SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Huang Charlie X.

(Last)

(First)

(Middle)

2655 SEELY AVENUE, BLDG 5

(Street)

SAN JOSE

95134

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/15/2008

3. Issuer Name and Ticker or Trading Symbol
CADENCE DESIGN SYSTEMS INC [ CDNS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr.VP,Bus.Dev., Chief of Staff

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	40,000	D
Common Stock	750	I	Restricted stock granted by the issuer to Reporting Person's spouse
Common Stock	420	I	As Custodian for Minor Children⁽¹⁾
Common Stock	144,488	I	Held by Trust⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-qualified Stock Option (right to buy)	⁽³⁾	03/09/2011	Common Stock	20,000	$24	D
Non-qualified Stock Option (right to buy)	⁽⁴⁾	09/21/2011	Common Stock	53,500	$15.485	D
Non-qualified Stock Option (right to buy)	⁽⁵⁾	07/31/2012	Common Stock	8,000	$12.625	D
Non-qualified Stock Option (right to buy)	⁽⁶⁾	02/15/2016	Common Stock	50,000	$16.8	D
Non-qualified Stock Option (right to buy)	⁽⁷⁾	05/15/2014	Common Stock	50,000	$21.58	D
Non-qualified Stock Option (right to buy)	⁽⁸⁾	02/01/2015	Common Stock	60,000	$10.61	D
Non-Qualified Stock Option (right to buy)	⁽⁹⁾	02/07/2013	Common Stock	5,000	$9.585	D
Non-qualified Stock Option (right to buy)	⁽¹⁰⁾	10/05/2011	Common Stock	3,500	$16.945	I	Option is held by spouse of the Reporting Person.
Non-qualified Stock Option (right to buy)	⁽¹¹⁾	07/31/2012	Common Stock	459	$12.625	I	Option is held by spouse of the Reporting Person.

Explanation of Responses:

1. These Securities are held in custodial accounts by spouse of Reporting Person for the minor children of Reporting Person and Reporting Person's spouse.

2. These securites are held by Huang-Zhang Trust U/A DTD 6/12/96, of which Reporting Person and Reporting Person's spouse are trustees.

3. Option was granted on March 9, 2001 and is fully vested.

4. Option was granted on September 21, 2001 and is fully vested.

5. Option was granted on July 31, 2002 and is fully vested.

6. Option was granted on February 15, 2006 and vests at a rate of 1/48th per month thereafer.

7. Option was granted on May 15, 2007 and vests at a rate of 1/48th per month thereafer.

8. Option was granted on February 1, 2008 and vests at a rate of 1/48th per month thereafter.

9. Option was granted on February 7, 2003 and is fully vested.

10. Option was granted to Susan Zhang, spouse of the Reporting Person, by the Issuer and Mrs. Zhang's employer, on October 5, 2001 and is fully vested.

11. Option was granted to Susan Zhang, spouse of the Reporting Person, by the Issuer and Mrs. Zhang's employer, on July 31, 2002 and is fully vested.

	James J. Cowie, Attorney-in-Fact for Charlie X. Huang	10/24/2008
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.