SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
_X_ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the year ended: December 31, 1996
___ TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________.
Commission file number: 033-63489
INTEL CORPORATION 401(K) SAVINGS PLAN
(Full title of the Plan)
INTEL CORPORATION
(Name of issuer of the securities held pursuant to the Plan)
2200 MISSION COLLEGE BOULEVARD
SANTA CLARA, CALIFORNIA, 95952-8119
(address of principal executive office)
INTEL CORPORATION 401(K) SAVINGS PLAN
Index to Financial Statements and Exhibit
Item
__________________________________________________________
Report of Ernst & Young LLP, Independent Auditors
Statement Of Net Assets Available For Benefits With Fund
Information at December 31, 1996
Statement Of Changes in Net Assets Available
For Benefits With Fund Information for Year Ended
December 31, 1996
Notes to Financial Statements
Signature
Exhibit 23 - Consent of Ernst & Young LLP, Independent Auditors
<PAGE>
Financial Statements
Intel Corporation
401(k) Savings Plan
Year ended December 31, 1996
with Report of Independent Auditors
<PAGE>
Intel Corporation 401(k) Savings Plan
Financial Statements
Year ended December 31, 1996
Contents
Report of Independent Auditors______________________________________ 1
Audited Financial Statements
Statements of Net Assets Available for Benefits, With Fund
Information_______________________________________________________ 2
Statements of Changes in Net Assets Available for Benefits, With Fund
Information_______________________________________________________ 3
Notes to Financial Statements_______________________________________ 4
<PAGE> 1
Report of Independent Auditors
The Plan Administrative Committee
Intel Corporation 401(k) Savings Plan
We have audited the accompanying statement of net assets available for benefits
of the Intel Corporation 401(k) Savings Plan as of December 31, 1996, and the
related statement of changes in net assets available for benefits for the year
then ended. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the Intel
Corporation 401(k) Savings Plan at December 31, 1996, and the changes in its
net assets available for benefits for the year then ended, in conformity with
generally accepted accounting principles.
The Fund Information in the statement of net assets available for benefits
and the statement of changes in net assets available for benefits is presented
for purposes of additional analysis rather than to present the net assets
available for plan benefits and changes in net assets available for plan
benefits of each fund. The Fund Information has been subjected to the auditing
procedures applied in our audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
April 11, 1997
<PAGE> 2
Intel Corporation 401(k) Savings Plan
Statement of Net Assets Available for Benefits, With Fund Information
December 31, 1996
(In Thousands)
<TABLE>
Fund Information
---------------------------------------------------------------------------------------
Participant Directed
---------------------------------------------------------------------------------------
Fidelity Vanguard Fidelity
Institu- Scudder Fidelity Institu- Fidelity Low-
tional Fixed Capitol & Fidelity tional Growth & Fidelity Priced
Cash Income Income Puritan Index Income Magellan Contra-Stock
Portfolio Fund Fund Fund Fund Portfolio Fund fund Fund
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments in
Master Trust,
at fair value:
Cash and cash
equivalents $ - $ 2,524 $ - $ - $ - $ - $ - $ - $ -
Shares of
registered
investment
companies 89,886 - 11,425 13,297 55,526 46,147 52,719 49,866 37,726
Loan partici-
pations and
corporate
bonds,
notes, and
certificates - 23,464 - - - - - - -
Guaranteed
investment
contracts - 7,227 - - - - - - -
Equity securities - - - - - - - - -
Participant loans
receivable - - - - - - - - -
-------------------------------------------------------------------------------------
89,886 33,215 11,425 13,297 55,526 46,147 52,719 49,866 37,726
Employee
receivables - - - - - - - - -
Interest and
dividends
receivable 404 106 - - - - - - -
Receivable from
broker for
securities sold - - - - 3 4 1 4 13
--------------------------------------------------------------------------------------
Total assets 90,290 33,375 11,425 13,297 55,529 46,151 52,720 49,870 37,739
LIABILITIES
Payable to brokers
for securities
purchased - - - - - - - - -
--------------------------------------------------------------------------------------
Total liabilities - - - - - - - - -
--------------------------------------------------------------------------------------
Net assets
available
for benefits $90,290 $33,375 $11,425 $13,297 $55,529 $46,151 $52,720 $49,870 $37,739
======================================================================================
Fund Information (continued)
--------------------------------------------------
Participant Directed (continued)
--------------------------------------------------
American
Funds
Fidelity Twentieth Euro-
Growth Century Pacific Intel Partici-
Company Ultra Growth Stock pant
Fund Fund Fund Fund Loans Other Total
-------------------------------------------------------------------------------------
ASSETS
Investments in
Master Trust, at
fair value:
Cash and cash
equivalents $ - $ - $ - $ 937 $ - $ 306 $ 3,767
Shares of
registered
investment
companies 42,497 60,462 21,558 - - - 481,109
Loan
participations
