<PAGE>
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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

                                   FORM 10-Q

(MARK ONE)

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

                 FOR THE QUARTERLY PERIOD ENDED: JUNE 30, 1999
                                       OR

  / /    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: 0-20735

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

                                 WEBHIRE, INC.

                            (FORMERLY RESTRAC, INC.)

             (Exact name of registrant as specified in its charter)

                  DELAWARE                             04-2935271
      (State or other jurisdiction of       (IRS Employer Identification No.)
       incorporation or organization)

             91 HARTWELL AVENUE                           02421
               LEXINGTON, MA                           (zip code)
  (Address of principal executive offices)

                                 (781) 869-5000
                        (Registrant's Telephone Number)

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

    Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or 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 / /

    Indicate the number of shares outstanding of each of the issuer' s classes
of common stock as of the latest practicable date:

                              TITLE OF EACH CLASS

    Common stock, $.01 par value, shares outstanding at August 10, 1999:
10,421,264 shares.

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                                     INDEX

<TABLE>
<CAPTION>
                                                                                                                 PAGE
                                                                                                                 -----
<S>        <C>                                                                                                <C>
Part I -- Financial Information

Item 1.    Consolidated Financial Statements Consolidated Balance Sheets at June 30, 1999 and September 30,
           1998.............................................................................................           3

           Consolidated Statements of Operations for the three and nine months ended June 30, 1999 and June
           30, 1998.........................................................................................           4

           Consolidated Statements of Cash Flows for the nine months ended June 30, 1999 and June 30,
           1998.............................................................................................           5

           Notes to Consolidated Financial Statements.......................................................           6

Item 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations............          11

Item 3.    Quantitative and Qualitative Disclosure About Market Risk........................................          19

PART II -- OTHER INFORMATION

Item 1.    Legal Proceedings................................................................................          20

Item 2.    Changes in Securities and Use of Proceeds........................................................          20

Item 3.    Defaults upon Senior Securities..................................................................          20

Item 4.    Submission of Matters to a Vote of Security Holders..............................................          20

Item 5.    Other Information................................................................................          20

Item 6.    Exhibits and Reports on Form 8-K.................................................................          20

PART III -- Signatures......................................................................................          21
</TABLE>
<PAGE>
PART I--FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)
                          CONSOLIDATED BALANCE SHEETS
                      (IN THOUSANDS, EXCEPT SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                                                        JUNE 30,    SEPTEMBER 30,
                                                                                          1999          1998
                                                                                       -----------  -------------
<S>                                                                                    <C>          <C>
                                                                                       (UNAUDITED)
                                                     ASSETS
Current Assets:
  Cash and cash equivalents..........................................................   $   2,563     $   9,772
  Short-term investments.............................................................       2,851         6,664
  Accounts and installments receivable, less allowance for doubtful accounts of $400
    at June 30, 1999 and September 30, 1998..........................................       5,077         7,282
  Other current assets...............................................................       1,890         1,445
  Refundable income taxes............................................................         310           135
  Deferred income taxes..............................................................       1,468           900
                                                                                       -----------  -------------
      Total current assets...........................................................      14,159        26,198
Long-term installments receivable, net...............................................         480           581
Property and equipment, net..........................................................       3,374         2,967
Long-term investments................................................................          --           893
Junglee investment, net..............................................................      10,845            --
Other assets, net....................................................................         594           792
                                                                                       -----------  -------------
      Total Assets...................................................................   $  29,452     $  31,431
                                                                                       -----------  -------------
                                                                                       -----------  -------------
                                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
  Current portion of capital lease obligations.......................................   $      14     $     131
  Accounts payable...................................................................       1,993         1,799
  Accrued expenses...................................................................       2,986         3,272
  Deferred revenue...................................................................       5,704         5,481
  Accrued income taxes...............................................................          39           211
                                                                                       -----------  -------------
      Total current liabilities......................................................      10,736        10,894
                                                                                       -----------  -------------
Deferred income taxes................................................................          19            19
                                                                                       -----------  -------------
Deferred rent........................................................................         212           195
                                                                                       -----------  -------------
Stockholders' Equity:
  Preferred stock, $.01 par value--Authorized--5,000,000 shares, Issued and
    outstanding--none................................................................          --            --
  Common stock, $.01 par value--Authorized--30,000,000 shares, Issued-- 10,776,377
    shares at June 30, 1999, 9,022,674 shares at September 30, 1998..................         108            90
Additional paid-in capital...........................................................      28,337        19,502
Treasury stock, at cost..............................................................        (831)         (831)
Retained (deficit) earnings..........................................................      (9,129)        1,562
                                                                                       -----------  -------------
      Total stockholders' equity.....................................................      18,485        20,323
                                                                                       -----------  -------------
      Total Liabilities and Stockholders' Equity.....................................   $  29,452     $  31,431
                                                                                       -----------  -------------
                                                                                       -----------  -------------
</TABLE>

  The accompanying notes are an integral part of these consolidated financial
                                   statements

                                       3
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                     CONSOLIDATED STATEMENTS OF OPERATIONS

