UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________ FORM 10-K/A Amendment No. 1 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 3, 1998 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-11403 SEAGATE TECHNOLOGY, INC. (Exact name of Registrant as specified in its charter) ________________________ Delaware 94-2612933 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 920 Disc Drive Scotts Valley, California 95067 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (831) 438-6550 _________________________ Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange ------------------- --------------------- on which Registered ------------------- Common Stock, Par Value $0.01 per share New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes [X] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K/A or any amendment to this Form 10-K/A. [X] The aggregate market value of the Common Stock held by non-affiliates of the registrant, based upon the closing price of Common Stock on July 3, 1998 as reported by the New York Stock Exchange, was $5.182 billion. Shares of Common Stock held by each officer, each director and by each person who owns 5% or more of the outstanding Common Stock have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes. The number of shares outstanding of the registrant's Common Stock as of July 3, 1998 was 244,757,152. DOCUMENTS INCORPORATED BY REFERENCE Parts of the following documents are incorporated by reference into Parts I, II, III and IV of this Form 10-K/A Report: (1) Proxy Statement for registrant's 1998 Annual Meeting of Stockholders (the "Proxy Statement") and (2) registrant's Annual Report to Stockholders for the fiscal year ended July 3, 1998 (the "Annual Report to Stockholder"). PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K (a) The following documents are filed as a part of this Report: 1. Financial Statements. The following Consolidated Financial Statements of Seagate Technology, Inc. and Report of Independent Auditors are incorporated by reference in Item 8: Report of Independent Auditors Consolidated Balance Sheets July 3, 1998 and June 27, 1997. Consolidated Statements of Operations Years Ended July 3, 1998; June 27, 1997; and June 28, 1996. Consolidated Statements of Stockholders' Equity Years Ended July 3, 1998; June 27, 1997; and June 28, 1996. Consolidated Statements of Cash Flows Years Ended July 3, 1998; June 27, 1997; and June 28, 1996. Notes to Consolidated Financial Statements. 2. Financial Statement Schedules. The following consolidated financial statement schedule of Seagate Technology, Inc. is filed as part of this Report and should be read in conjunction with the Consolidated Financial Statements of Seagate Technology, Inc.: II--Valuation and Qualifying Accounts................. 24 Schedules not listed above have been omitted because they are not applicable or are not required or the information required to be set forth therein is included in the Consolidated Financial Statements or notes thereto. 3. Exhibits: Notes ----- 3.1 Certificate of Incorporation of Registrant, as amended. (A) 3.2 By-Laws of Registrant, as amended. (B) 4.1 Indenture, dated as of March 1, 1997 (the "Indenture"), between Seagate Technology, Inc. (the "Company") and First Trust of California, National Association, as Trustee. (C) 4.2 Officers' Certificate pursuant to Section 301 of the Indenture, without Exhibits, establishing the terms of the Company's senior notes and senior debentures. (C) 4.3 Form of Senior Note. (C) 4.4 Form of Senior Debenture. (C) 10.1 1983 Incentive Stock Option Plan and form of Stock Option Agreement. (E) 10.2 Seagate Technology Employee Stock Purchase Plan, as amended. 10.3 Registrant's Executive Stock Plan. (I) 10.4 Conner Peripherals, Inc. 1986 Incentive Stock Plan. (I) 10.5 Building Agreement for Land At Private Lot A14547 in Yio Chu Kang dated May 30, 1996 between Seagate Technology International and Jurong Town Corporation. (K) 10.6 Lease Agreement dated July 18, 1994 between Universal Appliances Limited and Seagate Technology (Thailand) Limited. (K) 10.7 1991 Incentive Stock Option Plan and Form of Option Agreement, as amended. (K) 10.8 Acquisition Agreement dated as of September 29, 1989 by and among Seagate Technology, Inc. and Control Data Corporation, Imprimis Technology Incorporated and Magnetic Peripherals, Inc. (G) 10.9 Amended and Restated Directors' Option Plan and Form of Option Agreement. (H) 10.10 Amended and Restated Archive Corporation Stock Option and Restricted Stock Purchase Plan--1981. (I) 10.11 Amended and Restated Archive Corporation Incentive Stock Option Plan--1981. (I) 10.12 Conner Peripherals, Inc.--Arcada Holdings, Inc. Stock Option Plan. (J) 10.13 Arcada Holdings, Inc. 1994 Stock Option Plan. (J) 10.14 Separation Agreement and Release between the Registrant and Alan F. Shugart dated as of July 29, 1998. (K) 13.1 Portions of the 1998 Annual Report to Stockholders. * 21.1 Subsidiaries of the Registrant. (K) 23.1 Consent of Ernst & Young LLP, Independent Auditors. * 24.1 Power of Attorney. (K) 27 Financial Data Schedule (K) (A) Incorporated by reference to exhibits filed in response to Item 16, "Exhibits," of the Company's Registration Statement on Form S-3 (File No. 33-13430) filed with the Securities and Exchange Commission on April 14, 1987. (B) Incorporated by reference to exhibits filed in response to Item 14 (a), "Exhibits," of the Company's Form 10-K, as amended, for the year ended June 30, 1990. (C) Incorporated by reference to exhibits filed in response to Item 7(b), "Financial Statements and Exhibits" of the Company's Current Report on Form 8-K dated March 4, 1997. (E) Incorporated by reference to exhibits filed in response to Item 14(a), "Exhibits," of the Company's Form 10-K for the year ended June 30, 1983. (G) Incorporated by reference to exhibits filed in response to Item 7(c), "Exhibits," of the Company's Current Report on Form 8-K dated October 2, 1989. (H) Incorporated by reference to exhibits filed in response to Item 14(a), "Exhibits," of the Company's Form 10-K for the year ended June 30, 1991. (I) Incorporated by reference to exhibits filed with Registrant's Registration Statement on Form S-8 (registration number 333-00697) as filed with the Commission on February 5, 1996. (J) Incorporated by reference to exhibits filed with Registrant's Registration Statement on Form S-8 (registration number 333-01059) as filed with the Commission on February 21, 1996. (K) Previously filed. * Filed herewith. (b) Reports on Form 8-K. No reports on Form 8-K were filed by the Company during the quarter ended July 3, 1998. