Xilinx Inc. 2002 Form 10-K Item 1

Items 1 and 3 of this 10-K contain forward-looking statements concerning our development efforts, strategy, new product introductions, backlog and litigation. These statements involve numerous risks and uncertainties including those discussed throughout this document as well as under “Factors Affecting Future Operating Results” in Item 7. Forward looking statements can often be identified by the use of forward looking words, such as “may,”“will,”“could,”“should,” “expect,”“believe,”“anticipate,”“estimate,”“continue,”“plan,”“intend,”“project,” or other similar words

General

Xilinx, Inc. (Xilinx or the Company) designs, develops and markets complete programmable logic solutions, including advanced integrated circuits (ICs), software design tools, predefined system functions delivered as intellectual property (IP) cores, design services, customer training, field engineering and technical support. The programmable logic devices (PLDs) include field programmable gate arrays (FPGAs) and complex programmable logic devices (CPLDs). These devices are standard products that our customers program to perform desired logic functions. Our products are designed to provide high integration and quick time-to-market for electronic equipment manufacturers primarily in the telecommunications, networking, computing, industrial, and consumer markets. Our products are sold globally through a direct sales management organization, direct sales to original equipment manufacturers (OEMs) by a network of independent sales representative firms, and through franchised domestic and foreign distributors.

Competitive pressures compel manufacturers of electronic systems to accelerate their products’ introduction to market. Customer requirements for improved functionality, performance, reliability and lower cost are addressed through the use of components that integrate ever-larger numbers of logic gates onto a single integrated circuit. Such integration often results in greater speed, smaller die size, lower power consumption and reduced costs. The rapid change in technology continues to fuel the demand for faster integrated circuits. At the same time, increased pressure is placed on electronic equipment manufacturers to shorten their product life cycles. Due to their functionality and reprogrammability, our PLDs enable electronic equipment manufacturers to effectively respond to these evolving market trends.

Xilinx was organized in California in February 1984 and in November 1985 was reorganized to incorporate our research and development limited partnership. In April 1990, the Company reincorporated in Delaware. Our corporate facilities and executive offices are located at 2100 Logic Drive, San Jose, California 95124 and our website is www.xilinx.com.

Our fiscal year ends on the Saturday nearest March 31. For ease of presentation, March 31 has been utilized as the fiscal year-end for all financial statement captions. Fiscal 2002 ended on March 30, 2002 while fiscal 2001 and 2000 ended on March 31, 2001 and April 1, 2000, respectively.

Products

Integral to the future success of our business is the timely introduction of new products which address customer requirements and compete effectively on the basis of price, functionality, and performance. Xilinx programmable logic solutions help minimize risks for manufacturers of electronic equipment by shortening the time required developing products and introducing them to market. Customers can design much faster using Xilinx programmable devices than they could using traditional methods such as mask-programmed, fixed logic gate arrays. Moreover, because Xilinx devices are standard parts that need only to be programmed, customers are not required to wait for prototypes or pay large non-recurring engineering costs. Silicon products, software solutions, intellectual property cores and technical support make up the total solution delivered by Xilinx.

The software component of a programmable logic solution is critical to the success of every design project. Our software solutions provide powerful tools which make designing with programmable logic easy. Push button design flows, integrated on-line help, multimedia tutorials, plus high performance automatic and auto-interactive tools, help designers achieve optimum results. We offer the industry's broadest array of programmable logic technology and electronic design automation (EDA) integration options allowing us to deliver unparalleled design flexibility. Xilinx has also developed a technology that enables the hardware in Xilinx-based systems to be upgraded remotely over any kind of private or public network, including the Internet even after the equipment has been shipped to a customer. Such upgradable systems allow equipment manufacturers to remotely add new features and capabilities to installed systems or repair problems without having to physically exchange hardware.