               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                              THREE MONTHS ENDED           NINE MONTHS ENDED
                                                                   JUNE 30,                     JUNE 30,
                                                          ---------------------------  --------------------------
                                                              1999           1998          1999          1998
                                                          -------------  ------------  ------------  ------------
<S>                                                       <C>            <C>           <C>           <C>
Revenue:
  Product revenue.......................................  $       1,593  $      4,322  $      6,129  $     12,486
  Services revenue--Enterprise..........................          3,111         2,966         9,393         8,836
  Services revenue--Internet............................          1,442           652         3,449         1,390
                                                          -------------  ------------  ------------  ------------
    Total revenue.......................................          6,146         7,940        18,971        22,712
                                                          -------------  ------------  ------------  ------------
Cost of Revenue:
  Product revenue.......................................            221           131           617           435
  Services revenue--Enterprise..........................          1,465         1,577         4,410         4,783
  Services revenue--Internet............................          1,275           778         2,847         1,992
                                                          -------------  ------------  ------------  ------------
    Total cost of revenue...............................          2,961         2,486         7,874         7,210
                                                          -------------  ------------  ------------  ------------
Gross margin............................................          3,185         5,454        11,097        15,502
                                                          -------------  ------------  ------------  ------------
Operating Expenses:
  Research and development..............................          2,152         1,047         5,553         3,514
  Sales and marketing...................................          2,561         2,891         8,523         7,926
  General and administrative............................          1,610           824         4,193         3,105
  Amortization of Junglee investment....................          1,914            --         4,466            --
                                                          -------------  ------------  ------------  ------------
    Total operating expenses............................          8,237         4,762        22,735        14,545
                                                          -------------  ------------  ------------  ------------
(Loss) income from operations...........................         (5,052)          692       (11,638)          957
Other income, net.......................................            102           153           379           432
                                                          -------------  ------------  ------------  ------------
(Loss) income before (benefit) provision for income
  taxes.................................................         (4,950)          845       (11,259)        1,389
(Benefit) provision for income taxes....................             --           338          (568)          555
                                                          -------------  ------------  ------------  ------------
Net (loss) income.......................................  $      (4,950) $        507  $    (10,691) $        834
                                                          -------------  ------------  ------------  ------------
                                                          -------------  ------------  ------------  ------------
Basic and diluted net (loss) income per common share....  $        (.49)          .06  $      (1.10) $        .10
                                                          -------------  ------------  ------------  ------------
                                                          -------------  ------------  ------------  ------------
Basic weighted average number of common shares
  outstanding...........................................     10,075,190     8,298,832     9,743,711     8,254,423
                                                          -------------  ------------  ------------  ------------
                                                          -------------  ------------  ------------  ------------
Diluted weighted average number of common shares
  outstanding...........................................     10,075,190     8,558,121     9,743,711     8,555,022
                                                          -------------  ------------  ------------  ------------
                                                          -------------  ------------  ------------  ------------
</TABLE>

  The accompanying notes are an integral part of these consolidated financial
                                  statements.

                                       4
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                          NINE MONTHS ENDED
                                                                                               JUNE 30,
                                                                                   --------------------------------
                                                                                      1999             1998
                                                                                   -----------  -------------------
<S>                                                                                <C>          <C>
Cash Flows from Operating Activities:
  Net (loss) income..............................................................  $   (10,691)      $     834
Adjustments to reconcile net (loss) income to net
  cash (used in) provided by operating activities--
    Depreciation and amortization................................................        5,945            1315
    Deferred income taxes........................................................         (568)             --
    Deferred rent................................................................           17              17
    Changes in assets and liabilities --
      Accounts and installments receivable, net..................................        2,205          (1,868)
      Other current assets.......................................................         (445)           (596)
      Refundable income taxes....................................................         (175)             --
      Long-term installments receivable..........................................          101              --
      Accounts payable...........................................................          194             184
      Accrued expenses...........................................................         (286)           (247)
      Deferred revenue...........................................................          223           1,459
      Accrued income taxes.......................................................         (172)            273
                                                                                   -----------         -------
          Net cash (used in) provided by operating
            activities...........................................................       (3,652)          1,371
                                                                                   -----------         -------
Cash Flows from Investing Activities:
  Investment in Junglee..........................................................       (6,782)             --
  Purchases of property and equipment............................................       (1,886)         (1,060)
  Maturities and purchases of short-term investments, net........................        3,813             391
  Maturities and purchases of long-term investments, net.........................          893            (584)
  Change in other assets.........................................................          198              (5)
                                                                                   -----------         -------
          Net cash used in investing activities..................................       (3,764)         (1,258)
                                                                                   -----------         -------
Cash Flows from Financing Activities:
  Payments of capital lease obligations..........................................         (117)           (106)
  Proceeds from exercise of common stock options.................................          219             204
  Proceeds from employee stock purchase plan stock issuance......................          105             106
                                                                                   -----------         -------
          Net cash provided by financing activities..............................          207             204
                                                                                   -----------         -------
Net decrease in Cash and Cash Equivalents........................................       (7,209)            317
                                                                                   -----------         -------
Cash and Cash Equivalents, beginning of period...................................        9,772           5,745
                                                                                   -----------         -------
Cash and Cash Equivalents, end of period.........................................  $     2,563       $   6,062
                                                                                   -----------         -------
                                                                                   -----------         -------
Supplemental Disclosure of Cash Flow Information:
  Cash paid during the period for
    Interest.....................................................................  $         5       $      16
                                                                                   -----------         -------
    Income taxes.................................................................  $       331       $     282
                                                                                   -----------         -------
Supplemental Schedule of Noncash Financing Activities
    Issuance of Junglee Stock....................................................  $     8,529       $      --
                                                                                   -----------         -------
</TABLE>

  The accompanying notes are an integral part of these consolidated financial
                                  statements.

                                       5
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 JUNE 30, 1999

(1) BASIS OF PRESENTATION

    The accompanying consolidated financial statements include the accounts of
Webhire, Inc. and its wholly-owned subsidiary, Restrac Securities Corporation,
collectively referred to in these Notes to Consolidated Financial Statements as
"Webhire" or "the Company". All intercompany accounts and transactions have been
eliminated in consolidation.

    The consolidated financial statements of the Company presented herein,
without audit except for balance sheet information at September 30, 1998, have
been prepared pursuant to the rules of the Securities and Exchange Commission
for quarterly reports on Form 10-Q and do not include all of the information and
footnote disclosures required by generally accepted accounting principles. These
statements should be read in conjunction with the consolidated financial
statements and notes thereto for the year ended September 30, 1998 ("Fiscal
1998") included in the Company's Form 10-K filed with the Securities and
Exchange Commission on December 29, 1998.

    The consolidated balance sheet as of June 30, 1999, the consolidated
statements of operations for the three and nine month periods ended June 30,
1999 and 1998, and the consolidated statements of cash flows for the nine month
periods ended June 30, 1999 and 1998, are unaudited but, in the opinion of
management, include all adjustments (consisting solely of normal, recurring
adjustments) necessary for a fair presentation of results for these interim
periods.

    The consolidated results of operations for the three and nine month periods
ended June 30, 1999 are not necessarily indicative of the results to be expected
for the fiscal year ending September 30, 1999 ("Fiscal 1999").

(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    The accompanying consolidated financial statements reflect the application
of certain significant accounting policies described below and elsewhere in the
notes to the Fiscal 1998 consolidated financial statements referenced above.

