~~SECURITIES~~OMB ~~AND~~APPROVAL ~~EXCHANGE~~OMB ~~COMMISSION~~ Number: 3235-0060 Expires: March 31, 2006 Estimated average burden hours per response 28.0

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 orOR 15(d) of The ~~the~~ Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~July~~January 275, ~~2005~~ 2006 (January 3, 2006)

~~RAINDANCE~~Raindance ~~COMMUNICATIONS~~Communications, ~~INC~~Inc.

(Exact name of registrant as specified in its charter)


Delaware	000-31045	84-1407805

(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Delaware	000-31045	84-1407805
1157 Century Drive Louisville, CO	80027
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
(Address of principal executive offices)	(Zip Code)

~~1157~~Registrant’s ~~Century~~telephone ~~Drive Louisville~~number, COincluding ~~80027 (Address~~area ~~of principal executive offices and zip~~ code: (800) 878-7326

~~(800) 878-7326 (Registrant’s~~Not ~~telephone number, including area code)~~ applicable

(Former name or former address, if changed since last report.)

Not Applicable (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):

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))

oINFORMATION ~~Soliciting~~TO ~~material~~BE ~~pursuant~~INCLUDED toIN ~~Rule~~THE ~~14a-12 under the Exchange Act (17 CFR 240.14a-12)~~REPORT

oSection 1 ~~Pre-commencement~~— ~~communications~~Registrant’s ~~pursuant~~Business toand ~~Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))~~Operations

oItem 1.01. ~~Pre-commencement~~Entry ~~communications~~into ~~pursuant~~a toMaterial ~~Rule~~Definitive ~~13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))~~Agreement

The information set forth under Item 25.02 —“Departure ~~Results~~of Directors or Principal Officers; Election of ~~Operations~~Directors; ~~and~~Appointment ~~Financial~~of ~~Condition~~Principal Officers” is incorporated herein by reference.

~~On July~~Section ~~27,~~5 ~~2005,~~— ~~Raindance~~Corporate ~~issued~~Governance ~~a press release announcing its financial results for its second quarter ending June 30, 2005~~ and ~~providing 2005 third quarter financial guidance. A copy of~~Management the press release is attached as Exhibit 99.1. The information in this report, including the exhibit hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

~~Use~~Item 5.02. Departure of ~~Non-GAAP~~Directors ~~Financial~~or ~~Information~~Principal Officers; Election of Directors; Appointment of Principal Officers.

~~The~~On ~~attached~~January 3, ~~press~~2006, ~~release~~Peter ~~contains~~Holst ~~certain~~was ~~financial~~appointed ~~measures~~to ~~that~~the ~~are~~newly ~~not~~created ~~prepared~~position ~~or presented~~of inPresident ~~accordance~~and ~~with~~Chief Operating ~~generally~~Officer ~~accepted~~of ~~accounting~~Raindance ~~principles~~Communications, Inc. (“~~GAAP~~Raindance” or the “Company”). ~~For~~In ~~purposes of~~connection ~~Regulation~~with Mr. GHolst’s appointment, athe ~~non-GAAP~~Company ~~financial~~entered ~~measure~~into isan aoffer ~~numerical~~letter ~~measure~~with ofMr. Holst aeffective ~~company’s performance,~~as ~~financial~~of ~~position~~January 3, or2006. ~~cash~~Pursuant ~~flows~~to ~~that~~the ~~either~~terms ~~excludes~~of orthe ~~includes~~offer ~~amounts~~letter, ~~that~~Mr. Holst ~~are~~earns ~~not~~an ~~normally~~annual base ~~excluded~~salary orof ~~included~~$250,000. inMr. Holst ~~the~~is ~~most~~also ~~directly~~eligible ~~comparable~~for ~~measure~~an ~~calculated~~annual ~~and~~discretionary ~~presented~~bonus, inbased ~~accordance~~on annual ~~with~~targets ~~GAAP.~~to Tobe ~~supplement~~adopted ~~our~~annually ~~financial~~by ~~statements~~the ~~presented~~compensation incommittee ~~accordance~~of ~~with~~the ~~GAAP,~~Company’s ~~Raindance provides~~board ~~certain~~of ~~non-GAAP~~directors. The ~~financial~~offer ~~measures~~letter aswith ~~additional information relating to its operating results~~Mr. Holst ~~Raindance’s~~provides ~~management~~that ~~believes~~his ~~that~~employment with the ~~presentation~~Company ofis ~~these~~at-will ~~measures~~and ~~provides~~may ~~useful~~be ~~information~~altered toor ~~investors~~terminated ~~regarding~~by ~~certain~~either ~~additional~~Mr. Holst ~~financial~~or ~~and~~the ~~business~~Company ~~trends~~at ~~relating~~any totime. ~~its financial~~However, ~~condition~~if ~~and~~the ~~results~~Company terminates ~~of operations~~Mr. Holst’s ~~These~~employment ~~measures~~without ~~are~~“cause” ~~not~~(as defined in ~~accordance~~the ~~with~~offer letter), orMr. Holst anwill ~~alternative~~be entitled to, ~~generally~~receive ~~accepted~~his ~~accounting~~base ~~principles~~salary ~~and~~for ~~may~~nine bemonths ~~different~~following ~~from~~the ~~non-GAAP financial~~date ~~measures~~of ~~used by other companies~~termination.

