EXHIBIT 10.22

[LOGO] HEWLETT
PACKARD PORTING AGREEMENT

This Porting Agreement ("Agreement") is made effective JANUARY 25, 1996 (the
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"Effective Date"), between CABLEDATA INC., ("Supplier"),
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a CALIFORNIA CORPORATION, and HEWLETT-PACKARD COMPANY ("HP"), a California
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Corporation.

1. PORT AND ENHANCEMENTS

1.1. Supplier has developed TELECOM APPLICATION software that facilitates
SUBSCRIBER MANAGEMENT FOR INTEGRATED CABLE AND TELEPHONY as more
particularly described in Exhibit A ("Programs').

1.2. HP and Supplier desire to have the Programs ported to run on the
HP 9000 computer systems in all their supported configurations and with
all associated peripherals ("HP Products").

1.3. Supplier shall port the Programs to the HP Products in accordance with
the deliverables, specifications, development schedule, and other
requirements contained in Exhibit A.

1.4. In order to assist Supplier in its porting obligations under this
Agreement, HP shall provide access to HP Products in accordance with
Exhibit B.

1.5. Any versions, releases, modifications. updates, upgrades, error
corrections, new features, or new functionalities developed by Supplier
for the Programs ("Enhancements") shall be made commercially available
by Supplier on the HP Products no later than the date by which each
such Enhancement is commercially available on Supplier's development
platform.

1.6. Except to the extent of any performance limiting features of an HP
Product, all ported Programs and Enhancements shall perform on the HP
Products with features, functionality, and speed no less than that of
the performance of the Programs and Enhancements on IBM & TANDEM
platforms.

1.7. Supplier shall adapt all Programs and Enhancements to operate on object
code compatible revisions, releases and successors to the HP Products.

1.8. Supplier shall conduct performance tests on each ported Program or
Enhancement consistent with the criteria and procedures specified in
Exhibit C. When a Program or Enhancement successfully passes those
tests, Supplier shall deliver to HP a copy of the Program or
Enhancement, together with the test results and all other deliverables
required under this Agreement.

1.9. A port shall be complete when the ported Program or Enhancement
operates on the HP Products in accordance with sections 1.3, 1.6, and
1.8 above.

1.10. Except as provided in section 1.4 above and in Exhibit B&E Supplier
shall bear all costs and expenses with respect to performing its
obligations under this Agreement.

2. MARKETING

2.1. Supplier shall be solely responsible for all marketing and
distribution of Programs and Enhancements. Supplier shall market and
distribute all Programs and Enhancements on the HP Products to the
same extent and for the same duration as on comparable non-HP
platforms.

2.2. Supplier shall promote all Programs and Enhancements on the HP Products
in a commercially reasonable fashion. Such promotion shall include a
statement in Supplier's literature of the availability of the Programs
and Enhancements on the HP Products.

2.3. Except as expressly provided in this Agreement, neither HP nor
Supplier has made any promise or other representation regarding any
Program or Enhancement, including with respect to the success of any
Program or Enhancement in the marketplace.

2.4. Upon completion of the port of the Programs initially ported pursuant
to sections 1.3, 1.8, and 1.9 above, HP may assist Supplier in
becoming a U.S. Value Added Business in accordance with HP's standard
programs and agreements.

2.5. Supplier shall provide HP with 0 (ZERO) free copies of each Program and
Enhancement. including all associated documentation. Such copies shall
be for demonstration, benchmarking, support, and training purposes.

2.6. In addition to the free copies specified above, Supplier shall grant
HP a N/A percent discount from its standard published price list for
all Programs and Enhancements purchased by HP.

3. SUPPORT

3.1. Supplier shall be solely responsible for all maintenance and support
of Programs and Enhancements on the HP Products, which maintenance and
support shall be at least equal to that which Supplier provides on IBM
& TANDEM platforrns. At a minimum, Supplier shall:

(a) Cure defects in the Programs. Enhancements, and associated
documentation pursuant to the requirements set forth in Exhibit C;

(b) Maintain a telephone number for HP and end-users to call during
Supplier's business hours to report defects and to otherwise
receive assistance; and

3.2. Supplier and HP have designated, in Exhibit D. Account Managers to
facilitate communication between Supplier and HP. The Account Managers
may be changed by either party upon notice to the other.

