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UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
  Form 10-K
  (Mark One)þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    June 29, 2008Oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to   Commission File
    No. 001-31353
  EMULEX CORPORATION
 (Exact name of registrant as
    specified in its charter)
  Delaware(State or other
    jurisdiction
    of incorporation or organization)

51-0300558(I.R.S Employer
    Identification No.)3333 Susan Street
    Costa Mesa, California(Address of principal
    executive offices)

92626(Zip
    Code)   (714) 662-5600
 (Registrants telephone
    number, including area code)
      Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Stock, Par Value $0.10 Per Share
    Preferred Stock Purchase Rights

New York Stock Exchange
    New York Stock Exchange   Securities registered pursuant to Section 12(g) of the
    Act:
 NONE
      þ o
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
  Large accelerated
    filer þ

Accelerated
    filer o

Non-accelerated
    filer o

Smaller reporting
    company o(Do not check if a smaller reporting company)   Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE
  Form 10-K.




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PART I
  All references to years refer to our fiscal years ended
    June 29, 2008, July 1, 2007, and July 2, 2006, as
    applicable, unless the calendar year is specified. References
    contained in this Annual Report on
    Form 10-K
    to Emulex, the Company, the
    Registrant, we, our and
    us, refer to Emulex Corporation and its
    subsidiaries.
  Item I.
    Business.  Introduction
    and Company History
      (714) 662-5600.
  ® ®
  ® ®
     2




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Industry
    Protocols Overview
  Fibre
    Channel
        Internet
    SCSI
    Fibre
    Channel Over Ethernet
   3




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Data
    Center Storage Market
  switch-on-a-chip
  tm
   4




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Storage
    I/O Interconnects
  I/O
  one-and-a-half
    Our
    Products
    Host
    Server Products
         5




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Embedded
    Storage Products
  array-based I/O Processors
              Intelligent
    Network Products and Other
   6




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Overall
    Intellectual
    Property
        Engineering
    and Development
    Selling
    and Marketing
    Seasonality
   7




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Order
    Backlog
    Concentration
    of Customers, Revenue by Product Families and Geographic
    Area
  Form 10-K Form 10-K
  Competition
             8




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Manufacturing
    and Suppliers
    Jahor-Bahru,
    Employees
   9




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Executive
    Officers of the Registrant
    Name

Position

AgePaul F. Folino

Executive Chairman


63James M. McCluney

Chief Executive Officer and President


57Jeffrey W. Benck(1)

Executive Vice President, Chief Operating Officer


43William F. Gill(2)(3)

Executive Vice President, Worldwide Sales


51Marshall D. Lee(3)

Executive Vice President, Engineering


52Michael J. Rockenbach

Executive Vice President, Chief Financial Officer, Secretary,
    and Treasurer


47Michael E. Smith(2)(3)

Executive Vice President, Worldwide Marketing


46Randall G. Wick(3)

Vice President, General Counsel


54     (1)
    
    Effective May 12, 2008, Mr. Benck was appointed
    Executive Vice President, Chief Operating Officer.(2)
    
    Effective July 18, 2008, Mr. Gill and Mr. Smith
    were no longer employees of the Company.(3)
    
    These persons serve in the indicated capacities as officers of
    the Registrants principal operating subsidiaries; they are
    not officers of the Registrant.  Mr. Folino
  Mr. McCluney
  Mr. Benck
  Mr. Gill
  Mr. Lee
 10




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Mr. Rockenbach
  Mr. Smith
  Mr. Wick
    Item 1A.
    Risk
    Factors.  Our
    markets are highly competitive and our business and results of
    operations may be adversely affected by entry of new competitors
    into the markets, aggressive pricing, and the introduction or
    expansion of competitive products and
    technologies.
    A
    downturn in information technology spending in general, or
    spending on computer and storage systems in particular, could
    adversely affect our revenues and results of
    operations.
   11




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A
    significant portion of our business depends upon the continued
    growth of the storage networking market, and our business will
    be adversely affected if such growth does not occur or occurs
    more slowly than we anticipate.
  and/or
  Because
    a significant portion of our revenues is generated from sales to
    a limited number of customers, none of which are the subject of
    exclusive or long-term contracts, the loss of one or more of
    these customers, or our customers failure to make timely
    payments to us, could adversely affect our
    business.
       12




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Our
    operating results are difficult to forecast and could be
    adversely affected by many factors, and our stock price may
    decline if our results fail to meet expectations.
    
    changes in the size, mix, timing and terms of OEM
    and/or other
    customer orders;
    changes in the sales and deployment cycles for our products
    and/or
    desired inventory levels for our products;
    acquisitions or strategic investments by our customers,
    competitors or us;
    timing and market acceptance of new or enhanced product
    introductions by us, our OEM customers
    and/or
    competitors;
    market share losses or difficulty in gaining incremental market
    share;
    fluctuations in product development, procurement, resource
    utilization and other operating expenses;
    component shortages;
    reduced demand from our customers if there is a shortage of, or
    difficulties in acquiring, components or other products, such as
    Fibre Channel or serial advanced technology attachment (SATA)
    disk drives and optical modules, used in conjunction with our
    products in the deployment of systems;
    inability of our electronics manufacturing service providers to
    produce and distribute our products in a timely fashion;
    difficulties with updates, changes or additions to our
    information technology systems;
    breaches of our network security, including viruses;
    changes in general social and economic conditions, including but
    not limited to natural disasters, terrorism, public health
    crises, slower than expected market growth, reduced economic
    activity, delayed economic recovery, loss of consumer
    confidence, increased energy costs, adverse business conditions
    and liquidity concerns, concerns about inflation or deflation,
    recession, and reduced business profits and capital spending,
    with resulting changes in customer technology budgeting and
    spending;
    changes in technology, industry standards or consumer
    preferences;
    seasonality;
    changes in our effective tax rate; and
    changes in our accounting or other policies resulting from the
    adoption of new laws, regulations or pronouncements.   13




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Our
    relatively small backlog of unfilled orders, possible customer
    delays or deferrals and our tendency to generate a large
    percentage of our quarterly sales near the end of the quarter
    contribute to possible fluctuations in our operating results
    that could have an adverse impact on our results of operations
    and stock price.
    Our
    industry is subject to rapid technological change and we must
    keep pace with the changes to successfully
    compete.
    The
    migration of our customers toward newer product platforms may
    have a significant adverse effect.
    The
    migration of our customers from purchasing our products through
    the distribution channel and toward OEM server manufacturers may
    have a significant adverse effect.
   14




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Any
    failure of our OEM customers to keep up with rapid technological
    change and successfully market and sell systems that incorporate
    new technologies could adversely affect our
    business.
    Rapid
    changes in the evolution of technology, including the unexpected
    extent or timing of the transition from HBA solutions or
    embedded switch box solutions to lower priced ASIC solutions,
    could adversely affect our business.
    If
    customers elect to utilize lower end HBAs in higher-end
    environments or applications, our business and financial
    condition could be negatively affected.
    Advancement
    of storage device capacity technology may not allow for
    additional revenue growth.
    A
    decrease in the average unit selling prices and/or an increase
    in the manufactured cost of our products due to inflation or
    other factors could adversely affect our revenue, gross margins
    and financial performance.
   15




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Delays
    in product development could adversely affect our
    business.
    
    difficulties in hiring and retaining necessary employees and
    independent contractors;
    difficulties in reallocating engineering resources and other
    resource limitations;
    unanticipated engineering or manufacturing complexity, including
    from third party suppliers of intellectual property such as
    foundries of our ASICs;
    undetected errors or failures in our products;
    changing OEM product specifications;
    delays in the acceptance or shipment of products by OEM
    customers; and
    changing market or competitive product requirements.    Our
    joint development activities may result in products that are not
    commercially successful or that are not available in a timely
    fashion.
    A
    change in our business relationships with our third party
    suppliers or our electronics manufacturing service providers
    could adversely affect our business.
    
    discontinued production by a supplier;
    required long-term purchase commitments;
    undetected errors, failures or production quality issues,
    including projected failures that may exceed epidemic failure
    rates specified in agreements with our customers or that may
    require us to make concessions or accommodations for continuing
    customer relationships;
    timeliness of product delivery;
    sole sourcing and components made by a small number of
    suppliers, including the inability to obtain components and
    finished goods at reasonable cost from such sources and
    suppliers;
    financial stability and viability of our suppliers and
    electronics manufacturing service (EMS) providers;
    changes in business strategies of our suppliers and EMS
    providers; 16




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
    increases in manufacturing costs due to lower volumes or more
    complex manufacturing process than anticipated;
    disruption in shipping channels;
    natural disasters;
    inability or unwillingness of our suppliers or EMS providers to
    continue their business with us;
    environmental, tax or legislative changes in the location where
    our products are produced or delivered;
    difficulties associated with international operations; and
    market shortages.      If our
    intellectual property protections are inadequate, it could
    adversely affect our business.
      and/or and/or and/or
 17




