Exhibit 99.1  [Seal] Debra M. Patalkis(Lead Counsel) Lawrence A.West Daniel H. Rubenstein Neil J. Welch, Jr. Nancy E. McGinley Cory C. Kirchert John J. Field III Securities and Exchange
Commission 450 Fifth Street, N.W. Washington, D.C. 20549-0911  Nicolas Morgan (Local Counsel) CA Bar No. 166441 Securities and Exchange
Commission 5670 Wilshire Blvd., 11th Floor Los Angeles, CA 90036-3648  Attorneys for Plaintiff Securities and Exchange
Commission  UNITED STATES DISTRICT COURT  FOR THE SOUTHERN DISTRICT OF CALIFORNIA  SECURITIES
  AND EXCHANGE
  )
  Case No.:
  03cv1276COMMISSION,
  ))
  FINAL
  JUDGMENT AGAINST)
  DEFENDANT
  PEREGRINE SYSTEMS,Plaintiff,
  )
  INC.v.
  )))PEREGRINE
  SYSTEMS, INC.,
  ))Defendant.
  ))  Plaintiff Securities and Exchange Commission
(Commission), having filed its Complaint in this matter, and defendant
Peregrine Systems, Inc. (Peregrine), in the Supplemental Consent and
Undertaking of Defendant Peregrine Systems, Inc. (Supplemental Consent and
Undertaking), having admitted service of the Complaint and given its written
consent to the filing thereof; having admitted the jurisdiction of this Court
over it and over the subject matter of this action; having waived the entry of
findings of fact and conclusions of law pursuant to Rule  1 
   52 of the Federal Rules of
Civil Procedure, and, without admitting or denying the allegations of the
Complaint, except as to jurisdiction, which it admits, having consented to
entry of this Final Judgment Against Peregrine Systems, Inc. (Final Judgment),
and it appearing that this Court has jurisdiction over Peregrine and the
subject matter hereof, and this Court being fully advised in the premises:  I.  IT IS HEREBY ORDERED, ADJUDGED, AND DECREEDthat
Peregrine, its agents, accountants, employees, attorneys, and all persons in
active concert or participation with them who receive actual notice of the
Final Judgment by personal service or otherwise, and each of them, be and are
hereby permanently restrained and enjoined, in connection with the purchase or
sale of any security, from violating Section 10(b) of the Securities Exchange
Act of 1934 (Exchange Act) [15 U.S.C. § 78j(b)] and Exchange Act Rule 10b-5 [17
C.F.R. § 240.10b-5], directly or indirectly, by the use of any means or
instrumentality of interstate commerce, or of the mails, or of any facility of
any national securities exchange, by:  (a)  employing any device, scheme, or artifice to
defraud,  (b)  making any untrue statement of a material
fact or omitting to state a material fact necessary in order to make the
statements made, in the light of the circumstances under which they were made,
not misleading, or  (c)  engaging in any act, practice, or course of
business which operates or would operate as a fraud or deceit upon any person.  II.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
Peregrine, its agents, accountants, employees, attorneys, and all persons in
active concert or participation with  2 
   them who receive actual notice
of the Final Judgment by personal service or otherwise, and each of them, be
and are hereby permanently restrained and enjoined, in the offer or sale of
securities, from violating Section 17(a) of the Securities Act of 1933
(Securities Act) [15 U.S.C. § 77q(a)], by making use of any means or
instruments of transportation or communication in interstate commerce, or of
the mails, directly or indirectly:  (a)  to employ any device, scheme or artifice to
defraud;  (b)  to engage in any transactions, practices or
courses of business which operate or would operate as a fraud or deceit; or  (c)  to obtain money or property by means of any
untrue statement of material fact or any omission to state a material fact
necessary in order to make the statements made, in the light of the
circumstances under which they were made, not misleading.  III.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
Peregrine, its agents, accountants, employees, attorneys, and all persons in active
concert or participation with them who receive actual notice of the Final
Judgment by personal service or otherwise, and each of them, be and are hereby
permanently restrained and enjoined from violating Section 13(a) of the
Exchange Act [15 U.S.C. § 78m(a)] and Exchange Act Rules 13a-1, 13a-13, and
12b-20[17 C.F.R. §§ 240.13a-1, 240.13a-13, and 240.12b-20], by:  (a)  failing to file with the Commission
factually accurate and complete annual and quarterly reports as required
pursuant to Section 13(a) of the Exchange Act, and Exchange Act Rules 13a-1 and
13a-13; or by  (b)  omitting to state, or causing another person
to omit to state, in addition to the  3 
   information expressly required
to be included in such annual and quarterly reports, any such further material
information as may necessary to make the required statements, in light of the
circumstances under which such statements were made, not misleading.  IV.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREED
