8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

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 11, 2006

Dell Inc.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation) 0-17017
(Commission File Number) 74-2487834
(IRS Employer
Identification No.)

One Dell Way, Round Rock, Texas 78682
(Address of principal executive offices) (zip code)

Registrant’s telephone number, including area code: (512) 338-4400

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:

o Written 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))

Item 8.01 Other Events.

     On September 11, 2006, Dell Inc. issued a press release announcing that it is delaying the filing of the Form 10-Q for its fiscal second quarter ended August 4, 2006. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits. The following exhibit is attached to this report:

     Exhibit 99.1 — Press Release issued by Dell Inc., dated September 11, 2006.

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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.

	DELL INC.
Date: September 11, 2006	By:	/s/ Joan S. Hooper
		Joan S. Hooper
		Vice President, Corporate Finance and Chief Accounting Officer

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EXHIBIT INDEX

Exhibit
No.	Description of Exhibit
99.1	— Press Release issued by Dell Inc., dated September 11, 2006.

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EX-99.1

Exhibit 99.1

MEDIA & INVESTOR CONTACTS:
Lynn A. Tyson
(512) 723-1130
lynn_tyson@dell.com

DELL WILL DELAY FILING OF FORM 10-Q

     Round Rock, Texas, September 11, 2006— Dell Inc. announced today that it is delaying the filing of the Form 10-Q for its fiscal second quarter ended August 4, 2006.

     The company said it is unable to file because of questions raised in connection with the previously announced informal investigation by the U.S. Securities and Exchange Commission (SEC) into certain accounting and financial reporting matters and the subsequently initiated independent investigation by the Audit Committee of its board of directors. The company said it plans to file the report as soon as possible.

     The investigations have indicated the possibility of misstatements in prior period financial reports, including issues relating to accruals, reserves and other balance sheet items that may affect the company’s previously reported financial results. The company is working with the Audit Committee and with the company’s independent auditors to determine if any restatements of prior period financial reports will be necessary. “We have not yet reached any conclusion on materiality as to these issues,” said Don Carty, chairman of the Audit Committee reviewing the matter. “We are continuing to investigate the matter fully,” Carty added.

     The SEC requests for information have been joined by a similar request from the United States Attorney for the Southern District of New York, who has subpoenaed documents related to the company’s financial reporting from 2002 to the present.

     “We are fully cooperating with the investigations and working to resolve any and all issues raised in connection with those investigations as quickly as possible, and we will take any appropriate remedial or corrective actions to address any problems,” Chairman Michael Dell said.

     In light of these developments, the company has suspended its ongoing share repurchase program until further notice. In addition, given the delay in its 10-Q filing, the company has postponed the meeting with analysts that was to be held on Wednesday, September 13 and will reschedule it to a later date. Dell will be holding its Technology Day on Tuesday, September 12, in New York showcasing its latest products and services.

     All inquiries should be directed to Lynn A. Tyson, Vice President, Investor Relations and Global Corporate Communications.

About Dell

     Dell Inc. (NASDAQ: DELL) listens to customers and delivers innovative technology and services they trust and value. Uniquely enabled by its direct business model, Dell sells more systems globally than any computer company, placing it No. 25 on the Fortune 500. Company revenue for the past four quarters was $57.4 billion. For more information, visit http://www.dell.com. To get Dell news direct, visit http://www.dell.com/RSS.

Special Note:

Statements in this press release that relate to future results and events are forward-looking statements based on Dell’s current expectations. Actual results in future periods may differ materially from those currently expected or desired because of a number of risks and uncertainties, including: the outcome of investigations into Dell’s revenue recognition and other accounting and financial reporting matters; the impact of any restatement of financial statements or other actions that may be taken or required as a result of such investigations; Dell’s inability to meet Nasdaq requirements for continued listing as a result of its delayed quarterly report filing; litigation and governmental investigations or proceedings arising out of or related to Dell’s revenue recognition and other accounting and financial reporting matters, or any restatement of Dell’s financial statements; general economic, business

and industry conditions; the level and intensity of competition in the technology industry and the pricing pressures that have resulted; local economic and labor conditions, political instability, unexpected regulatory changes, trade protection measures, tax laws and fluctuations in foreign currency exchange rates; the ability to accurately predict product, customer and geographic sales mix; the ability to timely and effectively manage periodic product transitions; reliance on third-party suppliers for product components, including dependence on several single-source supplier relationships; the ability to effectively manage operating costs; the ability to attract and retain qualified personnel; the level of demand for the products and services Dell offers; the ability to manage inventory levels to minimize excess inventory, declining inventory values and obsolescence; the effect of armed hostilities, terrorism, natural disasters and public health issues on the global economy generally, on the level of demand for Dell’s products and services and on Dell’s ability to manage its supply and delivery logistics in such an environment. More information about these and other factors affecting Dell’s business and prospects is contained in Dell’s periodic filings with the Securities and Exchange Commission.

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