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`Exhibit A
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`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 2 of 10 PageID 433
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`UNITED STATES
`SECURITIES AND EXCHANGE COMMISSION
`Washington, D.C. 20549
`FORM 10-Q
`
`
`
`
`
`
`
` QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
`EXCHANGE ACT OF 1934
`For the Quarterly Period Ended December 31, 2012
`OR
` TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
`EXCHANGE ACT OF 1934
`For the Transition Period From to
`Commission File Number: 0-14278
`
`
`
`MICROSOFT CORPORATION
`
`(Exact name of registrant as specified in its charter)
`
`
`
`Washington
`(State or other jurisdiction of
`incorporation or organization)
`One Microsoft Way, Redmond, Washington
`(Address of principal executive offices)
`
`
`
`91-1144442
`(I.R.S. Employer
`Identification No.)
`98052-6399
`(Zip Code)
`
`
`
`
`
`
`
`
`
`
`
`(425) 882-8080
`(Registrant’s telephone number, including area code)
`None
`(Former name, former address and former fiscal year, if changed since last report)
`Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
`Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was
`required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No 
`Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if
`any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T
`(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required
`to submit and post such files). Yes  No 
`Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer
`or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller
`reporting company” in Rule 12b-2 of the Exchange Act.
`
`Large accelerated filer 
`Accelerated filer 
`Smaller reporting company 
`Non-accelerated filer  (Do not check if a smaller reporting company)
`Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
`Act). Yes  No 
`Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest
`practicable date.
`
`Class
`
`Common Stock, $0.00000625 par value per share
`
`
`
`
`
`
`
`
`
`Outstanding at January 18, 2013
`
`
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`8,376,244,910 shares
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`
`
`
`
`

`
`Three Months Ended
`December 31,
`2011
`2012
`2011
`
`
`$ 20,885 $ 37,464 $ 38,257
`9,860
`5,638
`
`
`9,415
`
`
` 15,247 27,604
` 28,842
`
`4,988
`2,371
`4,700
`
`7,254
`3,762
`6,662
`
`2,283
`1,120
`2,283
`
`
`
`7,253 14,525
` 13,645
`
`
`7,994 13,079
` 15,197
`225
`245
`
`348
`
`
`8,239 13,304
` 15,545
`2,461
`1,615
`
`3,183
`
`
`6,624 $ 10,843 $ 12,362
`
`
`
`
`
`0.79 $
`0.78 $
`
`
`8,402
`8,465
`
`0.20 $
`
`2012
`$ 21,456
`
`5,692
` 15,764
`
`
`
`
`
`
`
`
`
`$
`
`$
`$
`
`
`
`$
`
`2,528
`4,309
`1,156
`7,993
`7,771
`(1)
`7,770
`1,393
`6,377
`
`0.76
`0.76
`
`8,393
`8,444
`0.23
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`$
`
`$
`$
`
`
`
`$
`
`
`
`
`
`
`
`
`
`Six Months Ended
`December 31,
`
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`
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`1.29 $
`1.28 $
`
`
`1.47
`1.46
`
`8,395
`
`8,480
`
`
`0.46 $
`
`8,397
`8,489
`0.40
`
`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 3 of 10 PageID 434
`PART I
`Item 1
`PART I. FINANCIAL INFORMATION
`ITEM 1. FINANCIAL STATEMENTS
`INCOME STATEMENTS
`
`
`
`
`(In millions, except per share amounts) (Unaudited)
`
`
`
`
`
`
`Revenue
`Cost of revenue
`Gross profit
`Operating expenses:
`Research and development
`Sales and marketing
`General and administrative
`Total operating expenses
`Operating income
`Other income (expense)
`Income before income taxes
`Provision for income taxes
`Net income
`
`
`Earnings per share:
`Basic
`Diluted
`
`Weighted average shares outstanding:
`Basic
`Diluted
`Cash dividends declared per common share
`See accompanying notes.
