UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):  November 30, 2006

XILINX, INC.

(Exact name of registrant as specified in its charter)

Delaware

 

0-18548

 

77-0188631

(State or other
 jurisdiction of
 incorporation)

 

(Commission File
 Number)

 

(IRS Employer
 Identification No.)

 

2100 Logic Drive, San Jose, California

 

95124

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (408) 559-7778

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




Item 8.01 Other Events.

On November 30, 2006, Xilinx, Inc. (the “Company”) announced that the staff of the Securities and Exchange Commission has formally notified the Company that the staff’s investigation into the Company’s stock option practices has been terminated and that no enforcement action against the Company has been recommended to the Securities and Exchange Commission.  A copy of the related press release is furnished as Exhibit 99.1 to this report.

Item 9.01           Financial Statements and Exhibits:

(d)  Exhibits

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release of Xilinx, Inc. dated November 30, 2006.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

XILINX, INC.

 

 

 

 

Date: November 30, 2006

By:

 /s/

Thomas R. Lavelle

 

 

 

 

 

 

Thomas R. Lavelle

 

 

 

 

 

Vice President and General Counsel

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release of Xilinx, Inc. dated November 30, 2006.

 

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