content: <PAGE>
  
        AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 28, 2002
  
                                                      Registration No. 333-
  ================================================================================
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                             --------------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                                        Under
                             The Securities Act of 1933
  
                             --------------------------
  
                              SKYWORKS SOLUTIONS, INC.
               (Exact Name of Registrant as Specified in Its Charter)
  
               DELAWARE                                         04-2302115
  (State or Other Jurisdiction of                            (I.R.S. Employer
   Incorporation or Organization)                          Identification Number)
  
             20 SYLVAN ROAD, WOBURN, MASSACHUSETTS 01801 (781) 935-5150
            (Address, Including Zip Code, and Telephone Number, Including
               Area Code, of Registrant's Principal Executive Offices)
                             --------------------------
  
  
                     NON-QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
                  AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN
                ALPHA INDUSTRIES, INC. 1996 LONG-TERM INCENTIVE PLAN
              ALPHA INDUSTRIES, INC. DIRECTORS' 2001 STOCK OPTION PLAN
                              (Full Title of the Plans)
  
  
                                   DANIEL YANNUZZI
                                   GENERAL COUNSEL
                              SKYWORKS SOLUTIONS, INC.
                     4311 JAMBOREE ROAD, NEWPORT BEACH, CA 92672
                                   (949) 483-3200
   (Name, Address and Telephone Number, Including Area Code, of Agent for Service)
  
                             --------------------------
  
                           CALCULATION OF REGISTRATION FEE
  <TABLE>
  <CAPTION>
  ===============================================================================================================================
                                                                   Proposed               Proposed
                                               Amount               Maximum                Maximum                Amount of
         Title of Each Class of                to Be             Offering Price            Aggregate            Registration
      Securities to Be Registered            Registered           Per Share(1)         Offering Price(1)           Fee(1)
  -------------------------------------------------------------------------------------------------------------------------------
  <S>                                    <C>                         <C>                  <C>                    <C>
  Common Stock, $ .25 par value          50,000 Shares (2)           $5.30                 $264,750                $24.36
  -------------------------------------------------------------------------------------------------------------------------------
  Common Stock, $ .25 par value          450,000 Shares (3)          $5.30               $2,382,750               $219.21
  -------------------------------------------------------------------------------------------------------------------------------
  Common Stock, $ .25 par value        1,885,000 Shares (4)          $5.30               $9,981,075               $918.26
  -------------------------------------------------------------------------------------------------------------------------------
  Common Stock, $ .25 par value          315,000 Shares (5)          $5.30               $1,667,925               $153.45
  ===============================================================================================================================
  </TABLE>
  
  (1)  The registration fee has been calculated pursuant to Rule 457(h) under the
       Securities Act of 1933, as amended, on the basis of the average of the
       high and low reported price of the Common Stock of Skyworks Solutions,
       Inc. on the Nasdaq National Market on June 26, 2002.
  
  (2)  Consists of 50,000 shares issuable under the Non-Qualified Employee Stock
       Purchase Plan. Such presently indeterminable number of additional shares
       of Common Stock are registered hereunder as may become issuable under the
       anti-dilution provisions contained in the Non-Qualified Employee Stock
       Purchase Plan.
  
  
  (3)  Consists of 450,000 shares issuable under the Amended and Restated
       Employee Stock Purchase Plan. Such presently indeterminable number of
       additional shares of Common Stock are registered as may become issuable
       under the anti-dilution provisions contained in the Amended and Restated
       Employee Stock Purchase Plan.
  
  (4)  Consists of 1,885,000 shares issuable under the Alpha Industries, Inc. 1996
       Long-Term Incentive Plan. Such presently indeterminable number of
       additional shares of Common Stock are registered as may become issuable
       under the anti-dilution provisions contained in the Alpha Industries, Inc.
       1996 Long-Term Incentive Plan.
  