    (A) REVENUE RECOGNITION

    Product revenue includes software license fees. Services revenue--Enterprise
includes customer maintenance fees and fees for training, installation and
consulting. Services revenue--Internet includes fees for scanning, job posting
services and Webhire Recruiter, formerly known as Restrac Webhire. The Company
recognizes product and services revenue in accordance with the provisions of
Statement of Position No. 97-2, SOFTWARE REVENUE RECOGNITION.

    Product revenue from software license fees is recognized upon delivery
provided there are no significant Company obligations remaining and
collectibility of the revenue is probable. If an acceptance period is allowed,
revenue is recognized upon the earlier of the customer acceptance or the
expiration of the acceptance period, as defined in the applicable software
license agreement.

    Installments receivable represent the present value of future payments
related to the financing of noncancelable term license agreements that provide
for payment in installments over a five-year period. A portion of each
installment is recognized as interest income in the accompanying consolidated
statements of operations.

                                       6
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                                 JUNE 30, 1999

(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    Services revenue from customer maintenance fees for postcontract support is
recognized ratably over the maintenance term, which is typically 12 months. When
customer maintenance fees are included in an initial software license fee, the
Company allocates approximately 15-17% of the software license fee to the first
year's maintenance. The amount allocated to customer maintenance fees for the
first year is comparable to customer maintenance fees charged separately by the
Company. Services revenue from training, installation, consulting, resume
scanning and job posting is recognized as the related services are performed.
Services revenue from Webhire Recruiter is recognized ratably over the service
term.

    Deferred revenue represents payments received by the Company in advance of
product delivery or service performance.

    (B) NET (LOSS) INCOME PER SHARE

    SFAS No. 128, EARNINGS PER SHARE, establishes standards for computing and
presenting earnings per share and applies to entities with publicly held common
stock or potential common stock. In accordance with SFAS No. 128, basic net
(loss) income per share for the three and nine month periods ended June 30, 1999
and June 30, 1998 is calculated by dividing net (loss) income by the weighted
average number of common shares outstanding for those periods.

    Diluted earnings per share includes the effect of dilutive securities. As a
net loss is presented for the three and nine month periods ended June 30, 1999,
the loss per share was based only on the weighted average number of common
shares outstanding. Common equivalent shares outstanding during the 1999 period
were not used as their inclusion would have been anti-dilutive.

    The following table reconciles the weighted average common shares
outstanding to the shares used in computation of diluted weighted average common
shares outstanding:

<TABLE>
<CAPTION>
                                              THREE MONTHS ENDED       NINE MONTHS ENDED
                                                   JUNE 30,                 JUNE 30,
                                           ------------------------  ----------------------
<S>                                        <C>           <C>         <C>         <C>
                                               1999         1998        1999        1998
                                           ------------  ----------  ----------  ----------
Weighted average common shares
  outstanding............................    10,075,190   8,298,832   9,743,711   8,254,423
Dilutive effect of options...............            --     259,289          --     300,599
                                           ------------  ----------  ----------  ----------
Diluted weighted average common shares
  outstanding............................    10,075,190   8,558,121   9,743,711   8,555,022
</TABLE>

    For both the three and nine month periods ended June 30, 1999, all 1,358,453
potential common shares were excluded from the above calculation as their effect
would have been anti-dilutive due to the Company's net loss in those periods.
For the three and nine month periods ended June 30, 1998, 213,500 and 210,500
weighted shares, respectively, have been excluded, as their effect would have
been anti-dilutive.

                                       7
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                                 JUNE 30, 1999

(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    (C) CASH AND CASH EQUIVALENTS

    Cash equivalents are recorded at amortized cost and consist of highly liquid
investments with original maturities of three months or less.

    (D) SHORT- AND LONG-TERM INVESTMENTS

    Short-term investments consist of investments with original maturities
between three and twelve months. Long-term investments consist of investments
that will mature greater than twelve months from the balance sheet date. The
Company classifies these short- and long-term investments as held-to-maturity,
and accordingly, they are carried at amortized cost, which approximates market.
These investments consist of municipal debt securities.

    The Company does not use derivative financial instruments in its investment
portfolio. The Company places its investments in instruments that meet high
quality standards, as specified in the Company's investment policy guidelines;
the policy also limits the amount of credit exposure to any one issue, issuer
and type of investment.

(3) JUNGLEE INVESTMENT

    On November 18, 1998, the Company acquired certain assets and assumed
certain obligations of the Junglee Employment Services business of Amazon.com.
In exchange for cash of $6 million and 1,670,273 shares of Webhire common stock
valued at $8.5 million, Webhire received exclusive rights to Junglee's online
recruitment technologies. Webhire also acquired Junglee's Internet production
sites and assumed management and development of the employer and career site
business relationships established by Junglee Corp. ("Junglee"). Webhire did not
retain any Junglee personnel in connection with the transaction. The investment
is being amortized over 2 years.

(4) BUSINESS SEGMENT INFORMATION

    Effective for the year ended September 30, 1998, the Company adopted SFAS
131, DISCLOSURES ABOUT SEGMENTS OF AN ENTERPRISE AND RELATED INFORMATION, which
requires disclosure of financial and descriptive information about the Company's
reportable operating segments. The operating segments reported below are the
segments for which separate financial information is available and for which
operating profit/loss amounts are evaluated regularly by senior management in
deciding how to allocate resources and in assessing performance.

    The Company has two reportable segments: enterprise software solutions and
Internet and transaction-based solutions, the latter of which started to emerge
in fiscal 1997 with the offering of outsourced services (E.G., resume scanning,
acknowledgement letters) and the research and development activities undertaken
for this segment. The Internet and transaction-based solutions segment provides
outsourced management of private candidate pools via Webhire Recruiter,
subscription services to public pools and job-posting sites, the job-posting
services initiated with the Junglee transaction, resume scanning, reference
checking and other fee-based staffing functions. The enterprise software
solutions segment provides perpetual licenses to the Company's software products
and the related maintenance, training, implementation and consulting services in
support of such licenses.

