<PAGE>

                                   FORM 10-Q
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D. C. 20549
                                       
(Mark One)
[x] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange
Act of 1934.  For the Quarterly Period ended September 27, 1997 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 0-13381
                               MYLEX CORPORATION
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)
                                       
          DELAWARE                                59-2291597
-------------------------------         --------------------------------
(State or other jurisdiction of         (IRS Employer Identification No.
 incorporation or organization)


     34551 Ardenwood Blvd., Fremont, California               94555
     ------------------------------------------             --------
      (Address of principal executive offices)              ZIP Code


Registrant's telephone number (including area code): (510) 796-6100

     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     X     No______

APPLICABLE ONLY TO CORPORATE ISSUERS

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

     Common Stock, $.01 par value                   20,168,640 shares
     -----------------------------          ---------------------------------
                Class                       Outstanding at September 26, 1997

<PAGE>

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

                               MYLEX CORPORATION
                           CONSOLIDATED BALANCE SHEET
                                  (IN $000'S)


                                                        UNAUDITED
                                                          SEPT 27       DEC 31
                                                           1997          1996
                                                        ---------     ---------
ASSETS

CURRENT ASSETS:
    CASH AND EQUIVALENTS                                $  13,645     $  15,849
    SHORT-TERM MARKETABLE INVESTMENTS                      21,918        18,538

    ACCOUNTS RECEIVABLE                                    15,639        28,168
    ALLOWANCE FOR DOUBTFUL ACCOUNTS                          (317)         (436)
                                                        ---------     ----------
    ACCOUNTS RECEIVABLE, NET                               15,322        27,732

    INVENTORIES                                            33,292        41,680
    PREPAID EXPENSES AND OTHER CURRENT ASSETS               6,839         6,480
                                                        ---------     ---------
         TOTAL CURRENT ASSETS                              91,016       110,279

PROPERTY AND EQUIPMENT, NET                                 8,162         6,124
OTHER ASSETS                                                  198           183
                                                        ---------     ---------

         TOTAL ASSETS                                   $  99,376     $ 116,586
                                                        ---------     ---------
                                                        ---------     ---------

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
    ACCOUNTS PAYABLE                                    $  4,426      $  6,157
    ACCRUED LIABILITIES                                    2,155         6,191
                                                        --------      --------
         TOTAL CURRENT LIABILITIES                         6,581        12,348

LONG-TERM LIABILITIES                                         66            66

STOCKHOLDERS' EQUITY
    COMMON STOCK                                             202           207
    ADDITIONAL PAID-IN CAPITAL                            57,889        63,789
    NOTES RECEIVABLE FROM STOCKHOLDERS                      (720)         (465)
    RETAINED EARNINGS                                     35,358        40,641
                                                        --------      ---------
         TOTAL STOCKHOLDERS' EQUITY                       92,729       104,172
                                                        --------      ---------
           TOTAL LIABILITIES AND
           STOCKHOLDERS' EQUITY                         $ 99,376      $ 116,586
                                                        --------      ---------

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                       2
<PAGE>

                               MYLEX CORPORATION
           CONSOLIDATED STATEMENTS OF OPERATIONS, THREE MONTHS ENDED
                                   UNAUDITED
                     (IN $000'S, EXCEPT FOR PER SHARE DATA)


                                                         SEPT 27       SEPT 30
                                                           1997          1996
                                                        ---------     ---------
NET SALES                                               $  29,432     $  42,206
COST OF SALES                                              20,025        25,517
                                                        ---------     ---------

    GROSS PROFIT                                            9,407        16,689

OPERATING EXPENSES:
    SELLING AND MARKETING                                   4,100         3,419
    RESEARCH AND DEVELOPMENT                                5,208         4,628
    GENERAL AND ADMINISTRATION                              2,152         2,068
                                                        ---------     ---------

         TOTAL OPERATING EXPENSES                          11,460        10,115
                                                        ---------     ---------

OPERATING PROFIT (LOSS)                                   (2,053)         6,574

INTEREST INCOME                                              379            273
INTEREST EXPENSE                                              (1)            (4)
OTHER EXPENSE                                                (29)           (83)
                                                        ---------     ----------

INCOME (LOSS) BEFORE TAXES                                (1,704)         6,760

INCOME TAX (BENEFIT) EXPENSE                                (630)         2,242
                                                        ---------     ---------

