1. Name and Address of Reporting Person * GELSINGER PATRICK P	2. Date of Event Requiring Statement (MM/DD/YYYY) 9/1/2012	3. Issuer Name and Ticker or Trading Symbol VMWARE, INC. [VMW]
(Last)        (First)        (Middle) 3401 HILLVIEW AVENUE	4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                            _____ 10% Owner ___ X ___ Officer (give title below)          _____ Other (specify below) Chief Executive Officer /
(Street) PALO ALTO, CA 94304        (City)              (State)              (Zip)	5. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

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)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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

Explanation of Responses:

Remarks: No securities are beneficially owned.

No securities are beneficially owned.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GELSINGER PATRICK P 3401 HILLVIEW AVENUE PALO ALTO, CA 94304	X		Chief Executive Officer

Signatures
Larry Wainblat, attorney-in-fact		9/6/2012
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

POWER OF ATTORNEY

      I, Patrick P. Gelsinger, appoint each of Craig D. Norris, S. Dawn Smith and Larry R. Wainblat as


my attorney-in-fact to:

      (1)  execute on my behalf, in my capacity as an officer or director of VMware, Inc. (the
"Company"), Forms 144 in accordance with Rule 144 of the Securities Act of 1933 and Forms 3, 4
and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules
thereunder (collectively, the "Forms");

      (2)  perform on my behalf any act necessary or desirable to complete and execute any Form,
complete and execute any amendment to a Form and timely file the Forms with the United States
Securities and Exchange Commission and any stock exchange or similar authority; and

      (3)  take any other action related to the Forms that, in his or her opinion, may benefit me or
may be legally required of me.

        Each attorney-in-fact has the power and authority to appoint a substitute attorney-in-fact,
revoke that appointment and determine the form, terms and conditions of any document executed by
him or her.  I acknowledge that none of the attorneys-in-fact or the Company are assuming any of my
responsibilities to comply with Rule 144 of the Securities Act of 1933 or Section 16 of the Securities
Exchange Act of 1934. By signing this Power of Attorney, I am ratifying and confirming all actions
lawfully taken by an attorney-in-fact in the performance of his or her duties under this Power of
Attorney.

      As of the date below, any and all prior powers of attorney executed by me related to the Forms
are hereby revoked and superseded by this Power of Attorney.  This Power of Attorney will remain
effective until I am no longer required to file Forms related to my holdings of Company securities, unless
I earlier deliver a signed revocation notice to the Company's general counsel.  If an attorney-in-fact
terminates employment with the Company, this Power of Attorney will be deemed revoked with respect
to the departing attorney-in-fact and will remain effective with respect to each other attorney-in-fact
remaining employed by the Company until terminated pursuant to the preceding sentence.

      I have signed this Power of Attorney on August 23, 2012.


                                      By:      /s/ Patrick P. Gelsinger
                                                   Patrick P. Gelsinger
                                                   Chief Executive Officer and Director