SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

LUCZO STEPHEN J

(Last)

(First)

(Middle)

920 DISC DRIVE

ATTN: STOCK PLAN ADMINISTRATION

(Street)

SCOTTS VALLEY

95067

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SEAGATE TECHNOLOGY [ STX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/02/2005

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	08/02/2005		S		44,500,000	D	$18.73	100,000,493	I	See footnote⁽¹⁾
Common Shares								205,996⁽²⁾	I	Red Zone Holdings Limited Partnership
Common Shares								175,316⁽³⁾	I	Red Zone II Limited Partnership
Common Shares								2,060,202⁽⁴⁾	I	Stephen J. Luczo Revocable Trust dated January 26, 2001
Common Shares								175,972	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
NQ Stock Option	$2.3							11/22/2001⁽⁵⁾	07/24/2011	Common Shares	215,446		215,446	D
NQ Stock Option	$2.3							11/22/2001⁽⁵⁾	07/24/2011	Common Shares	59,880		59,880	I	Luczo 2002 Perpetual Family Trust

Explanation of Responses:

1. Stephen J. Luczo (the "Reporting Person") is the chairman of the board of directors of Seagate Technology (the "Issuer") and is also a member of the board of directors of New SAC. New SAC is the largest shareholder of the Issuer and beneficially owned 144,500,493 of the Issuer's common shares, par value $0.00001 per share (the "Common Shares"), prior to the transaction being reported hereby and will beneficially own 100,000,493 or the Common Shares after the transaction reported hereby. As a director of New SAC, the Reporting Person may be deemed to have shared voting and dispositive power over the Issuer's Common Shares held by New SAC. The Reporting Person, however, disclaims beneficial ownership of any of the Issuer's Common Shares beneficially owned by New SAC, except to the extent of any pecuniary interest.

2. Represents an aggregate of 205,996 of the Issuer's Common Shares received by Red Zone Holdings Limited Partnership ("Red Zone") from New SAC as part of the May 16, 2005 and July 26, 2005 distributions by New SAC of the 24,999,754 and 24,999,753, respectively, of the Issuer's Common Shares to the New SAC shareholders on a pro rata basis in the form of a stock dividend (the "Distributions"). Red Zone's receipt of the Common Shares through the Distributions were exempt from the reporting and the liability provisions of Section 16 pursuant to Rule 16a-13. The Reporting Person disclaims beneficial ownership of any of the Issuer's Common Shares beneficially owned by Red Zone except to the extent of any pecuniary interest therein.

3. Represents an aggregate of 175,316 of the Issuer's Common Shares received by Red Zone II Limited Partnership ("Red Zone II") from New SAC as part of the Distributions. Red Zone II's receipt of the Common Shares through the Distributions were exempt from the reporting and the liability provisions of Section 16 pursuant to Rule 16a-13. The Reporting Person disclaims beneficial ownership of any of the Issuer's Common Shares beneficially owned by Red Zone II except to the extent of any pecuniary interest therein.

4. Represents an aggregate of 2,060,202 of the Issuer's Common Shares received by Stephen J. Luczo Revocable Trust dated January 26, 2001 (the "Trust") from New SAC as part of the Distributions. The Trust's receipt of the Common Shares through the Distributions were exempt from the reporting and the the liability provisions of Section 16 pursuant to Rule 16a-13. The Reporting Person disclaims beneficial ownership of any of the Issuer's Common Shares beneficially owned by the Trust except to the extent of any pecuniary interest therein.

5. Options granted to the Reporting Person under the Issuer's 2001 Share Option Plan are subject to a four-year vesting schedule. One quarter of the option shares vested on November 22, 2001. The remaining option shares vested proportionally each month over the 36 months following November 22, 2001.

	/S/ Roberta S. Cohen for Stephen J. Luczo	08/04/2005
	** 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 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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