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~~February 1522, 2001

~~Centura~~ CENTURA ~~Software~~SOFTWARE ~~Corporation~~CORPORATION (Exact name of registrant as specified in its charter)

Delaware (State of Other Jurisdiction of Incorporation)

0-21010	94-2874178
(Commission File Number)	(IRS Employer Identification Number)

975 Island Drive
Redwood Shores, California 94065
(Address of principal executive offices including zip code)

(650) 596-3400
(Registrant's telephone number, including area code)

~~Inapplicable~~Not Applicable (Former Name or Former Address, if Changed Since Last Report)

Item 2. Acquisition or Disposition of Assets

On ~~January~~Centura 15Software Corporation (Nasdaq: CNTR, ~~2001~~effective 4/2/01 MBRN), ~~Centura~~currently ~~Software~~doing business ~~Corporation~~as Mbrane (the "Registrant"), a Delaware corporation, ~~signed an agreement with Gupta~~ ~~Holdings,~~announced ~~LLC,~~today athe ~~Delaware~~closing ~~limited~~of ~~liability~~the ~~company~~sale ~~wholly~~of ~~owned~~Gupta ~~by Platinum Equity~~Technologies, ~~LLC. (~~its ~~Gupta~~client-server database ~~Holdings,~~software ~~LLC~~business ~~and~~to Platinum Equity, LLC. ~~being~~The ~~collectively~~transaction, ~~referred~~valued toat ~~herein~~between as$13.7 ~~"Platinum") whereby~~and ~~the~~$20 ~~Registrant~~million, ~~will~~was ~~sell certain~~initially ofannounced ~~its~~January ~~assets~~18, 2001. ~~certain~~The ~~subsidiaries,~~sale ~~and~~enables ~~certain~~Mbrane ~~of its subsidiaries' assets~~ to ~~Platinum. The~~focus ~~assets~~on ~~being~~the ~~sold~~market ~~collectively~~opportunities ~~comprise~~in ~~the~~its ~~Registrant's~~mobile, ~~client-server~~wireless ~~database~~and embedded software business ~~(the "Business")~~. ~~The~~ ~~transaction is expected to close in February 2001.~~

InThe ~~consideration~~transaction ofis ~~the~~comprised ~~sale~~ of ~~the Business described above~~cash, the ~~Registrant will~~retention ~~receive a combination~~ of ~~cash,~~accounts ~~royalties on future revenue streams~~receivable ~~generated~~related byto the ~~Business~~acquired ~~being~~business, ~~sold and~~ the assumption ~~by Platinum~~ of ~~obligations~~ ~~to perform services related to the~~ deferred revenue ~~account~~obligations ~~associated with the Business being sold. The total value of the consideration to be received~~ by ~~the~~ ~~Registrant will be approximately $13.7 million upon~~ the ~~close~~ ofpurchaser, ~~the transaction (consisting of approximately $4 million in cash~~ and ~~$11.6~~ ~~million~~a inroyalty ~~assumed~~stream ~~obligations~~based toon ~~perform~~future ~~services~~revenues ~~related~~of to the ~~deferred~~acquired ~~revenue~~business ~~account~~ of ~~the Registrant, offset by $1.9 million in related accounts receivable provided to Platinum by the Registrant) and~~ up to $6.3 million ~~in royalty payments~~ over ~~the~~a five-year ~~years following the close of the transaction~~period.

~~The~~Commenting ~~assets~~on tothe besale, ~~sold~~Mbrane byCEO Scott Broomfield said, "With the divestiture ~~Registrant~~of ~~include~~this ~~equipment~~business segment, ~~certain~~we complete a major step in our corporate ~~intellectual~~strategy. ~~property,~~We ~~contractual~~are ~~rights~~strongly positioned to aggressively grow our mobile, wireless and ~~goodwill~~embedded ~~associated~~software ~~with~~business. ~~the~~Centura is now a pure play company focused on ~~Business~~high growth markets. We're confident that the e-Business products are in excellent hands with Platinum Equity as the operation's new owner."

~~Item~~Industry 7research indicates that there is substantial market potential for Mbrane's mobile, wireless and embedded software business. ~~Financial~~ ~~Statements~~IDC forecasts that by 2003, 47.1 million people will work while traveling or commuting. By 2004, the worldwide market for smart handhelds will grow to over 63.4 million units, creating a $26 billion opportunity. Moreover, IDC estimates that worldwide sales automation application revenues will grow to $4.1B in 2004. To enable the mobilization of workforces using these applications, companies need a secure, robust, and ~~Exhibits~~adaptive mobile enterprise software, which Mbrane provides today within its Mbrane Touchpoint Solution.

~~(a) Not~~Item ~~applicable~~7. Financial Statements and Exhibits.

(~~b) In accordance with Item 7(~~a)~~(4)~~ Not ~~of Form 8-K, the required pro forma financial statements will be filed, by amendment to this Form 8-K, on or before March 30, 2001~~applicable.

(cb) ~~Exhibits~~ In accordance with Item 7(a)(4) of Form 8-K, the required pro forma financial statements will be filed, by amendment to this Form 8-K, on or before May 7, 2001.

Number	Exhibit
2.1	The Membership Interest Purchase Agreement by and between Centura Software Corporation and Gupta Holdings, LLC dated as of January 15, 2001. We will be pleased to provide any schedules or exhibits to this Exhibit 2.1 upon the SEC's request.

Signatures

Number	Exhibit
2.1	The Membership Interest Purchase Agreement by and between Centura Software Corporation and Gupta Holdings, LLC dated as of January 15, 2001.

~~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 therunto duly authorized.~~Signatures

~~CENTURA~~Pursuant ~~SOFTWARE~~to ~~CORPORATION~~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 therunto duly authorized.

~~By:~~CENTURA ~~/s/~~SOFTWARE ~~Richard Lucien~~CORPORATION

~~Richard~~By: ~~Lucien~~/s/ ~~Senior~~Richard ~~Vice President, Finance Chief Financial Officer~~Lucien

~~Dated: January~~Richard 26Lucien Senior Vice President, ~~2001~~ Finance Chief Financial Officer

Number	Exhibit
2.1	The Membership Interest Purchase Agreement by and between Centura Software Corporation and Gupta Holdings, LLC dated as of January 15, 2001. We will be pleased to provide any schedules or exhibits to this Exhibit 2.1 upon the SEC's request.

Dated: March 9, 2001

EXHIBIT INDEX

Number	Exhibit
2.1	The Membership Interest Purchase Agreement by and between Centura Software Corporation and Gupta Holdings, LLC dated as of January 15, 2001.

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