8-K

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): January 30, 2008

CIRRUS LOGIC, INC.

(Exact name of Registrant as specified in its charter)

Delaware	0-17795	77-0024818
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(IRS Employer Identification No.)

2901 Via Fortuna, Austin, TX	78746
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (512) 851-4000

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 January 30, 2008, the Company issued a press release reporting the financial results of the Company for the third quarter and first nine months of fiscal year 2008 ended December 29, 2007. A copy of this press release is attached to this Report as exhibit 99.1. All of the information furnished in Item 2.02 of this Report and the accompanying exhibit shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 7.01 Regulation FD Disclosure

On January 28, 2008, the Cirrus Logic Board of Directors authorized a share repurchase program of up to $150 million. The repurchases will be funded from existing cash and will be effected from time to time in accordance with applicable securities laws through the open market or in private transactions, depending on general market and economic conditions.

Item 9.01Financial Statements and Exhibits

(d)	Exhibits
Exhibit		Description
Exhibit 99.1		Cirrus Logic, Inc. press release dated January 30, 2008

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.

		CIRRUS LOGIC, INC.
Date:	January 30, 2008	By:	/s/ Thurman K. Case
		Name:	Thurman K. Case
		Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Registrant’s press release dated January 30, 2008.

Exhibit 99.1

EX-99.1

Exhibit 99.1

Cirrus Logic Reports Fiscal Q3 2008 Financial Results

Cirrus Logic Revenue Grows Eight Percent Year Over Year, Announces $150 Million Share Repurchase Program

AUSTIN, Texas--(BUSINESS WIRE)--Cirrus Logic Inc. (Nasdaq:CRUS), a leader in high-precision analog and digital signal processing components, today announced financial results for the third quarter fiscal year 2008, which ended Dec. 29, 2007.

The company reported third quarter fiscal year 2008 revenue of $48.9 million, compared with $47.0 million in the previous quarter, and $45.3 million during the third quarter of fiscal year 2007. Third quarter gross margin was 56 percent compared to 61 percent for the third quarter of fiscal year 2007 and operating expenses for the quarter were $26.1 million. Net income on a GAAP basis was approximately $4.2 million and included the following items:

• Approximately $2.1 million in stock-based compensation expense;
• $500,000 in legal costs related to the company’s review of its historical stock option practices;
• A charge of $500,000 for the amortization of intangibles related to acquisitions;
• A net credit of $1.3 million for the release of various facility-related accruals.

Total cash and marketable securities at the end of the third fiscal quarter was $252 million, compared with $245 million at the end of the prior fiscal quarter.

“In Q3 we completed our strategic plan, providing a clear picture of how to align our resources with our best growth prospects,” said Jason Rhode, president and chief executive officer. “We are also pleased that our investment in portable audio is continuing to pay off, as revenues in that product line continued to grow.”

Additionally, the Cirrus Logic Board of Directors authorized a share repurchase program of up to $150 million. The repurchases will be funded from existing cash and will be effected from time to time in accordance with applicable securities laws through the open market or in private transactions, depending on general market and economic conditions.

Outlook for Fourth Quarter FY 2008 (ending March 29, 2008):

• Revenue is expected to range between $44 million and $47 million;
• Gross margin is expected to be between 55 percent and 58 percent; and
• Combined R&D and SG&A expenses are expected to range between $25 million and $27 million, which includes approximately $2.3 million in share-based compensation and amortization of acquisition-related intangibles expenses.

Conference Call

Cirrus Logic management will hold a conference call to discuss the company’s results for the third quarter of fiscal year 2008, on Jan. 30, 2008, at 5:00 p.m. ET. Those wishing to join should call 303-205-0033 (passcode: Cirrus Logic) at approximately 4:50 p.m. ET. A replay of the conference call will also be available beginning one hour after the completion of the call, until Feb. 6, 2008. To access the recording, call 303-590-3000 (passcode: 11106494#). A live and an archived webcast of the conference call will also be available via the company’s Web site at www.cirrus.com.

Cirrus Logic, Inc.

Cirrus Logic develops high-precision, analog and mixed-signal integrated circuits for a broad range of consumer and industrial markets. Building on its diverse analog and signal-processing patent portfolio, Cirrus Logic delivers highly optimized products for consumer and commercial audio, automotive entertainment, and industrial and aerospace applications. The company operates from headquarters in Austin, Texas, with offices in Tucson, Ariz., Europe, Japan and Asia. More information about Cirrus Logic is available at www.cirrus.com.