                                       8
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                                 JUNE 30, 1999

(4) BUSINESS SEGMENT INFORMATION (CONTINUED)
    The accounting policies of the segments are the same as those described in
the summary of significant accounting policies. Expenses related to general
corporate functions such as Information Technology, Finance and Human Resources
and general and administrative costs such as depreciation, rent and utilities
are allocated to the reportable segments based on relative headcount as a basis
of relative usage. Income tax provision (benefit) is allocated to the reportable
segments in deriving segment profit (loss) based on each segment's pro rata
income or loss before income tax provision (benefit). The Company has no
intersegment sales and transfers, and does not allocate assets to the operating
segments.

    The Company's reportable segments are strategic business units that offer
different solutions tailored to a customer's needs. They are managed separately
because each business requires different technology and sales and marketing
strategies.

<TABLE>
<CAPTION>
                                                         THREE MONTHS ENDED JUNE 30, 1999:
                                                ----------------------------------------------------
<S>                                             <C>           <C>          <C>          <C>
                                                INTERNET AND  ENTERPRISE
                                                TRANSACTIONS   SOFTWARE       OTHER     CONSOLIDATED
                                                ------------  -----------  -----------  ------------
Total Revenue.................................   $    1,442    $   4,704    $      --    $    6,146
Research & Development........................   $    1,139    $   1,013    $      --    $    2,152
Depreciation and Amortization.................   $    2,059    $     342    $      --    $    2,401
Other Income, Net.............................   $       --    $      --    $     102    $      102
Segment (Loss) Profit.........................   $   (5,034)   $     (18)   $     102    $   (4,950)
</TABLE>

<TABLE>
<CAPTION>
                                                          THREE MONTHS ENDED JUNE 30, 1998:
                                                ------------------------------------------------------
<S>                                             <C>            <C>          <C>          <C>
                                                INTERNET AND   ENTERPRISE
                                                TRANSACTIONS    SOFTWARE       OTHER     CONSOLIDATED
                                                -------------  -----------  -----------  -------------
Total Revenue.................................    $     652     $   7,288    $      --     $   7,940
Research & Development........................    $      74     $     973    $      --     $   1,047
Depreciation and Amortization.................    $      58     $     390    $      --     $     448
Other Income, Net.............................    $      --     $      --    $     153     $     153
Segment (Loss) Profit.........................    $    (373)    $     732    $     148     $     507
</TABLE>

<TABLE>
<CAPTION>
                                                          NINE MONTHS ENDED JUNE 30, 1999:
                                                ----------------------------------------------------
<S>                                             <C>           <C>          <C>          <C>
                                                INTERNET AND  ENTERPRISE
                                                TRANSACTIONS   SOFTWARE       OTHER     CONSOLIDATED
                                                ------------  -----------  -----------  ------------
Total Revenue.................................   $    3,449    $  15,522    $      --    $   18,971
Research & Development........................   $    2,545    $   3,008    $      --    $    5,553
Depreciation and Amortization.................   $    4,826    $   1,119    $      --    $    5,945
Other Income, Net.............................   $       --    $      --    $     379    $      379
Segment (Loss) Profit.........................   $  (10,601)   $    (444)   $     354    $  (10,691)
</TABLE>

                                       9
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

                                 JUNE 30, 1999

(4) BUSINESS SEGMENT INFORMATION (CONTINUED)

<TABLE>
<CAPTION>
                                                          NINE MONTHS ENDED JUNE 30, 1998:
                                                ----------------------------------------------------
<S>                                             <C>           <C>          <C>          <C>
                                                INTERNET AND  ENTERPRISE
                                                TRANSACTIONS   SOFTWARE       OTHER     CONSOLIDATED
                                                ------------  -----------  -----------  ------------
Total Revenue.................................   $    1,390    $  21,322    $      --    $   22,712
Research & Development........................   $      501    $   3,013    $      --    $    3,514
Depreciation and Amortization.................   $      169    $   1,146    $      --    $    1,315
Other Income, Net.............................   $       --    $      --    $     432    $      432
Segment (Loss) Profit.........................   $   (1,248)   $   1,718    $     364    $      834
</TABLE>

(5) SUBSEQUENT EVENTS

    (A) SOFTBANK INVESTMENT

    On July 19, 1999, the Company entered into a stock purchase agreement with
Softbank Capital Partners LP and its affiliates (collectively, "Softbank"),
pursuant to which Softbank agreed to purchase in a private placement ( the
"Private Placement") 3,960,396 shares of common stock at a price per share of
$5.05, for an aggregate purchase price of $20,000,000. The purchase price of
$5.05 per share represented the average closing price of the common stock for
the twenty trading days immediately preceding the date the parties entered into
the stock purchase agreement. Consummation of the Private Placement is
conditioned upon, among other things, the approval of the stockholders of the
Company.

    Also on July 19, 1999, Softbank entered into a separate stock purchase
agreement with Amazon.com, Inc. ("Amazon") to purchase 1,670,273 shares of the
common stock of Webhire held by Amazon. Assuming the consummation of the Private
Placement and the acquisition of common stock from Amazon, Softbank will own
5,630,669 shares of Webhire common stock, representing approximately 39.2% of
the total outstanding shares.

    (B) YAHOO! INVESTMENT AND SERVICE AGREEMENT

    On July 29, 1999, Webhire announced that Yahoo! Inc., a Softbank affiliate
("Yahoo!"), will share in the Private Placement with the purchase of at least
$1.5 million of the common stock of Webhire.

    Additionally, Webhire and Yahoo! have entered into a service agreement
whereby, among other things, Webhire plans to provide resume management
technology and services to Yahoo! to create an online resume database, called
YAHOO! RESUMES.

    (C) HIREWORKS, INC. ACQUISITION

    On July 9, 1999, the Company acquired 100% of the outstanding capital stock
of HireWorks, Inc. in exchange for cash and common stock of Webhire valued at
approximately $2 million. HireWorks, Inc. is a developer of an Internet-based
candidate search agent to be called HireFast. The acquisition will be accounted
for as a purchase, and the majority of the purchase price will be allocated to
the technology acquired and will be amortized over two years.

    Unaudited pro forma information related to the HireWorks acquisition is not
included as the impact is not material to the Company.