~~Pursuant~~The tooffer ~~the~~letter ~~requirements~~with ~~of Regulation~~Mr. GHolst ~~and~~will ~~consistent~~be ~~with~~filed ~~our~~as ~~historical~~an ~~practice,~~exhibit ~~we have~~to ~~provided~~the aCompany’s ~~reconciliation~~Form ~~of the non~~10-~~GAAP~~K ~~financial~~for ~~measures to~~ the ~~most directly comparable~~year ~~GAAP~~ending ~~financial~~December 31, ~~measures~~2005.

~~Item~~The Company also announced in the attached press release that effective January ~~5.02~~20, —2006, ~~Departure~~its Executive Vice President of ~~Directors~~Sales orand ~~Principal~~Marketing, ~~Officers~~Randy Atherton, will be leaving the Company as part of the new organizational structure.

~~The~~Section 7 ~~attached~~— ~~press release announces that Brian Burch, Chief Marketing Officer, will be departing Raindance. His departure shall occur on August~~Regulation ~~1, 2005.~~FD

Item 97.01. —Regulation FD ~~Financial Statements and Exhibits~~Disclosure.

On January 3, 2006 the Company issued a press release announcing that the Company plans to expand and reorganize its sales, service and support offerings. A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated herein by reference.

In accordance with General Instruction B.2. of Form 8-K, the information presented under this Item 7.01 and attached as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Press Release of Raindance Communications, Inc. (“Raindance”), dated July 27, 2005, announcing second quarter financial results for the quarter ended June 30, 2005.


99.1		Press Release, dated January 3, 2006, Entitled “Raindance Launches New Online Event Management Services to Meet Customers’ Desire to Outsource Multimedia Meetings, Events and Seminars.”

~~SIGNATURES~~SIGNATURE

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~~thereunto duly authorized.

~~RAINDANCE~~Dated: ~~COMMUNICATIONS~~January 5, ~~INC.~~2006

~~Date:~~RAINDANCE ~~July 27~~COMMUNICATIONS, ~~2005~~ INC. By: /s/ Stephanie A. Anagnostou Stephanie A. Anagnostou Its: General Counsel

By: /s/ Nicholas J. Cuccaro Nicholas J. Cuccaro Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release, dated ~~July~~January 273, ~~2005~~2006, ~~announcing~~Entitled ~~second~~“Raindance ~~quarter~~Launches ~~financial~~New ~~results~~Online ~~for~~Event ~~the~~Management ~~quarter~~Services ~~ended~~to ~~June~~Meet 30Customers’ Desire to Outsource Multimedia Meetings, ~~2005~~Events and Seminars.”

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