8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): April 26, 2007

BROADCOM CORPORATION

(Exact Name of Registrant as Specified in Charter)

California (State or Other Jurisdiction of Incorporation)	000-23993 (Commission File Number)	33-0480482 (IRS Employer Identification No.)
5300 California Avenue, Irvine, California (Address of Principal Executive Offices)		92617 (Zip Code)

Registrant’s telephone number, including area code: 949.926.5000

16215 Alton Parkway, Irvine, California 92618
(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:

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 2.02 Results of Operations and Financial Condition	1
Item 9.01 Exhibits	3
SIGNATURE	4
EXHIBIT INDEX	5
EXHIBIT 99.1

Item 2.02 Results of Operations and Financial Condition

The information in this Current Report, including the accompanying exhibit, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, regardless of any general incorporation language contained in such filing.

On April 26, 2007 Broadcom Corporation issued a press release announcing unaudited financial results for the first quarter ended March 31, 2007. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.

Discussion of Non-GAAP Financial Measures

In addition to our GAAP results, Broadcom reports adjusted net income and net income per share, referred to respectively as “non-GAAP net income” and “non-GAAP net income per share.” Non-GAAP net income consists of net income excluding stock-based compensation expense, as well as charges related to acquisitions and other charges and gains that are driven primarily by discrete events that management does not consider to be directly related to our core operating performance. Non-GAAP net income per share is calculated by dividing non-GAAP net income by adjusted GAAP weighted average shares outstanding (diluted). For purposes of calculating non-GAAP net income per share, the calculation of GAAP weighted average shares outstanding (diluted) is adjusted to exclude the benefits of compensation costs attributable to future services and not yet recognized in the financial statements that are treated as proceeds assumed to be used to repurchase shares under the GAAP treasury stock method.

Broadcom believes that the presentation of non-GAAP net income and non-GAAP net income per share provides important supplemental information to management and investors regarding financial and business trends relating to our financial condition and results of operations. Management believes that the use of these non-GAAP financial measures provides consistency and comparability with our past financial reports, and also facilitates comparisons with other companies in our industry, many of which use similar non-GAAP financial measures to supplement their GAAP results. Management has historically used non-GAAP net income and non-GAAP net income per share when evaluating operating performance because we believe that the inclusion or exclusion of the items described below provides an additional measure of our core operating results and facilitates comparisons of our core operating performance against prior periods and our business model objectives. We have chosen to provide this information to investors to enable them to perform additional analyses of past, present and future operating performance and as a supplemental means to evaluate our ongoing core operations. Externally, we believe that non-GAAP net income continues to be useful to investors in their assessment of our operating performance and the valuation of our company.

Internally, non-GAAP net income and non-GAAP net income per share are significant measures used by management for purposes of:

• supplementing the financial results and forecasts reported to our board of directors;

• evaluating Broadcom’s operating performance;

• managing and benchmarking performance internally across our businesses and externally against our peers;

• determining a portion of bonus compensation for executive officers and certain other key employees;

• establishing internal operating budgets;

• calculating return on investment for development programs and growth initiatives;

• comparing performance with internal forecasts and targeted business models; and

• evaluating and valuing potential acquisition candidates.

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Non-GAAP net income reflects net income adjusted for the following items:

• Stock-based compensation. Stock-based compensation relates primarily to employee stock options and restricted stock units issued by Broadcom and other stock options and restricted stock assumed in acquisitions by Broadcom. Stock-based compensation expense is a non-cash expense that varies in amount from period to period and is affected by market forces that are difficult to predict and are not within the control of management, such as the price of our Class A common stock. Accordingly, management excludes this item from its internal operating forecasts and models. We take into account the dilutive impact of stock options and shares issued pursuant to our stock-based compensation plans at the aggregate company level, but regularly exclude stock-based compensation expense when analyzing individual line items on our financial statements or when making decisions that affect our various businesses.

• Acquisition-related charges. Acquisition-related charges include in-process research and development charges related to (i) products in development that have not reached technological feasibility at the time of acquisition and (ii) the amortization and impairment of purchased intangible assets primarily consisting of goodwill and purchased technology, customer relationships and backlog. These charges are not factored into management’s evaluation of potential acquisitions, or of our performance after completion of acquisitions, because they are non-cash and are not related to our core operating performance, and the frequency and amount of such charges vary significantly based on the timing and magnitude of our acquisition transactions, the then fair market value of Broadcom’s Class A common stock, and the maturities of the businesses being acquired.

