<DOCUMENT>
<TYPE>424B3
<SEQUENCE>1
<FILENAME>jd12-2_prospectus.txt
<TEXT>
Prospectus Supplement                           Filed Pursuant to Rule 424(b)(3)
(To Prospectus dated August 19, 2003)           Registration Number 333-106391


                                  $420,000,000

                            COMVERSE TECHNOLOGY, INC.

             Zero Yield Puttable Securities (ZYPS) due May 15, 2023
                  initially convertible into 23,366,574 shares
                   of Common Stock, par value $.10 per share

                              ---------------------

           This prospectus supplement relates to the resale by holders of our
           Zero Yield Puttable Securities (ZYPS) due May 15, 2023, or ZYPS, and
           the shares of common stock issuable upon conversion of the ZYPS. This
           prospectus supplement is part of and should be read in conjunction
           with our prospectus dated August 19, 2003, and the information
           incorporated therein by reference.


           NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
           SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES
           OR DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANY
           REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

                                 ---------------

           The date of this prospectus supplement is December 2, 2003.


<PAGE>
           The information appearing in the following table supplements the
           information in the table under the caption "Selling Holders,"
           beginning on page 36 of our prospectus and was provided by or on
           behalf of the selling holders.


<TABLE>
<CAPTION>
                                               PRINCIPAL                      NUMBER OF                          NUMBER OF SHARES
                                            AMOUNT OF ZYPS                    SHARES OF          NUMBER OF        OF COMMON STOCK
                                             BENEFICIALLY     PERCENTAGE     COMMON STOCK       SHARES OF          BENEFICIALLY
                                              OWNED AND         OF ZYPS      BENEFICIALLY      COMMON STOCK       OWNED  AFTER
 SELLING HOLDER                             OFFERED HEREBY    OUTSTANDING     OWNED(1)(2)     TO BE SOLD(1)      THE OFFERING(2)
 --------------                             --------------    -----------     -----------     -------------      ---------------
<S>                                         <C>               <C>             <C>              <C>               <C>
 Argent Classic Convertible
 Arbitrage Fund II, L.P. ..................        500,000        *            27,817            27,817                --

 Nisswa Master Fund Ltd. ..................      1,500,000        *            83,452            83,452                --

 TCW Group Inc. ...........................      8,885,000      2.11%          494,314          494,314                --

-----------------------------------------
  *       Less than 1%.

</TABLE>


(1)  Assumes conversion of the full amount of ZYPS held by such holder at the
     initial conversion rate of 55.6347 shares per $1,000 principal amount of
     ZYPS; such conversion rate is subject to adjustment as described under
     "Description of the ZYPS--Conversion Rights." Accordingly, the number of
     shares of common stock issuable upon conversion of the ZYPS may increase or
     decrease from time to time. Under the terms of the indenture, cash will be
     paid in lieu of issuing fractional shares, if any, upon conversion of the
     ZYPS. Furthermore, the rights of the holders of ZYPS to convert their ZYPS
     into shares of common stock are subject to certain conditions described
     under "Description of ZYPS - Conversion Rights."

(2)  The number of shares of common stock beneficially owned by each holder
     named in this prospectus supplement is less than 1% of CTI's outstanding
     common stock as of December 1, 2003.


                                       2

</TEXT>
</DOCUMENT>