Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YESþ NOo

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check One)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)YESo NOþ

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of May 9,November 7, 2007:

1. Basis of Presentation

The condensed consolidated financial statements included herein have been prepared by Dionex Corporation, (referred to herein as “We” or “Our”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the condensed consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2006.2007. Unless the context otherwise requires, the terms “Dionex,” “we,” “our” and “us” and words of similar import as used in these notes to condensed consolidated financial statements include Dionex Corporation and its consolidated subsidiaries.

The unaudited condensed consolidated financial statements included herein reflect all adjustments (which include only normal, recurring adjustments) that are, in the opinion of management, necessary to state fairly the results for the periods presented. The results for such periods are not necessarily indicative of the results to be expected for the entire fiscal year ending June 30, 2007.2008.

2. New Accounting Pronouncements

In February 2007, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“SFAS”) No. 159,The Fair Value Option for Financial Assets and Financial Liabilities (“(“SFAS No. 159”). SFAS No. 159 permits entities to choose, at specified election dates, to measure eligible items at fair value (or “fair value option”) and to report in earnings unrealized gains and losses on those items for which the fair value option has been elected. SFAS No. 159 also requires entities to display the fair value of those assets and liabilities on the face of the balance sheet. SFAS No. 159 establishes presentation and disclosure requirements designed to facilitate comparisons between entities that choose different measurement attributes for similar types of assets and liabilities. SFAS No. 159 is effective for us as of the first quarter of fiscal 2009. We are currently evaluating the impact of this pronouncement on our financial statements.

In September 2006, the FASB issued SFAS No. 157,Fair Value Measurements(“SFAS No. 157”). SFAS No. 157 establishes a framework for measuring fair value and expands disclosures about fair value measurements. The changes to current practice resulting from the application of SFAS No. 157 relate to the definition of fair value, the methods used to measure fair value, and the expanded disclosures about fair value measurements. SFAS No. 157 is effective for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. We do not believe that the adoption of the provisions of SFAS No. 157 will materially impact our financial position and results of operations.

The effect of recording stock-based compensation for the three months and nine months ended March 31,September 30, 2007 and 2006 was as follows (in thousands):

Stock option activity under our plans during the ninethree months ended March 31,September 30, 2007 was as follows:

The aggregate intrinsic values in the table above represent the total pretax intrinsic values based on our closing stock price of $68.11$79.46 at March 31,September 30, 2007, which would have been received by the option holders had all option holders exercised their options as of that date.

The total pre-tax intrinsic value of options exercised were $3,695,967$1.5 million and $6,313,356 respectively$353,000 during the three and nine months ended March 31, 2007.September 30, 2007 and 2006, respectively.

4. Inventories

Inventories consisted of (in thousands):

9. Goodwill and Other Intangible Assets

Information regarding our goodwill and other intangible assets reflects current foreign exchange rates.

The change in the carrying amount of goodwill for the ninethree months ended March 31,September 30, 2007 was as follows (in thousands):

WeOur reporting units represent our operating segments. All goodwill has been assigned to one reporting unit. The evaluation of goodwill is based upon the fair value of this reporting unit. Pursuant to the provisions of SFAS No. 142,Goodwill and Other Intangible Assets, we performed an annual impairment test oftests on goodwill in April 2007 and determined that goodwill was not impaired.

Information regarding our other intangible assets follows (in thousands):

Product warranties are recorded at the time revenue is recognized for certain product shipments. Warranty expense is affected by product failure rates, material usage and service costs incurred in correcting a product failure. Should actual product failure rates, material usage or service costs differ from our estimates, revisions to the warranty liability would be required.

Cautionary Statement Regarding Forward-Looking Statements

Except for historical information contained herein, the discussion below and in the footnotes to our financial statements contained in this Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995, and are made under the safe harbor provisions thereof. Such statements are subject to certain risks, uncertainties and other factors that may cause actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements, or industry results, expressed or implied by such forward-looking statements. Such risks and uncertainties include, among other things: general economic conditions, foreign currency fluctuations, fluctuations in worldwide demand for analytical instrumentation, fluctuations in quarterly operating results, competition from other products, existing product obsolescence, new product development, including market receptiveness, the ability to manufacture products on an efficient and timely basis and at a reasonable cost and in sufficient volume, the ability to attract and retain talented employees and other risks as described in more detail below under the heading “Risk Factors.” Readers are cautioned not to place undue reliance on these forward-looking statements that reflect management’s analysis only as of the date hereof. We undertake no obligation to update these forward-looking statements.

