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Comverse Technology Inc/NY – ‘10-K/A’ for 1/31/12

On: Wednesday, 4/4/12, at 4:46pm ET · For: 1/31/12 · Accession #: 803014-12-14 · File #: 1-35303

  As Of               Filer                 Filing    For·On·As Docs:Size

 4/04/12  Comverse Technology Inc/NY        10-K/A      1/31/12  138:37M

Amendment to Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K/A      Amendment to Annual Report                          HTML    147K 
 2: EX-31.3     Certification of the Chief Executive Officer        HTML     39K 
 3: EX-31.4     Certification of the Chief Financial Officer        HTML     39K 
90: R1          Document and Entity Information Document            HTML     67K 
65: R2          Consolidated Balance Sheets                         HTML    195K 
83: R3          Consolidated Balance Sheets (Parenthetical)         HTML     54K 
95: R4          Consolidated Statements Of Operations               HTML    179K 
124: R5          Consolidated Statements of Stockholders' Equity     HTML    170K  
69: R6          Consolidated Statements Of Cash Flows               HTML    204K 
82: R7          Organization, Business and Summary of Significant   HTML    198K 
                Accounting Policies                                              
58: R8          Recent Accounting Pronouncements                    HTML     51K 
45: R9          Investments                                         HTML    142K 
126: R10         Inventories, Net                                    HTML     54K  
97: R11         Property and Equipment, Net                         HTML     64K 
96: R12         Business Combinations                               HTML    201K 
104: R13         Goodwill                                            HTML    155K  
105: R14         Intangible Assets, Net                              HTML    104K  
101: R15         Other Assets                                        HTML     69K  
106: R16         Accounts Payable and Accrued Expenses               HTML     63K  
84: R17         Restructuring                                       HTML    175K 
92: R18         Debt                                                HTML    101K 
99: R19         Derivatives and Financial Instruments               HTML    190K 
137: R20         Fair Value Measurements                             HTML    187K  
116: R21         Leases                                              HTML     65K  
75: R22         Other Long-Term Liabilities                         HTML     53K 
98: R23         Research and Development Arrangements               HTML     47K 
79: R24         Stock-Based Compensation                            HTML    532K 
34: R25         Discontinued Operations                             HTML     76K 
118: R26         Loss Per Share Attributable to Comverse             HTML     87K  
                Technology, Inc.'s Shareholders                                  
131: R27         Other Income (Expense), Net                         HTML     68K  
52: R28         Income Taxes                                        HTML    255K 
51: R29         Business Segment Information                        HTML    731K 
56: R30         Supplemental Cash Flow Information                  HTML    107K 
57: R31         Related Party Transactions                          HTML     66K 
59: R32         Commitments And Contingencies                       HTML    107K 
21: R33         Quarterly Information (Unaudited)                   HTML    133K 
114: R34         Condensed Balance Sheets                            HTML    235K  
73: R35         Condensed Statements of Operations                  HTML    235K 
76: R36         Condensed Statements of Cash Flows                  HTML    235K 
39: R37         Notes to the Condensed Financial Information of     HTML    236K 
                the Registrant                                                   
136: R38         Valuation and Qualifying Accounts and Reserves      HTML     99K  
10: R39         Organization, Business and Summary of Significant   HTML    322K 
                Accounting Policies (Policy)                                     
62: R40         Organization, Business and Summary of Significant   HTML     67K 
                Accounting Policies (Tables)                                     
122: R41         Investments (Tables)                                HTML    122K  
36: R42         Inventories, Net (Tables)                           HTML     52K 
50: R43         Property and Equipment, Net (Tables)                HTML     67K 
55: R44         Business Combinations (Tables)                      HTML    138K 
66: R45         Goodwill (Tables)                                   HTML    153K 
20: R46         Intangible Assets, Net (Tables)                     HTML    105K 
44: R47         Other Assets (Tables)                               HTML     71K 
13: R48         Accounts Payable and Accrued Expenses (Tables)      HTML     60K 
120: R49         Restructuring (Tables)                              HTML    163K  
35: R50         Debt (Tables)                                       HTML     67K 
115: R51         Derivatives And Financial Instruments (Tables)      HTML    178K  
40: R52         Fair Value Measurements (Tables)                    HTML    173K 
63: R53         Leases (Tables)                                     HTML     58K 
12: R54         Other Long-Term Liabilities (Tables)                HTML     50K 
17: R55         Stock-Based Compensation (Tables)                   HTML    492K 
54: R56         Discontinued Operations (Tables)                    HTML     64K 
