8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 11, 2008

Dot Hill Systems Corp.

(Exact name of registrant as specified in its charter)

Delaware	1-13317	13-3460176
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2200 Faraday Avenue, Suite 100, Carlsbad, CA	92008
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (760) 931-5500

Not applicable.
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURE
Exhibit Index
EX-99.1

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On November 11, 2008, our Board of Directors (the “Board”), upon the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Thomas H. Marmen to the Board effective November 11, 2008. Mr. Marmen was appointed to serve as a Class I director, continuing in office until our 2009 annual meeting of stockholders and until such time as his successor is duly elected and qualified or until his earlier death, resignation or removal.

Upon his election to the Board, Mr. Marmen received an automatic initial grant of a non-qualified stock option to purchase 50,000 shares of our common stock (the “Initial Grant”), pursuant to the terms of our 2000 Amended and Restated Non-Employee Directors’ Stock Option Plan. The shares of common stock subject to the Initial Grant vest over a period of four years, with 25% of the shares vesting 12 months after the date of grant and the balance of the shares vesting in equal monthly installments over the remaining three-year period. Subject to his continued service as a director, Mr. Marmen will also be entitled to receive an automatic fully-vested non-qualified stock option to purchase 20,000 shares of our common stock on each annual meeting of stockholders. Mr. Marmen is also entitled to customary director fees and reimbursements.

Mr. Marmen has also entered into Dot Hill’s standard form of indemnity agreement. The indemnity agreement provides, among other things, that we will indemnify Mr. Marmen, under the circumstances and to the extent provided for therein, for certain expenses which he may be required to pay in connection with certain claims to which he may be made a party by reason of his service to Dot Hill as a director, and otherwise to the fullest extent under applicable law.

Mr. Marmen was also appointed as a member of the Compensation Committee of the Board. In addition, Kimberly Alexy, a current director, was appointed chair of the Compensation Committee of the Board and Richard Mejia, Jr., a current director, was appointed as a member of the Audit Committee of the Board and the Nominating and Corporate Governance Committee of the Board.

A copy of the November 14, 2008 press release announcing Mr. Marmen’s appointment to the Board is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release of Dot Hill Systems Corp. dated November 14, 2008.

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DOT HILL SYSTEMS CORP.
By:	/s/ Hanif I. Jamal
	Hanif I. Jamal
	Senior Vice President, Chief Financial Officer and Secretary

Date: November 14, 2008

Exhibit Index

Exhibit No.	Description
99.1	Press release of Dot Hill Systems Corp. dated November 14, 2008.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:

Hanif Jamal
Chief Financial Officer
Tel: 760-931-5500
investors@dothill.com

Thomas H. Marmen Joins Dot Hill as Director

CARLSBAD, Calif. – November 14, 2008 – Dot Hill Systems Corp. (Nasdaq: HILL) announced today that Thomas H. Marmen has been appointed to the Dot Hill board of directors, effective November 11, 2008.

Mr. Marmen has over 30 years of demonstrated success in the storage and semiconductor manufacturing industries. During his impressive career, he has been involved with various start ups, global enterprises and turnaround situations. Most recently, Mr. Marmen served as the president and chief executive officer of TimeLab Corporation. Prior to joining TimeLab, he was vice president and general manager for Broadcom Corporation, where he was responsible for all aspects of the storage line of business including marketing, engineering, and technical support for end-users. Mr. Marmen has held various positions at other companies including RAIDCore Corp. where he was the company’s chief executive officer, Quantum Corp. where he served as senior vice president and general manager for the High End Storage Division, Adaptec Inc. as its corporate vice president in the Enterprise Solutions Group and Materials Research Corporation (a subsidiary of SONY Corp.) as president and chief executive officer. In addition he spent 18 years at Digital Equipment Corporation holding various management positions in the company’s storage, memory, disk drive and semi-conductor businesses. Mr. Marmen currently serves as the lead director at Ciprico Inc.

Mr. Marmen received his Master’s Degree from Worcester Polytechnic Institute and holds a Bachelor of Science Degree from Salem State College. Additionally, he has completed the Advanced Executive Management Programs from both Northwestern University, as well as Boston University.

“We are delighted that Tom has joined the Dot Hill board of directors,” said Charles Christ, Dot Hill chairman. “His impressive operational experience and knowledge of the storage industry should prove to be a real asset for Dot Hill. I am confident that he will help to drive the future success of the company. We anticipate his contributions to the board and to the company as a whole will be invaluable.”

Mr. Marmen’s appointment brings the total number of directors on the Dot Hill board to seven, and the number of independent directors to six.

About Dot Hill Systems Corp.

Delivering innovative technology and global support, Dot Hill (Nasdaq: HILL) empowers the OEM community to bring unique storage solutions to market, quickly, easily and cost-effectively. Offering high performance and industry-leading uptime, Dot Hill’s RAID technology is the foundation for best-in-class storage solutions offering enterprise-class security, availability and data protection. The company’s products are in use today by the world’s leading service and equipment providers, common carriers, advanced technology and telecommunications companies as well as government agencies. Dot Hill solutions are certified to meet rigorous industry standards and military specifications, as well as RoHS and WEEE international environmental standards. Headquartered in Carlsbad, Calif., Dot Hill has offices and/or representatives in China, Germany, Japan, United Kingdom and the United States. For more information, visit us at http://www.dothill.com/.

Certain statements contained in this press release regarding matters that are not historical fact are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Such statements include statements regarding the contributions of Mr. Marmen to Dot Hill’s strategic initiatives and the future success of Dot Hill. The risks that contribute to the uncertain nature of the forward-looking statements include: unforeseen technological, intellectual property, supply or engineering issues and changing customer preferences. However, there are many other risks not listed here that may affect the future business of Dot Hill, as well as the forward-looking statements contained herein. To learn about such risks and uncertainties, you should read the risk factors set forth in Dot Hill’s public filings with the SEC, including the Forms 8-K, 10-K and 10-Q most recently filed by Dot Hill. All forward-looking statements contained in this press release speak only as of the date on which they were made. Dot Hill undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

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