Prepared By R.R. Donnelley Financial -- Form 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): 03/20/2007

Pegasystems Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 1-11859

Massachusetts		04-2787865
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

101 Main Street, Cambridge, Massachusetts 02142

(Address of principal executive offices, including zip code)

617-374-9600

(Registrant’s telephone number, including area code)

Not Applicable

(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 240.13e-4(c))

Information to be included in the report

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Pegasystems Inc. (the "Company") announced on March 26, 2007 that the NASDAQ Listing Qualifications Panel issued a Staff Determination Letter on March 20, 2007, stating that the Company had not filed its Form 10-K for 2006 by the required March 16, 2007 deadline, and that the Panel would consider this matter in rendering its determination regarding the Company's continued listing on the NASDAQ Global Select Market. Pegasystems also announced that the Panel has granted the Company's request for an additional extension of time to comply with the filing requirement for continued listing as set forth in Marketplace Rule 4310(c)(14), on the condition that the Company file its Form 10-K for 2006 and its Form 10-Q for the third quarter of 2006, and any restatements, with the Securities and Exchange Commission on or before April 25, 2007.

A copy of this press release is being furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Signature(s)

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.

		Pegasystems Inc.


Date: March 26, 2007	By:	/s/ Shawn Hoyt
		Shawn Hoyt
		General Counsel and Secretary

Exhibit Index

Exhibit No.		Description
EX-99.1		Press Release, dated March 26, 2007, issued by Pegasystems Inc.

EX-99.1 2 rrd152224_19157.htm PRESS RELEASE, DATED MARCH 26, 2007, ISSUED BY PEGASYSTEMS INC.

For information, contact:

Craig Dynes

Chief Financial Officer

617-866-6020

craig.dynes@pega.com

NASDAQ Panel Issues Determination Letter for Late Filing of Form 10-K; Grants Additional Extension

CAMBRIDGE, Mass., March 26, 2007 - Pegasystems Inc. (Nasdaq: PEGA) today announced that, as expected, it received an additional Staff Determination Letter on March 20, 2007, stating that the Company had not filed its Form 10-K for 2006 by the required March 16, 2007 deadline, as required by NASDAQ Marketplace Rule 4310(c)(14). Within that letter, the NASDAQ Staff noted that the Panel would consider this additional issue in rendering its determination regarding the Company's continued listing on the NASDAQ Global Select Market.

As previously disclosed, on November 13, 2006, the Company received a Staff Determination Letter regarding the Company's delay in filing its Form 10-Q for the third quarter of 2006. Subsequent to a hearing before the Panel, the Company announced on March 5, 2007 that the Panel had granted the Company's request for an extension of time to comply with NASDAQ's filing requirement on the condition that the Company file its delinquent periodic reports, and any required restatements, by March 16, 2007. At the Company's request, the Panel later extended that deadline to April 25, 2007. The Company continues to work diligently to address this matter and to regain full compliance with the NASDAQ listing requirements.

About Pegasystems

Pegasystems Inc. (NASDAQ: PEGA) provides software to automate complex, changing business processes. Pegasystems, the leader in unified process and rules technology, gives business people and IT departments the ability to use best processes across the enterprise and outperform their competition.

Our new class of Business Process Management (BPM) technology makes enterprise systems easy to use and easy to change. By automating policy manuals, system specifications and lines of manual coding with dynamically responsive updates, Pegasystems powers the world's most sophisticated organizations to Build for Change(R).

Pegasystems' award-winning, standards-based BPM suite is complemented with best-practice solution frameworks to help leaders in the financial services, insurance, healthcare, life sciences, government and other markets drive growth and productivity.

Headquartered in Cambridge, Mass., Pegasystems has regional offices in North America, Europe and the Pacific Rim. For more information, visit www.pega.com.

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