SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

January 523, 2009

QIMONDA AG

Gustav-Heinemann-Ring 212
D-81739 Munich
Federal Republic of Germany
Tel: +49-89-60088-0
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F þ Form 40-F o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No þ

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .

This Report on Form 6-K is incorporated by reference into the registration statement on Form F-3, File No. 333-145983.

~~Explanatory~~This Report on Form 6-K contains a press release of Qimonda AG, dated January 23, 2009 announcing ~~Note~~that it has petitioned for the opening of insolvency proceedings, which is hereby incorporated by reference into our Registration Statement on Form F-3, Registration No. 333-145983.

~~This Report on Form 6-K contains a press release of~~ Qimonda ~~AG,~~petitions ~~dated~~for ~~January 2, 2009 announcing its intention to restore its compliance with~~ the ~~NYSE~~opening ~~minimum~~of ~~market~~insolvency ~~capitalization standard. This Report on Form 6-K is hereby incorporated by reference into our Registration Statement on Form F-3, Registration No.~~proceedings ~~333-145983.~~

~~Qimonda~~• ~~Intends~~Munich toand ~~Restore~~Dresden ~~Compliance~~locations ~~with NYSE Minimum Market Capitalization Standard~~ affected

~~Munich,~~• ~~January 2,~~Negotiations ~~2009 — Qimonda AG (NYSE: QI) today announced that~~ on ~~December 5,~~a ~~2008~~financing itpackage ~~was notified~~could bynot ~~the~~be ~~New~~completed ~~York Stock Exchange (“NYSE”) that it is not~~ in compliance with another of the NYSE’s continued listing standards. Qimonda is considered “below compliance” because its average global market captialization fell below $100 million over a consecutive thirty trading day period. As previously announced, on November 7, 2008 Qimonda was notified by the NYSE that it was below compliance because the price of its American Depositary Shares (“ADSs”) had fallen below $1.00 over a consecutive thirty trading day period. The NYSE has included the indicator “BC” on its consolidated tape since the previous notice, indicating that Qimonda is below the NYSE’s quantitative continued listing standards. time

In• ~~order~~Target to ~~restore~~restructure ~~compliance~~key with the market capitalization standard, Qimonda must have an average global market capitalization at or above $100 million over a consecutive thirty day trading period 18 months from the date that Qimonda received formal written notice of non-compliance of the market capitalization standard from the NYSE. Under the applicable rules and regulations of the NYSE, Qimonda has notified the NYSE of its intention to return to compliance and submitted a business ~~plan~~units ~~outlining definitive actions that Qimonda is already taking to comply again with the market capitalization standard and to increase the price~~ of ~~its ADSs to over $1.00. The NYSE is currently reviewing~~ the ~~plan submitted by~~ Qimonda ~~and if the plan is accepted, Qimonda will be subject to on-going monitoring by the NYSE. Qimonda intends to return~~ group

~~Page~~Munich, 2Germany of— 3 January 223, 2009 — Qimonda AG (NYSE: QI) and Qimonda Dresden OHG have filed an application with the local court in Munich today to open insolvency proceedings. Their goal is to reorganize the companies as part of the ongoing restructuring program. The court will now appoint a preliminary insolvency administrator.

The Qimonda Management Board intends to ~~compliance~~restructure ~~under~~key ~~both~~business ~~standards~~units ~~and~~within ~~will~~the ~~remain~~context inof ~~communication~~the insolvency ~~with~~regime. “German insolvency law offers the ~~NYSE~~opportunity ~~throughout~~to accelerate the restructuring process that has already been started in order to reposition the company back onto a solid base,” said Kin Wah Loh, President and Chief Executive Officer of Qimonda AG. Qimonda possesses established products and, with its Buried Wordline technology, is currently bringing a promising future technology to the market.

~~Under~~The ~~the~~insolvency ~~NYSE~~petition ~~rules,~~is ~~should~~the ~~Qimonda~~result ~~fail~~of ~~to increase~~ the ~~average~~massive ~~closing~~drop ~~price~~in ofprices ~~its~~in ~~ADSs~~the toDRAM ~~the~~industry and ~~required~~dramatically ~~level~~decreased ataccess ~~the~~to ~~expiration~~financing ofon the ~~six~~capital ~~months~~markets, ~~period~~both onof ~~May 7,~~which ~~2009~~have orled ~~fail~~ to ~~increase~~ the ~~average~~deterioration ~~global~~of ~~market capitalization to~~ the ~~required~~financial ~~level~~position byof ~~June 5,~~Qimonda ~~2010,~~in ~~the~~recent ~~NYSE~~months. ~~will~~A ~~commence suspension~~financing ~~and~~package ~~delisting procedures.~~involving ~~During~~the ~~this~~Free ~~cure~~State ~~period~~of Saxony, ~~Qimonda’s~~parent ~~ADSs~~company ~~will~~Infineon, ~~continue~~a toleading bePortuguese ~~listed~~financial oninstitution ~~the~~and additional ~~NYSE,~~banks ~~subject~~could tonot ~~ongoing reassessment.~~be ~~This~~completed ~~NYSE~~in ~~notification~~time, ofdespite ~~non-compliance~~intensive ~~will~~but ~~not~~also ~~affect~~very ~~the Qimonda’s business~~complex ~~operations,~~negotiations ~~does~~and ~~not~~financial ~~change~~support ~~its~~committed ~~SEC~~by ~~reporting~~customers ~~requirements~~over ~~and~~the ~~has~~past nodays ~~effect~~and ~~under~~weeks. Furthermore, ~~any~~an ofincreased ~~the Qimonda’s~~need ~~credit~~for ~~agreements~~financing orfor the ~~6.75%~~current ~~Senior~~financial ~~Unsecured~~year ~~Convertible~~recently ~~Notes~~became apparent ~~issued~~as ~~by Qimonda’s~~a ~~finance subsidiary.~~

