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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-K/A
                                (Amendment No. 1)

[x]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934 For the fiscal year ended October 31, 2006

                                       or

[_]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE  ACT OF 1934 (No Fee  Required)  For the  transition  period  from
     ___________ to ___________



                         Commission file number: 0-11254
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                                 COPYTELE, INC.
             (Exact Name of Registrant as Specified in its Charter)



             Delaware                                 11-2622630
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   (State or Other Jurisdiction of         (I.R.S. Employer Identification No.)
   Incorporation or Organization)
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                         900 Walt Whitman Road
                          Melville, NY 11747
                                 (631) 549-5900

  (Address, Including Zip Code, and Telephone Number, Including Area Code, of
                   Registrant's Principal Executive Offices)


           Securities registered pursuant to Section 12(b) of the Act:
                                      None

           Securities registered pursuant to Section 12(g) of the Act:
                          Common Stock, $.01 par value


Indicate by check mark if the  registrant is a well-known  seasoned  issuer,  as
defined in Rule 405 of the Securities Act. Yes [_] No [x]

Indicate  by  check  mark if the  registrant  is not  required  to file  reports
pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes [_] No [x]


Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes [x] No [_]


Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive  proxy or information  statement
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]


Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated  filer, or a  non-accelerated  filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act.


  Large accelerated filer [__] Accelerated filer [x] Non-accelerated filer [__]


Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [_] No [x]

Aggregate  market value of the voting stock (which  consists solely of shares of
Common Stock) held by non-affiliates of the registrant as of April 28, 2006 (the
last  business day of the  registrant's  most recently  completed  second fiscal
quarter),  computed by reference  to the closing sale price of the  registrant's
Common  Stock  on the  Over-the-Counter  Bulletin  Board on such  date  ($0.80):
$74,212,833

On January 9, 2007, the registrant had outstanding  101,398,510 shares of Common
Stock, par value $.01 per share,  which is the registrant's only class of common
stock.

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                      DOCUMENTS INCORPORATED BY REFERENCE:
                                      NONE



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                                EXPLANATORY NOTE

We are filing this Amendment No. 1 on Form 10-K/A to our Annual Report on Form
10-K for the year ended October 31, 2006 solely to correct a typographical error
contained in Item 5 - "Market for the Registrant's Common Equity, Related
Stockholder Matters and Issuer Purchases of Equity Securities". This Amendment
No. 1 does not reflect events that have occurred after the original filing of
the Form 10-K or update the information set forth in the Form 10-K subsequent to
such original filing. In connection with the filing of this Amendment No. 1, we
are including as exhibits currently dated certifications of our chief executive
officer and chief financial officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.


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Item 5. Market for the Registrant's  Common Equity,  Related Stockholder Matters
        and Issuer Purchases of Equity Securities.
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                  Our common stock is traded on the Over-the-Counter Bulletin
Board, under the symbol "COPY". The high and low sales prices as reported by the
Over-the-Counter Bulletin Board for each quarterly fiscal period during our
fiscal years ended October 31, 2005 and 2006 have been as follows:

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             Fiscal Period                High                Low
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            1st quarter 2005             $1.08              $0.72
            2nd quarter 2005              0.77               0.43
            3rd quarter 2005              0.67               0.35
            4th quarter 2005              0.68               0.44
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            1st quarter 2006              1.06               0.52
            2nd quarter 2006              1.06               0.73
            3rd quarter 2006              1.00               0.62
            4th quarter 2006             $0.70              $0.51
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     As of January  9, 2007,  the  approximate  number of record  holders of our
common  stock was 1,354 and the closing  price of our common stock was $0.92 per
share.

     No cash  dividends  have been paid on our common stock since our inception.
We have no  present  intention  to pay any  cash  dividends  in the  foreseeable
future.

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Item 15. Exhibits and Financial Statement Schedules

         (a)(1)(2) Financial Statement Schedules

                   See accompanying "Index to Financial Statements."

         (a)(3)    Executive Compensation Plans and Arrangements

                    CopyTele,  Inc.  1993 Stock Option Plan (filed as Annex A to
                    our Proxy Statement dated June 10, 1993).

                    Amendment  No. 1 to  CopyTele,  Inc.  1993 Stock Option Plan
                    (filed as Exhibit  4(d) to our Form S-8 dated  September  6,
                    1995).

