X0205 3/A 2011-05-31 2011-06-10 0 0001094348 Mattersight Corp MATR 0001309440 Danson Christopher Joseph 200 S. WACKER DRIVE, SUITE 820 CHICAGO IL 60606 0 1 0 0 Executive VP, Delivery Common Stock 334562 D Common Stock 333 I By spouse Employee Stock Option (right to buy) 10.54 2018-02-19 Common Stock 35000 D Employee Stock Option (right to buy) 21.95 2017-02-20 Common Stock 40000 D 7% Series B Convertible Preferred Stock 5.10 Common Stock 2356 D Due to a clerical error, the amount of shares in the original Form 3 (and subsequent reports) was over-reported by 11,122 shares. This error has been corrected in this amended report, which shows the correct holdings as of May 31, 2011. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. The options vested 25% on February 28, 2009 and the remaining options vest at 6.25% per quarter for 12 quarters. Fully vested. 7% Series B Convertible Preferred Stock purchased through rights offering. Not Applicable William B. Noon, Attorney-in-fact 2012-05-01