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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 October 31, 1997


   /  /  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
(Address and telephone number of principal executive office) (Zip Code)

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 October 31, 1997 was 12,085,097.

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THIS REPORT CONSISTS OF 24 PAGES.

<PAGE>



                                PUMA TECHNOLOGY, INC.

                                      FORM 10-Q

                   FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 1997

                                  TABLE OF CONTENTS


                            PART I.  FINANCIAL INFORMATION                PAGE
                                                                          ----

Item 1.  Condensed Consolidated Financial Statements                         4

Item 2.  Management's Discussion and Analysis of Financial Condition         8
         and Results of Operations


                             PART II.  OTHER INFORMATION

Item 6.    Exhibits                                                         21

Signature                                                                   23

Summary of Trademarks                                                       24


                                      2

<PAGE>


PART I.  FINANCIAL INFORMATION

ITEM I.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

FINANCIAL STATEMENT DESCRIPTION                                      PAGE
-------------------------------------------------------------------------

*   Condensed Consolidated Balance Sheet                              4
    October 31 and July 31, 1997

*   Condensed Consolidated Statement of Operations                    5
    Three Months Ended October 31, 1997 and 1996

*   Condensed Consolidated Statement of Cash Flows                    6
    Three Months Ended October 31, 1997 and 1996

*   Notes to Condensed Consolidated Financial Statements              7

                                       3

<PAGE>

                                PUMA TECHNOLOGY, INC.

                         CONDENSED CONSOLIDATED BALANCE SHEET
                        (in thousands, except per share data)
                                     (unaudited)

<TABLE>
<CAPTION>
                                                                           October 31,     July 31,
                                                                              1997           1997
                                                                           -----------     ---------
<S>                                                                        <C>             <C>
ASSETS
Current assets:
  Cash and cash equivalents                                                 $  5,403      $  5,824
  Short-term investments                                                      15,431        15,347
  Accounts receivable, net                                                     3,169         3,615
  Inventories                                                                    257           224
  Other current assets                                                           606           443
                                                                            --------      --------
           Total current assets                                               24,866        25,453
                                                                            --------      --------
Property and equipment, net                                                    3,297         2,844
Other assets                                                                   1,090         1,116
                                                                            --------      --------
                 TOTAL ASSETS                                              $  29,253     $  29,413
                                                                            --------      --------
                                                                            --------      --------

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                                                            $  812      $  1,215
  Accrued liabilities                                                            893         1,001
  Deferred revenue                                                               632           683
  Current portion of capital lease obligations                                    25            25
                                                                            --------      --------
           Total current liabilities                                           2,362         2,924
                                                                            --------      --------
Capital lease obligations, net of current portion                                 54            66
                                                                            --------      --------
           Total liabilities                                                   2,416         2,990
                                                                            --------      --------

Stockholders' equity:
  Common stock, $0.001 par value; 12,085 and 12,032 shares issued and
     outstanding at October 31, 1997 and July 31, 1997, respectively              12            12
  Additional paid-in capital                                                  31,704        31,525
  Receivable from stockholders                                                  (192)         (192)
  Deferred stock compensation                                                    (74)          (81)
  Accumulated deficit                                                         (4,613)       (4,841)
                                                                            --------      --------
           Total stockholders' equity                                         26,837        26,423
                                                                            --------      --------
                TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                 $  29,253     $  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
                                                                                  OCTOBER 31,
                                                                              1997          1996
                                                                            --------      --------
<S>                                                                         <C>           <C>
REVENUE                                                                     $  5,237      $  3,202
Cost of revenue                                                                  625           357
                                                                            --------      --------
GROSS PROFIT                                                                   4,612         2,845
                                                                            --------      --------

OPERATING EXPENSES:
    Research and development                                                   2,132         1,201
    Sales and marketing                                                        1,601           878
    General and administrative                                                   797           427
                                                                            --------      --------
            Total operating expenses                                           4,530         2,506
                                                                            --------      --------

OPERATING INCOME                                                                  82           339
    Interest and other income, net                                               285            11
                                                                            --------      --------

