UNITEDTable STATES SECURITIESof AND EXCHANGE COMMISSION Contents

~~WASHINGTON,~~UNITED DCSTATES SECURITIES ~~20549~~AND EXCHANGE COMMISSION

~~FORM~~WASHINGTON, ~~8-K~~DC 20549

~~CURRENT~~FORM ~~REPORT~~8-K ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~CURRENT ofREPORT Pursuant ~~Report~~to Section 13 or 15(~~Date~~d) of ~~earliest~~the Securities ~~event~~Exchange ~~reported):~~Act ~~August 9,~~of ~~2006~~1934

~~TERAYON~~Date ~~COMMUNICATION~~of ~~SYSTEMS~~Report (Date of earliest event reported): March 22, ~~INC.~~ 2007

~~(Exact~~TERAYON ~~Name~~COMMUNICATION ofSYSTEMS, ~~Registrant as Specified in its Charter)~~INC.

~~Delaware~~ (~~State~~Exact orName ~~Other Jurisdiction~~ of ~~Incorporation)~~Registrant ~~000-24647~~as ~~(Commission~~Specified ~~File~~in ~~Number)~~its ~~77-0328533 (IRS Employer Identification No.~~Charter)

~~4988~~Delaware ~~Great~~(State ~~America~~or ~~Parkway Santa~~Other ~~Clara,~~Jurisdiction ~~California~~of ~~95054~~ Incorporation) 000-24647 (~~Address~~Commission ofFile ~~Principal~~Number) ~~Executive~~77-0328533 ~~Offices~~(IRS ~~and~~Employer ~~Zip~~Identification ~~Code~~No.)

~~Registrant’s~~2450 ~~telephone~~Walsh ~~number~~Avenue Santa Clara, ~~including~~California ~~area code: (408) 235-5500~~95051

~~Not Applicable~~ (~~Former~~Address ~~Name~~of orPrincipal ~~Former~~Executive ~~Address,~~Offices ifand ~~Changed~~Zip ~~Since Last Report.~~Code)

~~Check~~Registrant’s ~~the~~telephone ~~appropriate~~number, ~~box~~including ~~below~~area ifcode: ~~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~~408): 235-5500

(Former Name or Former Address, if Changed Since Last Report.)

oCheck ~~Written~~the ~~communications~~appropriate ~~pursuant~~box tobelow ~~Rule~~if ~~425 under~~ the ~~Securities~~Form ~~Act~~8-K ~~(17~~filing ~~CFR~~is ~~230.425)~~intended ~~o Soliciting material pursuant~~ to ~~Rule~~simultaneously ~~14a-12 under~~ satisfy the ~~Exchange~~filing ~~Act~~obligation ~~(17~~of ~~CFR~~the ~~240.14a-12)~~registrant ounder ~~Pre-commencement~~any ~~communications~~of ~~pursuant to Rule 14d-2(b) under~~ the ~~Exchange~~following ~~Act~~provisions (17see ~~CFR~~General Instruction ~~240~~A.~~14d-~~2~~(b))~~. ~~o Pre-commencement communications pursuant to Rule 13e-4(c~~below) ~~under the Exchange Act (17 CFR 240.13e-4(c))~~:

~~Item~~o Written communications pursuant to Rule ~~1.01.~~425 ~~Entry~~under ~~into~~the aSecurities ~~Material~~Act ~~Definitive~~(17 ~~Agreement~~CFR 230.425)

~~Terayon~~o Soliciting ~~Communication~~material ~~Systems,~~pursuant ~~Inc.~~to ~~(“Terayon”) has entered into an amended Sub~~Rule 14a-~~Sublease Agreement~~12 (under the ~~“Sub-Sublease”)~~Exchange toAct ~~sublease its current corporate headquarters located at 4988 Great America Parkway, Santa Clara, California and consisting of approximately 140,965 square feet~~ (~~the “Current~~17 ~~Office~~CFR ~~Space”), to Citrix Systems, Inc~~240. ~~(“Citrix”~~14a-12)~~. Additionally, Terayon has entered~~ into a Lease Agreement (the “Lease”) with Sobrato Development Companies #871 (“Landlord”) to lease approximately 63,069 square feet of office space located at 2450 Walsh Avenue, Santa Clara, California (the “New Office Space”), which will serve as Terayon’s new corporate headquarters.

