INTEL CORP — Director's Dealing 2009

Feb 11, 2009

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2008-12-27

Reporting Person: BAKER ROBERT JAYMES (SR VP, GM TECH & MFG GRP)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-11-26	Employee Stock Option (Right to Buy)	$19.51	J	21000	Disposed	2013-04-21	Common Stock (21000)	Direct
2008-11-26	Employee Stock Option (Right to Buy) - Former Spouse	$19.51	J	21000	Acquired	2013-04-21	Common Stock (21000)	Indirect
2008-11-26	Employee Stock Option (Right to Buy)	$21.52	J	13500	Disposed	2014-04-19	Common Stock (13500)	Direct
2008-11-26	Employee Stock Option (Right to Buy) - Former Spouse	$21.52	J	13500	Acquired	2014-04-19	Common Stock (13500)	Indirect
2008-11-26	Restricted Stock Units	$0	J	6375	Disposed		Common Stock (6375)	Direct
2008-11-26	Restricted Stock Units - Former Spouse	$0	J	6375	Acquired		Common Stock (6375)	Indirect
2008-11-26	Restricted Stock Units	$0	J	1500	Disposed		Common Stock (1500)	Direct
2008-11-26	Restricted Stock Units - Former Spouse	$0	J	1500	Acquired		Common Stock (1500)	Indirect

Footnotes

F1: Number of Derivative Securities held at the end of the period reflects the transfer on 11/26/08 of 304,917 Stock Options to the reporting person's former spouse. This transfer is of economic benefit.

F2: 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.

F3: Number of Derivative Securities held at the end of the period reflects the transfer on 11/26/08 of 7,875 Restricted Stock Units to the reporting person's former spouse. This transfer is of economic benefit.