INCOME BEFORE INCOME TAXES                                                       367           350
    Provision for income taxes                                                  (139)         (123)
                                                                            --------      --------

NET INCOME                                                                    $  228        $  227
                                                                            --------      --------
                                                                            --------      --------

NET INCOME PER SHARE                                                         $  0.02       $  0.02

SHARES USED IN PER SHARE CALCULATION                                          12,497        10,112
                                                                            --------      --------
                                                                            --------      --------
</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>
                                                                              THREE MONTHS ENDED
                                                                                   OCTOBER 31,
                                                                               1997           1996
                                                                             -------        -------
<S>                                                                          <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                                    $  228        $  227
  Adjustments to reconcile net income to net cash  
  provided by (used in) operating activities:
    Depreciation and amortization                                                255           119
    Customer deposits and other                                                    -            22
    Changes in operating assets and liabilities                                 (325)         (661)
                                                                              ------        ------
        Net cash provided by (used in) operating activities                      158          (293)
                                                                              ------        ------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of property and equipment                                           (663)         (125)
  Maturities (purchases) of short-term investments                               (84)            -
                                                                              ------        ------
        Net cash used in investing activities                                   (747)         (125)
                                                                              ------        ------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Principal payments under capital lease obligations                             (12)           (9)
  Principal repayments on notes payable                                            -           (45)
  Net proceeds upon exercise of stock options                                     31             -
  Net proceeds of convertible preferred stock                                      -         1,582
  Net proceeds from newly issued common stock                                    149           241
                                                                              ------        ------
        Net cash provided by financing activities                                168         1,769
                                                                              ------        ------
Net increase (decrease) in cash and cash equivalents                            (421)        1,351
Cash and cash equivalents at the beginning of the period                       5,824           982
                                                                              ------        ------
Cash and cash equivalents at the end of the period                           $ 5,403       $ 2,333
                                                                              ------        ------
                                                                              ------        ------
</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 
months ended October 31, 1997 and 1996 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 period ended October 31, 1997 are not 
necessarily indicative of results to be expected for the full year. 

NOTE 2.  NET INCOME PER SHARE

Net income per share is computed using the weighted average number of common 
shares outstanding and common equivalent shares arising from the assumed 
exercise of stock options (if dilutive) and preferred shares on an as-converted 
basis.  Pursuant to the requirements of the Securities and Exchange Commission 
Staff Accounting Bulletin No. 83, common shares, convertible preferred stock 
(using the as-converted method) and stock option warrants (using the treasury 
stock method and the initial public offering price) issued during the 12 month 
period prior to the initial public offering have been included in computations 
as if they were outstanding for all periods through the effective date of the 
initial public offering.

NOTE 3.  RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In February 1997, the FASB issued Statement No. 128 (SFAS No. 128), "Earnings 
per Share" which will be effective commencing with the Company's quarter 
ended January 31, 1998.  SFAS No. 128 requires a change in the method 
currently used to compute earnings per share and that all prior periods be 
restated.  Under the new requirements, primary and fully diluted earnings per 
share calculations would be replaced by basic and diluted earnings per share 
calculations.  Basic and diluted earnings per share calculations applying 
SFAS No. 128 will be the same as the Company's reported primary earnings per 
share for the three month periods ended October 31, 1997 and 1996.

                                 7

<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 two families of products -- its TranXit family of products that 
supports infrared connectivity and its IntelliSync-TM- family of products 
that performs advanced data synchronization.

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

                                 8

<PAGE>

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
                                                   OCTOBER 31,
                                            1997                1996
                                           ------              ------
<S>                                        <C>                 <C>
REVENUE                                     100.0%             100.0%
                                            -----              -----
Cost of revenue                              11.9               11.1
                                            -----              -----
GROSS PROFIT                                 88.1               88.9
                                            -----              -----
OPERATING EXPENSES:
    Research and development                 40.7               37.6
    Sales and marketing                      30.6               27.4
    General and administrative               15.2               13.3
                                            -----              -----
            Total operating expenses         86.5               78.3
                                            -----              -----
OPERATING INCOME                              1.6               10.6
    Interest and other income, net            5.4                0.3
                                            -----              -----
INCOME BEFORE INCOME TAXES                    7.0               10.9
    Provision for income taxes               (2.6)              (3.8)
                                            -----              -----
NET INCOME                                    4.4%               7.1%
                                            -----              -----
                                            -----              -----
</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 October 31, 1997 increased by 64% to $5,237,000 as 
compared to $3,202,000 for the same period in 1996.  The overall increase in 
revenue was due to increased license revenue resulting from increased unit 
shipments of the Company's TranXit and IntelliSync products and increased 
service revenue resulting from increased customer funded engineering services.

