Obligation EMC Corp/MA 3.375% ( US268648AN20 ) en USD

EMC Corp/MA

103.858 % ▼

Etats-unis

US268648AN20 ( en USD )

3.375% par an ( paiement semestriel )

31/05/2023 - Obligation échue

Prospectus brochure de l'obligation EMC Corp/MA US268648AN20 en USD 3.375%, échue

2 000 USD

1 000 000 000 USD

268648AN2

BB- ( Spéculatif )

N/A

L'Obligation émise par EMC Corp/MA ( Etats-unis ) , en USD, avec le code ISIN US268648AN20, paye un coupon de 3.375% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 31/05/2023
L'Obligation émise par EMC Corp/MA ( Etats-unis ) , en USD, avec le code ISIN US268648AN20, a été notée BB- ( Spéculatif ) par l'agence de notation Standard & Poor's ( S&P ).

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CALCULATION OF REGISTRATION FEE

Proposed
Proposed
maximum
maximum
Amount of
Amount to
offering price
aggregate
registration
Title of each class of securities offered

be registered

per unit

offering price

fee(1)
1.875% Notes due 2018

$2,500,000,000
99.943%

$2,498,575,000
$340,805.63
2.650% Notes due 2020

$2,000,000,000
99.760%

$1,995,200,000
$272,145.28
3.375% Notes due 2023

$1,000,000,000
99.925%

$ 999,250,000
$136,297.70

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended, and relates to the Registration Statement on Form S-3 (File
No. 333-186953) filed by the Registrant on February 28, 2013.
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Filed Pursuant to Rule 424(b)(5)
File No. 333-188933

PROSPECTUS SUPPLEMENT
(To Prospectus dated May 30, 2013)
$5,500,000,000

$2,500,000,000 1.875% Notes due 2018
$2,000,000,000 2.650% Notes due 2020
$1,000,000,000 3.375% Notes due 2023

The 1.875% notes due 2018, which we refer to as the "2018 notes," will mature on June 1, 2018, the 2.650% notes due 2020, which we refer to as the "2020
notes," will mature on June 1, 2020 and the 3.375% notes due 2023, which we refer to as the "2023 notes," will mature on June 1, 2023. We refer to the 2018 notes, the
2020 notes and the 2023 notes collectively as the "notes."
We will pay interest on the notes on June 1 and December 1 of each year, beginning December 1, 2013.
We may redeem the notes of each series in whole or in part at any time or from time to time at the redemption prices described under "Description of Notes--
Optional Redemption."
The notes will be unsecured obligations of ours and rank equally with our existing and future unsecured senior indebtedness. The notes will be issued only in
registered book-entry form and in denominations of $2,000 and integral multiples of $1,000 thereafter. The notes will not be listed on any securities exchange.
Currently, there are no public markets for the notes.
Investing in the notes involves risk. Please read "Risk Factors" beginning on page S-4 of this prospectus supplement, in our Annual Report on Form
10-K for the year ended December 31, 2012 and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, which are incorporated by
reference into this prospectus supplement and the accompanying prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if
this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Per
Per
Per

2018 note

Total

2020 note

Total

2023 note

Total

Public offering price(1)

99.943% $2,498,575,000 99.760% $1,995,200,000 99.925% $999,250,000
Underwriting discounts

0.500%

$
12,500,000 0.575%

$
11,500,000 0.600%

$ 6,000,000
Proceeds, before expenses, to EMC Corporation(1)

99.443% $2,486,075,000 99.185% $1,983,700,000 99.325% $993,250,000
(1) Plus accrued interest, if any, from June 6, 2013.
The notes will be ready for delivery in book-entry form on or about June 6, 2013, only through the facilities of The Depository Trust Company for the accounts of
its participants, which may include Clearstream Banking, société anonyme, and Euroclear Bank S.A./N.V., as operator of the Euroclear System, against payment in New
York, New York.

Joint Book-Running Managers

BofA Merrill Lynch

Citigroup

J.P. Morgan
Barclays

Deutsche Bank Securities

Goldman, Sachs & Co.

