SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* TIMBERMAN TERRI L. (Last) (First) (Middle) 5300 CALIFORNIA AVENUE (Street) IRVINE CA 92617 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/15/2012	3. Issuer Name and Ticker or Trading Symbol BROADCOM CORP [ BRCM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) EVP, Human Resources	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock	144,614(1)(2)(3)(4)(5)(6)(7)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee stock option (right to buy)	(8)	04/27/2019	Class A common stock	80,000	$23.17	D
Employee stock option (right to buy)	(9)	02/04/2020	Class A common stock	50,000	$29.39	D

Explanation of Responses:

1. Includes (i) 33,192 shares of the Issuer's Class A common stock, (ii) 12,500 shares in the form of restricted stock units ("RSUs") that will entitle the Reporting Person to receive one share of Class A common stock per RSU as the RSUs vest in a series of four quarterly installments from 08/05/2012 through 05/05/2013, (iii) 8,750 shares in the form of RSUs that will entitle the Reporting Person to receive one share of Class A common stock per RSU as the RSUs vest in a series of seven quarterly installments from 08/05/2012 through 02/05/2014, (iv) 13,651 shares in the form of RSUs that will entitle the Reporting Person to receive one share of Class A common stock per RSU as the RSUs vest in a series of eleven quarterly installments from 08/05/2012 through 02/05/2015;

2. (v) 4,551 shares awarded to the Reporting Person as Performance RSU grants pursuant to the Issuer's Restricted Stock Units Incentive Award Program (the "Program") adopted in January 2011, in the form of RSUs that will entitle the Reporting Person to receive one share of Class A common stock per RSU as the RSUs vest, and the underlying shares will be concurrently issued, in a series of eleven quarterly installments upon the Reporting Person's completion of each three month period of service from 08/05/2012 through 02/05/2015;

3. (vi) 6,206 shares awarded to the Reporting Person as Performance RSU grants pursuant to the Program in the form of RSUs that will entitle the Reporting Person to receive one share of Class A common stock per RSU as the RSUs vest, and the underlying shares will be concurrently issued, in a series of fifteen quarterly installments upon the Reporting Person's completion of each three month period of service from 08/05/2012 through 02/05/2016;

4. (vii) when the compensation committee (the "Committee") of the board of directors of the Issuer awarded the grants referenced in footnotes 2 and 3 above to the Reporting Person, the Reporting Person also became entitled to receive a third RSU grant representing a further 6,619 shares of Class A common stock in the year immediately following the year of the awarded grant referenced in footnote 3 above. The RSUs subject to the third grant will vest, and the underlying shares will be concurrently issued, in a series of sixteen quarterly installments upon the Reporting Person's completion of each three month period of service over the period measured from the applicable grant by the Committee (the date of any such grant, a "Grant Date"), which is expected to be made in February of the applicable year (but must, in any case, be made in the applicable year). These RSUs relate to a Grant Date that will occur in 2013;

5. (viii) 28,929 shares in the form of RSUs that will entitle the Reporting Person to receive one share of Class A common stock per RSU as the RSUs vest in a series of fifteen quarterly installments from 08/05/2012 through 02/05/2016;

6. (ix) 9,644 shares awarded to the Reporting Person as Performance RSU grants pursuant to the Program in the form of RSUs that will entitle the Reporting Person to receive one share of Class A common stock per RSU as the RSUs vest, and the underlying shares will be concurrently issued, in a series of fifteen quarterly installments upon the Reporting Person's completion of each three month period of service over the period measured from 08/05/2012 through 02/05/2016;

7. (x) when the Committee awarded the grant referenced in footnote 6 above (the "First Grant") to the Reporting Person, the Reporting Person also became entitled to receive an additional RSU grant representing a further 10,286 shares of Class A common stock in each of the two years immediately following the year of the First Grant. The RSUs subject to each of those additional grants will vest, and the underlying shares will be concurrently issued, in a series of sixteen quarterly installments upon the Reporting Person's completion of each three month period of service over the period measured from a Grant Date which is expected to be made in February of the applicable year (but must, in any case, be made in the applicable year). These RSUs relate to Grant Dates that will occur in 2013 and 2014.

8. Such option was granted on 04/28/2009 and vests in equal monthly installments through 04/28/2013.

9. Such option was granted on 02/05/2010 and vests in equal monthly installments through 02/05/2014.

Remarks:

	/s/ Terri L. Timberman	05/15/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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