Item 8.01 Other Events.

On May 27, 2009, Xilinx, Inc. (the "Company") received an adverse judicial ruling regarding a previously-disclosed dispute with the Internal Revenue Service (the "IRS") concerning the Company's cost sharing agreement with Xilinx Ireland.

As the Company has previously disclosed, on August 30, 2005, the Tax Court issued an opinion concerning whether the value of stock options must be included in the Company's cost sharing agreement with Xilinx Ireland. The Tax Court agreed with the Company that no amount for stock options was to be included in the cost sharing agreement, and thus, under that opinion, the Company owed no tax, interest or penalties to the IRS in connection with this dispute. The Tax Court entered its decision on May 31, 2006. On August 25, 2006, the IRS appealed the decision to the U.S. Court of Appeal for the Ninth Circuit. Although the Company opposed that appeal, believing that the Tax Court decided the case correctly, the Appeals Court has now ruled against the Company regarding this dispute. The Company is in the process of reviewing the impact of the Appeals Court decision for all years open to IRS audit.

Because the Company's Annual Report on Form 10-K for the period ended March 28, 2009 was also due on May 27, 2009, the Company must delay the filing of that Form 10-K in order to consider the impact of that ruling on the disclosure in such Form 10-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits Exhibit No. Description 99.1 Press Release dated May 28, 2009

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