3.3. Supplier shall support each Program and Enhancement for five years
after the date that Supplier discontinues distributing the Program or
Enhancement on the HP Products.

4. WARRANTY AND INDEMNITY

4.1 Supplier warrants that:
(a) It has all rights necessary to perform this Agreement, without
restriction; and

(b) The Programs, Enhancements, and associated documentation and
intellectual property do not violate or infringe any third party's
intellectual property rights.

4.2. As used in this Agreement, the term "intellectual property" means all
patents, tradenames, trade secrets, trademarks, service marks,
copyrights, and other similar proprietary rights.

4.3. Supplier shall defend at its sole expense any claim, suit, or
proceeding brought against HP or end-users that any Program,
Enhancement, or associated documentation violates or infringes any
third party's intellectual property right (collectively "Infringement
Action"). HP shall give Supplier the authority, information, and
assistance (at Supplier's expense) to defend the Infringement Action.
Supplier shall pay all damages and costs awarded in any Infringement
Action against HP or end-users.

4.4. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, NEITHER PARTY SHALL BE
LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES
(INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS) ARISING OUT OF ANY
PERFORMANCE OF THIS AGREEMENT OR IN FURTHERANCE OF THE PROVISIONS AND
OBJECTIVES OF THIS AGREEMENT. THE FOREGOING EXCLUSION OF DAMAGES SHALL
APPLY REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON TORT, WARRANTY,
CONTRACT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES.

5. PROGRAMMING MATERIALS

5.1 Supplier hereby grants HP and its subsidiaries a present, worldwide,
non-exclusive, fully paid-up license to use the Programming Materials
to support and maintain the Programs on the HP Products. HP's
license shall be exercisable only in the event Supplier ceases to do
business in the normal course or enters into any proceeding in
bankruptcy, whether voluntary or involuntary.

5.2 The term "Programming Materials" includes the source code version of
each Program and Enhancement, in a format acceptable to HP, together
with all associated printouts, listings, programmers' notes, technical
documentation, custom compilers, utilities, libraries, test suites,
build scripts, and other materials necessary for HP to exercise its
license.

5.3. Supplier shall provide all Programming Materials to HP on request at
any time after exercise of the license by HP.

5.4. Except as provided in this article 5, this Agreement grants no license
in the Programs or Enhancements to HP.

6. MISCELLANEOUS

6.1. All notices under this Agreement shall be in writing and shall be
considered given as of twenty-four hours after sending by electronic
means (such as telecopy) or by air courier service, or as of forty-
eight hours after deposit in the U.S. Mail (certified, return receipt
requested). All notices shall be sent to the respective Account
Manager at the address listed on Exhibit D.

6.2. Neither party may, without the prior written consent of the other
party, publicize or otherwise disclose the terms or existence of this
Agreement to any third party.

6.3. Neither party shall assign or otherwise transfer any rights or
responsibilities set forth in this Agreement.

6.4. The following Exhibits are fully incorporated in this Agreement by
the first reference in this Agreement to each such Exhibit:

(a) Exhibit A, the Programs, Program Specifications, and Deliverables;

(b) Exhibit B, Access to HP Products;

(d) Ecxhibit D, Account Managers; and

(e) Exhibit E, PAYMENT MILESTONES

6.5. The remedies contained in this Agreement are in addition to any other
remedies available at law or in equity.

6.6. Neither party's failure to exercise any right under this Agreement
shall be deemed a waiver of such right.

6.7. This Agreement represents the entire understanding and agreement
between the parties as to the matters set forth. Any representation,
promise, or condition not explicitly set forth in this Agreement
shall not be binding on either party.

