UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~Pursuant ofto ~~Report~~Section ~~(Date~~13 ofor ~~earliest event reported~~15(d)~~: February~~ ~~23,~~of ~~2005~~the

~~SEEBEYOND~~Securities ~~TECHNOLOGY~~Exchange ~~CORPORATION~~Act of 1934

~~(Exact~~Date ~~name~~ of ~~registrant~~Report as(Date ~~specified~~of inearliest ~~its~~event ~~charter~~reported): April 25, 2005

Delaware	000-30207	95-4249153
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
800 E. Royal Oaks Monrovia, California 91016
(Address of principal executive offices, including zip code)
(626) 471-6000
(Registrant’s telephone number, including area code)

SEEBEYOND TECHNOLOGY CORPORATION

~~Check the~~(Exact ~~appropriate~~name ~~box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation~~ of ~~the~~ registrant ~~under any of the following~~as ~~provisions~~specified ~~(see~~in ~~General~~its ~~Instruction A.2. below~~charter):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Delaware		000-30207		95-4249153
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

o800 ~~Soliciting~~E. ~~material~~Royal ~~pursuant to Rule 14a-12~~Oaks ~~under~~ Monrovia, ~~the~~California ~~Exchange Act (17 CFR 240.14a-12)~~91016

o(Address ~~Pre-commencement~~of ~~communications~~principal ~~pursuant to~~executive ~~Rule~~offices, ~~14d-2(b)~~including ~~under~~zip ~~the Exchange Act (17 CFR 240.14d-2(b~~code))

~~o Pre-commencement communications pursuant to Rule 13e-4~~(c626) ~~under the Exchange Act (17 CFR 240.13e~~471-~~4(c))~~6000

~~Item~~(Registrant’s ~~1.01.~~telephone ~~Entry~~number, including ~~into~~area ~~a Material Definitive Agreement.~~code)

OnCheck ~~February 23, 2005,~~the ~~SeeBeyond~~appropriate ~~Technology~~box ~~Corporation~~below (if the ~~“Company”)~~Form ~~entered~~8-K ~~into~~filing ~~Change~~is ofintended ~~Control~~to simultaneously ~~Employment~~satisfy ~~Agreements (~~the ~~“Change~~filing ofobligation ~~Control Agreements”) with several~~ of ~~its executive officers, including James T. Demetriades,~~ the ~~Company’s~~registrant ~~Chief Executive~~under ~~Officer,~~any ~~Barry~~of ~~J. Plaga,~~ the ~~Company’s Executive Vice President and~~following ~~Chief~~provisions ~~Financial~~(see ~~Officer,~~General ~~and~~Instruction ~~Alex Demetriades, the Company’s Executive Vice President, Products~~A.2. below):

~~The~~o Written ~~Change~~communications ofpursuant ~~Control Agreement~~to ~~entered~~Rule ~~into~~425 ~~with~~under ~~James~~the T.Securities ~~Demetriades~~Act ~~provides~~(17 ~~the following~~CFR ~~benefits:~~230.425)

~~• If the Company terminates Mr. Demetriades’~~o ~~employment~~Soliciting ~~other~~material ~~than~~pursuant ~~for~~to ~~“cause”~~Rule or14a-12 ~~disability,~~under ~~or if Mr. Demetriades terminates his employment for “good reason,” then~~ the ~~Company~~Exchange ~~shall~~Act ~~pay him a lump-sum cash amount~~ (in17 ~~addition to all accrued obligations owed to him) of~~CFR ~~his monthly base salary for six (6) months plus one (1) month for each year of service, up to a total maximum of 18 months~~240.14a-12)

~~• If, in anticipation of a change of control involving~~o the Company or within three (3) years following a change of control, the Company (or its successor) terminates Mr. Demetriades’ employment other than for “cause” or disability, or if Mr. Demetriades terminates his employment for “good reason” during such period, the Company shall pay him a lumpPre-~~sum~~commencement ~~cash~~communications ~~amount (in~~pursuant ~~addition~~ to ~~all~~Rule ~~accrued obligations owed to him) of his base monthly salary plus pro~~14d-~~rated monthly target bonus for six~~ 2(6b) ~~months~~under ~~plus~~the ~~one~~Exchange Act (1)17 ~~month~~CFR ~~for each year of service, up to a total maximum of 18 months~~240. ~~In addition, in such event, fifty percent~~ 14d-2(~~50%~~b) ~~of Mr. Demetriades’ outstanding unvested stock options shall accelerate and become fully vested and exercisable.~~)

~~The Change~~o ofPre-commencement ~~Control~~communications ~~Agreements~~pursuant ~~entered~~to ~~into~~Rule 13e-4(c) ~~with~~under ~~Barry~~the J.Exchange ~~Plaga~~Act ~~and~~(17 ~~Alex Demetriades~~CFR ~~provides the following benefits:~~240.13e-4(c))

