SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* BANATAO DIOSDADO P (Last) (First) (Middle) 700 FIRST AVENUE (Street) SUNNYVALE CA 94089 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MARVELL TECHNOLOGY GROUP LTD [ MRVL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 04/23/2004
	4. If Amendment, Date of 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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/23/2004		S		4,540	D	$44.5926	1,198,500	D
Common Stock	04/26/2004		J		150,000	D	(1)	1,048,500	D
Common Stock	04/26/2004		J		150,000	A	(1)	1,214,900	I	By Diosdado & Maria C. Banatao Trust
Common Stock								223,227	I	By Tallwood Partners LLC

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Put Option (Right to Sell)	$0	04/26/2004		J(2)		1		(2)	04/26/2007	Common Stock	150,000	$0(2)	1	I	By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell)	(3)(4)							(3)(4)	06/28/2005	Common Stock	300,000		1	I	By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell)	(3)(4)							(3)(4)	09/09/2005	Common Stock	100,000		1	I	By Diosado & Maria C. Banatao Trust
Put Option (Right to Sell)	(3)(4)							(3)(4)	09/23/2005	Common Stock	100,000		1	I	By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell)	(3)(4)							(3)(4)	06/30/2006	Common Stock	280,000		1	I	By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell)	(3)(4)							(3)(4)	10/13/2006	Common Stock	150,000		1	I	By Diosdado & Maria C. Banatao Trust
Put Option (Right to Sell)	(3)(4)							(3)(4)	01/19/2007	Common Stock	134,900		1	I	By Diosdado & Maria C. Banatao Trust

Explanation of Responses:

1. Transfer of shares from Disodado P. Banatao to The Diosdado & Maria C. Banatao Trust (the "Trust").

2. The Reporting Person reports indirect ownership of a pre-paid forward contract (Right to Sell) held by the Trust entered into on 04/26/04 with a settlement date on April 26, 2007. The contract provides that the Trust deliver a certain number of shares at the end of the contract depending on the Issuer's common stock price on each such date. Exact pricing terms are determined in accordance with the contract.

3. The Reporting Person also has indirect ownership of six prepaid forward contracts (Right to Sell) held by the Trust. The contracts provide that the Trust will deliver a certain number of shares at the end of the contract depending on the Issuer's common stock price on such date. 1) a contract for 300,000 shares was entered into on 06/28/02 with a settelement date on 06/28/05; 2) a contract for 100,000 shares was entered into on 09/10/02 with a settlement date on 09/09/05; 3) a contract for 100,000 shares was entered into on 09/23/02 with a settlement date on 09/23/05; 4) a contract for 280,000 shares was entered into on 07/02/03 with a settlement date on 06/30/06; 5) a contract for 150,000 shares was entered into on 10/14/03 with a settlement date on 10/13/06; 6) a contrct for 134,900 shares was entered into on 01/20/04 with a settlement date on 01/19/07.

4. Continuation of Footnote No. 2: Exact pricing terms for each contract are determined on the respective settlement dates in accordance with the applicable contract.

Remarks:

	Diosdado Banatao	04/27/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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