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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 13, 2003

NETWORKS ASSOCIATES, INC.

(Exact Name of Registrant as specified in charter)

Commission File Number 0-20558

     
Delaware
(State or other jurisdiction of incorporation)
  77-0316593
I.R.S. Employer Identification Number
     
3965 Freedom Circle
Santa Clara, California
(Address of principal executive offices)
  95054
(Zip Code)

Registrant’s telephone number, including area code: (408) 988-3832

 


TABLE OF CONTENTS

Item 7. Financial Statements and Exhibits.
Item 12. Results of Operations and Financial Condition
SIGNATURES
EXHIBIT INDEX
EX-99.1 Consolidated Statements of Operations


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Item 7. Financial Statements and Exhibits.

     
99.1   Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2003 and 2002;
     
    Condensed Consolidated Balance Sheet as of September 30, 2003 and December 31, 2002;
     
    Pro Forma Statements of Operations for the three and nine months ended September 30, 2003 and 2002;
     
    Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2003 and 2002;
     
    Pro Forma Statements of Operations for the three months ended March 31, 2003 and 2002;
     
    Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three months ended March 31, 2003 and 2002;
     
    Pro Forma Statements of Operations for the three months ended June 30, 2003 and 2002; and
     
    Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three months ended June 30, 2003 and 2002.

Item 12. Results of Operations and Financial Condition

     Immediately upon the filing of this report, Networks Associates, Inc. (the “Registrant”) intends to post the following documents on its web site at www.networkassociates.com:

      Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2003 and 2002;

      Condensed Consolidated Balance Sheet as of September 30, 2003 and December 31, 2002;

      Pro Forma Statements of Operations for the three and nine months ended September 30, 2003 and 2002;

      Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2003 and 2002;

      Pro Forma Statements of Operations for the three months ended March 31, 2003 and 2002;

      Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three months ended March 31, 2003 and 2002;

      Pro Forma Statements of Operations for the three months ended June 30, 2003 and 2002; and

      Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three months ended June 30, 2003 and 2002.

     Copies of these documents are attached hereto as Exhibit 99.1 and are hereby furnished and not filed. Unless expressly incorporated into a filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, made after the date hereof, the information contained herein shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

             
    NETWORKS ASSOCIATES, INC.
             
Dated: November 13, 2003   By:   /s/ Stephen C. Richards    
       
   
        Stephen C. Richards
Chief Operating Officer and
Chief Financial Officer
   

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EXHIBIT INDEX

     
EXHIBITS    
     
99.1   Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2003 and 2002;
     
    Condensed Consolidated Balance Sheet as of September 30, 2003 and December 31, 2002;
     
    Pro Forma Statements of Operations for the three and nine months ended September 30, 2003 and 2002;
     
    Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2003 and 2002;
     
    Pro Forma Statements of Operations for the three months ended March 31, 2003 and 2002;
     
    Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three months ended March 31, 2003 and 2002;
     
    Pro Forma Statements of Operations for the three months ended June 30, 2003 and 2002; and
     
    Reconciliation of Pro Forma Statements of Operations to the Condensed Consolidated Statements of Operations for the three months ended June 30, 2003 and 2002.
     

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