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Third
    party claims of intellectual property infringement could
    adversely affect our business.
      The
    inability or increased cost of attracting, motivating, or
    retaining key managerial and technical personnel could adversely
    affect our business.
    Our
    international business activities subject us to risks that could
    adversely affect our business.
   18




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
    imposition of or changes in governmental controls, taxes,
    tariffs, trade restrictions, and regulatory requirements to our
    current or future operations;
    costs and risks of localizing products for international
    countries;
    longer accounts receivable payment cycles;
    changes in the value of local currencies relative to our
    functional currency;
    fluctuations in freight costs and potential disruptions in the
    transportation infrastructure for our products and components;
    import and export restrictions;
    loss of tax benefits or increases in tax expenses;
    general economic and social conditions within international
    countries;
    taxation in multiple jurisdictions;
    difficulty maintaining management oversight and control of
    remote locations;
    potential restrictions on transferring funds between countries
    and difficulties associated with repatriating cash generated or
    held outside of the U.S. in a tax-efficient manner;
    the increased travel, infrastructure, accounting, and legal
    compliance costs associated with multiple international
    locations; and
    political instability, war, or terrorism.    Potential
    acquisitions or strategic investments may be more costly or less
    profitable than anticipated and may adversely affect the price
    of our common stock.
    
    difficulties in the assimilation of the operations,
    technologies, products, and personnel of the acquired company;
    purchased technology that is not adopted by customers in the way
    or the time frame we anticipated;
    diversion of managements attention from other business
    concerns;
    risks of entering markets in which we have limited or no prior
    experience;
    risks associated with assuming the legal obligations of the
    acquired company; 19




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
    minority interest in a company, resulting from a strategic
    investment, that could have an impact on our results;
    risks related to the effect that the acquired companys
    internal control processes might have on our financial reporting
    and managements report on our internal controls over
    financial reporting;
    potential loss of key employees of the company we invested in or
    acquired;
    risks related to companies we invest in not being able to secure
    additional funding, obtain favorable investment terms for future
    financings, or to take advantage of liquidity events such as
    initial public offerings, mergers, and private sales;
    there may exist unknown defects of an acquired companys
    products or assets that may not be identified due to the
    inherent limitations involved in the due diligence process of an
    acquisition; and
    changes in generally accepted accounting principles regarding
    the accounting treatment for acquisitions to less favorable
    treatment than is currently allowed.    Our
    stock price is volatile, which has and may result in lawsuits
    against us and our officers and directors.
    
    quarterly variations in customer demand and operating results;
    announcements of new products by us or our competitors;
    the gain or loss of significant customers or design wins;
    changes in analysts earnings estimates;
    changes in analyst recommendations, price targets, or other
    parameters that may not be related to earnings estimates;
    rumors or dissemination of false information;
    pricing pressures;
    short selling of our common stock;
    general conditions in the computer, storage, or communications
    markets; and
    events affecting other companies that investors deem to be
    comparable to us.   20




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Terrorist
    activities and resulting military and other actions could
    adversely affect our business.
    Our
    corporate offices and principal product development facilities
    are located in regions that are subject to earthquakes and other
    natural disasters.
      Our
    shareholder rights plan, certificate of incorporation and
    Delaware law could adversely affect the performance of our
    stock.
    Our
    system of internal controls may be inadequate.
  and/or and/or
 21




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Changes
    in laws, regulations, and financial accounting standards may
    affect our reported results of operations.
    The
    final determination of our income tax liability may be
    materially different from our income tax provisions and
    accruals.
        We may
    need additional capital in the future and such additional
    financing may not be available on favorable terms.
    
    take advantage of unanticipated opportunities, including more
    rapid international expansion or acquisitions of complementary
    businesses or technologies;
    develop new products or services;
    repay outstanding indebtedness; and
    respond to unanticipated competitive pressures.   22




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Global
    warming issues may cause us to alter the way we conduct our
    business.
    Item 1B.
    Unresolved
    Staff
    Comments.    Item 2.
    Properties.      Item 3.
    Legal
    Proceedings.     23




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Item 4.
    Submission
    of Matters to a Vote of Security
    Holders.    PART II
  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder
    Matters, and Issuer Purchases of Equity
    Securities.  Principal
    Market and Prices
    High


Low2008Fourth Quarter

$
17.08


$
11.75Third Quarter


16.95



12.88Second Quarter


22.48



15.88First Quarter


23.80



16.512007Fourth Quarter

$
23.42


$
17.89Third Quarter


20.34



17.01Second Quarter


21.64



17.85First Quarter


18.52



14.07   Number of
    Common Stockholders
    Dividends
   24




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Issuer
    Purchases of Equity Securities
        TotalNumber of


Dollar ValueShares


of SharesAverage


Purchased


That MayTotal


Price


as Part of


Yet BeNumber


Paid


Publicly


Purchasedof Shares


per


Announced


Under thePeriod

Purchased


Share


Plan


PlanMarch 31, 2008 - April 27, 2008





$







$
39,913,000April 28, 2008 - May 25, 2008





$







$
39,913,000May 26, 2008 - June 29, 2008





$







$
39,913,000Total





$







$
39,913,000   Equity
    Compensation Plan Information
   25




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Stock
    Performance Graph
    COMPARISON
    OF FIVE-YEAR CUMULATIVE TOTAL RETURN*
    EMULEX CORPORATION COMMON STOCK, S&P 500 INDEX AND
    S&P COMPUTER STORAGE AND PERIPHERALS INDEX
  
    *
    
    Assumes the value of the investment in the Companys common
    stock and each index was $100 on June 30, 2003. 26




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Item 6.
    Selected
    Consolidated Financial
    Data.    Selected
    Consolidated Statements of Operations Data
  Year EndedJune 29,


July 1,


July 2,


July 3,


June 27,2008


2007


2006(1)


2005(1),


2004(1),(In thousands, except per share data)Net revenues:Host Server Products

$
352,687


$
357,279


$
340,566


$
320,171


$
335,225Embedded Storage Products


134,858



107,578



59,203



49,057



17,685Intelligent Network Products and Other


756



5,330



3,044



6,425



11,512Total net revenues


488,301



470,187



402,813



375,653



364,422Cost of sales


187,077



195,579



163,993



154,530



143,299Gross profit


301,224



274,608



238,820



221,123



221,123Operating expenses:Engineering and development


129,232



117,833



89,669



79,971



73,211Selling and marketing


57,946



47,870



36,169



32,441



28,035General and administrative


38,531



31,416



23,680



11,636



18,815Amortization of other intangible assets


9,260



12,082



10,944



11,314



7,597Impairment of other intangible assets






2,001











Impairment of goodwill














1,096



583,499In-process research and development






19,225



17,272







11,400Total operating expenses


234,969



230,427



177,734



136,458



722,557Operating income (loss)


66,255



44,181



61,086



84,665



(501,434
)Nonoperating income, net:Interest income


11,672



20,000



21,150



13,106



9,149Interest expense


(27
)


(1,179
)


(2,494
)


(4,202
)


(4,754
)Gain on repurchase of convertible subordinated notes














20,514



2,670Other income (expense), net


17



(3,919
)


173



(2,273
)


109Total nonoperating income, net


11,662



14,902



18,829



27,145



7,174Income (loss) before income taxes


77,917



59,083



79,915



111,810



(494,260
)Income tax provision


84,988



29,649



39,464



40,221



38,062Net (loss) income

$
(7,071
)

$
29,434


$
40,451


$
71,589


$
(532,322
)Net (loss) income per share:Basic

$
(0.09
)

$
0.35


$
0.48


$
0.86


$
(6.47
)Diluted

$
(0.09
)

$
0.34


$
0.46


$
0.80


$
(6.47
)Number of shares used in per share computations:Basic


82,147



84,545



83,920



82,819



82,293Diluted


82,147



89,089



91,259



92,970



82,293     (1)
    
    Net revenues have been reclassified into Host Server Products,
    Embedded Storage Products, Intelligent Network Products and
    Other categories for all fiscal years presented. 27




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Selected
    Consolidated Balance Sheet Data
  Year EndedJune 29,


July 1,


July 2,


July 3,


June 27,2008


2007


2006


2005


2004(In thousands)Total current assets

$
457,047


$
399,054


$
707,554


$
584,457


$
541,326Total current liabilities


87,605



70,529



302,564



76,644



54,496Working capital


369,442



328,525



404,990



507,813



486,830Total assets


699,056



659,477



860,157



801,781



972,981Convertible subordinated notes










235,177



233,382



524,845Accumulated deficit


(403,614
)


(401,982
)


(431,416
)


(471,867
)


(543,456
)Total stockholders equity


575,839



581,907



556,913



477,591



393,154   Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations.  Forward-Looking
    Statements
  Form 10-K
  Form 10-K
 28