         NET INCOME (LOSS)                              $ (1,074)     $   4,518
                                                        ---------     ---------
                                                        ---------     ---------

EARNINGS (LOSS) PER COMMON SHARE:                       $  (0.05)     $    0.21


WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:               20,166         21,439


SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


                                       3
<PAGE>

                                MYLEX CORPORATION
            CONSOLIDATED STATEMENTS OF OPERATIONS, NINE MONTHS ENDED
                                   UNAUDITED
                      (IN $000'S, EXCEPT FOR PER SHARE DATA)


                                                         SEPT 27       SEPT 30
                                                           1997          1996
                                                        ---------     ----------
NET SALES                                               $  92,272     $ 136,117
COST OF SALES                                              68,282        83,934
                                                        ---------     ----------

    GROSS PROFIT                                           23,990        52,183

OPERATING EXPENSES:
    SELLING AND MARKETING                                  12,383        10,731
    RESEARCH AND DEVELOPMENT                               14,628        11,918
    GENERAL AND ADMINISTRATION                              6,487         7,408
                                                        ---------     ----------

         TOTAL OPERATING EXPENSES                          33,498        30,057
                                                        ---------     ----------

OPERATING PROFIT (LOSS)                                    (9,508)       22,126

INTEREST INCOME                                             1,212         1,026
INTEREST EXPENSE                                               (1)          (18)
OTHER EXPENSE                                                 (86)         (159)
                                                        ----------    ----------

INCOME (LOSS)  BEFORE TAXES                                (8,383)       22,975

INCOME TAX (BENEFIT)EXPENSE                                (3,102)        8,733
                                                        ----------    ----------

         NET INCOME (LOSS)                              $  (5,281)     $ 14,242
                                                        ----------    ----------
                                                        ----------    ----------

EARNINGS (LOSS) PER COMMON SHARE:                       $   (0.26)     $   0.66


WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                 20,552        21,593

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


                                       4
<PAGE>

                          MYLEX CORPORATION
            CONSOLIDATED STATEMENT OF CASH FLOWS, NINE MONTHS ENDED
                              UNAUDITED
                             (IN $000'S)


                                                          SEPT 27      SEPT 30
                                                           1997          1996
                                                        ----------    ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
    NET INCOME (LOSS)                                   $  (5,281)    $  14,243
    DEPRECIATION AND AMORTIZATION                           1,810         1,363
    AMORTIZATION OF DISCOUNT/PREMIUM ON SHORT-TERM
         MARKETABLE INVESTMENTS                               (72)         (113)
    CHANGES IN OPERATING ASSETS AND LIABILITIES
         ACCOUNTS RECEIVABLE, NET                          12,410        (4,208)
         INVENTORIES                                        8,388       (23,438)
         PREPAID EXPENSES AND
              OTHER CURRENT ASSETS                           (359)         (135)
         ACCOUNTS PAYABLE                                  (1,731)       (2,938)
         ACCRUED LIABILITIES                               (3,722)        3,574
                                                        ----------    ----------

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES     $  11,443     $ (11,652)

CASH FLOWS FROM INVESTING ACTIVITIES: 
    CAPITAL EXPENDITURES                                   (3,848)       (3,416)
    MATURITIES OF SHORT-TERM INVESTMENTS                   14,734        14,665
    PURCHASE OF SHORT-TERM MARKETABLE INVESTMENTS         (18,041)            -
    DECREASE(INCREASE) IN OTHER ASSETS                        (17)          (59)
                                                        ----------    ----------

NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES     $  (7,172)    $  11,190

CASH FLOWS FROM FINANCING ACTIVITIES:
    REPAYMENT OF CAPITAL LEASE OBLIGATIONS                   (118)         (227)
    PROCEEDS FROM EXERCISE OF STOCK OPTIONS                   347         3,589
    PROCEEDS FROM PURCHASES UNDER THE EMPLOYEE
         STOCK PURCHASE PLAN                                  307           207
    PAYMENTS TO ACQUIRE COMMON STOCK                       (7,011)            -
                                                        ----------    ----------

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES     $  (6,475)    $   3,569
                                                        ----------    ----------

NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS         $  (2,204)    $   3,107


CASH AND CASH EQUIVALENTS: AT BEGINNING OF PERIOD       $  15,849     $  11,733
                                                        ----------    ----------
                                                        ----------    ----------

CASH AND CASH EQUIVALENTS: AT END OF PERIOD             $  13,645     $  14,840
                                                        ----------    ----------
                                                        ----------    ----------

