<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 APRIL 30, 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.)


        2940 NORTH FIRST STREET, SAN JOSE, CALIFORNIA            95134
                    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 April 30, 1997 was 11,997,428.
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
                    THIS REPORT CONSISTS OF 26 PAGES.
<PAGE>
                          PUMA TECHNOLOGY, INC.
                                    
                                FORM 10-Q
                                    
              FOR THE QUARTERLY PERIOD ENDED APRIL 30, 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     9
              and Results of Operations


                      PART II.  OTHER INFORMATION

  Item 6.     Exhibits                                                       23

  Signature                                                                  25
  
  Summary of Trademarks                                                      26


                                       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
      April 30, 1997 and July 31, 1996

-     Condensed Consolidated Statement of Operations                          5
      Three and Nine Months Ended April 30, 1997 and 1996

-     Condensed Consolidated Statement of Cash Flows                          6
      Nine Months Ended April 30, 1997 and 1996

-     Notes to Condensed Consolidated Financial Statements                    7







                                       3
<PAGE>

                            PUMA TECHNOLOGY, INC.

                    CONDENSED CONSOLIDATED BALANCE SHEET
                    (in thousands, except for par value)
                                (Unaudited)

--------------------------------------------------------------------------------
                                                        APRIL 30,       JULY 31,
                                                          1997            1996
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

ASSETS
Current assets:
  Cash and cash equivalents                              $  5,537        $  982
  Short-term investments                                   18,514             -
  Accounts receivable, net                                  3,066         1,837
  Inventories                                                 179           165
  Other current assets                                        382           114
-------------------------------------------------------------------------------

           Total current assets                            27,678         3,098
-------------------------------------------------------------------------------
Property and equipment, net                                 1,069           449
Other assets                                                  453           457
-------------------------------------------------------------------------------
                TOTAL ASSETS                            $  29,200      $  4,004
-------------------------------------------------------------------------------

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                                         $  764        $  682
  Accrued liabilities                                         952           645
  Deferred revenue                                            727         1,042
  Current portion of capital lease obligations                 11            21
-------------------------------------------------------------------------------

           Total current liabilities                        2,454         2,390
-------------------------------------------------------------------------------
Capital lease obligations, net of current portion              13            28
Convertible debenture                                           -           933
-------------------------------------------------------------------------------

           Total liabilities                                2,467         3,351
-------------------------------------------------------------------------------
Stockholders' equity:
  Stock subscription                                            -         1,582
  Convertible preferred stock, $0.001 par value; none and
    2,620 shares issued and outstanding at April 30, 1997
    and July 31, 1996, respectively                             -             3
  Common stock, $0.001 par value; 11,997 and 4,297 shares
    issued and outstanding at April 30, 1997 and July 31, 
    1996, respectively                                         12             4
  Additional paid-in capital                               31,499         6,686
  Receivable from stockholders                               (499)       (2,013)
  Deferred stock compensation                                 (87)         (108)
  Accumulated deficit                                      (4,192)       (5,501)
-------------------------------------------------------------------------------

           Total stockholders' equity                      26,733           653
-------------------------------------------------------------------------------
             TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY  $ 29,200      $  4,004
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
      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        NINE MONTHS ENDED
                                                        APRIL 30,                  APRIL 30,
                                                     1997       1996           1997       1996
----------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------
<S>                                               <C>          <C>           <C>         <C>
REVENUE                                            $  4,325     $  2,101      $  11,151   $  5,005
Cost of revenue                                         534          142          1,186        362
----------------------------------------------------------------------------------------------------

GROSS PROFIT                                          3,791        1,959          9,965      4,643
----------------------------------------------------------------------------------------------------

OPERATING EXPENSES:
    Research and development                          1,610          750          4,240      2,112
    Sales and marketing                               1,046          652          2,804      1,411
    General and administrative                          460          236          1,392        628
    In-process research and development                   -        2,680              -      2,680
----------------------------------------------------------------------------------------------------

            Total operating expenses                  3,116        4,318          8,436      6,831
----------------------------------------------------------------------------------------------------

