MESG Xura, Inc. (MM)

SC 13D
13D FILING

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ X ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this coverage page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this coverage page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

                                                        (a)  [   ]
   N/A                                                  (b)  [   ]

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3       SEC USE ONLY

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4       SOURCE OF FUNDS

        00
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5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
     PURSUANT TO ITEM 2(D) OR 2(E)                      [   ]

      N/A

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6    CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware

1,174,426

5.4%

IA

This Amendment No. 1 to Schedule 13D (''Amendment No. 1'') is being filed to amend the Statement on Schedule 13D filed on May 6, 2015 (the ''Original 13D'') to reflect a change in beneficial ownership of Common Stock by an amount in excess of one percent of the total number of shares of Common Stock outstanding.

Item 1. Security and Issuer

This statement on Schedule 13D relates to the Common Stock of Comverse, Inc. The address of the Issuers principal executive offices is:

200 Quannapowitt Parkway, Wakefield, MA 01880

Item 2. Identity & Background

a) This statement on Schedule 13D is being filed pursuant to Rule 13d-1 under the Securities Exchange Act of 1934, as amended, by Cove Street Capital, LLC (CSC).

b) The address of the principal office of Cove Street Capital, LLC is:
2101 E El Segundo Boulevard, Suite 302, El Segundo, CA 90245

c) The principal business of CSC is as an Investment Adviser.

d) CSC, nor any of its members has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

e) CSC, nor any of its members was, during the last five years, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order (1) enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or (2) finding any violation with respect to such laws.

f) Cove Street Capital, LLC, a Delaware limited liability company.

Item 3. Source and Amount of Funds or Other Consideration

CSC in its capacity as an Investment Adviser will purchase on behalf of its clients. No monies are borrowed for such an acquisition.

Item 4. Purpose of Transaction

The Securities reported in this filing have been purchased and held for investment purposes on behalf of client accounts in which CSC has discretionary investment and voting power. CSC believes this is an attractive investment opportunity and may engage in a constructive dialogue with officers, directors and other representatives of the Issuer, as well as the Issuer's shareholders; topics of discussion may include, but are not limited to, the Issuer's markets, operations, competitors, prospects, strategy, personnel, directors, ownership and capitalization. CSC may also enter into confidentiality or similar agreements with the Issuer and, subject to such an agreement or otherwise, exchange information with the Issuer. CSC, subject to applicable legal requirements, may in the future acquire additional securities of the Issuer on behalf of CSC's clients or dispose of some or all of CSC's current holdings of the Securities in the ordinary course of CSC's business and the management of its client accounts.

Item 5. Interest in Securities of the Issuer

a) & b) CSC has discretionary investment and voting power on 1,174,426 shares of Common Stock which constitutes approximately 5.4% of the shares outstanding. All percentages set forth herein are based upon a total of 21,937,213 shares of Common Stock outstanding as of June 1, 2015 as reported in the Issuer's quarterly report on Form 10-Q/A, filed with the SEC on June 24, 2015.

c) CSC has effected transactions, on behalf of its clients, in the following shares of Common Stock in the last 60 days.

Date of Transaction     Buy/Sell        Share Amount    Price Per Share
                                                        (average px)

7/6/2015                sl              20000           18.91
7/10/2015               sl              20000           19.81
7/21/2015               sl              20500           20.69
7/22/2015               sl              16500           20.07
7/23/2015               sl              14400           20.45
7/23/2015               by              2000            20.37
7/28/2015               sl              800             20.10
8/13/2015               sl              100000          19.05
8/18/2015               sl              1300            19.40
8/19/2015               sl              17270           19.37
8/21/2015               sl              18500           18.68
8/24/2015               sl              13000           18.09
8/26/2015               sl              84870           18.47
8/26/2015               by              270             18.30
8/27/2015               sl              19530           18.87

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Except as otherwise described in this Schedule 13D, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among CSC, or between any third party, with respect to any securities of the Issuer.

Item 7. Material to Be Filed as Exhibits

N/A

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 27, 2015

Cove Street Capital, LLC

By:  /S/ Daniele Beasley
----------------------------------
Daniele Beasley, President & CCO

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