  (5)  Consists of 315,000 shares issuable under the Alpha Industries, Inc.
       Directors' 2001 Stock Option Plan. Such presently indeterminable number of
       additional shares of Common Stock are registered as may become issuable
       under the anti-dilution provisions contained in Alpha Industries, Inc.
       Directors' 2001 Stock Option Plan.
  
  ================================================================================
  
  <PAGE>
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.
  
       The following documents are hereby incorporated by reference in this
  Registration Statement:
  
       (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
            April 1, 2001 filed pursuant to Section 13(a) or 15(d) of the
            Securities Exchange Act of 1934, as amended (the "Exchange Act");
  
       (b)  Current Report on Form 8-K filed with the Securities and Exchange
            Commission on March 15, 2001;
  
       (c)  Current Report on Form 8-K filed with the Securities and Exchange
            Commission on May 2, 2001;
  
       (d)  All other reports filed by the Registrant pursuant to Section 13(a) or
            15(d) of the Exchange Act since the end of the fiscal year covered by
            the Registrant's Annual Report referred to in (a) above; and
  
       (e)  The description of the Registrant's Common Stock contained in the
            Registrant's Registration Statement on Form 8-A (Registration No.
            0-24357) filed under the Exchange Act with the Securities and Exchange
            Commission.
  
       All documents filed by the Registrant pursuant to Sections 13(a), 13(c), 14
  and 15(d) of the Exchange Act subsequent to the date hereof and prior to the
  filing of a post-effective amendment which indicates that all securities offered
  have been sold or which deregisters all securities then remaining unsold, shall
  be deemed to be incorporated by reference in this Registration Statement and to
  be a part hereof from the date of filing of such documents.
  
  
  ITEM 4.  DESCRIPTION OF SECURITIES.
  
       Not Applicable.
  
  ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.
  
       Not Applicable.
  
  ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.
  
       Article Seventh of the Registrant's Restated Certificate of Incorporation.
  as Amended eliminates the personal liability of directors to the Registrant or
  its stockholders for monetary damages for breaches of their fiduciary duty
  (subject to certain exceptions, such as breaches of the duty of loyalty to the
  Registrant or its stockholders).
  
       The Registrant's Second Amended and Restated By-laws include provisions for
  mandatory indemnification of its directors, officers, employees or agents
  provided certain conditions are met. Section 145 of the General Corporation Law
  of the State of Delaware authorizes a corporation to indemnify directors,
  officers, employees or agents of the corporation in non-derivative suits if such
  party acted in good faith and in a manner he or she reasonably believed to be in
  or not opposed to the best interests of the corporation and, with respect to any
  criminal action or proceeding, had no reasonable cause to believe his conduct
  was unlawful, as determined in accordance with the Delaware General Corporation
  Law. Section 145 further provides that indemnification shall be provided if the
  party in question is successful on the merits or otherwise.
  
  Page 2
  
  
  <PAGE>
  
  
       The effect of these provisions would be to permit such indemnification by
  the Registrant for liabilities arising under the Securities Act of 1933, as
  amended, to the extent permitted under such act.
  
       The Registrant has directors' and officers' liability insurance.
  
  ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.
  
       Not Applicable.
  
  ITEM 8.  EXHIBITS.
  
  NUMBER     DESCRIPTION
  ------     -----------
  5         Legal Opinion of Testa, Hurwitz & Thibeault, LLP.
  
  23(a)     Consent of Testa, Hurwitz & Thibeault, LLP (contained in Exhibit 5
            hereof).
  
  23(b)     Consent of KPMG LLP.
  
  24        Power of Attorney (included on the signature page of this Registration
            Statement).
  
  ITEM 9.  UNDERTAKINGS.
  
       (a) The undersigned Registrant hereby undertakes:
  
            (1) To file, during any period in which offers or sales are being
  made, a post-effective amendment to this Registration Statement to include any
  material information with respect to the plan of distribution not previously
  disclosed in the Registration Statement or any material change to such
  information in this Registration Statement.
  
