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): MAY 16, 2006

                            SUPERIOR GALLERIES, INC.
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             (Exact Name of Registrant as Specified in Its Charter)

                                    DELAWARE
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                 (State or Other Jurisdiction of Incorporation)

        0-27121                                            35-2208007
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(Commission File Number)                       (IRS Employer Identification No.)


9478 WEST OLYMPIC BOULEVARD, BEVERLY HILLS, CALIFORNIA            90212
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    (Address of Principal Executive Offices)                   (Zip Code)

                                 (310) 203-9855
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              (Registrant's Telephone Number, Including Area Code)

                                 NOT APPLICABLE
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          (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))





ITEM 8.01 OTHER EVENTS.

         On May 16, 2006, Superior Galleries, Inc. (the "Company"), held a
public conference call featuring a presentation by senior management that
included a discussion of the Company's financial results as of and for the
Company's fiscal year 2006 third quarter ended March 31, 2006. The entire
transcript of the conference call is attached hereto as Exhibit 99.2 and is
incorporated herein by this reference. In addition, the Company issued a related
press release dated May 16, 2006, the full text of which is attached hereto as
Exhibit 99.1 and is incorporated herein by this reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

         (a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.        Not applicable.

         (b) PRO FORMA FINANCIAL INFORMATION.                    Not applicable.

         (c) EXHIBITS.

             Exh. No.      Description
             --------      -----------

              99.1         Press release dated May 16, 2006, titled "Superior
                           Galleries Reports Record Revenues, Returns to
                           Profitability"

              99.2         Transcript of the May 16, 2006 conference call







                                   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.

Dated:  May 18, 2006                     SUPERIOR GALLERIES, INC.


                                         By: /s/ Larry Abbott
                                             -----------------------------------
                                             Larry Abbott
                                             Chief Operating Officer