SEC FORM 4/A

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KARMANOS PETER

(Last)

(First)

(Middle)

ONE CAMPUS MARTIUS

(Street)

DETROIT

48226-5099

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
COMPUWARE CORP [ CPWR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President,CEO,Board Chairman

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/25/2005

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								459,996	I	Bond Ltd. Partnership
Common Stock								379,192	I	ESOP/401K
Common Stock								6,421,000⁽¹⁾	I	Karmonos Stock LLC
Common Stock								5,348,982	I	Stock Ltd. Partnership
Common Stock								47,272	I	Trusts FBO Children
Common Stock	08/24/2005		M⁽²⁾		40,000⁽²⁾	A	$2.75	3,359,922	I	Revoc. Living Trust
Common Stock	08/24/2005		P		2,165	A	$8.36	3,362,087	I	Revoc. Living Trust
Common Stock	08/24/2005		P		12,729	A	$8.39	3,374,816	I	Revoc. Living Trust
Common Stock	08/24/2005		P		3,193	A	$8.48	3,378,009	I	Revoc. Living Trust
Common Stock	08/24/2005		P		83,350	A	$8.5	3,461,359	I	Revoc. Living Trust
Common Stock	08/24/2005		P		9,743	A	$8.51	3,471,102	I	Revoc. Living Trust
Common Stock	08/24/2005		P		6,820	A	$8.55	3,477,922⁽³⁾	I	Revoc. Living Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (right to buy)	$2.75	08/24/2005		M⁽²⁾			40,000⁽²⁾	10/25/1998	10/25/2005	Common Stock	40,000	$0.00	0	D

Explanation of Responses:

1. Shares subject to a previously reported forward purchase contract.

2. Mr. Karmanos paid the exercise price and taxes to purchase 40,000 shares of Compuware Corporation common stock that he had an option to purchase. Mr. Karmanos did not sell any stock and paid for the costs of the option exercise out of his own funds. Mr. Karmanos will hold the 40,000 shares of common stock.

3. Total revised to reflect gifts of 182,531 shares that occurred prior to the August 24, 2005 transactions but which were not previously reported.

Remarks:

	/s/ Peter Karmanos, Jr.	03/14/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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