SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G
                                (RULE 13d - 102)

      INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b),
            (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d

                                (Amendment No.2)*
         SonoSite, Inc.
--------------------------------
(Name of Issuer)

        Common Stock
--------------------------------
(Title of Class of Securities)

         83568G104
--------------------------------
(CUSIP Number)

         December 31, 2005
--------------------------------
(Date of Event which Requires Filing of this Statement)

Check the  appropriate box to designate the rule pursuant to which this Schedule
is filed:

[ ]      Rule 13d-1(b)
[x]      Rule 13d-1(c)
[ ]      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).

                      




1. NAMES OF REPORTING PERSONS
   I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

         Amaranth LLC

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

         (a) [x] 
         (b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

         Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5. SOLE VOTING POWER

         0

6. SHARED VOTING POWER

         635,000
--------------------------------

7. SOLE DISPOSITIVE POWER

         0

8. SHARED DISPOSITIVE POWER

         635,000
--------------------------------

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         See 6 and 8 above.

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

         4.0%
--------------------------------

12. TYPE OF REPORTING PERSON*

         CO






1. NAMES OF REPORTING PERSONS
   I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

         Amaranth Global Equities Master Fund Limited

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

         (a) [x] 
         (b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

         Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5. SOLE VOTING POWER

         0

6. SHARED VOTING POWER

         635,000
--------------------------------

7. SOLE DISPOSITIVE POWER

         0

8. SHARED DISPOSITIVE POWER

         635,000 
--------------------------------

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         See 6 and 8 above.

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

         4.0%
--------------------------------

12. TYPE OF REPORTING PERSON*

         CO





1. NAMES OF REPORTING PERSONS
   I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

         Amaranth Advisors L.L.C.

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

         (a) [x]
         (b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

         Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5. SOLE VOTING POWER

         0

6. SHARED VOTING POWER

         635,000
--------------------------------

7. SOLE DISPOSITIVE POWER

         0

8. SHARED DISPOSITIVE POWER

         635,000
--------------------------------

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         See 6 and 8 above.

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

         4.0%
--------------------------------

12. TYPE OF REPORTING PERSON*

         IA




1. NAMES OF REPORTING PERSONS
   I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

         Nicholas M. Maounis

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

         (a) [x]
         (b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

         United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5. SOLE VOTING POWER

         0

6. SHARED VOTING POWER

         635,000
--------------------------------

7. SOLE DISPOSITIVE POWER

         0

8. SHARED DISPOSITIVE POWER

         635,000
--------------------------------

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 
        See 6 and 8 above.

10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]

11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

        4.0%
--------------------------------

12. TYPE OF REPORTING PERSON*

       IN, HC



This statement is filed with respect to the shares of common stock,  having $.01
par value (the "Common  Stock") of Sonosite,  Inc. (the  "Issuer")  beneficially
owned by Amaranth LLC and Amaranth  Global  Equities  Master Fund Limited,  both
Cayman Islands  exempted  companies,  Amaranth  Advisors L.L.C.  and Nicholas M.
Maounis  (collectively,  the  "Reporting  Persons")  as of January  30, 2006 and
amends and  supplements  the Schedule  13G filed  August 13, 2004 as  previously
amended  (collectively,  the "Schedule  13G").  Except as set forth herein,  the
Schedule 13G is unmodified.




Item 4.   Ownership.

     Provide  the  following  information  regarding  the  aggregate  number and
percentage of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned:

                  635,000
                ----------------


(b) Percent of class:

                  4.0%
                ----------------

(c) Number of shares as to which such person has:

                   (i) Sole power to vote or direct the vote

                           0

                  (ii) Shared power to vote or to direct the vote

                           See Item 4(a).

                  (iii) Sole power to dispose or to direct the disposition of

                           0

                  (iv) Shared power to dispose or to direct the disposition of

                        See Item 4(a).


Item 5.   Ownership of Five Percent or Less of a Class.

          If this  statement  is being  filed to report  the fact that as of the
          date hereof the  Reporting  Persons  have ceased to be the  beneficial
          owner of more than five percent of the class of securities,  check the
          following  [X].

Item  7.  Identification  and  Classification  of the Subsidiary Which Acquired
          the Security Being Reported on by the Parent Holding Company.

          Not applicable

Item 10.  Certification.

          By signing below the undersigned certifies that, to the best of its
          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.








                                   SIGNATURES

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


Dated:   January 30, 2006
         ----------------

          AMARANTH LLC,
                   by Amaranth Advisors L.L.C., as Trading Advisor

                   By:  /s/ Nicholas M. Maounis 
                        ------------------------------------------------
                        Nicholas M. Maounis,
                        Managing Member

          AMARANTH GLOBAL EQUITIES MASTER FUND LIMITED,
                   by Amaranth Advisors L.L.C., as Trading Advisor

                   By:  /s/ Nicholas M. Maounis
                        ------------------------------------------------
                        Nicholas M. Maounis,
                        Managing Member

          AMARANTH ADVISORS L.L.C.

                   By:  /s/ Nicholas M. Maounis 
                        ------------------------------------------------
                        Nicholas M. Maounis,
                        Managing Member

          NICHOLAS M. MAOUNIS

                        /s/ Nicholas M. Maounis
                        --------------------------- 
                        Nicholas M. Maounis