MICRO FOCUS GROUP PUBLIC LIMITED COMPANY
6-K, 1998-11-06
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM 6-K

                            REPORT OF FOREIGN ISSUER
                      PURSUANT TO RULE 13a-16 OR 15d-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934


For the month of November 4, 1998

                    Micro Focus Group Public Limited Company
                 (Translation of Registrant's Name Into English)

               The Lawn, Old Bath Road, Newbury, England RG14 1QN
                    (Address of Principal Executive Offices)


         (Indicate  by check  mark  whether  the  registrant  files or will file
annual reports under cover of Form 20-F or Form 40-F.)


     Form 20-F   X                                        Form 40-F _____
              -------

         (Indicate  by check mark  whether  the  registrant  by  furnishing  the
information contained in this form is also thereby furnishing the information to
the Commission  pursuant to Rule 12g3-2(b) under the Securities  Exchange Act of
1934.)

         Yes   X                                              No  _____
            -------

         (If "Yes" is marked,  indicate  below the file  number  assigned to the
registrant in connection with Rule 12g3-2 (b): 82-795.)

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                                [Micro Focus Logo]
                                    

Please contact:
Richard Van Hoesen
Senior Vice President
Chief Financial Officer
Micro Focus
US 650-404-7019
UK 01635-32646

Giles Sanderson/Edward Bridges
Financial Dynamics
UK 0171-831-3113

Kathryn Akers
Abernathy MacGregor Frank
(212) 371-5999

              MICRO FOCUS INDICATES PRELIMINARY QUARTERLY ESTIMATES

London,  England and Mountain View,  California,  November 4, 1998 - Micro Focus
Group  Plc  (London  Stock  Exchange:   MICF;  NASDAQ:  MIFGY)  today  announced
preliminary  revenue and earnings  estimates  for the quarter  ended October 31,
1998. Under U.S. accounting principles,  which include the results of INTERSOLV,
Inc. ("INTERSOLV") for the full quarter,  revenues for the quarter are estimated
to be approximately  $87 million and net income is estimated to be approximately
breakeven for the quarter before one-time charges  associated with the INTERSOLV
acquisition.  The  company  plans to  announce  full  results for the quarter on
December 2, 1998.

"We had  strong  performance  from all lines of  business  in our  International
operations," said Martin Waters,  president and CEO. "However, this strength was
offset by weakness in North America,  primarily due to a lower than  anticipated
demand for Year 2000 related products and services."

"While we are managing costs  prudently  across the company,  each business unit
and function is taking specific actions appropriate for its situation,  with the
goal of  reducing  costs and  returning  to our  business  model as  quickly  as
possible,"  Waters  added.  "In  particular,  we will  continue  to  expand  our
investment in our core application development and deployment businesses."


The following  statement is made in accordance with the U.S. Private  Securities
Litigation  Reform  Act of  1995:  This  announcement  contains  forward-looking
statements that involve a number of risks and  uncertainties.  There are certain
important  factors  that could  cause  results to differ  materially  from those
anticipated  by the  statements  made  herein.  Factors  that could cause actual
results to differ materially  include,  among others, the ability of the Company
to effectively  manage its costs against  uncertain  revenue  expectations,  the
ability to manage and integrate recently acquired businesses or other businesses
that it may acquire in the future,  the  potential for a decrease in net revenue
which  may be caused by delays in the  timing of the  delivery  of  products  or
services,  the ability of Micro Focus to develop,  release and sell products and
services to  customers  in the highly  dynamic  market for  enterprise  software


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solutions,  the potential need for enterprise  software solutions to shift based
on changes in underlying technology standards coming into use, and the effect of
competitors'  efforts to enter the Company's  markets.  Further  information  on
potential factors which could affect the Company's financial results is included
in the Registration Statement on Form F-4 relating to the INTERSOLV acquisition,
Micro Focus'  Annual Report on Form 20-F for the year ended January 31, 1998 and
Quarterly Reports on Form 6-K for the quarters ended April 30, 1998 and July 31,
1998,  and  INTERSOLV's  Annual Report on Form 10-K for the year ended April 30,
1998 and Quarterly Report on Form 10-Q for the quarter ended July 31, 1998, each
as filed or submitted (as the case may be) with the U.S. Securities and Exchange
Commission, as they may be updated and amended with future filings.

Micro Focus is a registered trademark of Micro Focus Limited, and INTERSOLV is a
registered  trademark of INTERSOLV,  Inc. All other trademarks as they appear in
this announcement are the property of their respective owners.

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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.


                                   Micro Focus Group Public Limited Company
                                                  (Registrant)


Date:  November 5, 1998          By:   /s/ Richard Van Hoesen
                                        ---------------------------------------
                                        Richard Van Hoesen
                                        Senior Vice President, Chief Financial
                                        Officer and Secretary



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