• Employer payroll tax expense. Employer payroll tax expense on certain stock option exercises varies greatly in amount from period-to-period and is significantly impacted by factors that are difficult to predict and are not within the control of management, such as the timing, number and magnitude of employee stock option exercises and the fair market value of Broadcom’s Class A common stock at the time of exercise.

• Other charges and gains. Other charges and gains consist of settlement costs, restructuring costs (reversals), gains or losses on strategic investments, charges related to our historical equity award practices, and non-operating gains, all of which occur on a sporadic basis and vary greatly in amount. Management excludes these items when evaluating our operating performance because these amounts do not affect our core operations.

• Income tax expense (benefit). Income tax expense is adjusted by the amount of additional tax expense or benefit that we would accrue if we used non-GAAP results instead of GAAP results in the calculation of our tax liability, taking into consideration our long-term tax structure as well as income tax benefits from adjustments to tax reserves of certain foreign subsidiaries.

The calculation of non-GAAP net income per share is adjusted for the following item:

• The treasury stock method used to calculate GAAP weighted average shares outstanding (diluted) requires amounts related to compensation costs attributable to future services and not yet recognized in the financial statements to be treated as proceeds that are assumed to be used to repurchase shares. As a result, this reduces the total number of weighted average shares for purposes of calculating GAAP weighted average shares outstanding (diluted). Since Broadcom does not include the effects of these compensation costs in its non-GAAP net income, management believes these amounts should not be applied to the repurchase of shares in calculating non-GAAP net income per share, and, accordingly, adds such shares back into weighted average shares outstanding for purposes of calculating non-GAAP net income per share.

Non-GAAP net income and non-GAAP net income per share are not calculated in accordance with GAAP, and should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect all of the costs associated with the operations of our business as determined in accordance with GAAP. As a result, you should not consider these measures in isolation or as a substitute for analysis of Broadcom’s results as reported under GAAP. Broadcom expects to continue to incur expenses similar to the non-GAAP adjustments described above, and exclusion of these items from our non-GAAP net income should not be construed as an inference that these costs are

2

unusual, infrequent or non-recurring. Some of the limitations in relying on non-GAAP net income and non-GAAP net income per share are:

• Non-GAAP net income does not include stock-based compensation expense related to equity awards granted to our workforce. Broadcom’s stock incentive plans are important components of our employee incentive compensation arrangements and are reflected as expenses in our GAAP results under Statement of Financial Accounting Standards No. 123 (revised 2004), Share-Based Payment, effective as of January 1, 2006. While we include the dilutive impact of such equity awards in weighted average shares outstanding, the expense associated with stock-based awards is excluded from non-GAAP net income.

• Although amortization and impairment of purchased intangible assets does not directly affect our current cash position, such expense represents the declining value of the technology and other intangible assets that we have acquired. These assets are amortized over their respective expected economic lives or impaired, when appropriate. The expense associated with this decline in value is excluded from the non-GAAP net income presentation, and therefore non-GAAP net income does not reflect the costs of acquired intangible assets that supplement our research and development efforts.

• Broadcom periodically acquires and assimilates other companies or businesses, and we expect to continue to experience acquisition-related charges in the future. These costs can directly impact the amount of our available funds or could be dilutive to our shareholders in the future.

• Other charges and gains can directly impact the amount of our available funds or could be dilutive to our shareholders in the future.

• Broadcom’s income tax expense (benefit) ultimately will be determined based upon our GAAP taxable income and actual tax rates currently in effect, which may differ significantly from the 10% rate assumed in the calculation of our non-GAAP net income.

Item 9.01 Exhibits

(d) Exhibits

     99.1 Press Release dated April 26, 2007 of the Registrant.

3

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.

	BROADCOM CORPORATION, a California corporation
April 26, 2007	By:	/s/ Eric K. Brandt
		Eric K. Brandt
		Senior Vice President, Chief Financial Officer

4

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated April 26, 2007 of the Registrant.

