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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the fiscal year ended December 27, 1997, OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
---------------- ----------------
Commission File Number 0-6217
INTEL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 94-1672743
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2200 Mission College Boulevard, Santa Clara, California, 95052-8119
(Address of principal executive offices, Zip Code)
Registrant's telephone number, including area code (408) 765-8080
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on
which registered
NONE
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
1998 Step-Up Warrants to Purchase Common Stock
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES X NO
------ ------
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [ ]
Aggregate market value of voting stock held
by non-affiliates of the registrant as of February 28, 1998
$136.5 billion
1,626.8 million shares of Common Stock outstanding as of February 28, 1998
DOCUMENTS INCORPORATED BY REFERENCE
(1) Portions of Annual Report to Stockholders for fiscal year ended December
27, 1997 - Parts I, II and IV.
(2) Portions of the Registrant's Proxy Statement related to the 1998 Annual
Meeting of Stockholders, to be filed subsequent to the date hereof -
Part III.
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PART I
------
ITEM 1. BUSINESS **
Industry
Intel Corporation and its subsidiaries (collectively called "Intel," the
"Company" or the "Registrant") operates predominantly in one industry segment.
The Company designs, develops, manufactures and markets computer components and
related products at various levels of integration. Intel's principal components
consist of silicon-based semiconductors etched with complex patterns of
transistors. Many of these integrated circuits can perform the functions of
millions of individual transistors, diodes, capacitors and resistors. The
Company was incorporated in California in 1968 and reincorporated in Delaware
in 1989.
Products
The Company's major products include microprocessors, chipsets, graphics
products, embedded processors and microcontrollers, flash memory products,
network and communications products, conferencing products and digital imaging
products. Intel sells its products to original equipment manufacturers ("OEMs")
of computer systems and peripherals; PC users, who buy Intel's PC enhancements,
business communications products and networking products through reseller,
retail and OEM channels; and other manufacturers, including makers of a wide
range of industrial and telecommunications equipment.
Microprocessors.
- ---------------- A microprocessor is the central processing unit of a computer
system. It processes system data and controls other devices in the system,
acting as the brains of a computer. Intel's flagship microprocessors include
the Pentium(R) processor with MMX(TM) technology and the sixth-generation
processor family (including Pentium(R) II and Pentium(R) Pro microprocessors).
Intel's developments in the area of semiconductor design and manufacturing have
made it possible to decrease the feature size of circuits etched into silicon.
This permits a greater number of transistors to be used on each microprocessor
die, and a greater number of microprocessors to be placed on each silicon
wafer. The result is smaller, faster microprocessors that consume less power
and cost less to manufacture. In 1997, the Company introduced and rapidly
ramped manufacturing capacity on its most advanced 0.25-micron process
technology, enabling high-volume production of its newest, fastest
microprocessors.
The year 1997 was one of major product transitions for Intel. The Company
introduced two major new microprocessor products (described below), effectively
replacing its previous product lines in this area. Over 90% of the
microprocessors shipped in the fourth quarter were introduced in the first
five months of 1997. Also during the year, the Company began to focus on
separate market segments, from the basic PC (systems costing less than $1,000)
to high-performance workstations and servers, which the Company believes offer
expanded growth opportunities. As a result, the Company is implementing new
plans and strategies to embrace all major market segments.
In January 1997, Intel unveiled the Pentium processor with MMX technology, the
first chip to include the Company's new technology to improve performance on
media-rich applications. New systems and new software optimized for the
Pentium processor with MMX technology were available at the time of the
processor's introduction, paving the
- ------------
** Page references to the 1997 Annual Report to Stockholders or to the
Registrant's 1998 Proxy Statement related to the 1998 Annual Meeting of
Stockholders under Item 1 in Part I and Items 5, 6, 7, 7A and 8 in Part II;
10, 11, 12 and 13 in Part III and 14 in Part IV relate to the bound, printed
versions of such Report and Proxy Statement, not to the electronic versions
appearing at the Intel Internet site (www.intel.com). However, all data
referred to also appears in the electronic versions.
3
way for market acceptance of the product. The Company initially offered the
Pentium processor with MMX technology at speeds of 200 and 166 MHz for desktop
systems and 166 and 150 MHz for mobile computers.
Later in the year, Intel expanded this key product line by introducing new
speeds and models. Introduced in June, a 233-MHz Pentium processor with MMX
technology provides a higher-performance option for desktop and server systems.
Intel expanded the mobile computing line with Pentium processors with MMX
technology at 133 MHz in May, 233 MHz and 200 MHz in September, and 266 MHz in
January 1998, all aimed at notebook computers. The Company also introduced a
120-MHz version in October 1997 and a 166-MHz version in January 1998 designed
especially for the mini-notebook computer market segment. The processors
optimized for mobile applications consume less power and come in a smaller
package than the desktop/server versions.
Intel also expanded its OverDrive(R) processor family of upgrade microprocessors
in 1997. In March, Intel introduced the Pentium Overdrive(R) processor with MMX
technology at speeds of 166, 150 and 125 MHz, and in August Intel announced
the addition of 200- and 180-MHz versions. This OverDrive processor allows
computer users to upgrade most older Pentium processor-based systems to take
advantage of the benefits of the MMX media enhancement technology, bringing
richer multimedia performance to Pentium processor-based PCs in a single
upgrade chip.
In May 1997, the Company launched the Pentium II processor, a new version of
its sixth-generation microarchitecture, which incorporates MMX technology for
optimal media performance and provides more processing power than any other
Intel chip to date. Introduced at speeds of 300, 266 and 233 MHz, the Pentium
II processor provides the performance to drive enterprise computing, deliver
enhanced capabilities to small businesses, and power demanding workstation
systems. The Pentium II processor's Dual Independent Bus architecture
addresses the bandwidth limitations of previous-generation processor
architectures by using two independent buses that can access data
simultaneously and in parallel. The processor also incorporates Dynamic
Execution technology, which extends the raw performance of the processor by
allowing more data to be processed in parallel in a given period of time.
These advanced technologies enable the Pentium II processor to deliver
superior results in all three key elements of microprocessor performance:
floating point, multimedia and integer calculations. In January 1998, Intel
introduced its fastest microprocessor to date, the 333-MHz Pentium II
processor.
