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~~November 152, 2012

STRATASYS, INC.
(Exact name of registrant as specified in its charter)

Delaware	1-13400	36-3658792
(State or other jurisdiction of	(Commission File No.)	(IRS Employer Identification No.)
incorporation)

7665 Commerce Way
Eden Prairie, Minnesota 55344
(Address of principal executive offices and zip code)

(952) 937-3000
(Registrant's telephone number, including area code)

N/A
(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):

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))

Item 12.0102. ~~Entry~~Results ~~into~~of aOperations ~~Material~~and ~~Definitive~~Financial ~~Agreement~~Condition.

On ~~October~~November ~~18, 2012, we entered into Amendment No.~~ 2 ~~( “Amendment No. 2”) to the Agreement and Plan of Merger (the “Merger Agreement”)~~, ~~dated as of April 13,~~ 2012, ~~by and among Stratasys, Inc., Objet Ltd., an Israeli~~we ~~corporation~~announced ~~(“Objet”),~~our ~~Seurat~~financial ~~Holdings~~results ~~Inc.,~~for a Delaware corporation and an indirect wholly owned subsidiary of Objet (“Holdco”), and Oaktree Merger Inc., a Delaware corporation and a direct wholly owned subsidiary of Holdco, as amended by Amendment No. 1 to the ~~Merger~~third ~~Agreement,~~quarter ~~dated~~ended ~~as of~~ September 30, 2012~~, to,~~. ~~among~~A ~~other~~copy ~~things, further extend the End Date under the Merger Agreement from October 19, 2012, to December 6, 2012. Under Section 8.1.2.1~~ of the ~~Merger Agreement,~~press ~~either~~release ~~Stratasys~~announcing ~~or Objet may terminate~~ the ~~Merger~~results ~~Agreement upon written notice to the other party if the Merger~~ is ~~not~~furnished ~~consummated on or before the End Date,~~ as ~~amended.~~Exhibit ~~Amendment No~~99. ~~2 also amended the Merger Agreement to~~1 ~~provide~~to ~~that~~this ~~either~~Current ~~Stratasys~~Report ~~or Objet could terminate the Merger Agreement if one of us concludes that a mitigation plan proposed by the Committee~~ on ~~Foreign Investment~~Form in8-K ~~the United States~~ (“~~CFIUS~~Form 8-K”) could result in an adverse effect on the combined company following the merger and to provide that neither party can demand a closing of the merger until clearance of the merger by CFIUS or by the President of the United States in accordance with the Defense Production Act of 1950, as amended.

~~The~~In ~~foregoing~~accordance ~~summary~~with isGeneral ~~qualified~~Instruction B2 to Form 8-K, the information in this ~~its~~Item ~~entirety~~2.02, byincluding ~~reference~~Exhibit 99.1, shall not be deemed to ~~the~~be “filed” for ~~text~~the purposes of ~~Amendment~~Section ~~No.~~18 2,of athe ~~copy~~Securities ofExchange ~~which~~Act isof ~~filed~~1934, as ~~Exhibit~~amended, and ~~10.1~~shall tonot ~~this~~be incorporated by reference into any filing under the Securities ~~Current~~Act ~~Report~~of on1933, ~~Form~~as ~~8-K~~amended, ~~and~~except isas ~~incorporated~~shall ~~herein~~be expressly set forth by specific reference in such filing.

Item 8.01. Other Events.

On October 18, 2012, Stratasys and Objet announced that on October 15, 2012, they had withdrawn their Joint Voluntary Notice under the Defense Production Act of 1950 and on October 16, 2012, had resubmitted it to the Committee on Foreign Investment in the United States (“CFIUS”) to provide for an additional 45-day review period, which expires on November 30, 2012. The companies also announced that they had agreed to amend their Merger Agreement to, among other things, extend the end date under the Merger Agreement to December 6, 2012. A copy of the press release making such announcements is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No.		Description
10.1		Amendment No. 2 to Agreement and Plan of Merger, dated as of October 18, 2012.
99.1		Press Release issued by Stratasys, Inc. on November 2, 2012 regarding financial results for the third quarter ended September 30, 2012.
99.1		Press Release issued by Stratasys, Inc. on October 18, 2012.

