<PAGE>
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

                    U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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

                                 FORM 10-Q/A-1

<TABLE>
<C>        <S>
   /X/     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
           SECURITIES EXCHANGE ACT OF 1934
</TABLE>

                FOR THE QUARTERLY PERIOD ENDED NOVEMBER 30, 1999

<TABLE>
<C>        <S>
   / /     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
           SECURITIES EXCHANGE ACT OF 1934
</TABLE>

        FOR THE TRANSITION PERIOD FROM ______________ TO ______________

                        COMMISSION FILE NUMBER 000-25249

                                INTRAWARE, INC.

             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                            <C>
               DELAWARE                                     68-0389976
    (State or other jurisdiction of                      (I.R.S. Employer
    incorporation or organization)                    Identification Number)
</TABLE>

                                 25 ORINDA WAY
                                ORINDA, CA 94563
                    (Address of principal executive offices)

                                  925-253-4500
              (Registrant's telephone number, including area code)

    Indicate by check (X) whether the registrant: (1) filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the
preceding 12 months (or for 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 / /

    As of November 30, 1999 there were 24,551,666 shares of the registrant's
Common Stock outstanding.

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

<PAGE>
                                    PART II
                               OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

    As of the date hereof, there is no material litigation pending against us.
From time to time, we may be a party to litigation and claims incident to the
ordinary course of our business. Although the results of litigation and claims
cannot be predicted with certainty, we believe that the final outcome of such
matters will not have a material adverse effect on the results of operations,
financial condition or prospects.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

    On February 25, 1999, we commenced the initial public offering of 4,600,000
shares of common stock, including 600,000 shares subject to an overallotment
option on behalf of certain selling stockholders pursuant to a registration
statement on Form S-1 (Commission File No. 333-69261) declared effective on
February 25, 1999. The managing underwriters of the public offering were Credit
Suisse First Boston Corporation, BancBoston Robertson Stephens Inc., and
Hambrecht & Quist LLC.

    The 4,350,000 shares registered on our behalf and 250,000 shares registered
on the behalf of certain selling stockholders were sold at a price per share of
$16.00. The aggregate-offering price of the shares we offered was $69,600,000,
less underwriting discounts and commissions of $4,872,000 and expenses of
approximately $1,300,000. The proceeds are to be used for general corporate
purposes, principally working capital, capital expenditures, potential
acquisitions and additional sales and marketing efforts. For the nine months
ending November 30, 1999, net cash used from the offering for operating
activities totaled $13.3 million and cash flows used for investing activities,
principally the purchase of computer equipment, totaled $53.2 million.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

    None

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

    None

ITEM 5.  OTHER INFORMATION

    None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

    a)  Exhibits

<TABLE>
<CAPTION>
       EXHIBIT
       NUMBER
---------------------
<C>                     <S>
   3.1*                 Certificate of Incorporation of Intraware, Inc.

   3.2*                 Bylaws of Intraware, Inc.

   4.1*                 Specimen Common Stock Certificate.

  10.1*                 Form of Indemnification Agreement between the Registrant and
                          each of its directors and officers.

  10.2*                 1996 Stock Option Plan (as amended on December 17, 1998) and
                          form of agreements thereunder.

  10.3*                 1998 Employee Stock Purchase Plan and form of agreements
                          thereunder.

  10.4*                 1998 Director Option Plan and form of agreements thereunder.

  10.5*                 Form of Registration and Information Rights Agreement.
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
       EXHIBIT
       NUMBER
---------------------
<C>                     <S>
  10.6*                 Loan Agreement entered into as of July 29, 1998 between the
                          Registrant and Imperial Bank and related General Security
                          Agreement and Collateral Assignment as Collateral, Patent
                          Mortgage and Security Agreement.

  10.7*                 Sleepy Hollow Investment Company Office Lease made
                          August 23, 1996 between Sleepy Hollow Investment Company
                          and Intraware, Inc.

  10.8*                 First Amendment to the Lease for Intraware, Inc. entered
                          into as of May 5, 1997 by and between the Registrant and
                          Sleepy Hollow Investment Company I.

  10.9*                 Second Amendment to the Lease for Intraware, Inc. entered
                          into as of March 31, 1998 by and between the Registrant
                          and Sleepy Hollow Investment Company I.

  10.10*                Master Lease Agreement dated September 9, 1998 between
                          Comdisco, Inc. and Intraware, Inc.

  10.11*                Addendum and Equipment Schedules to the Master Lease
                          Agreement dated as of September 9, 1998 between
                          Intraware, Inc., as Lessee and Comdisco, Inc, as Lessor.

  10.12                 Office Lease between Spieker Properties, L.P. and Intraware,
                          Inc. dated October 1999.

  10.13                 Agreement of Lease made as of January 3, 2000 between Crown
                          Lexington LLC and the Registrant.

  10.14+                Intraware Services Agreement effective as of July 1, 1999,
                          between Sun Microsystems, Inc. and Intraware, Inc.

  10.15+                Sun Channel Agreement Master Terms effective as of
                          September 1, 1999 between Sun Microsystems, Inc. and
                          Intraware, Inc.

  27.1*                 Financial Data Schedules.
</TABLE>

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

+   We are seeking confidential treatment from the Commission for certain
    portions of this exhibit. The omitted portions have been separately filed
    with the Securities and Exchange Commission.

*   Previously filed. See Intraware's Form 10-Q Quarterly Report filed on
    January 14, 2000.

    b)  Reports on Form 8-K

    We filed a Form 8-K on October 7, 1999


<PAGE>

    The registrant hereby makes an amendment to its Quarterly Report on Form
10-Q filed on January 14, 2000, to file exhibits 10.12, 10.13, 10.14 and 10.15
to the Form 10-Q.

                                   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.

                                   INTRAWARE INC.

Dated: April 14, 2000              By:             /s/ DONALD M. FREED
                                        ---------------------------------------
                                                     Donald M. Freed
                                               EXECUTIVE VICE PRESIDENT AND
                                                 CHIEF FINANCIAL OFFICER