FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 * MEYERS GARY   2. Issuer Name and Ticker or Trading Symbol SYNOPSYS INC [SNPS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP & GM (Last) (First) (Middle) 700 EAST MIDDLEFIELD ROAD 3. Date of Earliest Transaction (Month/Day/Year) 05/15/2008 (Street) MOUNTAIN VIEW, CA 94043 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Non-Qualified Stock Option (right to buy)

$ 24.94

05/15/2008

J(1)

50,000

05/16/2009(2)

05/15/2015

Common Stock

50,000

$ 0

50,000

D

Restricted Stock Units

$ 0

05/15/2008

A

15,000

(3)

(4)

Common Stock

15,000

$ 0

15,000

D

Non-Qualified Stock Option (tight to buy)

$ 26.54

05/16/2008(5)

A

1,259

12/31/2002

02/22/2012

Common Stock

1,259

$ 0

1,259

D

Non-Qualified Stock Option (right to buy)

$ 18.43

05/16/2008(5)

A

1,695

02/14/2003

02/14/2012

Common Stock

1,695

$ 0

1,695

D

Non-Qualified Stock Option (right to buy)

$ 15.63

05/16/2008(5)

A

33,918

10/29/2005(7)

10/04/2014

Common Stock

33,918

$ 0

33,918

D

Non-Qualified Stock Option (right to buy)

$ 16.16

05/16/2008(5)

A

8,479

07/01/2006(8)

07/21/2016

Common Stock

8,479

$ 0

8,479

D

Non-Qualified Stock Option (right to buy)

$ 19.23

05/16/2008(5)

A

30,526

07/01/2007(6)

08/20/2017

Common Stock

30,526

$ 0

30,526

D

Non-Qualified Stock Option (right to buy)

$ 14.42

05/16/2008(5)

A

11,306

08/31/2005(7)

08/30/2014

Common Stock

11,306

$ 0

11,306

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MEYERS GARY 700 EAST MIDDLEFIELD ROAD MOUNTAIN VIEW, CA 94043			VP & GM

Signatures

Gary Meyers by Stephen Buckhout pursuant to POA		05/19/2008
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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 to reporting person to buy shares of common stock under the Synopsys Inc 2006 Employee Equity Incentive Plan
(2)	25% of the grant becomes exercisable one year after the grant date with the remainder becoming exercisable in a series of 36 equal monthly installments
(3)	The restricted stock units vest in three equal installments beginning May 15, 2009
(4)	Not applicable
(5)	Reporting person held stock options at Synplicity, Inc. which was acquired by Synopsys, Inc. on 05/15/2008. His Synplicity options were converted into the equivalent Synopsys share and price amounts reported here
(6)	166.67 shares vest monthly to 7/1/08, 2750 shares vest monthly to 7/1/09, 2833.34 shares vest monthly to 7/1/10 and 1750 shares vest monthly to 7/1/11
(7)	25% of the grant becomes exercisable one year after grant date with the remainder becoming exercisable in 3 equal annual installments
(8)	416.67 shares vest monthly to 7/1/08, 500 shares vest monthly to 7/1/09 and 750 shares vest monthly to 7/1/10

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