SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                ----------------


                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                      PURSUANT TO RULE 13A-16 OR 15D-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                     For the period ended December 31, 2005

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                                  FUNDTECH LTD.
                 (Translation of Registrant's Name Into English)


            12 HA'HILAZON STREET, 5TH FLOOR, RAMAT-GAN 52522, ISRAEL
                    (Address of principal executive offices)



      (Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.)
      Form 20-F  X            Form 40-F
               ----                    ----

      (Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
      Yes                     No  X
         ----                   ----

      (If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-______.)


       Registrant's telephone number, including area code: 972 3 575-2750


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                                EXPLANATORY NOTE


Attached are the following exhibits:

99.1    Press release, released publicly on February 13, 2006, including
        consolidated financial statements for the three months ended December
        31, 2005.





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                                    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, thereunto duly authorized.


                                       FUNDTECH LTD.


Date: February 14, 2006                   By: /s/ Joseph J. Aulenti
                                              ---------------------------
                                              Joseph J. Aulenti
                                              Senior Vice President





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