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

                                 June 28, 2005
               Date of Report (Date of Earliest Event Reported)

                                  ZiLOG, Inc.
            (Exact name of Registrant as specified in its charter)


Delaware                               001-13748               13-3092996
(State or other Jurisdiction       (Commission File No.)     (IRS Employer
of  Incorporation)                                          Identification No.)

                                532 Race Street
                          San Jose, California 95126
         (Address of principal executive offices, including zip code)

                                (408) 558-8500
             (Registrant's telephone number, including area code)


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))

<PAGE>

Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.

On June 28, 2005, the Registrant appointed Norman G. Sheridan as an Executive
Vice President. Dr. Sheridan, 43, will lead the Registrant's worldwide
technology development & manufacturing operations. Dr. Sheridan joined ZiLOG
in 2000 as its Vice President of Engineering - ICBU. He became a Senior Vice
President of the Registrant's System Development Group in 2002. Prior to
joining the Registrant, Dr. Sheridan was the Director of the Americas for the
consulting division of Mentor Graphics Corporation. From 1996 to 2000, Dr.
Sheridan worked in the UK as an FAE and later a division manager for Memec,
LTD., a semiconductor distribution company. Prior to that Dr. Sheridan managed
product development for DSP processors used in a range of sonar applications
at Marconi Underwater Systems Ltd. Dr. Sheridan holds a B.Sc. from Imperial
College of Science and Technology, University of London, England. He also
holds a Masters degree in Microelectronics awarded by Brunel Universities in
England, and a Ph.D degree awarded by Brunel University.

On May 14, 2002, the Registrant and Dr. Sheridan entered into an employment
agreement. This employment agreement will expire on May 14, 2006, unless
otherwise terminated as set forth below. The employment agreement provides
that Dr. Sheridan is entitled to an annual base salary of $210,000, a bonus
equal to a percentage of his annual base salary based on set thresholds of our
annual adjusted EBITDA to be set by the board, and 50,000 shares of restricted
stock and 30,000 EBITDA-linked stock option grants and 17,000
non-EBITDA-linked stock option grants, each under the Registrant's 2002
Omnibus Stock Incentive Plan. Dr. Sheridan also received a loan from the
Registrant of $68,544, an amount equal to the income taxes due on shares of
restricted shares of common stock granted to him pursuant to a full-recourse
promissory note. Dr. Sheridan, in turn, pledged the shares of restricted stock
as collateral for this loan pursuant to a stock pledge agreement. This loan is
full recourse and bears interest at 5.5% per annum, which interest is payable
annually by February 28 for the preceding period ending each December 31
during the term of the loan. All principal and accrued interest on this loan
becomes due and payable to the Registrant on May 15, 2007.

The employment agreement also provides to Dr. Sheridan all rights and benefits
for which he is eligible under the terms of benefits and compensation plans
which may be in effect from time to time, such as the Registrant's 401(k)
plan, four weeks of vacation each year, and reimbursement of reasonable
business expenses. In addition, if the Registrant terminates Dr. Sheridan's
employment for cause or as a result of his death or disability, on the date of
termination, such executive's salary and benefits will cease and all stock
options and other stock awards held by such executive will cease vesting and
will be exercisable only pursuant to the terms of the applicable stock option
plans and agreements. In the event that the Registrant terminates Dr.
Sheridan's employment without cause, or such executive resigns at any time for
good reason, the Registrant will be obligated to pay such executive an amount
equal to 100% of his annual base salary. For the purposes of these employment
agreements, "cause" means one or more of the following: (i) the executive's
material breach of his agreement; (ii) the executive's failure to reasonably
and substantially perform his duties under his employment agreement; (iii) the
executive's willful misconduct or gross negligence which materially injures
the Registrant; (iv) the executive's conviction or plea of nolo contendere to
(A) a felony or (B) another serious crime involving moral turpitude. Also for
purposes of these agreements, "good reason" means a material diminution in
such executive's duties and responsibilities as such duties and
responsibilities are set forth in his employment agreement. In the event that
Dr. Sheridan terminates his employment with the Registrant, with or without
good reason, within 30 days following a change in control, the Registrant will
be obligated to pay such executive an amount equal to his then-current annual
base salary. In addition, the Registrant will accelerate the vesting on all
stock, stock options and other stock awards held by the executive.

On June 28, 2005, Bruce Diamond, the Registrant's Chief Operating Officer,
announced his resignation, effective July 8, 2005.

On June 28, 2005, Ramesh G. Ramchandani, the Registrant's Executive Vice
President of Marketing, announced his resignation, effective September 30,
2005 for personal reasons. James Thorburn, the Registrant's Chief Executive
Officer, will assume Mr. Ramchandani responsibility for supervising the
Registrant's sales and marketing operations.


<PAGE>


SIGNATURES


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.

                                                 ZiLOG, INC.