Intel also introduced a new version of its Pentium Pro microprocessor
running at 200 MHz, with one megabyte of integrated Level 2 cache, compared
to 512 kilobytes of Level 2 cache in previous versions. As the larger Level
2 cache improves the performance of the processor in multiple-processor
systems, this new Pentium Pro processor is targeted for multiprocessing servers
and it offers Intel's highest performance for four-way processor and higher
based enterprise server systems.
While many of Intel's original equipment manufacturer (OEM) customers use the
Company's microprocessors as components in designing their own computer
products, some OEMs use Intel-designed board-level products as basic building
blocks in their computer products. OEM customers may buy at this level of
integration to accelerate their time-to-market and to direct their investments
to other areas of their product lines. The Company provides board-level
products to give OEM customers flexibility by enabling them to choose whether
to buy at the component or board level.
Sales of Pentium family microprocessors and related board-level products
comprised a majority of the Company's revenues and gross margin during 1997.
During 1996 and 1995, a majority of the Company's revenues and a substantial
majority of its gross margin were derived from these products. Sales of
Pentium Pro and Pentium II microprocessors became an increasing portion of
the Company's revenues and gross margin in 1996 and a significant portion in
1997. The Intel486(TM) microprocessor family contributed significant but
declining revenues and gross margin in 1995 and negligible revenues
and gross margin in 1996.
In 1997, the Company announced that the first member of its new family of
64-bit microprocessors, the Merced(TM) processor, is scheduled to ship in 1999.
The Merced processor will extend the Intel Architecture with new levels of
performance and features for the server and workstation market segments, while
still running all the software that currently operates on 32-bit Intel
processor-based machines. During the past two years, Intel has been working
with industry leaders to create operating systems, applications software and
systems that will capitalize on the new IA-64(TM) architecture.
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In March 1998, the Company announced a new brand name, Celeron(TM), for a
processor that will be designed for the basic PC market segment. The Intel
Celeron processor will be based on the same Intel sixth-generation
microarchitecture upon which the Pentium II processor is based and is intended
to offer a cost-effective solution for PC manufacturers designing basic PC
systems. The Celeron processor product is expected to be announced in April.
Chipsets.
- --------- The Company's core-logic chipsets support incremental performance,
ease-of-use and new capabilities for systems based on the Intel Pentium,
Pentium II and Pentium Pro microprocessors. Compatible with the Peripheral
Components Interconnect (PCI) bus, and more recently the Accelerated Graphics
Port (AGP), these chipsets perform essential logic functions surrounding the
CPU and support and extend the graphic, video and other capabilities of many
Intel processor-based systems. The Intel 430 PCIset family chipsets are found
in many mobile and desktop Pentium processor systems. The Intel 430TX PCIset is
designed to maximize performance of media-rich applications in PCs based on the
Pentium processor with MMX technology.
In 1997, Intel introduced the Intel 440LX AGPset, a highly integrated chipset
featuring AGP technology. Combined with the Pentium II processor, the 440LX
AGPset provides the foundational hardware for a new class of PCs optimized for
visual computing, facilitating computer manufacturers' development and
production of computers delivering improved 3-D imaging performance.
Graphics Products.
- ------------------ In February 1998, Intel announced its new Intel740(TM)
graphics accelerator chip, optimized for use with the Pentium II processor
platform and Intel's AGPset chipsets. The Intel740 chip introduces a new 3-D
architecture, HyperPipeline 3-D, which includes Parallel Data Processing, for
superior 3-D acceleration; Precise-Pixel Interpolation, for realistic image
quality; and Direct Memory Execution, enabling more memory bandwidth.
In January 1998, Intel acquired Chips and Technologies, Inc., a leading
supplier of notebook graphics accelerator chips. The acquisition is aimed at
advancing Intel's capabilities for graphics and visual computing in mobile
personal computers.
Embedded Processors and Microcontrollers.
- ----------------------------------------- Intel provides embedded products
such as microprocessors, microcontrollers and memory components to a wide range
of manufacturers. Embedded products are used in products such as industrial PCs,
point-of-sales terminals, telecommunications equipment, automobile engine and
braking systems, hard disk drives, laser printers, input/output control modules,
home appliances, factory automation control products and medical
instrumentation.
Intel's embedded products line consists of the 32-bit i960(R) processor family;
the 16-bit 80C186 processor family; 16-bit MCS(R) 96 and 296 microcontrollers;
and 8-bit microcontrollers, such as the MCS 51 and MCS 151/251 microcontroller
families. In addition, embedded Intel Architecture products, including the
Intel386(TM), Intel486 and Pentium processor families, and the Intel Embedded
Processor Module, a board-level product, provide the power of Intel
Architecture processors to embedded applications.
The Company introduced several embedded control products in 1997, including
the i960 RD I/O processor, dedicated to high-performance input/output
subsystems for network servers in enterprise applications such as electronic
commerce, database inquiries and manipulation of video, audio and rich
graphics. The i960 RD I/O processor doubles the performance of its predecessor
and is used in both server motherboards and adapter cards to complement servers
based on the Intel Architecture.
Also during 1997, Intel and industry leaders unveiled the first Intel-based
servers with Intelligent Input/Output technology and Intel I/O processors.
Intelligent Input/Output technology offloads I/O activity from the server's
main microprocessor to an I/O processor such as the i960 processor, increasing
overall server performance and scalability.
Flash Memory Products.
- ---------------------- Memory components are used to store user data and
computer program code. Flash memory retains information when the power is off.
Intel was a key player in defining and promoting the Miniature Card
specification for low-cost, very small form-factor flash cards to be used in a
variety of consumer electronics applications.
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In September 1997, the Company introduced the first flash memory products to
store multiple bits of data in one memory cell, Intel StrataFlash(TM) memory,
expanding memory density capacity for a variety of consumer and network
applications. In November, the Company unveiled a new family of Miniature
Cards based on the Intel StrataFlash memory, the Intel Series 200 Flash Memory
Miniature Cards. Available in 4-, 8- and 16-Mbyte densities, the Series 200
Miniature Cards are designed to be used repeatedly without loss of image
quality, making them one of the most cost-effective removable-media solutions
for applications such as electronic film for today's digital cameras.
Network and Communications Products.
- ------------------------------------ These hardware and software products are
sold to corporate network administrators, small businesses and individual PC
users through reseller, retail and original equipment manufacturer channels.
