<PAGE>

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                              UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                               -----------

                                FORM 10-Q

           [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934

                 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 1998


           [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934

        FOR THE TRANSITION PERIOD FROM _____________ TO _______________

                               -----------

                    COMMISSION FILE NUMBER 333-11445

                         PUMA TECHNOLOGY, INC.

        (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


          DELAWARE                                     77-0349154
          (State or other jurisdiction of              (I.R.S. Employer
          incorporation or organization)               Identification No.)


            2550 NORTH FIRST STREET, SAN JOSE, CALIFORNIA          95131
                           408-321-7650                          (Zip Code)
(Address and telephone number of principal executive office)               


Indicate by check mark whether the registrant (1) has filed all reports 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 [ ]


The number of shares outstanding of the registrant's common stock, par value 
          $0.001 per share, as of January 31, 1998 was 12,113,883.

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                    THIS REPORT CONSISTS OF 25 PAGES.

<PAGE>


                                PUMA TECHNOLOGY, INC.

                                      FORM 10-Q

                   FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 1998

                                  TABLE OF CONTENTS

<TABLE>
<CAPTION>

                     PART I.  FINANCIAL INFORMATION                      PAGE
                                                                         ----
<S>                                                                        <C>
Item 1.   Condensed Consolidated Financial Statements                       4

Item 2.   Management's Discussion and Analysis of Financial Condition       9
          and Results of Operations


                      PART II.  OTHER INFORMATION

Item 6.   Exhibits                                                         23

Signature                                                                  24

Summary of Trademarks                                                      25
</TABLE>


                                     2
<PAGE>

PART I.  FINANCIAL INFORMATION

ITEM I.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The condensed consolidated financial statements included under this item are 
as follows:

<TABLE>
<CAPTION>
FINANCIAL STATEMENT DESCRIPTION                                            PAGE
--------------------------------------------------------------------------------


<S>  <C>                                                                     <C>
-    Condensed Consolidated Balance Sheet                                    4
     January 31, 1998 and July 31, 1997

-    Condensed Consolidated Statement of Operations                          5
     Three and Six Months Ended January 31, 1998 and 1997

-    Condensed Consolidated Statement of Cash Flows                          6
     Six Months Ended January 31, 1998 and 1997

-    Notes to Condensed Consolidated Financial Statements                    7
</TABLE>


                                     3
<PAGE>

                             PUMA TECHNOLOGY, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEET
                               (in thousands)
                                (unaudited)

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------
                                                        JANUARY 31,    JULY 31,
                                                          1998           1997
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
<S>                                                     <C>           <C>
ASSETS
Current assets:
  Cash and cash equivalents                             $  9,052      $  5,824
  Short-term investments                                  11,726        15,347
  Accounts receivable, net                                 3,851         3,615
  Inventories                                                254           224
  Other current assets                                       765           443
-------------------------------------------------------------------------------
    Total current assets                                  25,648        25,453
-------------------------------------------------------------------------------
Property and equipment, net                                3,391         2,844
Other assets                                               1,057         1,116
-------------------------------------------------------------------------------
      TOTAL ASSETS                                      $ 30,096      $ 29,413
-------------------------------------------------------------------------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                                      $  1,051      $  1,215
  Accrued liabilities                                        998         1,001
  Deferred revenue                                           711           683
  Current portion of capital lease obligations                25            25
-------------------------------------------------------------------------------
    Total current liabilities                              2,785         2,924
-------------------------------------------------------------------------------
Capital lease obligations, net of current portion             45            66
-------------------------------------------------------------------------------
    Total liabilities                                      2,830         2,990
-------------------------------------------------------------------------------
Stockholders' equity:
  Common stock, $0.001 par value; 12,114 and
   12,032 shares issued and outstanding at
   January 31, 1998 and July 31, 1997, respectively           12            12
  Additional paid-in capital                              31,750        31,525
  Receivable from stockholders                              (192)         (192)
  Deferred stock compensation                                (67)          (81)
  Accumulated deficit                                     (4,237)       (4,841)
-------------------------------------------------------------------------------
     Total stockholders' equity                           27,266        26,423
-------------------------------------------------------------------------------
       TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $ 30,096      $ 29,413
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
</TABLE>

   SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                     4
<PAGE>

                             PUMA TECHNOLOGY, INC.

                CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                    (in thousands, except per share data)
                                 (Unaudited)

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------
                                                        THREE MONTHS ENDED            SIX MONTHS ENDED
                                                            JANUARY 31,                   JANUARY 31,
                                                       1998           1997           1998           1997
---------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------
<S>                                                 <C>            <C>             <C>           <C>
REVENUE                                             $  5,727       $  3,624        $10,964       $  6,826
Cost of revenue                                          629            295          1,254            652
---------------------------------------------------------------------------------------------------------
GROSS PROFIT                                           5,098          3,329          9,710          6,174
---------------------------------------------------------------------------------------------------------
OPERATING EXPENSES:
  Research and development                             2,299          1,429          4,431          2,630
  Sales and marketing                                  1,826            880          3,427          1,758
  General and administrative                             661            505          1,458            932
---------------------------------------------------------------------------------------------------------
    Total operating expenses                           4,786          2,814          9,316          5,320
---------------------------------------------------------------------------------------------------------
OPERATING INCOME                                         312            515            394            854
  Interest and other income, net                         295            183            580            194
---------------------------------------------------------------------------------------------------------
INCOME BEFORE INCOME TAXES                               607            698            974          1,048
  Provision for income taxes                            (231)          (244)          (370)          (367)
---------------------------------------------------------------------------------------------------------
NET INCOME                                          $    376       $    454        $   604        $   681
---------------------------------------------------------------------------------------------------------
NET INCOME PER SHARE:

  Basic                                             $   0.03       $   0.05        $  0.05        $  0.10

  DILUTED                                           $   0.03       $   0.04        $  0.05        $  0.06

SHARES USED IN PER SHARE CALCULATION:

  Basic                                               12,103          9,014         12,088          6,691

  DILUTED                                             12,548         11,502         12,526         10,562
---------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------
</TABLE>

     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                     5
<PAGE>

                             PUMA TECHNOLOGY, INC.

                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                (in thousands)
                                 (Unaudited)

<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------
                                                                     SIX MONTHS ENDED
                                                                        JANUARY 31,
                                                                    1998           1997
------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------
<S>                                                               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                        $    604       $    681
  Adjustments to reconcile net income to net
  cash provided by operating activities:
    Depreciation and amortization                                      549            283
    Customer deposits and other                                        (68)            20
    Changes in operating assets and liabilities                       (706)          (779)
------------------------------------------------------------------------------------------
      Net cash provided by  operating activities                       379            205
------------------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of property and equipment                                 (976)          (219)
  Maturities (purchases) of short-term investments                   3,621        (15,749)
------------------------------------------------------------------------------------------
      Net cash provided by (used in) investing activities            2,645        (15,968)
------------------------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Principal payments under capital lease obligations                   (21)           (19)
  Proceeds from conversion of warrants                                   -            405
  Net proceeds upon exercise of stock options                           76            548
  Note repayments by stockholders                                        -          1,514
  Net proceeds from newly issued common stock                          149         21,300
------------------------------------------------------------------------------------------
      Net cash provided by financing activities                        204         23,748
------------------------------------------------------------------------------------------
Net increase  in cash and cash equivalents                           3,228          7,985
Cash and cash equivalents at the beginning of the period             5,824            982
------------------------------------------------------------------------------------------
Cash and cash equivalents at the end of the period                $  9,052       $  8,967
------------------------------------------------------------------------------------------
</TABLE>

    SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                     6
<PAGE>

                           PUMA TECHNOLOGY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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NOTE 1.  BASIS OF PRESENTATION

The accompanying condensed consolidated financial statements for the three 
and six months ended January 31, 1998 and 1997 are unaudited and reflect all 
normal recurring adjustments which are, in the opinion of management, 
necessary for their fair presentation.  These condensed consolidated 
financial statements should be read in conjunction with the Company's 
consolidated financial statements and notes thereto included in the Company's 
Annual Report on Form 10-K for the fiscal year ended July 31, 1997.  The 
results of operations for the interim periods ended January 31, 1998 are not 
necessarily indicative of results to be expected for the full year. 

