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                                                                    EXHIBIT 99.1


                        Safe Harbor Compliance Statement

         In passing the Private Securities Litigation Reform Act of 1995 (the
"Reform Act"), 15 U.S.C.A. Sections 77z-2 and 78u-5 (Supp. 1996), Congress
encouraged public companies to make "forward-looking statements" by creating a
safe harbor to protect companies from securities law liability in connection
with forward-looking statements. Harbinger Corporation ("Harbinger" or the
"Company") intends to qualify both its written and oral forward-looking
statements for protection under the Reform Act and any other similar safe harbor
provisions.

         "Forward-looking statements" are defined by the Reform Act. Generally,
forward-looking statements include expressed expectations of future events and
the assumptions on which the expressed expectations are based. All
forward-looking statements are inherently uncertain as they are based on various
expectations and assumptions concerning future events and they are subject to
numerous known and unknown risks and uncertainties which could cause actual
events or results to differ materially from those projected. Due to those
uncertainties and risks, the investment community is urged not to place undue
reliance on written or oral forward-looking statements of Harbinger. The Company
undertakes no obligation to update or revise this Safe Harbor Compliance
Statement for Forward-Looking Statements (the "Safe Harbor Statement") to
reflect future developments. In addition, Harbinger undertakes no obligation to
update or revise forward-looking statements to reflect changed assumptions, the
occurrence of unanticipated events or changes to future operating results over
time. This Safe Harbor Statement supersedes that certain Safe Harbor Statement
filed as Exhibit 99.5 to the Company's Current Report on Form 8-K dated October
29, 1997.

         Harbinger provides the following risk factor disclosure in connection
with its continuing effort to qualify its written and oral forward-looking
statements for the safe harbor protection of the Reform Act and any other
similar safe harbor provisions. Important factors currently known to management
that could cause actual results to differ materially from those in
forward-looking statements include the disclosures contained in the Annual
Report on Form 10-K to which this statement is appended as an exhibit and also
include the following;

         Integration of Recent Acquisitions; Future Acquisitions. Harbinger
Corporation ("Harbinger" or "Company") has completed a number of acquisitions
since January 1, 1997, including the acquisitions of Premenos Technology Corp.
("Premenos"), Atlas Products International, Limited and it affiliate ("Atlas"),
Acquion, Inc. ("Acquion"), SupplyTech, Inc. and its affiliated entities
(collectively, "SupplyTech"), and the minority interests of Harbinger NET
Services, LLC ("HNS"). Premenos, Acquion, SupplyTech and HNS have historically
reported significant operating losses. In addition, the acquisition of Premenos
represents Harbinger's largest acquisition to date and will require significant
management time and attention to successfully integrate the business and
operation of the two companies. Harbinger's acquisitions present a number of
risks and challenges, including the historical operating losses of Premenos,
Acquion, SupplyTech and HNS, the integration of the software products of the
acquired companies into Harbinger's current suite of products, the integration
of the sales forces of acquired companies into Harbinger's existing sales
operations, the coordination of customer support services, the integration of
international operations of acquired companies with Harbinger's international
affiliates, and the diversion of management's attention from other business
concerns. In connection with its prior acquisitions, Harbinger has experienced
the following effects during the periods subsequent to such acquisitions:
integration costs and expenses associated with such acquisition transactions;
refinement of the acquired companies business operations to conform to
Harbinger's mission and strategy, and the discontinuance of the non-core
business operations of the acquired company; and elimination of certain revenue
opportunities as a result of product overlap, channel conflict, or other
competitive overlap. Management of Harbinger currently anticipates that all or
certain of the foregoing factors may impact future operating results of
Harbinger as a result of the consummation of the merger with Premenos (the
"Merger") including, but not limited to, growth in revenue and operating income
in future periods. Several of the newly acquired products address the same
markets as, and may therefore be competitive with, or redundant with, existing
Harbinger products. There can be no assurance that Harbinger can successfully
assimilate its operations and integrate its software products with these
recently acquired operations, software products and technologies, that Harbinger
will be successful in repositioning its products on a timely basis to achieve
market acceptance or that the integration efforts associated with recent
acquisitions will not have a material adverse effect upon Harbinger's



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business or results of operations in future periods. Any delay in such
integration efforts or adverse developments associated therewith could have a
material adverse effect on Harbinger.

