<PAGE>
                             PUMA TECHNOLOGY, INC.
                              AMENDED AND RESTATED
                             1993 STOCK OPTION PLAN
                     (AS AMENDED THROUGH DECEMBER 3, 1997)

1.  ESTABLISHMENT, PURPOSE AND TERM OF PLAN.

    1.1.  ESTABLISHMENT.  The Puma Technology, Inc. 1993 Stock Option Plan was
initially established as of October 30, 1993 (the "Initial Plan"). The Initial
Plan is hereby amended and restated in its entirety as the Puma
Technology, Inc. Amended and Restated 1993 Stock Option Plan (the "Plan")
effective as of September 3, 1996.

    1.2.  PURPOSE.  The purpose of the Plan is to advance the interests of the
Participating Company Group and its stockholders by providing an incentive to
attract, retain and reward persons performing services for the Participating
Company Group and by motivating such persons to contribute to the growth and
profitability of the Participating Company Group.

    1.3.  TERM OF PLAN.  The Plan shall continue in effect until the earlier of
its termination by the Board or the date on which all of the shares of Stock
available for issuance under the Plan have been issued and all restrictions on
such shares under the terms of the Plan and the agreements evidencing Options
granted under the Plan have lapsed. However, all Incentive Stock Options shall
be granted, if at all, within ten (10) years from the earlier of the date the
Plan is adopted by the Board or the date the Plan is duly approved by the
stockholders of the Company. Notwithstanding the foregoing, if the maximum
number of shares of Stock issuable pursuant to the Plan as provided in
Section 4.1 has been increased at any time, all Incentive Stock Options shall be
granted, if at all, no later than the last day preceding the tenth (10th)
anniversary of the earlier of (a) the date on which the latest such increase in
the maximum number of shares of Stock issuable under the Plan was approved by
the stockholders of the Company or (b) the date such amendment was adopted by
the Board.

2.  DEFINITIONS AND CONSTRUCTION.

    2.1.  DEFINITIONS.  Whenever used herein, the following terms shall have
their respective meanings set forth below:

        (a) "BOARD" means the Board of Directors of the Company. If one or more
    Committees have been appointed by the Board to administer the Plan, "Board"
    also means such Committee(s).

        (b) "CODE" means the Internal Revenue Code of 1986, as amended, and any
    applicable regulations promulgated thereunder.

        (c) "COMMITTEE" means the Compensation Committee or other committee of
    the Board duly appointed to administer the Plan and having such powers as
    shall be specified by the Board. Unless the powers of the Committee have
    been specifically limited, the Committee shall have all of the powers of the
    Board granted herein, including, without limitation, the power to amend or
    terminate the Plan at any time, subject to the terms of the Plan and any
    applicable limitations imposed by law.

        (d) "COMPANY" means Puma Technology, Inc., a Delaware corporation, or
    any successor corporation thereto.

        (e) "CONSULTANT" means any person, including an advisor, engaged by a
    Participating Company to render services other than as an Employee or a
    Director.

        (f) "DIRECTOR" means a member of the Board or of the board of directors
    of any other Participating Company.

                                       1
<PAGE>
        (g) "EMPLOYEE" means any person treated as an employee (including an
    officer or a Director who is also treated as an employee) in the records of
    a Participating Company; provided, however, that neither service as a
    Director nor payment of a director's fee shall be sufficient to constitute
    employment for purposes of the Plan.

        (h) "FAIR MARKET VALUE" means, as of any date, the value of a share of
    stock or other property as determined by the Board, in its sole discretion,
    or by the Company, in its sole discretion, if such determination is
    expressly allocated to the Company herein.

        (i) "INCENTIVE STOCK OPTION" means an Option intended to be (as set
    forth in the Option Agreement) and which qualifies as an incentive stock
    option within the meaning of Section 422(b) of the Code.

        (j) "NONSTATUTORY STOCK OPTION" means an Option not intended to be (as
    set forth in the Option Agreement) or which does not qualify as an Incentive
    Stock Option.

        (k) "OPTION" means a right to purchase Stock (subject to adjustment as
    provided in Section 4.2) pursuant to the terms and conditions of the Plan.
    An Option may be either an Incentive Stock Option or a Nonstatutory Stock
    Option.

