Edgar Filing: MARVELL TECHNOLOGY GROUP LTD

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 ^*

EINHORN DAVID

2. Issuer Name and Ticker or Trading Symbol
MARVELL TECHNOLOGY GROUP LTD [MRVL]

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

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See Footnotes (1)-(10)

(Last)

(First)

(Middle)

140 EAST 45TH STREET, FLOOR 24

3. Date of Earliest Transaction (Month/Day/Year)
04/03/2013

(Street)

NEW YORK, NY 10017

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 Shares	04/03/2013		S		16,400	D	$ 10.0853	1,965,197 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁴⁾
Common Shares	04/03/2013		S		1,400	D	$ 10.2274	1,963,797 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁴⁾
Common Shares	04/03/2013		S		164,813	D	$ 10.0853	11,164,792 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁵⁾
Common Shares	04/03/2013		S		14,303	D	$ 10.2274	11,150,489 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁵⁾
Common Shares	04/03/2013		S		120,500	D	$ 10.0853	19,088,159 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁶⁾
Common Shares	04/03/2013		S		10,400	D	$ 10.2274	19,077,759 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁶⁾
Common Shares	04/03/2013		S		92,800	D	$ 10.0853	7,038,200 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁷⁾
Common Shares	04/03/2013		S		8,000	D	$ 10.2274	7,030,200 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁷⁾
Common Shares	04/03/2013		S		81,400	D	$ 10.0853	5,895,887 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁸⁾
Common Shares	04/03/2013		S		7,000	D	$ 10.2274	5,888,887 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁸⁾
Common Shares	04/03/2013		S		76,300	D	$ 10.0853	5,778,995 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁹⁾
Common Shares	04/03/2013		S		6,600	D	$ 10.2274	5,772,395 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁹⁾
Common Shares	04/03/2013		S		3,400	D	$ 10.0853	315,600 ⁽²⁾ ⁽³⁾	I	See Footnote ⁽¹⁰⁾
Common Shares	04/03/2013		S		300	D	$ 10.2274	315,300 ⁽²⁾ ⁽³⁾	I	See Footnote ⁽¹⁰⁾
Common Shares	04/04/2013		S		18,200	D	$ 10.2443	1,945,597 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁴⁾
Common Shares	04/04/2013		S		1,500	D	$ 10.2004	1,944,097 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁴⁾
Common Shares	04/04/2013		S		182,884	D	$ 10.2443	10,967,605 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁵⁾
Common Shares	04/04/2013		S		14,800	D	$ 10.2004	10,952,805 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁵⁾
Common Shares	04/04/2013		S		133,600	D	$ 10.2443	18,944,159 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁶⁾
Common Shares	04/04/2013		S		10,800	D	$ 10.2004	18,933,359 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁶⁾
Common Shares	04/04/2013		S		102,900	D	$ 10.2443	6,927,300 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁷⁾
Common Shares	04/04/2013		S		8,400	D	$ 10.2004	6,918,900 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁷⁾
Common Shares	04/04/2013		S		90,300	D	$ 10.2443	5,798,587 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁸⁾
Common Shares	04/04/2013		S		7,300	D	$ 10.2004	5,791,287 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁸⁾
Common Shares	04/04/2013		S		84,700	D	$ 10.2443	5,687,695 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁹⁾
Common Shares	04/04/2013		S		6,900	D	$ 10.2004	5,680,795 ⁽¹⁾ ⁽²⁾ ⁽³⁾	I	See Footnote ⁽⁹⁾
Common Shares	04/04/2013		S		3,800	D	$ 10.2443	311,500 ⁽²⁾ ⁽³⁾	I	See Footnote ⁽¹⁰⁾
Common Shares	04/04/2013		S		300	D	$ 10.2004	311,200 ⁽²⁾ ⁽³⁾	I	See Footnote ⁽¹⁰⁾

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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
EINHORN DAVID 140 EAST 45TH STREET FLOOR 24 NEW YORK, NY 10017		X		See Footnotes (1)-(10)

