Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
HOLT WILLIAM M
   2. Issuer Name and Ticker or Trading Symbol
INTEL CORP [INTC] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Exec VP GM, Tech & Mfg Grp
(Last)
(First)
(Middle)
INTEL CORPORATION, 2200 MISSION COLLEGE BLVD.		 3. Date of Earliest Transaction (Month/Day/Year)
04/24/2013
(Street)

SANTA CLARA, CA 95054		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/24/2013   M   3,699 (1) A $ 0 44,976 D  
Common Stock 04/24/2013   F   1,885 (2) D $ 23.5175 43,091 D  
Common Stock 04/24/2013   M   3,191 (1) A $ 0 46,282 D  
Common Stock 04/24/2013   F   1,626 (2) D $ 23.5175 44,656 D  
Common Stock 04/24/2013   M   4,452 (1) A $ 0 49,108 D  
Common Stock 04/24/2013   F   2,269 (2) D $ 23.5175 46,839 D  
Common Stock 04/25/2013   S   1,814 (3) D $ 23.6239 (4) 45,025 D  
Common Stock               2.664 (5) I By Employee Benefit Plan Trust
Common Stock               13,010 I By Trust for Self and Spouse

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $ 0 (6) 04/24/2013   M     3,699 04/24/2011(7)   (7) Common Stock 3,699 $ 0 11,098 D  
Restricted Stock Units $ 0 (6) 04/24/2013   M     3,191 04/24/2012(8)   (8) Common Stock 3,191 $ 0 22,336 D  
Restricted Stock Units $ 0 (6) 04/24/2013   M     4,452 04/24/2013(9)   (9) Common Stock 4,452 $ 0 48,978 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HOLT WILLIAM M
INTEL CORPORATION
2200 MISSION COLLEGE BLVD.
SANTA CLARA, CA 95054		       Exec VP GM, Tech & Mfg Grp  

Signatures

 /s/ Wendy Yemington, attorney-in-fact   04/26/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Shares acquired on the vesting of restricted stock units.
(2) Shares withheld for payment of tax liability.
(3) This transaction was made pursuant to trading instructions adopted by the undersigned on August 3, 2011 that are intended to comply with Rule 10b5-1(c).
(4) This transaction was executed in multiple trades at prices ranging from $23.53 to $23.77. The price reported above reflects the weighted average sale 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 transction was effected.
(5) Includes 0.028 shares acquired via dividend reinvestment in March 2013.
(6) Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock.
(7) Unless earlier forfeited under the terms of the RSU, 1/12th of the award vests and converts into common stock in twelve substantially equal quarterly tranches, beginning on April 24, 2011. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
(8) Unless earlier forfeited under the terms of the RSU, 1/12th of the award vests and converts into common stock in twelve substantially equal quarterly tranches, beginning on April 24, 2012. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
(9) Unless earlier forfeited under the terms of the RSU, 1/12th of the award vests and converts into common stock in twelve substantially equal quarterly tranches, beginning on April 24, 2013. If the quarterly vesting date falls on a non-business date, the next business date shall apply.

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