FORM 6-K/A
                                 AMENDMENT NO. 1

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                        REPORT OF FOREIGN PRIVATE ISSUER

                      PURSUANT TO RULE 13a-16 or 15d-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                          For the month of August 2003
     (containing quarterly information for the quarter ended June 30, 2003)


                             Commtouch Software Ltd.
                 (Translation of registrant's name into English)

                                1A Hazoran Street
                      Poleg Industrial Park, P.O. Box 8511
                              Netanya 42504, Israel
                               011-972-9-863-6888
                    (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
                             ---                        ---


                             COMMTOUCH SOFTWARE LTD.
                                    FORM 6-K

                                Explanatory Note

The Company  filed a Report on Form 6-K  pertaining  to its second  quarter 2003
results on August 27,  2003.  The company is hereby  filing this  amended 6-K to
reflect  a  reclassification  of  a  portion  of  the  carrying  amount  of  the
convertible  loan  from  debt to  equity in  conformity  with  EITF  00-27.  The
reclassification  portion  is  related  to the  fair  value  of  the  beneficial
conversion  feature of the loan. It is noted that the  reclassification  appears
only within the condensed  consolidated balance sheets set forth within the body
of this Form 6-K, and not within Exhibit 1 hereto. The reclassification  results
in an increase of $325 of equity and a  corresponding  discount on an account of
the debt, such discount is amortized over the term of the convertible loans over
three  years.  The  reclassification  does not affect the  company's  results of
operations for the six months ending June 30, 2003.

Forward-Looking Statements

This  Report  on  Form  6-K  contains  forward-looking   statements,   including
projections  about our  business,  within  the  meaning  of  Section  27A of the
Securities Act of 1933 and Section 21E of the  Securities  Exchange Act of 1934.
For example, statements in the future tense, and statements including words such
as "expect," "plan,"  "estimate,"  anticipate," or "believe" are forward-looking
statements.  These  statements are based on  information  available to us at the
time of the  Report;  we  assume  no  obligation  to  update  any of  them.  The
statements in this Report are not  guarantees of future  performance  and actual
results could differ  materially  from our current  expectations  as a result of
numerous factors,  including business  conditions and growth or deterioration in
our  market,  commerce  and  the  general  economy  both  domestic  as  well  as
international;  fewer  than  expected  new-partner  relationships;   competitive
factors including pricing pressures;  technological  developments,  and products
offered by  competitors;  availability  of qualified  staff for  expansion;  and
technological  difficulties and resource  constraints  encountered in developing
new products as well as those risks described in the company's Annual Reports on
Form 20-F and reports on Form 6-K, which are available through www.sec.gov.

Second Quarter 2003 Results

Attached  hereto  and  incorporated  by  reference  herein is our press  release
announcing  the  results of Q2 for 2003  (issued on August 27, 2003 prior to the
above-noted reclassification which is the subject of this amended Form 6-K).

Furthermore,  the balance sheet is presented  below,  on a pro forma as adjusted
basis,  to give  effect  to the sale of  5,546,667  ordinary  shares  in the two
private placements  announced on July 4th and August 16th at the prices of $0.50
and $0.60, respectively.

                                       2


                             COMMTOUCH SOFTWARE LTD.

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                               (USD in thousands)


                                                        June 30,
                                                        2003
                                                        Pro
                                             June 30,   Forma      December 31,
                                             2003       As         2002
                                             Actual     adjusted   Actual
                                             ------     ------     ------
Assets
Current Assets:
 Cash and cash equivalents ................  $1,034     $4,074     $1,388
 Trade receivables, net ...................      --         --         64
 Prepaid expenses and other
   accounts receivable ....................     145        145        231
                                             ------     ------     ------
 Total current assets .....................   1,179      4,219      1,683
                                             ------     ------     ------
Long-term lease deposits ..................       5          5          5
Equity investment in Imetrix ..............     240        240          3
Severance pay fund ........................     311        311        264
Property and equipment, net ...............     698        698      1,029
                                             ------     ------     ------
                                             $2,433     $5,473     $2,984
                                             ------     ------     ------
Liabilities and Shareholders' Equity
Current Liabilities:
 Accounts payable .........................     347        347        338
 Employees and payroll accruals ...........     615        615        424
 Accrued expenses and other liabilities ...     281        281        372
                                             ------     ------     ------
 Total current liabilities ................   1,243      1,243      1,134
                                             ------     ------     ------

 Other liabilities ........................     135        135        135
 Convertible loan, net ....................     243*       243*        --
 Accrued severance pay ....................     328        328        278
                                             ------     ------     ------
                                                706        706        413
                                             ------     ------     ------

 Shareholders' equity .....................     484*     3,524*     1,437
                                             ------     ------     ------
                                             $2,433     $5,473     $2,984
                                             ======     ======     ======
* = Reclassified

                                        3


Information Incorporated by Reference

The information in this Report on Form 6-K is incorporated by reference into all
Registration  Statements which we have filed or which we will file in the future
under the Securities Act of 1933, as amended, which permit such reports to be so
incorporated.

                                       4


Signatures

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the registrant has duly caused this amended report to be signed on its behalf by
the undersigned, thereunto duly authorized.

                                             COMMTOUCH SOFTWARE LTD.
                                                   (Registrant)


Date October 17, 2003                          By
                                                  ------------------------------
                                                         Devyani Patel
                                                         VP Finance

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                                  Exhibit Index


Exhibit Number             Description of Exhibit
--------------             ----------------------
1                          Press  release  of  August  21,  2003

                                       6