FAIR ISAAC CORP — Director's Dealing 2011

Feb 16, 2011

SEC Form 4/A — Form 4/A

Issuer: FAIR ISAAC CORP (FICO)
CIK: 0000814547
Period of Report: 2010-12-13

Reporting Person: ILL Charles L (EVP)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-13	Restricted Stock Units	$	A	20000	Acquired		Common Stock (20000)	Direct

Footnotes

F1: Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

F2: The restricted stock units vest in four equal annual installments commencing on this date and vested shares will be delivered to the reporting person as soon as practicable thereafter. The third and fourth installments may be accelerated to vest with the first and second installments upon the satisfaction of specified revenue and net income targets.

F3: No expiration date.