UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
NOTIFICATION OF LATE
FILING
SEC File Number:
0-30141
CUSIP Number: 538146 10
1
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(Check
One):
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x Form
10-K
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¨ Form
20-F
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¨ Form
11-K
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¨ Form
10-Q
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¨ Form
10D
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¨ Form
N-SAR
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¨ Form
N-CSR
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For
Period Ended:
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December
31, 2006
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¨
Transition Report on Form 10-K
¨
Transition Report on Form 20-F
¨
Transition Report on Form 11-K
¨
Transition Report on Form 10-Q
¨
Transition Report on Form N-SAR
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For
the Transition Period Ended:
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Read
Instruction (on back page) Before Preparing Form. Please Print or
Type.
Nothing
in this form shall be construed to imply that the Commission has
verified
any information contained herein.
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If
the notification relates to a portion of the filing checked above,
identify Item(s) to which the notification relates:
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PART
I — REGISTRANT INFORMATION
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LIVEPERSON,
INC.
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Full
Name of Registrant
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Former
Name if Applicable
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462
SEVENTH AVENUE, 3rd FLOOR
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Address
of Principal Executive Office (Street
and Number)
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NEW
YORK, NEW YORK 10018
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City,
State and Zip Code
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PART
II — RULES 12b-25(b) AND (c)
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If
the subject report could not be filed without unreasonable effort
or
expense and the registrant seeks relief pursuant to Rule 12b-25(b),
the
following should be completed. (Check box if
appropriate.)
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(a)
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The
reasons described in reasonable detail in Part III of this form could
not be eliminated without unreasonable effort or expense;
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x
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(b)
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The
subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K, Form N-SAR or Form N-CSR, or portion
thereof, will be filed on or before the fifteenth calendar day following
the prescribed due date; or the subject quarterly report or transition
report on Form 10-Q or subject distribution report on Form 10-D, or
portion thereof will be filed on or before the fifth calendar day
following the prescribed due date; and
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(c)
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The
accountant’s statement or other exhibit required by Rule 12b-25(c) has
been attached if applicable.
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PART
III — NARRATIVE
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State
below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K,
10-Q, N-SAR, N-CSR or the transition report, or portion thereof,
could not
be filed within the prescribed time period.
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LivePerson,
Inc. seeks this extension because we required additional time to
complete
our audited financial statements for the fiscal year ended December
31,
2006. Accordingly, we were unable to file our Annual Report on Form
10-K
in the prescribed period without unreasonable effort or expense.
As of the
time of this filing, we have completed our Annual Report on Form
10-K for
the fiscal year ended December 31, 2006, and we intend to file our
Report
on Form 10-K today, March 19, 2007, following the filing of this
Form
12b-25.
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PART
IV — OTHER INFORMATION
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| (1) |
Name
and telephone number of person to contact in regard to this
notification
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TIMOTHY
E. BIXBY - PRESIDENT, CHIEF FINANCIAL OFFICER AND
SECRETARY
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(212)
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609-4200
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(Name)
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(Area
Code)
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(Telephone
Number)
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| (2) |
Have
all other periodic reports required under Sections 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months or for such shorter
period that the registrant was required to file such report(s) been
filed?
If the answer is no, identify report(s). x Yes¨ No
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| (3) |
Is
it anticipated that any significant change in results of operations
from
the corresponding period for the last fiscal year will be reflected
by the
earnings statements to be included in the subject report or portion
thereof? x Yes¨ No
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If
so, attach an explanation of the anticipated change, both narratively
and
quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be
made.
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Our
Form
10-K for
the
year ended December 31, 2006 could not be filed within the prescribed time
period because we required additional time to complete our audited financial
statements for the fiscal year ended December 31, 2006. This Form 12b-25
requires us to provide an explanation of any anticipated significant change
in
results of operations from the last fiscal year that will be reflected by the
earnings statements to be included in our Form 10-K. As of the time of this
filing, we have completed and intend to file today our Annual Report on Form
10-K for the fiscal year ended December 31, 2006 following the filing of this
Form 12b-25. Therefore, we refer readers to our Annual Report on Form 10-K
in
response to Question (3) of Part IV above.
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LIVEPERSON,
INC.
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(Name
of Registrant as Specified in Charter)
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has
caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
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Date
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MARCH
19, 2007
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By
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/s/
TIMOTHY E. BIXBY
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| TIMOTHY E. BIXBY | ||||||
| President, Chief Financial Officer | ||||||
| and Secretary | ||||||
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See
18 U.S. Code 1001).