NON-CASH FINANCING AND INVESTMENT ACTIVITIES:
    TAX BENEFIT RELATED TO DISQUALIFYING DISPOSITION
         OF STOCK OPTIONS                                    $196        $5,967
    COMMON STOCK ISSUED FOR NOTES RECEIVABLE FROM
         STOCKHOLDERS                                        $255           -


CASH PAID DURING THE PERIOD:
    CASH PAID FOR INTEREST                                     $1           $18
    CASH PAID FOR INCOME TAXES                             $1,136        $5,297


SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


                                       5
<PAGE>

                               MYLEX CORPORATION
                                       
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   Unaudited

NOTE A.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     BASIS OF PRESENTATION

In the opinion of the Company, the accompanying consolidated financial
statements contain all adjustments (consisting only of normal recurring
adjustments) necessary to fairly present the Company's financial position and
its results of operations and cash flows as of the dates and for the periods
indicated.

Certain information and footnote disclosures normally contained in financial
statements prepared in accordance with generally accepted accounting principles
have been omitted.  These condensed consolidated financial statements should be
read in conjunction with the financial statements incorporated by reference in
the Company's Form 10-K for the year ended December 31, 1996. The results of
operations for the three and nine months ended September 27, 1997, are not
necessarily indicative of the operating results for the full year.

As of the second quarter of 1997, the Company changed its fiscal periods from a
calendar month basis to fiscal month basis.  The Company's fiscal quarters are
comprised of two four week months and one five week month.  Additionally, each
fiscal week begins on Sunday and ends on Saturday.

     PER SHARE DATA

Earnings per share is based on the weighted average common and, when dilutive,
common equivalent shares outstanding during each period, using the treasury
stock method.  Common equivalent shares consist of dilutive shares issuable
upon the exercise of stock options and warrants.

The Financial Accounting Standards Board recently issued Statement of Financial
Accounting Standards No. 128, " Earnings Per Share."  SFAS No. 128 requires the
presentation of basic earnings per share ("EPS") and, for companies with
complex capital structures, diluted EPS.  SFAS No. 128 is effective for annual
and interim periods ending after December 15, 1997.  The Company expects that
basic EPS will be higher than primary earnings per share as presented in the
accompanying consolidated financial statements and that basic loss per share
would be the same as loss per share as presented in the accompanying
consolidated financial  statements.


                                       6
<PAGE>

NOTE B.   INVENTORIES (in $000's)

                                September 27,     December 31,
                                    1997              1996
                                -------------     ------------

          Raw Material            $17,340           $26,623
          Work-in-process           6,503             6,885
          Finished Goods            9,449             8,172

                                ------------      ------------
          Total                   $33,292           $41,680



NOTE C.   MERGER WITH BUSLOGIC

In February 1996, the Company closed a business combination pursuant to which
it issued 2,710,738 shares of its common stock for all of the capital stock of
BusLogic Inc. (BusLogic), a supplier of storage input/output solutions for use
in network file servers, personal computers, and workstations.  This business
combination has been accounted for as a pooling of interests, and, accordingly,
the consolidated financial statements for periods prior to the combination have
been restated to include the results of operations, financial position and cash
flows of BusLogic.  There were no significant transactions between the Company
and BusLogic prior to the combination that required elimination, and no
adjustments were required to conform accounting policies.
     
NOTE D.   CONTINGENCIES

In October 1994, the former Chief Executive Officer of the Company, Dr. M.A.
Chowdry, filed a complaint against the Company and its outside directors,
claiming breach of an employment agreement that he entered into with the
Company approximately three months prior to his termination as the Company's
Chief Executive Officer.  The complaint alleges compensatory and consequential
damages of over $5 million (which would vary based on the price of the
Company's Common Stock) and unspecified punitive damages. The Company believes
it has meritorious defenses and will vigorously defend this lawsuit.
Nonetheless, given the unpredictable nature of legal proceedings, there can be
no assurance that the Company will prevail.


                                       7
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITIONS AND RESULTS OF OPERATIONS

Mylex Corporation is a leading producer of RAID technology and network
management products.  Mylex produces high performance disk array (RAID)
controllers, and complementary computer products for network servers, mass
storage systems and workstations.  Through its wide range of RAID controllers
and its line of Ultra-SCSI host adapter products, Mylex provides enabling
intelligent I/O technologies that increase network management control, enhance
CPU utilization, optimize I/O performance, and ensure data security and
availability.  Products are sold globally through a network of OEMs, major
distributors, VARs and system integrators.  More than twenty leading network
file server and storage subsystem OEMs, including Digital Equipment
Corporation, NEC and Siemens, have designed Mylex RAID controllers into their
server and storage subsystem products.  The Company is incorporated in the
State of Delaware and has its principal offices in Fremont, California.

