MICROCHIP TECHNOLOGY INC — Director's Dealing 2010

Aug 3, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2010-08-01

Reporting Person: LAMBERT DAVID S (VP, Fab Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-08-01	Common Stock	M	2800	$30.65	Acquired	170815	Indirect
2010-08-01	Common Stock	F	842	$30.65	Disposed	169973	Indirect
2010-08-02	Common Stock	M	487	$30.65	Acquired	170460	Indirect
2010-08-02	Common Stock	F	147	$30.65	Disposed	170313	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-08-01	Restricted Stock Units	$30.65	M	2800	Disposed		Common Stock (11200)	Direct
2010-08-02	Restricted Stock Units	$30.65	M	487	Disposed		Common Stock (3900)	Direct

Footnotes

F1: Of the 170,815 shares held, 8,683 shares were held Directly; 159,343 shares were held by Trust; 1,339 shares were held by Reporting Person's son; and 1,450 shares were held by Reporting Person's daughter..

F2: Of the 169,973 shares held, 8,683 shares were held Directly; 158,501 shares were held by Trust; 1,339 shares were held by Reporting Person's son; and 1,450 shares were held by Reporting Person's daughter..

F3: Of the 170,460 shares held, 8,683 shares were held Directly; 158,988 shares were held by Trust; 1,339 shares were held by Reporting Person's son; and 1,450 shares were held by Reporting Person's daughter..

F4: Of the 170,313 shares held, 8,683 shares were held Directly; 158,841 shares were held by Trust; 1,339 shares were held by Reporting Person's son; and 1,450 shares were held by Reporting Person's daughter..

F5: The restricted stock units vest in four equal quarterly installments beginning May 1, 2010. Vested shares will be delivered to the reporting person upon vest.

F6: The restricted stock units vest in eight equal quarterly installments beginning February 1, 2010, as long as the individual remains a service provider through the vesting date and the Company achieves performance targets for operating profit in the quarter ending June 30, 2009. Vested shares will be delivered to the reporting person upon vest.