Intel's networking products are designed to help reduce the total cost of
networked business computing by providing high-bandwidth communications to PC
desktop and server systems, and making it easier for local area network (LAN)
administrators to install and manage their systems. Intel's networking products
consist of network management products, including the LANDesk(R) Network
Management product family, and LAN hardware products, such as the EtherExpressT
adapters and Express Switching Hubs and Stackable Hubs.
New or upgraded LANDesk Network Management products in 1997 included: LANDesk(R)
Management Suite 6, providing an integrated set of services that allows IT
managers to control and manage client PCs on both Windows* NT and NetWare
networks from a single console; LANDesk(R) Virus Protect, offering centrally
managed virus protection; and LANDesk Client Manager, which monitors PC health
and provides self-help diagnostics.
Also in 1997, Intel introduced several new or upgraded LAN products: the Intel
Express 510T Switch, making it more cost-effective and easier for businesses
to deploy Fast Ethernet networks; the Express 8100 Router, providing a
versatile Virtual Private Network for branch services with privacy protection
features; the Intel Express 10/100 Stackable Hub, a stackable hub offering
both 10 and 100 Mbps access at under $100 per port; the 82558, a single-chip
Fast Ethernet solution for 10/100 networking; a family of adapters based on
the 82558 chip; and a new adapter for mobile PCs that provides 10/100 Fast
Ethernet access with a high-speed 56 kbps modem in a single PC card. The new
switch and router products were made possible in part by Intel's acquisition
of Case Technology, based in Copenhagen, Denmark, in February of 1997.
In January 1998, Intel announced its family of Intel InBusiness(TM) networking
products designed for small businesses. The family of nine products offers a
combination of hubs, switches and internet connectivity devices to help small
businesses get connected easily and affordably.
Conferencing Products.
- ---------------------- The Intel ProShare(R) conferencing technology is used in
a PC-based video-conferencing system that offers full application and document
sharing. The technology supports video and data conferences over ISDN or
corporate LAN networks. In 1997, the Company introduced Intel Business Video
Conferencing 4.0 with ProShare Technology, the latest in the Company's
desktop video conferencing line, and the Intel TeamStation(TM) system, a new
group video conferencing system for meeting rooms. Also in 1997, the Company
introduced the Intel Create & Share(TM) camera pack, a PC communications, photo
and video editing package. The camera pack includes an Intel PC camera,
hardware and an integrated suite of communications and image-editing software.
Digital Imaging Products.
- ------------------------- During 1997, Intel announced its 971 PC Camera Kit
for manufacturers, which includes Intel PC camera silicon, software,
schematics, design documentation and suggested manufacturing procedures.
Manufacturers can use the 971 PC Camera Kit to bring affordable, easy-to-use,
portable PC cameras to market quickly. Helping bring digital cameras to
market is just one of many initiatives Intel is working on to help expand the
PC's capabilities and put more power and performance in the hands of computer
users.
- ------------
* Other brands and names are the property of their respective owners.
6
Manufacturing
A substantial majority of the Company's wafer production, including
microprocessor fabrication, and a significant portion of the assembly and
final testing of the resulting components is conducted at domestic Intel
facilities in Arizona, Oregon, California and New Mexico.
Outside the United States, a significant portion of Intel's wafer production
is conducted at plants in Israel and Ireland. A majority of the Company's
component assembly and testing (including Pentium processor and
sixth-generation processor assembly and testing) is performed at facilities in
Malaysia and the Philippines. The Company is also adding assembly and test
facilities in other geographic areas (China and Costa Rica, for example) and
expects these new locations to be operational in 1998.
In general, if Intel were unable to fabricate wafers or assemble or test its
products abroad, or if air transportation between its foreign facilities and
the United States were disrupted, there could be a material adverse effect
upon the Company's operations. In addition to normal manufacturing risks,
foreign operations are subject to certain additional exposures, including
political instability, currency controls and fluctuations, and tariff and
import restrictions. To date, Intel has not experienced significant
difficulties related to these foreign business risks.
Intel produces microprocessor board-level products and systems at domestic
facilities in Oregon, Washington and Puerto Rico, as well as outside the United
States at its facility in Ireland. To augment capacity, Intel uses
subcontractors to perform assembly of certain products and wafer fabrication
for certain components, primarily flash memory and chipsets, and for production
capacity of board-level products.
The manufacture of integrated circuits is a complex process. Normal
manufacturing risks include errors and interruptions in the fabrication process
and defects in raw materials, as well as other risks, all of which can affect
yields. A substantial decrease in yields would result in higher manufacturing
costs and the possibility of not being able to produce a sufficient volume of
good units to meet demand.
Employees
At December 27, 1997, the Company employed approximately 63,700 people
worldwide.
Sales
Most of Intel's products are sold or licensed through sales offices located
near major concentrations of users throughout the United States, Europe, Japan,
Asia-Pacific and other parts of the world.
The Company also uses distributors (industrial and retail) and representatives
to distribute its products both within and outside of the United States.
Typically, distributors handle a wide variety of products, including those
competitive with Intel products, and fill orders for many customers. Most of
Intel's sales to distributors are made under agreements allowing for price
protection and/or the right of return on unsold merchandise. Sales
representatives generally do not offer directly competitive products, but may
carry complementary items manufactured by others. Representatives do not
maintain a product inventory; instead, their customers place large-quantity
orders directly with Intel and are referred to distributors for smaller orders.
Intel sold products to over one thousand customers worldwide in 1997. Sales to
Compaq Computer Corporation represented 12% of total revenues. No other
customer accounted for more than 10% of total revenues.
Reference is made to information on sales to unaffiliated customers, transfers
between geographic regions, net revenues, operating income and identifiable
assets attributable to the Company's geographic regions appearing under the
heading "Industry Segment Reporting" on pages 17 and 18 of the Registrant's
1997 Annual Report to Stockholders, which information is hereby incorporated
by reference.
7
Backlog
Intel's sales are made primarily pursuant to standard purchase orders for
delivery of standard products. Intel has some agreements that give a customer
the right to purchase a specific number of products during a time period.
Although not generally obligating the customer to purchase any particular
number of such products, some of these agreements do contain billback clauses.
