Lagatta Thomas F - 3 filing on 2006-06-07

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^*

Lagatta Thomas F

(Last)

(First)

(Middle)

16215 ALTON PARKWAY

(Street)

IRVINE

92618

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2006

3. Issuer Name and Ticker or Trading Symbol
BROADCOM CORP [ BRCM ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior VP, Worldwide Sales

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)
Class A common stock	47,632⁽¹⁾	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)	⁽²⁾	07/02/2012	Class A common stock	38,118	10.4933	D
Employee stock option (right to buy)	⁽²⁾	07/02/2012	Class A common stock	18,132	10.4933	D
Employee stock option (right to buy)	⁽³⁾	05/18/2013	Class A common stock	187,500	13.3333	D
Employee stock option (right to buy)	⁽⁴⁾	12/06/2013	Class A common stock	337,500	22.8933	D
Employee stock option (right to buy)	⁽⁵⁾	02/04/2015	Class A common stock	67,500	21.4733	D
Employee stock option (right to buy)	⁽⁶⁾	05/04/2016	Class A common stock	50,000	41.15	D

Explanation of Responses:

1. Includes (i) 8,722 shares that are held as Class A common stock and (ii) 38,910 shares in the form of restricted stock units ("RSUs") that will entitle the Reporting Person to receive one share of Class A common stock per restricted stock unit. Of the 38,910 RSUs (i)15,472 RSUs will vest, and the underlying shares will be concurrently issued, in a series of eleven quarterly installments upon the Reporting Person's completion of each three month period of service over the period measured from 05/05/2006 through 02/05/2009; and (ii) 23,438 RSUs will vest, and the underlying shares will be concurrently issued, in a series of fifteen quarterly installments upon the Reporting Person's completion of each three month period of service over the period measured from 05/05/2006 through 02/05/2010. The RSUs will vest on an accelerated basis upon the Reporting Person's termination of employment with the Issuer under certain prescribed circumstances.

2. Fully vested and immediately exercisable.

3. Such option was granted for 225,000 shares on 05/19/2003. The option vests and becomes exercisable for such shares in a series of 48 equal monthly installments measured from the grant date. The option will vest and become exercisable for such shares on an accelerated basis upon the Reporting Person's termination of employment with the Issuer under certain prescribed circumstances.

4. Such option was granted for 337,500 shares on 12/07/2003. The option vests and becomes exercisable for such shares in a series of 48 equal monthly installments measured from the grant date. The option will vest and become exercisable for such shares on an accelerated basis upon the Reporting Person's termination of employment with the Issuer under certain prescribed circumstances.

5. Such option was granted for 67,500 shares on 02/05/2005. The option vests and becomes exercisable for such shares in a series of 48 equal monthly installments measured from the grant date. The option will vest and become exercisable for such shares on an accelerated basis upon the Reporting Person's termination of employment with the Issuer under certain prescribed circumstances.

6. Such option was granted for 50,000 shares on 05/05/2006. The option vests and becomes exercisable for such shares in a series of 48 equal monthly installments measured from the grant date. The option will vest and become exercisable for such shares on an accelerated basis upon the Reporting Person's termination of employment with the Issuer under certain prescribed circumstances.

Remarks:

All share numbers in this Form 4 reflect the Issuer's 3-for-2 stock split effected on 02/21/2006.

	/s/ Thomas F. Lagatta	06/02/2006
	** 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).
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