Linear Technology (LLTC)

   Director Independence

     In July 2008, the Board of Directors undertook a review of the independence of its directors and director nominees and considered whether any such person had a material relationship with the Company or its management that could compromise his ability to exercise independent judgment in carrying out his responsibilities. As a result of this review, the Board of Directors affirmatively determined that all of the directors of the Company, with the exception of Mr. Swanson, the Company’s Executive Chairman and former Chief Executive Officer, and Mr. Maier, the Company’s current Chief Executive Officer, are independent of the Company and its management under applicable SEC and Nasdaq corporate governance standards. In addition, the Board determined that each of the members of the Audit Committee, the Compensation Committee and the Nominating Committee satisfies the definition of independent director as established by applicable SEC and Nasdaq standards.

     As part of each regularly scheduled meeting of the Board of Directors, the independent directors meet separately from management and the non-independent directors.

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