8-K

SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549______________
FORM 8-K
CURRENT REPORTPURSUANT TO SECTION 13 OR 15(D) OF THESECURITIES EXCHANGE ACT OF 1934Date of report (Date of earliest event reported):        April 28, 2011

	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 April 28, 2011, the Company issued a press release announcing its fourth quarter and fiscal year 2011 results. The full text of the press release is attached as Exhibit No. 99.1 to this Current Report on Form 8-K.  The press release contains forward-looking statements regarding the Company and cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.

The information contained in Items 2.02 and 9.01 in this Current Report on Form 8-K and the exhibits 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 they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Use of Non-GAAP Financial Information

To supplement Cirrus Logic's financial statements presented on a GAAP basis, Cirrus has provided non-GAAP financial information, including operating expenses, net income, operating margin and diluted earnings per share. A reconciliation of the adjustments to GAAP results is included in the tables below. Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies.  These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.

Item 9.01     Financial Statements and Exhibits.

(d)       Exhibits

         Exhibit                      Description

Exhibit 99.1             Cirrus Logic, Inc. press release dated April 28, 2011

SIGNATURES

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

			CIRRUS LOGIC, INC.
Date:	April 28, 2011	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 April 28, 2011.

EX-99.1

Exhibit 99.1

Cirrus Logic Reports Fiscal Fourth Quarter Revenue of $91.4 Million, Up 46 Percent Year-Over-Year

Fiscal Year 2011 Revenue Climbs 67 Percent to $370 Million

AUSTIN, Texas--(BUSINESS WIRE)--April 28, 2011--Cirrus Logic, Inc. (Nasdaq: CRUS), a leader in high-precision analog and digital signal processing components, today announced financial results for the fourth quarter and fiscal year 2011, which ended March 26, 2011.

Revenue for the quarter was $91.4 million, up 46 percent compared to $62.6 million in the same quarter a year ago, and down 4 percent sequentially from $95.6 million in the previous quarter. Revenue for fiscal year 2011 totaled $370 million, a 67 percent increase compared to $221 million in fiscal year 2010.

Gross margin for the quarter was 50 percent, and reflects the charge of $4.2 million related to the production issue the company disclosed on April 14, 2011. This compares to gross margins of 56 percent in the fourth quarter a year ago, and 55 percent in the previous quarter. The company’s long term gross margin target remains 55 percent. Gross margin for fiscal year 2011 was 55 percent, compared to 54 percent in fiscal year 2010.

Total GAAP operating expenses for the quarter were $32.4 million, compared to $29.4 million in the previous quarter. Non-GAAP operating expenses for the quarter were $29.7 million compared to $28.0 million in the previous quarter.

GAAP operating margin was 15 percent for the March quarter and 23 percent for fiscal year 2011. Operating margin on a non-GAAP basis was 18 percent for the March quarter and 24 percent for fiscal year 2011.

GAAP net income for the quarter was $130.4 million, or $1.80 per share, based on 72.3 million average diluted shares outstanding and $203.5 million, or $2.82 per share, based on 72.1 million average diluted shares for fiscal year 2011. Net income includes a $117 million net tax benefit, as the company revalued the deferred tax asset due to improved business performance. Non-GAAP net income for the quarter was $16.0 million, or $0.22 per diluted share and $89.3 million, or $1.24 per diluted share for fiscal year 2011.

A reconciliation of the non-GAAP charges is included in a table below.

“FY11 was an outstanding year for Cirrus Logic, as we grew revenue 67 percent, maintained our 55 percent gross margins target, and increased operating profit from 13 percent to 24 percent on a non-GAAP basis,” said Jason Rhode, president and chief executive officer, Cirrus Logic. “We have made excellent progress on our strategic initiatives in both audio and energy, and we expect meaningful new product introductions from multiple customers throughout the year.”

