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 27,
    2010Oro

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

51-0300558(State or other
    jurisdiction

(I.R.S. Employerof incorporation or
    organization)

Identification No.)3333 Susan Street
    Costa Mesa, California

92626(Address of principal executive
    offices)

(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
  Regulation S-T o o
  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 27, 2010, June 28, 2009, and June 29, 2008,
    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 1.
    Business.  Introduction
    and Company History
      (714) 662-5600.
  ® tm
  ® ® switch-on-a-chip
     2




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




---



##### 



Next
    Generation Data Center
    tm
    Storage
    I/O Interconnects
    one-and-a-half
  Our
    Products
   4




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##### 



Host
    Server Products
        Embedded
    Storage Products
  I/O Processors end-to-end
       5




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##### 



Overall
    Intellectual
    Property
        Engineering
    and Development
    Selling
    and Marketing
   6




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Seasonality
    Order
    Backlog
    Concentration
    of Customers, Revenue by Product Families and Geographic
    Area
  Form 10-K Form 10-K
  Competition
           7




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Manufacturing
    and Suppliers
        Employees
   8




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Executive
    Officers of the Registrant
    Name

Position

AgePaul F. Folino

Executive Chairman


65James M. McCluney(1)

Chief Executive Officer


59Jeffrey W. Benck(2)

President and Chief Operating Officer


45Michael J. Rockenbach

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


49Steve A. Daheb(3)

Senior Vice President, Chief Marketing Officer


38Jeffrey L. Hoogenboom(3)

Senior Vice President, Worldwide Sales


44John J. Warwick(3)

Senior Vice President, Operations


45Randall G. Wick(4)

Senior Vice President, General Counsel


56     (1)
    
    Effective August 24, 2010, Mr. McCluney resigned as
    President of the Company.(2)
    
    Effective August 24, 2010, Mr. Benck was appointed
    President and Chief Operating Officer of the Company.(3)
    
    These persons serve in the indicated capacities as SEC
    Section 16 officers of the Registrant, but are not officers
    of the Registrant or its subsidiaries, and are considered a
    significant employee.(4)
    
    These persons serve as officers of the Registrants
    principal operating subsidiaries; they are not officers of the
    Registrant. Also, these persons serve in the indicated
    capacities as SEC Section 16 officers of the Registrant.  Mr. Folino
  Mr. McCluney
  Mr. Benck
  Mr. Rockenbach
  Mr. Daheb
 9




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##### 



Mr. Hoogenboom
  Mr. Warwick
  Mr. Wick
    Item 1A.
    Risk
    Factors.  Our
    acquisition of ServerEngines Corporation on August 25,
    2010, involve numerous risks which may have a material adverse
    effect on our business and operating results.
    
    complexities in creating and maintaining uniform standards,
    controls, procedures, and policies;
    different geographic locations of the principal operations of
    Emulex and ServerEngines and difficulties relating to management
    of the former ServerEngines operations and personnel in India;
    currency conversion exposure for payroll and other expenses of
    ServerEnginess principal product development facility in
    Hyderabad, India;
    difficulties with integrating acquired technology into our
    existing technology in a timely and efficient manner that would
    allow us to fully realize the benefits of this acquisition.   10




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The
    recent economic downturn has resulted in a reduction in
    information technology spending in general, or spending on
    computer and storage systems in particular, that will adversely
    affect our revenues and results of operations in the near term
    and possibly beyond.
    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
    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, occurs more
    slowly than we anticipate, or declines.
  and/or
 11




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Because
    a significant portion of our revenues is generated from sales to
    a limited number of customers, none of which are subject to
    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.
        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.
  period-to-period
  
    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; 12




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
    Market share losses or difficulty in gaining incremental market
    share;
    Fluctuations in product development, procurement, resource
    utilization and other operating expenses;
    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 or
    suppliers 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; and
    Seasonality.    A
    number of factors including 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, thus our
    results of operations could be adversely affected if we are
    unable to keep pace with the changes to successfully
    compete.
   13




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We
    have experienced losses in our history and may experience losses
    in our future that may adversely affect our financial
    condition.
  and/or and/or
  The
    timing of migration of our customers toward newer product
    platforms varies and 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.
    Any
    failure of our OEM customers to keep up with rapid technological
    change and to 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 board level solutions to
    lower priced ASIC solutions, could adversely affect our
    business.
    If
    customers elect to use lower-end HBAs in higher-end environments
    or applications, our business and financial condition could be
    negatively affected.
   14




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Advancement
    of storage device capacity technology may not allow for
    additional revenue growth.
    A
    decrease in the average unit selling prices 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.
    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.   15




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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 constitute 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;
    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.     16




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Unsolicited
    takeover proposals may be disruptive to our business and may
    adversely affect our operations; results and our ability to
    retain key employees.
        If our
    intellectual property protections are inadequate, it could
    adversely affect our business.
      and/or
 17




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and/or
  Third
    party claims of intellectual property infringement could
    adversely affect our business.
    Form 10-K.
  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 become more costly or
    less profitable than originally 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; 19




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
    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;
    Losses incurred by our strategic investments that may be
    required to be reflected in 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; and
    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.    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;
    Events affecting other companies that investors deem to be
    comparable to us; and
    Offers to buy us or a competitor for a premium over recent
    trading price.   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
    certificate of incorporation, provisions of Delaware law, and
    any shareholders rights plan could adversely affect the
    performance of our stock.
    Our
    system of internal controls may be inadequate.
   21




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and/or and/or
  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
    and our tax liabilities may be adversely affected by changes in
    applicable tax laws.
        Changes
    in our provision for income taxes or adverse outcomes resulting
    from examination of our income tax returns could adversely
    affect our results
    
    Earnings being lower than anticipated in countries that have
    lower tax rates and higher than anticipated in countries that
    have higher tax rates; 22




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
    Changes in domestic and foreign tax laws including possible
    U.S. changes to the taxation of earnings of foreign
    subsidiaries, the deductibility of expenses attributable to
    foreign income and changes to foreign tax credit rules;
    Expiration or lapses of federal and state research credits;
    Unfavorable results from income tax audits;
    Changes in transfer pricing regulations;
    Changes in allocation of income and expenses related to cost
    sharing arrangements, including adjustments related to changes
    in the corporate structure, acquisitions or law changes;
    Tax effects of increases in nondeductible compensation;
    Changes in accounting rules or principles, including the
    potential adoption of international financial reporting
    standards (IFRS) and changes in the valuation of deferred tax
    assets and liabilities.    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.    Global
    warming issues may cause us to alter the way we conduct our
    business.
   23




