UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of ~~the~~

The Securities Exchange Act of 1934

Date of Report (Date of ~~Earliest~~earliest ~~Event~~event ~~Reported~~reported): ~~May~~June 18, 2006

PORTALPLAYER, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-51004	77-0513807
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

70 W. Plumeria Drive

San Jose, California

95134

(Address of principal executive offices)

(Zip Code)

(408) 521-7000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing ~~obligations~~obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c))

Item 28.0201. ~~Results~~Other ~~of Operations and Financial Condition~~Events.

~~The~~On ~~information in this Current Report is being furnished and shall not be deemed “filed” for purposes of Section~~June 188, of2006, ~~the~~PortalPlayer, ~~Securities Exchange~~Inc. ~~Act of 1934~~ (the “~~Exchange Act~~Company”), orissued ~~otherwise~~a ~~subject~~press torelease ~~the~~announcing ~~liabilities of~~ that ~~Section.~~the ~~The~~Company ~~information~~has instreamlined ~~this~~its ~~Current~~workforce ~~Report~~to ~~shall~~focus ~~not~~on bekey ~~incorporated~~initiatives. byThe ~~reference~~full intext ~~any~~of ~~filing under~~ the ~~Securities~~Company’s press ~~Act~~release ofis ~~1933~~furnished orherewith ~~the Exchange Act, except~~ as ~~shall~~Exhibit ~~be expressly set forth by specific reference in such a filing~~99.1.

On May 1, 2006, PortalPlayer, Inc. (the “Company”) issued a press release regarding the Company’s financial results for the first quarter ended March 31, 2006. The full text of the Company’s press release is furnished herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press release dated ~~May~~June 18, 2006.

SIGNATURE

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 hereunto duly authorized.

Dated: ~~May~~June 18, 2006


PORTALPLAYER, INC.

By:		/s/ Svend-Olav Carlsen
		Svend-Olav Carlsen
		Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press release dated ~~May~~June 18, 2006.

Filing Compare · PortalPlayer, Inc.