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INTEL CORP Director's Dealing 2008

Apr 23, 2008

29808_dirs_2008-04-23_6ce96586-0353-4d93-a2c9-2d05a2062eb4.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2008-04-21

Reporting Person: HOLT WILLIAM M (SR VP GM, TECH & MFG GRP)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-04-21 COMMON M 8375 Acquired 63709 Direct
2008-04-21 COMMON F 2970 $22.455 Disposed 60739 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-04-21 Restricted Stock Units $0 M 6375 Disposed 2008-04-19 COM.STK (6375) Direct
2008-04-21 Restricted Stock Units $0 M 2000 Disposed 2008-04-21 COM.STK (2000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
COMMON 13010 Indirect
COMMON 1601 Indirect
COMMON 2.251 Indirect

Footnotes

F1: Shares acquired on the vesting of restricted stock units.

F2: Shares withheld for payment of tax liability.

F3: Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock.

F4: Unless earlier forfeited under the terms of the RSU, 25% of the award vests and converts into common stock on each anniversary of the grant date, unless that date falls on a non-business date, in which case the next business date shall apply.

F5: Mr. Holt also holds 1,309,226 options with the right to buy Intel Corporation common stock.