8-K

                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                      ____________________

                            FORM 8-K

                         CURRENT REPORT
             Pursuant to Section 13 OR 15(d) of the
                 Securities Exchange Act of 1934

                 Date of Report:  June 26, 2006
                (Date of earliest event reported)

                        INTEL CORPORATION
     (Exact name of registrant as specified in its charter)


      Delaware               000-06217             94-1672743
   (State or other          (Commission          (IRS Employer
    jurisdiction
  of incorporation)         File Number)      Identification No.)

  2200 Mission College Blvd., Santa Clara,         95054-1549
                 California
  (Address of principal executive offices)         (Zip Code)

                         (408) 765-8080
      (Registrant's telephone number, including area code)

Check  the  appropriate  box below if  the  Form  8-K  filing  is
intended to simultaneously satisfy the filing obligation  of  the
registrant  under  any of the following provisions  (see  General
Instruction A.2. below):

[  ]  Written  communications pursuant  to  Rule  425  under  the
Securities Act (17 CFR 230.425)

[  ]  Soliciting  material  pursuant to  Rule  14a-12  under  the
Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to  Rule  14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to  Rule  13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))



Item         Regulation FD Disclosure.
7.01
             Attached hereto as Exhibit 99.1 and incorporated  by
             reference  herein  is a press release  describing  a
             transaction  between Intel Corporation  and  Marvell
             Technology  Group,  Ltd.  The  information  in  this
             report  shall  be deemed incorporated  by  reference
             into   any  registration  statement  heretofore   or
             hereafter  filed under the Securities Act  of  1933,
             as   amended,  except  to  the  extent   that   such
             information  is superseded by information  as  of  a
             subsequent  date that is included in or incorporated
             by  reference into such registration statement.  The
             information in this report shall not be  treated  as
             filed  for  purposes of the Securities Exchange  Act
             of 1934, as amended.




                           SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.

                                 INTEL CORPORATION
                                 (Registrant)


                                 By:  /s/ Cary I. Klafter
                                      -------------------
                                      Cary I. Klafter
Date:  June 27, 2006                  Secretary

EX-99

                                           Exhibit 99.1

Intel News Release

Marvell To Purchase Intel's Communications And Application
Processor Business For $600 Million

SANTA CLARA, Calif., June 27, 2006 - Marvell Technology
Group, Ltd. and Intel Corporation today announced that they
have signed an agreement for Intel to sell its
communications and application processor business to Marvell
for a purchase price of $600 million plus the assumption by
Marvell of certain liabilities. The planned sale will give
Marvell a strong presence in the growing market segment for
processors used in smart handheld devices. The sale also
will enable Intel to focus its investments on its core
businesses, including high-performance, low-power Intel
Architecture-based processors and emerging technologies for
mobile computing, including Wi-Fi and WiMAX broadband
wireless technologies. The transaction is expected to close
in approximately four to five months and is subject to
regulatory review and other normal closing conditions.

Intel's communications and application processor business
develops and sells processors for handheld devices including
smart phones and personal digital assistants. The business'
processors, based on Intel(R) XScale technology, include the
Intel(R) PXA9xx communications processor, codenamed
"Hermon," which powers Research in Motion's (RIM)
Blackberry* 8700 device. The Intel PXA27x applications
processor, codenamed "Bulverde," is used in the Palm Treo*
smart phone, the Motorola Q* and other devices.

"Marvell and Intel have built a very strong relationship
over the past six years and we are very excited to work
closely with Intel in transitioning this business into
Marvell," stated Dr. Sehat Sutardja, Marvell's chairman,
president and CEO. "This transaction presents Marvell with a
tremendous opportunity to become a long-term leading
supplier in the cell phone and consumer electronics market
segments."

"In recent years, Intel has made significant progress and
won major customers with this business," said Sean Maloney,
Intel executive vice president and general manager, Mobility
Group. "The communications and application



processor
segments continue to present an attractive market
opportunity, and we believe this business and its assets are
an optimal fit for Marvell. We have a long history of
working closely with Marvell and believe it has the ability
to grow the business while maintaining customer
commitments."

Intel's communications and application processor business
includes approximately 1,400 employees involved in a variety
of functions, including engineering, product
testing/validation, operations and marketing. It is expected
that the vast majority of these employees will become
employees of Marvell.

Intel currently intends to receive the entire purchase price
in cash. However, Intel has the option to take up to $100
million of the $600 million purchase price in Marvell common
stock. Upon closing, Marvell may record a one-time charge
for purchased in-process research and development expenses.
The amount of that charge, if any, has not yet been
determined. Intel will provide information regarding the
financial impact of the transaction at a later time.

After the close of the transaction, Intel intends to
continue manufacturing products currently sold by this
business for handheld devices and embedded applications, and
to manufacture products that are being designed into
upcoming devices. This arrangement is expected to continue
while Marvell arranges other manufacturing resources. Intel
and Marvell do not anticipate disruptions in the supply of
these products due to this planned sale.

This planned sale does not impact the ability of other Intel
businesses in the networking and storage market segments to
continue to use ARM*-based, Intel Xscale(R) processors.
Those Intel businesses will be able to continue licensing
chip designs directly from ARM Holdings PLC and modifying
the designs for their needs.

