##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, D.C.
    20549
      Form 10-K
  ANNUAL REPORT
 PURSUANT TO SECTION 13 OR
    15(d) OF THE
 SECURITIES EXCHANGE ACT OF
    1934
  þ

ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the Fiscal Year Ended
    June 30, 2007ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934   Commission File Number 0-11250
  DIONEX CORPORATION
 (Exact name of registrant as
    specified in its charter)
  Delaware(State or other
    jurisdiction of
    Incorporation or organization)

94-2647429(I.R.S. Employer
    Identification No.)1228 Titan Way,
    Sunnyvale, California(Address of principal
    executive offices)

94085(Zip Code)   Registrants telephone number, including area code
 (408) 737-0700
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Stock, par value $.001 per
    share

The Nasdaq Global Select Market   Securities registered pursuant to Section 12(g) of the
    Act:
 None
  þ o
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
 þ o o
  Rule 12b-2 o þ




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##### 



TABLE OF
    CONTENTS
  
  PART
    IItem 1.


Business


3Item 1A.


Risk
    Factors


12Item 1B.


Unresolved Staff
    Comments


15Item 2.


Properties


15Item 3.


Legal
    Proceedings


16Item 4.


Submission of
    Matters to a Vote of Security Holders


16PART
    IIItem 5.


Market for our
    Common Stock, Related Stockholder Matters and Issuer Purchases
    of Equity Securities


16Item 6.


Selected
    Consolidated Financial Data


19Item 7.


Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations


20Item 7A.


Quantitative and
    Qualitative Disclosures About Market Risk


27Item 8.


Financial
    Statements and Supplementary Data


29Item 9.


Changes in and
    Disagreements with Accountants on Accounting and Financial
    Disclosure


51Item 9A.


Controls and
    Procedures


51Item 9B.


Other
    Information


51PART
    IIIItem 10.


Directors,
    Executive Officers and Corporate Governance


53Item 11.


Executive
    Compensation


53Item 12.


Security Ownership
    of Certain Beneficial Owners and Management and Related
    Stockholder Matters


53Item 13.


Certain
    Relationships and Related Transactions, and Director
    Independence


53Item 14.


Principal
    Accountant Fees and Services


53PART
    IVItem 15.


Exhibits and
    Financial Statement Schedules


53Signatures


54Exhibit
    Index


58EXHIBIT 3.2EXHIBIT 10.4EXHIBIT 21.1EXHIBIT 23.1EXHIBIT 31.1EXHIBIT 31.2EXHIBIT 32.1EXHIBIT 32.2   2




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##### Table of Contents



CAUTIONARY
    STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
  Form 10-K, Form 10-K.
  PART I
  Item 1.
    BUSINESS  OVERVIEW
        PRODUCTS
    AND SERVICES
      Ion
    Chromatography
     3




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4




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##### Table of Contents



High
    Performance Liquid Chromatography
    Analytical HPLC 
      Capillary-/nano-LC
  WPS-3000
      Sample
    Preparation
     5




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Detectors
    Mass
    Spectrometry
  LC/MS
    Process
    Instrumentation
  DX-800
  Automation
    Products
    Chromeleon Software
 6




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##### Table of Contents



Autosamplers
            Consumables
    Columns
       7




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##### Table of Contents



SAX-1S
    Eluent Suppressors 
    start-up
    RFIC Eluent Cartridges
  Service and Other
  CUSTOMERS,
    MARKETING, AND SALES
   8




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##### Table of Contents



FINANCIAL
    INFORMATION ABOUT GEOGRAPHIC AREAS
  Form 10-K.
  COMPETITION
       9




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##### Table of Contents



PATENTS
    AND LICENSES
      INTERNATIONAL
    OPERATIONS
      MANUFACTURING
    AND SUPPLIERS
     10




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##### Table of Contents



TECHNICAL
    SUPPORT, INSTALLATION AND SERVICE
    RESEARCH
    AND PRODUCT DEVELOPMENT
    EMPLOYEES
    AVAILABLE
    INFORMATION
  Form 10-K, Form 10-Q, Form 8-K http://investor.dionex.com/governance-PDFs.cfm 1-800-SEC-0330. http://www.sec.gov
 11




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##### Table of Contents



Item 1A.
    RISK
    FACTORS.  Form 10-K Form 10-Q.
  Economic,
    political and other risks associated with international sales
    and operations could adversely affect our results of
    operations.
    
    interruption to transportation flows for delivery of parts to us
    and finished goods to our customers;
    changes in a specific countrys or regions political,
    economic or other conditions;
    trade protection measures and import or export licensing
    requirements;
    negative consequences from changes in tax laws;
    difficulty in staffing and managing widespread operations;
    differing labor regulations;
    differing protection of intellectual property;
    unexpected changes in regulatory requirements; and
    geopolitical turmoil, including terrorism and war.  Foreign
    currency fluctuations related to international operations may
    adversely affect our operating results.
    Fluctuations
    in worldwide demand for analytical instrumentation could affect
    our operating results.
   12




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##### Table of Contents



Fluctuations
    in our quarterly operating results may cause our stock price to
    decline.
    Our
    results of operations and financial condition will suffer if we
    do not introduce new products that are attractive to our
    customers on a timely basis.
    The
    analytical instrumentation market is highly competitive, and our
    inability to compete effectively in this market would adversely
    affect our results of operations and financial
    condition.
    We may
    experience difficulties with obtaining components from sole- or
    limited-source suppliers, or manufacturing delays, either of
    which could adversely affect our results of
    operations.
      Our
    executive officers and other key employees are critical to our
    business, they may not remain with us in the future and finding
    talented replacements may be difficult.
   13




