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

May 15, 2008

Date of Report (Date of earliest event reported)

Commission File No. 0-14225

EXAR CORPORATION

(Exact Name of registrant as specified in its charter)

Delaware	94-1741481
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

48720 Kato Road, Fremont, CA 94538

(Address of principal executive offices, zip code)

(510) 668-7000

(Registrant’s telephone number, including area code)

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))

INFORMATION TO BE INCLUDED IN THE REPORT:

ITEM 2.02. Results of Operations and Financial Condition

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

On May 15, 2008, Exar Corporation (“Exar”) issued a press release announcing its results for the fiscal fourth quarter and year ended March 30, 2008 and certain other information. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Exar reports its financial results in accordance with GAAP. Additionally, Exar from time to time supplements reported GAAP financials with non-GAAP measures which are included in related press releases and reports furnished to the SEC, copies of which are available at Exar’s website: http:// www.exar.com or the SEC’s website at: http:// www.sec.gov. For the period presented, we are disclosing non-GAAP gross margins, non-GAAP research and development expenses, non-GAAP selling, general and administrative expenses, non-GAAP operating expenses, non-GAAP operating income (loss), non-GAAP net income, and non-GAAP diluted earnings per share, which are adjusted to exclude from our GAAP results all stock-based compensation expense, amortization of acquired intangible assets, fair value adjustment of acquired inventories, merger-related costs, in-process research and development, separation costs of executive officers, goodwill and other intangible asset impairment, other than temporary loss on long-term investments, income tax effects, charge to establish deferred tax asset valuation allowance and an income tax benefit from the closure of a federal tax audit. These non-GAAP measures are presented in part to enhance the understanding of Exar’s historical financial performance and comparability between reporting periods. Exar believes the non-GAAP presentation, when shown in conjunction with the corresponding GAAP measures, provide relevant and useful information to analysts, investors, management and other interested parties following the semiconductor industry. For its internal purposes, Exar uses the foregoing non-GAAP measures to evaluate performance across reporting periods, determine certain employee benefits and plan for and forecast Exar’s future periods. These non-GAAP measures are not in accordance with, or an alternative for measures prepared in accordance with GAAP, and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. Exar believes that non-GAAP measures have limitations in that they do not reflect all of the amounts associated with Exar’s results of operations as determined in accordance with GAAP. These measures should only be used to evaluate Exar’s results of operations in conjunction with the corresponding GAAP measures.

A supplemental reconciliation of GAAP financial measures to Non-GAAP financial measures is included in the financial statements portion of the press release attached as Exhibit 99.1 to this current report.

ITEM 8.01. Other Events

On May 15, 2008, Exar issued a press release announcing its results for the fiscal fourth quarter and year ended March 30, 2008 and certain other information. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

ITEM 9.01. Financial Statements and Exhibits

(d) Exhibits.

99.1 Press Release of Exar Corporation dated May 15, 2008.

SIGNATURES

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

EXAR CORPORATION
By:	/S/ J. SCOTT KAMSLER	Date: May 15, 2008
	J. Scott Kamsler
	Senior Vice President and Chief Financial Officer
	(Principal Financial and Accounting Officer)

EXHIBIT INDEX

Exhibit
99.1	Press Release of Exar Corporation dated May 15, 2008.

EX-99.1

Exhibit 99.1

PRESS RELEASE

Contact:

For Release May 15, 2008

J. Scott Kamsler

Sr. Vice President and CFO

510-668-7110

Exar Corporation Reports Fiscal 2008 Fourth Quarter and Year End Results

Fremont, California, May 15, 2008 – Exar Corporation (NasdaqGM: EXAR), today reported financial results for its fiscal 2008 fourth quarter and year-ended, March 30, 2008.

Revenue

Net sales for the fourth quarter of fiscal 2008 were $28.3 million compared to net sales of $25.2 million for the prior quarter and to net sales of $15.7 million for the same period last year. Net sales for fiscal year 2008 were $89.7 million compared to net sales of $68.5 million for fiscal year 2007. Fiscal 2008 fourth quarter net sales exclude approximately $2.5 million of shipments (1) from Sipex distributor inventories held prior to the acquisition of Sipex and (2) to the Company's two primary distributors as a result of the change in revenue recognition to the sell-through method.

