EFTA00584554.txt

"Steven Sinofsky, resigned from his employment with Microsoft Corporation ("Microsoft"), effective November 12—, 2012"

"Steven Sinofsky... and in exchange for that consideration we have chosen to sign this Resignation Agreement and Full and Final Release of Claims"

"MICROSOFT CORPORATION: By Lisa Brummel, Chief People Officer"

"Brad Smith, General Counsel, Microsoft Corporation"

"Microsoft agrees to pay Steven the value (i) of the shares of stock that would have vested and become payable under his Company stock awards"

"Microsoft and Steven acknowledge and agree that this Agreement contains the entire agreement of Microsoft and me"

"I INTENDED TO FULLY AND FINALLY RELEASE ANY AND ALL CLAIMS I MAY HAVE AGAINST MICROSOFT... EMPLOYEE: Steven Sinofsky"

"I INTENDED TO FULLY AND FINALLY RELEASE ANY AND ALL CLAIMS I MAY HAVE AGAINST MICROSOFT AND THE OTHER RELEASED PARTIES"

"disparaging statements relating to his employment with or separation from Microsoft"