and corporate
bonds, notes and
certificates - - - - - - 23,464
Guaranteed
investment
contracts - - - - - - 7,227
Equity securities - - - 198,409 - - 198,409
Participant loans
receivable - - - - 5,335 - 5,335
------------------------------------------------------------------------------------------
42,497 60,462 21,558 199,346 5,335 306 719,311
Employee
receivables - - - - - 2,970 2,970
Interest and
dividends
receivable - 3,629 - 10 - 3 4,206
Receivable from
broker for
securities
sold 4 - 1 - - - 30
------------------------------------------------------------------------------------------
Total assets 42,501 64,091 21,559 199,356 5,335 3,279 726,517
LIABILITIES
Payable to brokers
for securities
purchased - - - 178 - - 178
------------------------------------------------------------------------------------------
Total liabilities - - - 178 - - 178
------------------------------------------------------------------------------------------
Net assets
available
for benefits $42,501 $64,091 $21,559 $199,17 $ 5,335 $ 3,279 $726,339
==========================================================================================
</TABLE>
<PAGE> 3
Intel Corporation 401(k) Savings Plan
Statement of Changes in Net Assets Available for Benefits,
With Fund Information
Year ended December 31, 1996
(In Thousands)
<TABLE>
Fund Information
-----------------------------------------------------------------------------------------
Participant Directed
-----------------------------------------------------------------------------------------
Fidelity Vanguard Fidelity
Institu- Scudder Fidelity Institu- Fidelity Low-
tional Fixed Capital & Fidelity tional Growth & Fidelity Priced
Cash Income Income Puritan Index Income Magellan Contra- Stock
Portfolio Fund Fund Fund Fund Portfolio Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions to net
assets attributed
to:
Investment
income:
Net realized and
unrealized
appreciation
(depreciation)
in fair value
of interest in
Master Trust $ 6,083 $ 1,860 $ 1,012 $ 1,602 $ 8,280 $ 6,208 $ 6,106 $ 7,679 $ 6,391
Employee
contributions 4,267 775 171 269 785 552 1,245 609 405
-----------------------------------------------------------------------------------------
Total additions 10,350 2,635 1,183 1,871 9,065 6,760 7,351 8,288 6,796
Deductions from
net assets
attributed to:
Benefits paid to
participants and
participant
withdrawals (39) 16 - - - - - - -
Administrative
fees - - - - - - - - -
-----------------------------------------------------------------------------------------
Total deductions (39) 19 - - - - - - -
Transfer of assets
from the Intel
Corporation
Profit Sharing
Retirement
Plan 161,398 32,593 6,428 10,164 29,782 20,563 46,236 22,582 15,043
Net transfers
between funds (81,497) (1,834) 3,814 1,262 16,682 18,828 (867) 19,000 15,900
-----------------------------------------------------------------------------------------
Net increase 90,290 33,375 11,425 13,297 55,529 46,151 52,720 49,870 37,739
Net assets
available
for benefits:
Beginning of year - - - - - - - - -
-----------------------------------------------------------------------------------------
End of year $90,290 $33,375 $11,425 $13,297 $55,529 $46,151 $52,720 $49,870 $37,739
=========================================================================================
Fund Information (continued)
-------------------------------------------------
Participant Directed (continued)
-------------------------------------------------
American
Funds
Fidelity Twentieth Euro-
Growth Century Pacific Intel Partici-
Company Ultra Growth Stock pant
Fund Fund Fund Fund Loans Other Total
-----------------------------------------------------------------------------------------
Additions to net
assets attributed
to:
Investment
income:
Net realized and
unrealized
appreciation
(depreciation)
in fair value
of interest in
Master Trust $ 4,999 $ 7,139 $ 2,773 $95,499 $ 181 $ 33 $155,845
Employee
contributions 573 1,014 273 767 - 92,347 104,052
----------------------------------------------------------------------------------------
Total additions 5,572 8,153 3,046 96,266 181 92,380 259,897
Deductions from
net assets
attributed
to:
Benefits paid to
participants and
participant
withdrawals - - - 797 4,704 7,919 13,397
Administrative
fees - - - - - - 3
----------------------------------------------------------------------------------------
Total deductions - - - 797 4,704 7,919 13,400
Transfer of assets
from the Intel
Corporation
Profit
Sharing
Retirement
Plan 21,279 37,523 10,089 57,537 6,459 2,166 479,842
Net transfers
between funds 15,650 18,415 8,424 46,172 3,399 (83,348) -
----------------------------------------------------------------------------------------
Net increase 42,501 64,091 21,559 199,178 5,335 3,279 726,339
Net assets
available
for benefits:
Beginning of year - - - - - - -
----------------------------------------------------------------------------------------
End of year $42,501 $64,091 $21,559 $199,178 $ 5,335 $ 3,279 $726,339
========================================================================================
</TABLE>
<PAGE> 4
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements
December 31,1996
1. Description of the Plan
The following description of the Intel Corporation 401(k) Savings Plan
(the Plan) provides only general information. Participants should refer to
the plan document for a more complete description of the Plan's provisions.