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Item 1B.
    Unresolved
    Staff Comments.    Item 2.
    Properties.      Item 3.
    Legal
    Proceedings.    Item 4.
    Submission
    of Matters to a Vote of Security Holders.    PART II
  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder
    Matters, and Issuer Purchases of Equity
    Securities.  Principal
    Market and Prices
    High


Low2010Fourth Quarter

$
13.90


$
8.69Third Quarter


14.34



10.80Second Quarter


12.33



9.42First Quarter


11.00



7.942009Fourth Quarter

$
11.44


$
4.82Third Quarter


7.75



4.53Second Quarter


11.00



6.08First Quarter


14.32



9.77   Number of
    Common Stockholders
    Dividends
   24




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Issuer
    Purchases of Equity Securities
    time-to-time
  Total


ApproximateNumber of


Dollar ValueShares


of SharesPurchased


That MayAverage


as Part of


Yet BeTotal


Price


Publicly


PurchasedNumber


Paid


Announced


Under theof Shares


per


Plans


PlansPeriod

Purchased


Share


or Programs


or ProgramsMarch 29, 2010 - April 25, 2010













$
81,760,136April 26, 2010 - May 23, 2010













$
81,760,136May 24, 2010 - June 27, 2010













$
81,760,136Total













$
81,760,136   Sales of
    Unregistered Securities
    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 500 COMPUTER STORAGE AND PERIPHERALS INDEX
  
    *
    
    Assumes the value of the investment in the Companys common
    stock and each index was $100 on July 4, 2005. 26




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Item 6.
    Selected
    Financial Data.    Selected
    Consolidated Statements of Operations Data
  Year EndedJune 27,


June 28,


June 29,


July 1,


July 2,2010


2009(2)


2008(2)


2007(2)


2006(1)(2)(In thousands, except per share data)Net revenues:Host Server Products

$
288,437


$
284,099


$
352,687


$
357,279


$
340,566Embedded Storage Products


110,283



93,559



134,858



107,578



59,203Other


430



564



756



5,330



3,044Total net revenues


399,150



378,222



488,301



470,187



402,813Cost of sales


152,458



146,465



187,077



195,579



163,993Gross profit


246,692



231,757



301,224



274,608



238,820Operating expenses:Engineering and development


126,850



129,795



129,232



117,833



89,669Selling and marketing


56,554



53,460



57,946



47,870



36,169General and administrative


50,454



41,888



38,531



31,416



23,680Amortization of other intangible assets


6,792



5,337



9,260



12,082



10,944Impairment of other intangible assets














2,001



In-process research and development














19,225



17,272Total operating expenses


240,650



230,480



234,969



230,427



177,734Operating income


6,042



1,277



66,255



44,181



61,086Nonoperating income, net:Interest income


286



4,362



11,672



20,000



21,150Interest expense


(7
)


(29
)


(27
)


(1,179
)


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


23



(4
)


17



(3,919
)


173Total nonoperating income, net


302



4,329



11,662



14,902



18,829Income before income taxes


6,344



5,606



77,917



59,083



79,915Income tax (benefit) provision


(17,276
)


(1,938
)


84,988



29,649



39,464Net income (loss)

$
23,620


$
7,544


$
(7,071
)

$
29,434


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

$
0.29


$
0.09


$
(0.09
)

$
0.34


$
0.48Diluted

$
0.29


$
0.09


$
(0.09
)

$
0.34


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


80,097



80,770



82,323



84,545



83,920Diluted


81,282



81,113



82,323



88,781



91,255     (1)
    
    Net revenues have been reclassified into Host Server Products,
    Embedded Storage Products, and Other categories.(2)
    
    EPS data for all periods presented were adjusted to conform to
    the authoritative guidance issued by the FASB in fiscal year
    2010. 27




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Selected
    Consolidated Balance Sheet Data
  Year EndedJune 27,


June 28,


June 29,


July 1,


July 2,2010


2009


2008


2007


2006(In thousands)Total current assets

$
416,551


$
406,553


$
457,047


$
399,054


$
707,554Total current liabilities


60,430



52,240



87,605



70,529



302,564Working capital


356,121



354,313



369,442



328,525



404,990Total assets


689,450



658,918



699,056



659,477



860,157Convertible subordinated notes


















235,177Accumulated deficit


(372,450
)


(396,070
)


(403,614
)


(401,982
)


(431,416
)Total stockholders equity


591,182



569,444



575,839



581,907



556,913   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
    ®
  ® switch-on-a-chip
         29




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Global
    Initiatives
      Business
    Combination
    Results
    of Operations for Emulex Corporation and Subsidiaries
  Form 10-K.
 30




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##### 



Percentage of Net Revenues2010


2009


2008Net revenues:Host Server Products


72
%


75
%


72
%Embedded Storage Products


28



25



28Other










Total net revenues


100



100



100Cost of sales


38



39



38Gross profit


62



61



62Operating expenses:Engineering and development


32



34



26Selling and marketing


14



14



12General and administrative


12



11



8Amortization of other intangible assets


2



1



2Total operating expenses


60



61



48Operating income


2







14Nonoperating income, net:Interest income






1



2Interest expense










Other (expense) income, net










Total nonoperating income, net






1



2Income before income taxes


2



1



16Income tax (benefit) provision


(4
)


(1
)


17Net income (loss)


6
%


2
%


(1
)%   Fiscal
    2010 versus Fiscal 2009
  Net Revenues.
  Net
    Revenues by Product Line
    Net Revenues by Product LinePercentage of





Percentage of


Increase/


Percentage2010


Net Revenues


2009


Net Revenues


(Decrease)


Change(Dollars in thousands)Host Server Products

$
288,437



72
%

$
284,099



75
%

$
4,338



2
%Embedded Storage Products


110,283



28



93,559



25



16,724



18
%Other


430







564







(134
)


(24
)%Total net revenues

$
399,150



100
%

$
378,222



100
%

$
20,928



6
%    31




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##### 



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

and IndirectRevenues

Revenues(2)2010

2009

2010

2009Net revenue percentage(1)OEM:EMC










12
%


14
%Hewlett-Packard


13
%


17
%


14
%


17
%IBM


22
%


22
%


31
%


31
%     (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.    Net
    Revenues by Sales Channel
    Net Revenues by Sales ChannelPercentage of





Percentage of


Increase/


Percentage2010


Net Revenues


2009


Net Revenues


(Decrease)


