Exhibit 99.4  IN THE UNITED STATES BANKRUPTCY COURT  FOR THE DISTRICT OF DELAWARE  In re:
  )
  Chapter 11)PEREGRINE SYSTEMS, INC., et  al.,(1)
  )
  Case No. 02-12740 (JKF))
  (Jointly
  Administered)Debtors.
  )  Related to
Docket No. 871 & Feb. 25,
2003 Agenda Item No. 2  ORDER
APPROVING
MODIFIED EMPLOYMENT AGREEMENTS AND COMPENSATION ANDINCENTIVE PACKAGES FOR DEBTORS CEO AND CFO  Upon consideration of the motion of the
above-captioned debtors and debtors in possession for approval of the proposed
employment and compensation arrangements for Debtors Chief Executive Officer,
Gary Greenfield (Greenfield), and Chief Financial Officer, Kenneth Sexton
(Sexton), and the Certificate of Counsel Regarding Modified Employment
Agreements and Compensation and Incentive Packages for Debtors CEO and CFO
(collectively, the Motion); and based on the statements made by the parties
at the hearing(s) on the Motion, including, without limitation, the
representations made at a (continued) hearing held on December 13, 2002;
and it appearing that the relief requested, as modified by the Debtors and
evidenced in the forms of revised employment agreements (attached hereto as Exhibit
A) (the Amended Employment Agreements), relating to the compensation,
severance and incentive arrangements for Greenfield and Sexton, is essential to
the continued operation of the Debtors' business and in the best interests of the Debtors' estates
and creditors; and it appearing that this Court has jurisdiction over this
matter pursuant to 28 U.S.C. §§ 157 and 1334; and adequate  
 (1)The Debtors are
Peregrine Systems, Inc. and its direct wholly-owned subsidiary, Peregrine
Remedy, Inc.  
   notice of the Motion having been given; and after due deliberation and
sufficient cause appearing therefor,  IT IS
HEREBY ORDERED, ADJUDGED AND DECREED:  1.The Motion, as
modified by the Debtors on the record, is granted.  2.The Amended
Employment Agreements, substantially in the forms attached hereto as Exhibit
A, are approved, and the Debtors are authorized to assume the Amended
Employment Agreements pursuant to 11 U.S.C. § 365.  3.Notwithstanding
any other provision in this Order, the Debtors and the Committee disagree with
respect to the timing and amount of payments (the Performance Bonus) under the
formula in Section 3(i) of the Amended Employment Agreements.
Specifically, the Committee contends that, under the agreement reached between
the parties on December 13, 2002, such payments are only made as and when
the holders of allowed unsecured claims actually receive such distributions.
The Debtors disagree with that interpretation and assert that, under the
parties agreement, Messrs. Greenfield and Sexton would be entitled to be paid
the maximum potential amount of the Performance Bonuses on the effective date
of a confirmed plan (assuming that the Debtors' presently filed plan or a
comparable plan providing for cure and reinstatement of the 51/2
% Convertible Subordinated Notes and 100% recovery for other general unsecured
creditors is confirmed and becomes effective). Any such disputes with respect
to the interpretation of the above terms of the agreement and any other
disputes shall, to the extent not previously resolved by the Debtors and
Committee, be resolved by the Court following the confirmation of a chapter 11
plan of reorganization.  2 
   4.Notwithstanding
any other provision in this Order, this Order shall become effective only upon
the Debtors filing with the Court under seal the Debtors audited financial
restatement covering FY 2000, FY 2001 and the first three (3) quarters of FY
2002. Upon filing of this restatement, this Order shall immediately become
effective.  5.Subject to the
preceding paragraph, the Debtors may take any reasonable and appropriate
actions to implement the provisions of this Order.  6.This Court shall
retain jurisdiction to hear and determine all matters arising from the
implementation of this Order.  Dated:  2/27, 2003  /s/Honorable Judith K.
  FitzgeraldHonorable
  Judith K. Fitzgerald
  United States Bankruptcy JudgeApproved as to form and content:
  MOVANT SHALL IMMEDIATELY
  SERVE A COPY OF THIS ORDER
  ON ALL PARTIES IN INTEREST
  AND FILE PROOF OF SERVICE
  WITH THE CLERK OF THE
  BANKRUPTCY COURT WITHIN
  TEN (10) DAYS HEREOF./s/Bruce Bennett Bruce Bennett Sidney P. Levinson Hennigan, Bennett & Dorman LLP 601 South Figueroa Street Suite 3300 Los Angeles, CA 90017  Co-counsel for Official Committee of Unsecured Creditors  3