        (l) "OPTION AGREEMENT" means a written agreement between the Company and
    an Optionee setting forth the terms, conditions and restrictions of the
    Option granted to the Optionee and any shares acquired upon the exercise
    thereof.

        (m) "OPTIONEE" means a person who has been granted one or more Options.

        (n) "PARENT CORPORATION" means any present or future "parent
    corporation" of the Company, as defined in Section 424(e) of the Code.

        (o) "PARTICIPATING COMPANY" means the Company or any Parent Corporation
    or Subsidiary Corporation.

        (p) "PARTICIPATING COMPANY GROUP" means, at any point in time, all
    corporations collectively which are then Participating Companies.

        (q) "SECTION 162(M)" means Section 162(m) of the Code.

        (r) "STOCK" means the common stock of the Company, as adjusted from time
    to time in accordance with Section 4.2.

        (s) "SUBSIDIARY CORPORATION" means any present or future "subsidiary
    corporation" of the Company, as defined in Section 424(f) of the Code.

        (t) "TEN PERCENT OWNER OPTIONEE" means an Optionee who, at the time an
    Option is granted to the Optionee, owns stock possessing more than ten
    percent (10%) of the total combined voting power of all classes of stock of
    a Participating Company within the meaning of Section 422(b)(6) of the Code.

    2.2.  CONSTRUCTION.  Captions and titles contained herein are for
convenience only and shall not affect the meaning or interpretation of any
provision of the Plan. Except when otherwise indicated by the context, the
singular shall include the plural, the plural shall include the singular, and
the term "or" shall include the conjunctive as well as the disjunctive.

3.  ADMINISTRATION.

    3.1.  ADMINISTRATION BY THE BOARD.  The Plan shall be administered by the
Board, including any duly appointed Committee of the Board. All questions of
interpretation of the Plan or of any Option shall be determined by the Board,
and such determinations shall be final and binding upon all persons having an
interest in the Plan or such Option. Any officer of a Participating Company
shall have the authority to act

                                       2
<PAGE>
on behalf of the Company with respect to any matter, right, obligation,
determination or election which is the responsibility of or which is allocated
to the Company herein, provided the officer has apparent authority with respect
to such matter, right, obligation, determination or election.

    3.2.  POWERS OF THE BOARD.  In addition to any other powers set forth in the
Plan and subject to the provisions of the Plan, the Board shall have the full
and final power and authority, in its sole discretion:

        (a) to determine the persons to whom, and the time or times at which,
    Options shall be granted and the number of shares of Stock to be subject to
    each Option;

        (b) to designate Options as Incentive Stock Options or Nonstatutory
    Stock Options;

        (c) to determine the Fair Market Value of shares of Stock or other
    property;

        (d) to determine the terms, conditions and restrictions applicable to
    each Option (which need not be identical) and any shares acquired upon the
    exercise thereof, including, without limitation, (i) the exercise price of
    the Option, (ii) the method of payment for shares purchased upon the
    exercise of the Option, (iii) the method for satisfaction of any tax
    withholding obligation arising in connection with the Option or such shares,
    including by the withholding or delivery of shares of stock, (iv) the
    timing, terms and conditions of the exercisability of the Option or the
    vesting of any shares acquired upon the exercise thereof, (v) the time of
    the expiration of the Option, (vi) the effect of the Optionee's termination
    of employment or service with the Participating Company Group on any of the
    foregoing, and (vii) all other terms, conditions and restrictions applicable
    to the Option or such shares not inconsistent with the terms of the Plan;

        (e) to approve one or more forms of Option Agreement;

        (f) to amend, modify, extend, or renew, or grant a new Option in
    substitution for, any Option or to waive any restrictions or conditions
    applicable to any Option or any shares acquired upon the exercise thereof;

        (g) to accelerate, continue, extend or defer the exercisability of any
    Option or the vesting of any shares acquired upon the exercise thereof,
    including with respect to the period following an Optionee's termination of
    employment or service with the Participating Company Group;

