EXHIBIT 6

EXHIBIT NO'1
From: Sent: To: Subject:
Fink, Martin R Thursday, August 30, 2007 11:36 PM Stallard, Scott J RE: if youre watching...

S STEVENS
# 50461

I did... Spent an hour. I think have the messaging getting back on track (for now). This was a high-tension call. They found out about Octane. So, they're saying that we're building our next generation Mission Critical system on their competitor's product, you're not porting HP-UX, so why should they help us with a soft landing.
Shane just called me. He called Pat G after Gary C told him that Intel was canceling Poulson. I just walked Shane through the whole history. Shane says they are the most freaked about Octane, but "discovering" that we weren't porting HP-UX "rocked their world". I told Shane that you told Kilroy a while ago we weren't porting.

I was aggressive with Pat about telling us they're laying off 200 to 300 engineers on October 1l and finding out about that as part of a press preparation. He tried to claim that they've always told us their date, and the October l deadline. I told him there is a huge difference between a deadline for all of us to agree on a plan (which is what I was marching on - AlcesterfTopsfield), and a deadline to lay off 300 engineers. So, we were already working on two master scenarios (ride it out, and scorched earth), l've added a couple of scenarios to deal with this. Shane wants the data on what it take to port HP-UX to x86.
M arti n

Martin Fink Sr. Vice-president & General Manager Business Critical Systems Hewlett-Packard (970) 898-7076 martin.fink@hp.com
Assistant: Ingrid Busch (970) 898-0782 ingrid.busch@jhp.com

From: Stallard, Scott J Sent: Thursday, August 30, 2007 5:24 PM To: Fink, Martin R Subject: RE: if you're watching...
Call pat g
SS

this messaging is not appropriate for either company at this point.

From: Fink, Martin R Sent: Thursday, August 30, 2007 8:48 AM

HPCO1 264101

To: Stallard, Scott J

Subject: if you're watching...

Intel dropped a bomb on us last night. Very different from the outline sent from Hal on Monday. Hal will send an update shortly. I'm planning to get a hold of Pat G. We will likely need intervention. Talk of "cancelling Poulsen" and that level of stuff.
Look for an email from Hal.
M arti n

Martin Fink Sr. Vice-president & General Manager Business Critical Systems Hewlett-Packard (970) 898-7076

martin.finkp.com
Assistant: Ingrid Busch (970) 898-0782

ingrid.buschjhp.com

HPC_01 264102

EXHIBIT 43

From: Sent: To:

Cc:

Subject:

Stallard, Scott J Thursday, September 06, 2007 1:59 PM Fink, Martin R Stallard, Scott J I RE: comm plan.ppt

EXHIBIT

NOJL7

S. STEVENSON #50461

we should chat today on my Kilroy conversation. I made 3 points call it Poulsori, whatever it is paint a good picture on why me made change made it earlier for HP's roadmap or whatever don't possibly signal to world end of PF roadmap. or you kill tw success and the bcs business need a placeholder for kitson, since you went and announced that without our knowledge keep a cpu team around and keep them busy otherwise you are pulling out the full tw and poulson teams within 18 months not a soft landing, a crash landing!

thanks
SS

From: Fink, Martin R Sent: Wednesday, September 05, 2007 6:32 PM To: Stallard, Scott J Subject: FW: comm plan.ppt
FYI...

Martin
Martin Fink Sr. Vice-president & General Manager Business Critical Systems Hewlett-Packard (970) 898-7076

martin.finkOhp.com
Assistant: Ingrid Busch (970) 898-0782

ingrid.buschhp.com
From: Fink, Martin R Sent: Wednesday, September 05, 2007 7:31 PM To: Weiss, Michelle J (Integrity) Subject: RE: comm plan.ppt I still don't like it.
Q: Is Poulson still on the roadmap? A: Yes. As with any product still years from introduction, we continue to refine the details of the product definition.

HPC_O1 264120

That's what I'd prefer.

Martin
Martin Fink Sr. Vice-president& General Manager
Business Critical Systems Hewlett-Packard (970) 898-7076

martinjink@hp.com
Assistant: Ingrid Busch (970) 898-0782 ingrid.busch@hpcom

From: Weiss, Michelle J (Integrity) Sent: Wednesday, September 05, 2007 4:16 PM To: Fink, Martin R Subject; FW: comm plan.ppt
Can you look at this - especially ]et me know if von are OK with these words: Q: Is Poulson still on the roadmap? A: We have redirected Poulson resources to new programs and are redefining Poulson. We'll have roadmap updates in the future.

From: Tauzer, Susan [mailto:susan.tauzer@intel.com] Sent: Thursday, August 30, 2007 8:06 PM To; Weiss, Michelle J (Integrity) Cc: Morehead, Bruce; Massey, Hal Subject: RE: comm plan.ppt Attached is the next rev. I am expecting some internal edits on key messages tonight before presenting it to Pat/Tom tomorrow. You comments are welcome. Susan

From: Weiss, Michelle J (Integrity) [mailto:michelleweiss@hp.com] Sent: Thursday, August 30, 2007 7:14 PM To: Tauzer, Susan Cc: Morehead, Bruce; Massey, Hal Subject: RE: comm plan.ppt Susan - Can you let me know if ou sent nie any revision as i did not notice anything but i am very back logged on email.
Regards,

Michelle

HPC_01 264121

EXHIBIT 14

Intel Confidential Material

To: Hurd, Mark[mark.hurdtlp.00ml; Bradley. Todd{todd.bradleyhp.com]; Flaxman, Jon E[jon.flaxmanhp.com]: Holston, Michael[michael.holston@hp.com]: Joshi, Vyornesh I[vyomesh .joshihp.com]; Lesjak, Cathie[cathie. lesjakh p.com]; Livermore, Ann[ann .livermore@hp.coml: Mott, Randyjrandy.motthp.com1; Perez de Alonso, Marcela[marcela.perez-de-alonsohp.com]; Robison, Shane[shane. robison@hp.comJ Cc: ECEA[eceahp.com); Lee, Joseph K (VP Intel Alliance)[joe.leehp.com; Tondreau, Pamela[pamela.tondreau@hp.com]; Stallard, Scott J[scott.stallard@hp.com] From: Haas, Marius Sent: Mon 10/1/2007 715:22 PM Importance: High

Sensitivity: Subject: Categories:

None

Intel 5x5 Meeting Notes L September 28, 2007 Produced By Microsoft Exchange V6.5

EC members,

Attached are the meeting flotes from the Intel NxN last Friday.

Marius A. Haas SVP, Strategy & Corporate Development Hewlett-Packard 650 857-2586 (phone) 650 852-8378 (fax) rnarius.haas@hp.com

Jill Brown - Executive Administrator 650 857-2503 (phone) uIl brown(Whp.com

From: Lee, Joseph K (VP Intel Alliance) Sent: Saturday, September 29, 2007 9:17 AM To: Haas, Marius; Robison, Shane; Campbell, Gary (The CTO Gary) Subject: Intel 5x5 Meeting Notes - September 28, 2007

Importance: High
Marius - please send out to the EC. Pam Tondreau has reviewed and vetted.
Thanks, JOE

Exhibit:

k/it:

)ate:

.3. t7.
HPC_00463972

eslie Rockwood CSR RPR

Highly Confidential - Attorneys' Eyes Only - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

Intel Confidential Material

Executive Council Joe Lee Subject: Intel 5x5 Meeting Notes - September 28, 2007
To: From:

Intel 5x5 Meeting Notes - September 28, 2007

This note summarizes the 5x5 meeting which took place on Friday between senior HP and Intel executives and action items taken (AR's listed in BLUE). Please review and contact me for any follow up or color commentary.

Attendees: HP: Mark Huid, Shane Robison, Scott Stallard, Joe Lee. Todd Bradley couldn't attend this time. Intel: Paul Otellini (CEO), Sean Maloney (EVP Sales & Marketing), Tom Kiiroy (VP Digital
Enterprise, 2-in-a-box with Pat Gelsinger), JeanAnn Nichols (HP account exec)

5x5 Meeting Objectives:

The 5x5 occurs three times per year arid is a senior exec review of the Intel-HP strategic alliance & business relationship. At this meeting, the intent was to follow-up on two key action items identified at the last 5x5 held on July 25: (1) drive to closure the pan-HP Corporate Agreement for FY'08, including volume + revenue + rebate expectations, and (2) choose a strategic path forward for Itanium. We also reviewed how well the Corporate Agreement has worked in FY'07. The next 5x5 is planned for February.

Meeting Summary:
The meeting went well, productive, positive in tone, continued high level of candor.