                    Amendment  No. 2 to  CopyTele,  Inc.  1993 Stock Option Plan
                    (filed as Exhibit 10.32 to our Quarterly Report on Form 10-Q
                    for the fiscal quarter ended April 30, 1996).

                    CopyTele,  Inc. 2000 Share  Incentive Plan (filed as Annex A
                    of our Proxy Statement dated June 12, 2000).

                    Amendment No. 1 to CopyTele,  Inc. 2000 Share Incentive Plan
                    (filed as Exhibit 10.1 to our Quarterly  Report on Form 10-Q
                    for the fiscal quarter ended July 31, 2001).

                    Amendment No. 2 to CopyTele,  Inc. 2000 Share Incentive Plan
                    (filed as Exhibit 4(e) to our Form S-8 dated  September  18,
                    2002).

                    CopyTele, Inc. 2003 Share Incentive Plan (filed as Exhibit 4
                    to our Form S-8 dated May 5, 2003).

                    Amendment No. 1 to the CopyTele,  Inc. 2003 Share  Incentive
                    Plan (filed as Exhibit  4(e) to our Form S-8 dated  November
                    9, 2004).

                    Amendment No. 2 to the CopyTele,  Inc. 2003 Share  Incentive
                    Plan (filed as Exhibit 10.1 to our Quarterly  Report on Form
                    10-Q for the fiscal quarter ended January 31, 2006).

                    Amendment No. 3 to the CopyTele,  Inc. 2003 Share  Incentive
                    Plan (filed as Exhibit 10.2 to our Quarterly  Report on Form
                    10-Q for the fiscal quarter ended January 31, 2006).

                    Form of Stock Option  Agreement  under  CopyTele,  Inc. 2003
                    Share Incentive Plan (filed as Exhibit 10.1 to our Quarterly
                    Report on Form 10-Q for the  fiscal  quarter  ended July 31,
                    2004).

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                    Form of Stock Award  Agreement  under  CopyTele,  Inc.  2003
                    Share Incentive Plan (filed as Exhibit 10.2 to our Quarterly
                    Report on Form 10-Q for the  fiscal  quarter  ended July 31,
                    2004).

     (b)  Exhibits

                  3.1      Certificate of Incorporation, as amended.
                           (Incorporated by reference to Form 10-Q for the
                           fiscal quarter ended July 31, 1992 and to Form 10-Q
                           for the fiscal quarter ended July 31, 1997.)

                  3.2      By-laws, as amended. (Incorporated by reference to
                           Exhibit 3.2 to our Form 10-K for the fiscal year
                           ended October 31, 2005.)

                  10.1     CopyTele, Inc. 1993 Stock Option Plan, adopted on
                           April 28, 1993 and approved by shareholders on July
                           14, 1993. (Incorporated by reference to Proxy
                           Statement dated June 10, 1993.)

                  10.2     Amendment No. 1 to the CopyTele, Inc. 1993 Stock
                           Option Plan, adopted on May 3, 1995 and approved by
                           shareholders on July 19, 1995. (Incorporated by
                           reference to Form S-8 (Registration No. 33-62381)
                           dated September 6, 1995.)

                  10.3     Amendment No. 2 to the CopyTele, Inc. 1993 Stock
                           Option Plan, adopted on May 10, 1996 and approved by
                           shareholders on July 24, 1996. (Incorporated by
                           reference to Form 10-Q for the fiscal quarter ended
                           April 30, 1996.)

                  10.4     Agreement dated March 3, 1999 between Harris
                           Corporation and CopyTele, Inc. (Incorporated by
                           reference to Form 10-Q for the fiscal quarter ended
                           January 31, 1999.)

                  10.5     Stock Subscription Agreement dated April 27, 1999,
                           including form of Warrant, between CopyTele, Inc. and
                           Lewis H. Titterton. (Incorporated by reference to
                           Form 10-Q for the fiscal quarter ended April 30,
                           1999.)

                  10.6     Agreement dated July 28, 1999, among CopyTele, Inc.,
                           Harris Corporation and RF Communications.
                           (Incorporated by reference to Form 8-K dated July 28,
                           1999.)

                  10.7     Stock Subscription Agreement dated August 30, 1999,
                           including form of Warrant, between CopyTele, Inc. and
                           Lewis H. Titterton. (Incorporated by reference to
                           Form 10-K for the fiscal year ended October 31,
                           1999.)