            (2) That, for the purpose of determining liability under the
  Securities Act of 1933, each such post-effective amendment shall be deemed to be
  a new registration statement relating to the securities offered therein, and the
  offering of such securities at that time shall be deemed to be the initial bona
  fide offering thereof.
  
                  (3) To remove from registration by means of a post-effective
  amendment any of the securities being registered which remain unsold at the
  termination of the offering.
  
       (b) The undersigned Registrant hereby undertakes that, for purposes of
  determining any liability under the Securities Act of 1933, each filing of the
  Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
  Securities Exchange Act of 1934 that is incorporated by reference in the
  Registration Statement shall be deemed to be a new registration statement
  relating to the securities offered therein, and the offering of such securities
  at that time shall be deemed to be the initial bona fide offering thereof.
  
       (c) Insofar as indemnification for liabilities arising under the Securities
  Act of 1933 may be permitted to directors, officers and controlling persons of
  the Registrant pursuant to the foregoing provisions, or otherwise, the
  Registrant has been advised that in the opinion of the Securities and Exchange
  Commission such indemnification is against public policy as expressed in the Act
  and is, therefore, unenforceable. In the event that a claim for indemnification
  against such liabilities (other than the payment by the registrant of expenses
  incurred or paid by a director, officer or controlling person of the registrant
  in the successful defense of any action, suit or proceeding) is asserted by such
  director, officer or controlling person in connection with the securities being
  registered, the registrant will, unless in the opinion of its counsel the matter
  has been settled by controlling precedent, submit to a court of appropriate
  jurisdiction the question whether such indemnification by it is against public
  policy as expressed in the Act and will be governed by the final adjudication of
  such issue.
  
  Page 3
  
  <PAGE>
  
  
  
                                 [SIGNATURES FOLLOW]
  
  
  
  
  Page 4
  
  
  <PAGE>
  
  
                                     SIGNATURES
  
       Pursuant to the requirements of the Securities Act of 1933, the Registrant
  certifies that it has reasonable grounds to believe that it meets all of the
  requirements for filing on Form S-8 and has duly caused this Registration
  Statement to be signed on its behalf by the undersigned, thereunto duly
  authorized, in the City of Haverhill, Commonwealth of Massachusetts, on June 28,
  2002.
  
                                          SKYWORKS SOLUTIONS, INC.
  
  
                                          By: /s/ David J. Aldrich
                                             -------------------------------------
                                             DAVID J. ALDRICH
                                             PRESIDENT AND CHIEF EXECUTIVE OFFICER
  
  
  
  
  
  Page 5
  
  
  <PAGE>
  
  
                                  POWER OF ATTORNEY
  
       KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
  below constitutes and appoints David J. Aldrich and Paul E. Vincent, and each of
  them (with full power to each of them to act alone), his true and lawful
  attorneys-in-fact and agents, with full power of substitution and
  resubstitution, for him and in his name, place and stead, in any and all
  capacities, to sign any or all amendments (including post-effective amendments)
  to this Registration Statement, and to file the same, with all exhibits thereto
  and other documents in connection therewith, with the Securities and Exchange
  Commission, granting unto said attorneys-in-fact and agents, and each of them,
  full power and authority to do and perform each and every act and thing
  requisite and necessary to be done in and about the premises, as fully to all
  intents and purposes as he might or could do in person, hereby ratifying and
  confirming all that said attorneys-in-fact and agents, or any of them, or their
  substitutes, may lawfully do or cause to be done by virtue hereof.
  
       Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed by the following persons in the
  capacities and on the dates indicated.
  
