Washington		91-1629814
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

PART I—FINANCIAL INFORMATION				3
Item 1.		Condensed Consolidated Financial Statements (Unaudited)		3
		Condensed Consolidated Balance Sheets as of December 31, 2001 and September 30, 2002		3
		Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2001 and 2002		4
		Condensed Consolidated Statement of Shareholders’ Equity and Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2002		5
		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2001 and 2002		6
		Notes to Condensed Consolidated Financial Statements		7
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations		20
Item 3.		Quantitative and Qualitative Disclosures About Market Risk		50
Item 4.		Controls and Procedures		51
PART II—OTHER INFORMATION				52
Item 1.		Legal Proceedings		52
Item 5.		Other Information		52
Item 6.		Exhibits and Reports on Form 8-K		52
SIGNATURES				53
CERTIFICATIONS				54

		December 31, 2001				September 30, 2002
ASSETS
Current assets:
Cash and cash equivalents		$	15,868			$	20,814
Restricted cash			—				4,670
Accounts receivable, less allowances of $2,079 in 2001 and $1,114 in 2002			20,029				12,349
Prepaid expense and other			2,596				4,057
Total current assets			38,493				41,890
Property and equipment, net			12,884				8,543
Purchased technology, net			751				337
Other intangible assets, net			3,467				1,670
Goodwill, net			7,396				8,180
Other assets			1,520				1,435
Total assets		$	64,511			$	62,055
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	2,826			$	1,517
Salary and benefits payable			1,833				2,151
Accrued liabilities			3,260				2,912
Income taxes payable			695				313
Current portion of capital-lease obligations			173				156
Current portion of restructuring-related liabilities			15,384				14,247
Deferred revenues			19,191				15,197
Total current liabilities			43,362				36,493
Capital-lease obligations, less current portion			248				123
Restructuring-related liabilities, less current portion			9,930				6,528
Deferred tax liability			1,223				568
Minority interest in joint venture			1,613				444
Shareholders’ equity:
Preferred stock, $0.01 par value:
Authorized shares—20,000,000 shares;
Designated shares—none			—				—
Common stock, $0.01 par value:
Authorized shares—80,000,000 shares;
Issued and outstanding shares—43,949,874 shares at December 31, 2001 and 50,565,290 at September 30, 2002			118,557				139,170
Deferred stock-based compensation			(809	)			(129	)
Accumulated deficit			(108,291	)			(120,403	)
Accumulated other comprehensive loss			(1,322	)			(739	)
Total shareholders’ equity			8,135				17,899
Total liabilities and shareholders’ equity		$	64,511			$	62,055

		Three Months Ended September 30,								Nine Months Ended September 30,
		2001				2002				2001				2002
Revenue:
License		$	6,263			$	7,265			$	31,030			$	16,828
Support and service			15,080				11,763				49,023				35,325
Total revenue			21,343				19,028				80,053				52,153
Cost of revenue:
License			169				270				1,657				667
Amortization of acquired technology			205				138				613				414
Support and service			8,444				4,922				29,320				15,181
Total cost of revenue			8,818				5,330				31,590				16,262
Gross margin			12,525				13,698				48,463				35,891
Operating expenses:
Sales and marketing			11,224				7,882				46,608				20,941
Research and development			4,902				3,530				17,975				11,506
General and administrative			3,455				2,382				12,120				7,358
Restructuring and other related charges			40,075				1,171				43,664				7,729
Amortization and impairment of goodwill and other acquisition-related intangibles			8,830				209				12,076				627
Amortization of stock-based compensation			164				51				700				203
Total operating expenses			68,650				15,225				133,143				48,364
Loss from operations			(56,125	)			(1,527	)			(84,680	)			(12,473	)
Interest and other income (expense), net			48				269				405				(73	)
Equity investment losses and impairment			(500	)			—				(2,500	)			—
Loss before income taxes			(56,577	)			(1,258	)			(86,775	)			(12,546	)
Income tax provision (benefit)			(279	)			(29	)			(381	)			383
Minority interest in loss of consolidated subsidiary			(349	)			(345	)			(1,017	)			(817	)
Net loss		$	(55,949	)		$	(884	)		$	(85,377	)		$	(12,112	)
Net loss per share:
Basic and diluted		$	(1.37	)		$	(0.02	)		$	(2.17	)		$	(0.24	)
Shares used in calculation of net loss per share:
Basic and diluted			40,987				50,564				39,351				49,709