Programmable Logic Devices:

We classify our product offerings into four categories by semiconductor manufacturing process technology: advanced products, mainstream products, base products and support products. These four product categories are adjusted on a regular basis to accommodate advances in process technology. The most recent adjustment was on April 1, 2001. Advanced products include our newest technologies manufactured on 0.18-micron and smaller process technologies, which include the Spartan™-II, Spartan-IIE™ , Virtex-E™, Virtex-II™, Virtex-II Pro™, and CoolRunner-II™ product lines. Mainstream products are currently manufactured on 0.22 to 0.35-micron process technologies and include the Virtex™, XC4000XL, XC4000XLA, XC4000XV, XC9500XL, SpartanXL™ and CoolRunner™ product lines. Base products consist of our mature product families that are currently manufactured on process technologies of 0.5-micron and larger; this includes the XC3000, XC3100, XC4000, XC5200, XC9500, XC4000E, XC4000EX and Spartan families. Our Support products make up the remainder of our product offerings and include configuration solutions (serial proms), software, IP cores, design services and support.

Virtex-II Pro™ Platform FPGAs:

The Virtex-II Pro Platform FPGA family, introduced in March 2002, is the industry’s first platform for programmable systems, a solution that enables system architects and engineers to rapidly develop and deploy their leading-edge systems. With up to four IBM PowerPC™ processors immersed into the industry's leading FPGA fabric, up to 16 Rocket I/O™ multi-gigabit transceivers, and Wind River Systems’ embedded design tools, Xilinx delivers a complete system development platform. The Virtex-II Pro solution enables ultra-high bandwidth system-on-a-chip (SoC) designs that were previously the exclusive domain of custom ASICs, yet with the flexibility and low development cost of programmable logic. This new solution is expected to enable a new era of leading-edge system architectures in networking applications, storage systems, wireless base stations, embedded systems, professional broadcast, and digital signal processing (DSP) systems. The Virtex-II Pro devices are delivered on 0.13-micron, copper process technology.

Virtex-II™ Platform FPGAs:

The Virtex-II Platform FPGA family, introduced in January 2001, is a complete platform for programmable logic that allows digital system designers to rapidly implement a single-chip solution with densities from 40,000 up to eight million system gates. The Virtex-II solution was developed to enable rapid development of data communications and DSP systems. The Virtex-II devices are delivered on 0.15-micron process technology. In March 2002, the Virtex-II EasyPath™ solution was introduced. Virtex-II EasyPath devices are FPGAs that have been custom tested for a specific customer application, enabling up to an 80% cost reduction compared to the standard FPGA device with no conversion risk to the customer. These devices are available only for the highest density members of the Virtex-II family and customers using these devices must meet certain minimum order requirements.

Virtex™ FPGAs:

The first generation of the Virtex architecture includes the Virtex-E and Virtex families.

The Virtex-E™ FPGA family, introduced in September 1999 consists of 11 members, from 50,000 system gates to 3.2 million system gates. Virtex-E FPGAs feature 1.8-volt operation and are delivered on 0.18-micron process technology.

The Virtex FPGA series, introduced in October 1998, includes the industry’s first million-gate FPGA. Nine Virtex devices are currently in production on 0.22-micron process technology. The Virtex devices with 2.5-volt operation, range from 50,000 to 1,000,000 system gate densities.

XC4000 FPGAs:

The XC4000 family, introduced in 1990, was the first FPGA offering on-board distributed RAM. The XC4000 became an industry standard and was the Company’s fastest growing programmable logic family until the Virtex family was introduced in October 1998.

The XC4000XL family has 11 members shipping in volume ranging in density from 2,000 to 180,000 system gates. The XC4000XV is a 2.5-volt FPGA family that utilizes 0.25-micron process technology. The family has four members with up to 500,000 system gates.

