. Accordingly, we expect that all MYIP 
grants made after passage of the amendment will qualify for deductibility under Section 162(m). The prior $2 
million limit for deductibility will likely apply to performance periods under grants prior to the amendment. 
The  Committee  currently  intends  to  continue  to  seek  a  tax  deduction  for  all  of  Lam  Research’s  executive 
compensation, to the extent it determines it is in the best interests of Lam Research.

Section  409A.  To  assist  in  the  avoidance  of  additional  tax  under  Section  409A  of  the  Internal  Revenue 
Code, Lam structured the MYIP and the EDCP, and structures its equity awards, in a manner intended to comply 
with the applicable Section 409A requirements. 

24

To  satisfy  potential  Section  409A  liability  to  employees  (including  the  named  executive  officers)  with 
respect to certain options previously granted by the Company, in March 2008, the Board approved payments to 
be made to compensate such employees (including the named executive officers) for the additional tax liability 
associated with the options. The table below lists the amount of estimated 409A liability, including gross-up 
payments, that will be paid to or on behalf of the listed named executive officers.

Name
Stephen G. Newberry . . . . . . . . . . . . . . . . . . . . . . . . .
Richard A. Gottscho . . . . . . . . . . . . . . . . . . . . . . . . . .
Abdi Hariri . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Estimated Cash 409A Liability, 
including gross-up 
$ million
$10.3
$ 0.5
$ 0.2

The Company’s Form 10-K for the year ended June 24, 2007, filed on March 31, 2008 and the Company’s 
Form 8-K filed on April 2, 2008 provide additional information on the actions taken with respect to the Section 
409A liability.

Other Tax Considerations. It is Lam’s general philosophy not to provide any executive officer or director 
with a gross-up or other reimbursement for tax amounts the individual might pay pursuant to Section 280G of 
the Internal Revenue Code.

Summary Compensation Table

Fiscal 
Year
2008 
2007

Salary
$800,000 
$759,039

Bonus
$0 
$0

Stock 
Awards
0
0

$ 
$

Option 
Awards (3)
0 
3,013

$ 
$

Non-Equity 
Incentive Plan 
Compensation
$6,260,949(4) 
$7,588,859(5)

2008 
2007

$386,538 
$353,077

$0 
$0

2008 
2007

$405,231 
$383,174

2008 
2007

$304,904 
$283,173

$0 
$0

$0 
$0

$ 
$

$ 
$

$ 
$

0
0

0
0

0 
0

$ 
$

0 
479

$2,523,046(6) 
$4,189,847(7)

$ 
$

0 
2,681

$2,321,231(8) 
$3,369,508(9)

$ 
$

0 
1,028

$1,826,383(10) 
$2,728,276(11)

Nonqualified 
Deferred 
Compensation 
Earnings (14)

$ 
$

0 
808

$ 
$

$ 
$

$ 
$

0 
0

0 
3

0 
66

All Other 
Compensation 
(15) (16)
9,260 
$ 
19,602
$

Total
$7,070,209 
$8,371,321

$ 
$

16,148 
25,744

$2,925,733 
$4,569,147

$ 
$

14,747 
22,233

$2,741,209 
$3,777,599

$ 
$

17,959 
25,854

$2,149,246 
$3,038,397

2008 
2007

$346,538 
$327,692

$0 
$0

$ 
$

(1)
774,846 
(2)
747,356

$ 
$

0 
1,194

$699,734(12) 
$419,207(13)

$ 
$

0 
729

$ 
$

15,496 
23,863

$1,836,615 
$1,520,041

Name and Principal Position
Stephen G. Newberry . . . . . .  

Chief Executive Officer 
and President

Martin B. Anstice . . . . . . . . .  

Senior Vice President, 
Chief Financial Officer & 
Chief Accounting Officer

Ernest E. Maddock . . . . . . . .  

Senior Vice President, 
Global Operations

Abdi Hariri . . . . . . . . . . . . . .  

Group Vice President, 
Customer Support 
Business Group

Richard A. Gottscho . . . . . . .  
Group Vice President and 
General Manager, Etch 
Businesses

(1)  Amounts shown do not reflect compensation actually received by the named executive officer. Instead, 
the amounts shown are the compensation expenses recognized by Lam Research in fiscal year 2008 for 
restricted  stock  units  as  determined  pursuant  to  FASB  Statement  of  Financial  Accounting  Standards 
Number  123(revised)  “Share-Based  Payment”  (“SFAS  123R”).  These  compensation  expenses  reflect 
restricted stock units granted prior to fiscal 2008.

(2)  Amounts shown do not reflect compensation actually received by the named executive officer. Instead, the 
amounts shown are the compensation expenses recognized by Lam Research in fiscal 2007 for restricted 
stock units as determined pursuant to SFAS 123R. These compensation expenses reflect restricted stock 
units granted during fiscal 2007 and prior to fiscal 2007.

(3)  Amounts shown do not reflect compensation actually received by the named executive officer. Instead, 
the amounts shown are the compensation expenses recognized by Lam Research in fiscal 2007 for option 
awards as determined pursuant to SFAS 123R. These compensation expenses reflect option awards granted 

25

(4) 

(5) 

(6) 

prior to fiscal 2007. The assumptions used to calculate the fair value of these option awards are set forth in 
Note M in Notes to Consolidated Financial Statements of the Company’s Annual Report on Form 10-K for 
the fiscal year ended June 30, 2002.

Represents $1,427,690 earned by Mr. Newberry pursuant to his 2007 annual incentive award (which was 
made under the EIP and pursuant to the Company’s annual bonus plan for calendar year 2007), $1,783,440 
accrued on Mr. Newberry’s behalf for performance during fiscal 2008 under the 2006 MYIP, $2,173,227 
accrued for performance during fiscal 2008 under the 2007 MYIP, and $876,592 accrued for performance 
during fiscal 2008 under the 2008 MYIP. Mr. Newberry received the amounts accrued under the 2006 
MYIP and will be eligible to receive the 2007 and 2008 MYIPs if he remains employed by Lam Research 
through the respective payment determination dates in February 2009 or February 2010.

Represents $1,485,716 earned by Mr. Newberry pursuant to his 2006 annual incentive award (which was 
made under the EIP and pursuant to the Company’s annual bonus plan for calendar year 2006), $4,718,128 
accrued on Mr. Newberry’s behalf for performance during fiscal 2007 under the 2006 MYIP and $1,385,015 
accrued for performance during fiscal 2007 under the 2007 MYIP. Mr. Newberry received the amounts 
accrued under the 2006 MYIP and will be eligible to receive the 2007 MYIP if he remains employed by 
Lam Research through the payment determination date in February 2009.

Represents $503,258 earned by Mr. Anstice pursuant to his 2007 annual incentive award, $740,813 accrued 
on Mr. Anstice’s behalf for performance during fiscal 2008 under the 2006 MYIP, $926,370 accrued for 
performance  during  fiscal  2008  under  the  2007  MYIP,  and  $352,605  accrued  for  performance  during 
fiscal 2008 under the 2008 MYIP. Mr. Anstice received the amounts accrued under the 2006 MYIP and 
will be eligible to receive the 2007 and 2008 MYIPs if he remains employed by Lam Research through the 
respective payment determination dates in February 2009 or February 2010.

(7)  Represents $447,212 earned by Mr. Anstice pursuant to his 2006 annual incentive award, $1,207,483 earned 
for  performance  during  fiscal  2007  under  the  supplemental  plan,  $1,959,838  accrued  on  Mr.  Anstice’s 
behalf for performance during fiscal 2007 under the 2006 MYIP and $575,314 accrued for performance 
during fiscal year 2007 under the 2007 MYIP. Mr. Anstice received the amounts accrued under the 2006 
MYIP and will be eligible to receive the 2007 MYIP if he remains employed by Lam Research through the 
payment determination date in February 2009.

(8) 

(9) 

Represents  $490,602  earned  by  Mr.  Maddock  pursuant  to  his  2007  annual  incentive  award,  $672,220 
accrued on Mr. Maddock’s behalf for performance during fiscal 2008 under the 2006 MYIP, $840,595 
accrued for performance during fiscal 2008 under the 2007 MYIP, and $317,815 accrued for performance 
during  fiscal  2008  under  the  2008  MYIP.  Mr.  Maddock  received  the  amounts  accrued  under  the  2006 
MYIP and will be eligible to receive the 2007 and 2008 MYIPs if he remains employed by Lam Research 
through the respective payment determination dates in February 2009 or February 2010.

Represents $510,745 earned by Mr. Maddock pursuant to his 2006 annual incentive award, $558,348 earned 
for performance during fiscal 2007 under the supplemental plan, $1,778,371 accrued on Mr. Maddock’s 
behalf for performance during fiscal 2007 under the 2006 MYIP and $522,044 accrued for performance 
during fiscal year 2007 under the 2007 MYIP. Mr. Maddock received the amounts accrued under the 2006 
MYIP and will be eligible to receive the 2007 MYIP if he remains employed by Lam Research through the 
payment determination date in February 2009.

(10)  Represents $332,268 earned by Mr. Hariri pursuant to his 2007 annual incentive award, $548,751 accrued 
on Mr. Hariri’s behalf for performance during fiscal 2008 under the 2006 MYIP, $686,200 accrued for 
performance  during  fiscal  2008  under  the  2007  MYIP,  and  $259,164  accrued  for  performance  during 
fiscal 2008 under the 2008 MYIP. Mr. Hariri received the amounts accrued under the 2006 MYIP and 
will be eligible to receive the 2007 and 2008 MYIPs if he remains employed by Lam Research through the 
respective payment determination dates in February 2009 or February 2010.

26

(11)  Represents $328,354 earned by Mr. Hariri pursuant to his 2006 annual incentive award, $522,032 earned 
for performance during fiscal 2007 under the supplemental plan, $1,451,732 accrued on Mr. Hariri’s behalf 
for performance during fiscal 2007 under the 2006 MYIP and $426,158 accrued for performance during 
fiscal year 2007 under the 2007 MYIP. Mr. Hariri received the amounts accrued under the 2006 MYIP and 
will be eligible to receive the 2007 MYIP if he remains employed by Lam Research through the payment 
determination date in February 2009.

(12)  Represents $403,546 earned by Mr. Gottscho pursuant to his 2007 annual incentive award and $296,188 
accrued on Mr. Gottscho’s behalf for performance during fiscal 2008 under the 2008 MYIP. Mr. Gottscho 
will be eligible to receive the 2008 MYIP if he remains employed by Lam Research through the payment 
determination date in February 2010.

(13)  Represents $419,207 earned by Mr. Gottscho pursuant to his 2006 annual incentive award.

(14)  Reflects interest earned on deferred compensation, to the extent that the interest rate exceeded 120% of the 

applicable federal long-term rate.

(15)  Please refer to the “All Other Compensation Table” which follows this table for additional information.

(16)  The amounts listed in the “All Other Compensation” column for 2007 were adjusted to reflect corrected 
amounts  for  Company  Contribution  to  the  Elective  Deferred  Compensation  Plan  in  Lieu  of  Matching 
Contributions to the 401(k) Plan.

Salary, bonus, and non-equity incentive plan compensation above includes amounts earned in fiscal year 
2008 and fiscal year 2007 even if deferred at the election of the executive officer under the Company’s deferred 
compensation plans and/or the Company’s 401(k) Plan. 

All Other Compensation

Name
Stephen G. Newberry . . . . . . . .
Martin B. Anstice . . . . . . . . . . .
Ernest E. Maddock . . . . . . . . . .
Abdi Hariri . . . . . . . . . . . . . . . .
Richard A. Gottscho . . . . . . . . .

Company 
Matching 
Contribution to 
the Company’s 
401(k) Plan
$
0
$7,165
$
0
$6,357
$7,027

Company-Paid 
Long Term 
Disability 
Insurance 
Premiums (1)
$277
0
$
$697
$
0
$881

Company-Paid 
Healthcare 
Insurance 
Premiums (2)
$8,983
$8,983
$7,225
$8,983
$7,588

Fiscal 
Year
2008
2008
2008
2008
2008

Company 
Contribution 
to the Elective 
Deferred 
Compensation 
Plan in Lieu 
of Matching 
Contributions 
to the 401(k) 
Plan (3)
$
0
0
$
$6,825
$2,619
0
$

Total
$  9,260
$16,148
$14,747
$17,959
$15,496

(1) 

(2) 

(3) 

Represents  the  portion  of  supplemental  long  term  disability  insurance  premiums  paid  by  Lam.  This 
program was discontinued in 2002 and is available only to participants enrolled as of 2002.

Represents the portion of executive dental and executive medical reimbursement insurance premiums paid 
by Lam.

Represents the amount that Lam credited to the EDCP which is equal to any matching contribution into the 
401(k) Plan, that an executive would have been entitled to but did not receive as a result of compensation 
deferrals into the EDCP.

27

Grants of Plan-Based Awards

Name
Stephen G. Newberry . . . . . . . . . . . . . . . . . . . . . . . . .

Martin B. Anstice . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Ernest E. Maddock . . . . . . . . . . . . . . . . . . . . . . . . . . .

Abdi Hariri . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Richard A. Gottscho . . . . . . . . . . . . . . . . . . . . . . . . . .

Grant Date
03/08(1) 
03/08(2)
01/08(1) 
01/08(2)
01/08(1) 
01/08(2)
01/08(1) 
01/08(2)
01/08(1) 
01/08(2)

Estimated Future Payouts Under Non-Equity 
Incentive Plan
Target ($)
4,000,000 
1,000,000
1,500,000 
320,000
1,352,000 
332,800
1,102,500 
220,500
1,260,000 
270,000

Threshold ($)
— 
—
— 
—
— 
—
— 
—
— 
—

Maximum ($)
10,000,000 
$ 
2,250,000
$
3,750,000 
$ 
720,000
$
3,380,000 
$ 
748,800
$
2,756,250 
$ 
496,125
$
3,150,000 
$ 
607,500
$

$ 
$
$ 
$
$ 
$
$ 
$
$ 
$

(1) 

(2) 

Represents awards granted under the 2008 MYIP covering performance during calendar years 2008 and 
2009. Amounts shown are for performance over a two-year period.

Represents awards granted under the 2008 annual incentive award. See the “Annual Incentive Awards” 
discussion  above  for  details  on  actual  payments  made  in  February  2008  for  the  2007  annual  incentive 
awards.

Outstanding Equity Awards at the End of Fiscal Year 2008

Equity 
Incentive 
Plan 
Awards: 
Number of 
Securities 
Underlying 
Unexercised 
Unearned 
Options
— 
— 
—
— 
—
— 
— 
—
— 
—
—

Number of 
Securities 
Underlying 
Unexercised 
Options  
(#) 
Unexercisable
— 
— 
—
— 
—
— 
— 
—
— 
—
—

Number of 
Securities 
Underlying 
Unexercised 
Options (#) 
Exercisable
(1) 

(4) 

(2) 

5,250 
200,000 
(3)
5,250
2,000 
(1)
849
2,050 
1,000 
(6)
28,800
822 
(1)
1,000
—

(1) 

(5) 

(1) 

Name
Stephen G. Newberry . . . . . . .

Martin B. Anstice . . . . . . . . . .

Ernest E. Maddock . . . . . . . . .

Abdi Hariri . . . . . . . . . . . . . . .

Richard A. Gottscho . . . . . . . .

Number  
of Shares 
or Units 
of Stock 
That Have  
Not 
Vested
— 
— 
—
— 
—
— 
— 
—
— 
—

Option 
Expiration 
Date
10/1/2011 
4/30/2009 
10/1/2008
3/19/2011 
10/1/2011
10/1/2011 
12/24/2011 
2/27/2009
10/1/2011 
10/1/2011

Option 
Exercise 
Price ($)
$ 
16.14 
$ 
25.66 
$
11.66
24.25 
$ 
(9)
16.64
$
$ 
16.64 
$
24.19 
(9)
$
25.53
16.64 
$ 
16.14
$

(9) 

(9) 

(9) 

Market 
Value 
of Shares or 
Units of 
Stock That 
Have Not 
Vested ($)

Equity Incentive 
Plan Awards: 
Number of 
Unearned Shares, 
Units or Other 
Rights That Have 
Not Vested

— 
— 
—
— 
—
— 
— 
—
— 
—

— 
— 
—
— 
—
— 
— 
—
— 
—
(7)
32,000 
—

Equity 
Incentive 
Plan Awards: 
Market or 
Payout Value 
of Unearned 
Shares, Units 
or Other Rights 
That Have Not 
Vested

— 
— 
—
— 
—
— 
— 
—
— 
—
1,187,840 
—

5,600

(8)

$

207,872

(1) 

(2) 

(3) 

(4) 

(5) 

(6) 

These options were granted on October 1, 2001. 100% of the options vested on October 1, 2006.

These options were granted on April 30, 2002. The options vested 25% annually on February 28 in 2003, 
2004, 2005, and 2006.

These options were granted on August 2, 2002. 100% of the options vested on October 1, 2002.

These options were granted on March 19, 2001. 36,000 total options were granted with 25% vesting on the 
first, second, third and fourth anniversaries of the grant date.

These options were granted on December 24, 2001. 100% of the options vested on December 24, 2006.

These options were granted on February 27, 2002. 86,700 total options were granted and vested 13,800 on 
02/27/03, 15,300 on 02/27/04, 28,800 on 02/27/05, and 28,800 on 02/27/06.

28

 
 
 
 
 
(7) 

(8) 

(9) 

These  restricted  stock  units  (“RSUs”)  were  granted  on  May  12,  2006  and  are  subject  to  performance 
criteria and service period. 100% of the RSUs will vest on May 12, 2009 provided that the person remains 
an employee on such date.

These RSUs were granted on January 4, 2007. 8,400 total RSUs were granted. 33.33% vested or will vest 
on each of April 15, 2008, August 1, 2008 and December 1, 2008, provided that the person remains an 
employee on each such date.

The exercise price of these options was increased to the fair market value per share on the correct measurement 
date so as to avoid tax consequences under Section 409A and, as applicable, similar provisions of state law. 
The Company’s Form 8-K filed on May 8, 2008 provides additional information on the amendments.

Option Exercises and Stock Award Vesting During Fiscal Year 2008

Name
Stephen G. Newberry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Martin B. Anstice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ernest E. Maddock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Abdi Hariri . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Richard A. Gottscho . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Option Awards

Stock Awards

Number 
of Shares 
Acquired on 
Exercise
—
—
—
—
—

Value 
Realized 
on Exercise
—
—
—
—
—

Number 
of Shares 
Acquired on 
Vesting
—
—
—
—
11,200

Value 
Realized 
on Vesting
—
—
—
—
$595,924

Non-Qualified Deferred Compensation Table

Name
Stephen G. Newberry . . . . . . . . . . .
Martin B. Anstice . . . . . . . . . . . . . .
Ernest E. Maddock . . . . . . . . . . . . .
Abdi Hariri . . . . . . . . . . . . . . . . . . .
Richard A. Gottscho . . . . . . . . . . . .

Fiscal Year
2008
2008
2008
2008
2008

Executive 
Contributions 
in FY 2008
$
0
$ 750,000
$3,860,745
$2,417,283
$ 150,507

Registrant 
Contributions 
in FY 2008 (1)

0
$
$
0
$6,825
$2,619
0
$

Aggregate 
Earnings in 
FY 2008 (2)
$ 56,931
$(34,403)
$(99,391)
$(85,577)
$ 59,044

Aggregate 
Withdrawals/  
Distributions 
in FY 2008
0
$
0
$
$
0
$101,753
0
$

Aggregate 
Balance at  
FYE 2008
$ 1,050,206
$ 951,799
$ 6,171,793
$ 3,290,424
$ 1,174,777

(1) 

Represents the amount that Lam credited to the EDCP which is equal to any matching contribution into 
the 401(k) Plan that an executive would have been entitled to but did not receive as a result of compensation 
deferrals into the EDCP.

(2) 

There were no above-market or preferential earnings included in these figures.

The  Company  has  an  elective  deferred  compensation  plan  (the  “EDCP”).  Contributions  by  eligible 
executives are maintained in the EDCP. The EDCP is a voluntary, non-tax-qualified, deferred compensation plan 
that encourages executives to save for retirement. Under the EDCP, participants are entitled to defer compensation 
until retirement, death, other termination of employment, or until specified dates.

Potential Payments Upon Termination or Change-in-Control

The Company provides a program to pay for post-retirement medical and dental insurance coverage for 
eligible former executive officers and Board members if they meet the eligibility requirements (the Executive 
Retirement Medical and Dental Plan). Annually, Lam Research has an independent actuarial valuation of this 
post-retirement benefit conducted in accordance with the methodology prescribed by the Statement of Financial 
Accounting  Standards  106,  Employers’  Accounting  for  Postretirement  Benefits  Other  Than  Pensions  (SFAS 
No. 106). The most recent valuation conducted in June 2008 valued Lam Research’s accumulated post-retirement 
benefit obligation for the named executive officers and Mr. Bagley, Lam’s Executive Chairman, as shown in the 
table below:

29

Name
Stephen G. Newberry . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Martin B. Anstice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Ernest E. Maddock . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Abdi Hariri . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Richard A. Gottscho . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
James Bagley  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

  FY 2008
$78,000
$22,000
$85,000
$71,000
$75,000
$46,000

In addition, certain of the Company’s stock option plans and its Employee Stock Purchase Plan provide 
that, upon a merger of the Company with or into another corporation or the sale of substantially all of the assets 
of the Company, each outstanding option or right to purchase Common Stock shall be assumed, or an equivalent 
option or right substituted, by the successor corporation or a parent or subsidiary of the successor corporation. In 
the event that the successor corporation does not agree to assume the option or right or substitute an equivalent 
option or right, at the discretion of the plan administrator, some or all of the options granted under certain of 
the stock option plans shall be accelerated so as to be fully exercisable, and all of the rights granted under the 
Employee  Stock  Purchase  Plan  shall  be  fully  exercisable  following  the  merger  for  a  period  from  the  date  of 
notice by the Board of Directors. Following the expiration of such periods, the options and rights will terminate. 
The 2007 Stock Incentive Plan adopted by Lam Research stockholders at the 2006 Annual Meeting allows the 
Company discretion to provide for vesting acceleration of awards on change-of-control transactions.

The  tables  below  quantify  the  amount  that  would  be  payable  to  each  of  Messrs.  Newberry  and  Bagley 
assuming the termination of his employment on June 29, 2008, and are estimates of the amounts which would 
be paid out to each executive upon his termination. The actual amounts to be paid out can only be determined at 
the time of the triggering events.

Newberry Agreement

The Newberry Agreement provides that in the event of involuntary termination without cause (as defined 
in  the  agreement)  or  a  change  in  control  of  the  Company  followed  by  either  involuntary  termination  or  the 
acceptance of a position of materially lesser authority or responsibility offered to Mr. Newberry by the Company, 
or  if  the  Company  is  acquired  by  another  entity  so  that  there  will  be  no  market  for  the  Common  Stock  of 
the Company and the acquiring entity does not provide options comparable to unvested stock options held by 
Mr. Newberry, all unvested stock options granted to Mr. Newberry will automatically be accelerated in full so 
as to become fully vested. Mr. Newberry is presently fully vested in his stock options but such provision applies 
to any future grants. Mr. Newberry will have two years from the date of termination in which to exercise such 
options.

If Mr. Newberry’s employment is involuntarily terminated without cause, he will be entitled to receive 
a lump sum payment equal to 15 months of his then-annual base compensation, and he will receive annually 
any benefits under the Executive Retirement Medical and Dental Plan for which he qualifies following the date 
of termination. If Mr. Newberry resigns voluntarily, he will not be entitled to receive any severance benefits 
under the Newberry Agreement, with the exception of the benefits that he would qualify for under the Executive 
Retirement Medical and Dental Plan. In the event of Mr. Newberry’s death, his estate will be entitled to receive 
an  amount  equal  to  Mr.  Newberry’s  annual  base  salary  payable  in  a  lump  sum.  If  Mr.  Newberry  becomes 
disabled,  he  will  be  entitled  to  receive  his  base  salary  for  a  period  of  12  months  from  the  date  disability  is 
certified, as well as any bonus earned prior to the effective date of disability.

The Newberry Agreement provides that for a period of six months following Mr. Newberry’s termination 
of employment with the Company, Mr. Newberry may not solicit any of the Company’s employees to become 
employed by any other business enterprise.

30

Stephen G. Newberry  
President and Chief Executive Officer

Executive Benefits and  
Payments Upon Termination
Compensation
Severance  . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term Incentive . . . . . . . . . . . . . . . . . . .
Long-term Incentives
2006-2007 MYIP . . . . . . . . . . . . . . . . . . . . .
2007-2008 MYIP  . . . . . . . . . . . . . . . . . . . . .
Stock Options (Unvested and  

Accelerated)  . . . . . . . . . . . . . . . . . . . . . .

$ —

Restricted Stock Units (Unvested and 

Accelerated)  . . . . . . . . . . . . . . . . . . . . . .

$ —

Voluntary 
Termination   

Disability or 
Death

For 
Cause

Not for 
Cause

Change in 
Control

Involuntary Termination

$ —
$ —

$ —
$ —

$800,000
$

— $ — $

$   — $ 1,000,000

$ —
— $ —

$
$

$

$

— $ — $
— $ — $

— $ —
— $ —

— $ — $

— $ —

— $ — $

— $ —

Benefits and Perquisites
Health Benefit Continuation(1)  . . . . . . . . . . .
Total  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$78,000
$78,000

$ 78,000
$878,000

78,000
$ — $
$ — $ 1,078,000

$78,000
$78,000

(1)  Assumes  executive  qualifies  for  Lam  Research’s  Executive  Retirement  Medical  and  Dental  Plan  and 

reflects the most recent independent actuarial valuation of this benefit.

Bagley Agreement

Pursuant to the Bagley Agreement, Mr. Bagley is entitled to certain severance benefits upon termination 
of  his  employment,  depending  on  the  reason  for  the  early  termination.  If  Mr.  Bagley  voluntarily  resigns  his 
employment position, he will not be eligible for any severance payment or benefits, but will remain eligible for 
a $2.5 million lump sum payment to be paid on April 15, 2009, provided the conditions precedent therefor are 
fulfilled. In the event of involuntary termination of employment without cause (as defined in the agreement) 
or due to disability, Mr. Bagley will be entitled to continued payment of his salary through March 31, 2009; 
to a lump sum payment of $2.5 million when otherwise due; to continued annual medical benefits under the 
Executive Retirement Medical and  Dental Plan;  and  to  exercise  any  vested  stock  options  for  two  years  after 
termination. If involuntary termination is due to death, additional benefits include acceleration of payment of 
the $2.5 million lump sum amount within ninety days after death and continued medical benefits for covered 
family members pursuant to plan eligibility. If Mr. Bagley is terminated for cause, Mr. Bagley will not be entitled 
to receive any severance benefits under the Bagley Agreement. There is no change-of-control benefits provision 
in the Bagley Agreement.

The Bagley Agreement provides that (i) prior to March 31, 2009, Mr. Bagley may not provide services to 
another entity that would constitute competition with the Company; and (ii) for a period of six months following 
termination of the Bagley Agreement, Mr. Bagley may not solicit any of the Company’s employees to become 
employed by any other business enterprise.

31

 
 
 
 
 
 
James W. Bagley 
Executive Chairman of the Company

Executive Benefits and  
Payments Upon Termination
Compensation
Severance  . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term Incentive . . . . . . . . . . . . . . . . . . .
Long-term Incentives
2006-2007 MYIP . . . . . . . . . . . . . . . . . . . . .
2007-2008 MYIP  . . . . . . . . . . . . . . . . . . . . .
Stock Options (Unvested and  

Voluntary 
Termination (2)   

Death

For 
Cause  

Not for 
Cause (2)

Change in 
Control

Involuntary Termination

$ —
$ —

$ —
$ —

$2,500,000
$

$  — $180,000
—

— $ — $

NA

$
$

$

$

— $ — $
— $ — $

— $ — $

— $ — $

—
—

—

—

Accelerated)  . . . . . . . . . . . . . . . . . . . . . .

$ —

Restricted Stock Units (Unvested and 

Accelerated)  . . . . . . . . . . . . . . . . . . . . . .

$ —

Benefits and Perquisites
Health Benefit Continuation(1)  . . . . . . . . . . .
Total  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 46,000
$ 46,000

46,000
$
$2,546,000

$ — $ 46,000
$ — $226,000

$46,000
$46,000

(1)  Assumes  executive  qualifies  for  Lam  Research’s  Executive  Retirement  Medical  and  Dental  Plan  and 

reflects the most recent independent actuarial valuation of this benefit.

(2) 

Remains eligible for the $2.5 million lump sum payment, provided the conditions precedent set forth in the 
Bagley Agreement  are fulfilled.

Non-Employee Director Compensation in Fiscal Year 2008

Fees Earned 
or Paid  
in Cash  
($) 

Stock 
Awards (1) 
(2) (3) 
($)

$42,000  $163,981 
$57,000  $163,981 
$49,500  $163,981 
$42,000  $163,981 
$52,000  $163,981 
$42,000  $163,981 
$42,000  $163,981 
$42,000  $191,191 (4) 

Option 
Awards 
($) 
$0
$0
$0
$0
$0
$0
$0
$0

Non-Equity 
Incentive Plan 
Compensation 
($) 
$0
$0
$0
$0
$0
$0
$0
$0

Nonqualified 
Deferred 
Compensation 
Earnings  
($) 
$0
$0
$0
$0
$0
$0
$0
$0

All Other 
Compensation

0
0
0
0
0

$
$
$
$
$
$90,000 (5)
$ 11,555 (6)
$75,000(5)

Total 
$205,981 
$220,981 
$213,481 
$205,981 
$215,981 
$295,981
$217,536
$308,191

Name
David G. Arscott . . . . . .
Robert M. Berdahl  . . . .
Richard J. Elkus, Jr . . . .
Jack R. Harris . . . . . . . .
Grant M. Inman  . . . . . .
Catherine P. Lego . . . . .
Seiichi Watanabe  . . . . .
Patricia S. Wolpert . . . .

(1)  Amounts shown do not reflect compensation actually received by the director. Instead, the amounts shown 
are the compensation expenses recognized by Lam Research in fiscal 2008 for restricted stock units as 
determined pursuant to FASB Statement of Financial Accounting Standards Number 123(revised) “Share-
Based  Payment”  (“SFAS  123R”).  These  compensation  expenses  reflect  restricted  stock  units  granted 
during fiscal year 2008 and prior to fiscal 2008.

(2)  On May 2, 2008, each Director was granted 4,678 restricted stock units based on the closing price of the 
Company’s  Common  Stock  of  $42.75.  The  units  vest  on  November  1,  2008,  with  receipt  deferred  until 
January 31, 2009.

(3)  On February 15, 2007, each Director was granted 4,440 restricted stock units based on the closing price 
of the Company’s Common Stock of $45.14. The units vested on June 10, 2008, with receipt deferred until 
August 1, 2008.

32

 
 
 
 
 
 
(4)  Ms. Wolpert was granted 2,500 restricted shares on December 5, 2006. The shares vested on August 14, 

2007. The grant date fair value of this award was $53.78 per share.

(5) 

Reflects compensation provided to Ms. Lego and Ms. Wolpert for time spent in fiscal year 2008 as members 
of a special committee of the Board.

(6)  Value of fees for visa and immigration services, and tax and consulting services provided to Dr. Watanabe 

in fiscal year 2008.

For  a  narrative  description  of  the  Company’s  annual  compensation  of  non-employee  directors,  see  the 

section captioned “Director Compensation.” 

In addition, members of Lam’s Board of Directors who have retired from Lam Board service can participate 
in the Company’s Executive Retirement Medical and Dental Plan if they meet certain eligibility requirements. 
The  most  recent  valuation  of  Lam  Research’s  accumulated  post-retirement  benefit  obligation  under  SFAS 
No. 106, as of June 2008, for the current directors who may become eligible is shown below:

Name
David G. Arscott . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Robert M. Berdahl  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Richard J. Elkus, Jr.  . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Jack R. Harris . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
Catherine P. Lego . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

  FY 2008
$53,000
$44,000
$40,000
$50,000
$28,000

COMPENSATION COMMITTEE REPORT

The purposes of the Compensation Committee are to assist the Board in the discharge of its responsibilities 
with respect to compensation for the Company’s executive officers and independent directors, report annually 
to  the  Company’s  stockholders  on  executive  compensation  matters,  administer  the  Company’s  equity-based 
compensation plans, and take or cause to be taken such other actions and address such other matters as the Board 
may from time to time authorize the Compensation Committee to undertake or assume responsibility.

The  Compensation  Committee  has  reviewed  and  discussed  with  Management  the  Compensation 
Discussion and Analysis required by Item 402(b) of Regulation S-K. Based on these reviews and discussions, 
the Compensation Committee recommended to the Board of Directors that the Compensation Discussion and 
Analysis be included in this Proxy Statement. 

The Compensation Committee was composed of the following independent non-employee directors during 
fiscal year 2008, and remains so composed as of the date of this Proxy Statement: Directors Berdahl, Elkus, 
Harris, and Wolpert.

COMPENSATION COMMITTEE 
Robert M. Berdahl 
Richard J. Elkus, Jr. 
Jack R. Harris 
Patricia S. Wolpert

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

No  interlocking  relationship  exists  or  existed  during  fiscal  year  2008  between  any  member  of  our 
Compensation  Committee  and  any  member  of  any  other  company’s  board  of  directors  or  compensation 
committee. The Compensation Committee consisted of directors Berdahl, Elkus, Harris, and Wolpert during 
fiscal year 2008.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 No family relationships exist or existed during fiscal year 2008 among any of the Company’s directors and 

executive officers. No related-party transactions occurred during fiscal year 2008. 

33

AUDIT COMMITTEE REPORT

Notwithstanding anything to the contrary set forth in any of the Company’s previous filings under the 
Securities Act or the Exchange Act that might incorporate all or portions of future filings, including this Proxy 
Statement, the following Report of the Audit Committee shall not be incorporated by reference into any such 
filings, nor shall they be deemed to be soliciting material or deemed filed with the SEC under the Securities Act 
or the Exchange Act.

Under  the  guidance  of  a  written  charter  adopted  by  the  Board  of  Directors,  the  purpose  of  the  Audit 
Committee is to monitor the integrity of the financial statements and the effectiveness of internal control over 
financial reporting of the Company, oversee the independence of the Company’s independent registered public 
accounting  firm,  appoint  and  provide  for  the  compensation  of  the  independent  registered  public  accounting 
firm, and evaluate the performance of the independent registered public accounting firm. Pursuant to the Audit 
Committee Charter, the Audit Committee is also responsible for reviewing and approving, if appropriate, all 
related-party transactions. Each of the members of the Audit Committee meets the independence requirements 
of NASDAQ. During fiscal year 2008 and as of the date of this Proxy Statement, the Audit Committee consisted 
of the following independent, non-employee directors: Directors Arscott, Inman, Lego, and Watanabe.

Management  has  primary  responsibility  for  the  system  of  internal  control  and  the  financial  reporting 
process. The independent registered public accounting firm has the responsibility to express an opinion on the 
financial statements and the system of internal control over financial reporting based on an audit conducted in 
accordance with the standards of the Public Company Accounting Oversight Board (U.S.). The Audit Committee 
has the responsibility to monitor and oversee these processes.

In this context and in connection with the audited financial statements contained in the Company’s Annual 

Report on Form 10-K for the fiscal year ended June 29, 2008, the Audit Committee:

•  
•  

•  

•  

•  

•  

reviewed and discussed the audited financial statements with Company management; 

reviewed  and  discussed  with  management  its  assessment  of  and  report  on  the  effectiveness  of 
the  Company’s  internal  control  over  financial  reporting  as  of  June  29,  2008,  which  management 
prepared using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway 
Commission in Internal-Control Integrated Framework. The Committee also reviewed and discussed 
with Ernst & Young LLP, the Company’s independent registered public accounting firm, Ernst & 
Young LLP’s attestation report on the Company’s internal control over financial reporting;

discussed with Ernst & Young LLP the matters required to be discussed by Statement of Auditing 
Standards No. 61, “Communication with Audit Committees,” as amended by Statement of Auditing 
Standards No. 90, “Audit Committee Communications”;

reviewed the written disclosures and the letter from Ernst & Young LLP, required by the Independence 
Standards Board Standard No. 1, “Independence Discussions with Audit Committees,” and discussed 
with Ernst & Young LLP its independence;

based  on  the  foregoing  reviews  and  discussions,  recommended  to  the  Board  of  Directors  that  the 
audited financial statements be included in the Company’s 2008 Annual Report on Form 10-K for the 
fiscal year ended June 29, 2008, filed with the SEC; and

instructed management and the independent registered public accounting firm that the Committee 
expects to be advised if there are any subjects that require special attention.

34

In connection with the Company’s voluntary internal review during fiscal year 2008 of its historical stock 
option  granting  practices  and  the  resulting  restatement  of  financial  statements  for  fiscal  years  1997  through 
2006, the Audit Committee, in coordination with the special committee of the Board appointed to oversee the 
voluntary internal review, monitored and reviewed Ernst & Young LLP’s services related to the internal review 
and the resulting restatement. Further details regarding the voluntary internal review and financial restatements 
are available in the Company’s SEC filings and in press releases accessible via the “News Room” page of the 
Company’s web site, www.lamresearch.com.

AUDIT COMMITTEE
David G. Arscott
Grant M. Inman
Catherine P. Lego
Seiichi Watanabe

RELATIONSHIP WITH 
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM;  
PRINCIPAL ACCOUNTING FEES AND SERVICES

Ernst & Young LLP has audited the Company’s consolidated financial statements since the Company’s 

inception. 

Fees Billed by Ernst & Young LLP

The table below shows the fees billed by Ernst & Young LLP for audit and other services provided to the 

Company in fiscal years 2008 and 2007.

Services / Type of Fee
Audit Fees(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
Audit-Related Fees(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
Tax Fees(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
All Other Fees(4)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
TOTAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 

  Fiscal Year 2008   Fiscal Year 2007
  $2,132,000  
147,000  
—  
—  
  $2,279,000  

$2,623,000  
  3,188,000  
—  
—  
$5,811,000  

(1)  Audit  fees  represent  fees  for  professional  services  provided  in  connection  with  the  audits  of  annual 
financial statements, reviews of quarterly financial statements, and audit services related to other statutory 
or regulatory filings or engagements. In addition, audit fees include those fees related to Ernst & Young 
LLP’s  audit  of  the  effectiveness  of  the  Company’s  internal  control  over  financial  reporting  pursuant  to 
Section 404 of the Sarbanes-Oxley Act.

(2)  Audit-related  fees  consist  of  assurance  and  related  services  that  are  reasonably  related  to  the  audit  or 
review of the Company’s financial statements and are not reported above under “Audit Fees.” For fiscal 
year 2008, these fees related primarily to the Company’s voluntary internal stock option review, synthetic 
lease issues, and the adoption of FIN 48.

(3) 

Tax fees represent fees for services primarily related to international tax compliance.

(4)  All other fees relate principally to fees for subsidiary-related services.

The Audit Committee reviewed summaries of the services provided by Ernst & Young LLP and the related 
fees during fiscal year 2008 and has determined that the provision of non-audit services was compatible with 
maintaining the independence of Ernst & Young LLP as the Company’s independent registered public accounting 
firm. The Audit Committee approved 100% of the services and related fee amounts for services provided by 
Ernst & Young LLP during fiscal year 2008. 

35

 
 
 
 
 
 
 
 
Policy on Audit Committee Pre-Approval of Audit and Non-Audit Services

It is the responsibility of the Audit Committee to approve, in accordance with Sections 10A(h) and (i) of 
the Exchange Act and the Rules and Regulations of the SEC, all professional services, to be provided to the 
Company by its Independent Registered Public Accounting Firm, provided that the Audit Committee shall not 
approve any non-audit services proscribed by Section 10A(g) of the Exchange Act in the absence of an applicable 
exemption.

It is the policy of the Company that the Audit Committee pre-approves all audit and permissible non-audit 
services provided by the Company’s independent registered public accounting firm, consistent with the criteria 
set forth in the Audit Committee Charter and applicable laws and regulations. The Committee has delegated to 
the Chair of the Committee the authority to pre-approve such services, provided that the Chair shall report any 
decision on his part to pre-approve such services to the full Audit Committee at its next regular meeting. These 
services  may  include  audit  services,  audit-related  services,  tax  services,  and  other  services.  The  Company’s 
independent registered public accounting firm and Company management are required to periodically report to 
the Audit Committee regarding the extent of services provided by the Company’s independent registered public 
accounting firm pursuant to any such pre-approval. 

SECURITIES AUTHORIZED FOR ISSUANCE UNDER 
EQUITY COMPENSATION PLANS

The following table provides information as of June 29, 2008, regarding securities authorized for issuance 
under the Company’s equity compensation plans. The equity compensation plans of the Company include the 
1991 Stock Option Plan, the 1996 Performance-Based Restricted Stock Plan, the 1997 Stock Incentive Plan, the 
1999 Stock Option Plan, the 2007 Equity Incentive Plan, and the 1999 Employee Stock Purchase Plan.

Number of  
Securities  
to be Issued Upon  
Exercise of 
Outstanding  
Options,  
Warrants, and  
Rights
(a)

Weighted- 
Average
Exercise Price  
of Outstanding 
Options,
Warrants, and
Rights (5)
(b)

Number of Securities 
Remaining Available 
for Future Issuance
Under Equity
Compensation Plans 
(excluding securities 
reflected in column 
(a))
(c)

Plan Category

Equity compensation plans approved  

by security holders  . . . . . . . . . . . . . . . . . . . . . . . .  

2,257,344(1)(2)

$19.60  

  19,280,952(3)

Equity compensation plans not approved  

by security holders  . . . . . . . . . . . . . . . . . . . . . . . .  
Total  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

2,045,574(4)
4,302,918 

$22.20  
$21.60  

  2,700,485 
  21,981,437 

(1) 

(2) 

(3) 

Includes shares issuable under the Company’s 1997 Stock Incentive Plan (the “1997 Plan”). The 1997 Plan 
was adopted by the Board in May 1997 and approved by the stockholders of the Company in August 1997. 
In October 2002, the Board amended the 1997 Plan to provide for the issuance of restricted stock unit 
awards, allow all 1997 Plan participants to participate in exchanges of stock options previously permitted 
under the 1997 Plan, and provide that vesting of restricted stock, deferred stock, performance share and 
restricted stock unit awards would be determined by the administrator of the Plan at the time of the award 
grant. The 1997 Plan expired on August 5, 2007.

Includes shares issuable under the Company’s 2007 Stock Incentive Plan, as amended (the “2007 Plan”). 
The 2007 Plan was adopted by the Board in August 2006, approved by the stockholders of the Company in 
November 2006, and amended by the Board in November 2006. The 2007 Plan reserves for issuance up to 
15,000,000 shares of the Company’s Common Stock.

Includes  6,141,631  shares  available  for  future  issuance  under  the  1999  Employee  Stock  Purchase  Plan 
(“1999 ESPP”). This number does not include shares that may be added to the 1999 ESPP share reserve in 
the future in accordance with the terms of the 1999 ESPP, as amended.

36

 
 
 
 
 
 
(4) 

Includes shares issuable under the Company’s 1999 Stock Option Plan (the “1999 Option Plan”). The 1999 
Option Plan reserves for issuance up to 27,500,000 shares of the Company’s Common Stock.

The  1999  Option  Plan  was  adopted  by  the  Board  as  of  November  5,  1998  (the  “Effective  Date”)  and 
amended and restated as of October 16, 2002 and November 7, 2002. All directors, officers and employees 
of Lam and its designated subsidiaries, as well as consultants, advisors or independent contractors who 
provide  valuable  services  to  the  Company  or  such  subsidiaries,  are  eligible  to  participate  in  the  1999 
Option Plan.