26: R57         Loss Per Share Attributable to Comverse             HTML     80K 
                Technology, Inc.'s Shareholders (Tables)                         
127: R58         Other Income (Expense), Net (Tables)                HTML     67K  
71: R59         Income Taxes (Tables)                               HTML    243K 
102: R60         Business Segment Information (Tables)               HTML    724K  
43: R61         Supplemental Cash Flow Information (Tables)         HTML    105K 
47: R62         Quarterly Information (Unaudited) (Tables)          HTML    129K 
112: R63         Organization, Business and Summary of Significant   HTML    111K  
                Accounting Policies (Details)                                    
107: R64         Organization, Business and Summary of Significant   HTML     38K  
                Accounting Policies Production Information                       
                (Details)                                                        
74: R65         Investments (Narrative) (Details)                   HTML     99K 
110: R66         Investments (Summary Of Available-For-Sale          HTML     57K  
                Securities) (Details)                                            
41: R67         Investments (Gross Realized Gains And Losses On     HTML     42K 
                Investments) (Details)                                           
80: R68         Investments (Components Of Other Comprehensive      HTML     70K 
                Income Related To Available-For-Sale Securities)                 
                (Details)                                                        
130: R69         Inventories, Net (Details)                          HTML     57K  
15: R70         Property and Equipment, Net (Details)               HTML     70K 
33: R71         Business Combinations (Narrative) (Details)         HTML    230K 
64: R72         Business Combinations (Schedule Of Components And   HTML    128K 
                The Allocations Of The Purchase Prices) (Details)                
24: R73         Business Combinations (Schedule Of Unaudited Pro    HTML     41K 
                Forma Total Revenue And Net Income (Loss)                        
                (Details)                                                        
135: R74         Goodwill (Changes In Carrying Amount Of Goodwill)   HTML    118K  
                (Details)                                                        
37: R75         Intangible Assets, Net (Details)                    HTML     86K 
28: R76         Intangible Assets, Net Schedule of Future           HTML     55K 
                Amortization (Details)                                           
32: R77         Other Assets (Details)                              HTML     78K 
18: R78         Accounts Payable and Accrued Expenses (Details)     HTML     85K 
22: R79         Restructuring (Narrative) (Details)                 HTML     68K 
93: R80         Restructuring (Roll Forward Of Workforce Reduction  HTML     93K 
                And Restructuring Activities Under Various Plans)                
                (Details)                                                        
30: R81         Debt (Schedule Of Debt) (Details)                   HTML     59K 
128: R82         Debt (Narrative) (Details)                          HTML    201K  
60: R83         Debt (Schedule Of Company's Debt Maturities)        HTML     57K 
                (Details)                                                        
100: R84         Derivatives And Financial Instruments (Schedule Of  HTML     62K  
                Derivative Positions And Respective Fair Values)                 
                (Details)                                                        
109: R85         Derivatives And Financial Instruments (Schedule Of  HTML     55K  
                Classification Of Gains And Losses On Derivative                 
                Instruments) (Details)                                           
29: R86         Derivatives And Financial Instruments (Schedule Of  HTML     78K 
                Other Comprehensive Income ("OCI") Related To Cash               
                Flow Hedges) (Details)                                           
31: R87         Fair Value Measurements (Narrative) (Details)       HTML     56K 
125: R88         Fair Value Measurements (Schedule Of Financial      HTML     93K  
                Instruments) (Details)                                           
25: R89         Fair Value Measurements (Schedule Of Changes In     HTML     64K 
                The Fair Value Of The Level 3 Financial Assets And               
                Liabilities) (Details)                                           
94: R90         Fair Value Measurements (Schedule of Assets and     HTML     45K 
                Liabilities Measured on Nonrecurring Basis)                      
                (Details)                                                        
87: R91         Leases (Details)                                    HTML     86K 
113: R92         Other Long-Term Liabilities (Details)               HTML     51K  
86: R93         Research and Development Arrangements Research and  HTML     43K 
                Development Arrangement (Details)                                
70: R94         Stock-Based Compensation (Schedule Of Stock-Based   HTML     67K 
                Compensation Expense) (Details)                                  
119: R95         Stock-Based Compensation (Narrative) (Details)      HTML    311K  
67: R96         Stock-Based Compensation (Schedule of Share-based   HTML     61K 
