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): October 21, 2004
Compuware Corporation
(Exact name of registrant as specified in its charter)
Michigan
(State or other jurisdiction of incorporation)
000-20900 38-2007430
(Commission File Number) (IRS Employer Identification No.)
One Campus Martius, Detroit, MI 48226-5099
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (313) 227-7300
(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:
|_| 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 240.13a-4(c))
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Item 9.01: Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99.1 Press Release, dated October 21, 2004.
99.2 Transcript of conference call held on October 21, 2004.
Item 2.02: Results of Operations and Financial Condition.
On October 21, 2004, Compuware Corporation issued a press release
announcing its financial results for the quarter ended September 30, 2004 and
certain other information. A copy of the press release is furnished with this
Report as Exhibit 99.1.
A transcript of the conference call held on October 21, 2004 is furnished
with this Report as Exhibit 99.2. Certain statements made during the conference
call and contained in the transcript that are not historical facts, including
those regarding the Company's future plans, objectives and expected performance,
are "forward-looking statements" within the meaning of the federal securities
laws. These forward-looking statements represent our outlook only as of the date
of the conference call. While we believe any forward-looking statements we have
made are reasonable, actual results could differ materially since the statements
were based on our then-current expectations and are subject to risks and
uncertainties. These risks and uncertainties are discussed in the Company's
reports filed with the Securities and Exchange Commission. You should refer to
and consider these factors when relying on such forward-looking information. The
Company does not undertake, and expressly disclaims any obligation, to update or
alter its forward-looking statements whether as a result of new information,
future events or otherwise, except as required by applicable law.
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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.
October 21, 2004 COMPUWARE CORPORATION
By: /s/ Laura L. Fournier
------------------------
Laura L. Fournier
Senior Vice President
Chief Financial Officer
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EXHIBIT INDEX
Number Description
99.1 Press Release, dated October 21, 2004.
99.2 Transcript of conference call held on October 21, 2004.
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