WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

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


      Date of Report (Date of earliest event reported): September 17, 2003

                               NVIDIA CORPORATION


             (Exact name of registrant as specified in its charter)

                 (State or other jurisdiction of incorporation)

                            (Commission File Number)

                      (I.R.S. Employer Identification No.)

                            2701 San Tomas Expressway
                              Santa Clara, CA 95050


              (Address of principal executive offices and zipcode)

      (Registrant's telephone number, including area code): (408) 486-2000

Item 5. Other Events and Required FD Disclosure.

On September 17, 2003, NVIDIA Corporation issued a press release announcing that
its Board of Directors has approved the redemption,  on October 24, 2003, of its
4 3/4% Convertible  Subordinated Notes due 2007. The aggregate  principal amount
of the notes  outstanding  is $300  million.  The press  release is  attached as
Exhibit 99.1 and is incorporated herein by reference.


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.

                                      NVIDIA CORPORATION

                                      By: /s/ Marvin D. Burkett
                                      Marvin D. Burkett
                                      Chief Financial Officer

Date: September 17, 2003

                                  EXHIBIT INDEX

Exhibit Number    Description
--------------    --------------------------------------------------------------

99.1              Press  Release,  dated  September  17, 2003  entitled  "NVIDIA
                  Corporation   Announces   Redemption   of  4 3/4%  Convertible
                  Subordinated Notes."