Adaptec and Western Digital Agree to Form Strategic Alliance

MILPITAS, CALIF, - February 6, 1996 - Adaptec, Inc. announced today that it
has signed a letter of intent for Adaptec to form a strategic relationship
with Western Digital Corporation of Irvine, Calif. Under the terms of the
agreement, Adaptec will provide design services and serve as Western
Digital's sole source for certain advanced storage control technology. In
addition, Adaptec will purchase certain assets and ongoing business of
Western Digital's Connectivity Solutions Group, and be assigned contracted
semiconductor foundry capacity. The agreement, when concluded, will call
for Adaptec to make cash payments of approximately $45 million. The
transaction is subject to execution of a definitive agreement to be
approved by the Board of Directors of each company and customary
regulatory approvals and other closing conditions.

When completed, the acquisition of assets will be accounted for under the
purchase accounting method. Adaptec will evaluate the allocation of the
purchase price to the assets acquired, which include in-process technology
that will be written off, and goodwill, which will be amortized over the
benefit period.

Adaptec, Inc. (NASDAQ:ADPT) designs, manufactures, and markets IOware
solutions to eliminate performance bottlenecks between micro-computers,
networks, and peripherals. Solutions range from simple connectivity
products for single-user and small office desktops, to intelligent
subsystem, high performance SCSI, RAID, and ATM products for enterprise-
wide computing and networked environments. Adaptec I/O solutions are
incorporated into the products of virtually all the major computer and
peripheral manufacturers around the world.

Founded in 1981, Adaptec is a recognized leader in high performance I/O
technology. Adaptec currently employs approximately 2,000 people, and with
its global distribution network, serves customers worldwide. Adaptec's
World Wide Web home page address is http://www.adaptec.com.
 
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