EXHIBIT 10.21

                            AMENDMENT AND RESTATEMENT

                                     TO THE

                           SEVERANCE LETTER AGREEMENT

         THIS  AMENDMENT AND  RESTATEMENT  (this  "Agreement")  to the Severance
Letter  Agreement by and between Frank Pao (the  "Executive")  and Virage,  Inc.
("Virage") dated as of June 17, 2003 (the "Severance Agreement"), is made by and
among Virage and Frank Pao, effective as of July 9, 2003.

         WHEREAS,  the Company and the  Executive  were parties to the Severance
Agreement attached hereto as Exhibit A.

         WHEREAS, this Amendment and Restatement is being executed in connection
with the Agreement and Plan of Merger by and among Autonomy  Corporation  plc, a
corporation  formed  under the laws of England  and Wales  ("Autonomy"),  Violet
Merger  Sub,  Inc.,  a Delaware  corporation  and  wholly  owned  subsidiary  of
Autonomy, ("Merger Sub") and Violet (the "Merger Agreement"),  whereunder Merger
Sub shall be merged with and into Virage.

         WHEREAS,  Executive,  as a shareholder  and/or vested  optionholder  of
Company,   will  obtain  consideration  as  a  result  of  the  closing  of  the
Transaction;

         WHEREAS, Virage and Autonomy desire that Virage enter into an agreement
with  Executive,  and Executive  desires to enter into an agreement with Virage,
whereby this Amendment and Restatement shall formalize the severance arrangement
of Executive with Virage.

         NOW,  THEREFORE,  the parties  hereto agree the Severance  Agreement is
hereby amended and modified in its entirety as follows:

         In the event that both (A) the transactions  contemplated by the Merger
Agreement are consummated (the "Transaction Closing") and (B) within twelve (12)
months  following  the  Transaction  Closing  the  employment  of Frank Pao (the
"Executive")  with Virage is terminated  without Cause (as defined below) or the
Executive  resigns  for Good  Reason  (as  defined  below),  then  Virage or its
successor entity(ies) shall immediately pay Executive the greater of (a) six (6)
months of  Executive's  then-current  base salary,  or (b) One Hundred  Thousand
Dollars ($100,000).

         For  purposes  of  this  agreement,  "Cause"  shall  mean  any  of  the
following:  (i) the Executive's intentional and material theft,  dishonesty,  or
falsification  of any Virage or Autonomy or any subsidiary  thereof  (Virage and
Autonomy  collectively  or  individually  with  each  of its  subsidiaries,  the
"Corporation")  documents  or  records;  (ii) the  Executive's  intentional  and
material  improper  use or  disclosure  of  the  Corporation's  confidential  or
proprietary  information;  (iii) the Executive willfully engaging in intentional
misconduct  that  is in bad  faith  and  materially  injurious  to the  Company,
including  misappropriation of trade secrets,  fraud or embezzlement s; (iv) the
Executive's  intentional  and  material  failure or  inability  to  perform  any
reasonable  assigned  material  duties after written notice from the Corporation
of, and a reasonable  opportunity  to cure,  such failure or inability;  (v) any
material  breach  by the  Executive  of any  employment  agreement  between  the
Executive and the  Corporation,  which breach is not cured pursuant to the terms
of such  agreement;  or (vi) the Executive's  conviction  (including any plea of
guilty or nolo  contendere)  of any  criminal act which  materially  impairs the
Executive's ability to perform his or her duties with the Corporation.

<PAGE>

         For purposes of this  agreement,  "Good  Reason"  shall mean any of the
following:

                  (i) without  the  Executive's  express  written  consent,  the
assignment to the Executive of any duties,  or any limitation of the Executive's
responsibilities,  substantially  inconsistent  with the Executive's  positions,
duties,  responsibilities  and status with the Corporation  immediately prior to
the date of the Transaction Closing, but giving effect to limitations ordinarily
contemplated by the Transaction;

                  (ii) without the  Executive's  express  written  consent,  the
relocation of the principal  place of the  Executive's  employment to a location
that is more than twenty-five (25) miles from the Executive's principal place of
employment  immediately  prior to the date of the  Transaction  Closing,  or the
imposition of travel requirements  substantially more demanding of the Executive
than such  travel  requirements  existing  immediately  prior to the date of the
Transaction Closing;

                  (iii) any failure by the  Corporation  to pay, or any material
reduction by the Corporation of, (1) the Executive's base salary in effect as of
January 1, 2002, or (2) the Executive's bonus compensation  percentage,  if any,
in effect  immediately prior to the date of the Transaction  Closing (subject to
applicable  mutually agreed upon  performance  requirements  (negotiated in good
faith but in the absence of any such agreement such performance  requirements in
effect immediately prior to the Transaction  Closing) with respect to the actual
amount of bonus compensation earned by the Executive); or

                  (iv) any failure by the Corporation to (1) continue to provide
the Executive with the  opportunity to  participate,  on terms no less favorable
than those in effect for the benefit of any  employee  group  which  customarily
includes a person holding the employment  position or a comparable position with
the Corporation then held by the Executive, in any benefit or compensation plans
and programs, including, but not limited to, the Corporation's life, disability,
health, dental, medical,  savings, profit sharing, stock purchase and retirement
plans, if any, in which the Executive was participating immediately prior to the
date of the  Transaction  Closing,  or  their  equivalent,  or (2)  provide  the
Executive with all other fringe benefits (or their equivalent) from time to time
in effect for the benefit of any  employee  group which  customarily  includes a
person  holding  the  employment  position  or a  comparable  position  with the
Corporation then held by the Executive.

                  As  a  condition   to  the  receipt  of  any  payment  by  the
Corporation to Executive pursuant to the terms and conditions hereof,  Executive
shall execute a general release of all claims pursuant to Virage's standard form
of general  release of claims.  Other than as expressly  set forth  herein,  the
Executive  shall  not be  entitled  to any  other  payment  as a  result  of his
termination of employment with the Corporation.

                  Any acquisition,  merger,  sale of all or substantially all of
the  assets,   change  in  control   transaction  or  other  similar   corporate
reorganization of Virage, Inc. shall be subject to the successor entity agreeing
in writing to assume and be bound by all the obligations of Virage, Inc. herein,
to agree in writing to the  assignment  of this letter  agreement  to it, and to
agree to bind any subsequent successor entities to it to these same obligations.

<PAGE>

                  This   Agreement   supercedes   and  replaces  the  terms  and
conditions  of any prior  agreement,  whether  written or oral,  related to your
severance,  including  but  not  limited  to  the  Severance  Agreement  between
Executive and Virage which is hereby expressly  terminated and rendered null and
void and of no further  effect.  This Agreement shall be governed by the laws of
the State of California and both parties agree to the exclusive  jurisdiction in
the state and federal  courts in the County of San  Francisco,  California.  The
prevailing  party in any  legal  action or  proceeding  related  to this  letter
agreement  shall recover its reasonable  attorneys'  fees incurred in connection
therewith.

                                                 VIRAGE, INC.

                                                 /s/  Paul G. Lego
                                                 -------------------------------
                                                 By:    Paul G. Lego
                                                 Title: Chairman of the Board
                                                        of Directors, President
                                                        and Chief Executive
                                                        Officer

Agreed and Accepted by:

/s/  Frank Pao
----------------------------
Frank Pao