Paul started Out by talking about the state of Intel's business. He reported that things look great, especially in notebooks and servers. EMFA is doing very well, even is maturo countries like France and Germany. Business has strengthened as the quarter has progressed. Intel is most of the way through its restructuring: 15-20K people have been taken out. Compared with '06, OPEX is lower by S26 per year now and $3B per year by 2008. Margins are improving. Intel's product side is hitting all cylinders: all products are at or ahead of schedule. The 'tick-tack" innovation model of putting a cadence into Intel's development cycles is working extremely well. Intel's 45nrn product line on current care architectures will ship in November, and Intel is already able to preview their next generation core architecture on 45nm, and even some working 32nm products to be introduced in 2009. Paul reported that Intel now has 3000+ engineers working on SOC products - aimed at the consumer electronics, iPhone and ultra-low-power handheld device markets which would allow for mega-integration (including baseband) at 32nm. HP added that Todd has recently brought Steve Manser onboard to lead emerging businesses, adjacencies and product categories that complement PSG's core portfolio, and it'd be worthwhile to connect with him. Mark then provided a perspective on HP's business outlook, and reported strong business in PSG and ISS. August was HP's best month all year. He expressed concerns about supply: we would be able to sell more PC's and gain additional share if we could get more batteries, panels, etc. But were fine in processors. To Sean's question re. the recent Goldman Sachs report on HP, Mark said he hasn't found any basis to support rumors that HP was dumping supply. Mark also provided an overview of HPs business planning and forecasting processes, which are built on growth assumptions at the lower end of the range to ensure our costs do not outgrow revenues. He also spent some time describing plans to address HP's sales coverage gaps, especially in Enterprise and SMB. In FY08, we might gain share in PSG and ISS, but certainly not banking on gaining share at the same rate as we did this past year. HP and Intel execs also exchanged viewpoints on the business conditions and competitive dynamics at Dell, IBM, Sun and Cisco. There was discussion around recent developments among the 00M industry (e.g., consolidation, moving into the branded space, competing with their customers). Both sides expressed interest in working together strategically to ensure a continued level playing field with ODM's.

Highly Confidential - Attorneys' Eyes Only - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_00463973

Intel Confidential Material

The conversation then turned to Itanium, and the different strategic choice points that a joint, restricted team have developed since the last 5x5 in July. Tom started by summarizing two roadmap alternatives, and the costs associated with each. The choices appear binodal: an expensive plan vs. a crash landing. Tom explained that the current "McKinley" core architecture has pretty much reached the end of the line with Tukwila (2009-1 0), and that significantly more (i.e., a step function increase) investment into Itanium CPU architecture will be required to create a compelling IPF roadmap beyond 2011.

Mark stated that HP and Intel have collectively sold $9 billion of Itanium-based systems so far and it would be tough to contemplate walking away from those customers. Tom said Bull and SOI has essentially moved off from Itanium, and the Japanese are not far behind. Paul added that we need to address the inevitable on the future of ltariium, stressed that Intel cannot keep losing money on the product line, and asserted that what s really needed s a compelling migration story. He suggested that we should start by figuring out what we really want to do with Itanium, and then work backwards from there to the define the optimal PR, AR and customer messaging.
Both sides agree that high-availability Xeon coupled with the right HP software story is where we will want to eventually land. but everyone also agree that scenar:o will be much easier to play out with a longer glide path (i.e., ltanium until 2013) than with a prematurely truncated one. Scott used the example of PA-RISC, which HP customers are still buying today, to illustrate the point that while barriers to switching are high in the high-end server segment, so are the barriers to leaving.

Paul acknowledged that HP's dilemma is ultimately a software challenge. Scott reaffirmed that while HP doesn't have any plans to migrate HP-UX away from Itanium, HP s completely committed to developing x86 as a mission-critical architecture. But HPs plan is to do so by continuing to build up the capabilities of Xeon and Linux in a parallel, "store next door" pitch, which will be much easier to sell to customers in 2013 than in 2010. Stated another way, the problem will shrink as time goes on. Intel still plans to notify 250 DEG employees on Monday 10/1 that they no longer have a job. so that they can start the 30-60 day internal job search clock, and avoid layoffs over the holidays, but none will be Itanium engineers.
Tom suggested that Intel is willing to establish a different business model where Intel essentially becomes "HP's contractor" on Itanium to take Itanium through 2013, such that HP can recover a substantial portion of the total NRE bill by buying parts from Intel at a substantial price discount or cost-plus. He showed one framework slide that had some proposed business terms around an alternative Itanium business model. Paul said Intel is not really looking to make money from this new approach, but very simply he needs to not to lose more money on Itanium. Tom pointed out that Intel's Itanium P&L is now actually worse than it was one year ago, as the $1 10M in incremental economic value originally promised by HP in last year's deal did not materialize. Mark summarize the discussion to say that HP's intent is not to stick Intel with the NRE bill and just continue to do Itanium business as usual, but he does want to spend quality time getting behind the numbers to come up with a fully-formed proposal. He asked that we don't make any decisions without the execs getting back together n a room and talking through this together. All agreed to get back together for a F2F meeting in a week.

AR #1: Senior executives to reconvene next Friday to discuss a fact-based, data-driven alternative economic model that would enable extending Itanium to 2013.
After a short break, next up was a review of alliance highlights and achievements since the last 5x5 (e.g., vPro i millionth unit, supplier-owned inventory implemented 100% for Mobile, agreement to work together on SSD-based notebook PC's, extensive technology & product collaboration in ISS, improvement in MP Xeon volumes). The conversation then moved into an assessment of progress vs. FY'07 Corporate Agreement targets. \Mien judged in aggregate, both HP and Intel agree that the Corporate Agreement has been a success for Intel as measured by revenue achievement ($6.25B this year vs. $5.4B in FY'06) and 3 points of market share gain vs. AMD. Intel will sell 33.6M microprocessors to HP in FY'07 compared to the 296M agreed to in last Fall's Corporate Agreement. 33.6M processors represent a 35% YoY growth vs. HP's total processor growth of 30%. Intels net revenues will grow to $6.2 billion in FY'07, up from S5.4 billion last year, or $800M Y0Y gain. Mark remarked on improvements in the Intel-HP relationship across the board - not necessarily attributable to any one thing, but rather a variety of small things that collectively

Highly Confidential - Attorneys' Eyes Only - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_00463974

Intel Confidential Material

has made a difference. He called out a noticeable lack of Intel supply problems in the past 12 months. Sean said his team had worked hard to ensure that HP gets what we need. Mark appreciated the results, and offered to send a note of thanks to Tammy's team at the end of the year. This 5x5 meeting was also intended to ratify the agreed-upon volume & rebates targets for the FY'08 renewal of the two-year Corporate Agreement. However, Intel discovered at the 11th hour some last minute concerns about the proposed deal structure that may raise legal and optics questions about selling below cost, in order to "meet comp" AMD's offer. This situation is particularly acute with the decline in desktop CPU prices (net) over the course of 2007. Intel feels that AMD is in a position to make certain offers to HP that Intel may not be able to match, being in a more dominant competitive position. Or it could be that AMD's cost structure is different than Intel's once you factor in factory utilization which is drives different variable vs. fixed costs. As a result, Sean asked for a few more days to propose a workaround. Mark stated that HP would be willing to work with Intel on whatever payment mechanism would deliver the economic value that HP needs, while giving Intel the necessary freedom to address their legal concerns

AR #2: \/ork to close Out definitively the FY'08 Corporate Agreement unit volume targets and rebates, and get the FY'08 deal signed. Intel will propose an alterna:ive structure by next Diesday, October 2.
The dialogue then turned to a final slide that listed Out a range of ideas for potential further collaboration between Intel and HP. Three "thematic" areas were identified for further exploration prior to the next CEO 5x5. The execs requested that these be discussed as a 'deep dive' at the next CEO 5x5 in February.

Beyond the box! "annuity" model: Intel has the capability to build extra features & functions into chipsets using excess transistor budgets that are turned off at shipment and can be turned on later upon payment. There is opportunity to combine this idea with HP IP or with HP's activities with Hollywood studios on digitized video content, and jointly work on getting the market to adopt and consume these types of services. Dave Murphy Eric Kirn / Jeff McCrea.
Education notebooks: Intel estimates there is a TAM of 400 million children, not necessarily in emerging countries but rather middle-class kids in mature countries, who are completely underserved and would buy a notebook PC given the right price point. Need to check with Todd to see who should own this AR (i.e., Ted or Steve). Possibly combine this with an Innovation Day on MID's and SOC opportunities. Ted C'ark or Steve Manser (HP) and (intel).

Better engagement of HPS and HP Software on the vPro opportunity: Intel believes we are
still sub-optimized on HPS and HP Software, and not doing enough to preserve our one million unit lead in PSG now that Dell is also entering the market with vPro-enabled PC's. Intel asked if HP has any forum where PC hardware, HPS and HP Software come together to coordinate on integrated customer solutions. The action here for the next 5x5 is to determine how we can do more in HPS and HP Software with vPro, and to put some energy behind it. Tom Hogan / Tim Howe (HP) and GB Bryant (Intel). On Todd's behalf, Shane raised HP's concerns about proposed 2008 Intel Inside changes that has caused some heartburn at HP. Intel stated that a series of conversations are already taking place to work through the issues, and explained that they are simply trying to update the Intel Inside program to reflect new ways that today's customers research and buy computer products. If not resolved at the working level, we agreed to find a way to bring the gap to the attention of the right folks. Mark then brought up a few Intel-as-customer opportunities to ensure that Paul had them on his radar screen. (1) ProCurve and Cisco RFQ, (2) Neoview and data warehouse / EDW. Separately, Paul mentioned that IBM had come in and pitched HR outsourcing, but he said Intel did not find it compelling. Mark concluded the meeting by summarizing his sentiment that the way we structured a Corporate deal last year has helped both companies in FY'07, and that the relationship has improved across a variety of dimensions. He will drill down further into the alternative Itanium business proposal in prep for next week's F2F meeting. The meeting ended at 11am.