Change(Dollars in thousands)OEM

$
335,122



84
%

$
306,032



81
%

$
29,090



10
%Distribution


63,681



16
%


71,894



19
%


(8,213
)


(11
)%Other


347







296







51



17
%Total net revenues

$
399,150



100
%

$
378,222



100
%

$
20,928



6
%  32




---



##### 



Net
    Revenues by Geographic Territory
    Net Revenues by Geographic TerritoryPercentage of





Percentage of


Increase/


Percentage2010


Net Revenues


2009


Net Revenues


(Decrease)


Change(Dollars in thousands)Asia Pacific

$
141,105



35
%

$
107,914



29
%

$
33,191



31
%United States


130,511



33
%


144,201



38
%


(13,690
)


(9
)%Europe, Middle East, and Africa


121,757



31
%


120,260



32
%


1,497



1
%Rest of the world


5,777



1
%


5,847



1
%


(70
)


(1
)%Total net revenues

$
399,150



100
%

$
378,222



100
%

$
20,928



6
%     Gross Profit.
  Gross ProfitPercentage of



Percentage of

Increase/

Percentage2010

Net Revenues

2009

Net Revenues

(Decrease)

Points Change$246,692

62%

$231,757

61%

$14,935

1%     Engineering and Development.
 33




---



##### 



Engineering and DevelopmentPercentage of



Percentage of

Increase/

Percentage2010

Net Revenues

2009

Net Revenues

(Decrease)

Points Change$126,850

32%

$129,795

34%

$(2,945)

(2)%     Selling and Marketing.
  Selling and MarketingPercentage of



Percentage of

Increase/

Percentage2010

Net Revenues

2009

Net Revenues

(Decrease)

Points Change$56,554

14%

$53,460

14%

$3,094

%     General and Administrative.
  General and AdministrativePercentage of



Percentage of

Increase/

Percentage2010

Net Revenues

2009

Net Revenues

(Decrease)

Points Change$50,454

12%

$41,888

11%

$8,566

1%  34




---



##### 



Amortization of Other Intangible
    Assets.
  Amortization of Other Intangible AssetsPercentage of



Percentage of

Increase/

Percentage2010

Net Revenues

2009

Net Revenues

(Decrease)

Points Change$6,792

2%

$5,337

1%

$1,455

1%     Nonoperating Income, net.
  Nonoperating Income, NetPercentage of



Percentage of

Increase/

Percentage2010

Net Revenues

2009

Net Revenues

(Decrease)

Points Change$302

%

$4,329

1%

$(4,027)

(1)%     Income taxes.
  Income TaxesPercentage of



Percentage of

Increase/

Percentage2010

Net Revenues

2009

Net Revenues

(Decrease)

Points Change$(17,276)

(4)%

$(1,938)

(1)%

$(15,338)

(3)%    35




---



##### 



Fiscal
    2009 versus Fiscal 2008
  Net Revenues.
  Net
    Revenues by Product Line
    Net Revenues by Product LinePercentage of





Percentage of


Increase/


Percentage2009


Net Revenues


2008


Net Revenues


(Decrease)


Change(Dollars in thousands)Host Server Products

$
284,099



75
%

$
352,687



72
%

$
(68,588
)


(19
)%Embedded Storage Products


93,559



25



134,858



28



(41,299
)


(31
)%Other


564







756







(192
)


(25
)%Total net revenues

$
378,222



100
%

$
488,301



100
%

$
(110,079
)


(23
)%     ® ®
    Net
    Revenues by Major Customers
   36




---



##### 



Net Revenues by Major CustomersTotal DirectDirect

and IndirectRevenues

Revenues(2)2009

2008

2009

2008Net revenue percentage(1)OEM:EMC










14
%


18
%Hewlett-Packard


17
%


15
%


17
%


15
%IBM


22
%


21
%


31
%


28
%Other:Info X


10
%


14
%






     (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.    Net
    Revenues by Sales Channel
    Net Revenues by Sales ChannelPercentage of





Percentage of


Increase/


Percentage2009


Net Revenues


2008


Net Revenues


(Decrease)


Change(Dollars in thousands)OEM

$
306,032



81
%

$
366,717



75
%

$
(60,685
)


(17
)%Distribution


71,894



19
%


121,044



25
%


(49,150
)


(41
)%Other


296







540







(244
)


(45
)%Total net revenues

$
378,222



100
%

$
488,301



100
%

$
(110,079
)


(23
)%    37




---



##### 



Net
    Revenues by Geographic Territory
    Net Revenues by Geographic TerritoryPercentage of





Percentage of


Increase/


Percentage2009


Net Revenues


2008


Net Revenues


(Decrease)


Change(Dollars in thousands)United States

$
144,201



38
%

$
197,063



40
%

$
(52,862
)


(27
)%Europe, Middle East, and Africa


120,260



32
%


160,386



33
%


(40,126
)


(25
)%Asia Pacific


107,914



29
%


125,392



26
%


(17,478
)


(14
)%Rest of the world


5,847



1
%


5,460



1
%


387



7
%Total net revenues

$
378,222



100
%

$
488,301



100
%

$
(110,079
)


(23
)%     Gross Profit.
  Gross ProfitPercentage of



Percentage of

Increase/

Percentage2009

Net Revenues

2008

Net Revenues

(Decrease)

Points Change$231,757

61%

$301,224

62%

$(69,467)

%     Engineering and Development.
  Engineering and DevelopmentPercentage of



Percentage of

Increase/

Percentage2009

Net Revenues

2008

Net Revenues

(Decrease)

Points Change$129,795

34%

$129,232

26%

$563

8%    38




---



##### 



Selling and Marketing.
  Selling and MarketingPercentage of



Percentage of

Increase/

Percentage2009

Net Revenues

2008

Net Revenues

(Decrease)

Points Change$53,460

14%

$57,946

12%

$(4,486)

2%     General and Administrative.
  General and AdministrativePercentage of



Percentage of

Increase/

Percentage2009

Net Revenues

2008

Net Revenues

(Decrease)

Points Change$41,888

11%

$38,531

8%

$3,357

3%     Amortization of Other Intangible
    Assets. not-to-compete
 39




---



##### 



Amortization of Other Intangible AssetsPercentage of



Percentage of

Increase/

Percentage2009

Net Revenues

2008

Net Revenues

(Decrease)

Points Change$5,337

1%

$9,260

2%

$(3,923)

%     Nonoperating Income, net.
  Nonoperating Income, NetPercentage of



Percentage of

Increase/

Percentage2009

Net Revenues

2008

Net Revenues

(Decrease)