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Form 10-K,
  Executive
    Overview
      ® ®
  ® ®
     29




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2008
    Global Initiatives
      Business
    Combinations
       30




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Convertible
    Subordinated Notes Offering
       31




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Results
    of Operations for Emulex Corporation and Subsidiaries
  Form 10-K.
  Percentage of Net Revenues2008


2007


2006Net revenues:Host Server Products


72.2
%


76.0
%


84.5
%Embedded Storage Products


27.6



22.9



14.7Intelligent Network Products and Other


0.2



1.1



0.8Total net revenues


100.0



100.0



100.0Cost of sales


38.3



41.6



40.7Gross profit


61.7



58.4



59.3Operating expenses:Engineering and development


26.4



25.0



22.2Selling and marketing


11.9



10.2



9.0General and administrative


7.9



6.7



5.9Amortization of other intangible assets


1.9



2.6



2.7Impairment of other intangible assets






0.4



In-process research and development






4.1



4.3Total operating expenses


48.1



49.0



44.1Operating income


13.6



9.4



15.2Nonoperating income, net:Interest income


2.4



4.3



5.2Interest expense






(0.3
)


(0.6
)Gain on repurchase of convertible subordinated notes










Other (expense) income, net






(0.8
)


Total nonoperating income, net


2.4



3.2



4.6Income before income taxes


16.0



12.6



19.8Income tax provision


17.4



6.3



9.8Net (loss) income


(1.4
)%


6.3
%


10.0
%   Fiscal
    2008 versus Fiscal 2007
  Net Revenues.
 32




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Net
    Revenues by Product Line
    Net Revenues by Product LinePercentage of





Percentage of


Increase/


Percentage2008


Net Revenues


2007


Net Revenues


(Decrease)


Change(Dollars in thousands)Host Server Products

$
352,687



72
%

$
357,279



76
%

$
(4,592
)


(1
)%Embedded Storage Products


134,858



28



107,578



23



27,280



25
%Intelligent Network Products and Other


756







5,330



1



(4,574
)


(86
)%Total net revenues

$
488,301



100
%

$
470,187



100
%

$
18,114



4
%     ® ®
    Net
    Revenues by Major Customers
    Net Revenues by Major CustomersTotal DirectDirect


and IndirectRevenues


Revenues(2)2008


2007


2008


2007Net revenue percentage(1)EMC










18
%


18
%Hewlett-Packard


15
%


13
%


15
%


13
%IBM


21
%


22
%


28
%


25
%Info X


14
%


17
%






     (1)
    
    Amounts less than 10% are not presented.(2)
    
    Customer-specific models purchased or marketed indirectly
    through distributors, resellers, and other third parties are
    included with the OEMs revenues in these columns rather
    than as revenue for the distributors, resellers or other third
    parties. 33




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Net
    Revenues by Sales Channel
    Net Revenues by Sales ChannelPercentage of





Percentage of


Increase/


Percentage2008


Net Revenues


2007


Net Revenues


(Decrease)


Change(Dollars in thousands)OEM

$
366,717



75
%

$
335,562



71
%

$
31,155



9
%Distribution


121,044



25
%


134,322



29
%


(13,278
)


(10
)%Other


540







303







237



78
%Total net revenues

$
488,301



100
%

$
470,187



100
%

$
18,114



4
%     Net
    Revenues by Geographic Territory
    Net Domestic and International RevenuesPercentage of





Percentage of


Increase/


Percentage2008


Net Revenues


2007


Net Revenues


(Decrease)


Change(Dollars in thousands)Domestic

$
197,063



40
%

$
218,996



47
%

$
(21,933
)


(10
)%Pacific Rim


125,392



26
%


80,637



17
%


44,755



56
%Europe and rest of the world


165,846



34
%


170,554



36
%


(4,708
)


(3
)%Total net revenues

$
488,301



100
%

$
470,187



100
%

$
18,114



4
%    34




---



##### Table of Contents



Gross Profit.
  Gross ProfitPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$301,224

62%

$274,608

58%

$26,616

3%     Engineering and Development.
  Engineering and DevelopmentPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$129,232

26%

$117,833

25%

$11,399

1%    35




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##### Table of Contents



Selling and Marketing.
  Selling and MarketingPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$57,946

12%

$47,870

10%

$10,076

2%     General and Administrative.
  General and AdministrativePercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$38,531

8%

$31,416

7%

$7,115

1%     Amortization of Other Intangible
    Assets.
  Amortization of Other Intangible AssetsPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$9,260

2%

$12,082

3%

$(2,822)

(1)%    36




---



##### Table of Contents



Impairment of Other Intangible
    Assets. Long-Lived
  Impairment of Other Intangible AssetsPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$ 



$2,001



$(2,001)

     In-Process Research and Development.
  In-Process Research and DevelopmentPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$ 



$19,225

4%

$(19,225)

(4)%     Nonoperating Income, net.
  Nonoperating Income, NetPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$11,662

2%

$14,902

3%

$(3,240)

(1)%     Income taxes.
  Income TaxesPercentage of



Percentage of

Increase/

Percentage2008

Net Revenues

2007

Net Revenues

(Decrease)

Points Change$84,988

17%

$29,649

6%

$55,339

11%    37




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##### Table of Contents



Fiscal
    2007 versus Fiscal 2006
  Net Revenues.
  Net
    Revenues by Product Line
    Net Revenues by Product LinePercentage of





Percentage of


Increase/


Percentage2007


Net Revenues


2006


Net Revenues


(Decrease)


Change(Dollars in thousands)Host Server Products

$
357,279



76
%

$
340,566



84
%

$
16,713



5
%Embedded Storage Products


107,578



23



59,203



15



48,375



82
%Intelligent Network Products and Other


5,330



1



3,044



1



2,286



75
%Total net revenues

$
470,187



100
%

$
402,813



100
%

$
67,374



17
%       Net
    Revenues by Major Customers
    Net Revenues by Major CustomersTotal DirectDirect


and IndirectRevenues


Revenues(2)2007


2006


2007


2006Net revenue percentage(1)EMC










18
%


23
%Hewlett-Packard


13
%


10
%


13
%


10
%IBM


22
%


29
%


25
%


29
%Info X


17
%


21
%






     (1)
    
    Amounts less than 10% are not presented.(2)
    
    Customer-specific models purchased or marketed indirectly
    through distributors, resellers, and other third parties are
    included with the OEMs revenues in these columns rather
    than as revenue for the distributors, resellers or other third
    parties. 38




---



##### Table of Contents



Net
    Revenues by Sales Channel
    Net Revenues by Sales ChannelPercentage of





Percentage of


Increase/


Percentage2007


Net Revenues


2006


Net Revenues


(Decrease)


Change(Dollars in thousands)OEM

$
335,562



71
%

$
257,531



64
%

$
78,031



30
%Distribution


134,322



29
%


145,071



36
%


(10,749
)


(7
)%Other


303







211







92



44
%Total net revenues

$
470,187



100
%

$
402,813



100
%

$
67,374



17
%     Net
    Revenues by Geographic Territory
    Net Domestic and International RevenuesPercentage of





Percentage of


Increase/


Percentage2007


Net Revenues


2006


Net Revenues


(Decrease)


Change(Dollars in thousands)United States

$
218,996



47
%

$
219,911



55
%

$
(915
)


Pacific Rim


80,637



17
%


52,811



13
%


27,826



53
%Europe and rest of the world


170,554



36
%


130,091



32
%


40,463



31
%Total net revenues

$
470,187



100
%

$
402,813



100
%

$
67,374



17
%    39




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##### Table of Contents



Gross Profit.
  Gross ProfitPercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$274,608

58%

$238,820

59%

$35,788

(1%)     Engineering and Development.
  Engineering and DevelopmentPercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$117,833

25%

$89,669

22%

$28,164

3%     Selling and Marketing.
  Selling and MarketingPercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$47,870

10%

$36,169

9%

$11,701

1%    40




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##### Table of Contents



General and Administrative.
  General and AdministrativePercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$31,416

7%

$23,680

6%

$7,736

1%     Amortization of Other Intangible
    Assets.
  Amortization of Other Intangible AssetsPercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$12,082

3%

$10,944

3%

$1,138

     Impairment of Other Intangible
    Assets. Long-Lived
  Impairment of Other Intangible AssetsPercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$2,001



$



$2,001

    41




---



##### Table of Contents



In-Process Research and Development.
  In-Process Research and DevelopmentPercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$19,225

4%

$17,272

4%

$1,953

     Nonoperating Income, net.
  Nonoperating Income, NetPercentage of



Percentage of

Increase/

Percentage2007

Net Revenues

2006

Net Revenues

(Decrease)

Points Change$14,902

3%

$18,829

5%

$(3,927)