                Compensation, Activity) (Details)                                
38: R97         Stock-Based Compensation (Schedule of Share-based   HTML    236K 
                Compensation, Activity, Rollforward) (Details)                   
77: R98         Stock-Based Compensation (Schedule of Stock Option  HTML    118K 
                by Exercise Price Range) (Details)                               
72: R99         Stock-Based Compensation (Schedule Of Fair Values   HTML     70K 
                Of The Options With The Weighted-Average                         
                Assumptions Using A Black-Scholes Option Pricing                 
                Model) (Details)                                                 
53: R100        Stock-Based Compensation (Schedule of Phantom       HTML     52K 
                Stock Unit Activity) (Details)                                   
138: R101        Discontinued Operations (Narrative) (Details)       HTML     91K  
111: R102        Discontinued Operations (Schedule Of Operations     HTML     88K  
                Included In Discontinued Operations) (Details)                   
85: R103        Loss Per Share Attributable to Comverse             HTML     96K 
                Technology, Inc.'s Shareholders (Schedule Of                     
                Calculation Of Earnings (Loss) Per Share)                        
                (Details)                                                        
19: R104        Other Income (Expense), Net (Details)               HTML     68K 
121: R105        Schedule of Income before Income Tax, Domestic and  HTML     45K  
                Foreign (Details)                                                
129: R106        Income Taxes Narratives (Details)                   HTML     76K  
123: R107        Income Taxes Schedule of Components of Income Tax   HTML     83K  
                Expense (Benefit) (Details)                                      
81: R108        Income Taxes Schedule of Effective Income Tax       HTML    105K 
                Reconciliation (Details)                                         
27: R109        Income Taxes Schedule of Deferred Tax Assets and    HTML    111K 
                Liabilities (Details)                                            
103: R110        Income Taxes Summary of Operating Loss              HTML     42K  
                Carryforwards (Details)                                          
42: R111        Income Taxes Summary of Income Tax Contingencies    HTML     61K 
                (Details)                                                        
11: R112        Income Taxes Summary of Valuation Allowance         HTML     50K 
                (Details)                                                        
68: R113        Business Segment Information (Schedule Of Total     HTML    279K 
                Revenue, Total Costs And Expenses, Segment                       
                Performance) (Details)                                           
61: R114        Business Segment Information (Schedule of Revenue   HTML     60K 
                from External Customers Attributed to Foreign                    
                Countries by Geographic Area) (Details)                          
117: R115        Business Segment Information (Schedule of Total     HTML     42K  
                Assets by Segment) (Details)                                     
46: R116        Business Segment Information (Schedule of Revenue   HTML     45K 
                from External Customers by Products and Services)                
                (Details)                                                        
133: R117        Business Segment Information (Schedule of           HTML     46K  
                Disclosure on Geographic Areas, Long-Lived Assets                
                in Individual Foreign Countries by Country)                      
                (Details)                                                        
23: R118        Supplemental Cash Flow Information (Details)        HTML    125K 
89: R119        Related Party Transactions (Details)                HTML    151K 
108: R120        Commitments And Contingencies (Details)             HTML    116K  
14: R121        Quarterly Information (Unaudited) (Details)         HTML    102K 
88: R122        Condensed Balance Sheets (Details)                  HTML    130K 
78: R123        Condensed Statements of Operations (Details)        HTML    144K 
16: R124        Condensed Statements of Cash Flows (Details)        HTML     99K 
91: R125        Notes to the Condensed Financial Information of     HTML    168K 
                the Registrant (Details)                                         
134: R126        Valuation and Qualifying Accounts and Reserves      HTML     60K  
                (Details)                                                        
132: XML         IDEA XML File -- Filing Summary                      XML    233K  
48: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS   8.52M 
 4: EX-101.INS  XBRL Instance -- cmvt-20120131                       XML  10.90M 
 6: EX-101.CAL  XBRL Calculations -- cmvt-20120131_cal               XML    481K 
 7: EX-101.DEF  XBRL Definitions -- cmvt-20120131_def                XML   1.72M 
 8: EX-101.LAB  XBRL Labels -- cmvt-20120131_lab                     XML   4.26M 
 9: EX-101.PRE  XBRL Presentations -- cmvt-20120131_pre              XML   2.42M 
 5: EX-101.SCH  XBRL Schema -- cmvt-20120131                         XSD    453K 
49: ZIP         XBRL Zipped Folder -- 0000803014-12-000014-xbrl      Zip    783K

