Sec Form 4 Filing - SEIF MARGARET K @ ANALOG DEVICES INC - 2015-03-11

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 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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1. Name and Address of Reporting Person SEIF MARGARET K 2. Issuer Name and Ticker or Trading Symbol ANALOG DEVICES INC [ ADI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, Gen Counsel, Secretary (Last) (First) (Middle) P.O. BOX 9106, ONE TECHNOLOGY WAY 3. Date of Earliest Transaction (MM/DD/YY) 03/11/2015 (Street) NORWOOD, MA02062-9106 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Comm Stock-$.16-2/3 value 03/12/2015 M 1,000 A $ 37.52 7,368 D Comm Stock-$.16-2/3 value 03/12/2015 M 1,000 A $ 31.62 8,368 D Comm Stock-$.16-2/3 value 03/12/2015 M 1,000 A $ 19.57 9,368 D Comm Stock-$.16-2/3 value 03/12/2015 S( 1 ) 3,500 D $ 56.81 5,868 D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Non-Qualified Stock Option (right to buy) $ 57.29 03/11/2015 A 25,990 03/11/2016( 2 ) 03/11/2025 Comm Stock-$.16-2/3 value 25,990 $ 0 25,990 D Performance-Based Restricted Stock Unit $ 0 ( 3 ) 03/11/2015 A V 5,010 03/25/2018( 4 ) ( 4 ) Comm Stock-$.16-2/3 value 5,010 $ 0 5,010 D Restricted Stock Unit (RSU) $ 0 03/11/2015 A 5,010 03/11/2018( 5 ) ( 5 ) Comm Stock-$.16-2/3 value 5,010 $ 0 5,010 D Non-Qualified Stock Option (right to buy) $ 37.52 03/12/2015 M 1,000 01/04/2012( 6 ) 01/04/2021 Comm Stock-$.16-2/3 value 1,000 $ 0 10,232 D Non-Qualified Stock Option (right to buy) $ 19.57 03/12/2015 M 1,000 01/05/2010( 7 ) 01/05/2019 Comm Stock-$.16-2/3 value 1,000 $ 0 11,000 D Non-Qualified Stock Option (right to buy) $ 31.62 03/12/2015 M 1,000 01/05/2011( 8 ) 01/05/2020 Comm Stock-$.16-2/3 value 1,000 $ 0 3,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SEIF MARGARET K P.O. BOX 9106 ONE TECHNOLOGY WAY NORWOOD, MA02062-9106 SVP, Gen Counsel, Secretary Signatures Cynthia M. McMakin, Associate General Counsel, by Power of Attorney 03/13/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares were disposed of in an open market sale pursuant to a 10b5-1 trading plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. ( 2 )This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 11, 2015. ( 3 )Each Performance-Based Restricted Stock Unit (RSU) represents the right to receive, following vesting, up to 200% of one share of common stock of the Company. The resulting number of shares of common stock of the Company acquired upon vesting of the Performance-Based RSUs is contingent upon the achievement of pre-established performance parameters, as approved by the Company's Compensation Committee, over a three-year performance period beginning on the grant date and ending on the third anniversary of the grant date. ( 4 )Unless earlier forfeited under the terms of the Performance-Based RSU, each Performance-Based RSU vests and converts into no more than 200% of one share of common stock of the Company three years and 14 days after the grant date. ( 5 )The Restricted Stock Units granted to the Reporting Person on March 11, 2015 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU shall automatically convert into one (1) share of common stock of the Company. ( 6 )This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 4, 2011. ( 7 )This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2009. ( 8 )This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2010.

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