During the late 1980s and early 1990s, the Company's principal business
involved the production and sale of system boards (so-called "mother boards")
for personal computers. In the early 1990s, Mylex responded to changes in the
computer industry by undertaking a series of product development initiatives
designed to reposition the Company to address the storage and input/output, or
"I/O," challenges facing the emerging client/server computing environment. In
1992, the Company introduced its first RAID controller product into the
personal computer network market. Sales of RAID controller products have grown
rapidly since 1992, and represented 86% of the Company's net sales during the
third quarter of 1997.

The trend toward client/server computing that began in the mid-1980s has placed
particular demands on network storage systems and related I/O functions. The
development of faster microprocessors and more robust computer bus
architectures in network systems has often outstripped the capabilities of data
storage and I/O technologies, leading to systems "bottlenecks".  To alleviate
or avoid such bottlenecks, networks require continual improvements in stored
data retrieval speed. In addition, the development of more complex applications
and operating systems has created the need for increased network storage
capacity. Meanwhile, the mission critical, enterprise-wide nature of networked
computing often requires a high level of "fault tolerance," or the ability to
preserve data from loss and to provide uninterrupted system service even if an
individual data storage device fails. The emergence of data-intensive
applications such as multimedia and video-on-demand are further driving the
demands for speed, capacity and reliability in network storage devices.

Mylex RAID controllers enable increased speed, greater capacity, and a high
degree of fault tolerance in network storage and I/O functions. RAID, which
stands for redundant array of independent disks, is a method for distributing
data across


                                       8
<PAGE>

several disk drives and allowing the server microprocessor to access those 
drives simultaneously, thus increasing system storage I/O performance. In 
addition, lost data on any drive can be recreated using special RAID 
algorithms, thus ensuring the immediate availability of RAID protected data 
even in the event of a disk drive failure. Mylex controllers support all 
major operating systems and bus types, and the Company endeavors to rapidly 
develop products for new bus, operating system, and platform standards as 
they are defined. RAID controller products based on the PCI bus standard 
represented a majority of its disk array product sales in the first nine 
months of 1997. The Company believes that its proprietary software and 
firmware, as well as its large installed base of RAID units, are key 
competitive advantages in the RAID controller market.

The Company's acquisition of BusLogic in February, 1996 made available to the
Company a complete line of host bus adapter products to broaden its product
offering. During the third quarter of 1997, the Company released its new
RAIDPlus products which adds RAID functionality to  its HBA. The Company's host
bus adapter products now ship with this RAID functionality under the Company's
FlashPoint product line. These RAIDPlus products dramatically accelerates data
transfer rates and provides fault tolerance for data security.  The RAIDPlus
products, along with the Company's other host bus adapter products, are
considered high performance and are well suited to applications that demand
high data throughput and low CPU utilization.  Additionally, the Company has
begun shipping its new RAID controller which incorporate the SCSI chip
technology acquired in the BusLogic transaction.  Consequently, the Company has
moved beyond the "single product" stage, utilizing technology from both
companies and providing an offering of product solutions for desktop PC's to
large networked systems.

As of September 27, 1997, the Company had approximately 380 employees. None of
the employees are represented by a labor union or employed under any collective
bargaining agreement.

LIQUIDITY AND CAPITAL RESOURCES

During the third quarter of 1997 the Company financed its operations primarily
from cash balances and cash generated from operations.

At September 27, 1997, the Company's working capital  decreased to $84.4
million from $97.9 million at December 31, 1996.  This decrease in working
capital was due primarily to the decrease of current assets by $19.3 million,
but was offset by a $5.8 million reduction in current liabilities.  The
reduction in current assets resulted from a $12.4 million reduction in accounts
receivable and an $8.4 million reduction in net inventories, offset by an
increase in short-term marketable securities.  The reduction in accounts
receivable was due to 20% lower sales volume in the third quarter of 1997, as
compared to the fourth


                                       9
<PAGE>

quarter of 1996, and an improved Days Sales Outstanding (DSO).  Reductions to 
working capital were offset by $1.8 million decrease in accounts payable and 
$4.0 million decrease in accrued liabilities due to tax benefits, resulting 
from the Company's net losses, that were recorded over the first nine months 
of 1997.  The Company's cash and marketable investments increased by $1.2 
million, from $34.4 million to $35.6 million, between December 31, 1996 and 
September 27, 1997.