‘10-K/A’ — Amendment to Annual Report

This is an HTML Document rendered as filed. [ Alternative Formats ]

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CMVT - 1.31.2012 - 10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________

FORM 10-K/A

(Amendment No. 1)

_______________________________________________

(Mark One)


x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended January 31, 2012


¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-35303

_______________________________________________

COMVERSE TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

_______________________________________________



New York	13-3238402
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

810 Seventh Avenue New York, New York	10019
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 212-739-1000

______________________________________________

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Name of each exchange on which registered
Common Stock, $0.10 par value per share	The NASDAQ Stock Market, LLC (NASDAQ Global Select Market)

Securities registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

_______________________________________________

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨ Yes x No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ¨ Yes x No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x Yes ¨ No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.



Large accelerated filer	x		Accelerated filer	¨
Non-accelerated filer	¨	(Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨ Yes x No

The aggregate market value of voting and non-voting common equity held by non-affiliates of the registrant as of July 29, 2011 (the last business day of the registrant’s second fiscal quarter) was approximately $1,113,000,000, based on a per share price of $7.50 (the closing sale price on such date). For purposes of this calculation, executive officers, directors and greater than 10% beneficial owners of the registrant were assumed to be affiliates. However, such assumption should not be deemed to be a determination that such executive officers, directors or 10% beneficial owners are, in fact, affiliates of the registrant.

There were 218,952,687 shares of the registrant’s common stock outstanding on March 15, 2012.

_______________________________________________

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant's proxy statement to be filed under Regulation 14A within 120 days of the end of the registrant's fiscal year ended January 31, 2012 are incorporated by reference into Part III of this Annual Report on Form 10-K.

_______________________________________________

COMVERSE, the COMVERSE logo, COMVERSE TECHNOLOGY, COMVERSE ONE, COMVERSE EXPO, COMVERSE HUB, KENAN, NETCENTREX, IPCENTREX and MAKING YOUR NETWORK SMARTER are our trademarks and service marks. VERINT, ACTIONABLE INTELLIGENCE, INTELLIGENCE IN ACTION, IMPACT 360, WITNESS, VERINT VERIFIED, VOVICI, GMT, AUDIOLOG, ENTERPRISE INTELLIGENCE SOLUTIONS, SECURITY INTELLIGENCE SOLUTIONS, VOICE OF THE CUSTOMER ANALYTICS, NEXTIVA, EDGEVR, RELIANT, VANTAGE, STAR-GATE, ENGAGE, CYBERVISION, FOCALINFO, SUNTECH, and VIGIA are trademarks or registered trademarks of our majority-owned subsidiary, Verint Systems Inc. or its subsidiaries. STARHOME, the STARHOME logo, WELCOME SMS, INTELLIGENT CALL ASSISTANT, INTELLIGENT PREFERRED NETWORK, ROAMESSAGE, ROAMINGMATE and OMNYX are trademarks and service marks of our majority-owned subsidiary, Starhome B.V. or its subsidiaries.

Explanatory Note

Comverse Technology, Inc. (the "Company") is filing this Amendment No. 1 (this “Form 10-K/A”) to its Annual Report on Form 10-K for the fiscal year ended January 31, 2012, filed with the Securities and Exchange Commission on April 2, 2012 (the “Original Form 10-K”), for the sole purpose of correcting certain technical and formatting errors within its Interactive Data File included in the Original Form 10-K filing as Exhibit 101.1. Specifically, the number of shares of common stock outstanding and the public float included in the document and entity information section was corrected.

Except for the matters described above and the inclusion of certain current dated certifications of the Company's Principal Executive Officer and Principal Financial Officer, this Form 10-K/A does not modify or update disclosures in, or exhibits to, the Original Form 10-K. Furthermore, this amendment does not change any previously reported financial results, nor does it reflect events occurring after the date of the Original Form 10-K.

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a) Documents included as part of this Form 10-K/A:

(3) Exhibits. See (b) below.

(b) Exhibits



Exhibit No.		Exhibit Description

3		Articles of Incorporation and By-Laws:

3.1*		Certificate of Incorporation (incorporated by reference to Exhibit 3(1) to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1987 filed on April 18, 1988) (SEC File No. 000-15502).

3.2*		Certificate of Amendment of Certificate of Incorporation effective February 26, 1993 (incorporated by reference to Exhibit 3(A)(1) to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1992 filed on March 31, 1993) (SEC File No. 000-15502).

3.3*		Certificate of Amendment of Certificate of Incorporation effective January 12, 1995 (incorporated by reference to Exhibit 3(A)(2) to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1994 filed on March 31, 1995) (SEC File No. 000-15502).

3.4*		Certificate of Merger of Boston Technology, Inc. into Comverse Technology, Inc. dated January 14, 1998. (incorporated by reference to Exhibit 3.4 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2010 filed on January 25, 2011) (SEC File No. 000-15502).

3.5*		Certificate of Amendment of Certificate of Incorporation dated October 18, 1999 (incorporated by reference to Exhibit 3.4 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2000 filed on May 1, 2000) (SEC File No. 000-15502).

3.6*		Certificate of Amendment of Certificate of Incorporation dated September 19, 2000 (incorporated by reference to Exhibit 3.3 to the Registrant’s Quarterly Report on Form 10-Q under the Securities Exchange Act of 1934 for the fiscal quarter ended October 31, 2011 filed on December 12, 2011) (SEC File No. 001-35303).

3.7*		Certificate of Change dated May 16, 2005 (incorporated by reference to Exhibit 3.7 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2010 filed on January 25, 2011) (SEC File No. 000-15502).

3.8*		By-Laws, as amended and restated on September 7, 2011 (incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on September 8, 2011) (SEC File No. 000-15502).

