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Vantive Corp – ‘10-Q’ for 6/30/96

As of: Wednesday, 8/14/96 · For: 6/30/96 · Accession #: 912057-96-17615 · File #: 0-26592

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/14/96  Vantive Corp                      10-Q        6/30/96    2:49K                                    Merrill Corp/FA

Quarterly Report — Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                      17     96K 
 2: EX-27       Financial Data Schedule (Pre-XBRL)                     2      5K

10-Q — Quarterly Report
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Business Risks Changes in Securities Defaults upon Senior Securities Exhibits and Reports on Form 8-K Financial Statements (Unaudited) Legal Proceedings Management's Discussion and Analysis of Financial Condition and Results of Operations Other Information
1	1st Page - Filing Submission
2	Item 1:. Financial Statements (Unaudited)
8	Item 2:. Management's Discussion and Analysis of Financial Condition and Results of Operations
11	Business Risks
15	Item 1: Legal Proceedings
"	Item 2: Changes in Securities
"	Item 3: Defaults upon Senior Securities
"	Item 5: Other Information
16	Item 6:. Exhibits and Reports on Form 8-K

10-Q 1st Page of 17 TOC ↑Top Previous Next ↓Bottom Just 1st
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION                

Washington DC  20549                

FORM 10-Q                 

(Mark One)                                                                      

(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE                
SECURITIES EXCHANGE ACT OF 1934                 

For the quarterly period ended June 30, 1996                

OR                

(  )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE                
SECURITIES EXCHANGE ACT OF 1934                 

For the Transition Period from              to                    
                        ------------    ------------

Commission File Number: 0-26592                 

THE VANTIVE CORPORATION                 
(Exact name of registrant as specified in its charter)                

Delaware                            77-0266662                  

(State or other                      (I.R.S. Employer                   
jurisdiction of                    Identification No.)                  
incorporation or                                                        
organization)                                                         

2455 Augustine Drive                
Santa Clara, California 95054                 
(408) 982-5700                

(Address and telephone number of principal executive offices)                 

Indicate  by  check  mark whether registrant (1)  has  filed  all               
reports  required  to be filed by Section  13  or  15(d)  of  the               
Securities  Exchange Act of 1934 during the preceding  12  months               
(or  for such shorter period that the registrant was required  to               
file  such  reports),  and (2) has been subject  to  such  filing               
requirements for the past 90 days.                                              

YES    X        NO                          
------          ------              

The  number of shares of the Registrant's $0.001 par value Common               
Stock outstanding on August 6, 1996, was 12,027,815.                            

This report consists of 17 pages.                 

10-Q 2nd Page of 17 TOC 1st Previous Next ↓Bottom Just 2nd
THE VANTIVE CORPORATION                 

FORM 10-Q                 

TABLE OF CONTENTS                 

                                                                    PAGE NO.
                                                                    --------
PART I:    FINANCIAL INFORMATION                                                

Item 1:  Financial Statements (Unaudited)                                   

      Condensed Consolidated Balance Sheets as of                    3
June 30, 1996 and December 31, 1995                       

      Condensed Consolidated Statements of Operations                4
for the Quarters Ended June 30, 1996 and 1995 and the Six 
Months ended June 30, 1996 and 1995                       

      Condensed Consolidated Statements of Cash Flows                5
for the Six Months ended June 30, 1996 and 1995           

      Notes to Condensed Consolidated Financial Statements           6

Item 2:  Management's Discussion and Analysis of Financial              8   
Condition and Results of Operations                       

PART II:   OTHER INFORMATION                                                    

Item 1:  Legal Proceedings                                             15   

Item 2:  Changes in Securities                                         15   

Item 3:  Defaults upon Senior Securities                               15   

Item 4:  Submissions of Matters to a Vote of Security Holders          15   

Item 5:  Other Information                                             15   

Item 6:  Exhibits and Reports on Form 8-K                              16   

Signatures                                                             17   

2 

10-Q 3rd Page of 17 TOC 1st Previous Next ↓Bottom Just 3rd
Part I:  Financial Information                                                  
Item I:  Financial Statements                                                   

THE VANTIVE CORPORATION 
CONDENSED CONSOLIDATED BALANCE SHEETS   
(In Thousands, Except Share and Per Share Amounts)

                                                                [Download Table]

                                                   June 30,        December 31,
                                                     1996               1995   
                                                  ---------        ------------
                                                 (unaudited)                   
                                                                               

                                  ASSETS                                       
CURRENT ASSETS:                                                                
 Cash and cash equivalents .....................   $ 20,345          $ 17,614  
 Short-term investments ........................     10,725             8,815  
 Accounts receivable, net  .....................      7,270             4,049  
 Prepaid expenses and other current assets .....      1,559             1,265  
                                                  ---------        ------------
  Total current assets  ........................     39,899            31,743  

 Property and equipment, net ...................      4,065             2,628  
 Other assets  .................................        246               216  
                                                  ---------        ------------
TOTAL ASSETS  ..................................   $ 44,210          $ 34,587  
                                                  ---------        ------------
                                                  ---------        ------------

                   LIABILITIES AND STOCKHOLDERS' EQUITY                        
CURRENT LIABILITIES:                                                           
 Accounts payable and accrued liabilities ......   $  6,636          $  4,328  
 Deferred revenues .............................      5,303             2,952  
                                                  ---------        ------------
  Total current liabilities  ...................     11,939             7,280  

 Long-term liabilities  ........................        621               650  

STOCKHOLDERS' EQUITY                                                           
 Preferred Stock:  $.001 par value, 2,000,000                                  
  shares authorized; no shares issued and                                      
  outstanding at June 30, 1996 .................         --                --  
 Common Stock:  $.001 par value, 50,000,000                                    
  shares authorized; 11,947,619 shares at                                      
  December 31, 1995 and 12,004,335 shares at                                   
  June 30, 1996 issued and outstanding .........         12                12  
 Additional paid-in-capital  ...................     31,850            31,538  
 Accumulated deficit ...........................       (212)           (4,893) 
                                                  ---------        ------------
  Total stockholders' equity ...................     31,650            26,657  
                                                  ---------        ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .....   $ 44,210          $ 34,587  
                                                  ---------        ------------
                                                  ---------        ------------

3 

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 THE VANTIVE CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS  
(In Thousands, Except Per Share Amounts)

                                                                [Download Table]


