8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): January 30, 2008

SILICON LABORATORIES INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-29823	74-2793174
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

400 West Cesar Chavez, Austin, TX          78701

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (512) 416-8500

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 (see General Instruction A.2. below):

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

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

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

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

Item 2.02. Results of Operations and Financial Condition

On January 30, 2008, Silicon Laboratories Inc. (“Silicon Laboratories”) issued a press release describing its results of operations for its fiscal quarter and year ended December 29, 2007.  A copy of the press release is attached as Exhibit 99 to this report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

99  Press Release of Silicon Laboratories Inc. dated January 30, 2008.

Use of Non-GAAP Financial Information

From time to time, Silicon Laboratories provides certain non-GAAP financial measures as additional information relating to its operating results.  The non-GAAP financial measurements provided in the press release furnished herewith do not replace the presentation of Silicon Laboratories’ GAAP financial results. These additional measurements merely provide supplemental information to assist investors in analyzing Silicon Laboratories’ financial position and results of operations; however, these measures are not in accordance with, or an alternative to, GAAP and may be different from non-GAAP measures used by other companies. Silicon Laboratories has chosen to provide this information to investors because it believes that such supplemental information enables them to perform meaningful comparisons of past, present and future operating results, and as a means to highlight the results of core ongoing operations.

Pursuant to the requirements of Regulation G, we have provided in the press release furnished with this report a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures.

The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section.  The information contained therein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Silicon Laboratories, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

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SIGNATURE

     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.

	SILICON LABORATORIES INC.
January 30, 2008	/s/ Paul V. Walsh, Jr.
Date	Paul V. Walsh, Jr. Vice President of Finance (Principal Accounting Officer)

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EXHIBIT INDEX

Exhibit No.	Description
99	Press release dated January 30, 2008 of the Registrant

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EX-99

Exhibit 99

SILICON LABORATORIES REPORTS EXCEPTIONAL FINANCIAL PERFORMANCE

—Company Completes a Third of the Share Repurchase Authorization —

AUSTIN, Texas — Jan. 30, 2008 — Silicon Laboratories Inc. (Nasdaq: SLAB), a leader in high-performance, analog-intensive, mixed-signal integrated circuits (ICs), today reported record revenue from continuing operations of $100 million for the fourth quarter, a 34 percent increase over the same period last year. Earnings per share for the quarter exceeded guidance, and the company surpassed its non-GAAP adjusted operating income target of 25 percent in the quarter, demonstrating the ability of the business to operate at model performance.

During the fourth quarter the company completed share repurchases totaling $112 million, bringing the total amount repurchased to over a third of the $400 million authorization in only five months.

Financial Results

2007 revenue from continuing operations of $337 million was an increase of 17 percent over 2006. Fourth quarter revenue increased sequentially by almost 14 percent, higher than expectations due primarily to stronger than anticipated demand from consumer device makers for the company’s microcontrollers and broadcast products. For the fourth quarter, GAAP gross margin increased to 63.5 percent, GAAP operating income was $14.5 million, and GAAP diluted earnings per share from continuing operations was $0.28. For the full year, GAAP diluted earnings per share from continuing operations increased to $0.70. Including discontinued operations, GAAP diluted earnings per share totaled $3.64.

The following non-GAAP results exclude $11.9 million in non-cash charges. Non-GAAP gross margin increased to 63.9 percent, well above expectations due to strong margin performance

across the product lines. Operating expenses were slightly lower than forecasted, declining as a percent of revenue to 37.6 percent, resulting in non-GAAP operating income of $26.3 million, or 26.3 percent of revenue. This was significantly above guidance and exceeded the company’s target of 25 percent. Non-GAAP diluted earnings per share from continuing operations was a record $0.46 for the quarter and $1.30 for all of 2007, representing a year over year increase of 142 percent and 65 percent, respectively.

 “In four quarters, the company has been able to achieve a level of financial performance that very few companies in our sector can deliver,” said Bill Bock, chief financial officer. “We were able to reduce operating expenses, accelerate revenue and improve the gross margin profile, more than doubling operating income and earnings per share.”

The reconciling charges are set forth in the financial measures table included below.

Business Summary

Fourth quarter revenue growth was driven by the broadcast, microcontrollers and timing businesses. Broadcast products and microcontrollers experienced double-digit sequential growth rates fueled by demand for products shipping into consumer devices such as handsets and portable navigation devices. Design win activity remained strong across the business and particularly in microcontrollers, which recorded over seven thousand development kit shipments.