NOTE 2.  RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In October 1997, the AICPA issued Statement of Position (SOP) 97-2, Software 
Revenue Recognition, which supersedes SOP 91-1.  The Company will be required 
to adopt SOP 97-2 prospectively for software transactions entered into 
beginning August 1, 1998.  SOP 97-2 generally requires revenue earned on 
software arrangements involving multiple elements such as software products, 
upgrades, enhancements, postcontract customer support, installation and 
training, to be allocated to each element based on the relative fair values 
of the elements. The fair value of an element must be based on vendor 
specific objective evidence.  The revenue allocated to software products, 
including specified upgrades or enhancements generally is recognized upon 
delivery of the products. The revenue allocated to postcontract customer 
support generally is recognized ratably over the term of the support and 
revenue allocated to service elements generally is recognized as the services 
are performed.  If a vendor does not have evidence of the fair value for all 
elements in a multiple-element arrangement, all revenue from the arrangement 
is deferred until such evidence exists or until all elements are delivered.  
The Company currently does not believe the adoption of SOP 97-2 will have a 
material impact on the Company's financial position or results of operations.

In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive Income." 
SFAS No. 130 establishes standards for reporting and displaying of 
comprehensive income and its components.  The Company will adopt SFAS No. 130 
effective August 1, 1998. 

In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of an 
Enterprise and Related Information."  SFAS No. 131 establishes new 
requirements for the reporting of information regarding operating segments, 
products, services, geographic areas and major customers.  The Company will 
adopt SFAS No.131 effective August 1, 1998.

NOTE 3.  EARNINGS PER SHARE

The Company has adopted the provisions of SFAS No. 128 (SFAS 128), "EPS", 
effective January 31, 1998.  SFAS 128 requires the presentation of basic and 
diluted earnings per share.  Basic EPS is computed by dividing income 
available to common stockholders by the weighted average number of common 
shares outstanding for the period. Diluted EPS is computed giving effect to 
all dilutive 


                                     7
<PAGE>

potential common shares that were outstanding during the period. Dilutive 
potential common shares consist of the incremental common shares issuable 
upon the exercise of stock options for all periods and convertible preferred 
stock for periods prior to the Company's initial public offering.  All prior 
period earnings per share amounts have been restated to comply with SFAS 128. 

Basic and diluted earnings per share were calculated as follows during the three
and six months ended January 31, 1998 and 1997:

                        (in thousands, except per share data)
                                     (Unaudited)

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------
                                                              THREE MONTHS ENDED           SIX MONTHS ENDED
                                                                 JANUARY 31,                   JANUARY 31,
                                                            1998           1997           1998           1997
----------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------
<S>                                                        <C>            <C>             <C>           <C>
BASIC:
  Weighted average common shares                             12,103          9,014         12,088          6,691
                                                           --------       --------       --------       --------
                                                           --------       --------       --------       --------

  Net income                                               $    376       $    454        $   604       $    681
                                                           --------       --------       --------       --------
                                                           --------       --------       --------       --------

  Net income per share                                        $0.03          $0.05          $0.05          $0.10
                                                           --------       --------       --------       --------
                                                           --------       --------       --------       --------

DILUTED:

  Weighted common shares                                     12,103          9,014         12,088          6,691

  Weighted average preferred  shares as if converted                         1,711                         3,043

  Common equivalent shares from stock
   options and warrants                                         445            777            438            828

                                                           --------       --------       --------       --------
  Shares used in per share calculation                       12,548         11,502         12,526         10,562
                                                           --------       --------       --------       --------
                                                           --------       --------       --------       --------

  Net income                                               $    376       $    454       $    604       $    681
                                                           --------       --------       --------       --------
                                                           --------       --------       --------       --------

  Net income per share                                     $   0.03       $   0.04       $   0.05       $   0.06
                                                           --------       --------       --------       --------
                                                           --------       --------       --------       --------
</TABLE>

Options to purchase 193,188 and 10,690 shares of common stock at a range of 
$6.60 to $9.75 and $16.57 to $16.88 per share were outstanding during the 
second quarter of fiscal 1998 and 1997, respectively, but were not included 
in the computation of diluted EPS because the options' exercise price was 
greater than the average market price of the common shares for each 
respective quarter.


                                     8
<PAGE>

                           PUMA TECHNOLOGY, INC.

ITEM II.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
RESULTS OF OPERATIONS

THE FOLLOWING INFORMATION SHOULD BE READ IN CONJUNCTION WITH THE CONSOLIDATED 
FINANCIAL STATEMENTS AND THE NOTES THERETO AND IN CONJUNCTION WITH 
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF 
OPERATIONS IN THE FORM 10-K.  THIS QUARTERLY REPORT ON FORM 10-Q, AND IN 
PARTICULAR MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
RESULTS OF OPERATIONS, CONTAINS FORWARD-LOOKING STATEMENTS REGARDING FUTURE 
EVENTS OR THE FUTURE PERFORMANCE OF THE COMPANY THAT INVOLVE CERTAIN RISKS 
AND UNCERTAINTIES INCLUDING THOSE DISCUSSED IN "FACTORS THAT MAY AFFECT 
FUTURE OPERATING RESULTS" AND "BUSINESS RISKS" BELOW.  IN THIS REPORT, THE 
WORDS "ANTICIPATES", "BELIEVES", "EXPECTS", "INTENDS", "FUTURE" AND SIMILAR 
EXPRESSIONS IDENTIFY FORWARD-LOOKING STATEMENTS.  ACTUAL EVENTS OR THE ACTUAL 
FUTURE RESULTS OF THE COMPANY MAY DIFFER MATERIALLY FROM ANY FORWARD-LOOKING 
STATEMENTS DUE TO SUCH RISKS AND UNCERTAINTIES.  THE COMPANY ASSUMES NO 
OBLIGATION TO UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT ACTUAL 
RESULTS OR CHANGES IN FACTORS OR ASSUMPTIONS AFFECTING SUCH FORWARD-LOOKING 
ASSUMPTIONS.  READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE 
FORWARD-LOOKING STATEMENTS, WHICH REFLECT MANAGEMENT'S ANALYSIS ONLY AS OF 
THE DATE HEREOF.  THE COMPANY UNDERTAKES NO OBLIGATION TO PUBLICLY RELEASE 
THE RESULTS OF ANY REVISION TO THESE FORWARD-LOOKING STATEMENTS, WHICH MAY BE 
MADE TO REFLECT EVENTS OR CIRCUMSTANCES AFTER THE DATE HEREOF OR TO REFLECT 
THE OCCURRENCE OF UNANTICIPATED EVENTS.

