UNITED STATES

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):  October 26, 2006




    ARI NETWORK SERVICES, INC.    

(Exact name of registrant as specified in its charter)



   Wisconsin   
(State or other jurisdiction
of incorporation)

 0-19608 
(Commission
File Number)

 39-1388360 
(IRS Employer
Identification No.)



11425 West Lake Park Drive, Suite 900
          Milwaukee, Wisconsin          
(Address of principal executive offices)


 53224 
(Zip Code)


Registrant’s telephone number, including area code:  (414) 973-4300


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))









Item 1.01 Entry into a Material Definitive Agreement.


On October 26, 2006, ARI Network Services, Inc. (the “Company”) entered into a Note Modification Agreement with JPMorgan Chase Bank, N.A., which increases the Line of Credit Note previously executed by the Company on July 9, 2004 to $1,000,000.  A copy of the Note Modification Agreement is included as Exhibit 10.1 to this Form 8-K.


Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

 

Exhibit No

Description

 

 

 

 

10.1

Note Modification Agreement between the Company and JPMorgan Chase Bank, N.A. dated October 26, 2006.




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SIGNATURE


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 hereunto duly authorized.



Date:  October 30, 2006

ARI NETWORK SERVICES, INC.




By:  /s/ Brian E. Dearing                                

Brian E. Dearing

Chairman and Chief Executive Officer





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EXHIBIT INDEX



Exhibit No.

Description

 

 

10.1

Note Modification Agreement between the Company and JPMorgan Chase Bank, N.A. dated October 26, 2006.








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