Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Kryder Andrew
2. Date of Event Requiring Statement (Month/Day/Year)
10/14/2009
3. Issuer Name and Ticker or Trading Symbol
NetApp, Inc. [NTAP]
(Last)
(First)
(Middle)
495 EAST JAVA DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior VP, Legal and Tax
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SUNNYVALE, CA 94089
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 32,476
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Incentive Stock Option (right to buy)   (1) 05/08/2013 Common Stock 5,209 $ 15.711 D  
Incentive Stock Option (right to buy)   (1) 05/02/2014 Common Stock 3,959 $ 19.17 D  
Incentive Stock Option (right to buy)   (1) 02/28/2014 Common Stock 1,139 $ 21.97 D  
Non-Qualified Stock Option (right to buy)   (1) 10/31/2012 Common Stock 30,000 $ 9.99 D  
Non-Qualified Stock Option (right to buy)   (2) 02/06/2012 Common Stock 28,750 $ 15.32 D  
Non-Qualified Stock Option (right to buy)   (1) 05/08/2013 Common Stock 39,645 $ 15.711 D  
Non-Qualified Stock Option (right to buy)   (1) 05/02/2014 Common Stock 34,041 $ 19.17 D  
Non-Qualified Stock Option (right to buy)   (1) 05/31/2016 Common Stock 40,000 $ 20.69 D  
Non-Qualified Stock Option (right to buy)   (1) 02/28/2014 Common Stock 3,861 $ 21.97 D  
Non-Qualified Stock Option (right to buy)   (1) 06/01/2015 Common Stock 20,000 $ 23.79 D  
Restricted Stock Unit   (3) 04/28/2010 Common Stock 1,250 $ 0 D  
Restricted Stock Unit   (4) 06/19/2011 Common Stock 6,666 $ 0 D  
Restricted Stock Unit   (3) 04/25/2012 Common Stock 22,500 $ 0 D  
Restricted Stock Unit   (3) 06/02/2012 Common Stock 5,000 $ 0 D  
Restricted Stock Unit   (5) 06/19/2012 Common Stock 3,999 $ 0 D  
Restricted Stock Unit   (3) 06/01/2013 Common Stock 13,333 $ 0 D  
Restricted Stock Unit   (3) 06/19/2013 Common Stock 16,118 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kryder Andrew
495 EAST JAVA DRIVE
SUNNYVALE, CA 94089
      Senior VP, Legal and Tax  

Signatures

By: Janice Mahoney by Power of Attorney For: Andrew Kryder 10/23/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Option vests in a series of equal monthly installments over 48 months of service beginning with the one-month annniversary of the grant date.
(2) Option vests with respect to 25% of the option shares on the first anniversary of the grant date and the balance in a series of equal monthly installments over the next 36 months of service thereafter.
(3) The restricted stock unit shares vest as to 25% of the shares on the one-year anniversary of the grant date, and 25% of the shares on each annual anniversary thereafter for the next 3 years.
(4) The restricted stock unit shares vest as to 50% of the shares on the one-year anniversary of the grant date, and 50% of the shares on second annual anniversary of the grant date.
(5) The restricted stock unit shares vest as to one-third of the shares on the one-year anniversary of the grant date; and one-third of the shares on each of the second and third annual anniversary of the grant date.

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