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##### Table of Contents



We may
    be unable to protect our intellectual property rights and may
    face intellectual property infringement claims.
    
    any of our pending patent applications or any future patent
    applications will result in issued patents;
    the scope of our patent protection will exclude competitors or
    provide competitive advantages to us;
    any of our patents will be held valid if subsequently
    challenged; or
    others will not claim rights in or ownership of the patents and
    other proprietary rights held by us.      EXECUTIVE
    OFFICERS OF DIONEX CORPORATION
    Name

Age

Position(s)Lukas Braunschweiler


51


President, Chief Executive Officer
    and DirectorBruce Barton


48


Vice President, Sales and Service
    InternationalDavid Bow


43


Vice President, North American
    Sales/ServiceKevin Chance


40


Executive Vice PresidentDavid Fairbanks


47


Vice President, Information
    TechnologyDietrich Hauffe


48


Vice President, Marketing and
    Business DevelopmentPeter Jochum


56


Vice President, Life Sciences
    Business UnitCraig McCollam


47


Vice President, and Chief
    Financial OfficerJohn Plohetski


48


Vice President, Chemical Analysis
    Business UnitChristopher Pohl


56


Vice President, Research and
    Development and Chief Technology Officer      14




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##### Table of Contents



Item 1B.
    UNRESOLVED
    STAFF COMMENTS    Item 2.
    PROPERTIES     15




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##### Table of Contents



Item 3.
    LEGAL
    PROCEEDINGS    Item 4.
    SUBMISSION
    OF MATTERS TO A VOTE OF SECURITY HOLDERS    PART II
  Item 5.
    MARKET
    FOR OUR COMMON STOCK, RELATED STOCKHOLDER MATTERS AND ISSUER
    REPURCHASES OF EQUITY SECURITIES  MARKET
    PRICE OF COMMON STOCK
    Fiscal 2007


Fiscal 2006Quarter

High


Low


High


LowFirst

$
56.58


$
45.76


$
54.50


$
42.90Second

$
58.99


$
48.67


$
54.00


$
47.15Third

$
68.11


$
54.62


$
61.48


$
48.19Fourth

$
74.85


$
66.04


$
61.25


$
50.06     DIVIDENDS
   16




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##### Table of Contents



ISSUER
    PURCHASES OF EQUITY SECURITIES
      TotalNumber of





MaximumShares





Number ofPurchased





Shares thatTotal


Avg.


as Part of


Additional


May Yet beNumber of


Price


Publicly


Shares


PurchasedShares


Paid per


Announced


Authorized for


Under thePeriod

Purchased


Share


Program(1)


Purchase(1)


Program(2)April 1 - 30, 2007










5,812,153



156



1,323,281May 1 - 31, 2007


224,215


$
71.85



6,036,368



174,551



1,273,617June 1 - 30, 2007


58,009


$
68.95



6,094,377



11,562



1,227,170     (1)
    
    The number of shares represents the number of shares issued
    pursuant to employee stock plans that are authorized for
    purchase.(2)
    
    The number of shares includes 1.5 million shares of common
    stock approved for repurchase in August 2006 plus that number of
    shares of common stock equal to the number of shares issued
    pursuant to employee stock plans subsequent to August 2006 minus
    the number of shares purchased since August 2006. 17




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##### Table of Contents



PERFORMANCE
    GRAPH
    COMPARE
    5-YEAR CUMULATIVE TOTAL RETURN
    AMONG DIONEX CORPORATION,
    S&P 500 INDEX AND SIC CODE INDEX
  
  COMPARISON
    OF CUMULATIVE TOTAL RETURN OF ONE OR MORE
    COMPANIES, PEER GROUPS, INDUSTRY INDEXES AND/OR BROAD
    MARKETS
  FISCAL YEAR ENDINGCOMPANY/INDEX/MARKET


6/30/2002


6/30/2003


6/30/2004


6/30/2005


6/30/2006


6/30/2007Dionex Corporation



100.00




148.34




205.94




162.75




204.03




264.99Analytical Instruments (SIC)



100.00




103.43




147.58




143.77




160.46




201.88S&P Composite



100.00




100.25




119.41




126.96




137.92




166.32  18




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##### Table of Contents



Item 6.
    SELECTED
    CONSOLIDATED FINANCIAL DATA    Years Ended June 302007


2006


2005


2004


2003(In thousands, except per share amounts)Net sales

$
327,284


$
291,300


$
279,317


$
258,834


$
214,909Cost of sales


109,015



99,857



91,754



88,944



73,273Gross profit


218,269



191,443



187,563



169,890



141,636Operating expenses:Selling, general and administrative


123,525



113,241



102,539



89,100



76,565Research and product development


24,737



22,392



20,354



19,155



16,888Total operating expenses


148,262



135,633



122,893



108,255



93,453Operating income


70,007



55,810



64,670



61,635



48,183Interest income


1,435



1,874



1,276



801



504Interest expense


(335
)


(184
)


(176
)


(240
)


(192
)Other income/(expense)


183



1,013



801



(340
)