Highly Confidential - Attorneys' Eyes Only - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_00463975

EXHIBIT 55

xhibit: it:
ate:

2 .5.v7

eslie Rockwood CSR RPR

From: Sent:
To:

Subject:

Robison, Shane Monday, November 05, 2C07 4:40 PM Stallard, Scott J; Livermore, Ann; Hurd, Mark RE: IPF Update--HP Private

Scott,

Have not seen any recent internal communication on this. Do we have a plan for this week? Can I help in arty way?
Shane.

ftL

From: Stallard, Scott J Sent: Friday, November 02, 2007 12:45 PM To: Robison, Shane; Livermore, Ann; Hurd, Mark Cc: Fink, Martin R; Harbist, Frank; Stallard, Scott J Subject: IPF Update--HP Private

Importance: High

HP PRIVATE

l've been working the 1FF discussion with Intel all week and wanted to give you an update. Despite preparing Mark for a good discussion with Paul (which they had on Saturday, after which I had a debrief) I am at the same place with Kilroy that l've been for a month. lt's highly frustrating for sure, for both sides. To frame the issue as simply as possible, I will illustrate what Intel has put on the table as their only workable alternatives for extending the roadmap:
HP pays for the full $488M NRE over 5 years, in cash. If we agree to that, then we would set our teams off to negotiate the rest of the contract (cost plus pricing, warranty, etc.) Under this plan, our forecast and AUF's are not committed to by HP.

HP pays a combination of NRE and some amount in higher AUF's starting 08. Then. each year Intel would "true up" (i.e. HP makes an additional payment) to get Intel's whole IPF P&L for that year to break even. Tom owes me what their actual operating loss is for each year under this scenario, bui I know (and he agrees) that HP's overall expense for this plan s higher than just paying $488M, and much higher in 08 and 09. The reason for heavier losses in 08-09 is due to Intel's need to complete the Tukwila part that ships next year (they are obliged to do this contractually). Additionally we take on the volume risk if BCS underperforms its forecast (which we don't in 1.) So you ask, why should that be that we are forced to true up Intel to break-even? lt is because Tom says Paul has been consistent on one thing all along, that if we do any other scenario than Tukvale (e.g. shut down the business early) then "Intel can't lose any (more) money on this thing'. Tom's interpretation of this is "Intel's IPF business gets to break even for every year". HP's interpretation has been that "Intel's profitability is rio worse than it would have been had you done Tukvale and shut the business down". Similar notion, but financially very different.

Highly Confidential - Attorneys' Eyes Only - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_00427192

What happened, from what I can tell, is that Paul didn't support Tom in proposing to HP alternative 1. above. This is because Intel still loses money on the PF P&L, certainly in 08-09. Paul doesn't want to renege on Tom's offer, but clearly isn't allowing us to negotiate or build from that as a starting point (which is what our proposal last week was built on).
Interestingly, Kiiroy insists that they even lose more money n 1. than Tukvale. I find this hard to believe, since we'd pay the $488M, improve their revenues dramatically, and improve their customer satisfaction overall. Tom insists that just by extending the roadmap, even with HP paying for the R&D, their other cost drivers in Intel that are revenue based drag enough horizontal-like allocations (plus extending about 80% of their marketing and sales spend) that they lose additional money. They don't want us in their books this year helping them manage their P&L, yet we're being required under 2. to return them to breakeven. We're supposed to trust them, but I need to understand conceptually how they could spend that much additional money just because we extended the roadmap. Consequently, our proposal last week was viewed as worse to them as it funded them less than the S488M. So next steps:

I will get the profitability models from Intel for these scenarios so we can all see what loses Intel is claiming. We will do our best to try to convince Intel they don't need to spend all this Opex on IPF, given we are 90-95% of the business, we are entering into a 'foundry" relationship that has a very different business model on both sides. They clearly dont want to have this discussion as it is in their interest to load this thing up with Opex, and ultimately get us to just write a check for $488M (or as Kilroy says, forget the whole thing and go with their preferred scenario Tukvale which puts BCS out of business... they'd prefer to have this R&D team on Xeon anyway). Hopefully find a way for Mark to get Paul to come off his rigid position of breakeven n each year", and use the offer Tom made us as the basis for some rational discussion on how to reduce the cost to HP below S488M. Tom even admits that higher pricIng as a method to get other customers to participate in the cost is a reasonable ask from HP, but immediately says doing so would drop us into a "true-up to breakeven model like 2. I am certain that nothing I can do will get Tom to this point, as I'm positive he's disempowered at this point from budging off the above choices by Paul Having decided on the business terms. then have Martin and team complete the negotiations on the rest of the contract. I already know this will be difficult but normal for doing anything of this magnitude with Intel.
Thanks Scott. I wish I could have brought this home by now, but we're not in the best leverage position here.

Highly Confidential - Attorneys' Eyes Only - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_00427193

EXHIBIT 75

From: Sent: To:

Cc:

Subject:

Adams, Dave (CPUs-Ft Collins) Friday, March 28, 2008 3:33 AM Bartlett, Lorraine; Blue, Ken Lewis, Ric; Adams, Dave (CPUs-Ft Collins) RE: Collaboration Agreement
I

I can support Wednesday. l'li work with Ken to start.

To answer Kens question about past levels of collaboration agreement publicity:

Initially the companies made a point to highlight the tight Itanium partnership in public messaging. But we didnt explicitly disclose much about the true extent of the "Alliance" agreement terms (in fact the agreement actually said that neither company could disclose the existence of the agreement itself). The design collaboration aspect was pretty openly disclosed / leaked in practice though. The financial and IP specifics were obviously viewed as much more
sensitive.

BUT, eventually Intel began receiving strong feedback from system vendors who Intel was trying to persuade to join the ltanium party. Those vendors said Itanium looked like an architecture for which HP was too advantaged for them to also join up. In fact some vendors expressed their (erroneous) belief that HP had dedicated silicon real estate on IPF CPUs that was available to only HP for performance advantages.
So Intel and HP then agreed to stop publicizing the strong collaborative relationship aspects, and instead each company separately made occasional statements reaffirming their commitment to and investments in Itaniurn and Integrity. Intel began purposely only showing HP's logo alongside those of other Itanium OEMs and ISVs etc in their public materials touting the architecture. Intel and HP also made some changes to strengthen PF's "level playing field" positioning for other OEM5.

From my perspective, we are still in the latter phase described above, for most of the materials l've seen even recently.
Hope that helps,
-- Dave --

Original Message From: Bartlett, Lorraine Sent: Thursday, March 27, 20087:36 PM
To: Blue, Ken; Adams, Dave (CPUs-Ft Collins) Cc: Lewis, Ric Subject: RE: Collaboration Agreement

Wednesday work okay?

Original Message From: Blue, Ken Sent: Thursday, March 27, 2008 7:34 PM

Confidential - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_0061 3212

To: Bartlett, Lorraine; Adams, Dave (CPUs-Ft Collins)

Cc: Lewis, Ric

Subject: RE: Collaboration Agreement

Lorraine,

I'll work with Dave to get you a synopsis of the timeline and progression. When do you need it by?
Ken

Original Message From: Bartlett, Lorraine Sent: Thursday, March 27, 2008 4:01 PM
To: Blue, Ken; Adams, Dave (CPUs-Ft Collins) Cc: Lewis, Ric Subject: RE: Collaboration Agreement

Can you tell me when we had the initial one and each time we re-upped?
Original Message From: Blue, Ken Sent: Thursday, March 27, 2008 3:18 PM To: Adams, Dave (CPUs-Ft Collins) Cc: Lewis, Ric; Bartlett, Lorraine Subject: RE: Collaboration Agreement
Dave,

What level of publicity have we ever provided around our collaboration agreements? Given the nature of the previous alliance and sensitivity with other OEMs...l would imagine little if any. What do you think?
Lorraine,

The history of collaboration agreements is a long and sordid story... There is nothing concise that I have that I can send you.
Ken

Original Message From: Bartlett, Lorraine Sent: Thursday, March 27, 2008 3:11 PM To: Blue, Ken Cc: Lewis, Ric Subject: Collaboration Agreement Importance: High

We are considering referencing our newly signed collaboration agreement in the Otellini-Hurd get together at TechForum in mid-June. Nothing detailed ... Considering something about formal re-commitment since we both such believes in Itanium/Integrity, etc. Might consider mentioning how long ... Thru the next decade ... Beyond 201x ... Not sure yet.