Morgan Stanley
RBS

UBS Investment Bank

Wells Fargo Securities

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Senior Co-Managers

BMO Capital Markets

BNP PARIBAS
BNY Mellon Capital Markets, LLC
Credit Suisse

HSBC
ING

PNC Capital Markets LLC
SOCIETE GENERALE

US Bancorp

Junior Co-Managers

Banca IMI

Evercore Partners

Jefferies

KeyBanc Capital Markets
Lloyds Securities

Mitsubishi UFJ Securities

Mizuho Securities
Needham & Company

Raymond James

RBC Capital Markets
Santander

SMBC Nikko

The Williams Capital Group, L.P.

The date of this prospectus supplement is June 3, 2013.
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TABLE OF CONTENTS
Prospectus Supplement

About This Prospectus Supplement

S-ii
Forward-Looking Statements

S-iii
Summary

S-1
Risk Factors

S-4
Use of Proceeds

S-6
Capitalization

S-7
Description of Notes

S-8
Certain United States Federal Income Tax Consequences for Non-U.S. Holders

S-13
Underwriting

S-15
Validity of the Notes

S-20
Experts

S-20
Where You Can Find More Information

S-20
Prospectus

About This Prospectus

1
Where You Can Find More Information

2
Special Note Regarding Forward-Looking Statements

3
EMC Corporation

3
Use of Proceeds

3
Ratio of Earnings to Fixed Charges

4
Description of Debt Securities

4
Plan of Distribution

13
Legal Matters

14
Experts

14

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ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first is this prospectus supplement, which describes the specific terms of this offering, the notes and matters relating to us and
our financial performance and condition. The second part is the accompanying prospectus dated May 30, 2013, which is part of our Registration Statement on Form S-3.
The accompanying prospectus provides a more general description of the terms and conditions of the various debt securities we may offer under our Registration
Statement, some of which does not apply to this offering. If the description of this offering and the notes varies between this prospectus supplement and the
accompanying prospectus, you should rely on the information in this prospectus supplement.
In various places in this prospectus supplement and the accompanying prospectus, we refer you to sections of other documents for additional information by
indicating the caption heading of the other sections. All cross references in this prospectus supplement are to captions contained in this prospectus supplement and not in
the accompanying prospectus, unless otherwise indicated.
You should carefully read this prospectus supplement, the accompanying prospectus and the documents incorporated by reference in their entirety. They contain
information that you should consider when making your investment decision.
We have not, and the underwriters have not, authorized any other person, including any dealer, salesperson or other individual, to provide you with any
information or to make any representations other than those contained or incorporated by reference in this prospectus supplement and the accompanying prospectus. We
take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. We are not, and the underwriters are not,
making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should assume that the information in this prospectus supplement,
the accompanying prospectus and the documents incorporated by reference is accurate only as of their respective dates. We undertake no obligation to publicly update
or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Our business, financial condition, results of operations and
prospects may have changed since those dates.
This prospectus supplement and the accompanying prospectus do not constitute an offer to sell or the solicitation of an offer to buy any securities other than the
securities to which they relate or an offer to sell or the solicitation of an offer to buy such securities in any circumstances in which such offer or solicitation is unlawful.
Neither the delivery of this prospectus supplement and the accompanying prospectus nor any sale made hereunder or thereunder shall, under any circumstances, create
any implication that there has been no change in our affairs since the date hereof or that the information contained in any document incorporated by reference herein or
therein is correct as of any time subsequent to the date of such document.

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FORWARD-LOOKING STATEMENTS
This prospectus supplement, the accompanying prospectus and the documents incorporated by reference herein or therein contain forward-looking statements,
within the meaning of the federal securities laws, about our business and prospects. The forward-looking statements do not include the potential impact of any mergers,
acquisitions, divestitures, securities offerings or business combinations that may be announced or closed after the date hereof. Any statements contained herein that are
not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, the words "believes," "plans," "intends," "expects,"
"goals" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these words. Our future results
may differ materially from our past results and from those projected in the forward-looking statements due to various uncertainties and risks, including those described
in the "Risk Factors" section of this prospectus supplement, in Item 1A of Part I (Risk Factors) of our Annual Reports on Form 10-K and in Item 1A of Part II (Risk
Factors) of our Quarterly Reports on Form 10-Q, and in other information contained in our publicly available Securities and Exchange Commission ("SEC") filings and
press releases. The forward-looking statements speak only as of the date such statements were first made and undue reliance should not be placed on these statements.
Except to the extent required by federal securities laws, we disclaim any obligation to update any forward-looking statements after the date hereof.

