FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

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

For the periodSecurities November 18,Exchange 2005Act of 1934

SANPAOLOFor IMIthe S.p.A.period April 28, 2006

(ExactSANPAOLO nameIMI of registrant as specified in its charter)S.p.A.

Piazza(Exact San Carloname 156of registrant as specified in its charter)

10121Piazza Turin,San ItalyCarlo 156

(Address10121 ofTurin, principal executive offices)Italy

Indicate by(Address checkof markprincipal whetherexecutive the registrant files or will file annual reports under cover Form 20-F or Form 40-F.offices)

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

Indicate byForm check20-F marký whetherForm the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g340-2(b) underF the Securities Exchange Act of 1934.o

YesIndicate o Noby ýcheck 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.

FONDAZIONEYes CASSAo DEINo RISPRMI DI FORLI SANPAOLO IMIý

JOINTSANPAOLO NEWSIMI RELEASEGROUP

SANPAOLO IMIDECISIONS increasesOF stakeTHE inSHAREHOLDERS’ Cassa dei Risparmi di ForlìMEETING

Turin~~/Forlì~~, 1828 ~~November 2005~~April –2006 On- ~~the~~The ~~basis~~Shareholders’ ofMeeting ~~the Preliminary Agreement for the sale~~ of ~~shares, signed on 29 November 2000 by Fondazione Cassa dei Risparmi di Forlì,~~ SANPAOLO IMI ~~and Cassa di Risparmio di Firenze~~ S.p.A., ~~Fondazione~~meeting ~~has~~today ~~announced~~in ~~its wish~~Piazza toSan ~~exercise the Second Tranche of the Sell Option~~Carlo, ~~for~~took ~~10,804,795 ordinary shares – 11.31% of~~ the ~~equity~~following ~~capital–~~agenda ~~at a price of € 8.11 per share, for a total value of € 87,626,887.45.~~decisions:

~~SANPAOLO~~Ordinary ~~IMI will acquire 8,103,596 shares – 8~~Meeting.~~48% of the equity capital– for approximately 65.7 million euro. SANPAOLO IMI’s stake in Cassa dei Risparmi di Forlì will rise from 29.77% to 38.25%.~~

~~The~~1. approval ~~initiative~~of bythe financial ~~Fondazione,~~statements ~~advised~~for by2005 ~~KPMG~~and ~~Corporate~~distribution ~~Finance~~of income for the period: the Meeting approved the company financial statements and ~~Kstudio~~examined ~~Associato,~~the isconsolidated ~~part~~financial statements of athe ~~wider~~Group ~~project,~~at ~~shared~~31 ~~with~~December ~~SANPAOLO~~2005. ~~IMI,~~income ~~which~~for ~~envisages,~~the inperiod was € 1,157,694,692 a ~~second~~shareholders’ ~~phase,~~dividend ~~following~~of € ~~necessary~~0.57 ~~preparatory~~for ~~activities,~~each ~~the~~ordinary ~~integration~~and preference of(“privilegiata”) ~~the~~share ~~SANPAOLO~~which ~~IMI Group’s~~make ~~distribution~~up ~~networks~~the inequity ~~Romagna~~capital: ~~with~~the dividend ~~that~~will ofbe ~~Cassa~~ex ~~dei~~on ~~Risparmi~~22 diMay and ~~Forlì~~paid on 25 May.

~~In greater detail, the project, in line with Regional/National model, envisages the transfer to Cassa dei Risparmi di Forlì of SANPAOLO IMI~~ Group ~~branches~~consolidated innet ~~Romagna~~income ~~and~~at the ~~transfer~~end of ~~Cassa dei~~ ~~Risparmi~~2004 diwas ~~Forlì~~€ ~~branches~~1,983 inmillion, ~~Emilia~~with toan ~~Cassa~~increase ~~di Risparmio in Bologna. As a result SANPAOLO IMI will acquire control~~ of ~~Cassa dei Risparmi di Forlì which will become part of the Group, becoming the banking reference for Romagna~~57.9% ~~The integration~~on of2004 ~~the~~and ~~two networks will allow Cassa to achieve sufficient mass to ensure~~ a ~~place~~RoE ~~in the front rank in Romagna, in terms~~ of ~~both loans and financial assets administered~~17.2%.

