FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * SPRINGSTEEL STEVEN R   2. Issuer Name and Ticker or Trading Symbol CHORDIANT SOFTWARE INC [CHRD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman, President and CEO (Last) (First) (Middle) 20400 STEVENS CREEK BLVD., #400 3. Date of Earliest Transaction (Month/Day/Year) 11/24/2009 (Street) CUPERTINO, CA 95014 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 11/25/2009   A   60,000 (1) A $ 0 63,999 D   Common Stock               4,000 I Held by reporting person's sons

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (right to buy)

$ 2.87

11/24/2009

A

135,000 (2)

12/24/2009

11/24/2016

Common Stock

135,000

$ 0

135,000

D

Restricted Stock Units

(3)

11/24/2009

A

68,000

(4)

(4)

Common Stock

68,000

$ 0

68,000

D

Restricted Stock Units

(5)

11/25/2009

M

60,000

(6)

(6)

Common Stock

60,000

$ 0

120,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SPRINGSTEEL STEVEN R 20400 STEVENS CREEK BLVD. #400 CUPERTINO, CA 95014	X		Chairman, President and CEO

Signatures

/s/ Peter Norman (Attorney-In-Fact)		11/27/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Reflects shares that vested 11/25/2009 under RSU grant from 11/25/2008, shares are held for two years from vest
(2)	The shares vest in equal monthly installments over four (4) years from date of grant and have a term of seven (7) years
(3)	Each restricted stock unit represents a contingent right to receive one share of CHRD common stock.
(4)	Vests twenty-five percent (25%) on the annual anniversary of the grant date for four (4) years
(5)	Reflects conversion of RSU into Common Stock
(6)	The shares vest in three (3) equal annual installments from 11/25/2008

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