                                  Three Months Ended         Six Months Ended    
                                       June 30,                  June 30,        
                               ------------------------  ------------------------
                                   1996         1995         1996         1995   
                               -----------  -----------  -----------  -----------
                               (unaudited)  (unaudited)  (unaudited)  (unaudited)
                                                                                 

REVENUES:                                                                        
 License fees ................  $  9,914     $  3,634     $  17,002    $  6,687  
 Services ....................     5,287        1,883         9,012       3,017  
                               -----------  -----------  -----------  -----------
  Total revenues .............    15,201        5,517        26,014       9,704  

COST OF REVENUES:                                                                
 Licenses ....................        97           47           153          82  
 Services.....................     2,769        1,477         5,091       2,530  
                               -----------  -----------  -----------  -----------
  Total cost of revenues .....     2,866        1,524         5,244       2,612  
                               -----------  -----------  -----------  -----------
GROSS MARGIN .................    12,335        3,993        20,770       7,092  
OPERATING EXPENSES:                                                              
 Sales and marketing .........     5,100        2,390         9,926       4,266  
 Research and development ....     1,403          761         2,505       1,468  
 General and administrative ..     1,136          459         2,215         873  
                               -----------  -----------  -----------  -----------
  Total operating expenses ...     7,639        3,610        14,646       6,607  
                               -----------  -----------  -----------  -----------
OPERATING INCOME .............     4,696          383         6,124         485  
                               -----------  -----------  -----------  -----------
OTHER INCOME/(EXPENSE) .......       287           (4)          559           5  
                               -----------  -----------  -----------  -----------
INCOME BEFORE PROVISION                                                          
FOR INCOME TAXES .............     4,983          379         6,683         490  
PROVISION FOR INCOME TAXES ...     1,665           38         2,005          49  
                               -----------  -----------  -----------  -----------

NET INCOME ...................  $  3,318     $    341     $   4,678    $    441  
                               -----------  -----------  -----------  -----------
                               -----------  -----------  -----------  -----------

NET INCOME PER SHARE .........  $   0.26     $   0.03     $    0.37    $   0.04  
                               -----------  -----------  -----------  -----------
                               -----------  -----------  -----------  -----------
SHARES USED IN PER SHARE                                                         
COMPUTATION ..................    12,813       11,064        12,773      10,959  
                               -----------  -----------  -----------  -----------
                               -----------  -----------  -----------  -----------


4 

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THE VANTIVE CORPORATION   
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS   
(In Thousands)    

                                                                [Download Table]


                                                            Six Months Ended    
                                                                June 30,        
                                                       -------------------------
                                                           1996          1995   
                                                       -----------   -----------
                                                       (unaudited)   (unaudited)
                                                                                
CASH FLOWS FROM OPERATING ACTIVITIES:                                           
 Net income ......................................      $   4,678      $    441 
 Adjustments to reconcile net income to net cash                                
  provided by operating activities:                                             
  Depreciation and amortization ..................            548           253 
  Provision for sales allowances .................            285           150 
  Changes in net assets and liabilities -                                       
  Increase in accounts receivable ................         (3,506)       (2,001)
  Increase in prepaid expenses and other current                                
   assets.........................................           (297)         (106)
  Increase in other assets .......................            (20)          (75)
  Increase in accounts payable and accrued                                      
   liabilities....................................          2,320           589 
  Increase in deferred revenues ..................          2,351           692 
  Increase in deferred rent ......................             57            11 
                                                       -----------   -----------
  Net cash provided by (used in) operating                                      
   activities.....................................          6,416           (46)
                                                       -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES:                                           
 Purchase of short-term investments ..............         (1,916)           -- 
 Purchase of property and equipment ..............         (1,985)         (641)
                                                       -----------   -----------
  Net cash used in investing activities ..........         (3,901)         (641)
                                                       -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES:                                           
 Proceeds from sale of mandatorily redeemable                                   
  convertible preferred stock ....................             --            50 
 Proceeds from issuance of common stock ..........            325           183 
 Repurchase of common stock ......................            (15)           -- 
 Payments on capital lease obligations ...........            (98)         (158)
                                                       -----------   -----------
  Net cash provided by financing activities ......            212            75 
                                                       -----------   -----------
NET INCREASE (DECREASE) IN CASH AND CASH                                        
 EQUIVALENTS .....................................          2,727          (612)
EFFECT OF EXCHANGE RATE CHANGES ON CASH ..........              4             9 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD ...         17,614         3,154 
                                                       -----------   -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD .........      $  20,345         2,551 
                                                       -----------   -----------
                                                       -----------   -----------

SUPPLEMENTAL DISCLOSURE OF CASH FLOW ACTIVITY                                   
 Cash paid for interest ..........................      $      95      $     52 
                                                       -----------   -----------
                                                       -----------   -----------
 Cash paid for income taxes ......................      $   1,268      $      - 
                                                       -----------   -----------
                                                       -----------   -----------


5 

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   THE VANTIVE CORPORATION
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED 

1.   BASIS OF PRESENTATION                                                      

The  condensed  consolidated financial statements  included         
herein have been prepared by the Company, without audit, pursuant               
to  the  rules  and  regulations of the Securities  and  Exchange               
Commission.    Certain   information  and  footnote   disclosures               
normally  included in financial statements prepared in accordance               
with generally accepted accounting principles have been condensed               
or  omitted pursuant to such rules and regulations.  However, the               
Company  believes that the disclosures are adequate to  make  the               
information   presented   not   misleading.    These    condensed               
consolidated  financial statements should be read in  conjunction               
with  the financial statements and the notes thereto included  in               
the  Company's  Annual Report on Form 10-K  for  the  year  ended               
December 31, 1995.                                                              

The  unaudited information has been prepared  on  the  same         
basis  as the annual financial statements, and in the opinion  of               
the   Company's   management,  reflects  all   normal   recurring               
adjustments  necessary for a fair presentation of the information               
for the periods presented.  Operating results for any quarter are               
not necessarily indicative of the results for any future periods.               

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES                                 

PRINCIPLES OF CONSOLIDATION                                           

The condensed consolidated financial statements include the         
accounts  of  the  Company  and  its  wholly-owned  subsidiaries.               
Intercompany accounts and transactions have been eliminated.                    

