<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>a4777240.txt
<DESCRIPTION>INTEL 8-K
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT
                        Pursuant to Section 13 or 15 (d)
                     of The Securities Exchange Act of 1934


                        Date of Report: December 2, 2004
                        (Date of earliest event reported)



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


   Delaware                0-06217                              94-1672743
   --------                -------                              ----------
  (State of              (Commission                          (IRS Employer
incorporation)           File Number)                      Identification No.)




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


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

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act
   (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4c))
<PAGE>


Item 7.01 REGULATION FD DISCLOSURE

          Attached hereto as Exhibit 99.1 and incorporated by reference herein
          is the text of Intel Corporation's announcement regarding an
          update to forward-looking statements relating to 2004 and the
          fourth quarter of 2004 as presented in a press release of
          December 2, 2004. The information in this report shall be deemed
          incorporated by reference into any registration statement
          heretofore and hereafter filed under the Securities Act of 1933,
          as amended, except to the extent that such information is
          superceded by information as of a subsequent date that is
          included in or incorporated by reference into such registration
          statement. The information in this report shall not be treated as
          filed for purposes of the Securities Exchange Act of 1934, as
          amended.
<PAGE>
                                   SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                             INTEL CORPORATION
                                             (Registrant)


Date: December 2, 2004                 By:   /s/ Andy D. Bryant
                                            ------------------------------------
                                            Andy D. Bryant
                                            Executive Vice President,
                                            Chief Financial Officer and
                                            Principal Accounting Officer

</TEXT>
</DOCUMENT>