6.8. This Agreement may only modified by a writing signed by authorized
representatives of both Supplier and HP.

CableData, Inc. HEWLETT-PACKARD COMPANY
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By: /s/ Jerry Johnson By: /s/ Nancy Burgess
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Typed Name: Jerry Johnson Typed Name: Nancy Burgess
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Title: Chief Technology Officer Title: Industry Marketing Manager
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EXHIBIT A

1 Programs to be Ported:
All programs associated with the market release of Intelecable 2.61.
Release 2.61 will include all programs and system libraries currently in
the full version of the Intelecable product.

2. Program Specifications:
All features, functional and performance criteria that are associated
with Intelecable 2.61.

3. Deliverables:
Deliverables will include all Intelecable 2.61 executables and product
documentation. Intelecable executables will be provided on HP-UX
acceptable media and format. User and system documentation will be
provided to HP in hard copy form.

[*]

Any changes in the development schedule shall be mutually agreed upon in
writing by both parties.

Additionally, the next available release after Intelecable 2.61 supporting
the HP platform will be Intelecable 2.91, since the porting project
duration extends beyond the Intelecable 2.71 release date.

5. Supplier and HP will enter into an Independent Software Vendor (ISV)
agreement for computer products under HP's Channel Partner program. In
order to qualify for demo/development discounts, a demo/development
agreement or a PA-RISC Developer agreement will also be required.

6. Supplier agrees to provide HP with an annual business plan and quarterly
sales forecasts on an ongoing basis.

*PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT
REQUEST.

EXHIBIT B

ACCESS TO HP PRODUCTS
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1. To assist Supplier in its porting obligations under the Agreement, HP will
load Supplier the following HP Products- HP 9000 SERIES 800 MODEL K400 AND
MODEL E55 (CONFIGURATIONS ATTACHED) TO BE USED AT SUPPLIER SOFTWARE
DEVELOPMENT CENTER (the "Loaner Products"). The description of the Loaner
Products is subject to any changes evidenced in miscellaneous shippers
issued from time to time by HP. HP retains title and ownership to the
Loaner Products, although Supplier shall be responsible for all risk of
loss or damage to the Loaner Products until returned to HP.

2. The Loaner Products will be loaned to Supplier UNTIL 24 MONTHS FOLLOWING
RECEIPT OF EQUIPMENT (the "Loan Period"). If Supplier does not purchase
the Loaner Products from HP pursuant to section 7 below, the Loaner
Products shall be returned to HP immediately upon the expiration of the
Loan Period, at Supplier expense.

3. Subject to availability, HP shall ship the Loaner Products to Supplier as
soon as practical after all necessary documents to evidence and perfect
HP's security interests in the Loaner Products, as required by applicable
law and as elected by HP, are recorded or filed. Supplier hereby
irrevocable appoints HP as its attorney-in-fact to execute any document
necessary for HP to protect its right, title, and interest in the Loaner
Products.

4. During the Loan Period, HP will provide, at no charge to Supplier, remedial
hardware maintenance on the Loaner Products on an as-needed basis to cover
equipment failures. Support for HP software on the Loaner Products
throughout the Loan Period shall be handled as follows: CABLEDATA WILL
PURCHASE SOFTWARE SUPPORT FOR THEIR ENVIRONMENT FOR A PERIOD COVERING THE
LOAN.

5. Supplier's right to user the Loaner Products is non-transferable, and
Supplier shall not encumber the Loaner Products in any manner. Supplier
shall use the Loaner Products only at Supplier's principal office and
primarily for porting and testing purposed incident to this Agreement.

6. All software in the Loaner Products shall be licensed from HP under HP's
standard software license terms.

7. Upon completion of the Loan Period, Supplier may purchase the Loaner
Products for $ FAIR MARKET VALUE AS DETERMINED BY HP.

[*]

*PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT
REQUEST.

EXHIBIT B

K-Series Loaner Configuration for CableData, Inc.