Confidential - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_00613213

In order to figure out what we might propose, I would like to know the history of our collaboration agreements ... And what if anything we have said publicly about it. Do you have any info you can send me?

Lorraine.

Confidential - Case No. 1-11-CV-203163 (Santa Clara Superior Court)

HPC_0061 3214

EXHIBIT 15

Blackbird Strategic Rationale

February 26th, 2009

****Draft****
2006 Hewlett-Packard Development Company, L.P. The information contained herein is subject to change without notice

Itanium Based Plans

Scenario A: Current POR

BCS plan to support Tukwila, Poulson and Kittson Excludes any revenue or investments for x86 TS support plan for above R&D plan estimated through FY14 Includes $88M payment to Intel for FY09-FY12

Scenario B: Adjusted Plan

Removes any future development after Tukwila; includes no assumptions for Poulson and Kittson TS support plans trend with hardware reductions Assumes no payments to Intel effective FY09

8 December 2011

FY09 FY14 Combined BCS & TS

($B) Scenario A:
Current POR

Scenario B:
No further IPF development

Delta

Total Revenue Gross Margin IPF R&D Net Profit

$30.8 $14.2 $1.4 $12.8

41.6%

$22.8 $9.7 .5 $9.2

40.3%

($8.0) ($4.5) ($.9) ($3.6)

45.3%

8 December 2011

Revenue Cumulative 6Yr ($8.0B)

$3,500 $3,250 $3,000 $2,750 $2,500 $2,250 $2,000 $1,750 $1,500 $1,250 $1,000 $750 $500 $250 $0 FY09 BCSeN - POR FY10 NED-POR FY11 TS-POR FY12 BCSeN-Adj FY13 NED-Adj FY14 TS-Adj

Profit Cumulative 6Yr ($3.6B)

$1,500

$1,250

$1,000

$750

$500

$250

$0 FY09 BCSeN-POR FY10 NED-POR FY11 TS-POR FY12 BCSeN-Adj FY13 NED-Adj FY14 TS-Adj

BCSeN NED TS Total

FY09 $0 $0 $0 $0

FY10 ($437) ($151) ($60) ($648)

FY11 ($1,502) ($143) ($149) ($1,794)

Revenue Delta

FY12 ($1,827) ($67) ($272) ($2,166)

FY13 ($1,301) ($100) ($452) ($1,854)

FY14 ($920) ($84) ($501) ($1,504)

BCSeN NED TS Total

FY09 $88 $0 ($0) $88

Profit Delta - Gross Margin Less Business Owned R&D

FY10 ($174) ($86) ($21) ($281) FY11 ($692) ($79) ($52) ($823) FY12 ($810) ($36) ($98) ($944) FY13 ($700) ($51) ($159) ($910)

FY14 ($522) ($41) ($175) ($739)

Profit net of $912M R&D savings

Scenario A:
4 8 December 2011

Scenario B:

Strategic Rationale Summary (1 of )

HP is committed to the Unix market which has a long future with significant product and services pull through. Solaris is the leading Unix in the US, HP-UX is the leading Unix everywhere else; the combination provides choice with little overlap in the market. We like the Solaris franchise and believe the combination of Solaris and our strength in Enterprise computing and x86 will provide important choice points for the market. Suns storage based on Solaris/ZFS is consistent with our Industry Standard Storage roadmap and accelerates our plans to ride the x86 technology curve and provide full-featured Entry to Enterprise level storage based on industry standard gear Cost synergies

8 December 2011

Strategic Rationale Current Situation

HP-UX is on a death march due to inevitable Itanium trajectory Companion TS attach business declines precipitously but with a longer tail than the product business
No replacement for 45% revenue and 60% of GM for the TS business TS Value is tied to HP-UX and we do not have a go-forward

x86 is on a credible trajectory to fulfill all aspects of RISC within 5 years Going forward, HP will not own the software IP stack upon which to build value the hardware stack gets commoditized
Cisco owns IOS stack Microsoft owns AZURE stack NetApps owns OnTap stack VMWare building out its own software stack

We are behind in IP control points in storage even after acquisitions

8 December 2011

Strategic Rationale - Upside

We get the leading UNIX and the only viable x86 UNIX with strong ISV support
Control point to build significant value and IP Gain ownership of virtualization stack for x86 Allows us to build capabilities without any dependence or need for VMWare Combination of leading x86 (Proliant) with leading UNIX very powerful Very loyal customer base who love the Blackbird technology

Make it a two horse race in the enterprise: Solaris and Windows (which both run best on our platforms)

Windows Server cannot optimize performance & RAS the way we can with Solaris on x86

Unify and simplify efforts around the software and x86 for compute & storage convergence driving a consistent architecture to be more cost competitive
Become the reference storage platform for next generation IM applications We put significant pressure on the pure-play storage business model We gain the next generation storage platform Isolate pure-play vendors Expand the c-Class franchise by moving all SPARC and UNIX to Blades plus Storage HP has the IP for hardware RAS on x86 Solaris delivers the software components for true enterprise applications

Gain sales capabilities skewed to value-selling with strong customer and ISV partnerships
8 December 2011

Storage Convergence Opportunity

Move the conversation to c-Class blades for storage Solaris is the platform for server/storage

8 December 2011

Networking

Blackbird does not have fully developed networking assets as originally thought Cisco does have dependencies on Solaris and would now be dependent on us Blackbird did have nascent thoughts in certain areas of networking we could develop HP has the ability to use Solaris as the switch operating system for advanced networking capabilities Opportunity to accelerate some plans in edge technologies
8 December 2011

Impact of BB acquired by IBM

They consolidate their platforms on a single OS and previous transitive acquisitions makes it easy for customers to move apps, consistent with their open source messaging Saves their x86 business from disaster Puts IBM in the game as a storage platform Isolates and exposes HP-UX as 3rd tier player, accelerates our decline (product/service) as customers look to consolidate vendors Control of Java as part of websphere tips IBM into the dominant position Extends mainframe franchise, with a full software stack from the OS thru the middleware to the apps Gives them a cloud platform

10

8 December 2011

Blackbird

Current Situation
Unix market maturing and x86 is ramping to RISC capabilities Services: 45% of revenue and 60% GM comes from Unix Infrastructure converging for server/storage/software

Strategic Rationale
Gain strong OS stack and make it a two-horse race (Windows/Solaris) for x86 platforms with HP control of IP and value-add Unify, simplify and focus efforts on common building blocks and software stack
Game changing storage architecture isolate pure play vendors Expand blade franchise to be the data center infrastructure

Add value sales and service capabilities with loyal customers and solid ISV base

Strategic Risks
If purchased by another System Vendor: same consolidation play plus gains a compelling middleware position If we purchase: Microsoft reacts and elevates a different x86 vendor to strategic partner

Negatives
Networking assets are marginal Software assets are of little value to HP and need to be divested

11

8 December 2011

EXHIBIT 76

From: Sent: To: Subject:

Fink, Martin R Saturday, May 30, 2009 2:54 PM Donatelli, Dave FW: Integrity & Microsoft

Dave The context for this is the upcoming Microsoft EBR that you are now going to attend. I won't be there, but members of my team will.

As I mentioned to you, the original logic behind Itanium was that it would replace x86. As part of that, we've had a stripped down version of Windows Server running on Integrity. Up until this year, it was $100M in revenue. This year, we'll be closer to $50M. Microsoft has wanted out of doing Windows on Integrity for a long time. lt became clear through discussions between Balimer/Hurd that they we're not going to keep it going. This is also one of those "visibility of the end of Itanium" I talked to you about. When it becomes known that we will not have Windows/Integrity, it will be another visibility factor (we've also stopped Linux/Integrity as well now and working that with Redhat). I proposed the following strategy for an exit which was agreed to by all. Two weeks ago, I followed this strategy with Bob Kelly at Microsoft. He really liked the idea that they could exit Itanium, move to Hydrazine (3/16-socket x86 with our own chipset) and not give the market the impression they are exiting the enterprise space.

The trigger here is that Microsoft will not support Windows 8 on ltanium. Our goal is to delay any visibility of that fact until we can announce Hydrazine (early next year). If we don't, we'll kill sales of Win7 on Itanium before it launches. Another goal is to extract money from Microsoft. They've complained for years that they've lost money on Windows/Integrity. Now we need to tell them we need money from them to accelerate Hydrazine (I'd also like money to be able to enhance the firmware features of Hydrazine).

Martin
Martin Fink Sr. Vice-president & General Manager
Business Critical Systems Hewlett-Packard (970) 898-7076 martin.fink hp.com

Assistant: Ingrid Busch (970) 898-0782 ingrid.busch hp.com

From: Fink, Martin R Sent: Tuesday, November 11, 2008 8:54 AM To: Livermore, Ann; Stallard, Scott J Cc: Hehir, Sean; Robison, Shane; Hurd, Mark Subject: RE: Integrity & Microsoft

Ann -

,Exhibi

Nit

Jate 5.12.- V2._Leslie RockwOOd OER RPR

L
Highly Confidential

H PC 00358340

The primary issue is that Microsoft (and to some extent us) dont have the dexterity to stop R&D activities, but keep selling what we've got. lt makes no sense to develop Win8 for Itanium, but if MS stops now, they'll still-born Win7. Windows/Integrity is still a $100M business for us (bigger than VMS).
Here's the strategy I would propose...