OPERATING INCOME (LOSS)                                 675       (2,359)         1,529     (2,188)
    Interest and other income, net                      292           18            486         74
----------------------------------------------------------------------------------------------------

INCOME (LOSS) BEFORE INCOME TAXES                       967       (2,341)         2,015     (2,114)
    Provision for income taxes                         (339)        (151)          (706)      (376)
----------------------------------------------------------------------------------------------------

NET INCOME (LOSS)                                  $    628     $ (2,492)     $   1,309   $ (2,490)
----------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------

NET INCOME (LOSS) PER SHARE                        $   0.05     $  (0.26)     $    0.11   $  (0.26)


SHARES USED IN PER SHARE CALCULATION                 12,752        9,488         11,579      9,463

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

     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                       5
<PAGE>

                            PUMA TECHNOLOGY, INC.

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

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
                                                             NINE MONTHS ENDED
                                                                  APRIL 30,
                                                             1997           1996
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                               $  1,309     $  (2,490)
  Adjustments to reconcile net income to net cash
  provided by (used in) operating activities:
    Depreciation and amortization                             427           111
    In-process research and development                         -         2,680
    Customer deposits and other                                22           (42)
    Changes in operating assets and liabilities            (1,437)         (303)

--------------------------------------------------------------------------------
        Net cash provided by (used in) operating activities   321           (44)
--------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of property and equipment                       (849)          (283)
  Maturities (purchases) of short-term investments       (18,514)           500
  Cash used in acquisition of IntelliLink Corp., net           -            (51)

--------------------------------------------------------------------------------
     Net cash provided by (used in) investing activities (19,363)           166
--------------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Principal payments under capital lease obligations          (25)          (16)
  Proceeds from conversion of warrants                        405             -
  Principal repayments on notes payable                         -          (119)
  Net proceeds upon exercise of stock options                 538            52
  Note (advances) by stockholders, net                        (68)         (242)
  Net proceeds of convertible preferred stock               1,582             -
  Net proceeds from newly issued common stock              21,165            71

--------------------------------------------------------------------------------
     Net cash provided by (used in) financing activities   23,597          (254)
--------------------------------------------------------------------------------

Net increase (decrease) in cash and cash equivalents        4,555          (132)
Cash and cash equivalents at the beginning of the period      982         2,000

--------------------------------------------------------------------------------
Cash and cash equivalents at the end of the period       $  5,537      $  1,868
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
    SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                       6
<PAGE>

                            PUMA TECHNOLOGY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 1.  BASIS OF PRESENTATION

The accompanying condensed consolidated financial statements for the three 
and nine months ended April 30, 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 
registration statement on Form S-1 as amended on December 4, 1996.  The 
results of operations for the interim period ended April 30, 1997 are not 
necessarily indicative of results to be expected for the full year.

NOTE 2.  REVENUE RECOGNITION

For all periods presented, the Company has recognized revenue in accordance 
with the provisions of American Institute of Certified Public Accountants 
Statement of Position No. 91-1 entitled "Software Revenue Recognition." 
License revenue is recognized upon shipment of software if no significant 
obligation remains and collection of the resulting receivable is deemed 
probable.  Revenue from OEMs under minimum guaranteed royalty arrangements, 
which are not subject to significant future obligations, is recognized when 
such royalties are earned and become payable.  Royalty revenue that is 
subject to significant future obligations is recognized when such obligations 
are fulfilled.  Royalty revenue that exceeds minimum guarantees is recognized 
in the period earned.  Payments received for maintenance contract services 
are recognized pro-ratably over the term of the subscription service.  
Payments from customers received before revenue recognition criteria have 
been met are recorded as deferred revenue.  The Company cannot predict when 
such revenue will be recognized or the extent to which new agreements, which 
may provide for additional contract advances or minimum royalty payments, 
will be executed.  The Company also provides a limited amount of telephone 
technical support to its customers.  These activities are generally 
considered insignificant post-contract customer support obligations and 
related costs are accrued upon recognition of the license revenue.

NOTE 3.  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.