CEO Comment

“I welcome this opportunity and I am firmly committed to increasing revenue and achieving operational profitability,” said Pete Rodriguez, the Company’s president and chief executive officer. “We continue to be operationally cash flow positive, have strong customer engagements and provide proven technologies to capitalize on unique market opportunities. I am encouraged by our team's ongoing measures to continue to improve operations and I am optimistic about our prospects going forward.”

Gross Margin

On a GAAP basis, the gross margin for the fourth quarter of fiscal 2008 was 37.9% as compared to 30.0% for the prior quarter. On a non-GAAP basis, the gross margin for the fourth quarter of fiscal 2008 was 45.3% as compared to 47.3% for the prior quarter. Both the GAAP and Non-GAAP gross margins for the fourth quarter are net of costs of approximately two percent as a result of a product issue which is being addressed.

Impairment Charge

The results for the fiscal 2008 fourth quarter and year include a non-cash charge of $165.2 million, for the impairment of goodwill and other intangible assets related to the acquisition of

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Sipex. This charge resulted from the evaluation of the Company’s carrying value of goodwill and other intangible assets which was required under FASB Statements No. 142 and No. 144 as the Company’s market capitalization was below its net book value for an extended period. This impairment charge does not affect the Company’s business, its operations or its cash position.

Net Income

The GAAP net loss for the fiscal quarter ended March 30, 2008 was $172.4 million, or $3.77 loss per share, which included the $165.2 million impairment charge, compared to a net loss of $11.7 million, or $0.24 loss per share, in the previous quarter and net income of $1.3 million, or $0.03 diluted earnings per share, for the fiscal quarter ended March 31, 2007. The non-GAAP net loss for the fiscal quarter ended March 30, 2008 was $1.7 million, or $0.04 loss per share, as compared to the non-GAAP net loss of $1.8 million, or $0.04 loss per share, in the previous quarter, and non-GAAP net income of $2.7 million, or $0.07 diluted earnings per share, in the fourth quarter of fiscal 2007.

The GAAP net loss for fiscal year 2008 was $195.9 million, or $4.55 loss per share, as compared to net income of $8.0 million, or $0.22 diluted earnings per share, for the previous fiscal year. The non-GAAP net income for fiscal 2008 was $8.5 million, or $0.19 diluted earnings per share, as compared to non-GAAP net income of $13.5 million, or $0.37 diluted earnings per share, for the previous fiscal year.

Cash Flow

During the fourth quarter of fiscal 2008, the Company’s cash, cash equivalents and short-term marketable securities decreased by $34.5 million to approximately $269 million primarily as a result of $35.0 million used to repurchase approximately 4.5 million shares of the Company’s common stock at an average price of $7.77 per share. The Company generated cash from operations of $3.4 million in the March 2008 quarter and $13.8 million in fiscal year 2008.

Current Business Outlook

For the first quarter of fiscal 2009 ending June 29, 2008, the Company projects that net sales will increase to between $29.0 million and $31.5 million. The gross margin is expected to be between 44% and 46% on a GAAP basis and between 47% and 49% on a non-GAAP basis. Operating expenses are expected to be between $19.2 million and $19.7 million on a GAAP basis and between $17.2 million and $17.7 million on a non-GAAP basis.

The Company’s statements about its future financial performance, product introductions or operating plans are based on current information and expectations and the Company undertakes no duty to update such statements. These statements are forward-looking and actual results could differ materially due to various risks and uncertainties, some of which are described herein.