Points Change$4,329

1%

$11,662

2%

$(7,333)

(1)%     Income taxes.
  Income TaxesPercentage of



Percentage of

Increase/

Percentage2009

Net Revenues

2008

Net Revenues

(Decrease)

Points Change$(1,938)

(1)%

$84,988

17%

$(86,926)

(18)%     Critical
    Accounting Policies
      Revenue Recognition.
 40




---



##### 



Warranty.
  Allowance for Doubtful Accounts.
  Intangible Assets and Other Long-Lived
    Assets.
  Inventories. first-in,
  Goodwill.
   41




---



##### 



Income Taxes.
    Stock-Based Compensation.
  Litigation Costs.
 42




---



##### 



Recently
    Adopted and Recently Issued Accounting Standards
    Liquidity
    and Capital Resources
           43




---



##### 



Payments Due by PeriodTotal


2011


2012


2013


2014


2015


Thereafter(In thousands)Leases(1)

$
11,599


$
6,036


$
3,966


$
1,597











Purchase commitments


41,157



41,157



















Other commitments(2)


14,819



13,890



929















Total

$
67,575


$
61,083


$
4,895


$
1,597


$



$



$
     (1)
    
    Lease payments include common area maintenance (CAM) charges.(2)
    
    Consists primarily of commitments for professional services of
    approximately $8.0 million and non-recurring engineering
    services of approximately $4.4 million but excludes
    approximately $33.6 million of liabilities for uncertain
    tax positions for which we cannot make a reasonably reliable
    estimate of the period of payment. See Note 13 in the
    accompanying notes to consolidated financial statements  Item 7A.
    Qualitative
    and Quantitative Disclosures about Market
    Risk.  Interest
    Rate Sensitivity
       44




---



##### 



Item 8.
    Financial
    Statements and Supplementary Data.  Form 10-K.
  Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure.    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.   45




---



##### 



PART III
  Item 10.
    Directors,
    Executive Officers, and Corporate Governance.    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)


7,018,020


$
21.53



8,036,382
(4)Employee stock purchase plan approved by security holders(2)










678,085Equity compensations plans not approved by security holders(3)


513,075


$
9.78



415Total


7,531,095


$
20.73



8,714,882     (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. 46




---



##### 



(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 12 in the
    accompanying notes to 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 3,437,741 shares
    that are not deemed issued for accounting purposes until vested.  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
   47




---



##### 



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 27, 2010, June 28, 2009, and June 29,
    2008
    (With Report of Independent Registered Public Accounting Firm
    Thereon)
  Page NumberConsolidated Financial StatementsReports of Independent Registered Public
    Accounting Firm


49Consolidated Balance Sheets 
    June 27, 2010, and June 28, 2009


51Consolidated Statements of Operations 
    Years ended June 27, 2010, June 28, 2009, and
    June 29, 2008


52Consolidated Statements of Stockholders
    Equity and Comprehensive Income (Loss)  Years ended
    June 27, 2010, June 28, 2009, and June 29,
    2008


53Consolidated Statements of Cash Flows 
    Years ended June 27, 2010, June 28, 2009, and
    June 29, 2008


54Notes to Consolidated Financial Statements


55ScheduleSchedule II  Valuation and
    Qualifying Accounts


86    48




---



##### 



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM             Internal Control  Integrated
    Framework
  KPMG
    LLP
    49




---



##### 



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
     Internal Control  Integrated
    Framework
        Internal Control  Integrated Framework
    KPMG
    LLP
    50




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  CONSOLIDATED BALANCE SHEETS
 June 27,
    2010 and June 28, 2009
  2010


2009(In thousands,except share data)ASSETSCurrent assets:Cash and cash equivalents

$
248,813


$
294,136Investments


45,990



8,289Accounts and other receivables, net of allowance for doubtful
    accounts of $1,653 and $1,553 at June 27, 2010 and
    June 28, 2009, respectively


58,479



51,566Inventories


13,465



10,665Prepaid income taxes


17,563



17,083Prepaid expenses and other current assets


12,799



8,021Deferred income taxes


19,442



16,793Total current assets


416,551



406,553Property and equipment, net


64,341



74,794Goodwill


93,976



87,840Intangible assets, net


44,497



42,990Deferred income taxes


27,658



16,002Other assets


42,427



30,739Total assets

$
689,450


$
658,918LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable

$
31,377


$
28,786Accrued liabilities


29,053



23,454Total current liabilities


60,430



52,240Other liabilities


4,287



5,826Accrued taxes


33,551



31,408Total liabilities


98,268



89,474Commitments and contingencies (Note 11)Subsequent events (Notes 2, 8, 11, 12)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; 91,217,793 and 89,668,255 issued at June 27,
    2010 and June 28, 2009, respectively


9,122



8,967Additional paid-in capital


1,123,365



1,106,990Accumulated deficit


(372,450
)


(396,070
)Accumulated comprehensive loss


(615
)


(443
)Treasury stock, at cost; 10,550,971 and 8,550,971 shares at
    June 27, 2010 and June 28, 2009, respectively


(168,240
)


(150,000
)Total stockholders equity


591,182



569,444Total liabilities and stockholders equity

$
689,450


$
658,918    51




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF OPERATIONS
 Years
    Ended June 27, 2010, June 28, 2009, and June 29,
    2008
  2010


2009


2008(In thousands, except per share data)Net revenues

$
399,150


$
378,222


$
488,301Cost of sales


152,458



146,465



187,077Gross profit


246,692



231,757



301,224Operating expenses:Engineering and development


126,850



129,795



129,232Selling and marketing


56,554



53,460



57,946General and administrative


50,454



41,888



38,531Amortization of other intangible assets


6,792



5,337



9,260Total operating expenses


240,650



230,480



234,969Operating income


6,042



1,277



66,255Nonoperating income, net:Interest income


286



4,362



11,672Interest expense


(7
)


(29
)


(27
)Other income (expense), net


23



(4
)


17Total nonoperating income, net


302



4,329



11,662Income before income taxes


6,344



5,606



77,917Income tax (benefit) provision


(17,276
)


(1,938
)


84,988Net income (loss)

$
23,620


$
7,544


$
(7,071
)Net income (loss) per share:Basic

$
0.29


$
0.09


$
(0.09
)Diluted

$
0.29


$
0.09


$
(0.09
)Number of shares used in per share computations:Basic


80,097



80,770



82,323Diluted


81,282



81,113



82,323    52




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF
    STOCKHOLDERS EQUITY
    AND COMPREHENSIVE INCOME (LOSS)
    Years ended June 27, 2010, June 28, 2009, and
    June 29, 2008
  Common Stock








