Performance Share Award Termination Agreement between Western Digital Corporation and Stephen D. Milligan

Summary

Western Digital Corporation and Stephen D. Milligan agree to terminate the entire Performance Share Award granted to Mr. Milligan on January 20, 2005. By signing this letter, Mr. Milligan confirms he has no further rights to the award. This agreement replaces any previous agreements about the award and is governed by Delaware law.

EX-10.21.1 6 a20192exv10w21w1.htm EXHIBIT 10.21.1 exv10w21w1

EXHIBIT 10.21.1


		Western Digital Corporation 20511 Lake Forest Drive Lake Forest, California 92630 Tel: 949 ###-###-####

February 16, 2006

Mr. Stephen D. Milligan
20511 Lake Forest Drive
Lake Forest, CA 92630

Dear Steve:

When countersigned by you below, this letter shall constitute our agreement that the entire Performance Share Award granted by Western Digital Corporation (the “Company”), to you on January 20, 2005, in accordance with that certain Notice of Grant of Performance Share Awards and Performance Share Award Agreement, dated on or about January 20, 2005, is hereby terminated and you have no further rights with respect to, or in respect of, such Performance Share Award.

This letter agreement, which is entered for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, shall be interpreted and construed in accordance with the laws of the State of Delaware (without regard to conflict of law principles) and applicable federal law. This letter agreement constitutes the entire agreement and supersedes all prior understandings and agreements, written or oral, of the parties hereto with respect to the subject matter hereof.


		Very truly yours,

		Western Digital Corporation

		By:		/s/ Raymond M. Bukaty

				Raymond M. Bukaty Senior Vice President, Administration, General Counsel and Secretary

Agreed to and Accepted by:

/s/ Stephen D. Milligan

Stephen D. Milligan