that Peregrine, its agents, accountants, employees, attorneys, and all other
persons in active concert or participation with them who receive actual notice
of the Final Judgment by personal service or otherwise, and each of them, be
and are hereby permanently restrained and enjoined from violating Section
13(b)(2)(A) of the Exchange Act [15 U.S.C. § 78m(b)(2)(A)] by failing to make
or keep books, records, and accounts which, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of
Peregrine.  V.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
Peregrine, its agents, accountants, employees, attorneys, and all persons in
active concert or participation with them who receive actual notice of the
Final Judgment by personal service or otherwise, and each of them, be and are
hereby permanently restrained and enjoined from violating Section 13(b)(2)(B)
of the Exchange Act [15 U.S.C. § 78m(b)(2)(B)] by failing to devise and
maintain a system of internal accounting controls sufficient to provide
reasonable assurances that:  (a)  transactions are executed in accordance with
managements general or specific authorization;  (b)  transactions are recorded as necessary (1)
to permit preparation of financial statements in conformity with generally
accepted accounting principles or any other criteria applicable to such
statements, and (2) to maintain accountability for assets;  4 
   (c)  access to assets is permitted only in accordance
with managements general or specific authorization; and  (d)  the recorded accountability for assets is
compared with the existing assets at reasonable intervals and appropriate
action is taken with respect to any differences.  VI.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
upon the effective date of a plan of reorganization under Chapter 11 of Title
11 of the United States Code, Peregrine shall make a public statement that
fully and accurately discloses the current condition of its internal control
structure and its procedures for financial reporting. This public statement
shall also disclose any current deficiencies in Peregrines internal control
structure and/or procedures for financial reporting, including but not limited
to deficiencies that are alleged in the Commissions Complaint.  VII.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
Peregrine shall comply with the rules regarding managements report on internal
controls, implementing Section 404 of the Sarbanes-Oxley Act of 2002, as if
those rules applied to Peregrines financial reporting for the fiscal year
ending March 31, 2004. If the applicable rules and standards for Peregrines
compliance with Section 404 have not been promulgated by February 28, 2004,
Peregrine may apply to the Chief Accountant of the Division of Enforcement to
extend the time for compliance with this section until 120 days after the
applicable rules and standards are promulgated, and the approval of the Chief
Accountant of the Division of Enforcement shall not be unreasonably withheld.
In the event of such an extension. Peregrine may file managements report on
Form 8-K.  5 
   VIII.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
Peregrine shall retain an Internal Auditor acceptable to the Commission staff
within 90 days of entry of the Final Judgment. The Internal Auditor shall
report directly to the Audit Committee of Peregrines Board of Directors, and
shall assess and enforce Peregrines internal accounting control structure and
policies to ensure that Peregrines financial condition and results are
accurately reported in Peregrines public financial statements. For two years
following entry of the Final Judgment, the Internal Auditor shall issue a
report to the Audit Committee on a quarterly basis. This quarterly report shall
fairly and accurately disclose the results of the Internal Auditors review of
Peregrines internal accounting control structure and policies (including, but
not limited to, those related to revenue recognition, receivables financing,
and write-offs). The Internal Auditors quarterly report shall also assess, and
disclose its assessment of, the effectiveness and propriety of Peregrines
processes, practices and policies for ensuring that Peregrines financial
condition and results are accurately reported in Peregrines public financial
statements. During the two-year period following entry of the Final Judgment,
any new Internal Auditor retained by Peregrine must be acceptable to the Commission
staff.  IX.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREED
that Peregrine shall establish a Corporate Compliance Program, and appoint a
Corporate Compliance Officer acceptable to the Commission staff to administer
the Corporate Compliance Program, within 90 days of entry of the Final
Judgment. The Corporate Compliance Officer shall report directly to the
Corporate Governance Committee of Peregrines Board of Directors, and shall
perform an ongoing review of the adequacy and effectiveness of Peregrines
corporate governance systems,  6 
   policies, plans, and practices.