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SUMMARY
This summary highlights information contained elsewhere in this prospectus supplement and the accompanying prospectus. It does not contain all of
the information that you should consider before making an investment decision. We urge you to read carefully the entire prospectus supplement, the
accompanying prospectus and the documents incorporated by reference in this prospectus supplement and the accompanying prospectus, including the
historical financial statements and notes to those financial statements. Please read "Risk Factors" in this prospectus supplement, our Annual Report on Form
10-K for the year ended December 31, 2012 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 for more information about
important risks that you should consider before investing in the notes. Except as otherwise indicated, all references in this prospectus supplement to "EMC,"
"we," "our" and "us" refer to EMC Corporation and its consolidated subsidiaries.
EMC Corporation
Our mission is to lead people and organizations on the journey to hybrid Cloud Computing. Cloud Computing offers a dramatically more efficient computing
model that helps transform information technology from a cost center to a value-driver. We support a broad range of customers around the world, in every major
industry, in the public and private sectors, and of sizes ranging from the Fortune Global 500 to small-sized businesses.
We manage our business in two broad categories: EMC Information Infrastructure and VMware Virtual Infrastructure. As data centers move to a Cloud
Computing model, managing information will be central to their operations. EMC Information Infrastructure provides a foundation for organizations to store,
manage, protect, analyze and secure their vast and ever-increasing quantities of information, improve business agility, lower cost of ownership and enhance their
competitive advantage within traditional data centers, virtual data centers and cloud-based information technology infrastructures. Infrastructure for Cloud
Computing is much more agile and efficient--this is achieved though virtualization. VMware Virtual Infrastructure, which is represented by EMC's majority equity
stake in VMware, Inc., is the leader in virtualization infrastructure solutions.
EMC was incorporated in Massachusetts in 1979. Our principal executive offices are located at 176 South Street, Hopkinton, Massachusetts 01748, and our
telephone number is (508) 435-1000.

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The Offering

Issuer
EMC Corporation

Securities Offered
$2,500,000,000 aggregate principal amount of 1.875% notes due 2018.

$2,000,000,000 aggregate principal amount of 2.650% notes due 2020.

$1,000,000,000 aggregate principal amount of 3.375% notes due 2023.

Maturity Dates
2018 notes--June 1, 2018.

2020 notes--June 1, 2020.

2023 notes--June 1, 2023.

Interest Rates
2018 notes--1.875% per year.

2020 notes--2.650% per year.

2023 notes--3.375% per year.

Interest Payment Dates
Interest will be paid on the notes on June 1 and December 1 of each year, beginning on December 1,
2013.

Interest on the notes will accrue from June 6, 2013.

Use of Proceeds
We estimate that the net proceeds from this offering will be approximately $5,458,286,000, after
deducting underwriting discounts and estimated offering expenses. We intend to use the net proceeds
from this offering for repayment of all of our outstanding 1.75% convertible senior notes due 2013
(the "existing convertible notes"), which will mature on December 1, 2013, and for general
corporate purposes, including stock repurchases, working capital needs and other business
opportunities for us or any of our subsidiaries. See "Use of Proceeds."

Optional Redemption
We may redeem the notes of each series for cash in whole, at any time, or in part, from time to time,
prior to maturity, at the respective redemption prices described under "Description of Notes--
Optional Redemption."

Covenants
We will issue the notes under an indenture with Wells Fargo Bank, National Association, as trustee.
The indenture includes certain covenants, including limitations on our ability to:

· create liens on our assets; and

· merge or consolidate with another entity.

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These covenants are subject to a number of important exceptions, limitations and qualifications that

are described under "Description of Notes--Certain Covenants" in this prospectus supplement,
under "Consolidation, Merger or Sale" in the accompanying prospectus and in the indenture.

Ranking
The notes will be our unsecured senior obligations and will rank equally with all our existing and
future unsecured and unsubordinated indebtedness from time to time outstanding.

The indenture does not limit the amount of debt we may incur.

Additional Issues
We may create and issue additional notes with the same terms (except for the issue date, the public
offering price and, under certain circumstances, the first interest payment date) as one or more series
of the notes so that such additional notes shall be consolidated and form a single series with the notes
of the corresponding series.

Listing
The notes are new issues of securities with no established trading market. The notes are not, and are
not expected to be, listed on any national securities exchange or included in any automated dealer
quotation system.

