The information in this Report, including the Exhibit 99.1, is furnished pursuant to Item 8.01 of this Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, unless expressly set forth by specific reference in such filing.

On December 3, 2012, QAD Inc. issued a press release announcing that its Board of Directors has declared a one-time cash dividend of $0.288 per share of Class A common stock and $0.24 per share of Class B common stock payable on December 28, 2012 to shareholders of record at the close of business on December 18, 2012.

A copy of this press release is furnished with this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

d) Exhibits.

Exhibit No.    Description

  99.1         Press Release, dated as of December 3, 2012, entitled "QAD Declares
               One-Time Cash Dividend of $0.288 Per Class A Share and $0.24 Per
               Class B Share"