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. )*

WiderThan Co., Ltd.

(Name of Issuer)

American Depositary Shares

(Title of Class of Securities)

967593104

(CUSIP Number)

December 12, 2005

Date of Event Which Requires Filing of the 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. 967593104					13G		Page 2 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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. 967593104					13G		Page 3 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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

Page 3 of 14

CUSIP NO. 967593104					13G		Page 4 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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

Page 4 of 14

CUSIP NO. 967593104					13G		Page 5 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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

Page 5 of 14

CUSIP NO. 967593104					13G		Page 6 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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

Page 6 of 14

CUSIP NO. 967593104					13G		Page 7 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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

Page 7 of 14

CUSIP NO. 967593104					13G		Page 8 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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

Page 8 of 14

CUSIP NO. 967593104					13G		Page 9 of 14 Pages

	1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. 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 1,071,031 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 BOX 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

Page 9 of 14

CUSIP NO. 967593104

13G

Page 10 of 14 Pages

Item 1(a)		Name of Issuer: WIDERTHAN CO., LTD.
1(b)		Address of Issuer’s Principal Executive Offices:

		17F, K1 REIT Building, 463
		Chungjeong-RO 3-GA, Seodaemun-Gu
		Seoul M5 120-709

Item 2(a)		Name of Person Filing
Item 2(b)		Address of Principal Business Office
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

Page 10 of 14

CUSIP NO. 967593104

13G

Page 11 of 14 Pages

		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:

American Depositary Shares

2(e) CUSIP Number: 967593104

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;

Page 11 of 14

CUSIP NO. 967593104

13G

Page 12 of 14 Pages

(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:

1,071,031 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.

Page 12 of 14

CUSIP NO. 967593104

13G

Page 13 of 14 Pages

(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.

* Mathew B. Hinerfeld 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 February 4, 2005, and hereby incorporated by reference herein. The power of attorney was filed as an attachment to a filing by Citadel Limited Partnership on Schedule 13G/A for Komag, Incorporated.

Page 13 of 14

CUSIP NO. 967593104

13G

Page 14 of 14 Pages

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

Dated this 4th day of January, 2006

KENNETH GRIFFIN		CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD.

By:	/s/ Matthew B. Hinerfeld	By:	Citadel Limited Partnership,
	Matthew B. Hinerfeld, attorney-in-fact*		its Portfolio Manager

CITADEL INVESTMENT GROUP, L.L.C.		By:	Citadel Investment Group, L.L.C.,
			its General Partner
By:	/s/ Matthew B. Hinerfeld
	Matthew B. Hinerfeld, Managing	By:	/s/ Matthew B. Hinerfeld
	Director and Deputy General Counsel		Matthew B. Hinerfeld, Managing
			Director and Deputy General Counsel
CITADEL LIMITED PARTNERSHIP
		CITADEL EQUITY FUND LTD.
By:	Citadel Investment Group, L.L.C.,
	its General Partner	By:	Citadel Limited Partnership,
			its Portfolio Manager
By:	/s/ Matthew B. Hinerfeld
	Matthew B. Hinerfeld, Managing	By:	Citadel Investment Group, L.L.C.,
	Director and Deputy General Counsel		its General Partner

CITADEL WELLINGTON LLC		By:	/s/ Matthew B. Hinerfeld
			Matthew B. Hinerfeld, Managing
By:	Citadel Limited Partnership,		Director and Deputy General Counsel
	its Managing Member
		CITADEL DERIVATIVES GROUP LLC
By:	Citadel Investment Group, L.L.C.,
	its General Partner	By:	Citadel Limited Partnership,
			its Managing Member
By:	/s/ Matthew B. Hinerfeld
	Matthew B. Hinerfeld, Managing	By:	Citadel Investment Group, L.L.C.,
	Director and Deputy General Counsel		its General Partner

CITADEL CREDIT PRODUCTS LTD.		By:	/s/ Matthew B. Hinerfeld
			Matthew B. Hinerfeld, Managing
By:	Citadel Limited Partnership,		Director and Deputy General Counsel
	its Portfolio Manager

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

By:	/s/ Matthew B. Hinerfeld
	Matthew B. Hinerfeld, Managing
	Director and Deputy General Counsel

Page 14 of 14

WiderThan Co., Ltd. SC 13G