General
The Plan is a defined contribution plan covering all domestic employees of
Intel Corporation (the Company or Intel). Employees are eligible to
participate in the Plan, effective the first day of the calendar quarter
following one month of service. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA).
Creation of the Plan
The Intel Corporation Profit Sharing Retirement Plan (the Predecessor Plan),
authorizing discretionary employer contributions, has historically included a
cash or deferred arrangement under Section 401(k) of the Internal Revenue
Code. Effective January 1, 1996, the Predecessor Plan was divided into two
components for purposes of ERISA: the Intel Corporation Profit Sharing
Retirement Plan and the Intel Corporation 401(k) Savings Plan. The Intel
Corporation 401(k) Savings Plan consists of participants' deferred accounts,
employee accounts, PAYSOP accounts, and rollover accounts. The basic and
discretionary Intel Corporation contribution accounts remain in the Intel
Corporation Profit Sharing Retirement Plan.
Contributions and Participant Accounts
Company Contributions
- ---------------------
Prior to 1987, the Company contributed shares of its common stock (PAYSOP
contributions) based on a percentage of each participant's qualified
compensation as defined in the Predecessor Plan. Participants may not
transfer funds from the PAYSOP account to other investment options. Effective
January 1, 1987, the PAYSOP program was amended so that no further
contributions would be made.
<PAGE> 5
Intel Corporation 401(k) Savings Plan
Notes to financial Statements (continued)
1. Description of the Plan (continued)
Contributions and Participant Accounts (continued)
Company Contributions (continued)
- ---------------------------------
PAYSOP contributions (the Company's common stock) are held in a separate fund
by Mellon Bank N.A. (the Trustee). For financial statement purposes, this
fund has been combined with the Intel Stock Fund. The value of the PAYSOP
shares in the Intel Stock Fund as of December 31, 1996 is approximately
$63,795,000. For the year ended December 31, 1996, PAYSOP investment income
and benefits paid were $36,120,000 and $797,000, respectively.
Participant Contributions
- -------------------------
In 1996, participants were allowed to contribute from 1% to 10% (limited to
certain percentages for highly compensated individuals) of their annual
compensation on a before-tax basis (a maximum amount of $9,500 in 1996). Such
contributions are withheld by the Company from each participant's compensation
and deposited in the appropriate fund in accordance with the participant's
directives. Participants may change their investment elections on a monthly
basis.
Participant contributions and the allocation of Company contributions and
forfeitures to each participant in total for the Plan and the Intel
Corporation Profit Sharing Retirement Plan are limited to the lesser of
$30,000 or 25% of a participant's compensation.
Participant Accounts
- --------------------
Separate accounts are maintained for each participant. The account balances
are generally adjusted as follows:
- Monthly for participant contributions.
- Daily for a pro rata share of gains or losses on the Plan's investments
based on the ratio that each participant's account bears to the total of
all such accounts.
<PAGE> 6
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Vesting
Participants are immediately 100% vested with respect to contributions to all
accounts in the Plan as well as the related earnings from such contributions.
Payment of Benefits
Participants are eligible for a distribution of Plan benefits upon termination
of service, financial hardship (as defined by the Plan), or death. Upon
termination of service, the normal form of benefit is an annuity. However, a
participant may elect, with spousal consent, to have benefits paid in a single
lump sum. In the event of financial hardship or death, the benefits are usually
paid in a single lump sum.