(2%)     Income taxes.
  Income TaxesPercentage of Net



Percentage of

Increase/

Percentage2007

Revenues

2006

Net Revenues

(Decrease)

Points Change$29,649

6%

$39,464

10%

$(9,815)

(3%)     Critical
    Accounting Policies
   42




---



##### Table of Contents



Revenue Recognition. No. 01-09,
  Warranty.
  Allowance for Doubtful Accounts.
  Intangible Assets and Other Long-Lived
    Assets.
  Inventories. first-in,
 43




---



##### Table of Contents



Goodwill.
    Income Taxes.
    Stock-Based Compensation.
 44




---



##### Table of Contents



Recently
    Issued Accounting Standards
  No. 157-2, No. 157-2 FSP 157-2
  instrument-by-instrument
  
    No. 07-1, No. 07-1), No. 99-19,
 45




---



##### Table of Contents



No. 07-1.
  No. 08-3, No. 08-3 No. 08-3.
  Liquidity
    and Capital Resources
           46




---



##### Table of Contents



Form 10-K.
    Payments Due by PeriodTotal


2009


2010


2011


2012


2013


Thereafter(In thousands)Leases(1)

$
21,833


$
5,187


$
5,732


$
5,643


$
3,718


$
1,553


$
Purchase commitments


44,977



43,226



1,167



584











Other commitments(2)


7,976



6,637



773



563



3







Total

$
74,786


$
55,050


$
7,672


$
6,790


$
3,721


$
1,553


$
     (1)
    
    Lease payments include common area maintenance (CAM) charges.(2)
    
    Consists primarily of commitments to purchase non-recurring
    engineering services but excludes approximately
    $32.0 million of unrecognized tax benefits under
    FIN 48 for which we cannot make a reasonably reliable
    estimate of the period of payment. See Note 12 to our
    consolidated financial statements.  Item 7A.
    Qualitative
    and Quantitative Disclosures about Market
    Risk.  Interest
    Rate Sensitivity
      Item 8.
    Financial
    Statements and Supplementary Data.  Form 10-K.
  Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial
    Disclosure.   47




---



##### Table of Contents



Item 9A.
    Controls
    and
    Procedures.  Conclusion
    Regarding the Effectiveness of Disclosure Controls and
    Procedures
  Rule 13a-15(e)
  Managements
    Report on Internal Control Over Financial Reporting
  Rule 13a-15(f)
  Internal Control  Integrated
    Framework.
  Changes
    in Internal Control Over Financial Reporting
  Rule 13a-15(f)
  Item 9B.
    Other
    Information.    PART III
  Item 10.
    Directors,
    Executive Officers, and Corporate
    Governance.     48




---



##### Table of Contents



Form 8-K.
  Item 11.
    Executive
    Compensation.    Item 12.
    Security
    Ownership of Certain Beneficial Owners and
    Management.    Securities
    Authorized for Issuance Under Equity Compensation
    Plans
    Number of SecuritiesRemaining AvailableNumber of Securities





for Future Issuanceto be Issued Upon


Weighted-Average


Under EquityExercise of


Exercise Price of


Compensation PlansOutstanding Options,


Outstanding Options,


(Excluding SecuritiesPlan Category

Warrants and Rights


Warrants and Rights


Related in Column (a))(a)


(b)


(c)Equity compensations plans approved by security holders(1)


13,133,931


$
22.29



4,168,337
(4)Employee stock purchase plan approved by security holders(2)










465,398Equity compensations plans not approved by security holders(3)


944,120


$
11.05



320,816Total


14,078,051


$
21.54



4,954,551     (1)
    
    Consists of the Emulex Corporation Employee Stock Option Plan,
    the Emulex Corporation 2005 Equity Incentive Plan, the Emulex
    Corporation 2004 Employee Stock Incentive Plan, and the Emulex
    Corporation 1997 Stock Option Plan for Non-Employee Directors.(2)
    
    The Emulex Employee Stock Purchase Plan enables employees to
    purchase our common stock at a 15% discount to the lower of
    market value at the beginning or end of each six month offering
    period. As such, the number of shares that may be issued during
    a given six month period and the purchase price of such shares
    cannot be determined in advance. See Note 11 to our
    Consolidated Financial Statements.(3)
    
    Consists of the Sierra Logic, Inc. (Sierra Logic) 2001 Stock
    Option Plan, Aarohi Communications Inc. (Aarohi) 2001 Stock
    Option Plan, the Vixel Corporation (Vixel) 2000 Non-Officer
    Equity Incentive Plan, the Vixel Corporation 1999 Equity
    Incentive Plan, the Vixel Corporation Amended and Restated 1995
    Stock Option Plan, and the Giganet, Inc. (Giganet) 1995 Stock
    Option Plan. Options issued under these plans were converted
    into options to purchase Emulex Corporation common stock as a
    result of the acquisitions of Sierra Logic, Aarohi, Vixel, and
    Giganet.(4)
    
    Includes net unvested stock granted of 2,135,765 shares
    that are not deemed issued for accounting purposes until vested. 49




---



##### Table of Contents



Item 13.
    Certain
    Relationships and Related
    Transactions.    Item 14.
    Principal
    Accountant Fees and
    Services.    PART IV
  Item 15.
    Exhibits
    and Financial Statement
    Schedules.  (a) Financial Statements and Schedules
  Consolidated Financial Statements
    Financial Statement Schedule
    Exhibits
    (b) Exhibits
   50




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
    ANNUAL REPORT 
    FORM 10-K
    Items 8, 15(a)(1) and 15(a)(2)
    Index to Consolidated Financial Statements and Schedule
    June 29, 2008, July 1, 2007, and July 2, 2006
    (With Report of Independent Registered Public Accounting Firm
    Thereon)
   
 Page NumberConsolidated Financial StatementsReports of Independent Registered Public
    Accounting Firm


52Consolidated Balance Sheets 
    June 29, 2008, and July 1, 2007


54Consolidated Statements of Operations 
    Years ended June 29, 2008, July 1, 2007, and
    July 2, 2006


55Consolidated Statements of Stockholders
    Equity and Comprehensive Income (Loss)  Years ended
    June 29, 2008, July 1, 2007, and July 2, 2006


56Consolidated Statements of Cash Flows 
    Years ended June 29, 2008, July 1, 2007, and
    July 2, 2006


57Notes to Consolidated Financial Statements


58ScheduleSchedule II  Valuation and
    Qualifying Accounts and Reserves


86EXHIBIT 21EXHIBIT 23EXHIBIT 31AEXHIBIT 31BEXHIBIT 32     51




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  
          Internal Control  Integrated
    Framework
  
  
 52




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
     Internal Control  Integrated
    Framework
        Internal Control  Integrated Framework
      
 53




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  CONSOLIDATED BALANCE SHEETS
 June 29, 2008 and July 1, 2007
  2008


2007(In thousands,except share data)ASSETSCurrent assets:Cash and cash equivalents

$
217,017


$
69,036Investments


133,182



202,288Accounts and other receivables, net of allowance for doubtful
    accounts of $1,753 and $1,902 at June 29, 2008 and
    July 1, 2007, respectively


61,634



67,529Inventories


19,336



28,973Prepaid expenses


5,105



4,114Deferred income taxes


20,773



27,114Total current assets


457,047



399,054Property and equipment, net


73,580



64,294Investments


150



Goodwill


87,843



62,347Intangible assets, net


67,299



108,342Deferred income taxes


5,481



Other assets


7,656



25,440Total Assets

$
699,056


$
659,477LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable

$
23,714


$
19,761Accrued liabilities


26,363



29,483Income taxes payable


37,528



21,285Total current liabilities


87,605



70,529Other liabilities


3,633



802Deferred income taxes






6,239Accrued taxes


31,979



Total liabilities


123,217



77,570Commitments and contingencies (Note 10)Subsequent event (Note 16)Stockholders equity:Preferred stock, $0.01 par value; 1,000,000 shares
    authorized (150,000 shares designated as Series A
    Junior Participating Preferred Stock); none issued and
    outstanding






Common stock, $0.10 par value; 240,000,000 shares
    authorized; 88,113,322 and 86,906,540 issued at June 29,
    2008 and July 1, 2007, respectively


8,811



8,691Additional paid-in capital


1,080,722



1,045,221Accumulated deficit


(403,614
)


(401,982
)Accumulated other comprehensive income


7



64Treasury stock, at cost; 5,660,337 and 3,589,278 shares at
    June 29, 2008 and July 1, 2007, respectively


(110,087
)


(70,087
)Total stockholders equity


575,839



581,907Total Liabilities and Stockholders Equity

$
699,056


$
659,477    54




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF OPERATIONS
 Years Ended June 29, 2008, July 1, 2007, and
    July 2, 2006
  2008