133Write-off of a non-affiliated
    investment


















(2,067
)Income before taxes on income


71,290



58,513



66,571



61,856



46,561Taxes on income


25,968



22,820



21,081



20,481



15,133Net income

$
45,322


$
35,693


$
45,490


$
41,375


$
31,428Basic earnings per share

$
2.37


$
1.78


$
2.20


$
1.96


$
1.49Diluted earnings per share

$
2.31


$
1.74


$
2.13


$
1.89


$
1.45Shares used in computing earnings
    per share amounts:Basic


19,136



20,013



20,655



21,056



21,057Diluted


19,615



20,527



21,388



21,943



21,632       At June 302007


2006


2005


2004


2003(In thousands)Working capital

$
93,361


$
97,769


$
102,006


$
103,719


$
88,014Total assets


271,769



250,402



238,153



235,465



213,100Long-term debt


















500Stockholders equity


185,708



185,382



183,049



183,454



159,280  19




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##### Table of Contents



Item 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Cautionary
    Statement Regarding Forward-Looking Statements
  Form 10-K
  THE
    COMPANY
        OVERVIEW
   20




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##### Table of Contents



RESULTS
    OF OPERATIONS
    Years Ended June 302007


2006


2005Net sales


100.0
%


100.0
%


100.0
%Cost of sales


33.3



34.3



32.9Gross profit


66.7



65.7



67.1Operating expenses:Selling, general and administrative


37.7



38.9



36.7Research and product development


7.6



7.7



7.2Total operating expenses


45.3



46.6



43.9Operating income


21.4



19.1



23.2Interest income, net


0.3



0.6



0.4Other income, net


0.1



0.3



0.2Income before taxes


21.8



20.0



23.8Taxes on income


7.9



7.8



7.5Net income


13.8
%


12.2
%


16.3
%   Net Sales.
    From Fiscal 2006


From Fiscal 2005to


toFiscal 2007


Fiscal 2006Total:


12
%


4
%By geographic region:North America


5
%


4
%Europe


17
%


3
%Asia/Pacific


14
%


6
%  21




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##### Table of Contents



From Fiscal 2006


From Fiscal 2005to


toFiscal 2007


Fiscal 2006Total:


9
%


7
%By geographic region:North America


5
%


4
%Europe


9
%


8
%Asia/Pacific


15
%


9
%             Gross Profit. ramp-up
 22




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##### Table of Contents



Operating Expenses  Fiscal 2006 to fiscal
    2007.
   currency fluctuations


3
% continued expansion
    efforts in the Asia/Pacific region


2
% increased depreciation
    and infrastructure expense


2
% increased sales and
    marketing efforts in Europe


1
%       Operating Expenses  Fiscal 2005 to fiscal
    2006.
   stock-based
    compensation resulting from adoption of SFAS 123(R)


4
% expansion efforts in
    the Asia/Pacific region


3
% centralization
    initiative in North America and Europe


2
% increased sales and
    marketing efforts in Europe


2
% increased marketing
    costs related to new product introductions


1
% currency fluctuations


(2
)%       Interest Income.
  Interest Expense.
 23




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##### Table of Contents



Other Income, Net.
  Taxes on Income.
  Earnings per Share.
  Liquidity and Capital Resources.
         24




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##### Table of Contents



CONTRACTUAL
    OBLIGATIONS
    Payments Due by PeriodLess Than

1-3

4-5

After 5Total

1 Year

Year

Years

YearsOperating Lease Obligations

$
17,750


$
4,864


$
6,546


$
3,465


$
2,875   EFFECT OF
    NEW ACCOUNTING STANDARDS
  The Fair Value Option for Financial
    Assets and Financial Liabilities
  Fair Value Measurements
  Accounting for Uncertainty in Income
    Taxes
  Accounting for Certain Hybrid Financial
    Instruments  an amendment of FASB Statements
    No. 133 and 140
  CRITICAL
    ACCOUNTING POLICIES AND ESTIMATES
  Summary.
 25




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##### Table of Contents



Revenue Recognition Policy.
  Revenue Recognition 97-2, Software Revenue Recognition and/or set-up,
      Product Warranty.
  Loss Provisions on Accounts Receivable and
    Inventory.
  first-in,
 26




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##### Table of Contents



Long-Lived Assets, Intangible Assets with Finite Lives and
    Goodwill.
          Taxes on Income.
  Stock-Based
    Compensation. Share-Based Payment
  Item 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK   27




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##### Table of Contents



Foreign Currency Exchange.
      Interest and Investment Income.
  Debt and Interest Expense.
 28




---



##### Table of Contents



Item 8.
    FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA  PageFINANCIAL STATEMENTSReport of
    Independent Registered Public Accounting Firm


30Consolidated
    Balance Sheets at June 30, 2007 and 2006


31Consolidated
    Statements of Income for the years ended June 30, 2007,
    2006 and 2005


32Consolidated
    Statements of Stockholders Equity and Comprehensive Income
    for the years ended June 30, 2007, 2006 and 2005


33Consolidated
    Statements of Cash Flows for the years ended June 30, 2007,
    2006 and 2005


34Notes to
    Consolidated Financial Statements


35  29




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##### Table of Contents



REPORT
    OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
           Share-Based Payment
  Internal Control 
    Integrated Framework
  
    30




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##### Table of Contents



DIONEX
    CORPORATION
  CONSOLIDATED
    BALANCE SHEETS
 AT JUNE
    30
  2007


2006(In thousands, except per share amounts)ASSETSCurrent assets:Cash and equivalents

$
54,938


$
43,524Short-term investments


124



7,490Accounts receivable (net of
    allowance for doubtful accounts of $610 in 2007 and $674 in 2006)


65,990



63,008Inventories


28,626



27,702Deferred income taxes


8,983



9,915Prepaid expenses and other


12,113



5,791Total current assets


170,774



157,430Property, plant and equipment, net


62,366



58,700Goodwill


25,443



24,982Intangible assets, net


6,955



4,522Other assets


6,231



4,768$
271,769


$
250,402LIABILITIES AND
    STOCKHOLDERS EQUITYCurrent liabilities:Notes payable

