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: March 4, 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)


                     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 first quarter of 2004
                     as presented in a press release of March 4, 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                     superceded by information as of a subsequent date that is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.


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

Date: March 4, 2004                  By:   /s/ Andy D. Bryant
                                          Andy D. Bryant
                                          Executive Vice President,
                                          Chief Financial Officer and
                                          Principal Accounting Officer