                                       10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

    This report contains forward looking statements that involve risks and
uncertainties. The statements contained in this report that are not purely
historical are forward looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities and
Exchange Act of 1934, as amended. Forward looking statements include, without
limitation, statements containing the words "Anticipates", "Believes",
"Expects", "Intends", "Future", and words of similar import which express
management's belief, expectations or intentions regarding the Company's future
performance. All forward looking statements included in this report are based on
information available to the Company on the date hereof, and the Company has no
obligation to update any such forward looking statements. The Company's actual
results could differ materially from its historical operating results and from
those anticipated in these forward looking statements as a result of certain
factors, including, without limitation, the factors described under "Factors
Affecting Future Operating Results" included at the end of this Item 2. You
should carefully review each of the factors set forth therein, and you should be
aware that there may be other factors that could cause these differences.

CONSOLIDATED RESULTS OF OPERATIONS (IN THOUSANDS)

    REVENUE

    Total revenue for the three and nine month periods ended June 30, 1999 was
$6,146 and $18,971 compared to $7,940 and $22,712 for the three and nine month
periods ended June 30, 1998, representing decreases of 23% and 16%,
respectively.

    PRODUCT REVENUE.  Product revenue, which relates to the enterprise software
solutions segment, was $1,593 for the three months ended June 30, 1999 compared
to $4,322 for the three months ended June 30, 1998. For the nine months ended
June 30, 1999, product revenue was $6,129 compared to $12,486 for the comparable
1998 period. Protracted sales cycles resulting from the transition to an
Internet/intranet product line, the introduction in the market of competitive
Internet-based and outsourced solutions, a general stagnation in sales of
client-server software solutions, and Year 2000 and other information technology
constraints were the primary contributors to this reduction. Because the
Company's product revenue consists of a small number of large dollar
transactions, wide fluctuations can be experienced from period to period. Such
fluctuations are not necessarily indicative of future results.

    SERVICES REVENUE.  Services revenue--Enterprise increased 5% to $3,111 and
6% to $9,393 for the three and nine months ended June 30, 1999, respectively, as
compared to $2,966 and $8,836 for the comparable 1998 periods. Services
revenue--Internet increased 121% to $1,442 and 148% to $3,449 for the three and
nine months ended June 30, 1999, respectively, as compared to $652 and $1,390
for the comparable 1998 periods. Continued growth of the customer base in the
emerging Internet segment accounts for the increases realized. There were 161
Webhire Recruiter customers as of June 30, 1999, compared to 34 the prior year.

                                       11
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

    COST OF REVENUE

    COST OF PRODUCT REVENUE.  Cost of product revenue represented 14% and 10% of
total product revenue for the three and nine months ended June 30, 1999,
respectively, as compared to 3% for both the three and nine months ended June
30,1998. The increase as a percentage of product revenue is due primarily to
increased costs in royalties due under third party licensing arrangements for
the Webhire Enterprise product.

    COST OF SERVICES REVENUE.

    Cost of Services revenue--Enterprise decreased 7% to $1,465 and 8% to $4,410
for the three and nine months ended June 30, 1999, respectively, as compared to
$1,577 and $4,783 for the comparable 1998 periods. These reductions, which
represent gross margin increases from 46-47% to 53%, are due to management's
cost containment measures.

    Cost of Services revenue--Internet increased 64% to $1,275 and 43% to $2,847
for the three and nine months ended June 30, 1999, respectively, as compared to
$778 and $1,992 for the comparable 1998 periods. The increase in absolute
dollars is principally attributable to costs associated with Webhire Recruiter
and the introduction of services in connection with the Junglee transaction. The
decreases in costs as a percentage of revenues for the 1999 periods were
principally due to economies realized in the ramp-up in Internet and
transaction-based revenues during the first nine months of Fiscal 1999.

    OPERATING EXPENSES

    RESEARCH AND DEVELOPMENT.  Research and development expenses were $2,152 or
35% of total revenue for the three months ended June 30, 1999 as compared to
$1,047 or 13% of total revenue for the comparable Fiscal 1998 period. For the
nine month period ended June 30, 1999, research and development expenses were
$5,553 or 29% of total revenue as compared to $3,514 or 15% of total revenue for
the comparable Fiscal 1998 period. This increase is primarily due to increases
in both personnel and consulting expenses in support of the Company's new and
existing product development initiatives. The Internet and transaction-based
solutions segment accounted for 53% and 46% of total research and development
expenses for the three and nine month periods ended June 30, 1999, as compared
to 7% and 14%, respectively, for the comparable Fiscal 1998 periods. All of the
Company's research and development costs have been expensed as incurred.

    SALES AND MARKETING.  Sales and marketing expenses were $2,561 or 42% of
total revenue and $8,523 or 45% of total revenue for the three and nine month
periods ended June 30, 1999, respectively, as compared to $2,891 or 36% of total
revenue and $7,926 or 35% of total revenue for the comparable Fiscal 1998
periods. The decrease in absolute dollars for the three month period ending June
30, 1999, is due primarily to a reduction of sales expenses (principally
commissions) in the enterprise division. The third fiscal quarter decrease was
partially offset by an expansion of the Webhire Recruiter sales force. The
Internet and transaction-based solutions segment accounted for 47% and 39% of
total sales and marketing expenses for the three and nine month periods ended
June 30, 1999, respectively, as compared to 14% and 13% of total sales and
marketing expenses for the comparable Fiscal 1998 periods. The Company expects
that sales and marketing expenses may vary from quarter to quarter as a
percentage of total revenue.

                                       12
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

    GENERAL AND ADMINISTRATIVE.  General and administrative expenses were $1,610
or 26% of total revenue and $4,193 or 22% of total revenue for the three and
nine month periods ended June 30, 1999, respectively, as compared to $824 or 10%
of total revenue and $3,105 or 14% of total revenue for the comparable Fiscal
1998 periods. The absolute dollar increase for the three and nine month periods
of Fiscal 1999 as compared to Fiscal 1998 is the result of Information
Technology personnel increases in support of the Company's infrastructure.

    OTHER INCOME, NET

    Other income decreased to $102 for the three month period ended June 30,
1999 from $153 for the comparable Fiscal 1998 period due to lower investment
balances.

    (BENEFIT) PROVISION FOR INCOME TAXES

    The Company's effective tax rate was 0% and 5% for the three and nine month
periods ended June 30, 1999, respectively, as compared to 40% for both the three
and nine month periods of Fiscal 1998. The effective tax rate represents the
Company's estimate of the rate expected to be applicable for the full fiscal
year. The change in the effective tax rate resulted from the Company's taking a
benefit in Fiscal 1999 based on the anticipated refund of taxes paid in Fiscal
1998.