5

EX-99.1

Exhibit 99.1

NEWS RELEASE

Broadcom Business Press Contact	Broadcom Investor Relations Contact
Bill Blanning	T. Peter Andrew
Vice President, Global Media Relations	Vice President, Corporate Communications
949-926-5555	949-926-5663
blanning@broadcom.com	andrewtp@broadcom.com

Broadcom Reports First Quarter 2007 Results
Conference Call to be Webcast Today at 1:45 p.m. Pacific Time

IRVINE, Calif. — April 26, 2007 — Broadcom Corporation (Nasdaq: BRCM) today reported unaudited financial results for its first quarter ended March 31, 2007.

Net revenue for the first quarter of 2007 was $901.5 million, a decrease of 2.4% from the $923.5 million reported for the fourth quarter of 2006 and an increase of 0.1% from the $900.6 million reported for the first quarter of 2006. Net income computed in accordance with U.S. generally accepted accounting principles (GAAP) for the first quarter of 2007 was $61.0 million, or $.10 per share (diluted), compared with GAAP net income of $45.1 million, or $.08 per share (diluted), for the fourth quarter of 2006, and GAAP net income of $117.7 million, or $.20 per share (diluted), for the first quarter of 2006.

In addition to GAAP results, Broadcom reports adjusted net income and net income per share, referred to respectively as “non-GAAP net income” and “non-GAAP net income per share.” A discussion of Broadcom’s use of these non-GAAP financial measures is set forth below, and reconciliations of GAAP net income to non-GAAP net income for the three months ended March 31, 2007 and 2006, respectively, appear in the financial statements portion of this release.

Non-GAAP net income for the first quarter of 2007, computed with the adjustments to GAAP reporting set forth in the attached reconciliation, was $175.1 million, or $.29 per share (diluted), compared with non-GAAP net income of $184.9 million, or $.31 per share (diluted), for the fourth quarter of 2006, and $221.9 million, or $.36 per share (diluted), for the first quarter of 2006.

“Broadcom’s first quarter results came in better than we anticipated due to slightly higher than expected revenue combined with increased operating expense efficiencies,” said Scott A. McGregor, Broadcom’s President and Chief Executive Officer. “Mixed outlooks from a few of our larger customers are causing a lower than normal level of visibility into our near-term results. We believe that these issues are near-term in nature and we remain optimistic regarding our prospects for the second half of the year.”

Conference Call Information
As previously announced, Broadcom will conduct a conference call with analysts and investors to discuss its first quarter 2007 financial results and current financial prospects today at 1:45 p.m. Pacific Time (4:45 p.m. Eastern Time). The company will broadcast the conference call via webcast over the Internet. To listen to the webcast, or to view the financial or other statistical information required by Securities and Exchange Commission (SEC) Regulation G, please visit the Investors section of the Broadcom website at www.broadcom.com/investors. The webcast will be recorded and available for replay until 5:00 p.m. Pacific Time, Thursday, May 10, 2007.

Discussion of Non-GAAP Financial Measures
Non-GAAP net income consists of net income excluding stock-based compensation expense as well as charges related to acquisitions and other charges and gains that are driven primarily by discrete events that management does not consider to be directly related to the company’s core operating performance. Non-GAAP net income per share is calculated by dividing non-GAAP net income by adjusted GAAP weighted

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average shares outstanding (diluted). For purposes of calculating non-GAAP net income per share, the calculation of GAAP weighted average shares outstanding (diluted) is adjusted to exclude the benefits of compensation costs attributable to future services and not yet recognized in the financial statements that are treated as proceeds assumed to be used to repurchase shares under the GAAP treasury stock method.

Broadcom believes that the presentation of non-GAAP net income and non-GAAP net income per share provides important supplemental information to management and investors regarding financial and business trends relating to the company’s financial condition and results of operations. For further information regarding why Broadcom believes that these non-GAAP measures provide useful information to investors, the specific manner in which management uses these measures, and some of the limitations associated with the use of these measures, please refer to the company’s Current Report on Form 8-K regarding this earnings press release filed today with the SEC. The Form 8-K is available on the SEC’s website at www.sec.gov or under the “Financial Information” tab of the Investors section of the Broadcom website at www.broadcom.com/investors.