$
231


$
Accounts payable


12,293



9,395Accrued liabilities


30,329



24,377Deferred revenues


18,617



15,296Income taxes payable


13,068



7,100Accrued product warranty


2,875



3,493Total current liabilities


77,413



59,661Deferred income taxes


5,060



3,952Other long-term liabilities and
    deferred revenues


3,588



1,407Commitments and other
    contingencies (Note 13)Stockholders equity:Preferred stock (par value $.001
    per share; 1,000,000 shares authorized; none outstanding)






Common stock (par value $.001 per
    share; 80,000,000 shares authorized; shares outstanding:
    18,845,802 in 2007 and 19,624,839 in 2006)


161,409



148,214Retained earnings


13,223



28,589Accumulated other comprehensive
    income


11,076



8,579Total stockholders equity


185,708



185,382$
271,769


$
250,402    31




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##### Table of Contents



DIONEX
    CORPORATION
  CONSOLIDATED
    STATEMENTS OF INCOME
 YEARS
    ENDED JUNE 30
  2007


2006


2005(In thousands, except per share amounts)Net sales

$
327,284


$
291,300


$
279,317Cost of sales


109,015



99,857



91,754Gross profit


218,269



191,443



187,563Operating expenses:Selling, general and administrative


123,525



113,241



102,539Research and product development


24,737



22,392



20,354Total operating expenses


148,262



135,633



122,893Operating income


70,007



55,810



64,670Interest income


1,435



1,874



1,276Interest expense


(335
)


(184
)


(176
)Other income, net


183



1,013



801Income before taxes on income


71,290



58,513



66,571Taxes on income


25,968



22,820



21,081Net income

$
45,322


$
35,693


$
45,490Basic earnings per share:

$
2.37


$
1.78


$
2.20Diluted earnings per share:

$
2.31


$
1.74


$
2.13Shares used in computing earnings
    per share:Basic


19,136



20,013



20,655Diluted


19,615



20,527



21,388    32




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##### Table of Contents



DIONEX
    CORPORATION
  CONSOLIDATED
    STATEMENTS OF STOCKHOLDERS EQUITY AND COMPREHENSIVE
    INCOME
  AccumulatedOtherCommon Stock


Retained


Comprehensive





ComprehensiveShares


Amount


Earnings


Income(Loss)


Total


Income(Dollars in thousands)Balance, June 30, 2004


20,840,881


$
103,943


$
71,217


$
8,294


$
183,454Comprehensive income, net of tax:Net income










45,490







45,490


$
45,490Foreign currency translation
    adjustments (net of tax of $1,392)














(2,434
)


(2,434
)


(2,434
)Unrealized loss on securities (net
    of tax of $365)














(621
)


(621
)


(621
)Comprehensive income





















$
42,435Common stock issued under employee
    stock-based compensation plans


676,111



18,168











18,168Repurchase of common stock


(1,355,900
)


(7,407
)


(59,256
)






(66,663
)Tax benefit from employee stock
    transactions






5,655











5,655Balance, June 30, 2005


20,161,092



120,359



57,451



5,239



183,049Comprehensive income, net of tax:Net income










35,693







35,693


$
35,693Foreign currency translation
    adjustments (net of tax of $233)














3,319



3,319



3,319Unrealized gain on securities (net
    of tax of $0)














21



21



21Comprehensive income





















$
39,033Common stock issued under employee
    stock-based compensation plans


873,324



25,438











25,438Repurchase of common stock


(1,409,577
)


(9,328
)


(64,555
)






(73,883
)Stock-based compensation expense






5,610











5,610Tax benefit from employee stock
    transactions






6,135











6,135Balance, June 30, 2006


19,624,839



148,214



28,589



8,579



185,382Comprehensive income, net of tax:Net income










45,322







45,322


$
45,322Foreign currency translation
    adjustments (net of tax of $1,582)














2,470



2,470



2,470Unrealized gain on securities (net
    of tax of $0)














27



27



27Comprehensive income





















$
47,819Common stock issued under employee
    stock-based compensation plans


406,063



13,517











13,517Repurchase of common stock


(1,185,100
)


(8,904
)


(60,688
)






(69,592
)Stock-based compensation expense






5,125











5,125Tax benefit from employee stock
    transactions






3,457











3,457Balance, June 30, 2007


18,845,802


$
161,409


$
13,223


$
11,076


$
185,708    33




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##### Table of Contents



DIONEX
    CORPORATION
  CONSOLIDATED
    STATEMENTS OF CASH FLOWS
 YEARS
    ENDED JUNE 30
  2007


2006


2005(In thousands)Cash flows from operating
    activities:Net income

$
45,322


$
35,693


$
45,490Adjustments to reconcile net
    income to net cash provided by operating activities:Depreciation and amortization


8,544



6,514



6,007Stock-based compensation


5,125



5,572



Gain on sale of marketable
    securities










(1,188
)Loss on disposal of fixed assets


422



538



Tax benefit related to stock
    transactions


(3,457
)


(6,135
)


5,655Deferred income taxes


443



78



(106
)Changes in assets and liabilities:Accounts receivable


(1,174
)


(6,351
)


(2,515
)Inventories


407



(276
)


(1,676
)Prepaid expenses and other assets


(6,332
)


214



(1,668
)Accounts payable


2,694



(797
)


