8-K

UNITED STATES

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): January 29, 2007

IDT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-16371	22-3415036
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

520 Broad Street, Newark, New Jersey	07102
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (973) 438-1000

N/A

(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 (see General Instruction A.2 below):

¨ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On January 29, 2007, IDT Corporation (the “Registrant”) entered into an amendment (the “Amendment”) to its employment agreement (the “Employment Agreement”) with James A. Courter, the Registrant’s Chief Executive Officer. The terms and conditions of the Employment Agreement remain the same except that the Amendment extends Mr. Courter’s existing Employment Agreement through October 22, 2009.

The foregoing summary of the Amendment is not complete and is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 10.01 to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Document
10.01	Amendment No. 4 to Employment Agreement, dated January 29, 2007, between the Registrant and James A. Courter.

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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.

	IDT CORPORATION
Dated: February 2, 2007	By:	/s/ Ira A. Greenstein
	Name: Ira A. Greenstein
	Title: President

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EXHIBIT INDEX

Exhibit No.	Description
10.01	Amendment No. 4 to Employment Agreement, dated January 29, 2007, between the Registrant and James A. Courter.

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EX-10.01

Exhibit 10.01

AMENDMENT NO. 4 TO EMPLOYMENT AGREEMENT

Amendment dated as of January 29, 2007 (this “Amendment”) to the Employment Agreement dated April 1, 1999 and amended on August 1, 2001, October 22, 2001 and May 12, 2005, by and between IDT Corporation (the “Company”) and James A. Courter (the “Executive”) (collectively the “Agreement”).

WITNESSETH

WHEREAS, the Company and Executive desire to modify the terms and conditions of the Agreement on the terms set forth herein.

NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree as follows:

Section 2 of the Agreement is replaced in its entirety by the following language:

“2. Term. This Agreement is for the three (3) year period (the “Term”) commencing on October 21, 2006, and terminating on the third anniversary of such date, or upon the Executive’s earlier death or other termination of employment pursuant to Section 7 of the Agreement; provided, however, that the term shall automatically be extended for one additional year beyond its otherwise scheduled expiration of the initial term on October 21, 2009 or each and any anniversary thereafter unless, not later than ninety (90) days prior to October 21, 2009 or any applicable anniversary thereafter, either party hereto shall have notified the other party in writing that such extension shall not take effect.”

All of the other terms and conditions of the Agreement and Amendments remain unchanged by this Amendment.

IN WITNESS WHEREOF, the Company has caused this Amendment to be executed by its duly authorized officer, and the Executive has signed this Amendment as of the date first above written.

IDT CORPORATION

/s/ Ira A. Greenstein

Ira A. Greenstein, President

EXECUTIVE

/s/ James A. Courter

James A. Courter