As filed with the Securities and Exchange Commission on July 14, 2010 Registration No. 333-114260 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ______________________ VOCALTEC COMMUNICATIONS LTD. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) STATE OF ISRAEL NOT APPLICABLE (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NUMBER) INCORPORATION OR ORGANIZATION) ______________________ 12 Benny Gaon Street, Building 2B Poleg Industrial Area, Netanya, Israel 42504 +972-9-970-3888 (ADDRESS AND TELEPHONE NUMBER OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) ____________________________________ VocalTec Communications Inc. 1732 Southampton Drive Carrollton, TX 75007 (214) 476-5107 (NAME, ADDRESS AND TELEPHONE NUMBER OF AGENT FOR SERVICE) ____________________________________ Copies to: Dan Shamgar, Adv. Michael Rimon, Adv. Meitar Liquornik Geva & Leshem Brandwein 16 Abba Hillel Road Ramat Gan 52506, Israel __________________________________________ If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. [_] If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. [X] If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [_] If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [_] If this Form is a registration statement pursuant to General Instruction I.C. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. [_] If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.C. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. [_] -2- EXPLANATORY NOTE This Post-Effective Amendment No. 1 to the Registration Statement on Form F-3 (Registration No. 333-114260), as amended (the "Registration Statement"), originally filed by VocalTec Communications Ltd. (the "Registrant") on April 7, 2004, amends the Registration Statement to deregister all securities under the Registration Statement that remain unsold. The Registrant has terminated all offerings of securities under the Registration Statement. -3- SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-3 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Herzliya, Israel, on July 14, 2010. VOCALTEC COMMUNICATIONS LTD. By: /s/ IDO GUR --------------- Name: Ido Gur Title: President and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated: SIGNATURE TITLE DATE /S/ IDO GUR President and Chief Executive Officer July 14, 2010 ----------- Ido Gur /S/ JOSHUA DI NUR Chief Financial Officer (Principal July 14, 2010 ----------------- Financial Officer and Principal Joshua Di-nur Accounting Officer) /S/ ILAN ROSEN Chairman of the Board of Directors July 14, 2010 -------------- Ilan Rosen /S/ YOSEPH DAUBER Director July 14, 2010 ----------------- Yoseph Dauber /S/ TSIPI KAGAN Director July 14, 2010 --------------- Tsipi Kagan /S/ ERAN DARIEL Director July 14, 2010 --------------- Eran Dariel VOCALTEC Authorized Representative in the U.S. July 14, 2010 COMMUNICATIONS INC. By: /s/ IDO GUR --------------- Name: Ido Gur Title: Authorized Signatory -4-