Item 2.02. Results of Operations and Financial Condition.

The following information, including the exhibits described below, are provided pursuant to Items 2.02 and 7.01 of Form 8-K and shall not be deemed "filed" hereunder for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On August 8, 2012, Mattersight Corporation ("Mattersight") announced its results of operations for the second quarter of 2012. A copy of the press release announcing Mattersight's second quarter 2012 results is included as Exhibit 99.1 to this Form 8-K report and is incorporated by reference.

On August 8, 2012, Mattersight will host a conference regarding its second quarter 2012 results of operations. The presentation materials relating to that conference call are available on Mattersight's website, www.mattersight.com, and are attached as Exhibit 99.2 to this report and are incorporated by reference.

Item 9.01. Financial Statements and Exhibits.

(a), (b), and (c) not applicable.

(d) Exhibits:

99.1 Press Release, dated August 8, 2012, announcing Mattersight's second quarter 2012 results of operations (furnished herewith).

99.2 Power Point presentation delivered by Mattersight's Chief Executive Officer and Chief Financial Officer on August 8, 2012 (furnished herewith).

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