        (h) to delegate to any proper officer of the Company the authority to
    grant one or more Options, without further approval of the Board, to any
    person eligible pursuant to Section 5, other than a person who, at the time
    of such grant, is an Insider or is at or above the Vice-President level;
    provided, however, that (i) such Options shall not be granted to any one
    person within any twelve (12) month period for more than fifty thousand
    (50,000) shares in the aggregate, (ii) the exercise price per share of each
    such Option shall be equal to 100% of the closing price per share of the
    Stock on the effective date of grant (or, if no price is reported for such
    date, on the last day preceding the date of grant on which such price is
    reported) as quoted on the National Association of Securities Dealers
    Automated Quotation System (or the average of the closing bid and asked
    prices if the shares of Stock are so quoted instead), or as reported on such
    other stock exchange or market system which constitutes the primary market
    for the Stock, and (iii) each such Option shall be subject to the terms and
    conditions of the appropriate standard form of Option Agreement approved by
    the Board and shall conform to the provisions of the Plan and such other
    guidelines as shall be established from time to time by the Board, as well
    as the Company's guidelines for stock option grants authorized for new
    hires;

        (i) to prescribe, amend or rescind rules, guidelines and policies
    relating to the Plan, or to adopt supplements to, or alternative versions
    of, the Plan, including, without limitation, as the Board deems necessary or
    desirable to comply with the laws of, or to accommodate the tax policy or
    custom of, foreign jurisdictions whose citizens may be granted Options; and

                                       3
<PAGE>
        (j) to correct any defect, supply any omission or reconcile any
    inconsistency in the Plan or any Option Agreement and to make all other
    determinations and take such other actions with respect to the Plan or any
    Option as the Board may deem advisable to the extent consistent with the
    Plan and applicable law.

    3.3.  COMMITTEE COMPLYING WITH SECTION 162(M).  If a Participating Company
is a "publicly held corporation" within the meaning of Section 162(m), the Board
may establish a Committee of "outside directors" within the meaning of
Section 162(m) to approve the grant of any Option which might reasonably be
anticipated to result in the payment of employee remuneration that would
otherwise exceed the limit on employee remuneration deductible for income tax
purposes pursuant to Section 162(m).

4.  SHARES SUBJECT TO PLAN.

    4.1.  MAXIMUM NUMBER OF SHARES ISSUABLE.  Subject to adjustment as provided
in Section 4.2, the maximum aggregate number of shares of Stock that may be
issued under the Plan shall be four million five hundred thousand (4,500,000)
and shall consist of authorized but unissued or reacquired shares of Stock or
any combination thereof. If any outstanding Option for any reason expires or is
terminated or canceled or shares of Stock acquired, subject to repurchase, upon
the exercise of an Option are repurchased by the Company, the shares of Stock
allocable to the unexercised portion of such Option, or such repurchased shares
of Stock, shall again be available for issuance under the Plan.

    4.2.  ADJUSTMENTS FOR CHANGES IN CAPITAL STRUCTURE.  In the event of any
stock dividend, stock split, reverse stock split, recapitalization, combination,
reclassification or similar change in the capital structure of the Company,
appropriate adjustments shall be made in the number and class of shares subject
to the Plan and to any outstanding Options and in the exercise price per share
of any outstanding Options. If a majority of the shares which are of the same
class as the shares that are subject to outstanding Options are exchanged for,
converted into, or otherwise become (whether or not pursuant to an Ownership
Change Event, as defined in Section 8.1) shares of another corporation (the "NEW
SHARES"), the Board may unilaterally amend the outstanding Options to provide
that such Options are exercisable for New Shares. In the event of any such
amendment, the number of shares subject to, and the exercise price per share of,
the outstanding Options shall be adjusted in a fair and equitable manner as
determined by the Board, in its sole discretion. Notwithstanding the foregoing,
any fractional share resulting from an adjustment pursuant to this Section 4.2
shall be rounded up or down to the nearest whole number, as determined by the
Board, and in no event may the exercise price of any Option be decreased to an
amount less than the par value, if any, of the stock subject to the Option. The
adjustments determined by the Board pursuant to this Section 4.2 shall be final,
binding and conclusive.

5.  ELIGIBILITY AND OPTION LIMITATIONS.

    5.1.  PERSONS ELIGIBLE FOR OPTIONS.  Options may be granted only to
Employees, Consultants, and Directors. For purposes of the foregoing sentence,
"Employees" shall include prospective Employees to whom Options are granted in
connection with written offers of employment with the Participating Company
Group, and "Consultants" shall include prospective Consultants to whom Options
are granted in connection with written offers of engagement with the
Participating Company Group. Eligible persons may be granted more than one
(1) Option.

