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

November 5, 2008
(Date of earliest event reported)

Double-Take Software, Inc.

(Exact Name of Registrant as Specified in its Charter)

DELAWARE	001-33184	20-0230046
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

257 TURNPIKE ROAD, SUITE 210
SOUTHBOROUGH,
MASSACHUSETTS	01772	877-335-5674
(Address of principal executive offices)	(Zip Code)	(Registrant’s telephone number including area code)

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:

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))

INFORMATION TO BE INCLUDED IN THE REPORT

Section 7 — Regulation FD

Item 7.01 Regulation FD Disclosure

Attached hereto as Exhibit 99.1 and incorporated herein by reference are slides to be used for investor presentations.

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Double-Take Software, Inc. Investor Presentation Slides

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.

	Double-Take Software, Inc.
Date: November 5, 2008	By:	/s/ S. CRAIG HUKE
		S. Craig Huke
		Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

Sec V. 12 Dynamic Infrastructure To Move, Protect, & Recover

1 Safe Harbor Statement Statements made in this presentation regarding Double-Take that are not historical facts are forward-looking statements based on our current expectations, assumptions, estimates and projections about Double-Take and our industry. These forward-looking statements are subject to risks and uncertainties that could cause actual future events or results to differ materially from such statements. These forward-looking statements include, without limitation, statements about our market opportunities, our strategy, our competition, our projected revenues and expense levels and the adequacy of our available cash resources. You should not place undue reliance on any of the forward-looking statements made in this presentation. Our actual results could differ materially from those expressed or implied by these forward- looking statements as a result of various factors, including the various risks described in, or incorporated by reference in, the documents and reports that we file with the Securities and Exchange Commission, including in Item 1A. "Risk Factors" of our Form 10-K for the year ended December 31, 2007, which we filed with the SEC on March 17, 2008. We undertake no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

2 What We Do Provide affordable software to dynamically move, protect, and recover workloads across combinations of physical and virtual server environments.

3 Investment Highlights Innovative Technology Market leader, expanding into adjacent markets Leveraged, blue chip & broad distribution network Large promotional customer base Non-Intrusive products and business model

Basic Double-Take Configuration

Solutions Overview emBoot Image Management Console Boot Image Management Server (iSCSI or Host-based) TimeData for Any Point-in- Time Recovery Continuous byte level replication of files, applications and operating systems over local OR wide areas ESX Systems Hyper-V Systems Physical Systems ESX Systems Hyper-V Systems

6 Related Intersecting and Growing Markets Enterprise System Management Software $12 Billion in 2007 Traditional "Back-Up" $2.7 Billion in 2006 Clustering and Availability $1.7 Billion in 2006 Total Storage Software (Replication, Back Up, Archive, etc.) $9.0 Billion in 2006 Sources: Company estimates, IDC, Gartner

7 The Broad Replication Software Market ($ millions) '07 '08 '09 '10 '11 '12 Other 2018 2181 2379 2582 2801 3034 Windows 515 655 781 926 1097 1295 Source: IDC 2008 2,836 2,533 3,160 3,508 3,898 4,329 Total CAGR 11.3% Windows CAGR 20.4%

8 Trends driving market growth Growth in data creation and collection Pervasive industry and federal regulations Cost containment in data center Focus on protecting business-critical apps Heightened awareness of disasters Increasingly high cost of downtime

9 Go-to-market - an "Overlay" Approach Resellers Dell Distributors Bell Micro OEMs HP Direct Sales Field and Inside Solutions Partners Micros Sources of Sales Go-to-Market Options Resellers Distributors OEM Direct 0.73 0.12 0.04 0.11 YTD through September 30, 2008

10 Alternatives (Competition and Partners) Direct Competition EMC, CA, small players Win on reputation, functionality, stability Hardware Based Solutions SAN's Win on "non-disruptive" benefits, cost, failover, Operating System Vendors Microsoft, VMware Potential risks BUT, today, both are strong partners

Growth Tactical Boost Recurring Revenue: Features, Pricing and Focus Geographic Expansion: Asia, Europe, Latin America Proliferate Licenses In Existing Accounts: (10,000+) Strategic Innovative infrastructure play: "Dynamic Infrastructure" Strategic Storage Initiatives: Data Classification, CDP Technical M&A: Time Spring, emBoot

12 Revenue $7.6 $14.3 $23.9 $29.8 $40.7 $60.8 $82.8

13 Quarterly Revenue

14 Operating Income & Cash from Operations Non-GAAP operating income does not include stock-based comp, one-time legal fees and settlement costs. Note: Reconciliation between GAAP and Non-GAAP - $0.2M (2003), $1.8M (2004), $5.6M (2005), $4.2M (2006), $2.6M (2007), $1.9M (YTD'2007) and $3.0M (YTD'08).

15 GAAP and Non-GAAP Operating Margins Non-GAAP operating income does not include stock-based comp. Note: Reconciliation between GAAP and Non-GAAP - $0.4M (Q1'06), $0.3M (Q2'06), $0.5M (Q3'06), $3.1M (Q4'06), $0.3M (Q1'07) , $0.5M (Q2'07), $1.1M (Q3'07), and $0.7M (Q4'07), $0.9M (Q1'08), $1.0M (Q2'08), $1.0M (Q3'08).

16 Summary Innovative Technology Market leader, expanding into adjacent markets Leveraged, blue chip & broad distribution network Large promotional customer base Non-Intrusive products and business model

Sec V. 12 Dynamic Infrastructure To Move, Protect, & Recover