  <TABLE>
  <CAPTION>
               SIGNATURE                                 TITLE                               DATE
               ---------                                 -----                               ----
  <S>                                          <C>                                       <C>
         /s/ Dwight W. Decker                  Chairman of the Board                     June 28, 2002
  ------------------------------------
        DWIGHT W. DECKER
  
        /s/ David J. Aldrich                  President, Chief Executive                 June 28, 2002
  ------------------------------------        Officer and Director
        DAVID J. ALDRICH
  
  
        /s/ Paul E. Vincent                   Chief Financial Officer                    June 28, 2002
  ------------------------------------        Principal Financial Officer and
        PAUL E. VINCENT                       Principal Accounting Officer
  
                                              Director
  ------------------------------------
        DONALD R. BEALL
  
        /s/ Moiz M. Beguwala                  Director                                   June 28, 2002
  ------------------------------------
        MOIZ M. BEGUWALA
  
                                              Director
  ------------------------------------
        BALAKRISHNAN IYER
  
        /s/ Timothy R. Furey                  Director                                   June 28, 2002
  ------------------------------------
        TIMOTHY R. FUREY
  
        /s/ Thomas C. Leonard                 Director                                   June 28, 2002
  ------------------------------------
        THOMAS C. LEONARD
  
        /s/ David J. Mclachlan                Director                                   June 28, 2002
  ------------------------------------
        DAVID J. MCLACHLAN
  </TABLE>
  
  
  Page 6
  
  
  
  <PAGE>
  
  
                                    EXHIBIT INDEX
  <TABLE>
  <CAPTION>
  EXHIBIT                                                                                             SEQUENTIAL
  NUMBER                                                                                                PAGE NO.
  -------                                                                                             ----------
  
  <S>      <C>                                                                                          <C>
  5        Legal Opinion of Testa, Hurwitz & Thibeault, LLP.                                                7
  
  23(a)    Consent of Testa, Hurwitz & Thibeault, LLP (contained in Exhibit 5 hereof).                      7
  
  23(b)    Consent of KPMG LLP.                                                                             8
  
  24       Power of Attorney (included on the signature page of this Registration Statement).               5
  </TABLE>
  
  
  
  
  Page 7
metadata_documents: [{"type": "S-8", "sequence": "1", "filename": "b43530swsv8.txt", "description": "SKYWORKS SOLUTIONS, INC.", "secsgml_size_bytes": 17008}]
metadata_filer: {"company-data": {"conformed-name": "SKYWORKS SOLUTIONS INC", "cik": "0000004127", "assigned-sic": "3674", "irs-number": "042302115", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-91524", "film-number": "02691713"}, "business-address": {"street1": "20 SYLVAN ROAD", "city": "WOBURN", "state": "MA", "zip": "01801", "phone": "6179355150"}, "mail-address": {"street1": "20 SYLVAN ROAD", "street2": "20 SYLVAN ROAD", "city": "WOBURN", "state": "MA", "zip": "01801"}, "former-company": {"former-conformed-name": "ALPHA INDUSTRIES INC", "date-changed": "19920703"}}
text: AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 28, 2002
  
                                                      Registration No. 333-
  ================================================================================
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                             --------------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                                        Under
                             The Securities Act of 1933
  
                             --------------------------
  
                              SKYWORKS SOLUTIONS, INC.
               (Exact Name of Registrant as Specified in Its Charter)
  
               DELAWARE                                         04-2302115
  (State or Other Jurisdiction of                            (I.R.S. Employer
   Incorporation or Organization)                          Identification Number)
  
             20 SYLVAN ROAD, WOBURN, MASSACHUSETTS 01801 (781) 935-5150
            (Address, Including Zip Code, and Telephone Number, Including
               Area Code, of Registrant's Principal Executive Offices)
                             --------------------------
  
                     NON-QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
                  AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN
                ALPHA INDUSTRIES, INC. 1996 LONG-TERM INCENTIVE PLAN
              ALPHA INDUSTRIES, INC. DIRECTORS' 2001 STOCK OPTION PLAN
                              (Full Title of the Plans)
  