Accumulated





TotalShares





Additional





Comprehensive





Stock-Out-





Paid-In


Accumulated


Income/


Treasury


holdersstanding


Amount


Capital


Deficit


(Loss)


Stock


EquityBalance 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
)


575,839Net income














7,544











7,544Foreign currency translation adjustment


















(450
)






(450
)Comprehensive income


























7,094Share-based compensation expense










23,095















23,095Stock awards vested


805,379



81



(81
)














Common stock withheld for taxes


(267,789
)


(27
)


(2,854
)














(2,881
)Exercise of stock options


364,405



37



1,892















1,929Tax shortfall from exercise of stock options










(854
)














(854
)Issuance of common stock under employee stock purchase plan


652,938



65



5,070















5,135Purchase of treasury stock


(2,890,634
)


















(39,913
)


(39,913
)Balance at June 28, 2009


81,117,284



8,967



1,106,990



(396,070
)


(443
)


(150,000
)


569,444Net income














23,620











23,620Foreign currency translation adjustment


















(172
)






(172
)Comprehensive income


























23,448Share-based compensation expense










18,152















18,152Stock awards vested


1,206,210



121



(121
)














Common stock withheld for taxes


(419,792
)


(42
)


(4,287
)














(4,329
)Exercise of stock options


128,745



13



690















703Tax shortfall from exercise of stock options










(3,366
)














(3,366
)Issuance of common stock under employee stock purchase plan


634,375



63



5,307















5,370Purchase of treasury stock


(2,000,000
)


















(18,240
)


(18,240
)Balance at June 27, 2010


80,666,822


$
9,122


$
1,123,365


$
(372,450
)

$
(615
)

$
(168,240
)

$
591,182    53




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF CASH FLOWS
 June 27,
    2010, June 28, 2009, and June 29, 2008
  2010


2009


2008(In thousands)Cash flows from operating activities:Net income (loss)

$
23,620


$
7,544


$
(7,071
)Adjustments to reconcile net income (loss) to net cash provided
    by operating activities:Depreciation and amortization of property and equipment


20,915



22,322



19,113Share-based compensation expense


18,114



23,108



29,002Amortization of intangible assets


25,694



24,257



32,302Accrued interest income, net


35



556



(437
)Loss on disposal of assets, net


512



102



128Deferred income taxes


(14,304
)


(6,521
)


(3,167
)Excess tax benefits from share-based compensation


(658
)


(310
)


(1,411
)Impairment of intangible assets










3,097Foreign currency adjustments


51



42



(28
)Provision for losses on accounts and other receivables


100



(200
)


(149
)Changes in assets and liabilities:Accounts and other receivables, net


(7,011
)


10,260



6,044Inventories


(2,764
)


8,685



9,632Prepaid expenses and other assets


(8,541
)


(4,833
)


(2,656
)Accounts payable, accrued liabilities, and other liabilities


7,829



4,863



325Accrued taxes


2,143



(571
)


11,670Income taxes payable and prepaid income taxes


(3,744
)


(55,326
)


45,721Net cash provided by operating activities


61,991



33,978



142,115Cash flows from investing activities:Net proceeds from sale of property and equipment


261



176



85Additions to property and equipment


(11,637
)


(24,673
)


(27,748
)Investment in and loans to privately-held companies


(12,000
)


(20,932
)


(5,000
)Additions to intangibles


(21,200
)






Cash disbursed for business acquisition


(8,817
)






Other purchases of investments


(120,425
)


(97,715
)


(794,960
)Maturities of investments


82,689



221,741



864,353Net cash (used in) provided by investing activities


(91,129
)


78,597



36,730Cash flows from financing activities:Proceeds from issuance of common stock under stock plans


6,073



7,064



10,425Repurchase of common stock


(18,240
)


(39,913
)


(40,000
)Tax withholding payments reimbursed by common stock


(4,329
)


(2,881
)


(2,682
)Excess tax benefits from share-based compensation


658



310



1,411Net cash used in financing activities


(15,838
)


(35,420
)


(30,846
)Effect of exchange rates on cash and cash equivalents


(347
)


(36
)


(18
)Net (decrease) increase in cash and cash equivalents


(45,323
)


77,119



147,981Cash and cash equivalents at beginning of year


294,136



217,017



69,036Cash and cash equivalents at end of year

$
248,813


$
294,136


$
217,017    54




---



##### 



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
   55




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Cash
    Equivalents
      Investments
    Equity
    Investments in Privately-Held Companies
  other-than-temporary other-than-temporary.
  Accounts
    Receivable
   56




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Inventories
  first-in,
  Property
    and Equipment
    Goodwill
        Long-Lived
    Assets
   57




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Intangible
    Assets, Net
    Revenue
    Recognition
      Warranty
    Research
    and Development
    Advertising
    Expenses
    Income
    Taxes
   58




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Litigation
    Costs
  and/or
  Net
    Income (Loss) per Share
   59




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Supplemental
    Cash Flow Information
    2010

2009

2008(In thousands)Interest

$
7


$
35


$
27Income taxes

$
4,668


$
63,000


$
32,853Non-cash activities:Additional goodwill resulting from escrow release as required by
    the Sierra Logic, Inc. acquisition agreement

$



$



$
24,277Purchases of property and equipment not paid, net

$
1,104


$
156


$
1,874Settlement of other assets in conjunction with business
    acquisition

$
4,000


$



$
   Comprehensive
    Income (Loss)
    Stock-Based
    Compensation
    Fair
    Value of Financial Instruments
    Business
    and Credit Concentration
   60




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Segment
    Information
    Recently
    Adopted Accounting Standards
       61




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        2010-06, 2010-06 2010-06
  2010-09, 2010-09
 62




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Recently
    Issued Accounting Standards
  2009-17,
  Note 2
    Business
    Combinations  Acquisition
    in Fiscal 2010
    Acquisition
    Subsequent to Year-End
    Note 3
    Fair
    Value of Financial Instruments    Level 1
  Level 2
  Level 3
 63