Spartan™ FPGAs:

The Xilinx Spartan™ and SpartanXL™ FPGA families were derived from the XC4000 architecture. The Spartan-II™ families were derived from the Virtex architecture. In November 2001, we announced the Spartan-IIE™ family, our newest generation of high-volume FPGAs, which is based on the Virtex-E architecture. Spartan-IIE devices, with densities ranging from 5,000 to 300,000 system gates, are designed to be low cost programmable replacements for ASICs and application specific standard products (ASSPs). New features in the Spartan-IIE family such as LVDS input/output signaling, address a larger range of cost-sensitive high-volume applications and open up new consumer electronic market opportunities for programmable logic.

CPLDs:

The XC9500, XC9500XL and XC9500XV families offer high speed, low cost and in-system programmability for 5.0-volt, 3.3-volt and 2.5-volt systems, respectively.

In August 1999 we acquired Philips Semiconductors’ line of low power CPLDs called the CoolRunner™ family of devices. The CoolRunner “XPLA3” 3.3-volt line was the first family of CPLD products to combine very low power with high speed, high density, and high I/O counts in a single device. CoolRunner CPLDs also use far less dynamic power during actual operation compared to conventional CPLDs, an important feature for today’s mobile computing applications.

In January 2002, Xilinx introduced the CoolRunner-II™ family, a next-generation 1.8-volt family with enhanced power management and system features. The CoolRunner-II RealDigital™ CPLDs combine the industry’s lowest standby and operating power with industry-leading system features at no performance or cost penalty to the customer. This new class of devices is ideal for both performance-intensive applications as well as the large portable and wireless markets.

Software, Cores and Support:

We offer complete software design tool solutions that enable customers to implement their design specifications into our PLDs. These software design tools combine a powerful technology with a flexible, easy to use graphical interface to help achieve the best possible designs within each customer’s project schedule, regardless of the designer’s experience level.

The Xilinx ISE™ (Integrated Software Environment) family of design software is the leading design tool offering in programmable logic and continues to lead the industry in innovative solutions for the growing complexity of logic design issues. Introduced in September 2001, ISE delivers hardware description language (HDL) and schematic capture, synthesis, place and route, timing, implementation and verification tools in four configurations to fit a wide range of customer needs. ISE also integrates with a wide range of EDA offerings and point-tool solutions to deliver the most flexible design environment available.

ISE Foundation offers the most complete logic design environment for the customer who desires one logic solution from a single vendor. For the cost-conscious customer who does not require the full power of ISE Foundation, ISE BaseX targets a smaller device range with a reduced feature set at a lower price-point. ISE Alliance is tailored for customers who want maximum design flexibility by integrating ISE into their existing EDA environment and methodology. For customers who leverage the web for their design needs, Xilinx offers ISE WebPACK in free downloadable design and implementation modules.

All of the Xilinx FPGA and CPLD device families are supported by ISE, including the newest device families CoolRunner-II, Spartan-IIE and Virtex-II Pro. Xilinx also offers several design options designed to work with ISE in solving more customer specific needs. Modular Design, Internet Team Design, Chipscope and WebFITTER deliver solutions both to sophisticated engineers developing the highest-density designs and to cost-conscious customers who use only the most minimal set of design tools.

We also offer IP cores for commonly used complex functions such as DSP, bus interfaces, processors, and peripheral interfaces. Using Xilinx’s LogiCORE products and cores from third party AllianceCORE participants, customers can shorten development time, reduce design risk and obtain superior performance for their designs. Additionally, our CORE Generator system allows customers to implement IP cores into our PLDs. It offers a simple user interface, complete cataloging of available cores, easy selection of parameter-based cores optimized for our FPGAs, and features an interface to third-party system level DSP design tools. Further, Xilinx’s IP Center Internet portal offers customers the ability to purchase a license online for the latest intellectual property cores and reference designs via Smart Search for faster access. Industry leading LogiCORE products include the electronics industry’s first SPI4.2 product, FPGA industry’s first 10Gb Ethernet core, an extensive suite of forward-error correction (FEC) cores, and MicroBlaze, the industry’s fastest 32 bit soft processor core.