REVENUES                                                              

The Company generates revenues from licensing the rights to         
use  its  software products directly to end-users and  indirectly               
through  sublicense  fees  from  resellers.   The  Company   also               
generates   revenues   from  sales  of   post-contract   support,               
consulting  and  training services performed  for  customers  who               
license its products.                                                           

Revenues  from  perpetual software license  agreements  are         
recognized  upon  shipment  of  the  software  if  there  are  no               
significant post-delivery obligations, if collection is  probable               
and  if  payment is due within one year.  If an acceptance period               
is required, revenues are recognized upon the earlier of customer               
acceptance  or  the  expiration of the  acceptance  period.   The               
Company  enters into reseller arrangements that typically provide               
for sublicense fees payable to the Company based on a percent  of               
the  Company's  list price.  Sublicense fees  are  recognized  as               
reported by the reseller in relicensing the Company's products to               
end-users.                                                                      

Revenues from post-contract support services are recognized         
ratably  over  the term of the support period.  If  post-contract               
support  services are included free or at a discount in a license               
agreement, such amounts are allocated out of the license  fee  at               
their  fair  market  value  based on  the  value  established  by               
independent  sale  of  such  post-contract  support  services  to               
customers.    Consulting  revenues  are  primarily   related   to               
implementation  services performed on a time and materials  basis               
under  separate service arrangements related to the  installation               
of  the Company's software products. Revenues from consulting and               
training services are recognized as services are performed.  If a               
transaction  includes both license and service elements,  license               
fee revenue is recognized upon shipment of the software, provided               
services do not include significant customization or modification               
of  the  base product and the payment term for licenses  are  not               
subject  to  acceptance  criteria.  In cases  where  license  fee               
payments are contingent upon the acceptance of services, revenues               
from both the license and the service elements are deferred until               
the acceptance criteria are met.                                                

6 

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NET INCOME PER SHARE                                                  

Except  as  noted below, net income per share  is  computed         
using the weighted average number of outstanding shares of common               
and  common  equivalents  from outstanding  stock  options  (when               
dilutive  using  the treasury stock method).   Common  equivalent               
shares  were  excluded from the computation if their  effect  was               
antidilutive except that, pursuant to the Securities and Exchange               
Commission  Staff  Accounting Bulletins  and  staff  policy,  the               
computations for net income per share in 1995 include all  common               
and  common  stock  equivalent shares  issued  within  12  months               
preceding  the  filing  date  of  the  Company's  initial  public               
offering  as  if they were outstanding for all periods  presented               
(using  the  treasury stock method assuming the  public  offering               
price).   Mandatorily redeemable convertible preferred stock  and               
warrants outstanding during that period were included (using  the               
if   converted  method)  in  the  1995  computations  as   common               
equivalent  shares  even  though  the  effect  was  antidilutive.               
Primary  and  fully  diluted  earnings  per  common  share   were               
substantially the same in all periods presented.                                

SOFTWARE DEVELOPMENT COSTS                                            

The   Company   capitalizes  eligible  computer   software        
development   costs  upon  the  establishment  of   technological               
feasibility,  which the Company has defined as  completion  of  a               
working  model.   For the periods presented, costs  eligible  for               
capitalization were insignificant and, thus, the Company  charged               
all  software  development  costs  to  research  and  development               
expense.                                                                        

INVESTMENTS                                                           

Investments  have  been accounted for  in  accordance  with         
Statement of Financial Accounting Standards (SFAS) No. 115.   The               
Company   classifies  its  investments  as   held   to   maturity               
investments  as  defined under the provisions of   SFAS  115  and               
carries such investments at amortized cost in its balance sheet.                

7 

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ITEM 2:   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND       
RESULTS OF OPERATIONS                                       

THE VANTIVE CORPORATION                 

The Company was founded in October 1990 to develop software         
to  enable  businesses  to improve their customer  service.   The               
Company was engaged principally in research and development  from               
inception through December 31, 1992.  The Company introduced  its               
first  product,  VANTIVE SUPPORT, in July  1992,  and  introduced               
VANTIVE QUALITY and the Oracle version of VANTIVE SUPPORT in  the               
fall  of 1993.  The Company introduced VANTIVE HELPDESK in August               
1994,  VANTIVE  SALES in early 1995, and VANTIVE FIELDSERVICE  in               
early  1996.   License fees for the Company's  software  products               
consist  of  (i)  a per server fee based on the specific  VANTIVE               
ENTERPRISE  application(s) licensed and (ii) a fee based  on  the               
maximum  number  of concurrent or named users allowed  to  access               
those applications.  Most of the Company's revenues to date  have               
resulted  from  non-recurring license  fees  based  on  sales  of               
concurrent  user licenses.  The remaining revenues are  primarily               
attributable  to  service revenues, which  include  post-contract               
support,  consulting  and  training revenue.   Of  these  service               
revenues, only post-contract support revenues are expected to  be               
recurring.    Post-contract  support   revenues   accounted   for               
approximately 12% of total revenues, in the six months ended June               
30,  1996.   Because  concurrent user fees  are  not  application               
specific,  the  breakdown  of revenues attributable  to  specific               
applications  for  customers that have purchased  more  than  one               
application  cannot  be  precisely  determined  by  the  Company.               
However, the Company believes that most of its revenues have been               
derived  from  fees  associated with VANTIVE SUPPORT  and,  to  a               
lesser  degree, VANTIVE HELPDESK.  In any period,  a  significant               
portion of the Company's revenues may be derived from significant               
sales  to a limited number of customers.  During the three months               
ended  June  30, 1996, two customers accounted for  approximately               
16%  and  11%  of total revenues.  During the three months  ended               
June  30,  1995, the first six months of 1995 and the  first  six               
months  of  1996, no customers accounted for over  10%  of  total               
revenues.   As  significant sales to a  particular  customer  are               
typically non-recurring, the Company does not believe its  future               
results  are dependent on recurring revenues from any  particular               
customer.                                                                       

The  Company's  revenues are derived from software  license         
fees  and  fees  for its services.  License revenues  consist  of               
license  fees  for the Company's products as well  as  fees  from               
sublicensing   third  party  software  products.    The   Company               
generally  recognizes  license fees  upon  shipment  of  software               
products  if  there are no significant post-delivery obligations,               
if  collection is probable and if the license agreement  requires               
payment   within   one   year.    If  significant   post-delivery               
obligations  exist  or  if  a  product  is  subject  to  customer               
acceptance,   revenues   are  deferred   until   no   significant               
obligations  remain  or acceptance has occurred.   Revenues  from               
services have to date consisted primarily of consulting revenues,               
post-contract support revenues and, to a lesser extent,  training               
revenues.    Consulting  and  training  revenues  generally   are               
recognized  as  services  are performed.   Post-contract  support               
revenues  are  recognized ratably over the term  of  the  support               
period,  which  is typically one year.  See Note 2  of  Notes  to               
Condensed Consolidated Financial Statements.                                    