4		Instruments defining the rights of security holders including indentures:

4.1*		Specimen Common Stock certificate (incorporated by reference to Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10		Material contracts:



Exhibit No.		Exhibit Description
10.1*		Agreement and Plan of Merger, dated as of October 12, 2010, by and among Utah Intermediate Holding Corporation, Utah Merger Corporation and Ulticom, Inc. (incorporated by reference to Exhibit 2.1 of the Current Report on Form 8-K under the Securities Exchange Act of 1934 filed by Ulticom, Inc. on October 13, 2010) (SEC File No. 001-34558).

10.2*		Share Purchase Agreement, dated as of October 12, 2010, by and among Comverse Technology, Inc., Utah Intermediate Holding Corporation and Utah Merger Corporation (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K under the Securities Exchange Act of 1934 filed by Ulticom, Inc. on October 13, 2010) (SEC File No. 001-34558).

10.3*		Voting and Support Agreement, dated as of October 12, 2010, by and among Comverse Technology, Inc., Utah Intermediate Holding Corporation and Utah Merger Corporation (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K under the Securities Exchange Act of 1934 filed by Ulticom, Inc. on October 13, 2010) (SEC File No. 001-34558).

10.4*		Agreement and Plan of Merger, dated as of February 11, 2007, among Verint Systems Inc., White Acquisition Corporation and Witness Systems, Inc. (incorporated by reference to Exhibit 2.1 of the Current Report on Form 8-K under the Securities Exchange Act of 1934 filed by Verint Systems Inc. on February 15, 2007) (SEC File No. 000-15502).

10.5*		Securities Purchase Agreement, dated May 25, 2007, between Verint Systems Inc. and Comverse Technology, Inc. (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on May 31, 2007) (SEC File No. 000-15502).

10.6*		Registration Rights Agreement, dated as of May 25, 2007, by and between Verint Systems Inc. and Comverse Technology, Inc (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on May 31, 2007) (SEC File No. 000-15502).

10.7*		Certificate of Designation of Verint Systems Inc. relating to the Series A Convertible Perpetual Preferred Stock (incorporated by reference to Exhibit 99.1 of the Registrant's Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on May 31, 2007) (SEC File No. 000-15502).

10.8*		Credit Agreement, dated as of May 25, 2007 among Verint Systems Inc., as Borrower, the Lenders as parties thereto and Lehman Commercial Paper Inc., as Administrative Agent (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by Verint Systems Inc. on May 30, 2007) (SEC File No. 000-49790).

10.9*		Amendment, Waiver, and Consent, dated April 27, 2010, to Credit Agreement, dated as of May 25, 2007, among Verint Systems Inc., as Borrower, the Lenders, as parties thereto, and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by Verint Systems Inc. on May 3, 2010) (SEC File No. 000-49790).

10.10*		Amendment, dated as of July 27, 2010, to the Credit Agreement, dated as of May 25, 2007, among Verint Systems Inc., as Borrower, the Lenders from time to time party thereto and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by Verint Systems Inc. on August 2, 2010) (SEC File No. 001-34807).

10.11*		Incremental Amendment and Joinder Agreement, dated as of July 30, 2010, relating to the Credit Agreement, dated as of May 25, 2007, among Verint Systems Inc., as Borrower, the Lenders from time to time party thereto and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed by Verint Systems Inc. on August 2, 2010) (SEC File No. 001-34807).

10.12*		Credit Agreement dated as of April 29, 2011 among Verint Systems Inc., as Borrower, the Lenders and the Agent (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K under the Securities Exchange Act of 1934 filed by Verint Systems Inc. on May 2, 2011) (SEC File No. 001-34807).



Exhibit No.		Exhibit Description

10.13*†		Form of Stock Option Agreement pertaining to shares of certain subsidiaries of Comverse Technology, Inc (incorporated by reference to Exhibit 10.16 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1993 filed on March 29, 1994) (SEC File No. 000-15502).

10.14*†		Form of Agreement evidencing a grant of Stock Options under the Comverse Technology, Inc. Stock Incentive Compensation Plans (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on December 7, 2004) (SEC File No. 000-15502).

10.15*†		Form of Agreement evidencing a grant of Stock Options under the Comverse Technology, Inc. Stock Incentive Compensation Plans to its directors (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on February 3, 2005) (SEC File No. 000-15502).

10.16*†		Form of Stock Option Agreement evidencing a grant of Stock Options under the Comverse Technology, Inc. 2005 Stock Incentive Compensation Plan (incorporated by reference to Exhibit 10.14 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.17*†		Form of Restricted Stock Agreement (incorporated by reference to Exhibit 10.4 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2004 filed on April 14, 2004) (SEC File No. 000-15502).