Under these clauses, customers who do not purchase the full volume agreed to
are liable for billback on previous shipments up to the price appropriate for
the quantity actually purchased. As a matter of industry practice, billback
clauses are difficult to enforce. The quantity actually purchased by the
customer, as well as the shipment schedules, are frequently revised during the
agreement term to reflect changes in the customer's needs. In light of
industry practice and experience, Intel does not believe that such agreements
are meaningful for determining backlog figures. Intel believes that only a
small proportion of its order backlog is noncancellable and that the dollar
amount associated with the noncancellable portion is immaterial. Therefore,
Intel does not believe that backlog as of any particular date is necessarily
indicative of future results.
Competition
The Company competes in different product lines to various degrees on the
basis of quality, performance, availability and price. Intel is engaged in a
rapidly advancing field of technology in which its ability to compete depends
upon the continuing improvement of its products and processes, the development
of new products to meet changing customer requirements and continuing cost
reduction. Prices decline rapidly in the semiconductor industry as unit volume
grows, as competition develops, and as production experience is accumulated.
Many companies compete with Intel and are engaged in the same basic fields of
activity, including research and development. Both foreign and domestic,
these competitors range in size from large multinationals to smaller companies
competing in specialized market segments.
A number of competitors have developed and begun marketing software compatible
products that are intended to compete with Intel's Pentium processor family
and sixth-generation microprocessors, including the Pentium II processor. Once
it is introduced, the Celeron processor will compete with existing and future
products in the basic PC market segment. Many of Intel's competitors are
licensed to use Intel patents. Furthermore, based on the current case law,
Intel's competitors can design microprocessors that are compatible with Intel
microprocessors and avoid Intel patent rights through the use of foundry
services that have licenses with Intel. Competitors' products may add features,
increase performance or sell at lower prices. The Company also faces
significant competition from companies that offer rival microprocessor
architectures. The Company cannot predict whether such rival architectures
will establish or increase market acceptance or provide increased competition
to the Company's products. Future distortion of price maturity curves could
occur as software compatible products enter the market in significant volume or
alternative architectures gain market acceptance.
Intel's strategy is to introduce ever higher performance microprocessors
tailored for the different segments of the worldwide computing market. To
implement this strategy, the Company plans to cultivate new businesses and
continue to work with the software industry to develop compelling
applications that can take advantage of this higher performance, thus driving
demand toward the newer products in each computing market segment. In line
with this strategy, the Company is seeking to develop higher performance
microprocessors for each market segment, including servers, workstations,
high-end business PCs, the basic PC and other product lines. Intel also is
committed to the protection of its intellectual property rights against
illegal use. There can be no assurance, however, that competitors will not
introduce new products (either software compatible or of rival architectural
designs) or reduce prices on existing products. Such developments could have
an adverse effect on Intel's revenues and margins.
8
Research and Development
The Company's competitive position has developed to a large extent because of
its emphasis on research and development. This emphasis has enabled Intel to
deliver many products before they have become available from competitors, and
thus has permitted Intel's customers to commit to the use of these new
products in the development of their own products. Intel's research and
development activities are directed toward developing new products, hardware
technologies and processes, and improving existing products and lowering
their cost. Intel is jointly developing a new 64-bit microprocessor
architecture and software optimizations with a third party. The new products
based on the IA-64(TM) architecture are expected to be initially targeted at
server, workstation and enterprise computing products. The first product, the
Merced(TM) processor, is scheduled to ship in 1999, and the second IA-64
processor is slated for 2001. The Company also develops "enabling" software
technologies, such as open software specifications and software tools,
to enhance the functionality and acceptance of the personal computer platform.
Intel's expenditures for research and development were $2,347 million, $1,808
million and $1,296 million in fiscal years 1997, 1996 and 1995, respectively.
As of December 27, 1997, Intel had approximately 12,600 employees engaged in
research and development. The results of Intel's research and development
activities depend upon competitive circumstances and Intel's ability to
transfer new products to production in a timely and cost-effective manner.
Most design and development of components and other products is performed at
Intel's facilities in California, Oregon, Arizona and Israel.
Intellectual Property and Licensing
Intellectual property rights that apply to various Intel products include
patents, copyrights, trade secrets, trademarks and maskwork rights. Because of
the rapidly changing technology and a broad distribution of patents in the
semiconductor industry, Intel's present intention is not to rely primarily on
intellectual property rights to protect or establish its market position.
However, Intel has established an active program to protect its investment in
technology by enforcing its intellectual property rights. Intel does not
intend to broadly license its intellectual property rights unless it can obtain
adequate consideration. Reference is also made to the heading "Competition."
Intel has filed and obtained a number of patents in the United States and
abroad. Intel has entered into patent cross-license agreements with many of
its major competitors and other parties.
Intel protects many of its computer programs by copyrighting them. Intel has
registered numerous copyrights with the United States Copyright Office. The
ability to protect or to copyright software in some foreign jurisdictions is
not clear. However, Intel has a policy of requiring customers to obtain a
software license contract before providing a customer with certain computer
programs. Certain components have computer programs embedded in them, and
Intel has obtained copyright protection for some of these programs as well.
Intel has obtained protection for the maskworks for a number of its components
under the Chip Protection Act of 1984.
Intel has obtained certain trademarks and trade names for its products to
distinguish genuine Intel products from those of its competitors and is
currently engaged in a cooperative program with OEMs to identify personal
computers that incorporate genuine Intel microprocessors with the Intel
Inside(R) logo. Intel maintains certain details about its processes, products
and strategies as trade secrets.
As is the case with many companies in the semiconductor industry, Intel has,
from time to time, been notified of claims that it may be infringing certain
intellectual property rights of others. These claims have been referred to
counsel, and they are in various stages of evaluation and negotiation. If it
appears necessary or desirable, Intel may seek licenses for these intellectual
property rights. Intel can give no assurance that licenses will be offered by
all claimants, that the terms of any offered licenses will be acceptable to
Intel or that in all cases the dispute will be resolved without litigation.
Reference is made to the information appearing under the heading "Legal
Proceedings" in Part I, Item 3 of this document.
9
Compliance with Environmental Regulations
To Intel's present knowledge, compliance with federal, state and local
provisions enacted or adopted for protection of the environment has had no
material effect upon its operations. However, reference is made to Part I,
Item 3. "Legal Proceedings", of this Form 10-K.
