PEREGRINE SYSTEMS INC
S-8, EX-10.35, 2000-09-14
PREPACKAGED SOFTWARE
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                                                                   Exhibit 10.35


                                  KEY EMPLOYEE
                             SHARE OPTION AGREEMENT
                             Dated December 1, 1998


This agreement supercedes and replaces the original agreement dated May 9, 1996.

Loran Network Holding Corporation Inc. (the Company) hereby grants David Levy (a
key Employee) effective April 1, 1996, the option to purchase 250,000 of its
Class A common voting shares at a price of $0.13 per share. This option shall
terminate in six years from its effective date, which is March 31, 2002.

This option is in effect only while David Levy is directly employed to the
Company or any of its subsidiaries. If David Levy dies while employed by the
Company, his estate, personal representative or beneficiary may exercise this
option at any time within 90 days after such death.



Loran Network Holding Corporation Inc.                I agree to the above terms



/s/  Leighton Powell                                  /s/ D. A. Levy
---------------------------------                     --------------------------
Leighton Powell                                       David Levy
Chief Executive Officer



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