About Broadcom
Broadcom Corporation is a major technology innovator and global leader in semiconductors for wired and wireless communications. Broadcom^® products enable the delivery of voice, video, data and multimedia to and throughout the home, the office and the mobile environment. We provide the industry’s broadest portfolio of state-of-the-art, system-on-a-chip and software solutions to manufacturers of computing and networking equipment, digital entertainment and broadband access products, and mobile devices. These solutions support our core mission: Connecting everything^®.

Broadcom is one of the world’s largest fabless semiconductor companies, with 2006 revenue of $3.67 billion, and holds over 2,000 U.S. and 800 foreign patents, more

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than 6,000 additional pending patent applications, and one of the broadest intellectual property portfolios addressing both wired and wireless transmission of voice, video and data. Broadcom is headquartered in Irvine, Calif., and has offices and research facilities in North America, Asia and Europe. Broadcom may be contacted at +1.949.926.5900 or at www.broadcom.com.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:

All statements included or incorporated by reference in this release and the related conference call for analysts and investors, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and projections about our business and industry, management’s beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions, and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement.

These risks and uncertainties include, but are not limited to, general economic and political conditions and specific conditions in the markets we address, including the continuing volatility in the technology sector and semiconductor industry, trends in the broadband communications markets in various geographic regions, including seasonality in sales of consumer products into which our products are incorporated, and possible disruption in commercial activities related to terrorist activity or armed conflict; the timing, rescheduling or cancellation of significant customer orders and our ability, as well as the ability of our customers, to manage inventory; the gain or loss of a key customer, design win or order; the rate at which our present and future customers and end-users adopt Broadcom’s technologies and products in our target markets; our ability to scale our operations in response to changes in demand for our existing products and services or demand for new products requested by our customers; our ability to specify, develop or acquire, complete, introduce, market and transition to volume production new products and technologies in a cost-effective and timely manner; our dependence on a few significant customers for a substantial portion of our revenue; intellectual property disputes and customer indemnification claims and other types of litigation risk; the quality of our products and any potential remediation costs; our ability to timely and accurately predict market requirements and evolving industry standards and to identify opportunities in new markets;

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problems or delays that we may face in shifting our products to smaller geometry process technologies and in achieving higher levels of design integration; delays in the adoption and acceptance of industry standards in our target markets; the effectiveness of our expense and product cost control and reduction efforts; our ability to retain, recruit and hire key executives, technical personnel and other employees in the positions and numbers, with the experience and capabilities, and at the compensation levels needed to implement our business and product plans; the risks and uncertainties associated with our international operations, particularly in light of terrorist activity, armed conflict or political unrest; risks and uncertainties resulting from Broadcom’s recent equity award review, including potential claims and proceedings related to such matters, such as shareholder litigation and any action by the SEC, U.S. Attorney’s Office or other governmental agency that could result in civil or criminal sanctions against the company and/or certain of our current or former officers, directors or employees, other actions taken or required as a result of the review; competitive pressures and other factors such as the qualification, availability and pricing of competing products and technologies and the resulting effects on sales and pricing of our products; the availability and pricing of third party semiconductor foundry, assembly and test capacity and raw materials; the timing of customer-industry qualification and certification of our products and the risks of non-qualification or non-certification; changes in our product or customer mix; the volume of our product sales and pricing concessions on volume sales; fluctuations in the manufacturing yields of our third party semiconductor foundries and other problems or delays in the fabrication, assembly, testing or delivery of our products; the risks of producing products with new suppliers and at new fabrication and assembly and test facilities; the effects of natural disasters, public health emergencies, international conflicts and other events beyond our control; and the level of orders received that can be shipped in a fiscal quarter; and other factors.

Our Annual Report on Form 10-K, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss the foregoing risks as well as other important risk factors that could contribute to such differences or otherwise affect our business, results of operations and financial condition. The forward-looking statements in this release speak only as of this date. We undertake no obligation to revise or update publicly any forward-looking statement for any reason.

Broadcom^®, the pulse logo, Connecting everything^® and the Connecting everything logo are among the trademarks of Broadcom Corporation and/or its affiliates in the United States, certain other countries and/or the EU. Any other trademarks or trade names mentioned are the property of their respective owners.

