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): June 5, 2003 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) NATIONAL SEMICONDUCTOR CORPORATION Index Page ---- Item 7. Financial Statements and Exhibits 3 Item 9. Regulation FD Disclosure 3 Signature 4 NATIONAL SEMICONDUCTOR CORPORATION Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c ) Exhibits -------------- Exhibit No. Description of Exhibit - ----------- ---------------------- 99.1 News release dated June 5, 2003 issued by National Semiconductor Corporation. * * This exhibit is intended to be furnished and shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended. Item 9. REGULATION FD DISCLOSURE This information, furnished under this "Item 9. Regulation FD disclosure," is intended to be furnished under "Item 12. Results of Operations and Financial Condition" in accordance with SEC Release No. 33-8216 and shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934, as amended. On June 5, 2003, National Semiconductor Corporation issued a news release announcing earnings for the quarter ended May 25, 2003. The earnings news release, which has been attached as Exhibit 99.1, contains 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. The news release also contains certain reconciliations of net loss as reported to net income (loss) excluding license writedowns and special items in 2003 and a tax refund in 2002 that are not presented in accordance with GAAP. These reconciliations are presented as supplemental information because we believe it provides investors with additional information on the components of special items and provides a better understanding of the underlying performance of our business. These non-GAAP reconciliations should be considered supplemental to, and not a substitute for or superior to, the financial statements prepared in accordance the GAAP that are contained in the news release. 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 Dated: June 5, 2003 \S\ Robert E. DeBarr Robert E. DeBarr Controller (Principal Accounting Officer)