As previously set forth in a Form 8-K filed with the Securities and Exchange Commission on January 9, 2007, Wind River Systems, Inc. (the “Company”) reported that the Nasdaq Listing Qualifications Panel (the “Panel”) had granted the Company’s request for continued listing on The Nasdaq Global Select Market subject to certain conditions, including that (i) the Company file its Form 10-Q for the quarter ended July 31, 2006 on or before February 7, 2007; and (ii) the Company file its Form 10-Q for the quarter ended October 31, 2006 on or before February 21, 2007.

On February 7, 2007, the Company received notice from the Panel that it had granted the Company’s request for a further extension of time as follows: (i) Form 10-Q for the quarter ended July 31, 2006 shall be filed on or before March 19, 2007; and (ii) Form 10-Q for the quarter ended October 31, 2006 shall be filed on or before March 26, 2007.

The Panel has advised the Company that if it is unable to comply with the deadlines set forth above, the Panel will delist the Company’s shares and, unless the Nasdaq Listing and Hearings Review Council issues a stay, suspend trading of the Company’s shares on The Nasdaq Stock Market effective on March 20, 2007 or March 27, 2007.

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.