Denominations
The notes will be issued in minimum denominations of $2,000 and any integral multiple of $1,000 in
excess thereof.

Risk Factors
You should consider carefully all the information set forth and incorporated by reference in this
prospectus supplement and the accompanying prospectus and, in particular, you should evaluate the
specific factors set forth under the heading "Risk Factors" beginning on page S-4 of this prospectus
supplement, in our Annual Report on Form 10-K for the year ended December 31, 2012 and in our
Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, as well as the other
information contained or incorporated herein by reference, before investing in any of the notes
offered hereby.

Pro Forma Ratio of Earnings to Fixed Charges
Our pro forma ratio of earnings to fixed charges, after giving effect to this offering, would have been
20.22x for the three months ended March 31, 2013 and 27.03x for the twelve months ended
December 31, 2012.

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RISK FACTORS
Investing in the notes involves risks. Before making a decision to invest in the notes, you should carefully consider the risks related to the notes set forth
below, as well as the risk factors related to our business and operations described in Part I, Item 1A of our most recent Annual Report on Form 10-K under the
heading "Risk Factors" and in Part II, Item 1A of our most recent Quarterly Report on Form 10-Q under the heading "Risk Factors," which are incorporated by
reference in this prospectus supplement and the accompanying prospectus. See "Where You Can Find More Information" in this prospectus supplement and the
accompanying prospectus.
Risks Related to the Notes
The notes will be effectively subordinated to the indebtedness and other liabilities of our subsidiaries.
A significant portion of our operations are conducted through our subsidiaries. None of our subsidiaries is a guarantor of the notes. As a result, our right to
receive assets upon the liquidation or recapitalization of any of our subsidiaries, and your consequent right to benefit from our receipt of those assets, will be subject to
the claims of such subsidiary's creditors. Accordingly, the notes are effectively subordinated to all indebtedness and other liabilities, including trade payables, of our
subsidiaries. Even if we were recognized as a creditor of one or more of our subsidiaries, our claims would still be effectively subordinated to any security interests in
or other liens on the assets of any such subsidiary and to any indebtedness or other liabilities of any such subsidiary senior to our claims.
In addition, we derive a significant portion of our revenues from our subsidiaries. As a result, our cash flow and our ability to service our debt and other
obligations, including the notes, will depend on the results of operations of our subsidiaries and upon the ability of our subsidiaries to provide us with cash to pay
amounts due on our obligations, including the notes. Our subsidiaries are separate and distinct legal entities and have no obligation to make payments on the notes or to
make funds available to us for that purpose. In addition, dividends, loans or other distributions from our subsidiaries to us are dependent upon results of operations of
our subsidiaries, may be subject to contractual and other restrictions, may be subject to tax or other laws limiting our ability to repatriate funds from foreign
subsidiaries and may be subject to other business considerations.
The notes will be unsecured and therefore will be effectively subordinated to any secured indebtedness we may incur.
The notes will not be secured by any of our assets. As a result, the notes will be effectively subordinated to any secured debt we or our subsidiaries may incur to
the extent of the value of the assets securing such debt. In any liquidation, dissolution, bankruptcy or other similar proceeding, the holders of any of our secured debt and
the secured debt of our subsidiaries may assert rights against the assets pledged to secure that debt in order to receive full payment of their debt before the assets may be
used to pay other creditors, including the holders of the notes. As of the date of this prospectus supplement, we had no secured indebtedness outstanding.
The indenture governing the notes only provides limited protection against significant corporate events and other actions we may take that could adversely
impact your investment in the notes.
The indenture governing the notes contains only limited protections for holders of the notes. The indenture for the notes also does not require us to repurchase the
notes in the event of a change in control. As a result of the foregoing, when evaluating the terms of the notes, you should be aware that the terms of the indenture and the
notes do not restrict our ability to engage in, or to otherwise be a party to, a variety of corporate transactions, circumstances and events that could have an adverse
impact on your investment in the notes. In addition, the indenture does not contain financial covenants or restrictions on debt incurrence. Finally, the covenants in the
indenture restricting our ability to create liens on our assets and merge or consolidate with another entity are subject to a number of important exceptions, limitations
and qualifications that are described under "Description of Notes--Certain Covenants" in this prospectus supplement, under "Consolidation, Merger or Sale" in the
accompanying prospectus and in the indenture.

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