`
`
`
`
`
`
`
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`3
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`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 4 of 10 PageID 435
`PART I
`Item 1
`BALANCE SHEETS
`
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`(In millions) (Unaudited)
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`Assets
`Current assets:
`Cash and cash equivalents
`Short-term investments (including securities loaned of $7 and $785)
`Total cash, cash equivalents, and short-term investments
`Accounts receivable, net of allowance for doubtful accounts of $292 and $389
`Inventories
`Deferred income taxes
`Other
`Total current assets
`Property and equipment, net of accumulated depreciation of $11,773 and $10,962
`Equity and other investments
`Goodwill
`Intangible assets, net
`Other long-term assets
`
`Total assets
`Liabilities and stockholders’ equity
`Current liabilities:
`Accounts payable
`Current portion of long-term debt
`Accrued compensation
`Income taxes
`Short-term unearned revenue
`Securities lending payable
`Other
`
`Total current liabilities
`Long-term debt
`Long-term unearned revenue
`Deferred income taxes
`Other long-term liabilities
`
`Total liabilities
`
`Commitments and contingencies
`Stockholders’ equity:
`Common stock and paid-in capital—shares authorized 24,000; outstanding 8,374
`and 8,381
`Retained earnings (deficit)
`Accumulated other comprehensive income
`Total stockholders’ equity
`Total liabilities and stockholders’ equity
`
`
`
`See accompanying notes.
`
`
`
`5
`
`
`
`
`
`June 30,
`2012
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`December 31,
`2012
`
`
`
`6,017 $
` $
`6,938
`62,295
`
`56,102
`
`
`68,312
`
`63,040
`
`14,317
`
`15,780
`
`1,661
`
`1,137
`
`1,983
`
`2,035
`
`3,301
`
`3,092
`
`89,574
`
`85,084
`
`
`8,698
`
`8,269
`
`
`10,707
`
`9,776
`
`
`14,727
`
`13,452
`
`
`3,341
`
`3,170
`
`
`1,636
`
`1,520
`
`
` $ 128,683 $ 121,271
`
`
`
`
` $
`
`
`
`
`
`
`
`
`
`
`
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`
`
`
`
`
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`
`
`
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`4,356 $
`2,241
`
`2,942
`
`630
`
`18,354
`
`21
`
`3,366
`
`31,910
`
`11,947
`
`1,459
`
`2,394
`
`8,397
`
`56,107
`
`
`4,175
`1,231
`3,875
`789
`18,653
`814
`3,151
`32,688
`10,713
`1,406
`1,893
`8,208
`54,908
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`66,334
`
`65,797
`
`4,236
`
`(856)
`
`2,006
`
`1,422
`
`72,576
`
`66,363
`
`
` $ 128,683 $ 121,271
`
`
`
`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 5 of 10 PageID 436
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`
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`SIGNATURE
`Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be
`signed on its behalf by the undersigned thereunto duly authorized.
`
` MICROSOFT CORPORATION
`
`/s/ FRANK H. BROD
`Frank H. Brod
`Corporate Vice President, Finance and Administration;
`Chief Accounting Officer (Duly Authorized Officer)
`January 24, 2013
`
`
`
`58
`
`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 6 of 10 PageID 437
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`Exhibit 15
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`Microsoft Corporation
`One Microsoft Way
`Redmond, Washington
`We have reviewed, in accordance with the standards of the Public Company Accounting Oversight Board (United
`States), the unaudited interim financial information of Microsoft Corporation and subsidiaries for the periods ended
`December 31, 2012, and 2011, as indicated in our report dated January 24, 2013; because we did not perform an
`audit, we expressed no opinion on that information.
`We are aware that our report referred to above, which is included in your Quarterly Report on Form 10-Q for the
`quarter ended December 31, 2012, is incorporated by reference in Registration Statement Nos. 333-120511, 333-
`109185, 333-06298, 333-16665, 333-118764, 333-75243, 333-91755, 333-52852, 333-102240, 333-132100, 333-
`161516, and 333-185757 of Microsoft Corporation on Form S-8 and Registration Statement Nos. 333-43449, 333-
`110107, 333-108843, 333-155495, and 333-184717 of Microsoft Corporation on Form S-3.
`We also are aware that the aforementioned report, pursuant to Rule 436(c) under the Securities Act of 1933, is not
`considered a part of the Registration Statement prepared or certified by an accountant or a report prepared or
`certified by an accountant within the meaning of Sections 7 and 11 of that Act.