To extend our customers’ technical capabilities and shorten our customers’ design time in the race to market, we offer a portfolio of services, which consists of education, design services, and support in addition to support.xilinx.com, an online technical resource. Our Education Services consist of hands-on, lab-based, multi-day courses from fundamental to expert skill levels, designed to make our customers proficient at high-speed logic and system design. Our Design Services help shorten the customers’ time to market by augmenting their design teams with Xilinx’s industry experts in FPGA design techniques and solutions. With Technical Support resources, our customers’ calls get top priority from senior application engineers who have solid design experience and a track record of solving complex problems.Customers can personalize their experience with support.xilinx.com, through the MySupport feature. They can access training courses, an answers’ database, and forums with access to an experienced Xilinx team for assistance in troubleshooting and design issues.

Our software design tools operate on personal computers running Microsoft Windows ’98, 2000, NT, and RedHat Linux operating systems, and on workstations from Hewlett-Packard Company and Sun Microsystems running HPUX and Sun Solaris.

Research and Development

Our research and development activities are primarily directed towards the design of new integrated circuits, the development of new software design tools, cores of logic, and advanced semiconductor manufacturing processes, and ongoing cost reductions and performance improvements in existing products. Our primary areas of focus have been to: introduce the industry’s first eight million system gate programmable system solution (Virtex-II FPGA devices), tightly integrate PowerPC microprocessors and multi-gigabit transceivers (Virtex-II Pro), design a low-cost ASIC replacement FPGA solution (Spartan-IIE devices), develop CPLD products (CoolRunner-II families), and release new versions of software design tools (Foundation Series ISE software) and cores of logic. We collaborated with our foundry suppliers in the development of 130 nanometer CMOS manufacturing technology, using copper interconnect and low-K dielectric. This new process technology is used by our Virtex-II Pro family, which began shipping in the fourth quarter of fiscal 2002.

Our research and development challenge is to continue to develop new products that create cost-effective solutions for customers. In fiscal 2002, 2001, and 2000, our research and development expenses were $204.8 million, $213.2 million, and $123.6 million, respectively. Excluding $8.5 million and $4.5 million of non-cash deferred stock compensation associated with the November 2000 acquisition of RocketChips, Inc. (RocketChips), research and development expenses were $196.3 million and $208.7 million in fiscal 2002 and 2001, respectively. We expect to continue to make substantial investments in research and development. We believe technical leadership is essential to our future success and we are committed to continuing a significant level of research and development effort. However, there can be no assurance that any of our research and development efforts will be successful, timely or cost-effective.

Marketing and Sales

We sell a substantial majority of our products through several franchised domestic and foreign distributors. We also utilize a direct sales management organization and field applications engineers (FAEs) as well as independent sales representative firms. Our independent representatives generally address larger OEM customers and act as a direct sales force, while distributors generally provide vendor managed inventory and logistics for large OEM customers and also create demand within the balance of our customer base. Our sales and customer support personnel support all channels and consult with customers about their plans, ensuring that the right solution is provided at the beginning of a customer's project.

Avnet, Inc. and the Memec Group distribute our products worldwide and Nu Horizons Electronics and Tokyo Electron Device Limited provide additional regional sales coverage in North America and Japan, respectively. From time to time, we may add or terminate distributors as we deem appropriate given the level of business and their performance. We believe distributors provide a cost-effective means of reaching a broad range of customers and provide efficient logistics services. Since PLDs are standard products, they do not present many of the inventory risks to distributors as compared to custom gate arrays, and they simplify the requirements for distributor technical support.

Revenue recognition on shipments to distributors worldwide is deferred until the products are sold to the end customer. Distributors have certain rights of return and price protection privileges on unsold product.

Backlog and Customers

As of March 31, 2002, our backlog from OEM customers and backlog from end customers reported by our distributors scheduled for delivery within the next three months was $140 million, after adjustments for estimated discounts. As of March 31, 2001, our backlog from OEM customers and distributor-reported backlog from end customers was $171 million, after adjustments for estimated discounts. Orders from end customers to our distributors are subject to changes in delivery schedules or to cancellation without significant penalty. As a result, end customer backlog to distributors as of any particular period may not be a reliable indicator of revenue for any future period.