    5.2.  OPTION GRANT RESTRICTIONS.  Any person who is not an Employee on the
effective date of the grant of an Option to such person may be granted only a
Nonstatutory Stock Option. An Incentive Stock Option granted to a prospective
Employee upon the condition that such person become an Employee shall be deemed
granted effective on the date such person commences service with a Participating
Company, with an exercise price determined as of such date in accordance with
Section 6.1.

    5.3.  FAIR MARKET VALUE LIMITATION.  To the extent that the aggregate Fair
Market Value of stock with respect to which options designated as Incentive
Stock Options are exercisable by an Optionee for the first

                                       4
<PAGE>
time during any calendar year (under all stock option plans of the Participating
Company Group, including the Plan) exceeds One Hundred Thousand Dollars
($100,000), the portion of such options which exceeds such amount shall be
treated as Nonstatutory Stock Options. For purposes of this Section 5.3, options
designated as Incentive Stock Options shall be taken into account in the order
in which they were granted, and the Fair Market Value of stock shall be
determined as of the time the option with respect to such stock is granted. If
the Code is amended to provide for a different limitation from that set forth in
this Section 5.3, such different limitation shall be deemed incorporated herein
effective as of the date and with respect to such Options as required or
permitted by such amendment to the Code. If an Option is treated as an Incentive
Stock Option in part and as a Nonstatutory Stock Option in part by reason of the
limitation set forth in this Section 5.3, the Optionee may designate which
portion of such Option the Optionee is exercising and may request that separate
certificates representing each such portion be issued upon the exercise of the
Option. In the absence of such designation, the Optionee shall be deemed to have
exercised the Incentive Stock Option portion of the Option first.

    6.  TERMS AND CONDITIONS OF OPTIONS.  Options shall be evidenced by Option
Agreements specifying the number of shares of Stock covered thereby, in such
form as the Board shall from time to time establish. Option Agreements may
incorporate all or any of the terms of the Plan by reference and shall comply
with and be subject to the following terms and conditions:

    6.1.  EXERCISE PRICE.  The exercise price for each Option shall be
established in the sole discretion of the Board; provided, however, that
(a) the exercise price per share for an Incentive Stock Option shall be not less
than the Fair Market Value of a share of Stock on the effective date of grant of
the Option, (b) the exercise price per share for a Nonstatutory Stock Option
shall be not less than eighty-five percent (85%) of the Fair Market Value of a
share of Stock on the effective date of grant of the Option and (c) no Incentive
Stock Option granted to a Ten Percent Owner Optionee shall have an exercise
price per share less than one hundred ten percent (110%) of the Fair Market
Value of a share of Stock on the effective date of grant of the Option.
Notwithstanding the foregoing, an Option (whether an Incentive Stock Option or a
Nonstatutory Stock Option) may be granted with an exercise price lower than the
minimum exercise price set forth above if such Option is granted pursuant to an
assumption or substitution for another option in a manner qualifying under the
provisions of Section 424(a) of the Code.

    6.2.  EXERCISE PERIOD.  Options shall be exercisable at such time or times,
or upon such event or events, and subject to such terms, conditions, performance
criteria, and restrictions as shall be determined by the Board and set forth in
the Option Agreement evidencing such Option; provided, however, that (a) no
Incentive Stock Option shall be exercisable after the expiration of ten (10)
years after the effective date of grant of such Option, (b) no Incentive Stock
Option granted to a Ten Percent Owner Optionee shall be exercisable after the
expiration of five (5) years after the effective date of grant of such Option,
and (c) no Option granted to a prospective Employee or prospective Consultant
may become exercisable prior to the date on which such person commences service
with a Participating Company.

    6.3.  PAYMENT OF EXERCISE PRICE.

        (a) FORMS OF CONSIDERATION AUTHORIZED. Except as otherwise provided
    below, payment of the exercise price for the number of shares of Stock being
    purchased pursuant to any Option shall be made (i) in cash, by check, or
    cash equivalent, (ii) by tender to the Company of shares of Stock owned by
    the Optionee having a Fair Market Value (as determined by the Company
    without regard to any restrictions on transferability applicable to such
    stock by reason of federal or state securities laws or agreements with an
    underwriter for the Company) not less than the exercise price, (iii) by the
    assignment of the proceeds of a sale or loan with respect to some or all of
    the shares being acquired upon the exercise of the Option (including,
    without limitation, through an exercise complying with the provisions of
    Regulation T as promulgated from time to time by the Board of Governors of
    the Federal Reserve System) (a "CASHLESS EXERCISE"), (iv) by the Optionee's
    promissory note in a form approved by the Company, (v) by such other
    consideration as may be approved by the Board from

