QUARTERDECK CORP
8-K, 1998-06-25
PREPACKAGED SOFTWARE
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==============================================================================



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K


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


        Date of Report (Date of Earliest Event Reported):  June 25, 1998



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



          DELAWARE                      0-19207              95-4320650
(State or Other Jurisdiction of       (Commission         (I.R.S. Employer
Incorporation or Organization)        File Number)       Identification No.)



        13160 MINDANAO WAY
     MARINA DEL REY, CALIFORNIA                            90292
(Address of Principal Executive Offices)                 (Zip Code)



       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (310) 309-3700



                                      NONE
         (Former Name or Former Address, if Changed Since Last Report)



=============================================================================
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ITEM 5.   OTHER EVENTS.


     On June 24, 1998, Quarterdeck Corporation announced cost reductions in
response to weak quarterly sales. A copy of the press release dated June 24,
1998 with respect to reducing costs is filed herewith as Exhibit 99.1.



     The following is filed as an exhibit to this Current Report on Form 8-K:

     99.1   Press Release dated June 24, 1998
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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 behalf of the
undersigned hereunto duly authorized.



Dated: June 25, 1998              QUARTERDECK CORPORATION


                                  By: /s/ Frank R. Greico
                                     ----------------------------------
                                     Frank R. Greico
                                     Senior Vice President and
                                     Chief Financial Officer

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                                                                    EXHIBIT 99.1

FOR IMMEDIATE RELEASE
JUNE 24, 1998

                                                                        CONTACT:
                                                                      Ana Thorne
                                                         Quarterdeck Corporation
                                                                    310-309-3767
                                                         [email protected]

                                                                    Elaine Smith
                                                         Quarterdeck Corporation
                                                                    310-309-3744
                                                          [email protected]


                     QUARTERDECK ANNOUNCES COST REDUCTIONS
                      IN RESPONSE TO WEAK QUARTERLY SALES


 -- Company to Continue Strategy to Move Technologies Into Business Markets --


MARINA DEL REY, Calif. -- June 24, 1998 -- Quarterdeck Corporation (Nasdaq:
QDEK) today announced that it is reducing costs and employee headcount in light
of anticipated weak revenues, and an attendant substantial operating loss, for
the June Quarter.

The Company said that its US and European retail sell-through was tracking an
industry-wide slowdown in end user sales of PC software, perhaps attributable
in part to customers awaiting the June 25th launch of Windows 98. The Company
noted that it has achieved broad and balanced retail distribution for its
product lines in preparation for the launch but would not expect significant
sell-through on these programs until the September Quarter.

The Company's cost reduction actions, which affect all categories of expense,
will decrease the worldwide headcount of employees and will result in a
significant restructuring charge to net income in the June Quarter.

The cost reductions will not alter Quarterdeck's announced strategy of moving
its PC helpware products and technologies progressively into business markets,
in the form of helpware tools for MIS and help desk managers of PC networks.
For instance, CleanSweep for Administrators -- an MIS -- configurable version
of Quarterdeck's award-winning hard drive cleanup utility -- will
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debut at the June 30 Windows NT Deployment Conference, and DiskClone Corporate,
a powerful MIS tool based on the Company's new hard drive imaging technology --
will ship to market in July. The Company recently announced the Quarterdeck
Enterprise Partner Program (QEPP) which provides value-added resellers (VAR's),
corporate resellers, consultants, integrators and support providers with the
sales, marketing and technical support needed to design, sell and support the
Company's enterprise helpware and communication solutions.

"Letting go talented and dedicated employees is extremely painful -- for them,
for their colleagues here and for Quarterdeck," said Curt Hessler, president
and CEO of Quarterdeck Corporation. "But the revenue picture across the retail
software industry is currently very weak, and it is prudent for us to respond
quickly -- both by reducing our cost structure and by accelerating the planned
movement of our core technologies into business markets."

ABOUT QUARTERDECK

Quarterdeck Corporation is a global leader in the development and marketing of
PC helpware -- software designed to prevent and solve PC performance problems,
especially those encountered in networked -- Internet and Intranet --
environments. The Company's goal is to make personal computing trouble-free for
users and network administrators alike, while reducing the need for live
technical support. Quarterdeck's current product line, which addresses storage
management, system conflict resolution, virus protection, system updating, and
enhanced access to networked information and communications resources, is
marketed to both end-users and businesses via retail distribution, corporate
resellers and OEM's, direct marketing channels, and the Internet. Quarterdeck's
products are available in over 14,000 outlets throughout the United States and
Canada, as well as in over 29 countries worldwide. Incorporated in 1982 and
traded on Nasdaq under the symbol QDEK, Quarterdeck's worldwide headquarters
are in Marina del Rey, California, with its European operations based in
Dublin, Ireland. Further information may be obtained by calling 800-354-3222
toll-free, or 573-443-3282, by accessing Quarterdeck's Web site at
http://www.quarterdeck.com/, or by sending e-mail requests to
[email protected].

                                     # # #


NOTE TO EDITORS: If you would like more information on Quarterdeck Corporation
and its products, please view the Quarterdeck Press Center at
http://www.quarterdeck.com/qdeck/press.

Quarterdeck and CleanSweep are registered trademarks of Quarterdeck Corporation
or its subsidiaries. DiskClone is a trademark of Quarterdeck Corporation or its
subsidiaries. All other brand and product names are trademarks or registered
trademarks of their respective holders.
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This press release contains forward-looking statements which are made pursuant
to the safe-harbor provisions of the Private Securities Litigation Reform Act
of 1995. Expressions of future goals and similar expressions reflecting
something other than historical fact are intended to identify forward-looking
statements, but are not the exclusive means of identifying such statements.
These forward-looking statements involve a number of risks and uncertainties,
including the timely development and market acceptance of products and
technologies, successful integration of acquisitions and divestitures of
non-core assets, the ability to secure additional sources of financing, the
ability to reduce operating expenses and other factors described in the
Company's filings with the Securities and Exchange Commission. The actual
results that the Company achieves may differ materially from any
forward-looking statements due to such risks and uncertainties. The Company
undertakes no obligations to revise or update any forward-looking statements in
order to reflect events or circumstances that may arise after the date of this
release.


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