Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Tu Lawrence	2. Issuer Name and Ticker or Trading Symbol DELL INC [ DELL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Senior Vice President
(Last)          (First)          (Middle) ONE DELL WAY	3. Date of Earliest Transaction (MM/DD/YYYY) 10/29/2013
(Street) ROUND ROCK, TX 78682 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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	10/29/2013		D		79738   (1)	D	$13.75	0	D
Common Stock	10/29/2013		D		67120   (2)	D	$13.75	0	D
Common Stock	10/29/2013		D		7500   (3)	D	$13.75	0	D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 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
Nonqualified Stock Options	$35.055	10/29/2013		D			217000   (4)	(5)	8/10/2014	Common Stock	217000	(6)	0	D
Nonqualified Stock Options	$40.17	10/29/2013		D			125000   (4)	(5)	3/3/2015	Common Stock	125000	(6)	0	D
Nonqualified Stock Options	$28.95	10/29/2013		D			125000   (4)	(5)	3/9/2016	Common Stock	125000	(6)	0	D
Nonqualified Stock Options	$22.275	10/29/2013		D			195189   (4)	(5)	3/8/2017	Common Stock	195189	(6)	0	D
Nonqualified Stock Options	$19.67	10/29/2013		D			265245   (4)	(5)	3/4/2018	Common Stock	265245	(6)	0	D
Nonqualified Stock Options	$14.99	10/29/2013		D			233489   (4)	(5)	3/26/2020	Common Stock	233489	(6)	0	D
Nonqualified Stock Options	$15.44	10/29/2013		D			323476   (4)	(7)	3/2/2021	Common Stock	323476	(6)	0	D

Explanation of Responses:
( 1)	Pursuant to the Agreement and Plan of Merger, dated as of February 5, 2013, as amended (the "Merger Agreement"), among Dell Inc. (the "Company"), Denali Holding Inc., Denali Intermediate Inc. and Denali Acquiror Inc., these shares were canceled and converted into the right to receive $13.75 in cash, without interest, less any applicable withholding taxes.
( 2)	Represents 67,120 unvested restricted stock units. Pursuant to the Merger Agreement, these restricted stock units were canceled and converted into the right to receive $13.75 per share subject to such restricted stock units, less any applicable withholding taxes, payable on the date such restricted stock units otherwise would have vested, subject to certain conditions.
( 3)	Represents 7,500 unvested shares of restricted stock. Pursuant to the Merger Agreement, these shares of restricted stock were canceled and converted into the right to receive $13.75 per share, less any applicable withholding taxes, payable on the date such shares of restricted stock otherwise would have vested, subject to certain conditions.
( 4)	These options to purchase shares of the Company's common stock were tendered by the reporting person to the Company in the Offer to Purchase for Cash Outstanding Options to Purchase Common Stock Under the Dell Inc. 2012 Long-Term Incentive Plan and the Dell Inc. Amended and Restated 2002 Long-Term Incentive Plan, which offer expired on October 29, 2013.
( 5)	Options were fully exercisable as of October 29, 2013.
( 6)	Each tendered option was canceled in exchange for the right to receive cash consideration, less any applicable withholding taxes, equal to (a) the number of shares of the Company's common stock underlying the option multiplied by (b) an amount equal to (i) the excess of $13.75 over the per share exercise price of the option if the per share exercise price was $13.05 or less, (ii) $0.70 if the per share exercise price of the option was $13.06 to $15.50, (iii) $0.40 if the per share exercise price of the option was $15.51 to $20.00, (iv) $0.20 if the per share exercise price of the option was $20.01 to $25.00, and (v) $0.10 if the per share exercise price of the option was $25.01 to $50.00. Notwithstanding the foregoing, pursuant to the terms of the offer, if any option holder elected to participate in the offer, in no event would the holder receive less than $300 for each option grant validly tendered and not withdrawn, less any applicable withholding taxes.
( 7)	Of the 323,476 options, 215,662 were fully exercisable as of October 29, 2013. The remaining 107,814 options would have vested on March 2, 2014.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Tu Lawrence ONE DELL WAY ROUND ROCK, TX 78682			Senior Vice President

Signatures
/s/ Janet B. Wright, Attorney-in-Fact		10/31/2013
** 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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