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 25, 2007

                              Compuware Corporation
             (Exact Name of Registrant as Specified in its Charter)

                        Commission File Number: 000-20900

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

    One Campus Martius, Detroit, Michigan                48226-5099
   (Address of Principal Executive Offices)              (Zip Code)


      (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 25, 2007,  Compuware  Corporation  ("Compuware") issued a press
release  announcing  financial  results for its third quarter ended December 31,
2006 and certain  other  information.  A copy of the press  release is furnished
with the Report as Exhibit 99.1.

      A transcript of the conference  call held on January 25, 2007 is furnished
with the Report as Exhibit 99.2.

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 25, 2007.

            99.2    Transcript of conference call held on January 25, 2007.

                                   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 29, 2007                       By:/s/ Laura L. Fournier
                                                -----------------------
                                             Laura L. Fournier
                                             Senior Vice President
                                             Chief Financial Officer



                                INDEX OF EXHIBITS


      Exhibit No.                     Description
      -----------  -------------------------------------------------------

          99.1     Press Release, dated January 25, 2007.

          99.2     Transcript of conference call held on January 25, 2007.