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

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                                    FORM 8-K

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                Date of Report (Date of earliest event reported):
                                  June 15, 2006
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                            COMVERSE TECHNOLOGY, INC.

             (Exact name of registrant as specified in its charter)


         NEW YORK                     0-15502                     13-3238402

(State or other jurisdiction        (Commission                 (IRS Employer
      of incorporation)             File Number)             Identification No.)

                                909 Third Avenue,
                               New York, New York
                                      10022

                    (Address of Principal Executive Offices)
                                   (Zip Code)

       Registrant's telephone number, including area code: (212) 652-6801


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):

[_]  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

[_]  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)
[_]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))
[_]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))






ITEM 1.01     ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On June 15, 2006, the Board of Directors of Comverse Technology, Inc. (the
"Company") determined to provide a compensation package for each of its
non-management directors consisting of the following: (i) a $50,000 annual cash
retainer, (ii) $5,000 per month until the Company is current in its public
filings or until the Board of Directors otherwise determines; (iii) annual
awards of 4,000 shares of the Company's common stock, to be granted when the
specific terms of which, including whether they are in the form of deferred
stock awards, restricted stock or otherwise, are finally determined; (iv) $1,500
for each Board of Directors' meeting attended; and (v) $1,000 for each meeting
of a committee of the Board of Directors attended. In addition, the Board of
Directors determined that (a) the Chairman of the Audit Committee will receive a
$15,000 annual cash retainer; (b) the Chairman of the Compensation Committee
will receive a $15,000 annual cash retainer and (c) the Chairman of the
Corporate Governance and Nominating Committee will receive a $7,500 annual cash
retainer. The Board of Directors further determined that the implementation of
the new non-management cash compensation arrangements be applied from May 1,
2006, since which date the time commitments of non-management directors have
been extensive as a result of issues arising out of the review of stock option
grant practices being conducted by a Special Committee of the Board of
Directors, changes in senior management, reporting and disclosure obligations
and related regulatory matters.









                                   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.

                                              COMVERSE TECHNOLOGY, INC.


Date:  June 21, 2006                          By:   /s/ PAUL L. ROBINSON
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                                              Name:  Paul L. Robinson
                                              Title: Executive Vice President