CERTAIN FORWARD-LOOKING INFORMATION:

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 ("Securities Act") and
Section 21E of the Securities Exchange Act of 1934 ("Exchange Act"). Forward-looking statements may generally be identified by the use of such words as "expect," "anticipate," "believe," "intend," "plan," "potential," "will," "shall" or variations of such words and similar expressions, or the negative of these terms. Specific forward-looking statements contained within this Form 10-Q include statements regarding (i) the Unified Communications ("UC") markets, (ii) our long-term strategy to invest in UC, (iii) the future of UC technologies, including the effect on headset adoption and use, the effects on enterprises that adopt UC and our expectation concerning our revenue opportunity from UC, (iv) the Mobile Bluetooth market and the stereo and mono product categories, (v) our position in the Mobile Bluetooth market and the effect of our new products on our position in that market, (vi) our research and development strategy, including our investments in firmware and software engineering and value-added software applications, as well as our strategic partnerships, (vii) the Plantronics Developer Connection, (viii) our expectations regarding our sales force and customer service operations, (ix) the maintenance of our reputation in the industry, (x) our expenses, including research, development and engineering expenses and selling, general and administrative expenses, (xi) our future tax rate, (xii) our anticipated capital expenditures for the remainder of fiscal year 2013 and the sufficiency of our cash, cash equivalents and cash from operations, (xiii) our planned investment of and need for our foreign cash and our ability to repatriate that cash, (xiv) our ability to draw funds on our credit facility as needed, and (xv) the outcome and effect of legal proceedings, as well as other statements regarding our future operations, financial condition and prospects and business strategies. Such forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from the forward-looking statements. Factors that could cause actual results and events to differ materially from such forward-looking statements are included, but not limited to, those discussed in the section entitled "Risk Factors" herein and other documents filed with the Securities and Exchange Commission ("SEC"), including our Annual Report on Form 10-K for the fiscal year ended March 31, 2012. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

OVERVIEW

We are a leading designer, manufacturer, and marketer of lightweight communications headsets, telephone headset systems, and accessories for the worldwide business and consumer markets under the Plantronics brand. In addition, we manufacture and market, under our Clarity brand, specialty telephone products, such as telephones for the hearing impaired, and other related products for people with special communication needs.

We ship a broad range of products to approximately 60 countries through a worldwide network of distributors, retailers, wireless carriers, original equipment manufacturers ("OEMs"), and telephony service providers. We have well-developed distribution channels in North America, Europe, Australia, New Zealand, and other parts of Asia Pacific where use of our products is widespread. Our distribution channels in other regions of the world are less mature and, while we primarily serve the contact center markets in those regions, we continue to expand into the office, mobile and entertainment, digital audio and specialty telephone markets.

We believe Unified Communications ("UC") represents the key long-term driver of our revenue and profit growth, and it continues to be our primary area of focus. UC is the integration of voice and video based communications systems enhanced with software applications and Internet Protocol ("IP") networks. Business communications are being transformed from voice-centric systems supported by traditional PBX infrastructure to communication systems that are fully integrated with voice, video, and data and are supported by feature rich UC software. With this transformation, the requirement for a traditional headset used only for voice communications continues to evolve into the need for a device that delivers contextual intelligence, providing the ability to reach others using the mode of communication that is most effective, on the device that is most convenient, and with control over when and how the user can be reached. Our portfolio of UC solutions combines hardware with advanced sensor technology and capitalizes on contextual intelligence, addressing the needs of the constantly changing business environments and evolving work styles to make connecting easier and by sharing presence information to convey user availability and other contextual information. We believe UC systems will become more commonly adopted by enterprises to reduce costs and improve collaboration, and we believe our solutions with Simply Smarter CommunicationsTM technology will be an important part of the UC environment.

The contact center, which includes UC, is our most mature market, and we expect this market to grow slowly over the long-term. We believe the growth of UC will increase overall headset adoption in enterprise environments and we therefore expect most of the growth in Office and Contact Center ("OCC") over the next five years to come from headsets designed for UC.