Nonstatutory stock options, deferred stock, restricted stock, performance shares, and restricted stock unit 
awards (collectively, the “Awards”) may be granted under the plan. Stock options granted under the 1999 
Option  Plan  must  have  an  exercise  price  that  is  not  less  than  the  fair  market  value  of  the  Company’s 
Common  Stock  on  the  date  of  the  grant.  The  administrator  shall  determine  the  participants  to  whom 
Awards shall be granted and the terms of such Awards. The 1999 Option Plan terminates ten years from 
the Effective Date.

In the event of a corporate transaction such as a change of control, the 1999 Option Plan provides that each 
outstanding Award shall be assumed, or an equivalent Award substituted, by the successor corporation or 
a parent or subsidiary of the successor corporation. In the event that the successor corporation does not 
agree to assume the Award or substitute an equivalent Award, subject to limitations that may be placed on 
an Award on the date of grant, outstanding Awards shall accelerate and become fully exercisable.

(5)  Does not include restricted stock units (RSUs) with an exercise price of $0.00.

37

 
 
 
PROPOSAL NO. 2 
RATIFICATION OF APPOINTMENT OF  
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Unless  marked  otherwise,  proxies  received  will  be  voted  “FOR”  the  ratification  of  the  appointment  of 
Ernst & Young LLP as the independent registered public accounting firm for the Company for the current fiscal 
year. Ernst & Young LLP has been the Company’s independent registered public accounting firm (independent 
auditor) since fiscal year 1981.

The audit services of Ernst & Young LLP during fiscal year 2008 included the examination of the consolidated 
financial statements and the system of internal control over financial reporting of the Company and services related to 
filings with the SEC and other regulatory bodies. Audit-related services during fiscal year 2008 related primarily to 
the Company’s voluntary internal review of historical stock option granting practices and the resulting restatement of 
financial statements for fiscal years 1997 through 2006, synthetic lease issues, and the adoption of FIN 48.

The Audit Committee of the Company meets with Ernst & Young LLP on an annual or more frequent basis. 
At such time, the Audit Committee reviews both audit and non-audit services performed by Ernst & Young LLP, 
as well as the fees charged for such services. Among other things, the Committee examines the effect that the 
performance of non-audit services, if any, may have upon the independence of the independent registered public 
accounting firm. All professional services provided by Ernst & Young LLP, including such non-audit services, 
if  any,  are  subject  to  approval  by  the  Audit  Committee  in  accordance  with  applicable  securities  laws,  rules, 
and  regulations.  For  more  information,  see  the  “Report  of  the  Audit  Committee”  and  the  “Relationship  with 
Independent Registered Public Accounting Firm” sections above.

A representative of Ernst & Young LLP is expected to be present at the Annual Meeting and will have an 
opportunity to make a statement if he or she so desires. The representative will also be available to respond to 
appropriate questions from the stockholders.

Approval of Proposal No. 2 will require the affirmative vote of a majority of the outstanding shares of 
Common  Stock  present  or  represented  and  voting  on  such  Proposal  at  the  Annual  Meeting.  Unless  marked 
otherwise, proxies received will be voted “FOR” the approval of Proposal No. 2.

THE BOARD OF DIRECTORS OF THE COMPANY RECOMMENDS A VOTE “FOR”  
THE RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS  
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  
FOR FISCAL YEAR 2009.

OTHER MATTERS

The  Company  knows  of  no  other  matters  to  be  submitted  to  the  Annual  Meeting.  If  any  other  matters 
properly come before the Annual Meeting, it is the intention of the proxy holders named in the enclosed form of 
proxy to vote the shares they represent as the Board of Directors may recommend or, if no such recommendation 
is given, as the proxy holders decide in their reasonable judgment.

It is important that your stock holdings be represented at the meeting, regardless of the number of shares 
you hold. You are, therefore, urged to execute and return, at your earliest convenience, the accompanying proxy 
card in the enclosed envelope or otherwise exercise your stockholder voting rights by telephone or Internet, as 
provided in the materials accompanying this Proxy Statement.

By Order of the Board of Directors,

Fremont, California
Dated: October 6, 2008

George M. Schisler, Jr.
Secretary

38

 
 
 
 
 
 
 
 
UNITED STATES  
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

(MARK ONE) 

FORM 10-K

  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE  
SECURITIES EXCHANGE ACT OF 1934 
For the fiscal year ended June 29, 2008
OR
  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE  
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM __________ TO __________.  
Commission file number: 0-12933
LAM RESEARCH CORPORATION

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of  
incorporation or organization)

4650 Cushing Parkway  
Fremont, California  
(Address of principal executive offices)

94-2634797
(I.R.S. Employer  
Identification No.)

94538  
(Zip code)

Registrant’s telephone number, including area code: (510) 572-0200
Securities registered pursuant to Section 12(b) of the Act:

Title of class
Common Stock, Par Value $0.001 Per Share

Name of exchange on which registered
NASDAQ Global Select Market

Securities registered pursuant to Section 12(g) of the Act:
None
(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes   No 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes    No 
Indicate  by  check  mark  whether  the  registrant  (1)  has  filed  all  reports  required  to  be  filed  by  Section  13  or  15(d)  of  the  Securities  Exchange  Act  of 
1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing 
requirements for the past 90 days. Yes    No 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the 
best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this 
Form 10-K. 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See 

the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer 

Accelerated filer 

Non-accelerated filer 
(Do not check if a smaller reporting company)

Smaller reporting company 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes    No 
The aggregate market value of the Registrant’s Common Stock, $0.001 par value, held by non-affiliates of the Registrant, as of December 23, 2007, the 
last business day of the most recently completed second fiscal quarter with respect to the fiscal year covered by this Form 10-K, was $4,510,079,158. Common 
Stock held by each officer and director and by each person who owns 5% or more of the outstanding Common Stock has been excluded from this computation 
in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination of such status for other 
purposes.

As of August 15, 2008, the Registrant had 125,429,388 outstanding shares of Common Stock.

DOCUMENTS INCORPORATED BY REFERENCE

Parts of the Registrant’s Proxy Statement for the Annual Meeting of Stockholders to be held November 6, 2008 are incorporated by reference into Part III 

of this Form 10-K. (However, the Reports of the Audit Committee and Compensation Committee are expressly not incorporated by reference herein.)

LAM RESEARCH CORPORATION

2008 ANNUAL REPORT ON FORM 10-K

TABLE OF CONTENTS

Part I.

Item 1.  Business. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 1A.  Risk Factors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 1B.  Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 2. 

Properties. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 3.  Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 4. 

Submission of Matters to a Vote of Security Holders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Part II.

Item 5. 

 Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer 
Purchases of Equity Securities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 6. 

Selected Financial Data. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 7. 

 Management’s Discussion and Analysis of Financial Condition and Results  
of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 7A.  Quantitative and Qualitative Disclosures about Market Risk . . . . . . . . . . . . . . . . . . . . . . . .

Item 8. 

Financial Statements and Supplementary Data. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 9. 

 Changes in and Disagreements With Accountants on Accounting and  
Financial Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 9A.  Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 9B.  Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Part III.

Item 10.  Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 11.  Executive Compensation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 12. 

 Security Ownership of Certain Beneficial Owners and Management and Related 
Stockholder Matters  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 13.  Certain Relationships and Related Transactions, and Director Independence . . . . . . . . . . .

Item 14.  Principal Accounting Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Part IV.

Item 15.  Exhibits, Financial Statement Schedules  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Exhibit Index  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Page

2

11

21

21

21

21

23

24

26

42

44

44

45

45

46

46

46

46

46

47

86

88

1

PART I

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

With the exception of historical facts, the statements contained in this discussion are forward-looking 
statements, which are subject to the safe harbor provisions created by the Private Securities Litigation Reform 
Act of 1995. Certain, but not all, of the forward-looking statements in this report are specifically identified. 
The identification of certain statements as “forward-looking” is not intended to mean that other statements 
not specifically identified are not forward-looking. Forward-looking statements include, but are not limited 
to, statements that relate to our future revenue, shipments, cost and margins, product development, demand, 
acceptance  and  market  share,  competitiveness,  market  opportunities,  levels  of  research  and  development 
(R&D), outsourced activities and operating expenses, anticipated manufacturing, customer and technical 
requirements, the ongoing viability of the solutions that we offer and our customer’s success, tax expenses, 
our management’s plans and objectives for our current and future operations and business focus, the levels 
of customer spending or R&D activities, general economic conditions, the sufficiency of financial resources 
to support future operations, and capital expenditures. Such statements are based on current expectations 
and are subject to risks, uncertainties, and changes in condition, significance, value and effect, including 
without limitation those discussed below under the heading “Risk Factors” within Item 1A and elsewhere 
in this report and other documents we file from time to time with the Securities and Exchange Commission 
(SEC),  such  as  our  quarterly  reports  on  Form  10-Q  and  our  current  reports  on  Form  8-K.  Such  risks, 
uncertainties and changes in condition, significance, value and effect could cause our actual results to differ 
materially from those expressed herein and in ways not readily foreseeable. Readers are cautioned not to 
place undue reliance on these forward-looking statements, which speak only as of the date hereof and are 
based on information currently and reasonably known to us. We undertake no obligation to release the results 
of any revisions to these forward-looking statements, which may be made to reflect events or circumstances 
that occur after the date hereof or to reflect the occurrence or effect of anticipated or unanticipated events. 
All references to fiscal years apply to our fiscal years, which ended June 29, 2008, June 24, 2007, and June 
25, 2006.

Item 1.  Business

Lam Research Corporation (“Lam Research,” “Lam,” “we,” or the “Company”) is a leading supplier of wafer 
fabrication equipment and services to the worldwide semiconductor industry. Our wafer fabrication equipment, 
services,  and  extensive  technical  expertise  have  contributed  to  advancing  semiconductor  manufacturing  and 
producing some of the world’s most advanced semiconductor devices for more than 25 years. We are recognized 
as the market share leader in plasma etch and, leveraging our etch expertise, we are addressing some of today’s 
most advanced semiconductor processing challenges with an expanded product portfolio beyond etch.

We design, manufacture, market, and service semiconductor processing equipment used in the fabrication 
of integrated circuits. Semiconductor wafers are subjected to a complex series of process and preparation steps 
that result in the simultaneous creation of many individual integrated circuits. We leverage our expertise in these 
areas to develop integrated processing solutions which typically benefit our customers through reduced cost, 
lower defect rates, enhanced yields, or faster processing time. Many of the technical advances that we introduce 
in  our  newest  products  are  also  available  as  upgrades  to  our  installed  base  of  equipment,  a  benefit  that  can 
provide customers with a cost-effective strategy for extending the performance and capabilities of their existing 
wafer fabrication lines.

Our  innovative  etch  technologies  enable  customers  to  build  some  of  the  world’s  highest-performing 
integrated circuits. Our etch systems shape the microscopic conductive and dielectric layers into circuits that 
define a chip’s final use and function. We also offer a broad portfolio of single-wafer clean technologies which 
allow  our  customers  to  implement  customized  yield-enhancing  solutions.  With  each  new  technology  node, 
additional  requirements  and  challenges  drive  the  need  for  advanced  manufacturing  solutions.  We  strive  to 
consistently deliver these advanced capabilities with cost-effective production performance as we understand 
the  close  relationship  between  customer  trust  and  the  timely  delivery  of  new  solutions  that  leads  to  shared 
success with our customers.

2

Incorporated in 1980, Lam Research is headquartered in Fremont, California, and maintains a network of 
facilities throughout the United States, Japan, Europe, and Asia in order to meet the needs of its global customer 
base.

In March 2008, we completed our acquisition of SEZ Holding AG (“SEZ”), a leading supplier of single-
wafer wet clean technology and products, founded in 1986, with primary operations based in Austria. SEZ’s 
proprietary Spin-Processor™ technology (single-wafer spin clean technology) forms part of our broad equipment 
portfolio for wafer cleaning solutions. The single-wafer clean market is central to our adjacent market growth 
strategy. As approximately 50% of the wafer cleaning steps in a fab immediately follow an etch process, acquiring 
a major wafer clean company is a natural and logical step to growing our business. The combination of the two 
companies allows us to offer a full spectrum of single-wafer cleaning and surface preparation solutions, with 
products incorporating proprietary single-wafer spin, linear, plasma-based bevel clean, and strip technologies.

Additional information about Lam Research is available on our web site at http://www.lamresearch.com. 
Our Annual Report on Form 10-K, Quarterly Reports on Forms 10-Q, Current Reports on Form 8-K, and any 
amendments to those reports are available on our website as soon as reasonably practicable after we filed them 
with or furnish them to the Securities and Exchange Commission (“SEC”), and are also available online at the 
SEC web site at http://www.sec.gov.

Etch Process

Etch  processes,  which  are  repeated  numerous  times  during  the  wafer  fabrication  cycle,  are  required  to 
manufacture every type of semiconductor device produced today. Our etch products selectively remove portions 
of  various  films  from  the  wafer  in  the  creation  of  semiconductor  devices  by  utilizing  various  plasma-based 
technologies to create critical device features at current and future technology nodes. Plasma consists of charged 
and  neutral  species  that  react  with  exposed  portions  of  the  wafer  surface  to  remove  dielectric  or  conductive 
materials and produce the finely delineated features and patterns of an integrated circuit.

Dielectric Etch

For dielectric etch, new materials integration often requires etching multi-layer film stacks. In addition to 
the challenges introduced by new materials and scaling, device manufacturers’ desire to reduce overall cost per 
wafer has placed an increased emphasis on the ability to etch multiple films in the same chamber (in situ).

DFC Technology

Production-proven in high-volume manufacturing for more than 13 years, our patented Dual Frequency 
Confined™  technology  has  been  extended  to  incorporate  multi-frequency  power  with  a  physically  confined 
plasma.  The  application  of  power  at  different  frequencies  provides  enhanced  process  flexibility  and  allows 
different materials to be etched in the same chamber. Physical confinement of the plasma to an area directly 
above the wafer minimizes chemical interaction with the chamber walls, eliminating potential polymer build-up 
that could lead to defects on the wafer. Confinement also enables our proprietary in situ Waferless Autoclean™ 
technology to clean chamber components after each wafer has been etched. Used together, multi-frequency and 
WAC™ technologies provide a consistent process environment for every wafer, preventing process drift and 
ensuring repeatable process results wafer-to-wafer and chamber-to-chamber.

2300® Exelan® Flex™, 2300® Exelan® Flex45™ Dielectric Etch Systems 

Our 2300 Exelan Flex dielectric etch products represent a continuous evolution of the productivity and 
performance benefits of DFC technology. The Exelan Flex family allows a single chamber design to meet the 
requirements of a wide range of applications through multiple technology generations. Advances in system design, 
such as multiple frequencies, meet the more demanding uniformity and profile requirements for applications at 
the 45 nm node and beyond.

3

Conductor Etch

As the semiconductor industry continues to shrink critical feature sizes and improve device performance, 
a variety of new etch challenges have emerged. For conductor etch, these challenges include processing smaller 
features, new materials, and new transistor structures on the wafer. Due to decreasing feature sizes, the etch 
process can now require atomic-level control across a 300 mm wafer. The incorporation of new metal gates and 
high-k dielectric materials in the device stack  requires advanced multi-film etching capability. Furthermore, 
the adoption of double patterning techniques to address lithography challenges at the 45 nm node and beyond is 
driving the etch process to define the feature on the wafer as well as to transfer the pattern into the film. All of 
these challenges require today’s conductor etch systems to provide advanced capabilities, while still providing 
high productivity.

TCP Technology

Introduced  in  1992,  our  Transformer  Coupled  Plasma™  technology  continues  to  provide  leading-edge 
capability for advanced conductor etch applications at the 45 nm node and beyond. By efficiently coupling radio 
frequency power into plasma at low pressures, the TCP technology provides capability to etch nanoscale features 
into silicon and metal films. The advanced TCP source design ensures a uniform, high-density plasma across the 
wafer, without requiring magnetic enhancements that could cause device damage. With a wide process window 
over a range of power, chemistry, and pressure combinations, TCP technology provides the flexibility required 
to perform multiple etch steps in the same chamber.

2300® Versys® Kiyo®, 2300® Versys® Kiyo45™, 2300® Versys® Kiyo3x, 2300® Versys® Metal45™ Etch System 
Conductor Etch Systems

Now in its third generation, the 2300 Versys product family combines iterative advances in technology 
to  provide  critical  dimension  (“CD”)  uniformity  and  productivity  for  a  wide  range  of  conductor  and  metal 
etch applications. Our etch products perform production-proven in situ etch of complex features. In addition, 
proprietary  pre-coat  and  post-etch  chamber  clean  techniques  provide  the  same  environment  for  superior 
repeatability, as well as high uptime and yield wafer after wafer.

MEMS and Deep Silicon Etch

Micro-electromechanical systems (“MEMS”) devices are increasingly being used in consumer applications, 
such as ink jet printer heads and inertial sensors. This is driving a number of MEMS applications to transition 
into high-volume manufacturing, which requires the high levels of cost-effective production typically seen in 
commodity semiconductor memory devices. To achieve high yield in mass production, the MEMS etch process 
requires wafer-to-wafer repeatability.

TCP® 9400DSiE™ Deep Silicon Etch System 

The TCP 9400DSiE system is based on our production-proven TCP 9400 silicon etch series. The system’s 
patented high-density TCP plasma source provides a configuration to meet the challenges of silicon deep reactive 
ion etch (“Si DRIE”), offering broad process capability and flexibility for a wide range of MEMS, advanced 
packaging, and power semiconductor applications. Incorporation of our proprietary  in situ chamber cleaning 
technology provides etch rate stability.

Three-Dimensional Integrated Circuits (“3-D IC”) Etch 

The semiconductor industry is developing advanced, 3-D IC using through-silicon vias (“TSV”) to provide 
interconnect capability for die-to-die and wafer-to-wafer stacking. In addition to a reduced form factor, 3-D ICs 
can enhance device performance through increased speed and decreased power consumption. Manufacturers 
are currently considering a wide variety of 3-D integration schemes that present an equally broad range of TSV 
etch requirements. Plasma etch technology, which has been used extensively for deep silicon etching in memory 
devices and MEMS production, is well suited for TSV creation.

4

2300® Syndion™ Through-Silicon Via Etch System 

The 2300 Syndion etch system is based on our patented TCP technology and the production-proven 2300 
Versys Kiyo conductor etch system. The Syndion system can etch multiple film stacks in the same chamber, 
including silicon, dielectric, and conducting materials, thereby addressing multiple TSV etch requirements.

Pattern Enhancement

Lithography challenges at the 45 nm node and beyond provide opportunities for non-lithographic solutions 
to continue device scaling. Innovative patterning methods are needed to produce the ever smaller feature sizes 
and tighter pitches (the center-to-center distance between features of an integrated circuit) demanded of today’s 
advanced  chip  designs.  We  believe  that  patterning  solutions  offer  opportunities  to  address  the  challenges  of 
current and next-generation lithography systems and that the adoption of in-situ shrinks and double-patterning 
techniques may allow manufacturers to postpone investments in new lithography equipment.

2300® Motif™ Pattern Enhancement System 

The 2300 Motif post-lithography pattern enhancement system enables cost-effective production of next-
generation  feature  sizes  using  current  lithography.  Using  a  proprietary  plasma-assisted  process,  the  system 
reduces the original printed CD of a feature by as much as 50 nm for holes and 100 nm for trenches and delivers 
well-controlled final CDs as small as 10 nm.

Clean Process

The  manufacture  of  semiconductor  devices  involves  a  series  of  processes  such  as  etch  and  deposition, 
which leave particles and residues on the surface of the wafer. The wafer must generally be cleaned after these 
steps to remove residues that could adversely impact the processes that immediately follow them and degrade 
device performance. Common wafer cleaning steps include post-etch and post-strip cleans and pre-diffusion and 
pre-deposition.

Specific  challenges  at  45  nm  and  beyond  include  thorough  particle  removal,  protecting  structures  with 
fragile new materials and smaller feature sizes, achieving effective residue removal and drying, while minimizing 
substrate material loss. In addition, management of potential defect sources  at the wafer’s  edge will become 
increasingly challenging as new materials are introduced in the process flow.

Single-Wafer Wet Clean

As  device  geometries  shrink  and  new  materials  are  introduced,  the  number  of  wafer  cleaning  steps  is 
increasing. In addition, each step has different selectivity and defectivity requirements that add to manufacturing 
complexity. The need to clean fragile structures without causing damage is a reason why chipmakers are turning 
to single-wafer wet clean processing technology for next-generation devices.

Over the past decade, a transition from batch to single-wafer has occurred for BEOL wet clean applications 
and a similar migration for front-end-of-line (“FEOL”) wet clean applications appears to be occurring as the need 
for higher particle removal efficiency without device structure damage becomes more critical. Single-wafer wet 
processing is particularly advantageous for those applications where improved defect performance (removing 
particles without damaging the wafer pattern) or enhanced selectivity and CD control can improve yield.

Single-Wafer Spin Clean Products: SP Series, Da Vinci®, DV-Prime™, Esanti® 

With the acquisition of SEZ in March 2008, we have expanded our portfolio to include single-wafer spin 
systems, in addition to gaining more than 20 years of experience in clean technology and a substantial installed 
customer base. This single-wafer Spin-Processor technology for cleaning and removing films has assisted the 
industry transition from batch to single-wafer wet processing. By offering advanced dilute chemistry and solvent 
solutions in our systems, our single-wafer spin clean systems address certain defectivity and material integrity 
requirements.

5

Single-Wafer Linear Clean Product: C3™ Technology 

To meet the challenges of smaller critical dimensions, increasing aspect ratios, and new materials integration, 
our  Confined  Chemical  Cleaning™  (“C3”)  technology  is  targeted  at  applications  requiring  high-selectivity 
residue removal without damaging sensitive device structures. The C3 technology combines linear wafer motion 
with chemically-driven single-wafer cleaning to remove residues with chemical exposure times as short as a few 
seconds. The cleaning exposure time is optimized for efficient removal of the target materials, while limiting the 
impact on critical materials. This technology addresses applications that require high-selectivity cleaning, such 
as high-k metal gate post-etch clean.

Plasma-Based Bevel Clean

Semiconductor  manufacturers  are  paying  increasing  attention  to  the  wafer’s  edge  as  a  source  of  yield-
limiting defects. New materials like porous low-k and organic films often do not adhere as well as traditional 
silicon or polymer-based films and have the potential to be significant defect sources. By including cleaning 
steps  that  target  the  bevel  region,  the  number  of  good  die  at  the  wafer’s  edge  can  be  increased  to  maximize 
yield.

2300® Coronus™ Plasma-Based Bevel Clean System 

The  2300  Coronus  plasma-based  bevel  clean  system  incorporates  plasma  technology  to  remove  yield-
limiting  defect  sources.  The  system  combines  the  ability  of  plasma  to  selectively  remove  a  wide  variety  of 
materials  with  a  proprietary  confinement  technology  that  protects  the  die  area.  Incorporating  our  Dynamic 
Alignment technology on the production-proven 2300 platform, the Coronus system provides highly accurate 
wafer placement for reproducible results and superior encroachment control and is designed to remove a wide 
range of material types, in multiple applications throughout the manufacturing process flow.

The Lam Research logo, Lam Research, and all product and service names used herein are either registered 
trademarks or trademarks of Lam Research Corporation in the United States and/or other countries. All other 
marks mentioned herein are the property of their respective holders.

Research and Development

The market for semiconductor capital equipment is characterized by rapid technological change and product 
innovation.  Our  ability  to  obtain  and  maintain  our  competitive  advantage  depends  in  part  on  our  continued 
and  timely  development  of  new  products  and  enhancements  to  existing  products.  Accordingly,  we  devote  a 
significant portion of our personnel and financial resources to R&D programs and seek to maintain close and 
responsive relationships with our customers and suppliers.

Our  R&D  expenses  during  fiscal  years  2008,  2007,  and  2006  were  $323.8  million,  $285.3  million, 
and  $229.4  million,  respectively.  The  majority  of  spending  is  targeted  at  etch  and  plasma-based  technology 
applications with an increasing proportion focused on adjacent markets including single-wafer spin wet clean, 
pre-  and  post-etch  step  opportunities,  consistent  with  our  multi-product  growth  strategy.  We  believe  current 
challenges for customers in the pre- and post-etch applications present opportunities for us. We plan to leverage 
our extensive production experience in etch and strip into new products and new capabilities for our customers 
at the 65, 45, and 32 nm nodes, including post ion implantation strip, clean, and patterning.

We expect to continue to make substantial investments in R&D to meet our customers’ product needs, 

support our growth strategy, and enhance our competitive position.

Marketing, Sales, and Service

Our marketing, sales, and service efforts are focused on building long-term relationships with our customers 
and targeting product and service solutions designed to meet our customers’ needs. These efforts are supported 
by a team of product marketing and sales professionals as well as equipment and process engineers who work 
closely with individual customers to develop solutions for their wafer processing needs. We maintain ongoing 
service  relationships  with  our  customers  and  have  an  extensive  network  of  field  service  engineers  in  place 

6

throughout the United States, Europe, Taiwan, Korea, Japan, and Asia Pacific. We believe that comprehensive 
support programs and close working relationships with customers are essential to maintaining high customer 
satisfaction and our competitiveness in the marketplace.

We offer standard warranties for our systems that generally run for a period of 12 months from system 
acceptance. The warranty provides that systems shall be free from defects in material and workmanship and 
conform to our published specifications.  The warranty is limited to repair of the defect or replacement with 
new or like-new equivalent goods and is valid when the buyer provides prompt notification within the warranty 
period of the claimed defect or non-conformity and also makes the items available for inspection and repair. We 
also offer extended warranty packages to our customers to purchase as desired.

International Sales

A  significant  portion  of  our  sales  and  operations  occur  outside  the  United  States  and,  therefore,  may 
be  subject  to  certain  risks,  including  but  not  limited  to  tariffs  and  other  barriers,  difficulties  in  staffing  and 
managing  non-U.S.  operations,  adverse  tax  consequences,  exchange  rate  fluctuations,  changes  in  currency 
controls, compliance with U.S. and international laws and regulations, including U.S. export restrictions, and 
economic  and  political  conditions.  Any  of  these  factors  may  have  a  material  adverse  effect  on  our  business, 
financial position, and results of operations and cash flows. Revenue by region was as follows:

June 29,
2008

Year Ended
June 24,
2007
(in thousands)

June 25,
2006

Revenue:

United States  . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia Pacific  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Taiwan  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Korea  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total revenue  . . . . . . . . . . . . . . . . . . . . . . . . .

$ 417,807
235,191
308,984
502,683
554,924
455,322
$2,474,911

$ 408,631
237,716
451,487
573,875
531,310
363,557
$2,566,576

$ 238,009
208,369
193,181
277,731
366,939
357,942
$1,642,171

Please see Note 18, “Segment, Geographic Information and Major Customers”, to Consolidated Financial 

Statements for a description of the geographic locations of long-lived assets.

Customers

Our  customers  include  many  of  the  world’s  leading  semiconductor  manufacturers.  Customers  continue 
to  establish  joint  ventures,  alliances  and  licensing  arrangements  which  have  the  potential  to  positively  or 
negatively impact our competitive position and market opportunity. In fiscal year 2008, revenues from Samsung 
Electronics Company, Ltd. and Toshiba Corporation accounted for approximately 19% and 13%, respectively, 
of total revenues. In fiscal year 2007, revenues from Hynix Semiconductor and Samsung Electronics Company, 
Ltd.,  each  accounted  for  approximately  14%  of  total  revenues.  In  fiscal  year  2006,  revenues  from  Samsung 
Electronics  Company,  Ltd.,  accounted  for  approximately  15%  of  total  revenues  and  revenues  from  Toshiba 
Corporation accounted for approximately 12% of total revenues.

A material reduction in orders from our customers in the semiconductor industry could adversely affect 
our  results  of  operations  and  projected  financial  condition.  Our  business  depends  upon  the  expenditures  of 
semiconductor  manufacturers.  Semiconductor  manufacturers’  businesses,  in  turn,  depend  on  many  factors, 
including their economic capability, the current and anticipated market demand for integrated circuits and the 
availability of equipment capacity to support that demand.

7

 
  
Backlog

Our unshipped orders backlog includes orders for systems, spares, and services where written customer 
requests have been accepted and the delivery of products or provision of services is anticipated within the next 
12 months. Our policy is to revise our backlog for order cancellations and to make adjustments to reflect, among 
other things, spares volume estimates and customer delivery date changes. In general, we schedule production 
of our systems based upon purchase orders in backlog and our customers’ delivery requirements. Included in 
our systems backlog are orders for which written requests have been accepted, prices and product specifications 
have been agreed upon, and shipment of systems is expected within one year. The spares and services backlog 
includes customer orders for products that have not yet shipped and for services that have not yet been provided. 
Where specific spare parts and customer service purchase contracts do not contain discrete delivery dates, we 
use volume estimates at the contract price and over the contract period, not exceeding 12 months, in calculating 
backlog amounts.

As of June 29, 2008 and June 24, 2007, our backlog was approximately $410 million and $643 million, 
respectively. Generally, orders for our products and services are subject to cancellation by our customers with 
limited  penalties.  Because  some  orders  are  received  for  shipments  in  the  same  quarter  and  due  to  possible 
customer  changes  in  delivery  dates  and  cancellations  of  orders,  our  backlog  at  any  particular  date  is  not 
necessarily indicative of business volumes nor actual revenue levels for succeeding periods.

Manufacturing

Our manufacturing operations consist mainly of assembling and testing components, sub-assemblies, and 
modules that are then integrated into finished systems prior to shipment to or at the location of our customers. 
Most of the assembly and testing of our products is conducted in cleanroom environments.

We  have  agreements  with  third  parties  to  outsource  certain  aspects  of  our  manufacturing,  production 
warehousing, and logistics functions. We believe that these outsourcing contracts provide us more flexibility to 
scale our operations up or down in a more timely and cost effective manner, enabling us to respond to the cyclical 
nature of our business. We believe that we have selected reputable providers and have secured their performance 
on terms documented in written contracts. However, it is possible that one or more of these providers could fail to 
perform as we expect, and such failure could have an adverse impact on our business and have a negative effect 
on our operating results and financial condition. Overall, we believe we have effective mechanisms to manage 
risks associated with our outsourcing relationships. Refer to Note 14 of our Consolidated Financial Statements, 
included in Item 8 herein, for further information concerning our outsourcing commitments.

Certain components and sub-assemblies included in our products are only obtained from a single supplier. 
We believe that, in many cases, alternative sources could be obtained and qualified to supply these products. 
Nevertheless, a prolonged inability to obtain these components could have an adverse effect on our operating 
results and could unfavorably impact our customer relationships.

Environmental Matters

We are subject to a variety of governmental regulations related to the management of hazardous materials. 
We are currently not aware of any pending notices of violation, fines, lawsuits, or investigations arising from 
environmental matters that would have any material effect on our business. We believe that we are in general 
compliance with these regulations and that we have obtained (or will obtain or are otherwise addressing) all 
necessary environmental permits to conduct our business. Nevertheless, the failure to comply with present or 
future regulations could result in fines being  imposed on us,  suspension of production, and cessation  of our 
operations or reduction in our customers’ acceptance of our products. These regulations could require us to alter 
our current operations, to acquire significant equipment, or to incur substantial other expenses to comply with 
environmental regulations. Our failure to control the use, sale, transport or disposal of hazardous substances 
could subject us to future liabilities.

8

Employees

As of August 15, 2008, we had approximately 3,800 regular employees. 

Each of our employees is required to comply with our policies relating to maintaining the confidentiality of 
our proprietary information and with our statement of standards of business conduct. In the semiconductor and 
semiconductor equipment industries, competition for highly skilled employees is intense. Our future success 
depends, to a significant extent, upon our continued ability to attract and retain qualified employees particularly 
in the R&D and customer support functions.

Competition

The semiconductor capital equipment industry is characterized by rapid change and is highly competitive 
throughout the world. To compete effectively, we invest significant financial resources to continue to strengthen 
and enhance our product and services portfolio and to maintain customer service and support locations globally. 
Semiconductor manufacturers evaluate capital equipment suppliers in many areas, including, but not limited to, 
process performance, productivity, customer support, defect control, and overall cost of ownership, which can 
be affected by many factors such as equipment design, reliability, software advancements, etc. Our ability to 
succeed in the marketplace will depend upon our ability to maintain existing products and introduce product 
enhancements  and  new  products  on  a  timely  basis.  In  addition,  semiconductor  manufacturers  must  make  a 
substantial  investment  to  qualify  and  integrate  new  capital  equipment  into  semiconductor  production  lines. 
As  a result,  once  a  semiconductor  manufacturer  has  selected  a  particular  supplier’s  equipment and  qualified 
it for production, the manufacturer generally maintains that selection for that specific production application 
and  technology  node  provided  that  there  is  demonstrated  performance  to  specification  by  the  installed  base. 
Accordingly,  we  may  experience  difficulty  in  selling  to  a  given  customer  if  that  customer  has  qualified  a 
competitor’s  equipment.  We  must  also  continue  to  meet  the  expectations  of  our  installed  base  of  customers 
through the delivery of high-quality and cost-efficient spare parts in the presence of third-party spares provider 
competition.  We  face  significant  competition  with  all  of  our  products  and  services.  Certain  of  our  existing 
and potential competitors have substantially greater financial resources and larger engineering, manufacturing, 
marketing, and customer service and support organizations than we do. In addition, we face competition from a 
number of emerging companies in the industry. We expect our competitors to continue to improve the design and 
performance of their current products and processes and to introduce new products and processes with enhanced 
price/performance characteristics. If our competitors make acquisitions or enter into strategic relationships with 
leading semiconductor manufacturers, or other entities, covering products similar to those we sell, our ability to 
sell our products to those customers could be adversely affected. There can be no assurance that we will continue 
to  compete  successfully  in  the  future.  Our  primary  competitors  in  the  etch  market  are  Tokyo  Electron,  Ltd. 
and Applied Materials, Inc. Our primary competitor in the single-wafer wet clean market is Dainippon Screen 
Manufacturing Co. Ltd. (“DNS”).

Patents and Licenses

Our policy is to seek patents on inventions relating to new or enhanced products and processes developed 
as part of our ongoing research, engineering, manufacturing, and support activities. We currently hold a number 
of United States and foreign patents covering various aspects of our products and processes. We believe that the 
duration of our patents generally exceeds the useful life of the technologies and processes disclosed and claimed 
therein. Our patents, which cover material aspects of our past and present core products, have current durations 
ranging from approximately one to twenty years. We believe that, although the patents we own and may obtain 
in the future will be of value, they will not alone determine our success, which depends principally upon our 
engineering,  marketing,  support,  and  delivery  skills.  However,  in  the  absence  of  patent  protection,  we  may 
be vulnerable to competitors who attempt to imitate our products, manufacturing techniques, and processes. 
In  addition,  other  companies  and  inventors  may  receive  patents  that  contain  claims  applicable  or  similar  to 
our products and processes. The sale of products covered by patents of others could require licenses that may 
not be available on terms acceptable to us, or at all. For further discussion of legal matters, see Item 3, “Legal 
Proceedings,” of this Annual Report on Form 10-K as of and for the year ended June 29, 2008 (the “2008 Form 
10-K).

9

Recent Acquisitions

During  fiscal  year  2008,  we  acquired  approximately  99%  of  the  outstanding  shares  of  SEZ  Holding 
AG (“SEZ”), a major supplier of single-wafer wet clean technology and products to the global semiconductor 
manufacturing  industry.  The  acquisition  was  an  all-cash  transaction.  We  expect  to  take  additional  steps  as 
necessary to acquire the SEZ shares that remain outstanding. The acquisition of these shares was conducted 
pursuant  to  the  terms  of  a  Transaction  Agreement  entered  into  on  December  10,  2007  by  and  between  the 
Company  and  SEZ.  SEZ’s  Spin-Process  single-wafer  technology  forms  part  of  a  broad  equipment  solution 
portfolio for wafer cleaning and decontamination, a key process adjacent to etch.

Other Cautionary Statements

See the discussion of risks in the section of this 2008 Form 10-K entitled Item 1A, “Risk Factors” and 

elsewhere in this report.

EXECUTIVE OFFICERS OF THE COMPANY

As of August 27, 2008, the executive officers of Lam Research were as follows:

Name
James W. Bagley
Stephen G. Newberry

Martin B. Anstice
Ernest E. Maddock
Abdi Hariri
Richard A. Gottscho
Thomas J. Bondur

Age
69
54

41
50
46
56
40

Title

Executive Chairman
President and Chief Executive Officer 
Senior Vice President, Chief Financial Officer  

and Chief Accounting Officer

Senior Vice President, Global Operations
Group Vice President, Customer Support Business Group
Group Vice President and General Manager, Etch Businesses
Vice President, Global Field Operations

James W. Bagley became Chief Executive Officer and a Director of the Company with the merger of Lam 
Research and OnTrak Systems, Inc., in 1997. Effective September 1, 1998, he was appointed Chairman of the 
Board. On June 27, 2005, Mr. Bagley transitioned from Chairman of the Board and Chief Executive Officer to 
Executive Chairman of the Board of Lam Research. Mr. Bagley currently is a director of Teradyne, Inc. and 
Micron Technology, Inc. From June 1996 to August 1997, Mr. Bagley served as Chairman of the Board and Chief 
Executive Officer of OnTrak Systems, Inc. He was formerly Chief Operating Officer and Vice Chairman of the 
Board of Applied Materials, Inc., where he also served in other senior executive positions during his 15-year 
tenure.  Mr.  Bagley  held  various  management  positions  at  Texas  Instruments,  Inc.,  before  he  joined  Applied 
Materials, Inc.

Stephen G. Newberry joined the Company in August 1997 as Executive Vice President and Chief Operating 
Officer. He was appointed President and Chief Operating Officer of Lam Research in July 1998 and President and 
Chief Executive Officer in June 2005. Mr. Newberry currently serves as a director of Lam Research Corporation 
and of SEMI, the industry’s trade association. Prior to joining Lam Research, Mr. Newberry served as Group 
Vice President of Global Operations and Planning at Applied Materials, Inc. During his 17 years at Applied 
Materials, he held various positions in manufacturing, product development, sales and marketing, and customer 
service.  Mr.  Newberry  is  a  graduate  of  the  U.S.  Naval  Academy  (BS  Ocean  Engineering)  and  the  Harvard 
Graduate School of Business (Program for Management Development) and served five years in naval aviation 
prior to joining Applied Materials.

Martin  B.  Anstice  joined  Lam  Research  in  April  2001  as  Senior  Director,  Operations  Controller,  was 
promoted to the position of Managing Director and Corporate Controller in May 2002, and was promoted to 
Group Vice President, Chief Financial Officer, and Chief Accounting Officer in June 2004 and named Senior 
Vice President, Chief Financial Officer and Chief Accounting Officer in March 2007. Mr. Anstice began his 
career at Raychem Corporation where, during his 13-year tenure, he held numerous finance roles of increasing 

10

responsibility in Europe and North America. Subsequent to Tyco International’s acquisition of Raychem in 1999, 
he assumed responsibilities supporting mergers and acquisition activities of Tyco Electronics. Mr. Anstice is an 
associate member of the Chartered Institute of Management Accountants in the United Kingdom.

Ernest E. Maddock, Senior Vice President of Global Operations since March 2007 and previously Group 
Vice President of Global Operations since October 2003, currently oversees Global Operations which consists 
of: Information Technology, Global Supply Chain, Production Operations, Corporate Quality, Global Security, 
Global Real Estate and Facilities. Additionally, Mr. Maddock heads Bullen Semiconductor, a division of Lam 
Research.  Mr.  Maddock  joined  the  Company  in  November  1997.  Mr.  Maddock’s  previously  held  positions 
with the Company include Vice President of the Customer Support Business Group. Prior to his employment 
with Lam Research, he was Managing Director, Global Logistics and Repair Services Operations, and Chief 
Financial Officer, Software Products Division, of NCR Corporation. He has also held a variety of executive roles 
in finance and operations in several industries ranging from commercial real estate to telecommunications.

Abdi Hariri was named Group Vice President of the Customer Support Business Group in March 2007. 
Prior to his current position, Mr. Hariri had been Vice President and General Manager of the Customer Support 
Business  Group  since  August  2004.  Mr.  Hariri  previously  served  as  the  General  Manager  of  Lam  Research 
Co.  Ltd.  (Japan)  for  approximately  18  months  and  has  served  in  a  number  of  different  assignments  with  the 
Field Sales and Product Groups. His experience prior to his appointment in Japan included over 13 years at the 
Company  with  various  responsibilities,  including  global  business  development  and  engineering.  Prior  to  his 
employment at Lam Research, Mr. Hariri served as a Process Engineer at Siliconix, Inc. He holds a Masters 
Degree in Chemical Engineering from Stanford University.

Richard  A.  Gottscho,  Group  Vice  President  and  General  Manager,  Etch  Products  since  March  2007, 
joined the Company in January 1996 and has served at various Director and Vice President levels in support 
of etch products, CVD products, and corporate research. Prior to joining Lam Research, Dr. Gottscho was a 
member of Bell Laboratories for 15 years where he started his career working in plasma processing. During his 
tenure at Bell, he headed research departments in electronics materials, electronics packaging, and flat panel 
displays. Dr. Gottscho is the author of numerous papers, patents, and lectures in plasma processing and process 
control. He is a recipient of the American Vacuum Society’s Peter Mark Memorial Award and is a fellow of 
the American Physical and American Vacuum Societies, has served on numerous editorial boards of refereed 
technical publications, program committees for major conferences in plasma science and engineering, and was 
vice-chair of a National Research Council study on plasma science in the 1980s. Dr. Gottscho earned Ph.D. and 
B.S. degrees in physical chemistry from the Massachusetts Institute of Technology and the Pennsylvania State 
University, respectively.

Thomas J. Bondur, Vice President, Global Field Operations since March 2007, joined Lam Research in 
August 2001 and has served in various roles in business development and field operations in Europe and the 
United States. Prior to joining Lam Research, Mr. Bondur spent eight years in the semiconductor industry with 
Applied Materials in various roles in Santa Clara and France including Sales, Business Management and Process 
Engineering. Mr. Bondur holds a degree in Business from the State University of New York.

Item 1A.  Risk Factors 

In addition to the other information in this 2008 Form 10-K, the following risk factors should be carefully 
considered  in  evaluating  the  Company  and  its  business  because  such  factors  may  significantly  impact  our 
business,  operating  results,  and  financial  condition.  As  a  result  of  these  risk  factors,  as  well  as  other  risks 
discussed in our other SEC filings, our actual results could differ materially from those projected in any forward-
looking statements. No priority or significance is intended, nor should be attached, to the order in which the risk 
factors appear.

Our Quarterly Revenues and Operating Results Are Unpredictable

Our revenues and operating results may fluctuate significantly from quarter to quarter due to a number 
of factors, not all of which are in our control. We manage our expense levels based in part on our expectations 
of future revenues. If revenue levels in a particular quarter do not meet our expectations, our operating results 

11

may be adversely affected. Because our operating expenses are based in part on anticipated future revenues, and 
a certain amount of those expenses are relatively fixed, a change in the timing of recognition of revenue and/or 
the level of gross profit from a single transaction can unfavorably affect operating results in a particular quarter. 
Factors that may cause our financial results to fluctuate unpredictably include, but are not limited to:

• 

• 
• 
• 
• 
• 
• 

• 
• 
• 
• 

economic conditions in the electronics and semiconductor industries generally and the equipment 
industry specifically;

the extent that customers use our products and services in their business;

timing of customer acceptances of equipment; 

the size and timing of orders from customers; 

customer cancellations or delays in our shipments, installations, and/or acceptances;

changes in average selling prices, customer mix, and product mix; 

our  ability  in  a  timely  manner  to  develop,  introduce  and  market  new,  enhanced,  and  competitive 
products;

our competitors’ introduction of new products; 

legal or technical challenges to our products and technology; 

changes in import/export regulations; 

transportation,  communication,  demand,  information  technology  or  supply  disruptions  based  on 
factors outside our control such as acts of God, wars, terrorist activities, and natural disasters;

legislative, tax, accounting, or regulatory changes or changes in their interpretation;

• 
• 
procurement shortages; 
•  manufacturing difficulties; 
• 

the failure of our suppliers or outsource providers to perform their obligations in a manner consistent 
with our expectations;

exchange rate fluctuations. 

changes in our estimated effective tax rate; 

new or modified accounting regulations and practices; and 

• 
• 
• 
Further, because a significant amount of our R&D and administrative operations and capacity is located 
at our Fremont, California campus, natural, physical, logistical or other events or disruptions affecting these 
facilities  (including  labor  disruptions,  earthquakes,  and  power  failures)  could  adversely  impact  our  financial 
performance.

