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 (date of earliest event reported): October 18, 2007

XILINX, INC.
(Exact name of registrant as specified in its charter)

Delaware	0-18548	77-0188631
(State or other	(Commission File	(IRS Employer
jurisdiction of	Number)	Identification No.)
incorporation)

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:

[ ]  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 October 18, 2007, Xilinx, Inc. issued a press release announcing results for the fiscal quarter ended September 29, 2007. A copy of this 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 October 18, 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 hereunto duly authorized.

	XILINX, INC.
Date: October 18, 2007	By:	/s/ Jon A. Olson
	Jon A. Olson
	Senior Vice President, Finance
	and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of Xilinx, Inc. dated October 18, 2007.

EX-99.1

Investor Relations Contact:
Lori Owen
Xilinx, Inc.
(408) 879-6911
ir@xilinx.com Exhibit 99.1

XILINX ANNOUNCES SECOND QUARTER FISCAL 2008 RESULTS

SAN JOSE, CA, OCTOBER 18, 2007 -- Xilinx, Inc. (Nasdaq: XLNX) today announced net revenues of $444.9 million in the second quarter of fiscal 2008, flat sequentially with the prior quarter and down 5% compared to the same quarter a year ago. Second quarter net income was $89.7 million, or $0.30 per diluted share.

The Xilinx Board of Directors declared a quarterly cash dividend of $0.12 per outstanding share of common stock, payable on December 5, 2007 to all stockholders of record at the close of business on November 14, 2007.

Additional second quarter comparisons are represented in the chart below:

GAAP Results
(In millions, except EPS)

							Growth Rates
	Q2 FY 2008		Q1 FY 2008		Q2 FY 2007		Q-T-Q		Y-T-Y
Net revenues	$	444.9	$	445.9	$	467.2	0	%	-5	%
Operating income	$	94.4	$	97.5	$	93.2	-3	%	1	%
Net income	$	89.7	$	84.3	$	93.0	6	%	-4	%
Diluted earnings per share	$	0.30	$	0.28	$	0.27	7	%	11	%

In spite of flat overall sales growth, sales from Asia Pacific reached record levels. Sales from Asia Pacific represented 30% of sales in the September quarter, up from 25% in the same quarter of the prior year and up from 13% in the same quarter five years ago. This growth is due to a combination of broad-based PLD adoption by customers within the region as well as the continuing trend by US and European companies to outsource manufacturing operations to the Asia Pacific region. Within Asia Pacific, sales from China and Korea recorded the strongest growth on a year-over-year basis driven primarily by increased activities in communications and consumer applications.

“I am pleased with our reduction in inventories as well as our continued operating expense control,” said Wim Roelandts, Xilinx chief executive officer. “Combined inventory at Xilinx and distribution decreased by nine days to 92 days in the September quarter. This is lower than we had anticipated entering the quarter and the lowest level in nearly four years. Additionally, operating expenses were lower than forecast.”

Business Review – September Quarter Fiscal 2008

• Total inventory days at Xilinx and distribution were 92 days, down from 101 days last quarter.
• Accounts receivable days sales outstanding were 48, up from 43 in the prior quarter.
• Capital expenditures and depreciation were $13 million and $14 million, respectively.

Net Revenues by Geography:
	Percentages			Growth Rates
	Q2	Q1	Q2
	FY 2008	FY 2008	FY 2007	Q-T-Q	Y-T-Y
North America	38%	39%	40%	-2%	-9%
Asia Pacific	30%	29%	25%	3%	14%
Europe	22%	22%	23%	-2%	-9%
Japan	10%	10%	12%	2%	-19%
Net Revenues by End Market:
	Percentages			Growth Rates
	Q2	Q1	Q2
	FY 2008	FY 2008	FY 2007	Q-T-Q	Y-T-Y
Communications	45%	45%	45%	1%	-6%
Industrial & Other	30%	32%	29%	-5%	0%
Consumer & Automotive	17%	15%	16%	8%	1%
Data Processing	8%	8%	10%	-1%	-24%
Net Revenues by Product*:
	Percentages			Growth Rates
	Q2	Q1	Q2
	FY 2008	FY 2008	FY 2007	Q-T-Q	Y-T-Y
New	30%	28%	22%	6%	29%
Mainstream	49%	50%	54%	-1%	-14%
Base	15%	16%	18%	-10%	-20%
Support	6%	6%	6%	4%	-2%

