content: <PAGE>
  
        As filed with the Securities and Exchange Commission on July 2, 2002
  
                                                         Registration No. 333-
  ================================================================================
  
                  UNITED STATES 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 No.)
  
                                   20 SYLVAN ROAD
                                  WOBURN, MA 01801
                 (Address of Principal Executive Offices) (Zip code)
  
                     WASHINGTON SUB, INC. 2002 STOCK OPTION PLAN
                              (Full title of the plan)
  
                                    ------------
  
                                   DANIEL YANNUZZI
                         VICE PRESIDENT AND GENERAL COUNSEL
                              SKYWORKS SOLUTIONS, INC.
                                 4311 JAMBOREE ROAD
                               NEWPORT BEACH, CA 92660
                       (Name and address of agent for service)
  
                                   (949) 231-3200
            (Telephone number, including area code, of agent for service)
  
  
                                    ------------
  
                           CALCULATION OF REGISTRATION FEE
  <TABLE>
  <CAPTION>
  ================================================================================================================================
                                                                PROPOSED MAXIMUM        PROPOSED MAXIMUM      AMOUNT OF
  TITLE OF SECURITIES                           AMOUNT TO BE    OFFERING PRICE          AGGREGATE OFFERING    REGISTRATION FEE
  TO BE REGISTERED                              REGISTERED (1)  PER SHARE (2)           PRICE(2)
  --------------------------------------------------------------------------------------------------------------------------------
  <S>                                             <C>             <C>                     <C>                   <C>
  Common Stock, par value $.25 per share.....     4,356,486       $21.39                  93,185,235.54         8,573.04
  ================================================================================================================================
  </TABLE>
  
  (1) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the
  "Securities Act"), this Registration Statement covers, in addition to the number
  of shares of Common Stock of the Registrant shown in the table above, an
  indeterminate number of shares that may be subject to grant or otherwise
  issuable after the operation of the provisions of the Washington Sub, Inc. 2002
  Stock Opton Plan governing the adjustment of the number of shares subject to the
  Washington Sub, Inc. 2002 Stock Option Plan.
  
  (2) Estimated solely for the purpose of calculating the registration fee
  pursuant to paragraph (h) of Rule 457 under the Securities Act on the basis of
  the weighted average exercise price of options to acquire the registrant's
  common stock.
  
  ================================================================================
  
  <PAGE>
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE
  
       The Registrant hereby incorporates by reference into this Registration
  Statement the following documents previously filed with the Securities and
  Exchange Commission:
  
       (a) The Registrant's Annual Report on Form 10-K for the fiscal year ended
       March 31, 2002 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 May 2, 2002;
  
       (c) Current Report on Form 8-K filed with the Securities and Exchange
       Commission on June 28, 2002;
  
       (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 File No. 0-24357 on Form 8-A filed
       under the Exchange Act with the Securities and Exchange Commission.
  
       All reports and definitive proxy or information statements filed pursuant
  to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this
  Registration Statement and prior to the filing of a post-effective amendment
  which indicates that all securities offered hereby have been sold or which
  de-registers all securities then remaining unsold shall be deemed to be
  incorporated by reference into this Registration Statement and to be a part
  hereof from the date of filing of such documents. Any statement contained in a
  document incorporated or deemed to be incorporated by reference herein shall be
  deemed to be modified or superseded for purposes of this Registration Statement
  to the extent that a statement contained herein or in any subsequently filed
  document which also is deemed to be incorporated by reference herein modifies or
  supersedes such statement. Any such statement so modified or superseded shall
  not be deemed, except as so modified or superseded, to constitute a part of this
  Registration Statement.
  
  ITEM 4.  DESCRIPTION OF SECURITIES
  
       Not Applicable.
  <PAGE>
  
  
  ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL
  
       The validity of the shares of common stock offered hereby will be passed
  upon for the Registrant by Daniel N. Yannuzzi, Vice President and General
  Counsel of the Registrant. As of July 1, 2002, Mr. Yannuzzi beneficially owned
  77,543 shares of the Registrant's common stock, including 77,145 shares subject
  to options.
  
  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.
  
       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
  
       Exhibits identified with an asterisk below are on file with the Securities
  and Exchange Commission and are incorporated herein by reference to such
  previous filings.
  
  EXHIBIT NUMBER      EXHIBIT
  --------------      -------
  
      5               Opinion of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, regarding the legality of the
                      securities being registered
  
     23.1             Consent of KPMG LLP, Independent Auditors
  
     23.2             Consent of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, included in the opinion regarding
                      legality filed as Exhibit 5
  
     24               Power of Attorney (included on the signature page of this
                      Registration Statement).
  