RESULTS OF OPERATIONS

OVERVIEW

Puma Technology, Inc. ("Puma" or "the Company") develops, markets and 
supports Mobile Data Exchange (MDE)-TM- software, including wireless infrared 
connectivity and advanced data synchronization software.  The Company 
currently has three families of products -- its TranXit family of products 
that supports infrared connectivity, its IntelliSync-TM- family of products 
that performs advanced data synchronization, and its IntelliSync97 family of 
products which combines infrared connectivity with advanced data 
synchronization.

TranXit and IntelliSync 97 software is licensed primarily to original 
equipment manufacturer (OEM) customers, which are primarily makers of laptop 
computers. These OEM customers license the Company's software for inclusion 
in their laptop computers to enable infrared connectivity (IR) from the 
laptop back to desktop computers.  These OEM customers include the Company's 
software into their products at the time of manufacture and for each device 
shipped, the Company collects a royalty.  Royalties are typically paid to the 
Company once a quarter based on volume, although certain contracts contain 
fixed royalties regardless of volume, for a given time period.

IntelliSync software is used for advanced data synchronization of database 
information that resides on a computer such as a desktop machine and 
increasingly popular handheld devices such as electronic organizers, handheld 
computers, smart phones and smart pagers.  The Company's software actually 
runs on the desktop computer and keeps information in the desktop and the 
handheld device synchronized.  IntelliSync software is currently distributed 
directly to the end 


                                     9
<PAGE>

user and through the Company's retail distribution channel, and is bundled 
with their products by some of the handheld device manufacturers.

The following table sets forth certain consolidated statement of income data 
as a percentage of revenue for the periods indicated: 

<TABLE>
<CAPTION>
-------------------------------------------------------------------------
                                    THREE MONTHS ENDED   SIX MONTHS ENDED
                                        JANUARY 31,         JANUARY 31,
                                      1998      1997      1998       1997
-------------------------------------------------------------------------
-------------------------------------------------------------------------
<S>                                  <C>       <C>       <C>        <C>
REVENUE                              100.0%    100.0%    100.0%    100.0%
-------------------------------------------------------------------------
Cost of revenue                       11.0       8.1      11.4       9.6
-------------------------------------------------------------------------
GROSS PROFIT                          89.0      91.9      88.6      90.4
-------------------------------------------------------------------------
OPERATING EXPENSES:
  Research and development            40.2      39.5      40.4      38.5
  Sales and marketing                 31.9      24.3      31.3      25.8
  General and administrative          11.5      13.9      13.3      13.7
-------------------------------------------------------------------------
    Total operating expenses          83.6      77.7      85.0      77.9
-------------------------------------------------------------------------
OPERATING INCOME                       5.4      14.2       3.6      12.5
  Interest and other income, net       5.2       5.1       5.3       2.9
-------------------------------------------------------------------------
INCOME BEFORE INCOME TAXES            10.6      19.3       8.9      15.4
  Provision for income taxes          (4.0)     (6.8)     (3.4)     (5.4)
-------------------------------------------------------------------------
NET INCOME                             6.6%     12.5%      5.5%     10.0%
-------------------------------------------------------------------------
-------------------------------------------------------------------------
</TABLE>

REVENUE.  The Company's revenue is derived from two primary sources; software 
licenses and fees for service.  License revenue is derived from the licensing 
of software products and royalty agreements with OEMs.  The Company's revenue 
for the three months ended January 31, 1998 increased by 58% to $5,727,000 as 
compared to $3,624,000 for the same period in 1997.  For the six months ended 
January 31, 1998 revenue increased by 61% to $10,964,000 as compared to 
$6,826,000 for the six months ended January 31, 1997.  The overall increase 
in revenue was primarily due to increased license revenue derived from the 
Company's TranXit and IntelliSync97 products sold to notebook manufacturers, 
increased license revenue derived from the Company's IntelliSync for handheld 
devices, and to a lesser extent, increased service revenue.  The Company 
believes license revenue derived from handheld devices, in particular 
IntelliSync for Palm Pilot, was favorably impacted from increased demand due 
to the holiday season in its second fiscal quarter of 1998.

Service revenue is derived from fees for services including customer funded 
engineering services and amortization of maintenance contract programs. 
Service revenue represented 13% and 14% of the Company's revenue for the 
three and six months ended January 31, 1998, respectively.  Service revenue 
was less than 10% of revenue for the three and six months ended January 31, 
1997.  The year over year increase in service revenue is primarily due to 
increased customer funded engineering services, and to a lesser extent, 
increased amortization of maintenance contract programs.  The Company 
believes this percentage may fluctuate in the future. 


                                     10
<PAGE>

OEM revenue continues to represent a significant portion of the Company's 
revenue.  OEM revenue represented 70% and 78% of the Company's revenue in the 
three months ended January 31, 1998 and 1997, respectively.  OEM revenue 
represented 74% and 72% of the Company's revenue in the six months ended 
January 31, 1998 and 1997, respectively.  Toshiba represented 17% and 22% of 
revenue for the three months ended January 31, 1998 and 1997, respectively.  
Although several OEMs are subject to certain contractual minimum purchase 
obligations, there can be no assurance that any particular OEM will satisfy 
the obligation. Accordingly, the Company recognizes revenue from minimum 
guaranteed royalties when such royalties are earned and become payable.  The 
Company believes that the percentage of revenue derived from OEMs may 
fluctuate in future periods depending in part upon the marketing channels 
used by the Company for future products currently under development, and the 
level of shipments by OEM customers of products with the Company's software.

International revenue continues to represent a significant portion of the 
Company's revenue.  International revenue represented approximately 61% and 
52% of the Company's revenue in the second fiscal quarter of 1998 and 1997, 
respectively.  International revenue represented approximately 64% and 55% of 
revenue in the six months ended January 31, 1998 and 1997, respectively.

The foregoing statements regarding new product information are 
forward-looking statements.  Actual events or the actual future results of 
the Company may differ materially from any forward-looking statements due to 
such risks and uncertainties.  Introduction of new products and enhancements 
of existing products can have a significant impact on the Company's revenue.  
Any delays in the scheduled release of major new products and enhancements 
can have a material adverse impact on the Company's business, operating 
results and financial condition.  The Company plans to introduce new versions 
of IntelliSync for Notebooks, IntelliSync for PC's and other new products at 
various times throughout the remainder of fiscal 1998.  Any delays in 
introduction of these products or failure of these products to achieve 
anticipated levels of market acceptance will have an adverse impact on the 
Company's business, operating results and financial condition.

COST OF REVENUE.  Cost of revenue consists primarily of product media and 
duplication, manuals, packing supplies, shipping expenses and personnel 
related costs incurred under customer funded software engineering services.  
For the three months ended January 31, 1998 and 1997, cost of revenue, as a 
percentage of revenue was approximately 11% and 8%, respectively.  For the 
six months ended January 31, 1998 and 1997, cost of revenue as a percentage 
of revenue was approximately 11% and 10%, respectively.  The year over year 
increase in cost of revenue was primarily due to increased costs associated 
with increased levels of customer funded engineering services.

