Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 2, 2009, SMART Modular Technologies (WWH), Inc. (the "Company") announced that the board of directors, upon the recommendation of the nominating and corporate governance committee, appointed Kimberly E. Alexy as an independent director, effective September 1, 2009. Her appointment fills the vacancy created by Dipanjan Deb's departure from the Company's board of directors that had been reported in a Form 8-K filed on June 25, 2009. Ms. Alexy also has been appointed to serve on the audit committee.

There are no arrangements or understandings between Ms. Alexy and the Company or any other persons pursuant to which she was appointed as a director. There are no transactions or proposed transactions to which the Company was or is a party in which Ms. Alexy has a direct or indirect material interest. Ms. Alexy will be compensated as a director pursuant to the Company's compensation policy for non-employee independent directors.

A copy of the Company's press release, dated September 2, 2009, is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1

Press release, dated September 2, 2009.

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