Page 2 of 3 January 23, 2009

consequence of the price decline in the December quarter and the fact that important investments needed for productivity improvements could not be made due to the delay in negotiations.

The temporary insolvency administrator will analyze the situation at Qimonda in the coming days. “We assume we will be able to continue our business within the context of our restructuring program with the support of the temporary insolvency administrator and our employees,” Loh said. “We are especially counting on the excellent relationships with our customers and suppliers, with whom we have made significant progress in developing our Buried Wordline technology during the last months.”

Qimonda already introduced a global restructuring and cost reduction program in October in order to reposition the company. The main focus of the program is to concentrate on core competencies, such as the innovative Buried Wordline technology, as well as the company’s strong portfolio of infrastructure and graphics products.

The sale of its stake in Inotera in November 2008 was another important step, as this reduces exposure to the PC market and the associated cash outflow going forward. The ramp down of Qimonda’s 200-mm production in Richmond (Virginia), USA and the backend manufacturing for components and modules Dresden are on track. In addition, the company has consolidated its product development in Munich and Xi’an, and has started to reduce headcount and its administrative costs.

Qimonda has considerable potential for successful repositioning thanks to its leading-edge and innovative Buried Wordline technology, a strong product portfolio, particularly in the areas of graphics and infrastructure, and more than 20,000 patents and patent

Page 3 of 3 January 23, 2009

applications. The Qimonda Management Board will do its utmost, subject to the agreement of the preliminary insolvency administrator, to secure the financial funds necessary for the company’s reorganization in negotiations with potential lenders and investors. Given Qimonda’s technological strengths, the Board sees good chances for success.

About Qimonda

Qimonda AG (NYSE: QI) is a leading global memory supplier with a ~~broad~~ diversified DRAM product portfolio. The company generated net sales of Euro 31.6179 billion in financial year ~~2007~~2008 and had ~~approximately~~ ~~13,500 employees worldwide~~ - prior to its ~~recent~~ announcement of a repositioning of its business. — approximately 12,200 employees worldwide, of which 1,400 were in Munich, 3,200 in Dresden and 2,800 in Richmond (Virginia, USA). The company provides DRAM products with a focus on infrastructure and graphics applications, using its power saving technologies and designs. Qimonda is an active innovator and brings high performance, low power consumption and small chip sizes to the market based on its breakthrough Buried Wordline technology. Further information is available at www.qimonda.com.

Disclaimer

This press release contains forward-looking statements based on assumptions and forecasts made by Qimonda management and third parties. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. These statements are based on current plans, estimates and projections, and speak only as of the date they are made. We undertake no obligation to update any of them in light of new information or future events. These forward-looking statements involve inherent risks and are subject to a number of uncertainties, including trends in demand and prices for semiconductors generally and for our products in particular, the success of our development efforts, both alone and with our partners, the success of our efforts to introduce new production processes at our facilities and the actions of our competitors, the availability of funds for planned investments and repositioning efforts and the outcome of antitrust investigations and litigation matters, as well as other factors. We caution you that these and a number of other known and unknown risks, uncertainties and other factors could cause actual future results, or outcomes to differ materially from those expressed in any forward-looking statement. These factors include those identified under the heading “Risk Factors” in our most recent Annual Report on Form 20-F which is available without charge on our website and at www.sec.gov.

Page 3 of 3 January 2, 2009

actual future results, or outcomes to differ materially from those expressed in any forward-looking statement. These factors include those identified under the heading “Risk Factors” in our most recent Annual Report on Form 20-F which is available without charge on our website and at www.sec.gov.

For the Business and Trade Press


Public Relations	Name	Phone	E-mail
Worldwide Headquarters	Ralph Heinrich	+49 89 60088 1300	ralph.heinrich@qimonda.com
U.S.A.	Glen Haley	+1 919 677 4554	glen.haley@qimonda.com
Asia	Isabel Chen	+886 2 8170 8177	isabel.chen@qimonda.com
Investor Relations Worldwide	Andreas Schaller	+49 89 60088 1200	andreas.schaller@qimonda.com

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, thereunto duly authorized.

	QIMONDA AG
Date: January 5, 2009	By:	/s/ Kin Wah Loh
Date: January 23, 2009	By:	/s/ Kin Wah Loh
		Kin Wah Loh
		Chief Executive Officer and Chairman of the Management Board
	By:	/s/ Thomas J. Seifert
		Thomas J. Seifert
		Chief Operating Officer, Chief Financial Officer and Member of the Management Board

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