Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Haasbroek Leonard
2. Date of Event Requiring Statement (Month/Day/Year)
01/31/2005
3. Issuer Name and Ticker or Trading Symbol
NUANCE COMMUNICATIONS [NUAN]
(Last)
(First)
(Middle)
C/O NUANCE COMMUNICATIONS, 1380 WILLOW ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP Professional Services
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MENLO PARK, CA 94025
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 7,296
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy)   (1) 09/12/2011 Common Stock 10,000 $ 9.51 D  
Employee Stock Option (Right to Buy)   (2) 07/26/2012 Common Stock 14,000 $ 2.97 D  
Employee Stock Option (Right to Buy)   (3) 06/23/2013 Common Stock 14,000 $ 4.52 D  
Employee Stock Option (Right to Buy)   (4) 10/08/2013 Common Stock 19,000 $ 7.56 D  
Employee Stock Option (Right to Buy)   (5) 05/20/2014 Common Stock 6,000 $ 4.21 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Haasbroek Leonard
C/O NUANCE COMMUNICATIONS
1380 WILLOW ROAD
MENLO PARK, CA 94025
      VP Professional Services  

Signatures

/s/ Douglas Neilsson (by Attorney-in-Fact) 02/02/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) 25% of the total vested on 9/12/02. 1/48th of the total grant vests monthly thereafter.
(2) 25% of the total vested on 7/26/03. 1/48th of the total grant vests monthly thereafter.
(3) 25% of the total vested on 6/23/04. 1/48th of the total grant vests monthly thereafter.
(4) 25% of the total vested on 10/8/04. 1/48th of the total grant vests monthly thereafter.
(5) 25% of the total vests on 5/20/05. 1/48th of the total grant vests monthly thereafter.

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