Sec Form 4 Filing - BANATAO DIOSDADO P @ MARVELL TECHNOLOGY GROUP LTD - 2004-04-23

Insider filing report for Changes in Beneficial Ownership
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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
BANATAO DIOSDADO P
2. Issuer Name and Ticker or Trading Symbol
MARVELL TECHNOLOGY GROUP LTD [ MRVL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
700 FIRST AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
04/23/2004
(Street)
SUNNYVALE, CA94089
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
Common Stock 04/23/2004 S 4,540 D $ 44.5926 1,198,500 D
Common Stock 04/26/2004 J 150,000 D 1,048,500 D
Common Stock 04/26/2004 J 150,000 A 1,214,900 I By Diosdado & Maria C. Banatao Trust
Common Stock 223,227 I By Tallwood Partners LLC
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
Put Option (Right to Sell) $ 0 04/26/2004 J( 2 ) 1 ( 2 ) 04/26/2007 Common Stock 150,000 $ 0 ( 2 ) 1 I By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell) ( 3 ) ( 4 ) ( 3 )( 4 ) 06/28/2005 Common Stock 300,000 1 I By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell) ( 3 ) ( 4 ) ( 3 )( 4 ) 09/09/2005 Common Stock 100,000 1 I By Diosado & Maria C. Banatao Trust
Put Option (Right to Sell) ( 3 ) ( 4 ) ( 3 )( 4 ) 09/23/2005 Common Stock 100,000 1 I By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell) ( 3 ) ( 4 ) ( 3 )( 4 ) 06/30/2006 Common Stock 280,000 1 I By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell) ( 3 ) ( 4 ) ( 3 )( 4 ) 10/13/2006 Common Stock 150,000 1 I By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell) ( 3 ) ( 4 ) ( 3 )( 4 ) 01/19/2007 Common Stock 134,900 1 I By Diosdado & Maria C. Banatao Trust
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BANATAO DIOSDADO P
700 FIRST AVENUE
SUNNYVALE, CA94089
X
Signatures
Diosdado Banatao 04/27/2004
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Transfer of shares from Disodado P. Banatao to The Diosdado & Maria C. Banatao Trust (the "Trust").
( 2 )The Reporting Person reports indirect ownership of a pre-paid forward contract (Right to Sell) held by the Trust entered into on 04/26/04 with a settlement date on April 26, 2007. The contract provides that the Trust deliver a certain number of shares at the end of the contract depending on the Issuer's common stock price on each such date. Exact pricing terms are determined in accordance with the contract.
( 3 )The Reporting Person also has indirect ownership of six prepaid forward contracts (Right to Sell) held by the Trust. The contracts provide that the Trust will deliver a certain number of shares at the end of the contract depending on the Issuer's common stock price on such date. 1) a contract for 300,000 shares was entered into on 06/28/02 with a settelement date on 06/28/05; 2) a contract for 100,000 shares was entered into on 09/10/02 with a settlement date on 09/09/05; 3) a contract for 100,000 shares was entered into on 09/23/02 with a settlement date on 09/23/05; 4) a contract for 280,000 shares was entered into on 07/02/03 with a settlement date on 06/30/06; 5) a contract for 150,000 shares was entered into on 10/14/03 with a settlement date on 10/13/06; 6) a contrct for 134,900 shares was entered into on 01/20/04 with a settlement date on 01/19/07.
( 4 )Continuation of Footnote No. 2: Exact pricing terms for each contract are determined on the respective settlement dates in accordance with the applicable contract.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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