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BROADCOM CORPORATION
Unaudited GAAP Consolidated Statements of Income
(In thousands, except per share amounts)

	Three Months Ended
	March 31,
	2007			2006
Net revenue	$	901,481		$	900,647
Cost of revenue (1)		440,949			434,209
Gross profit		460,532			466,438
Operating expense:
Research and development (2)		300,810			251,694
Selling, general and administrative (3)		128,647			112,899
Amortization of purchased intangible assets (4)		329			1,083
In-process research and development (4)		300			5,200
Impairment of intangible assets (4)		1,500			—
Income from operations		28,946			95,562
Interest income, net		37,008			23,738
Other income (expense), net (5)		(1,409	)		1,771
Income before income taxes		64,545			121,071
Provision for income taxes (6)		3,554			3,373
Net income	$	60,991		$	117,698
Net income per share (basic)	$	.11		$	.22
Net income per share (diluted)	$	.10		$	.20
Weighted average shares (basic)		547,860			538,968
Weighted average shares (diluted)		585,740			601,204

Listed below are the items included in net income that management excludes in computing the unaudited non-GAAP financial measures referred to in the text and tables of this press release and further described above under “Discussion of Non-GAAP Financial Measures.”

			Three Months Ended
			March 31,
			2007			2006
(1	)	Cost of revenue:
		Stock-based compensation	$	5,814		$	6,286
		Amortization of purchased intangible assets		3,050			2,981
		Charges related to equity award review		89			—
		Employer payroll tax expense on certain stock option exercises		73			600
			$	9,026		$	9,867
(2	)	Research and development expense:
		Stock-based compensation	$	78,431		$	70,005
		Charges related to equity award review		1,358			—
		Employer payroll tax expense on certain stock option exercises		1,281			5,721
			$	81,070		$	75,726
(3	)	Selling, general and administrative expense:
		Stock-based compensation	$	32,626		$	31,695
		Charges related to equity award review		1,987			—
		Employer payroll tax expense on certain stock option exercises		532			3,083
			$	35,145		$	34,778
(4	)	Amortization of purchased intangible assets	$	329		$	1,083
		In-process research and development		300			5,200
		Impairment of intangible assets		1,500			—
			$	2,129		$	6,283
(5	)	Other income (expense), net:
		Loss (gain) on strategic investments, net	$	2,637		$	(700	)
		Non-operating gains		(3	)		(434	)
			$	2,634		$	(1,134	)
(6	)	Provision for income taxes:
		Income tax benefits from adjustments to tax reserves of certain foreign subsidiaries	$	—		$	(1,700	)
		Income tax effects		(15,901	)		(19,586	)
			$	(15,901	)	$	(21,286	)

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BROADCOM CORPORATION
Unaudited Reconciliation of Non-GAAP Adjustments
(In thousands)

	Three Months Ended
	March 31,
	2007			2006
GAAP net income	$	60,991		$	117,698
Non-GAAP adjustments:
Stock-based compensation:
Cost of revenue		5,814			6,286
Research and development		78,431			70,005
Selling, general and administrative		32,626			31,695
Acquisition-related items:
Amortization of purchased intangible assets:
Cost of revenue		3,050			2,981
Other operating expense		329			1,083
In-process research and development		300			5,200
Employer payroll tax on certain stock option exercises:
Cost of revenue		73			600
Research and development		1,281			5,721
Selling, general and administrative		532			3,083
Charges related to equity award review:
Cost of revenue		89			—
Research and development		1,358			—
Selling, general and administrative		1,987			—
Impairment of intangible assets		1,500			—
Loss (gains) on strategic investments, net		2,637			(700	)
Non-operating gains		(3	)		(434	)
Income tax benefits from adjustments to tax reserves of certain foreign subsidiaries		—			(1,700	)
Income tax effects		(15,901	)		(19,586	)
Total of non-GAAP adjustments		114,103			104,234
Non-GAAP net income	$	175,094		$	221,932
GAAP weighted average shares (diluted)		585,740			601,204
Non-GAAP adjustment		18,614			16,987
Non-GAAP weighted average shares (diluted)		604,354			618,191
GAAP net income per share (diluted)	$	.10		$	.20
Non-GAAP adjustments detailed above		.19			.16
Non-GAAP net income per share (diluted)	$	.29		$	.36

Non-GAAP net income per share is calculated by dividing non-GAAP net income by adjusted GAAP weighted average shares outstanding (diluted). For purposes of calculating non-GAAP net income per share, the calculation of GAAP weighted average shares outstanding (diluted) is adjusted to exclude the benefits of compensation costs attributable to future services and not yet recognized in the financial statements that are treated as proceeds assumed to be used to repurchase shares under the GAAP treasury stock method.