Delay this meeting with MS until the last possible moment Keep them focused on delivering Win7 Towards the end of Hi, we present our high-end x86 ambitions We disclose that high-end x86 will have about 90% of the Windows/Integrity value proposition by 2011 We tell them that all the work done for Windows/Integrity (eg. Scale-up) is 100% applicable to high-end x86 (which is very true) Convince them that what they are selling is high-end, Mission Critical Windows; not Itanium/Integrity Use that fact to keep our respective fields focused on selling that value prop When we have a strong high-end x86 solution, then we drop Windows/Integrity (early 2011) We tell them not to develop Win8/Integrity, but only in the context of high-end x86 The 10% of the market space we can't address, we keep them on Win7/lntegrity until x86 gets there
The benefits of this strategy...

i.

We avoid any IPF conversations about EOL

We keep them excited about the high-end space and work with them to develop it We avoid a nasty conversation in 2012 when the PF situation is clear They are happier because they see an end to what has been a less than stellar ROI Let me know if you think I'm missing anything based on your conversations. If you think there's anything we need to add, change or reconsider, let me know and we'll adapt accordingly.

Martin
Martin Fink Sr. Vice-president & General Manager
Business Critical Systems Hewlett-Packard (970) 898-7076

martin.fink@hp.com
Assistant: Ingrid Busch (970) 898-0782 ingrid.busch@hp.com

Original Message From: Livermore, Ann Sent: Monday, November 10, 2088 5:19 PM

To: Fink, Martin R Stallard, Scott J

Cc: Hehir, Sean; Robison, Shane; Hurd, l'1ark

Subject: Integrity & Microsoft

During the Microsoft 5x5 session, there was a brief dialog on Microsoft support for Integrity. Ballmer made a brief comment on the financial return on their investment and Mark about the strategic importance of this to HP. I then had a short conversation with Muglia
2

Highly Confidential

HPC_00358341

after the meeting. Bob said they have committed the Windows 7 support. In Hl calendar 2009) they want to review with us the support for Win8. They expect that release to be out in 2012 with a support obligation to 2022. Bob said they need to discuss the economics with us, as well as the new systems for the test and build plus the skills/capabilites they need, plus the expected volume sales over that period. They see the Sequel server sales as one path for the economics to work. Martin and Scott - - they do not want to drive to an answer now but

are raising it as a topic to be resolved in Hl.

Ann

Highly Confidential

HPC_00358342

EXHIBIT 25

From:

Sent
To: Subject:

Fink, Martin R Thursday, June 04,2009 11:05 PM Donatelli, Dave

IPF Issues

EXHIBIT

oL(

Dave I thought I should give you some incremental detail on the IPF situation beyond what we talked about last Friday. The reason is that the regions are unaware of the situation with Itanium and the impending end of life. They are also unaware of the CEO agreement for Intel to "not lose money". That's why you'll hear some degree of noise from the regions about the lack of help from Intel to help offset margin losses where we're not competitive. Summary points:
1. 2.

3.

InteL informs HP of intent to exit Itanium since it has been a money losing business (September 2007) In previous late deliveries (every IPF chip has been delayed), Intel stepped up with things like 2-for-1 programs and other funding to offset margin issues As HP is now funding future generations to keep Intel whole, Intel sees no point to fund/offset lack of competitiveness Any funding would break the fundamental premise that Intel should not lose money Intel is quite sure that HP is making a lot of money on itanium (and support), so they don't feel sorry for
us

4.

5.

HP's minimum commitment to Intel for CYDY is $300M of microprocessors Before the year started, our internal forecasts were for $375M Based on current trajectory, we may miss the $300M minimum i. We'd have to buy inventory, or write a check Anything over $300M and we get rebate credits We also get credits for the other OEMs who sell Itanium (now very small) Intel has agreed to help fund certain deals for the remainder of 09 given the slip We are still held to the $300M minimum commit - we therefore have tobe very selective in how we use

that Any chips they give us to fund deals now have to be subtracted from any credits we'd get for going over
$300M It's been difficult to get the legal version of the agreement closed, but we should be done next week Intel will not forgive the $300M minimum commit even with the Tukwila slip since it's all part of the P&L to keep Intel whole AlI our Intel contacts are written in such a way that any breach is subject to "dispute resolution" - nothing more a. Dispute resolution usually translates in the issue being thrown into the larger HP/Intel hopper that Mark negotiates

6.

7.

From the regions viewpoint, what they see is that we have non-competitive chip, we are delayed by more than a year, and we get no funding relief from Intel to help with margins and keep us in deals. In short, they're not very impressed with the BCS worldwide team's ability to drive Intel. The Itanium situation is one of our most closely guarded secrets and we have not wanted to let the region/field know about it since all it would do is give them another reason not to
sell.

I thought this additional context would be helpful. It's quite understandable for the regions to be frustrated/upset at the situation given the facts available to them.

i
Highly Confidential

HPC_00358367

I'd be happy to discuss this in more detail if you need/want it.

Martin
Martin Fink
Sr. Vice-president & General Manager Business Critical Systems Hewlett-Packard (970) 898-7076
fflLCtLL1IOE3thP:..9fli

Assistant: Ingrid Busch (970) 898-0782 ingrid.buschhp.com

Highly Confidential

HPC_00356368

EXHIBIT 54

HPC_00016798

HPC_00016798

HPC_00016798

EXHIBIT 17

Subject:

Iocation:
Start:
End:

mtg: BCS Business Review for Ann HP Palo Alto Site / Executive Council Conf Rm & Diai Number listed below

Wed 3/3/2010 4:00 PM Wed 3/3/2010 5:30 PM

(n o n e)

Recurrence:

Meeting Status:
Organizer: Required Attendees: Optional Attendees:

Meeting organizer
Livermore, Ann Livermore, Ann; Donatelli, Dave; Levine, Marc A (Enterprise Business Finance) Pilette, Vincent; Fink, Martin R; McQueen, Kathryn

ADDED:

Ann's DiaI# Toll Free 866.409.2889; Intl/ToIl 702.696.4520, code# 243 500# (Gail to initiate)

Attendees - in person: Ann, Dave, Vincent Attendees - via phone: Martin, Marc (tentative)
Slide materials:

See Ann's request below from 1/16/10:

r.
Exhibit:

oc
'2)
'7_

Wit:
Date:

Leslie Rockwood cSR RPR

Highly Confidential

HPC_0001 1296

From: Sent: To:

Cc:

Livermore, Ann Saturday, January 16, 2010 9:08 PM Levine, Marc A (Enterprise Business Finance) Mantegani, Gail (Enterprise Business)
FW: BCS

Subject:

Going to wait until the last 2 weeks of February to do the BCS review.
Ann

From: Livermore, Ann Sent: Saturday, January 16, 2010 1:06 PM To: Hurd, Mark Subject: FW: BCS
FYI on BCS. Dave and I discussed this further on Friday. He is taking some immediate sales actions. I have agreed to wait to do a full BCS review in the last 2 weeks of February to include the x86 recommendation.
Ann

From: Donatelli, Dave Sent: Thursday, January 14, 2010 7:30 PM To: Livermore, Ann Subject: Re: BCS
Hi Ann, I am waiting for the price tag and schedule on the x86 roadmap. lt will take about 30 days for the team to complete the detailed work. Our first milestone was hit when the team could boot HP-UX on x86 on 12/23. . I am expecting an incremental i 00 million plus price tag to do the port. . As i mentioned before, the engineering road map when I arrived called for the exit from the business. Based on work that Vincent and I have done we have determined that the combined BCSITS earns more than our PC Business. Yesterday I asked NEC to help fund the port. They were quite pleased to learn that we planned on staying in the business for the long term. In the meantime we are replacing all the regional heads of BCS sales. We are also greatly increasing sales coverage. I would request your help in two ways. Place BCS revenue goals on all of your regional sales heads that have some bite for non performance. Second, please help call offthe pile on crowd. We know there are issues. We identified them. Having staff people sending us notes ( you have not seen these) saying thaI there are issues after we tell the same staff members that there are issues only distracts from our ability to fix the issues. I am transparent on what I see are the problems, and I want to devote all of my and the teams best efforts to fixing them. Thanks, Dave

From: Livermore, Ann To: Donatelli, Dave Cc: Levine, Marc A (Enterprise Business Finance); Pilette, Vincent Sent: Fri Jan 15 00:13:00 2010 Subject: BCS

I would like to set up 90 minutes for a BCS review. Please include me and Marc Levine, plus whomever you want to invite from your team. I want to understand our plans to accelerate growth and turnaround the share loss; our product roadmap; our x86 project; and our forecast for FY10 by quarter vs Aspire. lt is key for us to get this business performing.

