Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
BAKER ROBERT JAYMES
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)
SR VP, GM TECH & MFG GRP
(Last)
(First)
(Middle)

INTEL CORPORATION, 2200 MISSION COLLEGE BLVD.
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/27/2008
(Street)


SANTA CLARA, CA 95054
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock 12/16/2008   J 127,744 (1) D $ 0 140,473 D  
Common Stock             1,538.528 I By Employee Benefit Plan Trust
Common Stock - Former Spouse             127,744 I By Former 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 at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 30.7032 11/26/2008   J   9,900 04/13/2004 04/13/2009 Common Stock
9,900
$ 30.7032 23,100
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 30.7032 11/26/2008   J 9,900 (2)   04/13/2004 04/13/2009 Common Stock
9,900
$ 30.7032 9,900
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 61.1875 11/26/2008   J   16,200 04/25/2005 04/25/2010 Common Stock
16,200
$ 61.1875 37,800
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 61.1875 11/26/2008   J 16,200 (2)   04/25/2005 04/25/2010 Common Stock
16,200
$ 61.1875 16,200
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 25.6875 11/26/2008   J   565 03/21/2002(3) 03/21/2011 Common Stock
565
$ 25.6875 1,319
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 25.6875 11/26/2008   J 565 (2)   03/21/2002(3) 03/21/2011 Common Stock
565
$ 25.6875 565
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 25.6875 11/26/2008   J   5,863 03/21/2002(3) 03/21/2011 Common Stock
5,863
$ 25.6875 13,679
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 25.6875 11/26/2008   J 5,863 (2)   03/21/2002(3) 03/21/2011 Common Stock
5,863
$ 25.6875 5,863
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 24.225 11/26/2008   J   21,600 04/10/2006 04/10/2011 Common Stock
21,600
$ 24.225 50,400
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 24.225 11/26/2008   J 21,600 (2)   04/10/2006 04/10/2011 Common Stock
21,600
$ 24.225 21,600
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 24.365 11/26/2008   J   21,600 04/13/2007 10/31/2011 Common Stock
21,600
$ 24.365 50,400
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 24.365 11/26/2008   J 21,600 (2)   04/13/2007 10/31/2011 Common Stock
21,600
$ 24.365 21,600
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 30.495 11/26/2008   J   15,000 03/26/2008(4) 03/26/2012 Common Stock
15,000
$ 30.495 185,000
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 30.495 11/26/2008   J 15,000 (2)   03/26/2008(4) 03/26/2012 Common Stock
15,000
$ 30.495 15,000
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 29.325 11/26/2008   J   17,100 04/09/2004(5) 04/09/2012 Common Stock
17,100
$ 29.325 39,900
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 29.325 11/26/2008   J 17,100 (2)   04/09/2004(5) 04/09/2012 Common Stock
17,100
$ 29.325 17,100
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 20.23 11/26/2008   J   283 11/25/2003(6) 11/25/2012 Common Stock
283
$ 20.23 659
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 20.23 11/26/2008   J 283 (2)   11/25/2003(6) 11/25/2012 Common Stock
283
$ 20.23 283
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 20.23 11/26/2008   J   33,081 11/25/2003(7) 11/25/2012 Common Stock
33,081
$ 20.23 77,190
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 20.23 11/26/2008   J 33,081 (2)   11/25/2003(7) 11/25/2012 Common Stock
33,081
$ 20.23 33,081
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 20.23 11/26/2008   J   7,500 11/25/2007 11/25/2012 Common Stock
7,500
$ 20.23 92,500
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 20.23 11/26/2008   J 7,500 (2)   11/25/2007 11/25/2012 Common Stock
7,500
$ 20.23 7,500
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 18.63 11/26/2008   J   63,600 04/22/2004 04/22/2013 Common Stock
63,600
$ 18.63 148,400
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 18.63 11/26/2008   J 63,600 (2)   04/22/2004 04/22/2013 Common Stock
63,600
$ 18.63 63,600
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 26.995 11/26/2008   J   30,000 04/15/2005 04/15/2014 Common Stock
30,000
$ 26.995 70,000
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 26.995 11/26/2008   J 30,000 (2)   04/15/2005 04/15/2014 Common Stock
30,000
$ 26.995 30,000
I
By Former Spouse
Employee Stock Option (Right to Buy) $ 23.16 11/26/2008   J   28,125 04/21/2006 04/21/2012 Common Stock
28,125
$ 23.16 96,875
D
 
Employee Stock Option (Right to Buy) - Former Spouse $ 23.16 11/26/2008   J 28,125 (2)   04/21/2006 04/21/2012 Common Stock
28,125
$ 23.16 28,125
I
By Former Spouse

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BAKER ROBERT JAYMES
INTEL CORPORATION
2200 MISSION COLLEGE BLVD.
SANTA CLARA, CA 95054
      SR VP, GM TECH & MFG GRP  

Signatures

/s/ Wendy Yemington 02/10/2009
**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) Number of shares held at the end of the period reflects the transfer on 12/16/08 of 127,744 shares of Common Stock to the reporting person's former spouse. This transfer is of economic benefit.
(2) Number of Derivative Securities held at the end of the period reflects the transfer on 11/26/08 of 304,917 Stock Options to the reporting person's former spouse. This transfer is of economic benefit.
(3) This option vests in two equal annual installments beginning on the first anniversary of the grant date.
(4) The option vests in four equal annual installments beginning on the first anniversary of the grant date.
(5) This option vests in two installments of 39,000 beginning 4/09/04 and one installment of 18,000 on 4/08/05.
(6) This option vests in two annual installments of 235 on 11/25/2003 and 237 on 11/25/2006.
(7) This option vests in three annual installments of 27,567 beginning on 11/25/2003 and one installment of 27,570 on 11/25/2006.
 
Remarks:
This Form 5 is one of two.

Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.