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this amended report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized. Seagate Technology, Inc. By: * _________________ Stephen J. Luczo Chief Executive Officer, President, Chief Operating Officer and a Director Dated: April 19, 1999 Pursuant to the requirements of the Securities Exchange Act of 1934, this amended report on Form 10-K has been signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. Signature Title Date - ------------------------------------- ------------------------------ ------------------- * President and Chief April 19, 1999 - ------------------------------------- Executive Officer and a (Stephen J. Luczo) Director (Principal Executive Officer) /s/ Charles C. Pope Senior Vice President and April 19, 1999 - ------------------------------------- Chief Financial Officer (Charles C. Pope) (Principal Financial and Accounting Officer) * Co-Chairman of the Board April 19, 199 - ------------------------------------- (Gary B. Filler) * Co-Chairman of the Board April 19, 1999 - ------------------------------------- (Lawrence Perlman) * Director April 19, 1999 - ------------------------------------- (Kenneth Haughton) * Director April 19, 1999 - ------------------------------------- (Robert A. Kleist) * Director April 19, 1999 - ------------------------------------- (Thomas P. Stafford) * Director April 19, 1999 - ------------------------------------- (Laurel L. Wilkening) *By: /s/ Charles C. Pope --------------------- Charles C. Pope Attorney-in-fact Notes ----- 3.1 Certificate of Incorporation of Registrant, as amended. (A) 3.2 By-Laws of Registrant, as amended. (B) 4.1 Indenture, dated as of March 1, 1997 (the "Indenture"), between Seagate Technology, Inc. (the "Company") and First Trust of California, National Association, as Trustee. (C) 4.2 Officers' Certificate pursuant to Section 301 of the Indenture, without Exhibits, establishing the terms of the Company's senior notes and senior debentures. (C) 4.3 Form of Senior Note. (C) 4.4 Form of Senior Debenture. (C) 10.1 1983 Incentive Stock Option Plan and form of Stock Option Agreement. (E) 10.2 Seagate Technology Employee Stock Purchase Plan, as amended. 10.3 Registrant's Executive Stock Plan. (I) 10.4 Conner Peripherals, Inc. 1986 Incentive Stock Plan. (I) 10.5 Building Agreement for Land At Private Lot A14547 in Yio Chu Kang dated May 30, 1996 between Seagate Technology International and Jurong Town Corporation. (K) 10.6 Lease Agreement dated July 18, 1994 between Universal Appliances Limited and Seagate Technology (Thailand) Limited. (K) 10.7 1991 Incentive Stock Option Plan and Form of Option Agreement, as amended. (K) 10.8 Acquisition Agreement dated as of September 29, 1989 by and among Seagate Technology, Inc. and Control Data Corporation, Imprimis Technology Incorporated and Magnetic Peripherals, Inc. (G) 10.9 Amended and Restated Directors' Option Plan and Form of Option Agreement. (H) 10.10 Amended and Restated Archive Corporation Stock Option and Restricted Stock Purchase Plan--1981. (I) 10.11 Amended and Restated Archive Corporation Incentive Stock Option Plan--1981. (I) 10.12 Conner Peripherals, Inc.--Arcada Holdings, Inc. Stock Option Plan. (J) 10.13 Arcada Holdings, Inc. 1994 Stock Option Plan. (J) 10.14 Separation Agreement and Release between the Registrant and Alan F. Shugart dated as of July 29, 1998. (K) 13.1 Portions of the 1998 Annual Report to Stockholders. * 21.1 Subsidiaries of the Registrant. (K) 23.1 Consent of Ernst & Young LLP, Independent Auditors. * 24.1 Power of Attorney. (K) 27 Financial Data Schedule (K) (A) Incorporated by reference to exhibits filed in response to Item 16, "Exhibits," of the Company's Registration Statement on Form S-3 (File No. 33-13430) filed with the Securities and Exchange Commission on April 14, 1987. (B) Incorporated by reference to exhibits filed in response to Item 14 (a), "Exhibits," of the Company's Form 10-K, as amended, for the year ended June 30, 1990. (C) Incorporated by reference to exhibits filed in response to Item 7(b), "Financial Statements and Exhibits" of the Company's Current Report on Form 8-K dated March 4, 1997. (E) Incorporated by reference to exhibits filed in response to Item 14(a), "Exhibits," of the Company's Form 10-K for the year ended June 30, 1983. (G) Incorporated by reference to exhibits filed in response to Item 7(c), "Exhibits," of the Company's Current Report on Form 8-K dated October 2, 1989. (H) Incorporated by reference to exhibits filed in response to Item 14(a), "Exhibits," of the Company's Form 10-K for the year ended June 30, 1991. (I) Incorporated by reference to exhibits filed with Registrant's Registration Statement on Form S-8 (registration number 333-00697) as filed with the Commission on February 5, 1996. (J) Incorporated by reference to exhibits filed with Registrant's Registration Statement on Form S-8 (registration number 333-01059) as filed with the Commission on February 21, 1996. (K) Previously filed. * Filed herewith. (b) Reports on Form 8-K. No reports on Form 8-K were filed by the Company during the quarter ended July 3, 1998.