*Products are classified as follows:

New Products: Virtex™-5, Virtex-4, Spartan™-3, and CoolRunner™^- II products
Mainstream Products: Virtex-II, Spartan-II, CoolRunner and Virtex-E products
Base Products: Virtex, Spartan, XC4000 and XC9500 products
Support Products: Configuration solutions, HardWire, Software & Support/Services

Highlights –September Quarter Fiscal 2008:

• For the second consecutive quarter, Xilinx experienced strong sales from the domain optimized Virtex-4 FX family, which includes embedded transceiver and processing functionality. Sales from this family increased 170% in the second quarter versus the same quarter a year ago representing over 30% of the overall Virtex-4 family, up from 15% in the same quarter last year.
   
• Xilinx demonstrated its commitment to serving the high growth Asia Pacific market at the recent opening ceremonies for its new regional headquarters in Singapore. The headquarters provides infrastructure and support for all of Xilinx's activities in the region and includes facilities for research and development, marketing, manufacturing and testing, logistics warehousing and regional business operations. Xilinx is currently the largest PLD vendor in Asia Pacific, with 48% market segment share in CY2006.
   
• Xilinx received the Cisco Excellence in Delivery and Flexibility supplier appreciation award during the quarter. Xilinx was among an exclusive group of suppliers honored at Cisco’s recent 16^th annual supplier appreciation day and received the award based on its support of Cisco’s flexibility and lead-time requirements.

2

  Business Outlook – December Quarter Fiscal 2008

• Revenues are expected to be up 2% to 6% sequentially.
• Gross margin is expected to be between 62% and 63%.
• Operating expenses are expected to be approximately flat sequentially.
• Other income including interest expense is expected to be approximately $12 million.
• Tax rate is expected to be approximately 21%.
• Fully diluted share count is expected to be approximately 297 million shares.

Business Update – December Quarter Fiscal 2008

The Company expects to issue a third quarter business update press release after the market closes on Wednesday, December 5, 2007. Financial guidance to the investment community will be limited to the points mentioned in the business update document. Please sign up for a push email alert, which is available from our investor relations web site at http://www.investor.xilinx.com.

This release contains forward-looking statements and projections. Forward-looking statements and projections can often be identified by the use of forward-looking words such as “may,” “will,” “could,” “should,” “expect,” “believe,” “anticipate,” “estimate,” “continue,” “plan,” “intend,” “project” or other similar words. Undue reliance should not be placed on such forward-looking statements and projections, which speak only as of the date they are made. Actual events and results may differ materially from those in the forward-looking statements and are subject to risks and uncertainties including the general health of global economies as well as of the semiconductor industry, the health of our end markets and our customers' customers, our ability to forecast end customer demand, customer acceptance of our new products, the ability of our customers to manage their inventories, a high dependence on turns business, more customer volume discounts than expected, greater product mix changes than anticipated, fluctuations in manufacturing yields, our ability to deliver product in a timely manner, our ability to successfully manage production at multiple foundries, variability in wafer pricing, and other risk factors listed in our most recent Form 10-K.

About Xilinx

Xilinx, Inc. (NASDAQ: XLNX) is the worldwide leader of programmable logic solutions. Additional information about Xilinx is available at http://www.xilinx.com.