~~The term of the Sub~~o Pre-~~Sublease~~commencement iscommunications ~~scheduled~~pursuant to ~~commence on or before September~~Rule ~~18, 2006 and end on October 31, 2009. Under the Sub~~14d-~~Sublease,~~2(b) ~~Terayon~~under ~~will receive monthly rental payments of approximately $176,200 for~~ the ~~first~~Exchange ~~year~~Act of(17 ~~the Sub-Sublease, with such monthly rental payments~~CFR ~~increasing by 3% beginning in October 2007, and by approximately 3% beginning in October 2008~~240.14d-2(b))

~~The~~o Pre-commencement ~~Lease~~communications ispursuant ~~for~~to ~~a term of 36~~Rule ~~months,~~13e-4(c) ~~commencing~~under ~~on October 1, 2006 and ending on September 31, 2009. Under~~ the ~~Lease,~~Exchange ~~Terayon~~Act is(17 ~~obligated to make monthly rental payments of $63,069 to~~CFR ~~Landlord beginning on October 1, 2006, with such monthly rental payments increasing by 3% effective each successive October 1 over the lease term~~240.13e-4(c))

~~The~~TABLE ~~Sub-Sublease~~OF ~~and Lease are intended to enable Terayon to reduce its unused office space and lower its overall rental payment obligations and related operating expenses.~~ CONTENTS

This Current Report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any statements regarding the benefits to Terayon’s future financial condition and performance expected to result from the Sub-Sublease and Lease transactions. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “intended,” “estimates,” “potential,” or “continue” or the negative thereof or other comparable terminology. There can be no assurance that such expectations or any of the forward-looking statements will prove to be correct, and actual results could differ materially from those projected or assumed in the forward-looking statements. Our forward-looking statements are subject to inherent risks and uncertainties including, but not limited to, the process of calculating, reviewing and analyzing final financial results, our ability to relocate in a timely and cost-efficient manner, adverse changes in general economic or business conditions, adverse changes in the real estate market, the failure of third parties to meet their contractual commitments and other factors. All forward-looking statements and reasons why results may differ included in this Current Report are made as of the date hereof, and we assume no obligation to update any such forward-looking statement or reason why actual results might differ.


	Item 2.02. Results of Operations and Financial Condition.
	Item 9.01. Financial Statements and Exhibits.
SIGNATURE
INDEX TO EXHIBITS FILED WITH THE CURRENT REPORT ON FORM 8-K DATED MARCH 22, 2007
EXHIBIT 99.1

SIGNATURE Table of Contents

~~Pursuant~~Item 2.02. toResults ~~the requirements~~ of ~~the~~Operations ~~Securities~~and ~~Exchange~~Financial ~~Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized~~Condition.

~~Date:~~On ~~August~~March 1422, 2007, Terayon Communication Systems, Inc. issued a press release announcing its preliminary financial results for the fourth quarter and the fiscal year ended December 31, 2006. The financial information furnished with this Current Report on Form 8-K and the attached exhibit regarding the Company’s results and financial position for completed periods is preliminary, and is subject to adjustment and change based on the completion of management’s review and the completion of the audit of the Company’s 2006 financial statements by the Company’s independent auditors and potential revisions resulting therefrom. Actual results may differ materially.

~~Terayon~~The ~~Communication~~foregoing ~~Systems,~~description ~~Inc.~~is ~~By:~~qualified /in its entirety by reference to the Registrant’s/ ~~Mark~~press release ~~Richman~~dated ~~Name:~~March 22, ~~Mark~~2007, ~~Richman~~a ~~Title:~~copy ~~Chief~~of ~~Financial~~which ~~Officer~~is attached hereto as Exhibit 99.1.

The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference to such filing.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits.


Exhibit No.		Description

99.1		Press release issued by Terayon Communication Systems, Inc. on March 22, 2007 entitled “Terayon Reports Preliminary Fourth Quarter and Fiscal Year 2006 Results”

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.

Date: March 22, 2007


Terayon Communication Systems, Inc.
By:	/s/ Mark Richman
	Name:	Mark Richman
	Title:	Chief Financial Officer

INDEX TO EXHIBITS FILED WITH
THE CURRENT REPORT ON FORM 8-K DATED MARCH 22, 2007


Exhibit		Description

99.1		Press release issued by Terayon Communication Systems, Inc. on March 22, 2007 entitled “Terayon Reports Preliminary Fourth Quarter and Fiscal Year 2006 Results”

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