Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Ko Fu Hwa
2. Date of Event Requiring Statement (Month/Day/Year)
05/05/2008
3. Issuer Name and Ticker or Trading Symbol
SYNOPSYS INC [SNPS]
(Last)
(First)
(Middle)
700 EAST MIDDLEFIELD ROAD
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 Original Filed(Month/Day/Year)
(Street)

MOUNTAIN VIEW, CA 94043
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
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  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ko Fu Hwa
700 EAST MIDDLEFIELD ROAD
MOUNTAIN VIEW, CA 94043
      Sr VP & GM, SEG Group  

Signatures

Fu Hwa Ko by Stephen Buckhout pursuant to POA 05/14/2008
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(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.

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