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Level 1


Level 2


Level 3


Total(In thousands)June 27, 2010Cash and cash equivalents

$
248,813


$



$



$
248,813Municipal bonds


101











101Term deposits


3,237











3,237U.S. Government securities


23,008











23,008U.S. Government sponsored entity securities


19,648











19,648$
294,807


$



$



$
294,807June 28, 2009Cash and cash equivalents

$
294,136


$



$



$
294,136Municipal bonds


152











152U.S. Government securities


4,097











4,097U.S. Government sponsored entity securities


4,058











4,058$
302,443


$



$



$
302,443     Note 4
    Cash,
    Cash Equivalents, and Investments   64




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  held-to-maturity
  Gross


GrossUnrealized


UnrealizedCost


Gains


Losses


Fair Value(In thousands)June 27, 2010Cash

$
54,691


$



$



$
54,691Money market funds


194,122











194,122Municipal bonds


101











101Term deposits


3,238







(1
)


3,237U.S. Government securities


23,006



2







23,008U.S. Government sponsored entity securities


19,645



3







19,648$
294,803


$
5


$
(1
)

$
294,807June 28, 2009Cash

$
42,516


$



$



$
42,516Money market funds


251,620











251,620Municipal bonds


151



1







152U.S. Government securities


4,097











4,097U.S. Government sponsored entity securities


4,041



17







4,058$
302,425


$
18


$



$
302,443     2010


2009(In thousands)Cash and cash equivalents

$
248,813


$
294,136Short-term investments (maturities less than one year)


45,990



8,289$
294,803


$
302,425   Note 5
    Inventories    2010


2009(In thousands)Raw materials

$
2,717


$
4,330Finished goods


10,748



6,335$
13,465


$
10,665  65




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 6
    Property
    and Equipment    2010


2009(In thousands)Equipment

$
92,044


$
89,661Furniture and fixtures


44,219



42,992Buildings and improvements


41,518



41,893Land


12,532



12,532190,313



187,078Less: accumulated depreciation and amortization


(125,972
)


(112,284
)$
64,341


$
74,794   Note 7
    Goodwill
    and Intangible Assets, net      CarryingAmount(In thousands)Goodwill, as of June 28, 2009

$
87,840Goodwill from acquisition during the period


6,136Goodwill, as of June 27, 2010

$
93,976     2010


2009(In thousands)Intangible assets subject to amortization:Core technology and patents

$
73,345


$
92,228Accumulated amortization, core technology and patents


(53,050
)


(82,381
)Developed technology


68,500



77,312Accumulated amortization, developed technology


(51,375
)


(46,488
)Customer relationships


3,200



38,670Accumulated amortization, customer relationships


(2,398
)


(37,227
)Tradename


4,639



4,639Accumulated amortization, tradename


(4,364
)


(3,763
)Total amortizable intangible assets, net


38,497



42,990In process research and development


6,000



Total intangible assets, net

$
44,497


$
42,990    66




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
              2011

$
21,9512012


7,8262013


4,2402014


4,2402015


240$
38,497   Note 8
    Other
    Assets    2010


2009(In thousands)Notes receivable

$
24,256


$
15,000Equity investment in privately-held company


9,184



11,184Other


8,987



4,555$
42,427


$
30,739  67




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    other-than-temporary other-than-temporary.
  Note 9
    Accrued
    Liabilities    2010


2009(In thousands)Payroll and related costs

$
14,387


$
11,410Warranty liability


1,637



2,462Deferred revenue and accrued rebates


4,169



3,499Other


8,860



6,083$
29,053


$
23,454     2010


2009(In thousands)Balance at beginning of period

$
2,462


$
4,174Accrual for warranties issued


542



1,030Changes to pre-existing warranties (including changes in
    estimates)


(737
)


(982
)Settlements made (in cash or in kind)


(630
)


(1,760
)Balance at end of period

$
1,637


$
2,462   Note 10
    Employee
    Retirement Savings Plans   68




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Note 11
    Commitments
    and Contingencies  Leases
  month-to-month
    OperatingLeasesFiscal year:2011

$
5,9982012


3,9522013


1,5952014


2015


Thereafter


Total minimum lease payments

$
11,545   Litigation
   69




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  No. CV09-00605
           70




---



##### 



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




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        Other
    Commitments and Contingencies
        Note 12
    Shareholders
    Equity  Stock
    Repurchase Program
     72




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  time-to-time
  Shareholder
    Rights Plan
    Exchange
    Program
    Stock-Based
    Compensation
      2010


2009


2008(In thousands)Total cost of stock-based payment plans during the period

$
18,152


$
23,095


$
29,008Amounts capitalized in inventory during the period


(517
)


(615
)


(569
)Amounts recognized in income for amounts previously capitalized
    in inventory


479



628



563Amounts charged against income, before income tax benefit

$
18,114


$
23,108


$
29,002Amount of related income tax benefit recognized in income

$
6,677


$
7,563


$
8,148   Employee
    Stock Purchase Plan
   73




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Employee
    Stock Option and Equity Incentive Plan
     74




---



##### 



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




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
              2010

2009

2008Expected volatility

37% - 43%

49% - 87%

32% - 45%Weighted average expected volatility

40%

67%

40%Expected dividends





Expected term (in years)

0.5

0.5

0.5Weighted average expected term (in years)

0.5

0.5

0.5Risk-free interest rate

0.17% - 0.24%

0.30% - 1.13%

1.67% - 4.08%  76




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2010

2009

2008Expected volatility

43% - 49%

42% - 53%

33% - 40%Weighted average expected volatility

47%

44%

37%Expected dividends





Expected term (in years)

3.0 - 5.0

3.0 - 5.0

2.4 - 5.0Weighted average expected term (in years)

3.8

3.8

3.3Risk-free interest rate

1.49% - 2.55%

1.12% - 3.02%

1.75% - 4.17%     WeightedAverageWeighted


Remaining


AggregateAverage


Contractual


IntrinsicOptions


Exercise Price


Term (Years)


Value(In millions)Options outstanding at June 28, 2009


12,180,404


$
21.68Options granted


553,000


$
10.62Options exercised


(128,745
)

$
5.46Options canceled


(4,565,106
)

$
22.91Options forfeited


(508,458
)

$
16.90Options outstanding at June 27, 2010


7,531,095


$
20.73



2.72


$
0.9Options vested and expected to vest at June 27, 2010


7,421,465


$
20.87



2.68


$
0.9Options exercisable at June 27, 2010


6,759,623


$
21.77



2.47


$
0.9     WeightedAverage GrantNumber of


Date FairShares


ValueAwards outstanding and unvested at June 28, 2009


2,721,606


$
12.84Awards granted


2,156,355


$
9.85Awards vested


(1,206,210
)

$
14.34Awards forfeited


(234,010
)

$
12.55Awards outstanding and unvested at June 27, 2010


3,437,741


$
10.46      77




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Note 13
    Income
    Taxes    2010