We Derive Our Revenues Primarily from a Relatively Small Number of High-Priced Systems

System sales constitute a significant portion of our total revenue. Our systems can range in price up to 
approximately $6 million per unit, and our revenues in any given quarter are dependent upon the acceptance of 
a rather limited number of such systems. As a result, the inability to declare revenue on even a few systems can 
cause a significant adverse impact on our revenues for that quarter.

12

Variations in the Amount of Time it Takes for Our Customers to Accept Our Systems May Cause Fluctuation 
in Our Operating Results

We  generally  recognize  revenue  for  new  system  sales  on  the  date  of  customer  acceptance  or  the  date 
the  contractual  customer  acceptance  provisions  lapse.  As  a  result,  the  fiscal  period  in  which  we  are  able  to 
recognize new systems revenues is typically subject to the length of time that our customers require to evaluate 
the performance of our equipment after shipment and installation, which could cause our quarterly operating 
results to fluctuate.

The Semiconductor Equipment Industry is Volatile and Reduced Product Demand Has a Negative Impact 
on Shipments

Our business depends on the capital equipment expenditures of semiconductor manufacturers, which in 
turn depend on the current and anticipated market demand for integrated circuits and products using integrated 
circuits.  The  semiconductor  industry  is  cyclical  in  nature  and  historically  experiences  periodic  downturns. 
Business conditions historically have changed rapidly and unpredictably.

Fluctuating levels of investment by semiconductor manufacturers could continue to materially affect our 
aggregate shipments, revenues and operating results. Where appropriate, we will attempt to respond to these 
fluctuations  with  cost  management  programs  aimed  at  aligning  our  expenditures  with  anticipated  revenue 
streams, which sometimes result in restructuring charges. Even during periods of reduced revenues, we must 
continue to invest in research and development and maintain extensive ongoing worldwide customer service and 
support capabilities to remain competitive, which may temporarily harm our financial results.

We  Depend  on  New  Products  and  Processes  for  Our  Success.  Consequently,  We  are  Subject  to  Risks 
Associated with Rapid Technological Change

Rapid technological changes in semiconductor manufacturing processes subject us to increased pressure 
to develop technological advances enabling such processes. We believe that our future success depends in part 
upon our ability to develop and offer new products with improved capabilities and to continue to enhance our 
existing products. If new products have reliability or quality problems, our performance may be impacted by 
reduced orders, higher manufacturing costs, delays in acceptance of and payment for new products, and additional 
service and warranty expenses. We may be unable to develop and manufacture new products successfully or 
new products that we introduce may fail in the marketplace. Our failure to complete commercialization of these 
new products in a timely manner could result in unanticipated costs and inventory obsolescence, which would 
adversely affect our financial results.

In order to develop new products and processes, we expect to continue to make significant investments 
in  R&D  and  to  pursue  joint  development  relationships  with  customers,  suppliers  or  other  members  of  the 
industry. We must manage product transitions and joint development relationships successfully, as introduction 
of new products could adversely affect our sales of existing products. Moreover, future technologies, processes 
or product developments may render our current product offerings obsolete, leaving us with non-competitive 
products, or obsolete inventory, or both.

We are Subject to Risks Relating to Product Concentration and Lack of Product Revenue Diversification

We  derive  a  substantial  percentage  of  our  revenues  from  a  limited  number  of  products,  and  we  expect 
these products to continue to account for a large percentage of our revenues in the near term. Continued market 
acceptance of these products is, therefore, critical to our future success. Our business, operating results, financial 
condition, and cash flows could therefore be adversely affected by:

• 
• 
• 

a decline in demand for even a limited number of our products; 

a failure to achieve continued market acceptance of our key products; 

export  restrictions  or  other  regulatory  or  legislative  actions  which  limit  our  ability  to  sell  those 
products to key customer or market segments;

13

• 

an  improved  version  of  products  being  offered  by  a  competitor  in  the  market  in  which  we 
participate;

increased pressure from competitors that offer broader product lines; 

technological change that we are unable to address with our products; or

a failure to release new or enhanced versions of our products on a timely basis.

• 
• 
• 
In  addition,  the  fact  that  we  offer  a  more  limited  product  line  creates  the  risk  that  our  customers  may 
view  us  as  less  important  to  their  business  than  our  competitors  that  offer  additional  products  as  well.  This 
may impact our ability to maintain or expand our business with certain customers. Such product concentration 
may also subject us to additional risks associated with technology changes. Since we are primarily a provider 
of etch equipment, our business is affected by our customers’ use of etching steps in their processes. Should 
technologies change so that the manufacture of semiconductor chips requires fewer etching steps, this might 
have a larger impact on our business than it would on the business of our less concentrated competitors.

We Have a Limited Number of Key Customers

Sales to a limited number of large customers constitute a significant portion of our overall revenue, new 
orders and profitability. As a result, the actions of even one customer may subject us to revenue swings that are 
difficult  to  predict.  Similarly,  significant  portions  of  our  credit  risk  may,  at  any  given  time,  be  concentrated 
among a limited number of customers, so that the failure of even one of these key customers to pay its obligations 
to us could significantly impact our financial results.

Strategic Alliances May Have Negative Effects on Our Business

Increasingly, semiconductor companies are entering into strategic alliances with one another to expedite the 
development of processes and other manufacturing technologies. Often, one of the outcomes of such an alliance 
is the definition of a particular tool set for a certain function or a series of process steps that use a specific set of 
manufacturing equipment. While this could work to our advantage if Lam Research’s equipment becomes the 
basis for the function or process, it could work to our disadvantage if a competitor’s tools or equipment become 
the standard equipment for such function or process. In the latter case, even if Lam Research’s equipment was 
previously used by a customer, that equipment may be displaced in current and future applications by the tools 
standardized by the alliance.

Similarly, our customers may team with, or follow the lead of, educational or research institutions that 
establish  processes  for  accomplishing  various  tasks  or  manufacturing  steps.  If  those  institutions  utilize  a 
competitor’s equipment when they establish those processes, it is likely that customers will tend to use the same 
equipment in setting up their own manufacturing lines. These actions could adversely impact our market share 
and subsequent business.

We are Dependent Upon a Limited Number of Key Suppliers

We obtain certain components and sub-assemblies included in our products from a single supplier or a 
limited group of suppliers. We have established long-term contracts with many of these suppliers. These long-
term contracts can take a variety of forms. We may renew these contracts periodically. In some cases, these 
suppliers sold us products during at least the last four years, and we expect that we will continue to renew these 
contracts in the future or that we will otherwise replace them with competent alternative suppliers. However, 
several of our suppliers are relatively new providers to us so that our experience with them and their performance 
is limited. Where practical, our intent is to establish alternative sources to mitigate the risk that the failure of 
any  single  supplier  will  adversely  affect  our  business.  Nevertheless,  a  prolonged  inability  to  obtain  certain 
components could impair our ability to ship products, lower our revenues and thus adversely affect our operating 
results and result in damage to our customer relationships.

14

Our Outsource Providers May Fail to Perform as We Expect

Outsource providers have played and will play key roles in our manufacturing operations and in many 
of our transactional and administrative functions, such as information technology, facilities management, and 
certain elements of our finance organization. Although we aim at selecting reputable providers and secure their 
performance on terms documented in written contracts, it is possible that one or more of these providers could 
fail to perform as we expect and such failure could have an adverse impact on our business.

In  addition,  the  expansive  role  of  outsource  providers  has  required  and  will  continue  to  require  us  to 
implement  changes  to  our  existing  operations  and  to  adopt  new  procedures  to  deal  with  and  manage  the 
performance of these outsource providers. Any delay or failure in the implementation of our operational changes 
and  new  procedures  could  adversely  affect  our  customer  relationships  and/or  have  a  negative  effect  on  our 
operating results.

Once a Semiconductor Manufacturer Commits to Purchase a Competitor’s Semiconductor Manufacturing 
Equipment,  the  Manufacturer  Typically  Continues  to  Purchase  that  Competitor’s  Equipment,  Making  it 
More Difficult for Us to Sell Our Equipment to that Customer

Semiconductor manufacturers must make a substantial investment to qualify and integrate wafer processing 
equipment into a semiconductor production line. We believe that once a semiconductor manufacturer selects 
a  particular  supplier’s  processing  equipment,  the  manufacturer  generally  relies  upon  that  equipment  for  that 
specific production line application. Accordingly, we expect it to be more difficult to sell to a given customer if 
that customer initially selects a competitor’s equipment.

We are Subject to Risks Associated with Our Competitors’ Strategic Relationships and Their Introduction 
of New Products and We May Lack the Financial Resources or Technological Capabilities of Certain of Our 
Competitors Needed to Capture Increased Market Share

We expect to face significant competition from multiple current and future competitors. We believe that 
other companies are developing systems and products that are competitive to ours and are planning to introduce 
new products, which may affect our ability to sell our existing products. We face a greater risk if our competitors 
enter into strategic relationships with leading semiconductor manufacturers covering products similar to those 
we sell or may develop, as this could adversely affect our ability to sell products to those manufacturers.

We  believe  that  to  remain  competitive  we  will  require  significant  financial  resources  to  offer  a  broad 
range of products, to maintain customer service and support centers worldwide, and to invest in product and 
process  R&D.  Certain  of  our  competitors  have  substantially  greater  financial  resources  and  more  extensive 
engineering, manufacturing, marketing, and customer service and support resources than we do and therefore 
have  the  potential  to  increasingly  dominate  the  semiconductor  equipment  industry.  These  competitors  may 
deeply discount or give away products similar to those that we sell, challenging or even exceeding our ability to 
make similar accommodations and threatening our ability to sell those products. For these reasons, we may fail 
to continue to compete successfully worldwide.

In addition, our competitors may provide innovative technology that may have performance advantages 
over systems we currently, or expect to, offer. They may be able to develop products comparable or superior to 
those we offer or may adapt more quickly to new technologies or evolving customer requirements. In particular, 
while we currently are developing additional product enhancements that we believe will address future customer 
requirements, we may fail in a timely manner to complete the development or introduction of these additional 
product enhancements successfully, or these product enhancements may not achieve market acceptance or be 
competitive. Accordingly, we may be unable to continue to compete in our markets, competition may intensify, 
or future competition may have a material adverse effect on our revenues, operating results, financial condition, 
and/or cash flows.

15

Our Future Success Depends on International Sales and the Management of Global Operations

Non-U.S. sales accounted for approximately 83% in fiscal year 2008, 84% in fiscal year 2007 and 86% in 
fiscal year 2006 of our total revenue. We expect that international sales will continue to account for a significant 
portion of our total revenue in future years.

We are  subject to various  challenges  related  to  the management of  global  operations,  and  international 

sales are subject to risks including, but not limited to:

trade balance issues; 

changes in currency controls; 

economic and political conditions; 

fluctuations in interest and currency exchange rates; 

our ability to develop relationships with local suppliers; 

compliance with U.S. and international laws and regulations, including U.S. export restrictions;

differences in the enforcement of intellectual property and contract rights in varying jurisdictions;

• 
• 
• 
• 
• 
• 
• 
• 
• 
Certain  international  sales  depend  on  our  ability  to  obtain  export  licenses  from  the  U.S.  Government. 
Our failure or inability to obtain such licenses would substantially limit our markets and severely restrict our 
revenues. Many of the challenges noted above are applicable in China, which is a fast developing market for the 
semiconductor equipment industry and therefore an area of potential significant growth for our business. As the 
business volume between China and the rest of the world grows, there is inherent risk, based on the complex 
relationships between China, Taiwan, Japan, and the United States. Political and diplomatic influences might 
lead to trade disruptions which would adversely affect our business with China and/or Taiwan and perhaps the 
entire Asia region. A significant trade disruption in these areas could have a material, adverse impact on our 
future revenue and profits.

our ability to secure and retain qualified people for the operation of our business.

the need for technical support resources in different locations; and 

We are potentially exposed to adverse as well as beneficial movements in foreign currency exchange rates. 
The majority of our sales and expenses are denominated in U.S. dollars except for certain of our revenues that 
are denominated in Japanese yen, certain of our revenues and expenses denominated in the Euro, certain of our 
spares and service contracts which are denominated in various currencies, and expenses related to our non-U.S. 
sales and support offices which are denominated in these countries’ local currency.

We  currently  enter  into  foreign  currency  forward  contracts  to  minimize  the  short-term  impact  of  the 
exchange  rate  fluctuations  on  Japanese  yen-denominated  assets  and  forecasted  Japanese  yen-denominated 
revenue and also on U.S. dollar-denominated assets where the Euro is the functional currency. We currently 
believe these are our primary exposures to currency rate fluctuation. We expect to continue to enter into hedging 
transactions, for the purposes outlined, in the foreseeable future. However, these hedging transactions may not 
achieve  their  desired  effect  because  differences  between  the  actual  timing  of  customer  acceptances  and  our 
forecasts of those acceptances may leave us either over- or under-hedged on any given transaction. Moreover, by 
hedging our yen-denominated assets and U.S. dollar-denominated assets with currency forward contracts, we 
may miss favorable currency trends that would have been advantageous to us but for the hedges. Additionally, we 
currently do not enter into such forward contracts for currencies other than the yen, and we therefore are subject 
to both favorable and unfavorable exchange rate fluctuations to the extent that we transact business (including 
intercompany transactions) in other currencies.

16

Our  Financial  Results  May  be  Adversely  Impacted  by  Higher  Than  Expected  Tax  Rates  or  Exposure  to 
Additional Income Tax Liabilities

As  a  global  company,  our  effective  tax  rate  is  highly  dependent  upon  the  geographic  composition  of 
worldwide  earnings  and  tax  regulations  governing  each  region.  We  are  subject  to  income  taxes  in  both  the 
United States and various foreign jurisdictions, and significant judgment is required to determine worldwide 
tax liabilities. Our effective tax rate could be adversely affected by changes in the split of earnings between 
countries with differing statutory tax rates, in the valuation of deferred tax assets, in tax laws or by material 
audit assessments, which could affect our profitability. In particular, the carrying value of deferred tax assets, 
which are predominantly in the United States, is dependent on our ability to generate future taxable income 
in the United States. In addition, the amount of income taxes we pay is subject to ongoing audits in various 
jurisdictions, and a material assessment by a governing tax authority could affect our profitability.

A Failure to Comply with Environmental Regulations May Adversely Affect Our Operating Results

We are subject to a variety of governmental regulations related to the discharge or disposal of toxic, volatile 
or otherwise hazardous chemicals. We believe that we are in general compliance with these regulations and that 
we have obtained (or will obtain or are otherwise addressing) all necessary environmental permits to conduct 
our business. These permits generally relate to the disposal of hazardous wastes. Nevertheless, the failure to 
comply with present or future regulations could result in fines being imposed on us, suspension of production, 
cessation of our operations or reduction in our customers’ acceptance of our products. These regulations could 
require us to alter our current operations, to acquire significant equipment or to incur substantial other expenses 
to comply with environmental regulations. Our failure to control the use, sale, transport or disposal of hazardous 
substances could subject us to future liabilities.

If  We  are  Unable  to  Adjust  the  Scale  of  Our  Business  in  Response  to  Rapid  Changes  in  Demand  in  the 
Semiconductor Equipment Industry, Our Operating Results and Our Ability to Compete Successfully May 
be Impaired

The business cycle in the semiconductor equipment industry has historically been characterized by frequent 
periods of rapid change in demand that challenge our management to adjust spending and resources allocated 
to operating activities. During periods of rapid growth or decline in demand for our products and services, we 
face  significant  challenges  in  maintaining  adequate  financial  and  business  controls,  management  processes, 
information systems and procedures and in training, managing, and appropriately sizing our supply chain, our 
work force, and other components of our business on a timely basis. Our success will depend, to a significant 
extent, on the ability of our executive officers and other members of our senior management to identify and 
respond to these challenges effectively. If we do not adequately meet these challenges, our gross margins and 
earnings may be impaired during periods of demand decline, and we may lack the infrastructure and resources 
to  scale  up  our  business  to  meet  customer  expectations  and  compete  successfully  during  periods  of  demand 
growth.

If  We  Choose  to  Acquire  or  Dispose  of  Product  Lines  and  Technologies,  We  May  Encounter  Unforeseen 
Costs and Difficulties That Could Impair Our Financial Performance

An  important  element  of  our  management  strategy  is  to  review  acquisition  prospects  that  would 
complement  our  existing  products,  augment  our  market  coverage  and  distribution  ability,  or  enhance  our 
technological  capabilities.  As  a  result,  we  may  make  acquisitions  of  complementary  companies,  products  or 
technologies, such as our March 2008 acquisition of SEZ, or we may reduce or dispose of certain product lines 
or technologies, that no longer fit our long-term strategies. Managing an acquired business, disposing of product 
technologies or reducing personnel entails numerous operational and financial risks, including difficulties in 
assimilating acquired operations and new personnel or separating existing business or product groups, diversion 
of management’s attention away from other business concerns, amortization of acquired intangible assets and 
potential loss of key employees or customers of acquired or disposed operations among others. We anticipate 
that our recent acquisition of SEZ will give rise to risks like these, as we integrate its operations with ours. There 
can be no assurance that we will be able to achieve and manage successfully any such integration of potential 

17

acquisitions,  disposition  of  product  lines  or  technologies,  or  reduction  in  personnel  or  that  our  management, 
personnel, or systems will be adequate to support continued operations. Any such inabilities or inadequacies 
could have a material adverse effect on our business, operating results, financial condition, and cash flows.

In  addition,  any  acquisitions  could  result  in  changes  such  as  potentially  dilutive  issuances  of  equity 
securities, the incurrence of debt and contingent liabilities, the amortization of related intangible assets, and 
goodwill impairment charges, any of which could materially adversely affect our business, financial condition, 
and results of operations and/or the price of our Common Stock.

The  Market  for  Our  Common  Stock  is  Volatile,  Which  May  Affect  Our  Ability  to  Raise  Capital  or  Make 
Acquisitions

The market price for our Common Stock is volatile and has fluctuated significantly over the past years. 
The trading price of our Common Stock could continue to be highly volatile and fluctuate widely in response to 
factors, including but not limited to the following:

• 
• 
• 
• 

• 

general market, semiconductor, or semiconductor equipment industry conditions;

global economic fluctuations; 

variations in our quarterly operating results; 

variations in our revenues, earnings or other business and financial metrics from those experienced 
by other companies in our industry or forecasts by securities analysts;

announcements of restructurings, technological innovations, reductions in force, departure of key 
employees, consolidations of operations, or introduction of new products;

government regulations; 

liquidity of Lam Research; 

disruptions with key customers or suppliers; or 

success or failure of our new and existing products; 

developments in, or claims relating to, patent or other proprietary rights;

• 
• 
• 
• 
• 
• 
In  addition,  the  stock  market  experiences  significant  price  and  volume  fluctuations.  Historically,  we 
have witnessed significant volatility in the price of our Common Stock due in part to the actual or anticipated 
movement in interest rates and the price of and markets for semiconductors. These broad market and industry 
factors have and may again adversely affect the price of our Common Stock, regardless of our actual operating 
performance. In the past, following volatile periods in the price of stock, many companies became the object 
of securities class action litigation. If we are sued in a securities class action, we could incur substantial costs, 
and it could divert management’s attention and resources and have an unfavorable impact on the price for our 
Common Stock.

political, economic, or environmental events occurring globally or in any of our key sales regions.

We Rely Upon Certain Critical Information Systems for the Operation of Our Business

We maintain and rely upon certain critical Information Systems for the effective operation of our business. 
These Information Systems include telecommunications, the internet, our corporate intranet, various computer 
hardware  and  software  applications,  network  communications,  and  e-mail.  These  Information  Systems  may 
be owned by us or by our outsource providers or even third parties such as vendors and contractors and may 
be maintained by us or by such providers and third parties. These Information Systems are subject to attacks, 
failures,  and  access  denials  from  a  number  of  potential  sources  including  viruses,  destructive  or  inadequate 
code,  power  failures,  and  physical  damage  to  computers,  hard  drives,  communication  lines,  and  networking 
equipment. To the extent that these Information Systems are under our control, we have implemented security 
procedures, such as virus protection software and emergency recovery processes, to address the outlined risks. 

18

However,  security  procedures  for  Information  Systems  cannot  be  guaranteed  to  be  failsafe  and  our  inability 
to use or access these Information Systems at critical points in time could unfavorably impact the timely and 
efficient operation of our business.

Intellectual Property and Other Claims Against Us Can be Costly and Could Result in the Loss of Significant 
Rights Which are Necessary to Our Continued Business and Profitability

Third parties may assert infringement, unfair competition or other claims against us. From time to time, 
other parties send us notices alleging that our products infringe their patent or other intellectual property rights. 
In addition, our Bylaws and indemnity obligations provide that we will indemnify officers and directors against 
losses that they may incur in legal proceedings resulting from their service to Lam Research. In such cases, it is 
our policy either to defend the claims or to negotiate licenses or other settlements on commercially reasonable 
terms. However, we may be unable in the future to negotiate necessary licenses or reach agreement on other 
settlements on commercially reasonable terms, or at all, and any litigation resulting from these claims by other 
parties may materially adversely affect our business and financial results. Moreover, although we seek to obtain 
insurance to protect us from claims and cover losses to our property, there is no guarantee that such insurance 
will fully indemnify us for any losses that we may incur.

We May Fail to Protect Our Proprietary Technology Rights, Which Could Affect Our Business

Our success depends in part on our proprietary technology. While we attempt to protect our proprietary 
technology through patents, copyrights and trade secret protection, we believe that our success also depends 
on  increasing  our  technological  expertise,  continuing  our  development  of  new  systems,  increasing  market 
penetration and growth of our installed base, and providing comprehensive support and service to our customers. 
However, we may be unable to protect our technology in all instances, or our competitors may develop similar 
or more competitive technology independently. We currently hold a number of United States and foreign patents 
and pending patent applications. However, other parties may challenge or attempt to invalidate or circumvent 
any patents the United States or foreign governments issue to us or these governments may fail to issue patents 
for pending applications. In addition, the rights granted or anticipated under any of these patents or pending 
patent applications may be narrower than we expect or, in fact, provide no competitive advantages.

We  are  Subject  to  the  Internal  Control  Evaluation  and  Attestation  Requirements  of  Section  404  of  the 
Sarbanes-Oxley Act of 2002

Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002, we are required to include in our annual report 
our assessment of the effectiveness of our internal control over financial reporting and our audited financial 
statements as of the end of each fiscal year. Furthermore, our independent registered public accounting firm (the 
“Independent Registered Public Accounting Firm”) is required to report on whether it believes we maintained, 
in  all  material  respects,  effective  internal  control  over  financial  reporting  as  of  the  end  of  each  fiscal  year. 
We have successfully completed our assessment and obtained our Independent Registered Public Accounting 
Firm’s attestation as to the effectiveness of our internal control over financial reporting as of June 29, 2008. In 
future years, if we fail to timely complete this assessment, or if our Independent Registered Public Accounting 
Firm cannot timely attest to our assessment, we could be subject to regulatory sanctions and a loss of public 
confidence in our internal control. In addition, any failure to implement required new or improved controls, or 
difficulties encountered in their implementation, could harm our operating results or cause us to fail to timely 
meet our regulatory reporting obligations.

Our Independent Registered Public Accounting Firm Must Confirm Its Independence in Order for Us to 
Meet Our Regulatory Reporting Obligations on a Timely Basis

Our Independent Registered Public Accounting Firm communicates with us at least annually regarding 
any  relationships  between  the  Independent  Registered  Public  Accounting  Firm  and  Lam  Research  that,  in 
the  Independent  Registered  Public  Accounting  Firm’s  professional  judgment,  might  have  a  bearing  on  the 
Independent  Registered  Public  Accounting  Firm’s  independence  with  respect  to  us.  If,  for  whatever  reason, 

19

our Independent Registered Public Accounting Firm finds that it cannot confirm that it is independent of Lam 
Research based on existing securities laws and registered public accounting firm independence standards, we 
could experience delays or other failures to meet our regulatory reporting obligations.

The Results of Our Independent Committee Review of Our Historical Stock Option Practices and Resulting 
Restatements May Continue to Have Adverse Effects on Our Financial Results.

The review by a special committee of our Board of Directors consisting of two independent Board members 
(the  “Independent  Committee”)  of  our  historical  stock  option  practices  and  the  resulting  restatement  of  our 
historical financial statements have required us to expend significant management time and incur significant 
accounting, legal, and other expenses during fiscal year 2008. The resulting restatements have had a material 
adverse  effect  on  our  results  of  operations.  We  have  restated  our  historical  results  of  operations  to  record 
additional non-cash, stock-based compensation expense of $95.2 million in the aggregate for the periods from 
fiscal 1997 to fiscal 2006 (excluding the impact of related payroll and income taxes). We amortized less than 
$0.1 million of compensation expense under Statement of Financial Accounting Standards No. 123R (“SFAS No. 
123R”) in periods subsequent to fiscal year 2006 to properly account for previously issued stock options with 
deemed incorrect measurement dates. Furthermore, to address potential adverse tax consequences certain of 
our employees have incurred or may incur as a result of the issuance and/or exercise of misdated stock options, 
we have taken and will continue to take remedial actions to make such employees including our Chief Executive 
Officer  and  other  affected  executive  officers,  whole  for  any  or  all  such  additional  tax  liabilities  which  were 
approximately $50 million as of June 29, 2008. Such actions have caused and in the future may cause us to incur 
additional cash or noncash compensation expense. See the “Explanatory Note” immediately preceding Part I, 
Item 1 and Note 3, “Restatements of Consolidated Financial Statements,” to Notes to Consolidated Financial 
Statements of our Annual Report on Form 10-K as of and for the year ended June 24, 2007 (“2007 Form 10-K”) 
for further discussion.

We May Be Subject to the Risks of Lawsuits in Connection With Our Historical Stock Option Practices, the 
Resulting Restatements, and the Remedial Measures We Have Taken.

We, and our current and former directors and officers, may become the subject of shareholder derivative 
and/or  class  action  lawsuits  and  other  legal  proceedings  relating  to  our  historical  stock  option  practices  and 
resulting restatements in the future. We may also be subject to other kinds of lawsuits. Should any of these events 
occur, they could require us to expend significant management time and incur significant accounting, legal and 
other expenses. This could divert attention and resources from the operation of our business and adversely affect 
our financial condition and results of operations. In addition, the ultimate outcome of these potential actions 
could have a material adverse effect on our business, financial condition, results of operations, cash flows and 
the  trading  price  for  our  securities.  Litigation  may  be  time-consuming,  expensive  and  disruptive  to  normal 
business operations, and the outcome of litigation is difficult to predict. The defense of these potential lawsuits 
could result in significant expenditures.

Subject  to  certain  limitations,  we  are  obliged  to  indemnify  our  current  and  former  directors,  officers 
and employees in connection with any government inquiry or litigation related to our historical stock option 
practices  that  may  arise.  We  currently  hold  insurance  policies  for  the  benefit  of  our  directors  and  officers, 
although there can be no assurance that the insurance would cover all of the expenses that would be associated 
with any proceedings.

Judgment and Estimates Utilized by Us in Determining Stock Option Grant Dates and Related Adjustments 
May Be Subject to Change due to Subsequent SEC Guidance or Other Disclosure Requirements.

In determining the restatement adjustments in connection with the stock option review, management used 
all reasonably available relevant information to form conclusions it believes are appropriate as to the most likely 
option  granting  actions  that  occurred,  the  dates  when  such  actions  occurred,  and  the  determination  of  grant 
dates for financial accounting purposes based on when the requirements of the accounting standards were met. 
We  considered  various  alternatives  throughout  the  course  of  the  review  and  restatement,  and  we  believe  the 
approaches used were the most appropriate, and that the choices of measurement dates used in our review of 

20

stock option grant accounting and restatement of our financial statements were reasonable and appropriate in 
our circumstances. However, the SEC may issue additional guidance on disclosure requirements related to the 
financial impact of past stock option grant measurement date errors that may require us to amend this filing 
or other filings with the SEC to provide additional disclosures pursuant to such additional guidance. Any such 
circumstance  could  also  lead  to  future  delays  in  filing  our  subsequent  SEC  reports.  Furthermore,  if  we  are 
subject to adverse findings in any of these matters, we could be required to pay damages or penalties or have 
other remedies imposed upon us which could harm our business, financial condition, and results of operations.

We  Recently  Regained  Compliance  with  SEC  Reporting  Requirements.  If  We  are  Unable  to  Remain  in 
Compliance, There May Be a Material Adverse Effect on our Business and Our Stockholders.

As  a  consequence  of  the  Independent  Committee  review  of  our  historical  stock  option  practices  and 
resulting restatements of our financial statements, for several quarters, we were not able to file our periodic 
reports with the SEC on a timely basis and faced the possibility of delisting of our stock from the NASDAQ 
Global Select Market. We have filed all of our tardy filings, which remediated the Company’s non-compliance 
with  Marketplace  Rule  4310(c)  (14),  and  believe  we  are  we  are  in  compliance  with  all  applicable  reporting 
requirements. However, if the SEC disagrees with the manner in which the financial impact of past stock option 
grants has been accounted for and reported, or not reported, there could be delays in filing future SEC reports. 
See the “Explanatory Note” immediately preceding Part I, Item 1 and Note 3, “Restatements of Consolidated 
Financial Statements,” to Consolidated Financial Statements of our 2007 Form 10-K for further discussion.

As a result of the delayed filings of our Quarterly Reports on Form 10-Q for the quarters ended September 
23, 2007 and December 23, 2007, as well as of the 2007 Form 10-K, we are ineligible to register our securities 
on Form S-3 for sale by us or resale by others until one year from March 31, 2008, the date the last delinquent 
filing was made. We may use Form S-1 to raise capital or complete acquisitions, but doing so could increase 
transaction costs and adversely impact our ability to raise capital or complete acquisitions of other companies 
in a timely manner.

Item 1B.  Unresolved Staff Comments

None. 

Item 2.  Properties

Our executive offices and principal operating and R&D facilities are located in Fremont, California, and 
are held under operating leases expiring from fiscal years 2010 to 2014. These leases generally include options 
to renew or purchase the facilities. In addition, we lease properties for our service, technical support and sales 
personnel throughout the United States, Europe, Taiwan, Korea, Japan, and Asia Pacific and own manufacturing 
facilities located in Eaton, Ohio and Villach, Austria. Our fiscal year 2008 rental expense for the space occupied 
during that period aggregated approximately $11 million. Our facilities lease obligations are subject to periodic 
increases, and we believe that our existing facilities are well-maintained and in good operating condition.

Item 3.  Legal Proceedings

From  time  to  time,  we  have  received  notices  from  third  parties  alleging  infringement  of  such  parties’ 
patent or other intellectual property rights by our products. In such cases it is our policy to defend the claims, 
or if considered appropriate, negotiate licenses on commercially reasonable terms. However, no assurance can 
be given that we will be able to negotiate necessary licenses on commercially reasonable terms, or at all, or that 
any litigation resulting from such claims would not have a material adverse effect on our consolidated financial 
position, liquidity, operating results, or our consolidated financial statements taken as a whole.

Item 4. 

Submission of Matters to a Vote of Security Holders

The 2007 Annual Meeting of Stockholders of Lam Research Corporation was held at the principal office 

of the Company at 4650 Cushing Parkway, Fremont, California 94538 on June 10, 2008.

21

The results of voting on the following items were as set forth below: 

Proposal No. 1 – Election of Directors to Board of Directors 

NOMINEE
James W. Bagley . . . . . . . . . . . . . . . . . . . . . . . . .
David G. Arscott . . . . . . . . . . . . . . . . . . . . . . . . .
Robert M. Berdahl  . . . . . . . . . . . . . . . . . . . . . . .
Richard J. Elkus, Jr.  . . . . . . . . . . . . . . . . . . . . . .
Jack R. Harris . . . . . . . . . . . . . . . . . . . . . . . . . . .
Grant M. Inman  . . . . . . . . . . . . . . . . . . . . . . . . .
Catherine Lego . . . . . . . . . . . . . . . . . . . . . . . . . .
Stephen G. Newberry . . . . . . . . . . . . . . . . . . . . .
Seiichi Watanabe  . . . . . . . . . . . . . . . . . . . . . . . .
Patricia Wolpert  . . . . . . . . . . . . . . . . . . . . . . . . .

IN FAVOR
111,444,886
106,854,361
104,255,653
103,855,753
103,852,111
106,852,882
112,385,402
66,732,043
112,388,811
109,385,311

% IN FAVOR
98.5%
94.4%
92.1%
91.8%
91.8%
94.4%
99.3%
58.9%
99.3%
96.6%

WITHHELD
1,760,511
6,351,036
8,949,744
9,349,644
9,353,286
6,352,515
819,995
46,473,354
816,586
3,820,086

Proposal No. 2 – Ratification of Appointment of Ernst and Young LLP as Independent Registered Public 

Accounting Firm (Auditor) of the Company for the Current (2008) Fiscal Year

Beneficial Vote:  . . . . . . . . . . . . . . . . . . . . . . . . .
Registered Vote: . . . . . . . . . . . . . . . . . . . . . . . . .
Total Shares Voted: . . . . . . . . . . . . . . . . . . . . . . .
% of Voted Shares: . . . . . . . . . . . . . . . . . . . . . . .
% of Outstanding Shares: . . . . . . . . . . . . . . . . . .

IN FAVOR
111,767,874
49,812
111,817,686

98.8%
89.5%

AGAINST
1,306,133
9,901
1,316,034

1.2%
1.1%

ABSTAIN
71,227
450
71,677

.1%
.1%

22

PART II

Item 5. 

 Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases 
of Equity Securities

The information required by this Item with respect to the market price of the Company’s Common Stock, 
number  of  holders  thereof,  and  payment  of  dividends  is  incorporated  by  reference  from  Item  6,  “Selected 
Financial Data” below.

As of the beginning of fiscal year 2008, there were no shares remaining available for repurchase under 
prior  Board  authorized  repurchase  programs.  During  fiscal  year  2008,  there  were  287,855  shares  which  the 
Company  withheld  through  net  share  settlements  upon  the  vesting  of  restricted  stock  unit  awards  under  the 
Company’s equity compensation plans to cover tax withholding obligations.

The following graph compares the cumulative 5-year total return attained by shareholders on Lam Research 
Corporation’s Common Stock relative to the cumulative total returns of the NASDAQ Composite index and the 
RDG Semiconductor Composite index. The graph tracks the performance of a $100 investment in our Common 
Stock and in each of the indices (with the reinvestment of all dividends) from June 30, 2003 to June 30, 2008.

COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN* 
AMONG LAM RESEARCH CORPORATION, THE NASDAQ COMPOSITE INDEX 
AND THE RDG SEMICONDUCTOR COMPOSITE INDEX

* 

$100 invested on 6/30/03 in stock & index-including reinvestment of dividends.

Assumes fiscal year ending June 30. 

Lam Research Corporation . . . . . . . . . . . . . . .
NASDAQ Composite . . . . . . . . . . . . . . . . . . . . .
RDG Semiconductor Composite . . . . . . . . . . .

6/03
100.00
100.00
100.00

6/04
146.77
128.49
131.98

6/05
158.54
129.74
120.95

6/06
255.86
140.22
119.89

6/07
281.49
169.32
141.39

6/08
197.97
149.51
120.02

The  stock  price  performance  included  in  this  graph  is  not  necessarily  indicative  of  future  stock  price 

performance.

23

Item 6. 

Selected Financial Data (derived from audited financial statements)

June 29,
2008 (1)

Year Ended
June 25,
June 24,
2007
2006
(in thousands, except per share data)

June 26,
2005

June 27,
2004

OPERATIONS:
Total revenue  . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin  . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charges and asset  

impairments, net (2)  . . . . . . . . . . . . . . . . .
409A expense (3)  . . . . . . . . . . . . . . . . . . . . . .
In-process research and development  . . . . . .
Operating income (4) . . . . . . . . . . . . . . . . . . .
Net income (loss)  . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) per share:

$ 2,474,911 $ 2,566,576 $ 1,642,171 $ 1,502,453 $ 935,946
430,103

1,305,054

1,173,406

763,464

827,012

6,366
43,784
2,074
509,431
439,349

—
—
—
778,660
685,816

—
—
—
404,768
335,210

14,201
—
—
388,142
297,252

8,327
—
—
96,793
77,486

Basic  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted (5)   . . . . . . . . . . . . . . . . . . . . . . . .

$
$

3.52 $
3.47 $

4.94 $
4.85 $

2.42 $
2.33 $

2.16 $
2.09 $

0.59
0.54

BALANCE SHEET:
Working capital . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term obligations, less current portion . .

$ 1,280,028 $ 743,563 $ 1,138,720 $ 837,370 $ 499,366
1,222,118
2,327,382
9,554
350,969

1,472,349
2,786

2,806,755
385,132

2,101,605
252,487

(1)  Fiscal year 2008 amounts include the operating results of SEZ from the acquisition date of March 11, 2008. 
The acquisition was accounted for as a business combination in accordance with Statement of Financial 
Accounting Standards No. 141, “Business Combinations”. Please see Note 16 “Acquisitions” of Note to 
Consolidated Financial Statements for additional information.

(2)  Restructuring  charges  and  asset  impairments,  net  exclude  restructuring  charges  (recoveries)  included 
in  cost  of  goods  sold  and  reflected  in  gross  margin  of  $12.6  million  and  $(1.7)  million  for  fiscal  years 
2008 and 2004, respectively. Restructuring amounts included in cost of goods sold and reflected in gross 
margin  during  fiscal  year  2008  primarily  relate  to  the  integration  of  SEZ  while  the  amounts  in  fiscal 
year 2004 primarily relate to the partial recovery of the charges from the subsequent sale of a portion of 
inventories associated with the write-off of selected, older product line inventories in connection with our 
prior restructuring plans. These restructuring recoveries are included as a component of cost of goods sold 
in accordance with Emerging Issues Task Force 96-9, “Classification of Inventory Markdowns and Other 
Costs Associated with a Restructuring” (EITF 96-9). There were no restructuring charges or recoveries 
included in cost of goods sold in fiscal years 2007, 2006, and 2005. Fiscal year 2005 restructuring charges 
consist only of additional liabilities related to prior restructuring plans.

(3)  409A expense excludes the expense included in cost of goods sold and reflected in gross margin of $6.4 
million  during  fiscal  year  2008.  As  a  result  of  the  determinations  from  a  voluntary  independent  stock 
option review, the Company considered the application of Section 409A of the Internal Revenue Code of 
1986, as amended (“IRC”) and similar provisions of state law to certain stock option grants where, under 
Accounting Principles Board Opinion No. 25, “Accounting for Stock Issued to Employees”, intrinsic value 
was deemed to exist at the time of grant. In the event such stock option grants are not considered as issued 
at fair market value at the original grant date under the IRC and applicable regulations thereunder, these 
options are subject to Section 409A. On March 30, 2008, the Board of Directors of the Company authorized 
the Company to assume the tax liability of certain employees, including the Company’s Chief Executive 
Officer and certain other executive officers, with options subject to Section 409A and similar provisions of 
state law.

24

 
(4)  Operating income during the fiscal years ended June 29, 2008, June 24, 2007 and June 25, 2006 includes 
$42.6 million, $35.6 million and $24.0 million, respectively, of equity-based compensation expense as a 
result of the adoption of Statement of Financial Accounting Standards No. 123R, “Share-Based Payment” 
at the beginning of fiscal year 2006.

(5)  Diluted net income per share for the fiscal year ended June 27, 2004 includes the assumed conversion of 
the convertible subordinated 4% notes. Accordingly, interest expense, net of taxes, of $3.2 million has been 
added back to net income for computing diluted earnings per share.

UNAUDITED SELECTED QUARTERLY FINANCIAL DATA

Stock and Dividend Information: 

QUARTERLY FISCAL YEAR 2008:
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income  . . . . . . . . . . . . . . . . . . . . . .
Net income. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income per share

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Price range per share . . . . . . . . . . . . . . . . . . . .
Number of shares used in per share 

calculations:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Three Months Ended (1)

June 29,
2008 (2)

March 30,
2008 (2)

December 23,
2007

September 23,
2007

(in thousands, except per share data)

$566,160
234,650
63,928
72,178

$613,810
287,208
86,283
103,524

$610,320
307,661
161,334
115,059

$684,621
343,887
197,886
148,588

$
$

0.58
0.57

$
$

0.83
0.82

$
$

0.92
0.91

$
$

1.20
1.18

$35.98-$44.73 $36.15-$46.19 $42.67-$57.66 $49.48-$60.82

125,046
126,657

124,768
126,549

124,685
126,653

124,057
126,358

Three Months Ended (1)

June 24,
2007

March 25,
2007

December 24,
2006

September 24,
2006

(in thousands, except per share data)

QUARTERLY FISCAL YEAR 2007:
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin  . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income per share

$678,519
342,729
200,349
170,231

$650,270
326,245
188,973
164,741

$633,400
322,916
194,505
167,326

Basic  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$
$

1.31
1.28

$
$

1.17
1.15

$
$

1.18
1.15

$604,387
313,164
194,833
183,518

$
$

1.29
1.27

Price range per share  . . . . . . . . . . . . . . . . . . . . $46.58-$56.04 $43.10-$54.68 $42.06-$57.05 $36.66-$47.46
Number of shares used in per share 

calculations:
Basic  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

130,169
132,868

140,423
143,052

142,306
145,346

141,928
144,850

(1)  Our reporting period is a 52/53-week fiscal year. The fiscal year ended June 29, 2008 included 53 weeks. 
The quarter ended March 30, 2008 included 14 weeks while all other quarters presented above included 13 
weeks.

25

 
 
 
(2) 

Includes the operating results of the SEZ from the acquisition date of March 11, 2008. The acquisition was 
accounted for as a business combination in accordance with Statement of Financial Accounting Standards 
No. 141, “Business Combinations”. Please see Note 16 “Acquisitions” of Note to Consolidated Financial 
Statements for additional information.

Our Common Stock is traded on the Nasdaq Global Select Market under the symbol LRCX. The price 
range per share is the highest and lowest bid prices, as reported by The NASDAQ Stock Market, Inc., on any 
and all trading days during the respective quarter. As of August 15, 2008 we had 378 stockholders of record. In 
fiscal years 2008 and 2007 we did not declare or pay cash dividends to our stockholders. We currently have no 
plans to declare or pay cash dividends.

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of our financial condition and results of operations contains forward-looking 
statements, which are subject to risks, uncertainties and changes in condition, significance, value and effect. 
Our actual results could differ materially from those anticipated in the forward-looking statements as a result 
of certain factors, including but not limited to those discussed in “Risk Factors” and elsewhere in this 2008 
Form 10-K and other documents we file from time to time with the Securities and Exchange Commission. 
(See “Cautionary Statement Regarding Forward-Looking Statements” in Part I of this 2008 Form 10-K ).

The semiconductor industry is cyclical in nature and has historically experienced periodic downturns and 
upturns. Today’s leading indicators of changes in customer investment patterns may not be any more reliable 
than in prior years. Demand for our equipment can vary significantly from period to period as a result of various 
factors, including, but not limited to, economic conditions (generally and in the semiconductor industry), supply, 
demand, and prices for semiconductors, customer capacity requirements, and our ability to develop, acquire, and 
market competitive products. For these and other reasons, our results of operations for fiscal years 2008, 2007, 
and 2006 may not necessarily be indicative of future operating results.