~~Fondazione~~The ~~will~~Meeting ~~remain~~also aapproved ~~strategic shareholder~~the increase in the Legal ~~new~~Reserve ~~structure~~( € 38,317,524.05);

A2. authorisation ~~new~~for the ~~shareholders’~~purchase ~~agreement~~and ~~between~~sale ~~SANPAOLO~~of ~~IMI~~own shares: the Meeting deliberated the renewal of the authorisation for the purchase of own ordinary shares, in line with current regulations, for 18 months and ~~Fondazione~~up ~~will~~to ~~define~~a ~~its~~maximum ~~future~~of ~~corporate~~further ~~governance~~180 million shares, at ~~while~~a ~~appropriate~~price, net of ordinary accessory purchase charges, of not less than a ~~clauses~~minimum ~~will~~of be30% ~~introduced~~and not ~~into~~more than a maximum of 10% against the ~~Articles~~reference toprice ~~safeguard~~recorded in the ~~local~~trading ~~and~~session ~~individual~~preceding ~~nature~~each transaction. The amount of ~~Cassa~~the Reserve for the Purchase of own shares was also confirmed at 1,000 million euro, corresponding to the already existing Reserve. Own shares may also be used, in the context of incentive plans to employees of the Company;

~~The~~3. motions ~~transactions~~for Directors’ ~~described~~remuneration: ~~above~~the ~~are~~Meeting ~~subject~~approved tothe criteria for the determination of the flexible ~~necessary~~part ~~authorisations~~of compensation byof the ~~competent~~Directors for ~~Authorities.~~2006, pursuant to Article 15 of the Articles and By-Laws:

~~INVESTOR~~• when ~~RELATIONS~~Group RoE (consolidated net income for the period/ consolidated accounting net shareholders’ funds calculated as the average at the end of the year) is 14.99% or less: 1 per 1,000 of the net income indicated in the consolidated financial statements for the year;

~~investor~~• when RoE is more than 14.~~relations@sanpaoloimi~~99%: 1 per 1,000 of net income (indicated in the consolidated financial statements for the year) which gives a RoE of 14.~~com~~99%, ~~-Telefax~~plus ~~+39~~1.5 per ~~011~~1,000 ~~5552989~~of net income in excess;

~~www~~4.~~grupposanpaoloimi.com~~ change of Meeting Regulation: the Meeting approved the proposed changes to the Meeting Regulation to bring the text in line with current legislation and articles as well as to regulate the meeting more efficiently;

~~Dean Quinn (+39 011 5552593)~~2

2Extraordinary Meeting.

~~SIGNATURES~~1. unpaid increase in equity capital: the Meeting approved the unpaid increase in the equity capital of SANPAOLO IMI from € 5,249,561,340.80 to € 5,399,548,807.68 (€ 149,987,466.88), through taking an equal amount of the fixed assets Valuation Reserve – posted at € 168,418,756.02 in the Valuation Reserve in the financial statements to 31 December 2005 – with an increase in nominal value from €2.80 to € 2.88 of the 1,590,659,318 ordinary shares and 284,184,018 preference shares in circulation.

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.

RELAZIONI ESTERNE		INVESTOR RELATIONS
Filippo Vecchio		Dean Quinn
Tel: +39 011 555 7747		Tel: +39 011 555 2593
e: infomedia@sanpaoloimi.com		e: investor.relations@sanpaoloimi.com

~~SANPAOLO IMI S.p.A. By: /s/ James Ball Name: James Ball Title: Head of International Strategy, London Branch~~3

Date: November 18, 2005SIGNATURES

3Pursuant 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.

	SANPAOLO IMI S.p.A.


	By:	/s/ James Ball
	Name: James Ball
	Title: Head of International Strategy, London Branch

Date: April 28, 2006

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