EX 5.1

June 17, 2013

Atmel Corporation

1600 Technology Drive

San Jose, California 95110

Re:Registration Statement on Form S-8

Ladies and Gentlemen:

I am the Senior Vice President and Chief Legal Officer of Atmel Corporation, a Delaware corporation (the “Registrant”). I have examined the Registration Statement on FormS-8 (the “Registration Statement”) to be filed with the Securities and Exchange Commission by the Registrant, on or about the date hereof, in connection with the registration under the Securities Act of 1933, as amended (the “Securities Act”), of an aggregate of Twenty-Five Million (25,000,000) shares of the Registrant's Common Stock (the “Shares”), reserved for issuance under the Atmel Corporation 2005 Stock Plan (the “Plan”). This opinion is being furnished in accordance with the requirements of Item601(b)(5)of RegulationS-K under the Securities Act.

For purposes of the opinion rendered below,I have examined the originals, or photostatic or certified copies, of such records of the Registrant and of public officials and such other documents and matters of law as I have deemed relevant and necessary as the basis for my opinion. In my examination,I have assumed the genuineness of all signatures, the legal capacity and competency of all natural persons, the authenticity of all documents submitted to me as originals and the conformity to original documents of all documents submitted to me as copies. I have also assumed that there are no agreements or understandings between or among the Registrant and any participants in the Plan that would expand, modify or otherwise affect the terms of the Plan or the respective rights or obligations of the participants thereunder. Finally,I have assumed the accuracy of all other information provided to me by the Registrant during the course of my investigation, on which I have relied in issuing the opinion expressed below.

Based upon the foregoing examination and in reliance thereon, and subject to the qualifications, assumptions and limitations stated herein and in reliance on the statements of fact contained in the documents that I have examined,I am of the opinion that the Shares, when issued and sold in accordance with the terms set forth in the Plan and against payment therefor (assuming that such payment is at least equal to the stated par value of the Shares), and when the Registration Statement has become effective under the Securities Act, will be validly issued, fully paid and non-assessable.

I express no opinion herein as to matters involving the laws of any jurisdiction other than the General Corporation Law of the State of Delaware (including the statutory provisions, applicable provisions of the Delaware Constitution and reported judicial decisions interpreting the foregoing).

I consent to the filing of this opinion as an exhibit to the Registration Statement. In giving such consent,I do not thereby admit that I am included in the category of persons whose consent is required under Section7 of the Securities Act or the rulesand regulations of the Securities and Exchange Commission promulgated thereunder.

Very truly yours,

/s/ Scott Wornow

Scott Wornow