UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

NOTICE OF EXEMPT SOLICITATION

Submitted Pursuant to Rule 14a-6(g)

(Amendment No. ____)

1. Name of the Registrant:

Comverse Technology, Inc.

2. Name of Persons Relying on Exemption:

Cadian Capital Management, LLC

Cadian Fund LP

Cadian Master Fund LP

Cadian Offshore Fund Ltd.

Cadian GP, LLC

Eric Bannasch

3. Address of Persons Relying on the Exemption:

c/o Cadian Capital Management, LLC

461 Fifth Avenue, 24th Floor

New York, NY 10017

4. Written Material.  The following written materials are attached:

Investor presentation, dated October 26, 2011

(Written material follows on next page.)