UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                            Form 13F

                       Form 13F COVER PAGE

Report for the Calendar Year or Quarter Ended:  March 31, 1999

Check here if Amendment [ X ]; Amendment Number:  2
  This Amendment (Check only one): [ ] is a restatement
                                   [X] adds new holdings entries.

Institutional Investment Manager Filing this Report:

Intel Corporation
2200 Mission College Boulevard
Santa Clara, CA 95052-8119

Form 13F File Number:  28-5160

Person Signing this Report on Behalf of Reporting Manager:

Arvind Sodhani, Vice President and Treasurer (408) 765-1240

 ---------------------------------------------------------------
   ATTENTION--Intentional misstatements or omissions of facts
 constitute Federal Criminal Violations.  See 18 U.S.C. 1001 and
                        15 U.S.C. 78ff(a)
 ---------------------------------------------------------------
The  institutional investment manager filing this report and  the
person  by  whom  it is signed hereby represent that  the  person
signing  the  report  is  authorized  to  submit  it,  that   all
information  contained herein is true, correct and complete,  and
that  it  is  understood  that  all required  items,  statements,
schedules,  lists, and tables, are considered integral  parts  of
this form.

Signature, Place and Date of Signing:


/S/Arvind Sodhani    Santa Clara, California  April 24, 2000
- -------------------


Report Type (Check only one):

[X]  13F  HOLDINGS REPORT.  (Check here if all holdings  of  this
     reporting manager are reported in this report.)

[  ] 13F NOTICE.  (Check here if no holdings reported are in this
     report,  and  all  holdings are reported by other  reporting
     manager(s).)

[  ] 13F  COMBINATION REPORT.  (Check here if a  portion  of  the
     holdings  for  this reporting manager are reported  in  this
     report and a portion are reported by other manager(s).)



                      Form 13F SUMMARY PAGE

              REPORTING MANAGER:  INTEL CORPORATION

Report Summary:

Number of Other Included Managers:        -0-

Form 13F Information Table Entry Total:   2

Form 13F Information Table Value Total:   $88,510



List of Other Included Managers:

Provide  a  numbered  list  of the  name(s)  and  Form  13F  file
number(s)  of all institutional investment managers with  respect
to which this report is filed, other than the manager filing this
report.

None.





                                                                                                               3/31/99
                           FORM 13F INFORMATION TABLE
                      REPORTING MANAGER:  INTEL CORPORATION


                                                      ITEM 4:   ITEM 5:
                                                       FAIR     SHARES                                         ITEM 8:
                                  ITEM 2:   ITEM 3:   MARKET      OR            ITEM 6:                   VOTING AUTHORITY
            ITEM 1:              TITLE OF    CUSIP     VALUE   PRINCIPAL SH/  INVESTMENT   ITEM 7:     (A)       (B)       (C)
         NAME OF ISSUER            CLASS    NUMBER     (000)    AMOUNT   PRN  DISCRETION  MANAGERS    SOLE     SHARED     NONE
                                                                                          

IXOS SOFTWARE AG                  SP ADR   46600V108    78,780 1,560,000  SH     SOLE               1,560,000
                                  BEARER
RESEARCH IN MOTION LTD.             ORD    760975102     9,730   926,667  SH     SOLE                 926,667
  FAIR MARKET VALUE GRAND TOTAL:                        88,510