  
  <PAGE>
  
  
  ITEM 9.  UNDERTAKINGS
  
  (a) 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: (i) to include any
  prospectus required by Section 10(a)(3) of the Securities Act of 1933; (ii) to
  reflect in the prospectus any facts or events arising after the effective date
  of the registration statement (or the most recent post-effective amendment
  thereof) which, individually or in the aggregate, represent a fundamental change
  in the information set forth in the registration statement. Notwithstanding the
  foregoing, any increase or decreases in volume of securities offered (if the
  total dollar value of securities offered would not exceed that which was
  registered) and any deviation from the low or high end of the estimated maximum
  offering range may be reflected in the form of prospectus filed with the
  Securities and Exchange Commission pursuant to Rule 424(b) (ss. 230.424(b) of
  this chapter) if, in the aggregate, the changes in volume and price represent no
  more than 20% change in the maximum aggregate offering price set forth in the
  "Calculation of Registration Fee" table in the effective registration statement;
  and (iii) 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 the registration statement; provided,
  however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
  information required to be included in a post-effective amendment by those
  paragraphs is contained in periodic reports filed by the registrant pursuant to
  Section 13 or Section 15(d) of the Exchange Act that are incorporated by
  reference in the registration statement.
  
       (2) That, for the purpose of determining any 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 (and, where applicable, each filing of an
  employee benefit plan's annual report pursuant to 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>
  
  
                                     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 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 Woburn, Commonwealth of Massachusetts, on the 2nd day
  of July, 2002.
  
  
                                    SKYWORKS SOLUTIONS, INC.
  
  
                                    By: /s/  David J. Aldrich
                                       -------------------------------------------
                                       David J. Aldrich
                                       President and Chief Executive Officer
  
  
                          POWER OF ATTORNEY AND SIGNATURES
  
       KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
  below constitutes and appoints David J. Aldrich and Daniel N. Yannuzzi, his true
  and lawful attorney-in-fact and agent, each acting alone, with full power of
  substitution and resubstitution for him and in his name, place and stead, in any
  and all capacities to sign the registration statement on Form S-8 to be filed in
  connection with the offerings of shares of Common Stock of Skyworks Solutions,
  Inc. and any and all amendments (including post-effective amendments) to this
  registration statement, and any subsequent registration statement filed pursuant
  to Rule 462(b) under the Securities Act of 1933, as amended, and to file the
  same, with all exhibits thereto, and the other documents in connection
  therewith, with the Securities and Exchange Commission, granting unto said
  attorney-in-fact and agent, each acting alone, full power and authority to do
  and perform each and every act and thing requisite and necessary to be done in
  connection therewith, as fully to all intents and purposes as they might or
  could do in person, hereby ratifying and confirming all that said
  attorney-in-fact or his substitutes, each acting alone, may lawfully do or cause
  to be done by virtue thereof.
  
       Pursuant to the requirements of the Securities Act, this Registration
  Statement and Power of Attorney has been signed below by the following persons
  in the capacities indicated on this 2nd day of July, 2002.
  
  <TABLE>
  <CAPTION>
                     SIGNATURE                                       TITLE
                     ---------                                       -----
  
           <S>                                  <C>
           /s/  David J. Aldrich                  President, Chief Executive Officer and Director
           ---------------------------                     (Principal Executive Officer)
           David J. Aldrich
  
  
           /s/ Paul E. Vincent                  Vice President, Chief Financial Officer and Treasurer
           ---------------------------                (Principal Financial and Accounting Officer)
           Paul E. Vincent
  
  
                                                           Chairman of the Board of Directors
           ---------------------------
           Dwight W. Decker
  
  
           /s/ Donald R. Beall                                           Director
           ---------------------------
           Donald R. Beall
  
  
           /s/ Moiz M. Beguwala                                          Director
           ---------------------------
           Moiz M. Beguwala
  </TABLE>
  
  
  <PAGE>
  
  <TABLE>
  
           <S>                                                       <C>
           /s/ Timothy M. Furey                                          Director
           ---------------------------
           Timothy M. Furey
  
  
           /s/ Balakrishnan S. Iyer                                      Director
           ---------------------------
           Balakrishnan S. Iyer
  
  
                                                                         Director
           ---------------------------
           Thomas C. Leonard
  
  
           /s/ David J. Mclachlan                                        Director
           ---------------------------
           David J. McLachlan
  </TABLE>
  
  
  
  <PAGE>
  
  
  
                                    EXHIBIT INDEX
  
  EXHIBIT NUMBER      EXHIBIT
  --------------      -------
  
     5                Opinion of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, regarding the legality of the
                      securities being registered
  
    23.1              Consent of KPMG LLP, Independent Auditors
  
    23.2              Consent of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, included in the opinion regarding
                      legality filed as Exhibit 5
  
    24                Power of Attorney (included on the signature page of this
                      Registration Statement).
metadata_documents: [{"type": "S-8", "sequence": "1", "filename": "b43545sssv8.txt", "description": "SKYWORKS SOLUTIONS, INC.", "secsgml_size_bytes": 17768}]
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": "333-91758", "film-number": "02694711"}, "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 July 2, 2002
  
                                                         Registration No. 333-
  ================================================================================
  
                  UNITED STATES 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 No.)
  
