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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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       Date of Report (Date of earliest event reported): December 15, 2006


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                                    Dell Inc.
             (Exact name of registrant as specified in its charter)


           Delaware                 0-17017                 74-2487834
(State or other jurisdiction      (Commission             (IRS Employer
       of incorporation)          File Number)          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:

|_| 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))


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Item 3.01  Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.

On December 15, 2006, Dell received a NASDAQ Staff Determination notice stating
that the company is not in compliance with NASDAQ Marketplace Rule 4310(c)(14)
because it has not timely filed its Quarterly Report on Form 10-Q for the period
ended November 3, 2006. A copy of the press release issued on December 15, 2006,
announcing the company's receipt of this notice, is attached as Exhibit 99.1 and
incorporated herein by reference.


Item 9.01  Financial Statements and Exhibits.

(d) Exhibits.

99.1       Press Release, dated December 15, 2006



                                   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:  December 15, 2006         By: /s/ Thomas H. Welch, Jr.
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                                        Thomas H. Welch, Jr.
                                        Vice President and Assistant Secretary




                                  EXHIBIT INDEX

Exhibit
  No.                    Description of Exhibit
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 99.1       Press Release, dated December 15, 2006