                                       7
<PAGE>

NOTE 4. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In February 1997, the FASB issued Statement No. 128 (SFAS No. 128), "Earnings 
per Share" which will be effective for the Company's  fiscal year ending July 
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.  
SFAS No. 128 is not expected to have a material impact on the Company's 
earnings per share for the three and nine months periods ended April 30, 
1997 and 1996.

NOTE 5. PURCHASE OF REAL WORLD SOLUTIONS, INC.

On June 2 1997, the Company signed a letter of intent to acquire Real World 
Solutions, Inc.  Headquartered in Campbell, California, Real World Solutions 
provides client/server software solutions which enable wireless and Internet 
access to corporate information from handheld and notebook computers.  Under 
the terms of the letter of intent, Puma would acquire all assets and assume 
all liabilities of Real World Solutions.  Consummation of the acquisition is 
contingent upon satisfaction of certain terms and conditions stipulated in 
the letter of intent.  Total cash payments and consideration associated with 
the acquisition are estimated to be approximately $700,000.  The acquisition, 
if completed, will be accounted for under the purchase method and the 
Company anticipates a one-time charge to be incurred in its fourth fiscal 
quarter for purchased research and development associated with Real World 
Solution's products which have not yet reached technological feasibility.


                                       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 COMPANY'S REGISTRATION STATEMENT ON FORM S-1 AS AMENDED ON 
DECEMBER 4, 1996.  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 
"ANTICIPATE(S)," "BELIEVE(S)", "EXPECT(S)", "INTEND(S)", "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-TM- (MDE) software, including wireless infrared 
connectivity and advanced data synchronization software.  The Company 
currently has two families of products - its TranXit-Registered Trademark- 
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.  As this product evolves, the Company may use other means of 
distribution such as direct bundling arrangements with the handheld device 
manufacturers.

                                       9
<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        NINE MONTHS ENDED
                                                        APRIL 30,                  APRIL 30,
                                                     1997       1996           1997       1996
----------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------
<S>                                               <C>          <C>           <C>         <C>
REVENUE                                             100.0 %     100.0 %       100.0 %     100.0 %
----------------------------------------------------------------------------------------------------
Cost of Revenue                                      12.3         6.8          10.6         7.2
----------------------------------------------------------------------------------------------------

GROSS PROFIT                                         87.7        93.2          89.4        92.8
----------------------------------------------------------------------------------------------------

OPERATING EXPENSES:
    Research and development                         37.2        35.7          38.0        42.2
    Sales and marketing                              24.2        31.0          25.1        28.2
    General and administrative                       10.6        11.2          12.5        12.5
    In-process research and development                 -       127.6             -        53.5
----------------------------------------------------------------------------------------------------

            Total operating expenses                 72.0       205.5          75.7       136.5
----------------------------------------------------------------------------------------------------

OPERATING INCOME (LOSS)                              15.6      (112.3)         13.7       (43.7)
    Interest and other income, net                    6.8         0.9           4.4         1.5
----------------------------------------------------------------------------------------------------

INCOME (LOSS) BEFORE INCOME TAXES                    22.4      (111.4)         18.1       (42.2)
    Provision for income taxes                       (7.8)       (7.2)         (6.3)       (7.5)
----------------------------------------------------------------------------------------------------

NET INCOME (LOSS)                                    14.5 %    (118.6)%        11.7 %     (49.8)%
----------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------
</TABLE>

REVENUE.  The Company's revenue is derived primarily from license revenue and 
service revenue.  License revenue is derived from the sale of software 
products and royalty agreements with OEMs.  Service revenue is derived from 
customer funded engineering services and amortization of maintenance contract 
programs.  Service revenue represented 20% and 10% of revenue for the three 
and nine months ended April 30, 1997, respectively.  For all previous periods 
presented, service revenue was less than 10% of revenue. The Company believes 
this percentage may fluctuate in the future.  The Company's revenue for the 
three months ended April 30, 1997 increased to $4,325,000 from $2,101,000 for 
the same period in fiscal 1996.  For the nine months ended April 30, 1997, 
revenue increased to $11,151,000 as compared to $5,005,000 for the nine 
months ended April 30, 1996.  The overall increases in revenue were primarily 
due to increased engineering fee revenue for projects done on behalf of OEM 
customers, and to a lesser extent, royalties resulting from increased unit 
shipments of the Company's TranXit products. In addition, revenue increased 
due to increased shipments of IntelliSync for Pilot, and to a lesser extent, 
increased shipments of both IntelliSync for HP200LX and IntelliSync for 
Windows CE.  Revenue during the nine months ended 1996 did not include any 
revenues from IntelliSync products which were introduced in the fourth fiscal 
quarter of 1996 or IntelliLink products as the IntelliLink acquisition was 
not completed until April 30, 1996.