         Harbinger's growth has been significantly enhanced through acquisitions
of other businesses, products and licenses. There can be no assurance that in
the future Harbinger will be able to identify suitable acquisition candidates
available for sale at reasonable prices, consummate any acquisition or
successfully integrate any acquired business into Harbinger's operations.
Operational and software integration problems may arise if Harbinger undertakes
future acquisitions of complementary products, technologies or businesses.
Future acquisitions may also result in potentially dilutive issuances of equity
securities, the incurrence of additional debt, the write-off of in-process
product development and capitalized product costs, integration costs, and the
amortization of expenses related to goodwill and other intangible assets, all of
which could have a material adverse effect on Harbinger. Acquisitions involve
numerous additional risks, including difficulties in the assimilation of the
operations, products and personnel of the acquired company, differing company
cultures, the diversion of management's attention from other business concerns,
risks of entering markets in which Harbinger has little or no direct prior
experience, and the potential loss of key employees of the acquired company.
Customer satisfaction or performance problems at a single acquired firm could
have a material adverse impact on the reputation of Harbinger as a whole.
Although Harbinger has cash resources of approximately $100 million, to the
extent Harbinger desires to finance a future acquisition, there can be no
assurance that Harbinger will be able to secure financing for such a transaction
on reasonable terms or at all. See "Ability to Manage Growth."

         Factors Affecting Operating Results; Potential Fluctuations in
Quarterly Results. Although Harbinger has been able to grow its revenue and
operating income (before special charges) in the past, there can be no assurance
that Harbinger will be able to continue to grow its revenue and operating income
at historical levels in the future or that fluctuations in revenue or operating
income growth will not occur in future periods. Factors currently known to
management that could impact rate of growth in revenue or operating income in
future periods include, but are not limited to, the management time and effort
currently anticipated in connection with the integration of recently acquired
businesses, and a slow down in the rate of growth of AS/400 EDI sales. In
addition, Harbinger's quarterly operating results have in the past and may in
the future vary or decrease significantly depending on factors such as revenue
from software sales, the timing of new product and service announcements,
changes in pricing policies by Harbinger and its competitors, market acceptance
of new and enhanced versions of Harbinger's products, the size and timing of
significant orders, changes in operating expenses, changes in Harbinger's
strategy, personnel changes, government regulation, the introduction of
alternative technologies, the effect of acquisitions and general economic
factors. Harbinger has limited or no control over many of these factors.
Harbinger has experienced losses in the past, and at December 31, 1997,
Harbinger had an accumulated deficit of approximately $59.8 million. Harbinger
operates with virtually no software product order backlog because its software
products typically are shipped shortly after orders are received. As a result,
revenues in any quarter are substantially dependent on the quantity of purchases
of services requested and product orders received in that quarter. Quarterly
revenues also are difficult to forecast because the market for electronic
commerce and EDI software products is rapidly evolving and Harbinger's revenues
in any period may be significantly affected by the announcements and product
offerings of Harbinger's competitors as well as alternative technologies.
Harbinger's IVAS and electronic catalog products are more complex and expensive
compared to Harbinger's other electronic commerce and Internet products
introduced to date, and will generally involve significant investment decisions
by prospective customers. Accordingly, Harbinger expects that in selling its
IVAS and electronic catalog products it will encounter risks typical of
companies that rely on large dollar purchase decisions, including the reluctance
of purchasers to commit to major investments in new products and protracted
sales cycles, both of which add to the difficulty of predicting future revenues
and may result in quarterly fluctuations. Harbinger's expense levels are based,
in part, on its expectations as to future revenues. If revenue levels are below
expectations, Harbinger may be unable or unwilling to reduce expenses
proportionately and operating results are likely to be adversely affected. As a
result, Harbinger believes that period-to-period comparisons of its results of
operations are not necessarily meaningful and should not be relied upon as
indications of future performance. Due to all of the foregoing factors, it is
likely that in some future quarter or quarters Harbinger's operating results
will be below the expectations of public market analysts and investors. In such
event, the price of the Harbinger Common Stock will likely be adversely affected
in a material manner.

         Harbinger recognizes revenues for software license fees upon shipment,
net of estimated returns. Customers using Harbinger's PC products are permitted
to return products after delivery for a specified period,




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generally 60 days. Harbinger generally has experienced returns of approximately
10% to 30% of the PC product license fees, and Harbinger records revenues after
a deduction for estimated returns. Any material increase in Harbinger's return
experience could have an adverse effect on its operating results. See
"Integration of Recent Acquisitions; Future Acquisitions."

