content: <PAGE>
  
                        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
  
  
                                   March 4, 2000
                         (Date of earliest event reported)
  
  
                                  Phone.com, Inc.
              (Exact name of Registrant as specified in its charter)
  
      Delaware                    000-25687                 94-3219054
      (State of             (Commission File No.)          (IRS Employer
     incorporation or                                  Identification No.)
     organization)
  
                               800 Chesapeake Drive
                                 Redwood City, CA
                     (Address of principal executive offices)
  
  
                                       94063
                                    (zip code)
  
  
                                  (650) 562-0200
               (Registrant's telephone number, including area code)
  
                                         1
  <PAGE>
  
  Item 2.   Acquisition or Disposition of Assets
  
       On March 4, 2000, the Registrant, Phone.com, Inc. ("Phone.com"),
  consummated its acquisition of Paragon Software (Holdings) Limited, a private
  limited company incorporated in England and Wales ("Paragon"). The transaction
  was closed pursuant to the Sale and Purchase Agreement (the "Acquisition
  Agreement") dated February 8, 2000, by and among Phone.com, Paragon, Colin
  Calder, The Stanley Trustee Company Limited, 3i Group plc, Kennet I L.P., Access
  Technology Partners L.P., Access Technology Partners Brokers Fund L.P.,
  Hambrecht & Quist, Hambrecht & Quist Employee Venture Fund L.P.II, H&Q Paragon
  Software Investors L.P., 3 Com Ventures Inc. and Hikari Tsushin Inc (the
  "Vendors"). The acquisition will be accounted for under the purchase method of
  accounting. A copy of the Acquisition Agreement is filed herewith as Exhibit 2.1
  and incorporated by reference herein. The description of the Acquisition
  Agreement set forth herein does not purport to be complete and is qualified in
  its entirety by the provisions of the Acquisition Agreement.
  
       As a result of the transaction, Paragon became a wholly owned subsidiary of
  Phone.com. The consideration paid for all of the outstanding common and
  preferred stock of Paragon and all rights to acquire common or preferred stock
  in Paragon as of the date of consummation consisted of the issuance of
  approximately 3,448,688 shares of Phone.com common stock (including 397,672
  shares to be issued in connection with employee options) valued at approximately
  $415 million together with a cash payment of $3 million and two additional
  deferred installments of $17 million in the aggregate to Colin Calder, payable
  in approximately 142,950 common shares at his election or in cash with the
  consent of Phone.com, a cash payment of $4.5 million to be allocated among
  certain employees of Paragon, and a cash payment of approximately $4.9 million
  relating to Vendors' expenses (the "Acquisition Consideration"). The cash
  portion of the Acquisition Consideration was funded from working capital. The
  portion of the Acquisition Consideration allocated to the shareholders of
  Paragon was paid to the shareholders of Paragon pursuant to the provisions of
  the Acquisition Agreement, however, a portion of the shares issued to Colin
  Calder and The Stanley Trustee Company Limited, representing 10% of the stock
  portion of the Acquisition Consideration, were placed in escrow to secure
  certain indemnification obligations under the Acquisition Agreement. In
  connection with the transaction, the Vendors were granted certain registration
  rights pursuant to a Registration Rights Agreement dated March 4, 2000.
  
       Paragon's assets consist of intellectual property, cash, receivables,
  property and equipment, and other tangible and intangible assets which are used
  in the business of providing personalization and synchronization platforms for
  mobile and internet devices. Phone.com intends to continue such use of the
  assets.
  
  Item 7.   Exhibits.
  
       The financial statements and pro forma financial information required by
  this Item will be filed by amendment approximately 45 days from the date of
  filing of this current report on Form 8-K.
  
  2.1       Sale and Purchase Agreement dated February 8, 2000, by and among
            Phone.com, Paragon Software (Holdings) Limited and the several vendors
            named therein.*
  
  99.1      Press Release of the Registrant, dated February 8, 2000.
  
  99.2      Press Release of the Registrant, dated March 8, 2000.
  
  _____________
  
  *    The disclosure letter, referenced in the Agreement, certain schedules and
       the exhibits are omitted pursuant to Rule 601(b)(2) of Regulation S-K.
       Phone.com agrees to furnish such documents supplementally to the Securities
       and Exchange Commission upon request.
  
                                         2
  <PAGE>
  
                                     SIGNATURE
  
       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, thereto duly authorized.
  
  
                                  PHONE.COM, INC.
  
  
                                  By: /s/ Alan Black
                                      __________________________
                                  Name:  Alan Black
                                  Title: Vice President of Finance and
                                         Administration, Chief
                                         Financial Officer and Treasurer
                                         (Principal Financial and
                                         Accounting Officer)
  
  
  Date:  March 16, 2000
  
                                         3
  <PAGE>
  
                                   EXHIBIT INDEX
  
  Exhibit   Description
  
  2.1       Sale and Purchase Agreement dated February 8, 2000, by and among
            Phone.com, Paragon Software (Holdings) Limited and the several vendors
            named therein.*
  
  
  99.1      Press Release of the Registrant, dated February 8, 2000.
  
  99.2      Press Release of the Registrant, dated March 8, 2000.
  
  
  
  
  ______________
  
  *    The disclosure letter, referenced in the Agreement, certain schedules and
       the exhibits are omitted pursuant to Rule 601(b)(2) of Regulation S-K.
       Phone.com agrees to furnish such documents supplementally to the Securities
       and Exchange Commission upon request.
  