THIS MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL    
CONDITION AND RESULTS OF OPERATIONS INCLUDES A NUMBER OF FORWARD-               
LOOKING STATEMENTS WHICH REFLECT THE COMPANY'S CURRENT VIEWS WITH               
RESPECT  TO  FUTURE  EVENTS  AND  FINANCIAL  PERFORMANCE.   THESE               
FORWARD-LOOKING  STATEMENTS  ARE SUBJECT  TO  CERTAIN  RISKS  AND               
UNCERTAINTIES, INCLUDING THOSE DISCUSSED BELOW THAT  COULD  CAUSE               
ACTUAL  RESULTS TO DIFFER MATERIALLY FROM HISTORICAL  RESULTS  OR               
THOSE  ANTICIPATED.   IN  THIS REPORT, THE  WORDS  "ANTICIPATES,"               
"BELIEVES,"   "EXPECTS,"   "FUTURE,"  "INTENDS,"    AND   SIMILAR               
EXPRESSIONS  IDENTIFY  FORWARD-LOOKING STATEMENTS.   READERS  ARE               
CAUTIONED  NOT  TO PLACE UNDUE RELIANCE ON THESE  FORWARD-LOOKING               
STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE HEREOF.                             

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RESULTS OF OPERATIONS                                                           

The following table sets forth the percentages that income            
statement items are to total revenues for the second quarter and                
six months ended June 30, 1995 and 1996.                                        

THE VANTIVE CORPORATION 
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS      

                                                                [Download Table]


                                  Three Months Ended           Six Months Ended    
                                       June 30,                    June 30,        
                               -------------------------  -------------------------
                                   1996          1995         1996          1995   
                               -----------   -----------  -----------   -----------
                               (unaudited)   (unaudited)  (unaudited)   (unaudited)
                                                                                   
REVENUES:                                                                          
 License fees ................     65.2%         65.9%        65.4%         68.9%  
 Services ....................     34.8          34.1         34.6          31.1   
                               -----------   -----------  -----------   -----------
  Total revenues .............    100.0         100.0        100.0         100.0   

COST OF REVENUES:                                                                  
 Licenses ....................      0.7           0.9          0.6           0.8   
 Services ....................     18.2          26.7         19.6          26.1   
                               -----------   -----------  -----------   -----------
  Total cost of revenues .....     18.9          27.6         20.2          26.9   
                               -----------   -----------  -----------   -----------
GROSS MARGIN .................     81.1          72.4         79.8          73.1   
OPERATING EXPENSES:                                                                
 Sales and marketing .........     33.6          43.3         38.2          44.0   
 Research and development ....      9.2          13.8          9.6          15.1   
 General and administrative ..      7.5           8.4          8.5           9.0   
                               -----------   -----------  -----------   -----------
  Total operating expenses ...     50.3          65.5         56.3          68.1   
                               -----------   -----------  -----------   -----------
OPERATING INCOME .............     30.8           6.9         23.5           5.0   
                               -----------   -----------  -----------   -----------
OTHER INCOME/(EXPENSE) .......      1.9          (0.1)         2.2           0.1   
                               -----------   -----------  -----------   -----------
INCOME BEFORE PROVISION                                                            
FOR INCOME TAXES .............     32.7           6.8         25.7           5.1   
PROVISION FOR INCOME TAXES ...     10.9           0.6          7.7           0.5   
                               -----------   -----------  -----------   -----------

NET INCOME ...................     21.8%          6.2%        18.0%          4.6%  
                               -----------   -----------  -----------   -----------
                               -----------   -----------  -----------   -----------


REVENUES                                                                        

LICENSE.  License revenues increased by 173% from $3.6    
million to $9.9 million, in the quarters ended June 30, 1995  and               
1996,  respectively, and by 154% from $6.7 million, in the  first               
six  months of 1995 to $17.0 million, in the first six months  of               
1996.   The increase in license revenues was due to the  market's               
growing acceptance of the Company's products, the introduction of               
the  Company's  products  using the  Oracle  relational  database               
management  system  and  the Microsoft NT operating  system,  and               
increased  sales  as a result of the expansion of  the  Company's               
direct  sales  force.   The Company does  not  believe  that  the               
historical  growth rates of license revenues will be  sustainable               
or are indicative of future results.                                            

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SERVICE.  Service revenues are primarily comprised  of    
fees  from  consulting, post-contract support and,  to  a  lesser               
extent,  training services.  Service revenues increased  by  181%               
from $1.9 million to $5.3 million, in the quarters ended June 30,               
1995  and  1996, respectively, and by 199% from $3.0 million,  in               
the  first  six months of 1995 to $9.0 million, in the first  six               
months  of  1996.  The increase in service revenues was primarily               
due  to  the  increase in consulting, post-contract  support  and               
training  services  associated  with  increased  sales   of   the               
Company's  applications.  As the Company implements its  strategy               
of   encouraging  third  party  organizations  such  as   systems               
integrators  to become proficient in implementing  the  Company's               
products,  consulting revenues as a percentage of total  revenues               
may decrease.                                                                   

COST OF REVENUE                                                                 

LICENSE.  Cost of license revenues includes the cost of     
product  media, product duplication and manuals.  Cost of license               
revenues  was  approximately $47,000,  or  1.3%  of  the  related               
license  revenues  and $97,000, or 1.0% of  the  related  license               
revenues,  in  the  quarters  ended  June  30,  1995  and   1996,               
respectively,  and was approximately $82,000  in  the  first  six               
months of 1995 and approximately $153,000 in the first six months               
of  1996,  or  1.2%  and  0.9% of the related  license  revenues,               
respectively.   The  increase in cost  of  license  revenues  was               
primarily  due  to  the  increases in  volume  shipments  of  the               
Company's software applications.  The decrease in cost of license               
revenues  as  a  percentage of the related license revenues  from               
June 30, 1995 to the comparable 1996 period was primarily due  to               
economies  of  scale  realized as a result  of  shipping  greater               
quantities of product during the quarter ended June 30, 1996.                   