2007


2006(In thousands, except per share data)Net revenues

$
488,301


$
470,187


$
402,813Cost of sales


187,077



195,579



163,993Gross profit


301,224



274,608



238,820Operating expenses:Engineering and development


129,232



117,833



89,669Selling and marketing


57,946



47,870



36,169General and administrative


38,531



31,416



23,680Amortization of other intangible assets


9,260



12,082



10,944Impairment of other intangible assets






2,001



In-process research and development






19,225



17,272Total operating expenses


234,969



230,427



177,734Operating income


66,255



44,181



61,086Nonoperating income, net:Interest income


11,672



20,000



21,150Interest expense


(27
)


(1,179
)


(2,494
)Other income (expense), net


17



(3,919
)


173Total nonoperating income, net


11,662



14,902



18,829Income before income taxes


77,917



59,083



79,915Income tax provision


84,988



29,649



39,464Net (loss) income

$
(7,071
)

$
29,434


$
40,451Net (loss) income per share:Basic

$
(0.09
)

$
0.35


$
0.48Diluted

$
(0.09
)

$
0.34


$
0.46Number of shares used in per share computations:Basic


82,147



84,545



83,920Diluted


82,147



89,089



91,259    55




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF STOCKHOLDERS
    EQUITY
 AND COMPREHENSIVE INCOME (LOSS)
 Years ended June 29, 2008, July 1, 2007, and
    July 2, 2006
  Accum-ulated OtherCommon Stock








Compre-








TotalShares





Additional


Accum-


hensive


Deferred





Stock-Out-





Paid-In


ulated


Income/


Com-


Treasury


holdersstanding


Amount


Capital


Deficit


(Loss)


pensation


Stock


Equity(In thousands, except share data)Balance at July 3, 2005


83,201,002


$
8,320


$
944,545


$
(471,867
)





$
(3,407
)






477,591Net income














40,451















40,451Foreign currency translation adjustment


















(10
)










(10
)Comprehensive income






























40,441Reclassification of deferred compensation upon adoption of
    SFAS No. 123R










(3,407
)










3,407







Share-based compensation expense










21,453



















21,453Options issued to purchase Aarohi Communications, Inc., net of
    securities registration costs










910



















910Exercise of stock options


1,046,804



105



9,886



















9,991Tax benefit from exercise of stock options










3,347



















3,347Issuance of common stock under employee stock purchase plan


208,003



21



3,159



















3,180Balance at July 2, 2006


84,455,809



8,446



979,893



(431,416
)


(10
)










556,913Net income














29,434















29,434Foreign currency translation adjustment


















74











74Comprehensive income






























29,508Share-based compensation expense










28,057



















28,057Options issued to purchase Sierra Logic, Inc., net of securities
    registration costs










7,410



















7,410Stock awards vested


101,900



10



(10
)


















Common stock withheld for taxes


(25,602
)


(2
)


(540
)


















(542
)Exercise of stock options


2,130,320



213



18,823



















19,036Tax benefit from exercise of stock options










7,951



















7,951Issuance of common stock under employee stock purchase plan


244,113



24



3,637



















3,661Purchase of treasury stock


(3,589,278
)






















(70,087
)


(70,087
)Balance at July 1, 2007


83,317,262



8,691



1,045,221



(401,982
)


64







(70,087
)


581,907Net loss














(7,071
)














(7,071
)Foreign currency translation adjustment


















(57
)










(57
)Comprehensive loss






























(7,128
)Cumulative effect of adoption of FIN 48










(3,095
)


5,439















2,344Share-based compensation expense










29,008



















29,008Stock awards vested


450,836



45



(45
)


















Common stock withheld for taxes


(150,417
)


(15
)


(2,667
)


















(2,682
)Exercise of stock options


594,542



59



5,835



















5,894Tax benefit from exercise of stock options










1,965



















1,965Issuance of common stock under employee stock purchase plan


311,821



31



4,500



















4,531Purchase of treasury stock


(2,071,059
)






















(40,000
)


(40,000
)Balance at June 29, 2008


82,452,985


$
8,811


$
1,080,722


$
(403,614
)

$
7


$



$
(110,087
)

$
575,839    56




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF CASH FLOWS
 June 29, 2008, July 1, 2007, and July 2,
    2006
  2008


2007


2006(In thousands)Cash flows from operating activities:Net (loss) income

$
(7,071
)

$
29,434


$
40,451Adjustments to reconcile net (loss) income to net cash provided
    by operating activities:Amortization of premiums and accretion of discounts on
    investments, net


(437
)






Depreciation and amortization of property and equipment


19,113



17,654



16,346Amortization of discount on convertible subordinated notes






823



1,795Share-based compensation expense


29,002



28,030



21,318Amortization of intangible assets


32,302



37,887



25,691Impairment of strategic investment and related note receivable






4,975



In-process research and development expense






19,225



17,272Loss on disposal of property and equipment


128



148



50Deferred income taxes


(3,167
)


(2,960
)


(125
)Excess tax benefits from share-based compensation


(1,411
)


(6,809
)


(3,961
)Impairment of other intangible assets


3,097



2,175



Foreign currency adjustments


(28
)


(210
)


(104
)Changes in assets and liabilities:Accounts and other receivables, net


5,895



(3,598
)


(13,346
)Inventories


9,632



(2,309
)


13,987Prepaid expenses and other assets


(2,656
)


325



360Accounts payable, accrued liabilities, and other liabilities


325



2,292



(15,253
)Accrued taxes


11,670







Income taxes payable


45,721



2,811



6,230Net cash provided by operating activities


142,115



129,893



110,711Cash flows from investing activities:Net proceeds from sale of property and equipment


85



76



98Additions to property and equipment


(27,748
)


(13,141
)


(16,644
)Payments for purchase of Sierra Logic, Inc., net of cash acquired






(134,188
)


Restricted cash placed in escrow related to Sierra Logic, Inc.
    acquisition






(24,316
)


Investment in privately-held company


(5,000
)


(4,975
)


Payments for purchase of Aarohi Communications, Inc., net of
    cash acquired










(34,816
)Purchases of investments


(794,960
)


(2,234,859
)


(2,384,576
)Maturities of investments


864,353



2,406,728



2,412,073Net cash provided by (used in) investing activities


36,730



(4,675
)


(23,865
)Cash flows from financing activities:Retirement of debt assumed in conjunction with Sierra Logic,
    Inc. acquisition






(3,425
)


Retirement of convertible subordinated notes






(236,000
)


Proceeds from issuance of common stock under stock plans


10,425



22,697



13,171Repurchase of common stock


(40,000
)


(70,087
)


Tax withholding payments reimbursed by common stock


(2,682
)


(542
)


Excess tax benefits from share-based compensation


1,411



6,809



3,961Net cash (used in) provided by financing activities


(30,846
)


(280,548
)


17,132Effect of exchange rates on cash and cash equivalents


(18
)


74



(3
)Net increase (decrease) in cash and cash equivalents


147,981



(155,256
)


103,975Cash and cash equivalents at beginning of year


69,036



224,292



120,317Cash and cash equivalents at end of year

$
217,017


$
69,036


$
224,292    57




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES



NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS  Note 1
    Summary
    of Significant Accounting Policies  Description
    of Business
    Principles
    of Consolidation
    Basis
    of Presentation
      Use of
    Estimates
    Foreign
    Currency Translation
   58




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##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Cash
    Equivalents
    Investments
    other-than-temporary
    Accounts
    Receivable
   59




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Inventories
  first-in,
  Property
    and Equipment
    Goodwill
        Long-Lived
    Assets
   60




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Intangible
    Assets, Net
    Revenue
    Recognition
  No. 01-09, No. 01-09).
  Warranty
    Research
    and Development
    Advertising
    Expenses
    Income
    Taxes
   61




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Net
    (Loss) Income per Share
    Supplemental
    Cash Flow Information
   2008


2007


2006(In thousands)Interest

$
27


$
336


$
597Income taxes

$
32,853


$
29,631


$
33,985    2008


2007


2006(In thousands)Additional goodwill resulting from escrow release as required by
    the Sierra Logic, Inc. acquisition agreement

$
24,277


$



$
Capital expenditures included in accounts payable in the
    Companys consolidated balance sheets

$
1,874


$
939


$
2,217   Comprehensive
    (Loss) Income
   62




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Stock-Based
    Compensation
        Fair
    Value of Financial Instruments
    Business
    and Credit Concentrations
     63




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Segment
    Information
    Recently
    Issued Accounting Standards
  No. 157-2, No. 157-2 FSP 157-2
  instrument-by-instrument
   64




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      No. 07-1, No. 07-1), No. 99-19, No. 07-1.
  No. 08-3, No. 08-3 No. 08-3.
  Note 2
    Business
    Combination   65




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        Twelve Months EndedJuly 1,


