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PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(B)(4)
TO PROSPECTUS DATED JULY 1, 1999 REGISTRATION NO. 333-80611
$345,000,000
LSI LOGIC CORPORATION
4 1/4% CONVERTIBLE SUBORDINATED NOTES DUE 2004
AND SHARES OF COMMON STOCK
This prospectus supplement relates to the resale by the selling
securityholders of 4 1/4% convertible subordinated notes due 2004 of LSI Logic
Corporation and the shares of common stock, par value of $0.01 per share, of LSI
Logic Corporation issuable upon the conversion of the notes.
This prospectus supplement should be read in conjunction with the
prospectus dated July 1, 1999, which is to be delivered with this prospectus
supplement. All capitalized terms used but not defined in the prospectus
supplement shall have the meanings given them in the prospectus.
The table below sets forth information as of the date hereof concerning
beneficial ownership of the notes of the selling securityholders as listed
below. All information concerning beneficial ownership has been furnished by the
selling securityholders.
<TABLE>
<CAPTION>
PRINCIPAL NUMBER OF
AMOUNT OF NOTES SHARES OF
BENEFICIALLY PERCENTAGE COMMON STOCK PERCENTAGE OF
OWNED THAT OF NOTES THAT MAY BE COMMON STOCK
NAME MAY BE SOLD OUTSTANDING SOLD(1) OUTSTANDING(2)
- ---- --------------- ----------- ------------ --------------
<S> <C> <C> <C> <C>
Chase Manhattan Bank as Trustee of
the Amoco Corporation Master Trust
for Employee Pension Plans $ 1,000,000 * 31,894 *
Conseco Direct Life - Palladin 50,000 * 1,595 *
Continental Assurance Company
Separate Account (E) 2,500,000 * 79,737 *
Deutsche Bank Securities Inc. 15,945,000 4.6% 508,564 *
Highbridge Capital Corporation 6,500,000 1.9% 207,317 *
Morgan Stanley Dean Witter 10,413,000 3.0% 332,121 *
National Bank of Canada 200,000 * 6,378 *
PGEP III LLC 500,000 * 15,947 *
Palladin Securities, LLC 250,000 * 7,973 *
Standard Mortgage Holding Corporation 100,000 * 3,189 *
Triton Capital Investments, Ltd. 1,000,000 * 31,894 *
</TABLE>
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*Less than 1%
(1) Assumes conversion of the full amount of notes held by such holder at the
initial conversion price of $31.353 per share; such conversion price is
subject to adjustment as described under "Description of Notes --
Conversion of Notes."
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Accordingly, the number of shares of common stock issuable upon conversion
of the Notes may increase or decrease from time to time. Under the terms of
the Indenture, fractional shares will not be issued upon conversion of the
notes; cash will be paid in lieu of fractional shares, if any.
(2) Computed in accordance with Rule 13d-3(d)(i) promulgated under the Exchange
Act and based upon 143,585,307 shares of common stock outstanding as of
July 21, 1999, treating as outstanding the number of shares of common stock
shown as being issuable upon the assumed conversion by the named holder of
the full amount of such holder's notes but not assuming the conversion of
the notes of any other holder.
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THE SECURITIES OFFERED HEREBY INVOLVE A HIGH DEGREE OF RISK. SEE "RISK
FACTORS" BEGINNING ON PAGE 7 OF THE PROSPECTUS.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COM-
MISSION PASSED UPON THE ACCURACY OR ADEQUACY OF
THIS PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
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The date of this Prospectus Supplement is July 22, 1999.