The Company has an agreement with Comerica Bank for a $20 million unsecured
revolving line of credit which expires June 30, 1998.  Borrowings under the
line of credit bear interest at either the Bank's base rate, or  the Eurodollar
or Libor option rate plus 1 3/4%, at the election of the Company at the time of
each advance.  The Bank's agreement with the Company contains covenants that
relate to profitability, maintenance of specific financial ratios and limits on
additional indebtedness without the prior consent of the Bank.

The Company presently expects to finance near-term and long-term operations and
capital requirements through cash provided by continuing operations, existing
cash balances, short term investments and borrowings under the revolving bank
line of credit.  However, there can be no assurance that the Company will not
require additional financing over the long term, or, if required, that such
financing will be available on terms favorable to the Company.  The Company has
been engaged in a stock repurchase program pursuant to which it has purchased
to date, for $7.0 million, 700,000 shares of the Company's Common Stock.
Management's decision to repurchase shares will be based on the Company's cash
needs and market conditions from time to time.

RESULTS OF OPERATIONS

SALES AND GROSS PROFITS.  The Company's net sales for the three months ended
September 27, 1997, totaled $29.4 million, compared to $42.2 million for the
corresponding period of fiscal year 1996, a decrease of approximately 30%.
Sales decreased, as compared to the third quarter of 1996, primarily due to the
cessation of shipments of the Company's disk array products to HP and IBM (for
the reasons described below), delays in OEM qualification of the Company's new
DAC960PG controller and a 12% decline in the Company's host bus adapter (HBA)
sales, as compared to the third quarter of 1996.

For the nine month period ending September 27, 1997, the Company's net sales
were $92.3 million, compared to $136.1 million for the equivalent period in
1996.  The sales decline, as compared to the same period in 1996, was primarily
due to significantly reduced level of shipments to HP and IBM, delays in OEM
qualification of the Company's new DAC960PG controller and a 32% decline in HBA
sales.  The reduced shipments to HP and IBM are attributable, respectively, to
HP's award of a design win to one of the Company's competitors and to IBM's


                                       10

<PAGE>

procurement strategy change, which has resulted in a switch from the 
procurement of their RAID controllers from the Company to an internally 
sourced controller.  Sales have not been significantly impacted by inflation 
over the last three fiscal years.

Gross profit for the three months ended September 27, 1997, was $9.4 million 
or 32% of net sales, compared to $16.7 million or 40% of net sales for the 
same period in 1996, or a decrease of $7.3 million.  This decrease in gross 
margins were largely attributable to the decline in the sales of the 
Company's higher margin HBA product line and to pricing pressures from the 
Company's OEM customers.

For the first three quarters of 1997, gross profits were $24.0 million 
compared to $52.2 million for the corresponding period in 1996.  The 
year-over-year decline in gross profit was primarily attributable to the 32% 
reduction in revenues, and to the increase in the Company's inventory reserve 
provision, during this nine month period.  The cumulative inventory reserve 
charge for the nine month period ended September 27, 1997 was $11.6 million.

The Company's largest customer during the third quarter of 1997 was Digital 
Equipment Corporation ("DEC"), which accounted for $7.4 million or 25% of the 
Company's net sales during that period. The Company's second largest customer 
during the quarter was Siemens, which accounted for $3.1 million or 11% of 
net sales.

For the first three quarters of 1997, DEC was the Company's largest customer 
with $21.5 million or 23% of the Company's net sales.  The Company's second 
largest customer during this period was Siemens, which accounted for $8.2 
million or 9% of net sales. However, there can be no assurance that sales to 
either of the above companies will be at these levels or percentages in the 
future.

While the Company has in place OEM agreements with some of the Company's 
largest customers that define the terms of the sales and support services, 
these agreements do not include specific quantity commitments.  The Company 
sells products to its customers on a purchase order basis.  As a result, 
historical sales cannot be relied upon as an accurate indicator of future 
sales.

The Company's backlog as of September 27, 1997, totaled $8.3 million, as 
compared to $11.3 million as of the end of the third quarter in 1996.  The 
decrease in the backlog is attributable to the decline in the level of 
business with HP and IBM.

