MICROSOFT CORP — Director's Dealing 2010

Apr 20, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROSOFT CORP (MSFT)
CIK: 0000789019
Period of Report: 2010-04-19

Reporting Person: MUGLIA ROBERT L (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-04-19	Common Stock	M	2222222	$29.9813	Acquired	2720105	Direct
2010-04-19	Common Stock	S	2222222	$30.0046	Disposed	498686	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-04-19	Employee Stock Option (right to buy)	$29.9813	M	2222222	Disposed	2010-04-24	Common Stock (2222222)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	63045	Indirect
Common Stock	5760	Indirect
Common Stock	19293	Indirect
Common Stock	7200	Indirect
Common Stock	20000	Indirect

Footnotes

F1: The exercise of an employee stock option and the sale of the underlying shares were made under a 10b5-1 plan previously adopted by the reporting person.

F2: Includes 803 shares acquired on March 31, 2010 under the Microsoft employee stock purchase plan.

F3: This transaction was executed in multiple trades at prices ranging from $31.00 to $31.04. The price reported above reflects the weighted average purchase 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.

F4: Balance as of March 31, 2010.

F5: The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission or that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.