Broadcom believes that the presentation of non-GAAP net income and non-GAAP net income per share provides important supplemental information to management and investors regarding financial and business trends relating to the company’s financial condition and results of operations. For further information regarding why Broadcom believes that these non-GAAP measures provide useful information to investors, the specific manner in which management uses these measures, and some of the limitations associated with the use of these measures, please refer to the company’s Current Report on Form 8-K regarding this earnings press release filed today with the SEC.

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BROADCOM CORPORATION
Unaudited GAAP Condensed Consolidated Statements of Cash Flows
(In thousands)

	Three Months Ended
	March 31,
	2007			2006
Operating activities
Net income	$	60,991		$	117,698
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		13,299			11,188
Stock-based compensation:
Stock options and employee stock purchase plan		78,535			93,825
Restricted stock units and other awards		38,336			14,161
Acquisition-related items:
Amortization of purchased intangible assets		3,379			4,064
In-process research and development		300			5,200
Impairment of intangible assets		1,500			—
Loss (gain) on strategic investments, net		2,637			(700	)
Change in operating assets and liabilities:
Accounts receivable		22,459			(44,199	)
Inventory		2,383			(31,105	)
Prepaid expenses and other assets		(16,290	)		16,395
Accounts payable		(1,537	)		30,225
Accrued settlement liabilities		(2,000	)		(2,000	)
Other accrued liabilities		17,652			16,647
Net cash provided by operating activities		221,644			231,399
Investing activities
Purchase of property and equipment, net		(40,952	)		(14,957	)
Net cash paid for acquisitions		(47,677	)		(67,921	)
Net proceeds from sales (purchases) of strategic investments		(3,500	)		137
Net proceeds (purchases) of marketable securities		109,222			(7,046	)
Net cash provided by (used in) investing activities		17,093			(89,787	)
Financing activities
Repurchases of Class A common stock		(425,062	)		(93,799	)
Net proceeds from issuance of common stock		56,834			387,360
Payments on assumed debt and other obligations		—			(4,625	)
Excess tax benefit from stock-based compensation		—			338
Net cash provided by (used in) financing activities		(368,228	)		289,274
Increase (decrease) in cash and cash equivalents		(129,491	)		430,886
Cash and cash equivalents at beginning of period		2,158,110			1,437,276
Cash and cash equivalents at end of period	$	2,028,619		$	1,868,162

UNAUDITED SUPPLEMENTAL FINANCIAL INFORMATION

	March 31,			December 31,
	2007			2006
	(In thousands)
Cash and cash equivalents	$	2,028,619		$	2,158,110
Short-term marketable securities		460,677			522,340
Long-term marketable securities		73,589			121,148
Total cash, cash equivalents and marketable securities	$	2,562,885		$	2,801,598
Decrease from prior quarter and year end	$	(238,713	)

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BROADCOM CORPORATION
Unaudited GAAP Condensed Consolidated Balance Sheets
(In thousands)

	March 31,		December 31,
	2007		2006
ASSETS
Current assets:
Cash and cash equivalents	$	2,028,619	$	2,158,110
Short-term marketable securities		460,677		522,340
Accounts receivable, net		363,001		382,823
Inventory		200,411		202,794
Prepaid expenses and other current assets		101,605		85,721
Total current assets		3,154,313		3,351,788
Property and equipment, net		221,833		164,699
Long-term marketable securities		73,589		121,148
Goodwill		1,215,070		1,185,145
Purchased intangible assets, net		42,150		29,029
Other assets		26,672		24,957
Total assets	$	4,733,627	$	4,876,766
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	334,868	$	307,972
Wages and related benefits		129,346		104,940
Deferred revenue		2,493		1,873
Accrued liabilities		290,502		263,916
Total current liabilities		757,209		678,701
Commitments and contingencies
Long-term liabilities		35,324		6,399
Shareholders’ equity		3,941,094		4,191,666
Total liabilities and shareholders’ equity	$	4,733,627	$	4,876,766

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