ANNUAL MEETING OF SHAREHOLDERS OF

Meydenbauer Center, 11100 NE 6th Street, Bellevue, WA, 98004

November 1= 9, 2009 at 8:00 a.m.

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PROXY VOTING INSTRUCTIONS

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= COMPANY NUMBER
= ACCOUNT NUMBER =

INTERNET - A= ccess “www.voteproxy.com<= /b>” and follow the on-screen instructions. H= ave your proxy card available when you access the web page, and use the Company Number and Account Number shown on your proxy card.

TELEPHONE - C= all toll-free 1-800-PROXIES <= /b>(1-800-776-9437) in the United States or 1-718-921-8500 from foreign countries from any touch-tone telephone and follow the instructions. Have your proxy card available when you call and use the Company Number and Account Number shown on your proxy card.

Vote online/phone until 11:59 PM EST the day before the meeting.

MAIL - S= ign, date and mail your proxy card in the envelope provided as soon as possible.=

IN PERSON - You may vote your shares in person by attending = the Annual Meeting.



NOTICE OF INTERNET AVAILABILITY OF PROXY MATER= IAL: = The Notice of Meeting, proxy statement and proxy card are available at http://www.amstock.com/ProxyServices/Microsoft

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Please detach along perforated line and mail i= n the envelope provided IF you are not voting via telephone or the Inter= net.

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¢    9003333333333333300000= 0000000    8

111909

THE BOARD RECOMMENDS A VOTE “FOR”= ; EACH OF THE FOLLOWING NOMINEES, “FOR” PROPOSALS 10, 11 AND 12 AND “AGAINST” PROPOSALS 13 AND 14.

PLE= ASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE  x

Elec= tion of directors:

FOR

AGAINST

ABSTAIN

FOR

AGAINST

ABSTAIN

1. William H. Gat= es III

2. Steven A. Ball= mer

3. Dina Dublon

4. Raymond V. Gil= martin

5. Reed Hastings=

6. Maria Klawe

7. David F. Marqu= ardt

8. Charles H. Nos= ki

9. Helmut Panke

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10.

Ratification of the Selection of Deloitte & Touche LLP as the Company’s Independent Auditor

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11.

To Approve Amendments to Amended and Restated Articles of Incorporation

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12.

Advisory Vote on Executive Compensa= tion

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13.

Shareholder Proposal - Adoption of = Health Care Reform Principles

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14.

Shareholder Proposal - Disclosure of Charitable Contributions

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To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method.

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Signature of&n= bsp;Shareholder

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Date: <= span style=3D'mso-bidi-font-size:12.0pt'>

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Signature of&n= bsp;Shareholder

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Date: <= span style=3D'mso-bidi-font-size:12.0pt'>

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¢

Note:

Please sign exactly = as your name or names appear on this Proxy. When shares are held jointly, each ho= lder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full t= itle as such. If signer is a partnership, please sign in partnership name by authorized person.

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MICROSOFT CORPORAT= ION

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

As an alternativ= e to completing this form, you may enter your vote instruction by telephone at 1-800-PROXIES, or via the Internet at WWW.VOTEPROXY.COM and follow the simp= le instructions. Use the Company Number and Account Number shown on your proxy card.

= The undersigned hereby appoints WILLIAM H. GATES III and STEVEN A. BALLMER, and each of them, with full power of substitution, as proxies to vote the shares which the undersigned is entitled to vote at the Annual Meeting of the Comp= any to be held at the Meydenbauer Center, 11100 NE 6th Street, Bellevue, Washington, November 19, 2009 at 8:00 a.m. and at any adjournments thereof. Such shares shall be voted as indicated with respect to the propos= als listed on the reverse side hereof and in the discretion of the proxies on s= uch other matters as may properly come before the meeting or any adjournment thereof.

(Continued and to be signed on the reverse side)=


<= span style=3D'font-size:10.0pt'> &n= bsp; i	Please detach along perforated line and mail i= n the envelope provided IF you are not voting via telephone or the Inter= net.	i
¢ 9003333333333333300000= 0000000 8	111909


THE BOARD RECOMMENDS A VOTE “FOR”= ; EACH OF THE FOLLOWING NOMINEES, “FOR” PROPOSALS 10, 11 AND 12 AND “AGAINST” PROPOSALS 13 AND 14. PLE= ASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x
Elec= tion of directors:	FOR	AGAINST	ABSTAIN				FOR	AGAINST	ABSTAIN
1. William H. Gat= es III 2. Steven A. Ball= mer 3. Dina Dublon 4. Raymond V. Gil= martin 5. Reed Hastings= 6. Maria Klawe 7. David F. Marqu= ardt 8. Charles H. Nos= ki 9. Helmut Panke	¨ ¨ ¨ ¨ ¨ ¨ ¨ ¨ ¨	¨ ¨ ¨ ¨ ¨ ¨ ¨ ¨ ¨	¨ ¨ ¨ ¨ ¨ ¨ ¨ ¨ ¨		10.	Ratification of the Selection of Deloitte & Touche LLP as the Company’s Independent Auditor	¨	¨	¨
	11.	To Approve Amendments to Amended and Restated Articles of Incorporation	¨	¨	¨
	12.	Advisory Vote on Executive Compensa= tion	¨	¨	¨
	13.	Shareholder Proposal - Adoption of = Health Care Reform Principles	¨	¨	¨
	14.	Shareholder Proposal - Disclosure of Charitable Contributions	¨	¨	¨




To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method.	¨	= ;



Signature of&n= bsp;Shareholder	= ;	Date: <= span style=3D'mso-bidi-font-size:12.0pt'>	= ;	Signature of&n= bsp;Shareholder	= ;	Date: <= span style=3D'mso-bidi-font-size:12.0pt'>	= ;


¢	Note:	Please sign exactly = as your name or names appear on this Proxy. When shares are held jointly, each ho= lder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full t= itle as such. If signer is a partnership, please sign in partnership name by authorized person.	= ¢