Form 8-K



Washington, D. C. 20549





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

September 29, 2006

Date of Report (date of earliest event reported)



(Exact name of Registrant as specified in charter)



Delaware   001-32224   94-3320693

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I. R. S. Employer

Identification No.)

The Landmark @ One Market, Suite 300

San Francisco CA 94105

(Address of principal executive offices)

Registrant’s telephone number, including area code: (415) 901-7000


(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 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))


Section 1 – Registrant’s Business and Operations

Item 1.01 – Entry into a Material Definitive Agreement

On September 29, 2006,, inc. (the “Registrant”) awarded cash bonuses to its named executive officers. The bonus amounts were based primarily on the achievement of specific corporate and individual goals since February 1, 2006, the start of Registrant’s current fiscal year. The following table sets forth the bonus amounts paid to the Registrant’s named executive officers as approved by the Compensation Committee of the Registrant’s Board of Directors and the Registrant’s Chief Executive Officer:


Named Executive Officer



   Bonus Amount
Marc Benioff    Chairman of the Board and Chief Executive Officer    $ 0
Steve Cakebread    Executive Vice President and Chief Financial Officer    $ 50,000
Kenneth Juster    Executive Vice President of Law, Policy, and Corporate Strategy    $ 50,000
David Moellenhoff    Chief Technology Officer    $ 24,250
Jim Steele    President, Worldwide Sales and Distribution    $ 72,750


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Dated: September 29, 2006, inc.
      /s/ David Schellhase
    David Schellhase, Senior Vice President and
General Counsel