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 October, 2001 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 (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 AMDOCS LIMITED FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER FOR THE MONTH OF OCTOBER, 2001 AGREEMENT TO ACQUIRE CLARIFY BUSINESS OF NORTEL NETWORKS On October 1, 2001, the registrant, Amdocs Limited ("Amdocs"), entered into an Acquisition Agreement (the "Agreement") with Nortel Networks Corporation ("Nortel Networks") to acquire substantially all of the assets of Nortel Networks' Clarify business ("Clarify"), a provider of Customer Relationship Management, or CRM, software to communications companies and other enterprise sectors, for approximately $200 million in cash. Closing under the Agreement is conditioned on, among other things, customary regulatory approvals and compliance with certain European regulations regarding the transfer of employees. The transaction contemplated by the Agreement is intended to be accounted for under the purchase accounting method under United States generally accepted accounting principles and is expected by Amdocs to be accretive to cash earnings per share in fiscal year 2002 and thereafter. Amdocs expects to incur a one-time acquisition-related charge in its first fiscal quarter ending December 31, 2001 to account for certain costs relating to the acquisition, primarily the write-off of purchased in-process research and development. Attached and incorporated herein by reference in their entirety as Exhibits are copies of the Agreement and a press release announcing the transaction. EXHIBITS EXHIBIT NO. DESCRIPTION 2.1 Acquisition Agreement dated as of October 1, 2001, between Amdocs Limited and Nortel Networks Corporation. 99.1 Amdocs Press Release dated October 2, 2001. 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 Date: October 10, 2001 /s/ THOMAS G. O'BRIEN ---------------------------------------- Thomas G. O'Brien Treasurer and Secretary Authorized U.S. Representative EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 2.1 Acquisition Agreement dated as of October 1, 2001, between Amdocs Limited and Nortel Networks Corporation. 99.1 Amdocs Press Release dated October 2, 2001.