Because almost all of the orders for the Company's products may be canceled 
prior to shipment and its customers have the right to change delivery 
schedules, 

                                       11
<PAGE>

the Company believes that backlog as of any particular date may not be 
indicative of actual net revenues for any succeeding period.  Of the total 
$8.3 million backlog at September 27, 1997, all but a small percentage of the 
orders making up that backlog would have been scheduled for delivery within 
the three months ending December 27, 1997, unless the orders were canceled or 
rescheduled by the respective customer.

Products

Mylex designs its products to provide solutions for most popular operating 
systems, including Novell Netware, Windows NT, SCO UNIX, and Unixware.  Mylex 
products also work with most popular hardware platforms.  These include 
personal computer platforms that uses PCI bus architectures and workstation 
platforms, including Sun Microsystems, Silicon Graphics and IBM RS-6000 
workstations that use the Company's SCSI to SCSI products.

Raid Controllers

Each bus-based Mylex RAID controller includes a proprietary application 
specific integrated circuit, or "ASIC", that serves as an interface with the 
host computer, an Intel i960 RISC processor, up to five SCSI channels to 
manage the transfer of data to and from the disk drives in the array and a 
dynamic cache memory ranging in size from 4 to 128 MB, depending on the 
product, to buffer the transfer of information to and from the disks.  The 
controller also includes Mylex firmware residing on an EEPROM that implements 
the RAID algorithms and the algorithms necessary for the cache and supporting 
software, including I/O drivers, configuration utilities and system 
monitoring programs.

Mylex disk array controllers DAC960PG, DACPL and DAC960PU provide high 
performance, fault tolerant data storage solutions for the PCI bus platforms. 
The Mylex SCSI-to-SCSI disk array controllers (DAC960SU/SX) bring the 
performance of RAID technology to virtually any hardware platform without 
requiring special host software.  The Mylex disk array products are designed 
for both internal and external storage options and are compatible with most 
commonly used operating systems.

During 1996, the Company developed a family of RAID products that are scaleable
("Scaleable RAID") and are based on the Company's firmware, RAID co-processor
and SCSI controller chips and incorporate Intel's i960*RP I/O co-processor.
Together, these RAID products offer a truly scaleable solution that gives OEMs
and integrators choices with respect to integrating  RAID in environments from
the desktop to the super server.  This family of products currently consists of
two offerings that can be used by themselves or in combination.  The DAC960PG
is an extension of the Company's industry leading RAID controller products.  It
is a complete board level RAID solution that plugs into a standard PCI slot.
The 

                                       12
<PAGE>

DAC960PG can be used in all servers from entry level to super server.  The 
other product offering, ROME is the Company's RAID on the motherboard 
implementation and combines the Company's RAID co-processor and SCSI 
controller chips.  This design is targeted to the mid-range departmental 
server.  When used in concert with the Company's RAID firmware and operating 
system drivers, ROME will provide RAID functionality in a cost effective 
package.  However, there can be no assurance that Scaleable RAID products 
will gain or sustain market acceptance or that their sales will produce 
adequate gross margins.

Products currently under development include new SCSI to SCSI, SCSI to Fibre 
and high performance PCI controllers, and a low-cost RAID solution.  There 
can be no assurance that the Company will introduce its products under 
development. If these products are introduced, there can be no assurance that 
they will gain or sustain market acceptance or that their sales will produce 
adequate gross margins.

Host Bus Adapters

The Company's host adapter product family represents a broad host adapter 
product offerings available for the PCI bus interface.  These products are 
ideal for data intensive LAN servers, desktop publishing workstations and 
multimedia applications where efficient I/O is essential.  The HBA will 
support up to 15 SCSI devices that include disk, tape, floppy, CD-ROM and 
optical drives and scanners.  These devices can either be internal or 
external to the system and can be used in a multi-tasking configuration.  In 
July, 1997, the Company announced RAIDPlus, an enhanced host bus adapter with 
RAID functionality.  The Company designed RAIDPlus as a basis of product 
differentiation from its competitors.  By making the Company's HBA's products 
RAID capable, their performance, in a multi-drive environment, is now 
significantly improved over a non-RAID HBA equivalent.  Along with the 
performance improvement, RAID provides an enhanced level of data security 
with the distribution of data over multiple drives.

