8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 of 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 24, 2005

palmOne, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-29597	94-3150688
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

400 N. McCarthy Blvd., Milpitas, California	95035
(Address of principal executive offices)	(Zip Code)

(408) 503-7000

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 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 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(b) On January 24, 2005, palmOne, Inc. (“palmOne or the “Company”) issued a press release announcing the resignation of its Chief Executive Officer, R. Todd Bradley. Mr. Bradley will remain at palmOne in his current capacity as the Chief Executive Officer of the Company until the current fiscal quarter ends on February 25, 2005. After the end of the fiscal quarter, he will remain an employee of palmOne and serve in an advisory capacity until the end of palmOne’s fiscal year on June 3, 2005.

(c) On January 24, 2005, palmOne announced that beginning February 26, 2005, Edward Colligan, the Company’s President, will serve as the interim Chief Executive Officer while the Company searches for Mr. Bradley’s permanent replacement.

Mr. Colligan, 43, has been serving as the Company’s President since June 2004 and previously served as Senior Vice President and General Manager of the Wireless Business Unit. He joined palmOne in October 2003 when the Company acquired Handspring, Inc., (“Handspring”), a handheld device company, where he served as the President and Chief Operating Officer.

In June 2003 and effective upon palmOne’s acquisition of Handspring, palmOne entered into an offer letter agreement with Mr. Colligan, which provides for: a base annual salary of $350,000, bonus eligibility, sales incentive compensation eligibility and a grant of 20,000 shares of palmOne restricted stock subject to two year vesting with 50% vesting after the first year and the remaining 50% vesting two years after the Handspring acquisition. Mr. Colligan’s base annual salary was increased to $480,000 when he became President of palmOne. In connection with his offer letter, palmOne also entered into its standard management retention and severance agreements (described in palmOne’s Proxy Statement for its 2004 annual stockholders’ meeting, filed with the Securities and Exchange Commission (the “Commission”) on September 24, 2004, and filed as exhibits 10.13 attached to its Registration Statement on Form S-1/A filed with the Commission on February 28, 2000 and 10.44 attached to its Quarterly Report on Form 10-Q filed with the Commission on October 11, 2002, respectively) with Mr. Colligan.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits.

Exhibit Number	Description
99.1	Press Release of palmOne, dated January 24, 2005

-2-

SIGNATURES

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.

	PALMONE, INC.
Date: January 24, 2005	/s/ Andrew J. Brown
	Andrew J. Brown
	Senior Vice President and Chief Financial Officer

-3-

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release of palmOne, dated January 24, 2005

-4-

EX-99.1

Exhibit 99.1

Contacts:

Dave Vadasz, investor relations

408.503.7200

dave.vadasz@palmOne.com

Marlene Somsak, media relations

408.503.2592

marlene.somsak@palmOne.com

palmOne Announces Leadership Transition

CEO Todd Bradley to Resign; Ed Colligan, President, Named Interim CEO

MILPITAS, Calif., Jan. 24, 2005 — palmOne, Inc. (Nasdaq: PLMO) today announced that its chief executive officer, Todd Bradley, has resigned effective at the end of the quarter. Bradley will remain with the company in an advisory role through May, the end of the fiscal year, to ensure a smooth transition. Ed Colligan, the company’s president, will assume the role of interim CEO while a search is conducted for Bradley’s permanent replacement. Colligan is a candidate for the permanent position.

“I’ve accomplished what I set out to do,” Bradley said. “The company is on a growth path, our product portfolio is exciting and competitive, and I have great confidence in the company’s current and future prospects. palmOne has an excellent management team and talented employees to carry the business forward. I feel the time is right for me to move on to another challenge.”

Eric Benhamou, palmOne chairman of the board of directors, thanked Bradley for his contributions, which include restoring a sound financial foundation, overseeing the return to revenue growth and profitability, introducing innovative handheld-computing products and driving the acquisition and integration of smartphone maker Handspring, Inc.

“Todd has accomplished his mission, and we thank him for the contributions he made in steady financial improvements, in bringing innovation to the product roadmap and in pursuing the right strategic objectives, including the acquisition of Handspring,” Benhamou said. “The company now is positioned for profitable growth and success. We respect Todd’s desire to move upon completion of this key milestone, and appreciate his willingness to support the company through the transition to its next CEO.”

palmOne President Ed Colligan, 43, will assume the chief executive officer role on an interim basis at the beginning of the company’s fourth fiscal quarter. Colligan has had a broad array of marketing, sales, product development and general-management experience through his 20 years in the technology business.

“Ed is responsible for bringing to market category-defining handheld-computing and communications products, including the widely acknowledged, category-leading Treo^™ family of smartphones. He has provided outstanding leadership to palmOne, first as general manager of the Wireless Business Unit and then as president of palmOne,” Benhamou said. “I have every confidence that he and Todd will collaborate for a smooth transition.”

Bradley, 46, will remain as chief executive officer until the current fiscal quarter ends Feb. 25, and he will remain in an advisory role with the company through the fiscal year end. He joined Palm, Inc., in June 2001 as chief operating officer of Palm Solutions Group and was promoted to president of Palm Solutions Group in May 2002. He became president and chief executive officer of palmOne, Inc. in October 2003 when Palm, Inc. spun off PalmSource, the operating-system business, and acquired Handspring, Inc.

Colligan, formerly president and chief operating officer of Handspring, Inc., joined palmOne, Inc. as senior vice president and general manager of the Wireless Business Unit in October 2003 upon the acquisition of Handspring. He was named president in June 2004.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws, including, without limitation, statements regarding our ability to grow our business, to be profitable and our future prospects. These statements are subject to risks and uncertainties that could cause actual results and events to differ materially, including, without limitation, the following: fluctuations in the demand for palmOne’s existing and future products and services and growth in palmOne’s industries and markets; possible defects in products and technologies developed; palmOne’s dependence on wireless carriers; palmOne’s ability to timely and cost-effectively obtain components and elements of our technology from suppliers; palmOne’s ability to compete with existing and new competitors. A detailed discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included in palmOne’s most recent filings with the Securities and Exchange Commission, including its Quarterly Report on Form 10-Q for the fiscal quarter ended November 26, 2004 and its Annual Report on Form 10-K for the fiscal year ended May 28, 2004. palmOne undertakes no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this press release.

# # #

About palmOne, Inc.

palmOne, Inc. —a leader in handheld computing and communications solutions—strives to put the power of computing in people’s hands so they can access and share their most important information. The company’s products include Zire^™ and Tungsten^™ handhelds and Treo^™ smartphones, software and accessories.

palmOne products are sold at The palmOne Store (http://store.palmOne.com/) and palmOne Retail Stores, and through select Internet, retail, reseller and wireless operator channels throughout the world.

More information about palmOne, Inc. is available at http://www.palmOne.com.

# # #

palmOne, Zire, Tungsten and Treo are among the trademarks or registered trademarks owned by or licensed to palmOne, Inc. or its subsidiaries. All other brand and product names are or may be trademarks of, and are used to identify products or services of, their respective owners.