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EXHIBIT 5.1

February 3, 2006

Skyworks Solutions, Inc.
20 Sylvan Road
Woburn, MA 01801

Re: 2001 Directors’ Stock Option Plan, as amended

Ladies and Gentlemen:

I am the Vice President, General Counsel and Secretary of Skyworks Solutions, Inc., a Delaware corporation (the “Company”), and am issuing this opinion in connection with the Registration Statement on Form S-8 (the “Registration Statement”) to be filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), relating to an aggregate of 500,000 shares of common stock, $0.25 par value per share (the “Shares”), of the Company, issuable under the Company’s 2001 Directors’ Stock Option Plan, as amended Plan (collectively, the “Plan”).

I have examined the Certificate of Incorporation and By-Laws of the Company, each as amended and restated to date, and originals, or copies certified to my satisfaction, of all pertinent records of the meetings of the directors and stockholders of the Company, the Registration Statement and such other documents relating to the Company as I have deemed material for the purposes of this opinion.

In my examination of the foregoing documents, I have assumed the genuineness of all signatures, the authenticity of all documents submitted to me as originals, the conformity to original documents of all documents submitted to me as certified, photostatic or other copies, the authenticity of the originals of any such documents and the legal competence of all signatories to such documents. I assume that the appropriate action will be taken, prior to the offer and sale of the Shares in accordance with the Plan, to register and qualify the Shares for sale under all applicable state securities or “blue sky” laws.

I express no opinion herein as to the laws of any state or jurisdiction other than the state laws of the Commonwealth of Massachusetts, the General Corporation Law of the State of Delaware and the federal laws of the United States of America.

It is understood that this opinion is to be used only in connection with the offer and sale of the Shares while the Registration Statement is in effect.

781.376.3000 www.skyworksinc.com   20 Sylvan Rd. Woburn, MA 01801 USA

 

Skyworks Solutions, Inc.
February 3, 2006
Page 2

Please note that I am opining only as to the matters expressly set forth herein, and no opinion should be inferred as to any other matters.

Based on the foregoing, I am of the opinion that the Shares have been duly authorized for issuance and, when the Shares are issued and paid for in accordance with the terms and conditions of the Plan, the Shares will be validly issued, fully paid and nonassessable.

I hereby consent to the filing of this opinion with the Commission in connection with the Registration Statement in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act. In giving such consent, I do not hereby admit that I am in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission.

Very truly yours

/s/ Mark V. B. Tremallo   Mark V. B. Tremallo, Esq.
Vice President, General Counsel and Secretary

 

                                                                    Exhibit 23.1



            Consent of Independent Registered Public Accounting Firm

The Board of Directors
Skyworks Solutions, Inc.:

We consent to the use of our reports dated December 14, 2005, with respect to
the consolidated balance sheets of Skyworks Solutions, Inc. and subsidiaries as
of September 30, 2005 and 2004, and the related consolidated statements of
operations, stockholders' equity and comprehensive income (loss), and cash flows
for each of the years in the three-year period ended September 30, 2005, and the
related financial statement schedule, management's assessment of the
effectiveness of internal control over financial reporting as of September 30,
2005, and the effectiveness of internal control over financial reporting as of
September 30, 2005, incorporated herein by reference in this Registration
Statement on Form S-8.

                                            KPMG LLP


Boston, Massachusetts
February 3, 2006