LIQUIDITY AND CAPITAL RESOURCES (IN THOUSANDS)

    At June 30, 1999, the Company had cash and cash equivalents and short- and
long-term investments of $5,414, a decrease of $11,915 from $17,329 at September
30, 1998. Working capital was $3,423 at June 30, 1999 as compared to $15,304 at
September 30, 1998, a decrease of $11,881. The reductions were due principally
to cash outlays in connection with the Junglee transaction and cash used in
operating activities.

    Use of cash in operating activities consisted mainly of the net loss for the
nine month period ended June 30, 1999 of $10,691, the offsetting effects of
depreciation and amortization of $5,945 and the timing of receipts and
disbursements, resulting in prepayment of certain expenses, decreases in
accounts and installments receivable and fluctuations in certain liabilities.

    The Company used $3,764 in investing activities during the first nine months
of Fiscal 1999, principally for the investment in Junglee of $6,782 and the
purchase of property and equipment of $1,886 (primarily computer equipment).

    To date, the Company has not invested in derivative securities or any other
financial instruments that involve a high level of complexity or risk. Cash has
been, and the Company contemplates that it will continue to be, invested in
interest-bearing, investment grade securities.

    From time to time, the Company may evaluate potential acquisitions of
products, businesses and technologies that may complement or expand the
Company's business. The Company currently does not have any understandings,
commitments or agreements with respect to any such acquisitions. Any such
transactions consummated may use a portion of the Company's working capital or
require the issuance of equity or debt.

    The Company believes that its current cash and cash equivalent and
short-term investment balances, the anticipated cash from the proposed Softbank
investment and any cash provided by future

                                       13
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

operations will be sufficient to meet its working capital expenditure
requirements for the next twelve months. Although operating activities may
provide cash in certain periods, operating and investing activities may use cash
in other periods. Consequently, any future growth may require the Company to
obtain additional equity or debt financing.

IMPACT OF YEAR 2000 ISSUE

    The following paragraphs in this section include "Year 2000 readiness
disclosure" within the meaning of the Year 2000 Information and Readiness
Disclosure Act.

    The Year 2000 issue results from computer programs written with two digits
rather than four to define the applicable year. Any computer programs that have
date-sensitive software and are not Year 2000 compliant may recognize a date
using "00" as the year 1900 rather than the year 2000. This could result in a
system failure or miscalculations causing disruptions of operations, including,
among other things, a temporary inability to process transactions, send invoices
or engage in similar normal business activities.

    The Company has attempted to make an assessment with regard to whether its
own internal information systems are Year 2000 compliant. In particular, the
Company has upgraded its accounting (excluding payroll) and customer management
systems with systems that are warranted by the vendors to be Year 2000
compliant. In addition, the Company plans to seek assurances from its existing
vendors whose systems are not warranted to be Year 2000 compliant that such
systems are Year 2000 compliant. Currently, the Company does not anticipate
purchasing additional systems. The Company does not separately track the
internal costs incurred for Year 2000 projects. Although the Company does not
believe that any additional Year 2000 compliance-related costs will be
significant, there can be no such assurance. Any failure of third-party
equipment or software comprising any part of the Company's systems to operate
properly with regard to Year 2000 and thereafter could require the Company to
incur unanticipated expenses to address associated problems. The Company has
received assurances that all material embedded systems included in the Company's
products are Year 2000 compliant.

    The Company believes, based on an internal assessment, that the current
versions of its software products that are licensed to customers are Year 2000
compliant. Software that is used in the Company's service offerings is expected
to be compliant by the end of Fiscal 1999. The Company limits its contractual
warrantees on Year 2000 compliance to objective performance standards that the
Company has tested, and the Company makes no warrantees for nonconformance if
the Company's software products are combined with other software or data that
are not conducive to accurately calculating, comparing or sequencing date and
time data between the twentieth and twenty-first centuries. The Company has no
plan to ascertain whether the internal systems and products of its customers are
Year 2000 compliant. Although the Company has not been involved in any
litigation or proceeding to date involving its products or services related to
Year 2000 issues, there can be no assurance that the Company will not in the
future be required to defend its products or services or to negotiate
resolutions of claims based on Year 2000 issues.

    The Company does not have any specific contingency plans if any Year 2000
problems develop with respect to the Company's embedded systems, systems
acquired from vendors or systems used by third parties with whom the Company has
a mutual relationship. Contingency plans will be developed if

                                       14
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

it appears the Company or its key vendors will not be Year 2000 compliant, and
such non-compliance is expected to have a material adverse impact on the
Company's operations.

    Year 2000 issues are affecting the purchasing patterns of customers and
potential customers in a variety of ways. Many companies are expending
significant resources to replace or remedy their current hardware and 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.
The Company does not believe that there is any practical way to ascertain the
extent of such a reduction in purchasing resources of its customers. Any such
reduction could, however, result in a material adverse effect on the Company's
business, operating results and financial condition. The Year 2000 issue is
pervasive and complex, as virtually every computer operation will be affected in
some way. Consequently, no assurance can be given that Year 2000 compliance can
be achieved without significant additional costs.

FACTORS AFFECTING FUTURE OPERATING RESULTS

    The Company operates in a dynamic and rapidly changing environment that
involves risks and uncertainties. The following section lists some, but not all,
of these risks and uncertainties which may have a material adverse effect on the
Company's business, financial condition or results of operations. This section
should be read in conjunction with the Consolidated Financial Statements and
Notes thereto, and Management's Discussions and Analysis of Financial Condition
and Results of Operations for the years ended September 30, 1998, 1997 and 1996
and for the quarters ended June 30, 1999 and 1998.

    EMERGING MARKETS

    The Company's future success is substantially dependent on broader
recognition of the potential benefits afforded by automated staffing software
and services and the growth in demand for such solutions. It is difficult to
assess the size of the market, the customer demands that will evolve, and the
competition that may emerge. There can be no assurance that the market for
automated staffing software and services will continue to grow or that the
introduction of new technologies or services will not render the Company's
existing software and services obsolete or unmarketable.

