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

FORM 8-K/A
(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): November 7, 2005

webMethods, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	001-15681	54-1807654
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
3877 Fairfax Ridge Road, South Tower, Fairfax, Virginia		22030
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 703-460-2500

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

As previously reported on the Form 8-K filed by webMethods, Inc. ("webMethods" or the "Company") on November 10, 2005, Richard P. Chiarello was appointed as webMethods’ Chief Operating Officer while continuing to serve as Executive Vice President, Worldwide Operations. On December 2, 2005, the Compensation Committee of the Board of Directors of webMethods approved an increase in compensation for Mr. Chiarello in connection with his appointment as webMethods’ Chief Operating Officer. Mr. Chiarello’s annual salary was increased to $385,000, effective as of November 7, 2005, the date of Mr. Chiarello’s appointment as Chief Operating Officer. Mr. Chiarello was also granted a stock option under the Company’s Amended and Restated Stock Option Plan to purchase 60,000 shares of the Company’s Common Stock at an exercise price equal to the closing price of the Company’s Common Stock on Friday, December 2, 2005.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

The information in Item 1.01 in this Amendment No. 1 is incorporated by reference.

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.

	webMethods, Inc.
December 8, 2005	By:	/s/ DAVID MITCHELL
		Name: DAVID MITCHELL
		Title: President & CEO