FTP Software and Network Computing Devices Announce Sale of Mariner
Intelligent Internet Organizer to FTP Software

Agreement Allows NCD to Incorportate Mariner Technology in Messaging and PC
Networking Products.

MOUNTAIN VIEW, CALIF. AND ANDOVER, MASS., JANUARY 16, 1996 - FTP Software
Inc., and Network Computing Devices, Inc., announced today that they have
signed an agreement for the sale of NCD's Mariner Intelligent Internet
Organizer business. Under terms of the agreement, FTP Software will
acquire the assets of Mariner for $10 million, to be paid to NCD Software
as a single payment. The acquisition is expected to be final in Q1 1996
upon signing of a definitive agreement.

Also, under the terms of the agreement FTP Software will license back to
NCD the Mariner technology, including the source code, to be incorporated
into future versions of NCD hardware and software products. NCD will pay
FTP Software a one-time license fee of $2.5 million for these ongoing
rights. FTP Software will continue to actively market the product as
Mariner, will upgrade and enhance future versions of Mariner, and will be
responsible for all customer relations and technical support following the
acquisition.

"The acquisition of Mariner underscores FTP Software's commitment to making
strategic technology investments," said David Zirkle, FTP Software's
president and chief executive officer. "We plan to move quickly to
incorporate Mariner technology into our product family, to give our
customers solutions to help them realize the potential of the Internet for
searching, organizing and sharing information."

"FTP Software selected Mariner because of its unique ability to function as
an "Intelligent Internet Organizer," allowing the user to organize
Internet-based information quickly and efficiently," said Jonathan Rodin,
vice president of FTP Software's Internet Solutions Business Unit.
Mariner's features include the ability to organize information by subject
regardless of the source, and to build a personal roadmap of the user's
Internet exploration. Users can also share information collected from the
Internet via Mariner's Web-enabled e-mail capability.

In addition to the sale of Mariner, NCD and FTP Software have also signed
an agreement for NCD to license FTP's network file server (NFS) client and
server for Windows NT and Windows 95 for use in NCD's WinCenter family of
software products. NCD also plans to incorporate FTP's NFS client and
server into future NCD software products.

"This relationship will benefit customers for many reasons," said Jack
Bradley, acting president and CEO of NCD. "FTP Software is a major
designer of TCP/IP and Internet technology software, and Mariner offers
the most sophisticated Internet navigation tool available. As FTP
continues to develop the product, NCD has the ability to use Mariner's
technology to bolster our other software products." Bradley added, "This
agreement allows NCD to focus on our core software competencies, namely
our Z-Mail messagin and PC-Xware X server software. It also gives NCD the
ability to incorporate Mariner's technology in upcoming products which
could be particularly valuable when it comes to our Internet-based
messaging products."

ABOUT NCD

Founded in 1988, Network Computing Devices, Inc. (Nasdaq:NCDI), provides
desktop information access solutions for network computing environments.
The company includes two subsidiaries, NCD Software Corporation and NCD
Systems Corporation. NCD Software is a leading supplier of software
products that include PC-Xware X server software integrating MS Windows
and DOS-based PCs into X/UNIX networks; Marathon, a TCP/IP networking
software for MS Windows; and Z-Mail, a cross-platform electronic- mail and
messaging system for open systems environments. NCD Systems is a major
supplier of enterprise desktop hardware and software solutions.

ABOUT FTP SOFTWARE, INC.

FTP Software, Inc. is the leading independent supplier of Internet software
solutions that enable millions of PC users world-wide to access resources
across LANs, enterprise networks and the global Internet. The publicly
held company (Nasdaq: FTPS) is a pioneering developer of TCP/IP and
interconnectivity applications and is committed to providing technically
superior products for sharing information across disparate computing
platforms and networks. Both its Networking Business Unit and new Venture
Business Unit are targeting and investing in emerging markets and
developing new technologies that will carry the company's vision into the
21st century. FTP Software markets its products and services worldwide
through an international distributor network, original equipment
manufactuerers (OEMs) and direct sales.
 
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