SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Reed Houck S

(Last)

(First)

(Middle)

C/O TEKELEC

5200 PARAMOUNT PARKWAY

(Street)

MORRISVILLE

27560

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/02/2011

3. Issuer Name and Ticker or Trading Symbol
TEKELEC [ TKLC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, BNS Product Management

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Share Appreciation Rights	⁽¹⁾	02/26/2013⁽¹⁾	Common Stock	5,000	$13.22	D
Restricted Stock Units	03/01/2012⁽²⁾	03/01/2012⁽²⁾	Common Stock	1,300	⁽³⁾	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Common Stock	3,000	⁽³⁾	D
Restricted Stock Units	02/27/2012⁽⁵⁾	02/27/2012⁽⁵⁾	Common Stock	5,328	⁽³⁾	D
Restricted Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	4,500	⁽³⁾	D
Restricted Stock Units	⁽⁷⁾	⁽⁷⁾	Common Stock	6,000	⁽³⁾	D
Share Appreciation Rights	⁽⁸⁾	02/25/2017⁽⁸⁾	Common Stock	18,000	$7.66	D

Explanation of Responses:

1. Stock Appreciation Rights vest and become exercisable in 5 equal quarterly installments commencing on 03/31/2010 as long as the individual remains an employee of the Company (or one of its affiliates) through the applicable vesting date.

2. Each Restricted Stock Unit ("RSU") represents the right to receive, upon vesting, one share of Tekelec Common Stock. The RSUs will vest (and shares represented thereby will be issued) as long as the Reporting Person remains an employee of the Company (or any of its affiliates) through the vesting date.

3. RSUs convert to Tekelec Common Stock on a one-for-one basis.

4. Each RSU represents the right to receive, upon vesting, one share of Tekelec Common Stock. The RSUs will vest (and shares represented thereby will be issued) in 2 equal annual installments commencing on 02/27/2012 as long as the Reporting Person remains an employee of the Company (or any of its affiliates) through the applicable vesting date.

5. Of the 9,000 RSUs granted on 02/27/2009, 5,328 became eligible for vesting and 3,672 were forfeited based on the extent to which certain Issuer performance criteria were met. The RSUs will vest on February 27, 2012 as long as the reporting person remains an employee of the Issuer (or one of its affiliates) through that date.

6. Each RSU represents the right to receive, upon vesting, one share of Tekelec Common Stock. The RSUs will vest (and shares represented thereby will be issued) in 3 equal annual installments commencing on 02/26/2012 as long as the Reporting Person remains an employee of the Company (or any of its affiliates) through the applicable vesting date.

7. Each RSU represents the right to receive, upon vesting, one share of Tekelec Common Stock. The RSUs will vest (and shares represented thereby will be issued) in 4 equal annual installments commencing on 02/25/2012 as long as the Reporting Person remains an employee of the Company (or any of its affiliates) through the applicable vesting date.

8. Stock Appreciation Rights vest and become exercisable in 4 equal annual installments commencing on 02/25/2012 as long as the individual remains an employee of the Company (or one of its affiliates) through the applicable vesting date.

Remarks:

	Houck S. Reed	08/12/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.