“The results speak for themselves,” said Necip Sayiner, president and chief executive officer of Silicon Laboratories. “We have a strong portfolio of differentiated products, we are continuing to diversify to expand our market reach and customer base, and we are investing in R&D to fund future growth. We will continue to focus on R&D execution and operational excellence in our business as we monitor the uncertainties in the macroeconomic environment.”

For the first quarter of 2008, the company is guiding revenue in the range of $93 to $97 million.

Webcast and Conference Call

A conference call discussing the fourth quarter results will follow this press release today at 7:30 a.m. Central Time.

An audio webcast will be available simultaneously on Silicon Laboratories’ website under Investor Relations (www.silabs.com).  A replay will be available after the call at the same website listed above or by calling 800-839-2341 or +1 203-369-3138 (international). Replays will be available through February 13, 2008.

About Silicon Laboratories Inc.

Silicon Laboratories Inc. is a leading designer of high-performance, analog-intensive, mixed-signal integrated circuits (ICs) for a broad range of applications. Silicon Laboratories’ diverse portfolio of highly integrated, patented solutions is developed by a world-class engineering team with expertise in cutting-edge mixed-signal design. The company has design, engineering, marketing, sales and applications offices throughout North America, Europe and Asia. For more information about Silicon Laboratories, please visit www.silabs.com.

Forward Looking Statements

This press release contains forward-looking statements based on Silicon Laboratories’ current expectations. The words “believe,” “estimate,” “expect,” “intend,” “anticipate,” “plan,” “project,” “will” and similar phrases as they relate to Silicon Laboratories are intended to identify such forward-looking statements. These forward-looking statements reflect the current views and assumptions of Silicon Laboratories and are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. Among the factors that could cause actual results to differ materially from those in the forward-looking statements are the following: risks that Silicon Laboratories may not be able to maintain its historical growth; quarterly fluctuations in revenues and operating results; volatile stock price; average selling prices of products may decrease significantly and rapidly, dependence on a limited number of products and customers; difficulties developing new products that achieve market acceptance; risks that Silicon Laboratories may not be able to manage strains associated with its growth (including risks associated with the implementation of its enterprise resource planning system); dependence on key personnel; difficulties managing our manufacturers and subcontractors; difficulties managing international activities; credit risks associated with our accounts receivable; geographic concentration of manufacturers, assemblers, test service providers and customers in the Pacific Rim that subjects Silicon Laboratories’ business and results of operations to risks of

natural disasters, epidemics, war and political unrest; product development risks; inventory-related risks; intellectual property litigation risks; risks associated with acquisitions and divestitures; the competitive and cyclical nature of the semiconductor industry and other factors that are detailed in Silicon Laboratories’ filings with the SEC. Silicon Laboratories disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Note to editors: Silicon Laboratories, Silicon Labs and the Silicon Labs logo are trademarks of Silicon Laboratories Inc. All other product names noted herein may be trademarks of their respective holders.

CONTACT: Silicon Laboratories Inc., Shannon Pleasant, (512) 464 9254, shannon.pleasant@silabs.com

Silicon Laboratories Inc.

Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

	Three Months Ended						Twelve Months Ended
	December 29, 2007			December 30, 2006			December 29, 2007			December 30, 2006
Revenues	$	100,111		$	74,612		$	337,461		$	288,156
Cost of revenues	36,565			29,229			130,225			100,678
Gross profit	63,546			45,383			207,236			187,478
Operating expenses:
Research and development	21,524			23,110			89,320			89,804
Selling, general and administrative	27,551			21,258			94,819			89,022
In-process research and development	—			—			—			2,600
Operating expenses	49,075			44,368			184,139			181,426
Operating income	14,471			1,015			23,097			6,052
Other income (expense):
Interest income	6,523			3,394			24,525			13,745
Interest expense	(101		)	(236		)	(628		)	(872		)
Other income (expense), net	(87		)	399			(469		)	744
Income from continuing operations before income taxes	20,806			4,572			46,525			19,669
Provision for income taxes	4,888			222			6,838			4,326
Income from continuing operations	15,918			4,350			39,687			15,343
Income from discontinued operations, net of income taxes	5,399			873			165,149			15,815
Net income	$	21,317		$	5,223		$	204,836		$	31,158
Basic earnings per share:
Income from continuing operations	$	0.29		$	0.08		$	0.72		$	0.28
Net income	$	0.39		$	0.10		$	3.74		$	0.56
Diluted earnings per share:
Income from continuing operations	$	0.28		$	0.08		$	0.70		$	0.27
Net income	$	0.38		$	0.09		$	3.64		$	0.54
Weighted-average common shares outstanding:
Basic	54,377			54,715			54,826			55,346
Diluted	55,901			56,109			56,321			57,201