QTY PRODUCT/OPTION DESCRIPTION
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1 A3181A Model K400, one 100MHz PA7200 CPU, 128MB
1 A2993A Additional 100 MHz PA7200 CPU
4 A3027A OD1 128MB High Density ECC Memory Module
1 A2992A OD1 Memory Carrier (Increase capacity to 32 SIMM Slots)
2 A3145A ODZ 2GB disk Drive,Fast/Wide SCSI-2,Half-Height
1 A3184A ODS CD-ROM Drive, 650MB,SCSI-2(Complementary)
1 A3183A ODZ 4-8GB DDS DAT Drive SCSI-2
1 C1064GX ABA 700/96 System Console, Green Screen
1 28696A ODZ 20MB/Sec Fast/Wide SCSI-2 Interface Card
1 J2092AZ ABA 16-Port RS-232 Direct Connect Mux (RJ45)
1 A2440A APS,ABA,OD1 HP-UX10.0,2-user license,Instant Ignition
1 B3897A AJG+AGM HP-UX 10.0, CD-ROM Media
1 B3921AA OBC HP C/ANSI C Developer's Bundle License
1 B3901AA APS,ODI,AAU HP C/ANSI C Media & Doc on CD-ROM
1 B3651DA X Terminal Software & Documentation
1 Glance Plus (up to 1-year time bomb)
1 C5264RZ lx4GB F/W Disc
1 002 800 Series Option
2 C5266U 4GB upgrade/add on
2 002 800 Series Option
2 OS4 Factory Install
1 A1897A 1.6 Meter Cabinet
1 ABA US Power

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Note:
Base system includes 802.3 LAN (Ethernet) with auto-sensing twisted pair
and AUI connect

EXHIBIT B

E-Class Loaner Configuration for CableData

QTY PRODUCT/OPTION DESCRIPTION
--- -------------- -----------

1 A2959AW HP9000 E Class Server Package
1 A3194AW Model E55 Processor
4 A3131A ODZ 128MB Memory Module
1 A2442A ODU MUX Personality Card For Base System I/O
2 A3304A OD1 2GB SE SCSI-2 Disk Drive
1 A3184A ODZ 650MB CD-ROM Drive
1 A3183A ODZ 4GB DDS DATA Drive with Data Compression
1 C1064WX ABA System Console, White Screen, US Version
1 28696A ODZ BP-PB FWD SCSI-2 Host Adapter
1 A2943A ODZ Upgrade from 2 to 4 HP-PB slots in E-class server
1 A2962AZ Rackmount kit for E-class server
1 A2440A APS,ABA,0D1 HP-UX 2 User license & manuals
1 B3897A AJG HP9000 Server HP-UX licenses and Media for all levels
1 A1897A 021 1.6 Meter Standard 19" EIA rack
1 A2997A ODZ,017 1.8 kVA Rackmounted BP PowerThrust UPS
1 A3196A 5 Meter Power Cord
1 C526ORZ Factory racked 5x2 FWD SCSI-2 Disk Storage System
1 C5258R 002 2 GB FWD SCSI-2 Disk in rack enclosure
1 B3921AA OBE,OBC HP-UX 10.0 Server Documentation

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Note:
Base system includes EtherTwist LAN and AU1 connector

EXHIBIT C

1. Performance Criteria:
The same procedures and criteria will be used for the ported deliverables
as for other Intelecable supported platforms. CableData uses performance
benchmarks as capacity and reliability guidelines for system performance.
Capacity involves transaction rates, and reliability relates to the
availability of the Intelecable software without interruption. The
guidelines are used as a guide for determining whether or not analysis and
corrective action are indicated.

2. Test Procedures:
CableData's automated performance test lab will be used for all feature and
performance regression testing.

