Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Hogan Kathleen T
2. Date of Event Requiring Statement (Month/Day/Year)
11/28/2014
3. Issuer Name and Ticker or Trading Symbol
MICROSOFT CORP [MSFT]
(Last)
(First)
(Middle)
C/O MICROSOFT CORPORATION, ONE MICROSOFT WAY
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Human Resources
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

REDMOND, WA 98052-6399
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 121,183 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hogan Kathleen T
C/O MICROSOFT CORPORATION
ONE MICROSOFT WAY
REDMOND, WA 98052-6399
      EVP, Human Resources  

Signatures

Keith R. Dolliver, Attorney-in-fact for Kathleen T. Hogan 12/01/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Includes an aggregate of 104,905 shares represented by stock awards that vest, subject to continued employment, as follows: 6,680 shares on February 28, 2015; 5,019 shares on August 29, 2015; 5,809 shares on August 30, 2015; 29,407 shares on August 31, 2015; 8,652 shares on February 29, 2016; 3,038 shares on August 29, 2016; 5,808 shares on August 30, 2016; 10,725 shars on August 31, 2016; 5,733 shares on February 28, 2017; 3,037 shares on August 29, 2017; 5,809 shares on August 30, 2017; 3,894 shares on August 31, 2017; 3,038 shares on February 28, 2018; 3,028 shares on August 29, 2018; 3,114 shares on August 30, 2018; 1,057 shares on February 28, 2019; and 1,057 shares on August 29, 2019.

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