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ANALOG DEVICES INC Director's Dealing 2010

Dec 3, 2010

29843_dirs_2010-12-03_1ae8159a-0fb9-4da8-aa0d-b454f6b8a7d3.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ANALOG DEVICES INC (ADI)
CIK: 0000006281
Period of Report: 2010-12-01

Reporting Person: Brennan Seamus M. (VP, Chief Accounting Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-12-01 Comm Stock-$.16-2/3 value M 10753.0000 $28.0200 Acquired 16323.0000 Direct
2010-12-01 Comm Stock-$.16-2/3 value S 10753.0000 $36.2240 Disposed 5570.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-12-01 Non-Qualified Stock Option (right to buy) $28.0200 M 10753.0000 Disposed 2011-09-28 Comm Stock-$.16-2/3 value (10753.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Comm Stock-$.16-2/3 value 748.0000 Indirect
Comm Stock-$.16-2/3 value 1723.0000 Indirect

Footnotes

F1: These shares were disposed of in multiple transactions on December 1, 2010 at an actual sales price ranging from $36.210 to $36.241 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F2: --This is a vesting schedule. 100.00% vests one year from the original grant date. The option is fully vested as of September 28, 2010 in accordance with its terms.