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Generally Accepted Accounting Principles

The Company reports its financial results in accordance with GAAP. Additionally, the Company from time to time supplements reported GAAP financials with non-GAAP measures which are included in related press releases and reports furnished to the SEC, copies of which are available at the Company’s website: http://www.exar.com or the SEC’s website at: http://www.sec.gov. For the period presented, we are disclosing non-GAAP gross margins, non-GAAP research and development expenses, non-GAAP selling, general and administrative expenses, non-GAAP operating expenses, non-GAAP operating income (loss), non-GAAP net income (loss), and non-GAAP diluted earnings (loss) per share, which are adjusted to exclude from our GAAP results all stock-based compensation expense, amortization of acquired intangible assets, fair value adjustment of acquired inventories, merger-related costs, in-process research and development, separation costs of executive officers goodwill and other intangible asset impairment, other than temporary loss on long-term investments, income tax effects, charge to establish deferred tax asset valuation allowance and an income tax benefit from the closure of federal tax audit. These non-GAAP measures are presented in part to enhance the understanding of the Company’s historical financial performance and comparability between reporting periods. The Company believes the non-GAAP presentation, when shown in conjunction with the corresponding GAAP measures, provide relevant and useful information to analysts, investors, management and other interested parties following the semiconductor industry. For its internal purposes, the Company uses the foregoing non-GAAP measures to evaluate performance across reporting periods, determine certain employee benefits as well as plan for and forecast the Company’s future periods. These non-GAAP measures are not in accordance with, or an alternative for measures prepared in accordance with GAAP, and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. The Company believes that non-GAAP measures have limitations in that they do not reflect all of the amounts associated with the Company’s results of operations as determined in accordance with GAAP. These measures should only be used to evaluate the Company’s results of operations in conjunction with the corresponding GAAP measures.

Results Conference Call

The Company invites investors, financial analysts, and the general public to listen to its conference call discussing the Company’s financial results for the fourth quarter of fiscal 2008, today, Thursday, May 15, 2008 at 1:30 p.m. PDT/4:30 p.m. EDT. To access the conference call, please dial (888) 428-4479 by 1:20 p.m. PDT/4:20 p.m. EDT and use conference ID number 920564. In addition, a live webcast will also be available. To access the webcast, please go to the Company's Investor Relations Homepage at: http://www.exar.com. A replay of the call will be available starting at 5:00 p.m. PDT/8:00 p.m. EDT this afternoon until 11:59 p.m. PDT on May 22, 2008/2:59 a.m. EDT on May 23, 2008. To access the replay, please dial (800) 475-6701 and use conference ID number 920564.

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Product Line Highlights

Power Management

Exar Launches 1.5 MHz, 600mA Step-Down Inductive Converter — Supports Systems with Universal Serial Bus (USB) Interface

http://www.exar.com/Common/Content/News.aspx?id=3630

Exar Offers Light Emitting Diode (LED) Driver with Inductive Boost Capabilities – Ideal for Space Constrained Backlighting Applications

http://www.exar.com/Common/Content/News.aspx?id=3592

Exar’s Light Emitting Diode (LED) Driver Delivers Reduced Board Space Requirements Critical in the Design of Handheld Electronics

http://www.exar.com/Common/Content/News.aspx?id=3568

Exar Announces New PowerBlox™ Solution — 29V Input, 4A Peak Output Current Buck Regulator in 8-Lead Surface Mount Power Package

http://www.exar.com/Common/Content/News.aspx?id=3538

Exar Continues to Provide New Solutions for Driving High Power Light Emitting Diodes (LEDs)

http://www.exar.com/Common/Content/News.aspx?id=3504

Exar Releases First in a Family of Boost Controllers Supporting Light Emitting Diode (LED) Lighting and General DC/DC Conversion

http://www.exar.com/Common/Content/News.aspx?id=3288

Communications

Exar Extends Market Proven EXstor™ Storage Product Family with Two eSATA Compliant Products: 2:1 eSATA Port Selector and 2:2 eSATA Two Port Selector/Multiplier Combo

http://www.exar.com/Common/Content/News.aspx?id=3578

Interface

Exar Adds 5V RS-485/RS-422 Half-Duplex Transceiver —

http://www.exar.com/Common/Content/News.aspx?id=3278

Safe Harbor Statement

The Company’s statements about its future financial performance, anticipated results in connection with the acquisition of Sipex Corporation, changes in gross margins, revenues and operating expenses, uncertain timing of expense reductions or synergies associated with corporate restructuring, internal initiatives, distribution and OEM trends, supply chain issues