1,882Deferred revenues


3,594



2,518



2,716Accrued liabilities


4,431



2,097



3,562Income taxes payable


9,206



11,439



(930
)Accrued product warranty


(714
)


(104
)


(57
)Net cash provided by operating
    activities


68,511



51,000



57,172Cash flows from investing
    activities:Proceeds from sale of marketable
    securities


9,700



39,096



69,428Purchase of marketable securities


(2,600
)


(35,050
)


(64,652
)Purchase of property, plant and
    equipment


(9,388
)


(9,742
)


(12,261
)Purchase of intangible assets


(1,723
)


(3,005
)


Acquisition, net of cash acquired










(3,500
)Other


(26
)


(38
)


76Net cash used for investing
    activities


(4,037
)


(8,739
)


(10,909
)Cash flows from financing
    activities:Net change in notes payable


231







(940
)Principal payments on debt










(564
)Proceeds from issuance of stock
    pursuant to stock-based compensation plans


13,517



25,438



18,168Tax benefit related to stock
    transactions


3,457



6,135



Repurchase of common stock


(69,592
)


(73,883
)


(66,663
)Net cash used for financing
    activities


(52,387
)


(42,310
)


(49,999
)Effect of exchange rate changes on
    cash


(673
)


894



(258
)Net increase (decrease) in cash
    and equivalents


11,414



845



(3,994
)Cash and equivalents, beginning of
    year


43,524



42,679



46,673Cash and equivalents, end of year

$
54,938


$
43,524


$
42,679Supplemental disclosures of cash
    flow information:Income taxes paid

$
21,349


$
9,289


$
17,308Interest expense paid

$
162


$
71


$
94Supplemental schedule of non-cash
    investing and financing activities:Accrued purchases of property,
    plant and equipment

$
219


$
162


$
419Accrued purchases of intangible
    assets

$
2,000


$



$
    34




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##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
  Note 1 
    SIGNIFICANT ACCOUNTING POLICIES
  Organization.
  Principles of Consolidation.
  Certain Risks and Uncertainties.
      Cash Equivalents.
  Short-Term Investments.
  Inventories. first-in, work-in-process
 35




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Property, Plant and Equipment.
  Purchased Technology and Goodwill.
  Valuation of Long Lived Assets.
  Revenue Recognition.
  Revenue Recognition 97-2, Software Revenue Recognition and/or set-up,
     36




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Product Warranty.
  Reclassifications.
  Stock-based Compensation Plans. Share-Based Payment
    Accounting for Stock Issued to Employees Accounting for
    Stock-Based Compensation
     37




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  paid-in-capital
    Year Ended


Year EndedJune 30,


June 30,2007


2006Cost of sales

$
393


$
372Selling, general and
    administrative expenses


3,494



3,832Research and product development
    expenses


1,238



1,368Tax benefit


(1,542
)


(1,751
)Total

$
3,583


$
3,821     Year EndedJune 30,2005Net income, as reported

$
45,490Less: Total stock-based employee
    compensation expense determined under fair value method for all
    awards, net of taxes


8,707Tax benefit


(2,790
)Pro forma net income

$
39,573Earnings per share:Basic  as reported (pro
    forma)

$
2.20Basic  pro forma (pro
    forma)

$
1.92Diluted  as reported

$
2.13Diluted  pro forma

$
1.85   Common Stock Repurchases.
    Translation of Foreign Currency.
 38




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Derivative Securities. Accounting for Derivative Instruments and Hedging
    Activities
        Comprehensive Income.
  2007


2006


2005(In thousands)Foreign currency translation
    adjustments

$
11,075


$
8,605


$
5,286Unrealized gain/(loss) on
    securities available for sale, net


1



(26
)


(47
)$
11,076


$
8,579


$
5,239   New Accounting Pronouncements. The Fair
    Value Option for Financial Assets and Financial Liabilities
 39




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Fair Value Measurements
  Accounting for Uncertainty in Income
    Taxes
  Accounting for Certain Hybrid Financial Instruments an amendment of FASB Statements No. 133
    and 140
  Note 2 
    EARNINGS PER SHARE
      Years Ended June 302007


2006


2005Numerator:Net income

$
45,322


$
35,693


$
45,490Denominator:Shares used to compute net income
    per common share  basic


19,136



20,013



20,655Effect of dilutive stock options


479



514



733Shares used to compute net income
    per common share  diluted


19,615



20,527



21,388Basic earnings per share

$
2.37


$
1.78


$
2.20Diluted earnings per share

$
2.31


$
1.74


$
2.13  40




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Note 3 
    SHORT-TERM INVESTMENTS
 GrossCost


Unrealized Losses


Fair Value(In thousands)June 30, 2007Corporate debt securities(1)

$
127


$
(3
)

$
124$
127


$
(3
)

$
124June 30, 2006Auction rate securities

$
7,100


$



$
7,100Corporate debt securities(1)


415



(25
)


390$
7,515


$
(25
)

$
7,490     (1)
    
    These investments have been in a loss position for greater than
    12 months.      Note 4 
    INVENTORIES
    2007


2006(In thousands)Finished goods

$
16,535


$
13,962Work in process


1,329



1,840Raw materials and subassemblies


10,762



11,900$
28,626


$
27,702   Note 5 
    PROPERTY, PLANT AND EQUIPMENT, NET
    2007


2006(In thousands)Land

$
23,246


$
23,141Buildings and improvements


40,409



37,364Machinery, equipment and tooling


29,281



25,579Furniture and fixtures


9,980



9,147102,916



95,231Accumulated depreciation and
    amortization


(40,550
)


