SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD. (Last) (First) (Middle) C/O INTERNATIONAL FUND SERVICES LIMITED THIRD FL, BISHOP'S SQUARE REDMOND'S HILL (Street) DUBLIN 2 L2 00000 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol OPENWAVE SYSTEMS INC [ OPWV ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/03/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/03/2007		S		218,704	D	$6.25	5,688,294(1)	D
Common Stock	07/03/2007		S		0	D	$0	5,688,294(2)	I	By Harbinger Capital Partners Master Fund I, Ltd.
Common Stock	07/05/2007		S		262,500	D	$6.2	5,425,794(1)	D
Common Stock	07/05/2007		S		0	D	$0	5,425,794(2)	I	By Harbinger Capital Partners Master Fund I, Ltd.
Common Stock	07/03/2007		S		72,901	D	$6.25	2,603,941(3)	I	By Harbinger Capital Partners Special Situations Fund, L.P.
Common Stock	07/05/2007		S		87,500	D	$6.2	2,516,441(3)	I	By Harbinger Capital Partners Special Situations Fund, L.P.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Equity Swap	$6.21	07/03/2007		J(4)			1(4)	03/06/2007	01/11/2008	Common Stock	251,000	(4)	5(1)(4)	D
Equity Swap	$0	07/03/2007		J(4)			0(4)	03/06/2007	01/11/2008	Common Stock	0	$0	5(2)(4)	I	By Harbinger Capital Partners Master Fund I, Ltd.
Equity Swap	$6.17	07/05/2007		J(4)			1(4)	03/06/2007	01/11/2008	Common Stock	95,475	(4)	5(1)(4)	D
Equity Swap	$0	07/05/2007		J(4)			0(4)	03/06/2007	01/11/2008	Common Stock	0	$0	5(2)(4)	I	By Harbinger Capital Partners Master Fund I, Ltd.
Equity Swap	$6.21	07/03/2007		J(5)			1(5)	03/05/2007	01/11/2008	Common Stock	84,000	(5)	0(3)(5)	I	By Harbinger Capital Partners Special Situations Fund, L.P.
Equity Swap	$6.17	07/05/2007		J(5)			1(5)	03/05/2007	01/11/2008	Common Stock	31,825	(5)	0(3)(5)	I	By Harbinger Capital Partners Special Situations Fund, L.P.

1. Name and Address of Reporting Person* HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD. (Last) (First) (Middle) C/O INTERNATIONAL FUND SERVICES LIMITED THIRD FL, BISHOP'S SQUARE REDMOND'S HILL (Street) DUBLIN 2 L2 00000 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBINGER CAPITAL PARTNERS OFFSHORE MANAGER, L.L.C. (Last) (First) (Middle) ONE RIVERCHASE PARKWAY SOUTH (Street) BIRMINGHAM AL 35244 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HMC INVESTORS, L.L.C. (Last) (First) (Middle) ONE RIVERCHASE PARKWAY SOUTH (Street) BIRMINGHAM AL 35244 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBERT MANAGEMENT CORP (Last) (First) (Middle) ONE RIVERCHASE PARKWAY SOUTH (Street) BIRMINGHAM AL 35244 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* FALCONE PHILIP (Last) (First) (Middle) 555 MADISON AVE 16TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBERT RAYMOND J (Last) (First) (Middle) ONE RIVERCHASE PARKWAY SOUTH (Street) BIRMINGHAM AL 35244 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* LUCE MICHAEL D (Last) (First) (Middle) ONE RIVERCHASE PARKWAY SOUTH (Street) BIRMINGHAM AL 35244 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. These securities are owned by Harbinger Capital Partners Master Fund I, Ltd. (the "Master Fund"), which is a Reporting Person.

2. These securities may be deemed to be beneficially owned by Harbinger Capital Partners Offshore Manager, L.L.C. ("Harbinger Management"), the investment manager of the Master Fund, HMC Investors, L.L.C., its managing member ("HMC Investors"), Harbert Management Corporation ("HMC"), the managing member of HMC Investors, Philip Falcone, a shareholder of HMC and the portfolio manager of the Master Fund, Raymond J. Harbert, a shareholder of HMC, and Michael D. Luce, a shareholder of HMC. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

3. These securities are owned by Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Situations Fund"). These securities may be deemed to be beneficially owned by HMC, Philip Falcone, Raymond J. Harbert and Michael Luce. HMC wholly owns the managing member of the Special Situations Fund's general partner. Philip Falcone is the portfolio manager of the Special Situations Fund and is a shareholder of HMC. Raymond J. Harbert and Michael D. Luce are shareholders of HMC. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

4. On July 3, 2007 and July 5, 2007, the Reporting Person partially terminated (with respect to 251,000 and 95,475 shares, respectively) a total return swap agreement originally entered into on March 6, 2007 with respect to 580,000 reference shares of the Issuer. The swap remains in effect with respect to the remaining 98,525 reference shares.

5. On July 3, 2007 and July 5, 2007, the Reporting Person partially terminated (with respect to 84,000 and 31,825 shares, respectively) a total return swap agreement originally entered into on March 5, 2007 with respect to 420,000 reference shares of the Issuer. The swap remains in effect with respect to the remaining 259,175 reference shares.

	Harbinger Capital Partners Master Fund I, Ltd., By: Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/ William R. Lucas, Jr.	07/06/2007
	Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/ William R. Lucas, Jr.	07/06/2007
	HMC Investors, L.L.C., By: /s/ William R. Lucas, Jr.	07/06/2007
	Harbert Management Corporation, By: /s/ William R. Lucas, Jr.	07/06/2007
	/s/ Philip Falcone	07/06/2007
	/s/ Raymond J. Harbert	07/06/2007
	/s/ Michael D. Luce	07/06/2007
	** 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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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