[UNION BANK LOGO]
A Division of Union Bank of California, N.A.
Borrower Name SANDISK CORPORATION
Borrower Address Office 70061 Loan Number 8159632704 0080-00-0-000
140 CASPIAN COURT --------------------------------------------------------
SUNNYVALE, CA 94089 Maturity Date JULY 1, 1997 Amount $10,000,000.00
SAN FRANCISCO, California $10,000,000.00 Date July 3, 1996
FOR VALUE RECEIVED, on JULY 1, 1997, the undersigned ("Debtor") promises to pay to the order of
UNION BANK ("Bank"), as indicated below, the principal sum of TEN MILLION AND NO/1O0 Dollars
($10,000,000.00), or so much thereof as is disbursed, together with interest on the balance of such principal
from time to time outstanding, at the per annum rates and at the times set forth below; provided, however, Debtor
shall pay total interest over the term of this note of not less than $5OO.
1. INTEREST PAYMENTS. Debtor shall pay interest on the 1ST day of each QUARTER (commencing
OCTOBER 1, 1996). Should interest not be paid when due, it shall become part of the principal and bear
interest as herein provided. All computations of interest under this note shall be made on the basis of a year of
360 days, for actual days elapsed.
a. BASE INTEREST RATE. At Debtor's option, amounts outstanding hereunder in increments of at least
$10,OO0 shall bear interest at a rate to be selected by Debtor which is 1.00% per annum in excess of Bank's
Adjusted LIBOR-Rate for the Interest Period so selected by Debtor.
Any Base Interest Rate selected by Debtor may not be changed, altered or otherwise modified until the
expiration of the Interest Period for which it was selected. The exercise of interest options by Debtor shall be as
recorded in Bank's records, which records shall be prima facie evidence of the amount borrowed under either
interest option and the interest rate; provided, however, that failure of Bank to make any such notation in its
records shall not discharge Debtor from its obligations to r