The Company's cost of revenue is affected by the mix among its distribution 
channels and is affected by the mix among its revenue sources including 
royalties, packaged product, customer funded engineering contracts and sales 
and fulfillment via its Web site. A majority of IntelliSync for handhelds 
revenue is derived by direct sales to distributors and retailers as well as 
end-users. The Company anticipates that gross profit as a percentage of total 
revenue will decrease, to the extent sales to distributors and retailers 
increase in proportion to the Company's total revenue. This decline in gross 
profit percentage is anticipated since the average selling price to 
distributors and retailers is lower due to distributor discounts and the cost 
of revenue is higher due to product 


                                     11
<PAGE>

costs. Royalty revenue is derived largely from licensing TranXit and 
IntelliSync 97 to OEM customers and cost of sales attributable to TranXit and 
IntelliSync 97 royalties have not been significant so far. 

RESEARCH AND DEVELOPMENT.  Research and development expenses consist 
primarily of salaries and other related expenses for research and development 
personnel, quality assurance personnel, fees to outside contractors and the 
cost of facilities and depreciation of capital equipment.  Research and 
development expenses increased 61% to $2,299,000 in the second fiscal quarter 
of 1998 from $1,429,000 in the comparable fiscal quarter of 1997.  For the 
six months ended January 31, 1998 research and development expenses totaled 
$4,431,000 representing a 69% increase compared to $2,630,000 for the same 
six-month period in fiscal 1997.  The year over year increase in research and 
development expenses was primarily due to increased personnel related costs 
and spending required to develop the Company's IntelliSync product offerings 
and, to a lesser extent, increased personnel related costs and spending 
required to develop enhanced versions of TranXit and other new products. A 
significant portion of the Company's research and development expenses are 
comprised of fees paid to outside contractors which are engaged by the 
Company on a project-by-project basis. Research and development spending is 
anticipated to increase in absolute dollars as the Company continues to 
invest in product development. In addition, the Company believes research and 
development expenses may fluctuate from quarter to quarter both in absolute 
dollars as well as a percentage of revenue, depending upon the status of 
various development projects. 

Research and development expenses have been expensed as incurred.  Statement 
of Financial Accounting Standards No. 86 requires capitalization of certain 
software development costs once technological feasibility is established.  
The Company defines establishment of technological feasibility at the point 
which product reaches beta.  Software development costs incurred subsequent 
to the establishment of technological feasibility through the period of 
general market availability of the product are capitalized, if material.  To 
date, all of these software development costs have been insignificant and 
expensed as incurred.
 
SALES AND MARKETING.  Sales and marketing expenses consist primarily of 
salaries, commissions, promotional expenses and other related expenses of 
sales and marketing personnel.  Sales and marketing expenses increased 108% 
to $1,826,000 in the second fiscal quarter of 1998 from $880,000 for the 
comparable quarter in the prior year.  Sales and marketing expenses increased 
95% to $3,427,000 in the first six months of fiscal 1998 from $1,758,000 for 
the comparable six-month period in the prior year.  The year over year sales 
and marketing expense increase for the second quarter of fiscal 1998 as 
compared to the second fiscal quarter of 1997 was primarily due to increased 
personnel related spending in both sales and marketing due to increased 
headcount.  In addition, the Company increased its spending in the areas of 
corporate advertising and package design associated with the release of new 
products. Additionally, in an effort to expand its presence in the retail 
market channel, the Company has incurred higher levels of market development 
and cooperative advertising expenses paid to its distributors.  The Company 
anticipates that sales and marketing expenses will continue to increase in 
absolute dollars throughout the remainder of fiscal 1998.

GENERAL AND ADMINISTRATIVE.  General and administrative expenses consist 
primarily of salaries and other related expenses of administrative, executive 
and financial personnel and other outside professional fees.  General and 
administrative expenses increased 31% to $661,000 in the second fiscal 
quarter of 1998 from $505,000 for the same period in the prior year.  General 
and


                                     12
<PAGE>

administrative expenses increased 56% to $1,458,000 in the first six months 
of fiscal 1998 from $932,000 for the same period in the prior year.  The year 
over year increases in absolute general and administrative spending from the 
second fiscal quarter of 1998 as compared to the second fiscal quarter of 
1997 was primarily due to increased legal and financial costs, spending to 
support the need for a growing infrastructure, and to a lesser extent, 
increased provisions for doubtful accounts.  The Company anticipates that its 
general and administrative expenses will increase in absolute dollars in the 
future as the Company expands its administrative staff, management 
information systems and other items related to infrastructure.  

INTEREST AND OTHER INCOME, NET.  Interest and other income, net, represents 
interest earned by the Company on its cash and short-term investments, offset 
by interest expense on capitalized leases and miscellaneous fees and charges. 
Interest and other income, net, increased to $295,000 in the second fiscal 
quarter of 1998 from $183,000 for the same period in the prior year and 
increased to $580,000 for the six months ended January 31, 1998 from $194,000 
for the same period in 1997. The increase in interest and other income, net, 
in the second quarter of fiscal 1998 as compared to the second quarter of 
fiscal 1997 was primarily due to increased interest income on higher levels 
of cash equivalents and short-term investments. The increased balances were 
primarily a result of proceeds generated from the Company's initial public 
offering in December 1996.

PROVISION FOR INCOME TAXES.  The provision for income taxes decreased to 
$231,000 in the second fiscal quarter of 1998 from $244,000 for the same 
period in the prior year.  The provision for income taxes increased to 
$370,000 in the first six months of fiscal 1998 from $367,000 for the same 
period in fiscal 1997.  The provision for income taxes primarily represents 
foreign withholding taxes. The foreign withholding taxes are a function of 
royalties earned by the Company from certain foreign customers. The Company's 
overall tax rate for fiscal 1998 is significantly dependent on the amount and 
mix of income derived from sources subject to foreign withholding taxes. The 
Company's estimate of its fiscal 1998 income tax rate is based on current 
projections and mix of its pre-tax income. Any adverse movements in actual 
foreign withholding taxes or level of amount pre-tax income compared to such 
projections could cause the income tax rate to increase substantially in the 
second half of fiscal 1998.

LIQUIDITY AND CAPITAL RESOURCES

The Company's operating activities provided cash of $379,000 and $205,000 in 
the first six months of fiscal 1998 and 1997, respectively. Net cash provided 
in the first six months of fiscal 1998 was primarily due to net income 
adjusted for depreciation and amortization and partially offset by increases 
in accounts receivable and other assets and decreases in accounts payable. 
Net cash provided in the first six months of fiscal 1997 was primarily due to 
net income adjusted for depreciation and amortization and increases in 
accrued liabilities.  These sources were partially offset by increases in 
accounts receivable and other assets and decreases in accounts payable and 
deferred revenue. 

Cash provided by investing activities was $2,645,000 and used in investing 
activities was $15,968,000 in the first six months of fiscal 1998 and 1997, 
respectively. Cash provided in the first six months of fiscal 1998 was 
primarily due to maturities of short-term investments partially offset by 
purchases of property and equipment.  Cash used in the first six months of 
fiscal 1997 was primarily due to purchases of short-term investments, and to 
a lesser extent, purchases of 


                                     13
<PAGE>

property and equipment.  The Company expects purchases of property and 
equipment to increase in the remainder of fiscal 1998 as it purchases 
computer and other equipment to enhance its infrastructure as well as expand 
its facility located on the east coast.

