UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 26, 2007

CERIDIAN CORPORATION
(Exact name of registrant as specified in its charter)

3311 East Old Shakopee Road, Minneapolis, Minnesota  55425
(Address of principal executive offices)         (Zip code)

Registrant’s telephone number, including area code: (952) 853-8100

         No Change         
(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

---

Cautionary Note Regarding Forward Looking Statements

     This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The statements regarding Ceridian Corporation (the “Company”) contained in this report that are not historical in nature, particularly those relating to the expected completion and timing of the acquisition, are forward-looking statements based on current expectations and assumptions, and entail various risks and uncertainties, such as the condition of the financing markets, that could cause actual results to differ materially from those expressed in such forward-looking statements. Important factors known to Company that could cause such material differences are identified and discussed from time to time in the Company’s filings with the Securities and Exchange Commission, including matters arising from the proposed merger involving the Company and affiliates of Thomas H. Lee Partners, L.P. and Fidelity National Financial, Inc., the SEC investigation, the prior restatements of our financial statements, the pending shareholder litigation and those factors which are discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2006 and in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2007, which factors are also incorporated herein by reference.

     The Company undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any future disclosure the Company makes on related subjects.

Item 7.01.

Regulation FD Disclosure

     On October 26, 2007, a supplement was issued to the preliminary offering memorandum, dated October 22, 2007, in respect of the proposed private placement of $1.3 billion in notes in connection with the pending acquisition of the Company by affiliates of Thomas H. Lee Partners L.P. and Fidelity National Financial, Inc. Attached hereto as Exhibit 99.1 is an excerpt from such supplement.

     The offering of the notes has not been registered under the Securities Act, and the notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. The information contained in this report is neither an offer to sell nor the solicitation of an offer to buy the notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful.

Item 8.01.

Other Events.

     On October 26, 2007, the Company issued a press release announcing that the Company currently expects that the pending acquisition of the Company by affiliates of Thomas H. Lee Partners, L.P. and Fidelity National Financial, Inc. will be completed on November 9, 2007. A copy of the press release is attached hereto as Exhibit 99.2.

2

---

Item 9.01.		Financial Statements and Exhibits.
		(d)		Exhibits
		99.1		Regulation FD Disclosure
		99.2		Press Release, dated October 26, 2007

3

---

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 hereunto duly authorized.

Dated: October 26, 2007

4

---

INDEX OF EXHIBITS

---