MICROCHIP TECHNOLOGY INC — Director's Dealing 2010

Dec 7, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2010-11-29

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-11-29	Common Stock	G	450	$34.08	Disposed	173070	Indirect
2010-11-29	Common Stock	G	300	$34.08	Disposed	172770	Indirect
2010-12-06	Common Stock	G	300	$35.49	Disposed	172470	Indirect
2010-12-06	Common Stock	G	300	$35.49	Disposed	172170	Indirect
2010-12-06	Common Stock	M	7740	$15.917	Acquired	179910	Indirect
2010-12-06	Common Stock	M	32400	$15.917	Acquired	212310	Indirect
2010-12-06	Common Stock	M	1935	$15.86	Acquired	214245	Indirect
2010-12-06	Common Stock	S	42075	$35.265	Disposed	172170	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-06	Common Stock Option (Right to Buy)	$15.917	M	7740	Disposed	2011-04-02	Common Stock (7740)	Direct
2010-12-06	Common Stock Option (Right to Buy)	$15.917	M	32400	Disposed	2011-04-02	Common Stock (32400)	Direct
2010-12-06	Common Stock Option (Right to Buy)	$15.86	M	1935	Disposed	2011-06-01	Common Stock (1935)	Direct

Footnotes

F1: Of the 173,070 shares held, 8,683 shares were held Directly; 161,598 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 172,770 shares held, 8,683 shares were held Directly; 161,298 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 172,470 shares held, 8,683 shares were held Directly; 160,998 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 172,170 shares held, 8,683 shares were held Directly; 160,698 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: Of the 179,910 shares held, 16,423 shares were held Directly; 160,698 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.

F6: Of the 212,310 shares held, 48,823 shares were held Directly; 160,698 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.

F7: Of the 214,245 shares held, 50,758 shares were held Directly; 160,698 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.