Amendment to Forms of Grant Agreements

On January 13, 2009, the Board of Directors of the Company, upon the recommendation of the Compensation Committee of the Board of Directors, approved an amendment to the forms of Notice of Restricted Stock Award and Notice of Grant of Restricted Stock Units used pursuant to the Pervasive Software Inc. 2006 Equity Incentive Plan (the "2006 Plan").

The terms of the form of Notice of Restricted Stock Award and the form of Notice of Grant of Restricted Stock Units under the 2006 Plan previously provided that
(i) upon a change in control, an additional number of shares of restricted stock held by the participant will be vested as if the participant had provided an additional twelve months of service to the Company, and (ii) all the shares of restricted stock held by the participant will vest immediately in the event such participant's involuntary termination at any point following a change of control.

As amended the form of Notice of Restricted Stock Award and the form of Notice of Grant of Restricted Stock Units under the 2006 Plan provide that clause
(i) above is eliminated.

The description of the form of Notice of Restricted Stock Award (under the 2006 Plan), the form of Notice of Grant of Restricted Stock Units (under the 2006 Plan) set forth herein does not purport to be complete and is qualified in its entirety by reference to the full text of the form of Notice of Restricted Stock Award (under the 2006 Plan) attached hereto as Exhibit 99.1 and the full text of the form of Notice of Grant of Restricted Stock Units (under the 2006 Plan) attached hereto as Exhibit 99.2, both of which are incorporated herein by reference in their entirety.

(c) Exhibits.

Exhibit No.       Description

99.1              Form of Notice of Restricted Stock Award for the Pervasive
                  Software Inc. 2006 Equity Incentive Plan

99.2              Form of Notice of Grant of Restricted Stock Units for the
                  Pervasive Software Inc. 2006 Equity Incentive Plan