Western Digital 2002 Annual Report Download - page 62

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Separate Ñnancial statements of the Company have been omitted as the Company is primarily an operating company
and its subsidiaries are wholly or majority owned and do not have minority equity interests and/or indebtedness to any
person other than the Company in amounts which together exceed 5% of the total consolidated assets as shown by the
most recent year-end consolidated balance sheet.
(3) Exhibits
Exhibit
Number Description
2.1 Agreement and Plan of Merger to Form Holding Company, dated April 6, 2001, by and among Western
Digital Corporation, Western Digital Technologies, Inc. (f/k/a Western Digital Corporation) and WD
Merger Sub, Inc.(21)
3.1 Amended and Restated CertiÑcate of Incorporation of Western Digital Corporation, Ñled with the oÇce of
the Secretary of State of the State of Delaware on April 6, 2001(21)
3.2 Amended and Restated By-laws of Western Digital Corporation, adopted as of March 28, 2002(26)
4.1 Rights Agreement between Western Digital Corporation and American Stock Transfer & Trust Company,
as Rights Agent, dated as of April 6, 2001, which includes as Exhibit A thereto the Form of Right
CertiÑcate to be distributed to holders of Rights after the Distribution Date (as that term is deÑned in the
Rights Agreement)(21)
4.2 Form of Common Stock CertiÑcate(1)
4.3 CertiÑcate of Designations of Series A Junior Participating Preferred Stock of Western Digital Corporation,
dated April 6, 2001(21)
4.4 Indenture, dated as of February 18, 1998, between Western Digital Corporation and State Street Bank and
Trust Company of California, N.A., as Trustee(9)
4.4.1 First Supplemental Indenture, dated as of April 6, 2001, between Western Digital Corporation and State
Street Bank and Trust Company, N.A.(21)
4.7 Western Digital Corporation's Zero Coupon Convertible Subordinated Debenture due 2018 and the Global
Form of Western Digital Corporation's Zero Coupon Convertible Subordinated Debenture due 2018
(which is identical Western Digital Corporation's Zero Coupon Convertible Subordinated Debenture due
2018, except for certain provisions as marked)(9)
10.1.4 Western Digital Corporation Amended and Restated Employee Stock Option Plan, as amended on
November 5, 1998(12)*
10.1.5 First Amendment to the Western Digital Corporation Employee Stock Option Plan, dated April 6,
2001(23)*
10.2 Amended and Restated 401(k) Plan, adopted as of March 28, 2002(26)
10.3 Western Digital Corporation 1993 Employee Stock Purchase Plan, as amended on November 18,
1999(18)*
10.3.1 First Amendment to the Western Digital Corporation 1993 Employee Stock Purchase Plan, dated April 6,
2001(23)*
10.10 Amended and Restated Deferred Compensation Plan, adopted May 31, 2002*‰
10.11 Amended and Restated Executive Bonus Plan, adopted May 31, 2002*‰
10.12 Western Digital Corporation Extended Severance Plan, eÅective January 18, 1990(2)*
10.12.1 Amendment No. 1 to the Western Digital Corporation Extended Severance Plan, eÅective September 1,
1995(5)*
10.12.2 Western Digital Corporation Change of Control Severance Plan, eÅective March 29, 2001(22)*
10.16.1 Amended and Restated Western Digital Corporation Long-Term Retention Plan, as amended and restated
on July 10, 1997(8)*
10.16.2 Western Digital Corporation Executive Retention Plan(11)*
57