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) May 28, 2004
(May 28, 2004)

STORAGE TECHNOLOGY CORPORATION
(Exact Name of Registrant As Specified In Its Charter)

Delaware 1-7534 84-0593263
(State or jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

One StorageTek Drive, Louisville, Colorado 80028-4309
(Address of Principal Executive Offices) (Zip Code)

        Registrant’s telephone number, including area code (303) 673-5151

Not applicable
(Former Name or Former Address, if Changed Since Last Report)


ITEM 5.   Other Events and Regulation FD Disclosure

Storage Technology Corporation's Annual Meeting of Stockholders (the Annual Meeting) was held on May 20, 2004. A total of 101,973,111 shares of common stock, par value $0.10 per share (the Common Stock), were present at the Annual Meeting, either in person or by proxy, constituting a quorum. The matters voted upon at the Annual Meeting by the stockholders consisted of the four proposals set forth in our definitive Proxy Statement, dated April 12, 2004.

The first proposal related to the election of seven persons to serve on our Board of Directors. The Board’s nominees were each elected and received, respectively, the following votes:

Director
For
Withheld
James R. Adams   97,487,609   4,485,502
Charles E. Foster  97,818,473   4,154,638  
Mercedes Johnson  98,212,148   3,760,963  
William T. Kerr  97,801,839   4,171,272  
Robert E. Lee  97,033,192   4,939,919  
Patrick J. Martin  98,978,537   2,994,574  
Judy C. Odom  98,211,857   3,761,254  

The second proposal related to approval of our 2004 Long Term Incentive Plan. The third proposal related to approval of our 2004 Performance-Based Incentive Bonus Plan. These two proposals were approved as detailed below.

The fourth proposal was a stockholder proposal regarding cumulative voting. This proposal was rejected as detailed below.

Proposal
For
Against
Abstentions
Broker Non-Votes
Proposal 2   66,490,308   24,806,407   146,165   10,530,231  
 
Proposal 3  87,118,028   4,183,156   142,588   10,529,339  
 
Proposal 4   39,711,152   44,369,191   7,362,562   10,530,206  

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SIGNATURE

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

Date: May 28, 2004 Storage Technology Corporation


By: /s/ Thomas G. Arnold
——————————————
Vice President,
Corporate Controller




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