                                       5
<PAGE>
    time to time to the extent permitted by applicable law, or (vi) by any
    combination thereof. The Board may at any time or from time to time, by
    adoption of or by amendment to the standard forms of Option Agreement
    described in Section 7, or by other means, grant Options which do not permit
    all of the foregoing forms of consideration to be used in payment of the
    exercise price or which otherwise restrict one or more forms of
    consideration.

        (b) TENDER OF STOCK. Notwithstanding the foregoing, an Option may not be
    exercised by tender to the Company of shares of Stock to the extent such
    tender of Stock would constitute a violation of the provisions of any law,
    regulation or agreement restricting the redemption of the Company's stock.
    Unless otherwise provided by the Board, an Option may not be exercised by
    tender to the Company of shares of Stock unless such shares either have been
    owned by the Optionee for more than six (6) months or were not acquired,
    directly or indirectly, from the Company.

        (c) CASHLESS EXERCISE. The Company reserves, at any and all times, the
    right, in the Company's sole and absolute discretion, to establish, decline
    to approve or terminate any program or procedures for the exercise of
    Options by means of a Cashless Exercise.

        (d) PAYMENT BY PROMISSORY NOTE. No promissory note shall be permitted if
    the exercise of an Option using a promissory note would be a violation of
    any law. Any permitted promissory note shall be on such terms as the Board
    shall determine at the time the Option is granted. The Board shall have the
    authority to permit or require the Optionee to secure any promissory note
    used to exercise an Option with the shares of Stock acquired upon the
    exercise of the Option or with other collateral acceptable to the Company.
    Unless otherwise provided by the Board, if the Company at any time is
    subject to the regulations promulgated by the Board of Governors of the
    Federal Reserve System or any other governmental entity affecting the
    extension of credit in connection with the Company's securities, any
    promissory note shall comply with such applicable regulations, and the
    Optionee shall pay the unpaid principal and accrued interest, if any, to the
    extent necessary to comply with such applicable regulations.

    6.4.  TAX WITHHOLDING.  The Company shall have the right, but not the
obligation, to deduct from the shares of Stock issuable upon the exercise of an
Option, or to accept from the Optionee the tender of, a number of whole shares
of Stock having a Fair Market Value, as determined by the Company, equal to all
or any part of the federal, state, local and foreign taxes, if any, required by
law to be withheld by the Participating Company Group with respect to such
Option or the shares acquired upon the exercise thereof. Alternatively or in
addition, in its sole discretion, the Company shall have the right to require
the Optionee, through payroll withholding, cash payment or otherwise, including
by means of a Cashless Exercise, to make adequate provision for any such tax
withholding obligations of the Participating Company Group arising in connection
with the Option or the shares acquired upon the exercise thereof. The Company
shall have no obligation to deliver shares of Stock or to release shares of
Stock from an escrow established pursuant to the Option Agreement until the
Participating Company Group's tax withholding obligations have been satisfied by
the Optionee.

7.  STANDARD FORMS OF OPTION AGREEMENT.

    7.1.  INCENTIVE STOCK OPTIONS.  Unless otherwise provided by the Board at
the time the Option is granted, an Option designated as an "Incentive Stock
Option" shall comply with and be subject to the terms and conditions set forth
in the form of Immediately Exercisable Incentive Stock Option Agreement adopted
by the Board concurrently with its adoption of the Plan and as amended from time
to time.

    7.2.  NONSTATUTORY STOCK OPTIONS.  Unless otherwise provided by the Board at
the time the Option is granted, an Option designated as a "Nonstatutory Stock
Option" shall comply with and be subject to the terms and conditions set forth
in the form of Immediately Exercisable Nonstatutory Stock Option Agreement
adopted by the Board concurrently with its adoption of the Plan and as amended
from time to time.

                                       6
<PAGE>
    7.3.  STANDARD TERM OF OPTIONS.  Except as otherwise provided in
Section 6.2 or by the Board in the grant of an Option, any Option granted
hereunder shall have a term of ten (10) years from the effective date of grant
of the Option.

