UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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): February 14,
2007
CHORDIANT
SOFTWARE,
INC.
(Exact
name of Registrant as specified in its charter)
Delaware
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93-1051328
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(State
or other jurisdiction of incorporation)
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(I.R.S.
Employer Identification
No.)
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Commission
file number:
000-29357
20400
Stevens Creek Boulevard, Suite 400
Cupertino,
CA 95014
(Address
of principal executive offices and zip code)
Registrant's
telephone number, including area code: (408) 517-6100
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
2.02 Results of Operations and Financial Condition.
On
February 14, 2007, the Company issued a press release announcing unaudited
financial results for the fiscal quarter ended December 31, 2006 and revised
financial guidance. A copy of the press release is attached as Exhibit 99.1
to
this current report on Form 8-K and is incorporated by reference
herein.
Item
9.01 Financial Statements and Exhibits.
(c)
Exhibits
99.1
Press
release dated February 14, 2007.
Safe
Harbor Statement
This
current report on Form 8-K includes "forward-looking statements" that are
subject to risks, uncertainties and other factors that could cause actual
results or outcomes to differ materially from those contemplated by the
forward-looking statements. Forward-looking statements in this report are
generally identified by words, such as "believes," "anticipates," "plans,"
"expects," "will," "would," "guidance," "projects" and similar expressions
which
are intended to identify forward-looking statements. There are a number of
important factors that could cause the results or outcomes discussed herein
to
differ materially from those indicated by these forward-looking statements,
including, among others, the result of potential changes in accounting estimates
associated with percentage of completion projects, related changes in
compensation and royalty expenses. Further information on potential factors
that
could affect Chordiant are included in risks detailed from time to time in
Chordiant's SEC filings, including, without limitation, Chordiant's Annual
Report on Form 10-K for the period of October 1, 2005 to September 30, 2006,
and
Chordiant’s most recent quarterly report on Form 10-Q. These filings are
available on a Web site maintained by the Securities and Exchange Commission
at
http://www.sec.gov. Chordiant does not undertake an obligation to update
forward-looking or other statements in this report.
SIGNATURE
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.
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Dated
February 14, 2007
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CHORDIANT
SOFTWARE, INC
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By:
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/s/ STEVEN
R. SPRINGSTEEL
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Steven
R. Springsteel
Chairman,
President and Chief Executive Officer
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