2009


2008(In thousands)Federal:Current

$
(8,562
)

$
1,852


$
86,598Deferred


(9,850
)


(2,824
)


(2,382
)State:Current


1,050



400



(517
)Deferred


(3,938
)


(3,697
)


1,220Foreign:Current


4,540



2,331



69Deferred


(516
)






Total income tax (benefit) expense

$
(17,276
)

$
(1,938
)

$
84,988   paid-in-capital
    2010


2009


2008(In thousands)Domestic

$
(29,922
)

$
4,947


$
77,680Foreign


36,266



659



237Total

$
6,344


$
5,606


$
77,917  78




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2010


2009(In thousands)Deferred tax assets:Capitalization of inventory costs

$
98


$
79Reserves not currently deductible


8,835



9,962Share-based compensation


17,274



15,706Net operating loss carryforwards


10,902



11,639General business and state credit carryforwards


19,373



13,589Capitalized research and development expenditures


1,314



2,030Capital loss carryforwards


2,370



2,609Property and equipment


2,473



529Other


1,271



708Total gross deferred tax assets


63,910



56,851Less valuation allowance


(3,121
)


(3,002
)Deferred tax assets, net of valuation allowance


60,789



53,849Deferred tax liabilities:Various state taxes


5,335



4,349Intangible assets  customer relationships


324



584Intangible assets  core technology and patents


8,030



16,121Total gross deferred tax liabilities


13,689



21,054Net deferred tax asset

$
47,100


$
32,795        79




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2010


2009


2008(In thousands)Expected income tax expense at 35%

$
2,220


$
1,962


$
27,271State income tax (benefit) expense, net of federal tax benefit


(1,877
)


(2,143
)


457Change in valuation allowance allocated to income tax expense


(211
)






Effect of foreign activities taxed at differing tax rates


(4,557
)


4,960



57,609Expiration of prior period tax matters


(4,258
)


(5,282
)


(1,583
)Research and other credits


(1,558
)


(4,691
)


(1,795
)Stock-based compensation


(3,157
)


1,506



2,494Prior period Section 199 deduction


(5,733
)






Other, net


1,855



1,750



535Total income tax (benefit) expense

$
(17,276
)

$
(1,938
)

$
84,988             Balance at June 28, 2009

$
31,408Additions based on tax positions related to the current year


5,859Additions for tax positions of prior years


1,136Reductions for tax positions of prior years


Reductions for tax positions due to a lapse in statute


(4,852
)Balance at June 27, 2010

$
33,551  80




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Note 14
    Revenue
    by Product Families, Geographic Area and Significant
    Customers  Revenues
    by Product Families
      2010


2009


2008(In thousands)Net revenues:Host Server Products

$
288,437


$
284,099


$
352,687Embedded Storage Products


110,283



93,559



134,858Other


430



564



756Total net revenues

$
399,150


$
378,222


$
488,301   Revenues
    by Geographic Area
    2010


2009


2008(In thousands)Asia Pacific

$
141,105



35
%

$
107,914



29
%

$
125,392



26
%United States


130,511



33
%


144,201



38
%


197,063



40
%Europe, Middle East, and Africa


121,757



31
%


120,260



32
%


160,386



33
%Rest of the world


5,777



1
%


5,847



1
%


5,460



1
%Total net revenues

$
399,150



100
%

$
378,222



100
%

$
488,301



100
%    81




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Significant
    Customers
    AccountsNet Revenues

Receivable2010

2009

2008

2010

2009Hewlett-Packard


13
%


17
%


15
%


13
%


15
%IBM


22
%


22
%


21
%


21
%


24
%     Net Revenues2010

2009

2008EMC


12
%


14
%


18
%Hewlett-Packard


14
%


17
%


15
%IBM


31
%


31
%


28
%   Note 15
    Net
    Income (Loss) per Share   82




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2010


2009


2008(In thousands, except per share data)Numerator  Net income (loss)

$
23,620


$
7,544


$
(7,071
)Less: Undistributed earnings allocated to participating
    securities


(317
)


(187
)


Undistributed earnings allocated to common shareholders for
    basic net income (loss) per share

$
23,303


$
7,357


$
(7,071
)Undistributed earnings allocated to common shareholders for
    diluted net income (loss) per share

$
23,308


$
7,358


$
(7,071
)Denominator:Denominator for basic net income (loss) per share 
    weighted average shares outstanding


80,097



80,770



82,323Dilutive options outstanding, unvested stock units and ESPP


1,185



343



Denominator for diluted net income (loss) per share 
    adjusted weighted average shares outstanding


81,282



81,113



82,323Basic net income (loss) per share

$
0.29


$
0.09


$
(0.09
)Diluted net income (loss) per share

$
0.29


$
0.09


$
(0.09
)Antidilutive options and unvested stock awards excluded from the
    computations


8,203



14,606



13,437Average market price of common stock

$
11.09


$
8.91


$
16.91    83




---



##### 



EMULEX
    CORPORATION AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 16
    Unaudited
    Quarterly Consolidated Financial Data    DilutedNet (Loss)Net





Net (Loss)


IncomeRevenues


Gross Profit


Income


per Share(In thousands, except per share data)2010:Fourth quarter

$
103,129


$
63,382


$
(2,469
)

$
(0.03
)Third quarter


102,204



64,420



13,309



0.16Second quarter


108,290



66,784



8,942



0.11First quarter


85,527



52,106



3,838



0.05Total

$
399,150


$
246,692


$
23,6202009:Fourth quarter

$
79,297


$
49,018


$
(4,509
)

$
(0.06
)Third quarter


78,568



46,802



(5,965
)


(0.07
)Second quarter


108,661



65,985



10,517



0.13First quarter


111,696



69,952



7,501



0.09Total

$
378,222


$
231,757


$
7,544  84




---



##### 



SCHEDULE OF
    EMULEX CORPORATION AND SUBSIDIARIES
   85




---



##### 



Schedule II
  EMULEX
    CORPORATION AND SUBSIDIARIES
  VALUATION
    AND QUALIFYING ACCOUNTS
 Years
    ended June 27, 2010, June 28, 2009, and June 29,
    2008
  AdditionsCharged toCosts andExpenses


AmountsBalance at


Including


Charged


BalanceBeginning


Changes in


Against


at EndClassification

of Period


Estimates


Reserve


of Period(In thousands)Year ended June 27, 2010:Allowance for doubtful accounts

$
1,553


$
100


$



$
1,653Sales returns, allowances and reserves

$
2,989


$
14,990


$
14,205


$
3,774Warranty liability

$
2,462


$
(195
)

$
630


$
1,637Year ended June 28, 2009:Allowance for doubtful accounts

$
1,753


$
(196
)

$
4


$
1,553Sales returns, allowances and reserves

$
4,225


$
8,717


$
9,953


$
2,989Warranty liability

$
4,174


$
48


$
1,760


$
2,462Year 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


$
4,174  86




---



##### 



SIGNATURES
      By:
    /s/  James
    M. McCluney         Signature

Title/s/  James
    M. McCluney(James
    M. McCluney)

Chief Executive Officer and Director
    (Principal Executive Officer)/s/  Michael
    J. Rockenbach(Michael
    J. Rockenbach)

Executive Vice President,
    Chief Financial Officer, Secretary and Treasurer
    (Principal Financial and Accounting Officer)/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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##### 



EXHIBIT INDEX
  Exhibit No.