Marvell to Host Investors' Conference Call

Marvell will conduct a conference call today at 8:30 a.m.
EDT (5:30 a.m. PDT) to discuss this transaction. To listen
to the conference call, investors can dial 617-213-8063
approximately 10 minutes prior to the initiation of the
teleconference and refer to conference code 81756057. The
call is also being webcast by Thomson/CCBN and can be



accessed at Marvell's Web site at www.Marvell.com. Please
visit the Investor Events section. Replay of the conference
call will be available until July 3 by dialing 617-801-6888
with conference code 12060047. The replay will also be
available on the Internet until Aug. 18.

About Marvell

Marvell (NASDAQ: Marvell) is the leader in development of
storage, communications and consumer silicon solutions.
Marvell's diverse product portfolio includes switching,
transceiver, communications controller, wireless, and
storage solutions that power the entire communications
infrastructure, including enterprise, metro, home, and
storage networking. As used in this release, the term
"Marvell" refers to Marvell Technology Group Ltd. and its
subsidiMarvell, including Marvell Semiconductor, Inc. (MSI),
Marvell Asia Pte Ltd (MAPL), Marvell Japan K.K., Marvell
Taiwan Ltd., Marvell International Ltd. (MIL), Marvell U.K.
Limited, Marvell Semiconductor Israel Ltd. (MSIL), RADLAN
Computer Communications Ltd., and SysKonnect GmbH.  MSI is
headquartered in Santa Clara, Calif., and designs, develops
and markets products on behalf of MIL and MAPL.  MSI may be
contacted at 408-222-2500 or at www.Marvell.com.

Intel, the world leader in silicon innovation, develops
technologies, products and initiatives to continually
advance how people work and live. Additional information
about Intel is available at www.intel.com/pressroom.

Intel and Intel XScale are trademarks or registered
trademarks of Intel Corporation or its subsidiaries in the
United States and other countries.

* Other names and brands may be claimed as the property of
others.

Marvell Safe Harbor Statement Under the Private Securities
Litigation Reform Act of 1995:

This release contains forward-looking statements based on
projections and assumptions about Marvell products and
markets and about the pending acquisition.   Words such as
"anticipates," "expects," "intends," "plans," "believes,"
"seeks," "estimates," "may," "will," "should," and their
variations identify forward-looking statements.



Statements that refer to or are based on projections, uncertain events
or assumptions also identify forward-looking statements.
Forward-looking statements include statements regarding the
timing of the expected closing of the acquisition, the
recording of a charge for in-process research and
development, expectations regarding the number of employees
of the acquired business expected to become employees of
Marvell, and expectations regarding the manufacturing of the
products of the businesses to be acquired from Intel.  These
statements are not guarantees of results and are subject to
risks and uncertainties that could cause actual results to
differ materially from those anticipated in the forward-
looking statements.  These risks and uncertainties include,
but are not limited to, risks related to the fact that the
closing of the acquisition may be delayed or may not occur,
including risks relating to satisfaction of the conditions
to closing of the acquisition, the risk that Marvell may not
realize the anticipated benefits of the acquisition, the
risk that Marvell may not retain the customer relationships
of the application and communication processor business of
Intel, risks associated with shifting production to
Marvell's foundries, and other risks associated with
acquisitions, including the ability to successfully
integrate the acquired technologies or operations, the
potential for unexpected liabilities, the potential
diversion of management's attention and our ability to
retain key employees of acquired businesses.  For other
factors that could cause Marvell's results to vary from
expectations, please see the risks detailed from time to
time in Marvell's filings with the Securities and Exchange
Commission, including its quarterly report on Form 10-Q for
the fiscal quarter ended April 29, 2006.  Marvell undertakes
no obligation to revise or update publicly any forward-
looking statements.

Intel Safe Harbor Statement Under the Private Securities
Litigation Reform Act of 1995:

This release contains forward-looking statements based on
projections and assumptions about Intel products and market
segments and about the pending acquisition.   Words such as
"anticipates," "expects," "intends," "plans," "believes,"
"seeks," "estimates," "may," "will," "should," and their
variations identify forward-



looking statements.   Statements
that refer to or are based on projections, uncertain events
or assumptions also identify forward-looking statements.
Forward-looking statements include statements regarding
expectations for the migration of production into Marvell's
foundry flows and the timing of the expected closing of the
acquisition. These statements are not guarantees of results
and are subject to risks and uncertainties that could cause
actual results to differ materially from those anticipated
in the forward-looking statements. These risks and
uncertainties include, but are not limited to, risks related
to the fact that the closing of the acquisition may be
delayed or may not occur, including risks relating to
satisfaction of the conditions to closing of the
acquisition, risks related to the ability to retain key
employees and customer and supplier relationships of the
application and communication processor business until the
closing of the acquisition, risks associated with shifting
production to Marvell's foundries, and the potential for
unexpected liabilities related to the disposition of the
business. For other factors that could cause Intel's results
to vary from expectations, please see the risks detailed
from time to time in Intel's filings with the Securities and
Exchange Commission, including its quarterly report on Form
10-Q for the fiscal quarter ended April 1, 2006.  Intel
undertakes no obligation to revise or update publicly any
forward-looking statements.