         Acquisition-Related and Other Charges; Loss Expected in Quarter Ending
March 31, 1998. In the first quarter of 1998, Harbinger expects to incur
approximately $15.0 million in acquisition and integration related charges. As a
result of these charges, Harbinger expects to incur a net loss for the first
quarter of 1998. Certain of the costs and expenses incurred in connection with
these integration activities and reflected in such charges included internal
expense allocations which may recur in other expense categories in the future
and may result in an increase in some expense categories in Harbinger's results
of operations in future periods.

         Ability to Manage Growth. Harbinger has recently experienced
significant growth in revenue, operations and personnel as it has made strategic
acquisitions, added subscribers to the Harbinger VAN and IVAS and increased the
number of licensees of its software products. This growth could continue to
place a significant strain on Harbinger's management and operations, including
its sales, marketing, customer support, research and development, finance and
administrative operations. Achieving and maintaining profitability during a
period of expansion will depend, among other things, on Harbinger's ability to
successfully expand its products, services and markets and to manage its
operations and acquisitions effectively. Difficulties in managing growth,
including difficulties in obtaining and retaining talented management and
product development personnel, especially following an acquisition, could have a
material adverse effect on Harbinger.

         Ability to Respond to Rapid Change. Harbinger's future success will
depend significantly on its ability to enhance its current products and develop
or acquire and market new products which keep pace with technological
developments and evolving industry standards as well as respond to changes in
customer needs. The market for electronic commerce and EDI products and
services, VAN services and Internet software products and services is
characterized by rapidly changing technology, evolving industry standards and
customer demands, and frequent new product introductions and enhancements. There
can be no assurance that Harbinger will be successful in developing or acquiring
product enhancements or new products to address changing technologies and
customer requirements adequately, that it will introduce such products on a
timely basis, or that any such products or enhancements will be successful in
the marketplace. Harbinger's delay or failure to develop or acquire
technological improvements or to adapt its products to technological change
would have a material adverse effect on Harbinger's business, results of
operations and financial condition. The failure of Harbinger's management team
to respond effectively to and manage rapidly changing technological and business
conditions as well as the growth of its own business, should it occur, could
have a material adverse impact on Harbinger's business, results of operations
and prospects.

         Intense Competition. The electronic commerce, EDI and network services
and products businesses are intensely competitive, and Harbinger has many
competitors with substantially greater financial, marketing, personnel and
technological resources than Harbinger. Other companies offer products and
services that may be considered by customers to be acceptable alternatives to
Harbinger's products and services. Certain companies also operate private
computer networks for transacting business with their trading partners and
Harbinger expects other companies to offer products and services competitive
with the Templar, Express and IVAS products and services. It is expected that
other companies may develop and implement similar computer-to-computer networks,
some of which may be "public" networks such as Harbinger's and others may be
"private," providing services only to a specific group of trading partners,
thereby reducing Harbinger's ability to increase sales of its network services.
In addition, several companies offer PC-based, midrange NT and UNIX, and
mainframe and Internet computer software products which compete with Harbinger's
software products. Advanced operating systems and applications software from
Microsoft and other vendors also may offer electronic commerce functions that
limit Harbinger's ability to sell its software products. Harbinger believes that
the continuing acceptance of electronic commerce and EDI will attract new
competitors, including software applications and operating systems companies
that may bundle electronic commerce solutions with their programs, and
alternative technologies that may be more sophisticated and cost effective than
Harbinger's products and services. Competitive companies may offer certain
electronic commerce products or services, such as communications software or
network transactional services, at no charge or a deeply discounted charge, in
order to obtain the sale of other products or services. Since Harbinger's






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agreements with its network subscribers generally are terminable upon 30 days'
notice, Harbinger does not have the contractual right to prevent its customers
from changing to a competing network. See "Dependence on New Products; Industry
Standards." Competitors that offer products and/or services that compete with
various of Harbinger's products and services include, among others, IBM, Inc.;
AT&T; Computer Associates International, Inc.; EDS; General Electric Information
Systems; QuickResponse Services, Inc.; Sterling Commerce, Inc., Aspect
Development, Inc., TSI International, Inc., Ariba Technologies, Inc. and a joint
venture between British Telecommunications Plc and MCI Communications
Corporation; as well as the internal programming staffs of various businesses
engaging in electronic commerce.