Executive Officers
The following sets forth certain information with regard to executive officers
of Intel (ages are as of December 27, 1997):
Craig R. Barrett (age 58) has been a director of Intel since 1992; Chief
Operating Officer since 1993; and President since 1997. The Board of Directors
has announced that it will elect Dr. Barrett Chief Executive Officer effective
May 20, 1998. Prior to becoming President, Dr. Barrett was Executive Vice
President from 1990 to 1997.
Andrew S. Grove (age 61) has been a director of Intel since 1974; Chief
Executive Officer since 1987; and Chairman of the Board since 1997. The
Board of Directors has announced that it will elect Craig Barrett as Chief
Executive Officer effective May 20, 1998. Prior to becoming Chairman,
Dr. Grove was President from 1979 to 1997.
Gordon E. Moore (age 68) has been a director of Intel since 1968 and Chairman
Emeritus of the Board since 1997. Prior to that, Dr. Moore was Chairman of
the Board from 1979 to 1997.
Leslie L. Vadasz (age 61) has been a director of Intel since 1988; and Senior
Vice President, Director of Corporate Business Development since 1991.
Frank C. Gill (age 54) has been Executive Vice President and General Manager,
Small Business and Networking Group since 1997. Prior to that, Mr. Gill was
Executive Vice President and General Manager, Internet and Communications Group
from 1996 to 1997; and Senior Vice President and General Manager, Intel
Products Group from 1991 to 1996.
Paul S. Otellini (age 47) has been Executive Vice President and General
Manager, Intel Architecture Business Group since January 1998. Prior to that,
Mr. Otellini was Executive Vice President, Director, Sales and Marketing Group
from 1996 to 1998; Senior Vice President, Director, Sales and Marketing Group
from 1994 to 1996; and Senior Vice President and General Manager,
Microprocessor Products Group from 1992 to 1994.
Gerhard H. Parker (age 54) has been Executive Vice President and General
Manager, Technology and Manufacturing Group since 1996. Prior to that, Dr.
Parker was Senior Vice President and General Manager, Technology and
Manufacturing Group from 1992 to 1996.
Ronald J. Whittier (age 61) has been Senior Vice President and General Manager,
Content Group since 1995. Prior to that, Mr. Whittier was Senior Vice
President and General Manager, Intel Architecture Laboratories from 1992 to
1995.
Albert Y. C. Yu (age 56) has been Senior Vice President and General Manager,
Microprocessor Products Group since 1993. Prior to that, Dr. Yu was Vice
President and General Manager, Microprocessor Products Group from 1991 to 1993.
Michael A. Aymar (age 50) has been Vice President and General Manager, Consumer
Products Group since 1997. Prior to that, Mr. Aymar was Vice President and
General Manager, Desktop Products Group from 1995 to 1997; Vice President and
General Manager, Intel486 Microprocessor Division from 1994 to 1995; and Vice
President and General Manager, Mobile Computing Group from 1991 to 1994.
Andy D. Bryant (age 47) has been Vice President and Chief Financial Officer
since 1994. Prior to that, Mr. Bryant was Vice President, Intel Products Group
from 1990 to 1994.
10
Executive Officers, continued
Dennis Carter (age 46) has been Vice President, Director, Sales and Marketing
Group since 1996. Prior to that Mr. Carter was Vice President, Corporate
Marketing Group from 1992 to 1996.
F. Thomas Dunlap, Jr. (age 46) has been Vice President, General Counsel and
Secretary since 1987.
Patrick P. Gelsinger (age 36) has been Vice President and General Manager,
Business Platform Group since 1997. Prior to that, Mr. Gelsinger was Vice
President and General Manager, Desktop Products Group from 1996 to 1997; Vice
President, Internet and Communications Group and General Manager ICG Product
Development from 1995 to 1996; Vice President, Intel Products Group and General
Manager, Personal Conferencing Division from 1993 to 1995; and Vice President,
Intel Products Group and General Manager, PC Enhancement Division- Business
Communications from 1992 to 1993.
Sean M. Maloney (age 41) has been Vice President, Director, Sales and Marketing
Group since February 1998. Prior to that, Mr. Maloney was Vice President, Sales
and General Manager, Asia-Pacific Operations from 1995 to 1998; and Technical
Assistant to the Chief Executive Officer from 1992 to 1995.
John H. F. Miner (age 42) has been Vice President and General Manager,
Enterprise Server Group since 1996. Prior to that, Mr. Miner was Vice
President, Desktop Products Group and General Manager, OEM Products and
Services Division from 1995 to 1996; General Manager, OEM Products and Services
Division from 1993 to 1995; and General Manager, OEM Modules Operation from
1992 to 1993.
Stephen P. Nachtsheim (age 52) has been Vice President and General Manager,
Mobile/Handheld Products Group since 1995. Prior to that, Mr. Nachtsheim was
Vice President and General Manager, Mobile and Home Products Group from 1994
to 1995; and General Manager of European Intel Products Group from 1990 to
1994.
Ronald J. Smith (age 47) has been Vice President and General Manager, Computing
Enhancement Group since 1996. Prior to that, Mr. Smith was Vice President,
Desktop Products Group and General Manager, PCI Components Division from 1995
to 1996; and he served in the positions of General Manager, Programmable Logic
Device Operation and before that, General Manager, Gate Array Operation for the
period 1992 to 1995.
Arvind Sodhani (age 43) has been Vice President and Treasurer since 1988.
Michael J. Splinter (age 47) has been Vice President and Assistant General
Manager, Technology and Manufacturing Group since 1996. Prior to that, Mr.
Splinter was Vice President and General Manager, Components Manufacturing from
1992 to 1996.
11
ITEM 2. PROPERTIES
At December 27, 1997, Intel owned the major facilities described below:
No. of Bldgs. Location Total Sq. Ft. Use
- ------------- -------- ------------- ---
65 United States 13,350,000 Executive and administrative
offices, wafer fabrication,
components assembly and
testing, research and
development, computer and
service functions, board and
system assembly, and
warehousing.
9 Ireland 1,830,000 Wafer fabrication, board and
system assembly and
administrative offices.
9 Malaysia (A) 1,071,000 Components assembly and
testing, board and system
assembly, warehousing
and administrative offices.
7 Israel (B) 814,000 Wafer fabrication, research
and development and
administrative offices.
1 Philippines 431,000 Components assembly and
testing, warehousing and
administrative offices.
