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

OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person *   Brummel Lisa E 2. Date of Event Requiring Statement (Month/Day/Year) 04/21/2005 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) Corporate Vice President 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 42,896 (1) D   Common Stock 379 I By 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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
Employee Stock Option (right to buy) (#0128191)	11/15/2004	07/02/2005	Common Stock	22,222	$ 24.1313	D	Â
Employee Stock Option (right to buy) (#0132500)	11/15/2004	07/02/2005	Common Stock	22,222	$ 24.1313	D	Â
Employee Stock Option (right to buy) (#0141024)	11/15/2004	07/30/2006	Common Stock	20,000	$ 38.6157	D	Â
Employee Stock Option (right to buy) (#0163268)	11/15/2004	07/30/2006	Common Stock	133,333	$ 38.6157	D	Â
Employee Stock Option (right to buy) (#0163268)	03/06/2005	03/06/2010	Common Stock	555,556	$ 40.7813	D	Â
Employee Stock Option (right to buy) (#0173074)	11/15/2004	04/24/2007	Common Stock	20,000	$ 29.9813	D	Â
Employee Stock Option (right to buy) (#0202721)	11/15/2004	04/24/2007	Common Stock	13,333	$ 29.9813	D	Â
Employee Stock Option (right to buy) (#0203271)	04/24/2005	04/24/2007	Common Stock	277,778	$ 29.9813	D	Â
Employee Stock Option (right to buy) (#0240181)	01/31/2005(2)	07/31/2010	Common Stock	333,333	$ 31.4157	D	Â
Employee Stock Option (right to buy) (#0285146)	02/20/2005(3)	02/20/2011	Common Stock	166,667	$ 25.1438	D	Â
Employee Stock Option (right to buy) (#0285147)	02/20/2005(4)	02/20/2011	Common Stock	277,778	$ 25.1438	D	Â
Employee Stock Option (right to buy) (#0364954)	01/31/2005(5)	07/31/2012	Common Stock	222,222	$ 21.591	D	Â
Performance Rights	08/31/2006(6)	08/31/2008	Common Stock	24,933 (7)	$ 0 (8)	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Brummel Lisa E C/O MICROSOFT CORPORATION ONE MICROSOFT WAY REDMOND, WA 98052-6399	Â	Â	  Corporate Vice President	Â

Signatures

Keith R. Dolliver, Attorney-in-Fact for Lisa E. Brummel		04/28/2005
**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 Stock Award for 5,333 shares, of which 1,777 shares will vest on July 31, 2005 and 1,778 shares will vest on each of July 31, 2006 and July 31, 2007. Includes Stock Award for 5,760 shares, of which 1,440 shars will vest on each of August 29, 2005, 2006, 2007 and 2008. Includes Stock Award for 8,000 shares, which will vest over 5 years at the rate of 20% each year beginning on August 31, 2005.
(2)	291,666 shares are vested and immediately exercisable. The remaining 41,667 shares will vest and become exercisable on July 31, 2005
(3)	125,000 shares are vested and immediately exercisable. 20,833 shares will vest and become exercisable on August 20, 2005 and 20,834 will vest and become exercisable on February 20, 2006
(4)	208,333 shares are vested and immediately exercisable. 34,722 shares will vest and become exercisable on August 20, 2005 and 34,723 will vest and become exercisable on February 20, 2006
(5)	83,333 shares are vested and immediately exercisable. 27,778 shares will vest and become exercisable on July 31, 2005, 27,777 shares will vest and become exercisable on January 31, 2006, and 27,778 shares will vest and become exercisable on each of July 31, 2006, January 31, 2007 and July 31, 2007
(6)	One-third of the number of shares of common stock ultimately awarded under the SPSA will be distributed to the reporting person on or about August 31, 2006 (the "initial vest date"), an additional one-third shall vest and distributed to the reporting person on each of the first and second anniversaries of the initial vest date, provided that the Reporting Person remains continuously employed through the applicable vesting date.
(7)	Represents the minimum number of shares of common stock issuable under a shared performance stock award ("SPSA") for the fiscal 2004-2006 performance period. The number of shares ultimately received depends on the company's performance against specified performance targets. At the end of the performance period, the number of shares of stock and stock awards will be determined by adjusting upward or downward from a target in a range between 33% and 150%. The number reported herein is based on the 33% minimum. The final performance percentage on which the payout will be based, considering company performance metrics established for the performance period, will be determined by the board or a board committee in its sole discretion. Shares of stock are issued at the end of the performance period and as the stock awards vest over the following two years, provided that the reporting person remains continuously employed through the applicable vest date.
(8)	1-for-1

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.