Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
BOUCHARD JEFFERY B
  2. Issuer Name and Ticker or Trading Symbol
PIXELWORKS INC [PXLW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Finance and CFO
(Last)
(First)
(Middle)
8100 SW NYBERG RD.
3. Date of Earliest Transaction (Month/Day/Year)
07/29/2005
(Street)

TUALATIN, OR 97062
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 07/29/2005   J(1)   781 A $ 6.554 7,831 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
Incentive Stock Option (right to buy) $ 16.5               (2) 01/02/2012 Common Stock 13,901   13,901 D  
Incentive Stock Option (right to buy) $ 22.063               (3) 01/02/2011 Common Stock 5,574   5,574 D  
Non-Qualified Stock Option (right to buy) $ 2.43               (4) 12/07/2009 Common Stock 41,479   41,479 D  
Non-Qualified Stock Option (right to buy) $ 7.57               (5) 01/31/2013 Common Stock 50,000   50,000 D  
Non-Qualified Stock Option (right to buy) $ 9.48               (6) 03/04/2015 Common Stock 40,000   40,000 D  
Non-Qualified Stock Option (right to buy) $ 15.41               (7) 03/09/2014 Common Stock 40,000   40,000 D  
Non-Qualified Stock Option (right to buy) $ 16.5               (2) 01/02/2012 Common Stock 36,099   36,099 D  
Non-Qualified Stock Option (right to buy) $ 22.063               (3) 01/02/2011 Common Stock 25,676   25,676 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BOUCHARD JEFFERY B
8100 SW NYBERG RD.
TUALATIN, OR 97062
      VP, Finance and CFO  

Signatures

 Jeffrey B Bouchard   08/02/2005
**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) Shares acquired through Employee Stock Purchase Plan.
(2) The options become exercisable on a monthly basis over a 4-year period which commenced on January 31, 2002, as follows: 10% exercisable as of January 31, 2003, 20% exercisable as of January 31, 2004, 30% exercisable as of January 31, 2005 and 40% exercisable as of January 31,2006.
(3) The options become exercisable on a monthly basis over a 4-year period which commenced on January 31, 2001, as follows: 10% exercisable as of January 31, 2002, 20% exercisable as of January 31, 2003, 30% exercisable as of January 31, 2004 and 40% exercisable as of January 31,2005.
(4) The options become exercisable as follows: 40,797 shares exercisable as of December 31, 1999, and beginning April 30, 2001, 3,297 shall become exercisable and thereafter 4,687.5 are exercisable every month for 8 months. Remaining options shall become exercisable every year thereafter for two years on the same vesting timeline. Upon a change in control of issuer, the number of shares due to vest over the twelve months following the date of that change in control, will vest immediately.
(5) The options become exercisable on a monthly basis over a 4-year period which commenced on January 31, 2002, as follows: 10% exercisable as of January 31, 2003, 20% exercisable as of January 31, 2004, 30% exercisable as of January 31, 2005 and 40% exercisable as of January 31,2006.
(6) The options become exercisable monthly over a 4-year period which commenced on March 4, 2005, with 10% becoming exercisable by March 4, 2006, 20% becoming exercisable by March 4, 2007, 30% becoming exercisable by March 4, 2008, and 40% becoming exercisable by March 4, 2009.
(7) The option becomes exercisable on a monthly basis over a four year period which commences on March 31, 2004 as follows: 10% exercisable as of March 31, 2005, 20% exercisable as of March 31, 2006, 30% exercisable as of March 31, 2007, and 40% exercisable as of March 31, 2008.

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