3. Error Definitions:

Problem Solution Objectives
- ---------------------------------------------------------------------------------------------
CABLEDATA DEFECT ISOLATION,
SEVERITY LEVEL DESCRIPTION CONFIRMATION AND FIX

1. System Down System Down, Immediate
Cannot Do Business

2. High Impact, No Business Functions Cannot ASAP - Between
Workaround Be Performed Maintenance Releases

3. High Impact, Workaround Heavily Impacted, Can Do Next Maintenance Release
Daily Business

4. Low Impact, Workaround Slightly Impacted, Can Do Deferred; Future
Daily Business Maintenance Release

5. No Impact No Impact On Daily Business Possible, Future Maintenance
Release
- ----------------------------------------------------------------------------------------------

4. CableData procedures for remedying errors in the Intelecable product will
be followed.

EXHIBIT D

ACCOUNT MANAGERS
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Supplier Hewlett-Packard

Name Mark R. Breunig Name Patricia C. Wilcox
Title Product Manager Title Manager, Business Support Systems
Address 11020 Sun Center Drive Address 19091 Pruneridge Ave.
Rancho Cordova, CA 95670 Cupertino, CA 95014

Telephone Number 916-636-4709 Telephone Number 408-447-1319
Fax Number 916-636-5808 Fax Number 408-447-6452

EXHIBIT E

PAYMENT MILESTONES
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1. In consideration for Supplier's performance of the Agreement, HP shall pay
Supplier the amounts specified below:

[*]

2. Supplier shall repay to HP the sum of [*] in accordance with the following
formula:

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Such payments shall be due within N/A after the end of each calendar quarter,
and shall be sent to
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3. In the event Supplier fails to perform its obligations under Exhibit A of
this Agreement by [*] AFTER THE HP HARDWARE/SOFTWARE IS DELIVERED AND
OPERATIONAL, Supplier shall immediately refund to HP all sums paid by HP
pursuant to this Agreement.

*PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT
REQUEST.

AMENDMENT TO
PORTING AGREEMENT

WHEREAS, CABLEDATA, INC., a California corporation (hereinafter "Supplier"), and
HEWLETT-PACKARD COMPANY (hereinafter "HP") have entered into that Porting
Agreement (hereinafter called the "Agreement") dated of an even date herewith;
and

WHEREAS, Supplier and HP desire to modify the Agreement such that wherever
language contained in this Amendment conflicts with the terms of the Agreement,
the language contained in this Amendment shall control;

NOW, THEREFORE, the parties agree as follows:

1. Paragraph 1.5 of the Agreement is deleted in its entirety, and the
following is substituted therefor:

1.5 Any versions, releases, modifications, updates, upgrades, error
corrections, new features, or new functionalities developed by
Supplier for the Programs ("Enhancements") shall be made
commercially available by Supplier on the HP Products no later
than [*] from the date by which each such Enhancement is
commerically available on Supplier's development platform.

2. Paragraph 1.7 of the Agreement is amended by adding the following language
at the end thereof:

", provided these are made available to Supplier."

3. The second sentence of Paragraph 2.1 of the Agreement is deleted in its
entirety, and the following is substituted therefor:

[*]

4. Paragraph 2.5 of the Agreement is deleted in its entirety, and the
following is substituted therefor:

2.5 Supplier shall provide HP with one (1) free copy of each Program and
Enhancement, including all associated documentation. Such copies
shall be for demonstration, benchmarking, support and training
purposes. HP's use of such Program and Enhancement shall be subject
to Supplier's standard license terms.

5. Paragraph 3.3 of the Agreement is deleted in its entirety, and the
following is substituted therefor:

3.3 Supplier shall support each Program and Enhancement for the remaining
support life of the Program or Enhancement following the date that
Supplier discontinues distributing the Program or Enhancement on
the HP Products.

6. New Paragraphs 6.9 and 6.10 are added to the Agreement as follows:

6.9 This Agreement shall be governed by the laws of the State of
California.

6.10 The term of Supplier's obligations under Section 2 of this
Agreement shall be for

*PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT
REQUEST.

All other terms and conditions of the Agreement shall remain in full force and
effect unchanged.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the
31st day of January, 1996

HEWLETT-PACKARD COMPANY CABLEDATA, INC.

By: /s/ Nancy Burgess By: /s/ Jerry Johnson
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Nancy Burgess Jerry Johnson
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(Print Name) (Print Name)

Industry Marketing Manager Vice President
----------------------------------- ---------------------------------
(Title) (Title)

January 31, 1996 January 30, 1996
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(Date) (Date)