July 2,2007


2006(Unaudited)(In thousands, except per share data)Net revenues

$
477,620


$
425,404Net income

$
26,178


$
23,367Net income per basic share

$
0.31


$
0.28Net income per diluted share

$
0.30


$
0.26   Note 3
    Cash,
    Cash Equivalents, and Investments    2008


2007(In thousands)Cash

$
149,741


$
12,236Money market funds


67,276



56,800Commercial paper






180,580Municipal bonds


4,626



U.S. Government securities


29,250



U.S. Government sponsored entity securities


90,528



12,603Corporate bonds


8,928



9,105Total cash, cash equivalents, and investments

$
350,349


$
271,324  66




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2008


2007(In thousands)Cash and cash equivalents

$
217,017


$
69,036Short-term investments (maturities less than one year)


133,182



202,288Long-term investments (maturities from one to five years)


150



Total

$
350,349


$
271,324   Note 4
    Inventories    2008


2007(In thousands)Raw materials

$
4,090


$
11,128Finished goods


15,246



17,845Total inventories

$
19,336


$
28,973   Note 5
    Property
    and Equipment    2008


2007(In thousands)Production and test equipment

$
81,774


$
70,368Furniture and fixtures


38,067



30,819Buildings and improvements


37,790



31,495Land


12,532



12,532170,163



145,214Less accumulated depreciation and amortization


(96,583
)


(80,920
)Total property and equipment, net

$
73,580


$
64,294   Note 6
    Goodwill
    and Intangible Assets, net    CarryingAmount(In thousands)Goodwill, as of July 1, 2007

$
62,347Escrow release as required by Sierra Logic acquisition agreement


24,277Purchase price allocation refinements


1,219Goodwill, as of June 29, 2008

$
87,843  67




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2008


2007(In thousands)Intangible assets subject to amortization:Core technology and patents

$
92,272


$
95,471Accumulated amortization, core technology and patents


(75,607
)


(65,347
)Developed technology


77,313



81,982Accumulated amortization, developed technology


(32,788
)


(19,731
)Customer relationships


38,674



40,608Accumulated amortization, customer relationships


(34,047
)


(27,170
)Tradename


4,643



4,896Accumulated amortization, tradename


(3,161
)


(2,546
)Covenants not-to-compete


516



3,575Accumulated amortization, covenants not-to-compete


(516
)


(3,396
)Intangible assets subject to amortization, net

$
67,299


$
108,342           2009

$
24,2662010


21,7232011


17,7252012


3,5852013


$
67,299  68




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 7
    Accrued
    Liabilities    2008


2007(In thousands)Payroll and related costs

$
11,792


$
15,879Warranty liability


4,174



3,832Deferred revenue and accrued rebates


4,848



3,724Other


5,549



6,048Total accrued liabilities

$
26,363


$
29,483     2008


2007(In thousands)Balance at beginning of period

$
3,832


$
2,949Accrual for warranties issued


3,306



3,685Changes to pre-existing warranties (including changes in
    estimates)


(1,002
)


Settlements made (in cash or in kind)


(1,962
)


(2,802
)Balance at end of period

$
4,174


$
3,832   Note 8
    Convertible
    Subordinated Notes  th th
       69




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##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Note 9
    Employee
    Retirement Savings Plans        Note 10
    Commitments
    and Contingencies  Leases
      OperatingLeasesFiscal year:2009

$
5,1552010


5,7002011


5,6122012


3,7122013


1,553Thereafter


Total minimum lease payments

$
21,732   Litigation
   70




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##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   71




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Other
    Commitments and Contingencies
      Note 11
    Shareholders
    Equity  Stock
    Repurchase Program
  time-to-time
    Shareholder
    Rights Plan
  1 100
 72




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##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Stock-Based
    Compensation
    2008


2007


2006(In thousands)Total cost of stock-based payment plans during the period

$
29,008


$
28,057


$
21,453Amounts capitalized in inventory during the period


(569
)


(652
)


(648
)Amounts recognized in income for amounts previously capitalized
    in inventory


563



625



513Amounts charged against income, before income tax benefit

$
29,002


$
28,030


$
21,318Amount of related income tax benefit recognized in income

$
8,148


$
6,700


$
4,131   Employee
    Stock Purchase Plan
    Employee
    Stock Option and Equity Incentive Plan
   73




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##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
           74




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  and/or
           75




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Non-Officer
      WeightedAverageWeighted


Remaining


AggregateAverage


Contractual


IntrinsicOptions


Exercise Price


Term (Years)


Value(In millions)Options outstanding at July 1, 2007


13,512,649


$
21.66Options granted


1,487,350


$
16.11Options exercised


(594,542
)

$
9.91Options canceled


(219,323
)

$
25.37Options forfeited


(108,083
)

$
18.43Options outstanding at June 29, 2008


14,078,051


$
21.54



4.09


$
5.75Options vested and expected to vest at June 29, 2008


13,895,604


$
21.60



4.08


$
5.73Options exercisable at June 29, 2008


11,271,271


$
22.73



3.84


$
5.14    76




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Amended Purchase Plan2008

2007

2006Expected volatility

32% - 45%

29% - 31%

37%Weighted average expected volatility

40%

30%

37%Expected dividends





Expected term (in years)

0.5

0.24 - 0.5

0.5Weighted average expected term (in years)

0.5

0.49

0.5Risk-free interest rate

1.67% - 4.08%

5.01% - 5.08%

3.89% - 4.82%   All Other Plans2008

2007

2006Expected volatility

33% - 40%

30% - 38%

35.2% - 56.6%Weighted average expected volatility

37%

34%

47%Expected dividends





Expected term (in years)

2.4 - 5.0

1.4 - 4.4

2.4 - 4.4Weighted average expected term (in years)

3.30

3.23

3.25Risk-free interest rate

1.75% - 4.17%

4.51% - 4.95%

5.18% - 5.23%     WeightedAverage GrantNumber of


Date FairShares


ValueAwards outstanding and unvested at July 1, 2007


1,314,776


$
18.22Awards granted


1,282,675


$
17.98Awards vested


(450,836
)

$
18.27Awards forfeited


(10,850
)

$
18.51Awards outstanding and unvested at June 29, 2008


2,135,765


$
18.07        77




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 12
    Income
    Taxes    2008


2007


2006(In thousands)Federal:Current

$
86,828


$
28,907


$
35,173Deferred


(2,382
)


(11,961
)


1,496State:Current


(747
)


3,633



4,304Deferred


1,220



9,001



(1,621
)Foreign:Current


69



69



112Total income tax expense

$
84,988


$
29,649


$
39,464   paid-in-capital
    2008


2007


2006(In thousands)Domestic

$
77,680


$
58,852


$
79,542Foreign


237



231



373Total

$
77,917


$
59,083


$
79,915  78




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2008


2007(In thousands)Deferred tax assets:Capitalization of inventory costs

$
166


$
217Reserves not currently deductible


12,946



11,848Share-based compensation


15,630



11,387Net operating loss carryforwards


12,985



24,847General business and state credit carryforwards


10,913



15,198Capitalized research and development expenditures


2,853



3,771Capital loss carryforwards


2,609



2,625Property and equipment


512



144Other


1,814



964Total gross deferred tax assets


60,428



71,001Less valuation allowance


(2,609
)


(2,625
)Deferred tax assets, net of valuation allowance


57,819



68,376Deferred tax liabilities:Various state taxes


5,477



5,580Intangible assets  customer relationships


1,851



5,358Intangible assets  core technology and patents


24,237



36,563Total gross deferred tax liabilities


31,565



47,501Net deferred tax asset

$
26,254


$
20,875      79




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2008


2007


2006(In thousands)Expected income tax expense at 35%

$
27,271


$
20,679


$
27,970State income tax expense, net of federal tax benefit


473



1,785



2,318In-process research and development expenditures






6,729



6,045Change in valuation allowance allocated to income tax expense


(16
)


1,693



Effect of foreign activities taxed at differing tax rates


57,609







Extraterritorial income exclusion


(1,583
)


(2,066
)


(90
)Research and other credits


(1,795
)


(1,607
)


(357
)Stock-based compensation


2,494



2,928



3,220Other, net


535



(492
)


358Total income tax expense

$
84,988


$
29,649


$
39,464       paid-in-capital
   80




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Balance at July 2, 2007

$
24,714Additions based on tax positions related to the current year


12,160Additions for tax positions of prior years


850Reductions for tax positions of prior years (including impacts
    due to a lapse in statute)


(3,084
)Settlements


(2,661
)Balance at June 29, 2008

$
31,979       Note 13
    Revenue
    by Product Families, Geographic Area and Significant
    Customers  Revenues
    by Product Families
        2008


2007


2006(In thousands)Net revenues:Host Server Products

$
352,687


$
357,279


$
340,566Embedded Storage Products


134,858



107,578



59,203Intelligent Networking Products and Other


756



5,330



3,044Total net revenues

$
488,301


$
470,187


$
402,813  81




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Revenues
    by Geographic Area
    2008