The Corporate Compliance Officer shall, at a minimum, assess and report on (A)
Peregrines compliance with recognized standards of best practices with
respect to corporate governance; (B) the adequacy of Peregrines corporate
governance policies and safeguards (1) to ensure that Peregrines Board of
Directors (and its committees) have appropriate powers, structure, composition
and resources, and (2) to prevent self-dealing by management; (C) the adequacy
of Peregrines code of ethics and business conduct, and related compliance
mechanisms; and (D) the adequacy of Peregrines safeguards to prevent
violations of the federal securities laws. For two years following entry of the
Final Judgment, Peregrines Corporate Compliance Officer shall issue a
quarterly report to the Corporate Governance Committee. This report shall fully
and accurately disclose the results of the Corporate Compliance Officers
review of the Corporate Compliance Program (including, but not limited to, the
Corporate Compliance Officers observations and conclusions about the adequacy
and effectiveness of Peregrines corporate governance systems, policies, plans,
and practices). The Corporate Compliance Officers report shall also disclose
any corporate compliance issues or developments that have arisen since the
previous quarterly report, and how Peregrine addressed these corporate
compliance issues or developments. During the two-year period following entry
of the Final Judgment, any new Corporate Compliance Officer retained by
Peregrine must be acceptable to the Commission staff.  X.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREED
THATPeregrine shall, within 60 days of entry of the
Final Judgment, commence a training and education program for its officers and
employees, to prevent violations of the federal securities laws. The training
and education program shall be mandatory for Peregrine officers and employees  7 
   involved in corporate level
accounting and financial reporting, and for all senior operational officers.
The training and education shall include, at a minimum, the following subjects:
(A) the obligations imposed by the federal securities laws; (B) software
revenue recognition rules; (C) proper internal accounting controls and
procedures; (D) how to recognize indications of non-GAAP accounting practices
or fraud most relevant to Peregrines business endeavors; and (E) the
obligations incumbent upon, and the responses expected of, Peregrines officers
and employees upon learning of illegal or potentially illegal acts concerning
the companys accounting and financial reporting.  XI.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
Peregrine shall not be required to pay a civil money penalty or disgorgement,
in this civil enforcement action, for the conduct alleged in the Commissions
Complaint.  XII.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
the Supplemental Consent and Undertaking filed herein be, and the same hereby
is, incorporated in the Final Judgment by reference with the same force and
effect as if fully set forth herein and that Peregrine, its agents,
accountants, employees, attorneys and all persons in active concert or
participation with them who receive actual notice of this Final Judgment by
personal service or otherwise, and each of them, shall comply in all respects
with the terms of the Supplemental Consent and Undertaking.  XIII.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
this Court shall retain jurisdiction of this action for all purposes,
including, without limitation, the  8 
   implementation and enforcement
of the terms of the Final Judgment and all other Orders and Decrees that may be
entered herein.  XIV.  IT IS FURTHER ORDERED, ADJUDGED, AND DECREEDthat
there being no just reason for delay, the Clerk of the Court is ordered to
enter the Final Judgment.   JEFFREY T.
  MILLERUnited
  States District JudgeDated:
  San Diego,
  California7/22, 2003  9