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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

FINKBEINER MARTIN W.

(Last)

(First)

(Middle)

C/O WESTERN DIGITAL CORPORATION

20511 LAKE FOREST DRIVE

(Street)

LAKE FOREST

92630-7741

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/16/2009

3. Issuer Name and Ticker or Trading Symbol
WESTERN DIGITAL CORP [ WDC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP Operations

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock⁽¹⁾	74,004	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	09/23/2003⁽²⁾	09/23/2012	Common Stock	3,000	3.85	D
Employee Stock Option (right to buy)	09/03/2005⁽²⁾	09/03/2014	Common Stock	10,000	8.01	D
Employee Stock Option (right to buy)	11/09/2005⁽²⁾	11/09/2014	Common Stock	60,000	8.89	D
Employee Stock Option (right to buy)	10/24/2004⁽²⁾	10/24/2013	Common Stock	60,000	12.84	D
Employee Stock Option (right to buy)	02/04/2010⁽³⁾	02/04/2016	Common Stock	82,293	16.85	D
Employee Stock Option (right to buy)	09/12/2008⁽³⁾	09/12/2014	Common Stock	32,888	23.46	D
Employee Stock Option (right to buy)	09/11/2009⁽³⁾	09/11/2015	Common Stock	34,128	23.78	D
Employee Stock Option (right to buy)	02/17/2007⁽³⁾	02/17/2016	Common Stock	6,893	24.18	D
Employee Stock Option (right to buy)	02/06/2009⁽³⁾	02/06/2015	Common Stock	26,003	28.09	D
Employee Stock Option (right to buy)	09/10/2010⁽³⁾	09/10/2016	Common Stock	20,655	35.75	D
Employee Stock Option (right to buy)	11/11/2010⁽³⁾	11/11/2016	Common Stock	14,924	38.53	D

Explanation of Responses:

1. Includes 46,618 restricted stock units previously granted to the reporting person. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.

2. The option vested 25% on the first anniversary of the grant date and 6.25% at the end of each three-month period thereafter.

3. The option vests 25% on the first anniversary of the grant date and 6.25% at the end of each three-month period thereafter.

Remarks:

Exhibit List: Exhibit 24 - Power-of-Attorney

	By: /s/ Sandra Garcia Attorney-in-Fact For: Martin W. Finkbeiner	11/19/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

LIMITED POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and
appoints each of Raymond M. Bukaty, Michael Ray, Ryan Bunker, Sandra Garcia
and Van Huynh, signing singly, the undersigned's true and lawful attorney
in fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Western Digital Corporation
(the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Form 3, 4, or 5, complete and execute any amendment or amendments thereto,
and timely file such form with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney in fact, may be of
benefit to, in the best interest of, or legally required by, the undersigned,
it being understood that the documents executed by such attorney in fact on
behalf of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney in fact
may approve in such attorney in fact's discretion.


The undersigned hereby grants to each such attorney in fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes
as the undersigned might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and confirming
all that such attorney in fact, or such attorney in fact's substitute
or substitutes, shall lawfully do or cause to be done by virtue of this
limited power of attorney and the rights and powers herein granted.  The
undersigned acknowledges that the foregoing attorneys in fact, in serving
in such capacity at the request of the undersigned, are not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934.


This Limited Power of Attorney shall remain in full force and effect until
the undersigned is no longer required to file Forms 3, 4, and 5 with respect
to the undersigned's holdings of and transactions in securities issued by
the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys in fact.


IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney
to be executed as of this 16th day of November, 2009.



		/s/ Martin Finkbeiner
			Signature

		Martin Finkbeiner
			Print Name