(36,531
)Property, plant and equipment, net

$
62,366


$
58,700  41




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 6 
    GOODWILL AND INTANGIBLE ASSETS
      Balance as of June 30, 2005

$
24,638Translation adjustments


344Balance as of June 30, 2006

$
24,982Translation adjustments


461Balance as of June 30, 2007

$
25,443   Goodwill and Other Intangible
    Assets
    As of June 30, 2007


As of June 30, 2006Carrying


Accumulated





Carrying


AccumulatedAmount


Amortization


Net


Amount


Amortization


NetPatents and trademarks

$
5,958


$
(779
)

$
5,179


$
3,337


$
(735
)

$
2,602Developed technology


10,013



(9,805
)


208



9,695



(8,773
)


922Customer relationships


2,205



(637
)


1,568



1,411



(413
)


998Total

$
18,176


$
(11,221
)

$
6,955


$
14,443


$
(9,921
)

$
4,522          42




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##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    RemainingAmortizationYear Ending June 30,

Expense2008

$
1,0462009


8422010


7922011


7922012


792Thereafter


2,691Total

$
6,955   Note 7 
    FINANCING ARRANGEMENTS
        Note 8 
    WARRANTY
      ChargedBalance





(Credited)





BalanceBeginning of





to Other





End ofYear


Additions


Accounts(1)


Deductions(2)


Year(In thousands)Accrued product warranty:June 30, 2007

$
3,493


$
2,669


$
100


$
(3,386
)

$
2,876June 30, 2006


3,514



3,810



134



(3,965
)


3,493June 30, 2005


3,584



3,400



(3
)


(3,467
)


3,514     (1)
    
    Effects of exchange rate changes.(2)
    
    Product warranty costs. 43




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   Note 9 
    ACCRUED LIABILITIES
    2007


2006(In thousands)Accrued payroll and related
    expenses

$
18,469


$
15,919Other accrued liabilities


11,860



8,458$
30,329


$
24,377   Note 10 
    STOCK OPTION AND PURCHASE PLANS
  Stock Option Plans.
    As of June 30,2007


2006


2005Wtd. Avg.





Wtd. Avg.





Wtd. Avg.Exercise





Exercise





ExerciseShares


Price


Shares


Price


Shares


PriceOptions outstanding, beginning of
    year


1,736,593


$
37.43



2,261,642


$
32.65



2,642,714


$
29.33Granted


346,250



53.58



356,650



48.23



300,050



47.70Exercised


(367,479
)


32.29



(831,347
)


28.63



(635,998
)


26.04Canceled


(20,893
)


48.61



(50,352
)


44.21



(45,124
)


31.73Options outstanding, end of year


1,694,471


$
41.91



1,736,593


$
37.43



2,261,642


$
32.65Options vested and expected to vest


1,664,063


$
41.74



1,703,277


$
37.24



2,249,001


$
32.58Options exercisable at year end


1,036,706


$
36.13



1,052,726


$
32.17



1,491,853


$
28.93Weighted average fair value of
    options granted during the year





$
18.38






$
19.38






$
22.54    44




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##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Options Outstanding


Options ExercisableWeighted Avg.


Weighted





Weighted Avg.


WeightedRemaining


Avg.





Remaining


Avg.Range of

Number


Contractual


Exercise


Number


Contractual


ExerciseExercise Prices

Outstanding


Life (Yrs)


Price


Exercisable


Life (Yrs)


Price$23-98 - 29.80


301,965



4.50


$
25.28



301,965






$
25.2829.80 - 34.88


195,275



2.69



31.89



195,275







31.8939.47 - 41.03


304,986



5.96



39.66



267,943







39.6141.03 - 47.19


223,597



7.08



47.19



143,983







47.1947.19 - 49.93


313,648



8.12



48.22



119,540







48.1149.93 - 70.32


355,000



9.06



54.59



8,000







54.86$23.98 - 70.32


1,694,471



6.52


$
41.91



1,036,706



5.33


$
36.13       Years Ended June 30,2007


2006


2005Volatility for options


29
%


40
%


47
%Volatility for employee stock
    purchase plan


23 - 26
%


30
%


27 - 29
%Risk-free interest rate for options


4.50 - 4.88
%


4 - 4.5
%


3.56
%Risk-free interest rate for
    employee stock purchase plan


4.98
%


3.6 - 4.4
%


1.74 - 2.71
%Expected life of options


4.7 years



4.75 years



5.6 yearsExpected life of employee stock
    purchase plan


6 months



6 months



6 monthsExpected dividend

$
0.00


$
0.00


$
0.00     Determining
    Fair Value
         45




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##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Employee Stock Purchase Plan.
  Note 11 
    EMPLOYEE 401(K) PLAN
    Note 12 
    TAXES ON INCOME
    Years Ended June 302007


2006


2005(In thousands)Current:Federal

$
10,488


$
10,599


$
10,584State


1,770



1,221



664Foreign


13,166



10,082



9,415Total current


25,424



21,902



20,663Deferred:Federal


1,474



(32
)


(84
)State


(78
)


81



82Foreign


(852
)


869



420Total deferred


544



918



418$
25,968


$
22,820


$
21,081     Years Ended June 302007


2006


2005(In thousands)Domestic

$
55,126


$
47,012


$
53,918Foreign


16,164



11,501



12,653$
71,290


$
58,513


$
66,571  46




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##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Years Ended June 302007


2006(In thousands)Current deferred tax assets:Accounting accruals deductible in
    different periods for tax purposes

