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)        March 23, 1998
                                                 ---------------------------


                               SANDISK CORPORATION
               (Exact name of registrant as specified in charter)



         Delaware                 0-26734               77-0191793
(State or other jurisdiction    (Commission           (IRS Employer
     of incorporation)          File Number)       Identification No.)



140 Caspian Court, Sunnyvale, California                      94089
(Address of principal executive offices)                    (Zip Code)



Registrant's telephone number, including area code       (408) 542-0500
                                                    ------------------------


                                      None
         (Former name or former address, if changed since last report.)




<PAGE>


Item 5.  Other Events.


         On March 23, 1998,  SanDisk  Corporation  (the  "Company" or "SanDisk")
filed a complaint in the U.S. Federal  District Court for the Northern  District
of California in San Francisco  against  Lexar Media,  Inc.  ("Lexar")  claiming
patent  infringement with respect to the Company's solid state flashdisk patent.
Specifically,  SanDisk  claims Lexar has  infringed its patent  entitled  "flash
EEPROM System" (U.S. Patent 5,602,987). Customers who purchase Lexar products or
build electronic products with Lexar devices may also be infringing this patent.
The   Company's   intellectual   property   strategy  has  been  to  enter  into
cross-licensing agreements with various companies with respect to its flash card
technology.  Currently,  SanDisk maintains patent license agreements with Intel,
Sharp, Hitachi,  Samsung and Toshiba.  SanDisk offered a cross-license agreement
to  Lexar,  similar  to  those  cross-licensing   agreements  offered  to  other
companies,  but the two companies were unable to reach an agreement with respect
to the terms of such cross-license. Lexar has stated that it disputes the patent
infringement claim.


                                       2
<PAGE>


                                    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.


                                          SANDISK CORPORATION



DATE:  April 17, 1998                     By:     /s/ Cindy Burgdorf
                                                  ---------------------------
                                          Name:   Cindy Burgdorf
                                          Title:  Chief Financial Officer,
                                                  Senior Vice President
                                                  Finance and Administration
                                                  and Secretary



                                       3
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{"company-data": {"conformed-name": "SANDISK CORP", "cik": "0001000180", "assigned-sic": "3572", "irs-number": "770191793", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-26734", "film-number": "98596282"}, "business-address": {"street1": "140 CASPIAN COURT", "city": "SUNNYVALE", "state": "CA", "zip": "94089", "phone": "4085620500"}, "mail-address": {"street1": "140 CASPIAN COURT", "city": "SUNNYVALE", "state": "CA", "zip": "94089"}}
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)        March 23, 1998
                                                 ---------------------------

                               SANDISK CORPORATION
               (Exact name of registrant as specified in charter)

         Delaware                 0-26734               77-0191793
(State or other jurisdiction    (Commission           (IRS Employer
     of incorporation)          File Number)       Identification No.)

140 Caspian Court, Sunnyvale, California                      94089
(Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code       (408) 542-0500
                                                    ------------------------

                                      None
         (Former name or former address, if changed since last report.)
Item 5.  Other Events.

         On March 23, 1998,  SanDisk  Corporation  (the  "Company" or "SanDisk")
filed a complaint in the U.S. Federal  District Court for the Northern  District
of California in San Francisco  against  Lexar Media,  Inc.  ("Lexar")  claiming
patent  infringement with respect to the Company's solid state flashdisk patent.
Specifically,  SanDisk  claims Lexar has  infringed its patent  entitled  "flash
EEPROM System" (U.S. Patent 5,602,987). Customers who purchase Lexar products or
build electronic products with Lexar devices may also be infringing this patent.
The   Company's   intellectual   property   strategy  has  been  to  enter  into
cross-licensing agreements with various companies with respect to its flash card
technology.  Currently,  SanDisk maintains patent license agreements with Intel,
Sharp, Hitachi,  Samsung and Toshiba.  SanDisk offered a cross-license agreement
to  Lexar,  similar  to  those  cross-licensing   agreements  offered  to  other
companies,  but the two companies were unable to reach an agreement with respect
to the terms of such cross-license. Lexar has stated that it disputes the patent
infringement claim.

                                       2
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.

                                          SANDISK CORPORATION

DATE:  April 17, 1998                     By:     /s/ Cindy Burgdorf
                                                  ---------------------------
                                          Name:   Cindy Burgdorf
                                          Title:  Chief Financial Officer,
                                                  Senior Vice President
                                                  Finance and Administration
                                                  and Secretary

                                       3