GEOWORKS /CA/
8-K, 1999-01-13
PREPACKAGED SOFTWARE
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                                  United States
                       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):    January 10, 1999


<TABLE>
<CAPTION>

<S>                                             <C>                                <C>
                                        GEOWORKS CORPORATION
- ----------------------------------------------------------------------------------------------------------
                          (Exact name of registrant as specified in its charter)

- ----------------------------------------------------------------------------------------------------------
          Delaware                               000-23926                           94-2920371
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(State or other jurisdiction of            (Commission File No.)                  (I.R.S. Employer
incorporation or organization)                                                   Identification No.)

       960 Atlantic Avenue, Alameda, California                               94501
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       (Address of principal executive offices)                            (Zip code)

                                               510-814-1660
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                           (Registrant's telephone number, including area code)

                                              Not Applicable
- ----------------------------------------------------------------------------------------------------------
             (Former name, former address and former fiscal year, if changed since last report)
</TABLE>




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ITEM 5:  OTHER EVENTS.

Effective as of January 11, 1999, the board of directors has named Dave Grannan,
formerly Vice President of Marketing and Business Development of the company, as
CEO, President and a director, and has accepted the resignation of David
Thatcher from his positions as CEO, President, and director. See the press
release regarding these events, which is attached hereto as Exhibit 99.01, for
additional information.

ITEM 7:  FINANCIAL STATEMENTS AND EXHIBITS.

         (c) Exhibits:

             99.01 Press release of the Company dated January 11, 1999.





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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.









Date: January 13, 1999
                                       GEOWORKS CORPORATION



                                       by: /s/  Daniel L. Sicotte
                                       ------------------------------
                                       Daniel L. Sicotte
                                       Treasurer
                                       (Duly Authorized Officer)







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                              GEOWORKS CORPORATION

                                INDEX TO EXHIBITS



Exhibit No.       Description
- -----------       ------------

99.01             Press release of the Company dated January 11, 1999.




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                                                                 EXHIBIT 99.01


FOR IMMEDIATE RELEASE

         CONTACT
         Neal Rosen
         Kalt, Rosen and Associates
         (415) 397-2686

         Keith Mills
         Geoworks
         (510) 814-5851

                  GEOWORKS BOARD OF DIRECTORS APPOINTS NEW CEO


ALAMEDA, Calif. (Jan. 11, 1999) - Geoworks Corporation (NASDAQ: GWRX), a leading
provider of wireless software and service solutions, announced today that its
board of directors has named Dave Grannan, formerly Vice President of Marketing
and Business Development of the company, as CEO, President and a director, and
has accepted the resignation of David Thatcher from his positions as CEO,
President, and director.

"Dave Grannan was brought on board last year as a succession candidate for the
CEO post," said Gordon Mayer, chairman of the board of directors. "Since then he
has played a key role in refining our strategy and focusing our priorities.
Promoting Dave Grannan now is great timing because, not only does it free
Thatcher to pursue another business opportunity, but it gives us the full
benefit of Grannan's vision and operational expertise, which Geoworks needs at
this point," Mayer said.

"In the past year," Grannan said, "Geoworks has done well positioning itself for
the tremendous opportunity in the wireless services market while remaining
competitive with our core operating system products. We now need to move quickly
to broaden our revenue base, get our expenses to a more manageable level, and
improve our financial results, and these are my top priorities."

Grannan said the company will continue to focus on leveraging its strong OEM
relationships while at the same time aggressively cutting costs. Additionally,
he said, Geoworks will broaden its revenue base by pursuing new business
opportunities, such as engineering consulting. "We have a tremendous depth of
experience in the resource-constrained space of wireless software development
and need to leverage this through consulting services," Grannan said. "This
approach better capitalizes on our expertise as we look toward continued growth
and opportunities in the wireless service market."

Grannan joined Geoworks in March 1998 from Sprint PCS, a leading nationwide
wireless provider, where he was an Area Vice President. Prior to that Grannan
was with Andersen Consulting's Strategic Services Practice, where he specialized
in the wireless communications industry. Grannan began his career as a data
communications officer in the United States Marine Corps.




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About Geoworks
Based in Alameda, Calif., with international operations in the United Kingdom
and Japan, Geoworks Corporation is a leading provider of end-to-end software
solutions for the wireless communications industry. The Company creates
operating system software, applications and actionable services for a variety of
wireless devices, ranging from enhanced phones to high-end, all-in-one smart
communicators. For additional information on Geoworks, contact the Company on
the World Wide Web at http://www.geoworks.com.

In keeping with U.S. law, Geoworks notes that this press release includes
forward-looking statements, including the company's ability to increase
revenues, reduce costs, achieve improved financial results and develop new
business opportunities. Investors are cautioned that all such statements involve
risks and uncertainties related to the development of the wireless
communications market and the company's ability to develop or expand
relationships with OEMs and providers of wireless communications services.
Additional information is available in the Risk Factors and Business discussions
in the Company's Forms 10-K, 10-Q and other filings available from the Company
or from the Securities and Exchange Commission.





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