$
8,271


$
9,342State income tax


448



316Other


264



257Total current deferred tax assets


8,983



9,915Non-current deferred tax
    asset  Difference in tax basis from acquisition


919



1,208Non-current deferred tax
    liabilities:Accelerated depreciation


1,084



993Excess tax basis from acquisition


919



1,208Accumulated translation adjustment


3,094



1,567Other


(38
)


184Total deferred tax liabilities


5,059



3,952Net deferred tax assets

$
4,843


$
7,171     Years Ended June 302007


2006


2005Statutory Federal income tax rate


35.0
%


35.0
%


35.0
%State income taxes, net of Federal
    income tax effect


1.6



1.5



0.7Extraterritorial income
    exclusion/Manufacturing deduction


(1.1
)


(2.2
)


(2.3
)Taxes on foreign income


1.8



4.3



0.5Other


(0.9
)


0.4



(2.2
)36.4
%


39.0
%


31.7
%       Note 13 
    COMMITMENTS AND OTHER CONTINGENCIES
   47




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##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Note 14 
    BUSINESS SEGMENT INFORMATION
        Years Ended June 302007


2006


2005(In thousands)Products

$
286,767


$
254,054


$
242,581Installation and training services


9,365



8,945



9,218Maintenance


31,152



28,301



27,518$
327,284


$
291,300


$
279,317  48




---



##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Years Ended June 302007


2006


2005(In thousands)Net sales to unaffiliated
    customers:United States

$
85,419


$
80,860


$
79,553Europe, excluding Germany


106,781



91,795



88,075Japan


32,642



30,428



34,391Germany


37,683



32,145



32,107Other International


64,759



56,072



45,191Consolidated net sales

$
327,284


$
291,300


$
279,317At June 30Long-lived assets:United States

$
51,728


$
45,170


$
41,495Europe, excluding Germany


9,022



9,170



10,010Japan


8,738



9,420



10,304Germany


30,251



27,420



22,678Other International


1,256



1,792



1,583Consolidated long-lived assets

$
100,995


$
92,972


$
86,070     Note 15 
    RELATED PARTY TRANSACTION
   49




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##### Table of Contents



DIONEX
    CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Note 16 
    QUARTERLY RESULTS OF OPERATIONS (unaudited)
    QuarterFirst


Second


Third


Fourth(In thousands, except per share amounts)Fiscal 2007:Net sales

$
72,857


$
83,519


$
84,954


$
85,954Gross profit


47,898



55,864



55,782



58,725Net income


8,671



13,267



11,497



11,887Basic earnings per share


0.45



0.69



0.60



0.63Diluted earnings per share


0.44



0.68



0.59



0.61Fiscal 2006:Net sales

$
68,100


$
74,341


$
73,674


$
75,185Gross profit


44,330



49,812



48,548



48,753Net income


9,014



10,900



10,365



5,414Basic earnings per share


0.45



0.54



0.52



0.27Diluted earnings per share


0.44



0.53



0.50



0.27  50




---



##### Table of Contents



Item 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE    Item 9A.
    CONTROLS
    AND PROCEDURES  Managements
    Evaluation of Disclosure Controls and Procedures
  Rules 13a-15(e) 15d-15(e)).
  Managements
    Annual Report on Internal Control over Financial
    Reporting
  Rules 13a-15(f) 15d-15(f))
    Changes
    in Internal Control over Financial Reporting
    Item 9B.
    OTHER
    INFORMATION   51




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    Internal
    Control  Integrated Framework
        Internal
    Control  Integrated Framework Internal Control  Integrated
    Framework
  Share-Based
    Payment
  
    52




---



##### Table of Contents



PART III
  Item 10.
    DIRECTORS,
    EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE  IDENTIFICATION
    OF DIRECTORS
  Form 10-K
  IDENTIFICATION
    OF OFFICERS
    CORPORATE
    GOVERNANCE
  Form 10-K
  CODE OF
    ETHICS
    Item 11.
    EXECUTIVE
    COMPENSATION  Form 10-K
  Item 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
    RELATED STOCKHOLDER MATTERS  Form 10-K
  Item 13.
    CERTAIN
    RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
    INDEPENDENCE  Form 10-K
  Item 14.
    PRINCIPAL
    ACCOUNTANT FEES AND SERVICES  Form 10-K
  PART IV
  Item 15.
    EXHIBITS AND
    FINANCIAL STATEMENT SCHEDULES  (a)
    (1) Financial Statements  See Index to Financial
    Statements at page 29 of this Report.     53




---



##### Table of Contents



SIGNATURES
      By
    /s/  Lukas
    Braunschweiler           Signature

Title

Date/s/  Lukas
    BraunschweilerLukas
    Braunschweiler

President, Chief Executive
    Officer, and Director (Principal Executive Officer)

August 29, 2007/s/  Craig
    A. McCollamCraig
    A. McCollam

Vice President and Chief Financial
    Officer (Principal Financial and Accounting Officer)

August 29, 2007/s/  A.
    Blaine BowmanA.
    Blaine Bowman

Director

August 29, 2007/s/  David
    L. AndersonDavid
    L. Anderson

Director

August 29, 2007/s/  Roderick
    McGearyRoderick
    McGeary

Director

August 29, 2007/s/  Riccardo
    PigliucciRiccardo
    Pigliucci

Lead Director

August 29, 2007/s/  Michael
    W. PopeMichael
    W. Pope

Director

August 29, 2007  54




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##### Table of Contents



INDEX TO
    FINANCIAL STATEMENT SCHEDULES
  PageFINANCIAL STATEMENT SCHEDULEReport of
    Independent Registered Public Accounting Firm