Cash provided by financing activities was $204,000 and $23,748,000 in the 
first six months of fiscal 1998 and 1997, respectively. Cash provided from 
financing activities in the first six months of fiscal 1998 was primarily due 
to issuances of common stock under the Company's Employee Stock Purchase 
Plan, and to a lesser extent, exercise of stock options. Cash provided from 
financing activities in the first six months of 1997 was primarily due to the 
issuance of common stock in the Company's initial public offering, and to a 
much lesser extent, note repayments by stockholders and issuance of preferred 
stock.

At January 31, 1998 the Company's principal source of liquidity represented 
by cash, cash equivalents and short-term investments totaled $20,778,000. The 
Company currently has no significant capital commitments. The Company 
currently has no bank financing arrangements. The Company believes that its 
current cash, cash equivalents and short-term investment balances and cash 
generated from operations, if any, will be sufficient to meet its working 
capital and other cash requirements for at least the next twelve months.

FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

The Company expects that its future operating results could fluctuate 
significantly as a result of numerous factors including, but not limited to, 
the demand for the Company's products, the Company's success in developing 
new products, the timing of new product introductions by the Company and its 
competitors, market acceptance of the Company's new and enhanced products, 
the emergence of new industry standards, the timing of customer orders, the 
mix of products sold, competition, the mix of distribution channels employed, 
the evolving and unpredictable nature of the markets for the Company's 
products and mobile computing devices generally, the rate of growth of the 
personal computer market in general and general economic conditions.

The Company's revenue is difficult to forecast in part because the market for 
wireless IR connectivity and data synchronization software is rapidly 
evolving. In addition, the Company typically operates with a relatively small 
order backlog.  As a result, quarterly sales and operating results depend in 
part on the volume and timing of orders received within the quarter, which 
are difficult to forecast. In addition, a significant portion of the 
Company's expense levels is fixed in advance based in large part on the 
Company's forecasts of future revenue. If revenue is below expectations in 
any given quarter, the adverse impact of the shortfall on the Company's 
operating results may be magnified by the Company's inability to adjust 
spending to compensate for the shortfall. Therefore, a shortfall in actual 
revenue as compared to estimated revenue would have an immediate adverse 
effect on the Company's business, financial condition and operating results 
that could be material.

The Company historically has derived a substantial portion of its revenue 
from OEMs. Due to the Company's ongoing effort to expand into retail and 
reseller distribution channels, an increasing percentage of the Company's 
licensing activity is expected to result from the sale of products through 
distributors and other resellers, which sales are harder to predict and may 
have lower margins than other channels. Sales through such channels may 
contribute to increased fluctuation of operating results. A significant 
portion of the Company's revenue in any quarter is typically 


                                     14
<PAGE>

derived from sales to a limited number of customers. The Company has 
generally recognized a substantial portion of its revenue in the last month 
of each quarter, when it typically receives royalty reports from its OEM 
customers. Any significant deferral of purchases of the Company's products by 
its customers could have a material adverse effect on the Company's business, 
operating results and financial condition in any particular quarter. To the 
extent that significant sales occur earlier than expected, operating results 
for subsequent quarters may be adversely affected.

The Company has expanded its sales channel by fulfilling orders via the World 
Wide Web. Given its limited history, there can be no assurance of continued 
acceptance or demand for orders placed via the Web. Additionally, there can 
be no assurance that Web sales may not adversely affect sales in the 
Company's retail and reseller sales channels.

The Company's gross margin on its service revenue is substantially lower than 
its gross margin on license revenue. Any increase in service revenue would 
have a corresponding increase in cost of revenue and may have an adverse 
effect on the Company's gross margins. The Company may also reduce prices or 
increase spending in response to competition or to pursue new market 
opportunities.
 
The operating results of many software companies reflect seasonal 
fluctuation. For example, sales in Europe and certain other countries 
typically are adversely affected in the summer months when business activity 
is reduced.  The Company's revenues and operating results may be adversely 
affected by diminished demand for the Company's products on a seasonal basis.
 
Because of these factors, the Company believes that period-to-period 
comparisons of its operating results are not necessarily meaningful and that 
such comparisons should not be relied upon as indications of future 
performance. As a result of the foregoing and other factors, the Company's 
operating results and stock price may be subject to significant volatility, 
particularly on a quarterly basis.

BUSINESS RISKS

LIMITED HISTORY OF OPERATIONS AND PROFITABILITY.  Puma was organized in 
August 1993 and began shipping products in October 1994.  Accordingly, the 
Company has a limited operating history upon which an evaluation of the 
Company can be based.  The Company has only been profitable in seven quarters 
since inception. The Company's results must be considered in light of the 
risks, expenses and difficulties frequently encountered by companies in their 
early stages of development, particularly companies in a new and evolving 
market such as the mobile data exchange software market.  Although the 
Company has experienced increased quarterly revenue over the last nine fiscal 
quarters, such growth rates may not be sustainable and are not indicative of 
future operating results. There can be no assurance that any of the Company's 
business strategies will be successful or that the Company's revenue growth 
or profitability will continue on a quarterly or annual basis.

RISKS ASSOCIATED WITH NEW PRODUCT DEVELOPMENT AND TIMELY INTRODUCTION OF NEW 
AND ENHANCED PRODUCTS.  The markets for the Company's products are 
characterized by rapidly changing technologies, evolving industry standards, 
frequent new product introductions and short product life cycles.  The 
Company first 


                                     15
<PAGE>

introduced its TranXit products in October 1994, IntelliSync for handheld 
devices in the first quarter of fiscal 1997, and IntelliSync 97 in the first 
quarter of fiscal 1998. As its product families mature, the Company expects 
that their gross margins may decline.  The Company's future success will 
depend to a substantial degree upon its ability to enhance its existing 
products and to develop and introduce, on a timely and cost-effective basis, 
new products and features that meet changing customer requirements and 
emerging and evolving industry standards.  The Company budgets amounts to 
expend for research and development based on planned product introductions 
and enhancements; however, actual expenditures may significantly differ from 
budgeted expenditures. Inherent in the product development process is a 
number of risks. The development of new, technologically advanced software 
products is a complex and uncertain process requiring high levels of 
innovation, as well as the accurate anticipation of technological and market 
trends.  The introduction of new or enhanced products also requires the 
Company to manage the transition from older products in order to minimize 
disruption in customer ordering patterns, avoid excessive levels of older 
product inventories and ensure that adequate supplies of new products can be 
delivered to meet customer demand.  The Company is continually required to 
recruit new engineering personnel to meet increased engineering and testing 
requirements associated with patent development and enhancement.  There can 
be no assurance that the Company will successfully develop, introduce or 
manage the transition to new products. Nor can there be any assurance that 
the Company will be able to hire and retain sufficient engineering personnel 
to meet the requirements inherent in this transition.  The Company has in the 
past, and may in the future, experience delays in the introduction of its 
products, due to factors internal and external to the Company.  Any future 
delays in the introduction or shipment of new or enhanced products, the 
inability of such products to gain market acceptance or problems associated 
with new product transitions could adversely affect the Company's operating 
results, particularly on a quarterly basis.

BUSINESS STRATEGY.  The Company's current business strategy with respect to 
the market for synchronization software for handheld devices has been to 
identify multiple handheld solutions and software applications, and offer an 
array of solutions in its IntelliSync product family.  In contrast, some of 
the Company's direct competitors in this market focus its efforts on fewer 
devices and fewer applications.

