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To: Kevin K. Spurway who wrote (5893)	4/30/1998 12:54:00 PM
From: Kenith Lee	Read Replies (2) \| Respond to of 6843

Kevin, Most people I know of usually "never" take procession of the shares. There is no incentive for insiders to take procession without disposing them unless he is planing an LBO or knowing more upside ahead. Most company will lend the exercise money upfront to the option holder should they elect to dispose the shares in open market. The company will then deduct the difference after 3 business (settlement) days. If they just take procession without selling, they will have to put up the money on their own and risk any downturns.

To: Kevin K. Spurway who wrote (5893)	4/30/1998 1:30:00 PM
From: Francis Chow	Respond to of 6843

I have another knock against the theory that the Intel insider sales are due to expiring 5 year options. Arthur Rock is selling 600,000 shares, and this is the first time he has sold any Intel shares. First of all, this is a large number of shares, making it unlikely these are simply expiring options. Second, this is the first time the man has sold any. I take it he has been with Intel more than five years. Guys, why not just apply Occam's Razor - the simplist reason is that these insiders, who know Intel's state of affairs better than we, expect a short term price decline. Those planning on taking cash would rather take it now.

To: Kevin K. Spurway who wrote (5893)	4/30/1998 1:47:00 PM
From: Tiley	Read Replies (1) \| Respond to of 6843

Kevin, Re"Stock Options", Looks like you guys are not too familiar with how stock options work in Silicon Valley. Typically there are two types of grants, Incentive and Non-Qualified. Most high tech companies offer Incentive SOs to most employees. However, the executives typically get Non-Qualified options (because the amounts are large). The two options differ in their tax treatment. ISO exercise could trigger AMT (26% to 28%) and in Intel's case because of the huge gains in the past 5 years, AMT is a given. Often employees would have to sell a portion of the exercised stock to pay the tax. Non-Qualified Option exercise immediately trigger a "disqualifying disposition" and the gains are taxed as ordinary income (for the executives its a fair guess it would be 39.6% fed, 10% state in CA.) and it is very likely that taxes on an exercise with huge gains would likely be paid with stock sales. For non-quals, there's no incentive to hold them (to qualify for LT cap gains), so typically you exercise, sell immediately, pay tax and pocket the rest - for non-quals. For ISOs you're well advised to find the AMT tax from somewhere else and hold the stock till it qualifies for LT cap gains. The point of all this - it is pretty likely that the sales are mostly tied to pay off tax liabilities due to expiring option exercise. Of course there could be other reasons too. However, most everyone I know at Intel is pretty optimistic about the future (despite near term problems) and expect to see at least another doubling of the stock in the next 2-3 years. In stark contrast, most everyone I know at AMD is anxiously waiting and hoping for the stock to get to mid 30s to get some gains. Of course, there is no guarantee that they're right, Best Wishes, MJ