                                   DANIEL YANNUZZI
                                   GENERAL COUNSEL
                              SKYWORKS SOLUTIONS, INC.
                     4311 JAMBOREE ROAD, NEWPORT BEACH, CA 92672
                                   (949) 483-3200
   (Name, Address and Telephone Number, Including Area Code, of Agent for Service)
  
                             --------------------------
  
                           CALCULATION OF REGISTRATION FEE
  ===============================================================================================================================
                                                                   Proposed               Proposed
                                               Amount               Maximum                Maximum                Amount of
         Title of Each Class of                to Be             Offering Price            Aggregate            Registration
      Securities to Be Registered            Registered           Per Share(1)         Offering Price(1)           Fee(1)
  -------------------------------------------------------------------------------------------------------------------------------
  Common Stock, $ .25 par value          50,000 Shares (2)           $5.30                 $264,750                $24.36
  -------------------------------------------------------------------------------------------------------------------------------
  Common Stock, $ .25 par value          450,000 Shares (3)          $5.30               $2,382,750               $219.21
  -------------------------------------------------------------------------------------------------------------------------------
  Common Stock, $ .25 par value        1,885,000 Shares (4)          $5.30               $9,981,075               $918.26
  -------------------------------------------------------------------------------------------------------------------------------
  Common Stock, $ .25 par value          315,000 Shares (5)          $5.30               $1,667,925               $153.45
  ===============================================================================================================================
  (1)  The registration fee has been calculated pursuant to Rule 457(h) under the
       Securities Act of 1933, as amended, on the basis of the average of the
       high and low reported price of the Common Stock of Skyworks Solutions,
       Inc. on the Nasdaq National Market on June 26, 2002.
  
  (2)  Consists of 50,000 shares issuable under the Non-Qualified Employee Stock
       Purchase Plan. Such presently indeterminable number of additional shares
       of Common Stock are registered hereunder as may become issuable under the
       anti-dilution provisions contained in the Non-Qualified Employee Stock
       Purchase Plan.
  
  (3)  Consists of 450,000 shares issuable under the Amended and Restated
       Employee Stock Purchase Plan. Such presently indeterminable number of
       additional shares of Common Stock are registered as may become issuable
       under the anti-dilution provisions contained in the Amended and Restated
       Employee Stock Purchase Plan.
  
  (4)  Consists of 1,885,000 shares issuable under the Alpha Industries, Inc. 1996
       Long-Term Incentive Plan. Such presently indeterminable number of
       additional shares of Common Stock are registered as may become issuable
       under the anti-dilution provisions contained in the Alpha Industries, Inc.
       1996 Long-Term Incentive Plan.
  
  (5)  Consists of 315,000 shares issuable under the Alpha Industries, Inc.
       Directors' 2001 Stock Option Plan. Such presently indeterminable number of
       additional shares of Common Stock are registered as may become issuable
       under the anti-dilution provisions contained in Alpha Industries, Inc.
       Directors' 2001 Stock Option Plan.
  
  ================================================================================
  PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.
  
       The following documents are hereby incorporated by reference in this
  Registration Statement:
  
       (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
            April 1, 2001 filed pursuant to Section 13(a) or 15(d) of the
            Securities Exchange Act of 1934, as amended (the "Exchange Act");
  
       (b)  Current Report on Form 8-K filed with the Securities and Exchange
            Commission on March 15, 2001;
  
       (c)  Current Report on Form 8-K filed with the Securities and Exchange
            Commission on May 2, 2001;
  
       (d)  All other reports filed by the Registrant pursuant to Section 13(a) or
            15(d) of the Exchange Act since the end of the fiscal year covered by
            the Registrant's Annual Report referred to in (a) above; and
  
       (e)  The description of the Registrant's Common Stock contained in the
            Registrant's Registration Statement on Form 8-A (Registration No.
            0-24357) filed under the Exchange Act with the Securities and Exchange
            Commission.
  