         Emergence of Electronic Commerce Over the Internet. The Internet
provides an alternative means of providing electronic commerce to business
trading partners. The market for Internet software and services is both emerging
and highly competitive, ranging from small companies with limited resources to
large companies with substantially greater financial, technical and marketing
resources than Harbinger. In addition to Harbinger's Internet related products
and services, several existing competitors of Harbinger have introduced their
own Internet electronic commerce products and services. Moreover, new
competitors, which may include telephone companies and media companies, are
likely to increase the provision of business-to-business data transmission
services using the Internet. There is no assurance that the Internet will become
an accepted method of electronic commerce. There is no assurance that
Harbinger's TrustedLink Guardian end user software and IVAS or Premenos' Templor
Products, which enable electronic commerce over the Internet, will be accepted
in the Internet market or can be competitive with other products based on
evolving technologies. If the Internet becomes an accepted method of electronic
commerce, Harbinger could lose network customers from its VAN which would reduce
recurring revenue from network services and have a material adverse effect on
Harbinger. Even if customers choose Harbinger's Internet solutions, the revenue
gained from the sale of these solutions may not offset the loss of revenue from
the sale of Harbinger's traditional EDI solutions.

         The use of Harbinger's and Premenos' Internet electronic commerce
products and services will depend in large part upon the continued development
of the infrastructure for providing Internet access and services. Use of the
Internet for business-to-business electronic commerce services raises numerous
issues that greatly impact the development of this market. These issues include
reliability, data security and data integrity, timely transmission, and pricing
of products and services. Because global commerce and online exchange of
information on the Internet is new and evolving, it is difficult to predict with
any assurance whether the Internet will prove to be a viable commercial
marketplace. The Internet has experienced, and is expected to continue to
experience, substantial growth in the number of users and the amount of traffic.
There can be no assurance that the Internet will continue to be able to support
the demands placed on it by this continued growth. In addition, the Internet
could lose its viability due to delays in the adoption of new standards and
protocols to handle increased levels of Internet activity, or due to increased
governmental regulation. There can be no assurance that the infrastructure or
complementary services necessary to make the Internet a viable commercial
marketplace will be developed, or, if developed, that the Internet will become a
viable commercial marketplace for products and services such as those offered by
Harbinger and Premenos. If the necessary infrastructure or complementary
services or facilities are not developed, or if the Internet does not become a
viable commercial marketplace, Harbinger's business, operating results or
financial condition will be materially adversely affected.

         Dependence on New Products; Industry Standards. The electronic commerce
industry is characterized by rapid technological change, frequent new product
and service introductions and evolving industry standards. Harbinger's future
success will depend in significant part on its ability to anticipate industry
standards, to continue to apply advances in electronic commerce product and
service technologies, to enhance existing products and services, and to
introduce and acquire new products and services on a timely basis to keep pace
with technological developments. There can be no assurance that Harbinger will
be successful in developing, acquiring or marketing new or enhanced products or
services that respond to technological change or evolving industry standards,
that Harbinger will not experience difficulties that could delay or prevent the
successful development, acquisition or marketing of such products or services or
that its new or enhanced products and services will adequately meet the
requirements of the marketplace and achieve market acceptance. In the past,
Harbinger has experienced delays in the commencement of commercial shipments of
new products and enhancements, resulting in delays or losses of product
revenues. Such delays or failure in the introduction of new or enhanced products
or services, or the failure




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of such products or services to achieve market acceptance, could have a material
adverse effect on the business, results of operations and financial condition of
Harbinger.

         Investment in International Subsidiaries; International Growth and
Operations. Harbinger believes that its continued growth and profitability will
require expansion of its international operations through its international
subsidiaries, including Atlas, NTEX Holding, B.V. in The Netherlands and INOVIS
GmbH & Co. in Germany, as well as the international operations of SupplyTech in
the United Kingdom, Italy and Mexico and Premenos in France (collectively, the
"International Subsidiaries"). This expansion will require financial resources
and significant management attention, particularly by certain members of the
management of Harbinger. Harbinger's ability to successfully expand its business
internationally will also depend upon its ability to attract and retain both
talented and qualified managerial, technical and sales personnel and electronic
commerce services customers outside the United States and its ability to
continue to effectively manage its domestic operations while focusing on
international expansion. Certain of the International Subsidiaries have
experienced operating losses in their recent histories and some have experienced
significant operating losses in their recent histories. To the extent that the
International Subsidiaries are unable to penetrate international markets in a
timely and profitable manner, Harbinger's growth, if any, in international sales
will be limited, and Harbinger could be materially adversely affected.