Participant Loans
All participants are permitted to obtain loans of up to 50% of their combined
vested account balances of the Plan and the Intel Corporation Profit Sharing
Retirement Plan up to a maximum of $50,000. The loan provisions are
established and administered by the Sheltered Employee Retirement Plan (SERP)
Administration Department. Loan accounts are maintained in a separate account
by the Trustee.
The amounts borrowed by the participants are first withdrawn from the vested
value of the Intel Corporation Profit Sharing Retirement Plan accounts until
these funds are exhausted and then withdrawn from the accounts of the Plan.
Repayments of loans are transferred to the participants' accounts in the Plan
and Intel Corporation Profit Sharing Retirement Plan in the ratio in which
such accounts provided funding for the loan.
Loan activity for 1996 included approximately $5,567,000 and $2,168,000 of
loans made to and repayments from the Plan's participants, respectively. The
corresponding amount outstanding at December 31, 1996 has been included in
participant loans receivable.
<PAGE> 7
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies
Basis of Accounting
The accompanying financial statements are prepared on the accrual basis of
accounting.
Investment Valuation and Income Recognition
Investments in the Master Trust (see Note 4) are stated at the Plan's
proportionate share of participation in the Master Trust, based upon the fair
market value of Master Trust investments held at year end.
Investments in shares of registered investment companies, cash and cash
equivalents, loan participations, corporate bonds, notes and certificates,
and participant loans receivable are stated at fair value as of the last day
of the year. The fair value for securities traded on a national securities
exchange or over-the-counter market is the last reported sales price as of the
valuation date. The shares of registered investment companies are valued at
quoted market prices that represent the net asset values of shares held by the
Plan at year end. Participant loans receivable are valued at cost which
approximates fair value.
Investments not traded in an active market are stated at fair value, computed
using pricing models at current rates. Investment income includes the gain
(loss) realized on the sale of securities and unrealized appreciation
(depreciation) in the fair market value of investments held by the Plan,
which is the difference between the fair value of investments at the
beginning of the year and the end of the year.
The Plan holds wrapper contracts in order to manage market risks and to alter
the return characteristics of underlying securities to match certain Fixed
Income Fund objectives (see Note 5). Wrapper contracts with insurance
companies are stated at fair market value as of the last day of the year and
are netted against the fair value of the related underlying investment.
Investment transactions are recognized as of their trade dates, and collateral
has been obtained and secured against investments whenever deemed necessary.
Interest is accrued monthly; dividends are accrued when declared.
<PAGE> 8
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Investment Valuation and Income Recognition (continued)
The Plan's guaranteed investment contracts are entered into with insurance
companies. The contracts, which are unallocated in nature, are valued at
contract value, which approximates fair value, as reported to the Plan by the
respective insurance companies. Contract value represents contributions made
under the contracts plus interest at the contract rates less withdrawals and
administrative expenses. If the funds in the guaranteed investment contracts
are needed for benefit payments prior to contract maturity, they may be
withdrawn without penalty.
Payment of Benefits
Benefits are recorded when paid.
Contributions
Participant contributions are accrued by the Plan when the deferrals are made
from the participants' salaries.
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the amounts reported in the financial statements and accompanying
notes. Actual results could differ from those estimates.
<PAGE> 9
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
3. Investments
Investment Options
During 1996, participants had the option to direct the investment of their
voluntary contributions to the Plan in increments of 10% among the following
investment funds:
Fidelity Institutional Cash Portfolio
- -------------------------------------
This mutual fund invests in high-quality short-term money market securities of
U.S. issuers. The objective of the fund is to preserve the participant's
investment, maintain a stable price, and provide current income.
Scudder Fixed Income Fund
- -------------------------
The objective of this fund is to provide participants with a stable
fixed-rate return of investment and protection of principal from changes in
market interest rates. This fund invests in guaranteed investment contracts
with insurance companies and approved financial institutions and other debt
instruments with similar characteristics.
Fidelity Capital & Income Fund
- ------------------------------
This mutual fund invests primarily in higher yielding, lower quality debt
securities.
Fidelity Puritan Fund
- ---------------------
This mutual fund invests in securities of U.S. and foreign issuers, including
those in emerging markets. The securities include bonds of any quality,
common stocks, and preferred stocks.