~~• If~~Item ~~the Company terminates Mr~~2.02 ~~Plaga’s~~Results or Mr. Demetriades’ employment other than for “cause” or disability, or if Mr. Plaga or Mr. Demetriades terminates his employment for “good reason,” then the Company shall pay him a lump-sum cash amount (in addition to all accrued obligations owed to him) of ~~his~~Operations ~~monthly~~and ~~base~~Financial ~~salary for six (6) months plus one (1) month for each year of service, up to a total maximum of 18 months.~~Condition

~~• Upon~~Attached ~~the~~hereto ~~occurrence~~as ofExhibit a99.1 ~~change~~and ofincorporated ~~control~~by ~~involving~~reference ~~the~~herein ~~Company,~~is ~~fifty~~the ~~percent~~text ~~(50%)~~ of ~~Mr.~~the ~~Plaga~~registrant’s orpress ~~Mr.~~release, ~~Demetriades outstanding~~dated ~~unvested~~April ~~stock~~25, 2005 ~~options~~regarding ~~shall~~final ~~accelerate~~financial ~~and~~results ~~become~~for ~~fully~~the ~~vested~~registrant’s ~~and~~first fiscal ~~exercisable~~quarter ended March 31, 2005.

~~• If,~~The information in ~~anticipation~~this ofCurrent aReport ~~change~~on ofForm ~~control involving~~8-K ~~the Company or within three (3) years following a change of control,~~is ~~the~~being ~~Company~~furnished ~~(or~~and ~~its~~shall ~~successor)~~not ~~terminates~~be ~~Mr.~~deemed ~~Plaga’s or Mr. Demetriades’ employment other than for~~ “~~cause~~filed” ~~or disability, or if Mr. Plaga or Mr. Demetriades terminates his employment~~ for ~~“good reason” during such period,~~ the ~~Company~~ ~~shall~~purposes ~~pay~~of ~~him~~Section ~~a lump-sum cash amount (in addition to all accrued~~18 ~~obligations owed to him)~~ of ~~his~~the ~~base~~Securities ~~monthly~~Exchange ~~salary~~Act ~~plus~~of ~~pro-rated~~1934, ~~monthly target~~as ~~bonus~~amended, ~~for~~or ~~six~~otherwise ~~(6)~~subject ~~months~~to ~~plus one (1) month for each year of service, up~~the toliabilities ~~a total maximum~~ of 18that ~~months~~Section.

InItem ~~each~~9.01. ~~case,~~Financial ~~the~~Statements ~~Change of Control Agreements also require the execution of a full release of claims from the individual executive before the Company must pay the relevant benefits under the agreement,~~ and ~~contain non-competition and non-solicitation provisions binding on the executives.~~Exhibits

2(c) Exhibits.

The Change of Control Agreements entered into with Barry J. Plaga and Alex Demetriades supersedes the previous change of control agreement entered into by the Company with each such individual.

Exhibit No.		Description

99.1		Press Release dated April 25, 2005.

Each of the Change of Control Agreements is filed as an exhibit hereto and is incorporated herein by reference, and the description thereof contained herein is subject in all respects to the terms and provisions of such agreement.2

~~Item 9.01. Financial Statements and Exhibits.~~SIGNATURES

~~(c) Exhibits~~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 hereunto duly authorized.

Exhibit No.		Description
10.1		Change of Control Employment Agreement by and between SeeBeyond Technology Corporation and James T. Demetriades, dated February 23, 2005.
10.2		Change of Control Employment Agreement by and between SeeBeyond Technology Corporation and Barry J. Plaga, dated February 23-, 2005.
10.3		Change of Control Employment Agreement by and between SeeBeyond Technology Corporation and Alex Demetriades, dated February 23, 2005.

		SEEBEYOND TECHNOLOGY CORPORATION


	By:	/s/ Barry J. Plaga
		Barry J. Plaga Senior Vice President and Chief Financial Officer

3Date: April 25, 2005

~~SIGNATURES~~3

~~Pursuant~~EXHIBIT ~~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 hereunto duly authorized.~~INDEX

SEEBEYOND TECHNOLOGY CORPORATION By: /S/ BARRY J. PLAGA Barry J. Plaga Executive Vice President and Chief Financial Officer

Exhibit No.		Description

99.1		Press Release dated April 25, 2005.

~~Date: February 25, 2005~~4

EXHIBIT INDEX

Exhibit No.		Description
10.1		Change of Control Employment Agreement by and between SeeBeyond Technology Corporation and James T. Demetriades, dated February 23, 2005.
10.2		Change of Control Employment Agreement by and between SeeBeyond Technology Corporation and Barry J. Plaga, dated February 23, 2005.
10.3		Change of Control Employment Agreement by and between SeeBeyond Technology Corporation and Alex Demetriades, dated February 23, 2005.

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