                                         4
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metadata_filer: {"company-data": {"conformed-name": "PHONE COM INC", "cik": "0001082506", "assigned-sic": "7372", "irs-number": "943219054"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-25687", "film-number": "572349"}, "business-address": {"street1": "800 CHESAPEAKE DRIVE", "city": "REDWOOD CITY", "state": "CA", "zip": "94063", "phone": "6505620200"}, "mail-address": {"street1": "800 CHESAPEAKE DRIVE", "city": "REDWOOD CITY", "state": "CA", "zip": "94063"}, "former-company": {"former-conformed-name": "UNWIRED PLANET INC", "date-changed": "19990324"}}
text: 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
  
                                   March 4, 2000
                         (Date of earliest event reported)
  
                                  Phone.com, Inc.
              (Exact name of Registrant as specified in its charter)
  
      Delaware                    000-25687                 94-3219054
      (State of             (Commission File No.)          (IRS Employer
     incorporation or                                  Identification No.)
     organization)
  
                               800 Chesapeake Drive
                                 Redwood City, CA
                     (Address of principal executive offices)
  
                                       94063
                                    (zip code)
  
                                  (650) 562-0200
               (Registrant's telephone number, including area code)
  
                                         1
  Item 2.   Acquisition or Disposition of Assets
  
       On March 4, 2000, the Registrant, Phone.com, Inc. ("Phone.com"),
  consummated its acquisition of Paragon Software (Holdings) Limited, a private
  limited company incorporated in England and Wales ("Paragon"). The transaction
  was closed pursuant to the Sale and Purchase Agreement (the "Acquisition
  Agreement") dated February 8, 2000, by and among Phone.com, Paragon, Colin
  Calder, The Stanley Trustee Company Limited, 3i Group plc, Kennet I L.P., Access
  Technology Partners L.P., Access Technology Partners Brokers Fund L.P.,
  Hambrecht & Quist, Hambrecht & Quist Employee Venture Fund L.P.II, H&Q Paragon
  Software Investors L.P., 3 Com Ventures Inc. and Hikari Tsushin Inc (the
  "Vendors"). The acquisition will be accounted for under the purchase method of
  accounting. A copy of the Acquisition Agreement is filed herewith as Exhibit 2.1
  and incorporated by reference herein. The description of the Acquisition
  Agreement set forth herein does not purport to be complete and is qualified in
  its entirety by the provisions of the Acquisition Agreement.
  
       As a result of the transaction, Paragon became a wholly owned subsidiary of
  Phone.com. The consideration paid for all of the outstanding common and
  preferred stock of Paragon and all rights to acquire common or preferred stock
  in Paragon as of the date of consummation consisted of the issuance of
  approximately 3,448,688 shares of Phone.com common stock (including 397,672
  shares to be issued in connection with employee options) valued at approximately
  $415 million together with a cash payment of $3 million and two additional
  deferred installments of $17 million in the aggregate to Colin Calder, payable
  in approximately 142,950 common shares at his election or in cash with the
  consent of Phone.com, a cash payment of $4.5 million to be allocated among
  certain employees of Paragon, and a cash payment of approximately $4.9 million
  relating to Vendors' expenses (the "Acquisition Consideration"). The cash
  portion of the Acquisition Consideration was funded from working capital. The
  portion of the Acquisition Consideration allocated to the shareholders of
  Paragon was paid to the shareholders of Paragon pursuant to the provisions of
  the Acquisition Agreement, however, a portion of the shares issued to Colin
  Calder and The Stanley Trustee Company Limited, representing 10% of the stock
  portion of the Acquisition Consideration, were placed in escrow to secure
  certain indemnification obligations under the Acquisition Agreement. In
  connection with the transaction, the Vendors were granted certain registration
  rights pursuant to a Registration Rights Agreement dated March 4, 2000.
  
       Paragon's assets consist of intellectual property, cash, receivables,
  property and equipment, and other tangible and intangible assets which are used
  in the business of providing personalization and synchronization platforms for
  mobile and internet devices. Phone.com intends to continue such use of the
  assets.
  
  Item 7.   Exhibits.
  
       The financial statements and pro forma financial information required by
  this Item will be filed by amendment approximately 45 days from the date of
  filing of this current report on Form 8-K.
  
  2.1       Sale and Purchase Agreement dated February 8, 2000, by and among
            Phone.com, Paragon Software (Holdings) Limited and the several vendors
            named therein.*
  
  99.1      Press Release of the Registrant, dated February 8, 2000.
  
  99.2      Press Release of the Registrant, dated March 8, 2000.
  
  _____________
  
  *    The disclosure letter, referenced in the Agreement, certain schedules and
       the exhibits are omitted pursuant to Rule 601(b)(2) of Regulation S-K.
       Phone.com agrees to furnish such documents supplementally to the Securities
       and Exchange Commission upon request.
  
                                         2
  SIGNATURE
  
       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, thereto duly authorized.
  
                                  PHONE.COM, INC.
  
                                  By: /s/ Alan Black
                                      __________________________
                                  Name:  Alan Black
                                  Title: Vice President of Finance and
                                         Administration, Chief
                                         Financial Officer and Treasurer
                                         (Principal Financial and
                                         Accounting Officer)
  
  Date:  March 16, 2000
  
                                         3
  EXHIBIT INDEX
  
  Exhibit   Description
  
  2.1       Sale and Purchase Agreement dated February 8, 2000, by and among
            Phone.com, Paragon Software (Holdings) Limited and the several vendors
            named therein.*
  
  99.1      Press Release of the Registrant, dated February 8, 2000.
  
  99.2      Press Release of the Registrant, dated March 8, 2000.
  
  ______________
  
  *    The disclosure letter, referenced in the Agreement, certain schedules and
       the exhibits are omitted pursuant to Rule 601(b)(2) of Regulation S-K.
       Phone.com agrees to furnish such documents supplementally to the Securities
       and Exchange Commission upon request.
  
                                         4