Highly Confidential

HPC 00011297

Highly Confidential

HPC_0001 1298

Document Produced Natively

Highly Confidential

HPC_00011299

Business Critica ys ni xtending the HP-UX Busines

Project "Redwood"

Martin Fink, Business Critical Systems, Hewlett Packard

Executive Summary
Four options to extend the Mission Critical business

I
2

Base Plan: Execute current plan of record Exit the UNIX market with the last Itanium processor (Kittson)
Mission Critical on x86: Port P-UX to x86 an I deliver Superdome x86 blade Redefine the UNIX market wi h mission critica offerings on volume economics
RECOMMENDATION: i +2

OEM Solaris a)Oracle/SUN and HP unite against IBM and align on rules of engagement b)Oracle/SUN enables HP to sell Solaris, but competes vigorously for business

Extend Itanium: Fund Intel t continue the Itanium roadmap Prolong current UNIX mark: t position in a declining UNIX market

March 3. 20

HP Private

I +2 PIan: BCS Investment Required

Busiess Ow2ed ($M'

FD
. Hardware.vpme :x. perdohi.Je
. Software porting: HP-UX on x86 . Value added ftware (virtualizalion, mgmt, hi Performance testing and ISV porting

FY10
$20 $30 $4 $5
$59

FY11
$45 $35 $5 $28
$113

FY12
$75 $30 $5 $38
$148

FY13
$65 $30 $5 $33
$133

FY14
$50 $22 $5 $24
$101
($ I O

Gross Invement
s Fdiribution of Fsources

$0
$59

($15)
$98

($20)
$128

($20)
$113

Total N et Investment

$91

BCS Base Ran FD

Intel -Itanium Expense

$185
$70

$185
$70

$185
$70

$185
$70

$185

Roposed Total BCS FD

$314

$353

$383

$368

$276

5 Year Net Investment of $489M

Redistribution of resources from Base Plan s Base plan assumes funding for R&D activities to prolong life of Itanium as long as possible . With Proposed Plan, assumption that resources will shift to focus on HP-UX/x86 activities vs. base plan extension activities "Double bubble" funding in FYIOFY13, until Intel expense completed for Itanium . Beginning FY14 R&D no longer requires $70M for Intel expense, which could be used to offset above expenses

March 3, 2010

HP Pnvate

P&L Impact of HP-UX

Option I : Ass

es We Do Nothing after Kittson

,

HP-UX + TS Base Plan Revenue

$7,000 $6,000 $5,000
,

$4,000 $3,000 $2,000 $1 000

III
FY08 FY09 FY10
FY11

($15
----

- - ($22B)

--

I- -i a
-FY12

FY13

FY14

FY15

FY16

FY17

Revenue . FY09 HP-UX business declined 25%, which was slightly ahead of at market . Economic recession has reset UNIX market to -$14B and is expected to remain flat to slightly down through FYI I . Market visibility to Intel end of Itanium roadmap expected in FY13, resulting in steep decline of revenue thru FYI 7

. HP-IJXBa

Ran Fv

TSBa

Ran Fv

!OOP
. FY09 00F decline followed revenue
23%

HP-UX + TS Base Plan OOP

$3,000
$2,500

decline

. Expectto stabilize during FYi 0-FY1I . 00F declines $4.3B FY13-FYI7 due to lack
of roadmap

$2,000

($O.4B
$1,500
Q-

$O.6B)

- N-($U:98)
($1

o o

$1,000
$500
$0
FY08

For ESSN to hold profit flat FYI 2-FYI7 ISS would have to grow @ 8.2% or 2X market SWD would have to grow I 7.5% or almost

i
FY09
FY10
FY11

4X market PNB including 3COM - grow @ 18% or 2X market

FY12

FY13

FY14

FY15

FY16

F'17

IHRUXBflanOOp

lTSBaseFlanOOP

Marchl,2010

HP Private

1+2: Grow UNIX market share with HP-UX/x86

Vision: Disrupt the UNIX market and HP wins "2horse race"
Strategy: Change the game; Lead the mission critical market to x86
. . .

Transition Integrity installed base to x86 systems as Itanium EOL becomes visible Grow UNIX market share through mission critical offering with HP-UX and HP x86 servers/blades Expand the control point that HP-UX and associated software provides in enterprise accounts

Investment required: High

s

. . .

Maintain current lntegrity/HP-UX roadmap through transition Develop mission critical x86 servers/blades Port HP-UX and complete mission critical SW infrastructure portfolio to x86 Invest to bring expanded ISV community to HP-UX/x86

Market implications: High I HP and IBM battle for UNIX share

.
s s

Lower HP-UX/x86 ASPs disrupt the UNIX market; HP business model challenges IBM and Oracle/SUN profitability UNIX volume expands while total value of UNIX market adjusts HP committed to mission critical UNIX market and delivers compelling value prop for customers

Financial implications
s

High investment costs, but significant upside revenue/profit with acceptable time to recover investment Significant TS support attach but some reduction in overall TS revenue due to lower support pricing

Opportunity
. . .

challenge IBM and their business model as the market share leader; HP on mainstream, IBM investing at a loss Intel, NEC, SAP, others invest with HP to enable HP-UX eco-system on x86 Oracle/SUN cannot compete; IBM stuck with huge POWER investment and inability to make full transition to x86

Risks
.
s s

UNIX market declines faster than anticipated; Customers accept Windows/Linux as mission critical Oracle/SUN does not make Oracle DB available on HP-UX/x86 Microsoft partnership is significantly strained
March 3, 2010
HP Private

HP-UX Proposed Plan

Option: I + 2
Proposed Plan Revenue
$6,000 $5,000
$4,000

Investment
. Requires net investment of $489M to port HP-UX to x86 and deliver mission critical x86 hardware platform

$3,000
$2,000 $1,000

sFY10
FY11

FY12

FY13

FY14

FY15

FY16

FY17

HP-UXFoposed Fv

ITSFopod Fv

Proposed Plan Owned Operating Profit

$2,500 44.0% 43.0% $2,000 42.0%
4 1.0%

Revenue s Predominantly ltanium until FYI 5 when product set fully featured and market acceptance has occurred s revenue still declining in FY13 and FY14 as FOL Alpha contracts expire, begin ramping for x86 -3 years after product introduced

Profit
s

$ improve $2.2B over base plan

$1,500

40.0%
39.0%
38.0%

Q- $1,000

37.0% 36.0%

$500

35.0% 34.0% 33.0%

FYI O FY1 I

. OOP % rate impacted by x86 becoming larger % of mix, however will stabilize between 36-37% . Uptick between FYi 3-FY14 reflects end of Intel ltanium expense
0 Investment pays back after 4.4 yrs, mid FY14

FY12

FY1 3

FY1 4

FY1 5

FY16

FYi 7

HP-tJXFoposed OP
6

TSAoposed OP

HP-UX&TSCombined OF/o

March3,2010

HP Private

Redwood

1+2 PIan: UNIX Market Share

$16,000 $14,000
$12,000

Base Plan

100%

16 000 $14 000

$12,000 $10,000

1+2 PIan

100.0% 90.0% 80.0% 70.0% 60.0%

50.0%

r 90%

80%

r 70%
60%

$10,000

$8,000

50%

$8,000

$6,000 $4,000
$2,000

s-

Fy'10

iu
FY11

40% 30% 20%

10%
0%

$6,000
$4,000 $2,000

40.0%
30.0% 20.0%
10.0%
0.0%
FY10
FY11

sFY12 FY13 FY14 FY15 FY16 FY17

FY12

FY13

FY14

FY15

FY16

FY17

- Ba

F1oposed Ukeiy Ran

aRoposed Optimistic Ran

- t-tPtJXJ x86 Fshapes UN IX Market

Integ rity HPUX Uplifted

- UN IX M arket Current Trend

-UN iX Market current Trend

- - UNIXMarket-HP-UXExit

- - Baneintegrity HP-UXMarket Share

-HPUkeiy Share

- - HPOptimistic Share

Fewer units, higher price points

Increased units, lower price points UNIX market reshapes as a blend of value/volume attributes Lowered prices cause margin challenges for IBM and Oracle/Sun upsetting their business model

UNIX market becomes more Mainframe-like with entrenched bases for business processing and decision support High prices and widening margins benefit IBM and Oracle/Sun

0 Itanium end-of-life signals HP exit, slow down in market

o HP-UX/x86 affirms UNIX market

u ASP declines result from HP-UX/x86 viability in market
oHP-UX/x86 volume begins, pressures AIX/Solaris price drops

oBusiness Processing and Decision Support moves to

AIX/Solaris, other workloads to x86 after evaluation period

o HP-UX/x86 and CI differentiation fuel HP market growth while

IBM/Oracle struggle with business model
March 3, 2010

lP Private

Nnte HP-tiX revenhiin nhi-twn n H\N'StO/

Base

i
2.