Outlook for First Quarter FY 2012 (ending June 25, 2011):

• Revenue is expected to range between $88 million and $94 million;
• Gross margin is expected to be between 51 percent and 54 percent, and reflects the residual impact of the production yield issues the company disclosed on April 14, 2011; and
• Combined R&D and SG&A expenses are expected to range between $32 million and $35 million, which include approximately $2.7 million in share-based compensation and amortization of acquisition-related intangibles expenses.

Other Highlights and Company News

• A new ultra low power DSP, optimized for portable devices, is ramping into production.
• Total cash from operations was $20.4 million for the March quarter and $86.9 million for fiscal year 2011, an increase of approximately 246% compared with fiscal year 2010.
• Total employee headcount during the quarter increased to 570 employees, a net increase of 21 employees.
• The company began construction on its new headquarters facility at 800 W. Sixth Street in downtown Austin, which is expected to be completed in the summer of 2012.
• Jason Rhode, president and chief executive officer, will be presenting at the Jefferies Global Technology Conference in New York on May 13, at 9:00 a.m. EDT. A live webcast will be available in the Investor Relations section of the Cirrus Logic website.

Conference Call

Cirrus Logic management will hold a conference call to discuss the company’s results for the fourth quarter and fiscal year 2011, on April 28, at 10:30 a.m. EDT. The conference call will be simulcast over the internet in the Investor Relations section of the company website at http://investor.cirrus.com. A replay of the conference call will be available on the website listed above beginning one hour following the completion of the call, or by calling (303) 590-3030, or toll-free at (800) 406-7325 (Access Code: 4430704).

Shareholders who would like to submit a question to be addressed during the call are requested to email investor.relations@cirrus.com.

Cirrus Logic, Inc.

Cirrus Logic develops high-precision, analog and mixed-signal integrated circuits for a broad range of innovative customers. Building on its diverse analog and signal-processing patent portfolio, Cirrus Logic delivers highly optimized products for a variety of audio and energy-related 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.

Use of non-GAAP Financial Information

To supplement Cirrus Logic's financial statements presented on a GAAP basis, Cirrus has provided non-GAAP financial information, including operating expenses, net income, operating margin and diluted earnings per share. A reconciliation of the adjustments to GAAP results is included in the tables below. Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.

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 first quarter fiscal year 2012 revenue, our future growth rate, gross margin, combined research and development and selling, general and administrative expense levels, share-based compensation expense, and amortization of acquired intangible expenses. In some cases, forward-looking statements are identified by words such as “expect,” “anticipate,” “target,” “project,” “believe,” “goals,” “opportunity,” “estimates,” “intend,” and variations of these types of words and similar expressions. 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: the level of orders and shipments during the first quarter of fiscal year 2012, as well as customer cancellations of orders, or the failure to place orders consistent with forecasts; the loss of a key customer; and the risk factors listed in our Form 10-K for the year ended March 27, 2010, 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.

CRUS-F

Summary financial data follows:

CIRRUS LOGIC, INC.
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(unaudited)
(in thousands, except per share data)
	Three Months Ended									Twelve Months Ended
	Mar. 26,			Dec. 25,			Mar. 27,			Mar. 26,			Mar. 27,
	2011			2010			2010			2011			2010
	Q4'11			Q3'11			Q4'10			Q4'11			Q4'10
Audio products	$	66,965		$	72,716		$	40,540		$	264,840		$	153,661
Energy products		24,468			22,909			22,099			104,731			67,328
Net revenue		91,433			95,625			62,639			369,571			220,989
Cost of sales		45,415			43,163			27,355			167,576			102,258
Gross Profit		46,018			52,462			35,284			201,995			118,731
Operating expenses:
Research and development		17,044			16,348			13,724			63,934			51,421
Selling, general and administrative		15,252			13,431			12,678			58,066			45,923
Restructuring and other costs, net		-			(395	)		572			6			493
Charge (benefit) from non-marketable securities		-			-			-			500			(500	)
Provision (benefit) for litigation expenses and settlements		57			(30	)		-			162			(2,610	)
Patent purchase agreement, net		-			-			-			(4,000	)		(1,400	)
Total operating expenses		32,353			29,354			26,974			118,668			93,327
Operating income		13,665			23,108			8,310			83,327			25,404
Interest income, net		187			212			237			860			1,345
Other income (expense), net		40			(31	)		(20	)		27			(66	)
Income before income taxes		13,892			23,289			8,527			84,214			26,683
Benefit for income taxes		(116,514	)		(1,332	)		(11,831	)		(119,289	)		(11,715	)
Net income	$	130,406		$	24,621		$	20,358		$	203,503		$	38,398
Basic income per share:	$	1.91		$	0.36		$	0.31		$	3.00		$	0.59
Diluted income per share:	$	1.80		$	0.34		$	0.31		$	2.82		$	0.59
Weighted average number of shares:
Basic		68,164			68,074			65,517			67,857			65,338
Diluted		72,344			71,695			66,595			72,103			65,626
Prepared in accordance with Generally Accepted Accounting Principles

CIRRUS LOGIC, INC.
CONSOLIDATED CONDENSED BALANCE SHEET
(unaudited)
(in thousands)
	Mar. 26,			Dec. 25,			Mar. 27,
	2011			2010			2010
ASSETS
Current assets
Cash and cash equivalents	$	37,039		$	28,491		$	16,109
Restricted investments		5,786			5,755			5,855
Marketable securities		159,528			156,052			85,384
Accounts receivable, net		39,098			37,266			23,963
Inventories		40,497			40,196			35,396
Other current assets		37,522			22,612			18,148
Total Current Assets		319,470			290,372			184,855
Long-term marketable securities		12,702			-			34,278
Property and equipment, net		34,563			32,919			18,674
Intangibles, net		20,125			20,688			21,896
Goodwill		6,027			6,027			6,027
Deferred tax asset		102,136			360			339
Other assets		1,598			1,618			1,541
Total Assets	$	496,621		$	351,984		$	267,610
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable	$	27,639		$	25,371		$	20,340
Accrued salaries and benefits		12,402			9,509			9,962
Other accrued liabilities		5,169			5,034			5,100
Deferred income on shipments to distributors		6,844			7,108			6,488
Total Current Liabilities		52,054			47,022			41,890
Long-term restructuring accrual		113			179			596
Other long-term obligations		6,075			6,113			6,523
Stockholders' equity:
Capital stock		991,947			982,610			952,803
Accumulated deficit		(552,814	)		(683,220	)		(733,553	)
Accumulated other comprehensive loss		(754	)		(720	)		(649	)
Total Stockholders' Equity		438,379			298,670			218,601
Total Liabilities and Stockholders' Equity	$	496,621		$	351,984		$	267,610
Prepared in accordance with Generally Accepted Accounting Principles