Management’s  Discussion  and  Analysis  of  Financial  Condition  and  Results  of  Operations  (MD&A) 
provides  a  description  of  our  results  of  operations  and  should  be  read  in  conjunction  with  our  Consolidated 
Financial Statements and accompanying Notes to Consolidated Financial Statements included in this 2008 Form 
10-K. MD&A consists of the following sections:

Executive Summary provides a summary of the key highlights of our results of operations

Results of Operations provides an analysis of operating results 

Critical Accounting Policies and Estimates discusses accounting policies that reflect the more significant 

judgments and estimates used in the preparation of our consolidated financial statements

Liquidity and Capital Resources provides an analysis of cash flows, contractual obligations and financial 

position

Executive Summary

We design, manufacture, market, and service semiconductor processing equipment used in the fabrication 
of integrated circuits and are recognized as a major provider of such equipment to the worldwide semiconductor 
industry. Semiconductor wafers are subjected to a complex series of process and preparation steps that result 
in the simultaneous creation of many individual integrated circuits. We leverage our expertise in these areas to 
develop integrated and standalone processing solutions which typically benefit our customers through reduced 
cost, lower defect rates, enhanced yields, or faster processing time as well as by facilitating their ability to meet 
more stringent performance and design standards.

26

The following summarizes certain key quarterly and annual financial information for the periods indicated 

below (in thousands, except per share data and percentages):

June 29,
2008

Revenue . . . . . . . . . . . . . . . $ 566,160
Gross margin  . . . . . . . . . .
234,650
Gross margin as a percent 
of total revenue . . . . . .
Net income . . . . . . . . . . . .
Diluted net earnings  

72,178

41.4%

Three Months Ended

March 30,
2008
$ 613,810
287,208

December 23,
2007
$ 610,320
307,661

September 23,
2007
$ 684,621
343,887

Year Ended
June 29,
2008
$ 2,474,911
1,173,406

Year Ended
June 24,
2007
$ 2,566,576
1,305,054

46.8%

50.4%

50.2%

47.4%

50.8%

103,524

115,059

148,588

439,349

685,816

per share  . . . . . . . . . . . $

0.57

$

0.82

$

0.91

$

1.18

$

3.47

$

4.85

Our  business  model,  which  utilizes  the  capabilities  of  outsource  providers,  enables  us  to  focus  on  new 
and existing product and process development, sales and marketing, and customer support. Although there are 
near-term challenges from declining customer investment levels, we continue to target to expand our leadership 
position in etch, leverage our etch expertise into adjacent markets and meet our objective of delivering best-in-
class financial performance over the long term.

Fiscal  year  2008  shipments  were  approximately  $2.4  billion.  Fiscal  year  2008  revenues  decreased  4% 
compared to fiscal year 2007 revenues reflecting a reduction in customer demand in the latter portion of the 
year.

Gross margin as a percent of revenues was 47.4% for fiscal year 2008 and decreased sequentially compared 
to fiscal year 2007 gross margin of 50.8%. This reduction was primarily due to customer concentration and 
product mix challenges and decreased factory utilization as a result of reduced shipment volumes on declining 
customer investment levels.

Fiscal year 2008 operating expenses include the assumption of Section 409A employee liabilities of $43.8 
million and $19.3 million of costs related to our voluntary internal stock option review. Included in operating 
expenses is $29.5 million from the operations of SEZ since the date of acquisition. We also continue to invest 
significantly in research and development focused on leading-edge plasma etch, single-wafer clean, and other 
new products and technologies. Although there are near term pressures on our business from declining customer 
investment levels, we are targeting the longer term benefit of our product development activities. These factors, 
along with decreased revenues and gross margins noted above, contributed to the fiscal 2008 operating margin 
decrease to 20.6% compared with 30.3% in fiscal year 2007.

Our cash performance remained strong during fiscal year 2008 as our cash and cash equivalents, short-
term investments and restricted cash and investments balances increased sequentially during fiscal year 2008 
by $174.1 million after the cash acquisition of SEZ for $482.6 million, net of cash acquired. Cash flows from 
operating activities were $590.3 million during fiscal year 2008.

Results of Operations

Shipments and Backlog 

Shipments (in millions) . . . . . . . . . . . . . . .
North America  . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia Pacific . . . . . . . . . . . . . . . . . . . . . . . .
Taiwan . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Korea . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008
$ 495

Three Months Ended
December 23,
2007
$ 593

March 30,
2008
$ 658

September 23,
2007
$ 621

Year Ended
June 29,
2008
$2,367

15%
7%
14%
19%
28%
17%

13%
9%
15%
15%
22%
26%

27

17%
13%
13%
19%
19%
19%

18%
7%
12%
26%
20%
17%

16%
9%
13%
20%
22%
20%

 
Unshipped  orders  in  backlog  as  of  June  29,  2008  were  approximately  $410  million  and  decreased 
from approximately $643 million as of June 24, 2007 consistent with reduced spending commitments of our 
customers in the semiconductor industry. The basis for recording new orders is defined in our backlog policy. 
Our unshipped orders backlog includes orders for systems, spares, and services where written customer requests 
have been accepted and the delivery of products or provision of services is anticipated within the next 12 months. 
Our  policy  is  to  revise  our  backlog  for  order  cancellations  and  to  make  adjustments  to  reflect,  among  other 
things, spares volume estimates and customer delivery date changes. Please refer to “Backlog” in Part I Item 1, 
“Business” of this 2008 Form 10-K for additional information on our backlog policy.

Revenue

Revenue (in thousands) . . . . . . . . . . . . . . . . . . . .
North America  . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia Pacific . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Taiwan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Korea . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008

Year Ended
June 24,
2007

$2,474,911

$ 2,566,576

June 25,
2006
$ 1,642,171

17%
10%
13%
20%
22%
18%

16%
9%
18%
22%
21%
14%

14%
13%
12%
17%
22%
22%

The  slight  decrease  in  revenues  during  fiscal  year  2008  from  fiscal  year  2007  reflects  our  customers’ 
response to balancing supply and demand in the semiconductor industry. The increase in revenues during fiscal 
year 2007 compared to fiscal year 2006 reflected an improved market environment which was evidenced by 
expanded levels of capital investments by semiconductor manufacturers and our market share expansion. Our 
revenue  levels  are  correlated  to  the  amount  of  shipments  and  our  installation  and  acceptance  timelines.  The 
overall Asia region continued to account for a significant portion of our revenues as a substantial amount of the 
worldwide capacity additions for semiconductor manufacturing continues to occur in that region. Our deferred 
revenue  balance  decreased  to  $193.6  million  as  of  June  29,  2008  compared  to  $295.5  million  as  of  June  24, 
2007, consistent with the decline in customer spending levels during fiscal year 2008. The anticipated future 
revenue value of orders shipped from backlog to Japanese customers that are not recorded as deferred revenue 
was approximately $52 million as of June 29, 2008; these shipments are classified as inventory at cost until title 
transfers.

Gross Margin

Gross Margin  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,173,406
Percent of total revenue  . . . . . . . . . . . . . . . . . . . . . . .

47.4%

June 29,
2008

Year Ended
June 24,
2007
(in thousands, except percentages)
$ 1,305,054

June 25,
2006

$ 827,012

50.8%

50.4%

Gross margin as a percent of revenue during fiscal year 2008 was 47.4%. The decrease in gross margin 
as a percent of revenue for fiscal year 2008 compared with fiscal year 2007 was primarily due to decreased 
factory utilization as a result of reduced shipment volumes, as well as customer concentration and product mix 
challenges, $12.6 million of one-time restructuring and asset impairment expenses related to the streamlining 
of our combined clean product group, post SEZ acquisition, and $6.4 million of expense associated with the 
assumption of the employee tax liabilities as a result of the determinations from our voluntary independent stock 
option review.

28

 
The increase in gross margin as a percent of revenue during fiscal year 2007 compared with fiscal year 
2006 was primarily driven by improved utilization of factory and field resources on higher business volumes 
partially offset by product and customer mix and implementation of a targeted consumable spare parts price-
reduction strategy focused on preserving and building market share and strengthening customer trust in our 
efforts to support their cost-reduction roadmaps.

Research and Development

Research & Development (R&D) . . . . . . . . . . . . . . . . $323,759
Percent of total revenue  . . . . . . . . . . . . . . . . . . . . . . .

13.1%

Year Ended
June 24,
June 29,
2008
2007
(in thousands, except percentages)
$285,348

June 25,
2006

$229,378

11.1%

14.0%

Although there are near term pressures on our business from declining customer investment levels, given 
the targeted longer term benefit of our product development activities, we continue to invest significantly in 
research  and  development  focused  on  leading-edge  plasma  etch,  single-wafer  clean,  and  new  products  and 
technologies. The fiscal year 2008 R&D expenses included approximately $14 million from the operations of 
SEZ.  Including  SEZ  since  March  11,  2008,  the  growth  in  absolute  spending  levels  during  fiscal  year  2008 
compared to fiscal year 2007 reflect our commitment towards our near-term and longer-term product growth 
objectives and included increases of approximately $22 million in salary and benefits costs for planned increases 
in headcount and employee base compensation supporting that same strategy, $9 million in engineering material 
supplies and outside services targeting etch, and new product growth objectives, and a $3 million decrease in 
incentive-based compensation driven by reduced profit levels. Approximately 74% and 33% of fiscal years 2008 
and 2007 systems revenues, respectively, were derived from products introduced over the previous two years and 
is reflective of our continued investments in new products and technologies.

The growth in absolute spending levels during fiscal year 2007 compared to fiscal year 2006 included 
expected increases of approximately $22 million in engineering material supplies and outside services targeting 
etch,  new  and  product  growth  objectives,  $18  million  in  salary  and  benefits  costs  for  planned  increases  in 
headcount  and  employee  base  compensation  supporting  that  same  strategy,  $6  million  in  incentive-based 
compensation driven by higher profit levels and $6 million in equity-based compensation.

Selling, General and Administrative

June 29,
2008

Year Ended
June 24,
2007

June 25,
2006

Selling, General & Administrative (SG&A)  . . . . . . . $287,992
Percent of total revenue  . . . . . . . . . . . . . . . . . . . . . . .

11.6%

(in thousands, except percentages)
$241,046

$192,866

9.4%

11.7%

Fiscal  year  2008  SG&A  expenses  included  approximately  $15  million  of  SEZ  SG&A  expenses.  The 
increase in SG&A expenses during fiscal year 2008 compared with the prior year was driven by increases of 
approximately $24 million in salary and benefit costs for planned increases in headcount, including SEZ since 
March 11, 2008, and employee base compensation, $19 million in legal and accounting cost incurred as a result 
of the voluntary stock option review, and $3 million in equity-based compensation partially offset by a decrease 
of $5 million in incentive-based compensation triggered by lower profit levels.

The increase in SG&A expenses during fiscal year 2007 compared with the prior year was driven by increases 
of $20 million in incentive-based compensation triggered by higher profits and stock price, approximately $15 
million in salary and benefit costs for planned increases in headcount and employee base compensation, and $5 
million in equity-based compensation.

29

 
 
409A Expense 

As a result of the determinations from the voluntary independent stock option review, we considered the 
application of Section 409A of the Internal Revenue Code and similar provisions of state law to certain stock 
option grants where, under APB No. 25, intrinsic value existed at the time of grant. In the event such stock option 
grants are not considered as issued at fair market value at the original grant date under the IRC, these options 
are subject to Section 409A and similar provisions of state law. Due to this, taxes and penalties are levied not on 
the intrinsic value increase, but on the entire stock option gain for exercised options. On March 30, 2008, our 
Board of Directors authorized us to assume the tax liability of certain employees, including our Chief Executive 
Officer and certain executive officers, with options subject to Section 409A and similar provisions of state law. 
The 409A liability totaled $50.2 million; $43.8 million was recorded in operating expenses and $6.4 million in 
cost of goods sold in our consolidated statements of operations for fiscal year 2008. The determinations from 
the voluntary independent stock option review are more fully described in Note 3, “Restatement of Consolidated 
Financial  Statements”  to  Consolidated  Financial  Statements  and  “Management’s  Discussion  and  Analysis  of 
Financial Condition and Results of Operations” in Item 7 of our 2007 Form 10-K.

In Process Research and Development

We incurred a charge of $2.1 million related to the required expensing of in process research and development 
following our acquisition of SEZ which is reported in operating expenses during fiscal year 2008. There remains 
no additional in process research and development on our balance sheet.

Restructuring and Asset Impairments

During the June 2008 quarter we incurred expenses for restructuring and asset impairment charges related 
to the integration of SEZ and overall streamlining of our combined clean product group (“June 2008 Plan”). 
These  charges  included  severance  and  related  benefits  costs,  excess  facilities-related  costs  and  certain  asset 
impairments associated with our initial product line integration road maps.

Prior  to  the  end  of  the  June  2008  quarter,  we  initiated  the  announced  restructuring  activities  and 
management, with the proper level of authority, approved specific actions under the June 2008 Plan. Severance 
packages to affected employees were communicated in enough detail such that the employees could determine 
their type and amount of benefit. The termination of the affected employees occurred as soon as practical after 
the restructuring plans were announced. The amount of remaining future lease payments for facilities we ceased 
to use and included in the restructuring charges is based on management’s estimates using known prevailing real 
estate market conditions at that time based, in part, on the opinions of independent real estate experts. Leasehold 
improvements relating to the vacated buildings were written off, as these items will have no future economic 
benefit to us and have been abandoned.

We  distinguish  regular  operating  cost  management  activities  from  restructuring  activities.  Accounting 
for  restructuring  activities  requires  an  evaluation  of  formally  committed  and  approved  plans.  Restructuring 
activities  have  comparatively  greater  strategic  significance  and  materiality  and  may  involve  exit  activities, 
whereas regular cost containment activities are more tactical in nature and are rarely characterized by formal 
and integrated action plans or exiting a particular product, facility, or service.

We recorded net restructuring charges and asset impairments during fiscal year 2008 of approximately $19.0 
million, consisting of severance and benefits for involuntarily terminated employees of $5.5 million, charges for 
the present value of remaining lease payments on vacated facilities of $0.9 million, and the write-off of related 
fixed assets of $1.9 million. We also recorded asset impairments related to initial product line integration road 
maps of $10.7 million. Of the total $19.0 million in charges, $12.6 million was recorded in cost of goods sold and 
$6.4 million was recorded in operating expenses in our fiscal year 2008 consolidated statement of operations.

As a result of the fiscal year 2008 restructuring activities, we expect annual savings, relative to the cost 
structure immediately preceding the activities, in total expenses of approximately $25 million. These estimated 
savings from the June 2008 Plan’s discrete actions are primarily related to lower employee payroll, facilities, 
and depreciation expenses. Actual savings may vary from these forecasts, depending upon future events and 
circumstances.

30

Below is a table summarizing activity relating to the June 2008 Plan: 

Severance
and
Benefits

Facilities

Abandoned
Fixed 
Assets

Inventory

Total

June 2008 provision  . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-cash charges . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at June 29, 2008  . . . . . . . . . . . . . . . . . . . . . .

$5,513
(927)
—
$4,586

$899
—
—
$899

(in thousands)
$ 1,893
—
(1,893)

$ — $

$ 10,671
—
(10,671)

$ 18,976
(927)
(12,564)
— $ 5,485

The severance and benefits-related costs are anticipated to be utilized by the end of fiscal year 2009. The 
facilities balance consists primarily of lease payments on vacated buildings and is expected to be utilized by the 
end of fiscal year 2009.

Other Income (Expense), Net

Other income (expense), net, consisted of the following: 

June 29,
2008

Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 51,194
(12,674)
Interest expense  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
31,070
Foreign exchange gains (losses) . . . . . . . . . . . . . . . . .
—
Debt issue cost amortization  . . . . . . . . . . . . . . . . . . .
—
Gain on sale of other investments  . . . . . . . . . . . . . . .
(908)
Charitable contributions . . . . . . . . . . . . . . . . . . . . . . .
Favorable legal judgment . . . . . . . . . . . . . . . . . . . . . .
—
(1,137)
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 67,545

Year Ended
June 24,
2007
(in thousands)
$ 71,666
(17,817)
(1,512)
—
3,000
(1,500)
15,834
(608)
$ 69,063

June 25,
2006

$38,189
(677)
(1,458)
(368)
—
(1,000)
—
336
$35,022

The decrease in interest income during fiscal year 2008 compared with the prior year is primarily due to 
decreases in our average balances of cash and cash equivalents, short-term investments, and restricted cash and 
investments throughout fiscal year 2008 and to a lesser extent, decreases in interest rate yields. The decrease in 
average balances was due to share repurchase activity of $1.1 billion during fiscal year 2007, of which $768.0 
million  was  repurchased  during  the  fourth  quarter  of  fiscal  year  2007,  and  the  acquisition  of  SEZ  in  fiscal 
year  2008  in  the  amount  of  $482.6  million,  net  of  cash  acquired.  The  sequential  increase  in  interest  income 
during fiscal year 2007 compared to fiscal year 2006 was due to the combined effect of increased cash and cash 
equivalents, short-term securities, and restricted cash and investments balances as well as increases in interest 
rate yields.

The decrease in interest expense during fiscal year 2008 as compared with the prior year was due to a 
$100 million repayment on our long-term debt during the December and March quarters of fiscal year 2007 
and a decline in interest rates. The balance of our long-term debt and capital lease obligations as of June 29, 
2008 was $306.3 million. The current portion of long-term debt and capital leases was $30.2 million as of June 
29, 2008. Consolidated debt and capital lease obligations increased during fiscal year 2008 as a result of the 
SEZ acquisition. Debt and capital lease balances related to the SEZ acquisition were $56.3 million in total with 
$5.2 million representing the current portion as of June 29, 2008. The debt obligations consist of various bank 
loans and government grants supporting operating needs and capital leases reflect building lease obligations. 
The  increase  in  interest  expense  during  fiscal  year  2007  as  compared  with  fiscal  year  2006  was  due  to  the 
$350 million of long-term debt entered into by our wholly-owned subsidiary on June 16, 2006 to facilitate the 
repatriation of foreign earnings under the American Jobs Creation Act of 2004 (AJCA). The balance of our long-
term debt was $250 million as of June 24, 2007.

31

 
 
 
Included in foreign exchange gains during fiscal year 2008 are gains associated with the acquisition of 
SEZ of $42.7 million relating primarily to the settlement of a hedge of the Swiss franc. These acquisition-related 
net foreign exchange gains were partially offset by other foreign exchange losses of approximately $11.2 million 
during fiscal year 2008 which were primarily due to our foreign currency denominated liabilities with non-U.S. 
dollar functional subsidiaries where the U.S. dollar weakened against certain currencies, primarily the Euro and 
Taiwan dollar resulting in the foreign exchange loss. A description of our exposure to foreign currency exchange 
rates can be found in the Risk Factors section of this 2008 Form 10-K under the heading “Our Future Success 
Depends on International Sales and Management of Global Operations.”

In June 2007 we recognized a gain of $3.0 million related to the sale of a private equity investment.

The favorable legal judgment of $15.8 million during fiscal year 2007 was obtained in a lawsuit filed by us 
alleging breach of purchase order contracts by one of our customers. The Supreme Court of California denied 
review of lower and appellate court judgments in favor of Lam Research during the quarter ended September 24, 
2006.

Income Tax Expense

Our annual income tax expense was $137.6 million, $161.9 million, and $104.6 million in fiscal years 2008, 
2007, and 2006, respectively. Our effective tax rate for fiscal years 2008, 2007, and 2006 was 23.9%, 19.1%, and 
23.8%, respectively. The increase in the effective tax rate in fiscal year 2008 is primarily due to the application 
of certain foreign tax rulings, a decrease in the proportion of income in low tax jurisdictions, as well as the 
expiration of the federal research tax credit which expired on December 31, 2007. The increase was partially 
offset by certain discrete events resulting in a net tax benefit of $11.6 million. These discrete events included 
favorable  adjustments  for  previously  estimated  tax  liabilities  upon  the  filing  of  our  U.S.  and  certain  foreign 
income tax returns, and the reversal of tax reserves with respect to certain transfer pricing items now settled.

The  fiscal  year  2007  effective  tax  rate  was  19.1%,  compared  to  the  fiscal  year  2006  effective  tax  rate 
of 23.8%, and reflects the increase in income in jurisdictions with a lower tax rate as well as certain discrete 
events  resulting  in  a  net  tax  benefit  of  $21.5  million.  These  discrete  events  included  favorable  adjustments 
for previously estimated tax liabilities upon the filing of our U.S. and certain foreign income tax returns, the 
reversal of tax reserves with respect to certain transfer pricing items now settled and an increased benefit related 
to the extension of the federal research credit as it pertains to our fiscal year 2006. These favorable adjustments 
were partially offset by an increase in tax expense related to the application of foreign tax rulings.

Deferred Income Taxes

Deferred income taxes reflect the net effect of temporary differences between the carrying amounts of 
assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Our gross 
deferred tax assets, primarily comprised of reserves and accruals that are not currently deductible and tax credit 
carryforwards, were $173.0 million and $123.3 million at the end of fiscal years 2008 and 2007, respectively. 
These gross deferred tax assets were offset by deferred tax liabilities of $53.1 million and $34.2 million at the 
end of fiscal years 2008 and 2007, respectively, and a valuation allowance of $3.4 million at the end of fiscal year 
2008. There was no such valuation allowance at the end of fiscal year 2007.

Deferred tax assets increased in fiscal year 2008 primarily due to the accrual related to the Section 409A 
employee liability and the deferred tax assets from the acquisition of SEZ. The increase in deferred tax liability 
in fiscal year 2008 was primarily due to the acquisition of SEZ.

We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not 
to be realized. Realization of our net deferred tax assets is dependent on future taxable income. We believe it is 
more likely than not that such assets will be realized; however, ultimate realization could be negatively impacted 
by market conditions and other variables not known or anticipated at this time. In the event that we determine 
that we would not be able to realize all or part of our net deferred tax assets, an adjustment would be charged 
to earnings in the period such determination is made. Likewise, if we later determine that it is more likely than 
not that the deferred tax assets would be realized, then the previously provided valuation allowance would be 
reversed.  Our  current  valuation  allowance  of  $3.4  million  relates  to  deferred  tax  assets  acquired  in  the  SEZ 

32

acquisition. Any subsequently recognized tax benefits associated with valuation allowances recorded in the SEZ 
acquisition will be recorded as an adjustment to goodwill. We evaluate the realizability of the deferred tax assets 
quarterly and will continue to assess the need for additional valuation allowances, if any.

FIN 48

In July 2006, the Financial Accounting Standards Board (“FASB”) issued FASB Interpretation Number 
48, “Accounting for Income Tax Uncertainties” (“FIN 48”). FIN 48 clarifies the accounting for income taxes, by 
prescribing a minimum recognition threshold a tax position is required to meet before being recognized in the 
financial statements. FIN 48 also provides guidance on derecognizing, measurement, classification, interest and 
penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective for fiscal years beginning 
after  December  15,  2006.  We  adopted  FIN  48  as  of  June  25,  2007.  As  a  result  of  the  adoption  of  FIN  48, 
we  decreased  the  recorded  liability  for  unrecognized  tax  benefits  by  approximately  $26.2  million  as  well  as 
reclassed approximately $64.4 million from current to non-current income taxes payable. The cumulative effect 
of adopting FIN 48 was a $17.6 million increase to our opening retained earnings in the first quarter of fiscal 
year 2008.

We  reevaluate  these  uncertain  tax  positions  on  a  quarterly  basis.  This  evaluation  is  based  on  factors 
including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues 
under audit, and new audit activity. Such a change in recognition or measurement would result in the recognition 
of a tax benefit or an additional charge to the tax provision.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles 
requires  management  to  make  certain  judgments,  estimates  and  assumptions  that  could  affect  the  reported 
amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and 
expenses during the reporting period. We based our estimates and assumptions on historical experience and on 
various other assumptions believed to be applicable and evaluate them on an ongoing basis to ensure they remain 
reasonable under current conditions. Actual results could differ significantly from those estimates.

The significant accounting policies used in the preparation of our financial statements are described in 
Note 2 of our Consolidated Financial Statements. Some of these significant accounting policies are considered 
to be critical accounting policies. A critical accounting policy is defined as one that has both a material impact 
on our financial condition and results of operations and requires us to make difficult, complex and/or subjective 
judgments, often as a result of the need to make estimates about matters that are inherently uncertain.

We  believe  that  the  following  critical  accounting  policies  reflect  the  more  significant  judgments  and 

estimates used in the preparation of our consolidated financial statements.

Revenue  Recognition:  We  recognize  all  revenue  when  persuasive  evidence  of  an  arrangement  exists, 
delivery  has  occurred  and  title  has  passed  or  services  have  been  rendered,  the  selling  price  is  fixed  or 
determinable, collection of the receivable is reasonably assured, and we have completed our system installation 
obligations, received customer acceptance or are otherwise released from our installation or customer acceptance 
obligations. In the event that terms of the sale provide for a lapsing customer acceptance period, we recognize 
revenue upon the expiration of the lapsing acceptance period or customer acceptance, whichever occurs first. 
In circumstances where the practices of a customer do not provide for a written acceptance or the terms of sale 
do not include a lapsing acceptance provision, we recognize revenue where it can be reliably demonstrated that 
the delivered system meets all of the agreed-to customer specifications. In situations with multiple deliverables, 
revenue is recognized upon the delivery of the separate elements to the customer and when we receive customer 
acceptance or are otherwise released from our customer acceptance obligations. Revenue from multiple-element 
arrangements is allocated among the separate elements based on their relative fair values, provided the elements 
have value on a stand-alone basis, there is objective and reliable evidence of fair value, the arrangement does not 
include a general right of return relative to the delivered item and delivery or performance of the undelivered 
item(s) is considered probable and substantially in our control. The maximum revenue recognized on a delivered 
element is limited to the amount that is not contingent upon the delivery of additional items. Revenue related to 

33

sales of spare parts and system upgrade kits is generally recognized upon shipment. Revenue related to services 
is generally recognized upon completion of the services requested by a customer order. Revenue for extended 
maintenance service contracts with a fixed payment amount is recognized on a straight-line basis over the term 
of the contract.

Inventory  Valuation:  Inventories  are  stated  at  the  lower  of  cost  or  market  using  standard  costs  which 
generally approximate actual costs on a first-in, first-out basis. We maintain a perpetual inventory system and 
continuously record the quantity on-hand and standard cost for each product, including purchased components, 
subassemblies, and finished goods. We maintain the integrity of perpetual inventory records through periodic 
physical counts of quantities on hand. Finished goods are reported as inventories until the point of title transfer to 
the customer. Generally, title transfer is documented in the terms of sale. When the terms of sale do not specify, 
we assume title transfers when we complete physical transfer of the products to the freight carrier unless other 
customer  practices  prevail.  Transfer  of  title  for  shipments  to  Japanese  customers  generally  occurs  at  time  of 
customer acceptance.

Standard costs are reassessed as needed but annually at a minimum, and reflect achievable acquisition 
costs, generally the most recent vendor contract prices for purchased parts, currently obtainable assembly and 
test  labor  utilization  levels,  methods  of  manufacturing,  and  overhead  for  internally  manufactured  products. 
Manufacturing labor and overhead costs are attributed to individual product standard costs at a level planned to 
absorb spending at average utilization volumes. All intercompany profits related to the sales and purchases of 
inventory between our legal entities are eliminated from our consolidated financial statements.

Management evaluates the need to record adjustments for impairment of inventory at least quarterly. Our 
policy is to assess the valuation of all inventories including manufacturing raw materials, work-in-process, finished 
goods, and spare parts in each reporting period. Obsolete inventory or inventory in excess of management’s 
estimated  usage  requirements  over  the  next  12  to  36  months  is  written  down  to  its  estimated  market  value 
if  less  than  cost.  Inherent  in  the  estimates  of  market  value  are  management’s  forecasts  related  to  our  future 
manufacturing schedules, customer demand, technological and/or market obsolescence, general semiconductor 
market  conditions,  possible  alternative  uses,  and  ultimate  realization  of  excess  inventory.  If  future  customer 
demand or market conditions are less favorable than our projections, additional inventory write-downs may be 
required and would be reflected in cost of sales in the period the revision is made.

Warranty:  Typically,  the  sale  of  semiconductor  capital  equipment  includes  providing  parts  and  service 
warranty to customers as part of the overall price of the system. We offer standard warranties for our systems 
that run generally for a period of 12 months from system acceptance. When appropriate, we record a provision 
for estimated warranty expenses to cost of sales for each system upon revenue recognition. The amount recorded 
is based on an analysis of historical activity which uses factors such as type of system, customer, geographic 
region,  and  any  known  factors  such  as  tool  reliability  trends.  All  actual  parts  and  labor  costs  incurred  in 
subsequent periods are charged to those established reserves on a system-by-system basis.

Actual  warranty  expenses  are  incurred  on  a  system-by-system  basis,  and  may  differ  from  our  original 
estimates. While we periodically monitor the performance and cost of warranty activities, if actual costs incurred 
are  different  than  our  estimates,  we  may  recognize  adjustments  to  provisions  in  the  period  in  which  those 
differences arise or are identified. We do not maintain general or unspecified reserves; all warranty reserves are 
related to specific systems.

In addition to the provision of standard warranties, we offer customer-paid extended warranty services. 
Revenues for extended maintenance and warranty services with a fixed payment amount are recognized on a 
straight-line basis over the term of the contract. Related costs are recorded either as incurred or when related 
liabilities are determined to be probable and estimable.

Equity-based Compensation — Employee Stock Purchase Plan and Employee Stock Plans: We account 
for our employee stock purchase plan (“ESPP”) and stock plans under the provisions of Statement of Financial 
Accounting Standards No. 123R (“SFAS No. 123R”). SFAS No. 123R requires the recognition of the fair value 
of equity-based compensation in net income. The fair value of our restricted stock units was calculated based 
upon the fair market value of Company stock at the date of grant. The fair value of our stock options and ESPP 
awards was estimated using a Black-Scholes option valuation model. This model requires the input of highly 

34

subjective assumptions and elections in adopting and implementing SFAS No. 123R, including expected stock 
price volatility and the estimated life of each award. The fair value of equity- based awards is amortized over 
the vesting period of the award and we have elected to use the straight-line method for awards granted after the 
adoption of SFAS No. 123R and continue to use a graded vesting method for awards granted prior to the adoption 
of SFAS No. 123R.

We make quarterly assessments of the adequacy of our tax credit pool related to equity-based compensation 
to determine if there are any deficiencies that require recognition in our consolidated statements of operations. 
As a result of the adoption of SFAS No. 123R, we will only recognize a benefit from stock-based compensation 
in paid-in-capital if an incremental tax benefit is realized after all other tax attributes currently available to us 
have been utilized. In addition, we have elected to account for the indirect benefits of stock-based compensation 
on the research tax credit through the income statement (continuing operations) rather than through paid-in-
capital. We have also elected to net deferred tax assets and the associated valuation allowance related to net 
operating  loss  and  tax  credit  carryforwards  for  the  accumulated  stock  award  tax  benefits  determined  under 
Accounting  Principles  Board  No.  25  for  income  tax  footnote  disclosure  purposes.  We  will  track  these  stock 
award attributes separately and will only recognize these attributes through paid-in-capital in accordance with 
Footnote 82 of SFAS No. 123R.

Income Taxes: Deferred income taxes reflect the net effect of temporary differences between the carrying 
amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. 
We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not to 
be realized. Realization of our net deferred tax assets is dependent on future taxable income. We believe it is 
more likely than not that such assets will be realized; however, ultimate realization could be negatively impacted 
by market conditions and other variables not known or anticipated at this time. In the event that we determine 
that we would not be able to realize all or part of our net deferred tax assets, an adjustment would be charged 
to earnings in the period such determination is made. Likewise, if we later determine that it is more likely than 
not that the deferred tax assets would be realized, then the previously provided valuation allowance would be 
reversed.

We calculate our current and deferred tax provision based on estimates and assumptions that can differ 
from the actual results reflected in income tax returns filed during the subsequent year. Adjustments based on 
filed returns are recorded when identified.

We provide for income taxes on the basis of annual estimated effective income tax rates. Our estimated 
effective income tax rate reflects our underlying profitability, the level of R&D spending, the regions where 
profits  are  recorded  and  the  respective  tax  rates  imposed.  We  carefully  monitor  these  factors  and  adjust  the 
effective income tax rate, if necessary. If actual results differ from estimates, we could be required to record an 
additional valuation allowance on deferred tax assets or adjust our effective income tax rate, which could have a 
material impact on our business, results of operations, and financial condition.

The  calculation  of  our  tax  liabilities  involves  dealing  with  uncertainties  in  the  application  of  complex 
tax laws. Our estimate for the potential outcome of any uncertain tax issue is highly judgmental. Resolution of 
these uncertainties in a manner inconsistent with our expectations could have a material impact on our results 
of operations and financial condition.

In July 2006, the FASB issued FASB Interpretation 48, “Accounting for Income Tax Uncertainties” (“FIN 
48”). FIN 48 defines the threshold for recognizing the benefits of tax return positions in the financial statements 
as “more-likely-than-not” to be sustained by the taxing authority. The recently issued literature also provides 
guidance  on  the  derecognition,  measurement  and  classification  of  income  tax  uncertainties,  along  with  any 
related interest and penalties. FIN 48 also includes guidance concerning accounting for income tax uncertainties 
in interim periods and increases the level of disclosures associated with any recorded income tax uncertainties. 
We  adopted  FIN  48  in  the  first  quarter  of  2008.  See  Note  15:  “Income  Taxes”  in  the  Notes  to  Consolidated 
Financial Statements of this 2008 Form 10-K for further discussion.

We must make certain estimates and judgments in determining income tax expense for financial statement 
purposes. These estimates and judgments occur in the calculation of tax credits, benefits, and deductions, and 
in the calculation of certain tax assets and liabilities, which arise from differences in the timing of recognition 

35

of revenue and expense for tax and financial statement purposes, as well as the interest and penalties relating to 
these uncertain tax positions. Significant changes to these estimates may result in an increase or decrease to our 
tax provision in a subsequent period.

We must assess the likelihood that we will be able to recover our deferred tax assets. If recovery is not likely, 
we must increase our provision for taxes by recording a valuation allowance against the deferred tax assets that 
we estimate will not ultimately be recoverable. We believe that we will ultimately recover a substantial majority 
of the deferred tax assets recorded on our consolidated balance sheets. However, should there be a change in our 
ability to recover our deferred tax assets, our tax provision would increase in the period in which we determined 
that the recovery was not probable.

In addition, the calculation of our tax liabilities involves dealing with uncertainties in the application of 
complex tax regulations. As a result of the implementation of FIN 48, we recognize liabilities for uncertain tax 
positions based on the two-step process prescribed within the interpretation. The first step is to evaluate the tax 
position for recognition by determining if the weight of available evidence indicates that it is more likely than not 
that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. 
The second step requires us to estimate and measure the tax benefit as the largest amount that is more than 50% 
likely to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, 
as this requires us to determine the probability of various possible outcomes. We reevaluate these uncertain tax 
positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts 
or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Such a change 
in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax 
provision in the period.

Goodwill and Intangible Assets: We account for goodwill and other intangible assets in accordance with 
Statement of Financial Accounting Standards No. 142, “Goodwill and Other Intangible Assets”, (“SFAS No. 
142”).  SFAS  No.  142  requires  that  goodwill  and  identifiable  intangible  assets  with  indefinite  useful  lives  no 
longer be amortized, but instead be tested for impairment at least annually. SFAS No. 142 also requires that 
intangible assets with estimable useful lives be amortized over their respective estimated useful lives to their 
estimated residual values and reviewed for impairment in accordance with SFAS No. 144, “Accounting for the 
Impairment or Disposal of Long-Lived Assets”.

We review goodwill at least annually for impairment. Should certain events or indicators of impairment 
occur between annual impairment tests, we perform the impairment test of goodwill at that date. In testing for a 
potential impairment of goodwill, we: (1) allocate goodwill to our various reporting units to which the acquired 
goodwill relates; (2) estimate the fair value of our reporting units; and (3) determine the carrying value (book 
value) of those reporting units, as some of the assets and liabilities related to those reporting units are not held 
by those reporting units but by corporate headquarters. Furthermore, if the estimated fair value of a reporting 
unit is less than the carrying value, we must estimate the fair value of all identifiable assets and liabilities of 
that reporting unit, in a manner similar to a purchase price allocation for an acquired business. This can require 
independent valuations of certain internally generated and unrecognized intangible assets such as in-process 
research and development and developed technology. Only after this process is completed can the amount of 
goodwill impairment, if any, be determined.

The  process  of  evaluating  the  potential  impairment  of  goodwill  is  subjective  and  requires  significant 
judgment at many points during the analysis. In estimating the fair value of a reporting unit for the purposes 
of  our  annual  or  periodic  analyses,  we  make  estimates  and  judgments  about  the  future  cash  flows  of  that 
reporting unit. Although our cash flow forecasts are based on assumptions that are consistent with our plans and 
estimates we are using to manage the underlying businesses, there is significant exercise of judgment involved in 
determining the cash flows attributable to a reporting unit over its estimated remaining useful life. In addition, 
we make certain judgments about allocating shared assets to the estimated balance sheets of our reporting units. 
We also consider our and our competitor’s market capitalization on the date we perform the analysis. Changes in 
judgment on these assumptions and estimates could result in a goodwill impairment charge.

36

The value assigned to intangible assets is based on estimates and judgments regarding expectations such as 
the success and life cycle of products and technology acquired. If actual product acceptance differs significantly 
from the estimates, we may be required to record an impairment charge to write down the asset to its realizable 
value.

Recent Accounting Pronouncements

In July 2006, the FASB issued FASB Interpretation Number 48, “Accounting for Income Tax Uncertainties” 
(“FIN 48”). FIN 48 clarifies the accounting for income taxes, by prescribing a minimum recognition threshold 
a  tax  position  is  required  to  meet  before  being  recognized  in  the  financial  statements.  FIN  48  also  provides 
guidance on derecognizing, measurement, classification, interest and penalties, accounting in interim periods, 
disclosure and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. We adopted 
FIN 48 as of June 25, 2007. As a result of the adoption of FIN 48, the Company decreased the recorded liability 
for unrecognized tax benefits by approximately $26.2 million, and reclassed approximately $64.4 million from 
current to non-current income taxes payable. The cumulative effect of adopting FIN 48 resulted in an increase 
to  the  Company’s  opening  retained  earnings  in  the  first  quarter  of  fiscal  year  2008  of  approximately  $17.6 
million.

In  September  2006,  the  FASB  issued  Statement  of  Financial  Accounting  Standards  No.  157,  “Fair 
Value Measurements,” (“SFAS No. 157”), which defines fair value, establishes guidelines for measuring fair 
value  and  expands  disclosures  regarding  fair  value  measurements.  SFAS  No.  157  does  not  require  any  new 
fair value measurements but rather eliminates inconsistencies in guidance found in various prior accounting 
pronouncements. In February 2008, the FASB issued FASB Staff Position No. 157-2 delaying the effective date 
of  SFAS  No.  157  for  nonfinancial  assets  and  nonfinancial  liabilities,  except  for  items  that  are  recognized  or 
disclosed at fair value on a recurring basis. We will adopt the delayed portions of SFAS No. 157 during fiscal 
year 2010, while all other portions of the standard will be adopted during fiscal year 2009, as required. SFAS 
No. 157 is effective for fiscal years beginning after November 15, 2007. Earlier adoption is permitted, provided 
the company has not yet issued financial statements, including interim periods, for that fiscal year. Our financial 
assets  and  liabilities  impacted  by  SFAS  No.  157  relate  primarily  to  derivatives,  short-term  investments  and 
restricted investments balances. We do not believe there will be any material impact on our financial position, 
results of operations and liquidity as a result of adopting the provisions of SFAS No. 157.

In February 2007, the FASB issued Statement of Financial Accounting Standards No. 159, “The Fair Value 
Option for Financial Assets and Financial Liabilities — Including an amendment of FASB Statement No. 115” 
(“SFAS No. 159”). This statement permits entities to choose to measure many financial instruments and certain 
other items at fair value that are not currently required to be measured at fair value and establishes presentation and 
disclosure requirements designed to facilitate comparisons between entities that choose different measurement 
attributes for similar types of assets and liabilities. SFAS No. 159 is effective as of the beginning of an entity’s 
first fiscal year that begins after November 15, 2007, provided the entity also elects to apply the provisions of 
SFAS No. 157. We do not believe there will be any material impact on our financial position, results of operations 
and liquidity as a result of adopting the provisions of SFAS No. 159.

In December 2007, the FASB issued Statement of Financial Accounting Standards No. 141 (revised 2007), 
“Business  Combinations”  (“SFAS  No.  141R”).  SFAS  141R  establishes  principles  and  requirements  for  how 
an acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities 
assumed, any noncontrolling interest in the acquiree and the goodwill acquired. SFAS No. 141R also establishes 
disclosure requirements to enable the evaluation of the nature and financial effects of the business combination. 
SFAS No. 141R is effective as of the beginning of an entity’s fiscal year that begins after December 15, 2008. We 
expect to adopt SFAS No. 141R in the beginning of fiscal year 2010 and are currently evaluating the potential 
impact,  if  any,  of  the  adoption  of  SFAS  No.  141R  on  our  consolidated  results  of  operations  and  financial 
condition.

In December 2007, the FASB issued Statement of Financial Accounting Standards No. 160, “Noncontrolling 
Interests  in  Consolidated  Financial  Statements  —  An  Amendment  of  ARB  51”  (“SFAS  160”).  SFAS  160 
establishes  accounting  and  reporting  standards  for  the  treatment  of  noncontrolling  interests  in  a  subsidiary. 
Noncontrolling interests in a subsidiary will be reported as a component of equity in the consolidated financial 

37

statements and any retained noncontrolling equity investment upon deconsolidation of a subsidiary is initially 
measured at fair value. SFAS 160 is effective for fiscal years beginning after December 15, 2008. The adoption 
of SFAS 160 will result in the reclassification of minority interests to stockholders’ equity. We are currently 
assessing any further impacts of SFAS 160 on our results of operations and financial condition.

In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about 
Derivative Instruments and Hedging Activities — An Amendment of FASB Statement 133” (“SFAS 161”). SFAS 
161  requires  expanded  and  enhanced  disclosure  for  derivative  instruments,  including  those  used  in  hedging 
activities. SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. We are 
currently assessing the impact of the adoption of SFAS 161 on our consolidated financial statement disclosures.

In April 2008, the FASB issued FASB Staff Position Statement of Financial Accounting Standards 142-3, 
“Determination of the Useful Life of Intangible Assets” (“FSP SFAS 142-3”). FSP SFAS 142-3 provides guidance 
with respect to estimating the useful lives of recognized intangible assets acquired on or after the effective date 
and  requires  additional  disclosure  related  to  the  renewal  or  extension  of  the  terms  of  recognized  intangible 
assets. FSP SFAS 142-3 is effective for fiscal years and interim periods beginning after December 15, 2008. We 
are currently assessing the impact of the adoption of FSP SFAS 142-3 on our results of operations and financial 
condition.

Liquidity and Capital Resources

During fiscal year 2008 we grew our gross cash and cash equivalents, short-term investments, and restricted 
cash and investments balance to $1.2 billion compared with $1.0 billion at June 24, 2007. During fiscal year 
2008, we generated $590.3 million in cash from operating activities. In addition, we acquired SEZ for $482.6 
million, net of cash acquired, in an all cash transaction.