                  10.8     CopyTele, Inc. 2000 Share Incentive Plan.
                           (Incorporated by reference to Annex A of our Proxy
                           Statement dated June 12, 2000.)

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                  10.9     Amendment No. 1 to the CopyTele, Inc. 2000 Share
                           Incentive Plan, adopted on July 6, 2001 and approved
                           by shareholders on August 16, 2001. (Incorporated by
                           reference to Form 10-Q for the fiscal quarter ended
                           July 31, 2001.)

                  10.10    Amendment No. 2 to the CopyTele, Inc. 2000 Share
                           Incentive Plan, adopted on July 16, 2002 and approved
                           by shareholders on September 12, 2002. (Incorporated
                           by reference to Exhibit 4(e) to our Form S-8
                           (Registration No. 333-99717) dated September 18,
                           2002.)

                  10.11    Amendment, dated May 10, 2001, to the Joint
                           Cooperation Agreement between CopyTele, Inc. and
                           Volga Svet Ltd. (Incorporated by reference to Exhibit
                           10.14 to our Form 10-K for the fiscal year ended
                           October 31, 2001.)

                  10.12    Letter Agreement between CopyTele, Inc. and Volga
                           Svet Ltd., dated as of February 1, 2002.
                           (Incorporated by reference to Exhibit 10.15 to our
                           Form 10-K for the fiscal year ended October 31,
                           2001.)

                  10.13    CopyTele, Inc. 2003 Share Incentive Plan
                           (Incorporated by reference to Exhibit 4 to our Form
                           S-8 dated May 5, 2003).

                  10.14    Amendment No. 1 to the CopyTele, Inc. 2003 Share
                           Incentive Plan (Incorporated by reference to Exhibit
                           4(e) to our Form S-8 dated November 9, 2004).

                  10.15    Amendment No. 2 to the CopyTele, Inc. 2003 Share
                           Incentive Plan (Incorporated by reference to Exhibit
                           10.1 to our Quarterly Report on Form 10-Q for the
                           fiscal quarter ended January 31, 2005).

                  10.16    Amendment No. 3 to the CopyTele, Inc. 2003 Share
                           Incentive Plan (Incorporated by reference to Exhibit
                           10.2 to our Quarterly Report on Form 10-Q for the
                           fiscal quarter ended January 31, 2005).

                  10.17    Form of Stock Option Agreement under CopyTele, Inc.
                           2003 Share Incentive Plan (Incorporated by reference
                           to Exhibit 10.1 to our Quarterly Report on Form 10-Q
                           for the fiscal quarter ended July 31, 2004).

                  10.18    Form of Stock Award Agreement under CopyTele, Inc.
                           2003 Share Incentive Plan (Incorporated by reference
                           to Exhibit 10.2 to our Quarterly Report on Form 10-Q
                           for the fiscal quarter ended July 31, 2004).

                  10.19    Long Term Agreement dated April 2, 2004 between
                           CopyTele, Inc. and Boeing Satellite Systems
                           International, Inc., as modified September 16, 2004.
                           (Incorporated by reference to Exhibit 10.17 to our
                           Annual Report on Form 10-K for the fiscal year ended
                           October 31, 2004.)

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                  23.1     Consent of Grant Thornton LLP. (Previously filed.)

                  31.1     Certification of Chief Executive Officer, pursuant to
                           Section 302 of the Sarbanes-Oxley Act of 2002, dated
                           January 25, 2007. (Filed herewith.)

                  31.2     Certification of Chief Financial Officer, pursuant to
                           Section 302 of the Sarbanes-Oxley Act of 2002, dated
                           January 25, 2007. (Filed herewith.)

                  32.1     Statement of Chief Executive Officer, pursuant to
                           Section 1350 of Title 18 of the United States Code,
                           dated January 16, 2007. (Previously filed.)

                  31.2     Statement of Chief Financial Officer, pursuant to
                           Section 1350 of Title 18 of the United States Code,
                           dated January 16, 2007. (Previously filed.)


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                                   SIGNATURES

                  Pursuant to the requirements of Section 13 or 15(d) 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.


                                 COPYTELE, INC.

                                 By: /s/ Denis A. Krusos
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                                 Denis A. Krusos
                                 Chairman of the Board and
January 25, 2007                 Chief Executive Officer



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