FORM 3UNITED 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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1. Name and Address of Reporting Person*
BEAUDOIN THOMAS L

(Last)(First)(Middle)
ONE WAYSIDE ROAD

(Street)
BURLINGTONMA01803

(City)(State)(Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/06/2008
3. Issuer Name and Ticker or Trading Symbol
Nuance Communications, Inc. [NUAN]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 125,000 (1)
D
 
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 Excercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (right to buy) 07/01/2009(2)07/01/2015 Common Stock 100,000 $ 15.17 D  
Explanation of Responses:
1. These security holdings represent 2 separate grants of restricted stock units. 50,000 of the restricted stock shares are subject to time based vesting. The remaining 75,000 shares of restricted stock are subject to performance based vesting and will only vest if targets are achieved.
2. These options vest 25% on first anniversary date and monthly thereafter for a total 4 year vest period.
By: /s/ Donna Belanger For: Thomas L. Beaudoin08/18/2008
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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AUTHORIZATION



I hereby authorize Donna Belanger, Dawn Fournier, and Jo-Anne Sinclair, 
or any one of them, to sign and file on my behalf any and all forms required 
by the Securities and Exchange Commission pursuant to Section 16 of the 
Securities Exchange Act of 1934 (the "Exchange Act") relating to the
reporting of beneficial ownership of equity securities of Nuance 
Communications, Inc. (the "Company"),and of changes in such beneficial 
ownership, together with any and all amendments thereto.  This Authorization 
shall be effective on and after the date set forth below and shall continue in 
effect until I am no longer required to file such forms, unless earlier 
revoked by me in writing.

I acknowledge that the persons authorized hereunder are not assuming,
 nor is the Company assuming, any of my responsibilities to comply with
Section 16 of the Exchange Act.

Dated as of the 31st day of July, 2008.



/s/ Thomas Beaudoin
By: Thomas Beaudoin





 
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