8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



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



                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


       Date of Report (Date of earliest event reported) February 7, 2001
                       ----------------------------------

                                LIGHTBRIDGE, INC.
               (Exact Name of Registrant as Specified in Charter)


       Delaware                      000-21319               04-3065140
   ------------------              ---------------        ------------------
(State or other jurisdic-           (Commission             (IRS Employer
 tion of incorporation)             File Number)         Identification Number)

            67 SOUTH BEDFORD STREET, BURLINGTON, MASSACHUSETTS 01803
               (Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code    (781) 359-4000
                                                    -------------------


                                 NOT APPLICABLE
          (Former Name or Former Address, if Changed Since Last Report)







ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

         On February 7, 2001, Lightbridge, Inc., a Delaware corporation
("Lightbridge"), acquired all of the outstanding capital stock of Corsair
Communications, Inc., a Delaware corporation ("Corsair"), pursuant to an Amended
and Restated Agreement and Plan of Reorganization dated as of November 8, 2000
among Lightbridge, Lightning Merger Corporation, a Delaware corporation and
wholly owned subsidiary of Lightbridge ("Merger Sub"), and Corsair (the "Merger
Agreement").

         The acquisition was effected through a reverse triangular merger (the
"Merger") in which Merger Sub was merged with and into Corsair and the surviving
corporation became a wholly owned subsidiary of Lightbridge. Pursuant to the
Merger, each of the outstanding shares of Corsair's common stock was converted
into the right to receive 0.5978 shares of common stock of Lightbridge.
Stockholders of Corsair will receive an aggregate of approximately 10.3 million
shares of Lightbridge common stock in connection with the Merger. Options to
purchase Corsair common stock that were outstanding immediately prior to the
closing of the Merger have been converted into options to purchase Lightbridge
common stock.

         Corsair is based in Palo Alto, California, and is a leading provider of
real-time pre-paid business solutions, including applications such as PrePay(TM)
and PrePay Open(TM).

         The terms of the Merger Agreement, including the number of shares of
Lightbridge common stock to be issued in respect of the previously outstanding
Corsair common stock, were the result of arm's-length negotiations between
Lightbridge and Corsair. Lightbridge intends to account for the Merger as a
pooling of interests.

         The preceding discussion is only a summary and is qualified in its
entirety by reference to the Merger Agreement, which is included as Exhibit 2.1
to this Current Report on Form 8-K and is incorporated by reference herein.

         A copy of the joint press release issued by Lightbridge and Corsair on
February 7, 2001, which announced the approval of the Merger by the stockholders
of Lightbridge and Corsair and the expected closing of the Merger, is included
as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by
reference herein.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (a)      Financial Statements of Businesses Acquired.

                  It is impractical to provide the financial statements required
                  by Item 7(a) of Form 8-K relative to Lightbridge's acquisition
                  of Corsair at the time this report is filed. Such required
                  financial statements will be filed under cover of Form 8-K/A
                  as soon as practicable, but not later than April 23, 2001.

         (b)      Pro Forma Financial Information.

                  It is impractical to provide the pro forma financial
                  statements required by Item 7(b) of Form 8-K relative to
                  Lightbridge's acquisition of Corsair at the time this





                  report is filed. Such required pro forma financial statements
                  will be filed under cover of Form 8-K/A as soon as
                  practicable, but not later than April 23, 2001.

         (c)      Exhibits.

         2.1*     Amended and Restated Agreement and Plan of Reorganization
                  dated as of November 8, 2000 among Lightbridge, Inc.,
                  Lightning Merger Corporation and Corsair Communications, Inc.

         99.1     Joint Press Release, dated February 7, 2001, entitled
                  "Lightbridge and Corsair to Complete Merger."

         -----------

         *        Incorporated by reference to Registration Statement on
                  Form S-4 of Lightbridge, Inc. (File No. 333-50196).






         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 thereunto duly authorized.


                                     LIGHTBRIDGE, INC.


