UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

FAIR ISAAC CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		1-11689		94-1499887
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)
901 Marquette Avenue, Suite 3200
Minneapolis, Minnesota				55402-3232
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code 612-758-5200

     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 5.02		Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     On November 26, 2008, Fair Isaac Corporation announced that Charles M. Osborne, Executive Vice President and Chief Financial Officer, will retire from the Company, effective July 31, 2009. See the Company’s press release dated November 26, 2008, which is filed as Exhibit 99.1 hereto and incorporated by reference into this Item 5.02. In connection with his retirement, Mr. Osborne has entered into a Transition Agreement with the Company pursuant to which he will remain an employee of the Company through July 31, 2009 at his current base salary and will act as a consultant to the Company from August 1, 2009 through January 31, 2010 for a monthly consulting fee equal to his current monthly base salary. Mr. Osborne’s Management Agreement with the Company is not affected by the Transition Agreement.

Item 9.01		Financial Statements and Exhibits.

(d)

Exhibits.

Exhibits		Description
99.1		Press Release dated November 26, 2008

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: November 26, 2008

EXHIBIT INDEX

Exhibit No.		Description		Manner of Filing
99.1		Press Release dated November 26, 2008		Filed Electronically

Exhibit 99.1

Contact:		Investors & Analysts: John D. Emerick, Jr. Marcy K. Oelhafen Fair Isaac Corporation (800) 213-5542 investor@fairisaac.com

Fair Isaac Announces Retirement of Chief Financial Officer

MINNEAPOLIS — November 26, 2008 — Fair Isaac Corporation (NYSE:FIC), the leading provider of analytics and decision management technology, today announced that Charles M. (“Chuck”) Osborne, Executive Vice President and Chief Financial Officer, will retire from Fair Isaac effective July 31, 2009. Mr. Osborne has served as Chief Financial Officer since May 2004. Fair Isaac has retained Spencer Stuart to conduct a national search for a replacement. Mr. Osborne plans to continue in his current role until a successor is found and will then assist in the transition.

“Fair Isaac has benefited greatly from Chuck’s service over the last four years, and I would like to extend our thanks to him for all of his contributions,” said Mark Greene, CEO of Fair Isaac, “Chuck has built a talented, high integrity finance department at Fair Isaac, and I look forward to working closely with Chuck and his eventual successor through the transition period.”

“It has been a pleasure serving as Fair Isaac’s CFO over the last four years,” said Osborne. “Fair Isaac is a terrific organization that delivers a great deal of value to its customers and I wish it nothing but the best moving forward.”

About Fair Isaac

Fair Isaac Corporation (NYSE:FIC) transforms business by making every decision count. Fair Isaac’s Decision Management solutions combine trusted advice, world-class analytics and innovative applications to give organizations the power to automate, improve and connect decisions across their business. Clients in 80 countries work with Fair Isaac to increase customer loyalty and profitability, cut fraud losses, manage credit risk, meet regulatory and competitive demands, and rapidly build market share. Fair Isaac also helps millions of individuals manage their credit health through the www.myFICO.com website. Learn more about Fair Isaac at www.fairisaac.com.