SanDisk Corporation (the "Company") is filing this Current Report on Form 8-K in order to recast its consolidated financial statements as of December 28, 2008 and December 30, 2007 and for each fiscal year in the three-year period ended December 28, 2008 and the related Selected Financial Data, Management's Discussion and Analysis of Results of Operations and Financial Condition and the Computation of Ratio of Earnings to Fixed Charges, to reflect the Company's retrospective application of Financial Accounting Standards Board Staff Position ("FSP") APB 14-1 ("FSP APB 14-1"), Accounting for Convertible Debt Instruments That May Be Settled in Cash Upon Conversion (Including Partial Cash Settlement), and retrospective application of the disclosure requirements of Statement of Financial Accounting Standards No. 160 ("SFAS 160"), Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51, which were adopted by the Company on December 29, 2008. These changes were previously reflected in the Company's most recent Quarterly Report on Form 10-Q for the quarter ended March 29, 2009 that was filed with the Securities and Exchange Commission on May 7, 2009.

This Current Report on Form 8-K updates the following information in the Company's Annual Report on Form 10-K/A for the year ended December 28, 2008, filed on February 26, 2009, to reflect the adoption of FSP APB 14-1 and SFAS 160:

Form 10-K/A: Part II, Item 6. Selected Financial Data

Form 10-K/A: Part II, Item 7. Management's Discussion and Analysis of Results of Operations and Financial Condition

Form 10-K/A: Part II, Item 8. Financial Statements and Supplementary Data

Form 10-K/A: Exhibit 12.1. Computation of ratio of earnings to fixed charges

(d) Exhibits

Number Description of Document
23.1   Consent of Ernst & Young LLP, Independent Registered Public
       Accounting Firm.
99.1   "Item 6. Selected Financial Data" of the Company's Annual
       Report on Form 10-K/A for the fiscal year ended December 28,
       2008.
99.2   "Item 7. Management's Discussion and Analysis of Financial
       Condition and Results of Operations" of the Company's Annual
       Report on Form 10-K/A for the fiscal year ended December 28,
       2008.
99.3   "Item 8. Financial Statements and Supplementary Data" of the
       Company's Annual Report on Form 10-K/A for the fiscal year
       ended December 28, 2008.
99.4   "Exhibit 12.1. Computation of ratio of earnings to fixed
       charges" of the Company's Annual Report on Form 10-K/A for
       the fiscal year ended December 28, 2008.