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^*

KARMANOS PETER

(Last)

(First)

(Middle)

COMPUWARE CORPORATION

ONE CAMPUS MARTIUS

(Street)

DETROIT

48226

(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)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2012

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	04/14/2012		M		34,762	A	$0.0000	684,645⁽¹⁾	D
Common stock	03/30/2012		G	V	5,417	D	$0⁽²⁾	2,961,374	I	Stock Ltd. Ptnrship
Common stock	03/30/2012		G	V	10,834	D	$0⁽³⁾	2,950,540	I	Stock Ltd. Ptnrship
Common stock	03/30/2012		G	V	16,431	D	$0⁽⁴⁾	2,934,109	I	Stock Ltd. Ptnrship
Common stock								1,130,782⁽⁵⁾	I	Revoc. Living Trust
Common stock								47,272	I	Trusts FBO Children
Common stock								11,000⁽⁶⁾	I	Wife, UTMA Cust for Sons

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)
Restricted Stock Units	⁽⁷⁾	04/14/2012		M			34,792	04/14/2011	⁽⁸⁾	Common stock	34,792	$0.0000	69,494	D

Explanation of Responses:

1. Ownership of 98,595 shares were transferred from Direct to Revocable Living Trust.

2. Shares gifted to the Detroit Institute of Arts.

3. Shares gifted to ACLU of Michigan.

4. Shares gifted to St. Nicholas Greek Orthodox Church.

5. Revocable Living Trust ownership includes 98,595 shares transferred from Direct.

6. Shares transferred to spouse as Custodian for sons under Uniform Transfer to Minors Act. Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed as admission that the Reporting Person is the Beneficial Owner of them.

7. 1 for 1

8. RSUs vest 25% annually on the anniversary of the award date. This transaction is reporting the vesting of one quarter of the award.

	By: /s/ Daniel S. Follis, Jr., Attorney-in-Fact	04/17/2012
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.