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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1. Name and Address of Reporting Person * WALSKE STEVEN   2. Issuer Name and Ticker or Trading Symbol SYNOPSYS INC [SNPS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 700 EAST MIDDLEFIELD ROAD 3. Date of Earliest Transaction (Month/Day/Year) 12/14/2010 (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 Common Stock 12/14/2010   M   20,000 A $ 25.345 55,408 D   Common Stock 12/14/2010   S   20,000 D $ 26.8273 (1) 35,408 D   Common Stock 12/14/2010   M   20,000 A $ 25.345 55,408 D   Common Stock 12/14/2010   S   20,000 D $ 26.8273 (2) 35,408 D   Common Stock 12/14/2010   M   40,000 A $ 24.915 75,408 D   Common Stock 12/14/2010   S   40,000 D $ 26.8273 (3) 35,408 D

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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)

$ 24.915

12/14/2010

M

40,000

06/19/2003

06/04/2012

Common Stock

40,000

$ 0

0

D

Non-Qualified Stock Option (right to buy)

$ 25.345

12/14/2010

M

20,000

03/31/2002

04/23/2011

Common Stock

20,000

$ 0

20,000

D

Non-Qualified Stock Option (right to buy)

$ 25.345

12/14/2010

M

20,000

03/31/2002

04/23/2011

Common Stock

20,000

$ 0

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WALSKE STEVEN 700 EAST MIDDLEFIELD ROAD MOUNTAIN VIEW, CA 94043	X

Signatures

By: Stephen Buckhout pursuant to POA For: Steven Walske		12/14/2010
**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)	The average price of 26.8273 consists of100 at 26.78, 3300 at 26.79, 300 at 26.7908, 12000 at 26.80, 100 at 26.8004, 100 at 26.8007, 100 at 26. 8011, 100 at 26. 8012, 100 at 26.8076, 3800 at 26.81
(2)	The average price of $26.8273 consists of 10 at 26.89, 67 at 26.8226, 100 at 26.811, 100 at 26.8127, 100 a5 26.8167, 100 at 26.8202, 100 at 26.821, 100 at 26.8211, 100 at 26.8218, 100 at 26.8219, 100 at 26.8222, 100 at 26.8227, 100 at 26.8233, 100 at 26.8237, 100 at 26.8353, 100 at 26.8411, 100 at 26.8419, 100 at 26.8571, 100 at 26.8595, 100 at 26.8728, 100 at 26.8817, 100 at 26.8909, 200 at 26.8107, 200 at 8117, 200 at 26.8576, 200 at 26.8608, 200 at 8801, 200 at 26.8805, 200 at 26.8806, 233 at 26.8238, 300 at 8206, 300 at 26.825, 500 at 26.8207, 500 at 26.86, 600 at 26.8408, 800 at 26.8108, 800 at 26.8508, 1000 at 26.8208, 1300 at 26.90, 2000 at 26.81, 3000 at 26.87, 3200 at 26.85, 1990 at 26.83
(3)	The average price of $26.8273 consists of 1810 at 26.83, 4390 at 26.88, 10869 at 26.84, 22931 at 26.82

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