10.18*†		Form of Indemnification Agreement between Comverse Technology, Inc. and its Officers and Directors (incorporated by reference to Exhibit 10.16 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.19*†		Executive Severance Protection Plan, adopted as of November 11, 2008 (incorporated by reference to Exhibit 10.20 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.20*†		Comverse Technology, Inc. 1994 Incentive Stock Option Plan (incorporated by reference to Exhibit 10(19) to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1994 filed on March 31, 1995) (SEC File No. 000-15502).

10.21*†		Comverse Technology, Inc. 1995 Stock Option Plan (incorporated by reference to Exhibit 10(20) to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1995 filed on March 28, 1996) (SEC File No. 000-15502).

10.22*†		Comverse Technology, Inc. 1996 Stock Option Plan (incorporated by reference to Exhibit 10(21) to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1996 filed on March 25, 1997) (SEC File No. 000-15502).

10.23*†		Comverse Technology, Inc. 1997 Stock Incentive Compensation Plan (incorporated by reference to Annex IV to the Definitive Proxy Materials for the Registrant’s Annual Meeting of Shareholders held January 13, 1998 filed on December 1, 1997) (SEC File No. 000-15502).

10.24*†		Comverse Technology, Inc. 1999 Stock Incentive Compensation Plan (incorporated by reference to Annex I to the Definitive Proxy Materials for the Registrant’s Annual Meeting of Shareholders held October 8, 1999 filed on September 7, 1999) (SEC File No. 000-15502).

10.25*†		Comverse Technology, Inc. 2000 Stock Incentive Compensation Plan (incorporated by reference to Annex I to the Definitive Proxy Materials for the Registrant’s Annual Meeting of Shareholders held September 15, 2000 filed on May 11, 2001) (SEC File No. 000-15502).



Exhibit No.		Exhibit Description

10.26*†		Comverse Technology, Inc. 2001 Stock Incentive Compensation Plan (incorporated by reference to Annex B to the Definitive Proxy Materials for the Registrant’s Annual Meeting of Shareholders held June 15, 2001 filed on May 11, 2001) (SEC File No. 000-15502).

10.27*†		Comverse Technology, Inc. 2004 Stock Incentive Compensation Plan (incorporated by reference to Annex B to the Definitive Proxy Materials for the Registrant’s Annual Meeting of Shareholders held June 15, 2004 filed on May 3, 2004) (SEC File No. 000-15502).

10.28*†		Comverse Technology, Inc. 2005 Stock Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed under the Securities Exchange Act of 1934 on June 20, 2005) (SEC File No. 000-15502).

10.29*†		Comverse Technology, Inc. 2011 Stock Incentive Compensation Plan (incorporated by reference to Appendix A to the Definitive Proxy Materials for the Registrant's Annual Meeting of Shareholders held November 16, 2011 filed on October 7, 2011) (SEC File No. 001-35303).

10.30*†		Comverse Technology, Inc. 2011 Annual Performance Bonus Plan (incorporated by reference to Appendix B to the Definitive Proxy Materials for the Registrant's Annual Meeting of Shareholders held November 16, 2011 filed on October 7, 2011) (SEC File No. 001-35303).

10.31*†		Boston Technology, Inc. 1994 Stock Incentive Plan (incorporated by reference to Exhibit 10.15 to Boston Technology, Inc.’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 filed for the fiscal year ended January 31, 1994 filed on May 3, 1994) (SEC File No. 000-17384).

10.32*†		Boston Technology, Inc. 1996 Stock Option Plan (incorporated by reference to Exhibit A to Boston Technology, Inc.’s Definitive Proxy Materials for Boston Technology, Inc.’s Annual Meeting of Shareholders held June 25, 1996 filed on May 16, 1997) (SEC File No. 001-12633).

10.33*†		Amended and Restated Employment Agreement, dated December 2, 2008, between Comverse Technology, Inc. and Andre Dahan (incorporated by reference to Exhibit 10.73 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.34*†		Employment Agreement, dated February 13, 2009, between Comverse Technology, Inc. and Joel E. Legon (incorporated by reference to Exhibit 10.86 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.35*†		Confidentiality, Assignment of Inventions and Non-Competition Agreement, effective February 23, 2009, between Comverse Technology, Inc. and Joel E. Legon (incorporated by reference to Exhibit 10.87 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.36*†		Employment, Non-Disclosure and Non-Competition Agreement, dated March 14, 2003, between Comverse, Inc. and Gabriel Matsliach (incorporated by reference to Exhibit 10.89 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.37*†		Addendum of Terms for Transfer of Gabriel Matsliach, dated February 28, 2003, by and between Comverse, Inc. to Gabriel Matsliach (incorporated by reference to Exhibit 10.90 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).