Safe Harbor Statement

Except for historical information contained herein, the matters set forth in this news release contain forward-looking statements, including our estimates of fourth quarter fiscal year 2008 revenue, gross margin, combined research and development and selling, general and administrative expense levels, and share-based compensation expense, and the Company’s overall growth prospects. In some cases, forward-looking statements are identified by words such as we “expect,” “anticipate,” “target,” “project,” “believe,” “goals,” “estimates,” and “intend,” variations of these types of words and similar expressions are intended to identify these forward-looking statements. In addition, any statements that refer to our plans, expectations, strategies or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and assumptions and are subject to certain risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include, but are not limited to, the following: our ability to successfully integrate our recent acquisitions into our business; overall conditions in the semiconductor market; our ability to introduce new products on a timely basis and to deliver products that perform as anticipated; risks associated with international sales and international operations; the level of orders and shipments during the fourth quarter of fiscal year 2008, as well as customer cancellations of orders, or the failure to place orders consistent with forecasts; overall economic pressures; general market and economic conditions; pricing pressures; hardware or software deficiencies; our dependence on subcontractors for assembly, manufacturing, packaging and testing functions; our ability to make continued sufficient investments in research and development; foreign currency fluctuations; the retention of key employees; expenses associated with the Company’s stock option investigation, and related on-going litigation and administrative proceedings; and the risk factors listed in our Form 10-K for the year ended March 31, 2007, as updated on Nov. 5, 2007 in our Quarterly Report on Form 10-Q for the fiscal quarter ended Sept. 29, 2007, and in our other filings with the Securities and Exchange Commission, which are available at www.sec.gov. The foregoing information concerning our business outlook represents our outlook as of the date of this news release, and we undertake no obligation to update or revise any forward-looking statements, whether as a result of new developments or otherwise.

Cirrus Logic and Cirrus are trademarks of Cirrus Logic Inc.

Summary financial data follows:

CIRRUS LOGIC, INC. CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS (unaudited) (in thousands, except per share data)
	Quarter Ended
	Dec. 29, 2007			Sept. 29, 2007			Dec. 30, 2006
Net revenue	$	48,905		$	47,034		$	45,297
Cost of sales		21,565			20,213			17,886
Gross Margin		27,340			26,821			27,411
Gross Margin Percentage		55.9	%		57.0	%		60.5	%
Operating expenses:
Research and development		13,194			12,051			11,190
Selling, general and administrative		14,450			12,819			13,478
Restructuring and other costs		(1,553	)		-			1,013
Impairment of non-marketable securities		-			3,657			-
Acquired in process R&D		-			1,761			1,925
Total operating expenses		26,091			30,288			27,606
Income (loss) from operations		1,249			(3,467	)		(195	)
Interest income, net		2,970			3,180			3,615
Other income (expense), net		(27	)		(30	)		76
Income (loss) before income taxes		4,192			(317	)		3,496
Provision for income taxes		10			15			32
Net income (loss)	$	4,182		$	(332	)	$	3,464
Basic income per share:	$	0.05		$	-		$	0.04
Diluted income per share:	$	0.05		$	-		$	0.04
Basic weighted average common shares outstanding		89,068			88,998			87,756
Diluted weighted average common shares outstanding		89,533			88,998			88,725
Prepared in accordance with Generally Accepted Accounting Principles

CIRRUS LOGIC, INC. CONSOLIDATED CONDENSED BALANCE SHEET unaudited; in thousands
			Dec. 29, 2007			Sept. 29, 2007			Dec. 30, 2006
	ASSETS
	Current assets
		Cash and cash equivalents	$	69,288		$	53,211		$	81,885
		Restricted investments		5,755			5,755			5,755
		Marketable securities		165,619			174,490			176,527
		Accounts receivable, net		23,049			23,814			16,585
		Inventories		20,030			19,450			20,331
		Other current assets		13,974			14,490			6,654
		Total Current Assets		297,715			291,210			307,737
	Long-term marketable securities			11,087			11,490			-
	Property and equipment, net			19,850			20,720			12,324
	Intangibles, net			30,666			31,718			9,039
	Goodwill			12,655			12,655			6,146
	Investment in Magnum Semiconductor			-			-			7,947
	Other assets			2,239			2,190			3,253
		Total Assets	$	374,212		$	369,983		$	346,446
	LIABILITIES AND STOCKHOLDERS' EQUITY
	Current liabilities
		Accounts payable	$	18,300		$	14,551		$	12,142
		Accrued salaries and benefits		6,812			7,873			6,349
		Other accrued liabilities		8,144			10,537			12,425
		Deferred income on shipments to distributors		5,874			6,946			4,907
		Income taxes payable		(13	)		8			2,091
		Total Current Liabilities		39,117			39,915			37,914
	Long-term restructuring accrual			1,886			2,674			3,367
	Other long-term obligations			9,364			10,126			9,763
	Stockholders' equity:
		Capital stock		936,093			933,824			924,665
		Accumulated deficit		(611,766	)		(615,948	)		(628,459	)
		Accumulated other comprehensive loss		(482	)		(608	)		(804	)
		Total Stockholders' Equity		323,845			317,268			295,402
		Total Liabilities and Stockholders' Equity	$	374,212		$	369,983		$	346,446
Prepared in accordance with Generally Accepted Accounting Principles

CONTACT:
Cirrus Logic, Inc., Austin
Investor Contact:
Thurman K. Case, 512-851-4125
Chief Financial Officer
InvestorRelations@cirrus.com