SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Ko Fu Hwa

(Last)

(First)

(Middle)

700 EAST MIDDLEFIELD ROAD

(Street)

MOUNTAIN VIEW

94043

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/05/2008

3. Issuer Name and Ticker or Trading Symbol
SYNOPSYS INC [ SNPS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr VP & GM, SEG Group

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,783	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Incentive Stock Option (right to buy)	07/25/2004	07/25/2010	Common Stock	2,164	$23.5849	D
Incentive Stock Option (right to buy)	05/18/2005	05/18/2011	Common Stock	8,190	$24.7978	D
Non-Qualified Stock Option (right to buy)	12/19/2004	08/19/2014	Common Stock	375	$14.65	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	08/19/2014	Common Stock	4,125	$15.18	D
Non- Qualified Stock Option (right to buy)	01/15/2005⁽²⁾	10/15/2011	Common Stock	4,000	$16.18	D
Non-Qualified Stock Option (right to buy)	07/23/2005⁽³⁾	12/23/2011	Common Stock	6,847	$17.16	D
Non-Qualified Stock Option (right to buy)	03/10/2005⁽²⁾	12/10/2011	Common Stock	8,000	$18.23	D
Non-Qualified Stock Option (right to buy)	03/02/2006⁽²⁾	12/02/2012	Common Stock	8,000	$21.1	D
Non-Qualified Stock Option (right to buy)	12/09/2006	12/09/2012	Common Stock	3,584	$21.725	D
Non-Qualified Stock Option (right to buy)	05/22/2008⁽²⁾	02/22/2015	Common Stock	6,000	$23.59	D
Non-Qualified Stock Option	12/18/2004	05/18/2011	Common Stock	10,358	$24.7978	D
Non-Qualified Stock Option (right to buy)	12/11/2004	06/11/2012	Common Stock	7,918	$24.935	D
Non-Qualified Stock Option (right to buy)	06/11/2006	06/11/2012	Common Stock	7,500	$25.46	D
Non-Qualified Stock Option	06/14/2007⁽²⁾	03/14/2014	Common Stock	3,000	$26.17	D
Restricted Stock Units	⁽⁴⁾	⁽⁵⁾	Common Stock	1,500	$0	D
Restricted Stock Units	⁽⁶⁾	⁽⁵⁾	Common Stock	3,000	$0	D

Explanation of Responses:

1. Grant began vesting on 01/19/05 and vests in 44 equal installments.

2. 3/48 vested on the date shown with the balance vesting in 45 equal monthly installments.

3. Exercisable in 36 equal monthly installments beginning one month from grant date.

4. The reporting person received 2,000 restricted stock units on 03/22/07. 25% vested and were released on 03/15/08 with the balance vesting in three equal annual installments.

5. Not applicable.

6. The reporting person received 3,000 restricted stock units on 02/27/08. 25% of the units vest on 03/15/09 followed by three equal annual installments.

	Fu Hwa Ko by Stephen Buckhout pursuant to POA	05/14/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.