Itanium end-of-life signals HP exit from Market. Causes strategic decisions to stall while options are re-evaluated. HP advice (largely from HP IT experience) becomes key. Most business processing and decision support (-6O% of market) stay firm with UNIX (AIX largely with some giving reconsideration to Oracle/Sun even in the high end especially due to Oracle DB and SAP usage). Many who had been on fence for moving to x86 choices move there now, especially for 25/45 and blade solutions impacting 40% of market. Others shift to AIX/Solaris, even while their high end offerings increase in price/margin.

Proposed

Introduction of HP-UX/x86 affirms value and importance of UNIX market HP-UX/x86 gains credibility, begins to put price pressures into UNIX market impacting accelerating ASP drops for all vendors. Integrity sales remain strong as there is a future. HP-UX/x86 momentum grows, differentiation in product drives significant increase in volumes in HP-UX setting up share gains for x86 offerings. Strong pressure on AIX/Solaris and they are forced to drop price points or loose sales. HP's differentiation in HP-UX/x86 but more importantly in how it integrates into the Cl sets HP up for leadership in the market with strong steady gains against competitors who struggle to justify investments as their margins drop and their products lag.
HP Private
7

February 22, 2010

3: OEM Solaris from Oracle/SUN

Vision: UNIX market embraces Solaris on x86
Strategy
s

Transition Integrity installed base to HP x86 systems running Solaris as Itanium EOL becomes visible Disrupt UNIX market by promoting Solaris as mission critical with HP portfolio (HW, SW, support)

Jnvestment required: Moderately High

s

. .
s

Maintain current Integrity/HP-UX roadmap through transition Develop mission critical x86 servers/blades Develop tools to migrate HP-UX customers to Solaris Invest in infrastructure portfolio to complete mission critical Solaris offering

a.) Market implications: IBM on defensive

. .
Oracle/SUN & HP embrace Solaris; compete vs. IBM Oracle/SUN and HP grow preference for Solaris

Market implications: HP loses share

s s

Financial implications
. .

HP perceived to be exiting UNIX market Oracle/SUN has OS control point; gains customer loyalty Oracle/SUN and IBM lead UNIX market

Gain new customers; lose majority of installed base Near-term marketshare gains; loss of profit long-term
.

Financial implications
.

Opportunity
s

Increase revenue near-term, but lose UNIX market snare Significant reduction in TS support attach

. .

Significant ISV portfolio already available on Solaris Modest ProLiant business model expansion; Solaris and HP support for market leading ProLiant and mission critical x86 server portfolio Reduced investment in mission critical offerings

Risks
I .

Oracle/SUN owns control point; HP dependent upon Oracle/SUN cooperation in a co-opetition model Installed base prefers sigle mission critical vendor; Customers committed to UNIX will move to IBM or Oracle/SUN with their integrated stacks, long term roadmaps and mission critical partnership
March3,2010
HP Private

4: Prolong the Itanium roadmap

Vision: Extend Integrty/HP-UX portfolio delaying exit of UNIX market
Strategy
s

.
s

Extend BOS Integrity/HP-UX business to retain installed base and retain distant #2 market share position Buy time to benefit from natural evolution of UNIX market transition to Windows, Linux, Solaris on x86 ProLiant dominates the standards-based server market

Investment required: High

s

Fund Intel to deliver improved 22nm Kittson, additional kicker in 2016 ($218M for both) Upgrade Integrity blades and Superdome blades with new processor, support next BladeSystem enclosure and continue to enhance HP-UX/lntegrity ($300M)

Market implications
. .

HP holds distant #2 market share position until Itanium end is known (2014), then rapid decline occurs IBM and Oracle/SUN grow marketshare; maintain high margins in smaller UNIX market

Financial implications
. .
s

Very significant investment for moderate return due to eventual end of Itanium Incremental revenue from extended roadmap $3.735B (BCS $2.8B, TS $935M) with incremental BS OP $800M TS support revenue continues to significantly decline, though at slower rate.

Opportunity
. . .

Achieve socket level compatibility for Xeon and Itanium Delay inevitable exit of the mission critical RISC/EPIC market Continue long term account relationships with Cl in mission critical accounts with Windows/Linux on ProLiant

Risk
.
s

Intel not interested to extend Itanium roadmap; opts to sell IP to HP Missed opportunity to invest in longer-term HPUX strategy

March 3. 2010

HP Private

Outcomes that matter.

lo

HP Private

BCS Baseline R&D

Business Owned ($M)
FY10 R&D HPIUX
$225

x86
$56 ($10)
$46
.

NED
$65

Total BCS
$346

n
Intel Funding

($124)

($27)

($162)
$185

$38

$70
s i 71

$70

N et R&D

$46

$38

$255

. HP-UX R&D includes both hardware and software development for HP-UX on Integrity servers . Funding for Intel development of Itanium is being amortized through end of FY13 . CPE/RTNV is funded by TS to cover engineering costs associated with current product engineer and rights to new version credits

12

March 3,2010

HP Private

Server Roadmap
1+2 PIan: HP-UX on Mission Critical x86 2010 2011 2012
Tukwila
ITAN PUM

2013
Kittson

Poulson

HP-UX!1i
s u perdome

Hardware enablement, upgrades sufficient to justify support 4

Integrity Blades Integrity rackm

Ivy-B ridge

Haswell-EX

Broadwell-EX

H P-UX/x86

4
.

ProLiant DL980

x86 Superdome

13

March 3,2010

HP Private

HP-UX Release Plan

1+2 PIan: HP-UX on Mission Critical x86
2010
HP-UX lii!
Integrity

2011

20152016

Port

Drive Differentiation

H P-UX/x86
'

e
eIoper Release

'.4,
x86 Superdome Support

4*;

"Green" OS leader
Near zero down time

I
s

. .

Base H/W Support VMware Guest Limited ISV portfolio

.
0

Enterprise Release Red Hat ABI

Secure workload mobility, including cloud

Performance

Tailored solutions per target customer

ISV & developer community

14

March 32O1O

HP Private

Server Roadmap
4: Extend the Itanium roadmap
2010
Tu kwi ta

2011
Poulson

2014
Kittson 22nm
K+

Integrity Blades

Haswell-EX

Broadwell-EX

ProLiant DL980

15

March 3.2010

HP Private

1+2 PIan: Revenue Projections

$6,000 $5,000 $4,000 $3,000
$2,000
$1,000
Next Generation Servers together with increased reach of sales force
Integrity endof-life slope Service revenue growth lags HP-UX/x86 growth and will pick up in '18 and beyond

AiphaServer, e3000 and HP 9000 end-of-service life slope

Includes aggressive growth with Superdome

x86and HP-UX/x86

s
FY10
FY11

FY12

FY13

FY14

FY15

FY16

FY17

- - HP-iJX Base

HP-IJXBase + IS Base

---HP-UXAoposed
16

HP-UX+ISRoposed

March 3, 2010

HP Private

P&L For Combined HP-UX and

1+2 PIan: HP-UX on Mission Critical x86
HP-UX Base Plan
FY10
FY11

MEL: "Likely" numbers in market share added for comparison & circled in red

Proposed Plan

FY12

FY13

FY14

FY15

FY16

FY17

FY10

FY11

FY12

FY13

FY14

FY15

FY16

FY17

Revenue
YiY Growth

$ 3,054
2.2/

2,814

$ 2,622

2,391

$ 2,218

2,022

1,806

1,572

3,054

$ 2,814 $ 2,650

2,474 $

2,392

2,336

$ 2,299 $ 2,280

-7.9%-6.8%-8.8%-7.2%-8.8%-1O.7%- 13.0%
$

2.2%-7.9%-5.S%-6.7%-3.3%-2.3%-1.6%-O.8%
$

Owned Operating Profit

OOP%

1,634
53.5%

1,505
53.5%

1,403
53.5%

1,279
53.5%

1,186
53.5%

1,082
53.5%

966
53.5%

841
53.5%

1,634
53.5%

1,505
53.5%

1,418
53.5%

1,324
53.5%

1,280
53.5%

1,250
53.5%

1,230
53.5%

1,220
53.5%

Revised total (new Hux 3/2)

Revenue
Y/YGrowth

,1381,918
$

2,171
$

2,439
$

2,392
$ 2,393
-1.6% $

2,298
2,299
-3.9%

2,224
$ 2,332
1.4%

2,211
$

2,200
$

s 1,918
-10.3%

$ 2,168

2,137

1,730

1,212

771

458

256

1,918
-10.3%

2,170
13.1%

2,433
12.1%

2,417
3.7%

2,616
8.2%

13.0V-l.4%-19.1%-29.9%-36.4%-4O.6%-44.O%
619
28,6%

Owned Operating Profit

OOP%

543
28.3%

611
28,6%

463
26.8%

357
29.4%

211
27,4%

125
27,4%

64
24.9%

484
25.2%

530
24.4%

559
23.0%

501
20.9%

516
22.5%

506
21.7%

533
22.1%

575
22.0%

Combined BCS HP-UX + IS

Revenue
Y/YGrovAh $

4,972

4,982
0.2%

4,759
-4.5%

$ 4,121
-13.4/

3,430

$ 2,793

2,264

1,828

4,972

4,984
0.2%

5,083
2.0%

4,867 $ 4,691
-4.3% -3,6%

4,668
-0.5%

4,716
1.0%

4,896
3.8%

-16.8%-18.6%-19.O%- 19.2%
1543
45.0%

Owned Operating Profit

OOP%

2177
43.8%

2124
42.6%

2013
42.3%

1742
42.3%

1293
45.3%

1091
48.2%

905
49.5%

2117
42.6%

2036
40.8%

1976
38.9%

1825
37.5%

1796
38.3%

1756
37.6%

1763
37.4%

1795
36.7%

Delta to FY10 OOP $

52

163

434 $

633

884

1,085

1,272
$

Delta between Base & Proposed

Breakeen/CumuIati
Total

(59) $

(89) $

(37) s

82

253

464

672

890

monthS

s 2,176

17

March 1, 2010

HP Private

Extend Itanium Roadmap Financials

4: Extend the Itanium road map
($M)