The Mobile Bluetooth market is heavily impacted by economic conditions and consumer confidence, and while the retail market in the U.S. has been slowing, international markets have been growing, particularly in emerging market countries. Overall, we expect this category to show modest growth over the long term. Within the overall market, the stereo product category shows significant growth, while the mono category is slowing or declining. Our new product launches and recent planned investments help position us to maintain share in the Mobile Bluetooth market.

Integral to our core research and development have been investments in firmware and software engineering to enhance the broad compatibility of our products in the enterprise systems with which they will be deployed, and development of value-added software applications for business users has been the focus of our core research and development efforts. We believe these investments in software development will help us to differentiate our products and sustain strong long-term gross margins. We continue to strengthen our strategic partnerships with UC platform suppliers to ensure that our products are compatible with all major platforms as UC usage becomes an essential part of the enterprise communications landscape.

We remain cautious about the macroeconomic environment, based on greater than usual uncertainty around fiscal policy in the U.S., as well as broader economic uncertainty in many parts of Europe and Asia Pacific, which makes it difficult for us to gauge what impact the economy may have on our future business. We will continue to monitor our expenditures and prioritize expenditures that further our strategic long-term growth opportunities such as innovative product development in our core research and development efforts, including the use of software and services as part of our portfolio. In furtherance of our commitment to UC, in May 2012, we announced the Plantronics Developer Connection (the "PDC"), which provides a software developer kit allowing registered developers access to a rich set of tools and providing a forum to interact, share ideas and develop innovative applications. We believe the PDC is a valuable resource for application developers to leverage the contextual intelligence built into our headsets, ultimately providing a broad array of capabilities such as user authentication, customer information retrieval based on incoming mobile calls, and connecting a user's physical actions in the real world to the virtual world. We will also continue to grow and develop our sales force and increase marketing and other customer service and support as we expand key strategic partnerships to market our UC products. We believe we have an excellent position in the UC market and a well-deserved reputation for quality and service that we expect to maintain through ongoing investment and strong execution.

RESULTS OF OPERATIONS

The following tables set forth, for the periods indicated, the condensed
consolidated statements of operations data, which is derived from the
accompanying unaudited condensed consolidated financial statements. The
financial information and ensuing discussion should be read in conjunction with
the accompanying unaudited condensed consolidated financial statements and notes
thereto.

                                   Three Months Ended December 31,                Nine Months Ended December 31,
(in thousands, except
percentages)                        2012                    2011                   2012                   2011
Net revenues                $ 197,402     100.0 %   $ 183,236     100.0 %   $ 558,047     100%    $ 535,784     100.0 %
Cost of revenues               95,238      48.2 %      87,024      47.5 %     260,959     46.8%     246,548      46.0 %
Gross profit                  102,164      51.8 %      96,212      52.5 %     297,088     53.2%     289,236      54.0 %
Operating expenses:
Research, development and
engineering                    20,248      10.3 %      16,829       9.2 %      59,525     10.7%      51,386       9.6 %
Selling, general and
administrative                 45,442      23.0 %      41,976      22.9 %     134,476     24.1%     128,510      24.0 %
Restructuring and other
related charges                 1,868       0.9 %           -         - %       1,868     0.3%            -         - %
Total operating expenses       67,558      34.2 %      58,805      32.1 %     195,869     35.1%     179,896      33.6 %
Operating income               34,606      17.5 %      37,407      20.4 %     101,219     18.1%     109,340      20.4 %
Interest and other
income, net                       177       0.1 %         406       0.2 %         464     0.1%          989       0.2 %
Income before income
taxes                          34,783      17.6 %      37,813      20.6 %     101,683     18.2%     110,329      20.6 %
Income tax expense              6,577       3.3 %       6,915       3.8 %      23,990     4.3%       25,179       4.7 %
Net income                  $  28,206      14.3 %   $  30,898      16.9 %   $  77,693     13.9%   $  85,150      15.9 %