Description of Exhibit2
.1

Agreement and Plan of Merger, dated June 7, 2010, by and among
    Emulex Corporation, Tortuga Electronics LLC, ServerEngines
    Corporation, and Raju Vegesna, as Stockholder Agent
    (incorporated by reference to Exhibit 2.1 to the Companys
    Current Report on Form 8-K filed with the Securities and
    Exchange Commission on June 7, 2010) (Pursuant to Item 601(b)(2)
    of Regulation S-K, annexes and schedules to the Agreement and
    Plan of Merger have been omitted; annexes and schedules will be
    supplementally provided to the Securities and Exchange
    Commission upon request)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 3.2 to the Companys Current Report on
    Form 8-K filed with the Securities and Exchange Commission on
    January 16, 2009).3
.4

Amended and Restated Certificate of Designations, Preferences
    and Rights of Series A Junior Participating Preferred Stock of
    Emulex Corporation, incorporated by reference to Exhibit 3.1 to
    the Companys Form 8-K filed with the Securities and
    Exchange Commission on January 16, 2009.10
.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 Emulex
    Corporations proxy statement on Schedule 14A for the 2008
    annual meeting of its stockholders filed with the Securities and
    Exchange Commission on October 14, 2008).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, Jeffrey W. Benck, and Michael J. Rockenbach
    (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*

Form of Key Employee Retention Agreement for Paul F. Folino,
    James M. McCluney, Jeffrey W. Benck, and Michael J. Rockenbach
    (incorporated by reference to Exhibit 10.1 to the Companys
    Form 8-K filed with the Securities and Exchange Commission on
    January 16, 2009).10
.9*

Emulex Corporation Change in Control Retention Plan
    (incorporated by reference to Exhibit 10.4 to the Companys
    Form 10-Q filed with the Securities and Exchange Commission on
    April 29, 2009).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).10
.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). 88




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##### 



Exhibit No.

Description of Exhibit10
.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, 2005).10
.24*

Description of Compensation Arrangements with Non-Employee
    Directors.10
.25*

Form of Amendment to Incentive Stock Option Agreements under the
    Amended and Restated 2005 Equity Incentive Plan.10
.26*

Executive Incentive Plan of the Company, as amended,
    incorporated by reference to Exhibit 10.1 to the Companys
    Form 8-K filed with the Securities and Exchange Commission on
    September 3, 2009.10
.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).10
.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). 89




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##### 



Exhibit No.

Description of Exhibit10
.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*

Amended and Restated Emulex Corporation 2005 Equity Incentive
    Plan (incorporated by reference to Appendix A to Emulex
    Corporations proxy statement on Schedule 14A for the 2008
    annual meeting of its stockholders filed with the Securities and
    Exchange Commission on October 14, 2008).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, 2006).10
.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
.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, 2008).10
.42*

Form of Amendment to Non-Qualified Stock Option Agreement
    (incorporated by reference to Exhibit 10.2 to the Companys
    Form 8-K filed with the Securities and Exchange Commission on
    January 16, 2009).10
.43*

Form of Amendment to Restricted Stock Award Agreement
    incorporated by reference to Exhibit 10.3 to the Companys
    Form 8-K filed with the Securities and Exchange Commission on
    January 16, 2009.10
.44*

Form of Notice of Grant of Restricted Stock Unit under the
    Amended and Restated 2005 Equity Incentive Plan (incorporated by
    reference to Exhibit 10.3 to the Companys Form 10-Q filed
    with the Securities and Exchange Commission on January 30, 2009).10
.45*

Form of Restricted Stock Unit Award Agreement under the Amended
    and Restated 2005 Equity Incentive Plan (incorporated by
    reference to Exhibit 10.4 to the Companys Form 10-Q filed
    with the Securities and Exchange Commission on January 30, 2009).10
.46*

Form of Appendix to Restricted Stock Award Agreement, Restricted
    Stock Unit Award Agreement, Non-Qualified Stock Option
    Agreement, and Incentive Stock Option Agreement for Change in
    Control Retention Plan Participants or Employees Covered by a
    Key Employee Retention Agreement under the Amended and Restated
    2005 Equity Incentive Plan.10
.47*

Form of Restricted Stock Unit Award Agreement for Non-U.S.
    Grantees under the Amended and Restated 2005 Equity Incentive
    Plan (incorporated by reference to Exhibit 10.6 to the
    Companys Form 10-Q filed with the Securities and Exchange
    Commission on January 30, 2009). 90




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##### 



Exhibit No.

Description of Exhibit10
.48*

Form of Appendix to Restricted Stock Unit Award Agreement for
    Non-U.S. Grantees under the Amended and Restated 2005 Equity
    Incentive Plan.10
.49*

Letter Agreement between Emulex Corporation, a California
    corporation, and Michael Smith (incorporated by reference to
    Exhibit 10.1 to the Companys Current Report on Form 8-K
    filed August 6, 2008).10
.50*

Separation Agreement, dated September 25, 2009, between the
    Company and Marshall D. Lee (incorporated by reference to
    Exhibit 10.2 to the Companys Form 10-Q filed with the
    Securities and Exchange Commission on November 2, 2009).10
.51

Support Agreements, each dated June 7, 2010, by and between
    Emulex Corporation and the parties listed on the signature pages
    thereto (incorporated by reference to Exhibit 10.1 to the
    Companys Current Report on Form 8-K filed with the
    Securities and Exchange Commission on June 7, 2010).10
.52*

Form of Amendment to Restricted Stock Unit Agreements under the
    Amended and Restated 2005 Equity Incentive Plan.21


List of Company 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.     *
    
    Indicates a management contract or compensation plan or
    arrangement. 91