Cash Flows from Operating Activities

Net  cash  provided  by  operating  activities  of  $590.3  million  during  fiscal  year  2008  consisted  of  (in 

millions):

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-cash charges:

Depreciation and amortization  . . . . . . . . . . . . . . . . . . . . . . .
Equity-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . .
Net gain on settlement of call option  . . . . . . . . . . . . . . . . . .
Restructuring charges, net . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net tax benefit on equity-based compensation plans . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating asset accounts . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$439.3

54.7
42.5
(33.8)
19.0
24.6
(26.7)
74.0
(3.3)
$590.3

Significant changes in operating asset and liability accounts , net of amounts acquired from SEZ, included 
the following sources of cash: a decrease in accounts receivable of $99.9 million on lower business volumes, 
an  increase  in  accrued  expenses  and  other  liabilities  of  $80.6  million  that  was  primarily  due  to  an  increase 
in accrued compensation, including an accrual for the assumption of 409A liabilities of $50.2 million, and a 
decrease in inventories of $19.7 million on lower business volumes. These sources of cash were partially offset 
by decreases in deferred profit and accounts payable of $64.0 million and $40.1 million, respectively, on lower 
business volumes, and an increase in prepaid expenses and other assets of $22.0 million primarily due to an 
increase in income taxes receivable.

38

Cash Flows from Investing Activities

Net cash used for investing activities during fiscal year 2008 was $495.8 million which was primarily due 
to our acquisition of SEZ for $482.6 million, net of cash acquired. In addition, our capital expenditures were 
$76.8 million and we purchased Swiss franc call options related to the acquisition of SEZ totaling $13.5 million. 
These expenditures were partially offset by net sales/maturities of investments of $18.8 million, proceeds from 
the  settlement  of  the  call  options  related  to  the  SEZ  acquisition  of  $47.3  million  and  the  reclassification  of 
restricted cash of $15.5 million.

Cash Flows from Financing Activities

Net cash provided by financing activities during fiscal year 2008 was $65.8 million which was primarily 
due to $58.9 million of excess tax benefit on equity-based compensation plans representing the benefits of tax 
deductions  in  excess  of  the  compensation  cost  recognized,  $21.3  million  from  the  issuance  of  our  Common 
Stock related to employee equity-based plans, partially offset by $14.6 million in share repurchases related to 
shares withheld through net share settlements upon the vesting of restricted stock unit awards under our equity 
compensation plans.

Given the cyclical nature of the semiconductor equipment industry, we believe that maintaining sufficient 
liquidity  reserves  is  important  to  support  sustaining  levels  of  investment  in  R&D  and  capital  infrastructure. 
Based upon our current business outlook, our levels of cash, cash equivalents, and short-term investments at 
June 29, 2008 are expected to be sufficient to support our presently anticipated levels of operations, investments, 
debt service requirements, and capital expenditures through at least the next 12 months.

In  the  longer  term,  liquidity  will  depend  to  a  great  extent  on  our  future  revenues  and  our  ability  to 
appropriately manage our costs based on demand for our products. Should additional funding be required, we 
may need to raise the required funds through borrowings or public or private sales of debt or equity securities. 
We believe that, in the event of such requirements, we will be able to access the capital markets on terms and 
in amounts adequate to meet our objectives. However, given the possibility of changes in market conditions or 
other occurrences, there can be no certainty that such funding will be available in needed quantities or on terms 
favorable to us.

Off-Balance Sheet Arrangements and Contractual Obligations

We have certain obligations to make future payments under various contracts, some of which are recorded 
on our balance sheet and some of which are not. Obligations are recorded on our balance sheet in accordance 
with  U.S.  generally  accepted  accounting  principles  and  include  our  long-term  debt  which  is  outlined  in  the 
following table and discussed below. Our off-balance sheet arrangements include contractual relationships and 
are presented as operating leases and purchase obligations in the table below. Our contractual cash obligations 
and  commitments  relating  to  these  agreements,  and  our  guarantees  are  included  in  the  following  table.  The 
amounts in the table below exclude $109.5 million of liabilities under FIN 48 as we are unable to reasonably 
estimate  the  ultimate  amount  or  time  of  settlement.  See  Note  15,  “Income  Taxes”  of  Notes  to  Consolidated 
Financial Statements for further discussion.

Operating
Leases

Capital
Leases

Purchase
Obligations

Long-term
Debt and
Interest Expense

Total

(in thousands)

Payments due by period:

Less than 1 year . . . . . . . . . . . . . . . . . . . . . .
1-3 years . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3-5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Over 5 years . . . . . . . . . . . . . . . . . . . . . . . . .
Total  . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 12,594 $ 1,864 $ 142,651
49,311
5,936
31,727
4,516
41,054
16,697
$194,031 $29,013 $ 264,743

18,533
12,661
150,243

$ 38,828
248,337
13,195
—
$300,360

$195,937
322,117
62,099
207,994
$788,147

39

Operating Leases

We lease most of our administrative, R&D and manufacturing facilities, regional sales/service offices and 
certain equipment under non-cancelable operating leases, which expire at various dates through 2016. Certain of 
our facility leases for buildings located at our Fremont, California headquarters and certain other facility leases 
provide us with an option to extend the leases for additional periods or to purchase the facilities. Certain of our 
facility leases provide for periodic rent increases based on the general rate of inflation.

Included in the Operating Leases Over 5 years section of the table above is $141.8 million in guaranteed 
residual  values  for  lease  agreements  relating  to  certain  properties  at  our  Fremont,  California  campus  and 
properties in Livermore, California.

On  December  18,  2007,  we  entered  into  a  series  of  two  operating  leases  (the  “Livermore  Leases”) 
regarding certain improved properties in Livermore, California. On December 21, 2007, we entered into a series 
of four amended and restated operating leases (the “New Fremont Leases,” and collectively with the Livermore 
Leases, the “Operating Leases”) with regard to certain improved properties  at  our headquarters  in Fremont, 
California.  Each  of  the  Operating  Leases  is  an  off-balance  sheet  arrangement.  The  Operating  Leases  (and 
associated documents for each Operating Lease) were entered into by us and BNP Paribas Leasing Corporation 
(“BNPPLC”).

Each Livermore Lease facility has an approximately seven-year term (inclusive of an initial construction 
period during which BNPPLC’s and our obligations will be governed by the Construction Agreement entered 
into with regard to such Livermore Lease facility) ending on the first business day in January, 2015. Each New 
Fremont Lease has an approximately seven-year term ending on the first business day in January, 2015.

Under each Operating Lease, we may, at our discretion and with 30 days’ notice, elect to purchase the 
property that is the subject of the Operating Lease for an amount approximating the sum required to prepay the 
amount of BNPPLC’s investment in the property and any accrued but unpaid rent. Any such amount may also 
include an additional make-whole amount for early redemption of the outstanding investment, which will vary 
depending on prevailing interest rates at the time of prepayment.

We will be required, pursuant to the terms of the Operating Leases and associated documents, to maintain 
collateral in an aggregate of approximately $165.0 million (upon completion of the Livermore construction) in 
separate interest-bearing accounts and/or eligible short-term investments as security for our obligations under 
the Operating Leases. As of June 29, 2008, we had $129.2 million recorded as restricted cash and short-term 
investments in our consolidated balance sheet as collateral required under the lease agreements related to the 
amounts currently outstanding on the facility.

Upon expiration of the term of an Operating Lease, the property subject to that Operating Lease may be 
remarketed. We have guaranteed to BNPPLC that each property will have a certain minimum residual value, as 
set forth in the applicable Operating Lease. The aggregate guarantee made by us under the Operating Leases is 
no more than approximately $141.8 million (although, under certain default circumstances, the guarantee with 
regard to an Operating Lease may be 100% of BNPPLC’s investment in the applicable property; in the aggregate, 
the amounts payable under such guarantees will be no more than $165.0 million plus related indemnification or 
other obligations).

The lessor under the lease agreements is a substantive independent leasing company that does not have the 
characteristics of a variable interest entity (VIE) as defined by FASB Interpretation No. 46, “Consolidation of 
Variable Interest Entities” and is therefore not consolidated by us.

The  remaining  operating  lease  balances  primarily  relate  to  non-cancelable  facility-related  operating 

leases.

Capital Leases

Capital leases reflect building lease obligations assumed from our acquisition of SEZ. The amounts in the 

table above include the interest portion of payment obligations.

40

Purchase Obligations

Purchase obligations consist of significant contractual obligations either on an annual basis or over multi-
year periods related to our outsourcing activities or other material commitments, including vendor-consigned 
inventories. We continue to enter into new agreements and maintain existing agreements to outsource certain 
activities,  including  elements  of  our  manufacturing,  warehousing,  logistics,  facilities  maintenance,  certain 
information technology functions, and certain transactional general and administrative functions. The contractual 
cash obligations and commitments table presented above contains our minimum obligations at June 29, 2008 
under these arrangements and others. Actual expenditures will vary based on the volume of transactions and 
length of contractual service provided. In addition to these obligations, certain of these agreements include early 
termination provisions and/or cancellation penalties which could increase or decrease amounts actually paid.

Consignment inventories, which are owned by vendors but located in our storage locations and warehouses, 
are not reported as our inventory until title is transferred to us or our purchase obligation is determined. At June 
29, 2008, vendor-owned inventories held at our locations and not reported as our inventory were $26.5 million.

Long-Term Debt

On June 16, 2006, our wholly-owned subsidiary, Lam Research International SARL (“LRI”), as borrower, 
entered into a $350 million Credit Agreement (the “LRI Credit Agreement”). In connection with the LRI Credit 
Agreement, we entered into a Guarantee Agreement (the “Guarantee Agreement”) guaranteeing the obligations 
of  LRI  under  the  LRI  Credit  Agreement.  The  outstanding  balance  on  the  loan  was  repaid  in  full  during  the 
quarter ended March 30, 2008.

Concurrent with the repayment of the LRI Credit Agreement noted above, on March 3, 2008, we, as borrower, 
entered into a Credit Agreement, dated as of March 3, 2008 (the “Credit Agreement”) with ABN AMRO BANK 
N.V (the “Agent”), as administrative agent for the lenders party to the Credit Agreement, and such lenders. Our 
wholly-owned domestic subsidiary entered into a guarantee for the obligations of the Company under the Credit 
Agreement. In connection with the Credit Agreement, the Company and its wholly-owned domestic subsidiary 
entered into certain collateral documents (collectively, the “Collateral Documents”) including certain Security 
Agreements, a Pledge Agreement and other Collateral Documents to secure our obligations under the Credit 
Agreement.  The  Collateral  Documents  encumber  certain  current  and  future  accounts  receivables,  inventory, 
equipment and related assets.

Under the Credit Agreement, we borrowed $250 million in principal amount for general corporate purposes. 
The loan under the Credit Agreement is a non-revolving term loan with the following repayment terms: (a) $12.5 
million of the principal amount due on each of (i) September 30, 2008, (ii) March 31, 2009 and (iii) September 30, 
2009 and (b) the payment of the remaining principal amount on March 6, 2010. The outstanding principal amount 
bears interest at LIBOR plus 0.75% per annum or, alternatively, at the Agent’s “prime rate.” We may prepay the 
loan under the Credit Agreement in whole or in part at any time without penalty. The Credit Agreement contains 
customary representations, warranties, affirmative covenants and events of default, as well as various negative 
covenants (including maximum leverage ratio, minimum liquidity and minimum EBITDA).

As a condition to funding under the Credit Agreement, the outstanding balance ($250 million) under the 
LRI  Credit  Agreement  was  repaid  in  full.  LRI  is  our  wholly-owned  subsidiary.  In  addition,  the  Guarantee 
Agreement was also terminated. Our obligations under the Guarantee Agreement were fully collateralized by 
cash and cash equivalents.

Consolidated  debt  obligations  increased  slightly  as  a  result  of  the  SEZ  acquisition  by  $34.8  million  of 
which $4.6 million represents the current portion of long-term debt and $30.2 million is classified as long-term 
debt on the consolidated balance sheet. The debt obligations consist of various bank loans and government grants 
supporting operating needs.

Our total long-term debt of $284.8 million as of June 29, 2008 includes the $250.0 million discussed above 

and $34.8 million from SEZ. The current portion of long-term debt was $29.6 million as of June 29, 2008.

41

Guarantees

We account for our guarantees in accordance with FASB Interpretation No. 45 “Guarantor’s Accounting 
and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others” (“FIN 
45”). FIN 45 requires a company that is a guarantor to make specific disclosures about its obligations under 
certain guarantees that it has issued. FIN 45 also requires a company (the guarantor) to recognize, at the inception 
of a guarantee, a liability for the obligations it has undertaken in issuing the guarantee.

We  have  issued  certain  indemnifications  to  our  lessors  for  taxes  and  general  liability  under  some 
of  our  agreements.  We  have  entered  into  certain  insurance  contracts  which  may  limit  our  exposure  to  such 
indemnifications.  As  of  June  29,  2008,  we  have  not  recorded  any  liability  on  our  consolidated  financial 
statements in connection with these indemnifications, as we do not believe, based on information available, that 
it is probable that any amounts will be paid under these guarantees.

Generally, the Company indemnifies, under pre-determined conditions and limitations, its customers for 
infringement of third-party intellectual property rights by the Company’s products or services. The Company 
seeks to limit its liability for such indemnity to an amount not to exceed the sales price of the products or services 
subject to its indemnification obligations. The Company does not believe, based on information available, that it 
is probable that any material amounts will be paid under these guarantees.

The Company offers standard warranties on its systems that run generally for a period of 12 months from 
system  acceptance.  The  liability  amount  is  based  on  actual  historical  warranty  spending  activity  by  type  of 
system,  customer,  and  geographic  region,  modified  for  any  known  differences  such  as  the  impact  of  system 
reliability improvements.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk 

Investments

We  maintain  an  investment  portfolio  of  various  holdings,  types,  and  maturities.  As  of  June  29,  2008, 
these securities are classified as available-for-sale and consequently are recorded in the Consolidated Balance 
Sheets  at  fair  value  with  unrealized  gains  or  losses  reported  as  a  separate  component  of  accumulated  other 
comprehensive income, net of tax.

Fixed Income Securities

Our exposure to market risk for changes in interest rates relates primarily to our investment portfolio and 
variable rate long-term debt. At any time, a sharp rise in interest rates could have a material adverse impact 
on the fair value of our fixed income investment portfolio. Conversely, declines in interest rates could have a 
material adverse impact on interest income for our investment portfolio. We target to maintain a conservative 
investment policy, which focuses on the safety and preservation of our invested funds by limiting default risk, 
market risk, and reinvestment risk. The following table presents the hypothetical fair values of fixed income 
securities as a result of selected potential market decreases and increases in interest rates. Market changes reflect 
immediate hypothetical parallel shifts in the yield curve of plus or minus 50 basis points (“BPS”), 100 BPS, and 
150 BPS. The hypothetical fair values as of June 29,2008 are as follows:

Valuation of Securities  
Given an Interest Rate
Decrease of X Basis Points

Fair Value as of
June 29, 2008

Valuation of Securities  
Given an Interest Rate  
Increase of X Basis Points

(150 BPS)

(100 BPS)

(50 BPS)

0.00%

50 BPS

100 BPS

150 BPS

Municipal Notes and Bonds . . . $150,712 $149,525 $148,341
U.S. Treasury and Agencies . . .
39,617
Government-Sponsored 

39,841

40,064

21,333
Enterprises  . . . . . . . . . . . . .
Bank and Corporate Notes . . . .
262,108
Total  . . . . . . . . . . . . . . . . . . . . . $476,270 $473,834 $471,399

21,539
262,929

21,744
263,750

42

(in thousands)
$147,157
39,393

$145,974 $144,790 $143,605
38,721
38,945

39,169

21,127
261,288
$468,965

20,921
260,467

20,509
20,715
258,825
259,646
$466,531 $464,096 $461,660

We  mitigate  default  risk  by  investing  in  high  credit  quality  securities  and  by  positioning  our  portfolio 
to  respond  appropriately  to  a  significant  reduction  in  a  credit  rating  of  any  investment  issuer  or  guarantor. 
The portfolio includes only marketable securities with active secondary or resale markets to achieve portfolio 
liquidity and maintain a prudent amount of diversification.

Publicly Traded Equity Securities and Equity Mutual Funds

The  values  of  our  equity  investments  in  publicly  traded  equity  securities  and  equity  mutual  funds  are 
subject  to  equity  price  risk.  The  following  table  presents  the  hypothetical  fair  values  of  our  publicly  traded 
equity security and equity mutual funds as a result of selected potential decreases and increases in the price of 
each equity security in the portfolio. Potential fluctuations in the price of each equity security in the portfolio of 
plus or minus 10%, 15%, 25% were selected based on potential near-term changes in those security prices. The 
hypothetical fair values as of June 29, 2008 are as follows:

Valuation of Securities  
Given an X% Decrease  
in Stock Price

Fair Value as of
June 29, 2008

Valuation of Securities 
Given an X% Increase  
in Stock Price

(25%)

(15%)

(10%)

0.00%

10%

15%

25%

Equity Mutual Funds  . . . . . . . . . . . . . . . . . . . $ 2,481 $2,812 $2,977
Publicly Traded Equity Securities . . . . . . . . . $ 2,542 $2,881 $3,050

(in thousands)
$3,306
$3,389

$3,637 $3,802 $4,133
$3,728 $3,897 $4,236

Foreign Currency Derivatives

We conduct business on a global basis in several major international currencies. As such, we are potentially 
exposed to adverse as well as beneficial movements in foreign currency exchange rates. The majority of our sales 
and expenses are denominated in U.S. dollars except for certain of our revenues that are denominated in Japanese 
yen, certain revenues and expenses denominated in the Euro, certain of our spares and service contracts which 
are denominated in various currencies, and expenses related to our non-U.S. sales and support offices which are 
denominated in these countries’ local currency. We currently enter into foreign currency forward contracts to 
minimize the short-term impact of the exchange rate fluctuations on Japanese yen-denominated net assets and 
forecasted  Japanese  yen-denominated  revenue  and  also  on  U.S.  dollar-denominated  assets  where  the  Euro  is 
the functional currency. We currently believe these are our primary exposures to currency rate fluctuation. To 
protect against the reduction in value of forecasted Japanese yen-denominated revenues, we enter into foreign 
currency forward exchange rate contracts that generally expire within 12 months, and no later than 24 months. 
These foreign currency forward exchange rate contracts are designated as cash flow hedges and are carried on 
our balance sheet at fair value with the effective portion of the contracts’ gains or losses included in accumulated 
other  comprehensive  income  (loss)  and  subsequently  recognized  in  earnings  in  the  same  period  the  hedged 
revenue  is  recognized.  We  also  enter  into  foreign  currency  forward  contracts  to  hedge  the  gains  and  losses 
generated by the remeasurement of Japanese yen-denominated net receivable balances against the U.S. dollar 
and U.S. dollar-denominated net receivable balances against the Euro. The change in fair value of these balance 
sheet hedge contracts is recorded into earnings as a component of other income and expense and offsets the 
change in fair value of the foreign currency denominated intercompany and trade receivables, recorded in other 
income and expense, assuming the hedge contract fully covers the intercompany and trade receivable balances.

43

 
 
The notional amount and unrealized loss of our outstanding foreign currency forward contracts that are 
designated as balance sheet hedges as of June 29, 2008 is shown in the table below. This table also shows the 
change  in  fair  value  of  these  balance  sheet  hedges  assuming  a  hypothetical  foreign  currency  exchange  rate 
movement of +/- 10 percent and +/- 15 percent. These changes in fair values would be offset in other income and 
expense by corresponding change in fair values of the foreign currency denominated intercompany and trade 
receivables assuming the hedge contract fully covers the intercompany and trade receivable balances.

Notional 
Amount

Unrealized
Gain/(Loss) as of
June 29, 2008

FX Contract Change in Fair Value
 Given an X% Increase (+) / 
Decrease (-) in Each FX Rate

Balance sheet hedge forward contracts sold  . . . . . . . .

$80.1

$(0.8)

+/-

10%

+/-

15%

(in millions)
+/-

$7.4

+/-

$11.2

The notional amount and unrealized gain of our outstanding forward contracts that are designated as cash 
flow hedges as of June 29, 2008 is shown in the table below. This table also shows the change in fair value of 
these cash flow hedges assuming a hypothetical foreign currency exchange rate movement of +/- 10 percent and 
+/- 15 percent.

Cash flow hedge forward contracts sold  . . . . . . . . . . . $107.7

$5.9

+/-

10%

+/-

15%

(in millions)
+/-

$10.8

+/-

$16.2

Notional
 Amount

Unrealized
Gain/(Loss) as of 
June 29, 2008

FX Contract Change in Fair Value
 Given an X% Increase (+) / 
Decrease (-) in Each FX Rate

Long-Term Debt

Our long-term debt consists of $250 million in a non-revolving term loan with the following repayment 
terms:  (a)  $12.5  million  of  the  principal  amount  due  on  each  of  (i)  September  30,  2008,  (ii)  March  31,  2009 
and (iii) September 30, 2009 and (b) the payment of the remaining principal amount on March 6, 2010. The 
outstanding principal amount bears interest at LIBOR plus 0.75% per annum or, alternatively, at the Agent’s 
“prime  rate.”  We  may  prepay  the  loan  under  the  Credit  Agreement  in  whole  or  in  part  at  any  time  without 
penalty. At any time a sharp increase in interest rates could have a material adverse effect on interest expense 
and a material favorable effect on interest expense with a sharp decline in interest rates.

A hypothetical change in interest rates on our variable rate long-term debt of 50 basis points would result 

in a change in interest expense of approximately $1.3 million per fiscal year.

In addition, our long-term debt includes $3.8 million of variable rate debt based on local LIBOR rates plus 
a spread of 0.50% and is subject to adverse as well as beneficial changes in interest expense due to fluctuation 
in interest rates.

Item 8. Financial Statements and Supplementary Data

The Consolidated Financial Statements required by this Item are set forth on the pages indicated in Item 
15(a). The unaudited quarterly results of our operations for our two most recent fiscal years are incorporated 
herein by reference under Item 6, “Selected Financial Data”.

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

None. 

44

 
Item 9A. Controls and Procedures

Disclosure Controls and Procedures

As required by Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended (the “Exchange 
Act”), as of June 29, 2008, we carried out an evaluation, under the supervision and with the participation of our 
management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the 
design and operation of our disclosure controls and procedures as defined in Rule 13a-15(e). Based upon that 
evaluation, our Chief Executive Officer along with our Chief Financial Officer, concluded that our disclosure 
controls and procedures are effective at the reasonable assurance level.

We intend to review and evaluate the design and effectiveness of our disclosure controls and procedures 
on an ongoing basis and to correct any material deficiencies that we may discover. Our goal is to ensure that our 
senior management has timely access to material information that could affect our business.

Changes in Internal Control over Financial Reporting

SEZ  Acquisition.  As  a  result  of  our  acquisition  of  SEZ  during  the  quarter  ended  March  30,  2008,  our 

internal control over financial reporting now includes the controls of SEZ.

Except as disclosed above, there has been no change in our internal control over financial reporting during 
our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal 
control over financial reporting.

Management’s Report on Internal Control Over Financial Reporting 

Management  is  responsible  for  establishing  and  maintaining  adequate  internal  control  over  financial 
reporting,  as  such  term  is  defined  in  Exchange  Act  Rules  13a-15(f)  and  15d-15(f).  Management  has  used 
the  framework  set  forth  in  the  report  entitled  “Internal  Control—Integrated  Framework”  published  by  the 
Committee  of  Sponsoring  Organizations  of  the  Treadway  Commission  to  evaluate  the  effectiveness  of  the 
Company’s internal control over financial reporting. Based on that evaluation, management has concluded that 
the Company’s internal control over financial reporting was effective as of June 29, 2008 at providing reasonable 
assurance regarding the reliability of financial reporting and the preparation of financial statements for external 
purposes in accordance with generally accepted accounting principles.

Management’s assessment of and conclusion on the effectiveness of internal control over financial reporting 
did not include the internal controls of the operations acquired from SEZ, which was acquired on March 11, 
2008. As allowed pursuant to guidance from the Securities and Exchange Commission, the evaluation of internal 
control over financial reporting of SEZ may be excluded. As of and for the year ended June 29, 2008 total assets 
and revenue of SEZ represented 27% (including goodwill and intangible assets) and 2% (from the March 11, 
2008 acquisition date) of consolidated total assets and revenue, respectively.

Ernst & Young LLP, an independent registered public accounting firm, has audited the Company’s internal 
control over financial reporting, as stated in their report, which is included in Part IV, Item 15 of this 2008 Form 
10-K.

Effectiveness of Controls

While we believe the present design of our disclosure controls and procedures and internal control over 
financial  reporting  is  effective  at  the  reasonable  assurance  level,  future  events  affecting  our  business  may 
cause  us  to  modify  our  disclosure  controls  and  procedures  or  internal  control  over  financial  reporting.  The 
effectiveness of controls cannot be absolute because the cost to design and implement a control to identify errors 
or mitigate the risk of errors occurring should not outweigh the potential loss caused by the errors that would 
likely be detected by the control. Moreover, we believe that a control system cannot be guaranteed to be 100% 
effective all of the time. Accordingly, a control system, no matter how well designed and operated, can provide 
only reasonable, not absolute, assurance that the control system’s objectives will be met.

Item 9B. Other Information 

None. 

45

PART III

We have omitted from the Report certain information required by Part III because we, as the Registrant, 
will file a definitive proxy statement with the Securities and Exchange Commission (SEC) within 120 days after 
the end of our fiscal year, pursuant to Regulation 14A, as promulgated by the SEC, for our Annual Meeting of 
Stockholders to be held November 6, 2008 (the “Proxy Statement”), and certain information included therein is 
incorporated by reference. (However, the Reports of the Audit Committee and Compensation Committee in the 
Registrant’s Proxy Statement are expressly not incorporated by reference herein.) For information regarding our 
executive officers, see Part I of this Form 10-K under the caption “Executive Officers of the Company”, which 
information is incorporated herein by this reference.

Item 10. Directors, Executive Officers, and Corporate Governance

The information concerning our directors required by this Item is incorporated by reference to our Proxy 

Statement under the heading “Proposal No. 1 — Election of Directors.”

The information concerning our audit committee and audit committee financial experts required by this 

Item is incorporated by reference to our Proxy Statement under the heading “Corporate Governance.”

The information concerning compliance by officers, directors and 10% shareholders of us with Section 16 
of the Exchange Act required by this Item is incorporated by reference to our Proxy Statement under the heading 
“Section 16(a) Beneficial Ownership Reporting Compliance.”

Lam has adopted a Code of Ethics that applies to all employees, officers, and directors of the Company. 
Our Code of Ethics is publicly available on the investor relations page of our website at www.lamresearch.com. 
To the extent required by law, any amendments to, or waivers from, any provision of the Code of Ethics will 
promptly be disclosed to the public. To the extent permitted by such legal requirements, we intend to make such 
public disclosure by posting the relevant material on our website in accordance with SEC rules.

Item 11. Executive Compensation

The  information  required  by  this  Item  is  incorporated  by  reference  to  our  Proxy  Statement  under  the 

heading “Executive Compensation and Other Information.”

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder 

Matters

The  information  required  by  this  Item  is  incorporated  by  reference  to  our  Proxy  Statement  under  the 
headings “Proposal No. 1 — Election of Directors”, “Security Ownership of Certain Beneficial Owners and 
Management” and “Securities Authorized for Issuance Under Equity Compensation Plans.”

Item 13. Certain Relationships and Related Transactions, and Director Independence

The  information  required  by  this  Item  is  incorporated  by  reference  to  our  Proxy  Statement  under  the 

heading “Certain Relationships and Related Transactions.”

Item 14. Principal Accounting Fees and Services

The  information  required  by  this  Item  is  incorporated  by  reference  to  our  Proxy  Statement  under  the 

heading “Relationship with Independent Registered Public Accounting Firm.”

46

Item 15. Exhibits, Financial Statement Schedules

(a) 

1. Index to Financial Statements 

PART IV

Page

Consolidated Balance Sheets — June 29, 2008 and June 24, 2007 . . . . . . . . . . . . . . . . . . . . 48
Consolidated Statements of Operations — Years Ended June 29, 2008,  

June 24, 2007, and June 25, 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49

Consolidated Statements of Cash Flows — Years Ended June 29, 2008,  

June 24, 2007, and June 25, 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50

Consolidated Statements of Stockholders’ Equity — Years Ended June 29, 2008,  

June 24, 2007, and June 25, 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . 84
Report of Independent Registered Public Accounting Firm on Internal Control  

Over Financial Reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85

2. Index to Financial Statement Schedules

Schedule II — Valuation and Qualifying Accounts  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87

Schedules, other than those listed above, have been omitted since they are not applicable/

not required, or the information is included elsewhere herein.

3. See (c) of this Item 15, which is incorporated herein by reference. 

(c)  

 The list of Exhibits follows page 81 of this 2008 Form 10-K and is incorporated herein by this 
reference.

47

 
 
 
LAM RESEARCH CORPORATION
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)

ASSETS

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Short-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
Accounts receivable, less allowance for doubtful accounts of  

732,537 $
326,199

573,967
96,724

June 29,
2008

 June 24,
2007

$4,102 as of June 29, 2008 and $3,851 as of June 24, 2007. . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restricted cash and investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

410,013
235,431
61,727
38,499
1,416,361
113,725
360,038
27,414
59,741
70,909
53,417
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,806,755 $ 2,101,605

412,356
282,218
96,748
67,649
1,917,707
235,735
146,072
19,793
281,298
121,889
84,261

LIABILITIES AND STOCKHOLDERS’ EQUITY

Trade accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Accrued expenses and other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current portion of long-term debt and capital leases . . . . . . . . . . . . . . . . . . . . . . . .
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt and capital leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes payable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minority interests  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments and contingencies
Stockholders’ equity:
Preferred stock, at par value of $0.001 per share; authorized —  

89,158 $

390,062
128,250
30,209
637,679
276,121
85,611
23,400
1,022,811
5,347

117,617
364,296
190,885
—
672,798
250,000
—
2,487
925,285
—

5,000 shares, none outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—

—

Common stock, at par value of $0.001 per share; authorized —  
400,000 shares; issued and outstanding — 125,187 shares  
at June 29, 2008 and 123,535 shares at June 24, 2007. . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock, at cost, 34,220 shares at June 29, 2008 and 34,168 shares  

125
1,332,159

124
1,194,215

(1,483,169)
at June 24, 2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
(4,302)
Accumulated other comprehensive income (loss). . . . . . . . . . . . . . . . . . . . . . . . . . .
1,469,452
Retained earnings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total stockholders’ equity  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,176,320
Total liabilities and stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,806,755 $ 2,101,605

(1,490,701)
10,620
1,926,394
1,778,597

See Notes to Consolidated Financial Statements

48

LAM RESEARCH CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS 
(in thousands, except per share data)

June 29,  
2008

Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,474,911
1,282,494
12,610
6,401
1,301,505
1,173,406
323,759
287,992
43,784
6,366
2,074
663,975
509,431

Cost of goods sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of goods sold — restructuring and asset impairments . . . . .
Cost of goods sold - 409A expense  . . . . . . . . . . . . . . . . . . . . . . .
Total costs of goods sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . .
  Gross margin. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Research and development  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative. . . . . . . . . . . . . . . . . . . . . . . . . .
409A expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring and asset impairments . . . . . . . . . . . . . . . . . . . . . . . .
In-process research and development . . . . . . . . . . . . . . . . . . . . . . . .
Total operating expenses  . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Other income (expense), net:
Interest income  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses)  . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Favorable legal judgment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

51,194
(12,674)
31,070
—
(2,045)
576,976
137,627
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 439,349

Net income per share:

YEAR ENDED
June 24,  
2007
$2,566,576
1,261,522
—
—
1,261,522
1,305,054
285,348
241,046
—
—
—
526,394
778,660

June 25,  
2006
$1,642,171
815,159
—
—
815,159
827,012
229,378
192,866
—
—
—
422,244
404,768

71,666
(17,817)
(1,512)
15,834
892
847,723
161,907
$ 685,816

38,189
(677)
(1,458)
—
(1,032)
439,790
104,580
$ 335,210

Basic net income per share. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Diluted net income per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

3.52
3.47

$
$

4.94
4.85

$
$

2.42
2.33

Number of shares used in per share calculations:

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

124,647
126,504

138,714
141,524

138,581
143,759

See Notes to Consolidated Financial Statements

49

 
 
LAM RESEARCH CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS 
(in thousands)

June 29,  
2008

YEAR ENDED
June 24,  
2007

June 25,  
2006

$ 439,349

$

685,816

$ 335,210

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charges, net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity-based compensation expense  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax benefit on equity-based compensation plans . . . . . . . . . . . . . . . . . . . . . . . . .
Excess tax benefit on equity-based compensation plans  . . . . . . . . . . . . . . . . . . . . . . . . .
Net gain on settlement of call option  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating asset accounts:

Accounts receivable, net of allowance  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses and other liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

54,704
(26,661)
18,976
42,516
83,472
(58,904)
(33,839)
(3,319)

99,887
19,684
(21,972)
(40,125)
(64,007)
80,558

38,097
17,055
—
35,554
62,437
(44,990)
—
625

(513)
(56,336)
(19,180)
9,055
51,112
44,827

823,559

Net cash provided by operating activities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

590,319

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures and intangible assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisitions of businesses, net of cash acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of other investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of available-for-sale securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales and maturities of available-for-sale securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchase of call option . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from settlement of call option . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchase of other investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transfer of restricted cash and investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(76,803)
(482,574)
—
(310,873)
329,695
(13,506)
47,345
(4,560)
15,471

(59,968)
(181,108)
3,000
(1,058,081)
1,103,311
—
—
—
110,000

Net cash used for investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(495,805)

(82,846)

CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long-term debt and capital lease obligations  . . . . . . . . . . . . . . . . . .
Net proceeds from issuance of long-term debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Excess tax benefit on equity-based compensation plans . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reissuances of treasury stock. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from issuance of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(251,714)
251,915
58,904
(14,552)
8,563
12,694

Net cash provided by / (used for) financing activities . . . . . . . . . . . . . . . . . . . .

65,810

Effect of exchange rate changes on cash  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net increase (decrease) in cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedule of noncash transactions

(1,754)
158,570
573,967
$ 732,537

$

(100,171)
—
44,990
(1,083,745)
18,123
42,468

(1,078,335)

774
(336,848)
910,815
573,967

22,000
37,222
—
23,993
17,338
(11,110)
—
2,357

(178,542)
(59,038)
(9,270)
48,341
50,675
88,206

367,382

(42,080)
—
—
(129,464)
312,252
—
—
—
(385,000)

(244,292)

(112)
349,632
11,110
(251,211)
15,171
179,400

303,990

1,485
428,565
482,250
$ 910,815

Acquisition of leased equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

— $

— $

1,088

Supplemental disclosures:
Cash payments for interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash payments for income taxes  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 10,900
$ 74,243

$
$

17,700
53,508

$
$

531
11,873

See Notes to Consolidated Financial Statements

50

 
 
 
 
 
LAM RESEARCH CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(in thousands)

COMMON
STOCK
SHARES
Balance at June 26, 2005. . . . . . . . . . . . . 137,313
9,914
Sale of common stock . . . . . . . . . . . . . . .
(6,979)
Purchase of treasury stock  . . . . . . . . . . .
Income tax benefit on equity-based 

COMMON
STOCK
$137
10
(6)

TREASURY
STOCK

ADDITIONAL
PAID-IN
CAPITAL,
$ 833,723 $ (186,064)
—
(251,205)

179,390

DEFERRED
STOCK-
BASED
COMPENSATION
$(2,593)
—
—

ACCUMULATED
OTHER
COMPREHENSIVE
INCOME (LOSS)
$(10,789)
—
—

TOTAL

RETAINED
EARNINGS
$ 454,865 $ 1,089,279
179,400
(251,211)

—
—

—
—
—
—
—

—

2,061

6,200

(916)

(7,761)

$(11,205)
—
—

—
—
—

—

1,755

5,355

82

505
—

(794)

—
(5,652)
—
—
—

17,338
15,171
23,993
—
—

335,210

335,210

—

—

—

2,061

6,200

(916)

—

(7,761)
334,794
$ 784,423 $ 1,408,764
42,468
—
— (1,083,745)

—
(787)
—

62,437
18,123
35,554

685,816

685,816

—

—

—

—
—

—

1,755

5,355

82

505
693,513

(794)

compensation plans  . . . . . . . . . . . . .
Reissuance of treasury stock  . . . . . . . . .
Equity-based compensation expense . . .
Deferred compensation adjustment  . . . .
Exercise of warrant . . . . . . . . . . . . . . . . .
Components of comprehensive income:
Net income . . . . . . . . . . . . . . . . . . . .
Foreign currency translation 

adjustment . . . . . . . . . . . . . . . . .

Unrealized gain on fair value  
of derivative financial 
instruments, net . . . . . . . . . . . . .

Unrealized loss on financial 

instruments, net . . . . . . . . . . . . .
Less: reclassification adjustment for 
gains included in earnings . . . . .
Total comprehensive income . . .
Balance at June 25, 2006. . . . . . . . . . . . .
Sale of common stock . . . . . . . . . . . . . . .
Purchase of treasury stock  . . . . . . . . . . .
Income tax benefit on equity-based 

compensation plans  . . . . . . . . . . . . .
Reissuance of treasury stock  . . . . . . . . .
Equity-based compensation expense . . .
Components of comprehensive income:
Net income . . . . . . . . . . . . . . . . . . . .
Foreign currency translation 

adjustment . . . . . . . . . . . . . . . . .

Unrealized gain on fair value  
of derivative financial 
instruments, net . . . . . . . . . . . . .

Unrealized gain on financial 

instruments, net . . . . . . . . . . . . .
Less: reclassification adjustment for 
losses included in earnings  . . . .
Total comprehensive income . . .

Adjustment to initially apply  

SFAS No. 158 . . . . . . . . . . . . . . . . . .

—

—
658
—
—
879

—

—

—

—

—

—
1
—
—
—

—

—

—

—

—

17,338
—
23,993
(2,593)
—

—
20,822
—
—
—

—

—

—

—

—

—

—

—

—

—

—
—
—
2,593
—

—

—

—

—

—

41,785
,388
(21,202)

$142
2
(21)

$1,051,851 $ (416,447)
—
— (1,083,724)

42,466

$ —
 —
—

—
64
—

—
1
—

—

—

—

—

—
—

—

62,437
1,907
35,554

—
17,002
—

—

—

—

—

—
—

—

—

—

—

—

—
—

—

—
—
—

—

—

—

—

—
—

—

51

Balance at June 24, 2007. . . . . . . . . . . . .
Sale of common stock . . . . . . . . . . . . . . .
Purchase of treasury stock  . . . . . . . . . . .
Tender offer . . . . . . . . . . . . . . . . . . . . . . .
Income tax benefit on equity-based 

compensation plans  . . . . . . . . . . . . .
Reissuance of treasury stock  . . . . . . . . .
Equity-based compensation expense . . .
Adoption of FIN 48 . . . . . . . . . . . . . . . . .
Components of comprehensive income:
Net income . . . . . . . . . . . . . . . . . . . .
Foreign currency translation 

adjustment . . . . . . . . . . . . . . . . .

Unrealized gain on fair value  
of derivative financial 
instruments, net . . . . . . . . . . . . .

Unrealized gain on financial 

—
236
—
—

—

—

—

instruments, net . . . . . . . . . . . . .
Less: reclassification adjustment for 
gains included in earnings . . . . .
SFAS No. 158 adjustment . . . . .
Total comprehensive income . . .
—
Balance at June 29, 2008. . . . . . . . . . . . . 125,187

—

—

LAM RESEARCH CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY – (continued)
(in thousands)

COMMON
STOCK
SHARES
23,535
1,703
(287)
—

COMMON
STOCK
$124
1
—
—

TREASURY
STOCK

ADDITIONAL
PAID-IN
CAPITAL,
$1,194,215 $(1,483,169)
—
(14,552)
—

12,695
—
(2,282)

DEFERRED
STOCK-
BASED
COMPENSATION
$ —
—
—
—

ACCUMULATED
OTHER
COMPREHENSIVE
INCOME (LOSS)
$ (4,302)
—
—
—

TOTAL

RETAINED
EARNINGS
$1,469,452 $ 1,176,320
12,696
(14,552)
(2,282)

—
—
—

—
—
—
17,593

74,865
8,563
42,516
26,200

439,349

439,349

—

—

—

12,557

398

2,787

—

(461)
(359)
454,271
$1,926,394 $ 1,778,597

—

—
—
—
—

—

—

—

—

—

74,865
1,543
42,516
8,607

—
7,020
—
—

—

—

—

—

—

—

—

—

—

—

—
—
—
—

—

—

—

—

—

—
$125

—

—
$1,332,159 $(1,490,701)

—
$ —

—
—
—
—

—

12,557

398

2,787

(461)
(359)
—
$ 10,620

See Notes to Consolidated Financial Statements

52

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 29, 2008

Note 1: Company and Industry Information

The  Company  designs,  manufactures,  markets,  and  services  semiconductor  processing  equipment  used 
in the fabrication of integrated circuits. Semiconductor wafers are subjected to a complex series of process and 
preparation steps that result in the simultaneous creation of many individual integrated circuits. The Company 
leverages  its  expertise  in  these  areas  to  develop  integrated  processing  solutions  which  typically  benefit  its 
customers through reduced cost, lower defect rates, enhanced yields, or faster processing time. The Company 
sells its products and services primarily to companies involved in the production of semiconductors in the United 
States, Europe, Taiwan, Korea, Japan, and Asia Pacific.

The semiconductor industry is cyclical in nature and has historically experienced periodic downturns and 
upturns. Today’s leading indicators of changes in customer investment patterns may not be any more reliable 
than in prior years. Demand for the Company’s equipment can vary significantly from period to period as a 
result  of  various  factors,  including,  but  not  limited  to,  economic  conditions,  supply,  demand,  and  prices  for 
semiconductors, customer capacity requirements, and the Company’s ability to develop and market competitive 
products. For these and other reasons, the Company’s results of operations for fiscal years 2008, 2007, and 2006 
may not necessarily be indicative of future operating results.

Note 2: Summary of Significant Accounting Policies

The preparation of financial statements, in conformity with U.S. generally accepted accounting principles 
requires management to make judgments, estimates, and assumptions that could affect the reported amounts of 
assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses 
during the reporting period. The Company based its estimates and assumptions on historical experience and 
on various other assumptions believed to be applicable, and evaluates them on an on-going basis to ensure they 
remain reasonable under current conditions. Actual results could differ significantly from those estimates.

Revenue Recognition: The Company recognizes all revenue when persuasive evidence of an arrangement 
exists, delivery has occurred and title has passed or services have been rendered, the selling price is fixed or 
determinable,  collection  of  the  receivable  is  reasonably  assured,  and  the  Company  has  completed  its  system 
installation obligations, received customer acceptance or is otherwise released from its installation or customer 
acceptance obligations. In the event that terms of the sale provide for a lapsing customer acceptance period, 
the Company recognizes revenue upon the expiration of the lapsing acceptance period or customer acceptance, 
whichever occurs first. In circumstances where the practices of a customer do not provide for a written acceptance 
or the terms of sale do not include a lapsing acceptance provision, the Company recognizes revenue where it 
can be reliably demonstrated that the delivered system meets all of the agreed-to customer specifications. In 
situations with multiple deliverables, revenue is recognized upon the delivery of the separate elements to the 
customer  and  when  the  Company  receives  customer  acceptance  or  is  otherwise  released  from  our  customer 
acceptance obligations. Revenue from multiple-element arrangements is allocated among the separate elements 
based on their relative fair values, provided the elements have value on a stand-alone basis, there is objective 
and reliable evidence of fair value, the arrangement does not include a general right of return relative to the 
delivered item and delivery or performance of the undelivered item(s) is considered probable and substantially 
in our control. The maximum revenue recognized on a delivered element is limited to the amount that is not 
contingent upon the delivery of additional items. Revenue related to sales of spare parts and system upgrade kits 
is generally recognized upon shipment. Revenue related to services is generally recognized upon completion of 
the services requested by a customer order. Revenue for extended maintenance service contracts with a fixed 
payment amount is recognized on a straight-line basis over the term of the contract.

