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Compuware Comments On Viasoft Termination Agreement

FARMINGTON HILLS, Mich. -- January 21, 2000 -- Compuware Corporation (NASDAQ:CPWR), today released additional details of the decision by Viasoft, Inc. (Viasoft) and Compuware to terminate a tender offer by Compuware to purchase all outstanding shares of Viasoft.

"Compuware vigorously pursued all means to consummate the acquisition of Viasoft and has scrupulously observed its obligations under the Merger Agreement," said Thomas Costello, Jr., Vice President and General Counsel, Compuware Corporation. "The litigation with the DOJ over Compuware's proposed acquisition of Viasoft has been enormously expensive and time- consuming for Compuware. Nevertheless, we aggressively pursued Justice Department approval of the transaction with Viasoft and carefully considered every reasonable settlement proposal. We were prepared to pursue this matter to trial."

Prior to termination of the agreement, Compuware had been advised that the Board of Directors of Viasoft would not authorize a waiver of its right to terminate. As a result, Compuware was unable to provide any assurance as to the continued viability of the merger after January 31, 2000. Unable to protect the best interests of its shareholders, Compuware agreed to terminate its tender offer.

"Compuware's outside counsel is in possession of evidence that we understand directly contradicts the testimony of certain government witnesses," said Costello. "We were very confident of our chances in court against the DOJ."

Compuware Corporation

Compuware productivity solutions help 14,000 of the world's largest corporations more efficiently maintain and enhance their most critical business applications. Providing immediate and measurable return on information technology investments, Compuware products and services improve quality, lower costs and increase the speed at which systems can be developed, implemented and supported. Compuware employs approximately 15,000 information technology professionals worldwide. With trailing 12-month revenues of more than $1.9 billion, Compuware is a world leader in the practical implementation of enterprise and e-commerce solutions. For more information about Compuware, please contact the corporate offices at 800-521- 9353. You may also visit Compuware on the World Wide Web at www.compuware .com.

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