                                   20 SYLVAN ROAD
                                  WOBURN, MA 01801
                 (Address of Principal Executive Offices) (Zip code)
  
                     WASHINGTON SUB, INC. 2002 STOCK OPTION PLAN
                              (Full title of the plan)
  
                                    ------------
  
                                   DANIEL YANNUZZI
                         VICE PRESIDENT AND GENERAL COUNSEL
                              SKYWORKS SOLUTIONS, INC.
                                 4311 JAMBOREE ROAD
                               NEWPORT BEACH, CA 92660
                       (Name and address of agent for service)
  
                                   (949) 231-3200
            (Telephone number, including area code, of agent for service)
  
                                    ------------
  
                           CALCULATION OF REGISTRATION FEE
  ================================================================================================================================
                                                                PROPOSED MAXIMUM        PROPOSED MAXIMUM      AMOUNT OF
  TITLE OF SECURITIES                           AMOUNT TO BE    OFFERING PRICE          AGGREGATE OFFERING    REGISTRATION FEE
  TO BE REGISTERED                              REGISTERED (1)  PER SHARE (2)           PRICE(2)
  --------------------------------------------------------------------------------------------------------------------------------
  Common Stock, par value $.25 per share.....     4,356,486       $21.39                  93,185,235.54         8,573.04
  ================================================================================================================================
  (1) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the
  "Securities Act"), this Registration Statement covers, in addition to the number
  of shares of Common Stock of the Registrant shown in the table above, an
  indeterminate number of shares that may be subject to grant or otherwise
  issuable after the operation of the provisions of the Washington Sub, Inc. 2002
  Stock Opton Plan governing the adjustment of the number of shares subject to the
  Washington Sub, Inc. 2002 Stock Option Plan.
  
  (2) Estimated solely for the purpose of calculating the registration fee
  pursuant to paragraph (h) of Rule 457 under the Securities Act on the basis of
  the weighted average exercise price of options to acquire the registrant's
  common stock.
  
  ================================================================================
  PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE
  
       The Registrant hereby incorporates by reference into this Registration
  Statement the following documents previously filed with the Securities and
  Exchange Commission:
  
       (a) The Registrant's Annual Report on Form 10-K for the fiscal year ended
       March 31, 2002 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 May 2, 2002;
  
       (c) Current Report on Form 8-K filed with the Securities and Exchange
       Commission on June 28, 2002;
  
       (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 File No. 0-24357 on Form 8-A filed
       under the Exchange Act with the Securities and Exchange Commission.
  
       All reports and definitive proxy or information statements filed pursuant
  to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this
  Registration Statement and prior to the filing of a post-effective amendment
  which indicates that all securities offered hereby have been sold or which
  de-registers all securities then remaining unsold shall be deemed to be
  incorporated by reference into this Registration Statement and to be a part
  hereof from the date of filing of such documents. Any statement contained in a
  document incorporated or deemed to be incorporated by reference herein shall be
  deemed to be modified or superseded for purposes of this Registration Statement
  to the extent that a statement contained herein or in any subsequently filed
  document which also is deemed to be incorporated by reference herein modifies or
  supersedes such statement. Any such statement so modified or superseded shall
  not be deemed, except as so modified or superseded, to constitute a part of this
  Registration Statement.
  
  ITEM 4.  DESCRIPTION OF SECURITIES
  
       Not Applicable.
  ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL
  
       The validity of the shares of common stock offered hereby will be passed
  upon for the Registrant by Daniel N. Yannuzzi, Vice President and General
  Counsel of the Registrant. As of July 1, 2002, Mr. Yannuzzi beneficially owned
  77,543 shares of the Registrant's common stock, including 77,145 shares subject
  to options.
  
  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.
  
       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
  
       Exhibits identified with an asterisk below are on file with the Securities
  and Exchange Commission and are incorporated herein by reference to such
  previous filings.
  