Service revenue is derived from fees for services including customer funded 
engineering services and amortization of maintenance contract programs. 
Service revenue represented 14% and 2% of revenue for the three months ended 
October 31, 1997 and 1996, respectively.  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. 

OEM revenue continues to represent a significant portion of the Company's 
revenue.  OEM revenue represented 78% and 64% of the Company's revenue in 
three months ended October 31, 1997 and 1996, respectively.  Toshiba 
represented 22% and 21% of revenue for the three months ended October 31, 
1997 and 1996, respectively.  Sharp represented 16% of revenue for the three 
months ended October 31, 1997.  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 

                                         9

<PAGE>

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.

International revenue continues to represent a significant portion of the 
Company's revenue.  International revenue represented approximately 67% and 
58% of the Company's revenue in the first fiscal quarter of 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 development agreements. 
For the three months ended October 31, 1997 and 1996, cost of revenue as a 
percentage of revenue was approximately 12% and 11%, respectively.  The 
slight 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 between its distribution 
channels and is affected by the mix between its revenue sources including 
royalties, packaged product, customer funded engineering contracts and sales 
and fulfillment via its Web site. A majority of IntelliSync 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 costs. Royalty revenue is derived largely from 
licensing TranXit to OEM customers and cost of sales attributable to TranXit 
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 78% to $2,132,000 in the first fiscal quarter 
of 1998 from $1,201,000 in the comparable fiscal quarter of 1997.  The year 
over year absolute dollar increase in research and development expenses from 
the first quarter of fiscal 1997 to the first quarter of fiscal 1998 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 

                                         10

<PAGE>

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 82% to 
$1,601,000 in the first fiscal quarter of 1998 from $878,000 for the 
comparable quarter in the prior year. The year over year sales and marketing 
expenses increase from the first quarter of fiscal 1997 to the first fiscal 
quarter of 1998 were primarily due to increased marketing activities, 
including product promotions and corporate advertising, and the expansion of 
the Company's sales force and related personnel spending in an effort to 
expand its customer base and channel presence. 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 intends to focus its energy on creating end 
user demand and, accordingly, expects to increase its investment in both its 
sales and marketing team as well as advertising in fiscal 1998. Additionally, 
the Company intends to continue expanding its sales and marketing 
organization to promote new products and increase its presence in the 
distribution and retail channel. As a result, 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 87% to $797,000 in the first fiscal quarter 
of 1998 from $427,000 for the same period in the prior year.  The year over 
year increases in absolute general and administrative spending from the first 
fiscal quarter of 1997 to the first fiscal quarter of 1998 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 $285,000 in the first fiscal 
quarter of 1998 from $11,000 for the same period in the prior year. The 
increase in interest and other income, net, in the first quarter of fiscal 
1998 as compared to the first quarter of fiscal 1997 was primarily due to 
increased interest income on higher levels of cash equivalents 

                                         11

<PAGE>

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.  Provision for income taxes increased to $139,000 
in the first fiscal quarter of 1998 from $123,000 for the same period in the 
prior year.  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 such 
projections could cause the income tax rate to increase.

LIQUIDITY AND CAPITAL RESOURCES

The Company's operating activities provided cash of $159,000 and used cash of 
$293,000 in the first fiscal quarter of 1998 and 1997, respectively. Net cash 
provided in the first quarter of fiscal 1998 was primarily due to net income 
adjusted for depreciation and amortization and reductions in accounts 
receivable. Net cash used in the first quarter of fiscal 1997 was primarily 
due to by increases in accounts receivable, inventories and other assets and 
decreases in accrued liabilities partially offset by net income adjusted for 
depreciation and amortization and increases in deferred revenue and accrued 
liabilities.