SERVICE.   Cost  of  service  revenues  is  primarily   
comprised  of  employee-related costs and  fees  for  third-party               
consultants   incurred  in  providing  consulting,  post-contract               
support and training services.  Cost of service revenues was $1.5               
million,  or  78.4%  of  the related service  revenues  and  $2.8               
million,  or  52.4%  of  the related service  revenues,   in  the               
quarters ended June 30, 1995 and 1996, respectively, and was $2.5               
million, in the first six months of 1995 and $5.1 million, in the               
first  six  months  of 1996, or 83.9% and 56.5%  of  the  related               
services  revenues for these periods, respectively.  The increase               
in absolute dollars was due primarily to increases in consulting,               
support  and  training personnel during these periods.   Cost  of               
service  revenues  decreased as a percentage of service  revenues               
between  the  quarter ended June 30, 1995, and the quarter  ended               
June 30, 1996, primarily due to increased service revenues during               
this  period.   The cost of services as a percentage  of  service               
revenues  may  vary between periods due to the  mix  of  services               
provided  by the Company and the resources used to provide  these               
services.                                                                       

OPERATING EXPENSES                                                              

SALES  AND  MARKETING.  Sales and  marketing  expenses    
increased  from  $2.4  million, or  43.3%  of  revenues  to  $5.1               
million,  or  33.6% of revenues, in the quarters ended  June  30,               
1995  and  1996,  respectively.   Sales  and  marketing  expenses               
increased by 133% from $4.3 million, or 44.0% of revenues, in the               
first  six  months of 1995 to $9.9 million, or 38.2% of revenues,               
in  the  first  six  months of 1996.  The  increase  in  absolute               
dollars  was primarily related to the expansion of the  Company's               
sales and marketing resources, increased commissions expense as a               
result of higher sales levels and increased marketing activities,               
including direct mail, trade shows and promotional expenses.                    

RESEARCH  AND  DEVELOPMENT.  Research and  development    
expenses  increased from $0.8 million, or 13.8%  of  revenues  to               
$1.4 million, or 9.2% of revenues, in the quarters ended June 30,               
1995  and  1996, respectively.  Research and development expenses               
increased by 71% from $1.5 million, or 15.1% of revenues, in  the               
first six months of 1995 to $2.5 million, or 9.6% of revenues, in               
the  first six months of 1996.  Research and development expenses               
increased  in  absolute  dollars primarily  as  a  result  of  an               
increase   in   personnel  to  support  the   Company's   product               
development activities.                                                         

Research and development expenses are generally charged     
to  operations  as  incurred.  In accordance  with  Statement  of               
Financial Accounting Standards No. 86, costs which were  eligible               
for  capitalization for these periods were insignificant, and the               
Company  charged all software development costs to  research  and               
development expense.                                                            

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GENERAL AND ADMINISTRATIVE.  General and administrative     
expenses increased from $0.5 million, or 8.3% of revenues to $1.1               
million, or 7.5% of revenues, in the quarters ended June 30, 1995               
and  1996,  respectively.   General and  administrative  expenses               
increased  154%  from $0.9 million, or 9.0% of revenues,  in  the               
first six months of 1995 to $2.2 million, or 8.5% of revenues, in               
the  first  six  months  of  1996.   General  and  administrative               
expenses  increased  in  absolute dollars  during  these  periods               
primarily  due  to  the addition of staff and information  system               
investments  to  support  the growth of  the  Company's  business               
during these periods.                                                           

PROVISION  FOR INCOME TAXES.  The Company's  provision    
for  state, federal and foreign income taxes for the three months               
ended  June  30, 1996, was $1.7 million, based upon an  estimated               
effective  tax  rate of approximately 30%.  As  of  December  31,               
1995,  the  Company  had  net operating  loss  carryforwards  for               
Federal tax reporting purposes of approximately $2.5 million. The               
Company had other tax credit carryforwards of approximately  $0.5               
million.  The net operating loss and research and development tax               
credit carryforwards expire in 2005 through 2009 if not utilized.               

BUSINESS RISKS                                                                  

THIS  REPORT  INCLUDES  A  NUMBER  OF  FORWARD-LOOKING    
STATEMENTS WHICH REFLECT THE COMPANY'S CURRENT VIEWS WITH RESPECT               
TO  FUTURE  EVENTS  AND  FINANCIAL PERFORMANCE.   THESE  FORWARD-               
LOOKING   STATEMENTS   ARE   SUBJECT   TO   CERTAIN   RISKS   AND               
UNCERTAINTIES, INCLUDING THOSE DISCUSSED BELOW THAT  COULD  CAUSE               
ACTUAL  RESULTS TO DIFFER MATERIALLY FROM HISTORICAL  RESULTS  OR               
THOSE  ANTICIPATED.   IN  THIS REPORT, THE  WORDS  "ANTICIPATES,"               
"BELIEVES," "INTENDS," "FUTURE," AND SIMILAR EXPRESSIONS IDENTIFY               
FORWARD-LOOKING STATEMENTS.  READERS ARE CAUTIONED NOT  TO  PLACE               
UNDUE  RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH  SPEAK               
ONLY AS OF THE DATE HEREOF.                                                     

FUTURE  OPERATING RESULTS UNCERTAIN.  The Company  has    
experienced  significant growth in revenues  in  recent  periods.               
The Company does not believe that the historical growth rates  of               
revenues, or the corresponding declines of operating expenses  as               
a  percentage of revenues, will be sustainable or are  indicative               
of  future results.  In addition, the Company's limited operating               
history   makes  the  prediction  of  future  operating   results               
difficult or impossible.  The Company's future operating  results               
will  depend on many factors, including demand for the  Company's               
products, the level of product and price competition, the ability               
of  the Company to develop and market new products and to control               
costs,  the  ability of the Company to expand  its  direct  sales               
force  and  indirect  distribution channels and  the  ability  to               
attract and retain key personnel.  In particular, the ability  of               
the  Company to achieve significant revenue growth in the  future               
will  depend  on  its success in adding a substantial  number  of               
direct  sales personnel in future periods.  Competition for  such               
personnel  is  intense, and there can be no  assurance  that  the               
Company  can retain its existing sales personnel or that  it  can               
attract,  assimilate or retain additional highly qualified  sales               
personnel in the future.  Further, the Company believes, based on               
interactions with its customers and potential customers, that the               
purchase   of  its  products  is  relatively  discretionary   and               
generally  involves a significant commitment of  capital.   As  a               
result,  in the event of any downturn in any potential customer's               
business  or  the economy in general, purchases of the  Company's               
products may be deferred or canceled, which could have a material               
adverse  effect on the Company's business, results of  operations               
and financial condition.                                                        