                                     By:   /s/ Harlan Plumley
                                         -----------------------------
                                          Harlan Plumley
                                          Chief Financial Officer

February 9, 2001

EX-99.1

                                                                    Exhibit 99.1



FOR IMMEDIATE RELEASE


INVESTOR RELATIONS:                    PUBLIC RELATIONS:

Harlan Plumley                         Jennifer Meyer/Nicole Wolf
CFO, Lightbridge, Inc.                 PAN Communications for Lightbridge, Inc.
781/359-4000                           978/474-1900
hplumley@lightbridge.com               lightbridge@pancomm.com
- ------------------------               -----------------------

     LIGHTBRIDGE AND CORSAIR TO COMPLETE MERGER
Global Alliance Results in End-to-End Customer Acquisition and Retention

Solution for the Wireless Industry



BURLINGTON, MASS. -- FEBRUARY 7, 2001 -- LIGHTBRIDGE, INC. (NASDAQ: LTBG), A
leading enabler of customer relationship management solutions for communications
service providers, and Corsair Communications, Inc. (Nasdaq: CAIR), a leading
provider of real-time, pre-paid billing systems for the global wireless
industry, today announced their respective shareholders have approved the merger
under the terms of the amended and restated merger agreement dated November 8,
2000. The combined company will operate under the Lightbridge Nasdaq symbol
(Nasdaq:LTBG). The closing of the merger is scheduled for later today.

Under the terms of the Agreement, at the close of the merger today, Lightbridge
will have issued 0.5978 of a share of its common stock for each share of Corsair
common stock outstanding. The total number of shares to be issued by Lightbridge
at the closing is approximately 10.3 million and the transaction is expected to
be accounted for as a pooling of interests.

The strategic decision to acquire Corsair is based, in part, on the
telecommunications industry's need for customer acquisition, management and
retention products and services for the global wireless industry. The merger
strengthens Lightbridge's leadership position by creating a comprehensive suite
of products and services for wireless customer management.

Based in Palo Alto, Calif., Corsair Communications is a leading provider of
real-time pre-paid business solutions, including applications such as PrePay(TM)
and PrePay Open(TM). The merger is expected to enable Lightbridge to pursue a
wide array of new opportunities in the global telecommunications market,
building on Lightbridge's strong presence in the United States and Corsair's
success internationally.





"This merger clearly leverages each company's individual assets into a suite of
offerings with strengths greater than the sum of the parts," said Pamela D.A.
Reeve, CEO of Lightbridge, Inc. "Lightbridge is in a very advantageous position,
as we look to change the face of wireless customer management as we know it
today. With our combined size, international resources and industry-wide
expertise, we are well positioned to meet the needs of the evolving global
wireless industry."

The matters discussed in this press release include forward-looking statements
that may involve a number of risks and uncertainties. Actual results may vary
materially from those contained in forward-looking statements based on a number
of factors, including, without limitation, (i) dependence on a limited number of
clients, (ii) continuing rapid change in the telecommunications industry that
may affect both Lightbridge and its clients, (iii) uncertainties associated with
Lightbridge's ability to develop new products, services and technologies, (iv)
market acceptance of Lightbridge's new products and services and continuing
demand for Lightbridge's products and services by telecommunications companies,
(v) the impact of competitive products, services and pricing on both Lightbridge
and its clients, (vi) changing economic conditions, (vii) integration, employee
retention, and other risks associated with acquisitions including the Corsair
merger, (viii) the company's ability to execute on its plans, (ix) customer
concentration, and (x) the factors disclosed in Lightbridge's filings with the
U.S. Securities and Exchange Commission. Lightbridge undertakes no obligation to
update any forward-looking statements.


ABOUT LIGHTBRIDGE, INC.

Lightbridge, Inc. (Nasdaq: LTBG) provides customer relationship management
solutions that enable communications service providers to initiate and maintain
relationships with their subscribers. Clients ranging from large established
carriers to emerging service providers worldwide rely on Lightbridge's
Telesto(R) network of integrated customer acquisition and risk management
solutions to forge enduring customer relationships. Lightbridge's traditional
and Web-based offerings are designed to facilitate rapid application approval,
minimize fraud and expand the opportunity to retain high-value customers.
Carriers also depend on Lightbridge as a valuable partner, which can leverage
its diverse range of business consulting services to enhance customer
profitability and operational efficiencies. For more information visit
www.lightbridge.com.
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FraudBuster, Alias, Telesto and Lightbridge are registered trademarks and RMS,
CAS, @Risk and the Lightbridge logo are trademarks of Lightbridge, Inc.

PrePay and PhoneFuel logos are pending registered trademarks of Corsair
Communications.

All other trademarks are the properties of their respective owners.