S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

StarTek, Inc.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization) 84-1370538
(I.R.S. employer
Identification No.)

100 Garfield Street
Denver, Colorado
(Address of principal executive offices) 80206
(Zip code)

STARTEK, INC. STOCK OPTION PLAN
(Full title of the plan)

Steven D. Butler
President and Chief Executive Officer
StarTek, Inc.
100 Garfield St.
Denver, Colorado 80206
(Name and address of agent for service)

(303) 399-2400
(Telephone number, including area code, of agent for service)

CALCULATION OF REGISTRATION FEE

	Amount to be		Proposed maximum		Proposed maximum		Amount of
Title of securities	registered		offering price per		aggregate offering		registration
to be registered	(1)		share(2)		price(2)		fee(3)
Common stock		150,000	$	16.40	$	2,460,000	$	289.54

⁽¹⁾ Shares to be registered are in addition to the 1,075,000 shares of common stock registered by StarTek, Inc. (the Company) on April 28, 1999 (Registration Statement No. 333-77009), the 600,000 shares of common stock registered by the Company on June 15, 2001 (Registration Statement 333-63106), and the 300,000 shares of common stock registered by the Company on July 16, 2004 (Registration Statement 333-117451).
⁽²⁾ Estimated solely for purposes of calculating the registration fee. Based on the average high and low prices reported on the New York Stock Exchange on July 22, 2005, pursuant to Rule 457(h) and (c).
⁽³⁾ Calculated pursuant to Section 6(b) of the Securities Act of 1933 and Fee Rate Advisory #6 for 2005 as follows: proposed maximum aggregate offering price multiplied by .00011770.

Explanatory Statement

On June 14, 2005, the shareholders of StarTek, Inc. (the “Company”) approved amendments to the StarTek, Inc. Stock Option Plan (the “Plan”), which increased the number of shares reserved for issuance under the Plan by an aggregate of 150,000 shares. The purposes of this Registration Statement is to register such additional shares for issuance under the Plans.

The Company has prepared this Registration Statement in accordance with the requirements of Form S-8. Pursuant to General Instruction E of Form S-8, the contents of Registration Statement Nos. 333-77009, 333-63106, and 333-117451 relating to the Plan, as amended, are hereby incorporated by reference.

Part II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference

The Company hereby incorporates by reference in this Registration Statement the following documents:

          (a) The Company’s Annual Report on Form 10-K for the year ended December 31, 2004, and

          (b) The Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005.

     All documents subsequently filed by the Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the filing of a post-effective amendment which indicates that all securities offered have been sold or which deregisters all securities then remaining unsold, shall be deemed to be incorporated by reference in this Registration Statement and to be part thereof from the date of filing of such documents.

Item 8. Exhibits

Exhibit No.	Description
5.1	Opinion of Faegre & Benson, LLP on legality of stock offered
23.1	Consent of Ernst & Young, LLP, Independent Registered Public Accounting Firm
23.2	Consent of Faegre & Benson, LLP (included in Exhibit 5.1)
99.1	Amendment No. 3. to the StarTek, Inc. Stock Option Plan

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SIGNATURES

Pursuant to the requirements the Securities Exchange Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Denver, State of Colorado, on July 28, 2005.

StarTek, Inc.	By:	/s/ Steven D. Butler
		Steven D. Butler Director, President and Chief Executive Officer (Principal Executive Officer)

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been duly signed by the following persons in the capacities and on the date indicated.

/s/ Rodd E. Granger Rodd E. Granger	Interim Chief Financial Officer and VP of Finance (Principal Financial and Accounting Officer)	Date: July 28, 2005
/s/ A. Emmet Stephenson, Jr. A. Emmet Stephenson	Director and Chairman of the Board	Date: July 28, 2005
/s/ Ed Zschau Ed Zschau	Director	Date: July 28, 2005
/s/ Kay Norton Kay Norton	Director	Date: July 28, 2005
/s/ Albert C. Yates Albert C. Yates	Director	Date: July 28, 2005

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Exhibit Index

Exhibit No.	Description
5.1	Opinion of Faegre & Benson, LLP on legality of stock offered
23.1	Consent of Ernst & Young, LLP, Independent Registered Public Accounting Firm
23.2	Consent of Faegre & Benson, LLP (included in Exhibit 5.1)
99.1	Amendment No. 3. to the StarTek, Inc. Stock Option Plan

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EX-5.1

Exhibit 5.1

July 28, 2005

Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549

Re: StarTek, Inc.
Registration Statement on Form S-8

Ladies and Gentlemen:

     We have acted as counsel to StarTek, Inc. (the “Company”), in connection with the proposed sale of up to 150,000 shares of the Company’s Common Stock (the “Shares”) pursuant to the Company’s Registration Statement on Form S-8 (the “Registration Statement”) filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Act”). This opinion is being furnished in accordance with the requirements of Item 8(a) of Form S-8 and Item 601(b)(5)(i) of Regulation S-K.

     We have reviewed the Company’s charter documents and the corporate proceedings taken by the Company in connection with the issuance and sale of the Shares. Based on such review, we are of the opinion that the Shares have been duly authorized, and if, as and when issued in accordance with the Company’s Stock Option Plan, as amended, and the related stock option agreement will upon such issuance and sale, be legally issued, fully paid and nonassessable.

     We consent to the filing of this opinion letter as Exhibit 5.1 to the Registration Statement. In giving this consent, we do not thereby admit that we are within the category of persons whose consent is required under Section 7 of the Act, the rules and regulations of the Securities and Exchange Commission promulgated thereunder, or Item 509 of Regulation S-K.

     This opinion letter is rendered as of the date first written above and we disclaim any obligation to advise you of facts, circumstances, events or developments which hereafter may be brought to our attention and which may alter, affect or modify the opinion expressed herein. Our opinion is expressly limited to the matters set forth above and we render no opinion, whether by implication or otherwise, as to any other matters relating to the Company or the Shares.

FAEGRE & BENSON LLP
By:	/s/ Blair L. Lockwood
	Blair L. Lockwood

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in this Registration Statement (Form S-8) pertaining to the StarTek, Inc. Stock Option Plan of our reports dated March 15, 2005, with respect to the consolidated financial statements of StarTek, Inc. included in its Annual Report (Form 10-K) for the year ended December 31, 2004, and StarTek, Inc. management’s assessment of the effectiveness of internal control over financial reporting, and the effectiveness of internal control over financial reporting of StarTek, Inc., filed with the Securities and Exchange Commission.

/s/ Ernst & Young LLP

Denver, Colorado
July 27, 2005

EX-99.1

Exhibit 99.1

AMENDMENT NO. 3

STARTEK, INC.

STOCK OPTION PLAN

     This Amendment No. 3 is effective as of May 6, 2005 with respect to the Stock Option Plan (the “Plan”) of StarTek, Inc. (the “Company”).

     The Board of Directors of the Company recommended and the stockholders of the Company approved on May 6, 2005 an amendment to Section 4 of the Plan to increase the aggregate number of shares of Common Stock that may be issued under Options granted under the Plan from 1,835,000 to 1,985,000.

     All defined terms not otherwise defined herein shall have the meaning set forth in the Plan.

     The Plan is hereby amended as follows:

     1. Section 4 of the Plan is amended by deleting “1,835,000” and inserting in lieu thereof “1,985,000.”

     Except as amended hereby, the Plan is unchanged and remains in full force and effect.