1
EXHIBIT 23.1
Report on Schedule and Consent of Independent Auditors
The Board of Directors and Stockholders
Caere Corporation:
The audits referred to in our report dated January 27, 1995, included the
related financial statement schedule as of December 31, 1994, and for each of
the years in the three-year period ended December 31, 1994, included in the
1994 annual report on Form 10-K. This financial statement schedule is the
responsibility of the Company's management. Our responsibility is to express
an opinion on this financial statement schedule based on our audits. In our
opinion, based on our audits and the report of the other auditors, such
financial statement schedule, when considered in relation to the basic
consolidated financial statements taken as a whole, presents fairly, in all
material respects the information set forth therein.
We consent to incorporation by reference in the registration statements (Nos.
33-35033, 33-49114, 33-32992, 33-66430, 33-81708, and 33-87824) on Form S-8 of
Caere Corporation of our reports dated January 27, 1995, relating to the
consolidated balance sheets of Caere Corporation and subsidiary as of December
31, 1994 and 1993, and the related consolidated statements of earnings,
stockholders' equity, and cash flows for each of the years in the three-year
period ended December 31, 1994, and the related schedule, which reports are
included or incorporated by reference herein. As indicated in our reports, we
did not audit the financial statements of Calera Recognition Systems, Inc.
(Calera), a company acquired by the Company in a business combination accounted
for as a pooling of interests. Those statements were audited by other auditors
whose report has been furnished to us, and our opinion, insofar as it relates
to the amounts included for Calera, is based solely upon the report of the
other auditors.
/s/ KPMG Peat Marwick LLP
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KPMG PEAT MARWICK LLP
Palo Alto, California
December 15, 1995