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): March 10, 2005
NATIONAL SEMICONDUCTOR CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-6453 95-2095071
(State of Incorporation) (Commission (I.R.S. Employer
File Number) Identification Number)
2900 SEMICONDUCTOR DRIVE, P.O. BOX 58090
SANTA CLARA, CALIFORNIA 95052-8090
(Address of Principal Executive Offices)
(408) 721-5000
(Registrant's telephone number, including area code)
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):
[ ] Written communication pursuant to Rule 425 under the securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Act (17
CFR 240.14a-12)
NATIONAL SEMICONDUCTOR CORPORATION
Table of Contents
Page
Section 2 - Financial Information
Item 2.02 Results of Operations and Financial Condition 3
Section 8 - Other Events
Item 8.01 Other Events 3
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits 3
Signature 4
Exhibits:
99.1 News release dated March 10, 2005 (Earnings)
NATIONAL SEMICONDUCTOR CORPORATION
Item 2.02 RESULTS OF OPERATION AND FINANCIAL CONDITION
On March 10, 2005, National Semiconductor Corporation issued a news release
announcing earnings for the quarter ended February 27, 2005. The earnings news
release, which has been attached as Exhibit 99.1, contains unaudited Condensed
Consolidated Statements of Operations, Balance Sheets, and Statements of Cash
Flows that are presented in accordance with United States generally accepted
accounting principles, or GAAP.
Item 8.01 OTHER EVENTS
The company also announced in its news release that it will pay a dividend of 2
cents per share on April 11 to shareholders of record on March 21, that its
Board of Directors approved another $400 million stock repurchase program and
that it was seeking a buyer for its assembly and test facility in Singapore.
The information in Exhibit 99.1 attached hereto shall not be deemed "filed"
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,
nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c ) Exhibits
Exhibit No. Description of Exhibit
99.1 News release dated March 10, 2005 issued by National
Semiconductor Corporation* (Earnings)
*This exhibit is intended to be furnished and shall not be deemed "filed" for
purposes of the Securities Exchange Act of 1934, as amended.
SIGNATURES
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.
NATIONAL SEMICONDUCTOR CORPORATION
//S// Robert E. DeBarr
-----------------------
Dated: March 10, 2005 Robert E. DeBarr
Controller
Signing on behalf of the registrant and
as principal accounting officer