Table of Contents

Table of Contents

Table of Contents

Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

Form 8-K

Current Report Pursuant Toto Section 13 Oror 15(d) Ofof the ~~The~~ Securities Exchange Act Ofof 1934

Date of Report (Date of earliest event reported): ~~July~~August 148, 2005

~~ASPECT~~Aspect ~~COMMUNICATIONS~~Communications ~~CORPORATION~~Corporation

(Exact name of registrant as specified in its charter)

0-18391 ( Commission File Number )

California (State or other jurisdiction of incorporation ~~or organization~~) 94-2974062 (I.R.S. Employer Identification No.)

1320 Ridder Park Drive, San Jose, CA 95131 (Address of principal executive offices, with zip code)

(408) 325-2200
(Registrant’s telephone number, including area code)

~~Check~~Not ~~the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing~~Applicable ~~obligation~~(Former ofname ~~the~~or ~~registrant~~former ~~under~~address, ~~any~~if ofchanged ~~the~~since ~~following~~last ~~provisions:~~report)

o Check ~~Written communications pursuant to Rule 425 under~~ the ~~Securities~~appropriate ~~Act~~box ~~(17~~below ~~CFR~~if ~~230.425) o Soliciting material pursuant to Rule 14a-12 under~~ the ~~Exchange~~Form ~~Act (17 CFR 240.14a~~8-~~12)~~K ofiling ~~Pre-commencement~~is ~~communications~~intended ~~pursuant~~ to ~~Rule~~simultaneously satisfy ~~14d-2(b) under~~ the ~~Exchange~~filing ~~Act~~obligation ~~(17~~of ~~CFR~~the ~~240.14d-2~~registrant ~~(b))~~under oany ~~Pre-commencement~~of ~~communications pursuant to Rule 13e-4(c) under~~ the ~~Exchange~~following ~~Act~~provisions (17see ~~CFR~~General Instruction ~~240~~A.~~13e-4~~2. (cbelow)):


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

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Item 8.01. Other Events Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits. SIGNATURES EXHIBIT INDEX EXHIBIT 99.1


	Item 2.02 Results of Operations and Financial Condition.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
ASPECT COMMUNICATIONS CORPORATION INDEX TO EXHIBITS
EXHIBIT 99.1

Item 8 2.~~01.~~02 ~~Other~~Results ~~Events~~of Operations and Financial Condition.

~~On July 14, 2005,~~ (a) ~~purported~~On ~~action,~~August ~~Mary Sheridan v. Aspect Communications Corporation~~8, ~~Gary E. Barnett~~2005, Barry M. Ariko, Norman A. Fogelsong, A. Barry Rand, Robert F. Smith, Thomas Weatherford, and David B. Wright, Case No. 1-05-CV-045093 was filed in the Superior Court of the State of California for the County of Santa Clara. Plaintiff named as defendants Aspect Communications Corporation ~~(“Aspect”),~~issued ~~the directors of Aspect and Norman A. Fogelsong,~~ a ~~former~~press ~~director~~release of ~~Aspect.~~ ~~This complaint purports to assert claims on behalf of all public shareholders of Aspect who are similarly situated with~~ the ~~plaintiff~~financial ~~Mary~~results ~~Sheridan, and is related to the previously filed complaint, Kane v. Aspect Communications Corporation, et al., Case No. 1-05-CV-044524 filed in the Superior Court of the State of California~~ for the ~~county~~quarter ~~of Santa~~ended ~~Clara~~June ~~on July 6~~30, 2005. These complaints allege that Aspect and the members of Aspect’s Board of Directors have breached their fiduciary duties to Aspect’s public shareholders in connection with the proposed acquisition of Aspect by Concerto Software, Inc., that the directors engaged in an unfair process for the sale of Aspect’s shareholders’ shares in connection with their approval of the merger agreement and that the directors failed to take steps to maximize the value of Aspect’s Common Stock to its public shareholders. These complaints seek class certification and certain forms of equitable relief, including damages or enjoining the consummation of the merger. Aspect believes that the claims are without merit and intends to vigorously contest this action. There can, however, be no assurance that Aspect or the other defendants will be successful in their defense of these actions. A copy of ~~Mary~~the ~~Sheridan~~press v.release ~~Aspect Communications Corporation et al.~~ is attached ~~hereto~~ as Exhibit 99.1 ~~and is incorporated herein by reference~~hereto.

~~Item~~The 9Margins and Expenses section of the press release includes a discussion of the Company’s historical operating results using operating expenses excluding restructuring charges, a non-GAAP financial measure.01 A “non-GAAP financial measure” is defined as a numerical measure of a company’s performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles (“GAAP”). ~~Financial~~Pursuant ~~Statements~~to the requirements of Regulation G, ~~Pro~~the ~~Forma~~Company ~~Financial~~has ~~Information~~included ~~and~~a reconciliation ~~Exhibits~~of all non-GAAP financial measures in the Company’s press release.

~~(c) Exhibits~~Management of the Company uses operating expense excluding restructuring charges in monitoring and evaluating the Company’s ongoing financial results and trends excluding these items.

Exhibit No.		Description
99.1		Mary Sheridan v. Aspect Communications Corporation, Gary E. Barnett, Barry M. Ariko, Norman A. Fogelsong, A. Barry Rand, Robert F. Smith, Thomas Weatherford, and David B. Wright

We believe this information is helpful to investors because the restructuring charges are unusual due to their nature, size and infrequency. Additionally, from a planning and forecasting perspective, management also relies on these measures, and feels that investors should have the benefit of viewing the presentation in the same manner as management does in running our business operations. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the Company’s financial results prepared in accordance with GAAP.

~~Table~~Item 9.01 ofFinancial ~~Contents~~Statements and Exhibits.

~~SIGNATURES~~ (c) Exhibits.

~~Pursuant~~ 99.1 toPress ~~the~~Release ~~requirements~~ of ~~the~~Aspect ~~Securities~~Communications ~~Exchange~~Corporation ~~Act~~dated ~~of 1934~~August 8, ~~the~~2005 ~~registrant~~(earnings ~~has duly~~results ~~caused~~for ~~this~~second ~~report~~quarter to2005) befurnished ~~signed~~pursuant onto ~~its~~Item 2.02 ~~behalf~~of bythis ~~the~~Report ~~undersigned~~on ~~hereunto~~Form ~~duly authorized~~8-K.

~~EXHIBIT INDEX~~SIGNATURES

Exhibit No.		Description
99.1		Mary Sheridan v. Aspect Communications Corporation, Gary E. Barnett, Barry M. Ariko, Norman A. Fogelsong, A. Barry Rand, Robert F. Smith, Thomas Weatherford, and David B. Wright.

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.


	Aspect Communications Corporation
Date: August 8, 2005	By:	/s/ Gary E. Barnett
		Gary E. Barnett,
		*President and Chief Executive Officer*

ASPECT COMMUNICATIONS CORPORATION
INDEX TO EXHIBITS


Exhibit
No.		Description
99.1		Press Release of Aspect Communications Corporation dated August 8, 2005 (earnings results for second quarter 2005).

ASPECT COMMUNICATIONS CORPORATION

Dated: July 27, 2005

James C. Reagan

James C. Reagan

Executive Vice President and Chief

Financial Officer

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