Inventory  Valuation:  Inventories  are  stated  at  the  lower  of  cost  or  market  using  standard  costs  which 
generally approximate actual costs on a first-in, first-out basis. The Company maintains a perpetual inventory 
system and continuously records the quantity on-hand and standard cost for each product, including purchased 
components, subassemblies, and finished goods. The Company maintains the integrity of perpetual inventory 
records through periodic physical counts of quantities on hand. Finished goods are reported as inventories until 

53

the point of title transfer to the customer. Generally, title transfer is documented in the terms of sale. When the 
terms  of  sale  do  not  specify,  the  Company  assumes  title  transfers  when  it  completes  physical  transfer  of  the 
products to the freight carrier unless other customer practices prevail. Transfer of title for shipments to Japanese 
customers generally occurs at time of customer acceptance.

Standard costs are reassessed as needed, but annually at a minimum, and reflect achievable acquisition 
costs, generally the most recent vendor contract prices for purchased parts, currently obtainable assembly and 
test  labor  utilization  levels,  methods  of  manufacturing,  and  overhead  for  internally  manufactured  products. 
Manufacturing labor and overhead costs are attributed to individual product standard costs at a level planned to 
absorb spending at average utilization volumes. All intercompany profits related to the sales and purchases of 
inventory between our legal entities are eliminated from the Company’s consolidated financial statements.

Management evaluates the need to record adjustments for impairment of inventory at least quarterly. The 
Company’s policy is to assess the valuation of all inventories including manufacturing raw materials, work-in-
process, finished goods, and spare parts in each reporting period. Obsolete inventory or inventory in excess 
of management’s estimated usage requirements over the next 12 to 36 months is written down to its estimated 
market  value  if  less  than  cost.  Inherent  in  the  estimates  of  market  value  are  management’s  forecasts  related 
to  its  future  manufacturing  schedules,  customer  demand,  technological  and/or  market  obsolescence,  general 
semiconductor market conditions, possible alternative uses, and ultimate realization of excess inventory. If future 
customer demand or market conditions are less favorable than the Company’s projections, additional inventory 
write-downs may be required and would be reflected in cost of sales in the period the revision is made.

The Company records shipping and handling costs in cost of goods sold in its consolidated statements of 

operations.

Warranty:  Typically,  the  sale  of  semiconductor  capital  equipment  includes  providing  parts  and  service 
warranty to customers as part of the overall price of the system. The Company offers standard warranties for its 
systems that run generally for a period of 12 months from system acceptance. When appropriate, the Company 
records a provision for estimated warranty expenses to cost of sales for each system upon revenue recognition. 
The amount recorded is based on an analysis of historical activity which uses factors such as type of system, 
customer, geographic region, and any known factors such as tool reliability trends. All actual parts and labor 
costs incurred in subsequent periods are charged to those established reserves on a system-by-system basis.

Actual warranty expenses are incurred on a system-by-system basis, and may differ from the Company’s 
original estimates. While the Company periodically monitors the performance and cost of warranty activities, 
if actual costs incurred are different than its estimates, the Company may recognize adjustments to provisions 
in  the  period  in  which  those  differences  arise  or  are  identified.  The  Company  does  not  maintain  general  or 
unspecified reserves; all warranty reserves are related to specific systems.

In addition to the provision of standard warranties, the Company offers customer-paid extended warranty 
services. Revenues for extended maintenance and warranty services with a fixed payment amount are recognized 
on a straight-line basis over the term of the contract. Related costs are recorded either as incurred or when related 
liabilities are determined to be probable and estimable.

Equity-based Compensation — Employee Stock Purchase Plan and Employee Stock Plans: The Company 
accounts for its employee stock purchase plan (“ESPP”) and stock plans under the provisions of Statement of 
Financial Accounting Standards No. 123R (“SFAS No. 123R”). SFAS No. 123R requires the recognition of the 
fair value of equity-based compensation in net income. The fair value of our restricted stock units was calculated 
based upon the fair market value of Company stock at the date of grant. The fair value of our stock options and 
ESPP awards was estimated using a Black-Scholes option valuation model. This model requires the input of 
highly subjective assumptions and elections in adopting and implementing SFAS No. 123R, including expected 
stock price volatility and the estimated life of each award. The fair value of equity- based awards is amortized 
over the vesting period of the award and we have elected to use the straight-line method for awards granted after 
the adoption of SFAS No. 123R and continue to use a graded vesting method for awards granted prior to the 
adoption of SFAS No. 123R.

54

The Company makes quarterly assessments of the adequacy of its tax credit pool related to equity-based 
compensation to determine if there are any deficiencies that require recognition in its consolidated statements 
of operations. As a result of the adoption of SFAS No. 123R, the Company will only recognize a benefit from 
stock-based compensation in paid-in-capital if an incremental tax benefit is realized after all other tax attributes 
currently  available  to  the  Company  have  been  utilized.  In  addition,  the  Company  has  elected  to  account  for 
the  indirect  benefits  of  stock-based  compensation  on  the  research  tax  credit  through  the  income  statement 
(continuing operations) rather than through paid-in-capital. The Company has also elected to net deferred tax 
assets and the associated valuation allowance related to net operating loss and tax credit carryforwards for the 
accumulated stock award tax benefits determined under Accounting Principles Board No. 25 for income tax 
footnote  disclosure  purposes.  The  Company  will  track  these  stock  award  attributes  separately  and  will  only 
recognize these attributes through paid-in-capital in accordance with Footnote 82 of SFAS No. 123R.

Income Taxes: Deferred income taxes reflect the net effect of temporary differences between the carrying 
amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. 
The Company records a valuation allowance to reduce its deferred tax assets to the amount that is more likely than 
not to be realized. Realization of the Company’s net deferred tax assets is dependent on future taxable income. 
The Company believes it is more likely than not that such assets will be realized; however, ultimate realization 
could be negatively impacted by market conditions and other variables not known or anticipated at this time. In 
the event that the Company determines that it would not be able to realize all or part of its net deferred tax assets, 
an adjustment would be charged to earnings in the period such determination is made. Likewise, if the Company 
later determines that it is more likely than not that the deferred tax assets would be realized, then the previously 
provided valuation allowance would be reversed.

The Company calculates its current and deferred tax provision based on estimates and assumptions that 
can differ from the actual results reflected in income tax returns filed during the subsequent year. Adjustments 
based on filed returns are recorded when identified.

The Company provides for income taxes on the basis of annual estimated effective income tax rates. The 
Company’s estimated effective income tax rate reflects the underlying profitability of the Company, the level 
of R&D spending, the regions where profits are recorded and the respective tax rates imposed. The Company 
carefully monitors these factors and adjusts the effective income tax rate, if necessary. If actual results differ 
from  estimates,  the  Company  could  be  required  to  record  an  additional  valuation  allowance  on  deferred  tax 
assets  or  adjust  its  effective  income  tax  rate,  which  could  have  a  material  impact  on  its  business,  results  of 
operations, and financial condition.

The  calculation  of  the  Company’s  tax  liabilities  involves  dealing  with  uncertainties  in  the  application 
of complex tax laws. The Company’s estimate for the potential outcome of any uncertain tax issue is highly 
judgmental. Resolution of these uncertainties in a manner inconsistent with the Company’s expectations could 
have a material impact on its results of operations and financial condition.

In  July  2006,  the  FASB  issued  FASB  Interpretation  48,  “Accounting  for  Income  Tax  Uncertainties” 
(“FIN 48”). FIN 48 defines the threshold for recognizing the benefits of tax return positions in the financial 
statements as “more-likely-than-not” to be sustained by the taxing authority. The recently issued literature also 
provides  guidance  on  the  derecognition,  measurement  and  classification  of  income  tax  uncertainties,  along 
with any related interest and penalties. FIN 48 also includes guidance concerning accounting for income tax 
uncertainties in interim periods and increases the level of disclosures associated with any recorded income tax 
uncertainties. The Company adopted FIN 48 in the first quarter of 2008. See Note 15: “Income Taxes” in the 
Notes to Consolidated Financial Statements of this 2008 Form 10-K for further discussion.

The  Company  must  make  certain  estimates  and  judgments  in  determining  income  tax  expense  for 
financial statement purposes. These estimates and judgments occur in the calculation of tax credits, benefits, 
and deductions, and in the calculation of certain tax assets and liabilities, which arise from differences in the 
timing of recognition of revenue and expense for tax and financial statement purposes, as well as the interest 
and penalties relating to these uncertain tax positions. Significant changes to these estimates may result in an 
increase or decrease to the Company’s tax provision in a subsequent period.

55

The Company must assess the likelihood that it will be able to recover its deferred tax assets. If recovery 
is  not  likely,  the  Company  must  increase  its  provision  for  taxes  by  recording  a  valuation  allowance  against 
the deferred tax assets that it estimates will not ultimately be recoverable. The Company believes that it will 
ultimately recover a substantial majority of the deferred tax assets recorded on its consolidated balance sheets. 
However, should there be a change in the Company’s ability to recover its deferred tax assets, the Company’s tax 
provision would increase in the period in which it determined that the recovery was not probable.

In  addition,  the  calculation  of  the  Company’s  tax  liabilities  involves  dealing  with  uncertainties  in  the 
application of complex tax regulations. As a result of the implementation of FIN 48, the Company recognizes 
liabilities for uncertain tax positions based on the two-step process prescribed within the interpretation. The 
first  step  is  to  evaluate  the  tax  position  for  recognition  by  determining  if  the  weight  of  available  evidence 
indicates that it is more likely than not that the position will be sustained on audit, including resolution of related 
appeals or litigation processes, if any. The second step requires us to estimate and measure the tax benefit as the 
largest amount that is more than 50% likely of being realized upon ultimate settlement. It is inherently difficult 
and subjective to estimate such amounts, as this requires the Company to determine the probability of various 
possible outcomes. The Company reevaluates these uncertain tax positions on a quarterly basis. This evaluation 
is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively 
settled issues under audit, and new audit activity. Such a change in recognition or measurement would result in 
the recognition of a tax benefit or an additional charge to the tax provision in the period.

Goodwill  and  Intangible  Assets:  The  Company  accounts  for  goodwill  and  other  intangible  assets  in 
accordance with Statement of Financial Accounting Standards No. 142, “Goodwill and Other Intangible Assets”, 
(“SFAS No. 142”). SFAS No. 142 requires that goodwill and identifiable intangible assets with indefinite useful 
lives no longer be amortized, but instead be tested for impairment at least annually. SFAS No. 142 also requires 
that intangible assets with estimable useful lives be amortized over their respective estimated useful lives to 
their estimated residual values and reviewed for impairment in accordance with SFAS No. 144, “Accounting for 
the Impairment or Disposal of Long-Lived Assets”.

The Company reviews goodwill at least annually for impairment. Should certain events or indicators of 
impairment occur between annual impairment tests, the Company performs the impairment test of goodwill at 
that date. In testing for a potential impairment of goodwill, the Company: (1) allocates goodwill to its various 
reporting units to which the acquired goodwill relates; (2) estimates the fair value of its reporting units; and (3) 
determines the carrying value (book value) of those reporting units, as some of the assets and liabilities related 
to those reporting units are not held by those reporting units but by corporate headquarters. Furthermore, if the 
estimated fair value of a reporting unit is less than the carrying value, the Company must estimate the fair value 
of all identifiable assets and liabilities of that reporting unit, in a manner similar to a purchase price allocation for 
an acquired business. This can require independent valuations of certain internally generated and unrecognized 
intangible assets such as in-process research and development and developed technology. Only after this process 
is completed can the amount of goodwill impairment, if any, be determined.

The  process  of  evaluating  the  potential  impairment  of  goodwill  is  subjective  and  requires  significant 
judgment at many points during the analysis. In estimating the fair value of a reporting unit for the purposes 
of the Company’s annual or periodic analyses, the Company makes estimates and judgments about the future 
cash flows of that reporting unit. Although the Company’s cash flow forecasts are based on assumptions that 
are consistent with its plans and estimates it is using to manage the underlying businesses, there is significant 
exercise of judgment involved in determining the cash flows attributable to a reporting unit over its estimated 
remaining useful life. In addition, the Company makes certain judgments about allocating shared assets to the 
estimated balance sheets of its reporting units. The Company also considers the Company’s and its competitor’s 
market  capitalization  on  the  date  it  performs  the  analysis.  Changes  in  judgment  on  these  assumptions  and 
estimates could result in a goodwill impairment charge.

The value assigned to intangible assets is based on estimates and judgments regarding expectations such as 
the success and life cycle of products and technology acquired. If actual product acceptance differs significantly 
from the estimates, the Company may be required to record an impairment charge to write down the asset to its 
realizable value.

56

Fiscal Year: The Company follows a 52/53-week fiscal reporting calendar and its fiscal year ends on the 
last Sunday of June each year. The Company’s most recent fiscal year ended on June 29, 2008 and included 53 
weeks. The fiscal years ended June 24, 2007 and June 25, 2006 included 52 weeks. The Company’s next fiscal 
year, ending on June 28, 2009, will include 52 weeks.

Principles of Consolidation: The consolidated financial statements include the accounts of the Company 
and  its  wholly-owned  subsidiaries.  All  intercompany  accounts  and  transactions  have  been  eliminated  in 
consolidation.

Cash Equivalents and Short-Term Investments: All investments purchased with an original final maturity 
of three months or less are considered to be cash equivalents. All of the Company’s short-term investments are 
classified as available-for-sale at the respective balance sheet dates. The Company accounts for its investment 
portfolio  at  fair  value.  The  investments  classified  as  available-for-sale  are  recorded  at  fair  value  based  upon 
quoted market prices, and any material temporary difference between the cost and fair value of an investment 
is  presented  as  a  separate  component  of  accumulated  other  comprehensive  income  (loss.)  Unrealized  losses 
are  charged  against  “Other  income  (expense)”  when  a  decline  in  fair  value  is  determined  to  be  other  than-
temporary.  The  Company  considers  several  factors  to  determine  whether  a  loss  is  other-than-temporary. 
These factors include but are not limited to: (i) the extent to which the fair value is less than cost basis, (ii) the 
financial condition and near term prospects of the issuer, (iii) the length of time a security is in an unrealized 
loss  position  and  (iv)  the  Company’s  ability  to  hold  the  security  for  a  period  of  time  sufficient  to  allow  for 
any anticipated recovery in fair value. The Company’s ongoing consideration of these factors could result in 
additional impairment charges in the future, which could adversely affect its results of operation. There was an 
impairment charge of approximately $1 million recorded in fiscal year 2008. There were no impairment charges 
recorded on the Company’s investment portfolio in fiscal years 2007 or 2006. The specific identification method 
is used to determine the realized gains and losses on investments.

Property  and  Equipment:  Property  and  equipment  is  stated  at  cost.  Equipment  is  depreciated  by  the 
straight-line method over the estimated useful lives of the assets, generally three to eight years. Buildings are 
depreciated by the straight-line method over the estimated useful lives of the assets, generally twenty five to 
thirty three years. Leasehold improvements are amortized by the straight-line method over the shorter of the 
life  of  the  related  asset  or  the  term  of  the  underlying  lease.  Amortization  of  capital  leases  is  included  with 
depreciation expense.

Impairment  of  Long-Lived  Assets  (Excluding  Goodwill):  The  Company  routinely  considers  whether 
indicators of impairment of long-lived assets are present. If such indicators are present, the Company determines 
whether  the  sum  of  the  estimated  undiscounted  cash  flows  attributable  to  the  assets  in  question  is  less  than 
their  carrying  value.  If  the  sum  is  less,  the  Company  recognizes  an  impairment  loss  based  on  the  excess  of 
the  carrying  amount  of  the  assets  over  their  respective  fair  values.  Fair  value  is  determined  by  discounted 
future cash flows, appraisals or other methods. If the assets determined to be impaired are to be held and used, 
the  Company  recognizes  an  impairment  charge  to  the  extent  the  present  value  of  anticipated  net  cash  flows 
attributable to the asset are less than the asset’s carrying value. The fair value of the asset then becomes the 
asset’s new carrying value, which the Company depreciates over the remaining estimated useful life of the asset. 
Assets to be disposed of are reported at the lower of the carrying amount or fair value less cost to sell.

Derivative Financial Instruments: The Company carries derivative financial instruments (derivatives) on 
the balance sheet at their fair values in accordance with Statement of Financial Accounting Standards No. 133, 
“Accounting for Derivative Instruments and Hedging Activities” (SFAS No. 133) and Statement of Financial 
Accounting Standards No. 149, “Amendment of Statement 133 on Derivative Instruments and Hedging Activities” 
(“SFAS No. 149”). The Company has a policy that allows the use of derivative financial instruments, specifically 
foreign  currency  forward  exchange  rate  contracts,  to  hedge  foreign  currency  exchange  rate  fluctuations  on 
forecasted revenue transactions denominated in Japanese yen and other foreign currency denominated assets. 
The Company does not use derivatives for trading or speculative purposes.

The Company’s policy is to attempt to minimize short-term business exposure to foreign currency exchange 
rate risks using an effective and efficient method to eliminate or reduce such exposures. In the normal course of 
business, the Company’s financial position is routinely subjected to market risk associated with foreign currency 

57

exchange rate fluctuations. To protect against the reduction in value of forecasted Japanese yen-denominated 
revenues, the Company has instituted a foreign currency cash flow hedging program. The Company enters into 
foreign currency forward exchange rate contracts that generally expire within 12 months, and no later than 24 
months. These foreign currency forward exchange contracts are designated as cash flow hedges and are carried 
on the Company’s balance sheet at fair value with the effective portion of the contracts’ gains or losses included 
in accumulated other comprehensive income (loss) and subsequently recognized in revenue in the same period 
the hedged revenue is recognized.

Each  period,  hedges  are  tested  for  effectiveness  using  regression  testing.  Changes  in  the  fair  value  of 
currency  forwards  due  to  changes  in  time  value  are  excluded  from  the  assessment  of  effectiveness  and  are 
recognized in revenue in the current period. To qualify for hedge accounting, the hedge relationship must meet 
criteria relating both to the derivative instrument and the hedged item. These include identification of the hedging 
instrument, the hedged item, the nature of the risk being hedged and how the hedging instrument’s effectiveness 
in offsetting the exposure to changes in the hedged item’s fair value or cash flows will be measured.

To receive hedge accounting treatment, all hedging relationships are formally documented at the inception 
of  the  hedge  and  the  hedges  must  be  highly  effective  in  offsetting  changes  to  future  cash  flows  on  hedged 
transactions. When derivative instruments are designated and qualify as effective cash flow hedges, the Company 
is able to defer changes in the fair value of the hedging instrument within accumulated other comprehensive 
income (loss) until the hedged exposure is realized. Consequently, with the exception of hedge ineffectiveness 
recognized,  the  Company’s  results  of  operations  are  not  subject  to  fluctuation  as  a  result  of  changes  in  the 
fair value of the derivative instruments. If hedges are not highly effective or if the Company does not believe 
that the underlying hedged forecasted transactions would occur, the Company may not be able to account for 
its investments in derivative instruments as cash flow hedges. If this were to occur, future changes in the fair 
values of the Company’s derivative instruments would be recognized in earnings without the benefits of offsets 
or deferrals of changes in fair value arising from hedge accounting treatment.

The Company also enters into foreign currency forward exchange rate contracts to hedge the gains and 
losses generated by the remeasurement of Japanese yen-denominated net receivable balances against the U.S. 
dollar, U.S. dollar net receivable balances against the Euro, and Japanese net receivable balances against the 
Euro. Under SFAS No. 133 and SFAS No. 149, these forward contracts are not designated for hedge accounting 
treatment. Therefore, the change in fair value of these derivatives is recorded into earnings as a component of 
other income and expense and offsets the change in fair value of the foreign currency denominated intercompany 
and  trade  receivables,  recorded  in  other  income  and  expense,  assuming  the  hedge  contract  fully  covers  the 
intercompany and trade receivable balances.

To hedge foreign currency risks, the Company uses foreign currency exchange forward contracts, where 
possible and practical. These forward contracts are valued using standard valuation formulas with assumptions 
about future foreign currency exchange rates derived from existing exchange rates and interest rates observed 
in the market.

The Company considers its most current outlook in determining the level of foreign currency denominated 
intercompany revenues to hedge as cash flow hedges. The Company combines these forecasts with historical 
trends to establish the portion of its expected volume to be hedged. The revenues are hedged and designated as 
cash flow hedges to protect the Company from exposures to fluctuations in foreign currency exchange rates. In 
the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, the 
related hedge gains and losses on the cash flow hedge are reclassified from accumulated other comprehensive 
income (loss) to interest and other income (expense) on the consolidated statement of operations at that time.

The Company does not believe that it is or was exposed to more than a nominal amount of credit risk in 
its interest rate and foreign currency hedges, as counterparties are established and well-capitalized financial 
institutions. The Company’s exposures are in liquid currencies (Japanese yen and Euro), so there is minimal risk 
that appropriate derivatives to maintain the Company’s hedging program would not be available in the future.

Guarantees:  The  Company  accounts  for  guarantees  in  accordance  with  FASB  Interpretation  No.  45, 
“Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees to Others, 
an interpretation of FASB Statements No. 5, 57 and 107 and a rescission of FASB Interpretation No. 34” (FIN No. 

58

45). Accordingly, the Company evaluates its guarantees to determine whether (a) the guarantee is specifically 
excluded from the scope of FIN No. 45, (b) the guarantee is subject to FIN No. 45 disclosure requirements only, but 
not subject to the initial recognition and measurement provisions, or (c) the guarantee is required to be recorded 
in the financial statements at fair value. The Company has recorded a liability for certain guaranteed residual 
values related to specific facility lease agreements. The Company has evaluated its remaining guarantees and 
has concluded that they are either not within the scope of FIN No. 45 or do not require recognition in the financial 
statements.  These  guarantees  generally  include  certain  indemnifications  to  its  lessors  under  operating  lease 
agreements for environmental matters, potential overdraft protection obligations to financial institutions related 
to one of the Company’s subsidiaries, indemnifications to the Company’s customers for certain infringement 
of third-party intellectual property rights by its products and services, and the Company’s warranty obligations 
under sales of its products. Please see Note 14 for additional information on the Company’s guarantees.

Foreign  Currency  Translation:  The  Company’s  non-U.S.  subsidiaries  that  operate  in  a  local  currency 
environment, where that local currency is the functional currency, primarily generate and expend cash in their 
local currency. Billings and receipts for their labor and services are primarily denominated in the local currency 
and the workforce is paid in local currency. Their individual assets and liabilities are primarily denominated 
in the local foreign currency and do not materially impact the Company’s cash flows. Accordingly, all balance 
sheet accounts of these local functional currency subsidiaries are translated at the fiscal period-end exchange 
rate, and income and expense accounts are translated using average rates in effect for the period, except for costs 
related to those balance sheet items that are translated using historical exchange rates. The resulting translation 
adjustments  are  recorded  as  cumulative  translation  adjustments,  and  are  a  component  of  accumulated  other 
comprehensive income (loss). Translation adjustments are recorded in other income (expense), net, where the 
U.S. dollar is the functional currency.

Reclassifications: Certain amounts presented in the comparative financial statements for prior years have 

been reclassified to conform to the fiscal year 2008 presentation.

Note 3: Recent Accounting Pronouncements

In July 2006, the FASB issued FASB Interpretation Number 48, “Accounting for Income Tax Uncertainties” 
(“FIN 48”). FIN 48 clarifies the accounting for income taxes, by prescribing a minimum recognition threshold 
a  tax  position  is  required  to  meet  before  being  recognized  in  the  financial  statements.  FIN  48  also  provides 
guidance on derecognizing, measurement, classification, interest and penalties, accounting in interim periods, 
disclosure and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The Company 
adopted FIN 48 as of June 25, 2007. As a result of the adoption of FIN 48, the Company decreased the recorded 
liability  for  unrecognized  tax  benefits  by  approximately  $26.2  million,  and  reclassed  approximately  $64.4 
million from current to non-current income taxes payable. The cumulative effect of adopting FIN 48 resulted in 
an increase to the Company’s opening retained earnings in the first quarter of fiscal year 2008 of approximately 
$17.6 million.

In  September  2006,  the  FASB  issued  Statement  of  Financial  Accounting  Standards  No.  157,  “Fair 
Value Measurements,” (“SFAS No. 157”), which defines fair value, establishes guidelines for measuring fair 
value  and  expands  disclosures  regarding  fair  value  measurements.  SFAS  No.  157  does  not  require  any  new 
fair value measurements but rather eliminates inconsistencies in guidance found in various prior accounting 
pronouncements. In February 2008, the FASB issued FASB Staff Position No. 157-2 delaying the effective date 
of  SFAS  No.  157  for  nonfinancial  assets  and  nonfinancial  liabilities,  except  for  items  that  are  recognized  or 
disclosed at fair value on a recurring basis. The Company will adopt the delayed portions of SFAS No. 157 during 
fiscal year 2010, while all other portions of the standard will be adopted during fiscal year 2009, as required. 
SFAS No. 157 is effective for fiscal years beginning after November 15, 2007. Earlier adoption is permitted, 
provided the company has not yet issued financial statements, including interim periods, for that fiscal year. 
The Company’s financial assets and liabilities impacted by SFAS No. 157 relate primarily to derivatives, short-
term investments and restricted investments balances. The Company does not believe there will be any material 
impact on its financial position, results of operations and liquidity as a result of adopting the provisions of SFAS 
No. 157.

59

In February 2007, the FASB issued Statement of Financial Accounting Standards No. 159, “The Fair Value 
Option for Financial Assets and Financial Liabilities — Including an amendment of FASB Statement No. 115” 
(“SFAS No. 159”). This statement permits entities to choose to measure many financial instruments and certain 
other items at fair value that are not currently required to be measured at fair value and establishes presentation and 
disclosure requirements designed to facilitate comparisons between entities that choose different measurement 
attributes for similar types of assets and liabilities. SFAS No. 159 is effective as of the beginning of an entity’s 
first fiscal year that begins after November 15, 2007, provided the entity also elects to apply the provisions of 
SFAS No. 157. The Company does not believe there will be any material impact on our financial position, results 
of operations and liquidity as a result of adopting the provisions of SFAS No. 159.

In December 2007, the FASB issued Statement of Financial Accounting Standards No. 141 (revised 2007), 
“Business  Combinations”  (“SFAS  No.  141R”).  SFAS  141R  establishes  principles  and  requirements  for  how 
an acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities 
assumed, any noncontrolling interest in the acquiree and the goodwill acquired. SFAS No. 141R also establishes 
disclosure requirements to enable the evaluation of the nature and financial effects of the business combination. 
SFAS No. 141R is effective as of the beginning of an entity’s fiscal year that begins after December 15, 2008. The 
Company expects to adopt SFAS No. 141R in the beginning of fiscal year 2010 and is currently evaluating the 
potential impact, if any, of the adoption of SFAS No. 141R on its consolidated results of operations and financial 
condition.

In December 2007, the FASB issued Statement of Financial Accounting Standards No. 160, “Noncontrolling 
Interests  in  Consolidated  Financial  Statements  —  An  Amendment  of  ARB  51”  (“SFAS  160”).  SFAS  160 
establishes  accounting  and  reporting  standards  for  the  treatment  of  noncontrolling  interests  in  a  subsidiary. 
Noncontrolling interests in a subsidiary will be reported as a component of equity in the consolidated financial 
statements and any retained noncontrolling equity investment upon deconsolidation of a subsidiary is initially 
measured at fair value. SFAS 160 is effective for fiscal years beginning after December 15, 2008. The adoption 
of SFAS 160 will result in the reclassification of minority interests to stockholders’ equity. The Company is 
currently assessing any further impacts of SFAS 160 on its results of operations and financial condition.

In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about 
Derivative Instruments and Hedging Activities — An Amendment of FASB Statement 133” (“SFAS 161”). SFAS 
161  requires  expanded  and  enhanced  disclosure  for  derivative  instruments,  including  those  used  in  hedging 
activities. SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. The 
Company is currently assessing the impact of the adoption of SFAS 161 on its consolidated financial statement 
disclosures.

In April 2008, the FASB issued FASB Staff Position Statement of Financial Accounting Standards 142-3, 
“Determination of the Useful Life of Intangible Assets” (“FSP SFAS 142-3”). FSP SFAS 142-3 provides guidance 
with respect to estimating the useful lives of recognized intangible assets acquired on or after the effective date 
and  requires  additional  disclosure  related  to  the  renewal  or  extension  of  the  terms  of  recognized  intangible 
assets. FSP SFAS 142-3 is effective for fiscal years and interim periods beginning after December 15, 2008. 
The Company currently assessing the impact of the adoption of FSP SFAS 142-3 on its results of operations and 
financial condition.

Note 4: Financial Instruments

The Company’s primary financial instruments include its cash and cash equivalents, short-term investments, 
restricted cash and investments, long-term investments, accounts receivable, accounts payable, long-term debt 
and capital leases, and foreign currency related derivatives. The estimated fair value of cash, accounts receivable 
and  accounts  payable  approximates  their  carrying  value  due  to  the  short  period  of  time  to  their  maturities. 
The estimated fair value of long-term debt and capital lease obligations approximates its carrying value as the 
substantial  majority  of  these  obligations  have  interest  rates  which  adjust  to  market  rates  on  a  periodic  basis. 
The fair value of cash and cash equivalents, short-term investments, restricted cash and investments, long-term 
investments, and foreign currency related derivatives are based on quotes from brokers using market prices for 
similar instruments.

60

Investments

Investments at June 29, 2008 and June 24, 2007 consist of the following: 

June 29, 2008

June 24, 2007

Cost

Unrealized
Gain

Unrealized
(Loss)

Fair Value

Cost

Unrealized
Gain

Unrealized
(Loss)

Fair Value

$

91,958

$ —

$ — $

91,958 $

44,000

$ —

$ —

$

44,000

Available for Sale: 
Cash and Cash Equivalents:
Cash . . . . . . . . . . . . . . . . . .
Fixed Income Money  

Market Funds  . . . . . . .
Bank and Corporate Notes  
(Time Deposits)  . . . . .

538,819

101,760

Total Cash and  

Cash Equivalents . . . . . . .

732,537

Short Term Investments  
and Restricted Cash  
and Investments:
Municipal Notes  

and Bonds . . . . . . . . . .
US Treasury & Agencies . .
Government-Sponsored 

Enterprises  . . . . . . . . .
Bank and Corporate Notes .
Equity Mutual Funds . . . . .

Total Short Term  

Investments and  
Restricted Cash  
and Investments . . . . . . . .
Total cash, cash equivalents,  
short-term investments,  
and restricted cash  
and investments . . . . . . . .

Long Term Investments:
Publicly traded equity 

—

—

—

693
147

133
530
29

—

—

—

(413)
(71)

(84)
(682)
(24)

538,819

529,967

101,760

—

732,537

573,967

147,157
39,393

21,127
261,288
3,306

227,587
2,990

21,518
206,746
—

—

—

—

25
—

2
43
—

—

—

—

(884)
(88)

(164)
(1,013)
—

529,967

—

573,967

226,728
2,902

21,356
205,776
—

146,877
39,317

21,078
261,440
3,301

472,013

1,532

(1,274)

472,271

458,841

70

(2,149)

456,762

$ 1,204,550

$ 1,532

$(1,274)

$1,204,808 $1,032,808

$ 70

$(2,149)

$1,030,729

securities . . . . . . . . . . .

$

4,827

$ —

$(1,438)

$

3,389 $

—

$ —

$ —

$

—

The  Company  accounts  for  its  investment  portfolio  at  fair  value.  Realized  gains  and  (losses)  from 
investments sold were approximately $3.3 million and $(1.3) million in fiscal year 2008 and approximately $0.5 
million and $(1.3) million in fiscal year 2007, respectively. Realized gains and (losses) for investments sold are 
specifically identified. Management assesses the fair value of investments in debt securities that are not actively 
traded  through  consideration  of  interest  rates  and  their  impact  on  the  present  value  of  the  cash  flows  to  be 
received from the investments. The Company also considers whether changes in the credit ratings of the issuer 
could impact the assessment of fair value.

The Company’s available-for-sale securities which are invested in taxable financial instruments must have 
a minimum rating of A2 / A, as rated by two of the following three rating agencies: Moody’s, Standard & Poor’s 
(S&P), or Fitch and available-for-sale securities which are invested in tax-exempt financial instruments must 
have a minimum rating of A2 / A, as rated by any one of the following three rating agencies: Moody’s, Standard 
& Poor’s (S&P), or Fitch.

61

The amortized cost and fair value of cash equivalents and short-term investments and restricted cash and 

investments with contractual maturities is as follows:

Due in less than one year . . . . . . . . . . . . . . . . . . . . . . . .
Due in more than one year . . . . . . . . . . . . . . . . . . . . . . .
No single maturity date  . . . . . . . . . . . . . . . . . . . . . . . . .

June 29, 2008

June 24, 2007

Cost

Fair Value

Cost

$ 893,749
215,542
3,301
$1,112,592

(in thousands)

$ 894,096
215,448
3,306
$1,112,850

$698,892
289,816
—
$988,808

Estimated
Fair Value

$698,681
288,048
—
$986,729

Management has the ability and intent, if necessary, to liquidate any of its investments in order to meet the 
Company’s liquidity needs in the next 12 months. Accordingly, those investments with contractual maturities 
greater  than  one  year  from  the  date  of  purchase  have  been  classified  as  short-term  on  the  accompanying 
consolidated balance sheets.

Derivatives

The fair value of the Company’s foreign currency forward contracts is estimated based upon the current 

market exchange rates at June 29, 2008 and June 24, 2007, respectively.

The Company also enters into foreign currency forward exchange rate contracts to hedge the gains and 
losses generated by the remeasurement of Japanese yen-denominated net receivable balances against the U.S. 
dollar,  U.S.  dollar  net  receivable  balances  against  the  Euro,  and  Japanese  yen-denominated  net  receivable 
balances against the Euro. The Company’s derivative financial instruments were recorded at fair value in the 
consolidated financial statements as follows: (in millions)

June 29, 2008

June 24, 2007

Notional Amount

Fair Value

Notional Amount

Fair Value

Japanese yen forward contracts designated  

as cash flow hedges . . . . . . . . . . . . . . . . . . . . . . .

$107.7

$ 5.9

$77.6

Japanese yen forward contracts designated  

as balance sheet hedges . . . . . . . . . . . . . . . . . . . .

$ 64.3

$(1.0)

$30.2

U.S. dollar forward contracts designated  

as balance sheet hedges . . . . . . . . . . . . . . . . . . . .

$ 15.9

$ 0.2

$ —

$3.7

$0.1

$ —

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally 
of  cash  equivalents,  short-term  investments,  restricted  cash  and  investments,  trade  accounts  receivable,  and 
derivative financial instruments used in hedging activities.

Cash is placed on deposit in major financial institutions in various countries throughout the world. Such 
deposits  may  be  in  excess  of  insured  limits.  Management  believes  that  the  financial  institutions  that  hold 
the  Company’s  cash  are  financially  sound  and,  accordingly,  minimal  credit  risk  exists  with  respect  to  these 
balances.

As  noted  above,  the  Company’s  available-for-sale  securities  which  are  invested  in  taxable  financial 
instruments  must  have  a  minimum  rating  of  A2  /  A,  as  rated  by  two  of  the  following  three  rating  agencies: 
Moody’s, Standard & Poor’s (S&P), or Fitch and available-for-sale securities which are invested in tax-exempt 
financial instruments must have a minimum rating of A2 / A, as rated by any one of the following three rating 
agencies: Moody’s, Standard & Poor’s (S&P), or Fitch and its policy limits the amount of credit exposure with 
any one financial institution or commercial issuer.

62

 
 
 
 
The Company is exposed to credit losses in the event of non performance by counterparties on the foreign 
currency forward contracts that are used to mitigate the effect of exchange rate changes. These counterparties 
are large international financial institutions and to date, no such counterparty has failed to meet its financial 
obligations to the Company. The Company does not anticipate nonperformance by these counterparties.

As of June 29, 2008, one customer accounted for approximately 11% of accounts receivable. As of June 24, 

2007 two customers accounted for approximately 10% and 14% of accounts receivable.

Credit  risk  evaluations,  including  trade  references,  bank  references  and  Dun  &  Bradstreet  ratings  are 
performed  on  all  new  customers,  and  subsequent  to  credit  application  approval,  the  Company  monitors  its 
customers’ financial statements and payment performance. In general, the Company does not require collateral 
on sales.

Note 5: Derivative Financial Instruments and Hedging

The  Company  carries  derivative  financial  instruments  (derivatives)  on  the  balance  sheet  at  their  fair 
values in accordance with Statement of Financial Accounting Standards No. 133, “Accounting for Derivative 
Instruments  and  Hedging  Activities”  (SFAS  No.  133)  and  Statement  of  Financial  Accounting  Standards  No. 
149, “Amendment of Statement 133 on Derivative Instruments and Hedging Activities” (“SFAS No. 149”). The 
Company  has  a  policy  that  allows  the  use  of  derivative  financial  instruments,  specifically  foreign  currency 
forward exchange rate contracts, to hedge foreign currency exchange rate fluctuations on forecasted revenue 
transactions denominated in Japanese yen and other foreign currency denominated assets. The Company does 
not use derivatives for trading or speculative purposes.

The Company’s policy is to attempt to minimize short-term business exposure to foreign currency exchange 
rate risks using an effective and efficient method to eliminate or reduce such exposures. In the normal course of 
business, the Company’s financial position is routinely subjected to market risk associated with foreign currency 
exchange rate fluctuations. To protect against the reduction in value of forecasted Japanese yen-denominated 
revenues, the Company has instituted a foreign currency cash flow hedging program. The Company enters into 
foreign currency forward exchange rate contracts that generally expire within 12 months, and no later than 24 
months. These foreign currency forward exchange contracts are designated as cash flow hedges and are carried 
on the Company’s balance sheet at fair value with the effective portion of the contracts’ gains or losses included 
in accumulated other comprehensive income (loss) and subsequently recognized in revenue in the same period 
the hedged revenue is recognized.

Each  period,  hedges  are  tested  for  effectiveness  using  regression  testing.  Changes  in  the  fair  value  of 
currency  forwards  due  to  changes  in  time  value  are  excluded  from  the  assessment  of  effectiveness  and  are 
recognized in revenue in the current period. The change in forward time value was not material for all periods. 
There  were  no  gains  or  losses  during  the  twelve  months  ended  June  29,  2008  and  June  24,  2007  associated 
with ineffectiveness or forecasted transactions that failed to occur. To qualify for hedge accounting, the hedge 
relationship must meet criteria relating both to the derivative instrument and the hedged item. These include 
identification  of  the  hedging  instrument,  the  hedged  item,  the  nature  of  the  risk  being  hedged  and  how  the 
hedging instrument’s effectiveness in offsetting the exposure to changes in the hedged item’s fair value or cash 
flows will be measured.

To receive hedge accounting treatment, all hedging relationships are formally documented at the inception 
of  the  hedge  and  the  hedges  must  be  highly  effective  in  offsetting  changes  to  future  cash  flows  on  hedged 
transactions. When derivative instruments are designated and qualify as effective cash flow hedges, the Company 
is able to defer changes in the fair value of the hedging instrument within accumulated other comprehensive 
income (loss) until the hedged exposure is realized. Consequently, with the exception of hedge ineffectiveness 
recognized,  the  Company’s  results  of  operations  are  not  subject  to  fluctuation  as  a  result  of  changes  in  the 
fair value of the derivative instruments. If hedges are not highly effective or if the Company does not believe 
that the underlying hedged forecasted transactions would occur, the Company may not be able to account for 
its investments in derivative instruments as cash flow hedges. If this were to occur, future changes in the fair 
values of the Company’s derivative instruments would be recognized in earnings without the benefits of offsets 
or deferrals of changes in fair value arising from hedge accounting treatment. At June 29, 2008, the Company 

63

expects to reclassify the entire amount associated with the $5.9 million of gains as of June 29, 2008 accumulated 
in other comprehensive income to earnings during the next 12 months due to the recognition in earnings of the 
hedged forecasted transactions.

The Company also enters into foreign currency forward exchange rate contracts to hedge the gains and 
losses generated by the remeasurement of Japanese yen-denominated net receivable balances against the U.S. 
dollar,  U.S.  dollar  net  receivable  balances  against  the  Euro,  and  Japanese  yen-denominated  net  receivable 
balances against the Euro. Under SFAS No. 133 and SFAS No. 149, these forward contracts are not designated for 
hedge accounting treatment. Therefore, the change in fair value of these derivatives is recorded into earnings as a 
component of other income and expense and offsets the change in fair value of the foreign currency denominated 
intercompany and trade receivables, recorded in other income and expense, assuming the hedge contract fully 
covers the intercompany and trade receivable balances.

Note 6: Inventories

Inventories  are  stated  at  the  lower  of  cost  (first-in,  first-out  method)  or  market.  Shipments  to  Japanese 
customers are classified as inventory and carried at cost until title transfers. The acquisition of SEZ during the 
quarter ended March 30, 2008 resulted in $81 million in inventory on the date of acquisition. Inventories consist 
of the following:

Raw materials . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Work-in-process . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finished goods  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29, 
2008

June 24,  
2007

(in thousands)

$157,135
54,684
70,399
$282,218

$ 122,530
43,935
68,966
$ 235,431

Note 7: Property and Equipment

The acquisition of SEZ during the quarter ended March 30, 2008 resulted in approximately $86 million of 

property and equipment. Property and equipment, net, consist of the following:

Manufacturing, engineering and  

office equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Computer equipment and software  . . . . . . . . . . . . . . . . . . . . . . . . . . .
Land  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leasehold improvements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Furniture and fixtures  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Less: accumulated depreciation  

and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,  
2008

June 24,  
2007

(in thousands)

$ 258,050
73,237
16,785
45,474
46,300
12,060
451,906

$ 168,267
66,919
1,626
9,051
42,837
9,712
298,412

(216,171)
$ 235,735

(184,687)
$ 113,725

Depreciation  expense  recognized  during  fiscal  years  2008,  2007,  and  2006  was  $36.8  million,  $28.3 

million, and $21.7 million, respectively.

64

 
 
Note 8: Accrued Expenses and Other Current Liabilities

The Company assumed approximately $36 million in accrued expenses and other current liabilities as a 

result of the acquisition of SEZ. Accrued expenses and other current liabilities consist of the following:

June 29,  
2008

June 24,  
2007

(in thousands)

Accrued compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $225,227
61,308
Warranty reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
32,589
Income and other taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
70,938
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$390,062

$157,088
52,186
97,662
57,360
$364,296

As  a  result  of  the  determinations  from  the  voluntary  independent  stock  option  review,  the  Company 
considered  the  application  of  Section  409A  of  the  Internal  Revenue  Code  of  1986,  as  amended  (“IRC”)  and 
similar provisions of state law to certain stock option grants where, under Accounting Principles Board Opinion 
No. 25, “Accounting for Stock Issued to Employees”, intrinsic value existed at the time of grant. In the event 
such stock option grants are not considered as issued at fair market value at the original grant date under the 
IRC and applicable regulations thereunder, these options are subject to Section 409A. On March 30, 2008, the 
Board of Directors of the Company authorized the Company to assume the tax liability of certain employees, 
including the Company’s Chief Executive Officer and certain executive officers, with options subject to Section 
409A. The assumed 409A liability incurred as of March 30, 2008 totaled $50.2 million and is included in accrued 
compensation in the table above. Of this amount, $43.8 million was recorded in operating expenses consisting 
of $22.1 million attributable to research and development expenses and $21.7 million associated with selling, 
general  and  administrative  expenses,  and  $6.4  million  in  cost  of  goods  sold  in  the  Company’s  consolidated 
statements of operations. The determinations from the voluntary independent stock option review are more fully 
described in Note 3, “Restatement of Consolidated Financial Statements” to Consolidated Financial Statements 
in Item 8 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 
7 of the Company’s 2007 Form 10-K.