                                                 By: /s/ John Rodman
                                                     ------------------------
                                                     John Rodman
                                                     Vice President and
                                                     Corporate Controller
                                                     Date: July 1, 2005
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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

                                 June 28, 2005
               Date of Report (Date of Earliest Event Reported)

                                  ZiLOG, Inc.
            (Exact name of Registrant as specified in its charter)

Delaware                               001-13748               13-3092996
(State or other Jurisdiction       (Commission File No.)     (IRS Employer
of  Incorporation)                                          Identification No.)

                                532 Race Street
                          San Jose, California 95126
         (Address of principal executive offices, including zip code)

                                (408) 558-8500
             (Registrant's telephone number, including area code)

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 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.

On June 28, 2005, the Registrant appointed Norman G. Sheridan as an Executive
Vice President. Dr. Sheridan, 43, will lead the Registrant's worldwide
technology development & manufacturing operations. Dr. Sheridan joined ZiLOG
in 2000 as its Vice President of Engineering - ICBU. He became a Senior Vice
President of the Registrant's System Development Group in 2002. Prior to
joining the Registrant, Dr. Sheridan was the Director of the Americas for the
consulting division of Mentor Graphics Corporation. From 1996 to 2000, Dr.
Sheridan worked in the UK as an FAE and later a division manager for Memec,
LTD., a semiconductor distribution company. Prior to that Dr. Sheridan managed
product development for DSP processors used in a range of sonar applications
at Marconi Underwater Systems Ltd. Dr. Sheridan holds a B.Sc. from Imperial
College of Science and Technology, University of London, England. He also
holds a Masters degree in Microelectronics awarded by Brunel Universities in
England, and a Ph.D degree awarded by Brunel University.

On May 14, 2002, the Registrant and Dr. Sheridan entered into an employment
agreement. This employment agreement will expire on May 14, 2006, unless
otherwise terminated as set forth below. The employment agreement provides
that Dr. Sheridan is entitled to an annual base salary of $210,000, a bonus
equal to a percentage of his annual base salary based on set thresholds of our
annual adjusted EBITDA to be set by the board, and 50,000 shares of restricted
stock and 30,000 EBITDA-linked stock option grants and 17,000
non-EBITDA-linked stock option grants, each under the Registrant's 2002
Omnibus Stock Incentive Plan. Dr. Sheridan also received a loan from the
Registrant of $68,544, an amount equal to the income taxes due on shares of
restricted shares of common stock granted to him pursuant to a full-recourse
promissory note. Dr. Sheridan, in turn, pledged the shares of restricted stock
as collateral for this loan pursuant to a stock pledge agreement. This loan is
full recourse and bears interest at 5.5% per annum, which interest is payable
annually by February 28 for the preceding period ending each December 31
during the term of the loan. All principal and accrued interest on this loan
becomes due and payable to the Registrant on May 15, 2007.

The employment agreement also provides to Dr. Sheridan all rights and benefits
for which he is eligible under the terms of benefits and compensation plans
which may be in effect from time to time, such as the Registrant's 401(k)
plan, four weeks of vacation each year, and reimbursement of reasonable
business expenses. In addition, if the Registrant terminates Dr. Sheridan's
employment for cause or as a result of his death or disability, on the date of
termination, such executive's salary and benefits will cease and all stock
options and other stock awards held by such executive will cease vesting and
will be exercisable only pursuant to the terms of the applicable stock option
plans and agreements. In the event that the Registrant terminates Dr.
Sheridan's employment without cause, or such executive resigns at any time for
good reason, the Registrant will be obligated to pay such executive an amount
equal to 100% of his annual base salary. For the purposes of these employment
agreements, "cause" means one or more of the following: (i) the executive's
material breach of his agreement; (ii) the executive's failure to reasonably
and substantially perform his duties under his employment agreement; (iii) the
executive's willful misconduct or gross negligence which materially injures
the Registrant; (iv) the executive's conviction or plea of nolo contendere to
(A) a felony or (B) another serious crime involving moral turpitude. Also for
purposes of these agreements, "good reason" means a material diminution in
such executive's duties and responsibilities as such duties and
responsibilities are set forth in his employment agreement. In the event that
Dr. Sheridan terminates his employment with the Registrant, with or without
good reason, within 30 days following a change in control, the Registrant will
be obligated to pay such executive an amount equal to his then-current annual
base salary. In addition, the Registrant will accelerate the vesting on all
stock, stock options and other stock awards held by the executive.

On June 28, 2005, Bruce Diamond, the Registrant's Chief Operating Officer,
announced his resignation, effective July 8, 2005.

On June 28, 2005, Ramesh G. Ramchandani, the Registrant's Executive Vice
President of Marketing, announced his resignation, effective September 30,
2005 for personal reasons. James Thorburn, the Registrant's Chief Executive
Officer, will assume Mr. Ramchandani responsibility for supervising the
Registrant's sales and marketing operations.
SIGNATURES

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.

                                                 ZiLOG, INC.

                                                 By: /s/ John Rodman
                                                     ------------------------
                                                     John Rodman
                                                     Vice President and
                                                     Corporate Controller
                                                     Date: July 1, 2005