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 4, 2008

QLOGIC CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	0-23298	33-0537669
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

26650 Aliso Viejo Parkway, Aliso Viejo, California	92656
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (949) 389-6000

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

EXHIBIT 99.1

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     (c) On April 8, 2008, QLogic Corporation (“QLogic” or the “Company”) announced that Simon Biddiscombe, 40, has been named Senior Vice President and Chief Financial Officer of QLogic Corporation. Mr. Biddiscombe will report to H.K. Desai, Chairman and Chief Executive Officer of QLogic. The Board of Directors approved Mr. Biddiscombe’s appointment on April 4, 2008, and his appointment will be effective on his first day of employment at QLogic, which is expected to be in late April 2008.

     Mr. Biddiscombe served as Senior Vice President, Chief Financial Officer and Treasurer of Mindspeed Technologies, Inc. (“Mindspeed”) from June 2003 until April 2008. He served as Secretary of Mindspeed from April 2004 until April 2008. Mr. Biddiscombe previously served as the Vice President, Finance, and Controller of the internet infrastructure business of Conexant from December 2000 to June 2003. He was the Senior Vice President and Chief Financial Officer from May 1999 to December 2000 and the Chief Operating Officer from May 2000 to December 2000 of Wyle Electronics, a distributor of semiconductor products.

     Mr. Biddiscombe will receive a base salary of $340,000 per year and a target cash incentive equal to 55% of his base salary. In addition, he will be recommended for a grant of 100,000 stock options (the “Option”) and 13,000 restricted stock units (“RSUs”). The Option will vest over four years from the date that Mr. Biddiscombe begins employment with the Company (the “Start Date”), with 25% vesting on the one year anniversary of the Start Date and the balance vesting ratably on a quarterly basis over the remaining three years. The RSUs vest on an annual basis from the date of award over four years. Both the Option and the RSUs are subject to possible acceleration in the event of termination, as described below. Mr. Biddiscombe will receive a sign—on bonus of $30,000 that must be repaid to the Company in the event that during his first year of employment he terminates his employment or if he is terminated by the Company for “cause.”

     The Company will also enter into a change in control severance agreement with Mr. Biddiscombe that will provide severance benefits should Mr. Biddiscombe’s employment terminate in certain circumstances in connection with a change in control of the Company.

     Under the change in control agreement, in the event that the Company terminates Mr. Biddiscombe’s employment without cause or in the event that Mr. Biddiscombe terminates his employment for good reason, in either case within 6 months before or 24 months after a change in control of the Company, Mr. Biddiscombe would be entitled to receive a cash lump sum payment equal to (i) the sum of Mr. Biddiscombe’s annual base salary and the greater of Mr. Biddiscombe’s maximum annual cash bonus for the year in which the termination occurs or the highest annual bonus paid to Mr. Biddiscombe for any one of the three preceding fiscal years, multiplied by (ii) 1.5. For these purposes, the terms “cause,” “good reason” and “change in control” will each be defined in the change in control agreement. In addition, the Company will pay or reimburse Mr. Biddiscombe for the cost of the premiums charged to continue his and his dependents medical coverage pursuant to COBRA for a period of up to

two years following the termination. Should Mr. Biddiscombe’s benefits be subject to the excise tax imposed under Section 280G of the U.S. Internal Revenue Code of 1986 (“Section 280G”), the Company will make an additional “gross up” payment to Mr. Biddiscombe so that the net amount of such payment (after taxes) received by Mr. Biddiscombe is sufficient to pay the excise tax due. Mr. Biddiscombe’s right to benefits under the change in control agreement is subject to his executing a release of claims in favor of the Company upon the termination of his employment.

     Item 9.01 Financial Statements and Exhibits.

     (d) Exhibits

           99.1 Press Release of QLogic Corporation, dated April 8, 2008, announcing the appointment of Simon Biddiscombe as Senior Vice President and Chief Financial Officer

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.