1IMPORTANT ADDITIONAL INFORMATION FILED WITH THE SEC

On April 13, 2012, Stratasys, Inc., Objet Ltd., Seurat Holdings, Inc. and Oaktree Merger Inc. entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which Seurat Holdings will merge with Stratasys (the “Merger”), and Stratasys will be the surviving corporation of the Merger and become an indirect wholly owned subsidiary of Objet. In connection with the proposed Merger, Objet filed a registration statement on Form F-4 with the SEC on June 8, 2012, which includes a proxy statement of Stratasys and a prospectus of Objet, as well as other relevant materials in connection with the proposed transaction. Stratasys concurrently filed the same proxy statement/prospectus with the SEC. The SEC declared the proxy statement/prospectus effective on August 8, 2012, and Stratasys mailed the proxy statement/prospectus to Stratasys stockholders on or about August 14, 2012 for purposes of soliciting proxies for voting in favor of adopting the Merger Agreement at a special meeting of Stratasys stockholders held on September 14, 2012. Stratasys stockholders adopted the merger agreement at that meeting. Investors and stockholders are urged to read the proxy statement/prospectus and the other relevant materials because these materials contain important information about Stratasys, Objet and the proposed Merger. The proxy statement/prospectus and other relevant materials filed with the SEC may be obtained free of charge at the SEC’s web site at www.sec.gov or via our website at www.stratasys.com. Stockholders may also obtain a copy of our SEC filings free of charge upon written request to Stratasys, Attention: Shane Glenn, Director of Investor Relations, 7665 Commerce Way, Eden Prairie, Minnesota 55344.

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

~~Statements~~All instatements ~~this~~herein ~~document~~that ~~regarding~~are ~~the~~not historical ~~proposed~~facts ~~transaction~~or ~~between Stratasys~~that ~~and~~include ~~Objet~~such words as “expects,” ~~including~~“anticipates,” “projects,” ~~without~~“estimates,” ~~limitation~~“vision,” ~~the~~“could,” ~~expected~~“potential,” ~~timetable~~“plan”, ~~for~~“intends”, ~~completing~~“desires”, ~~the~~“assume” ~~transaction,~~or ~~statements~~“believes” ~~related~~or tosimilar ~~the~~words ~~anticipated~~expressing ~~consummation~~ our view of, confidence ~~the~~in ~~proposed~~or ~~combination~~optimism ofwith ~~Stratasys~~respect ~~and~~to ~~Objet,~~future ~~statements~~events ~~regarding~~constitute ~~regulatory~~forward-looking ~~review~~statements covered by the safe harbor protection of the ~~transaction,~~Private Securities ~~management~~Litigation Reform Act of 1995. Except for the ~~combined~~historical ~~company~~information herein, the matters discussed in this news ~~benefits~~release ofare forward-looking statements that involve risks and uncertainties. These include statements regarding the ~~proposed~~expected ~~combination,~~timing and ultimate closing of the ~~future~~merger with Objet, as well as the financial ~~performance~~and operating results of the combined company after, and the ~~proposed~~anticipated ~~combination~~benefits of, ~~and~~the ~~any~~merger; ~~other statements~~the ~~regarding~~successful ~~future~~conclusion ~~expectations,~~of ~~beliefs,~~the ~~goals,~~review ~~plans~~of orour ~~prospects~~merger ~~constitute~~with Objet by the Committee on ~~forward-looking~~Foreign ~~statements~~Investment ~~within~~in the ~~meaning~~United States (CFIUS); the size of the ~~Private~~3D ~~Securities~~printing ~~Litigation~~market; ~~Reform~~our ~~Act~~objectives offor ~~1995.~~the ~~Any~~marketing ~~statements~~and ~~that~~sale ~~are~~of ~~not~~our ~~statements~~Dimension® of, ~~historical~~uPrint® ~~fact~~and ~~(including~~Mojo® ~~statements~~3D ~~containing~~Printers; ~~“believes,”~~our ~~“anticipates,”~~support removal ~~“plans,”~~systems; ~~“expects,”~~and ~~“may,”~~our ~~“will,”~~Fortus® ~~“would,”~~3D ~~“intends~~Production Systems,” ~~“estimates”~~particularly ~~and~~for ~~similar~~use ~~expressions~~in direct digital manufacturing (DDM); ~~should~~the ~~also~~demand befor ~~considered~~our proprietary consumables; the expansion of our paid parts service; and our beliefs with respect to bethe growth in the demand for our products. Actual results may differ from those expressed or implied in our forward-looking statements. ~~There~~Such forward-looking statements involve and are asubject ~~number~~to ofcertain ~~important~~risks ~~factors~~and uncertainties, ~~that~~which ~~could~~may cause our actual results ~~or events~~ to differ materially from those ~~indicated~~discussed