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: June 14, 2005
(Date of earliest event reported)

Computer Associates International, Inc.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

1-9247	13-2857434
(Commission File Number)	(IRS Employer Identification No.)
One Computer Associates Plaza
Islandia, New York	11749
(Address of Principal Executive Offices)	(Zip Code)

(631) 342-6000
(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 (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 5.04. Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans.

     On June 14, 2005, Computer Associates International, Inc. (the “Company”) delivered a notice to its directors and executive officers concerning the suspension of their ability to engage in certain transactions involving equity securities of the Company. That notice is attached hereto as Exhibit 99.1 and is incorporated by reference in this Item 5.04.

Item 9.01. Financial Statements and Exhibits

(a)	None
(b)	None
(c)	Exhibit 99.1: Notice to Directors and Executive Officers of Computer Associates International, Inc.

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.

	COMPUTER ASSOCIATES INTERNATIONAL, INC.
Date: June 14, 2005	By:	/s/ Kenneth V. Handal
		Kenneth V. Handal
		Executive Vice President, General Counsel and Corporate Secretary

EX-99.1

Exhibit 99.1

Notice to Directors and Executive Officers
of
Computer Associates International, Inc.

This notice is to inform you of the following:

1.	Computer Associates International, Inc. (the “Company”) would have been required to file its Annual Report on Form 10-K (“Form 10-K”) for the fiscal year ended March 31, 2005 by today, June 14, 2005, but has decided to defer such filing for up to 15 calendar days as permitted by Rule 12b-25 under the Securities Exchange Act of 1934 and will file a notice of such deferral with the Securities and Exchange Commission (the “SEC”) shortly.
2.	As a result of the Company’s deferred filing of its Form 10-K, from and including tomorrow, June 15, 2005, to but excluding June 30, 2005 (which we expect will be the first trading day after the Form 10-K is filed) (the “Suspension Period”), the Company will not be permitted to sell any shares of its common stock to employees under the Company’s Savings Harvest Plan.
3.	During the Suspension Period, you, as a director or executive officer of the Company, may not, directly or indirectly, purchase, sell or otherwise acquire or transfer any common stock of the Company or any options, futures or other rights to acquire or dispose of the common stock of the Company. These restrictions are imposed in light of Section 306 of the Sarbanes-Oxley Act. The Company will notify you if there are any changes in the Suspension Period.
4.	If you have any questions concerning this notice, you should contact Kenneth V. Handal or Lawrence Egan at One Computer Associates Plaza, Islandia, New York 11749, (631) 342-6000.