Security Ownership of Certain Beneficial Owners

and Management

The following table presents the beneficial ownership of our common stock by each of our directors and listed officers and all of our directors and executive officers as a group as of February 21, 2008. Amounts reported under "Number of Shares of Common Stock Beneficially Owned at February 21, 2008" include the number of shares subject to stock options and RSUs that become exercisable or vest within 60 days of February 21, 2008 (which are shown in the columns to the right). Our listed officers are the CEO, Chief Financial Officer (CFO), and three other most highly compensated executive officers in a particular year. In October 2007, Stacy J. Smith succeeded Andy D. Bryant as CFO; therefore, we have six listed officers. To our knowledge, none of our stockholders owns more than 5% of our common stock. Except as otherwise indicated and subject to applicable community property laws, each owner has sole voting and investment power with respect to the securities listed.

Stockholder	Number of Shares of Common Stock Beneficially Owned at February 21, 2008	Percent of Class	Number of Shares Subject to Options Exercisable as of February 21, 2008 or Which Become Exercisable Within 60 Days of This Date	Number of RSUs That Vest Within 60 Days of February 21, 2008

D. James Guzy, Director	10,369,175	**	129,000	—
Craig R. Barrett, Director and Chairman of the Board	6,108,834⁽¹⁾	**	2,795,196	5,641
Paul S. Otellini, Director, President, and Chief Executive Officer	3,488,008⁽²⁾	**	2,742,586	22,500
Sean M. Maloney, Executive Vice President, General Manager, Sales and Marketing Group, and Chief Sales and Marketing Officer	2,153,203⁽³⁾	**	1,998,487	12,125
Andy D. Bryant, Executive Vice President, Finance and Enterprise Services, and Chief Administrative Officer	1,806,018⁽⁴⁾	**	1,586,454	12,125
David Perlmutter, Executive Vice President and General Manager, Mobility Group	551,591	**	505,390	11,375
Jane E. Shaw, Director	298,179⁽⁵⁾	**	129,000	—
David B. Yoffie, Director	258,206⁽⁶⁾	**	109,000	—
Stacy J. Smith, Vice President and Chief Financial Officer	235,781	**	219,990	7,500
David S. Pottruck, Director	154,468⁽⁷⁾	**	129,000	—
Reed E. Hundt, Director	111,823	**	99,000	—
Charlene Barshefsky, Director	54,000⁽⁸⁾	**	39,000	—
John L. Thornton, Director	49,323	**	46,500	—
James D. Plummer, Director	20,823	**	15,000	—
Carol A. Bartz, Director	6,766⁽⁹⁾	**	—	—
Susan L. Decker, Director	1,168	**	—	—
All directors and executive officers as a group (22 individuals)	30,956,077	**	14,849,985	123,516

**	Less than 1%.
⁽¹⁾	Includes 150,000 shares owned by a private charitable foundation for which Dr. Barrett shares voting authority.
⁽²⁾	Includes 1,364 shares held by Mr. Otellini's spouse, and Mr. Otellini disclaims beneficial ownership of these shares.
⁽³⁾	Includes 4,085 shares held by Mr. Maloney's spouse.
⁽⁴⁾	Includes 1,600 shares held by Mr. Bryant's son and 1,000 shares held by Mr. Bryant's daughter, and Mr. Bryant disclaims beneficial ownership of these shares.
⁽⁵⁾	Includes 166,356 shares held by a family trust for which Dr. Shaw shares voting and disposition authority.
⁽⁶⁾	Includes 4,400 shares held by Dr. Yoffie's mother. Dr. Yoffie had a power of attorney for his mother's finances, which has subsequently been cancelled. Dr. Yoffie disclaims any economic interest in these shares.
⁽⁷⁾	Includes 800 shares held by Mr. Pottruck's daughter. Includes a total of 13,400 shares held in two separate annuity trusts for the benefit of Mr. Pottruck's brother for which Mr. Pottruck shares voting and disposition authority.
⁽⁸⁾	Includes 3,977 shares held jointly with Ambassador Barshefsky's spouse for which Ambassador Barshefsky shares voting and disposition authority.
⁽⁹⁾	Includes shares held by a family trust for which Ms. Bartz has sole voting and disposition authority.