CIRRUS LOGIC, INC.
RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL INFORMATION
(unaudited, in thousands, except per share data)
(not prepared in accordance with GAAP)
Non-GAAP financial information is not meant as a substitute for GAAP results, but is included because management believes such information is useful to our investors for informational and comparative purposes. In addition, certain non-GAAP financial information is used internally by management to evaluate and manage the company. As a note, the non-GAAP financial information used by Cirrus Logic may differ from that used by other companies. These non-GAAP measures should be considered in addition to, and not as a substitute for, the results prepared in accordance with GAAP.
	Three Months Ended									Twelve Months Ended
	Mar. 26,			Dec. 25,			Mar. 27,			Mar. 26,			Mar. 27,
	2011			2010			2010			2011			2010
Net Income Reconciliation	Q4'11			Q3'11			Q4'10			Q4'11			Q4'10
GAAP Net Income	$	130,406		$	24,621		$	20,358		$	203,503		$	38,398
Amortization of acquisition intangibles		353			353			404			1,429			1,616
Stock based compensation expense		2,294			1,467			1,181			8,142			5,314
Facility Related adjustments		-			-			-			(96	)		(397	)
International sales reorganization charges		-			-			-			790			-
Provision (benefit) for litigation expenses and settlements		57			(30	)		-			162			(2,610	)
Restructuring and other costs, net		-			(395	)		572			6			493
Charge (benefit) from non-marketable securities		-			-			-			500			(500	)
Patent purchase agreement, net		-			-			-			(4,000	)		(1,400	)
Benefit for income taxes		(117,078	)		(1,847	)		(11,838	)		(121,154	)		(11,838	)
Non-GAAP Net Income	$	16,032		$	24,169		$	10,677		$	89,282		$	29,076
Earnings Per Share Reconciliation
GAAP Diluted income per share	$	1.80		$	0.34		$	0.31		$	2.82		$	0.59
Effect of Amortization of acquisition intangibles		-			-			-			0.02			0.02
Effect of Stock based compensation expense		0.03			0.02			0.02			0.11			0.08
Effect of Facility Related adjustments		-			-			-			-			(0.01	)
Effect of International sales reorganization charges		-			-			-			0.01			-
Effect of Provision (benefit) for litigation expenses and settlements		-			-			-			-			(0.04	)
Effect of Restructuring and other costs, net		-			-			0.01			-			0.01
Effect of Charge (benefit) from non-marketable securities		-			-			-			0.01			(0.01	)
Effect of Patent purchase agreement, net		-			-			-			(0.05	)		(0.02	)
Effect of Benefit for income taxes		(1.61	)		(0.02	)		(0.18	)		(1.68	)		(0.18	)
Non-GAAP Diluted income per share	$	0.22		$	0.34		$	0.16		$	1.24		$	0.44
Operating Income Reconciliation
GAAP Operating Income	$	13,665		$	23,108		$	8,310		$	83,327		$	25,404
GAAP Operating Margin		15	%		24	%		13	%		23	%		11	%
Amortization of acquisition intangibles		353			353			404			1,429			1,616
Stock compensation expense - COGS		78			46			61			243			211
Stock compensation expense - R&D		924			579			501			2,641			1,881
Stock compensation expense - SG&A		1,292			842			619			5,258			3,222
Facility Related adjustments		-			-			-			(96	)		(397	)
International sales reorganization charges		-			-			-			790			-
Provision (benefit) for litigation expenses and settlements		57			(30	)		-			162			(2,610	)
Restructuring and other costs, net		-			(395	)		572			6			493
Charge (benefit) from non-marketable securities		-			-			-			500			(500	)
Patent purchase agreement, net		-			-			-			(4,000	)		(1,400	)
Non-GAAP Operating Income	$	16,369		$	24,503		$	10,467		$	90,260		$	27,920
Non-GAAP Operating Margin		18	%		26	%		17	%		24	%		13	%
Operating Expense Reconciliation
GAAP Operating Expenses	$	32,353		$	29,354		$	26,974		$	118,668		$	93,327
Amortization of acquisition intangibles		(353	)		(353	)		(404	)		(1,429	)		(1,616	)
Stock compensation expense - R&D		(924	)		(579	)		(501	)		(2,641	)		(1,881	)
Stock compensation expense - SG&A		(1,292	)		(842	)		(619	)		(5,258	)		(3,222	)
Facility Related adjustments		-			-			-			96			397
International sales reorganization charges		-			-			-			(790	)		-
Benefit (provision) for litigation expenses and settlements		(57	)		30			-			(162	)		2,610
Restructuring and other costs, net		-			395			(572	)		(6	)		(493	)
Benefit (charge) from non-marketable securities		-			-			-			(500	)		500
Patent purchase agreement, net		-			-			-			4,000			1,400
Non-GAAP Operating Expenses	$	29,727		$	28,005		$	24,878		$	111,978		$	91,022

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