Edgar Filing: MICROCHIP TECHNOLOGY INC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

SANGHI STEVE

2. Issuer Name and Ticker or Trading Symbol
MICROCHIP TECHNOLOGY INC [MCHP]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President, CEO, Chairman

(Last)

(First)

(Middle)

C/O MICROCHIP TECHNOLOGY INCORPORATED, 2355 WEST CHANDLER BOULEVARD

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2008

(Street)

CHANDLER, AZ 85224-6199

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/15/2008		S		1,945	D	$ 37.91	4,047,297 ⁽¹⁾	I	Held Directly and Indirectly by Trust ⁽¹⁾
Common Stock	05/15/2008		S		100	D	$ 37.9	4,047,197 ⁽²⁾	I	Held Directly and Indirectly by Trust ⁽²⁾
Common Stock	05/15/2008		S		1,538	D	$ 37.89	4,045,659 ⁽³⁾	I	Held Directly and Indirectly by Trust ⁽³⁾
Common Stock	05/15/2008		S		2,617	D	$ 37.88	4,043,042 ⁽⁴⁾	I	Held Directly and Indirectly by Trust ⁽⁴⁾
Common Stock	05/15/2008		S		2,445	D	$ 37.87	4,040,597 ⁽⁵⁾	I	Held Directly and Indirectly by Trust ⁽⁵⁾
Common Stock	05/15/2008		S		1,600	D	$ 37.86	4,038,997 ⁽⁶⁾	I	Held Directly and Indirectly by Trust ⁽⁶⁾
Common Stock	05/15/2008		S		1,612	D	$ 37.85	4,037,385 ⁽⁷⁾	I	Held Directly and Indirectly by Trust ⁽⁷⁾
Common Stock	05/15/2008		S		1,388	D	$ 37.84	4,035,997 ⁽⁸⁾	I	Held Directly and Indirectly by Trust ⁽⁸⁾
Common Stock	05/15/2008		S		3,598	D	$ 37.82	4,032,399 ⁽⁹⁾	I	Held Directly and Indirectly by Trust ⁽⁹⁾
Common Stock	05/15/2008		S		3,300	D	$ 37.81	4,029,099 ⁽¹⁰⁾	I	Held Directly and Indirectly by Trust ⁽¹⁰⁾
Common Stock	05/15/2008		S		6,302	D	$ 37.8	4,022,797 ⁽¹¹⁾	I	Held Directly and Indirectly by Trust
Common Stock	05/16/2008		S		2,100	D	$ 37.99	4,020,697 ⁽¹²⁾	I	Held Directly and Indirectly by Trust ⁽¹²⁾
Common Stock	05/16/2008		S		2,642	D	$ 37.98	4,018,055 ⁽¹³⁾	I	Held Directly and Indirectly by Trust
Common Stock	05/16/2008		S		8,958	D	$ 37.97	4,009,097 ⁽¹⁴⁾	I	Held Directly and Indirectly by Trust ⁽¹⁴⁾
Common Stock	05/16/2008		S		100	D	$ 37.96	4,008,997 ⁽¹⁵⁾	I	Held Directly and Indirectly by Trust
Common Stock	05/16/2008		S		437	D	$ 37.88	4,008,560 ⁽¹⁶⁾	I	Held Directly and Indirectly by Trust ⁽¹⁶⁾
Common Stock	05/16/2008		S		300	D	$ 37.85	4,008,260 ⁽¹⁷⁾	I	Held Directly and Indirectly by Trust ⁽¹⁷⁾
Common Stock	05/16/2008		S		200	D	$ 37.84	4,008,060 ⁽¹⁸⁾	I	Held Directly and Indirectly by Trust ⁽¹⁸⁾
Common Stock	05/16/2008		S		900	D	$ 37.83	4,007,160 ⁽¹⁹⁾	I	Held Directly and Indirectly by Trust ⁽¹⁹⁾
Common Stock	05/16/2008		S		1,531	D	$ 37.82	4,005,629 ⁽²⁰⁾	I	Held Directly and Indirectly by Trust ⁽²⁰⁾
Common Stock	05/16/2008		S		2,480	D	$ 37.81	4,003,149 ⁽²¹⁾	I	Held Directly and Indirectly by Trust ⁽²¹⁾
Common Stock	05/16/2008		S		37,252	D	$ 37.8	3,965,897 ⁽²²⁾	I	Held Directly and Indirectly by Trust
Common Stock	05/16/2008		G		7,706	D	$ 38.13	3,958,191 ⁽²³⁾	I	Held Directly and Indirectly by Trust ⁽²³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
SANGHI STEVE C/O MICROCHIP TECHNOLOGY INCORPORATED 2355 WEST CHANDLER BOULEVARD CHANDLER, AZ 85224-6199	X		President, CEO, Chairman

Signatures

Deborah L. Wussler, as Attorney-in-Fact		05/19/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Of the 4,047,297 shares held, 30,947 shares were held Directly; 4,016,350 shares were held by Trust.
(2)	Of the 4,047,197 shares held, 30,947 shares were held Directly; 4,016,250 shares were held by Trust.
(3)	Of the 4,045,659 shares held, 30,947 shares were held Directly; 4,014,712 shares were held by Trust.
(4)	Of the 4,043,042 shares held, 30,947 shares were held Directly; 4,012,095 shares were held by Trust.
(5)	Of the 4,040,597 shares held, 30,947 shares were held Directly; 4,009,650 shares were held by Trust.
(6)	Of the 4,038,997 shares held, 30,947 shares were held Directly; 4,008,050 shares were held by Trust.
(7)	Of the 4,037,385 shares held, 30,947 shares were held Directly; 4,006,438 shares were held by Trust.
(8)	Of the 4,035,997 shares held, 30,947 shares were held Directly; 4,005,050 shares were held by Trust.
(9)	Of the 4,032,399 shares held, 30,947 shares were held Directly; 4,001,452 shares were held by Trust.
(10)	Of the 4,029,099 shares held, 30,947 shares were held Directly; 3,998,152 shares were held by Trust.
(11)	Of the 4,022,797 shares held, 30,947 shares were held Directly; 3,991,850 shares were held by Trust.
(12)	Of the 4,020,697 shares held, 30,947 shares were held Directly; 3,989,750 shares were held by Trust.
(13)	Of the 4,018,055 shares held, 30,947 shares were held Directly; 3,987,108 shares were held by Trust.
(14)	Of the 4,009,097 shares held, 30,947 shares were held Directly; 3,978,150 shares were held by Trust.
(15)	Of the 4,008,997 shares held, 30,947 shares were held Directly; 3,978,050 shares were held by Trust.
(16)	Of the 4,008,560 shares held, 30,947 shares were held Directly; 3,977,613 shares were held by Trust.
(17)	Of the 4,008,260 shares held, 30,947 shares were held Directly; 3,977,313 shares were held by Trust.
(18)	Of the 4,008,060 shares held, 30,947 shares were held Directly; 3,977,113 shares were held by Trust.
(19)	Of the 4,007,150 shares held, 30,947 shares were held Directly; 3,976,213 shares were held by Trust.
(20)	Of the 4,005,629 shares held, 30,947 shares were held Directly; 3,974,682 shares were held by Trust.
(21)	Of the 4,003,149 shares held, 30,947 shares were held Directly; 3,972,202 shares were held by Trust.
(22)	Of the 3,965,897 shares held, 30,947 shares were held Directly; 3,934,950 shares were held by Trust.
(23)	Of the 3,958,191 shares held, 30,947 shares were held Directly; 3,927,244 shares were held by Trust.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.