	QLOGIC CORPORATION
April 8, 2008	/s/ Michael L. Hawkins
	Michael L. Hawkins
	Vice President and General Counsel

EXHIBIT INDEX

Exhibit No.		Description
	99.1	Press Release of QLogic Corporation, dated April 8, 2008, announcing the appointment of Simon Biddiscombe as Senior Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Investor’s Contact:
Jeanie Herbert
QLogic Corporation
Phone: 949/389-6343
jeanie.herbert@qlogic.com

QLogic Names Simon Biddiscombe Senior Vice President and Chief Financial Officer

ALISO VIEJO, Calif., April 8, 2008 — QLogic Corp. (NASDAQ:QLGC), a leader in networking for storage and high performance computing (HPC), today announced the appointment of Simon Biddiscombe to the position of Senior Vice President and Chief Financial Officer. He is expected to join the company in late April.

Biddiscombe has over 18 years of accounting and financial reporting experience which includes his most recent position as Senior Vice President and Chief Financial Officer of Mindspeed Technologies, a Newport Beach, California based networking communication solutions company. Prior to joining Mindspeed in 2000, he was Senior Vice President and Chief Financial Officer of Wyle Electronics. He began his career with PriceWaterhouseCoopers LLP.

“We are very pleased to find such a capable person as CFO with extensive experience in technology and proven leadership skills,” said H.K. Desai, Chairman and Chief Executive Officer, QLogic Corp.

“I am delighted to join a company of QLogic’s stature in the storage industry and I am looking forward to participating in the company’s future growth opportunities,” said Biddiscombe. Biddiscombe will report directly to Desai in his new role.

About QLogic

QLogic is a leading supplier of high performance storage networking solutions, which include the controller chips, host adapters and fabric switches that are the backbone of storage networks for most Global 2000 corporations. The company delivers a broad and diverse portfolio of products that includes

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QLogic Names Simon Biddiscombe Chief Financial Officer Page 2

Fibre Channel HBAs, blade server embedded Fibre Channel switches, Fibre Channel stackable switches, iSCSI HBAs and iSCSI routers. The company is also a leading supplier of InfiniBand switches and InfiniBand host channel adapters for the emerging high performance computing market. QLogic products are delivered to small-to-medium businesses and large enterprises around the world via its channel partner community. QLogic products are also powering solutions from leading companies like Cisco, Dell, EMC, Hitachi Data Systems, HP, IBM, Network Appliance and Sun Microsystems. QLogic is a member of the S&P 500 Index.

Disclaimer — Forward Looking Statements

This press release contains statements relating to future results of the company (including certain beliefs and projections regarding business trends) that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected or implied in the forward-looking statements. The company advises readers that these potential risks and uncertainties include, but are not limited to: potential fluctuations in operating results; gross margins that may vary over time; revenues may be affected by changes in IT spending levels; the stock price of the company may be volatile; the company’s dependence on the storage area network market; potential adverse effects of server virtualization technology on the company’s business; potential adverse effects of increased market acceptance of blade servers; the ability to maintain and gain market or industry acceptance of the company’s products; the company’s dependence on a limited number of customers; seasonal fluctuations and uneven sales patterns in orders from customers; the company’s ability to compete effectively with other companies; declining average unit sales prices of comparable products; a reduction in sales efforts by current distributors; dependence on sole source and limited source suppliers; the company’s dependence on relationships with certain silicon chip suppliers; the complexity of the company’s products; sales fluctuations arising from customer transitions to new products; environmental compliance costs; international economic, regulatory, political and other risks; uncertain benefits from strategic business combinations; the ability to attract and retain key personnel; difficulties in transitioning to smaller geometry process technologies; the ability to protect proprietary rights; the ability to satisfactorily resolve any infringement claims; reliance on third party technology; the use of “open source” software in our products; changes in our tax provisions or adverse outcomes resulting from examination of our income tax returns; computer viruses and other tampering with the company’s computer systems; and facilities of the company and its suppliers and customers are located in areas subject to natural disasters.

More detailed information on these and additional factors which could affect the company’s operating and financial results are described in the company’s Forms 10-K, 10-Q and other reports filed, or to be filed, with the Securities and Exchange Commission. The company urges all interested parties to read these reports to gain a better understanding of the business and other risks that the company faces. The forward-looking statements contained in this press release are made only as of the date hereof, and the company does not intend to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.

QLogic and the QLogic logo are registered trademarks of QLogic Corporation. Other trademarks and registered trademarks are the property of the companies with which they are associated.

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