Although HBA sales in the third quarter of 1997 were 12% less than such sales 
for the equivalent period in 1996, HBA sales for the 1997 third quarter 
increased by $1.3, or 45%, over such sales for the 1997 second quarter. This 
increase is primarily attributable to the introduction of the RAIDPlus 
features in July 1997, and represents the first increase for HBA sales in 
succeeding quarters since the third quarter of 1996.

Network Attached Storage Products

The Company is in the process of developing a family of products that 
represent a new method of adding services to a network based on a new server 
design that offers advantages in simplicity, cost and performance.  These 
servers belongs to a family of products called AutoNet-TM-.  Standard servers 
are based on personal

                                       13
<PAGE>

computer architectures, and while they perform well for many applications 
they are overly complex and costly for basic network services.  The AutoNet 
server design is anticipated to integrate all of the functions of a server, 
including a network operating system.  Initial applications for the new 
servers are expected to be in the areas of file service and network attached 
storage. AutoNet products began shipping beta units in the late third quarter 
of 1997 and anticipates production level shipments in the later part of 
fourth quarter of 1997.   However, expected sales will not be material to the 
Company any earlier than the first quarter of 1998.  Consequently, there can 
be no assurance that the Company will be able to develop and introduce the 
AutoNet products in a timely manner or that any such products will gain or 
sustain market acceptance.

General

The markets for the Company's products are characterized by rapidly changing 
technology, evolving industry standards and relatively short product life 
cycles. The Company's ability to compete successfully will depend on its 
ability, on a timely and cost-effective basis, to enhance its existing 
products and to introduce new products, such as its new PCI and SCSI to SCSI 
disk array and network attached storage product families, with features that 
meet changing customer requirements and with competitive prices. There can be 
no assurance that the Company will be successful in doing so. Delays in 
product development, qualification and enhancement or the failure of the 
Company's new products or enhancements to gain or sustain market acceptance 
could have a material adverse effect on the Company's business and operating 
results.

Despite testing, new products may be affected by quality, reliability or 
interoperability problems, which could result in returns, delays in 
collecting accounts receivable, unexpected service or warranty expenses, 
reduced orders and a decline in the Company's competitive position. In 
addition, there can be no assurance that new products or technologies 
developed by others, or the emergence of new industry standards, will not 
render the Company's products or technologies noncompetitive or obsolete. For 
example, efforts by the Company's OEM customers and other manufacturers to 
integrate additional functions into system boards, to use chip sets that 
incorporate additional functionality, or to design and utilize their own 
controllers and other devices, rather than purchase the Company's products, 
could have a material adverse effect on the Company's business and operating 
results.

All of the Company's RAID controller products are based on the Intel i960 
family of processors. If another company develops a processor for RAID 
applications which renders the i960 processor noncompetitive, whether as a 
result of cost, specifications or other advantages of the new processor, or 
if Intel ceases to produce the i960 processor or support the Company's 
efforts to develop products based on the i960 processor, the Company will be 
forced to develop new products 

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<PAGE>

based on another processor. Such development efforts will be costly, and 
there can be no assurance that the Company will be able to timely complete 
such development efforts or that such products, if developed, will have the 
same degree of market acceptance or the same gross margins as the Company's 
present RAID products.

SALES AND MARKETING EXPENSES

Sales and marketing expenses for the three months ended September 27, 1997, 
totaled $4.1 million, an increase of $0.7 million or 20% from the 
corresponding period in 1996.  Sales and marketing expenses represented 14% 
of net sales for the three months ended September 27, 1997, as compared to 8% 
for the same period a year ago.  This increase in sales and marketing 
expenses resulted primarily from expenses related to the launch of new 
products and increased sales and marketing headcount and resulting increase 
in compensation expense. The increase of sales and marketing expenses as a 
percent of net sales resulted from the absolute increase in such expenses and 
the decrease in net sales.