No end customer accounted for more than 10% of net revenues in fiscal year 2002, 2001, or 2000. As of March 31, 2002, two distributors accounted for 48% and 30% of total accounts receivable. These two distributors also accounted for 44% and 30% of worldwide net revenues in fiscal 2002. As of March 31, 2001, two distributors accounted for 59% and 28% of total accounts receivable. These two distributors also accounted for 44% and 29% of worldwide net revenues in fiscal 2001. In fiscal 2000, two distributors accounted for 42% and 29% of worldwide net revenues. (See Note 2 of Notes to Consolidated Financial Statements in Item 8 for Concentrations of Credit Risk; also see Note 12 for geographic revenue information.)

Wafer Fabrication

We do not directly manufacture processed wafers used for our products. Presently, our wafers are manufactured in Taiwan by United Microelectronics Corporation (UMC), in Japan by Seiko Epson Corporation (Seiko) and in the U.S. in pre-production volume by International Business Machines Corporation (IBM). Precise terms with respect to the volume and timing of wafer production and the pricing of wafers produced by the semiconductor foundries are determined by periodic negotiations between Xilinx and these wafer foundries.

Our strategy is to focus our resources on creating new integrated circuits and software design tools and on market development rather than on wafer fabrication. We continuously evaluate opportunities to enhance foundry relationships and/or obtain additional capacity from both our main suppliers as well as other suppliers of leading-edge process technologies. As a result, we have entered into agreements with UMC, Seiko and IBM as discussed below.

In September 1995, Xilinx, UMC and other parties entered into a joint venture to construct a wafer fabrication facility in Taiwan, known as United Silicon Inc. (USIC). (See Note 3 of Notes to Consolidated Financial Statements in Item 8.) We made a total cumulative investment of $107.1 million in USIC. In January 2000, as a result of the merger of USIC into UMC, our equity position in USIC was converted into shares of UMC, which are publicly traded on the Taiwan Stock Exchange. We retain monthly guaranteed wafer capacity rights in UMC as long as we retain a certain percentage of our original UMC shares.

In fiscal 1997, we signed a wafer purchasing agreement with Seiko. This agreement was amended in fiscal 1998 and provided for an advance payment to Seiko of $150 million. Repayment of this advance was made in the form of wafer deliveries and ended in fiscal 2001.

In fiscal 2002, we signed a Custom Sales Agreement with IBM, giving us the right to purchase wafers from IBM. Presently, we are purchasing less than five percent of our wafers from IBM.

Sort, Assembly and Test

Wafers purchased by us are sorted by the wafer foundry, independent sort subcontractors or by us. Sorted wafers are assembled by subcontractors in facilities in Asian countries. During the assembly process, the wafers are separated into individual die, which are then assembled into various package types. Following assembly, the packaged units are tested by independent test subcontractors or by Xilinx personnel at our San Jose, California or Dublin, Ireland facilities.

Patents and Licenses

Through March 31, 2002, we held 665 issued United States patents and we maintain an active program of filing for additional patents in the areas of, but not limited to, software, IC architecture, system design, testing methodologies, and other technologies relating to PLDs. We intend to vigorously protect our intellectual property. We believe that failure to enforce our intellectual property rights (for example, patents, copyrights and trademarks) or to effectively protect our trade secrets could have an adverse effect on our financial condition and results of operations. In the future, we may incur litigation expenses to enforce our intellectual property rights against third parties. There is no assurance that any such litigation would be successful. (See Legal Proceedings in Item 3 and Note 13 of Notes to Consolidated Financial Statements in Item 8.)

We have acquired various software licenses that permit us to grant object code sublicenses to our customers for certain third party software programs licensed with our software design tools. In addition, we have licensed certain software for internal use in product design.

