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|  ̈ | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) or (g)OF THE SECURITIES EXCHANGE ACT OF 1934 |   |
|--------|-----------------------------------------------------------------------------------------------|--------|

| ý | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2009 |   |
|--------|--------------------------------------------------------------------------------------------------------------------------------|--------|

|  ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934    |   |
|--------|--------------------------------------------------------------------------------------------|--------|
|   |  OR                                                                              |   |
|  ̈ | SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934 |   |

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| Title of each class                               |   | Name of each exchange onwhich registered |
|---------------------------------------------------|--------|------------------------------------------|
| Ordinary Shares, nominal value NIS 0.04 per share |   | NASDAQ Capital Market                    |

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|  Large accelerated filer  ̈ |  Accelerated filer  ̈ |  Non-accelerated filer ý |
|--------------------------------------|--------------------------------|------------------------------------|

| U.S. GAAP ý | International Financial Reporting Standards as issued bythe International Accounting Standards Board   ̈ | Other  ̈ |
|------------------|------------------------------------------------------------------------------------------------------------------------|--------------|

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| Number |   | Description                                                                                                                                                                                                                                                                            |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                                   |
| 1.1    |   | Amended and restated Articles of Association of the Company dated October 27, 2003 (incorporated by reference to exhibit 1.1 to the Company’s annual report on Form 20-F for the year ended December 31, 2003).                                                             |
| 1.2    |   | Memorandum of Association of the Company (incorporated by reference to exhibit 3.2 to the Company’s Registration Statement on Form F-1 (registration number 333-05718).                                                                                                     |
| 2.1    |   | Form of Warrant issuable in connection with the Securities Purchase Agreement between the Company and the Purchasers named therein, dated as of June 10, 2004 (incorporated by reference to exhibit 99.2 to the Company’s current report on Form 6-K filed June 10, 2004).  |
| 4.1    |   | Top Image Systems Ltd.  Employee Share Option Plan (2000) (incorporated by reference to exhibit 4.1 to the Company registration statement on Form S-8 filed on December 19, 2002).                                                                                      |
| 4.2    |   | Form of Stock Option Agreement covering grants to individuals dated August 20, 1996 (incorporated by reference to exhibit 10.2 to the Company’s Registration Statement on Form S-8 (registration number 333-11560))                                                         |
| 4.3    |   | Employee Agreement between the Company and Ido Schechter (incorporated by reference to exhibit 10.4(f) to the Company’s Registration Statement on Form F-1 (registration number 333-05718)).                                                                                |
| 4.4    |   | Preemptive Rights Agreement, dated as of May 8, 2000, between the Company and Izhak Nakar (incorporated by reference to exhibit 3.34 to the Company’s annual report on Form 20-F (registration number 001-14552)).                                                          |
| 4.5    |   | Securities Purchase Agreement between the Company and the Purchasers named therein, dated as of June 10, 2004 (incorporated by reference to exhibit 99.3 to the Company’s current report on Form 6-K filed June 10, 2004).                                                  |
| 4.6    |   | Top Image Systems Ltd.  Israeli Share Option Plan (2003) (incorporated by reference to exhibit 4.48 to the Company’s annual report on Form 20-F for the year ended December 31, 2003).                                                                            |
| 4.7    |   | Business Transfer Agreement between the Company and Toyo Ink Mfg.  Co., Ltd., dated as of August, 2004 (incorporated by reference to exhibit 4.28 to the Company's annual report on Form 20-F for the year ended December 31, 2004).                                    |

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| Number |   | Description |
|--------|--------|-------------|
|   |   |        |