FLUCTUATIONS  IN  QUARTERLY  OPERATING  RESULTS.   The    
Company's quarterly operating results have in the past varied and               
may in the future vary significantly depending on factors such as               
the  size,  timing  and recognition of revenue  from  significant               
orders, increased competition, the timing of new product releases               
by  the  Company  and its competitors, market acceptance  of  the               
Company's products, changes in the Company's and its competitors'               
pricing  policies,  the  mix  of  license  and  service  revenue,               
budgeting cycles of its customers, seasonality, the mix of direct               
and  indirect  sales, changes in operating expenses,  changes  in               
Company  strategy,  personnel changes, foreign currency  exchange               
rates   and  general  economic  factors.   Further,  the  Company               
believes,  based on interactions with its customers and potential               
customers,  that  the  purchase of  its  products  is  relatively               
discretionary and generally involves a significant commitment  of               
capital.   As  a  result, in the event of  any  downturn  in  any               
potential   customer's  business  or  the  economy  in   general,               
purchases of the Company's products may be deferred or canceled.                

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A significant portion of the Company's revenues in any    
quarter  are  typically  derived from non-recurring  sales  to  a               
limited  number of customers.  Accordingly, revenues in  any  one               
quarter are not indicative of revenues in any future period.   In               
addition, like many software applications companies, the  Company               
has generally recognized a substantial portion of its revenues in               
the  last month of each quarter, with these revenues concentrated               
in  the  last weeks of the quarter.  Any significant deferral  of               
purchases of the Company's products could have a material adverse               
effect  on  the  Company's business, results  of  operations  and               
financial condition in any particular quarter, and to the  extent               
that  significant  sales occur earlier than  expected,  operating               
results  for  subsequent  quarters  may  be  adversely  affected.               
Product  revenues  are  also difficult to  forecast  because  the               
market for customer asset management software products is rapidly               
evolving.   The Company's sales cycle is typically  six  to  nine               
months  and  varies substantially from customer to customer.   In               
addition, the Company expects that sales derived through indirect               
channels, which are harder to predict and may have lower  margins               
than  direct  sales,  will  increase as  a  percentage  of  total               
revenues.   As a result of these factors, quarterly revenues  for               
any  future  quarter  are not predictable  with  any  significant               
degree of certainty.  The Company's expense levels are based,  in               
part, on its expectations as to future revenues.  If revenues are               
below  expectations, operating results are likely to be adversely               
affected.   Net  income may be disproportionately affected  by  a               
reduction  in  revenues,  because a significant  portion  of  the               
Company's  expenses do not vary with revenues.  The  Company  may               
also choose to reduce prices or increase spending in response  to               
competition   or   to   pursue  new  market  opportunities.    In               
particular,   if  new  competitors,  technological  advances   by               
existing  competitors, or other competitive factors  require  the               
Company to invest significantly greater resources in research and               
development  efforts,  the  Company's operating  margins  in  the               
future  may  be  adversely  affected.  THE  FOREGOING  STATEMENTS               
REGARDING  THE COMPANY'S FUTURE REVENUES, OPERATING  MARGINS  AND               
NET INCOME ARE FORWARD-LOOKING STATEMENTS, AND ACTUAL RESULTS MAY               
VARY  SUBSTANTIALLY DEPENDING UPON A VARIETY OF FACTORS DESCRIBED               
IN THIS PARAGRAPH AND ELSEWHERE IN THIS REPORT.                                 

Because  of  these factors, the Company believes  that    
period-to-period comparisons of its results of operations are not               
necessarily  meaningful and that such comparisons should  not  be               
relied upon as indications of future performance.  Due to all  of               
the  foregoing factors, it is likely that in some future  quarter               
the Company's operating results will be below the expectations of               
public  market analysts and investors.  In such event, the  price               
of   the  Company's  Common  Stock  would  likely  be  materially               
adversely affected.                                                             

RAPID  TECHNOLOGICAL  CHANGE AND  PRODUCT  DEVELOPMENT    
RISKS.  The client/server applications software market is subject               
to  rapid technological change, changing customer needs, frequent               
new  product  introductions and evolving industry standards  that               
may render existing products and services obsolete.  As a result,               
the  Company's position in its existing markets or other  markets               
that  it  may enter could be eroded rapidly by product  advances.               
The  life  cycles  of  the Company's products  are  difficult  to               
estimate.   The Company's growth and future financial performance               
will  depend  in  part  upon  its  ability  to  enhance  existing               
applications,  develop and introduce new applications  that  keep               
pace   with   technological  advances,  meet  changing   customer               
requirements, respond to competitive products and achieve  market               
acceptance.                                                                     

The Company's product development efforts are expected    
to  require,  from time to time, substantial investments  by  the               
Company  in  product development and testing.  There  can  be  no               
assurance that the Company will have sufficient resources to make               
the   necessary  investments.   The  Company  has  in  the   past               
experienced  development delays, and there can  be  no  assurance               
that  the Company will not experience such delays in the  future.               
There  can  be no assurance that the Company will not  experience               
difficulties   that  could  delay  or  prevent   the   successful               
development,  introduction  or  marketing  of  new  or   enhanced               
products.   In  addition,  there can be no  assurance  that  such               
products  will  meet  the  requirements of  the  marketplace  and               
achieve  market  acceptance, or that  the  Company's  current  or               
future  products will conform to industry requirements.   If  the               
Company  is  unable, for technological reasons,  to  develop  and               
introduce  new  and  enhanced products in a  timely  manner,  the               
Company's business, results of operations and financial condition               
could be materially adversely affected.                                         

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Software products as complex as those offered  by  the    
Company  may contain errors that may be detected at any point  in               
the   products'  life  cycles.   The  Company  has  in  the  past               
discovered  software errors in certain of its  products  and  has               
experienced  delays  in shipment of products  during  the  period               
required  to  correct these errors.  There can  be  no  assurance               
that, despite testing by the Company and by current and potential               
customers,  errors will not be found, resulting in  loss  of,  or               
delay  in,  market acceptance and sales, diversion of development               
resources,  injury  to  the  Company's reputation,  or  increased               
service  and warranty costs, any of which could have  a  material               
adverse  effect on the Company's business, results of  operations               
and financial condition.                                                        

INTERNATIONAL OPERATIONS.  The Company  believes  that    
its continued growth and profitability will require expansion  of               
its    international   operations.    To   successfully    expand               
international  sales,  the  Company  must  establish   additional               
foreign   operations,  hire  additional  personnel  and   recruit               
additional  international resellers.   To  the  extent  that  the               
Company  is  unable  to do so in a timely manner,  the  Company's               
growth  in international sales, if any, will be limited, and  the               
Company's business, results of operations and financial condition               
could be materially adversely affected.  As the Company continues               
to  expand its international operations, significant costs may be               
incurred  ahead of any anticipated international revenues,  which               
could  have a material adverse effect on the Company's  business,               
results of operations and financial condition.                                  

