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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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)

                                 April 25, 2006

                                  ------------

                                   CEVA, INC.
             (Exact name of registrant as specified in its charter)

     State of Delaware                  000-49842                77-0556376
-----------------------------   -------------------------   --------------------
(State or other jurisdiction     (Commission File Number)      (IRS Employer
     of incorporation)                                      Identification No.)

                          2033 Gateway Place, Suite 150
                               San Jose, CA 95110
          (Address of principal executive offices, including zip code)

                                 (408) 514-2900
              (Registrant's telephone number, including area code)


         (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))


<PAGE>


Section 2. Financial Information

Item 2.02. Results of Operations and Financial Condition.


       On April 25, 2006, the Registrant  reported its results of operations for
its first quarter of fiscal 2006 and conducted a conference call to discuss such
results of  operations.  A copy of the press  release  issued by the  Registrant
concerning  the  Registrant's  results of  operations  for its first  quarter of
fiscal  2006,  which ended March 31,  2006,  is furnished as Exhibit 99.1 and is
incorporated herein by reference.

       The  information in this Form 8-K and the Exhibit  attached  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, 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.

             (c)  Exhibits


                  Exhibit No.  Description
                  -----------  -----------

                  99.1         Press Release dated April 25, 2006.


                                                                             -2-
<PAGE>


                                   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.


                                               CEVA, INC.


Date: April 25, 2006                           By:  /s/ Yaniv Arieli
                                                    -----------------------
                                                    Yaniv Arieli
                                                    Chief Financial Officer


                                                                             -3-
<PAGE>


                                  EXHIBIT INDEX

Exhibit No.   Description
-----------   ------------------------------------------------------------------

99.1          Press Release dated April 25, 2006


                                                                             -4-
{"company-data": {"conformed-name": "CEVA  INC", "cik": "0001173489", "assigned-sic": "3674", "irs-number": "770556376", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-49842", "film-number": "06776524"}, "business-address": {"street1": "2033 GATEWAY PLACE, SUITE 150", "city": "SAN JOSE", "state": "CA", "zip": "95110-1002", "phone": "4085142900"}, "mail-address": {"street1": "2033 GATEWAY PLACE, SUITE 150", "city": "SAN JOSE", "state": "CA", "zip": "95110-1002"}, "former-company": [{"former-conformed-name": "PARTHUSCEVA INC", "date-changed": "20021101"}, {"former-conformed-name": "CEVA INC", "date-changed": "20020515"}]}
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--------------------------------------------------------------------------------

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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)

                                 April 25, 2006

                                  ------------

                                   CEVA, INC.
             (Exact name of registrant as specified in its charter)

     State of Delaware                  000-49842                77-0556376
-----------------------------   -------------------------   --------------------
(State or other jurisdiction     (Commission File Number)      (IRS Employer
     of incorporation)                                      Identification No.)

                          2033 Gateway Place, Suite 150
                               San Jose, CA 95110
          (Address of principal executive offices, including zip code)

                                 (408) 514-2900
              (Registrant's telephone number, including area code)

         (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))
Section 2. Financial Information

Item 2.02. Results of Operations and Financial Condition.

       On April 25, 2006, the Registrant  reported its results of operations for
its first quarter of fiscal 2006 and conducted a conference call to discuss such
results of  operations.  A copy of the press  release  issued by the  Registrant
concerning  the  Registrant's  results of  operations  for its first  quarter of
fiscal  2006,  which ended March 31,  2006,  is furnished as Exhibit 99.1 and is
incorporated herein by reference.

       The  information in this Form 8-K and the Exhibit  attached  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, 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.

             (c)  Exhibits

                  Exhibit No.  Description
                  -----------  -----------

                  99.1         Press Release dated April 25, 2006.

                                                                             -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.

                                               CEVA, INC.

Date: April 25, 2006                           By:  /s/ Yaniv Arieli
                                                    -----------------------
                                                    Yaniv Arieli
                                                    Chief Financial Officer

                                                                             -3-
EXHIBIT INDEX

Exhibit No.   Description
-----------   ------------------------------------------------------------------

99.1          Press Release dated April 25, 2006

                                                                             -4-