| 4.8  |   | Terms and Conditions of Convertible Debentures Issued December 27, 2006 (incorporated by reference to exhibit 4.11 to the Company's annual report on Form 20-F for the year ended December 31, 2006).                                                                                                  |
|------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 4.9  |   | Form of Director and Officer Indemnification Agreement (incorporated by reference to exhibit 4.12 to the Company's annual report on Form 20-F for the year ended December 31, 2006).                                                                                                              |
| 4.10 |   | Sale and Purchase of Capture Projects Limited, between Top Image Systems UK Ltd , Top Image Systems Ltd , Roger Stoker and Edward Stoker , dated as of April, 2007 (incorporated by reference as Exhibit 4.13 to the Company’s annual report on Form 20-F for the year ended December 31, 2007)  |
| 4.11 |   | Stock and Purchase of Asiasoft Global Pte. Ltd., between Asiasoft Global Pte. Ltd., Toh Kian Hong and PC Holding Pte, Ltd., dated as of June 12, 2007 (incorporated by reference as Exhibit 4.14 to the Company’s annual report on Form 20-F for the year ended December 31, 2007).              |
| 4.12 |   | Sale and Purchase of Asiasoft Solutions (GZ) Limited, between Tai Kin Chung and Asiasoft Global Pte. Ltd., dated as of June 12, 2007 (incorporated by reference as Exhibit 4.15 to the Company’s annual report on Form 20-F for the year ended December 31, 2007).                               |
| 4.13 |   | Sale and Purchase of ordinary shares in the capital of Asiasoft Solutions (HK) Limited, between Tai Chung and Asiasoft Pte. Ltd., dated as of July, 2007(incorporated by reference as Exhibit 4.16 to the Company’s annual report on Form 20-F for the year ended December 31, 2007).            |
| 4.14 |   | Sale and Purchase of Shanghai Asiasoft Ltd., between Shanghai Aixun Software Co., Ltd. and Asiasoft System (China) Limited, dated as of  July 2007 (incorporated by reference as Exhibit 4.17 to the Company’s annual report on Form 20-F for the year ended December 31, 2007).       |
| 4.15 |   | Call Option Amendment Agreement dated January 4, 2009 by and among Mr. Toh Kian Hong and Top Image Systems Ltd. (incorporated by reference to exhibit 4.18 to the Company's annual report on Form 20-F for the year ended December 31, 2008).                                                          |
| 4.16 |   | Terms and Conditions Arrangement with the Holders of Convertible Debentures Issued December 27, 2006, dated as of January 13, 2010. (incorporated by reference to exhibit 4.16 to the Company's annual report on Form 20-F for the year ended December 31, 2009).                                      |
| 8    |   | List of Subsidiaries. (incorporated by reference to exhibit 8 to the Company's annual report on Form 20-F for the year ended December 31, 2009).                                                                                                                                                       |
| 12.1 |   | Certification of the Chief Executive Officer pursuant to 15 U.S.C.  Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (incorporated by reference to exhibit 12.1 to the Company's annual report on Form 20-F for the year ended December 31, 2009).        |
| 12.2 |   | Certification of the Chief Financial Officer pursuant to 15 U.S.C.  Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (incorporated by reference to exhibit 12.2 to the Company's annual report on Form 20-F for the year ended December 31, 2009).        |
| 13.1 |   | Certification of the Chief Executive Officer pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (incorporated by reference to exhibit 13.1 to the Company's annual report on Form 20-F for the year ended December 31, 2009).        |
| 13.2 |   | Certification of the Chief Financial Officer pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (incorporated by reference to exhibit 13.2 to the Company's annual report on Form 20-F for the year ended December 31, 2009).        |

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| Number |   | Description |
|--------|--------|-------------|
|   |   |        |

| 15.1 |   | Consent of Kost Forer Gabbay & Kasierer– member of Ernst & Young Global. (incorporated by reference to exhibit 15.1 to the Company's annual report on Form 20-F for the year ended December 31, 2009).  |
|------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 15.2 |   | Audit Committee Charter (incorporated by reference to exhibit 14.3 to Company’s annual report on Form 20-F for the year ended December 31, 2003).                                                               |
| 15.3 |   | Letter dated June 21, 2010 from KPMG to the SEC. (incorporated by reference to exhibit 15.3 to the Company's annual report on Form 20-F for the year ended December 31, 2009).                                        |
| 15.4 |   | Consent of KPMG.                                                                                                                                                                                                           |

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|   | TOP IMAGE SYSTEMS LTD. |                           |
|--------|------------------------|--------------------------------|
|   |                   |                           |   |
|   | By:                    | /s/  Ido Schechter        |   |
|   |                   | Name: Ido Schechter            |   |
|   |                   | Title: Chief Executive Officer |   |
|   |                   |                           |   |

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