Employees

As of March 31, 2002, Xilinx had 2,611 employees compared to 2,678 at the end of the prior year, a decline of 3%. None of our employees are represented by a labor union. We have not experienced any work stoppages and believe we maintain good employee relations.

Competition

Our PLDs compete in the logic industry, an industry which is intensely competitive and characterized by rapid technological change, increasing levels of integration, product obsolescence and continuous price erosion. We expect increased competition, both from our primary FPGA competitors, Altera Corporation (Altera) and Lattice Semiconductor Corporation (Lattice) and from new companies that may enter the traditional programmable logic market. In addition, as we enter the embedded processor and embedded multi-gigabit transceiver markets, we will encounter new competitors in the traditional large ASIC market such as Texas Instruments Incorporated, LSI Logic Corporation and NEC Corporation. We believe that important competitive factors in the programmable logic industry include:

product pricing;
product performance, reliability, power consumption, and density;
adaptability of products to specific applications;
ease of use and functionality of software design tools;
functionality of predefined cores of logic; and
ability to provide timely customer service and support.

Our strategy for expansion in the logic market includes continued introduction of new product architectures that address high-volume, low-cost applications as well as high-performance, high-density applications. In addition, we anticipate continued price reductions proportionate with our ability to lower the manufacturing cost for established products. However, we cannot assure that we will be successful in achieving these strategies.

Our major sources of competition are the following:

providers of high-density programmable logic products characterized by FPGA-type architectures;
providers of high-volume and low-cost FPGAs as programmable replacements for standard cell or gate array based application specific integrated circuits (ASICs) and application specific standard products (ASSPs);
providers of ASICs and ASSPs who are beginning to embed incremental amounts of programmable logic within their products;
providers of high-speed, low-density CPLDs;
manufacturers of standard cell and custom gate arrays;
manufacturers of products with embedded processors;
manufacturers of products with embedded multi-gigabit transceivers;
providers of competitive software development tools; and
other providers of new or emerging programmable logic products.

We compete with high-density programmable logic suppliers on the basis of device performance, the ability to deliver complete solutions to customers, device power consumption, and customer support by taking advantage of the primary characteristics of our PLD product offerings which include: flexibility, high-speed implementation, quick time-to-market, and system-level capabilities. We compete with ASIC manufacturers on the basis of lower design costs, shorter development schedules, and reduced inventory risk and field upgradability. The primary attributes of ASICs are high density, high speed, and low production costs in high volumes. We continue to develop lower cost architectures intended to narrow the gap between current ASIC production costs (in high volumes) and PLD production costs. As PLDs have increased in density and performance and decreased in cost due to the advanced manufacturing processes, they have become more directly competitive with ASICs. With our Spartan family, which is Xilinx’s low cost programmable replacement for ASICs, we seek to grow by directly competing with other companies in the ASIC segment. Many of the companies in the ASIC segment have substantially greater financial, technical, and marketing resources than Xilinx. Consequently, there can be no assurance that we will be successful in competing in the ASIC segment. Competition among PLD suppliers and manufacturers of new or emerging programmable logic products is based primarily on price, performance, design, customer support, software utility, and the ability to deliver complete solutions to customers. Several companies, both large and small, have introduced products that compete with ours or have announced their intention to enter the PLD segment. To the extent that our efforts to compete are not successful, our financial condition and results of operations could be materially adversely affected.

The benefits of programmable logic have attracted a number of competitors to the logic market. We recognize that different applications require different programmable technologies, and we are developing architectures, processes, and products to meet these varying customer needs. Recognizing the increasing importance of standard software solutions, we have developed common software design tools that support the full range of integrated circuit products. We believe that automation and ease of design are significant competitive factors in the PLD segment.