Note 9: Other Income (Expense), Net

The significant components of other income (expense), net, are as follows: 

Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses) . . . . . . . . . . . . . . . . .
Debt issue cost amortization  . . . . . . . . . . . . . . . . . . .
Gain on sale of other investments  . . . . . . . . . . . . . . .
Charitable contributions . . . . . . . . . . . . . . . . . . . . . . .
Favorable legal judgment . . . . . . . . . . . . . . . . . . . . . .
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,  
2008

$ 51,194
(12,674)
31,070
—
—
(908)
—
(1,137)
$ 67,545

Year Ended

June 24,  
2007

(in thousands)
$ 71,666
(17,817)
(1,512)
—
3,000
(1,500)
15,834
(608)
$ 69,063

June 25,  
2006

$38,189
(677)
(1,458)
(368)
—
(1,000)
—
336
$35,022

Included  in  foreign  exchange  gains  during  the  year  ended  June  29,  2008  are  gains  associated  with  the 
acquisition of SEZ of $42.7 million relating primarily to the settlement of a hedge of the Swiss franc associated 
with the acquisition of SEZ. The legal judgment of $15.8 million was obtained in a lawsuit filed by the Company 
alleging breach of purchase order contracts by one of its customers. The Supreme Court of California denied review 
of lower and appellate court judgments in favor of the Company during the quarter ended September 24, 2006.

65

 
 
 
 
Note 10: Net Income Per Share

Basic net income per share is computed by dividing net income by the weighted-average number of common 
shares outstanding during the period. Diluted net income per share is computed, using the treasury stock method, 
as though all potential common shares that are dilutive were outstanding during the period. The following table 
provides  a  reconciliation  of  the  numerators  and  denominators  of  the  basic  and  diluted  computations  for  net 
income per share.

June 29,
2008

Year Ended
June 24,
2007
(in thousands, except per share data)

June 25,
2006

Numerator:

Net income  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$439,349

$685,816

$ 335,210

Denominator:

Basic average shares outstanding . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of potential dilutive securities:

124,647

138,714

138,581

  Employee stock plans  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted average shares outstanding . . . . . . . . . . . . . . . . . . . . . .
Net income per share — Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income per share — Diluted  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,857
126,504
3.52
3.47

$
$

2,810
141,524
4.94
4.85

$
$

5,178
143,759
2.42
2.33

$
$

For purposes of computing diluted net income per share, weighted-average common shares do not include 
potential  dilutive  securities  that  are  anti-dilutive  under  the  treasury  stock  method.  The  following  potential 
dilutive securities were excluded:

Number of potential dilutive securities excluded . . . . . . . . . . . . . . . . . . . . .

250

Note 11: Comprehensive Income

The components of comprehensive income are as follows: 

June 29,
2008

Year Ended
June 24,
2007
(in thousands)
567

June 25,
2006

307

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation adjustment . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on fair value of derivative  

financial instruments, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on financial instruments, net . . . . . . . . . . . . . . . .
Reclassification adjustment for loss (gain) included in earnings. . . . . . .
SFAS No. 158 adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Comprehensive income  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008

$ 439,349
12,557

398
2,787
(461)
(359)
$ 454,271

Year Ended
June 24,
2007

(in thousands)
$ 685,816
1,755

5,355
82
505
—
$ 693,513

June 25,
2006

$ 335,210
2,061

6,200
(916)
(7,761)
—
$ 334,794

66

 
 
 
 
 
 
 
The balance of accumulated other comprehensive income (loss) is as follows:

Accumulated foreign currency translation adjustment  . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated unrealized gain on derivative financial instruments . . . . . . . . . . . . . . . . .
Accumulated unrealized loss on financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . .
SFAS No. 158 adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive gain (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008

June 24,
2007

(in thousands)

$ 6,612
5,895
(734)
(1,153)
$10,620

$ (5,945)
3,694
(1,257)
(794)
$ (4,302)

Note 12: Equity-Based Compensation Plans

The Company has adopted stock plans that provide for the grant to employees of equity-based awards, 
including stock options and restricted stock units, of Lam Research Common Stock. In addition, these plans 
permit  the  grant  of  nonstatutory  equity-based  awards  to  paid  consultants  and  outside  directors.  According 
to  the  plans,  the  equity-based  award  price  is  determined  by  the  Board  of  Directors  or  its  designee,  the  plan 
administrator, but in no event will it be less than the fair market value of the Company’s Common Stock on 
the date of grant. Equity-based awards granted under the plans vest over a period determined by the Board of 
Directors or the plan administrator. The Company also has an employee stock purchase plan (ESPP) that allows 
employees to purchase its Common Stock. A summary of stock plan transactions is as follows:

Options Outstanding

Restricted Stock Units

June 26, 2005  . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . .
Canceled . . . . . . . . . . . . . . . . . . . . . . . .
Expired . . . . . . . . . . . . . . . . . . . . . . . . .
Vested restricted stock . . . . . . . . . . . . .
June 25, 2006  . . . . . . . . . . . . . . . . . . . .
Additional amount authorized  . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . .
Canceled . . . . . . . . . . . . . . . . . . . . . . . .
Expired . . . . . . . . . . . . . . . . . . . . . . . . .
Vested restricted stock . . . . . . . . . . . . .
June 24, 2007  . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . .
Canceled . . . . . . . . . . . . . . . . . . . . . . . .
Expired . . . . . . . . . . . . . . . . . . . . . . . . .
Vested restricted stock . . . . . . . . . . . . .
June 29, 2008  . . . . . . . . . . . . . . . . . . . .

Number of
Shares
71,946
1,053,584

Weighted-
Average
FMV at Grant
22.10
33.90

(51,958)

29.07

(28,060)
1,045,512

22.97
33.60

1,091,897

50.39

(85,406)

40.52

(208,328)
1,843,675
960,157

34.51
43.14
$43.41

(69,359)

$47.97

(1,038,249)
1,696,224

$37.56
46.51

Number of
Shares
15,629,702
—
(9,890,026)
(211,738)

Weighted-
Average
Exercise Price
$18.91
$ —
$18.16
$24.37

Available
For Grant
11,018,955
(1,053,584)

263,696
(281,670)

5,527,938

$20.04

$ —
$19.57
$19.34

$ —
$20.37
$ —
$19.13
$23.23

$ —
$21.60

9,947,397
15,000,000
(1,091,897)

148,837
(4,500)

—
— (2,179,367)
(63,431)

23,999,837
(960,157)
—
84,124
(7,283,998)

15,839,806

—
3,285,140
—
(663,681)
(14,765)

—
2,606,694

67

 
 
 
Outstanding and exercisable options presented by price range at June 29, 2008 are as follows:

Options Outstanding

Options Exercisable

$

Range of
Exercise
Prices
6.33-6.33
6.96-9.67
10.81-18.46
18.58-21.93
22.05-22.07
22.24-25.66
25.90-28.04
28.12-50.46
51.50-51.50
53.00-53.00
$ 6.33-53.00

Number of
Options
Outstanding
240,268
161,124
367,949
107,263
127,622
1,072,343
345,660
176,640
7,000
825
2,606,694

Weighted-
Average
Remaining
Life
(Years)
0.52
1.17
1.97
2.71
0.68
1.24
1.97
3.91
1.70
1.74
1.59

Weighted-
Average
Exercise
Price
$ 6.33
$ 9.23
$14.09
$20.85
$22.05
$25.19
$26.74
$36.19
$51.50
$53.00
$21.60

Number of
Options
Exercisable
240,268
161,124
366,383
95,788
127,622
1,058,068
339,685
176,640
7,000
825
2,573,403

Weighted-
Average
Exercise
Price
$ 6.33
$ 9.23
$14.09
$20.75
$22.05
$25.21
$26.76
$36.19
$51.50
$53.00
$21.58

The  Company  awarded  a  total  of  960,157  and  1,091,897  restricted  stock  units  during  fiscal  years  2008 
and  2007,  respectively.  Certain  of  the  unvested  restricted  stock  units  at  June  29,  2008  contain  Company-
specific performance targets. As of June 29, 2008, 1,696,224 restricted stock units remain subject to vesting 
requirements.

The  2007  Stock  Incentive  Plan  provides  for  the  grant  of  non-qualified  equity-based  awards  to  eligible 
employees, consultants and advisors, and non-employee directors of the Company and its subsidiaries. Additional 
shares are reserved for issuance pursuant to awards previously granted under the Company’s 1997 Stock Incentive 
Plan and its 1999 Stock Option Plan. As of June 29, 2008 there were a total of 4,302,918 shares subject to options 
and restricted stock units issued and outstanding under the Company’s Stock Plans. As of June 29, 2008, there 
were a total of 15,839,806 shares available for future issuance under the 1999 and 2007 Plans (the “Plans”) of 
which 13,139,227 are available from the 2007 Stock Incentive Plan.

The  ESPP  allows  employees  to  designate  a  portion  of  their  base  compensation  to  be  used  to  purchase 
the  Company’s  Common  Stock  at  a  purchase  price  per  share  of  the  lower  of  85%  of  the  fair  market  value 
of  the  Company’s  Common  Stock  on  the  first  or  last  day  of  the  applicable  purchase  period.  Typically,  each 
offering period lasts 12 months and comprises three interim purchase dates. In fiscal year 2004, the Company’s 
stockholders  approved  an  amendment  to  the  1999  ESPP  to  (i)  each  year  automatically  increase  the  number 
of  shares  available  for  issuance  under  the  plan  by  a  specific  amount  on  a  one-for-one  basis  with  shares  of 
Common Stock that the Company will redeem in public market and private purchases for such purpose and (ii) to 
authorize the Plan Administrator (the “Compensation Committee of the Board”) to set a limit on the number of 
shares a plan participant can purchase on any single plan exercise date. The automatic annual increase provides 
that the number of shares in the plan reserve available for issuance shall be increased on the first business day 
of each calendar year commencing with 2004, on a one-for-one basis with each share of Common Stock that the 
Company redeems, in public-market or private purchases, and designates for this purpose, by a number of shares 
equal to the lesser of (i) 2,000,000, (ii) one and one-half percent (1.5%) of the number of shares of all classes 
of Common Stock of the Company outstanding on the first business day of such calendar year, or (iii) a lesser 
number determined by the Plan Administrator. During fiscal years 2008, 2007 and 2006, the number of shares 
of Lam Research Common Stock reserved for issuance under the 1999 ESPP increased by 1.9 million shares, 
2.0 million shares, and 2.0 million shares, respectively, subject to repurchase of an equal number of shares in 
public market or private purchases.

68

 
During fiscal year 2008, 235,901 shares of the Company’s Common Stock were sold to employees under 
the 1999 ESPP. A total of 10,480,846 shares of the Company’s Common Stock have been issued under the 1999 
ESPP through June 24, 2007, at prices ranging from $4.11 to $46.25 per share. At June 29, 2008, 6,384,303 shares 
were available for purchase under the 1999 ESPP.

The  Company  accounts  for  equity-based  compensation  in  accordance  with  Statement  of  Financial 
Accounting Standards No. 123 (revised 2004), “Share-Based Payment” (SFAS No. 123R), which the Company 
adopted as of June 27, 2005 using the modified prospective method. The Company recognized equity-based 
compensation  expense  of  $42.5  million  during  fiscal  year  2008,  $35.6  million  during  fiscal  year  2007  and 
$24.0  million  during  fiscal  year  2006.  The  income  tax  benefit  recognized  in  the  consolidated  statements  of 
operations related to equity-based compensation expense was $7.0 million during fiscal year 2008, $5.8 million 
during fiscal year 2007, and $5.2 million during fiscal year 2006. The estimated fair value of the Company’s 
stock-based awards, less expected forfeitures, is amortized over the awards’ vesting period on a straight-line 
basis for awards granted after the adoption of SFAS No. 123R and on a graded vesting basis for awards granted 
prior to the adoption of SFAS No. 123R.

Stock Options and Restricted Stock Units

Stock Options

The Company did not grant any stock options during fiscal years 2007 and 2006. The fair value of the 
Company’s stock options issued prior to the adoption of SFAS No. 123R was estimated using a Black-Scholes 
option  valuation  model.  This  model  requires  the  input  of  highly  subjective  assumptions,  including  expected 
stock price volatility and the estimated life of each award. Prior to the adoption of SFAS No. 123R, the Company 
used historical volatility as a basis for calculating expected volatility.

The year-end intrinsic value relating to stock options for fiscal years 2008 and 2007 is presented below:

June 29,
2008

Intrinsic value — options outstanding . . . . . . . . . . . .
Intrinsic value — options exercisable  . . . . . . . . . . . .
Intrinsic value — options exercised . . . . . . . . . . . . . .

$41.20
$40.74
$22.18

Year Ended
June 24,
2007
(millions)
$107.50
$102.00
$  69.00

June 25,
2006

$127.30
$105.60
$224.00

As of June 29, 2008, there was less than $0.1 million of total unrecognized compensation cost related to 
nonvested stock options granted and outstanding; that cost is expected to be recognized through fiscal year 2009, 
with a weighted average remaining vesting period of 0.3 years. Cash received from stock option exercises was 
$12.7 million, $42.5 million, and $179.4 million during fiscal years 2008, 2007, and 2006, respectively.

Restricted Stock Units

The fair value of the Company’s restricted stock units was calculated based upon the fair market value of 
the Company’s stock at the date of grant. As of June 29, 2008, there was $49.4 million of total unrecognized 
compensation cost related to nonvested restricted stock units granted; that cost is expected to be recognized over 
a weighted average remaining vesting period of 0.8 years.

ESPP

ESPP awards were valued using the Black-Scholes model. ESPP awards for offering periods subsequent to 
the adoption of SFAS No. 123R were valued using the Black-Scholes model with expected volatility calculated 
using  implied  volatility.  Prior  to  the  adoption  of  SFAS  No.  123R,  the  Company  used  historical  volatility  in 
deriving its expected volatility assumption. The Company determined, for purposes of valuing ESPP awards, 

69

 
that  implied  volatility  provides  a  more  accurate  reflection  of  market  conditions  and  is  a  better  indicator  of 
expected volatility than historical volatility. During fiscal years 2008 and 2007 ESPP was valued assuming no 
expected dividends and the following weighted-average assumptions:

Expected life (years) . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected stock price volatility . . . . . . . . . . . . . . . . . .
Risk-free interest rate . . . . . . . . . . . . . . . . . . . . . . . . .

Year Ended
June 24,
June 29,
2007
2008
0.82
0.68
42.6% 44.5%
5.0%
2.0%

June 25,
2006
0.68
34.5%
3.4%

As of June 29, 2008, there was $7.8 million of total unrecognized compensation cost related to the ESPP 

that is expected to be recognized over a remaining vesting period of 10 months.

Note 13: Profit Sharing and Benefit Plans

Profit  sharing  is  awarded  to  certain  employees  based  upon  performance  against  specific  corporate 
financial  and  operating  goals.  Distributions  to  employees  by  the  Company  are  based  upon  a  percentage  of 
earned compensation, provided that a threshold level of the Company’s financial and performance goals are met. 
In addition to profit sharing the Company has other bonus plans based on achievement of profitability and other 
specific  performance  criteria.  Charges  to  expense  under  these  plans  were  $93.1  million,  $102.0  million,  and 
$70.8 million during fiscal years 2008, 2007, and 2006, respectively.

The Company maintains a 401(k)-retirement savings plan for its full-time employees in North America. 
Commencing September 1, 2006, each participant in the plan may elect to contribute from 2% to 75% of his 
or her annual salary to the plan, subject to statutory limitations. Prior to September 1, 2006, the contribution 
range was from 2% to 20%. The Company makes matching employee contributions in cash to the plan at the 
rate of 50% of the first 6% of salary contributed. Employees participating in the 401(k)-retirement savings plan 
are  100%  vested  in  the  Company  matching  contributions  and  investments  are  directed  by  participants.  The 
Company made matching contributions of approximately $5.0 million, $4.4 million, and $3.5 million in fiscal 
years 2008, 2007, and 2006, respectively.

Note 14: Commitments

The Company has certain obligations to make future payments under various contracts, some of which 
are recorded on its balance sheet and some of which are not. Obligations are recorded on the Company’s balance 
sheet in accordance with U.S. generally accepted accounting principles and include its long-term debt which 
is outlined in the following table and discussed below. The Company’s off-balance sheet arrangements include 
contractual relationships and are presented as operating leases and purchase obligations in the table below. The 
Company’s contractual cash obligations and commitments relating to these agreements, and its guarantees are 
included in the following table. The amounts in the table below exclude $109.5 million of liabilities under FIN 
48 as the Company is unable to reasonably estimate the ultimate amount or time of settlement. See Note 15, 
“Income Taxes” of Notes to Consolidated Financial Statements for further discussion.

Capital Leases

Capital  leases  reflect  building  lease  obligations  assumed  from  the  Company’s  acquisition  of  SEZ.  The 

amounts in the table below include the interest portion of payment obligations.

Long-Term Debt

Consolidated debt obligations increased as a result of the SEZ acquisition. Debt balances related to the SEZ 
acquisition were $34.8 million. $4.6 million represents the current portion of long-term debt and $30.2 million is 
classified as long-term debt on the consolidated balance sheet. The debt obligations consist of various bank loans 
and government grants supporting operating needs.

70

On June 16, 2006, the Company’s wholly-owned subsidiary, LRI, as borrower, entered into the LRI Credit 
Agreement. In connection with the LRI Credit Agreement, the Company entered into the Guarantee Agreement 
guaranteeing the obligations of LRI under the LRI Credit Agreement. The outstanding balance on the loan was 
repaid in full and the Guarantee Agreement was also terminated during the quarter ended March 30, 2008.

On  March  3,  2008,  the  Company,  as  borrower,  entered  into  the  Credit  Agreement  with  ABN  AMRO 
BANK  N.V  (the  “Agent”),  as  administrative  agent  for  the  lenders  party  to  the  Credit  Agreement,  and  such 
lenders. Bullen Semiconductor Corporation entered into the Bullen Guarantee to guarantee the obligations of 
the Company under the Credit Agreement. In connection with the Credit Agreement, the Company and Bullen 
entered into the Collateral Documents including the Security Agreement, the Bullen Security Agreement, the 
Pledge Agreement and other Collateral Documents to secure its obligations under the Credit Agreement. The 
Collateral Documents encumber current and future accounts receivables, inventory, equipment and related assets 
of the Company and Bullen, as well as 100% of the Company’s ownership interest in Bullen and 65% of the 
Company’s ownership interest in Lam Research International BV, a wholly-owned subsidiary of the Company. In 
addition, any future domestic subsidiaries of the Company will also enter into a similar guarantee and collateral 
documents to encumber the foregoing type of assets.

Under the Credit Agreement, the Company borrowed $250 million in principal amount for general corporate 
purposes.  The  loan  under  the  Credit  Agreement  is  a  non-revolving  term  loan  with  the  following  repayment 
terms:  (a)  $12.5  million  of  the  principal  amount  due  on  each  of  (i)  September  30,  2008,  (ii)  March  31,  2009 
and (iii) September 30, 2009 and (b) the payment of the remaining principal amount on March 6, 2010. The 
outstanding principal amount bears interest at LIBOR plus 0.75% per annum or, alternatively, at the Agent’s 
“prime rate.” The Company may prepay the loan under the Credit Agreement in whole or in part at any time 
without penalty. The Credit Agreement contains customary representations, warranties, affirmative covenants 
and  events  of  default,  as  well  as  various  negative  covenants  (including  maximum  leverage  ratio,  minimum 
liquidity and minimum EBITDA).

As a condition to funding under the Credit Agreement, the outstanding balance ($250 million) under the 
LRI Credit Agreement was repaid in full and the Guarantee Agreement was also terminated. The Company’s 
obligations under the Guarantee Agreement were fully collateralized by cash and cash equivalents.

The  Company’s  total  long-term  debt  of  $284.8  million  as  of  June  29,  2008  includes  the  $250.0  million 
discussed above and $34.8 million from SEZ. The current portion of long-term debt was $29.6 million as of 
June 29, 2008.

The Company’s contractual cash obligations relating to its existing capital leases and debt as of June 29, 2008 

are as follows:

Payments due by period:
One year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Two years  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Three years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Four years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Five years  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Over 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest on capital leases . . . . . . . . . . . . . . . . . . . . . . . . . .
Current portion of long-term debt and capital leases . . . .
Long-term debt and capital leases  . . . . . . . . . . . . . . . . . .

Capital
Leases

Long-term
Debt
(in thousands)

Total

$ 1,864
2,399
3,537
2,261
2,255
16,697
29,013
7,512
608
$20,893

$ 29,601
229,743
12,430
8,674
4,381
—
284,829

$ 31,465
232,142
15,967
10,935
6,636
16,697
313,842

29,601
$ 255,228

30,209
$ 276,121

71

Operating Leases

The Company leases most of its administrative, R&D and manufacturing facilities, regional sales/service 
offices  and  certain  equipment  under  non-cancelable  operating  leases,  which  expire  at  various  dates  through 
2016. Certain of the Company’s facility leases for buildings located at its Fremont, California headquarters and 
certain other facility leases provide the Company with an option to extend the leases for additional periods or to 
purchase the facilities. Certain of the Company’s facility leases provide for periodic rent increases based on the 
general rate of inflation.

The Company’s rental expense for the space occupied during fiscal years 2008, 2007, and 2006 aggregated 
approximately $11 million, $11 million, and $9 million, respectively. Included in the Operating Leases Over 5 
years section of the table below is $141.8 million in guaranteed residual values for lease agreements relating to 
certain properties at the Company’s Fremont, California campus and properties in Livermore, California.

On December 18, 2007, the Company entered into a series of two operating leases (the “Livermore Leases”) 
regarding certain improved properties in Livermore, California. On December 21, 2007, the Company entered 
into a series of four amended and restated operating leases (the “New Fremont Leases,” and collectively with 
the Livermore Leases, the “Operating Leases”) with regard to certain improved properties at its headquarters in 
Fremont, California. Each of the Operating Leases is an off-balance sheet arrangement. The Operating Leases 
(and  associated  documents  for  each  Operating  Lease)  were  entered  into  by  the  Company  and  BNP  Paribas 
Leasing Corporation (“BNPPLC”).

Each Livermore Lease facility has an approximately seven-year term (inclusive of an initial construction 
period during which BNPPLC’s and the Company’s obligations will be governed by the Construction Agreement 
entered into with regard to such Livermore Lease facility) ending on the first business day in January, 2015. Each 
New Fremont Lease has an approximately seven-year term ending on the first business day in January, 2015.

Under each Operating Lease, the Company may, at its discretion and with 30 days’ notice, elect to purchase 
the property that is the subject of the Operating Lease for an amount approximating the sum required to prepay 
the amount of BNPPLC’s investment in the property and any accrued but unpaid rent. Any such amount may also 
include an additional make-whole amount for early redemption of the outstanding investment, which will vary 
depending on prevailing interest rates at the time of prepayment.

The Company will be required, pursuant to the terms of the Operating Leases and associated documents, 
to  maintain  collateral  in  an  aggregate  of  approximately  $165.0  million  (upon  completion  of  the  Livermore 
construction)  in  separate  interest-bearing  accounts  and/or  eligible  short-term  investments  as  security  for  its 
obligations  under  the  Operating  Leases.  As  of  June  29,  2008,  the  Company  had  $129.2  million  recorded  as 
restricted cash and short-term investments in its consolidated balance sheet as collateral required under the lease 
agreements related to the amounts currently outstanding on the facility.

Upon expiration of the term of an Operating Lease, the property subject to that Operating Lease may be 
remarketed. The Company has guaranteed to BNPPLC that each property will have a certain minimum residual 
value, as set forth in the applicable Operating Lease. The aggregate guarantee made by the Company under the 
Operating Leases is no more than approximately $141.8 million (although, under certain default circumstances, 
the  guarantee  with  regard  to  an  Operating  Lease  may  be  100%  of  BNPPLC’s  investment  in  the  applicable 
property; in the aggregate, the amounts payable under such guarantees will be no more than $165.0 million plus 
related indemnification or other obligations).

The lessor under the lease agreements is a substantive independent leasing company that does not have the 
characteristics of a variable interest entity (VIE) as defined by FASB Interpretation No. 46, “Consolidation of 
Variable Interest Entities” and is therefore not consolidated by the Company.

The  remaining  operating  lease  balances  primarily  relate  to  non-cancelable  facility-related  operating 

leases.

72

The Company’s contractual cash obligations with respect to operating leases as of June 29, 2008 are as 

follows:

Payments due by period:
One year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Two years  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Three years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Four years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Five years  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Over 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Operating 
Leases

(in thousands)
$ 12,594
10,469
8,064
6,543
6,118
150,243
$ 194,031

Purchase Obligations

Purchase obligations consist of significant contractual obligations either on an annual basis or over multi-
year periods related to the Company’s outsourcing activities or other material commitments, including vendor-
consigned inventories. The Company continues to enter into new agreements and maintain existing agreements 
to  outsource  certain  activities,  including  elements  of  its  manufacturing,  warehousing,  logistics,  facilities 
maintenance,  certain  information  technology  functions,  and  certain  transactional  general  and  administrative 
functions. The contractual cash obligations and commitments table presented above contains the Company’s 
minimum obligations at June 29, 2008 under these arrangements and others. Actual expenditures will vary based 
on the volume of transactions and length of contractual service provided. In addition to these obligations, certain 
of these agreements include early termination provisions and/or cancellation penalties which could increase or 
decrease amounts actually paid.

Consignment inventories, which are owned by vendors but located in the Company’s storage locations and 
warehouses, are not reported as the Company’s inventory until title is transferred to the Company or its purchase 
obligation is determined. At June 29, 2008, vendor-owned inventories held at the Company’s locations and not 
reported as its inventory were $26.5 million.

The  Company’s  contractual  cash  obligations  and  commitments  relating  to  these  agreements  as  of 

June 29, 2008 are as follows:

Payments due by period:
Less than 1 year  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1-3 years  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3-5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Over 5 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Purchase
Obligations

(in thousands)
$ 142,651
49,311
31,727
41,054
$ 264,743

Guarantees

The Company accounts for its guarantees in accordance with FASB Interpretation No. 45 “Guarantor’s 
Accounting  and  Disclosure  Requirements  for  Guarantees,  Including  Indirect  Guarantees  of  Indebtedness  of 
Others” (“FIN 45”). FIN 45 requires a company that is a guarantor to make specific disclosures about its obligations 
under certain guarantees that it has issued. FIN 45 also requires a company (the guarantor) to recognize, at the 
inception of a guarantee, a liability for the obligations it has undertaken in issuing the guarantee.

73

The  Company  has  issued  certain  indemnifications  to  its  lessors  under  some  of  its  agreements.  The 
Company has entered into certain insurance contracts which may limit its exposure to such indemnifications. 
As of June 29, 2008, the Company has not recorded any liability on its financial statements in connection with 
these indemnifications, as it does not believe, based on information available, that it is probable that any amounts 
will be paid under these guarantees.

Please  see  the  discussion  above  under  “Operating  Leases”  regarding  the  guarantee  on  the  Company’s 

operating lease under the Livermore and Fremont facilities.

Generally, the Company indemnifies, under pre-determined conditions and limitations, its customers for 
infringement of third-party intellectual property rights by the Company’s products or services. The Company 
seeks to limit its liability for such indemnity to an amount not to exceed the sales price of the products or services 
subject to its indemnification obligations. The Company does not believe, based on information available, that it 
is probable that any material amounts will be paid under these guarantees.

The Company offers standard warranties on its systems that run generally for a period of 12 months from 
system  acceptance.  The  liability  amount  is  based  on  actual  historical  warranty  spending  activity  by  type  of 
system,  customer,  and  geographic  region,  modified  for  any  known  differences  such  as  the  impact  of  system 
reliability improvements.

Changes in the Company’s product warranty reserves were as follows: 

Year Ended

June 29,
2008

June 24,
2007

(in thousands)

Balance at beginning of period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
Warranties assumed upon acquisition of SEZ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Warranties issued during the period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 
Settlements made during the period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expirations and change in liability for pre-existing warranties during the period . . . .
Balance at end of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 52,186
21,059
52,923
(58,095)
(6,765)
$ 61,308

$ 40,122
—
62,868
(45,233)
(5,571)
$ 52,186

Note 15: Income Taxes

The components of income before income taxes are as follows: 

United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008

$ 246,028
330,948
$ 576,976

Year Ended
June 24,
2007
(in thousands)
$ 351,319
496,404
$ 847,723

June 25,
2006

$ 195,008
244,782
$ 439,790

74

 
Significant components of the provision (benefit) for income taxes attributable to income before income 

taxes are as follows:

Federal:

Current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

State:

Current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Foreign:

Current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008

Year Ended
June 24,
2007

(in thousands)

June 25,
2006

$ 116,788
(18,635)
$ 98,153

$ 70,285
2,001
$ 72,286

$ 43,735
60,483
$ 104,218

$

$

5,603
930
6,533

$

$

(73)
4,509
4,436

$ (1,264)
(3,922)
$ (5,186)

$ 38,294
(5,353)
$ 32,941
$ 137,627

$ 75,344
9,841
$ 85,185
$ 161,907

$ 24,095
(18,547)
$
5,548
$ 104,580

Deferred income taxes reflect the net effect of temporary differences between the carrying amounts of 
assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant 
components of the Company’s net deferred tax assets are as follows:

Deferred tax assets:

Tax benefit carryforwards  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounting reserves and accruals deductible in different periods . . . . . . . . . . . . . .
Inventory valuation differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capitalized R&D expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net deferred tax assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities:

Intangibles — foreign. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Temporary differences for capital assets — federal and state . . . . . . . . . . . . . . . . .
State cumulative temporary differences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008

June 24,
2007

(in thousands)

$ 40,543
87,932
18,561
11,996
9,040
5,007
173,079
(3,407)
169,672

(13,835)
(20,052)
(16,607)
(2,637)
(53,131)
$ 116,541

$ 16,796
56,661
11,238
20,170
12,521
5,913
123,299
—
123,299

—
(20,611)
(12,605)
(942)
(34,158)
$ 89,141

Realization  of  the  Company’s  net  deferred  tax  assets  is  based  upon  the  weight  of  available  evidence, 
including such factors as the recent earnings history and expected future taxable income. The Company believes 
it is more likely than not that such assets will be realized with an exception of $3.4 million related to certain 
deferred tax assets acquired in the SEZ acquisition; however, ultimate realization could be negatively impacted 

75

 
 
 
 
 
by market conditions and other variables not known or anticipated at this time. Subsequently recognized tax 
benefits associated with valuation allowances recorded in SEZ acquisition will be recorded as an adjustment to 
goodwill.

Deferred tax assets relating to tax benefits of employee stock option grants have been reduced to reflect 
the exercises in fiscal year 2008 and 2007. Some exercises resulted in tax deductions in excess of previously 
recorded benefits based on the option value at the time of grant (“windfalls”). Although these additional tax 
benefits are reflected in net operating loss carryforwards, pursuant to SFAS 123(R), the additional tax benefit 
associated with the windfall is not recognized until the tax benefits reduce cash taxes payable, at which time the 
Company will credit equity.

At  June  29,  2008,  the  Company  had  federal  and  state  tax  credit  carryforwards  of  approximately 
$82.6 million, of which approximately $22.7 million will expire in varying amounts between fiscal years 2016 
and 2028. The remaining balance of $59.9 million of tax carryforwards may be carried forward indefinitely. The 
tax benefits relating to approximately $58.3 million of the tax credit carryforwards will be credited to equity 
when recognized, in accordance with SFAS No. 123R.

At June 29, 2008, the Company had foreign net operating losses of approximately $92.6 million of which 
$39.9 million will expire in fiscal year 2012. The remaining balance of $52.7 million of tax carryforwards may 
be carried forward indefinitely.

A reconciliation of income tax expense provided at the federal statutory rate (35% in fiscal years 2008, 

2007 and 2006) to actual income expense is as follows:

Income tax expense computed at federal statutory rate . . . . . . . . . . . . . .
State income taxes, net of federal tax . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign income taxes at different rates  . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax credits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision related to repatriation under American Jobs Creation Act  . . .
Equity-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

June 29,
2008

$ 201,942
3,712
(84,077)
(6,745)
—
10,717
12,078
$ 137,627

Year Ended
June 24,
2007

(in thousands)
$ 296,703
3,447
(122,574)
(9,156)
—
6,195
(12,708)
$ 161,907

June 25,
2006

$ 153,925
(6,349)
(70,704)
(4,762)
24,207
4,028
4,235
$ 104,580

As a result of an Advanced Pricing Agreement with certain foreign tax authorities, the Company reduced 

its recorded future unrecognized tax benefits by $12.3 million in the fourth quarter of fiscal year 2008.

Effective from fiscal year 2003 through June 2013, the Company has negotiated a tax holiday on certain 
foreign earnings, which is conditional upon the Company meeting certain employment and investment thresholds. 
The  impact  of  the  tax  holiday  decreased  income  taxes  by  approximately  $18.9  million  for  fiscal  year  2008, 
$48.4 million in fiscal year 2007, and $72.0 million in fiscal year 2006. The benefit of the tax holiday on net 
income per share (diluted) was approximately $0.15 in fiscal year 2008, $0.34 in fiscal year 2007, and $0.50 in 
fiscal year 2006.

Unremitted  earnings  of  the  Company’s  foreign  subsidiaries  included  in  consolidated  retained  earnings 
aggregated to approximately $1.07 billion at June 29, 2008. These earnings, which reflect full provisions for 
foreign income taxes, are indefinitely reinvested in foreign operations. If these earnings were remitted to the 
United States, they would be subject to U.S. taxes of approximately $296 million at current statutory rates. The 
Company’s federal income tax provision includes U.S. income taxes on certain foreign-based income.

In July 2006, the FASB issued FASB Interpretation Number 48, “Accounting for Income Tax Uncertainties” 
(FIN 48). FIN 48 clarifies the accounting for income taxes, by prescribing a minimum recognition threshold 
a  tax  position  is  required  to  meet  before  being  recognized  in  the  financial  statements.  FIN  48  also  provides 

76

guidance on derecognizing, measurement, classification, interest and penalties, accounting in interim periods, 
disclosure, and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The Company 
adopted FIN 48 as of June 25, 2007. As a result of the adoption of FIN 48, the Company decreased the recorded 
liability  for  unrecognized  tax  benefits  by  approximately  $26.2  million,  and  reclassed  approximately  $64.4 
million from current to non-current income taxes payable. The cumulative effect of adopting FIN 48 resulted in 
an increase to the Company’s opening retained earnings in the first quarter of fiscal year 2008 of approximately 
$17.6 million.

The Company has historically classified unrecognized tax benefits in current taxes payable. As a result of 
adoption of FIN 48, we reclassified unrecognized tax benefits to long-term income taxes payable. Long-term 
income taxes payable include uncertain tax positions, reduced by the associated federal deduction for state taxes 
and non-U.S. tax credits, and may also include other long-term tax liabilities that are not uncertain but have 
not yet been paid. The Company’s policy to include interest and penalties related to unrecognized tax benefits 
within the provision for taxes on the consolidated condensed statements of operations did not change as a result 
of implementing the provisions of FIN 48.

The aggregate changes in the balance of gross unrecognized tax benefits were as follows:

Beginning balance as of June 25, 2007 (date of adoption) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements and effective settlements with tax authorities and related remeasurements . . .
Lapse of statute of limitations  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increases in balances related to tax positions taken during prior periods . . . . . . . . . . . . . . .
Decreases in balances related to tax positions taken during prior periods . . . . . . . . . . . . . .
Increases in balances related to tax positions taken during current period . . . . . . . . . . . . . .
Balance as of June 29, 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(in millions)
$119.2
(11.7)
(0.7)
—
—
37.0
$143.8

During fiscal year 2008, the Company completed its unilateral advanced pricing agreement (“APA”) with 
certain foreign tax authorities. As a result of the APA, the Company reduced its balance of gross unrecognized 
tax benefits by approximately $11.7 million, of which $8.1 million relates to years prior to fiscal year 2008.

If the remaining balance of $143.8 million of gross unrecognized tax benefits at June 29, 2008 were realized 
in a future period, it would result in a tax benefit of $101.8 million and a reduction of the effective tax rate. 
Approximately $11.3 million of gross unrecognized tax benefits are related to the SEZ pre-acquisition period 
and would result in an adjustment to goodwill of $0.5 million.

The Company recognizes potential accrued interest related to unrecognized tax benefits as tax expense. 
As of the adoption date of FIN 48, the Company had accrued approximately $5.8 million for the payment of 
interest and penalties (net of tax benefit) relating to unrecognized tax benefits. As of June 29, 2008, the Company 
had accrued interest related to unrecognized tax benefits of $9.3 million (net of tax benefit). During fiscal year 
2008, interest and penalties related to unrecognized tax benefits increased by $3.5 million, of which $1.2 million 
was recognized in the provision for income taxes. The remaining balance of approximately $2.3 million related 
to the SEZ acquisition and was recorded in goodwill.

The Company does not anticipate that the total unrecognized tax benefits will significantly change due to 

the settlement of audits and the expiration of statute of limitations in the next 12 months.

The Company files U.S. federal, U.S. state, and foreign income tax returns. As of the year-ended June 
29, 2008, fiscal years 2000-2007 remain subject to examination in the U.S., and fiscal years 2002-2007 remain 
subject to examination in various foreign jurisdictions.

77

 
Note 16: Acquisitions

SEZ

During fiscal year 2008, the Company acquired approximately 99% of the outstanding shares of SEZ, a 
major supplier of single-wafer wet clean technology and products to the global semiconductor manufacturing 
industry. The acquisition was an all-cash transaction. The Company expects to take additional steps as necessary 
to acquire the SEZ shares that remain outstanding. The acquisition of these shares was conducted pursuant to 
the terms of a Transaction Agreement entered into on December 10, 2007 by and between the Company and 
SEZ. SEZ’s Spin-Process single-wafer technology forms part of a broad equipment solution portfolio for wafer 
cleaning and decontamination, a key process adjacent to etch.

The acquisition was accounted for as a business combination in accordance with Statement of Financial 
Accounting Standards No. 141, “Business Combinations” and all amounts were recorded at their estimated fair 
value. The consolidated financial statements include the operating results of SEZ from the acquisition date of 
March 11, 2008.

The purchase price was preliminarily allocated to the fair value of assets acquired and liabilities assumed 

as follows, in thousands:

Cash consideration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transaction costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

ASSETS
Cash and cash equivalents  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restricted cash and investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
LIABILITIES
Accounts payable  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses and other accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt and capital leases  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minority interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 619,329
11,115
$ 630,444

$ 147,870
$
5,492
$ 103,794
$ 80,336
$ 24,201
$ 86,096
$ 40,038
$
739
$ 220,732
$ 67,743
2,527
$

$ 11,700
$ 56,007
$ 55,088
$ 19,869
$
6,460
$ 630,444

The  preliminary  purchase  price  allocation  for  the  acquisition  was  based  upon  an  initial  valuation  and 
estimate of fair value. The purchase price allocation is not finalized and the Company’s estimates and assumptions 
are subject to change.

The  Company  recorded  a  charge  of  $2.1  million  during  fiscal  year  2008  for  in  process  research  and 
development related to the acquisition of SEZ. This amount is included in operating expenses in the Company’s 
consolidated statements of operations.

Unaudited pro forma financial information is presented below as if the acquisition of SEZ occurred at the 
beginning of the fiscal periods presented below. The pro forma information presented below is not necessarily 
indicative  of  the  consolidated  financial  position  or  results  of  operations  in  future  periods  or  the  results  that 
actually would have been realized had the acquisition in fact occurred at the beginning of fiscal years 2008, 

78

2007, and 2006. The pro forma results below reflect certain adjustments to exclude one-time transaction costs 
incurred with the acquisition, to amortize intangible assets and to transition to an acceptance-based revenue 
recognition model with respect to the acquisition of SEZ.

Pro forma results of operations are as follows: 

Pro forma revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pro forma net income . . . . . . . . . . . . . . . . . . . . . . . . .
Pro forma basic earnings per share  . . . . . . . . . . . . . .
Pro forma diluted earnings per share . . . . . . . . . . . . .

June 25,
2006

June 29,
2008

Year Ended
June 24,
2007
(unaudited)
(in thousands, except per share data)
$2,907,129
709,605
5.12
5.01

$2,687,846
445,621
3.58
3.52

$1,766,549
303,249
2.19
2.11

$
$

$
$

$
$

Bullen Ultrasonics 

During the quarter ended December 24, 2006, the Company acquired the U.S. silicon growing and silicon 
fabrication assets of Bullen Ultrasonics, Inc. The Company was the largest customer of the Bullen Ultrasonics 
silicon business. The silicon business has become a division of the Company post-acquisition.

The  acquisition  included  assets  related  to  Bullen  Ultrasonics’  silicon  growing  and  silicon  fabrication 
business, including assets of Bullen Ultrasonics and Bullen Semiconductor (Suzhou) Co., Ltd., a wholly foreign-
owned enterprise established in Suzhou, Jiangsu, People’s Republic of China (“PRC”). The closing of the U.S. 
asset acquisition occurred on November 13, 2006. The acquisition of the Suzhou assets occurred during the quarter 
ending September 28, 2008. The assets acquired consist of fixtures, intellectual property, equipment, inventory, 
material and supplies, contracts relating to the conduct of the business, certain licenses and permits issued by 
government  authorities  for  use  in  connection  with  the  operations  of  Eaton,  Ohio  and  Suzhou  manufacturing 
facilities, real property and leaseholds connected with such facilities, data and records related to the operation of 
the silicon growing and silicon fabrication business and certain proprietary rights.

Pursuant  to  the  First  Amendment  to  the  Asset  Purchase  Agreement  dated  October  5,  2006,  the  parties 
to  the  Asset  Purchase  Agreement  agreed  that  the  closing  of  the  sale  of  the  Suzhou  assets  would  take  place 
within 5 business days following receipt by the parties of all necessary approvals, consents and authorizations of 
governmental and provincial authorities in the PRC and satisfaction of other customary conditions and covenants. 
The Company paid the $2.5 million purchase price for the Suzhou assets upon the receipt of the approvals and 
satisfaction of conditions noted above which occurred during the quarter ending September 28, 2008.

The  acquisition  supports  the  competitive  position  and  capability  primarily  of  the  Company’s  dielectric 
etch products by providing access to and control of critical intellectual property and manufacturing technology 
related  to  the  production  of  silicon  parts  in  the  Company’s  processing  chambers.  The  Company  funded  the 
purchase price of the acquisition with existing cash resources.

The acquisition was accounted for as a business combination in accordance with Statement of Financial 
Accounting Standards Number 141, “Business Combinations” and all amounts were recorded at their estimated 
fair  value.  The  condensed  consolidated  financial  statements  include  the  operating  results  from  the  date  of 
acquisition. Pro forma results of operations have not been presented because the effects of the acquisition were 
not material to the Company’s results.

79

The purchase price was allocated to the fair value of assets acquired as follows, in thousands:

Cash consideration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transaction costs  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Inventories  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses and other current liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 173,893
3,215
$ 177,108

$ 12,656
32,696
4,392
5,731
(42)
35,226
30,193
56,256
$ 177,108

Note 17: Goodwill and Intangible Assets

Goodwill

Total  goodwill  as  of  June  29,  2008  was  $281.3  million  compared  to  $59.7  million  as  of  June  24,  2007. 
Goodwill attributable to the SEZ acquisition of $221.6 million is not tax deductible due to foreign jurisdiction 
law. The remaining goodwill balance of $59.7 million is tax deductible.

Intangible Assets

The following table provides details of the Company’s intangible assets subject to amortization as of June 

29, 2008 (in thousands, except years):

Customer relationships . . . . . . . . . . . . . . . . . . . . . . . .
Existing technology  . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets . . . . . . . . . . . . . . . . . . . . . . . .
Patents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Gross
$ 35,226
61,598
35,216
17,710
$ 149,750

Accumulated
Amortization
$ (8,501)
(4,008)
(10,157)
(5,195)
$(27,861)

Net
$ 26,725
57,590
25,059
12,515
$ 121,889

Weighted-
Average
Useful Life
(years)
6.90
6.70
4.10
7.40
6.20

The following table provides details of the Company’s intangible assets subject to amortization as of June 

24, 2007 (in thousands, except years):

Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . .
Patents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Gross
$35,226
30,193
15,000
$80,419

Accumulated
Amortization
$ (3,276)
(3,556)
(2,678)
$ (9,510)

Net
$31,950
26,637
12,322
$70,909

Weighted-
Average
Useful Life
(years)
6.90
4.60
7.00
6.10

The Company recognized $17.9 million, $9.2 million, and $0.3 million in intangible asset amortization 

expense during fiscal years 2008, 2007, and 2006, respectively.