Dionex Corporation (referred to herein as “We” or “Our”) designs, manufactures, markets and services analytical instrumentation and related accessories and chemicals. Our products are used to analyze chemical substances in the environment and in a broad range of industrial and scientific applications. Our systems are used in environmental analysis and by the pharmaceutical, life sciences, chemical, petrochemical, power generation, and food and electronics industries in a variety of applications. Unless the context otherwise requires, the terms “Dionex,” “we,” “our” and “us” and words of similar import as used in these notes to condensed consolidated financial statements include Dionex Corporation and its consolidated subsidiaries.

Our liquid chromatography systems are currently focused in severaltwo product areas: ion chromatography (IC), and high performance liquid chromatography (HPLC) and capillary-/nano-liquid chromatography (capillary-/nano-LC). We also offer a mass spectrometer coupled with either an IC or HPLC system. For sample preparation, we provide automated solvent extraction systems. In addition, we develop and manufacture columns,consumables, detectors, data collectionautomation and analysis systems for use in or with liquid chromatographs.

Geographically, weWe market and distribute our products and services through our own sales force in Austria, Australia, Brazil, Canada, China, Singapore, Denmark, France, Germany, India, Ireland, Italy, Japan, Korea, Netherlands, Switzerland, Taiwan, United Kingdom, and the United States. In each of these countries, we maintain one or more local sales offices in order to support and service our customers in the regions. We manufacture our products based upon a forecast of customer demand and we generally try to maintain adequate inventories of completed modules or finished goods in advance of receipt of firm orders. System or instrument orders are generally placed by the customer on an as-needed basis, and instruments are usually shipped within two to six weeks after receipt of an order.

We reported the highest quarterlyfirst quarter sales in our history with $85.0$82.4 million for the thirdfirst quarter of fiscal 2007,2008, which isreflects a growth of 15%13% compared with $73.7$72.9 million in the same period last year. Operating income for the quarter was $18.0$16 million or 21%16% growth over Q3 prior year operating income for the first quarter of $15.1fiscal 2007 of $13.7 million. Cash flow from operations during the quarter was strong at $20$13.1 million. Our gross profit margin for the quarter was 65.6%65.2% compared to 65.9%65.7% reported in the same period last year. SG&ASelling, general and administrative expenses were 37%37.8% of sales, compared with 38%39.0% reported in the same period last year. R&DResearch and product development expenses for the quarter were 8%8.0% of sales, unchangedup slightly from the 8%7.9% reported in the same period last year. Diluted earnings per share grew 18%20% to $0.59$0.53 for the thirdfirst quarter, compared to $0.50$0.44 reported in the same period last year.

Net income insales for the first quarter of fiscal 2006 included other income of $1.02008 were $82.4 million net of tax, or $0.05 per share, related primarily towhich reflects a one-time gain from the favorable settlement of a patent litigation.

Net income in the thirdfirst quarter of fiscal 20072008 increased 11%17% to $11.5$10.2 million compared with $10.4$8.7 million reported for the same period last year. Diluted earnings per share were $0.59$0.53 and $0.50$0.44 in the thirdfirst quarter of fiscal years2008 and 2007, and 2006, respectively. Net income for the nine month period was $33.4 million in fiscal 2007 and $30.3 million in fiscal 2006, representing 10% growth. Our diluted earnings per share were $0.59 for the third quarter, an increase of 18% compared with the third quarter of last year. Diluted earnings per share for the first nine months of fiscal 2007 were $1.70, an increase of 16% compared with the diluted earnings per share of $1.47 reported for the first nine months of fiscal 2006.

At March 31,September 30, 2007, we had cash and cash equivalents and short-term investments of $55.3$69.6 million. Our working capital was $95.8$96 million, a decreasean increase of $2.0$11 million from the $97.8$85 million reported at JuneSeptember 30, 2006. The decreaseincrease was primarily attributable to our repurchases of common stock during the quarter. an increase in cash, inventory and prepaid expenses, other.