         During the third quarter of 1997, Harbinger's growth in revenue was
adversely affected by a fluctuation in currency exchange rates, management
issues associated with its European operations, and general softness in demand
in the European markets. Moreover, Harbinger's ability to successfully implement
its international strategy may require installation and operation of a
value-added network and implementation of its IVAS software in other countries,
as well as additional improvements to its infrastructure and management
information systems, including its international customer support systems. In
addition, there can be no assurance that Harbinger will be able to maintain or
increase international market demand for Harbinger's products or services.

         International operations are subject to certain inherent risks,
including unexpected changes in regulatory requirements and tariffs, longer
payment cycles, increased difficulties in collecting accounts receivable and
potentially adverse tax consequences. To the extent international sales are
denominated in foreign currencies, gains and losses on the conversion to U.S.
dollars of revenues, operating expenses, accounts receivable and accounts
payable arising from international operations may contribute to fluctuations in
Harbinger's results of operations. Harbinger has not entered into any hedging or
other arrangements for the purpose of guarding against the risk of currency
fluctuation. In addition, sales in Europe and certain other parts of the world
typically are adversely affected in the third calendar quarter of each year
because many customers reduce their business activities in the summer months.

         Dependence on Key Management and Personnel; Ability to Attract and
Retain Qualified Personnel. Harbinger's success is largely dependent upon its
executive officers and key sales and technical personnel, the loss of one or
more of whom could have a material adverse effect on Harbinger. The future
success of Harbinger will depend in large part upon its ability to attract and
retain talented and qualified personnel. In particular, Harbinger believes that
it will be important for Harbinger to hire experienced product development and
sales personnel. Competition in the recruitment of highly-qualified personnel in
the computer software and electronic commerce industries is intense. The
inability of Harbinger to locate and retain such personnel may have a material
adverse effect on Harbinger. No assurance can be given that Harbinger can retain
its key employees or that it can attract qualified personnel in the future.
Harbinger currently carries key-person life insurance policies on the lives of
Messrs. Howle, Leach, Davis and Travers.

         Year 2000 Compliance. Much publicity has been given to the "Year 2000"
issue and the ability of computer systems to function properly in the new
millennium. Most of the latest versions of the Company's products released or to
be released are designed to be Year 2000 compliant. The Company is in the
process of determining the extent to which its earlier software products as
implemented in the Company's installed customer base are Year 2000 compliant, as
well as the impact of any non-compliance on the Company and its customers. The
Company currently anticipates that any problems resulting from non-compliant
products will be addressed through a combination of product modifications as
part of planned product enhancements and migration of customers to functionally
similar products which are Year 2000 compliant. Additional efforts are being
made to modify or





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replace other noncompliant software, systems and equipment used by the Company
internally, including third party software, before the year 1999. Further, the
Company is aware of the risk that third parties, including vendors and customers
of the Company, will not adequately address the Year 2000 problem and the
resultant potential adverse impact on the Company. The Company projects that the
majority of the compliance effort will be absorbed with the product enhancements
planned for 1998, and thus that the Year 2000 problem will not have a material
adverse impact on the Company's business, operating results and financial
condition, although there can be no assurance to that effect. Regardless of
whether the Company's products are Year 2000 compliant, there can be no
assurance that customers will not assert Year 2000 related claims against the
Company. The Company believes that the purchasing patterns of customers and
potential customers may be affected by Year 2000 issues in a variety of ways.
Many companies are expending significant resources to correct or patch their
current software systems for Year 2000 compliance. These expenditures may result
in reduced funds available to purchase software products such as those offered
by the Company. Potential customers may also choose to defer purchasing Year
2000 compliant products until they believe it is absolutely necessary, thus
resulting in potentially stalled market sales within the industry. Conversely,
Year 2000 issues may cause other companies to accelerate purchases, thereby
causing an increase in short-term demand and a consequent decrease in long-term
demand for software products. Additionally, Year 2000 issues could cause a
significant number of companies, including current Company customers, to
reevaluate their current software needs, and as a result switch to other systems
or suppliers. Any of the foregoing could result in a material adverse effect on
the Company's business, operating results and financial condition. Any of the
foregoing, or combination thereof, could result in a material adverse effect on
the Company's business, operating results and financial condition.