       All documents filed by the Registrant pursuant to Sections 13(a), 13(c), 14
  and 15(d) of the Exchange Act subsequent to the date hereof and prior to the
  filing of a post-effective amendment which indicates that all securities offered
  have been sold or which deregisters all securities then remaining unsold, shall
  be deemed to be incorporated by reference in this Registration Statement and to
  be a part hereof from the date of filing of such documents.
  
  ITEM 4.  DESCRIPTION OF SECURITIES.
  
       Not Applicable.
  
  ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.
  
       Not Applicable.
  
  ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.
  
       Article Seventh of the Registrant's Restated Certificate of Incorporation.
  as Amended eliminates the personal liability of directors to the Registrant or
  its stockholders for monetary damages for breaches of their fiduciary duty
  (subject to certain exceptions, such as breaches of the duty of loyalty to the
  Registrant or its stockholders).
  
       The Registrant's Second Amended and Restated By-laws include provisions for
  mandatory indemnification of its directors, officers, employees or agents
  provided certain conditions are met. Section 145 of the General Corporation Law
  of the State of Delaware authorizes a corporation to indemnify directors,
  officers, employees or agents of the corporation in non-derivative suits if such
  party acted in good faith and in a manner he or she reasonably believed to be in
  or not opposed to the best interests of the corporation and, with respect to any
  criminal action or proceeding, had no reasonable cause to believe his conduct
  was unlawful, as determined in accordance with the Delaware General Corporation
  Law. Section 145 further provides that indemnification shall be provided if the
  party in question is successful on the merits or otherwise.
  
  Page 2
  The effect of these provisions would be to permit such indemnification by
  the Registrant for liabilities arising under the Securities Act of 1933, as
  amended, to the extent permitted under such act.
  
       The Registrant has directors' and officers' liability insurance.
  
  ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.
  
       Not Applicable.
  
  ITEM 8.  EXHIBITS.
  
  NUMBER     DESCRIPTION
  ------     -----------
  5         Legal Opinion of Testa, Hurwitz & Thibeault, LLP.
  
  23(a)     Consent of Testa, Hurwitz & Thibeault, LLP (contained in Exhibit 5
            hereof).
  
  23(b)     Consent of KPMG LLP.
  
  24        Power of Attorney (included on the signature page of this Registration
            Statement).
  
  ITEM 9.  UNDERTAKINGS.
  
       (a) The undersigned Registrant hereby undertakes:
  
            (1) To file, during any period in which offers or sales are being
  made, a post-effective amendment to this Registration Statement to include any
  material information with respect to the plan of distribution not previously
  disclosed in the Registration Statement or any material change to such
  information in this Registration Statement.
  
            (2) That, for the purpose of determining liability under the
  Securities Act of 1933, each such post-effective amendment shall be deemed to be
  a new registration statement relating to the securities offered therein, and the
  offering of such securities at that time shall be deemed to be the initial bona
  fide offering thereof.
  
                  (3) To remove from registration by means of a post-effective
  amendment any of the securities being registered which remain unsold at the
  termination of the offering.
  
       (b) The undersigned Registrant hereby undertakes that, for purposes of
  determining any liability under the Securities Act of 1933, each filing of the
  Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
  Securities Exchange Act of 1934 that is incorporated by reference in the
  Registration Statement shall be deemed to be a new registration statement
  relating to the securities offered therein, and the offering of such securities
  at that time shall be deemed to be the initial bona fide offering thereof.
  
       (c) Insofar as indemnification for liabilities arising under the Securities
  Act of 1933 may be permitted to directors, officers and controlling persons of
  the Registrant pursuant to the foregoing provisions, or otherwise, the
  Registrant has been advised that in the opinion of the Securities and Exchange
  Commission such indemnification is against public policy as expressed in the Act
  and is, therefore, unenforceable. In the event that a claim for indemnification
  against such liabilities (other than the payment by the registrant of expenses
  incurred or paid by a director, officer or controlling person of the registrant
  in the successful defense of any action, suit or proceeding) is asserted by such
  director, officer or controlling person in connection with the securities being
  registered, the registrant will, unless in the opinion of its counsel the matter
  has been settled by controlling precedent, submit to a court of appropriate
  jurisdiction the question whether such indemnification by it is against public
  policy as expressed in the Act and will be governed by the final adjudication of
  such issue.
  