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures

(In thousands, except per share data)

Non-GAAP Income Statement Items	Three Months Ended December 29, 2007
	GAAP Measure		GAAP Percent of Revenue		Stock Compensation Expense		Relocation Charges		Non-GAAP Measure		Non-GAAP Percent of Revenue
Revenues	$	100,111
Gross profit	63,546		63.5	%	$	440	$	—	$	63,986	63.9	%
Operating expenses	49,075		49.0	%	10,610		804		37,661		37.6	%
Operating income	14,471		14.5	%	11,050		804		26,325		26.3	%

Non-GAAP Diluted Earnings Per Share	Three Months Ended December 29, 2007
	GAAP Measure		Stock Compensation Expense		Relocation Charges		Non-GAAP Measure
Income from continuing operations	$	15,918	$	9,025	$	523	$	25,466
Diluted shares outstanding	55,901		—		—		55,901
Diluted earnings per share from continuing operations	$	0.28					$	0.46

Non-GAAP Diluted Earnings Per Share	Twelve Months Ended December 29, 2007
	GAAP Measure		Stock Compensation Expense		Relocation Charges		Non-GAAP Measure
Income from continuing operations	$	39,687	$	33,223	$	523	$	73,433
Diluted shares outstanding	56,321		—		—		56,321
Diluted earnings per share from continuing operations	$	0.70					$	1.30

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures

(In thousands, except per share data)

(Continued)

Non-GAAP Diluted Earnings Per Share	Three Months Ended December 30, 2006
	GAAP Measure		Stock Compensation Expense		Non-GAAP Measure
Income from continuing operations	$	4,350	$	6,307	$	10,657
Diluted shares outstanding	56,109		—		56,109
Diluted earnings per share from continuing operations	$	0.08			$	0.19

Non-GAAP Diluted Earnings Per Share	Twelve Months Ended December 30, 2006
	GAAP Measure		Stock Compensation Expense		Relocation Charges		In-Process R&D		Non-GAAP Measure
Income from continuing operations	$	15,343	$	25,336	$	1,921	$	2,600	$	45,200
Diluted shares outstanding	57,201		—		—		—		57,201
Diluted earnings per share from continuing operations	$	0.27							$	0.79

Silicon Laboratories Inc.

Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

	December 29, 2007		December 30, 2006
Assets
Current assets:
Cash and cash equivalents	$	264,408	$	68,188
Short-term investments	308,566		318,104
Accounts receivable, net of allowance for doubtful accounts of $517 at December 29, 2007 and $421 at December 30, 2006	51,211		36,657
Inventories	28,587		22,016
Deferred income taxes	6,025		12,118
Prepaid expenses and other current assets	33,895		12,944
Current assets of discontinued operations	—		33,680
Total current assets	692,692		503,707
Property, equipment and software, net	28,157		34,070
Goodwill	73,199		65,680
Other intangible assets, net	18,077		20,271
Other assets, net	28,121		24,528
Non-current assets of discontinued operations	—		38,739
Total assets	$	840,246	$	686,995
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	33,321	$	26,438
Accrued expenses	26,397		23,051
Deferred income on shipments to distributors	28,448		20,568
Income taxes	5,226		15,063
Current liabilities of discontinued operations	—		16,502
Total current liabilities	93,392		101,622
Long-term obligations and other liabilities	43,309		15,641
Non-current liabilities of discontinued operations	—		1,050
Total liabilities	136,701		118,313
Commitments and contingencies
Stockholders’ equity:
Preferred stock—$0.0001 par value; 10,000 shares authorized; no shares issued and outstanding	—		—
Common stock—$0.0001 par value; 250,000 shares authorized; 52,810 and 54,802 shares issued and outstanding at December 29, 2007 and December 30, 2006, respectively	5		5
Additional paid-in capital	303,682		373,655
Retained earnings	399,858		195,022
Total stockholders’ equity	703,545		568,682
Total liabilities and stockholders’ equity	$	840,246	$	686,995

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