SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of March, 2004
Commission File Number 1-14840
AMDOCS LIMITED
Suite 5, Tower Hill House Le Bordage
St. Peter Port, Island of Guernsey, GY1 3QT Channel Islands
Amdocs, Inc.
1390 Timberlake Manor Parkway, Chesterfield, Missouri 63017
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F:
FORM 20-F X FORM 40-F
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Indicate by check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information to the
Commission pursuant to rule 12g3-2(b) under the Securities Exchange Act of 1934:
YES NO X
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On March 2, 2004, Amdocs Limited, a corporation organized under the
laws of the Island of Guernsey ("Amdocs"), announced that it has entered into
an agreement to sell $450 million aggregate principal amount of its 0.50%
Convertible Senior Notes due 2024 (the "Notes") through a previously announced
private placement to qualified institutional buyers pursuant to Rule 144A under
the Securities Act of 1933, as amended. Amdocs granted the initial purchasers
of the Notes an option to purchase up to an additional $67.5 million to cover
over-allotments. Amdocs has also agreed to use approximately $170.1 million of
the proceeds of the offering to repurchase approximately 6.1 million of its
ordinary shares sold short by purchasers of the Notes in negotiated
transactions concurrently with this offering.
Attached as Exhibit 99.1 and incorporated herein by reference in its
entirety is a copy of a press release dated March 2, 2004.
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SIGNATURES
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.
AMDOCS LIMITED
/s/ THOMAS G. O'BRIEN
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Thomas G. O'Brien
Treasurer and Secretary
Authorized U.S. Representative
Date: March 2, 2004
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Amdocs Limited Press Release dated March 2, 2004.