    The market for automated staffing solutions is undergoing rapid changes
including continuing advances in technology and changes in customer requirements
and preferences. These market dynamics have been amplified by the emergence of
the Internet as a communications medium for staffing solutions. The Company's
future success will depend in significant part on its ability to continually
improve the performance, features and reliability of its software and services
in response to the evolving demands of the marketplace and competitive product
offerings, and there can be no assurance that the Company will be successful in
doing so. In addition, an element of the Company's business strategy is the
advancement of products, functionalities and other staffing solutions that
capitalize on the increasing use of the Internet and corporate intranets. There
can be no assurance that the Company will be successful in developing and
marketing products that will keep pace with technological changes in the market
or new technologies introduced by competitors or that it will satisfy evolving
consumer preferences. Maturation of Internet and intranet-based products,
functionalities and other staffing solutions will also depend on increased
acceptance of the Internet for staffing solutions and the development of the
necessary infrastructure to facilitate commercial

                                       15
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

applications on the Internet. There can be no assurance of such acceptance or
infrastructure development. Failure to develop and introduce new products,
functionalities and other staffing solutions in a timely fashion could have a
material adverse effect on the Company's business, financial condition and
results of operations.

    RISK OF NEW PRODUCT INTRODUCTIONS; RISK OF PRODUCT DEFECTS

    As the marketplace for staffing solutions continues to evolve, the Company
plans to develop and introduce new products and services to enable it to
effectively address the changing needs of that market. There is no guarantee
that the Company will be able to develop new products or services or that such
solutions will achieve market acceptance or, if market acceptance is achieved
that the Company will be able to maintain such acceptance for a significant
period of time. Any inability of the Company to quickly develop products and
services that address changes in technology or customer demands may require the
Company to substantially increase development expenditures or result in loss of
market share to a competitor.

    Products as complex as those offered by the Company may contain undetected
errors when first introduced or when new versions are released. The Company has
in the past discovered software errors in certain of its product offerings after
their introduction. There can be no assurance that, despite testing by the
Company, errors will not occur in new products or releases after commencement of
commercial shipments, resulting in adverse publicity, in loss of or delay in
market acceptance, or in claims by the customer against the Company, which could
have a material adverse effect on the Company's business, financial condition
and results of operations.

    COMPETITION

    The marketplace for staffing solutions is intensely competitive and is
rapidly changing. The Company encounters direct competition from a number of
companies providing staffing solutions, including (i) other human resource
staffing software companies, (ii) providers of general human resource
information systems, (iii) agencies providing or sourcing full-time, contract
and temporary labor, (iv) information systems departments of potential prospects
that develop custom software, (v) providers of other client/server application
software or document management systems and (vi) Internet-based staffing
solution providers.

    Competition may increase from new market entrants or through consolidations
in the software industry and/or cooperative relationships among companies.
Although the Company believes that at the present time its products are
competitively priced, an increase in competition could result in price
reductions and loss of market share. Such competition and any resulting price
reductions could have a material adverse effect on the Company's business,
financial condition, and results of operations.

    POTENTIAL FLUCTUATIONS IN QUARTERLY OPERATING RESULTS

    The Company's results of operations have been, and may in the future be,
subject to significant quarterly fluctuations, due to a variety of factors,
including the relatively lengthy sales cycle for the Company's enterprise
products, the relatively large size of a typical enterprise product sale, the
timing of contracts, the introduction of new products by the Company or its
competitors, capital spending patterns of customers, the Company's sales
incentive strategy (which is based in part on annual sales

                                       16
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

targets) and general economic conditions. A substantial portion of the Company's
enterprise sales often occurs during the last few weeks of each quarter;
therefore, any delays in orders or shipments are more likely to result in
revenue not being recognized until the following quarter. The Company's current
expense levels are based in part on its expectations of future revenue and, as a
result, net income for a given period could be disproportionately affected by
any reduction in revenue. There can be no assurance that the Company will be
able to achieve significant revenue, that the level of revenue in the future
will not decrease from past levels or that in some future quarter the Company's
revenue or operating results will not be below the expectations of stock market
securities analysts and investors. In such event, the Company's profitability
and price of its Common Stock would likely be materially and adversely effected.

    MANAGEMENT OF CHANGE

    The evolution of the Company's business and expansion of the Company's
customer base has resulted in substantial growth in the number of its employees
and the scope of its operations, resulting in increased responsibility for
management personnel. The Company's future results of operations will depend on
the ability of its officers and other key employees to continue to implement its
operational, customer support, and financial control systems and to expand,
train, and manage its employee base. There can be no assurance that the Company
will be able to manage any future expansion successfully, and any inability to
do so would have a material adverse effect on the Company's business, financial
condition and results of operations.

    DEPENDENCE ON PRINCIPAL PRODUCT

    The Company currently derives most of its revenue from its Webhire
Enterprise product (formerly Restrac Hire). As a result, any factor adversely
affecting sales of this product could have a material adverse effect on the
Company.

    DEPENDENCE ON KEY PERSONNEL

    The Company's future success depends to a significant extent on its senior
management and other key employees. The Company also believes that its future
success will depend in large part on its ability to attract and retain
additional key employees. Competition for such personnel in the computer
software industry is intense, and there can be no assurance that the Company
will be successful in attracting and training such personnel.

    DEPENDENCE ON THIRD PARTIES

    A key element of the Company's business strategy is to develop relationships
with leading industry organizations in order to increase the Company's market
presence, expand distribution channels and broaden the Company's product line.
The Company believes that its continued success depends in large part on its
ability to maintain such relationships and cultivate additional relationships.
There can be no assurance that the Company's existing strategic partners or
future strategic partners will not develop and market products in direct
competition with the Company or otherwise discontinue their relationships with
the Company, or that the Company will be able to successfully develop additional
strategic relationships.

                                       17
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

    In addition, certain technology incorporated in the Company's software is
licensed from third parties on a nonexclusive basis. The termination of any of
such licenses, or the failure of the third party licensers to adequately
maintain or update their products, could result in delay in the Company's
ability to ship certain of its products while it seeks to implement technology
offered by alternative sources. In addition, any required replacement licenses
could prove more costly than the Company's current license relationships and
might not provide technology as powerful and functional as the third-party
technology currently licensed by the Company. Also, any such delay, to the
extent it becomes extended or occurs at or near the end of a fiscal quarter,
could have a material adverse effect on the Company's results of operations for
that quarter. While it may be necessary or desirable in the future to obtain
other licenses relating to one or more of the Company's products or relating to
current or future technologies, there can be no assurance that the Company will
be able to do so on commercially reasonable terms or at all.

