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

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * Woodall Neil D.   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 DSP Eng. & Chief Architect (Last) (First) (Middle) 224 AIRPORT PARKWAY, SUITE 400 3. Date of Earliest Transaction (Month/Day/Year) 01/31/2013 (Street) SAN JOSE, CA 95110 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 01/31/2013   P   2,795 A $ 1.91 (1) 15,902 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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
Non-Qualified Stock Option (right to buy)	$ 1.13							(2)	10/06/2018	Common Stock	5,000		5,000	D
Non-Qualified Stock Option (right to buy)	$ 2.28							(2)	02/05/2018	Common Stock	2,000		2,000	D
Non-Qualified Stock Option (right to buy)	$ 2.36							(2)	02/09/2018	Common Stock	25,000		25,000	D
Non-Qualified Stock Option (right to buy)	$ 3.26							(2)	07/28/2016	Common Stock	15,000		15,000	D
Non-Qualified Stock Option (right to buy)	$ 3.38							(2)	09/30/2015	Common Stock	15,000		15,000	D
Non-Qualified Stock Option (right to buy)	$ 6.09							(2)	02/12/2017	Common Stock	2,333		2,333	D
Non-Qualified Stock Option (right to buy)	$ 7.47							(3)	12/04/2013	Common Stock	6,048		6,048	D
Non-Qualified Stock Option (right to buy)	$ 13.95							(4)	02/08/2016	Common Stock	5,333		5,333	D
Non-Qualified Stock Option (right to buy)	$ 21.06							(5)	07/16/2012	Common Stock	13,064		13,064	D
Non-Qualified Stock Option (right to buy)	$ 21.06							(6)	09/23/2013	Common Stock	16,666		16,666	D
Non-Qualified Stock Option (right to buy)	$ 27.45							(5)	07/28/2014	Common Stock	25,000		25,000	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Woodall Neil D. 224 AIRPORT PARKWAY SUITE 400 SAN JOSE, CA 95110			VP DSP Eng. & Chief Architect

Signatures

Neil D Woodall		02/03/2013
**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)	The reporting person is voluntarily reporting the acquisition of shares of the Company's common stock pursuant to the Company's Employee Stock Purchase Plan (ESPP) and the purchase price reflects the allowable discount allowed under the ESPP. This transaction is exempt under Rule 16b-3(c).
(2)	Becomes exercisable on a monthly basis over 3 years, commencing the last day of the month of the date of grant.
(3)	Options become exercisable over 18 months as follows: 33.3% on June 30, 2007 and 66.7% becoming exercisable at a rate of 5.56% on a monthly basis thereafter over 12 months, or through June 30, 2008.
(4)	The options become exercisable on a monthly basis at a rate of 10% in year 1, 20% in year 2, 30% in year 3 and 40% in year 4, which commences on the last day of the month the option is granted.
(5)	25% vest on the last day of the month of the first anniversary of the date of grant, with the remaining 75% vesting ratably on a monthly basis thereafter over three years.
(6)	The option became exercisable on the grant date.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.