Intel 2005 Annual Report Download - page 151

2.95% Junior Convertible Subordinated Debentures due 2035
Intel Corporation, a corporation duly organized and validly existing under the laws of the State of Delaware (herein called the “ Company ”),
which term includes any successor corporation under the Indenture referred to on the reverse hereof), for value received hereby promises to pay to
Cede & Co., or registered assigns, the principal sum of One Billion Four Hundred Million United States Dollars ($1,600,000,000) (which amount may
from time to time be increased or decreased by adjustments made on the records of the Trustee, as custodian for the Depositary, in accordance with the
rules and procedures of the Depositary) on December 15, 2035. Payment of the principal of this Security shall be made by check mailed to the address
of the Holder of this Security specified in the register of Securities, or, at the option of the Company, by wire transfer in immediately available funds,
in such lawful money of the United States of America as at the time of payment shall be legal tender for the payment of public and private debts.
The issue date of this Security is December 16, 2005.
Reference is made to the further provisions of this Security set forth on the reverse hereof, including, without limitation, provisions giving the
Company the right to redeem this Security under certain circumstances and provisions giving the Holder the right to convert this Security into
Common Stock of the Company and to require the Company to repurchase this Security upon certain events, in each case, on the terms and subject to
the limitations referred to on the reverse hereof and as more fully specified in the Indenture. Such further provisions shall for all purposes have the
same effect as though fully set forth at this place. Capitalized terms used but not defined herein shall have such meanings as are ascribed to such terms
in the Indenture.
This Security shall be deemed to be a contract made under the laws of the State of New York, and for all purposes shall be construed in accordance
with and governed by the laws of said State.
This Security shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been manually signed
by the Trustee or a duly authorized authenticating agent under the Indenture.
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