INTEL CORP — Director's Dealing 2007

Jan 25, 2007

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2006-12-30

Reporting Person: BARSHEFSKY CHARLENE (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-06-30	Phantom Share Units	$0	A	1010	Acquired		CMN.STK (1010)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
COMMON	3100	Indirect

Footnotes

F1: The conversion rate is 1-of-1

F2: The reporting person acquired 1,010 phantom share units under the Intel Corporation Deferral Plan for Outside Directors on 6/30/06.

F3: Date Excercisable and Expiration Date are the reporting person's retirement date, which is currently unknown.

F4: Ambassador Barshefsky acquired the phantom share units under the Intel Corporation Deferral Plan for Outside Directors. Ambassador Barshefsky also holds 39,000 options with the right to buy Intel Corporation common stock and 8,470 restricted stock units.