NET REVENUES

                                  Three Months Ended                                  Nine Months Ended
                                     December 31,                Increase               December 31,               Increase
(in thousands, except
percentages)                      2012          2011            (Decrease)           2012          2011           (Decrease)
Net revenues from
unaffiliated customers:
Office and Contact Center     $  139,449     $ 133,335     $  6,114      4.6  %   $ 406,601     $ 400,729     $  5,872      1.5%
Mobile                            44,138        36,024        8,114     22.5  %     113,600        96,529       17,071     17.7%
Gaming and Computer Audio          9,024         9,209         (185 )   (2.0 )%      23,610        24,985       (1,375 )   (5.5)%
Clarity                            4,791         4,668          123      2.6  %      14,236        13,541          695      5.1%
Total net revenues            $  197,402     $ 183,236     $ 14,166      7.7  %   $ 558,047     $ 535,784     $ 22,263      4.2%

OCC products include UC products and represent our largest source of revenues, while Mobile products represent our largest unit volumes. Net revenues may vary due to seasonality, the timing of new product introductions and discontinuation of existing products, discounts and other incentives, and channel mix. Net revenues derived from sales into the retail channel typically account for a seasonal increase in our total net revenues in the third quarter of our fiscal year.

Net revenues increased in the third quarter of fiscal year 2013 over the same period a year ago as a result of higher Mobile revenues driven by a stronger product portfolio that was well received in the retail market, as well as from higher OCC revenues driven by growth in UC, partly offset by an overall decrease in revenue from core OCC products.

Net revenues increased in the nine months ended December 31, 2012 over the same period a year ago resulting primarily from higher Mobile revenues due to a stronger product portfolio that was well received in the retail market. UC revenues have continued to grow, mostly offset by declines in revenue from core OCC products. We believe that overall OCC product sales have been adversely impacted by weak economic conditions in international markets.

Geographical Information

                           Three Months Ended                                   Nine Months Ended
                              December 31,                Increase                December 31,                Increase
(in thousands, except
percentages)               2012          2011            (Decrease)            2012          2011            (Decrease)
Net revenues from
unaffiliated
customers:
U.S.                    $ 111,847     $  99,070     $ 12,777      12.9  %   $ 323,438     $ 300,557     $ 22,881       7.6  %
As a percentage of
net revenues                 56.7 %        54.1 %                                58.0 %        56.1 %
Europe and Africa          51,095        49,825        1,270       2.5  %     131,622       134,349       (2,727 )    (2.0 )%
Asia Pacific               20,637        20,399          238       1.2  %      64,055        61,863        2,192       3.5  %
Americas, excluding
U.S.                       13,823        13,942         (119 )    (0.9 )%      38,932        39,015          (83 )    (0.2 )%
Total international
net revenues               85,555        84,166        1,389       1.7  %     234,609       235,227         (618 )    (0.3 )%
As a percentage of
net revenues                 43.3 %        45.9 %                                42.0 %        43.9 %
Total net revenues      $ 197,402     $ 183,236     $ 14,166       7.7  %   $ 558,047     $ 535,784     $ 22,263       4.2  %

Prior to the first quarter of fiscal year 2013, net revenues from the Middle East were included in Europe and Africa ("E&A"), formerly referred to as Europe, Middle East and Africa ("EMEA"). In the three and nine months ended December 31, 2012, net revenues from the Middle East were included in Asia Pacific ("APAC") and prior period net revenues have been reclassified to conform to the current period presentation.

U.S. net revenues increased in the three and nine months ended December 31, 2012, as compared to the same periods in the prior year, with healthy growth in both OCC and Mobile product revenues, the latter of which included market share gains in mono Bluetooth.

In the three months ended December 31, 2012, international net revenues increased due to double-digit year-on-year growth in Mobile revenues in the E&A and APAC regions driven by a stronger product portfolio. These increases were partly offset by the decline in OCC revenues.

In the nine months ended December 31, 2012, international net revenues decreased due to declining revenues from OCC products in the E&A and APAC regions resulting primarily from macroeconomic factors, particularly in the E&A region. These decreases were partly offset by strong growth in revenues from Mobile products.

COST OF REVENUES AND GROSS PROFIT

Cost of revenues consists primarily of direct manufacturing and contract
manufacturer costs, warranty expense, freight expense, depreciation, duty
expense, reserves for excess and obsolete inventory, royalties, and an
allocation of overhead expenses, including IT and facilities costs.