The Company's success is highly dependent upon the market acceptance of both 
the handheld devices and software applications supported by its IntelliSync 
products.  Typically the Company must develop the software supporting a 
particular device or application before it has been determined whether that 
third-party product will be gain market acceptance.  Lack of market 
acceptance of hardware or software products supported by the Company's 
IntelliSync product is largely outside of the Company's control and may have 
an adverse effect on the results.  And, because the Company is focusing on a 
variety of products, the Company may be slower to offer features that are 
specific to each individual handheld-to-PC solution.  The Company's failure 
to identify in advance the devices and applications that may gain market 
dominance and to sufficiently focus on the most popular solutions may 
adversely affect its results of operations.  

COMPETITION.  The Company expects the market for MDE software, including data 
synchronization and IR connectivity software, to the extent it develops, to 
become intensely competitive.  The Company currently faces direct competition 
with respect to a number of its individual products from several private 
companies, including DataViz, Chapura, Rand Software, Maximizer, Tele-Support 
Software Software and Traveling Software.  In addition to direct 


                                     16
<PAGE>

competition, the Company faces indirect competition from existing and 
potential customers that provide internally developed solutions.  As a 
result, the Company must educate prospective customers as to the advantage of 
the Company's products versus internally developed solutions.  The Company 
currently faces limited direct competition from major applications and 
operating systems software vendors who may choose to incorporate data 
synchronization and IR connectivity functionality into their software, 
thereby potentially reducing the need for OEMs to include the Company's 
products in their notebook and desktop PCs. For example, Microsoft's 
inclusion of certain features permitting data synchronization and IR 
connectivity between computers utilizing the Windows 95 operating system may 
have the effect of reducing revenue from the Company's software if users of 
Windows 95 perceive that their data synchronization and IR connectivity needs 
are adequately met by Microsoft.  Certain of the companies with which the 
Company competes or may in the future compete, including internal software 
development groups of its current and potential customers, have substantially 
greater financial, marketing, sales and support resources and may have more 
"brand-name" recognition than the Company. There can be no assurance that the 
Company will be able either to develop software comparable or superior to 
software offered by its current or future competitors or to adapt to new 
technologies, evolving industry standards and changes in customer 
requirements. In addition, the PC and mobile computing device markets 
experience intense price competition, and the Company expects that, in order 
to remain competitive, it may have to decrease its unit royalties on certain 
products.

PRODUCT CONCENTRATION; RISKS ASSOCIATED WITH NEW AND EVOLVING MARKETS.  The 
market for Mobile Data Exchange software, including wireless IR connectivity 
and advanced data synchronization software, is new and evolving.  To date, 
the Company has derived a substantial portion of its revenue from the 
licensing of its TranXit IR connectivity software.  Although additional 
products are currently being sold and potential products are currently under 
development, the Company believes that the TranXit and IntelliSync for 
Notebooks product families may continue to account for a substantial portion 
of the Company's revenue for the foreseeable future.  The life cycle of 
TranXit and IntelliSync for Notebooks is difficult to estimate because of, 
among other factors, the emerging nature of the MDE software market and the 
possibility of future competition. As a result, the Company's future 
operating results, particularly in the near term, are dependent upon the 
continued market acceptance of TranXit and IntelliSync for Notebooks.  There 
can be no assurance that TranXit will continue to meet with market acceptance 
or that the Company will be successful in developing, introducing or 
marketing new or enhanced products.  A decline in the demand for TranXit, as 
a result of competition, technological change or other factors, and the 
failure to successfully develop, introduce or market new or enhanced products 
would have a material adverse effect on the Company's business, financial 
condition and results of operations.

The market for MDE software is still emerging, and there can be no assurance 
that it will continue to grow or that, even if the market does grow, TranXit 
or IntelliSync for Notebooks will be adopted. Moreover, although demand for 
TranXit and its successor product IntelliSync for Notebooks has grown in 
recent years with the Company's OEM customers, the Company has no accurate 
method of determining the extent that end-users utilize TranXit or 
IntelliSync for Notebooks.  The Company's success in generating significant 
revenue in these evolving markets will depend, among other things, on its 
ability to educate potential OEMs, retail partners and end users about the 
benefits of the Company's IR technology, to maintain and enhance its 
relationships with leading OEMs and to develop effective retail distribution 
channels.  The inability of the Company to continue to penetrate the existing 
market for MDE products or the 


                                     17
<PAGE>

failure of current markets to grow or new markets to develop or be receptive 
to the Company's products would have a material adverse effect on the 
Company's business, operating results and financial condition.  The emergence 
of markets for the Company's MDE products will also be affected by a variety 
of factors beyond the Company's control.  In particular, the Company's 
products are designed to conform to certain standard IR and data 
communications specifications, many of which have not been adopted as 
industry standards. There can be no assurance that these specifications will 
be widely adopted or that competing specifications will not emerge which will 
be preferred by OEMs. The emergence of markets for the Company's products is 
also critically dependent upon continued expansion of the market for mobile 
computing devices and the timely introduction and successful marketing and 
sale of notebook and desktop personal computers ("PCs"), personal electronic 
organizers, smart phones and smart pagers. In addition, there can be no 
assurance that IR technology itself will be adopted as the standard or 
preferred technology for MDE or that manufacturers of personal computers will 
elect to bundle IR technology in their products.  There can be no assurance 
that these or other factors beyond the Company's control will not adversely 
affect the development of markets for the Company's products.

DEPENDENCE ON OEMS.  Revenue from OEMs was a substantial portion of the 
Company's revenue during fiscal 1997, fiscal 1996 and fiscal 1995.  Weakening 
demand from any key OEM and the inability of the Company to replace revenue 
provided by such OEM could have a material adverse effect on the Company's 
business, operating results and financial condition.  The Company maintains 
individually significant receivable balances from major OEMs.  If these OEMs 
fail to meet their payment obligations, the Company's operating results could 
be materially adversely affected.

RISKS ASSOCIATED WITH DEVELOPMENT OF RETAIL DISTRIBUTION CHANNEL. The Company 
intends to distribute its products through distributors, major computer and 
software retailing organizations, consumer electronics stores, discount 
warehouse stores and other specialty retailers.  The Company often sells on a 
purchase order basis, and there are often no minimum purchase obligations on 
behalf of any principal distributor or retailer.  Distribution and retailing 
companies in the computer industry have from time to time experienced 
significant fluctuations in their businesses, and there have been a number of 
business failures among these entities.  The insolvency or business failure 
of any significant distributor or retailer of the Company's products could 
have a material adverse effect on the Company's business, operating results 
and financial condition.  Further, certain mass-market retailers have 
established exclusive relationships under which such retailers will buy 
customer software only from one or two intermediaries.  In such instances, 
the price or other terms on which the Company sells to such retailers may be 
materially adversely affected by the terms imposed by such intermediaries, or 
the Company may be unable to sell to such retailers on the terms, which the 
Company deems acceptable.

Retailers of the Company's products typically have a limited amount of shelf 
space and promotional resources, and there is intense competition among 
consumer software producers for adequate levels of shelf space and 
promotional support from retailers.  The Company expects that, as the number 
of consumer multimedia and software products and computer platforms 
increases, this competition for shelf space will intensify.  Due to increased 
competition for limited shelf space, retailers and distributors are 
increasingly in a better position to negotiate favorable terms of sale, 
including price discounts, price protection and product return policies. 
Retailers often require software publishers to pay fees or provide other 
accommodations in 


                                     18
<PAGE>

exchange for shelf space.  The Company's products constitute a relatively 
small percentage of each retailer's sales volume, and there can be no 
assurance that retailers will continue to purchase the Company's products or 
provide the Company's products with adequate shelf space and promotional 
support.

