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MICROSOFT CORP Director's Dealing 2010

May 7, 2010

29734_dirs_2010-05-07_c0dfa7ba-f2e4-42f2-8afb-1434433c1079.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROSOFT CORP (MSFT)
CIK: 0000789019
Period of Report: 2010-05-05

Reporting Person: GATES WILLIAM H III (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-05-05 Common Stock S 1000000 $29.8921 Disposed 651971294 Direct

Footnotes

F1: The sales reported in this filing were made pursuant to the reporting person's 10b5-1 sales plan.

F2: This transaction was executed in multiple trades at prices ranging from $29.77 to $30.035. The price reported above reflects the weighted-average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.

F3: In addition, there are 424,816 shares owned by the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purposes.