         Dependence on Alliance Partners. Harbinger has various agreements with
alliance partners for the distribution and marketing of certain software
products of Harbinger. These alliance partners pay Harbinger royalties
representing a percentage of fees generated from the sale of software licensed
from Harbinger. For the years ended December 31, 1995 and 1996, revenues from
one of these alliance partners were approximately $1.4 million and $5.7 million,
respectively, which equaled the contractual minimum royalty during those years.
There is no minimum royalty obligation after 1996, and Harbinger has experienced
and believes that revenues from this alliance partner will decline in the
future. Further, based on amendments to the arrangement, Harbinger has
experienced and believes that the average collection period related to cash
flows derived from royalty revenues earned from this alliance partner will
lengthen substantially. In addition, in 1997 Premenos was dependent on a
distribution partner for approximately 6% of revenues, arising principally from
this partner's distribution efforts in Europe and other overseas locations.
There can be no assurance that this partner will continue to distribute Premenos
or Harbinger products in 1998, or that such distribution efforts, if continued,
will achieve the same degree of results.

         Risks of Product Development. Software products as complex as those
offered by Harbinger may contain undetected errors or failures when first
introduced or when new versions are released. If software errors are discovered
after introduction, Harbinger could experience delays or lost revenues during
the period required to correct these errors. There can be no assurance that,
despite testing by Harbinger and by current and potential customers, errors will
not be found in new products or releases after commencement of commercial
shipments, resulting in loss of or delay in market acceptance, additional and
unexpected expenses to fund further product development or to add programming
personnel to complete a development project, and loss of revenue because of the
inability to sell the new product on a timely basis, any one or more of which
could have a material adverse effect on Harbinger.

         Dependence on Data Centers. The network service operations of Harbinger
are dependent upon the ability to protect computer equipment and the information
stored in Harbinger's data centers against damage that may be caused by fire,
power loss, telecommunication failures, unauthorized intrusion, computer viruses
and disabling devices and other similar events. Notwithstanding precautions
Harbinger has taken, there can be no assurance that a fire or other natural
disaster, including national, regional or local telecommunications outages,
would not result in a prolonged outage of Harbinger's network services. In the
event of a disaster, and depending on the nature of the disaster, it may take
from several hours to several days before Harbinger's off-site computer system
can become operational for all of Harbinger's customers, and use of the
alternative off-site computer would result in substantial additional cost to
Harbinger. In the event that an outage of Harbinger's network extends for more
than several hours, Harbinger will experience a reduction in revenues by reason
of such outage. In the event that such outage extends


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for one or more days, Harbinger could potentially lose many of its customers,
which may have a material adverse effect on Harbinger.

         Dependence upon Certain Licenses. Harbinger relies on certain
technology that it licenses from third parties and other products that are
integrated with internally developed software and used in Harbinger's products
to perform key functions or to add important features. There can be no assurance
that Harbinger will be successful in negotiating third-party technology licenses
on suitable terms or that such licenses will not be terminated in the future.
Moreover, any delay or product problems experienced by such third party
suppliers could result in delays in introduction of Harbinger's products and
services until equivalent technology, if available, is identified, licensed and
integrated, which could have a material adverse effect on Harbinger's business,
operating results and financial condition.