Cash generated by operating activities for the ninethree months ended March 31,September 30, 2007 was $50.2$13.1 million compared with $43.7$12.2 million for the same period last year. The increase in operating cash flow was primarily due to an increase in operating results and higher accrued liabilities due to deferred revenuebetter cash collections on accounts receivable partially offset by higher accounts receivable dueincome tax payments.

Cash used for investing activities was $2.4 million in the first three months of fiscal 2008 compared to lower customer receipts and increased sales.

Cash used forprovided by financing activities was $38.2$2.3 million and $20.9cash used by financing activities was $18.6 million in the first ninethree months of fiscal 20072008 and 2006,at June 30, 2007, respectively. The increase was primarily attributable to the repurchase of 903,876257,825 shares of our common stock for $49.5$18.6 million in fiscal 2008 compared with 437,000 shares for $21.5 million in fiscal 2007, compared with 979,855 shares for $49.7 million in fiscal 2006, reducedincreased proceeds from issuance of common stock ($7.72.3 million for fiscal 20072008 compared to $20.9$1.3 million for fiscal 2006)2007) and decreasedincreased tax benefit related to stock option plans of $1.0$0.5 million for fiscal 2007 compared to $5.8 million in fiscal 2006).2008. The increase was partially offset by net proceeds of $2.5$18 million received from short term borrowings in fiscal 20072008 as compared to no borrowings$3.1 million in fiscal 2006. The increase in short-term borrowings resulted from our repurchases of our common stock.2007.

Our exposure is based onWe are exposed to financial market risks including changesfrom fluctuations in foreign currency exchange rates, interest rates and stock prices of marketable securities. With the exception of the stock price volatility of our marketable equity securities, as well as debtwe manage our exposure to these and other risks through our regular operating and financing activities and, when appropriate, through our hedging activities. Our policy is not to use hedges or other derivative financial instruments for speculative purposes. We deal with a diversified group of major financial institutions to limit the risk of nonperformance by any one institution on any financial instrument. Separate from our financial hedging activities, material changes in foreign exchange rates, interest expense.rates and, to a lesser extent, commodity prices could cause significant changes in the costs to manufacture and deliver our products and in customers’ buying practices. We have not substantially changed our risk management practices during fiscal 2007 or the first three months of fiscal 2008 and we do not currently anticipate significant changes in financial market risk exposures in the near future that would require us to change our current risk management practices.

Foreign Currency ExchangeExchange.Revenues generated from international operations are generally denominated in foreign currencies. We enterentered into forward foreign exchange contracts to hedge against fluctuations of intercompany account balances. Market value gains and losses on these hedge contracts are substantially offset by fluctuations in the underlying balances being hedged, and the net financial impact is not expected to be material in future periods. At March 31,September 30, 2007, we had forward exchange contracts to sell foreign currencies totaling $10.9$15.5 million, including approximately $3.9$8.5 million in Euros, $5.2$4.7 million in Japanese yen, $1.5 million in Australian dollars and $0.8 million in Canadian dollars and $1.0 million in Australian dollars. The foreign exchange contracts at the end of each fiscal quarteryear mature within the first quarter of the following quarter.fiscal year. Additionally, contract values and fair market values are the same.

In March 2007, we entered into a cross-currency swap of Japanese Yen for $10.0 million which matures in March 2010. This derivative instrument did not qualify for net investment hedge accounting and was deemed to be an ineffective hedge instrument, given that, at the inception of the hedge transaction, there was no formal documentation of the hedging relationship and our risk management objective and strategy for undertaking the hedge. Therefore, we marked to market the decrease in value of approximately $698,000 for September 30, 2007 and this amount was recorded in other expense, net. A sensitivity analysis assuming a hypothetical 10% movement in foreign currency exchange rates applied to our hedging contracts and underlying balances being hedged at March 31,September 30, 2007 and June 30, 2007 indicated that these market movements would not have a material effect on our business, operating results or financial condition.

Interest and Investment Income.  Our interest and investment income is subject to changes in the quarter ended March 31, 2007 compared to a decreasegeneral level of U.S. interest rates. Changes in reported net sales of (4.0%) forU.S. interest rates affect the quarter ended March 31, 2006.

We carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our “disclosure controls and procedures” (as defined in rules promulgated under the Securities Exchange Act Rules 13a-15(e) and 15d-15(e)). Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures as of March 31,September 30, 2007 were effective to ensure that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act is (i) recorded processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’sSEC’s rules and forms and (ii) accumulated and communicated to our management, including itsour principal executive and principal financial officers, to allow timely decisions regarding required disclosures. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and our Chief Executive Officer and Chief Financial Officer have concluded that these controls and procedures are effective at the “reasonable assurance” level. We believe that a control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a companyCompany have been detected.

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Securities Exchange Act) during the period covered by this quarterly report on Form 10-Q that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

We derived approximately 72% of our net sales from outside the United States in the thirdfirst quarter ended March, 31,of 2008 compared to 71% in all of fiscal 2007 and expect to continue to derive the majority of net sales from outside the United States for the foreseeable future. Most of our sales outside the United States are denominated in the local currency of our customers. As a result, the U.S. dollar value of our net sales varies with currency rate fluctuations. Significant changes in the value of the U.S. dollar relative to certain foreign currencies could have a material adverse effect on our results of operations. In recent periods, our results of operations have been negativelypositively affected from the appreciationdepreciation of the U.S. dollar against the Euro, the Japanese yen and other foreign currencies. Tariffs andcurrencies, but there can be no assurance that this positive impact will continue. In the past, our results of operations have been negatively impacted by the appreciation of the U.S. dollar against other trade barriers, difficulties in staffing and managing foreign operations, changes in political environments, interruptions in overseas shipments and changes in tax laws may also impact international sales negatively.currencies.

The demand for analytical instrumentation products can fluctuate depending upon capital expenditure cycles. Most companies consider our instrumentation products capital equipment and some customers may be unable to secure the necessary capital expenditure approvals due to general economic or customer specific conditions. Significant fluctuations in demand could harm our results of operations.

A high proportion of our costs are fixed due in part to our significant sales, research and product development and manufacturing costs. Declines in revenue caused by fluctuations in currency rates, worldwide demand for analytical instrumentation or other factors could disproportionately affect our quarterly operating results, which may in turn cause our stock price to decline.

Our products are highly technical in nature. As a result, many of our products must be developed months or even years in advance of the potential need by a customer. If we fail to introduce new products and enhancements as demand arises or in advance of the competition, our products are likely to become obsolete over time, which would harm operating results. Also, if the market is not receptive to our newly developed products, we may be unable to recover costs of research and product development and marketing, and may fail to achieve material components of our business plan.

The analytical instrumentation market is highly competitive and we compete with many companies on a local and international level that are significantly larger than us and have greater resources, including larger sales forces and technical staff. Competitors may introduce more effective and less costly products and, in doing so, may make it difficult for us to acquire and retain customers. If this occurs, our market share may decline and operating results could suffer.

Our operations require managerial and technical expertise. Each of the executive officers and key employees located in the United States is employed “at will” and may leave theirour employment at any time. In addition, we operate in a variety of locations around the world where the demand for qualified personnel may be extremely high and is likely to remain so for the foreseeable future. As a result, competition for personnel can be intense and the turnover rate for qualified personnel may be high. The loss of any of our executive officers or key employees could cause us to incur increased operating expenses and divert senior management resources in searching for replacements. An inability to hire, train and retain sufficient numbers of qualified employees would seriously affect our ability to conduct our business.

Our success will depend, in part, on our ability to obtain patents, maintain trade secret protection and operate without infringing the proprietary rights of third parties. We cannot be certain that:

Furthermore, we cannot be certain that others have not or will not develop similar products, duplicate any of our products or design around any patents issued, or that may be issued, in the future to us or to our licensors. Whether or not patents are issued to us or to our licensors, others may hold or receive patents which contain claims having a scope that covers products developed by us. We could incur substantial costs in defending any patent infringement suits or in asserting any patent rights, including those granted by third parties. In addition, we may be required to obtain licenses to patents or proprietary rights from third parties. There can be no assurance that such licenses will be available on acceptableacceptance terms, if at all.

Our issued U.S. patents, and corresponding foreign patents, expire at various dates ranging from 20102008 to 2023.2024. When each of our patents expires, competitors may develop and sell products based on the same or similar technologies as those covered by the expired patent. We have invested in significant new patent applications, and we cannot be certain that any of these applications will result in an issued patent to enhance our intellectual property rights.

The following table indicates common shares repurchased and additional shares added to the repurchase program during the three months ended March 31,September 30, 2007: