Apple (AAPL)

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To Be Held On April 21, 2005

To Holders of Common Stock of
Apple Computer, Inc.:

        Notice is hereby given that the Annual Meeting of Shareholders of Apple Computer, Inc., a California corporation (the "Company"), will be held on Thursday, April 21, 2005 at 10:00 a.m., local time, at the Company's principal executive offices located at 1 Infinite Loop, Building 4, Cupertino, California 95014, for the following purposes, as more fully described in the accompanying Proxy Statement:

1.

To elect the Company's Board of Directors.



2.

To approve the Apple Computer, Inc. Performance Bonus Plan.



3.

To approve amendments to the 2003 Employee Stock Option Plan, including an increase in the number of shares of Common Stock reserved for issuance thereunder by 49 million shares.



4.

To approve an amendment to the Employee Stock Purchase Plan to increase the number of shares of Common Stock reserved for issuance thereunder by 2 million shares.



5.

To ratify the appointment of KPMG LLP as independent auditors of the Company for fiscal year 2005.



6.

To consider a shareholder proposal if properly presented at the meeting.



7.

To transact such other business as may properly come before the meeting and any postponement(s) or adjournment(s) thereof.

        All shareholders are cordially invited to attend the meeting in person. However, to ensure that each shareholder's vote is counted at the meeting, shareholders are requested to mark, sign, date and return the enclosed proxy card as promptly as possible in the envelope provided. Shareholders attending the meeting may vote in person even if they have previously returned proxy cards.

        Only shareholders of record as of the close of business on March 1, 2005 are entitled to receive notice of, to attend and to vote at the meeting.

				Sincerely,
				NANCY R. HEINEN Senior Vice President, General Counsel and Secretary

Cupertino, California
March 14, 2005