56Schedule
    II  Valuation and Qualifying Accounts and
    Reserves


57    55




---



##### Table of Contents



REPORT
    OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    Share-Based Payment Form 10-K
  
    56




---



##### Table of Contents



SCHEDULE II
  DIONEX
    CORPORATION
  VALUATION
    AND QUALIFYING ACCOUNTS AND RESERVES
 YEARS
    ENDED JUNE 30, 2007, 2006 AND 2005
  ChargedBalance





(Credited)





BalanceBeginning of





to Other





End ofYear


Additions


Accounts(1)


Deductions(2)


Year(In thousands)YEAR ENDED JUNE 30, 2007:

$
674


$



$
41


$
(105
)

$
610Allowance for doubtful accountsYEAR ENDED JUNE 30, 2006:

$
953


$



$
37


$
(316
)

$
674Allowance for doubtful accountsYEAR ENDED JUNE 30, 2005:

$
760


$
350


$
(15
)

$
(142
)

$
953Allowance for doubtful accounts     (1)
    
    Effects of exchange rate changes(2)
    
    Accounts written off, net of recoveries 57




---



##### Table of Contents



EXHIBIT INDEX
  ExhibitNumber

Description

Reference3
.1

Restated Certificate of
    Incorporation, filed December 12, 1988


(2)3
.2

Certificate of Amendment of
    Restated Certificate of Incorporation, filed December 1,
    19993
.3

Bylaws, as amended on
    July 29, 2002


(5)3
.4

Amendment to Bylaws, adopted on
    January 11, 2007


(11)4
.1

Stockholder Rights Agreement dated
    January 21, 1999, between Dionex Corporation and Bank
    Boston N.A.


(3)10
.1

Medical Care Reimbursement Plan
    (Exhibit 10.17)


(1)10
.2

Credit Agreement dated
    November 13, 2000 between Wells Fargo Bank and Dionex
    Corporation (Exhibit 10.15)


(4)10
.3

First amendment to Credit
    Agreement dated November 13, 2000 between Wells Fargo Bank
    and Dionex Corporation


(6)10
.4

Dionex Corporation 2004 Equity
    Incentive Plan, as amended October 200610
.5

Form of Stock Option Agreement for
    non-employee directors (Exhibit 99.2)


(8)10
.6

Form of Stock Option Agreement for
    other than non-employee directors (Exhibit 99.3)


(8)10
.7

Employee Stock Participation Plan
    (Exhibit 10.13)


(7)10
.8

Second amendment to Credit
    Agreement dated November 13, 2000 between Wells Fargo Bank
    and Dionex Corporation (Exhibit 10.1)


(9)10
.9

Change in Control Severance
    Benefit Plan (Exhibit 10.15)


(10)10
.10

Third amendment to Credit
    Agreement dated December 1, 2006 between Wells Fargo Bank
    and Dionex Corporation


(12)10
.11

Executive Employment Agreement for
    Lukas Braunschweiler dated November 20, 2006


(13)21
.1

Subsidiaries of Dionex Corporation23
.1

Consent of Independent Registered
    Public Accounting Firm24
.1

Power of Attorney (reference is
    made to the signature page of this report on
    Form 10-K)31
.1

Certification of Chief Executive
    Officer Pursuant to Section 302 of the Sarbanes-Oxley Act
    of 200231
.2

Certification of Chief Financial
    Officer Pursuant to Section 302 of the Sarbanes-Oxley Act
    of 200232
.1

Certification of the Chief
    Executive Officer Pursuant to Section 906 of the
    Sarbanes-Oxley Act of 200232
.2

Certification of the Chief
    Financial Officer Pursuant to Section 906 of the
    Sarbanes-Oxley Act of 2002     (1)
    
    Incorporated by reference to the indicated exhibit in Amendment
    No. 1 of our Registration Statement on
    Form S-1
    filed December 7, 1982.(2)
    
    Incorporated by reference to the corresponding exhibit in our
    Annual Report on
    Form 10-Q
    filed September 20, 1989.(3)
    
    Incorporated by reference to the corresponding exhibit in our
    Quarterly Report on
    Form 10-Q
    filed February 16, 1999.(4)
    
    Incorporated by reference to the indicated exhibit in our
    Quarterly Report on
    Form 10-Q
    filed February 14, 2001.(5)
    
    Incorporated by reference to the indicated Exhibit 10.17 in
    our Annual Report on
    Form 10-K
    filed August 28, 2002. 58




---



##### Table of Contents



(6)
    
    Incorporated by reference to the indicated Exhibit in our Annual
    Report on
    Form 10-K
    filed September 24, 2003.(7)
    
    Incorporated by reference to the indicated exhibit in our Annual
    Report on
    Form 10-K
    filed September 10, 2004.(8)
    
    Incorporated by reference to our Registration Statement on
    Form S-8
    filed December 8, 2004.(9)
    
    Incorporated by reference to the indicated exhibit in our
    current Report on
    Form 8-K
    filed December 22, 2004.(10)
    
    Incorporated by reference to the indicated exhibit in our
    Quarterly Report on
    Form 10-Q
    filed May 10, 2005.(11)
    
    Incorporated by reference to the indicated exhibit in our
    Form 8-K
    filed January 17, 2007.(12)
    
    Incorporated by reference to the indicated exhibit in our
    Quarterly Report on
    Form 10-Q
    filed May 10, 2007.(13)
    
    Incorporated by reference to the indicated exhibit in our
    Form 8-K
    filed November 21, 2006. 59