5 Puerto Rico 426,000 Board and system assembly,
warehousing and
administrative offices.
1 England 184,000 Sales and marketing and
administrative offices.
1 China 170,000 Components assembly and
testing and administrative
offices.
3 Japan 167,000 Sales and marketing and
administrative offices.
1 Germany 86,000 Sales and marketing and
administrative offices.
At December 27, 1997, Intel also leased 31 major facilities in the U.S.
totaling approximately 996,000 square feet and 26 facilities in other countries
totaling approximately 1,211,000 square feet. These leases expire at varying
dates through 2007 and include renewals at the option of Intel.
Intel believes that its existing facilities are suitable and adequate for its
present purposes, and the productive capacity in such facilities is in general
being utilized. Intel also has 6.6 million square feet of building space under
various stages of construction in the United States and abroad for
manufacturing and administrative purposes.
(A) Leases on portions of the land used for these facilities expire in 2033
through 2057.
(B) Lease on a portion of the land used for these facilities expires in 2039.
12
ITEM 3. LEGAL PROCEEDINGS
A. Litigation
EMI Group, NA v. Intel
U.S. District Court, District of Del. (C95-199-RRM)
---------------------------------------------------
On March 29, 1995, EMI Group, NA ("EMI") brought suit in Federal District Court
in Delaware against Intel, alleging that certain Intel manufacturing processes
infringe a U.S. patent. In May 1996, the Court granted Intel's motion for
summary judgment on some of the processes in issue. In November 1996, the Court
granted Intel's motion for summary judgment on the remaining processes in issue
and entered judgment in favor of Intel and against the plaintiff on the claims
in EMI's complaint. A hearing on EMI's appeal of the grant of summary judgment
was heard in August 1997. No decision has been issued. Although the ultimate
outcome of this lawsuit cannot be determined at this time, management,
including internal counsel, does not believe that the ultimate outcome will
have a material adverse effect on Intel's financial position or overall trends
in results of operations.
Digital Equipment Corporation v. Intel
U.S. District Court, District of Mass. (97-40080)
-------------------------------------------------
Digital Equipment Corporation ("Digital") brought suit in Federal District
Court in Massachusetts in May 1997, alleging that Intel is infringing ten
patents in making and selling microprocessor products. Digital sought an
injunction and monetary damages. If granted, the injunction would prohibit
Intel from using Digital's patented technology in its microprocessor products.
The Company believes that its products do not infringe the Digital patents.
The Company filed a counterclaim against Digital for infringement of nine
microprocessor-related patents, and, in District Court in Oregon, the Company
claimed that Digital infringes on six video and computer system patents. In
October 1997, Intel and Digital announced that they have agreed to establish
a broad-based business relationship. The agreement includes sale of Digital's
semiconductor manufacturing operations to Intel, a 10-year patent
cross-license, supply of both Intel and Alpha microprocessors by Intel to
Digital and development by Digital of future systems based on Intel's 64-bit
microprocessors. The two companies agreed to request a stay of all lawsuits
until government review of the agreement is completed, following which the
lawsuits would be dismissed with prejudice. Although the ultimate outcome of
this lawsuit cannot be determined at this time, management, including
internal counsel, does not believe that the ultimate outcome will have a
material adverse effect on Intel's financial position or overall trends in
results of operations.
Intergraph Corporation v. Intel
U.S. District Court, Northern District of Alabama, Northeastern Division
------------------------------------------------------------------------
(CV-97-N-3023-NE)
-----------------
In November 1997, Intergraph Corporation ("Intergraph") filed suit in Federal
District Court in Alabama generally alleging that Intel attempted to coerce
Intergraph into relinquishing certain patent rights relating to microprocessor
and chipset interaction in multiprocessor workstations. The suit also alleges
that Intel infringes three Intergraph patents and includes alleged violations
of antitrust laws. The suit seeks injunctive relief along with unspecified
damages. In November 1997, Intel filed suit against Intergraph in Federal
District Court in California seeking a declaratory judgment that the Intergraph
patents are invalid. Intel also filed an action in the same court alleging
breach of contract and misappropriation of trade secrets based on Intergraph's
refusal to return Intel confidential information as contractually required.
Although the ultimate outcome of this lawsuit cannot be determined at this
time, management, including internal counsel, does not believe that the
ultimate outcome will have a material adverse effect on Intel's financial
position or overall trends in results of operations.
13
Cyrix Corporation v. Intel
U.S. District Court, E.D. Texas (4-97cv164)
-------------------------------------------
Cyrix Corporation ("Cyrix") brought suit in Federal District Court in Texas in
May 1997, alleging that Intel infringed two patents relating to
microprocessors. Cyrix became a wholly owned subsidiary of National
Semiconductor Corporation ("National") in November 1997. On February 3, 1998,
Intel and National announced that they have settled the Cyrix lawsuit and
extended the term of the existing patent cross-license agreement between the
companies.
Michael W. Scriber v. Intel
U.S. District Court for the District of Oregon (CV-1262-AS)
-----------------------------------------------------------
Michael W. Scriber, a former employee of the Company, filed an action in
Federal District Court in Oregon in September 1996 alleging that Intel's
products infringe a patent issued to the plaintiff and that Intel wrongfully
terminated his employment. On January 21, 1998, the Court granted Intel's
motions for summary judgment on all claims. The plaintiff has appealed this
decision. Although the ultimate outcome of this lawsuit cannot be determined at
this time, management, including internal counsel, does not believe that the
ultimate outcome will have a material adverse effect on Intel's financial
position or overall trends in results of operations.
B. Environmental Proceedings
Intel has been named to the California and U.S. Superfund lists for three of
its sites and has completed, along with two other companies, a Remedial
Investigation/Feasibility study with the U.S. Environmental Protection Agency
(EPA) to evaluate the groundwater in areas adjacent to one of its former sites.
The EPA has issued a Record of Decision with respect to a groundwater cleanup
plan at that site, including expected costs to complete. Under the California
and U.S. Superfund statutes, liability for cleanup of this site and the
adjacent area is joint and several. The Company, however, has reached agreement
with those same two companies which significantly limits the Company's
liabilities under the proposed cleanup plan. Also, the Company has completed
extensive studies at its other sites and is engaged in cleanup at several of
these sites. In the opinion of management, including internal counsel, the
potential losses to the Company in excess of amounts already accrued arising
out of these matters will not have a material adverse effect on the Company's
financial position or overall trends in results of operations, even if joint
and several liability were to be assessed.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
14
PART II **
----------
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND
RELATED STOCKHOLDER MATTERS
(a) Reference is made to the information regarding market, market price
range and dividend information appearing under "Financial
Information by Quarter (Unaudited)" on page 25 of the Registrant's
1997 Annual Report to Stockholders which information is hereby
incorporated by reference.
