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

Effective October 10, 2008, Mr. Patrick W. Little resigned his position as the Company’s senior vice president, products and market development to pursue other opportunities.

This Form 8-K is being filed in order to satisfy the filing requirements of Form 8-K which requires a filing upon the resignation of any named executive 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.

  XILINX, INC. 
 
Date: October 10, 2008  By:  /s/ Jon A. Olson   
       Jon A. Olson 
         Senior Vice President, Finance 
       and Chief Financial Officer