FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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
                      

1. Name and Address of Reporting Person *

Cowie James J

2. Date of Event Requiring Statement (MM/DD/YYYY)
4/1/2008 

3. Issuer Name and Ticker or Trading Symbol

CADENCE DESIGN SYSTEMS INC [CDNS]

(Last)        (First)        (Middle)

2655 SEELY AVENUE, BLDG. 5

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

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Sr. VP, General Counsel /

(Street)

SAN JOSE, CA 95134       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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   78626   D  
 

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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
Non-qualified Stock Option (right to buy)     (1) 8/25/2010   Common Stock   25000   $20.1875   D  
 
Non-qualified Stock Option (right to buy)     (2) 4/30/2014   Common Stock   5834   $13.04   D  
 
Non-qualified Stock Option (right to buy)     (3) 12/9/2015   Common Stock   10000   $17.89   D  
 
Non-qualified Stock Option (right to buy)     (4) 4/1/2015   Common Stock   60000   $10.93   D  
 

Explanation of Responses:
( 1)  Option was granted on August 25, 2000 and is fully vested.
( 2)  Option was granted on April 30, 2004 and vests at a rate of 1/48th per month thereafter.
( 3)  Option was granted on December 9, 2005 and vests at a rate of 1/48th per month thereafter.
( 4)  Option was granted on April 1, 2008 and vests at a rate of 1/48th per month thereafer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Cowie James J
2655 SEELY AVENUE, BLDG. 5
SAN JOSE, CA 95134


Sr. VP, General Counsel

Signatures
James J. Cowie 4/8/2008
** 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 control number.
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