Western Digital Corporation 2012 Notice and Proxy Statement Page 23

may require additional information as it deems reasonably required to determine the eligibility of the director
candidate to serve as a member of our Board of Directors.

The Governance Committee will evaluate director candidates recommended by stockholders for election to

our Board of Directors in the same manner and using the same criteria as used for any other director candidate. If
the Governance Committee determines that a stockholder-recommended candidate is suitable for membership on
the Board of Directors, it will include the candidate in the pool of candidates to be considered for nomination
upon the occurrence of the next vacancy on the Board of Directors or in connection with the next annual meeting
of stockholders. Stockholders recommending candidates for consideration by the Board of Directors in
connection with the next annual meeting of stockholders should submit their written recommendation no later
than June 1 of the year of that meeting.

Stockholders who wish to nominate a person for election as a director in connection with an annual meeting

of stockholders (as opposed to making a recommendation to the Governance Committee as described above)
must deliver written notice to our Secretary in the manner described in Section 2.11 of our By-laws and within
the time periods set forth on page 6 above in response to the question, "May I propose actions for consideration
at next year's annual meeting or nominate individuals to serve as directors?"

Meetings and Attendance

During fiscal 2012, there were 8 meetings of the Board of Directors, 13 meetings of the Audit Committee,

10 meetings of the Compensation Committee, 3 meetings of the Governance Committee and no meetings of the
Executive Committee. Each of the directors attended 75% or more of the aggregate number of meetings of the
Board of Directors and the committees of the Board of Directors on which he or she served during the period that
he or she served in fiscal 2012.

Our Board of Directors strongly encourages each director to attend our annual meeting of stockholders. All

of our directors attended last year's annual meeting of stockholders.

Communicating with Directors

Our Board of Directors provides a process for stockholders to send communications to the Board of Directors,

or to individual directors or groups of directors. In addition, interested parties may communicate with our
non-executive Chairman of the Board (who presides over executive sessions of the non-management directors) or
with the non-management directors as a group. The Board of Directors recommends that stockholders and other
interested parties initiate any communications with the Board of Directors (or individual directors or groups of
directors) in writing. These communications should be sent by mail to company's Secretary at Western Digital
Corporation, 3355 Michelson Drive, Suite 100, Irvine, California 92612. This centralized process will assist the
Board of Directors in reviewing and responding to stockholder and interested party communications in an
appropriate manner. The name of any specific intended Board of Directors recipient or recipients should be clearly
noted in the communication (including whether the communication is intended only for our non-executive
Chairman of the Board or for the non-management directors as a group). The Board of Directors has instructed the
Secretary to forward such correspondence only to the intended recipients; however, the Board of Directors has also
instructed the Secretary, prior to forwarding any correspondence, to review such correspondence and not to forward
any items deemed to be of a purely commercial or frivolous nature (such as spam) or otherwise obviously
inappropriate for the intended recipient's consideration. In such cases, the Secretary may forward some of the
correspondence elsewhere within Western Digital for review and possible response.