INTEL CORP — Director's Dealing 2006

Jul 25, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2006-07-21

Reporting Person: THORNTON JOHN L (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-07-21	Restricted Stock Units	$0	A	2823	Acquired	2007-07-21	CMN STK (2823)	Direct
2006-07-21	Restricted Stock Units	$0	A	2823	Acquired	2008-07-21	CMN STK (2823)	Direct
2006-07-21	Restricted Stock Units	$0	A	2824	Acquired	2009-07-21	CMN STK (2824)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
COMMON	0	Direct

Footnotes

F1: SEC software requires the form of ownership; use Direct though no securities are beneficially owned.

F2: Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock.

F3: Unless earlier forfeited under the terms of the RSU, 25% of the award vests and converts into the right to receive common stock on each anniversary of the grant date.

F4: John Thornton holds 46,500 options with the right to buy Intel Corporation common stock.