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ANALOG DEVICES INC Director's Dealing 2012

Dec 12, 2012

29843_dirs_2012-12-12_6a257404-fddb-4a7e-8fd5-b175936abfb0.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: 2012-12-11

Reporting Person: SEIF MARGARET K (VP, General Counsel, Secretary)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-12-11 Comm Stock-$.16-2/3 value M 9000.0000 $31.6200 Acquired 9000.0000 Direct
2012-12-11 Comm Stock-$.16-2/3 value M 5000.0000 $29.9100 Acquired 14000.0000 Direct
2012-12-11 Comm Stock-$.16-2/3 value S 5000.0000 $42.2840 Disposed 9000.0000 Direct
2012-12-11 Comm Stock-$.16-2/3 value S 9000.0000 $42.2250 Disposed 0.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-12-11 Non-Qualified Stock Option (right to buy) $29.9100 M 5000.0000 Disposed 2018-01-03 Comm Stock-$.16-2/3 value (5000.0000) Direct
2012-12-11 Non-Qualified Stock Option (right to buy) $31.6200 M 9000.0000 Disposed 2020-01-05 Comm Stock-$.16-2/3 value (9000.0000) Direct

Footnotes

F1: These shares were disposed of in multiple transactions on December 11, 2012 at actual sales prices ranging from $42.270 to $42.292 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: These shares were disposed of in multiple transactions on December 11, 2012 at actual sales prices ranging from $42.170 to $42.265 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.

F3: This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 3, 2008.

F4: This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2010.