SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

LIEMANDT JOSEPH

(Last)

(First)

(Middle)

6011 WEST COURTYARD DR., SUITE 300

(Street)

AUSTIN

78730

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/17/2009

3. Issuer Name and Ticker or Trading Symbol
COREL CORP [ CREL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		Member-10% owner group (1)(2)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
common stock, no par value per share⁽¹⁾⁽²⁾	4,495,644	I	See footnotes⁽¹⁾⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. The reporting person is the sole member and sole manager of ESW Capital, LLC, which beneficially owns 4,495,644 shares of the common stock, no par value per share, of Corel Corporation (the "Issuer") and may be deemed to be, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or otherwise, the beneficial owner of the securities of the Issuer owned by ESW Capital, LLC (and Trilogy, Inc. or Versata Enterprises, Inc., if any). The reporting person disclaims beneficial ownership of the securities owned by ESW Capital, LLC described above and Trilogy, Inc. or Versata Enterprises, Inc., if any, except to the extent of the pecuniary interest of the reporting person in such securities.

2. Further, the reporting person may be deemed to be a member of a group for the purposes of Section 13(d) or 13(g) of the Act, with ESW Capital, LLC, Trilogy, Inc. (of which the reporting person is the controlling stockholder) and Versata Enterprises, Inc. (a wholly-owned subsidiary of Trilogy, Inc.). The reporting person and each member of the group declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer. Please see the Schedule 13D filed with the Securities and Exchange Commission on November 18, 2009 with respect to the Issuer's securities and the relationship of the reporting person, ESW Capital, LLC, Trilogy, Inc. and Versata Enterprises, Inc. for additional details.

	/s/ Joseph A. Liemandt	11/25/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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