    7.4.  AUTHORITY TO VARY TERMS.  The Board shall have the authority from time
to time to vary the terms of any of the standard forms of Option Agreement
described in this Section 7 either in connection with the grant or amendment of
an individual Option or in connection with the authorization of a new standard
form or forms; provided, however, that the terms and conditions of any such new,
revised or amended standard form or forms of Option Agreement are not
inconsistent with the terms of the Plan. Such authority shall include, but not
by way of limitation, the authority to grant Options which are not immediately
exercisable.

8.  TRANSFER OF CONTROL.

    8.1.  DEFINITIONS.

        (a) An "OWNERSHIP CHANGE EVENT" shall be deemed to have occurred if any
    of the following occurs with respect to the Company:

           (i) the direct or indirect sale or exchange in a single or series of
       related transactions by the stockholders of the Company of more than
       fifty percent (50%) of the voting stock of the Company;

           (ii) a merger or consolidation in which the Company is a party;

           (iii) the sale, exchange, or transfer of all or substantially all of
       the assets of the Company; or

           (iv) a liquidation or dissolution of the Company.

        (b) A "TRANSFER OF CONTROL" shall mean an Ownership Change Event or a
    series of related Ownership Change Events (collectively, the "TRANSACTION")
    wherein the stockholders of the Company immediately before the Transaction
    do not retain immediately after the Transaction, in substantially the same
    proportions as their ownership of shares of the Company's voting stock
    immediately before the Transaction, direct or indirect beneficial ownership
    of more than fifty percent (50%) of the total combined voting power of the
    outstanding voting stock of the Company or the corporation or corporations
    to which the assets of the Company were transferred (the "TRANSFEREE
    CORPORATION(S)"), as the case may be. For purposes of the preceding
    sentence, indirect beneficial ownership shall include, without limitation,
    an interest resulting from ownership of the voting stock of one or more
    corporations which, as a result of the Transaction, own the Company or the
    Transferee Corporation(s), as the case may be, either directly or through
    one or more subsidiary corporations. The Board shall have the right to
    determine whether multiple sales or exchanges of the voting stock of the
    Company or multiple Ownership Change Events are related, and its
    determination shall be final, binding and conclusive.

    8.2.  EFFECT OF TRANSFER OF CONTROL ON OPTIONS.  In the event of a Transfer
of Control, the surviving, continuing, successor, or purchasing corporation or
parent corporation thereof, as the case may be (the "ACQUIRING CORPORATION"),
may either assume the Company's rights and obligations under outstanding Options
or substitute for outstanding Options substantially equivalent options for the
Acquiring Corporation's stock. Any Options which are neither assumed or
substituted for by the Acquiring Corporation in connection with the Transfer of
Control nor exercised as of the date of the Transfer of Control shall terminate
and cease to be outstanding effective as of the date of the Transfer of Control.
Notwithstanding the foregoing, shares acquired upon exercise of an Option prior
to the Transfer of Control and any consideration received pursuant to the
Transfer of Control with respect to such shares shall continue to be subject to
all applicable provisions of the Option Agreement evidencing such Option except
as otherwise provided in such Option Agreement. Furthermore, notwithstanding the
foregoing, if the corporation the

                                       7
<PAGE>
stock of which is subject to the outstanding Options immediately prior to an
Ownership Change Event described in Section 8.1(a)(i) constituting a Transfer of
Control is the surviving or continuing corporation and immediately after such
Ownership Change Event less than fifty percent (50%) of the total combined
voting power of its voting stock is held by another corporation or by other
corporations that are members of an affiliated group within the meaning of
Section 1504(a) of the Code without regard to the provisions of Section 1504(b)
of the Code, the outstanding Options shall not terminate unless the Board
otherwise provides in its sole discretion.

    9.  PROVISION OF INFORMATION.  Each Optionee shall be given access to
information concerning the Company equivalent to that information generally made
available to the Company's common stockholders.

    10.  NONTRANSFERABILITY OF OPTIONS.  During the lifetime of the Optionee, an
Option shall be exercisable only by the Optionee or the Optionee's guardian or
legal representative. No Option shall be assignable or transferable by the
Optionee, except by will or by the laws of descent and distribution.

