~~Table~~ UNITED ofSTATES SECURITIES ~~Contents~~AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

~~UNITED STATES~~ ~~SECURITIES~~ FORM ~~AND EXCHANGE COMMISSION~~8-K

~~WASHINGTON,~~ CURRENT ~~DC 20549~~REPORT

~~FORM~~ Pursuant ~~8-K~~to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~CURRENT~~Date ~~REPORT Pursuant~~of toReport ~~Section 13 or 15~~(d)Date of ~~the Securities~~Earliest ~~Exchange~~Event ~~Act~~Reported): ofJanuary ~~1934~~ 16, 2006

~~Date~~ RSA ofSecurity ~~Report~~ Inc. __________________________________________ (~~Date~~Exact name of ~~earliest~~registrant ~~event~~as ~~reported):~~specified ~~January 9,~~in ~~2006~~its charter)

RSA Security Inc.


Delaware	000-25120	04-2916506
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)

174 Middlesex Turnpike, Bedford, Massachusetts		01730
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

~~(Exact~~Registrant’s ~~name~~telephone ofnumber, ~~registrant~~including asarea ~~specified~~code: ~~in charter~~(781) 515-5000

~~Delaware~~ Not ~~000-25120~~Applicable ______________________________________________ Former ~~04-2916506~~name or former address, if changed since last report

~~(State~~ Check orthe ~~other~~appropriate ~~juris~~box below if the Form 8-K ~~diction~~filing ofis ~~incorporation)~~intended ~~(Commission~~to simultaneously ~~File~~satisfy ~~Number)~~the ~~(IRS~~filing ~~Employer~~obligation ~~Identification~~of ~~No.)~~the registrant under any of the following provisions:

~~174~~ [ ] Written ~~Middlesex~~communications ~~Turnpike,~~pursuant ~~Bedford,~~to ~~Massachusetts~~Rule ~~01730~~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))

~~(Address~~ Top of ~~principal~~the ~~executive offices) (Zip Code)~~Form

~~Registrant’s~~ Item ~~telephone~~1.01 ~~number,~~Entry ~~including~~into ~~area~~a ~~code:~~Material ~~(781) 515-5000~~Definitive Agreement.

~~N/A~~ On January 16, 2006, the Board of Directors of RSA Security Inc. approved and adopted an amendment to RSA Security’s 1994 Employee Stock Purchase Plan, as amended. The plan amendment, which becomes effective on February 1, 2006, changes the price at which shares of RSA Security’s common stock are automatically purchased on behalf of RSA Security employees who participate in the plan. Before the amendment, the purchase price was 85% of the lesser of (1) the closing price of RSA Security’s common stock on The NASDAQ Stock Market on the first business day of the Plan Period (as defined in the plan) and (2) the closing price of RSA Security’s common stock on The NASDAQ Stock Market on the last business day of the Plan Period. The plan amendment eliminates the first pricing alternative and provides that the purchase price will be 85% of the closing price of RSA Security’s common stock on The NASDAQ Stock Market on the last business day of the Plan Period. The 1994 Employee Stock Purchase Plan, amended as described above, is filed as an exhibit to this Report and incorporated herein by reference.

~~(Former~~ Item ~~name~~9.01 orFinancial ~~former~~Statements ~~address,~~and ~~if changed since last report)~~Exhibits.

~~Check~~ (d) Exhibits.See the ~~appropriate~~Exhibit ~~box~~Index ~~below~~attached ~~if the Form 8-K filing is intended~~ to ~~simultaneously~~this ~~satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A~~Report.~~2. below):~~

o Top ~~Written~~of ~~communications pursuant to Rule 425 under~~ the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))Form

~~TABLE OF CONTENTS~~ SIGNATURES

	Item 2.02. Results of Operations and Financial Condition
	Item 8.01. Other Events.
	Item 9.01. Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
Ex-99.1 Press Release dated January 9, 2006

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.


	RSA Security Inc.

January 17, 2006	By:	/s/Vivian M. Vitale

		Name: Vivian M. Vitale
		Title: Senior Vice President, Human Resources

~~Item 2.02.~~ Top ~~Results~~ of ~~Operations~~the ~~and Financial Condition~~Form

~~The press release referred to under Item 8.01 below is also being furnished pursuant to Item~~ ~~2.02 of Form 8-K. The full text of the press release is filed as~~ Exhibit ~~99.1 to this Report and~~Index ~~is incorporated herein by reference.~~

Item 8.01. Other Events.


Exhibit No.		Description

10		RSA Security's 1994 Employee Stock Purchase Plan, as amended.

On January 9, 2006, RSA Security Inc. issued a press release announcing its preliminary financial results for the fourth quarter ended December 31, 2005. The full text of the press release is filed as Exhibit 99.1 to this Report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

See the Exhibit Index attached to this Report.

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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.

	RSA Security Inc. (Registrant)
Date: January 9, 2006	By:	/s/Arthur W. Coviello, Jr.
		Arthur W. Coviello, Jr.
		President and Chief Executive Officer

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EXHIBIT INDEX

Exhibit No.		Description
99.1		Press release, dated January 9, 2006, announcing the preliminary financial results of RSA Security Inc. for the fourth quarter ended December 31, 2005.

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