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Form: S-8

Initial registration statement for securities to be offered to employees pursuant to employee benefit plans

December 6, 2002

Published on December 6, 2002

Exhibit 4.1.4

Amendment Dated 12/9/99
to Adoption Agreement to the
Microchip Technology Inc.
Supplemental Retirement Plan

1.03 COVERAGE

(A) ONLY THOSE EMPLOYEES LISTED IN ATTACHMENT A WILL BE ELIGIBLE TO
PARTICIPATE IN THE PLAN.

(B) THE ENTRY DATE(S) SHALL BE (check one):

(1) [ ] the first day of each Plan Year.

(2) [ ] the first day of each Plan Year and the date six months
later.

(3) [ ] the first day of each Plan Year and the first day of the
fourth, seventh, and tenth months.

(4) [X] the first day of each month.

1.04 COMPENSATION

FOR PURPOSES OF DETERMINING CONTRIBUTIONS UNDER THE PLAN, COMPENSATION
SHALL BE AS DEFINED IN SECTION 2.01(a)(6), BUT EXCLUDING (check the
appropriate box(es)):

(A) [X] Overtime Pay.

(B) [X] Bonuses.

(C) [X] Commissions.

(D) [X] The value of a qualified or a non-qualified stock option granted
to an Employee by the Employer to the extent such value is
includable in the Employee's taxable income.

(E) [ ] No exclusions.

1.05 CONTRIBUTIONS

(A) DEFERRAL CONTRIBUTIONS THE EMPLOYER SHALL MAKE A DEFERRAL CONTRIBUTION
IN ACCORDANCE WITH SECTION 4.01 ON BEHALF OF EACH PARTICIPANT WHO HAS
AN EXECUTED SALARY REDUCTION AGREEMENT IN EFFECT WITH THE EMPLOYER FAR
THE PLAN YEAR (OR PORTION OF THE PLAN YEAR) IN QUESTION, NOT TO EXCEED
25% of COMPENSATION FOR THAT PLAN YEAR.

Effective: January 1 2000
Authorized Signer: /s/ Sue Flores
Date:12/9/99




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