2007


2006(In thousands)United States

$
197,063



40
%

$
218,996



47
%

$
219,911



55
%Pacific Rim


125,392



26
%


80,637



17
%


52,811



13
%Europe and rest of world


165,846



34
%


170,554



36
%


130,091



32
%Total net revenues

$
488,301



100
%

$
470,187



100
%

$
402,813



100
%     Significant
    Customers
    AccountsNet Revenues


Receivable2008


2007


2006


2008


2007Hewlett-Packard


15
%


13
%


10
%


14
%


IBM


21
%


22
%


29
%


29
%


26
%Info X


14
%


17
%


21
%


11
%


15
%     Net Revenues2008


2007


2006EMC


18
%


18
%


23
%Hewlett-Packard


15
%


13
%


10
%IBM


28
%


25
%


29
%  82




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 14
    Net
    (Loss) Income per Share    2008


2007


2006(In thousands, except per share data)Numerator:Net (loss) income

$
(7,071
)

$
29,434


$
40,451Adjustment for interest expense on convertible subordinated
    notes, net of tax






702



1,477Numerator for diluted net (loss) income per share

$
(7,071
)

$
30,136


$
41,928Denominator:Denominator for basic net (loss) income per share 
    weighted average shares outstanding


82,147



84,545



83,920Effect of dilutive securities:Dilutive potential common shares, using treasury stock method






2,023



1,876Dilutive common shares from assumed conversion of convertible
    subordinated notes






2,521



5,463Denominator for diluted net (loss) income per share 
    adjusted weighted average shares


82,147



89,089



91,259Basic net (loss) income per share

$
(0.09
)

$
0.35


$
0.48Diluted net (loss) income per share

$
(0.09
)

$
0.34


$
0.46Antidilutive options excluded from the computations


12,647



8,486



9,258Average market price of common stock

$
16.91


$
18.81


$
18.81    83




---



##### Table of Contents



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 15
    Unaudited
    Quarterly Consolidated Financial Data    DilutedNet (Loss)Net





Net (Loss)


IncomeRevenues


Gross Profit


Income


per Share(In thousands, except per share data)2008:Fourth quarter

$
112,763


$
71,526


$
(50,407
)(1)

$
(0.61
)Third quarter


127,846



80,029



15,521



0.19Second quarter


130,622



81,742



17,644



0.21First quarter


117,070



67,927



10,171



0.12Total

$
488,301


$
301,224


$
(7,071
)2007:Fourth quarter

$
126,268


$
77,042


$
13,162


$
0.15Third quarter


120,211



70,585



11,386



0.13Second quarter


121,390



65,782



(10,076
)(2)


(0.12
)First quarter


102,318



61,199



14,962



0.17Total

$
470,187


$
274,608


$
29,434     (1)
    
    Includes tax expense associated with royalty prepayment and cost
    sharing agreement of approximately $58.5 million(2)
    
    Includes in-process research and development charges of
    approximately $21.6 million  Note 16
    Subsequent
    event   84




---



##### Table of Contents



SCHEDULE OF
    EMULEX CORPORATION AND SUBSIDIARIES
   85




---



##### Table of Contents



Schedule II  EMULEX
    CORPORATION AND SUBSIDIARIES
  VALUATION
    AND QUALIFYING ACCOUNTS AND RESERVES
 Years
    ended June 29, 2008, July 1, 2007, and July 2,
    2006
  AdditionsCharged toCosts andExpenses


AmountsBalance at


Including


Charged


BalanceBeginning


Changes in


Against


at EndClassification

of Period


Estimates


Reserve


of Period(In thousands)Year ended June 29, 2008:Allowance for doubtful accounts

$
1,902


$
(146
)

$
3


$
1,753Sales returns, allowances and reserves

$
3,330


$
14,398


$
13,503


$
4,225Warranty liability

$
3,832


$
2,304


$
1,962


$
4,174Year ended July 1, 2007:Allowance for doubtful accounts

$
1,908


$



$
6


$
1,902Sales returns, allowances and reserves

$
3,178


$
11,840


$
11,688


$
3,330Warranty liability

$
2,949


$
3,685


$
2,802


$
3,832Year ended July 2, 2006:Allowance for doubtful accounts

$
1,919


$



$
11


$
1,908Sales returns, allowances and reserves

$
3,442


$
10,523


$
10,787


$
3,178Warranty liability

$
4,085


$
2,874


$
4,010


$
2,949  86




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##### Table of Contents



SIGNATURES
      By:
    /s/  James
    M. McCluney         Signature

TitlePrincipal Executive Officer:/s/  James
    M. McCluney(James
    M. McCluney)

Chief Executive Officer, President and DirectorPrincipal Financial and Accounting Officer:/s/  Michael
    J. Rockenbach(Michael
    J. Rockenbach)

Executive Vice President, 
    Chief Financial Officer, Secretary and Treasurer/s/  Paul
    F. Folino(Paul
    F. Folino)

Executive Chairman/s/  Fred
    B. Cox(Fred
    B. Cox)

Director and Chairman Emeritus/s/  Michael
    P. Downey(Michael
    P. Downey)

Director/s/  Bruce
    C. Edwards(Bruce
    C. Edwards)

Director/s/  Robert
    H. Goon(Robert
    H. Goon)

Director/s/  Don
    M. Lyle(Don
    M. Lyle)

Director/s/  Dean
    A. Yoost(Dean
    A. Yoost)

Director  87




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##### Table of Contents



EXHIBIT INDEX
  Exhibit No.

Description of Exhibit2
.1

Agreement and Plan of Merger, dated August 29, 2006,
    relating to the Companys acquisition of Sierra Logic, Inc.
    (incorporated by reference to Exhibit 2.1 to the
    Companys Current Report on
    Form 8-K
    filed on August 29, 2006)3
.1

Certificate of Incorporation, as amended (incorporated by
    reference to Exhibit 3.1 to the Companys 1997 Annual
    Report on
    Form 10-K).3
.2

Certificate of Amendment of Certificate of Incorporation of the
    Company (incorporated by reference to Exhibit 3.4 to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarterly period ended December 31, 2000).3
.3

Amended and restated Bylaws of the Company (incorporated by
    reference to Exhibit 3.1 to the Companys Current
    Report on
    Form 8-K
    filed August 29, 2007).3
.4

Certificate of Designations of Series A Junior
    Participating Preferred Stock (incorporated by reference to
    Exhibit 4 to the Companys Current Report on
    Form 8-K
    filed February 2, 1989).4
.1

Rights Agreement, dated January 19, 1989, as amended
    (incorporated by reference to Exhibit 4 to the
    Companys Current Report on
    Form 8-K
    filed February 2, 1989).4
.2

Certificate regarding extension of Final Expiration Date of
    Rights Agreement dated January 18, 1999 (incorporated by
    reference to Exhibit 4.2 of Amendment No. 2 to the
    Registration Statement on
    Form S-3,
    filed on May 17, 1999).10
.1*

Giganet, Inc. 1995 Stock Option Plan (incorporated by reference
    to Exhibit 99.1 to the Companys Registration
    Statement on
    Form S-8,
    filed March 2, 2001).10
.2*

Emulex Corporation Employee Stock Option Plan, as amended
    (incorporated by reference to Appendix B to the
    Companys Definitive Proxy Statement for its Annual Meeting
    of Stockholders held on November 21, 2002).10
.3*

Emulex Corporation 1997 Stock Option Plan for Non-Employee
    Directors, as amended (incorporated by reference to
    Appendix B to the Companys Definitive Proxy Statement
    for its Annual Meeting of Stockholders held on November 30,
    2006).10
.4*

Emulex Corporation Employee Stock Purchase Plan, as amended
    (incorporated by reference to Appendix B to the
    Companys Definitive Proxy Statement for its Annual Meeting
    of Stockholders held on November 17, 2007).10
.5*

Emulex Corporation 2004 Employee Stock Incentive Plan
    (incorporated by reference to Appendix B to the
    Companys Definitive Proxy Statement for its Annual Meeting
    of Stockholders held on November 18, 2004).10
.6

Standard Commercial Lease between the Flatley Company and
    Giganet, Inc. (incorporated by reference to Exhibit 10.15
    to the Companys 2001 Annual Report on
    Form 10-K).10
.7*

Form of Key Employee Retention Agreement between the Company and
    its executive officers other than Paul F. Folino and James M.
    McCluney (incorporated by reference to Exhibit 10.7 to the
    Companys Quarterly Report on
    Form 10-Q
    for the quarterly period ended December 31, 2006).10
.8*

Key Employee Retention Agreement for Paul F. Folino, as amended,
    effective September 5, 2006 (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed September 6, 2006)10
.9*

Key Employee Retention Agreement for James M. McCluney, as
    amended, effective September 5, 2006 (incorporated by
    reference to Exhibit 10.2 to the Companys Current
    Report on
    Form 8-K
    filed September 6, 2006)10
.10

Form of Indemnification Agreement (incorporated by reference to
    Exhibit 10.1 to the Companys current Report on
    Form 8-K
    filed May 17, 2005). 88




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##### Table of Contents



Exhibit No.