PAGE 4 OF 5

among others, are forward-looking statements that involve risks and uncertainties. These risks and uncertainties include global economic, industry and market conditions, such as customer and distributor relationships; limited visibility associated with customer demand for the Company’s products; the possible loss of, or decrease in orders from, an important customer; adjustments in interest rates and cash balances; vendor capacity or throughput constraints; possible disruption in commercial activities as a consequence of terrorist activity, natural disasters, armed conflict or health issues; successful development, market acceptance and demand for the Company’s products, including those for which the Company has achieved design wins; competitive factors, such as pricing or competing solutions; customer ordering patterns; accounting considerations related to option expensing or merger related issues; the level of inventories maintained at the Company’s OEMs and distributors; and the Company’s successful execution of internal performance plans, as well as the other risks detailed from time to time in the Company’s SEC reports, including the Annual Report on Form 10-K for the year ended March 31, 2007 and quarterly reports on Form 10-Q for the quarters ended June 30, 2007, September 30, 2007 and December 30, 2007, as well as those risks set forth in Sipex Corporation’s Annual Report on Form 10-K for the year ended December 31, 2006 and its quarterly report on Form 10-Q for the quarter ended June 30, 2007.

About Exar

Exar Corporation is Powering Connectivity by delivering highly differentiated silicon solutions empowering products to connect. With distinctive knowledge in analog and digital technologies, Exar enables a wide array of applications such as portable devices, home media gateways, communications systems, and industrial automation equipment. Exar has locations worldwide providing real-time system-level support to drive rapid product innovation. For more information about Exar visit: http://www.exar.com.

# # #

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EXAR CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

	MARCH 30, 2008			MARCH 31, 2007
ASSETS
Current assets:
Cash and cash equivalents	$	122,016		$	119,809
Short-term marketable securities		146,844			236,270
Accounts receivable (net of allowances of $739 and $322)		9,943			4,028
Accounts receivable, related party (net of allowances of $1,063 and $816)		3,712			338
Inventories		14,201			4,779
Interest receivable and prepaid expenses		3,889			5,262
Deferred income taxes, net		507			809
Total current assets		301,112			371,295
Property, plant and equipment, net		46,130			25,404
Goodwill		47,626			5,190
Intangible assets, net		26,019			5,451
Other non-current assets		697			562
Long-term investments		2,636			2,670
Deferred income taxes, net		—			10,602
Total assets	$	424,220		$	421,174
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts Payable	$	8,801		$	2,139
Accrued compensation and related benefits		5,744			3,418
Deferred income and allowances on sales to distributors		3,253			—
Deferred income and allowances on sales to distributors, related party		9,118			—
Other accrued expenses		8,136			3,150
Income tax payable		—			5,520
Total current liabilities		35,052			14,227
Long-term lease financing obligations		16,379			—
Other non-current obligations		1,712			191
Total liabilities		53,143			14,418
Total stockholders’ equity
Preferred stock, $.0001 par value; 2,250,000 shares authorized; no shares outstanding		—			—
Common stock, $.0001 par value; 100,000,000 shares authorized; 43,928,762 and 36,154,815 shares issued and outstanding at March 30, 2008 and March 31, 2007, respectively (net of treasury shares)		4			4
Additional paid-in capital		702,217			451,084
Accumulated other comprehensive income		1,873			76
Treasury stock at cost, 18,288,021 and 9,015,257 shares at March 30, 2008 and March 31, 2007, respectively		(235,537	)		(142,572	)
Retained Earnings		(97,480	)		98,164
Total stockholders’ equity		371,077			406,756
Total liabilities and stockholders’ equity	$	424,220		$	421,174