We could also face competition from our licensees. Under a license from us, Lucent Technologies (Lucent) had rights to manufacture and market our XC3000 FPGA products and also to employ that technology to provide additional high-density FPGA products. In 2001, Lucent assigned its rights to Agere Systems, Inc. (Agere). Agere has subsequently sold a portion of its programmable logic business to Lattice. Under the terms of the Xilinx license grant, no rights of Agere are transferable to Lattice. Seiko has rights to manufacture some of our older products and market them in Japan and Europe, but is not currently doing so. We granted a license to use certain of our patents to Advanced Micro Devices (AMD). AMD produced certain PLDs under that license through its wholly-owned subsidiary, Vantis. In June 1999, AMD sold the Vantis subsidiary to Lattice. In conjunction with Xilinx’s settlement of the patent litigation with Altera in July 2001, both companies entered into a royalty-free patent cross license agreement.

Executive Officers of the Registrant

Certain information regarding each of Xilinx's executive officers is set forth below:



Willem P. Roelandts	57	President and Chief Executive Officer	1996
Kris Chellam	51	Senior Vice President, Finance and Chief Financial Officer	1998
Steven Haynes	51	Vice President, Worldwide Sales	1998
Randy Ong	52	Vice President, Worldwide Operations	1997
Richard W. Sevcik	54	Senior Vice President and General Manager	1997
Sandeep S. Vij	36	Vice President, Worldwide Marketing	2001
Evert A. Wolsheimer	47	Vice President and General Manager	1997

There are no family relationships among the executive officers of the Company. On the Board of Directors, Mr. Bernard V. Vonderschmitt, Chairman of the Board, is the brother-in-law of Dr. Frank Seiji Sanda, Director.

Willem P. “Wim” Roelandts joined the Company in January 1996 as Chief Executive Officer and a member of the Company’s Board of Directors. In April 1996, he was appointed to the additional position of President of the Company. Prior to joining the Company, he served at Hewlett-Packard Company, a computer manufacturer, as Senior Vice President and General Manager of Computer Systems Organizations from August 1992 through January 1996 and as Vice President and General Manager of the Network Systems Group from December 1990 through August 1992.

Kris Chellam joined the Company in July 1998 as Senior Vice President, Finance and Chief Financial Officer. Prior to joining the Company, he served at Atmel Corporation as Senior Vice President and General Manager of a product group from March to July 1998 and as Vice President, Finance and Administration, and Chief Financial Officer from September 1991 through March 1998. Mr. Chellam also serves as a director of At Road Inc. (NASDAQ: ARDI)

Steven Haynes joined the Company in 1987 as the Regional Sales Manager of the Northeast region, was promoted to Area Sales Director in 1988, and was appointed Vice President, North American Sales in 1995. In November 1998, he was promoted and now holds the position of Vice President, Worldwide Sales.

Randy Ong joined the Company in 1990 as Senior Staff Engineer, and was promoted to Vice President, Worldwide Operations in 1997. He has overall responsibility for manufacturing, quality assurance, testing, reliability, and package development for Xilinx programmable logic devices. He also oversees strategic management of the Company's semiconductor foundry and packaging suppliers.

Richard W. Sevcik joined the Company in April 1997 as Senior Vice President and General Manager. He was elected to the Board of Directors of the Company in 2000. Prior to joining the Company, he worked at Hewlett-Packard Company for 10 years where, from 1994 through 1996, he served as Group General Manager of the company's Systems Technology Group and oversaw five divisions involved with product development for servers, workstations, operating systems, microprocessors, networking and security. In 1995, he was named Vice President at Hewlett-Packard.

Sandeep S. Vij joined the Company in April 1996 as Director, FPGA Marketing and was promoted to Vice President, Marketing in October 1996 and to Vice President, Worldwide Marketing in July 2001. From 1990 until April 1996, he served at Altera Corporation, a semiconductor company, in a variety of marketing roles.

Evert A. Wolsheimer joined the Company in 1991 as Vice President, Product Technology, with responsibility for process technology, wafer foundry, assembly, reliability, and product engineering. He was promoted to Vice President and General Manager in 1997.