COMPETITION.  The client/server applications  software    
market,  including  the  market  for  customer  asset  management               
software, is intensely competitive, highly fragmented and subject               
to   rapid   change.    Because  the  Company   offers   multiple               
applications  which can be purchased separately or integrated  as               
part  of  VANTIVE ENTERPRISE, the Company competes with a variety               
of other companies depending on the market for their applications               
software products.  These competitors include companies targeting               
the  customer support market, the help desk market and the  sales               
and  marketing  automation  market.   In  addition,  the  Company               
believes  that existing competitors and new market entrants  will               
attempt to develop fully integrated customer information systems.               
The  Company also competes with third party professional  service               
organizations  that  develop custom software  and  with  internal               
information  technology  departments of customers  which  develop               
customer  information systems.  Among the Company's  current  and               
potential  competitors are also a number of  large  hardware  and               
software  companies  that may develop or  acquire  products  that               
compete  with  the Company's products.  The Company also  expects               
that  competition will increase as a result of software  industry               
consolidations.    Current   and   potential   competitors   have               
established  or  may  establish cooperative  relationships  among               
themselves or with third parties to increase the ability of their               
products  to  address  the  needs of  the  Company's  prospective               
customers.   Accordingly, it is possible that new competitors  or               
alliances  among  competitors  may  emerge  and  rapidly  acquire               
significant  market share.  Increased competition  is  likely  to               
result in price reductions, reduced operating margins and loss of               
market share, any of which could materially adversely affect  the               
Company's   business,   results  of  operations   and   financial               
condition.    Many  of  the  Company's  current   and   potential               
competitors  have  significantly  greater  financial,  technical,               
marketing  and other resources than the Company.   As  a  result,               
they  may  be  able to respond more quickly to  new  or  emerging               
technologies and changes in customer requirements, or  to  devote               
greater  resources  to  the development, promotion  and  sale  of               
products  than  can the Company.  There can be no assurance  that               
the  Company will be able to compete successfully against current               
and future competitors or that competitive pressures faced by the               
Company  will  not  materially  adversely  affect  its  business,               
results of operations and financial condition.                                  

INCREASED  USE OF THIRD PARTY DEVELOPMENT TOOLS.   The    
Company  currently markets a proprietary application  development               
environment  for its customers to tailor its applications.   This               
application  development environment is also used by the  Company               
to build and modify its applications products.  While the Company               
believes  based on interactions with its customers and  potential               
customers,  that  it  currently derives  significant  competitive               
advantage   from   this   proprietary   application   development               
environment,    it    believes   that   competitive    pressures,               
technological  changes  demanded by  customers,  and  significant               
advances   in  the  sophistication  of  third  party  application               
development  tools  such as VISUAL BASIC  FOR  APPLICATIONS  will               
require  the Company to make greater use of third party tools  in               
the future.                                                                     

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This  could  require the Company to invest significant    
resources  in rewriting some or all of its applications  products               
utilizing  these third party tools and/or to enter  into  license               
arrangements  with  third parties which could  result  in  higher               
royalty  payments  and a loss of product differentiation.   There               
can   be  no  assurance  that  the  Company  would  be  able   to               
successfully  rewrite its applications or enter into commercially               
reasonable licenses, and the costs of, or inability or delays in,               
doing  so  could have a material adverse effect on the  Company's               
business, results of operations and financial condition.                        

In  addition to the "BUSINESS RISKS" mentioned  above,    
the  Company's  business entails a variety of  additional  risks,               
which  are  set  forth  in the "BUSINESS RISKS"  section  of  the               
Company's 1995 Report on Form 10-K filed with the Securities  and               
Exchange Commission.                                                            

FINANCIAL CONDITION                                                             

Total  assets  as  of  June 30, 1996,  increased  $9.6    
million  from December 31, 1995.  The increase was primarily  due               
to  increases  in  cash from operations, short-term  investments,               
accounts  receivable  and property and equipment.   The  combined               
balance  of  cash  and short-term investments increased  by  $4.6               
million,  primarily  due to increased net income.   Net  accounts               
receivable  increased  $3.2 million primarily  due  to  increased               
sales  activity.   Net  property  and  equipment  increased  $1.4               
million,  primarily  due to equipment purchases  associated  with               
supporting  the  growth  of the Company's  business  during  this               
period.                                                                         

Total liabilities as of June 30, 1996, increased  $4.7    
million  from December 31, 1995.  The increase was primarily  due               
to  increases  in  accounts payable and accrued  liabilities  and               
deferred revenues of $2.3 million and $2.4 million, respectively.               
These  increases were primarily due to increased  expense  levels               
and  accruals  associated with a higher  transaction  volume  and               
associated   deferrals  of  revenues  related  to   post-contract               
support.                                                                        

LIQUIDITY AND CAPITAL RESOURCES                                                 

Operating activities provided cash of $6.4 million, in    
the  six months ended June 30, 1996.  The primary source of these               
funds  was  net  income  and increases in deferred  revenues  and               
accrued  liabilities, partially offset by increases  in  accounts               
receivable.  Operating activities used $46,000 in the six  months               
ended  June  30,  1995,  primarily due to increases  in  accounts               
receivable,  partially offset by increases in  deferred  revenues               
and accrued liabilities.                                                        

Investing activities used cash of  $2.0 million, in the     
six  months  ended June 30, 1996, primarily for the  purchase  of               
capital  equipment  and, to a lesser extent, purchase  of  short-               
term,  interest-bearing, investment-grade securities.   Investing               
activities  used  cash of $0.6 million, in the six  months  ended               
June  30,  1995, primarily for the purchase of capital equipment.               
The  Company does not currently have any material commitments for               
capital equipment acquisitions.                                                 

