Spansion 8K - Delisting

On May 5, 2009, the NASDAQ Hearings Panel denied the Company’s request for continued listing on NASDAQ and informed the Company that it will suspend trading of shares of the Company’s common stock effective at the open of business on Thursday, May 7, 2009. The Company does not intend to request a review of this decision, and expects NASDAQ to file an application on Form 25-NSE with the Securities and Exchange Commission to effect the Delisting.