(b) As of February 28, 1998, there were approximately 179,000
registered holders of record of the Registrant's Common Stock.
(c) Unregistered sales of equity securities.
For the fiscal quarter ended December 27, 1997, the Company sold 19.8 million
put warrants to banks and investment banks during October and November, and
received proceeds of $98 million. The put warrants entitle the holder of each
warrant to sell to the Company, by physical delivery, one share of Common Stock
at a specified price. They expire on various dates between February and June
1998 and have exercise prices ranging from $68 to $78 per share, with an
average exercise price of $74. All of these transactions were exempt from
registration under Section 4(2) of the Securities Act of 1933, as amended.
Each transaction was privately negotiated and each offeree and purchaser was
an accredited investor/qualified institutional buyer. No public offering or
public solicitation was used by the registrant in the placement of these
securities.
ITEM 6. SELECTED FINANCIAL DATA
Reference is made to the information regarding selected financial data for the
fiscal years 1993 through 1997, under the heading "Financial Summary" on page
20 of the Registrant's 1997 Annual Report to Stockholders, which information
is hereby incorporated by reference.
In addition, the ratios of earnings to fixed charges for each of the five years
in the period ended December 27, 1997 are as follows:
Fiscal Year
------------------------------------------------
1993 1994 1995 1996 1997
54x 39x 68x 108x 206x
Fixed charges consist of interest expense and the estimated interest component
of rent expense.
15
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Reference is made to the information appearing under the heading "Management's
Discussion and Analysis of Financial Condition and Results of Operations" on
pages 21 through 25 of the Registrant's 1997 Annual Report to Stockholders,
which information is hereby incorporated by reference.
Intel's 1998 Step-Up Warrants expired on March 14, 1998. Between December 27,
1997 and March 14, 1998, 78 million Warrants were exercised at $20.875 per
Warrant, and the Company received proceeds of approximately $1.6 billion.
Between December 27, 1997 and March 25, 1998, Intel repurchased 22 million
shares of Common Stock under the Company's authorized stock repurchase program
at a cost of $1.8 billion, including 1.7 million shares for $127 million upon
the exercise of outstanding put warrants. During the same period, 9.8 million
previously outstanding put warrants expired unexercised. As of March 25, 1998,
the Company had the potential obligation to repurchase 14.8 million shares of
Common Stock at an aggregate price of $1.2 billion under outstanding put
warrants. These put warrants expire on various dates between May 1998 and
August 1998 and have exercise prices ranging from $69 to $95 per share, with
an average exercise price of $80. On March 25, 1998, the Company's Board of
Directors approved an increase of up to 100 million additional shares in the
Company's repurchase program. This increase brings the total authorization to
380 million shares. After allowing for shares to cover outstanding put
warrants, 129.8 million shares remain available for repurchase under the
repurchase authorization as of March 25, 1998.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Reference is made to the information appearing under the subheading "Financial
Market Risks" under the heading "Management's Discussion and Analysis of
Financial Condition and Results of Operations" on page 23 of the Registrant's
1997 Annual Report to Stockholders, which information is hereby incorporated
by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Consolidated financial statements of Intel Corporation at December 27, 1997 and
December 28, 1996 and for each of the three years in the period ended December
27, 1997 and the Report of Independent Auditors thereon and Intel Corporation's
unaudited quarterly financial data for the two-year period ended December 27,
1997 are incorporated by reference from the Registrant's 1997 Annual Report to
Stockholders, on pages 4 through 20 and page 25.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
16
PART III
--------
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Reference is made to the information regarding Directors and Executive Officers
appearing under the heading "Election of Directors" on pages 2 through 5 of the
Registrant's Proxy Statement related to the 1998 Annual Meeting of Stockholders
(the "1998 Proxy Statement"), which information is hereby incorporated by
reference, and to the information under the heading "Executive Officers" in
Part I hereof.
ITEM 11. EXECUTIVE COMPENSATION
Reference is made to the information appearing under the headings "Directors'
Compensation," "Compensation Committee Interlocks and Insider Participation,"
and "Executive Compensation," on pages 7, 12 and 14 through 16, respectively,
of the 1998 Proxy Statement, which information is hereby incorporated by
reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
Reference is made to information appearing in the 1998 Proxy Statement, under
the heading "Security Ownership of Certain Beneficial Owners and Management,"
on pages 17 and 18, which information is hereby incorporated by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Reference is made to information appearing in the 1998 Proxy Statement, under
the heading "Certain Relationships and Related Transactions," on page 12,
which information is hereby incorporated by reference.
17
PART IV
-------
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
(a) 1. Financial Statements
The financial statements listed in the accompanying index to
financial statements and financial statement schedules are
filed or incorporated by reference as part of this annual
report.
2. Financial Statement Schedule
The financial statement schedule listed in the accompanying
index to financial statements and financial statement
schedules is filed as part of this annual report.
3. Exhibits
The exhibits listed in the accompanying index to exhibits
are filed or incorporated by reference as part of this annual
report.
(b) Reports on Form 8-K
On October 15, 1997, Intel filed a report on Form 8-K relating
to financial information for Intel Corporation for the quarter
ended September 27, 1997 and forward-looking statements
relating to the Fourth Quarter of 1997, as presented in a
press release of October 14, 1997.
18
INDEX TO FINANCIAL STATEMENTS
AND FINANCIAL STATEMENT SCHEDULES
(Item 14 (a))
Reference Page
--------------
1997
Annual
Form Report to
10-K Stockholders
---- ------------
Consolidated Balance Sheets-
December 27, 1997 and December 28, 1996 ................................5
Consolidated Statements of Income for
the years ended December 27, 1997,
December 28, 1996 and December 30, 199 .................................4
Consolidated Statements of Cash Flows
for the years ended December 27, 1997,
December 28, 1996 and December 30, 1995 .................................6
Consolidated Statements of Stockholders'
Equity for the years ended December 27, 1997,
December 28, 1996 and December 30, 1995 .................................7
Notes to Consolidated Financial Statements-
December 27, 1997, December 28, 1996 and
December 30, 1995 .....................................................8-18
Report of Ernst & Young LLP, Independent Auditors ..........................19
Supplementary Information (unaudited)
Financial Information by Quarter .........................................25
Schedule for years ended December 27, 1997,
December 28, 1996 and December 30, 1995:
II- Valuation and Qualifying Accounts ....19
Schedules other than the one listed above are omitted for the reason that they
are not required or are not applicable, or the required information is shown in
the financial statements or notes thereto.