  EXHIBIT NUMBER      EXHIBIT
  --------------      -------
  
      5               Opinion of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, regarding the legality of the
                      securities being registered
  
     23.1             Consent of KPMG LLP, Independent Auditors
  
     23.2             Consent of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, included in the opinion regarding
                      legality filed as Exhibit 5
  
     24               Power of Attorney (included on the signature page of this
                      Registration Statement).
  ITEM 9.  UNDERTAKINGS
  
  (a) 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: (i) to include any
  prospectus required by Section 10(a)(3) of the Securities Act of 1933; (ii) to
  reflect in the prospectus any facts or events arising after the effective date
  of the registration statement (or the most recent post-effective amendment
  thereof) which, individually or in the aggregate, represent a fundamental change
  in the information set forth in the registration statement. Notwithstanding the
  foregoing, any increase or decreases in volume of securities offered (if the
  total dollar value of securities offered would not exceed that which was
  registered) and any deviation from the low or high end of the estimated maximum
  offering range may be reflected in the form of prospectus filed with the
  Securities and Exchange Commission pursuant to Rule 424(b) (ss. 230.424(b) of
  this chapter) if, in the aggregate, the changes in volume and price represent no
  more than 20% change in the maximum aggregate offering price set forth in the
  "Calculation of Registration Fee" table in the effective registration statement;
  and (iii) 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 the registration statement; provided,
  however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
  information required to be included in a post-effective amendment by those
  paragraphs is contained in periodic reports filed by the registrant pursuant to
  Section 13 or Section 15(d) of the Exchange Act that are incorporated by
  reference in the registration statement.
  
       (2) That, for the purpose of determining any 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 (and, where applicable, each filing of an
  employee benefit plan's annual report pursuant to 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.
  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 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 Woburn, Commonwealth of Massachusetts, on the 2nd day
  of July, 2002.
  
                                    SKYWORKS SOLUTIONS, INC.
  
                                    By: /s/  David J. Aldrich
                                       -------------------------------------------
                                       David J. Aldrich
                                       President and Chief Executive Officer
  
                          POWER OF ATTORNEY AND SIGNATURES
  
       KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
  below constitutes and appoints David J. Aldrich and Daniel N. Yannuzzi, his true
  and lawful attorney-in-fact and agent, each acting alone, with full power of
  substitution and resubstitution for him and in his name, place and stead, in any
  and all capacities to sign the registration statement on Form S-8 to be filed in
  connection with the offerings of shares of Common Stock of Skyworks Solutions,
  Inc. and any and all amendments (including post-effective amendments) to this
  registration statement, and any subsequent registration statement filed pursuant
  to Rule 462(b) under the Securities Act of 1933, as amended, and to file the
  same, with all exhibits thereto, and the other documents in connection
  therewith, with the Securities and Exchange Commission, granting unto said
  attorney-in-fact and agent, each acting alone, full power and authority to do
  and perform each and every act and thing requisite and necessary to be done in
  connection therewith, as fully to all intents and purposes as they might or
  could do in person, hereby ratifying and confirming all that said
  attorney-in-fact or his substitutes, each acting alone, may lawfully do or cause
  to be done by virtue thereof.
  
       Pursuant to the requirements of the Securities Act, this Registration
  Statement and Power of Attorney has been signed below by the following persons
  in the capacities indicated on this 2nd day of July, 2002.
  SIGNATURE                                       TITLE
                     ---------                                       -----
  /s/  David J. Aldrich                  President, Chief Executive Officer and Director
           ---------------------------                     (Principal Executive Officer)
           David J. Aldrich
  
           /s/ Paul E. Vincent                  Vice President, Chief Financial Officer and Treasurer
           ---------------------------                (Principal Financial and Accounting Officer)
           Paul E. Vincent
  
                                                           Chairman of the Board of Directors
           ---------------------------
           Dwight W. Decker
  
           /s/ Donald R. Beall                                           Director
           ---------------------------
           Donald R. Beall
  
           /s/ Moiz M. Beguwala                                          Director
           ---------------------------
           Moiz M. Beguwala
  /s/ Timothy M. Furey                                          Director
           ---------------------------
           Timothy M. Furey
  
           /s/ Balakrishnan S. Iyer                                      Director
           ---------------------------
           Balakrishnan S. Iyer
  
                                                                         Director
           ---------------------------
           Thomas C. Leonard
  
           /s/ David J. Mclachlan                                        Director
           ---------------------------
           David J. McLachlan
  EXHIBIT INDEX
  
  EXHIBIT NUMBER      EXHIBIT
  --------------      -------
  
     5                Opinion of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, regarding the legality of the
                      securities being registered
  
    23.1              Consent of KPMG LLP, Independent Auditors
  
    23.2              Consent of Daniel N. Yannuzzi, Vice President and General
                      Counsel of the Registrant, included in the opinion regarding
                      legality filed as Exhibit 5
  
    24                Power of Attorney (included on the signature page of this
                      Registration Statement).