Exhibit No.		Exhibit Description
10.38*†		Transfer Employment Letter Agreement, dated March 4, 2003, by and between Comverse, Inc. and Gabriel Matsliach (incorporated by reference to Exhibit 10.91 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.39*†		Employment Agreement, dated October 17, 2006, between Comverse Technology, Inc. and Shefali A. Shah (incorporated by reference to Exhibit 10.128 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.40*†		Amendment, dated December 2, 2008, to Employment Agreement, dated October 17, 2006, between Comverse Technology, Inc. and Shefali A. Shah (incorporated by reference to Exhibit 10.129 to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.41*†		Second Amendment, dated March 16, 2010, to Employment Agreement, dated October 17, 2006, between Comverse Technology, Inc. and Shefali A. Shah (incorporated by reference to Exhibit 10.129(a) to the Registrant’s Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2009 filed on October 4, 2010) (SEC File No. 000-15502).

10.42*†		Letter Agreement, dated June 1, 2010, between Comverse, Inc. and Gabriel Matsliach (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on June 2, 2010) (SEC File No. 000-15502).

10.43*		Registration Rights Agreement, dated as of January 31, 2002, between the Registrant and Verint System Inc. (formerly known as Comverse Infosys, Inc.) (incorporated by reference to Exhibit 10.4 of the Registration Statement on Form S-1/A effective on May 16, 2002 filed by Verint Systems Inc. on March 22, 2002) (SEC File No. 333-82300).

10.44*†		Letter Agreement, dated October 12, 2010, between Comverse Technology, Inc. and Joel E. Legon (incorporated by reference to Exhibit 10.146 of the Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2010 filed on January 25, 2011) (SEC File No. 000-15502).

10.45*†		Form of Deferred Stock Award Agreement evidencing grants of Deferred Stock Units to directors under the Comverse Technology, Inc. 2004 Stock Incentive Compensation Plan (incorporated by reference to Exhibit 10.152 of the Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2010 filed on January 25, 2011) (SEC File No. 000-15502).

10.46**†		Form of Deferred Stock Award Agreement evidencing grants of Deferred Stock Units to directors under the Comverse Technology, Inc. 2005 Stock Incentive Compensation Plan.

10.47**†		Form of Deferred Stock Award Agreement evidencing grants of Deferred Stock Units to employees under the Comverse Technology, Inc. 2005 Stock Incentive Compensation Plan.

10.48**†		Form of Deferred Stock Award Agreement evidencing grants of Deferred Stock Units to employees under the Comverse Technology, Inc. 2004 Stock Incentive Compensation Plan.

10.49**†		Form of Restricted Stock Unit Award Agreement evidencing grants of Restricted Stock Units to directors under the Comverse Technology, Inc. 2011 Stock Incentive Compensation Plan.

10.50*†		Separation and Consulting Agreement, dated February 25, 2011, by and between Comverse Technology, Inc. and Andre Dahan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on February 28, 2011) (SEC File No. 000-15502).



Exhibit No.		Exhibit Description
10.51*†		Letter Agreement, dated March 9, 2011, by and between Comverse Technology, Inc. and Charles Burdick (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on March 9, 2011) (SEC File No. 000-15502).

10.52*†		Amendment, dated July 27, 2011, to Letter Agreement, dated March 9, 2011, by and between Comverse Technology, Inc. and Charles Burdick (incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on July 29, 2011) (SEC File No. 000-15502).

10.53*†		Amendment, dated November 17, 2011, to the Employment Letter, dated March 9, 2011, between Mr. Charles J. Burdick and Comverse Technology, Inc. (incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on November 17, 2011) (SEC File No. 000-15502).

10.54*†		Amendment to the Executive Employment and Severance Letter, dated March 30, 2011, by and between Comverse, Inc. and Gabriel Matsliach (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on April 1, 2011) (SEC File No. 000-15502).

10.55*†		Employment Offer Letter, dated June 15, 2010, by and between Comverse Ltd. and Oded Golan (incorporated by reference to Exhibit 10.131 to the Registrant's Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2011 filed on May 31, 2011) (SEC File No. 000-15502).

10.56*†		Amendment to Employment Offer Letter, dated March 3, 2011, by and between Comverse, Ltd. and Oded Golan (incorporated by reference to Exhibit 10.132 to the Registrant's Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2011 filed on May 31, 2011) (SEC File No. 000-15502).

10.57*†		Employment Offer Letter Extension, dated March 15, 2011, by and between Comverse Ltd. and Oded Golan (incorporated by reference to Exhibit 10.133 to the Registrant's Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2011 filed on May 31, 2011) (SEC File No. 000-15502).

10.58*†		Employment Letter, dated March 6, 2011, by and between Comverse Ltd. and Aharon Levy (incorporated by reference to Exhibit 10.134 to the Registrant's Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the fiscal year ended January 31, 2011 filed on May 31, 2011) (SEC File No. 000-15502).

