UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2006 Analog Devices, Inc. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Massachusetts 1-7819 04-2348234 ------------------------------ ------------- -------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation File Number) Identification No.) One Technology Way, Norwood, MA 02062 ------------------------------------------ ------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (781) 329-4700 -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01. Other Events. On December 7, 2006, Analog Devices, Inc. (the "Company") announced that its Board of Directors increased the Company's quarterly dividend to $0.18 per outstanding share of common stock, commencing with the expected dividend payable in March 2007. Quarterly dividends will continue at $0.18 per share, subject to declaration or change by the Board. As previously announced, the Company will pay a quarterly dividend of $0.16 per share on December 13, 2006. The Company also announced that the Board of Directors authorized the repurchase by the Company of an additional $1 billion of the Company's common stock. A copy of the Company's press release is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description ----------- ----------- 99.1 Press release dated December 7, 2006 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: December 7, 2006 ANALOG DEVICES, INC. By: /s/ Margaret K. Seif ------------------------------- Margaret K. Seif Vice President, General Counsel and Secretary 3 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press release dated December 7, 2006 4