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): May 1, 2008

UTSTARCOM, INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation) 000-29661 (Commission File Number) 52-1782500 (I.R.S. Employer Identification No.)

1275 Harbor Bay Parkway

Alameda, California 94502

(Address of principal executive offices)  (Zip code)

(510) 864-8800

(Registrant’s telephone number, including area code)

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On May 1, 2008, UTStarcom, Inc. (the “Company”) issued a press release announcing a final settlement with the Securities and Exchange Commission (the “SEC”) regarding the previously-disclosed SEC investigation of the Company’s financial disclosures during prior reporting periods, historic option grant awards practices, certain historical sales contracts in China and other matters. A copy of the press release is attached as Exhibit 99.1, and the information in Exhibit 99.1 is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is filed pursuant to Item 8.01:

Exhibit No.	Description
99.1	Press release dated May 1, 2008

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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.

	UTSTARCOM, INC.
Date: May 1, 2008	By:	/s/ Francis P. Barton
	Name:	Francis P. Barton
	Title:	Executive Vice President and Chief Financial Officer

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Exhibits

Exhibit No.	Description
99.1	Press release dated May 1, 2008

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EX-99.1

Exhibit 99.1

UTSTARCOM ANNOUNCES FINAL SETTLEMENT WITH SEC

ALAMEDA, Calif., May 1, 2008 – UTStarcom, Inc. (Nasdaq: UTSI), today announced a final settlement with the Securities and Exchange Commission (the “SEC”) regarding the previously-disclosed SEC investigation of the Company’s financial disclosures during prior reporting periods, historic option grant awards practices, certain historical sales contracts in China and other matters.

Without admitting or denying the allegations in the SEC’s complaint, the Company has agreed to settle the charges by consenting to a permanent injunction against any future violations of the reporting, books-and-records and internal control provisions of the federal securities laws.  No monetary penalties were assessed against the Company in conjunction with today’s announced settlement.  This settlement with the SEC does not include the investigation of possible violations of the Foreign Corrupt Practices Act which is ongoing with the Department of Justice.

Hong Lu, the Company’s current Chief Executive Officer and a director of the Company, also agreed to settle with the SEC without admitting or denying the allegations in the SEC’s complaint, by paying a civil penalty of $100,000 and consenting to a permanent injunction on similar terms as the Company.  Mr. Lu’s settlement is subject to a final judgment by a United States District Court.

“We are pleased to conclude this investigation with the SEC as we have spent significant time and energy to resolve these historical matters,” stated Fran Barton, chief financial officer of UTStarcom.  “With these matters behind us we can now redirect our efforts towards realizing UTStarcom’s technological advantages and growth opportunities.”

UTStarcom Inc.

1275 Harbor Bay Parkway

Alameda, CA  94502

About UTStarcom, Inc.

UTStarcom is a global leader in IP-based, end-to-end networking solutions and international service and support. The company sells its broadband, wireless, and handset solutions to operators in both emerging and established telecommunications markets around the world. UTStarcom enables its customers to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to cost-efficient, end-to-end IP networks. Founded in 1991 and headquartered in Alameda, California, the company has research and development operations in the United States, Canada, China, Korea and India. For more information about UTStarcom, visit the company’s Web site at www.utstar.com.

For More Information:
Barry Hutton

Senior Director, Investor Relations
UTStarcom, Inc.
(510) 769-2807

barry.hutton@utstar.com