PROSPECTUS SUPPLEMENT (To Prospectus dated June 26, 1997) EMC CORPORATION $517,500,000 Principal Amount of 3 1/4% Convertible Subordinated Notes due 2002 (Interest Payable March 15 and September 15) 22,842,639 Shares of Common Stock ______________________________ This document supplements the Prospectus dated June 26, 1997 relating to (i) $517,500,000 aggregate principal amount of 3 1/4% Convertible Subordinated Notes due 2002 (the "Notes") of EMC Corporation, a Massachusetts corporation (the "Company"), and (ii) 22,842,639 shares of common stock, par value $.01 per share, of the Company (the "Common Stock"), which are initially issuable upon conversion of the Notes plus such additional indeterminate number of shares of Common Stock as may become issuable upon conversion of the Notes as a result of adjustments to the conversion price (the "Shares"). The Notes and the Shares that are being registered hereby are to be offered for the account of the holders thereof (the "Selling Securityholders"). The Notes were issued and sold in March 1997 in transactions exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), to persons reasonably believed by Smith Barney Inc., Alex. Brown & Sons Incorporated and Morgan Stanley & Co. Incorporated (the "Initial Purchasers") to be "qualified institutional buyers" (as defined in Rule 144A under the Securities Act) or institutional "accredited investors" (as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act) or outside the United States to certain persons in offshore transactions in reliance on Regulation S under the Securities Act. This Prospectus Supplement is incorporated by reference into the Prospectus and should be read in conjunction with the Prospectus. All terms used herein shall have the meaning assigned to them in the Prospectus. _______________________ SEE "RISK FACTORS" BEGINNING ON PAGE 3 OF THE ACCOMPANYING PROSPECTUS FOR A DISCUSSION OF CERTAIN FACTORS THAT SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS. _______________________ THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. ______________________ The date of this Prospectus Supplement is May 11, 1998. The following information supplements and updates the information found on pages 23-26 of the Prospectus under the caption "Selling Securityholders" as previously supplemented and amended by amending such information based upon certain information furnished to the Company through May 11, 1998 as to the security ownership of the Selling Securityholders to add the following to the list of Selling Securityholders: Aggregate Principal Number of Shares Amount of Notes of Common Stock Name that may be Sold that may be Sold* Lehman Brothers Inc. 50,000 2,207 Smith Barney Inc. 9,490,000 418,892 Soundshore Partners L.P. 1,355,000 59,810 The Income Fund of America, Inc. 20,000,000 882,807 _____________ * Assumes a conversion price of $22.655 per share and a cash payment in lieu of any fractional share interest.