                                       10
<PAGE>

OEM revenue continues to represent a significant portion of the Company's 
revenue.  OEM revenue represented 74% and 97% of the Company's revenue in the 
three months ended April 30, 1997 and 1996, respectively.  OEM revenue 
represented 73% and 95% of the Company's revenue in the nine months ended 
April 30, 1997 and 1996, respectively.  Toshiba accounted for approximately 
22% of revenue in the three and nine months ended April 30, 1997.  Toshiba 
represented 27% and 18% of revenue in the three and nine months ended April 
30, 1996, 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.  In addition, the Company 
believes that the percentage of revenue derived from OEMs may fluctuate in 
future periods depending in part upon the distribution 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 60% and 
73% of the Company's revenue in the third fiscal quarter of 1997 and 1996, 
respectively.  International revenue represented approximately 57% and 71% of 
the Company's revenue in the nine months ended April 30, 1997 and 1996, 
respectively. The Company expects that international revenue will continue to 
represent a significant portion of the Company's revenue for the foreseeable 
future.

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 TranXit, IntelliSync and several new products in the fourth fiscal quarter 
in 1997 and at various times in 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 costs incurred 
under customer funded software development agreements and also includes 
hardware components for certain retail products.  For the three months ended 
April 30, 1997 and 1996, cost of revenue as a percentage of revenue was 
approximately 12% and 7%, respectively.  For the nine months ended April 30, 
1997, cost of revenue represented 11% of revenue compared to 7% for the same 
period of fiscal 1996.  The increase in cost of revenue as a percentage of 
revenue is primarily due to increased OEM costs due to increased third party 
royalties for localized Japanese versions of current products and increased 
costs associated with increased customer funded engineering fee revenue.  
These cost increases were partially offset by decreased costs of retail 
product as a result of  orders fulfilled via the Web which began in March 
1997.  A high percent of Web orders do not require shipment of media or 
manuals thereby substantially reducing the fulfillment costs of such orders.

The foregoing statements regarding cost of revenue are forward-looking 
statements.  Actual results could differ materially depending on changes in 
sources of demands for the Company's products.  The Company's cost of revenue 
is affected by the mix between its distribution channels and by mix of its 
revenue sources between royalties,  packaged product, customer funded 
engineering contracts and sales and fulfillment via Web.  A majority of 
IntelliSync revenue is derived by direct sales to distributors and retailers 
as well as end-users.  As sales to distributors and retailers increase in 
proportion to the Company's total revenue, the Company anticipates that gross 
profit as a percentage of total revenue will decrease, as the average selling 
price through this channel is lower due to distributor discounts and the 

                                       11
<PAGE>

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 insignificant.

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 to $1,610,000 in the third fiscal quarter of 
1997 from $750,000 in the comparable quarter of 1996.  For the nine months 
ended April 30, 1997 research and development expenses totaled $4,240,000 
representing a 101% increase compared to $2,112,000 for the same nine month 
period in fiscal 1996.  The absolute year over year increase in research and 
development expenses was primarily due to increased personnel related costs 
and spending to develop the Company's IntelliSync product offerings and, to a 
lesser extent, increased personnel related costs and spending to develop 
enhanced versions of TranXit and to introduce other new products in the 
market. 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.  The Company anticipates that 
research and development expenses will increase in absolute dollars as the 
Company continues to invest in product development. However, such 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 to 
$1,046,000 in the third fiscal quarter of 1997 from $652,000 for the 
comparable quarter in the prior year.  For the nine months ended April 30, 
1997, sales and marketing expenses increased to $2,804,000 from $1,411,000 
for the same period in the prior fiscal year.  Sales and marketing expenses 
increased in absolute dollars primarily due to the expansion of the Company's 
sales force, related travel and entertainment expenses and increased 
marketing activities in an effort to expand its customer base and channel 
presence.  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. Accordingly, the Company anticipates that 
sales and marketing expenses will continue to increase in absolute dollars.