Cash used in investing activities was $747,000 and $125,000 in the first 
fiscal quarter of 1998 and 1997, respectively. Cash used in the first quarter 
of fiscal 1998 was primarily due to purchases of property and equipment, and 
to a lesser extent, purchases of short-term investments.  Cash used in the 
first quarter of fiscal 1997 was primarily due to purchases of 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 $168,000 and $1,769,000 in the 
first fiscal quarter of 1998 and 1997, respectively. Cash provided from 
financing activities in the first quarter of fiscal 1998 was primarily due to 
stock purchases 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 quarter of fiscal 1997 was primarily due to 
the issuance of preferred stock and newly issued common stock.

At October 31, 1997 the Company's principal source of liquidity represented 
by cash, cash equivalents and short-term investments totaled $20,834,000. 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

                                         12

<PAGE>

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 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 recently 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 

                                         13

<PAGE>

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 six 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 six 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 introduced its TranXit products in October 1994.  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 

                                         14

<PAGE>

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.

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 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 

                                         15

<PAGE>

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 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.

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 

                                         16

<PAGE>

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.

In connection with both acquisitions, the Company's personnel have dedicated 
and will continue to dedicate substantial resources in order to achieve the 
anticipated technological benefits and operating efficiencies from 
integrating the two companies. Difficulties encountered in integrating the 
two companies' technologies and operations could adversely affect the 
Company's business, operating results and financial condition.  Accordingly, 
the increased operating expenses associated with the acquired businesses 
could have a material adverse effect on the Company's business, operating 
results and financial condition.

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.  For example, the Company is currently in the process of 
implementing a new management information system which will support the 
current and anticipated needs in the business.  There can be no assurance 
that the Company will be able to successfully implement such a system on a 
timely basis.  If the Company's management is unable to manage growth 
effectively, the Company's business, operating results and financial 
condition will be materially adversely affected. 

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.

                                         17

<PAGE>

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 and Traveling Software.  In addition to 
direct 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.

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 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 four issued United States patents that 
expire in 2012, 2014, 2015 and has six 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

                                          18

<PAGE>

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 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 

                                         19

<PAGE>

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 first 
quarter of fiscal 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 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.

                                         20

<PAGE>

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 may 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.  

                     PART II. OTHER INFORMATION


ITEM 6. EXHIBITS 

(a)  Exhibits

     11.1  Computation of net income per share is on page 22.

     27.1  Financial Data Schedule


ITEMS 1, 2, 3, 4 AND 5 ARE NOT APPLICABLE AND HAVE BEEN OMITTED


                                         21

<PAGE>

                        PUMA TECHNOLOGY, INC.
               COMPUTATION OF NET INCOME PER SHARE
                 (IN THOUSANDS, PER SHARE DATA)

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------
EXHIBIT 11.1                                         THREE MONTHS ENDED OCTOBER 31,
                                                           1997          1997
-----------------------------------------------------------------------------------
<S>                                                      <C>           <C>
NET INCOME                                               $   228       $   227
                                                         -------       -------
                                                         -------       -------
PRIMARY:

Weighted average common shares outstanding                12,065         2,964
Common stock equivalents:


    Preferred stock using the as if converted method           -         4,089
    Stock options using the treasury stock method            432           507
Shares related to Staff Accounting Bulletin No. 83                       2,552
                                                         -------       -------
Shares used in computing primary net income per share     12,497        10,112
                                                         -------       -------

PRIMARY NET INCOME PER SHARE                             $  0.02       $  0.02
                                                         -------       -------
                                                         -------       -------

-----------------------------------------------------------------------------------
</TABLE>

                                   22

<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:  December 12, 1997              By:  /s/ M. Bruce Nakao
                                           -----------------------
                                           M. Bruce Nakao
                                           Sr. Vice President and
                                           Chief Financial Officer


                                   23

<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.

                                  24