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:  March 30, 2000
                         (Date of earliest event reported)




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



        Delaware                     0-6217                 94-1672743
       ----------                   ---------             --------------
       (State of                  (Commission             (IRS Employer
     incorporation)               File Number)           Identification No.)




  2200 Mission College Blvd., Santa Clara, California            95052-8119
  ---------------------------------------------------            ----------
      (Address of principal executive offices)                   (Zip Code)



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




 Item 5.       OTHER EVENTS

     5.1       Attached hereto as Exhibit 99.1 and incorporated by reference
               herein is a press release of March 30, 2000 relating to final
               agreement with the Internal Revenue Service on a tax examination
               for years up to and including 1998.

Item 7.        FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
               EXHIBITS

    (c)        Exhibits

               99.1 Press release of March 30, 2000 relating to final agreement
               with the Internal Revenue Service on a tax examination for years
               up to and including 1998.







                              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)





Date: March 30, 2000                       By   /s/ Andy D. Bryant
                                             ------------------------
                                             Andy D. Bryant
                                             Senior Vice President,
                                             Chief Financial Officer
                                             and Principal Accounting
                                             Officer

EX-99.1

                                                     EXHIBIT 99.1



           INTEL REACHES FINAL AGREEMENT WITH INTERNAL REVENUE SERVICE
              ON TAX EXAMINATION FOR YEARS UP TO AND INCLUDING 1998



SANTA CLARA, Calif., March 30, 2000 -- Intel Corporation announced today that
the Internal Revenue Service has closed its examination of the company's tax
returns up to and including 1998. Resolution was reached on a number of issues
including adjustments related to inter-company allocation of profits. In the
current quarter, the company expects to reverse previously accrued taxes
reducing the quarter's tax provision by $600 million, or approximately $0.17 per
share.
         This agreement does not change Intel's previous tax rate guidance. The
company still expects its tax rate for 2000 to be 31.7 percent, excluding the
$600 million accrual reversal and acquisition-related costs* from both prior and
future mergers and acquisitions.

         Intel plans to release its first quarter earnings after the close of
market on April 18.

         Intel, the world's largest chip maker, is also a leading manufacturer
of computer, networking and communications products. Additional information
about Intel is available at www.intel.com/pressroom.


*Acquisition-related costs consist of one-time write-offs of purchased
in-process research and development and the ongoing amortization of goodwill and
other acquisition-related intangibles.

This release contains forward-looking statements which are based upon current
expectations or beliefs, as well as a number of assumptions about future events.
The reader is cautioned not to put undue reliance on these forward-looking
statements, as these statements are subject to numerous factors and
uncertainties, including without limitation, changes in the tax law, the
estimate of earnings and the expected distribution of income among various tax
jurisdictions, any of which may cause actual results to differ materially from
those described in the statements. In addition to the factors discussed above,
other factors that could cause actual results to differ materially are discussed
in Intel's most recent Form 10-Q and Form 10-K filings with the Securities and
Exchange Commission.