Vanguard Institutional Index Fund
- ---------------------------------
This mutual fund seeks to replicate the overall market performance as
measured by the S&P 500 Index. This fund holds the same 500 stocks that are
included in the S&P 500 Index.
Fidelity Growth & Income Portfolio
- ----------------------------------
This mutual fund invests primarily in U.S. and foreign stocks, focusing on
those that pay current dividends.
Fidelity Magellan Fund
- ----------------------
This mutual fund invests primarily in common stock of small, medium, and
large foreign and U.S. companies. Investments are broadly diversified across
many different types and sizes of companies and industries.
<PAGE> 10
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
3. Investments (continued)
Investment Options (continued)
Fidelity Contrafund
- -------------------
The objective of this mutual fund is to increase the value of the
participant's investment by investing in common stocks that are currently
out of public favor.
Fidelity Low-Priced Stock Fund
- ------------------------------
This mutual fund invests primarily in undervalued stocks of smaller, less
well-known companies that have potential for significant growth or stock of
companies that are out of favor with other investors.
Fidelity Growth Company Fund
- ----------------------------
This mutual fund invests primarily in stocks of companies with earnings or
revenues that indicate the potential for above-average growth.
Twentieth Century Ultra Fund
- ----------------------------
This mutual fund invests primarily in common stocks of small- and mid-sized
companies whose earnings and revenues are accelerating. Investments are
broadly diversified across many different types and sizes of companies and
industries.
American Funds EuroPacific Growth Fund
- --------------------------------------
This mutual fund invests primarily in stocks of companies whose principal
business activities are outside the U.S. Usually, at least 65% of the
fund's total assets will be invested in securities of issuers from Europe
or the Pacific Basin. The fund can invest in many types of companies,
ranging from large multinational corporations located in major world markets
to smaller companies located in emerging markets.
Intel Stock Fund
- ----------------
This fund provides participants the option to have their voluntary 401(k)
contributions invested in Intel common stock. Transactions within this fund
qualify as party-in-interest transactions.
<PAGE> 11
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
3. Investments (continued)
Guaranteed Investment Contracts
The Plan holds guaranteed investment contracts with insurance companies in
order to provide participants with a stable, fixed-rate return of investment
and protection of principal from changes in market interest rates. As of
December 31, 1996, the Master Trust held guaranteed investment contracts in
the amount of $7,601,000 with insurance companies that have Standard & Poor's
ratings of AA or better at the time of purchase. No more than approximately
$3,257,000 of the guaranteed investment contracts is with any one insurance
company. As of December 31, 1996, the Master Trust held a guaranteed
investment contract of approximately $3,257,000 with Confederation Life
Insurance Company (Confederation Life). In August 1994, Canadian regulators
seized the assets of Confederation Life due to concerns over the quality of the
investment portfolio. A trustee has been appointed until a rehabilitation of
the Company's assets is completed. As of August 1994, the Confederation Life
portion of each participant's account has been segregated into a separate
account. No gains or losses are currently being applied to the segregated
portion. This asset is valued at contract value. The Master Trust has made
the election for the Scudder Fixed Income Fund to receive, over the next
three to five years, a total recovery of principal and interest estimated
to be 119% of the asset contract value.
Investments Greater Than 5% of Net Assets
The Plan's share of the following Master Trust investments represents more
than 5% of Master Trust net assets available for plan benefits at December
31, 1996:
<TABLE>
Shares or
Units of
Description Participation Cost Fair Value
- -----------------------------------------------------------------------------
<S> <C> <C> <C>
Intel Corporation:
Common stock 1,515,286 $78,431,143 $198,408,517
</TABLE>
<PAGE> 12
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements(continued)
4. Interest in the Master Trust
All of the investments of the Plan, with the exception of participant loans
receivable, are held in the Master Trust which consists of the assets of the
Plan, the Intel Profit Sharing Retirement Plan, the Intel Defined Benefit
Pension Plan, the Intel Puerto Rico Profit Sharing Plan, the Intel Puerto Rico
Retirement Savings Plan, and the Intel Puerto Rico Defined Benefit Pension Plan.
Each plan shares in the assets and earnings of the Master Trust in proportion to
its respective interests in the Master Trust. The Trustee holds all investments
of the Master Trust. Assets within mutual funds are managed by the respective
mutual fund managers. Scudder, Stevens & Clark has discretionary authority
for the purchase and sale of investments in the Fixed Income Fund, subject to
the general investment policies of the Investment Policy Committee of the Plan.
