8-K

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: July 13, 2007
(Date of earliest event reported)

Maxim Integrated Products, Inc.
(Exact name of registrant as specified in its charter)

 

Delaware	0-16538	94-2896096
(State of other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

120 San Gabriel Drive
Sunnyvale, California    94086
(Address of principal executive offices including zip code)

(408) 737-7600
(Registrant's telephone number, including area code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

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 3.01    Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

(a). Maxim Integrated Products, Inc. ("Maxim") issued a press release on July 17, 2007 announcing that the Board of Directors of The NASDAQ Stock Market LLC (the "NASDAQ Board"), pursuant to its discretionary authority under Marketplace Rule 4809, has called for review the July 9, 2007 decision of the NASDAQ Listing and Hearing Review Council (the "Listing Council") regarding Maxim. The NASDAQ Board has determined to stay the Listing Council's decision to suspend the Company's securities from trading, and Maxim's common stock will remain listed on the NASDAQ Stock Market pending further consideration by the NASDAQ Board. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is filed herewith:

Exhibit No.	Description
99.1	Text of press release issued by Maxim Integrated Products, Inc. dated July 17, 2007

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 thereunto duly authorized.

Maxim Integrated Products, Inc.

By:   /s/ Alan Hale        Alan Hale
       Vice President and Chief Financial Officer

Date: July 18, 2007

EXHIBIT INDEX

Exhibit No.	Description
99.1	Text of press release issued by Maxim Integrated Products, Inc. dated July 17, 2007.      PDF provided as a courtesy

EX-99.1

Press Information

FOR IMMEDIATE RELEASE
NASDAQ SYMBOL MXIM

Contact:      Mark Casper, Associate General Counsel
                       (408) 737-7600

NASDAQ'S BOARD OF DIRECTORS GRANTS STAY REGARDING MAXIM COMMON STOCK

SUNNYVALE, CA-July 17, 2007-Maxim Integrated Products, Inc. (NASDAQ: MXIM) announced that on July 13, 2007 it received a letter from The NASDAQ Stock Market LLC advising that in response to a request by the Company, the Board of Directors of The NASDAQ Stock Market LLC (the "NASDAQ Board"), pursuant to its discretionary authority under Marketplace Rule 4809, has called for review the July 9, 2007 decision of the NASDAQ Listing and Hearing Review Council (the "Listing Council") regarding the Company.

In the interim, the NASDAQ Board has determined to stay the Listing Council's decision to suspend the Company's securities from trading. Consequently, Maxim's common stock will remain listed on the NASDAQ Stock Market pending further consideration by the NASDAQ Board.

Maxim is seeking to regain compliance with NASDAQ's listing requirements as soon as practicable.

About Maxim
Maxim Integrated Products is a leading international supplier of quality analog and mixed-signal products for applications that require real world signal processing.

- more -

Except for statements of historical fact, the statements in this press release are forward-looking under the Private Securities Litigation Reform Act of 1995. The forward-looking statements include statements regarding the Company's intention to regain compliance with all NASDAQ listing requirements as soon as practicable. The forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from the statements made. The potential risks and uncertainties include, among others, the fact that the SEC inquiry relating to the Company's historical stock option grants and practices is ongoing, that Maxim is unable to predict with certainty when it may be able to file any future SEC reports; uncertainty of the Company's ability to file the required reports with the SEC within the timeframes necessary to prevent delisting of its common stock on NASDAQ; the risk that the review undertaken by the United States Attorney for the Northern District of California relating to the Company's historical stock option grants and practices is ongoing; the risk that the matters described in this press release could divert management's attention from operations; and the fact that expenses arising from the independent stock review and inquiries made by governmental agencies, the financial statement restatement, related litigation and other associated activities are expected to be significant.

All forward-looking statements included in this news release are made as of the date hereof, based on the information available to the Company as of the date hereof, and the Company assumes no obligation to update any forward-looking statement.

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