8-K 1 d8k.htm FORM 8-K Form 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 (Date of earliest event reported): October 4, 2005

 


 

Mercury Interactive Corporation

(Exact name of registrant as specified in its charter)

 


 

Delaware   0-22350   77-0224776

(State or other jurisdiction

of incorporation)

  (Commission File No.)  

(IRS Employer

Identification No.)

 

379 North Whisman Road, Mountain View, California 94043

(Address of Principal Executive Offices)

 

(Registrant’s Telephone Number, Including Area Code)

(650) 603-5200

 

 

(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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Solicitation material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 241.14a-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 2.02. Results of Operations and Financial Condition.

 

On October 4, 2005, Mercury Interactive Corporation (the “Company”) issued a press release announcing its preliminary financial results for the third quarter ended September 30, 2005. A copy of the press release, dated as of October 4, 2005, is furnished as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

 

The information in this report, including the exhibit hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, and is not incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Act of 1934, whether made before or after the date of this report and irrespective of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 8.01. Other Events.

 

On October 4, 2005, the Company also announced that the previously announced informal inquiry from the Securities and Exchange Commission has been converted to a formal investigation. The Company believes that the focus of this formal investigation is substantially the same as the informal inquiry.

 

Mercury has cooperated with the SEC on the informal inquiry and will continue to do so with the formal investigation.

 

Item 9.01. Financial Statements and Exhibits.

 

The following exhibit is furnished herewith:

 

99.1 Press release dated October 4, 2005

 

This exhibit is furnished with this Current Report on Form 8–K and is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date of this report and irrespective of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.


SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: October 4, 2005   MERCURY INTERACTIVE CORPORATION
    By:  

/s/ Anthony Zingale


    Name:   President and Chief Operating Officer


EXHIBIT INDEX

 

Exhibit No.

 

Description


99.1  

The following exhibit is furnished herewith:

 

Press release dated October 4, 2005