SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)1
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Tekelec
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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879101103
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(CUSIP Number)
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Kensico Capital Management
55 Railroad Avenue, 2nd Floor
Greenwich, CT 06830
Attn: Joseph Signorile
Tel: (203) 862-5800
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 27, 2012
(Date of Event Which Requires Filing of This Statement)
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1.
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NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (voluntary)
Kensico Capital Management Corporation
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)o
(b)o
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS
Not Applicable
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS o
IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7.
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SOLE VOTING POWER
0
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8.
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SHARED VOTING POWER
0
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9.
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SOLE DISPOSITIVE POWER
0
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10.
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SHARED DISPOSITIVE POWER
0
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0
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14.
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TYPE OF REPORTING PERSON
CO
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1.
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NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (voluntary)
Michael Lowenstein
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)o
(b)o
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3.
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SEC USE ONLY
|
|||
4.
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SOURCE OF FUNDS
Not Applicable
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|||
5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS o
IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
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|||
6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE VOTING POWER
0
|
||
8.
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SHARED VOTING POWER
0
|
|||
9.
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SOLE DISPOSITIVE POWER
0
|
|||
10.
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SHARED DISPOSITIVE POWER
0
|
|||
11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|||
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES
|
|||
13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0
|
|||
14.
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TYPE OF REPORTING PERSON
IN, HC
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1.
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NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (voluntary)
Thomas J. Coleman
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a)o
(b)o
|
||
3.
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SEC USE ONLY
|
|||
4.
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SOURCE OF FUNDS
Not Applicable
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|||
5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS o
IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
|||
6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE VOTING POWER
0
|
||
8.
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SHARED VOTING POWER
0
|
|||
9.
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SOLE DISPOSITIVE POWER
0
|
|||
10.
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SHARED DISPOSITIVE POWER
0
|
|||
11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|||
12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES
|
|||
13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0
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14.
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TYPE OF REPORTING PERSON
IN, HC
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Item 7.
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Material to be Filed as Exhibits.
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KENSICO CAPITAL MANAGEMENT CORPORATION
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By:
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/s/ Michael Lowenstein
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Authorized Signatory
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MICHAEL LOWENSTEIN
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/s/ Michael Lowenstein
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THOMAS J. COLEMAN
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/s/ Thomas J. Coleman
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