MANAGEMENT OF GROWTH.  The Company is currently experiencing growth and rapid 
change which has placed, and will continue to place, a significant strain on 
its administrative, operational and financial resources and increased demands 
on its systems and controls.  This growth has resulted in a continuing 
increase in the level of responsibility for both existing and new management 
personnel.  The Company anticipates that its continued growth will require it 
to recruit, hire, train and retain a substantial number of new engineering, 
managerial, sales and marketing personnel.  The Company's ability to manage 
its growth successfully will also require the Company to continue to expand 
and improve its operational, management and financial systems and controls on 
a timely basis 

DEPENDENCE ON STRATEGIC BUSINESS RELATIONSHIPS; RISKS ASSOCIATED WITH 
THIRD-PARTY SERVICES.  The Company believes that its success is largely 
dependent on its strategic relationships with key participants in the PC and 
mobile computing device industries, including Compaq, IBM, Intel, Microsoft, 
NEC, Sharp, Texas Instruments, Toshiba and 3COM.  These relationships 
generally enable the Company to receive prototypes from hardware 
manufacturers and software vendors prior to their market introduction.  The 
Company is thereby in a stronger position to launch complementary product 
offerings shortly after the commercial release of these companies' new 
hardware and software products.  The loss of any of these strategic 
relationships or any other significant partner could materially adversely 
affect the Company's product development efforts, its business, operating 
results and financial condition and its ability to realize its strategic 
objective to be the technological leader in its industry.  In addition, the 
Company relies significantly on third-party services.  In particular, third 
party services translate the Company's products into 13 different native 
languages.  The Company has generally been able to obtain translated, 
functional versions of its products in a timely manner. However, any 
significant delays by such third parties could delay new or existing 
shipments of products and have a material adverse effect on the Company's 
business, operating results and financial condition.

DEPENDENCE ON KEY PERSONNEL.  The Company's success depends to a significant 
degree upon the continuing contributions of its engineering, management, 
sales and marketing personnel.  The Company has few employment contracts with 
its key personnel and does not maintain any key person life insurance 
policies.  The loss of key management or technical personnel could adversely 
affect the Company.  The Company believes that its future success will depend 
in large part upon its ability to attract and retain highly skilled 
engineering, management, sales and marketing personnel.  Failure to recruit, 
hire, train and retain key personnel could have a material adverse effect on 
the Company's business, operating results and financial condition.

PROPRIETARY RIGHTS, RISKS OF INFRINGEMENT AND SOURCE CODE RELEASE. The 
Company relies on a combination of patent, copyright and trademark laws, 
trade secrets, confidentiality procedures and contractual provisions to 
protect its proprietary rights.  The Company also believes that factors such 
as the technological and creative skills of its 


                                     19
<PAGE>

personnel, new product developments, frequent product enhancements and name 
recognition are essential to establishing and maintaining a technology 
leadership position.  The Company seeks to protect its software, 
documentation and other written materials under trade secret and copyright 
laws, which afford only limited protection.  The Company currently has five 
issued United States patents that expire in 2012, 2014, 2015 and has seven 
patent applications pending.  In addition, the Company has corresponding 
international patent applications pending under the Patent Cooperation Treaty 
in countries to be designated at a later date.  There can be no assurance 
that the Company's patents will not be invalidated, circumvented or 
challenged, that the rights granted thereunder will provide competitive 
advantages to the Company or that any of the Company's pending or future 
patent applications, whether or not being currently challenged by applicable 
governmental patent examiners, will be issued with the scope of the claims 
sought by the Company, if at all.  Furthermore, there can be no assurance 
that others will not develop technologies that are similar or superior to the 
Company's technology or design around the patents owned by the Company.  
Despite the Company's efforts to protect its proprietary rights, unauthorized 
parties may attempt to copy aspects of the Company's products or to obtain 
and use information that the Company regards as proprietary.  Policing 
unauthorized use of the Company's products is difficult, and while the 
Company is unable to determine the extent to which piracy of its software 
products exists, software piracy can be expected to be a persistent problem.  
The Company distributes its software products in the United States, Japan, 
Taiwan and member countries of the European Union.  The laws and practices of 
some foreign countries in which the Company does business, in particular 
Taiwan, do not ensure that the Company's means of protecting its proprietary 
rights in the United States or abroad will be adequate or that competition 
will not independently develop similar technology.  There can be no assurance 
that the Company will not distribute its software products in the future to 
countries where the enforcement of proprietary rights may be equally or more 
uncertain.  The Company has also entered into source code escrow agreements 
with a limited number of its customers requiring release of source code in 
certain circumstances.  Such agreements generally provide that such parties 
will have a limited, non-exclusive right to use such code in the event that 
there is a bankruptcy proceeding by or against the Company, if the Company 
ceases to do business or if the Company fails to meet its support 
obligations. The Company also provides its source code to foreign language 
translation service providers and consultants to the Company in limited 
circumstances.  The provision of source code may increase the likelihood of 
misappropriation by third parties.

The Company is not aware that it is infringing any proprietary rights of 
third parties.  There can be no assurance, however, that third parties will 
not claim infringement by the Company of their intellectual property rights.  
In particular, because patent applications are kept confidential by the 
Patent and Trademark Office, the Company has no means by which to monitor 
patent applications filed by its competitors, which could result in future 
infringement claims against the Company.  The Company expects that software 
product developers will increasingly be subject to infringement claims as the 
number of products and competitors in the Company's industry segment grows 
and the functionality of products in different industry segments overlaps and 
as patent protection for software becomes increasingly popular.  Any such 
claims, with or without merit, could be time-consuming to defend, result in 
costly litigation, divert management's attention and resources or cause 
product shipment delays. In addition, such claims could require the Company 
to discontinue the use of certain software codes or processes, to cease the 
manufacture, use and sale of infringing products, to incur significant 
litigation costs and expenses and to develop non-infringing technology or to 
obtain licenses to the alleged infringing technology.  There can be no 
assurance that the Company would be able to develop alternative 


                                     20
<PAGE>

technologies or obtain such licenses or, if a license were obtainable, that 
the terms would be commercially acceptable to the Company.

In the event of a successful claim of product infringement against the 
Company and failure or inability of the Company to license the infringed or 
similar technology, the Company's business, operating results and financial 
condition would be materially adversely affected.

DEPENDENCE ON LICENSED TECHNOLOGY.  The Company licenses technology on a 
non-exclusive basis from several companies for use with its products and 
anticipates that it will continue to do so in the future.  The inability of 
the Company to continue to license this technology or to license other 
necessary technology for use with its products or substantial increases in 
royalty payments under third-party licenses could have a material adverse 
effect on its business, operating results and financial condition.  In 
addition, the effective implementation of the Company's products depends upon 
the successful operation of these licenses in conjunction with the Company's 
products, and therefore any undetected errors in products resulting from such 
licenses may prevent the implementation or impair the functionality of the 
Company's products, delay new product introductions and injure the Company's 
reputation.  Such problems could have a material adverse effect on the 
Company's business, operating results and financial condition.

