SYNOPSYS INC — Director's Dealing 2011

May 23, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNOPSYS INC (SNPS)
CIK: 0000883241
Period of Report: 2011-05-20

Reporting Person: Naddaf Esfandiar (VP, Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-20	Common Stock	M	1047	$17.64	Acquired	2264	Direct
2011-05-20	Common Stock	S	1047	$26.7624	Disposed	1217	Direct
2011-05-20	Common Stock	M	624	$21.02	Acquired	1841	Direct
2011-05-20	Common Stock	S	624	$26.85	Disposed	1217	Direct
2011-05-20	Common Stock	S	975	$26.7591	Disposed	242	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-20	Non-Qualified Stock Option (right to buy)	$17.64	M	1047	Disposed	2015-12-10	Common Stock (1047)	Direct
2011-05-20	Non-Qualified Stock Option (right to buy)	$21.02	M	624	Disposed	2016-12-04	Common Stock (624)	Direct

Footnotes

F1: The average price of $26.7624 consists of 800 at $26.75, 147 at $26.77, 100 at $26.85

F2: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F3: The average price of $26.7591 consists of 144 at $26.7401, 700 at $26.75, 31 at $26.76, 100 at $26.85

F4: 3/48ths of the option becomes exercisable on the date shown followed by 45 equal monthly installments

F5: Option vests in 16 equal quarterly installments beginning on the date shown.