                               Three Months Ended                                 Nine Months Ended
                                  December 31,               Increase               December 31,               Increase
(in thousands, except
percentages)                   2012          2011           (Decrease)           2012          2011           (Decrease)
Net revenues                $ 197,402     $ 183,236     $ 14,166      7.7 %   $ 558,047     $ 535,784     $ 22,263      4.2 %
Cost of revenues               95,238        87,024        8,214      9.4 %     260,959       246,548       14,411      5.8 %
Gross profit                $ 102,164     $  96,212     $  5,952      6.2 %   $ 297,088     $ 289,236     $  7,852      2.7 %
Gross profit %                   51.8 %        52.5 %                              53.2 %        54.0 %

As a percentage of net revenues, gross profit decreased in the three and nine months ended December 31, 2012 compared to the same periods a year ago due primarily to an unfavorable product mix with a lower proportion of overall revenue in OCC products and a stronger USD primarily against the Euro. In the three months ended December 31, 2012 compared to the same period a year ago, the decrease from unfavorable product mix was partly offset by lower materials and procurement costs and lower excess and obsolete inventory. In the nine months ended December 31, 2012 compared to the same period a year ago, these unfavorable effects were partly offset by lower warranty requirements and lower excess and obsolete inventory.

There are significant variances in gross profit percentages between our higher and lower margin products; therefore, small variations in product mix, which can be difficult to predict, can have a significant impact on gross profit. In addition, if we do not accurately anticipate changes in demand, we have in the past, and may in the future, incur significant costs associated with writing off excess and obsolete inventory or incur charges for adverse purchase commitments. Gross profit may also vary based on distribution channel, return rates, and other factors.

RESEARCH, DEVELOPMENT AND ENGINEERING

Research, development and engineering costs are expensed as incurred and consist
primarily of compensation costs, outside services, including legal fees
associated with protecting our intellectual property, expensed materials, travel
expenses, depreciation, and an allocation of overhead expenses, including
facilities, IT, human resources, and legal costs.

                             Three Months Ended                               Nine Months Ended
                                December 31,              Increase              December 31,              Increase
(in thousands, except
percentages)                 2012          2011          (Decrease)           2012         2011          (Decrease)
Research, development
and engineering           $  20,248     $ 16,829     $ 3,419      20.3 %   $ 59,525     $ 51,386     $ 8,139     15.8 %
% of net revenues              10.3 %        9.2 %                             10.7 %        9.6 %

During the three and nine months ended December 31, 2012, research, development and engineering expenses increased as compared to the same periods a year ago due primarily to an increase in our investment in software development and other capabilities related to UC product development. This investment consisted primarily of engineering headcount resulting in increased compensation expenses of $2.6 million and $5.9 million for the three and nine months ended December 31, 2012, respectively, and higher project expenses associated with the development of new products.

SELLING, GENERAL AND ADMINISTRATIVE

Selling, general and administrative expenses consist primarily of compensation
costs, marketing costs, travel expenses, litigation and professional service
fees, and allocations of overhead expenses, including IT, facilities, legal
costs, and human resources.

                            Three Months Ended                                Nine Months Ended
                               December 31,              Increase               December 31,               Increase
(in thousands, except
percentages)                2012          2011          (Decrease)           2012          2011           (Decrease)
Selling, general and
administrative           $  45,442     $ 41,976     $ 3,466       8.3 %   $ 134,476     $ 128,510     $ 5,966       4.6 %
% of net revenues             23.0 %       22.9 %                              24.1 %        24.0 %

In the three and nine months ended December 31, 2012, compared to the same periods a year ago, selling, general and administrative expenses increased, primarily as a result of increased compensation expense of $3.2 million and $6.9 million, respectively, mainly due to increased investment in our sales force and marketing organizations to support the UC opportunity and growth in emerging markets.

