INTEL CORP — Director's Dealing 2008

Apr 22, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: GELSINGER PATRICK P (SR VICE PRES DIG ENT GRP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-04-21	COMMON	M	9375	—	Acquired	206228	Direct
2008-04-21	COMMON	F	4262	$22.455	Disposed	201966	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	3000	Disposed	2008-04-21	COM.STK (3000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
COMMON	761	Indirect
COMMON	75462	Indirect
COMMON	4205	Indirect
COMMON	1971	Indirect
COMMON	1500	Indirect
COMMON	2705	Indirect
COMMON	1700	Indirect
COMMON	2705	Indirect
COMMON	2040	Indirect
COMMON	1500	Indirect
COMMON	1216.893	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. Gelsinger also holds 1,610,246 options with the right to buy Intel Corporation common stock.