Delaware		74-2769415
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

				Page
Part I.    Financial Information
Item 1.		Financial Statements
		Condensed Consolidated Balance Sheets at June 30, 2002 and December 31, 2001		2
		Condensed Consolidated Statements of Operations for the three months and six months ended June 30, 2002 and 2001		3
		Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2002 and 2001		4
		Notes to Condensed Consolidated Financial Statements		5
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations		12
Item 3.		Quantitative and Qualitative Disclosures about Market Risk		35
Part II.    Other Information
Item 1.		Legal Proceedings		36
Item 2.		Changes in Securities and Use of Proceeds		36
Item 4.		Submission of Matters to a Vote of Security Holders		36
Item 6.		Exhibits and Reports on Form 8-K		37
SIGNATURES				38

		June 30, 2002			December 31, 2001
		(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents		$	224,511		$	348,916
Short-term investments			129,725			42,716
Accounts receivable, net			32,751			35,477
Prepaid expenses and other current assets			5,250			4,720
Total current assets			392,237			431,829
Property and equipment, net			34,587			43,475
Investments			19,378			22,414
Goodwill, net			146,830			144,420
Other intangibles, net			1,136			18,791
Other assets			2,538			2,097
Total assets		$	596,706		$	663,026
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses		$	61,031		$	73,456
Deferred revenue			42,878			46,051
Current portion of capital lease obligation			463			750
Other current liabilities			6,277			5,746
Total current liabilities			110,649			126,003
Long-term liabilities, less current portion			28,550			26,722
Total liabilities			139,199			152,725
Stockholders’ equity			457,507			510,301
Total liabilities and stockholders’ equity		$	596,706		$	663,026

		Three Months Ended June 30,								Six Months Ended June 30,
		2002				2001				2002				2001
Revenue:
Product license		$	12,610			$	44,529			$	33,101			$	92,533
Services			23,039				39,095				48,927				81,217
Total revenue			35,649				83,624				82,028				173,750
Cost of revenue:
Product license			486				1,135				1,312				2,612
Services (1)			10,945				22,101				24,027				47,455
Total cost of revenue			11,431				23,236				25,339				50,067
Gross profit			24,218				60,388				56,689				123,683
Operating expenses:
Research and development (1)			12,951				16,463				26,900				35,451
Sales and marketing (1)			18,787				50,117				47,776				102,789
General and administrative (1)			5,234				8,137				11,861				16,072
Purchased in-process research and development, acquisition-related and other charges			—				663				—				1,341
Business restructuring charges			—				41,536				13,808				90,658
Amortization of deferred stock compensation			364				2,705				1,073				6,802
Amortization of goodwill and other intangibles			7,612				124,109				15,245				250,974
Total operating expenses			44,948				243,730				116,663				504,087
Loss from operations			(20,730	)			(183,342	)			(59,974	)			(380,404	)
Other income (expense), net			1,051				848				2,738				(31,652	)
Loss before provision for income taxes			(19,679	)			(182,494	)			(57,236	)			(412,056	)
Provision for income taxes			232				878				622				1,078
Net loss		$	(19,911	)		$	(183,372	)		$	(57,858	)		$	(413,134	)
Basic net loss per common share		$	(0.08	)		$	(0.76	)		$	(0.23	)		$	(1.73	)
Shares used in computing basic net loss per common share			248,860				241,224				248,044				238,895
		Three Months Ended June 30,								Six Months Ended June 30,
		2002				2001				2002				2001
(1) Excludes amortization of deferred stock compensation as follows:
Cost of revenue – services		$	48			$	651			$	146			$	1,409
Research and development			144				552				310				1,759
Sales and marketing			127				1,041				349				2,550
General and administrative			45				461				268				1,084
		$	364			$	2,705			$	1,073			$	6,802

		Six Months Ended June 30,
		2002				2001
Operating activities:
Net loss		$	(57,858	)		$	(413,134	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation			10,268				10,464
Noncash compensation expense			1,073				6,802
Amortization of goodwill and other intangibles			15,245				250,974
Purchased in-process research and development, acquisition-related and other charges (noncash)			—				168
Noncash restructuring expense			803				24,649
Noncash investment impairments			458				41,397
Other noncash items			(105	)			198
Changes in operating assets and liabilities, net of effects from purchases of businesses:
Accounts receivable, net			4,205				34,546
Prepaid expenses and other assets			(886