8-K

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

August 21, 2003

(Date of earliest event reported)

Openwave Systems Inc.

(Exact name of Registrant as specified in its charter)

Delaware	000-25687	94-3219054
(State of incorporation or organization)	(Commission File No.)	(IRS Employer Identification No.)

1400 Seaport Boulevard

Redwood City, CA 94063

(Address of principal executive offices)

(650) 480-8000

(Registrant’s telephone number, including area code)

Item 5.    Other Events.

On August 21, 2003, Openwave Systems Inc. (the “Company”) announced certain changes to its executive management team. The Company also separately announced the election of a new director to its board. Copies of the related press releases are attached to this Current Report on Form 8-K as Exhibit 99.1 and 99.2 and are incorporated herein by reference.

Item 7.    Exhibits.

99.1    Press Release issued by Openwave Systems Inc. on August 21, 2003.

99.2    Press Release issued by Openwave Systems Inc. on August 21, 2003.

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.

OPENWAVE SYSTEMS INC.
By:	/s/    STEVE PETERS
Name: Title:	Steve Peters Senior Vice President, Chief Administrative and Legal Officer

Date:  August 21, 2003

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by Openwave Systems Inc. on August 21, 2003.
99.2	Press Release issued by Openwave Systems Inc. on August 21, 2003.

EX-99.1

EXHIBIT 99.1

OPENWAVE STREAMLINES MANAGEMENT TEAM

REDWOOD CITY, Calif.—August 21, 2003—Openwave Systems Inc. (Nasdaq: OPWV), the leading independent provider of open software products and services for the communications industry, today announced changes to its executive management team that will streamline the organizational structure.

Kevin Kennedy, chief operating officer of Openwave will be leaving the company to join JDS Uniphase as its CEO. Kennedy will serve as an advisor to CEO Don Listwin through the end of the fiscal year 2004 and will continue to serve on Openwave’s board of directors into the future.

Consistent with the company’s ongoing efforts to reduce costs and streamline operations, and Kennedy’s decision to depart Openwave, the company has decided to eliminate the position of chief operating officer and transfer those responsibilities to its senior management team. The company has also made the following changes:

• David Hose, vice president and general manager of mobile infrastructure products has been promoted to senior vice president and chief development officer

• Richard Wong, senior vice president of worldwide marketing has been promoted to general manager of messaging applications

• Jon Shantz, senior vice president of corporate development, will assume additional responsibilities in the areas of corporate marketing, developer marketing and standards cooperation in his new role as senior vice president of market development.

• Al Etterman, vice president of IT, has been promoted to senior vice president of corporate infrastructure leading the IT and facilities teams.

“These management changes are the natural next step in the evolution of our company. For the past two years, we have been improving operational excellence under Kevin’s leadership. We have managed to reduce expenses and size the company to reflect customer demand and market realities,” said Don Listwin, president and CEO. “On behalf of the company, I want to thank Kevin for his dedication and results in managing Openwave through several market

transitions. I look forward to his continued involvement in the company and I wish him success in his new position.”

“I have been fortunate to have had the opportunity to work with Don and the management team in building Openwave’s business as the leading software and services supplier for communications service providers,” said Kennedy. “I remain committed to helping Openwave maintain its unique position in the industry and moving its business forward as a member of the Openwave board of directors.”

About Openwave

Openwave Systems Inc. (Nasdaq: OPWV) is the leading independent provider of open software products and services for the communications industry. Openwave’s breadth of products, including mobile phone software, multimedia messaging software (MMS), email, location and mobile gateways, along with its worldwide expertise enable its customers to deliver innovative and differentiated data services. Openwave is a global company headquartered in Redwood City, California. For more information please visit www.openwave.com.

# # #

Openwave, the Openwave logo and Services OS are trademarks and or registered trademarks of Openwave Systems Inc. All other

trademarks are the properties of their respective owners.

For more information please contact:

Openwave Systems Inc.

Michele Landry

Openwave

+1 650 480 4622

michele.landry@openwave.com

EX-99.2

EXHIBIT 99.2

MASOOD JABBAR JOINS OPENWAVE’S BOARD OF DIRECTORS

REDWOOD CITY, Calif.—August 21, 2003—Openwave Systems Inc. (Nasdaq: OPWV), the leading provider of open software products and services for the communications industry, today announced that Masood Jabbar has been elected to its board of directors.

Jabbar spent more than 16 years at Sun Microsystems, most recently serving as executive vice president of global sales operations. He has also held positions at Xerox and IBM during his more than 30 years in the technology industry.

“I am pleased to welcome a leader with Masood’s experience to the board,” said Bernard Puckett, chairman of the board. “He brings deep industry knowledge and experience in general management, finance, international assignments and global sales.”

“As operators worldwide are gaining momentum with data services, Openwave has emerged as the leading supplier of software and services for communications service providers,” said Jabbar. “Openwave’s position in the industry, its strong management team and product portfolio make it an exciting company to be involved in.”

Don Listwin, president and CEO of Openwave adds, “We look forward to the benefits of Masood’s insights and counsel, especially in the areas of strategy and global sales management where he has been so successful. I look forward to working with him.”

About Openwave

Openwave Systems Inc. (Nasdaq: OPWV) is the leading independent provider of open software products and services for the communications industry. Openwave’s breadth of products, including mobile phone software, multimedia messaging software (MMS), email, location and mobile gateways, along with its worldwide expertise enable its customers to deliver innovative and differentiated data services. Openwave is a global company headquartered in Redwood City, California. For more information please visit www.openwave.com.

Openwave and the Openwave logo are trademarks and or registered trademarks of Openwave Systems Inc. All other trademarks are the properties of their respective owners.

MEDIA CONTACT:

Michele Landry

Openwave Systems Inc.

650-480-4622

Michele.landry@openwave.com