UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q/A

(Amendment No. 1)

 

(Mark One)

ý                                 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended July 2, 2005

or

 

o                                 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from              to             .

 

Commission File Number  0-18548

 

Xilinx, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

(408) 559-7778

(Registrant’s telephone number, including area code)

 

N/A

(Former name, former address, and former fiscal year, if changed since last report)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ý  No o

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).  Yes ý  No o

 

Shares outstanding of the Registrant’s common stock:

 

 

 

EXPLANATORY NOTE

 

On August 8, 2005, Xilinx, Inc. (the “Registrant”) filed its Quarterly Report on Form 10-Q for the quarter ended July 2, 2005 (“Form 10-Q”).  This Amendment No. 1 to the Form 10-Q is being filed to include the complete form of the certifications required by Rule 13a-14(a) under the Securities Exchange Act of 1934 (the “Section 302 Certifications”).  The certifications of the principal executive and principal financial officers of the Registrant that were filed with the Form 10-Q on August 8, 2005 inadvertently omitted a portion of the introductory language required in paragraph 4 of the Section 302 Certifications.  In addition, the Registrant inadvertently did not file as an exhibit to the Form 10-Q the letter agreement, dated June 2, 2005 and effective June 6, 2005, with the Registrant’s Vice President and Chief Financial Officer related to the terms of his employment, which had been described previously in the Registrant’s Current Report on Form 8-K filed on June 7, 2005.  The letter agreement with the Vice President and Chief Financial Officer is filed as an exhibit to this Amendment No. 1.

 

 

Part II.  Other Information

 

 

Item 6.  Exhibits

 

10.1		Letter Agreement, dated June 2, 2005 and effective June 6, 2005, with the Registrant’s Vice President and Chief Financial Officer related to the terms of his employment
31.1		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Amendment No. 1 on Form 10-Q/A to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

	XILINX, INC.
Date: August 12, 2005	/s/ Jon A. Olson
	Jon A. Olson
	Vice President, Finance and Chief Financial Officer (as principal accounting and financial officer and on behalf of Registrant)

 

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