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): February 9,
2006


CHORDIANT SOFTWARE, INC.


(Exact name of Registrant as specified in its
charter)






  
    
      
Delaware

    
      
93-1051328

  
    
      
(State or other jurisdiction of
      incorporation)

    
      
(I.R.S. Employer Identification
  No.)



Commission file number:


000-29357


20400 Stevens Creek Boulevard, Suite 400
Cupertino,
CA    95014
(Address of principal
executive offices and zip code)


Registrant's telephone number, including area code: (408)
517-6100


(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 2.02 Results of Operations and Financial Condition.

On February 9, 2006, the Company issued a press release announcing
results for the three-months  ended December 31, 2005. A copy of the
press release is attached as Exhibit 99.1 to this current report on Form 8-K and
is incorporated by reference herein.



Item 9.01 Financial Statements and Exhibits.

(c)
Exhibits

99.1 Press release issued by Chordiant Software, Inc. dated
February 9, 2006.
 




 


SIGNATURE


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.


Chordiant Software, Inc.



  
    Date:  February 9, 2006
     
    By: /s/ George de Urioste
      
George de Urioste
      
Chief Operating Officer and Chief Financial
      Officer