SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
AMENDMENT NO. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 27, 1998
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CAYENNE SOFTWARE, INC.
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(Exact name of registrant as specified in its charter)
Massachusetts 0-19682 04-2784044
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
14 Crosby Drive, Bedford, MA 01730
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (781) 280-0505
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1
Cayenne Software, Inc. ("Cayenne") hereby amends its Current Report on Form
8-K dated August 27, 1998 to add Item 7 thereto. Exhibits 2.3, 10.29, 10.31 and
10.32 listed below were previously filed with Cayenne's Current Report dated
August 27, 1998 and are not being changed by this amendment. Exhibit 10.30
listed below supersedes in its entirety Exhibit 10.30 as filed with Cayenne's
Current Report dated August 27, 1998.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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(c) Exhibits.
Exhibit
Number Exhibit
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2.3 Agreement and Plan of Merger by and among Cayenne, Sterling
Software and Sterling Software (Southern), Inc. dated as of
August 27, 1998 (previously filed as an exhibit to Cayenne's
Current Report on Form 8-K dated August 27, 1998 and
incorporated herein by reference). The disclosure schedule and
annexes relating to the Agreement and Plan of Merger have been
omitted. Cayenne will furnish supplementally to the Securities
and Exchange Commission such schedule or annexes upon request.
10.29 Stock Option Agreement between Cayenne and Sterling Software
dated as of August 27, 1998 (previously filed as an exhibit to
Cayenne's Current Report on Form 8-K dated August 27, 1998 and
incorporated herein by reference)
10.30 Stockholder Agreement among the holders of Class D Convertible
Preferred Stock and Sterling Software dated as of August 27,
1998 (filed herewith)
10.31 Forbearance Agreement by and among Cayenne, Silicon Valley
Bank and certain wholly owned subsidiaries of Cayenne dated as
of August 27, 1998 (previously filed as an exhibit to
Cayenne's Current Report on Form 8-K dated August 27, 1998 and
incorporated herein by reference)
10.32 Form of Promissory Note of Cayenne payable to the order of
Silicon Valley Bank (previously filed as an exhibit to
Cayenne's Current Report on Form 8-K dated August 27, 1998 and
incorporated herein by reference)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Cayenne Software, Inc.
Dated: September 4, 1998 By: /s/ Frederick H. Phillips
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Frederick H. Phillips
Vice President, Finance and Administration,
Treasurer and Chief Financial Officer
(Principal Financial and Accounting Officer)
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________
EXHIBITS
TO
AMENDMENT NO. 1 TO
CURRENT REPORT ON FORM 8-K/A
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CAYENNE SOFTWARE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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EXHIBIT INDEX
EXHIBIT
NO.
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2.3 Agreement and Plan of Merger by and among Cayenne, Sterling Software
and Sterling Software (Southern), Inc. dated as of August 27, 1998
(previously filed as an exhibit to Cayenne's Current Report on Form
8-K dated August 27, 1998 and incorporated herein by reference). The
disclosure schedule and annexes relating to the Agreement and Plan
of Merger have been omitted. Cayenne will furnish supplementally to
the Securities and Exchange Commission such schedule or annexes upon
request.
10.29 Stock Option Agreement between Cayenne and Sterling Software dated
as of August 27, 1998 (previously filed as an exhibit to Cayenne's
Current Report on Form 8-K dated August 27, 1998 and incorporated
herein by reference)
10.30 Stockholder Agreement among the holders of Class D Convertible
Preferred Stock and Sterling Software dated as of August 27, 1998
(filed herewith)
10.31 Forbearance Agreement by and among Cayenne, Silicon Valley Bank, and
certain wholly owned subsidiaries of Cayenne dated as of August 27,
1998 (previously filed as an exhibit to Cayenne's Current Report on
Form 8-K dated August 27, 1998 and incorporated herein by reference)
10.32 Form of Promissory Note of Cayenne payable to the order of Silicon
Valley Bank (previously filed as an exhibit to Cayenne's Current
Report on Form 8-K dated August 27, 1998 and incorporated herein by
reference)
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