LATITUDE COMMUNICATIONS INC S-1

S-1

FORM S-1

EX-1.1

UNDERWRITING AGREEMENT

EX-3.1

CERTIFICATE OF INCORPORATION OF THE AGREEMENT

EX-3.2

FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

EX-3.3

AMENDED AND RESTATED BYLAWS OF THE REGISTRANT

EX-10.1

FORM OF INDEMNIFICATION AGREEMENT

EX-10.6

FORM OF WARRANT TO PURCHASE SERIES B PRE-STOCK

EX-10.7

AMENDED & RESTATED REGISTRATION RIGHTS AGMT.

EX-10.8

LEASE AGREEMENT DATED JULY 31, 1995

EX-10.9

SENIOR LOAN AND SECURITY AGREEMENT SEPT. 15, 1994

EX-10.10

MASTER EQUIPMENT LEASE

EX-10.11

1999 EXECUTIVE INCENTIVE PLAN

EX-10.12

1999 EXECUTIVE BONUS PROGRAM

EX-21

SUBSIDIARIES

EX-23.1

CONSENT OF INDEPENDENT ACCOUNTANTS

EX-27.1

FINANCIAL DATA SCHEDULE