21.1**		Subsidiaries of Registrant.

23.1**		Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm.

31.1**		Certification of the Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended.

31.2**		Certification of the Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended.

31.3***		Certification of the Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended.

31.4***		Certification of the Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended.



Exhibit No.		Exhibit Description
32.1****		Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2****		Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.1*		Notice of Pendency and Settlements of Shareholder Actions and of Settlement Hearing (incorporated by reference to Exhibit 99.1 of the Registrant’s Current Report on Form 8-K under the Securities Exchange Act of 1934 filed on April 7, 2010) (SEC File No. 000-15502).

101.1		The following materials from the Registrant’s Annual Report on Form 10-K for the fiscal year ended January 31, 2012, formatted in XBRL (eXtensible Business Reporting Language), include: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Equity, (iv) the Consolidated Statements of Cash Flows, (v) the Notes to the Consolidated Financial Statements, (vi) Financial Statement Schedule I and (vii) Financial Statement Schedule II.*****

___________

* Incorporated by reference.

** Previously filed.

*** Filed herewith.


****	Previously furnished.

*****

In accordance with Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101.1 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

† Constitutes a management contract or compensatory plan or arrangement.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



		COMVERSE TECHNOLOGY, INC.

April 4, 2012	By:	/s/ *Charles J. Burdick*
		Charles J. Burdick
		Chief Executive Officer

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-K/A’ Filing	Date	Other Filings

Filed on:	4/4/12
	4/2/12	10-K
	3/15/12
For Period end:	1/31/12	10-K, ARS
	12/12/11	10-Q, 4
	11/17/11	8-K, S-8
	11/16/11	8-K, DEF 14A
	10/31/11	10-Q, UPLOAD
	10/7/11	3, 4, DEF 14A
	9/8/11	10-Q, 8-K
	9/7/11	8-K
	7/29/11	3, 4, 8-K
	7/27/11	3, 4, 8-K
	5/31/11	10-K, 8-K, NT 10-Q
	5/2/11	8-K
	4/29/11	4, 8-K
	4/1/11	8-K
	3/30/11	8-K
	3/15/11	4
	3/9/11	8-K
	3/6/11
	3/3/11	3, 4, 8-K
	2/28/11	4, 8-K
	2/25/11	8-K
	1/31/11	10-K, 10-K/A, ARS, NT 10-K
	1/25/11	10-K, 8-K
	10/13/10	8-K
	10/12/10	4, 8-K
	10/4/10	10-K
	8/2/10
	7/30/10
	7/27/10
	6/15/10
	6/2/10	8-K
	6/1/10	3, 4
	5/3/10
	4/27/10
	4/7/10	8-K
	3/16/10	3/A, 4, 4/A
	1/31/10	10-K, NT 10-K
	2/23/09	3, 8-K
	2/13/09	8-K, CORRESP, SC 13G/A, UPLOAD
	1/31/09	10-K, NT 10-K
	12/2/08
	11/11/08
	5/31/07	4, 8-K
	5/30/07	4, 8-K
	5/25/07	4, 8-K, 8-K/A
	2/15/07	8-K
	2/11/07
	10/17/06
	6/20/05	8-K
	5/16/05
	2/3/05	8-K
	12/7/04	4, 8-K
	6/15/04	DEF 14A
	5/3/04	DEF 14A
	4/14/04	10-K
	1/31/04	10-K
	3/14/03
	3/4/03
	2/28/03
	5/16/02
	3/22/02
	1/31/02	10-K, 10-K/A
	6/15/01	DEF 14A
	5/11/01	DEF 14A
	9/19/00
	9/15/00	DEF 14A
	5/1/00	10-K405
	1/31/00	10-K405, 10-K405/A
	10/18/99
	10/8/99	DEF 14A
	9/7/99	DEF 14A
	1/14/98	8-K
	1/13/98
	12/1/97	DEFM14A
	5/16/97
	3/25/97	10-K405
	12/31/96	10-K405, 10-K405/A
	6/25/96
	3/28/96	10-K, S-8 POS
	12/31/95	10-K, 10-K/A
	3/31/95	10-K405, 10-Q
	1/12/95
	12/31/94	10-K405, 10-K405/A
	5/3/94
	3/29/94
	1/31/94
	12/31/93
	3/31/93
	2/26/93
	12/31/92
		List all Filings

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Filing Submission 0000803014-12-000014 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Comverse Technology Inc/NY – ‘10-K/A’ for 1/31/12

On: Wednesday, 4/4/12, at 4:46pm ET · For: 1/31/12 · Accession #: 803014-12-14 · File #: 1-35303

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Amendment to Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34Filing Table of Contents

‘10-K/A’ — Amendment to Annual Report

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Dates Referenced Herein and Documents Incorporated by Reference

Amendment to Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34
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