Exhibit 99.01

                REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

To the Board of Directors and Stockholders
Maxis, Inc.

         We have audited the consolidated  balance sheet of Maxis, Inc. at March
31, 1997, and the related consolidated  statements of operations,  stockholders'
equity  (deficit),  and cash flows for each of the two years in the period ended
March 31, 1997 (not presented separately herein). These financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audits.

         We conducted our audits in accordance with generally  accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

         In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position of
Maxis,  Inc. at March 31, 1997, and the  consolidated  results of its operations
and its cash flows for each of the two years in the period ended March 31, 1997,
in conformity with generally accepted accounting principles.

                                                               ERNST & YOUNG LLP

Walnut Creek, California
May 5, 1997, except for Note 14 as to which 
the date is
June 4, 1997