CAERE ANNOUNCES TERMINATION OF AGREEMENT TO ACQUIRE VIEWSTAR

January 22, 1996 - Los Gatos - Caere Corporation (NASDAQ:CAER) today
announced that it has exercised its right to terminate its agreement to
acquire ViewStar Corporation due to the non-fulfillment of certain closing
conditions. Caere's stockholder meeting, to be held on Tuesday, January
23, 1996, will continue as planned in order for Caere's stockholders to
consider an amendment to Caere's Employee Stock Purchase Plan, another
item of business scheduled to be voted upon at the meeting. In connection
with its termination of the agreement, Caere has accrued a one-time charge
against earnings in the quarter ended December 31, 1995, in the amount of
approximately $1,000,000 in connection with expenses related to the
agreement. Caere has made a claim against ViewStar under the agreement for
reimbursement of these expenses plus a $1,200,000 breakup fee.

Subsequent to Caere's delivery to ViewStar of Caere's notice of
termination, ViewStar notified Caere that ViewStar contested Caere's right
to terminate the agreement, and that ViewStar intended to terminate the
agreement, and to assert a claim against Caere for reimbursement of
ViewStar's expenses plus the $1,200,000 breakup fee.

Caere Corporation, with U.S. headquarters in Los Gatos, California, and
European headquarters in Caere GmbH, in Munich, Germany, is the leader in
OCR technology and a leading provider of desktop document management and
forms processing products.
 
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