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 to $460,000 in the third fiscal quarter of 
1997 from $236,000 for the same period in the prior year and to $1,392,000 
for the nine months ended April 30, 1997 from $628,000 for the comparable 
fiscal 1996 period.  The year over year increase in absolute general and 
administrative spending was primarily due to increased headcount to support 
the need for a growing infrastructure, and to a lesser extent, amortization 
of intangible assets related to the acquisition of IntelliLink.  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. 


                                       12
<PAGE>


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 long-term debt and capitalized leases and miscellaneous 
fees and charges.  Interest and other income, net, increased to $292,000 in 
the third fiscal quarter of 1997 from $18,000 for the same period in the 
prior year and increased to $486,000 for the nine months ended April 30, 1997 
from $74,000 for the comparable fiscal 1996 period.  The increase in interest 
and other income in the three and nine month periods ended April 30, 1997 was 
primarily due to increased interest income on increased cash, cash 
equivalents and short-term investment base.

PROVISION FOR INCOME TAXES.  Provision for income taxes increased to $339,000 
in the third fiscal quarter of 1997 from $151,000 for the same period in the 
prior year and increased to $706,000 for the nine months ended April 30, 1997 
from $376,000 for the comparable fiscal 1996 period. 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 currently estimates its effective 
income tax rate for fiscal 1997 to be approximately 35%.  The Company's tax 
rate for fiscal 1997 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 1997 income tax rate is based on current 
projections of the amount and mix of its pre-tax income.  Any adverse 
movement in such projections could cause the effective income tax rate to 
increase.

                                       13
<PAGE>

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 planned expansion 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, and 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 
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.  In addition, certain of the Company's 
retail products contain hardware as well as software components.  The 
Company's expense levels, therefore, may be higher than those of other 
software companies.  The Company may also reduce prices or increase spending 
in response to competition or to pursue new market opportunities. 

                                       14
<PAGE>

The Company has not experienced seasonality to date; however, the operating 
results of many software companies reflect seasonal fluctuations, and there 
can be no assurance that the Company will not experience such fluctuations in 
the future.  For example, sales in Europe and certain other countries 
typically are adversely affected in the summer months when business 
activities are reduced.

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 five 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 are 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.

                                       15
<PAGE>

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 product family may 
continue to account for a substantial portion of the Company's revenue for 
the foreseeable future.  The life cycle of TranXit 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.  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 
will be adopted.  Moreover, although demand for TranXit 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.  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 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 1995, fiscal 1996 and the first three fiscal 
quarters in 1997.  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.

                                       16
<PAGE>

MANAGEMENT OF GROWTH.  The Company is currently experiencing rapid growth and 
expansion, 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 evaluating and 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 
purchase or 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 U.S. Robotics.  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.

RISKS ASSOCIATED WITH DEVELOPMENT OF RETAIL DISTRIBUTION CHANNEL.  The 
Company intends to distribute its products increasingly 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.

                                       17
<PAGE>

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.

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, Pilot Mirror 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.  In particular, the 
Company is currently attempting to recruit new engineering personnel; 
however, there can be no assurance that the Company will be successful at 
hiring or retaining these 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.

                                       18
<PAGE>

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 two issued United States patents that 
expire in 2012 and 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 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 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.  
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 

                                       19
<PAGE>

to develop alternative technologies or to 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 fiscal 1995, 
fiscal 1996 and the first nine months of 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.

                                       20
<PAGE>

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.

POTENTIAL VOLATILITY OF STOCK PRICE.  The trading price of the 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.

