UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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) January 3, 2008

                                    SPSS Inc.
             (Exact Name of Registrant as Specified in Its Charter)

                                                       
            Delaware                      000-22194               36-2815480
(State or Other Jurisdiction of          (Commission           (I.R.S. Employer
         Incorporation)                 File Number)         Identification No.)



                                                                   
233 South Wacker Drive, Chicago, Illinois                                60606
 (Address of Principal Executive Offices)                             (Zip Code)



                                 (312) 651-3000
              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
          (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 (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 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

     (a) On January 3, 2008, SPSS Inc. (the "Company") received a letter of
resignation from Dr. Norman Nie whereby he resigned as Chairman of the Board and
as a member of the Company's board of directors, effective immediately. Although
the letter did not state a reason for his resignation, the Company believes that
Dr. Nie's resignation was the result of Dr. Nie's dispute with the Company
concerning the rights and obligations of the Company under a purported license
agreement relating to the SPSS trademark. The Company previously disclosed the
dispute in a Form 8-K filed by the Company with the Securities and Exchange
Commission on December 31, 2007.

ITEM 8.01 OTHER EVENTS

     On January 3, 2008, the Company's board of directors elected Jack Noonan as
Chairman of the Board to replace Dr. Nie. Following Dr. Nie's resignation, the
Company's board of directors resolved that, effective immediately, the total
number of board members would be reduced from eight to seven members, thereby
reducing the class of directors to be elected at the 2008 Annual Meeting of
Stockholders from three members to two members.



                                   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.

                                        SPSS Inc.


Dated: January 4, 2008                  By: /s/ Raymond H. Panza
                                            ------------------------------------
                                            Raymond H. Panza
                                            Executive Vice President, Corporate
                                            Operations, Chief Financial Officer
                                            and Secretary