UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13D-102)

Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. )*

Palm, Inc.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

		696643105
(CUSIP Number)

	December 12, 2005
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

ý Rule 13d-1(c)

o Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 14

CUSIP NO. 696643105

13G

Page 2 of 14 Pages

	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Citadel Limited Partnership
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois limited partnership
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON PN; HC

Page 2 of 14

CUSIP NO. 696643105

13G

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	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Citadel Investment Group, L.L.C.
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware limited liability company
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON OO; HC

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CUSIP NO. 696643105

13G

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	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Kenneth Griffin
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON IN; HC

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13G

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	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Citadel Wellington LLC
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware limited liability company
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON OO; HC

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CUSIP NO. 696643105

13G

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	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Citadel Kensington Global Strategies Fund Ltd.
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION Bermuda company
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON CO; HC

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13G

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	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Citadel Equity Fund Ltd.
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands company
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON CO

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CUSIP NO. 696643105

13G

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	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Citadel Derivatives Group LLC
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware limited liability company
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON OO; BD

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CUSIP NO. 696643105

13G

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	1.	NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON Citadel Credit Products Ltd.
	2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
					(a)	ý
					(b)	o
	3.	SEC USE ONLY
	4.	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands company
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH			5.	SOLE VOTING POWER 0
			6.	SHARED VOTING POWER 2,836,258 shares
			7.	SOLE DISPOSITIVE POWER 0
			8.	SHARED DISPOSITIVE POWER See Row 6 above.
	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Approximately 5.7% as of the date of this filing
	12.	TYPE OF REPORTING PERSON CO; HC

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CUSIP NO. 696643105

13G

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Item 1	(a)	Name of Issuer: PALM, INC.
1	(b)	Address of Issuer’s Principal Executive Offices: 950 West Maude Sunnyvale, CA 94085

Item 2(a)		Name of Person Filing
Item 2(b)		Address of Principal Business Office or, if none, Residence
Item 2(c)		Citizenship

Citadel Limited Partnership

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Illinois limited partnership

Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Delaware limited liability company

Kenneth Griffin

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

U.S. Citizen

Citadel Wellington LLC

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Delaware limited liability company

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13G

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Citadel Kensington Global Strategies Fund Ltd.

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Bermuda company

Citadel Equity Fund Ltd.

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Cayman Islands company

Citadel Derivatives Group LLC

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Delaware limited liability company

Citadel Credit Products Ltd.

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Cayman Islands company

2(d)		Title of Class of Securities: Common Stock, par value $.001 per share
2(e)		CUSIP Number: 696643105

Item 3.	If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
	(a)	o	Broker or dealer registered under Section 15 of the Exchange Act;
	(b)	o	Bank as defined in Section 3(a)(6) of the Exchange Act;
	(c)	o	Insurance company as defined in Section 3(a)(19) of the Exchange Act;
	(d)	o	Investment company registered under Section 8 of the Investment Company Act;

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(e)	o	An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)	o	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g)	o	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
(i)	o	A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
(j)	o	Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

If this statement is filed pursuant to Rule 13d-1(c), check this box. ý

Item 4. Ownership:

CITADEL LIMITED PARTNERSHIP
CITADEL INVESTMENT GROUP, L.L.C.
KENNETH GRIFFIN
CITADEL WELLINGTON LLC
CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD.
CITADEL EQUITY FUND LTD.

CITADEL DERIVATIVES GROUP LLC

CITADEL CREDIT PRODUCTS LTD.

(a) Amount beneficially owned:

2,836,258 shares

(b) Percent of Class:

Approximately 5.7% as of the date of this filing

(i) sole power to vote or to direct the vote:

(ii) shared power to vote or to direct the vote:

See Item 4(a) above.

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(iii) sole power to dispose or to direct the disposition of:

(iv) shared power to dispose or to direct the disposition of:

See Item 4(a) above.

Item 5 Ownership of Five Percent or Less of a Class:

Not Applicable.

Item 6 Ownership of More than Five Percent on Behalf of Another Person:

Not Applicable.

Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company:

See Item 2 above.

Item 8 Identification and Classification of Members of the Group:

Not Applicable.

Item 9 Notice of Dissolution of Group:

Not Applicable.

Item 10 Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

* Adam C. Cooper is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed with the Securities and Exchange Commission on November 19, 2002, and hereby incorporated by reference herein. The power of attorney was filed as an attachment to a filing by Citadel Limited Partnership on Form 3 for Metals USA, Inc.

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CUSIP NO. 696643105

13G

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After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated this 20th day of December, 2005

KENNETH GRIFFIN		CITADEL KENSINGTON GLOBAL
		STRATEGIES FUND LTD.
By:	/s/ Adam C. Cooper
	Adam C. Cooper, attorney-in-fact*	By:	Citadel Limited Partnership,
			its Portfolio Manager
CITADEL INVESTMENT GROUP, L.L.C.
		By:	Citadel Investment Group, L.L.C.,
By:	/s/ Adam C. Cooper		its General Partner
	Adam C. Cooper, Senior Managing
	Director and General Counsel	By:	/s/ Adam C. Cooper
			Adam C. Cooper, Senior Managing
CITADEL LIMITED PARTNERSHIP			Director and General Counsel

By:	Citadel Investment Group, L.L.C.,	CITADEL EQUITY FUND LTD.
	its General Partner
		By:	Citadel Limited Partnership,
By:	/s/ Adam C. Cooper		its Portfolio Manager
	Adam C. Cooper, Senior Managing
	Director and General Counsel	By:	Citadel Investment Group, L.L.C.,
			its General Partner
CITADEL WELLINGTON LLC
		By:	/s/ Adam C. Cooper
By:	Citadel Limited Partnership,		Adam C. Cooper, Senior Managing
	its Managing Member		Director and General Counsel

By:	Citadel Investment Group, L.L.C.,	CITADEL DERIVATIVES GROUP LLC
	its General Partner
		By:	Citadel Limited Partnership,
By:	/s/ Adam C. Cooper		its Managing Member
	Adam C. Cooper, Senior Managing
	Director and General Counsel	By:	Citadel Investment Group, L.L.C.,
			its General Partner
CITADEL CREDIT PRODUCTS LTD.
		By:	/s/ Adam C. Cooper
By:	Citadel Limited Partnership,		Adam C. Cooper, Senior Managing
	its Portfolio Manager		Director and General Counsel

By:	Citadel Investment Group, L.L.C.,
	its General Partner

By:	/s/ Adam C. Cooper
	Adam C. Cooper, Senior Managing
	Director and General Counsel

Page 14 of 14