FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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

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(Print or Type Responses)

1. Name and Address of Reporting Person * HERVEY GEORGE   2. Issuer Name and Ticker or Trading Symbol MARVELL TECHNOLOGY GROUP LTD [MRVL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) 700 FIRST AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 12/23/2004 (Street) SUNNYVALE, CA 94089 4. If Amendment, Date 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 (City) (State) (Zip) 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 12/23/2004   M   3,000 A $ 5 46,763 D   Common Stock 12/23/2004   S   3,000 D $ 35.45 43,763 D

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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 Underlying Securities (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 of Derivative Security: 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

Employee Stock Option (Right to Buy)

$ 5

12/23/2004

M

3,000

(1)

05/08/2010

Common Stock

258,800

$ 0

258,800

D

Employee Stock Option (Right to Buy)

$ 10.6875

(2)

01/02/2011

Common Stock

80,000

80,000

D

Employee Stock Option (Right to Buy)

$ 15.345

(3)

02/28/2012

Common Stock

80,000

80,000

D

Employee Stock Option (Right to Buy)

$ 6.935

(4)

10/16/2012

Common Stock

140,000

140,000

D

Employee Stock Option (Right to Buy)

$ 12.37

(5)

05/05/2013

Common Stock

100,000

100,000

D

Stock Option (Right to Buy)

$ 18.95

(6)

01/02/2014

Common Stock

140,000

140,000

D

Stock Option (Right to Buy)

$ 22.475

(7)

04/16/2014

Common Stock

17,840

17,840

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HERVEY GEORGE 700 FIRST AVENUE SUNNYVALE, CA 94089			Chief Financial Officer

Signatures

Matthew Gloss, by Power of Attorney		12/23/2004
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	This option becomes exerciseable as it vests as follows: Vests 20% on 04/26/01 and 25,334 shares per month beginning 05/26/01 until 04/26/05.
(2)	Of such 80,000 shares, vests 25% on 01/02/02 and 1,666 shares per month beginning 02/02/02 until 01/02/05; Options become exerciseable as they vest.
(3)	Of such 80,000 shares, vests 25% on 02/03/03, 16,666 shares on 12/03/03 and 1,666 shares per month beginning 01/03/04 until 02/03/06; Options become exerciseable as they vest.
(4)	Of such 140,000 shares, vests 140,000 shares on 10/16/07; Options become exerciseable as they vest.
(5)	Of such 100,000 shares, vests 100,000 shares on 05/05/06; Options become exerciseable as they vest.
(6)	Of such 140,000 shares, vests 140,000 shares on 01/02/08; Options become exerciseable as they vest.
(7)	Of such 17,840 shares, all shares are fully vested and exerciseable on 04/16/04.

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