INTEL CORP — Director's Dealing 2009

Jan 27, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2009-01-23

Reporting Person: SEWELL D BRUCE (SR VP. & GENERAL COUNSEL)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-01-23	Employee Stock Option (Right to Buy)	$12.985	A	65000	Acquired	2019-01-23	Common Stock (65000)	Direct
2009-01-23	Restricted Stock Units	$0	A	9250	Acquired		Common Stock (9250)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5932.6824	Direct

Footnotes

F1: Column 9 reports the number of shares underlying the option or RSU that is the subject of the transaction reported on this Form 4. Previously, the Reporting Person's Forms 4 reported the aggregate number of shares subject to all options or RSUs held. As of the date of this Report and after taking into account the transaction(s) reported on this Form 4, the Reporting Person held options covering an aggregate of 1,333,425 shares and RSUs of 76,375 shares of Intel common stock.

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, 100% of the award vests and converts into common stock on the 5th anniversary of the grant date, unless that date falls on a non-business date, in which case the next business date shall apply.