EXAR CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

	THREE MONTHS ENDED									TWELVE MONTHS ENDED
	MARCH 30, 2008			DECEMBER 30, 2007			MARCH 31, 2007			MARCH 30, 2008			MARCH 31, 2007
Net sales	$	18,356		$	20,691		$	12,233		$	67,925		$	54,580
Net sales, related party		9,906			4,516			3,427			21,818			13,922
Total net sales		28,262			25,207			15,660			89,743			68,502
Cost of sales:
Cost of sales		10,798			12,422			4,045			33,773			17,041
Cost of sales, related party		5,244			2,679			1,045			10,406			3,967
Amortization of purchased intangible assets		1,515			2,539			240			5,452			960
Total cost of sales		17,557			17,640			5,330			49,631			21,968
Gross profit		10,705			7,567			10,330			40,112			46,534
Operating expenses:
Research and development		8,259			8,890			6,325			30,660			25,838
Selling, general and administrative		11,793			12,071			6,834			37,899			24,925
Goodwill and other intangible asset impairment		165,191			—			—			165,191			—
Acquired in-process research and development		—			—			—			8,800			—
Total operating expenses		185,243			20,961			13,159			242,550			50,763
Loss from operations		(174,538	)		(13,394	)		(2,829	)		(202,438	)		(4,229	)
Other income, net:
Interest income and other, net		2,922			3,377			4,294			15,266			16,526
Other than temporary loss on long-term investments		(142	)		—			—			(591	)		(957	)
Total interest and other income, net		2,780			3,377			4,294			14,675			15,569
Income (loss) before income taxes		(171,758	)		(10,017	)		1,465			(187,763	)		11,340
Provision for income taxes		640			1,665			210			8,116			3,316
Net income (loss)	$	(172,398	)	$	(11,682	)	$	1,255		$	(195,879	)	$	8,024
Earnings (loss) per share:
Basic earnings (loss) per share	$	(3.77	)	$	(0.24	)	$	0.03		$	(4.55	)	$	0.22
Diluted earnings (loss) per share	$	(3.77	)	$	(0.24	)	$	0.03		$	(4.55	)	$	0.22
Shares used in the computation of earnings (loss) per share:
Basic		45,712			49,301			36,254			43,090			36,255
Diluted		45,712			49,301			36,369			43,090			36,480

EXAR CORPORATION AND SUBSIDIARIES

SUPPLEMENTAL RECONCILIATION OF GAAP TO NON-GAAP RESULTS

(In thousands, except per share amounts)

(Unaudited)