The following is a summary of the assets and liabilities of the Master Trust and
the interest of the Plan in the Master Trust as of December 31, 1996
(in thousands):
<TABLE>
<S> <C>
Total assets $1,973,427
Total liabilities $ 5,095
Increase in net trust assets for the year ended
December 31, 1996 $ 575,277
Ownership percentage of the Intel Corporation
401(k) Savings Plan 36%
</TABLE>
5. Wrapper Contracts
The Master Trust holds wrapper contracts in order to manage market risks and to
alter the return characteristics of underlying securities to match certain
Fixed Income Fund objectives. Wrapper contracts generally change the investment
characteristics of underlying securities (such as corporate debt or U.S.
government securities) to those of guaranteed investment contracts. Guaranteed
investment contracts provide participants with a stable, fixed-rate return of
investment and protection of principal from changes in market interest rates.
The wrapper contracts provide that benefit-responsive distributions for specific
underlying securities may be withdrawn at contract or face value. Benefit-
responsive distributions are generally defined as a withdrawal on account of a
participant's retirement, disability, death, or participant directed transfers,
in accordance with the terms of the Plan. As of December 31, 1996, the Master
Trust held wrapper contracts with a notional amount of $24,785,000 with a fair
value of approximately $30,346.
<PAGE> 13
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
6. Concentration of Credit Risk
The Plan's exposure to a concentration of credit risk is limited by the
diversification of investments across thirteen participant-directed fund
elections. Additionally, the investments within each participant-directed
fund election are further diversified into varied financial markets. The Plan's
exposure to credit risk on the wrapper contracts in the Scudder Fixed Income
Fund is limited to the fair value of the contracts with each counterparty.
7. Differences Between Financial Statements and the Form 5500
The following is a reconciliation of net assets available for benefits per the
statement of net assets available for benefits to the Form 5500 as of December
31, 1996 (in thousands):
<TABLE>
<S> <C>
Net assets available for benefits per the
financial statements $726,339
Amounts allocated to withdrawing participants (2,748)
--------
Net assets available for benefits per the Form
5500 $723,591
========
</TABLE>
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31, 1996 but not yet paid as of that date.
The following is a reconciliation of benefits paid to participants per the
statement of changes in net assets available for benefits to the Form 5500 for
the year ended December 31, 1996 (in thousands):
<TABLE>
<S> <C>
Benefits paid to participants per the financial
statements $13,397
Amounts allocated on the Form 5500 to withdrawn
participants at December 31, 1996 2,748
-------
Benefits paid to participants per the Form 5500 $16,145
=======
</TABLE>
<PAGE> 14
Intel Corporation 401(k) Savings Plan
Notes to Financial Statements (continued)
8. Income Tax Status
The IRS has informed the Company by a letter dated September 6, 1994 that the
Predecessor Plan is qualified and the trust established under the Predecessor
Plan is tax exempt under the appropriate sections of the Internal Revenue Code
(the Code). The Predecessor Plan has been amended to segregate the 401(k)
Savings component to a separate plan since receiving the determination letter.
However, the plan administrator and its tax counsel believe that the Plan is
currently designed and being operated in compliance with the applicable
requirements of the Code.
9. Plan Termination
The Company has the right under the Plan to terminate the Plan subject to the
provisions of ERISA. In the event of a plan termination, participants will
remain 100% vested in their accounts.
<PAGE>
SIGNATURE
The Plan. Pursuant to the requirements of the Securities and Exchange Act of
1934, the Plan administrator has duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.
INTEL CORPORATION 401(K) SAVINGS PLAN
(Full Title of the Plan)
By: /S/ Arvind Sodhani Date: June 25, 1997
___________________________________
Arvind Sodhani
Vice President and Treasurer
Intel Corporation
<PAGE>
EXHIBIT 23
Consent of Ernst & Young LLP, Independent Auditors
We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-63489) pertaining to the Intel Corporation 401(k) Savings Plan
and the Intel Corporation Sheltered Employee Retirement Plan Plus of our report
dated April 11, 1997, with respect to the financial statements of the Intel
Corporation 401(k) Savings Plan included in this Annual Report (Form 11-K) for
the year ended December 31, 1996.
ERNST & YOUNG LLP
San Jose, California
June 24, 1997
