8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


               CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                           THE SECURITIES ACT OF 1934


       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):  AUGUST 27, 1996


                            QUARTERDECK CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


    Delaware                   0-19207                   95-4320650
(STATE OR OTHER            (COMMISSION FILE           (I.R.S. EMPLOYER
JURISDICTION OF                NUMBER)               IDENTIFICATION NO.)
 INCORPORATION)


              13160 Mindanao Way, Marina del Rey, California 90292
  (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                (ZIP CODE)


      REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (310) 309-3700

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ITEM 5.  OTHER EVENTS.

         On August 27, 1996, Quarterdeck Corporation issued a press release with
respect to the resignation of its chief executive officer.  A copy of the
press release dated August 27, 1996 is filed as Exhibit 99.1

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

                (c)     Exhibits.

                        99.1    August 27, 1996 press release.






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                                   SIGNATURES

        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.

                                       QUARTERDECK CORPORATION,
                                       a Delaware corporation


                                       By:  /s/  FRANK R. GREICO
                                            ----------------------------
                                       Name:  Frank R. Greico
                                       Title: Senior Vice President and
                                              Chief Financial Officer

August 29, 1996





                               Page 3 of 3 pages

EX-99.1

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                                                         Quarterdeck Corporation
                                                              13160 Mindanao Way
    [LOGO]                                         Marina del Rey, CA 90292-9705
                                            Tel: 310 309 3700  Fax: 310 309 4218
- --------------------------------------------------------------------------------

Contacts        Ellen Spooren                   Jim Lucas
                Quarterdeck Corporation         Johnnie D. Johnson & Co. Inc.
                (310) 309-4261                  (213) 626-4848
                ellen@quarterdeck.com           73531.1041@compuserve.com

                 QUARTERDECK ANNOUNCES RESIGNATION OF ITS CEO,
                APPOINTMENT OF INTERIM OFFICE OF THE PRESIDENT,
                           ADDS WILLIAM LANE TO BOARD

        MARINA DEL REY, Calif., August 27 - Quarterdeck Corporation
[Nasdaq;QDEK] announced today that Gaston Bastiaens has resigned as the Chief
Executive Officer of the Company to pursue other business opportunities.  He
will continue as a director and consultant to the Company.

        The Company will be managed by a newly created temporary Office of the
President consisting of King R. Lee and Anatoly Tikhman.  Mr. Lee, a member of
the board and Chief Executive Officer of Wynd Communications Corporation, served
as interim CEO and COO of Quarterdeck from July 1994 to January 1995. Mr.
Tikhman, who currently is a Senior Vice President of the Company and head of its
Utilities Business Unit, was president and Chief Executive Officer of Vertisoft
prior to its recent acquisition by Quarterdeck.  Additions to the Office of the
President are also expected.  The Board has retained an executive search firm to
seek a new permanent CEO.

        Additionally, Quarterdeck announced the election of William Lane, former
Chief Financial Officer of Intuit Corporation, to the Board of Directors.  "Bill
brings tremendous experience in finance, operations and integration of
acquisitions to the Board, and we are extremely pleased that he is joining us,"
said Frank LaHaye, Chairman of the Quarterdeck Board of Directors.

        "We appreciate the efforts of Gaston who has grown the company from a
$27 million one-product operation to a more than $140 million multi-faceted
utilities and Internet company," said Frank LaHaye.  He has fashioned a strong
direct mail and telemarketing presence to complement existing retail channels
and significantly increased our international presence," said Director Howard
Morgan.  "With a strong line of new desktop utility products in the market this
fall, the expected introduction of its 32-bit Procomm Communication program and
a new generation of Internet products, I believe Quarterdeck is well positioned
to play a key role in the desktop computer software and the Internet markets,"
said Gaston Bastiaens.
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        "The challenge for the interim management is to effectively integrate
and operate the companies we have acquired so that Quarterdeck can continue its
growth and return to strong profitability," said King Lee.

        Forward-looking statements:

        When used in the preceding discussion, the word "believes," "expects"
and similar conditional expressions are intended to identify forward-looking
statements.  Such statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those expressed in any of
the forward-looking statements.  Such risks and uncertainties include, but are
not limited to, conditions in the general economy or the software industry, the
timely development, release and market acceptance of products and technologies,
competitive factors, demand for memory-management software products,
sell-through of products in the sales channels, successful integration of
acquisitions, ability to secure additional sources of financing and other risks
described from time to time in Quarterdeck's SEC reports and filings.

        Quarterdeck Corporation is a pioneer in the development of software
products in the utilities and Internet areas.  The Company leads the industry in
bringing utilities solutions to the Windows environments, and offers an entire
line of powerful, next-generation Internet and communications tools for
corporate, small business and individual users.  Quarterdeck Corporation is
headquartered at 13160 Mindanao Way, Marina del Rey, CA 90292.  Its European
headquarters are in Dublin, Ireland, with other offices in England, France and
Australia.  Further product availability and pricing information may be obtained
by calling 310-309-3755, by accessing Quarterdeck's Internet Web site at
http://www.quarterdeck.com/, or by sending an e-mail request to
info@quarterdeck.com/.


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Quarterdeck is a registered trademark.