80

The estimated future amortization expense of purchased intangible assets as of June 29, 2008 is as follows 

(in thousands):

Fiscal Year
2009  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2010 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Amount
$ 26,407
24,893
21,912
18,901
16,698
13,078
$ 121,889

Note 18: Segment, Geographic Information and Major Customers

The  Company  operates  in  one  reportable  business  segment:  manufacturing  and  servicing  of  front-end 
wafer  processing  semiconductor  manufacturing  equipment.  The  Company’s  material  operating  segments 
qualify  for  aggregation  under  Statement  of  Financial  Accounting  Standards  No.  131,  “Disclosures  about 
Segments of an Enterprise and Related Information,” due to their identical customer base and similarities in 
economic characteristics, nature of products and services, and processes for procurement, manufacturing and 
distribution.

The  Company  operates  in  six  geographic  regions:  the  United  States,  Europe,  Taiwan,  Korea,  Japan, 
and Asia Pacific. For geographical reporting, revenues are attributed to the geographic location in which the 
customers’ facilities are located while long-lived assets are attributed to the geographic locations in which the 
assets are located.

June 29,
2008

Revenue:

United States  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia Pacific  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Taiwan  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Korea  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total revenue  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 417,807
235,191
308,984
502,683
554,924
455,322
$2,474,911

Year Ended
June 24,
2007
(in thousands)

$ 408,631
237,716
451,487
573,875
531,310
363,557
$2,566,576

June 25,
2006

$ 238,009
208,369
193,181
277,731
366,939
357,942
$1,642,171

June 29,
2008

June 24,
2007
(in thousands)

June 25,
2006

Long-lived assets:

United States  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia Pacific  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Taiwan  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Korea  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total long-lived assets  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$307,168
397,472
1,797
5,420
3,511
1,982
$717,350

$268,822
20,515
1,398
694
3,409
1,143
$295,981

$86,408
4,955
884
761
2,553
1,031
$96,592

81

In fiscal year 2008, revenues from Samsung Electronics Company, Ltd. and Toshiba Corporation accounted 
for  approximately  19%  and  13%,  respectively.  In  fiscal  year  2007,  revenues  from  Hynix  Semiconductor  and 
Samsung  Electronics  each  accounted  for  approximately  14%  of  total  revenues.  In  fiscal  year  2006,  revenues 
from  Samsung  Electronics  Company,  Ltd.,  accounted  for  approximately  15%  of  total  revenues  and  revenues 
from Toshiba Corporation accounted for approximately 12% of total revenues.

Note 19: Restructuring and Asset Impairments

During  the  June  2008  quarter  the  Company  incurred  expenses  for  restructuring  and  asset  impairment 
charges related to the integration of SEZ and overall streamlining of the Company’s combined clean product 
group (“June 2008 Plan”). These charges included severance and related benefits costs, excess facilities-related 
costs and certain asset impairments associated with the Company’s initial product line integration road maps.

Prior to the end of the June 2008 quarter, the Company initiated the announced restructuring activities and 
management with the proper level of authority approved specific actions under the June 2008 Plan. Severance 
packages to affected employees were communicated in enough detail such that the employees could determine 
their  type  and  amount  of  benefit.  The  termination  of  the  affected  employees  occurred  as  soon  as  practical 
after the restructuring plans were announced. The amount of remaining future lease payments for facilities the 
Company ceased to use and included in the restructuring charges is based on management’s estimates using 
known prevailing real estate market conditions at that time based, in part, on the opinions of independent real 
estate experts. Leasehold improvements relating to the vacated buildings were written off, as these items will 
have no future economic benefit to the Company and have been abandoned.

The Company distinguishes regular operating cost management activities from restructuring activities. 
Accounting  for  restructuring  activities  requires  an  evaluation  of  formally  committed  and  approved  plans. 
Restructuring activities have comparatively greater strategic significance and materiality and may involve exit 
activities, whereas regular cost containment activities are more tactical in nature and are rarely characterized by 
formal and integrated action plans or exiting a particular product, facility, or service.

The  Company  recorded  net  restructuring  charges  and  asset  impairments  during  fiscal  year  2008  of 
approximately  $19.0  million,  consisting  of  severance  and  benefits  for  involuntarily  terminated  employees  of 
$5.5 million, charges for the present value of remaining lease payments on vacated facilities of $0.9 million, 
and the write-off of related fixed assets of $1.9 million. The Company also recorded asset impairments related 
to initial product line integration road maps of $10.7 million. Of the total $19.0 million in charges, $12.6 million 
was recorded in cost of goods sold and $6.4 million was recorded in operating expenses in the Company’s fiscal 
year 2008 consolidated statement of operations.

Below is a table summarizing activity relating to the June 2008 Plan: 

Facilities

Abandoned
Fixed Assets

Inventory

Total

$ 899
—
—
$ 899

(in thousands)
$ 1,893
—
(1,893)

$ — $

$ 10,671
—
(10,671)

$ 18,976
(927)
(12,564)
— $ 5,485

June 2008 provision  . . . . . . . . . . . . . . . . . . . . . . . .
Cash payments  . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-cash charges . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at June 29, 2008  . . . . . . . . . . . . . . . . . . . .

Severance
and
Benefits

$ 5,513
(927)
—
$ 4,586

82

The severance and benefits-related costs are anticipated to be utilized by the end of fiscal year 2009. The 
facilities balance consists primarily of lease payments on vacated buildings and is expected to be utilized by the 
end of fiscal year 2009.

Note 20: Legal Proceedings

From time to time, the Company has received notices from  third  parties alleging  infringement of such 
parties’ patent or other intellectual property rights by the Company’s products. In such cases it is the Company’s 
policy to defend the claims, or if considered appropriate, negotiate licenses on commercially reasonable terms. 
However, no assurance can be given that the Company will be able in the future to negotiate necessary licenses 
on commercially reasonable terms, or at all, or that any litigation resulting from such claims would not have a 
material adverse effect on the Company’s consolidated financial position or operating results.

83

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of Lam Research Corporation

We have audited the accompanying consolidated balance sheets of Lam Research Corporation as of June 
29,  2008  and  June 24,  2007,  and  the related  consolidated  statements  of  operations,  stockholders’  equity,  and 
cash flows for each of the three years in the period ended June 29, 2008. Our audits also included the financial 
statement schedule listed in the Index at Item 15(a). These financial statements and schedule are the responsibility 
of the Company’s management. Our responsibility is to express an opinion on these financial statements and 
schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight 
Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance 
about whether the financial statements are free of material misstatement. An audit includes examining, on a 
test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes 
assessing the accounting principles used and significant estimates made by management, as well as evaluating the 
overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In  our  opinion,  the  financial  statements  referred  to  above  present  fairly,  in  all  material  respects,  the 
consolidated  financial  position  of  Lam  Research  Corporation  at  June  29,  2008  and  June  24,  2007,  and  the 
consolidated results of its operations and its cash flows for each of the three years in the period ended June 
29, 2008, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related 
financial statement schedule, when considered in relation to the basic financial statements taken as a whole, 
presents fairly in all material respects the information set forth therein.

As discussed in Note 2 to the Notes to Consolidated Financial Statements, under the heading Income Taxes, 

Lam Research Corporation changed its method of accounting for income tax uncertainties in fiscal year 2008.

We  also  have  audited,  in  accordance  with  the  standards  of  the  Public  Company  Accounting  Oversight 
Board (United States), Lam Research Corporation’s internal control over financial reporting as of June 29, 2008, 
based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring 
Organizations of the Treadway Commission and our report dated August 27, 2008 expressed an unqualified 
opinion thereon.

San Jose, California 
August 27, 2008

84

 
 
Report of Independent Registered Public Accounting Firm on 
Internal Control over Financial Reporting

The Board of Directors and Stockholders of  
Lam Research Corporation

We have audited Lam Research Corporation’s internal control over financial reporting as of June 29, 2008, 
based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring 
Organizations  of  the  Treadway  Commission  (the  COSO  criteria).  Lam  Research  Corporation’s  management 
is responsible for maintaining effective internal control over financial reporting and for its assessment of the 
effectiveness of internal control over financial reporting included in the accompanying Management’s Report on 
Internal Control over Financial Reporting. Our responsibility is to express an opinion on the company’s internal 
control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight 
Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance 
about whether effective internal control over financial reporting was maintained in all material respects. Our 
audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a 
material weakness exists, testing and evaluating the design and operating effectiveness of internal control based 
on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We 
believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance 
regarding the reliability of financial reporting and the preparation of financial statements for external purposes 
in  accordance  with  generally  accepted  accounting  principles.  A  company’s  internal  control  over  financial 
reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable 
detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide 
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements 
in accordance with generally accepted accounting principles, and that receipts and expenditures of the company 
are being made only in accordance with authorizations of management and directors of the company; and (3) 
provide  reasonable  assurance  regarding  prevention  or  timely  detection  of  unauthorized  acquisition,  use,  or 
disposition of the company’s assets that could have a material effect on the financial statements.

Because  of  its  inherent  limitations,  internal  control  over  financial  reporting  may  not  prevent  or  detect 
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that 
controls may become inadequate because of changes in conditions, or that the degree of compliance with the 
policies or procedures may deteriorate.

As indicated in the accompanying Management’s Report on Internal Control over Financial Reporting, 
management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did 
not include the internal controls of SEZ, which is included in the June 29, 2008 consolidated financial statements 
of  Lam  Research  Corporation  and  constituted  approximately  27%  of  consolidated  total  assets  as  of  June  29, 
2008 and 2% of revenues for the year then ended. Our audit of internal control over financial reporting of Lam 
Research Corporation also did not include an evaluation of the internal control over financial reporting of SEZ.

In our opinion, Lam Research Corporation maintained, in all material respects, effective internal control 

over financial reporting as of June 29, 2008, based on the COSO criteria.

We  also  have  audited,  in  accordance  with  the  standards  of  the  Public  Company  Accounting  Oversight 
Board (United States), the consolidated balance sheets of Lam Research Corporation as of June 29, 2008 and 
June 24, 2007, and the related consolidated statements of operations, stockholders’ equity and cash flows for 
each of the three years in the period ended June 29, 2008 of Lam Research Corporation and our report dated 
August 27, 2008 expressed an unqualified opinion thereon.

San Jose, California 
August 27, 2008

85

 
 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, 
the  Registrant  has  duly  caused  this  Report  to  be  signed  on  its  behalf  by  the  undersigned,  thereunto  duly 
authorized.

SIGNATURES

LAM RESEARCH CORPORATION 

By  /s/ Stephen G. Newberry                  

  Stephen G. Newberry, 
  President and Chief Executive Officer

Dated: August 27, 2008

POWER OF ATTORNEY

KNOW  ALL  PERSONS  BY  THESE  PRESENTS,  that  each  person  whose  signature  appears  below 
constitutes and appoints Stephen G. Newberry and Martin B. Anstice, jointly and severally, his attorney-in-fact, 
each with the power of substitution, for him in any and all capacities, to sign any amendments to this Report of 
Form 10-K, and to file the same, with exhibits thereto and other documents in connection therewith, with the 
Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorney-in-fact, or 
his substitute or substitutes, may do or cause to be done by virtue thereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed 

below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

Signatures

Title

/s/ Stephen G. Newberry
Stephen G. Newberry

President and Chief Executive Officer, 
Director

/s/ Martin B. Anstice
Martin B. Anstice

/s/ James W. Bagley
James W. Bagley

/s/ Dr. Seiichi Watanabe
Dr. Seiichi Watanabe

/s/ David G. Arscott
David G. Arscott

/s/ Robert M. Berdahl
Robert M. Berdahl

/s/ Richard J. Elkus, Jr.
Richard J. Elkus, Jr.

/s/ Jack R. Harris
Jack R. Harris

/s/ Grant M. Inman
Grant M. Inman

/s/ Catherine P. Lego
Catherine P. Lego

/s/ Patricia S. Wolpert
Patricia S. Wolpert

Senior Vice President, Chief Financial
Officer, and Chief Accounting Officer

Executive Chairman

Director

Director

Director

Director

Director

Director

Director

Director

86

Date

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

August 27, 2008

 
 
 
 
 
 
 
 
 
 
LAM RESEARCH CORPORATION

SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS

Description
YEAR ENDED JUNE 29, 2008
Deducted from asset accounts: 

Additions

Balance
At
Beginning
Of
Period

Charged
To
Costs
And
Expenses

Balance
At
End
Of
Period

Deductions
Describe

Allowance for doubtful accounts . . . . . . . . . . . . . .

$3,851,000

$255,000

$_4,000 (1)

$4,102,000

YEAR ENDED JUNE 24, 2007
Deducted from asset accounts: 

Allowance for doubtful accounts . . . . . . . . . . . . . .

$3,822,000

$ 20,000

$ 9,000 (1)

$3,851,000

YEAR ENDED JUNE 25, 2006
Deducted from asset accounts: 

Allowance for doubtful accounts . . . . . . . . . . . . . .

$3,865,000

$ 51,000

$94,000 (1)

$3,822,000

(1)  $0.0 million, $0.0 million, and $0.1 million, of specific customer accounts written-off in fiscal 2008, 2007, 

and 2006, respectively.

87

Exhibit

3.1(22)

3.2(46)

3.3(22)

4.2(1)*

4.4(5)*

4.8(35)*

4.11(18)*

4.12(34)*

4.13(34)*

4.14(39)*

4.15(40)*

10.1(38)

10.2(38)

10.3(2)

10.12(3)

10.16(4)

10.30(6)

10.35(7)

10.38(8)

10.46(9)

10.49(9)

10.50(10)

LAM RESEARCH CORPORATION

ANNUAL REPORT ON FORM 10-K 
FOR THE FISCAL YEAR ENDED JUNE 29, 2008 
EXHIBIT INDEX

Description

Certificate of Incorporation of the Registrant, dated September 7, 1989; as amended by the 
Agreement and Plan of Merger, Dated February 28, 1990; the Certificate of Amendment 
dated  October  28,  1993;  the  Certificate  of  Ownership  and  Merger  dated  December  15, 
1994; the Certificate of Ownership and Merger dated June 25, 1999 and the Certificate of 
Amendment effective as March 7, 2000.

Bylaws of the Registrant, as amended, dated December 12, 2007.

Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred 
Stock dated January 27, 1997.

Amended 1984 Incentive Stock Option Plan and Forms of Stock Option Agreements.

Amended 1991 Stock Option Plan and Forms of Stock Option Agreements.

Amended and restated 1997 Stock Incentive Plan.

Amended and restated 1996 Performance-Based Restricted Stock Plan.

Amended and restated 1999 Stock Option Plan.

Lam Research Corporation 1999 Employee Stock Purchase Plan, as amended.

Lam Research Corporation 2004 Executive Incentive Plan, as amended.

Lam Research Corporation 2007 Stock Incentive Plan, as amended.

Asset Purchase Agreement dated October 5, 2006 by and among Lam Research Corporation, 
Bullen Ultrasonics, Inc., Eaton 122 Ltd., Bullen Semiconductor (Suzhou) Co., Ltd., Mary 
A. Bullen and Vicki Brown.

First Amendment to Asset Purchase Agreement dated October 5, 2006 by and among Lam 
Research  Corporation,  Bullen  Ultrasonics,  Inc.,  Eaton  122  Ltd.,  Bullen  Semiconductor 
(Suzhou) Co., Ltd., Mary A. Bullen and Vicki Brown.

Form of Indemnification Agreement.

ECR Technology License Agreement and Rainbow Technology License Agreement by and 
between Lam Research Corporation and Sumitomo Metal Industries, Ltd.

License Agreement effective January 1, 1992 between the Lam Research Corporation and 
Tokyo Electron Limited.

1996  Lease  Agreement  between  Lam  Research  Corporation  and  the  Industrial  Bank  of 
Japan, Limited, dated March 27, 1996.

Agreement  and  Plan  of  Merger  by  and  among  Lam  Research  Corporation,  Omega 
Acquisition Corporation and OnTrak Systems, Inc., dated as of March 24, 1997.

Consent and Waiver Agreement between Lam Research Corporation and IBJTC Leasing 
Corporation-BSC, The Industrial Bank of Japan, Limited, Wells Fargo Bank, N.A., The 
Bank of Nova Scotia, and the Nippon Credit Bank, Ltd., dated March 28, 1997.

Receivables Purchase Agreement between Lam Research Co., Ltd. and ABN AMRO Bank 
N.V., Tokyo Branch, dated December 26, 1997.

Guaranty  to  the  Receivables  Purchase  Agreement  between  Lam  Research  Co.,  Ltd.  and 
ABN AMRO Bank N.V., Tokyo Branch, dated December 26, 1997.

License  Agreement  between  Lam  Research  Corporation  and  Trikon  Technologies,  Inc., 
dated March 18, 1998.

88

Exhibit

10.51(10)

10.52(11)

10.53(11)

10.58(12)

10.59(12)

10.61(13)

10.62(13)

10.63(13)

10.64(13)

10.66(14)

10.67(15)

10.68(15)

10.69(17)

10.70(19)

10.71(19)

10.73(20)

10.74(20)

10.75(21)

10.76(21)

10.77(23)

Description

Loan Agreement between Lam Research Corporation and The Industrial Bank of Japan, 
Limited, dated March 30, 1998.

Credit Agreement between Lam Research Corporation and Deutsche Bank AG, New York 
Branch and ABN AMRO Bank N.V., San Francisco Branch, dated April 13, 1998.

First  Amendment  to  Credit  Agreement  between  Lam  Research  Corporation  and  ABN 
AMRO Bank N.V., San Francisco Branch, dated August 10, 1998.

Loan  Agreement  between  Lam  Research  Co.,  Ltd.  and  ABN  AMRO  Bank  N.V.,  dated 
September 30, 1998.

Guaranty  to  Loan  Agreement  between  Lam  Research  Co.,  Ltd  and  ABN  AMRO  Bank 
N.V., dated September 30, 1998.

Second  Amendment  to  Credit  Agreement  between  ABN  AMRO  BANK,  N.V.  and  Lam 
Research Corporation, dated December 18, 1998.

First  Amendment  to  Guaranty  between  ABN  AMRO  BANK,  N.V.  and  Lam  Research 
Corporation, dated December 25, 1998.

Supplemental Agreement of Receivables Purchase Agreement dated December 26, 1997 
between ABN AMRO BANK, N.V. and Lam Research Corporation, dated December 25, 
1998.

Supplemental  Agreement  of  Loan  Agreement  dated  September  30,  1998  between  ABN 
AMRO BANK, N.V. and Lam Research Corporation, dated December 25, 1998.

Substitution  Certificate  for  Loan  Agreement  dated  September  30,  1998  between  ABN 
AMRO BANK, N.V. and Lam Research Corporation, dated March 19, 1999.

OTS  Issuer  Stock  Option  Master  Agreement  between  Lam  Research  Corporation  and 
Goldman Sachs & Co., and Collateral Appendix thereto, dated June 1999.

Form of ISDA Master Agreement and related documents between Lam Research Corporation 
and Credit Suisse Financial Products, dated June 1999.

The First Amendment Agreement between Lam Research Corporation and Credit Suisse 
Financial Products, dated August 31, 1999.

Lease Agreement between Lam Research Corporation and Scotiabanc Inc., dated January 
10, 2000.

Participation  Agreement  between  Lam  Research  Corporation,  Scotiabanc  Inc.,  and  The 
Bank of Nova Scotia, dated January 19, 2000.

Lease  Agreement  Between  Lam  Research  Corporation  and  Cushing  2000  Trust,  dated 
December 6, 2000.

Participation  Agreement  Between  Lam  Research  Corporation  and  Cushing  2000  Trust, 
Dated December 6, 2000.

Indenture between Lam Research Corporation and LaSalle Bank, National Association, as 
Trustee, dated May 22, 2001.

Registration  Rights  Agreement  among  Lam  Research  Corporation,  Credit  Suisse  First 
Boston Corporation and ABN Amro Rothschild LLC, dated May 22, 2001.

Warrant to Purchase Common Stock of Lam Research Corporation, dated December 19, 
2001, issued to Varian Semiconductor Equipment Associates, Inc.

10.78(24)*

Promissory Note between Lam Research Corporation and Stephen G. Newberry dated May 
8, 2001.

10.79(25)*

Amendment to Stock Option Grant for James W. Bagley dated October 16, 2002.

89

Exhibit

10.80(26)

10.81(26)

10.82(26)

10.83(26)

10.84(26)

10.85(26)*

10.86(27)

10.87(27)

10.88(27)

10.89(27)

10.94(27)

10.95(27)*

10.96(28)*

10.97(32)

10.98(32)

10.99(32)*

10.100(31)

10.101(31)

10.102(36)

10.103(36)

10.104(37)

10.105(37)

Description

Amended and Restated Master Lease and Deed of Trust Between Lam Research Corporation 
and SELCO Service Corporation, dated March 25, 2003.

Lease  Supplement  No.  1  Between  Lam  Research  Corporation  and  SELCO  Service 
Corporation, dated March 25, 2003.

Participation Agreement Between Lam Research Corporation, SELCO Service Corporation 
and Key Corporate Capital Inc., dated March 25, 2003.

Amendment to Participation Agreement Between Lam Research Corporation, Scotiabanc 
Inc. and The Bank of Nova Scotia, dated December 27, 2002.

Amendment to Participation Agreement Between Lam Research Corporation, the Cushing 
2000  Trust,  Scotiabanc  Inc,  The  Bank  of  Nova  Scotia  and  Fleet  National  Bank,  dated 
December 27, 2002.

Employment Agreement for Stephen G. Newberry, dated January 1, 2003.

Amended and Restated Master Lease and Deed of Trust Between Lam Research Corporation 
and SELCO Service Corporation, dated as of June 1, 2003.

Lease  Supplement  No.  1  Between  Lam  Research  Corporation  and  SELCO  Service 
Corporation, dated as of June 1, 2003.

Lease  Supplement  No.  2  Between  Lam  Research  Corporation  and  SELCO  Service 
Corporation, dated as of June 1, 2003.

Lease  Supplement  No.  3  Between  Lam  Research  Corporation  and  SELCO  Service 
Corporation, dated as of June 1, 2003.

Participation  Agreement  Between  Lam  Research  Corporation  and  SELCO  Service 
Corporation, and Key Corporate Capital Inc., dated as of June 1, 2003.

Employment Agreement for Ernest Maddock, dated April 15, 2003.

Employment Agreement for Nicolas J. Bright, dated August 1, 2003.

Second  Amendment  to  Second  Amended  and  Restated  Uncommitted  Insured  Trade 
Receivables  Purchase  Agreement  between  ABN  Amro  Bank,  N.V.  and  Lam  Research 
Corporation, dated June 2, 2004.

Amended  and  Restated  Guaranty  between  ABN  Amro  Bank,  N.V.  and  Lam  Research 
Corporation, dated June 2, 2004.

Form of Nonstatutory Stock Option Agreement — Lam Research Corporation 1997 Stock 
Incentive Plan.

Third Amended and Restated Uncommitted Insured Trade Receivables Purchase Agreement 
between Lam Research Corporation, Lam Research International SARL and ABN Amro 
Bank N.V., dated March 22, 2005.

Third  Amended  and  Restated  Guaranty  between  Lam  Research  Corporation  and  ABN 
Amro Bank N.V., dated March 22, 2005.

Form of Restricted Stock Unit Award Agreement (U.S. Agreement A) — Lam Research 
Corporation 1997 Stock Incentive Plan.

Form  of  Restricted  Stock  Unit  Award  Agreement  (non-U.S.  Agreement  I-A)  —  Lam 
Research Corporation 1997 Stock Incentive Plan.

$350,000,000 Credit Agreement among Lam Research International SARL, as Borrower, 
The  Several  Lenders  from  Time  to  Time  Parties  Hereto,  and  ABN  Amro  Bank  N.V.,  as 
Administrative Agent, dated June 16, 2006.

Guarantee Agreement made by Lam Research Corporation in favor of ABN Amro Bank 
N.V., as Administrative Agent for the Lenders, dated June 16, 2006.

90

Exhibit

Description

10.106(42)*

10.107(43)

10.108(43)

10.109(43)

10.110(44)

10.111(45)

10.112(45)

10.113(45)

10.114(45)

10.115(45)

10.116(41)*

10.117(46)

10.118(46)

10.119(46)

10.120(46)

10.121(46)

10.122(46)

10.123(46)

10.124(46)

10.125(46)

10.126(46)

Form  of  Restricted  Stock  Unit  Award  Agreement  (U.S.  Agreement)  —  Lam  Research 
Corporation 2007 Stock Incentive Plan

Form of Restricted Stock Unit Award Agreement — Outside Directors (U.S. Agreement) 
— Lam Research Corporation 2007 Stock Incentive Plan.

Form of Restricted Stock Unit Award Agreement — Outside Directors (non-U.S. Agreement) 
— Lam Research Corporation 2007 Stock Incentive Plan.

Summary of Compensation Arrangement with Nicolas J. Bright, effective as of March 1, 
2007.

Transaction  Agreement  dated  December  10,  2007  by  and  between  Lam  Research 
Corporation and SEZ Holding AG

Credit  Agreement  dated  as  of  March  3,  2008  among  Lam  Research  Corporation,  as  the 
Borrower, ABN Amro Bank N.V., as Administrative Agent, and the other Lenders Party 
thereto

Unconditional Guaranty dated as of March 3, 2008 by Bullen Semiconductor Corporation 
to ABN AMRO Bank N.V.

Security Agreement dated as of March 3, 2008 between Lam Research Corporation and 
ABN AMRO Bank N.V.

Security Agreement dated as of March 3, 2008 between Bullen Semiconductor Corporation 
and ABN AMRO Bank N.V.

Pledge Agreement dated as of March 3, 2008 among Lam Research Corporation and ABN 
AMRO Bank N.V.

Employment Agreement between James W. Bagley and Lam Research Corporation, dated 
December 11, 2006.

Lease  Agreement  (Fremont  Building  #1)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 21, 2007.

Pledge Agreement (Fremont Building #1)  between Lam Research Corporation and BNP 
Paribas Leasing Corporation, dated December 21, 2007.

Closing  Certificate  and  Agreement  (Fremont  Building  #1)  between  Lam  Research 
Corporation and BNP Paribas Leasing Corporation, dated December 21, 2007.

Agreement Regarding Purchase and Remarketing Options (Fremont Building #1) between 
Lam  Research  Corporation  and  BNP  Paribas  Leasing  Corporation,  dated  December  21, 
2007.

Lease  Agreement  (Fremont  Building  #2)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 21, 2007.

Pledge Agreement (Fremont Building #2) between Lam Research Corporation and BNP 
Paribas Leasing Corporation, dated December 21, 2007.

Closing  Certificate  and  Agreement  (Fremont  Building  #2)  between  Lam  Research 
Corporation and BNP Paribas Leasing Corporation, dated December 21, 2007.

Agreement Regarding Purchase and Remarketing Options (Fremont Building #2) between 
Lam  Research  Corporation  and  BNP  Paribas  Leasing  Corporation,  dated  December  21, 
2007.

Lease  Agreement  (Fremont  Building  #3)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 21, 2007.

Pledge Agreement (Fremont Building #3) between Lam Research Corporation and BNP 
Paribas Leasing Corporation, dated December 21, 2007.

91

Exhibit

Description

10.127(46)

10.128(46)

10.129(46)

10.130(46)

10.131(46)

10.132(46)

10.133(46)

10.134(46)

10.135(46)

10.136(46)

10.137(46)

10.138(46)

10.139(46)

10.140(46)

10.141(46)

10.142(46)

10.143

10.144

10.145

10.146

21

Closing  Certificate  and  Agreement  (Fremont  Building  #3)  between  Lam  Research 
Corporation and BNP Paribas Leasing Corporation, dated December 21, 2007.

Agreement Regarding Purchase and Remarketing Options (Fremont Building #3) between 
Lam  Research  Corporation  and  BNP  Paribas  Leasing  Corporation,  dated  December  21, 
2007.

Lease  Agreement  (Fremont  Building  #4)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 21, 2007.

Pledge Agreement (Fremont Building #4) between Lam Research Corporation and BNP 
Paribas Leasing Corporation, dated December 21, 2007.

Closing  Certificate  and  Agreement  (Fremont  Building  #4)  between  Lam  Research 
Corporation and BNP Paribas Leasing Corporation, dated December 21, 2007.

Agreement Regarding Purchase and Remarketing Options (Fremont Building #4) between 
Lam  Research  Corporation  and  BNP  Paribas  Leasing  Corporation,  dated  December  21, 
2007.

Lease  Agreement  (Livermore/Parcel  6)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 18, 2007.

Pledge  Agreement  (Livermore/Parcel  6)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 18, 2007.

Closing  Certificate  and  Agreement  (Livermore/Parcel  6)  between  Lam  Research 
Corporation and BNP Paribas Leasing Corporation, dated December 18, 2007.

Agreement Regarding Purchase and Remarketing Options (Livermore/Parcel 6) between 
Lam  Research  Corporation  and  BNP  Paribas  Leasing  Corporation,  dated  December  18, 
2007.

Construction  Agreement  (Livermore/Parcel  6)  between  Lam  Research  Corporation  and 
BNP Paribas Leasing Corporation, dated December 18, 2007.

Lease  Agreement  (Livermore/Parcel  7)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 18, 2007.

Pledge  Agreement  (Livermore/Parcel  7)  between  Lam  Research  Corporation  and  BNP 
Paribas Leasing Corporation, dated December 18, 2007.

Closing  Certificate  and  Agreement  (Livermore/Parcel  7)  between  Lam  Research 
Corporation and BNP Paribas Leasing Corporation, dated December 18, 2007.

Agreement Regarding Purchase and Remarketing Options (Livermore/Parcel 7) between 
Lam  Research  Corporation  and  BNP  Paribas  Leasing  Corporation,  dated  December  18, 
2007.

Construction  Agreement  (Livermore/Parcel  7)  between  Lam  Research  Corporation  and 
BNP Paribas Leasing Corporation, dated December 18, 2007.

First Modification Agreement (Fremont Buildings #1, #2, #3, #4) between Lam Research 
Corporation and BNP Paribas Leasing Corporation, dated April 3, 2008.

First Modification Agreement (Livermore Parcel 6) between Lam Research Corporation 
and BNP Paribas Leasing Corporation, dated April 3, 2008.

Second Modification Agreement (Livermore Parcel 6) between Lam Research Corporation 
and BNP Paribas Leasing Corporation, dated July 9, 2008.

First Modification Agreement (Livermore Parcel 7) between Lam Research Corporation 
and BNP Paribas Leasing Corporation, dated July 9, 2008.

Subsidiaries of the Registrant.

92

Exhibit

Description

23.1

24

31.1

31.2

32.1

32.2

(1) 

(2) 

(3) 

(4) 

(5) 

Consent of Independent Registered Public Accounting Firm.

Power of Attorney (See Signature page)

Rule 13a — 14(a) / 15d — 14(a) Certification (Principal Executive Officer)

Rule 13a — 14(a) / 15d — 14(a) Certification (Principal Financial Officer)

Section 1350 Certification — (Principal Executive Officer)

Section 1350 Certification — (Principal Financial Officer)

Incorporated by reference to Post Effective Amendment No. 1 to the Registrant’s Registration Statement 
on Form S-8 (No. 33-32160) filed with the Securities and Exchange Commission on May 10, 1990.

Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 
3, 1988.

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 
31, 1989.

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 
31, 1991.

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 
31, 1995.

(6) 

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 1996.

(7) 

Incorporated by reference to Registrant’s Report on Form 8-K dated March 31, 1997.

(8) 

(9) 

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 
1997.

Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 
31, 1997.

(10)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 

1998.

(11)  Incorporated by reference to Registrant’s Annual Report on Form 10-K for the fiscal year ended June 30, 

1998.

(12)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 

30, 1998.

(13)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 

31, 1998.

(14)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q/A for the quarter ended March 

31, 1999.

(15)  Incorporated by reference to Registrant’s Report on Form 8-K dated June 22, 1999.

(16)  Incorporated by reference to Registrant’s Report on Form S-8 dated November 5, 1998.

(17)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 

26, 1999.

(18)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 

26, 1999.

(19)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 26, 2000.

(20)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 

24, 2000.

93

(21)  Incorporated by reference to Registrant’s Registration Statement on Form S-3 dated July 27, 2001.

(22)  Incorporated by reference to Registrant’s Amendment No. 2 to its Annual Report on Form 10K/A for the 

fiscal year ended June 25, 2000.

(23)  Incorporated by reference to Registrant’s Registration Statement on Form S-3 dated January 30, 2002.

(24)  Incorporated by reference to Registrant’s Annual Report on Form 10-K for the fiscal year ended June 30, 

2002.

(25)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 

29, 2002.

(26)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 

2003.

(27)  Incorporated by reference to Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 

2003.

(28)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 

28, 2003.

(29)  Incorporated by reference to Appendix A of the Registrant’s Proxy Statement filed on October 14, 2003.

(30)  Incorporated by reference to Appendix B of the Registrant’s Proxy Statement filed on October 14, 2003.

(31)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 27, 

2005.

(32)  Incorporated by reference to Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 

2004.

(33)  Incorporated by reference to Registrant’s Report on Form 8-K dated June 26, 2005.

(34)  Incorporated by reference to Registrant’s Registration Statement on Form S-8 (No. 33-127936) filed with 

the Securities and Exchange Commission on August 28, 2005.

(35)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated November 8, 2005.

(36)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated February 6, 2006.

(37)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated June 19, 2006.

(38)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated October 10, 2006.

(39)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated November 2, 2006.

(40)  Incorporated by reference to Registrant’s Registration Statement of Form S-8 (No. 333-138545) filed with 

the Securities and Exchange Commission on November 9, 2006.

(41)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated December 15, 2006. This 

exhibit was originally filed with the 8-K as Exhibit Number 10.1.

(42)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 

24, 2006.

(43)  Incorporated by reference to Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 25, 

2007.

(44)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated December 14, 2007.

(45)  Incorporated by reference to Registrant’s Current Report on Form 8-K dated March 7, 2008.

(46)  Incorporated by reference to Registrant’s Annual Report on Form 10-K for the fiscal year ended June 24, 

2007.

* 

Indicates management contract or compensatory plan or arrangement in which executive officers of the 
Company are eligible to participate.

94

SUBSIDIARIES OF THE REGISTRANT

EXHIBIT 21

SUBSIDIARY
Lam Research International Sarl
Lam Research International B.V.
Lam Research GmbH
Lam Research Co., Ltd.
Lam Research (Shanghai) Co., Ltd.
Lam Research Service Co., Ltd.
Lam Research Ltd.
Lam Research SAS
Lam Research Singapore Pte Ltd
Lam Research Korea Limited
Lam Research S.r.l.
Lam Research (Israel) Ltd.
Lam Research Co., Ltd.
Lam Research B.V.
Lam Research (Ireland) Limited
Bullen Semiconductor Corporation
Lam Research Semiconductor (Suzhou) Co., Ltd.
SEZ Holding AG
SEZ AG
SEZ Management GmbH
SEZ America Inc.
SEZ Japan
SEZ Asia Pacific Pte. Ltd.
SEZ Singapore Pte. Ltd.
SEZ Korea Ltd.
SEZ China Ltd.
SEZ Taiwan Ltd.
SEZ D.O.O.
SEZ Slovakia S.T.O.

STATE OR OTHER
JURISDICTION OF OPERATION
Switzerland
Netherlands
Germany
Japan
China 2
China 1
United Kingdom
France
Singapore
Korea
Italy
Israel
Taiwan
Netherlands
Ireland
Ohio, United States
China
Switzerland
Austria
Austria
United States
Japan
Singapore
Singapore
Korea
China
Taiwan
Slovenia
Slovakia

95

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EXHIBIT 31.1

RULE 13a-14(a)/15d-14(a) CERTIFICATION (PRINCIPAL EXECUTIVE OFFICER)

I, Stephen G. Newberry, certify that: 

1. 

2. 

3. 

4. 

I have reviewed this annual report on Form 10-K of Lam Research Corporation; 

 Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit 
to state a material fact necessary to make the statements made, in light of the circumstances under which 
such statements were made, not misleading with respect to the period covered by this annual report;

 Based on my knowledge, the financial statements, and other financial information included in this annual 
report, fairly present in all material respects the financial condition, results of operations and cash flows of 
the registrant as of, and for, the periods presented in this annual report;

 The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure 
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control 
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and 
we have:

a) 

b) 

c) 

d) 

 designed such disclosure controls and procedures, or caused such disclosure controls and procedures 
to be designed under our supervision, to ensure that material information relating to the registrant, 
including its consolidated subsidiaries, is made known to us by others within those entities, particularly 
during the period in which this annual report is being prepared;

 designed such internal control over financial reporting, or caused such internal control over financial 
reporting  to  be  designed  under  our  supervision,  to  provide  reasonable  assurance  regarding  the 
reliability of financial reporting and the preparation of financial statements for external purposes in 
accordance with generally accepted accounting principles;

 evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this 
annual report our conclusions about the effectiveness of the disclosure controls and procedures, as of 
the end of the period covered by this annual report based on such evaluation; and

 disclosed in this annual report any change in the registrant’s internal control over financial reporting 
that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter 
in  the  case  of  an  annual  report)  that  has  materially  affected,  or  is  reasonably  likely  to  materially 
affect, the registrant’s internal control over financial reporting.

5. 

 The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal 
control  over  financial  reporting,  to  the  registrant’s  auditors  and  the  audit  committee  of  the  registrant’s 
board of directors (or persons performing the equivalent functions):

a) 

b) 

 all significant deficiencies and material weaknesses in the design or operation of internal control over 
financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, 
process, summarize and report financial information; and

 any  fraud,  whether  or  not  material,  that  involves  management  or  other  employees  who  have  a 
significant role in the registrant’s internal control over financial reporting.

August 27, 2008

/s/ Stephen G. Newberry 
Stephen G. Newberry 
President and Chief Executive Officer

96

 
 
 
 
 
 
 
 
 
 
 
 
 
 
EXHIBIT 31.2

RULE 13a-14(a)/15d-14(a) CERTIFICATION (PRINCIPAL FINANCIAL OFFICER)

I, Martin B. Anstice, certify that: 

1. 

2. 

3. 

4. 

I have reviewed this annual report on Form 10-K of Lam Research Corporation; 

 Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit 
to state a material fact necessary to make the statements made, in light of the circumstances under which 
such statements were made, not misleading with respect to the period covered by this annual report;

 Based on my knowledge, the financial statements, and other financial information included in this annual 
report, fairly present in all material respects the financial condition, results of operations and cash flows of 
the registrant as of, and for, the periods presented in this annual report;

 The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure 
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control 
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and 
we have:

a) 

b) 

c) 

d) 

 designed such disclosure controls and procedures, or caused such disclosure controls and procedures 
to be designed under our supervision, to ensure that material information relating to the registrant, 
including its consolidated subsidiaries, is made known to us by others within those entities, particularly 
during the period in which this annual report is being prepared;

 designed such internal control over financial reporting, or caused such internal control over financial 
reporting  to  be  designed  under  our  supervision,  to  provide  reasonable  assurance  regarding  the 
reliability of financial reporting and the preparation of financial statements for external purposes in 
accordance with generally accepted accounting principles;

 evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this 
annual report our conclusions about the effectiveness of the disclosure controls and procedures, as of 
the end of the period covered by this annual report based on such evaluation; and

 disclosed in this annual report any change in the registrant’s internal control over financial reporting 
that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter 
in  the  case  of  an  annual  report)  that  has  materially  affected,  or  is  reasonably  likely  to  materially 
affect, the registrant’s internal control over financial reporting.

5. 

 The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal 
control  over  financial  reporting,  to  the  registrant’s  auditors  and  the  audit  committee  of  the  registrant’s 
board of directors (or persons performing the equivalent functions):

a) 

b) 

 all significant deficiencies and material weaknesses in the design or operation of internal control over 
financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, 
process, summarize and report financial information; and

 any  fraud,  whether  or  not  material,  that  involves  management  or  other  employees  who  have  a 
significant role in the registrant’s internal control over financial reporting.

August 27, 2008

/s/ Martin B. Anstice   
Martin B. Anstice 
Senior Vice President, Chief Financial Officer
and Chief Accounting Officer

97

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EXHIBIT 32.1

SECTION 1350 CERTIFICATION (PRINCIPAL EXECUTIVE OFFICER)

In connection with the Annual Report of Lam Research Corporation (the “Company”) on Form 10-K for 
the fiscal period ending June 29, 2008 as filed with the Securities and Exchange Commission on the date hereof 
(the “Report”), I, Stephen G. Newberry, President and Chief Executive Officer of the Company, certify, pursuant 
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) 

(2) 

 The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act 
of 1934; and

 The information contained in the Report fairly presents, in all material respects, the financial condition 
and results of operations of the Company.

August 27, 2008

/s/ Stephen G. Newberry 
Stephen G. Newberry 
President and Chief Executive Officer

98

 
 
 
 
 
 
 
 
EXHIBIT 32.2

SECTION 1350 CERTIFICATION (PRINCIPAL FINANCIAL OFFICER)

In  connection  with  the  Annual  Report  of  Lam  Research  Corporation  (the  “Company”)  on  Form  10-K 
for the fiscal period ending June 29, 2008 as filed with the Securities and Exchange Commission on the date 
hereof (the “Report”), I, Martin B. Anstice, Senior Vice President, Chief Financial Officer and Chief Accounting 
Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the 
Sarbanes-Oxley Act of 2002, that:

(1) 

(2) 

 The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act 
of 1934; and

 The information contained in the Report fairly presents, in all material respects, the financial condition 
and results of operations of the Company.

August 27, 2008

/s/ Martin B. Anstice   
Martin B. Anstice 
Senior Vice President, Chief Financial Officer
and Chief Accounting Officer

99

 
 
 
 
       
 
 
 
 
 
 
BOARD OF DIRECTORS
BOARD OF DIRECTORS

EXECUTIVE OFFICERS
EXECUTIVE OFFICERS

James W. Bagley
Executive Chairman

Stephen G. Newberry 
President and Chief Executive Offi cer

Stephen G. Newberry
President and Chief Executive Offi cer

James W. Bagley
Executive Chairman

David G. Arscott
General Partner, 
Compass Technology Group

Martin B. Anstice 
Executive Vice President and 
Chief Operating Offi cer

Robert M. Berdahl
President, 
Association of American Universities

Ernest E. Maddock
Senior Vice President and 
Chief Financial Offi cer

Richard J. Elkus, Jr.
Chairman, 
Voyan Technology

Jack R. Harris
Chairman, HT, Inc., and 
Executive Chairman, Metara, Inc. 

Grant M. Inman
General Partner, 
Inman Investment Management

Catherine P. Lego
General Partner, 
The Photonics Fund, LLP, 
and Member, Lego Ventures, LLC

Seiichi Watanabe
Executive Director, 
TechGate Investment, Inc.

Patricia S. Wolpert
Owner, 
Wolpert Consulting LLC

Richard A. Gottscho, Ph.D.
Group Vice President and 
General Manager, Etch Businesses

Abdi Hariri
Group Vice President, 
Customer Support Business Group

Sarah O’Dowd, Esq.
Group Vice President and 
Chief Legal Offi cer

Thomas J. Bondur
Vice President, 
Global Field Operations

Jeffery Marks, Ph.D.
Vice President and General Manager, 
Global Clean Business Group

© 2008 Lam Research Corporation. 

All rights reserved.

1008/19140/101

Lam Research Corporation
4650 Cushing Parkway
Fremont, California 94538

Phone: 1.510.572.0200
www.lamresearch.com