PRODUCT ERRORS; PRODUCT LIABILITY.  Software products as complex as those 
offered by the Company typically contain undetected errors or failures when 
first introduced or as new versions are released. Testing of the Company's 
products is particularly challenging because it is difficult to simulate the 
wide variety of computing environments in which the Company's customers may 
deploy these products.  Accordingly, there can be no assurance that, despite 
testing by the Company and by current and potential customers, errors will 
not be found after commencement of commercial shipments, resulting in loss of 
or delay in market acceptance, any of which could have a material adverse 
effect upon the Company's business, operating results and financial 
condition. Further, the Company's license agreements with its customers 
typically contain provisions designed to limit the Company's exposure to 
potential product liability claims.  Although the Company has not experienced 
any product liability claims, the sale and support of products by the Company 
entails the risk of such claims.  The Company does not currently maintain 
product liability insurance.  A successful product liability claim brought 
against the Company could have a material adverse effect upon the Company's 
business, operating results and financial condition.

RISKS ASSOCIATED WITH INTERNATIONAL OPERATIONS.  International revenue 
accounted for a significant portion of the Company's revenue in the second 
fiscal quarter and first six months of 1998 and in fiscal 1997.  The Company 
expects that international revenue will continue to account for a significant 
portion of its future revenue. Revenue from the Company's international 
operations is subject to certain inherent risks, including unexpected changes 
in regulatory requirements and tariffs, difficulties in staffing and managing 
foreign operations, longer payment cycles, problems in collecting accounts 
receivable and potentially adverse tax consequences.  In addition, sales in 
Europe and certain other parts of the world typically are adversely affected 
in the summer months of each year when many customers and users reduce their 
business activities.  These seasonal factors may have a material adverse 
effect on the Company's business, operating results and financial condition.  
Although the Company's revenue is currently denominated in U.S. dollars, 
fluctuations in currency exchange rates could cause the Company's products to 
become relatively more expensive to customers in a particular country, 
leading to a reduction in sales or profitability in that country. 
Furthermore, future international 


                                     21
<PAGE>

activity may result in foreign currency denominated sales, particularly if 
international revenue from distributors increases. Consequently, gains and 
losses on the conversion to U.S. dollars of accounts receivable and accounts 
payable arising from international operations may contribute to fluctuations 
in the Company's operating results.  Royalty income by the Company from 
customers in certain countries, such as Japan and Taiwan, is subject to 
withholding income taxes.  The amount and mix of the Company's income derived 
from such customers will impact the Company's provision for income taxes.  
Differences in the amount and mix of the Company's income actually derived 
from customers subject to foreign withholding taxes as compared to the 
amounts forecasted by the Company may adversely impact the Company's income 
tax rate.

UNCERTAINTIES ASSOCIATED WITH ACQUISITIONS.  The Company has been involved in 
two acquisitions.  These acquisitions have been motivated by many factors 
including the desire to obtain new technologies, the desire to expand and 
enhance the Company's product lines and the desire to attract key personnel.

In July 1997, the Company acquired substantially all of the assets of Real 
World Solutions, Inc. (RWS), a developer of client/server solutions. As a 
result of the acquisition four new employees joined the Company.  RWS had 
incurred a cumulative loss through its acquisition by Puma on July 17, 1997 
of approximately $1.3 million on cumulative revenue of $0.5 million.

In April 1996, the Company acquired IntelliLink Corp.  As a result of the 
acquisition the Company acquired two additional product families, as well as 
other technologies.  In addition, more than 20 new employees joined the 
Company. IntelliLink had incurred a cumulative net loss through its 
acquisition by Puma on April 30, 1996 of approximately $2.5 million on 
cumulative revenue of approximately $4.2 million.

POTENTIAL VOLATILITY OF STOCK PRICE.  The trading price of the Company's 
Common Stock is likely to be highly volatile and may be significantly 
affected by factors such as actual or anticipated fluctuations in the 
Company's operating results; announcements of technological innovations; new 
products or new contracts by the Company or its competitors; developments 
with respect to patents; copyrights or proprietary rights; conditions and 
trends in the software and other technology industries; adoption of new 
accounting standards affecting the software industry; changes in financial 
estimates by securities analysts; general market conditions and other 
factors.  In addition, the stock market has from time to time experienced 
significant price and volume fluctuations that have particularly affected the 
market prices for the common stocks of technology companies.  These broad 
market fluctuations may materially adversely affect the market price of the 
Company's Common Stock.

DEPENDENCE ON YEAR 2000 COMPLIANCE OF THIRD-PARTY PRODUCTS.  The Company's 
synchronization software products operate as a conduit for data from handheld 
devices to personal information manager software ("PIMs").  The Company has 
no control as to whether the hardware devices and PIMs that the Company's 
software supports will accurately process date and time data from, into and 
between the 20th and 21st centuries.  The Company and its business would be 
adversely affected should the third-party products with which the Company's 
software functions fail to accommodate the change in date from December 31, 
1999 to January 1, 2000.  


                                     22
<PAGE>

In addition, the Company and its business are dependent upon the products and 
business of many third parties in the computer and information technology 
sectors, including the Company's OEM customers and distributors and various 
suppliers of products and services to the Company.  The Company cannot 
control whether the products and technologies of these third parties will 
accurately process time and date data from, into and between the 20th and 
21st centuries. The Company and its business would be adversely affected by 
failure(s) of these third-party products and technologies to accommodate the 
change in date from December 31, 1999 to January 1, 2000.
 






                        PART II. OTHER INFORMATION


ITEM 6. EXHIBITS 

(a)  Exhibits

     27.1   Financial Data Schedule


ITEM 1 LEGAL PROCEEDINGS.

On February 6, 1998, in response to the Company's offer of a royalty-bearing 
patent license, DataViz, Inc. filed a lawsuit against the Company in the U.S. 
District Court for the District of Connecticut seeking a judgment that four 
of the Company's patents are invalid and not infringed by DataViz' software.  
The complaint seeks no monetary relief other than an award of the costs of 
the lawsuit and reasonable attorneys' fees. The complaint contains no 
allegation that the Company's software infringes any third-party intellectual 
property rights.  As of the date of filing this report, the Company has not 
been served with DataViz' complaint and the parties are engaged in settlement 
discussions.  

The Company believes that DataViz' claims have no merit and intends to defend 
the action vigorously if it is served with the complaint.  The final 
resolution of this lawsuit is not expected to have a material adverse effect 
on the results of operations or the financial results of the Company. It is 
too early to determine whether attorneys' fees and costs associated with the 
lawsuit may have an adverse effect on the Company's results of operations.

ITEMS 2, 3, 4 AND 5 ARE NOT APPLICABLE AND HAVE BEEN OMITTED.


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<PAGE>

                                  SIGNATURE


Pursuant to the requirements 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.



                                              Puma Technology, Inc.




Date:  March 12, 1998                    By:    /s/ Bruce Nakao
                                             -----------------------------
                                                M. Bruce Nakao
                                                Sr. Vice President and
                                                Chief Financial Officer


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<PAGE>

                             PUMA TECHNOLOGY, INC.

                             SUMMARY OF TRADEMARKS


The following trademarks of Puma Technology, Inc., which may be registered in 
certain jurisdictions, are referenced in this Form 10-Q:

IntelliLink 
IntelliSync
Mobile Data Exchange
Puma Technology
TranXit

All other brand or product names are trademarks or registered trademarks of 
their respective holders.


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