3

XILINX, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands, except per share amounts)

	Three Months Ended						Six Months Ended
	Sept. 29,		Sept. 30,		June 30,		Sept. 29,		Sept. 30,
	2007		2006		2007		2007		2006
Net revenues	$	444,894	$	467,180	$	445,912	$	890,806	$	948,542
Cost of revenues		170,122		180,580		168,478		338,600		372,639
Gross margin		274,772		286,600		277,434		552,206		575,903
Operating expenses:
Research and development		88,294		95,951		87,870		176,164		193,533
Selling, general and administrative		90,204		95,462		90,199		180,403		189,880
Amortization of acquisition-related intangibles		1,897		2,031		1,897		3,794		4,062
Stock-based compensation related to prior years		–		–		–		–		2,209
Total operating expenses		180,395		193,444		179,966		360,361		389,684
Operating income		94,377		93,156		97,468		191,845		186,219
Impairment loss on investments		–		–		–		–		(437	)
Interest and other, net		19,504		26,132		13,533		33,037		40,973
Income before income taxes		113,881		119,288		111,001		224,882		226,755
Provision for income taxes		24,183		26,242		26,723		50,906		51,218
Net income	$	89,698	$	93,046	$	84,278	$	173,976	$	175,537
Net income per common share:
Basic	$	0.30	$	0.27	$	0.28	$	0.58	$	0.52
Diluted	$	0.30	$	0.27	$	0.28	$	0.57	$	0.51
Cash dividends declared per common share	$	0.12	$	0.09	$	0.12	$	0.24	$	0.18
Shares used in per share calculations:
Basic		298,008		339,431		297,720		297,863		340,845
Diluted		302,226		343,192		303,198		302,604		346,734

XILINX, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

	Sept. 29,		March 31,
	2007		2007
	(Unaudited)		(1)
ASSETS
Current assets
Cash, cash equivalents and short-term investments	$	1,221,288	$	1,137,915
Accounts receivable, net		236,600		182,295
Inventories		128,954		174,572
Deferred tax assets and other current assets		185,296		205,320
Total current assets		1,772,138		1,700,102
Net property, plant and equipment		414,827		413,036
Long-term investments		687,358		675,713
Investment in United Microelectronics Corporation		67,070		67,050
Other assets		327,065		323,454
Total Assets	$	3,268,458	$	3,179,355
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities	$	193,661	$	214,317
Deferred income on shipments to distributors		101,943		89,052
Total current liabilities		295,604		303,369
Convertible debentures		999,119		999,597
Deferred tax liabilities		90,175		102,329
Other long-term liabilities		41,504		1,320
Stockholders' equity		1,842,056		1,772,740
Total Liabilities and Stockholders' Equity	$	3,268,458	$	3,179,355
(1) Derived from audited financial statements

XILINX, INC.
SUPPLEMENTAL FINANCIAL INFORMATION
(Unaudited)
(In thousands)

	Three Months Ended									Six Months Ended
	Sept. 29,			Sept. 30,			June 30,			Sept. 29,			Sept. 30,
	2007			2006			2007			2007			2006
SELECTED CASH FLOW INFORMATION:
Depreciation	$	14,380		$	12,825		$	12,446		$	26,826		$	25,509
Amortization		4,604			4,467			4,605			9,209			8,953
Stock-based compensation		15,753			21,906			16,521			32,274			48,714
Net cash provided by operating activities		145,066			119,497			126,324			271,390			272,762
Purchases of property, plant and equipment		(13,019	)		(14,031	)		(15,599	)		(28,618	)		(26,989	)
Payment of dividends to stockholders		(35,683	)		(30,331	)		(35,718	)		(71,401	)		(61,161	)
Repurchases of common stock		(150,000	)		(125,000	)		-			(150,000	)		(250,000	)
Proceeds from issuance of common
stock to employees and excess tax benefit		30,738			31,137			48,046			78,784			68,699
STOCK-BASED COMPENSATION INCLUDED IN:
Cost of revenues	$	1,677		$	2,426		$	2,171		$	3,848		$	6,068
Research and development		7,247			9,810			7,301			14,548			22,174
Selling, general and administrative		6,829			9,670			7,048			13,877			20,472