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)       August 14, 2002
                                                           LivePerson, Inc.
                                        (Exact name of registrant as specified in its charter)
                  Delaware                                        0-30141                                     13-3861628
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        (State or other jurisdiction                            (Commission                                 (IRS Employer
              of incorporation)                                 File Number)                             Identification No.)

                           462 Seventh Avenue, 21st Floor, New York, New York                                         10018
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                                (Address of principal executive offices)                                           (Zip Code)

Registrant's telephone number, including area code        (212) 609-4200

                                     (Former name or former address, if changed since last report)


         LivePerson, Inc. ("LivePerson") received a letter, dated August 14,
2002, from The Nasdaq Stock Market, Inc., stating that LivePerson will be
provided an additional 180 calendar days to achieve compliance with Nasdaq
Marketplace Rule 4310(c)(4), which requires the bid price of LivePerson's common
stock to be not less than $1.00 per share. If LivePerson is not in compliance
with Nasdaq's minimum bid price rule by February 10, 2003, Nasdaq will notify
LivePerson that its common stock will be delisted from the Nasdaq SmallCap
Market. If such event occurs, LivePerson could appeal the decision to a Nasdaq
Listing Qualifications Panel.


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

                                                 LIVEPERSON, INC.

         August 14, 2002                  /s/ TIMOTHY E. BIXBY
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             Date                             Timothy E. Bixby
                                       President, Chief Financial Officer
                                               and Secretary