UNCERTAINTIES ASSOCIATED WITH THE INTEGRATION OF INTELLILINK.  In April 1996, 
the Company acquired IntelliLink Corporation.  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 the acquisition, 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 IntelliLink's 
business could have a material adverse effect on the Company's business, 
operating results and financial condition.

LIQUIDITY AND CAPITAL RESOURCES

Up until the Company's initial public offering in December 1996, the Company 
financed its operations and met its capital expenditure requirements 
primarily from proceeds from the private sale of Preferred Stock and Common 
Stock. Through October 31, 1996, the Company had raised approximately $6.8 
million from the sale of Preferred and Common Stock.  In December 1996, the 
Company generated net proceeds of approximately $21.2 million from its 
initial public offering of common stock.

The Company's operating activities provided cash of $321,000 during the nine 
months ended April 30, 1997.  The increased cash provided from operating 
activities was primarily attributable to increased net income partially 
offset by increases in accounts receivable, inventory, other assets and 
decreases in deferred revenue.

Cash used in investing activities was $19,363,000 in the nine months ended 
April 30, 1997.  Cash used in investing activities primarily related to 
purchases of short-term investments, and to a lesser extent, 

                                       21
<PAGE>

purchases of property and equipment.  The Company expects that purchases of 
property and equipment will increase in the next few fiscal quarters as it 
purchases computer and other equipment to enhance its infrastructure as well 
as expand both its Corporate and East coast facilities.  Financing activities 
provided $23,597,000 in the nine months ended April 30, 1997 due primarily to 
the issuance of Common Stock and, to a much lesser extent, the  issuance of 
preferred stock and proceeds from conversion of warrants and exercise of 
stock options.

At April 30, 1997 the Company's principal source of liquidity represented by 
cash, cash equivalents and short-term investments totaled $24,051,000.  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.

                                       22
<PAGE>

                          PART II. OTHER INFORMATION


ITEM 6. EXHIBITS

(a)  Exhibits

     11.1  Computation of net income per share is on page 24.


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

                                       23
<PAGE>


EXHIBIT 11.1

                                PUMA TECHNOLOGY, INC.

                        COMPUTATION OF NET INCOME PER SHARE (1)
                         (in thousands, except per share data)
                                      (Unaudited)

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------
                                                             THREE MONTHS ENDED        NINE MONTHS ENDED
                                                                  APRIL 30,                  APRIL 30,
                                                               1997       1996           1997       1996
---------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------
<S>                                                         <C>        <C>             <C>         <C>
NET INCOME                                                   $  628       $  (2,492)       $1,309     $  (2,490)
                                                          ---------     -----------      --------   -----------
                                                          ---------     -----------      --------   -----------
PRIMARY:

Weighted average common shares outstanding                   11,990           2,847         5,086         2,822
Common stock equivalents:

  Preferred stock using the as if converted method                -           4,089         4,089         4,089
  Stock options using the treasury stock method                 695               -           418             -
Shares related to Staff Accounting Bulletin No. 83:
    Shares of common stock                                        -           1,408         1,408         1,408
    Stock options                                                 -             463           322           463
    Preferred stock using the as if converted method              -             286            87           286
    Convertible debenture using the as if converted method        -             341           133           341
    Warrants                                                     67              54            36            54
                                                          ---------     -----------      --------   -----------

Shares used in computing primary net income per share        12,752           9,488        11,579         9,463

                                                          ---------     -----------      --------   -----------
PRIMARY NET INCOME (LOSS) PER SHARE                         $  0.05        $  (0.26)      $  0.11      $  (0.26)
                                                          ---------     -----------      --------   -----------
                                                          ---------     -----------      --------   -----------

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

(1) For an explanation of the number of shares used to compute net income per 
share, see notes to condensed consolidated financial statements.

                                       24
<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:  June 10, 1997              By:  /s/ M. Bruce Nakao
                                          --------------------

                                          M. Bruce Nakao
                                          Sr. Vice President and
                                          Chief Financial Officer


                                       25
<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
Mobil Data Exchange
Puma Technology
TranXit

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