    RELIANCE ON SINGLE CLIENT INTERFACE AND SINGLE SERVER PLATFORM

    At the present time, the Company supports client (workstation) platforms
utilizing Microsoft's Windows family of software products, including Windows 95,
Windows 98 and Windows NT. If Microsoft were to fundamentally change the
architecture of its software product such that users of the Company's software
applications experienced significant performance degradation or were rendered
incompatible with future versions of Microsoft's Windows Operating System, the
Company's business, financial condition and results of operations could be
materially adversely effected. If a new client platform or other interface were
to gain broad acceptance in the marketplace, there can be no assurance that the
Company's architecture would be compatible with such an interface.

    Certain of the Company's products exclusively operate on Microsoft's NT
Server and Internet Information Server (IIS) platforms. If Microsoft were to
fundamentally change the architecture of its server product such that users of
the Company's software applications experienced significant performance
degradation or were rendered incompatible with future versions of Microsoft's NT
Server or IIS, the Company's business, financial condition and results of
operations could be materially adversely effected. If a new type of server were
to gain broad acceptance in the marketplace, there can be no assurance that the
Company's architecture would be compatible with such a server.

    LIMITED PROTECTION OF INTELLECTUAL PROPERTY AND DEPENDENCE ON PROPRIETARY
     RIGHTS; RISK OF LITIGATION

    The Company relies on a combination of copyright and trade secret laws,
employee and third party non-disclosure agreements and other methods to protect
its proprietary rights. There can be no assurance that the measures taken by the
Company to protect its proprietary rights will be adequate to prevent
misappropriation of its technology or independent development by others of
similar technology. The Company's inability to protect its proprietary rights
would have a material adverse effect on the Company's business, financial
condition and results of operations.

    As the number of human resource application software products and services
in the industry increases and the functionality of these solutions further
overlaps, software developers and publishers may increasingly become subject to
infringement claims. There can be no assurance that third parties will not
assert infringement claims against the Company in the future with respect to
current or future products. Although the Company is not currently the subject of
any intellectual property litigation, there has been substantial litigation
regarding copyright, patent and other intellectual property rights

                                       18
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 1999 (CONTINUED)

involving computer software companies. Any claims or litigation, with or without
merit, could be costly and could result in a diversion of management's
attention, which could have a material adverse effect on the Company's business,
financial condition and results of operations. Adverse determinations in such
claims or litigation may require the Company to obtain a license and/or pay
damages, which could also have a material adverse effect on the Company's
business, financial condition and results of operations.

    PRODUCT LIABILITY

    Although the Company has not experienced any product liability claims to
date, the sale and support of products by the Company and the incorporation of
products from other companies may entail the risk of product liability claims.
The Company's license agreements with its customers typically contain provisions
intended to limit the Company's exposure to such claims, but such provisions may
not be effective in limiting the Company's exposure. A successful product
liability action brought against the Company could adversely effect the
Company's business, financial condition and results of operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

    Information relating to quantitative and qualitative disclosure about market
risk is set forth under the caption "Short- and Long-Term Investments" in Note
2(d) of the Notes to Consolidated Financial Statements. The Company does not
have material foreign currency risks.

                                       19
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

PART II--OTHER INFORMATION:

ITEM 1.  LEGAL PROCEEDINGS

    The Company is not involved in any pending legal proceedings other than
those arising in the ordinary course of the Company's business. Management
believes that the resolution of these matters will not materially affect the
Company's business or the financial condition of the Company.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

    On June 3, 1999, the Company issued a warrant (the "Warrant") to purchase
114,659 shares of its common stock to Yahoo! in partial consideration for
Yahoo!'s agreement to enter into the Yahoo!, Inc. and Webhire, Inc. Services
Agreement. No registration under the Securities Act of 1933, as amended (the
"Securities Act"), was required in connection with the issuance of the Warrant
because the issuance was a transaction not involving a public offering (Section
4(2) of the Securites Act).

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

    None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

    None

ITEM 5.  OTHER INFORMATION

    None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

    (a) Exhibits furnished as Exhibits hereto:

<TABLE>
<CAPTION>
 EXHIBIT NO.                                                DESCRIPTION
-------------  -----------------------------------------------------------------------------------------------------
<C>            <S>
        2.1    Agreement and Plan of Merger, dated as of June 9, 1999, by and among Webhire, Inc., HWK Acquisition
                 Corp., HireWorks, Inc. and the stockholders of HireWorks, Inc
       10.1    Stock Purchase Agreement dated July 19, 1999, between Webhire, Inc. and Softbank Capital Partners, LP
       10.2*   Yahoo! Inc. and Webhire, Inc. Services Agreement dated as of June 3, 1999, by and between Yahoo! Inc.
                 and Webhire, Inc.
       10.3*   Amendment No. 1 to Yahoo! Inc. and Webhire, Inc. Services Agreement dated July 27, 1999, by and
                 between Yahoo! Inc. and Webhire, Inc.
       27.1    Financial Data Schedule Pursuant to Regulation S-X
</TABLE>

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

*   Certain portions of this document have been omitted pursuant to a
    confidential treatment request filed with the Securities and Exchange
    Commission (the "Commission"). The omitted portions have been filed
    separately with the Commission.

(b) No reports on Form 8-K were filed by the Company during the quarter ended
    June 30, 1999.

                                       20
<PAGE>
                                 WEBHIRE, INC.
                            (FORMERLY RESTRAC, INC.)

PART III--SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.

<TABLE>
<S>                             <C>  <C>
                                WEBHIRE, INC.

                                     /s/ MARTIN J. FAHEY
                                     -----------------------------------------
                                     Martin J. Fahey
Date: August 16, 1999                Chief Executive Officer

                                     /s/ CYNTHIA G. EADES
                                     -----------------------------------------
                                     Cynthia G. Eades
                                     Chief Financial Officer
</TABLE>

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