`/s/ DELOITTE & TOUCHE LLP
`Seattle, Washington
`January 24, 2013
`
`
`
`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 7 of 10 PageID 438
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`CERTIFICATIONS
`
`Exhibit 31.1
`
`I, Steven A. Ballmer, certify that:
`1. I have reviewed this quarterly report on Form 10-Q of Microsoft Corporation;
`2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a
`material fact necessary to make the statements made, in light of the circumstances under which such statements
`were made, not misleading with respect to the period covered by this report;
`3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly
`present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and
`for, the periods presented in this report;
`4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls
`and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
`reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
`a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
`designed under our supervision, to ensure that material information relating to the registrant, including its
`consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which
`this report is being prepared;
`b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to
`be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting
`and the preparation of financial statements for external purposes in accordance with generally accepted accounting
`principles;
`c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our
`conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by
`this report based on such evaluation; and
`d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during
`the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that
`has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial
`reporting; and
`5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
`control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors
`(or persons performing the equivalent functions):
`a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial
`reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and
`report financial information; and
`b) Any fraud, whether or not material, that involves management or other employees who have a significant role in
`the registrant’s internal control over financial reporting.
`
` /s/ STEVEN A. BALLMER
`Steven A. Ballmer
`Chief Executive Officer
`January 24, 2013
`
`
`
`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 8 of 10 PageID 439
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`CERTIFICATIONS
`
`Exhibit 31.2
`
`I, Peter S. Klein, certify that:
`1. I have reviewed this quarterly report on Form 10-Q of Microsoft Corporation;
`2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a
`material fact necessary to make the statements made, in light of the circumstances under which such statements
`were made, not misleading with respect to the period covered by this report;
`3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly
`present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and
`for, the periods presented in this report;
`4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls
`and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
`reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
`a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
`designed under our supervision, to ensure that material information relating to the registrant, including its
`consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which
`this report is being prepared;
`b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to
`be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting
`and the preparation of financial statements for external purposes in accordance with generally accepted accounting
`principles;
`c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our
`conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by
`this report based on such evaluation; and
`d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during
`the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that
`has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial
`reporting; and
`5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
`control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors
`(or persons performing the equivalent functions):
`a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial
`reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and
`report financial information; and
`b) Any fraud, whether or not material, that involves management or other employees who have a significant role in
`the registrant’s internal control over financial reporting.
`
` /s/ PETER S. KLEIN
`Peter S. Klein
`Chief Financial Officer
`January 24, 2013
`
`
`
`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 9 of 10 PageID 440
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`Exhibit 32.1
`
`CERTIFICATIONS PURSUANT TO
`SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
`(18 U.S.C. SECTION 1350)
`In connection with the Quarterly Report of Microsoft Corporation, a Washington corporation (the “Company”), on
`Form 10-Q for the quarter ended December 31, 2012, as filed with the Securities and Exchange Commission (the
`“Report”), Steven A. Ballmer, Chief Executive Officer of the Company, does hereby certify, pursuant to § 906 of the
`Sarbanes-Oxley Act of 2002 (18 U.S.C. § 1350), that to his knowledge:
`(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934;
`and
`(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results
`of operations of the Company.
`
` /s/ STEVEN A. BALLMER
`Steven A. Ballmer
`Chief Executive Officer
`January 24, 2013
`[A signed original of this written statement required by Section 906 has been provided to Microsoft Corporation and
`will be retained by Microsoft Corporation and furnished to the Securities and Exchange Commission or its staff upon
`request.]
`
`
`
`

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`Case 2:12-cv-02829-JPM-tmp Document 38-3 Filed 02/04/13 Page 10 of 10 PageID 441
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`Exhibit 32.2
`
`
`
`CERTIFICATIONS PURSUANT TO
`SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
`(18 U.S.C. SECTION 1350)
`In connection with the Quarterly Report of Microsoft Corporation, a Washington corporation (the “Company”), on
`Form 10-Q for the quarter ended December 31, 2012, as filed with the Securities and Exchange Commission (the
`“Report”), Peter S. Klein, Chief Financial Officer of the Company, does hereby certify, pursuant to § 906 of the
`Sarbanes-Oxley Act of 2002 (18 U.S.C. § 1350), that to his knowledge:
`(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934;
`and
`(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results
`of operations of the Company.
`
` /s/ PETER S. KLEIN
`Peter S. Klein
`Chief Financial Officer
`January 24, 2013
`[A signed original of this written statement required by Section 906 has been provided to Microsoft Corporation and
`will be retained by Microsoft Corporation and furnished to the Securities and Exchange Commission or its staff upon
`request.]