    11.  INDEMNIFICATION.  In addition to such other rights of indemnification
as they may have as members of the Board or officers or employees of the
Participating Company Group, members of the Board and any officers or employees
of the Participating Company Group to whom authority to act for the Board is
delegated shall be indemnified by the Company against all reasonable expenses,
including attorneys' fees, actually and necessarily incurred in connection with
the defense of any action, suit or proceeding, or in connection with any appeal
therein, to which they or any of them may be a party by reason of any action
taken or failure to act under or in connection with the Plan, or any right
granted hereunder, and against all amounts paid by them in settlement thereof
(provided such settlement is approved by independent legal counsel selected by
the Company) or paid by them in satisfaction of a judgment in any such action,
suit or proceeding, except in relation to matters as to which it shall be
adjudged in such action, suit or proceeding that such person is liable for gross
negligence, bad faith or intentional misconduct in duties; provided, however,
that within sixty (60) days after the institution of such action, suit or
proceeding, such person shall offer to the Company, in writing, the opportunity
at its own expense to handle and defend the same.

    12.  TERMINATION OR AMENDMENT OF PLAN.  The Board may terminate or amend the
Plan at any time. However, subject to changes in the law or other legal
requirements that would permit otherwise, without the approval of the Company's
stockholders, there shall be (a) no increase in the maximum aggregate number of
shares of Stock that may be issued under the Plan (except by operation of the
provisions of Section 4.2), (b) no change in the class of persons eligible to
receive Incentive Stock Options, and (c) no expansion in the class of persons
eligible to receive Nonstatutory Stock Options. In any event, no termination or
amendment of the Plan may adversely affect any then outstanding Option or any
unexercised portion thereof, without the consent of the Optionee, unless such
termination or amendment is required to enable an Option designated as an
Incentive Stock Option to qualify as an Incentive Stock Option or is necessary
to comply with any applicable law or government regulation.

    13.  CONTINUATION OF INITIAL PLAN AS TO OUTSTANDING OPTIONS.  Any other
provision of the Plan to the contrary notwithstanding, the terms of the Initial
Plan shall remain in effect and apply to all Options granted pursuant to the
Initial Plan.

    IN WITNESS WHEREOF, the undersigned Secretary of the Company certifies that
the foregoing is the Puma Technology, Inc. 1993 Stock Option Plan as duly
adopted by the Board on September 3, 1996, and amended by the Board through
[August 25,] 1998.

                                          --------------------------------------
                                          Secretary

                                       8
<PAGE>
                                  PLAN HISTORY

<TABLE>
<S>                    <C>
October 30, 1993.....  1993 Stock Option Plan (the "Initial Plan") adopted by Unanimous
                       Written Consent of the Board of Directors of Puma Technology, Inc.,
                       a California corporation ("Puma California") with a share reserve of
                       685,500 shares.

October 30, 1993.....  Shareholders of Puma California approve adoption of the 1993 Stock
                       Option Plan with a share reserve of 685,500 (pre 2 for 1 split)
                       shares by Written Consent of Shareholders.

January 18, 1994.....  Puma California effects a 2-for-1 stock split, resulting in a share
                       reserve of 1,371,000 shares.

May 24, 1994.........  Board of Directors of Puma California approves share reserve
                       decrease to 1,356,300 (post 2 for 1 split) shares by Unanimous
                       Written Consent.

March 8, 1996........  Board of Directors of Puma California approval of a share reserve
                       increase of 1,143,700 to 2,500,000.

April 4, 1996........  Shareholders of Puma California approve share reserve increase by
                       1,143,700 to 2,500,000.

September 3, 1996....  Board of Directors of Puma California amends and restates the
                       Initial Plan as the Plan, effective as of the effective date of the
                       Company's initial registration under Section 12 of the Exchange Act,
                       with a share reserve of 3,500,000 shares.

November 27, 1996....  Shareholders of Puma California approve amendment and restatement of
                       the Initial Plan as the Plan, with a share reserve of 3,500,000
                       shares.

November 27, 1996....  Effective date of Delaware reincorporation of Puma California with
                       and into the Company, pursuant to which each share of Puma
                       California became 1 share of the Company.

August 19, 1997......  Board approves share reserve increase by 1,000,000 from 3,500,000 to
                       4,500,000 shares.

December 3, 1997.....  Stockholders approve share reserve increase to 4,500,000 shares.
</TABLE>

                                       9