The consolidated financial statements listed in the above index, which are
included in the Company's 1997 Annual Report to Stockholders, are hereby
incorporated by reference. With the exception of the pages listed in the
above index and the portions of such report referred to in Items 1, 5, 6, 7,
7A and 8 of this Form 10-K, the 1997 Annual Report to Stockholders is not to be
deemed filed as part of this report.
19
INTEL CORPORATION
-----------------
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
December 30, 1995, December 28, 1996 and December 27, 1997
(In Millions)
Additions
Balance at Charged to Balance
Beginning Costs and at End
of Year Expenses Deductions (A) of Year
------- -------- -------------- -------
1995
Allowance for Doubtful Receivables $32 $28 $ 3 $57
--- --- --- ---
1996
Allowance for Doubtful Receivables $57 $25 $14 $68
--- --- --- ---
1997
Allowance for Doubtful Receivables $68 $ 2 $ 5 $65
--- --- --- ---
(A) Uncollectible accounts written off, net of recoveries.
20
INDEX TO EXHIBITS
(Item 14(a))
Description
3.1 Intel Corporation Restated Certificate of Incorporation dated May 11,
1993 and Certificate of Amendment to the Restated Certificate of
Incorporation dated June 2, 1997.
3.2 Intel Corporation Bylaws as amended (incorporated by reference to
Exhibit 4.2 of Registrant's Registration Statement on Form S-8 as
filed on February 3, 1997).
4.1 Agreement to Provide Instruments Defining the Rights of Security
Holders (incorporated by reference to Exhibit 4.1 of Registrant's
Form 10-K as filed on March 28, 1986).
4.2 Warrant Agreement dated as of March 1, 1993, as amended between the
Registrant and Harris Trust and Savings Bank (as successor Warrant
Agent) related to the issuance of 1998 Step-Up Warrants to purchase
Common Stock of Intel Corporation (incorporated by reference to
Exhibit 4.6 of Registrant's Form 10-K as filed on March 25, 1993),
together with the First Amendment to Warrant Agreement dated as of
October 18, 1993, the Second Amendment to Warrant Agreement dated as
of January 17, 1994 (incorporated by reference to Exhibit 4.4 of the
Registrant's Form 10-K as filed on March 25, 1994), the Third
Amendment to Warrant Agreement dated as of May 1, 1995 (incorporated
by reference to Exhibit 4.2 of the Registrant's Form 10-K as filed
on March 29, 1996) and the Fourth Amendment to Warrant Agreement dated
as of May 21, 1997 (incorporated by reference to Exhibit 4.2 of the
Registrant's Form 10-Q as filed on August 11, 1997).
10.1* Intel Corporation 1984 Stock Option Plan as amended and restated,
effective March 26, 1997 (incorporated by reference to Exhibit 10.l of
Registrant's Form 10-K as filed on March 28, 1997).
10.2* Intel Corporation 1988 Executive Long Term Stock Option Plan as
amended and restated, effective March 26, 1997 (incorporated by
reference to Exhibit 10.2 of Registrant's Form 10-K as filed on
March 28, 1997).
10.3* Intel Corporation Executive Officer Bonus Plan as amended and
restated effective January 1, 1995 (incorporated by reference to
Exhibit 10.7 of Registrant's Form 10-Q for the quarter ended April 5,
1995 as filed on May 15, 1995).
10.4* Intel Corporation Sheltered Employee Retirement Plan Plus, as
amended and restated effective July 15, 1996 (incorporated by reference
to Exhibit 4.1.1 of Registrant's Registration Statement on Form S-8 as
filed on July 17, 1996).
10.5* Intel Corporation Special Deferred Compensation Plan (incorporated
by reference to Exhibit 4.1 of Registrant's Registration Statement on
Form S-8 as filed on February 2, 1998).
12. Statement Setting Forth the Computation of Ratios of Earnings to Fixed
Charges.
13. Portions of the Annual Report to Stockholders for fiscal year ended
December 27, 1997 expressly incorporated by reference herein.
21. Intel Subsidiaries.
23. Consent of Ernst & Young LLP, Independent Auditors.
27. Financial Data Schedules.
- ------------
* Compensation plans or arrangements in which directors and executive officers
are eligible to participate.
21
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
INTEL CORPORATION
- -----------------
Registrant
By /s/ F. Thomas Dunlap, Jr.
-------------------------
F. Thomas Dunlap, Jr.
Vice President and Secretary
March 25, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
/s/ Craig R. Barrett /s/ Gordon E. Moore
- -------------------- -------------------
Craig R. Barrett Gordon E. Moore
President, Chief Operating Chairman Emeritus
Officer and Director and Director
March 25, 1998 March 25, 1998
/s/ John Browne /s/ Arthur Rock
- --------------- ---------------
John Browne Arthur Rock
Director Director
March 24, 1998 March 25, 1998
/s/ Andy D. Bryant /s/ Jane E. Shaw
- ------------------ ----------------
Andy D. Bryant Jane E. Shaw
Vice President, Chief Financial Director
Officer, and Principal March 25, 1998
Accounting Officer
March 25, 1998 /s/Leslie L. Vadasz
-------------------
Leslie L. Vadasz
/s/ Winston H. Chen Director
- ------------------- March 25, 1998
Winston H. Chen
Director
March 25, 1998 /s/ David B. Yoffie
-------------------
David B. Yoffie
/s/ Andrew S. Grove Director
- ------------------- March 25, 1998
Andrew S. Grove
Chairman of the Board and
Director, Principal Executive /s/ Charles E. Young
Officer --------------------
March 25, 1998 Charles E. Young
Director
March 24, 1998
/s/ D. James Guzy
- -----------------
D. James Guzy
Director
March 25, 1998