  Page 3
  [SIGNATURES FOLLOW]
  
  Page 4
  SIGNATURES
  
       Pursuant to the requirements of the Securities Act of 1933, the Registrant
  certifies that it has reasonable grounds to believe that it meets all of the
  requirements for filing on Form S-8 and has duly caused this Registration
  Statement to be signed on its behalf by the undersigned, thereunto duly
  authorized, in the City of Haverhill, Commonwealth of Massachusetts, on June 28,
  2002.
  
                                          SKYWORKS SOLUTIONS, INC.
  
                                          By: /s/ David J. Aldrich
                                             -------------------------------------
                                             DAVID J. ALDRICH
                                             PRESIDENT AND CHIEF EXECUTIVE OFFICER
  
  Page 5
  POWER OF ATTORNEY
  
       KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
  below constitutes and appoints David J. Aldrich and Paul E. Vincent, and each of
  them (with full power to each of them to act alone), his true and lawful
  attorneys-in-fact and agents, with full power of substitution and
  resubstitution, for him and in his name, place and stead, in any and all
  capacities, to sign any or all amendments (including post-effective amendments)
  to this Registration Statement, and to file the same, with all exhibits thereto
  and other documents in connection therewith, with the Securities and Exchange
  Commission, granting unto said attorneys-in-fact and agents, and each of them,
  full power and authority to do and perform each and every act and thing
  requisite and necessary to be done in and about the premises, as fully to all
  intents and purposes as he might or could do in person, hereby ratifying and
  confirming all that said attorneys-in-fact and agents, or any of them, or their
  substitutes, may lawfully do or cause to be done by virtue hereof.
  
       Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed by the following persons in the
  capacities and on the dates indicated.
  SIGNATURE                                 TITLE                               DATE
               ---------                                 -----                               ----
  /s/ Dwight W. Decker                  Chairman of the Board                     June 28, 2002
  ------------------------------------
        DWIGHT W. DECKER
  
        /s/ David J. Aldrich                  President, Chief Executive                 June 28, 2002
  ------------------------------------        Officer and Director
        DAVID J. ALDRICH
  
        /s/ Paul E. Vincent                   Chief Financial Officer                    June 28, 2002
  ------------------------------------        Principal Financial Officer and
        PAUL E. VINCENT                       Principal Accounting Officer
  
                                              Director
  ------------------------------------
        DONALD R. BEALL
  
        /s/ Moiz M. Beguwala                  Director                                   June 28, 2002
  ------------------------------------
        MOIZ M. BEGUWALA
  
                                              Director
  ------------------------------------
        BALAKRISHNAN IYER
  
        /s/ Timothy R. Furey                  Director                                   June 28, 2002
  ------------------------------------
        TIMOTHY R. FUREY
  
        /s/ Thomas C. Leonard                 Director                                   June 28, 2002
  ------------------------------------
        THOMAS C. LEONARD
  
        /s/ David J. Mclachlan                Director                                   June 28, 2002
  ------------------------------------
        DAVID J. MCLACHLAN
  Page 6
  EXHIBIT INDEX
  EXHIBIT                                                                                             SEQUENTIAL
  NUMBER                                                                                                PAGE NO.
  -------                                                                                             ----------
  5        Legal Opinion of Testa, Hurwitz & Thibeault, LLP.                                                7
  
  23(a)    Consent of Testa, Hurwitz & Thibeault, LLP (contained in Exhibit 5 hereof).                      7
  
  23(b)    Consent of KPMG LLP.                                                                             8
  
  24       Power of Attorney (included on the signature page of this Registration Statement).               5
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