Allot — Interim / Quarterly Report 2012

May 21, 2012

FORM 6-K/A

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2012 Commission File Number: 001-33129

Allot Communications Ltd. (Translation of registrant's name into English)

22 Hanagar Street Neve Ne’eman Industrial Zone B Hod-Hasharon 45240 Israel (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐ No ☒

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ___

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EXPLANATORY NOTE

Allot Communications Ltd. (the “Company”) is submitting this amended Report on Form 6-K (this “Form 6-K/A”) to amend the Report on Form 6-K submitted to the Securities and Exchange Commission on May 1, 2012 containing press releases announcing the quarterly results for the quarter ended March 31, 2012 and signing of a definitive agreement to acquire Ortiva Wireless, Inc. (the “Original Submission”). The Company is submitting this Form 6-K/A solely to furnish the financial statements for the quarter ended March 31, 2012, as previously provided with its press release dated May 1, 2012, which were inadvertently omitted in the Original Submission. The financial statements are attached to this Form 6-K/A as Exhibit 99.1. The remainder of the information contained in the Original Submission is unchanged.

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.

Allot Communications Ltd.

By: /s/ Donna Rahav Donna Rahav Deputy General Counsel

Date: May 21, 2012

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The following exhibit has been filed as part of this Form 6-K/A:

Exhibit Description 99.1 Consolidated Financial Statements of Allot Communications Ltd. and its subsidiaries as of March 31, 2012

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TABLE - 1 ALLOT COMMUNICATIONS LTD. AND ITS SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (U.S. dollars in thousands, except share and per share data)

Three Months Ended March 31, 2012 2011 (Unaudited)

Revenues $ 24,217 $ 17,183 Cost of revenues 6,901 4,852 Gross profit 17,316 12,331

Operating expenses: Research and development costs, net 4,010 2,971 Sales and marketing 7,755 6,314 General and administrative 2,774 1,427 Total operating expenses 14,539 10,712 Operating profit 2,777 1,619 Financial and other income, net 462 92 Profit before income tax expenses 3,239 1,711

Tax expenses 3 85 Net profit 3,236 1,626

Basic net profit per share $ 0.10 $ 0.07

Diluted net profit per share $ 0.10 $ 0.06

Weighted average number of shares used in computing basic net earnings per share 31,218,667 23,980,623

Weighted average number of shares used in computing diluted net earnings per share 32,923,903 25,898,321

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TABLE - 2 ALLOT COMMUNICATIONS LTD. AND ITS SUBSIDIARIES RECONCILATION OF GAAP TO NON-GAAP CONSOLIDATED STATEMENTS OF OPERATIONS (U.S. dollars in thousands, except per share data)

Three Months Ended March 31, 2012 2011 (Unaudited)

GAAP net profit as reported $ 3,236 $ 1,626

Non-GAAP adjustments Expenses recorded for stock-based compensation Cost of revenues 44 23 Research and development costs, net 188 92 Sales and marketing 318 221 General and administrative 166 181 Expenses related to M&A activities and compliance with regulatory matters General and administrative 1,045 - Core technology amortization- cost of revenues 31 30 Total adjustments to operating loss 1,792 547

Financial and other expenses, net

Total adjustments 1,792 547 Non-GAAP net profit $ 5,028 $ 2,173

Non- GAAP basic net profit per share $ 0.16 $ 0.09 Non- GAAP diluted net profit per share $ 0.15 $ 0.08

Weighted average number of shares used in computing basic net earnings per share 31,218,667 23,980,623 Weighted average number of shares used in computing diluted net earnings per share 33,078,735 26,035,245

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TABLE - 3 ALLOT COMMUNICATIONS LTD. AND ITS SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS on a NON-GAAP BASIS (U.S. dollars in thousands, except share and per share data)

Three Months Ended March 31, 2012 2011 (Unaudited)

Revenues $ 24,217 $ 17,183 Cost of revenues 6,826 4,799 Gross profit 17,391 12,384

Operating expenses: Research and development costs, net 3,822 2,879 Sales and marketing 7,437 6,093 General and administrative 1,563 1,246 Total operating expenses 12,822 10,218 Operating profit 4,569 2,166 Financial and other income, net 462 92 Profit before income tax expenses 5,031 2,258

Tax expenses 3 85 Net profit 5,028 2,173

Basic net profit per share $ 0.16 $ 0.09

Diluted net profit per share $ 0.15 $ 0.08

Weighted average number of shares used in computing basic net earnings per share 31,218,667 23,980,623

Weighted average number of shares used in computing diluted net earnings per share 33,078,735 26,035,245

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TABLE - 4 ALLOT COMMUNICATIONS LTD. AND ITS SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands)

March 31, 2012 (Audited) December 31, 2011 (Audited)

ASSETS

CURRENT ASSETS: Cash and cash equivalents $ 140,902 $ 116,682 Short term deposits 6,000 24,000 Marketable securities and restricted cash 18,535 18,718 Trade receivables, net 16,313 11,926 Other receivables and prepaid expenses 5,839 5,950 Inventories 10,652 10,501 Total current assets 198,241 187,777

LONG-TERM ASSETS: Severance pay fund 184 178 Other assets 357 356 Total long-term assets 541 534 PROPERTY AND EQUIPMENT, NET 5,406 5,352 GOODWILL AND INTANGIBLE ASSETS, NET 3,364 3,395

Total assets $ 207,552 $ 197,058

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES: Trade payables $ 5,939 $ 2,684 Deferred revenues 18,590 16,694 Other payables and accrued expenses 8,432 9,462 Total current liabilities 32,961 28,840

LONG-TERM LIABILITIES: Deferred revenues 4,745 5,430 Accrued severance pay 219 219 Total long-term liabilities 4,964 5,649 SHAREHOLDERS' EQUITY 169,627 162,569

Total liabilities and shareholders' equity $ 207,552 $ 197,058

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TABLE - 5 ALLOT COMMUNICATIONS LTD. AND ITS SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (U.S. dollars in thousands)

Three Months Ended March 31,

2012 2011 (Unaudited)

Cash flows from operating activities:

Net income $3,236 $1,626 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation $645 $661 Stock-based compensation related to options granted to employees and non-employees $716 $517 Amortization of intangible assets $31 $30 Capital loss (gain) 4 (4) Decrease (Increase) in accrued severance pay, net (6) 3 Increase in other assets (1) (3) Decrease (Increase) in accrued interest and amortization of premium on marketable securities 37 (1) Increase in trade receivables (-4,387) (-2,768) Decrease (Increase) in other receivables and prepaid expenses 224 (94) Increase in inventories (151) (814) Increase in trade payables 3,255 27 Increase (Decrease) in employees and payroll accruals 265 (592) Increase in deferred revenues 1,211 1,459 Increase (Decrease) in other payables and accrued expenses (677) 918

Net cash provided by operating activities $4,402 $965

Cash flows from investing activities:

Increase in restricted deposit (44) (486) Redemption of short-term deposits 18,000 - Purchase of property and equipment (703) (710) Proceeds from sale of property and equipment - 30 Investment in marketable securities (251) (853) Proceeds from redemption or sale of marketable securities 450 800

Net cash provided by (used in) investing activities $17,452 (1,219)

Cash flows from financing activities:

Proceeds from exercise of options 2,366 1,253 Net cash provided by financing activities 2,366 1,253 Increase in cash and cash equivalents 24,220 999 Cash and cash equivalents at the beginning of the year 116,682 42,858 Cash and cash equivalents at the end of the year $140,902 $43,857