RESTRUCTURING AND OTHER RELATED CHARGES

                              Three Months Ended                                    Nine Months Ended
                                 December 31,                 Increase                 December 31,                Increase
(in thousands, except
percentages)                  2012             2011          (Decrease)             2012            2011          (Decrease)
Restructuring and
other related charges    $      1,868       $      -     $ 1,868       100 %   $     1,868       $      -     $ 1,868       100 %
% of net revenues                 0.9 %            - %                                 0.3 %            - %

We initiated a restructuring plan during the third quarter of fiscal year 2013. Under the plan, we reallocated costs by eliminating certain positions in the U.S., Mexico, China, and Europe, and transitioned some of these positions to lower cost locations. We also plan to vacate a portion of a leased facility at our corporate headquarters. Savings from this plan will allow us to increase investments in areas that we believe will improve our business growth, particularly sales and marketing, by $4.0 million annually. We expect to incur pre-tax charges of approximately $3.4 million, consisting of $1.9 million for severance and related benefits during the third quarter of fiscal year 2013, $0.5 million in accelerated depreciation expense to be recorded during the fourth quarter of fiscal year 2013 through the first quarter of fiscal year 2014 on leasehold improvement assets with no alternative future use, and $1.0 million for lease termination costs to be recorded when we exit the facility in the first quarter of fiscal year 2014. We anticipate that the plan will be substantially complete by the end of the first quarter of fiscal year 2014.

INTEREST AND OTHER INCOME, NET

                            Three Months Ended                                Nine Months Ended
                               December 31,               Increase               December 31,              Increase
(in thousands except
percentages)                2012           2011          (Decrease)           2012          2011          (Decrease)
Interest and other
income, net              $    177       $    406     $ (229 )   (56.4 )%   $    464       $   989      (525 )   (53.1 )%
% of net revenues             0.1 %          0.2 %                              0.1 %         0.2 %

In the three months ended December 31, 2012, compared to the same period a year ago, interest and other income, net decreased due primarily to lower foreign exchange gains from fluctuations in the USD against the Great Britain Pound and the Euro.

In the nine months ended December 31, 2012, compared to the same period a year ago, interest and other income, net decreased due primarily to higher cumulative interest expense on our revolving line of credit in the nine months ended December 31, 2012.

INCOME TAX EXPENSE

                            Three Months Ended                                  Nine Months Ended
                               December 31,               Increase                December 31,                Increase
(in thousands except
percentages)                2012          2011           (Decrease)            2012          2011            (Decrease)
Income before income
taxes                    $  34,783     $ 37,813     $ (3,030 )    (8.0 )%   $ 101,683     $ 110,329     $ (8,646 )    (7.8 )%
Income tax expense           6,577        6,915         (338 )    (4.9 )%      23,990        25,179       (1,189 )    (4.7 )%
Net income               $  28,206     $ 30,898     $ (2,692 )    (8.7 )%   $  77,693     $  85,150     $ (7,457 )    (8.8 )%
Effective tax rate            18.9 %       18.3 %                                23.6 %        22.8 %

The higher effective tax rate for the three and nine months ended December 31, 2012 is due primarily to the expiration of the federal tax research credit in December 2011 and a smaller proportion of income earned in foreign jurisdictions which are taxed at lower rates, offset in part by the release of larger tax reserves than in the prior year period, which in both cases resulted from the expiration of certain statutes of limitations. Our effective tax rates differ from the statutory rate due to the impact of foreign operations taxed at different statutory rates, tax credits, state taxes and other factors. Our future tax rates could be impacted by a shift in the mix of domestic and foreign income, tax treaties with foreign jurisdictions, changes in tax laws in the U.S. or internationally, or a change in estimates of future taxable income which could result in a valuation allowance being required.

We and our subsidiaries are subject to taxation in various foreign and state jurisdictions including the U.S. We are under examination by the Internal Revenue Service for our 2010 tax year and the California Franchise Tax Board for our 2007 and 2008 tax years. Foreign income tax matters for material tax jurisdictions have been concluded for tax years prior to fiscal year 2006, except the United Kingdom for which tax matters have been concluded for tax years prior to fiscal year 2011.

On January 2, 2013, the American Taxpayer Relief Act of 2012 was signed into law which includes a provision that retroactively extends the federal tax research credit to January 1, 2012 for two years. When we recognize the benefit of the retroactive reinstatement in the fourth quarter of fiscal year 2013, we will report a discrete tax benefit of approximately $2.0 million for the previously expired period from January 1, 2012 to December 31, 2012.

. . .