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): April 7, 2005

CADENCE DESIGN SYSTEMS, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware
(State or Other Jurisdiction
of incorporation) 1-10606
(Commission File Number) 77-0148231
(I.R.S. Employer
Identification No.)

2655 Seely Avenue, Building 5, San Jose, California
(Address of Principal Executive Offices) 95134
(Zip Code)

Registrant’s telephone number, including area code: (408) 943-1234

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):

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))

TABLE OF CONTENTS

	Item 8.01. Other Events
	Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 8.01. Other Events

     On April 7, 2005, Cadence Design Systems, Inc. (“Cadence”) announced the completion of its acquisition of Verisity Ltd., an Israeli corporation (“Verisity”). The acquisition of Verisity was effected by means of a merger pursuant to which a wholly-owned subsidiary of Cadence merged with and into Verisity, with Verisity as the surviving corporation.

     A copy of the press release announcing the acquisition of Verisity is attached to this Form 8-K as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

     (c) Exhibits

Exhibit	Description
99.1	Press release issued by Cadence Design Systems, Inc. on April 7, 2005.

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.

Dated: April 7, 2005

CADENCE DESIGN SYSTEMS, INC.
By:	/s/ R.L. Smith McKeithen
	R.L. Smith McKeithen
	Senior Vice President, General Counsel and Secretary

EXHIBIT INDEX

Exhibit
No.	Description
99.1	Press release issued by Cadence Design Systems, Inc. on April 7, 2005.

EX-99.1

Exhibit 99.1

For more information, please contact:

Michael Fournell,
Corporate Communications
Cadence Design Systems, Inc.
408.428.5135
fournell@cadence.com

Alan Lindstrom
Investors and Shareholders
Cadence Design Systems, Inc.
408.944.7100
investorrelations@cadence.com

CADENCE COMPLETES ACQUISITION OF VERISITY

Newly Formed Verification Division Combines
Verisity and Cadence Technologies and Verification Talents

     SAN JOSE, Calif. – April. 7, 2005 – Cadence Design Systems, Inc. (NYSE: CDN) (Nasdaq: CDN) today announced that it has completed the acquisition of Verisity, Ltd. (Nasdaq: VRST), a Mountain View, Calif.-based provider of verification process automation (VPA) solutions.

     Under the terms of the agreement, Cadence acquired Verisity in an all-cash transaction for approximately $315 million. Verisity stockholders will receive $12 in cash in exchange for each outstanding share of Verisity stock.

     “The combination of the Cadence and Verisity verification products, engineering, marketing, sales and support teams provides our customers with an unparalleled range of verification solutions,” said Mike Fister, Cadence president and CEO. “Our combined capabilities will enable customers to attack their most challenging design-verification problems, from planning to closure, in an automated and integrated manner.”

     Former Verisity President and CEO Moshe Gavrielov will lead the combined verification operation as executive vice president of the newly formed Cadence Verification Division. Joining Gavrielov in the division is Yoav Hollander, founder of Verisity, who becomes the Verification Division chief technology officer. Also reporting to Gavrielov are Chris Tice, Cadence senior vice president and general manager, and Mitch Weaver, vice president of the Cadence Incisive Platform.

About Cadence

     Cadence is the world’s largest supplier of electronic-design technologies and engineering services. Cadence products and services are used to accelerate and manage the design of semiconductors, computer systems, networking equipment, telecommunications equipment, consumer electronics, and other electronics-based products. With approximately 4,900 employees and 2004 revenues of approximately $1.2 billion, Cadence has sales offices, design centers, and research facilities around the world. The company is headquartered in San Jose, Calif., and trades on both the New York Stock Exchange and Nasdaq under the symbol CDN. More information is available at www.cadence.com.

Cadence, Verisity and the Cadence logo are registered trademarks of Cadence Design Systems, Inc. All other trademarks are the property of their respective owners.