         Limited Protection of Proprietary Technology; Risks of Infringement.
Harbinger relies primarily on a combination of copyright, patent and trademark
laws, trade secrets, confidentiality procedures and contractual provisions to
protect its proprietary rights. Harbinger seeks to protect its software,
documentation and other written materials principally under trade secret and
copyright laws, which afford only limited protection. Harbinger presently has
one patent for an electronic document interchange test facility and a patent
application pending for an EDI communication system. Despite Harbinger's efforts
to protect its proprietary rights, unauthorized parties may attempt to copy
aspects of Harbinger's products or to obtain and use information that Harbinger
regards as proprietary. There can be no assurance that Harbinger's means of
protecting its proprietary rights will be adequate or that Harbinger's
competitors will not independently develop similar technology. In distributing
many of its products, Harbinger relies primarily on "shrink wrap" licenses that
are not signed by licensees and, therefore, may be unenforceable under the laws
of certain jurisdictions. In addition, Harbinger has licensed it products to
users and distributors in other countries, and the laws of some foreign
countries do not protect Harbinger's proprietary rights to as great an extent as
the laws of the United States. Harbinger does not believe that any of its
products infringe the proprietary rights of third parties. There can be no
assurance, however, that third parties will not claim infringement by Harbinger
with respect to current or future products, and Harbinger has agreed to
indemnify many of its customers against such claims. Harbinger expects that
software product developers will increasingly be subject to infringement claims
as the number of products and competitors in electronic commerce grows and the
functionality of products in different industry segments overlaps. Any such
claims, with or without merit could be time-consuming, result in costly
litigation, cause product shipment delays or require Harbinger to enter into
royalty or licensing agreements and indemnify its customers against resulting
liability, if any. Such royalty or licensing agreements, if required, may not be
available on terms acceptable to Harbinger or at all, which could have a
material adverse effect on Harbinger.

         Government Regulatory and Industrial Policy Risks. Harbinger's network
services are transmitted to its customers over dedicated and public telephone
lines. These lines are governed by Federal and state regulations establishing
the rates, terms and conditions for their use. Changes in the legislative and
regulatory environment relating to online services, EDI or the Internet access
industry, including regulatory or legislative changes which directly or
indirectly affect telecommunication costs, restrict content or increase the
likelihood of competition from regional telephone companies or others, could
have a material adverse effect on Harbinger's business. The Telecommunications
Act of 1996 ("Act") amended the federal telecommunications laws by lifting
restrictions on regional telephone companies and others competing with Harbinger
and imposed certain restrictions regarding obscene and indecent content
communicated to minors over the Internet or through interactive computer
services. The Act set in motion certain events that will lead to the elimination
of restrictions on regional telephone companies providing transport between
defined geographic boundaries associated with the provision of their own
information services. This will enable regional telephone companies to more
readily compete with Harbinger by packaging information service offerings with
other services and providing them on a wider geographic scale. While provisions
of the Act prohibiting the use of a telecommunications device or interactive
computer service to send or display indecent material to minors have been held
by the U.S. Supreme Court to be unconstitutional, there can be no assurance that
future legislative or regulatory efforts to limit use of the Internet in a
manner harmful to Harbinger will not be successful. The Clinton administration
has announced an initiative to establish a framework for global electronic
commerce. Also, some countries such as Germany have adopted laws regulating
aspects of the Internet, and there are a number of bills currently being
considered in the United States at the federal and state levels involving
encryption and digital signatures, all of which may impact Harbinger. Harbinger
cannot predict the



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impact, if any, that the Act and future court opinions, legislation, regulations
or regulatory changes in the United States or other countries may have on its
business. Management believes that Harbinger is in compliance with all material
applicable regulations. Harbinger's Trusted Link Guardian product and the
Templar product both incorporate encryption technology which is subject to U.S.
export control regulations. Although both products are currently exportable
under licenses granted by the Commerce Department, government regulation in this
area is subject to frequent change and there can be no assurance that these
products will remain exportable.

         Anti-Takeover Provisions. The Harbinger Board has authority to issue up
to 20,000,000 shares of preferred stock and to fix the rights, preferences,
privileges and restrictions, including voting rights, of the preferred stock
without further vote or action by Harbinger shareholders. The rights of the
holders of Harbinger Common Stock will be subject to, and may be adversely
affected by, the rights of the holders of any preferred stock that may be issued
in the future. While Harbinger has no present intention to issue additional
shares of preferred stock, such issuance, while providing desired flexibility in
connection with possible acquisitions and other corporate purposes, could have
the effect of making it more difficult for a third party to acquire a majority
of the outstanding voting stock of Harbinger. In addition, the Harbinger Charter
and the Harbinger Bylaws contain provisions that may discourage proposals or
bids to acquire Harbinger. This could limit the price that certain investors
might be willing to pay in the future for shares of Harbinger Common Stock. The
Harbinger Charter provides for a classified board of directors with three-year,
staggered terms for its members. The classification of the Harbinger Board could
have the effect of making it more difficult for a third party to acquire control
of Harbinger.





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