MICROCHIP TECHNOLOGY INC — Director's Dealing 2010

Oct 5, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2010-10-01

Reporting Person: LITTLE MITCHELL R (VP, WW Sales and Appns.)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-10-01	Restricted Stock Units	$	A	5248	Acquired		Common Stock (5248)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7123	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.

F2: The restricted stock units will vest in full on November 15, 2014 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 ended December 31, 2010. Vested shares will be delivered to the reporting person upon vest.