byin ~~such~~a forward-looking statement. Risks and uncertainties that may ~~statements,~~affect ~~including:~~our ~~the~~business include our ability ofto ~~each~~penetrate ofthe ~~Stratasys~~3D ~~and~~printing ~~Objet~~market; our ability to ~~satisfy~~achieve the ~~closing~~ ~~conditions~~growth ~~and~~rates ~~consummate~~experienced ~~the~~in ~~transaction~~preceding quarters; ~~the~~our ability ~~risk~~to ~~that~~introduce, produce and market consumable materials, and the ~~businesses~~market ~~may~~acceptance ~~not~~of bethese ~~integrated successfully~~materials; the ~~risk~~impact ~~that~~of ~~the~~competitive ~~transaction~~products ~~may~~and ~~involve~~pricing; ~~unexpected~~our ~~costs~~timely ordevelopment ~~unexpected~~of ~~liabilities;~~new ~~the~~products ~~risk~~and ~~that~~materials ~~synergies~~and ~~from~~market ~~the~~acceptance of ~~transaction~~those ~~may~~products ~~not~~and bematerials; ~~fully~~the ~~realized~~success orof ~~may~~our ~~take~~recent ~~longer~~R&D initiative to expand ~~realize~~the ~~than expected~~DDM capabilities of our core FDM technology; the ~~risk~~success ~~that~~of ~~management’s~~our RedEye ~~focus~~On onDemand™ and ~~disruptions~~other ~~arising~~paid ~~from~~parts services; our ability to obtain the necessary ~~transaction~~approvals, ~~make~~including itapproval ~~more~~by ~~difficult~~CFIUS, and to ~~maintain~~satisfy ~~relationships~~the ~~with~~necessary ~~customers,~~closing ~~employees,~~conditions orin ~~suppliers;~~order ~~and~~to successfully close the ~~other~~proposed ~~risks~~merger ~~set~~with ~~forth~~Objet; inour ability ~~the~~to ~~definitive~~successfully ~~proxy statement/prospectus~~integrate ~~filed~~and ~~with~~market the ~~SEC~~combined bycompany’s ~~Stratasys~~products; the oncombined ~~August~~company’s 8,ability ~~2012,~~to asachieve ~~well as~~ the ~~other~~expected ~~factors~~revenue ~~described~~targets; in the combined ~~filings~~company’s ~~that~~ability ~~Stratasys~~to ~~makes~~attract ~~with~~and retain management; and the ~~SEC~~combined ~~from~~company’s ~~time~~ability to ~~time~~protect and defend intellectual property. IfThese ~~one~~statements represent orbeliefs ~~more~~and expectations only as of ~~these~~the ~~factors~~date ~~materialize,~~they orwere ifmade. ~~any~~We may ~~underlying~~elect ~~assumptions~~to ~~prove~~update ~~incorrect~~forward-looking statements, ~~the~~but ~~transactions~~we ~~described~~expressly ~~herein~~disclaim ~~may~~any ~~not~~obligation beto ~~successfully~~do ~~consummated~~so, ~~and~~even if ~~consummated~~our beliefs and expectations change. In addition to the ~~actual~~statements ~~results~~described above, such forward-looking statements are subject to ~~performance~~the risks and uncertainties described more fully in our reports filed or ~~achievements~~to ofbe filed with the ~~combined~~Securities ~~company~~and ~~may~~Exchange ~~vary~~Commission, ~~materially~~including ~~from~~our ~~any~~annual reports ~~future~~on ~~results~~Form 10-K, ~~performance~~quarterly orreports ~~achievements~~on ~~expressed~~Form or10-Q ~~implied~~and bycurrent ~~these~~reports on Form ~~forward~~8-~~looking statements~~K.

In addition, the statements in this document reflect the expectations and beliefs of Stratasys as of the date of this document. Stratasys anticipates that subsequent events and developments will cause its expectations and beliefs to change. However, while Stratasys may elect to update these forward-looking statements publicly in the future, it specifically disclaims any obligation to do so. The forward-looking statements of Stratasys do not reflect the potential impact of any future dispositions or strategic transactions, including the Merger that may be undertaken. These forward-looking statements should not be relied upon as representing Stratasys’ views as of any date after the date of this document.

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.

	~~STRATASYS, INC.~~	STRATASYS, INC.
Date: October 18, 2012	By:	/s/Robert F. Gallagher
Date: November 5, 2012		By:	/s/ Robert F. Gallagher
		Robert F. Gallagher
		Name:	Robert F. Gallagher
		Executive Vice President and
		Title:	Executive Vice President and
		~~Chief Financial Officer~~	Chief Financial Officer

Exhibit Index

Exhibit No.		Description
10.1		Amendment No. 2 to Agreement and Plan of Merger, dated as of October 18, 2012.
99.1		Press Release issued by Stratasys, Inc., dated November 2, 2012, announcing financial results for the third quarter ended September 30, 2012.
99.1		Press Release issued by Stratasys, Inc. on October 18, 2012.

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