Financing  activities provided cash  of  $213,000  and    
$75,000,  in  the  six  months ended  June  30,  1996  and  1995,               
respectively.   The  primary source of these funds  was  proceeds               
from  the  issuance of common stock, partially offset by payments               
on capital lease obligations.                                                   

At  June 30, 1996, the Company's principal sources  of    
liquidity   was   its  cash,  cash  equivalents  and   short-term               
investments of $31.1 million.  The Company believes that existing               
cash  and short-term investment balances and potential cash  flow               
from  operations will be sufficient to meet its cash requirements               
for  the  next  twelve  months.  While operating  activities  may               
provide  cash  in  certain  periods to  the  extent  the  Company               
experiences  growth  in  the  future,  operating  and   investing               
activities  may  use  cash,  and consequently,  such  growth  may               
require the Company to obtain additional sources of financing.                  

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PART II:  OTHER INFORMATION                                                     

Item 1:   Legal Proceedings:                                                    

Not Applicable.                                   

Item 2:   Changes in Securities:                                                

Not Applicable.                                   

Item 3:   Defaults upon Senior Securities:                                      

Not Applicable.                                   

Item 4:   Submission of Matters to a Vote of Security Holders:                  

The Company's Annual Meeting of Stockholders was held on May
2, 1996.  Proxies for the meeting were solicited pursuant to
Regulation  14A.  At the meeting, management's nominees  for
directors  were  elected.  A summary  of  the  nominees  and
voting results are as follows:                              

Nominee                  Shares Voting For   Shares Withheld
-------                  -----------------   ---------------
John R. Luongo            10,798,177           700          
Steven M. Goldsworthy     10,798,177           700          
Yogen K. Dalal            10,798,177           700          
William Davidow           10,798,177           700          
Kevin Hall                10,798,177           700          
Peter Roshko              10,798,177           700          
Roger J. Sippl            10,798,177           700          

Additionally,  the  selection  of  Arthur  Andersen  LLP  as
independent public accountants for the year ending  December
31,  1996,  was  ratified with 10,798,469 shares  voting  in
favor, 200 shares voting against and 208 shares abstaining. 

Item 5:   Other Information:                                                    

Not Applicable.                                     

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Item 6:   Exhibits and Reports on Form 8-K:                                     

A.        Exhibits                                          

*  3.1   Form of Agreement and Plan of Merger between The   
            Vantive Corporation, a California corporation, and The
  Vantive Corporation, a Delaware corporation.
*  3.2   Bylaws.                                            
* 10.1  Form of Indemnity Agreement for officers and        
directors.                                
* 10.2   1991 Stock Option Plan, as amended.                
* 10.3   1995 Outside Directors Stock Option Plan.          
* 10.4   1995 Employee Stock Purchase Plan.                 
* 10.5   Offer Letter dated May 21, 1993 between the        
Company and John R. Luongo.               
* 10.6   Offer Letter dated April 6, 1995 between the       
Company and John M. Jack.                 
*+10.7   Value Added Reseller License Agreement dated       
          October 5, 1993 by and between Inference Corporation
and the Company.                          
*+10.8   Basicscript License Agreement dated                
    October 4, 1994 by and between Henneberry Hill
       Technologies Corporation doing business as Summit
Software Company and the Company.         
*+10.9   International VAR Agreement dated March 26,        
         1992 between Oracle Corporation and the Company, as
amended.                                  
* 10.10  Value Added Remarketer Agreement dated             
             December 20, 1991 between Sybase, Inc. and the Company,
as amended.                               
* 10.11  Security and Loan Agreement dated May 12,          
 1995 between the Company and Imperial Bank.
*+10.12  Application Bridge API VAR License                 
          Agreement dated January 22, 1993 between the Company
and Prospect Software, Inc.               
*+10.13  Compensation Letter dated May 10, 1995             
between the Company and John R. Luongo.   
*+10.14  Compensation Letter dated May 10, 1995             
    between the Company and Steven M. Goldsworthy.
* 10.15  Lease Agreement dated January 13, 1995             
       between John Arrillaga, Trustee, or his Successor
      Trustee, UTA dated July 20, 1977 (John Arrillaga
         Separate Property Trust) as amended, and Richard T.
         Peery, Trustee, or his Successor Trustee, UTA dated
       July 20, 1977 (Richard T. Peery Separate Property
Trust) as amended, and the Company.       
27.1   Financial Summary Table                          

---------------                                                                 

* Incorporated by reference from the Company's Registration                     
Statement (No. 33-94244), declared effective on August 14,                  
1995.                                                                       

+ Confidential Treatment has been granted for portions of this exhibit.         

B.        Reports of Form 8-K                               

No report of Form 8-K was filed by the Company during         
the three month period ended June 30, 1996.                   

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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 thereunto duly authorized.                        

             THE VANTIVE CORPORATION

Dated:  August 12, 1996            By: /s/ Kathleen Murphy                      
                           -----------------------------
             Kathleen Murphy
                     Chief Financial Officer
                           (Principal Financial Officer)

Dated:  August 12, 1996            By: /s/ Michael M. Loo                       
                           -----------------------------
            Michael M. Loo
                     Vice President, Finance
                            (Principal Accounting Officer)

17

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10-Q’ Filing	Date	First	Last	Other Filings

	12/31/96	15		10-K
Filed on:	8/14/96
	8/12/96	17
	8/6/96	1
For Period End:	6/30/96	1	16
	5/2/96	15
	12/31/95	2	14
	8/14/95	16
	6/30/95	2	14
	5/12/95	16
	5/10/95	16
	4/6/95	16
	1/13/95	16
	10/4/94	16
	10/5/93	16
	5/21/93	16
	1/22/93	16
	12/31/92	8
	3/26/92	16
				List all Filings

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Filing Submission 0000912057-96-017615 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Vantive Corp – ‘10-Q’ for 6/30/96

As of: Wednesday, 8/14/96 · For: 6/30/96 · Accession #: 912057-96-17615 · File #: 0-26592

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Quarterly Report — Form 10-QFiling Table of Contents

10-Q — Quarterly ReportDocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Quarterly Report — Form 10-Q
Filing Table of Contents

10-Q — Quarterly Report
Document Table of Contents