UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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): JANUARY 11, 2006


                              COMPUWARE CORPORATION
             (Exact Name of Registrant as Specified in its Charter)


                        Commission File Number: 000-20900


                                                                      
                         MICHIGAN                                                    38-2007430
(State or other jurisdiction of incorporation or organization)           (I.R.S. Employer Identification No.)


            ONE CAMPUS MARTIUS, DETROIT, MICHIGAN                                    48226-5099
           (Address of Principal Executive Offices)                                  (Zip Code)
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      (Registrant's telephone number, including area code): (313) 227-7300

                              --------------------

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 240.13e-4(c))





ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

         On January 11, 2006, Compuware Corporation ("Compuware") issued a press
release announcing preliminary financial results for its third quarter ended
December 31,2005 and certain other information. A copy of the press release is
furnished with this Report as Exhibit 99.1.

         Forward-Looking Statements

         Certain statements in this Current Report on Form 8-K, including but
not limited to statements set forth in the attached press release, may
constitute forward-looking statements. These forward looking statements involve
a number of known and unknown risks, uncertainties and other factors that may
cause such forward-looking statements not to be realized and that could cause
actual results to differ materially from Compuware's expectations in these
statements. For more information about other risks that could affect the
forward-looking statements herein, please see Compuware's most recent quarterly
report on Form 10-Q, annual report on Form 10-K and other filings made with the
Securities and Exchange Commission. Compuware expressly disclaims any obligation
to release publicly any updates or revisions to any forward-looking statements
to reflect any changes in expectations, or any change in events or circumstances
on which those statements are based, unless otherwise required by law.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

         (c) Exhibits.

                  99.1       Press Release, dated January 11, 2006.


                                   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.

                                        COMPUWARE CORPORATION


Date: January 12, 2006                  By:  /s/ Laura L. Fournier
                                             ------------------------
                                        Laura L. Fournier
                                        Senior Vice President
                                        Chief Financial Officer







                                INDEX OF EXHIBITS


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<Caption>
EXHIBIT NO.                          DESCRIPTION
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  99.1         Press Release, dated January 11, 2006.

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