FY10
$

FY11
$

FY12
29
8 $ $ $
131

FY13
$ $ $

FY14
$ $ $

FY15
$ $
$

FY16
$ $ $

FY17
P$

Total

HW/SW Reenue

584
165
79

696
197 139

629
178
190

452
128

$
$

290
82
$
$

2,812
796 935

op
TS Re',aenue

s
$

s
$

37
15

237fl

275

oMarket realization that Itanium is going EOL (2 years beyond original target

. 3 years delay for bulk TS revenue upside (due to warranty) o Assumes flat OP @28.3% (includes payments to Intel)
oLarge upside in Poulson sales (FY12-14) driven by extended roadmap.

Investments

FY10
-

FY11

FY12

FY13

FY14
-

FY15
$
-

FY16
$
$ -

FY17
$ $
-

Totals
$

Cancel Org Kittson RID $

HW s s s

$ $ $

(141) $
6,266
10,820
$ $ $

(3,429) $
20,916
16,050
$ $

(6,436) $
38,592 35,160 67,316
$ $ $

(10,006)

2,659
780

25,242

$
$ $

12,637

10,629

2,001

$ 118,942 $ 189,790 $ 298,726

SW
Total

46,110
71,352

36,860 49,497

$
$

44,010
54,639
$

3,439

16,945

33,537

2,001

oInvestment total does not include payments to Intel

0 Intel payments adds $218M (includes canceling POR Kittson)

19

March32010

HP Private

Redwood

HP-UX x86 ISV Strategy

1+2 Plan: HP-UX on Misson Critical x86
7000

HP-UX/ x86 l&/ Fmp

ISV spend
Front end loaded for native ports of top mission critical ISVs
s

6000
C

5000

o
C
-eJ

Todys HP-UX ISV

count = 4863

o
o

4000
s

Majority of ISV spend is FSC (loaner equip & funds) vs. R&D expense Spend expected to be less than 1/3 of the Integrity ISV spend

3000
2000
1000
O

o-

Risks
I&'mp
2010
2011

2012

2013

2014

2015 2016 2017

Red Hat endorsement and support of ABI

Red Hat ABI initial availability later than optimal (Ql FYI 3)

Phase I : Large ISVs (Oracle, SAP, IBM), top vertical ISVs, completers

Phase 2: Mid-Tier lSVs, key infrastructure ISVs, next 10 application

lSVs

lSVs require recertification Major database (like Oracle DB) needed to address TAM

Phase 3: Smaller ISVs (next i 000), primarily Red Hat ABI based
18

March3,2010

HPPrivate

ISV spend HPPrivate

18

February22, 2010

EXHIBIT 39

From: Sent: To:

Cc:

Subject:

Fink, Martin R Wednesday, March 23, 2011 4:50 PM Skaugen, Kirk Buddenbau m, Patrick (patrick.buddenbaum intel.com) UGENT: Intel Statement

KirkCall me when you land. We've been told that we can't use the following line. "Intel added that it at rio time communicated to Oracle a change in commitment to the future of the ltanium processor family."
This is a MAJOR, MAJOR issue. We need to be able to tell the market that you never told Oracle about EOL plans for Itanium. This is a CRITICAL element of the HP/Intel relationship. I don't view this as optional.

Martin
Martin Fink I Senior Vice-President & GM I HP Business Critical Systems I 970-898-7076 I martln.finI8thcom Executive Assistant I Ingrid Busch I 970-898-0782 I ingrid.busch6hp.com

Exhi

Date:

HPC_00050507

Leslie ROCICWOOd CSR RPR

Highly Confidential

EXHIBIT 42

from: Sent
To:

Subject:

Fink, Martin R Friday, April 15, 2011 5:25 PM Donatelli, Dave FW: Huawei discussions

Should read...

Martin
Martin Fink I Senior Vice-President & GM I HP Business Critical Systems I 970.898.70761 martin.fink(hp.com Executive Assistant I Ingrid Busch I 970-898-0782 I ingridjusch@hp.com

From: Wei, Dong (UEFI-ACPI) Sent: Friday, April 15, 2011 9:Qg AM To: Bresniker, Kirk M Cc: Wei, Dong (UEFI-ACPI) Subject: Huawei discussions
Kirk,

I had a discussion this morning with Huawei people. Here are some of the info:
They have brought up a glueless 8-socket Itanium system with SuSe Linux. They developed the system firmware themselves They have developed a node controller for the 32-socket system, the plan is to have the machine up by the end of this year. They were disappointed that they had wasted time in talking first to SUN and then to HP. They realized that they have to develop on their own to not be blocked by the foreign companies. When they bought techno'ogies from leaf, they were hoping to get the node controfler technology, but they also decided to develop the node controller internally with their own chipset team, they are glad they did not rely on 3Leaf, a lesson learned after the SUN/HP discussions They are still open to the idea of collaborations, they know they cannot develop the entire ecosystem, they would like to work with HP on specific areas of technologies and they would like to have consulting services from HP. They are adopting a "wait and see" altitude wrt HP-UX license on their systems. They know Martin is not high enough to make the decision. HP-UX is also a vast item for them, they are worried about the same outcome from last time. They also think the HP-UX pricing is too high. The biggest issue in their mind is the viability of HP-UX in the future. Intel specifically told them that the Itanium line is at end of life with 2 more generations to go. After that it would be all Xeon only. The fact that Oracle now said the same thing further confirmed what they have been hearing. They believe Intel is not telling HP the same message that they have been telling the rest of the industry. Kirk Skaugen's message at IDF that positioned Itanium at the same level of Xeon also furthered their belief that there is no way or no reason for Intel to keep two processors in the same market segment for long. Given their belief of the end of life for Itanium, they don't think they will be able to invest in two product lines either. So unless HP-UX is ported to x86, they are not sure about whether it makes sense for them to license HP-UX at this time. After this project, they may not further their investment in Itanium. They would like to work with me to become contributors for the UEFI Forum, ACPI SIG and DIG64 promoter. They believe it is important for them to be part of the industry standards effort.

I had a follow-up with Zhang Ying this afternoon. Zhang Ving told me that the abrupt end of negotiation with Huawei had a bad taste in Huawei. They are still open to the idea of collaboration, but they would want to have an explanation from

Highly Confidential

HPC_00059097

HP as to why we bro.ke off the negotiation and they want Ann-level endorsement before restarting the discussions. Zhang Ving's9,ieWpoints are as follows: The situation with Huawei is costing HP dearly. We are already seeing a severe consequence. While our normal quarter in the last few years are around 80M, this quarter is at only 56M ish. We are taking a huge hit in China, now Japan is better than China. Huawei has played a role in this as they significantly reduced our role. Itanium is beginning to fade away in China. HP is seen alone fighting for its existence. Oracle's exit is a significant blow. Intel's messaging is also not helping. Given the current situation, it would be a good boost if HP can announce HP-UX licensing when Huawei formally announce their 8-socket system. We may be already too late for that. This boost can also help offset the Oracle message. Huawei is a big deal in China. If they show up with Itanium and HP-UX, that is a big deal. Oracle may need to rethink. A successful collaboration can also have Huawei help using FIR systems in their sales. We have nothing to lose and everything to gain. Huawei is not only selling in China, but also in many countries. If HP wants to make deals, Martin/Dave can set number goals and Zhang '(ing can help negotiate. But if HP is fixed on not dealing with Huawei at any cost, then just communicate that with Zhang '(ing so we ail just don't waste any more time on this and just live with the consequences, one of which is the decline of BCS
business in China.

Zhang '(ing believes that if we want to act, we need to do so now. That's why lam not waiting for me to go back to the states and write this email. Could you check with Lorraine and Martin to see if there is any interest to ask Zhang '(ing to pursue this? I am leaving for Taipei tomorrow. Will be in Shanghai on 20th If there is anything to discuss with Zhang Ving, I can do so again after arriving in Shanghai.
Regards,
Thotig
c

Email: don.wei(Ethp.com Tel: (916)748-2461 Fax: (916)209-9490 Google Voice: (518)217-8028 57ea1c42-aalb-102b-9a37-dSeSb5bb7a4S

Highly Confidential

HPC 00059098