Signatures

/s/ Daniel Roitman *, on behalf of David Einhorn		04/05/2013
^**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)	David Einhorn is the senior managing member of Greenlight Capital, L.L.C. ("Greenlight LLC"), DME Advisors GP, LLC ("DME GP") and DME Management GP, LLC ("DME Management GP"), and the president of Greenlight Capital, Inc. ("Greenlight Inc."). DME GP is the general partner of DME Advisors, LP ("DME") and DME Capital Management, LP ("DME CM").
(2)	One or more of the foregoing entities control the disposition and voting of common shares, par value $0.002 per share (the "Common Shares"), of Marvell Technology Group Ltd. ("Issuer"), owned by one or more of the following entities: Greenlight Capital, L.P. ("Greenlight Fund"), Greenlight Capital Qualified, L.P. ("Greenlight Qualified"), Greenlight Capital Offshore Partners ("Greenlight Offshore"), Greenlight Capital (Gold), LP ("Greenlight Gold"), Greenlight Capital Offshore Master (Gold), Ltd. ("Greenlight Gold Offshore"), Greenlight Masters Partners ("Greenlight Masters") and an account managed by DME (the "Managed Account," and, together with Greenlight Fund, Greenlight Qualified, Greenlight Offshore, Greenlight Gold, Greenlight Gold Offshore, Greenlight Masters, Greenlight LLC, Greenlight Inc., DME GP, DME, DME Management GP and DME CM, the "Greenlight Parties"), in the respective capacities and quantities further described in the footnotes below.
(3)	Pursuant to Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Act"), Mr. Einhorn and the Greenlight Parties disclaim beneficial ownership of the Common Shares except to the extent of their respective pecuniary interests therein. The filing of this Form 4 shall not be construed as an admission that David Einhorn or any of the Greenlight Parties is or was for the purposes of Section 16(a) of the Act, or otherwise, the beneficial owner of any of the Common Shares owned by Greenlight Fund, Greenlight Qualified, Greenlight Offshore, Greenlight Gold, Greenlight Gold Offshore, Greenlight Masters or the Managed Account.
(4)	As of the close of trading on April 4, 2013, Greenlight LLC controls the voting and disposition of 1,944,097 Common Shares through the account of Greenlight Fund, of which Greenlight LLC is the general partner. As the senior managing member of Greenlight LLC, Mr. Einhorn may be deemed to beneficially own the securities held by Greenlight Fund.
(5)	As of the close of trading on April 4, 2013, Greenlight LLC controls the voting and disposition of 10,952,805 Common Shares through the account of Greenlight Qualified, of which Greenlight LLC is the general partner. As the senior managing member of Greenlight LLC, Mr. Einhorn may be deemed to beneficially own the securities held by Greenlight Qualified.
(6)	As of the close of trading on April 4, 2013, Greenlight Inc. controls the voting and disposition of 18,933,359 Common Shares through the account of Greenlight Offshore. Greenlight Inc. is the investment manager of Greenlight Offshore. As the president of Greenlight Inc., Mr. Einhorn may be deemed to beneficially own the shares held by Greenlight Offshore.
(7)	As of the close of trading on April 4, 2013, DME controls the voting and disposition of 6,918,900 Common Shares through the Managed Account, for which DME serves as the investment manager. As the senior managing member of DME GP, which is the general partner of DME, Mr. Einhorn may be deemed to beneficially own the shares held by the Managed Account.
(8)	As of the close of trading on April 4, 2013, DME Management GP controls the voting and disposition of 5,791,287 Common Shares through the account of Greenlight Gold, of which DME Management GP is the general partner. As the senior managing member of DME Management GP, Mr. Einhorn may be deemed to beneficially own the securities held by Greenlight Gold.
(9)	As of the close of trading on April 4, 2013, DME CM controls the voting and disposition of 5,680,795 Common Shares through the account of Greenlight Gold Offshore, of which DME CM is the investment manager. As the senior managing member of DME GP, which is the general partner of DME CM, Mr. Einhorn may be deemed to beneficially own the shares held by Greenlight Gold Offshore.
(10)	As of the close of trading on April 4, 2013, Mr. Einhorn indirectly controls the voting and disposition of 311,200 Common Shares through the account of Greenlight Masters. Mr. Einhorn may be deemed to have indirect investment and/or voting power over Greenlight Masters through its general partners and/or investment manager.
Remarks: * The Power of Attorney executed by David Einhorn, authorizing the signatory to sign and file this Form 4 on David Einhorn's behalf, filed as Exhibit 99.2 to the Schedule 13G filed with the Securities and Exchange Commission on May 24, 2010 by the reporting persons with respect to the common stock of NCR Corporation, is hereby incorporated by reference.

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