RESEARCH AND DEVELOPMENT EXPENSES

Research and development expenses for the three months ended September 27, 
1997, totaled $5.2 million, an increase of 13%, from the $4.6 million 
incurred during the corresponding period in 1996.  Research and development 
expenses represented 18% of net sales for the three months ended September 
27, 1997, as compared to 11% in  the comparable 1996 quarter.  Research and 
development expenses increased during the third quarter of 1997 due primarily 
to expenses incurred for the staffing and development of the Company's new 
Autonet network attached storage product, the continued expansion of the 
Company's R&D facility in Boulder, Colorado, and increased staffing 
compensation expense resulting from higher salaries and increased engineering 
head count at the Company's Fremont and Santa Clara locations.  The increase 
of research and development expenses as a percent of net sales resulted from 
the absolute increase in such expenses and the decrease in net sales.  The 
Company continued its investment in research and development activities 
during the third quarter of 1997 in an effort to implement its strategies of 
maintaining leadership in the RAID market, to take advantage of its existing 
and prospective SCSI host adapter and IC technology, and to introduce new 
products, such as Autonet-TM-.  However, no assurance can be given that such 
leadership will be maintained, that the Company will be successful in taking 
advantage of its SCSI host adapter or IC technology, or that the Company will 
be able to introduce its new product offerings on a timely basis.

                                       15
<PAGE>

GENERAL AND ADMINISTRATIVE

General and administrative expenses for the three months ended September 27, 
1997, totaled $2.2 million, and did not materially change from the 
corresponding period of 1996.  General and administrative expenses were 7% of 
net sales for the three months ended September 27, 1997, as compared to 5% of 
net sales for the third quarter of 1996. The increase of general and 
administrative expenses as a percent of net sales resulted from the decrease 
in net sales.

INCOME TAXES

The Company's effective tax rate for the third quarter of 1997 was 37% as 
opposed to 40% for the third quarter of 1996.  The decrease in the tax rate 
is due to the tax reduction program that the Company implemented in the third 
quarter of 1996, and reflects the effective tax rate the Company expects to 
incur for the year ending December 27, 1997.

SAFE-HARBOR STATEMENT UNDER PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: 
The statements contained in this Form 10-Q, to the extent not historical 
facts, contain forward-looking information with respect to plans, projections 
or future performance of the Company, the occurrence of which involve certain 
risks and uncertainties that could cause actual results to differ materially. 
These risks and uncertainties include, without limitation, changes in 
customer order patterns, particularly those resulting from fluctuations in 
actual or projected server shipments; the ability of the Company to timely 
develop, intorduce, enhance and qualify new products, demand and competition 
for the Company's existing and new products, particularly its RAID 
controllers, SCSI host adapter and Network Power & Light's-TM- thin-server 
products; component availability; pricing pressures; the ability of the 
Company to timely ship ordered products; business conditions and growth in 
the computer industry and general economy; the risk of inventory obsolescence 
due to shifts in market demand; and other risks and uncertainties detailed in 
the Company's filings with the Securities and Exchange Commission, including 
the 1996 Form 10-K and 10Q filings for the first three quarters of 1997.  
These forward-looking statements speak only as of the date hereof, and the 
Company disclaims any intent or obligation to update such statements.

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<PAGE>

PART II   OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

In October 1994, the former Chief Executive Officer of the Company, Dr. M.A. 
Chowdry, filed a complaint against the Company and its outside directors, 
claiming breach of an employment agreement that he entered into with the 
Company approximately three months prior to his termination as the Company's 
Chief Executive Officer.  The complaint alleges compensatory and 
consequential damages of over $5 million (which would vary based on the price 
of the Company's Common Stock) and unspecified punitive damages. The Company 
has filed a cross complaint against Dr. Chowdry and believes it has 
meritorious defenses and will vigorously defend this lawsuit.  Nonetheless, 
given the unpredictable nature of legal proceedings, there can be no 
assurance that the Company will prevail.

The Company has incurred and expects to continue to incur substantial legal 
expenses in defending against Dr. Chowdry's suit.  Those expenses may 
fluctuate from quarter to quarter and are likely to increase.

Although there can be no assurance given with respect to the results of legal 
proceedings, based on information currently available to the Company, it 
believes that it does not have potential liability with respect to this 
proceeding that would have a material adverse effect on the Company.

In addition to the matter discussed above, the Company is a party to routine 
suits and claims arising in the ordinary course of its business which the 
Company does not believe will have a material adverse effect on its business.

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<PAGE>

                                 SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized, in Fremont, California,
on the 12th day of November 1997.


                              MYLEX CORPORATION


                              By /s/ Colleen Gray
                                -----------------------------
                                Colleen Gray
                                Vice President of Finance and
                                Chief Financial Officer


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<PAGE>

INDEX TO EXHIBITS


Mylex Corporation
Quarterly Report on Form 10-Q


                                                       Sequentially
Exhibit No.         Description                        Numbered Page
-----------         ------------                       --------------

     11.1      Statement re Computation
               of Per Share Earnings                   20



                                       19