SEC FORM 4

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^*

ARCHER DENNIS W

(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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/28/2014

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

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	03/28/2014		M		85,452	A	$0.0000	85,452	D
Common stock	03/28/2014		M		21,244	A	$0.0000	106,696	D
Common stock	03/28/2014		M		16,666	A	$0.0000	123,362	D
Common stock	03/28/2014		M		15,233	A	$0.0000	138,595	D
Common stock	03/28/2014		M		14,747	A	$0.0000	153,342	D
Common stock	03/28/2014		M		12,121	A	$0.0000	165,463	D
Common stock	03/28/2014		M		11,208	A	$0.0000	176,671	D
Common stock	03/28/2014		M		7,072	A	$0.0000	183,743	D
Common stock	03/28/2014		M		6,069	A	$0.0000	189,812	D
Common stock	03/28/2014		M		5,185	A	$0.0000	194,997	D
Common stock	03/28/2014		M		5,071	A	$0.0000	200,068	D
Common stock	03/28/2014		M		4,761	A	$0.0000	204,829	D
Common stock	03/28/2014		M		4,203	A	$0.0000	209,032	D
Common stock	03/28/2014		M		3,463	A	$0.0000	212,495	D
Common stock	03/28/2014		M		1,077	A	$0.0000	213,572	D
Common stock	03/28/2014		M		999	A	$0.0000	214,571	D
Common stock								200	I	By IRA

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)
Dividend Equivalent Rights	⁽¹⁾	03/28/2014		M			5,071	⁽¹⁾	⁽¹⁾	Common stock	5,071	$0.0000	0.0000⁽²⁾	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			1,077	⁽⁴⁾	⁽⁴⁾	Common stock	1,077	$0.0000	125,767	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			3,463	⁽⁴⁾	⁽⁴⁾	Common stock	3,463	$0.0000	122,304	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			4,203	⁽⁴⁾	⁽⁴⁾	Common stock	4,203	$0.0000	118,101	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			4,761	⁽⁴⁾	⁽⁴⁾	Common stock	4,761	$0.0000	113,340	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			6,069	⁽⁴⁾	⁽⁴⁾	Common stock	6,069	$0.0000	107,271	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			7,072	⁽⁴⁾	⁽⁴⁾	Common stock	7,072	$0.0000	100,199	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			14,747	⁽⁴⁾	⁽⁴⁾	Common stock	14,747	$0.0000	85,452	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			85,452	⁽⁴⁾	⁽⁴⁾	Common stock	85,452	$0.0000	0.0000	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			999	03/27/2014⁽⁵⁾	⁽⁵⁾	Common stock	999	$0.0000	0.0000	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			12,121	08/22/2011⁽⁵⁾	⁽⁵⁾	Common stock	12,121	$0.0000	0.0000	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			16,666	08/23/2010⁽⁵⁾	⁽⁵⁾	Common stock	16,666	$0.0000	0.0000	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			5,185	08/24/2009⁽⁵⁾	⁽⁵⁾	Common stock	5,185	$0.0000	21,244	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			21,244	08/24/2009⁽⁵⁾	⁽⁵⁾	Common stock	21,244	$0.0000	0.0000	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			11,208	08/26/2013⁽⁵⁾	⁽⁵⁾	Common stock	11,208	$0.0000	0.0000	D
Restricted Stock Units	⁽³⁾	03/28/2014		M			15,233	08/27/2012⁽⁵⁾	⁽⁵⁾	Common stock	15,233	$0.0000	0.0000	D

Explanation of Responses:

1. Settlement of dividend equivalent rights in connection with vesting of the restricted stock units ("RSUs"). The rights accrued when and as dividends were paid on Compuware common stock and became exercisable proportionately with the RSUs to which they related. Each dividend equivalent right is in the form of RSUs and is the economic equivalent of one share of Compuware common stock.

2. Fractional units are rounded down to the nearest whole share and cancelled.

3. 1 for 1

4. Restricted stock units ("RSUs") vest 100% on the grant date and, pursuant to the terms of the award agreement, are payable in common stock within 30 days after the date the director ceases to be a member of the Board of Directors. This transaction is reporting the settlement of the award following the Reporting Person's separation from service on the Board.

5. Restricted stock units ("RSUs") vest 100% on the date immediately preceding the next annual meeting of shareholders following the grant date. RSUs are subject to a deferral election executed by the Reporting Person and are payable in common stock within 30 days after the date the director ceases to be a member of the Board of Directors. This transaction is reporting the settlement of the award following the Reporting Person's separation from service on the Board.

	By: /s/ Daniel S. Follis, Jr., Attorney-in-Fact	03/28/2014
	** 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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