Item  5.02. Departure of Directors of Principal Officers; Election of Directors; Appointment of Principal Officers

     (d) Election of New Director

     On October 23, 2006, Alois T. Leiter was elected as a director to the Board of Directors of The Ultimate Software Group, Inc. (the “Company”).

     Mr. Leiter has not been named as a member of any of the committees of the Company’s Board of Directors.

     For the fiscal year ended December 31, 2005 and for the nine months ended September 30, 2006, the Company contributed a total of approximately $84,000 and $78,000, respectively, to Leiter’s Landing, Mr. Leiter’s non-profit charitable organization benefiting children.

     The Registrant hereby provides the information set forth in the press release issued on October 27, 2006, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits

(c) Exhibit

Number		Description
99.1		Press Release, dated October 27, 2006

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.

Dated: October 27, 2006