Description of Exhibit10
.11

Real Estate Lease dated September 12, 2000, between LM
    Venture, LLC and Emulex Corporation (incorporated by reference
    to Exhibit 10.22 to the Companys 2003 Annual Report
    on
    Form 10-K).10
.12

First Amendment to Lease (amendment dated February 8,
    2001), between LM Venture LLC and Emulex Corporation
    (incorporated by reference to Exhibit 10.23 to the
    Companys 2003 Annual Report on
    Form 10-K).10
.13*

Vixel Corporation Amended and Restated 1995 Stock Option Plan
    incorporated by reference to Exhibit 10.2 of Amendment
    No. 1 to the Registration Statement on
    Form S-1
    of Vixel Corporation (File
    No. 333-81347),
    filed on August 16, 1999).10
.14*

Vixel Corporation 1999 Equity Incentive Plan (as amended)
    (incorporated by reference to Exhibit 10.23 of Amendment
    No. 1 to the Registration Statement on
    Form S-1
    of Vixel Corporation (File
    No. 333-81347),
    filed on August 16, 1999).10
.15*

Vixel Corporation 2000 Non-Officer Equity Incentive Plan
    (incorporate reference to Exhibit 99.1 of the Registration
    Statement on
    Form S-8/S-3
    of Vixel Corporation (File
    No. 333-39000),
    filed on June 9, 2000).10
.16

First Amendment to Standard Commercial Lease (amendment dated
    July 1, 2004) between the Flatley Company and Emulex
    Design & Manufacturing Corporation,
    successor-in-interest
    to Giganet, Inc. (incorporated by reference to
    Exhibit 10.15 to the Companys 2004 Annual Report on
    Form 10-K).10
.17*

Form of Director Stock Option Agreement and related form of
    Grant Summary for grants made pursuant to the 1997 Non-Employee
    Director Stock Option Plan (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed August 30, 2005).10
.18*

Form of Incentive Stock Option Agreement for grants made
    pursuant to the Employee Stock Option Plan (incorporated by
    reference to Exhibit 10.2 to the Companys Current
    Report on
    Form 8-K
    filed August 30, 2005).10
.19*

Form of Non-Qualified Stock Option Agreement for grants made
    pursuant to the Employee Stock Option Plan (incorporated by
    reference to Exhibit 10.3 to the Companys Current
    Report on
    Form 8-K
    filed August 30, 2005).10
.20*

Form of Incentive Stock Option Agreement for grants made
    pursuant to the 2004 Employee Stock Incentive Plan (incorporated
    by reference to Exhibit 10.4 to the Companys Current
    Report on
    Form 8-K
    filed August 30, 2005).10
.21*

Form of Non-Qualified Stock Option Agreement for grants made
    pursuant to the 2004 Employee Stock Incentive Plan (incorporated
    by reference to Exhibit 10.5 to the Companys Current
    Report on
    Form 8-K
    filed August 30, 2005).10
.22*

Form of Notice of Grant of Stock Options and Stock Option
    Agreement for grants made pursuant to both the Employee Stock
    Option Plan and 2004 Employee Stock Incentive Plan (incorporated
    by reference to Exhibit 10.6 to the Companys Current
    Report on
    Form 8-K
    filed August 30, 2005).10
.23

Office Lease Agreement dated August 25, 2005 by and between
    24000 Development, LLC and Emulex Design &
    Manufacturing Corporation (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on
    Form 8-K
    filed August 31, 200510
.24*

Description of Compensation Arrangements with Non-Employee
    Directors (incorporated by reference to Exhibit 10.24 to
    the Companys Annual Report on
    Form 10-K
    for the fiscal year ended July 1, 2007).10
.25*

Description of Compensation Arrangements for Certain Executive
    Officers (incorporated by reference to Exhibit 10.1 to the
    Companys Current Report on
    Form 8-K
    filed on August 27, 2007).10
.26*

Executive Bonus Plan of Emulex Corporation, as amended and
    restated effective August 22, 2007 (incorporated by
    reference to Exhibit 10.2 to the Companys Quarterly
    Report on
    Form 10-Q
    filed November 2, 2007)10
.27*

Aarohi Communications, Inc. 2001 Stock Option Plan (incorporated
    by reference to Exhibit 99.1 to the Companys
    Registration Statement on
    Form S-8
    filed May 8, 2006) 89




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##### Table of Contents



Exhibit No.

Description of Exhibit10
.28*

Form of Aarohi Communications, Inc. Stock Option
    Agreement(incorporated by reference to Exhibit 99.2 to the
    Companys Registration Statement on
    Form S-8
    filed May 8, 2006)10
.29*

Form of Aarohi Communications, Inc. Stock Option Agreement
    (alternate form) (incorporated by reference to Exhibit 99.3
    to the Companys Registration Statement on
    Form S-8
    filed May 8, 2006)10
.30*

Form of Aarohi Communications, Inc. Notice of Grant of Stock
    Option (incorporated by reference to Exhibit 99.4 to the
    Companys Registration Statement on
    Form S-8
    filed May 8, 2006)10
.31*

Form of Emulex Corporation Stock Option Assumption Documents for
    holders of options granted under the Aarohi Communications, Inc.
    2001 Stock Option Plan (incorporated by reference to
    Exhibit 99.5 to the Companys Registration Statement
    on
    Form S-8
    filed May 8, 2006)10
.32*

Emulex Corporation 2005 Equity Incentive Plan (incorporated by
    reference to Appendix A to the Companys Definitive
    Proxy Statement for its Annual Meeting of Stockholders held on
    November 17, 2007)10
.33*

Form of 2005 Equity Incentive Plan Restricted Stock Award
    Agreement (incorporated by reference to Exhibit 10.1 to the
    Companys Quarterly Report on
    Form 10-Q
    for the period ended April 2, 2006)10
.34*

Form of Notice of Grant of Restricted Stock Award under 2005
    Equity (incorporated by reference to Exhibit 10.2 to the
    Companys Quarterly Report on
    Form 10-Q
    for the period ended April 2, 200610
.35

Second Amendment to Lease dated May 26, 2006 by and between
    Brass Creekside, L.P. and Emulex Design &
    Manufacturing Corporation (incorporated by reference to the
    Companys Current Report on
    Form 8-K
    filed June 5, 2006)10
.36*

Sierra Logic, Inc. 2001 Stock Option Plan (incorporated by
    reference to Exhibit 99.1 to the Companys
    Registration Statement on
    Form S-8
    filed on October 5, 2006)10
.37*

Form of Sierra Logic, Inc. Stock Option Agreement and Notice of
    Grant of Stock Option (incorporated by reference to
    Exhibit 99.2 to the Companys Registration Statement
    on
    Form S-8
    filed on October 5, 2006)10
.38*

Form of Emulex Corporation Stock Option Assumption Documents for
    holders of options granted under the Sierra Logic, Inc. 2001
    Stock Option Plan (incorporated by reference to
    Exhibit 99.3 to the Companys Registration Statement
    on
    Form S-8
    filed on October 5, 2006)10
.39

Amendment No. 4 to Sublease Agreement by and between Emulex
    Communications Corporation and WJ Communications Inc.
    (incorporated by reference to Exhibit 10.1 to the
    Companys Current Report on
    Form 8-K
    filed on August 2, 2006)10
.40

Deed of Lease between Aarohi Communications Private Limited and
    M/s M.K. Chakrapani & Co. relating to the
    Companys offices in Bangalore, India (incorporated by
    reference to Exhibit 10.3 to the Companys Quarterly
    Report on
    Form 10-Q
    for the period ended October 1, 2006)10
.41*

Offer letter, dated May 4, 2008, from the Company to
    Jeffrey W. Benck (incorporated by reference to Exhibit 10.1
    to the Companys Current Report on
    Form 8-K
    filed on May 12, 200821


List of the Companys subsidiaries.23


Consent of Independent Registered Public Accounting Firm.31A


Certification of the Principal Executive Officer Pursuant to
    17 CFR 240.13a-14(a), as Adopted Pursuant to §302 of
    the Sarbanes-Oxley Act of 2002.31B


Certification of the Principal Financial Officer Pursuant to
    17 CFR 240.13a-14(a), as Adopted Pursuant to §302 of
    the Sarbanes-Oxley Act of 2002.32


Certification Pursuant to 18 U.S.C. Section 1350, as
    Adopted Pursuant to §906 of the Sarbanes-Oxley Act of 2002.     *
    
    Indicates a management contract or compensation plan or
    arrangement. 90