	THREE MONTHS ENDED									TWELVE MONTHS ENDED
	MARCH 30, 2008			DECEMBER 30, 2007			MARCH 31, 2007			MARCH 30, 2008			MARCH 31, 2007
GAAP gross margin		37.9	%		30.0	%		66.0	%		44.7	%		67.9	%
Stock-based compensation		0.5	%		1.4	%		0.1	%		0.7	%		0.1	%
Amortization of acquired intangible assets		5.4	%		10.1	%		1.5	%		6.1	%		1.4	%
Fair value adjustment of acquired inventories		1.5	%		5.8	%		—			2.5	%		—
Merger-related costs		0.1	%		—			—			0.1	%		—
Non-GAAP gross margin		45.3	%		47.3	%		67.6	%		54.0	%		69.5	%
GAAP research and development expenses	$	8,259		$	8,890		$	6,325		$	30,660		$	25,838
Stock-based compensation		270			389			218			1,207			1,181
Merger-related costs		131			9			—			393			—
Non-GAAP research and development expenses	$	7,858		$	8,492		$	6,107		$	29,060		$	24,657
GAAP selling, general and administrative expenses	$	11,793		$	12,071		$	6,834		$	37,899		$	24,925
Stock-based compensation		884			1,035			831			3,366			3,077
Amortization of acquired intangible assets		266			474			—			936			—
Merger-related costs		717			509			—			1,992			—
Separation costs of executive officers		—			465			985			465			1,649
Non-GAAP selling, general and administrative expenses	$	9,926		$	9,588		$	5,018		$	31,140		$	20,199
GAAP operating expenses	$	185,243		$	20,961		$	13,159		$	242,550		$	50,763
Stock-based compensation		1,154			1,424			1,049			4,573			4,258
Amortization of acquired intangible assets		266			474			—			936			—
In-process research and development		—			—			—			8,800			—
Merger-related costs		848			518			—			2,385			—
Separation costs of executive officers		—			465			985			465			1,649
Goodwill and other intangible asset impairment		165,191			—			—			165,191			—
Non-GAAP operating expenses	$	17,784		$	18,080		$	11,125		$	60,200		$	44,856
GAAP operating income (loss)	$	(174,538	)	$	(13,394	)	$	(2,829	)	$	(202,438	)	$	(4,229	)
Stock-based compensation		1,282			1,785			1,063			5,196			4,349
Amortization of acquired intangible assets		1,781			3,013			240			6,388			960
Fair value adjustment of acquired inventories		432			1,458			—			2,231			—
In-process research and development		—			—			—			8,800			—
Merger-related costs		884			518			—			2,437			—
Separation costs of executive officers		—			465			985			465			1,649
Goodwill and other intangible asset impairment		165,191			—			—			165,191			—
Non-GAAP operating income (loss)	$	(4,968	)	$	(6,155	)	$	(541	)	$	(11,730	)	$	2,729
GAAP net income (loss)	$	(172,398	)	$	(11,682	)	$	1,255		$	(195,879	)	$	8,024
Stock-based compensation		1,282			1,785			1,063			5,196			4,349
Amortization of acquired intangible assets		1,781			3,013			240			6,388			960
Fair value adjustment of acquired inventories		432			1,458			—			2,231			—
In-process research and development		—			—			—			8,800			—
Merger-related costs		884			518			—			2,437			—
Separation costs of executive officers		—			465			985			465			1,649
Goodwill and other intangible asset impairment		165,191			—			—			165,191			—
Other than temporary loss on long-term investments		142			—			—			591			957
Income tax effects		1,035			2,691			(859	)		6,694			(2,394	)
Charge to establish deferred tax asset valuation allowance		—			—			—			8,323			—
Income tax benefit from the closure of federal tax audit		—			—			—			(1,933	)		—
Non-GAAP net income (loss)	$	(1,651	)	$	(1,752	)	$	2,684		$	8,504		$	13,545
GAAP diluted earnings (loss) per share	$	(3.77	)	$	(0.24	)	$	0.03		$	(4.55	)	$	0.22
Stock-based compensation		0.03			0.04			0.03			0.12			0.12
Amortization of acquired intangible assets		0.04			0.06			0.01			0.16			0.03
Fair value adjustment of acquired inventories		0.01			0.03			—			0.05			—
In-process research and development		—			—			—			0.21			—
Merger-related costs		0.02			0.01			—			0.06			—
Separation costs of executive officers		—			0.01			0.03			0.01			0.05
Goodwill and other intangible asset impairment		3.61			—			—			3.80			—
Other than temporary loss on long-term investments		—			—			—			0.01			0.03
Income tax effects		0.02			0.05			(0.02	)		0.16			(0.07	)
Charge to establish deferred tax asset valuation allowance		—			—			—			0.20			—
Income tax benefit from the closure of federal tax audit		—			—			—			(0.04	)		—
Non-GAAP diluted earnings (loss) per share	$	(0.04	)	$	(0.04	)	$	0.07		$	0.19		$	0.37
Shares used in diluted earnings (loss) per share — GAAP		45,712			49,301			36,369			43,090			36,480
The effect of dilutive potential common shares due to reporting Non-GAAP net income		—			—			95			540			137
The effect of removing stock-based compensation expense under SFAS 123R for Non-GAAP presentation purpose		—			—			(115	)		—			(225	)
Shares used in diluted earnings per (loss) share — Non-GAAP		45,712			49,301			36,349			43,630			36,392

Note: certain amounts may not total due to rounding