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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                             ----------------------


                                   F O R M 6-K

             REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
                   UNDER THE SECURITIES EXCHANGE ACT OF 1934

                         For the month of February 2004

                                  ATTUNITY LTD
                              (Name of Registrant)


              Einstein Building, Tirat Carmel, Haifa, Israel 39101
                     (Address of Principal Executive Office)

                  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 if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

                  Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

                  Indicate by check mark whether by furnishing the information
contained in this Form, the registrant 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]

                  If "Yes" is marked, indicate below the file number assigned to
 the registrant in connection with Rule 12g3-2(b): 82-
                                                      ---------------

         This Form 6-K is being incorporated by reference into the Company's
Form F-3 Registration Statements File Nos. 333-11972, 333-12450 and 333-14140.

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                                  ATTUNITY LTD



6-K Items


1.       Press Release re Investor Group Led by Shimon Alon, Ron Zuckerman, Aki
         Ratner and GF Capital Exercising their Option to Purchase $2 Million
         Five-Year Convertible Debenture and Warrants




                                                                          ITEM 1






Press Release                                              Source: Attunity Ltd.

Investor Group Led by Shimon Alon, Ron Zuckerman, Aki Ratner and GF Capital
Exercises Option to Purchase $2 Million Five-Year Convertible Debenture and
Warrants

Wednesday February 4, 4:57 pm ET

WAKEFIELD, Mass., Feb. 4 /PRNewswire-FirstCall/ -- Attunity Ltd. (Nasdaq: ATTU -
News), a leading provider of standards-based data integration middleware,
announced today that a group of investors headed by Shimon Alon, Ron Zuckerman,
Aki Ratner and GF Capital have exercised their option, granted on December 29,
2003, to invest $2 million in a five-year convertible debenture, convertible at
$1.75 per share, and warrants to purchase 450,000 ordinary shares at an exercise
price of $1.75 per share. The investment is contingent upon the execution of a
definitive agreement and shareholder approval, at a special meeting to be
scheduled shortly.

On December 30, 2003 the group purchased, from various Special Situations Funds,
an aggregate of 2,043,146 ordinary shares plus warrants to purchase 2,208,489
shares at an exercise price of $1.75 per share and 736,162 shares at an exercise
price of $2.25 per share.


"This follow-on investment reflects the group's confidence in Attunity's
potential," said Arie Gonen, Chairman and CEO of Attunity. "I am very pleased
with the addition of Aki Ratner, recently the President of Precise Software
Solutions, to the investors group. The leadership and experience of Shimon Alon,
Aki Ratner and Ron Zuckerman have already begun to add significant value to our
management team. Attunity has a renewed focus on growth strategies and
organizational strength in our efforts to capitalize on the growing demand for
Attunity products."


About Attunity


Attunity(TM) is a leading provider of standards-based integration middleware for
accessing mainframe, enterprise data sources and legacy applications. Attunity's
worldwide operations support over 1,000 direct end-users including many of the
Fortune 1000. Through distribution and OEM agreements with global-class partners
such as Oracle and HP, Attunity-based solutions are deployed on tens of
thousands of systems worldwide. For more information, visit www.attunity.com or
email info@attunity.com.


This press release contains forward-looking statements that are subject to risks
and uncertainties. Factors that could cause actual results to differ materially
from these forward-looking statements include, but are not limited to, general
business conditions in the industry, product technology developments, market
acceptance of our products and continuing product demand, the impact of
competitive products and pricing, changing economic conditions, release and
sales of new products by strategic resellers and customers, changes in demand
for products, the timing and amount or cancellation of orders and other risks
detailed from time to time in our filings with the Securities Exchange
Commission, including our Form 20-FAnnual Report. These documents contain and
identify other important factors that could cause actual results to differ
materially from those contained in our projections or forward-looking
statements. Stockholders and other readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as of the date on
which they are made. We undertake no obligation to update publicly or revise any
forward-looking statement.



[GRAPHIC OMITTED]

Source: Attunity Ltd.






                                   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, thereunto duly authorized.



                                                  ATTUNITY LTD
                                                  ------------
                                                  (Registrant)



                                                 By: /s/Arie Gonen
                                                     -----------------
                                                     Chairman




Date: February 5, 2004