1 EXHIBIT 10.24

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                                 EXHIBIT 10.24

Comerica Bank-California
00 Xxxx Xxxxxxx Xxxx
Xxx Xxxx, Xxxxxxxxxx 00000
(000) 000-0000

                   MODIFICATION TO LOAN & SECURITY AGREEMENT

     This First Modification to Revolving Loan & Security Agreement (this
"Modification") is entered into by and between Versant Object Technology
Corporation ("Borrower") and Comerica Bank-California ("Bank") as of this 6th
day of May, 1998 at San Jose, California.

                                    RECITALS

     A. Bank and Borrower have previously entered into or are concurrently
entering into a Revolving Loan & Security Agreement (Accounts & Inventory) (the
"Agreement") dated May 15, 1997.

     B. Borrower has requested, and Bank has agreed, to modify the Agreement as
set forth below.

                                   AGREEMENT

     For good and valuable consideration, the parties agree as set forth below:

     Incorporation by Reference. The Agreement as modified hereby and the
Recitals are incorporated herein by this reference.

Section 1.12        "Eligible Accounts" as used in this Agreement means and
                    includes those accounts of Borrower which are due and
                    payable within Thirty (30) days, or less, from the date of
                    invoice, have been validly assigned to Bank and strictly
                    comply with all of Borrower's warranties and representations
                    to Bank; but Eligible Accounts shall not include the
                    following: (c) accounts with respect to which the account
                    debtor is not a resident of the United States, allowing
                    $1,000,000.00 advance against Foreign Accounts Receivable.

Section 3.1         This Agreement shall remain in full force and effect until
                    June 1, 1999, or until terminated by notice by Borrower.
                    Notice of such termination by Borrower shall be effectuated
                    by mailing of a registered or certified letter not less than
                    thirty (30) days prior to the effective date of such
                    termination, addressed to the Bank at the address set forth
                    herein and the termination shall be effective as of the date
                    so fixed in such notice. Notwithstanding the foregoing,
                    should Borrower be in default of one or more of the
                    provisions of this Agreement, Bank may terminate this
                    Agreement at any time without notice. Notwithstanding the
                    foregoing, should either Bank or Borrower become insolvent
                    or unable to meet its debts as they mature, or fall,
                    suspend, or go out of business, the other party shall have
                    the right to terminate this Agrement at any time without
                    notice. On the date of termination all Obligations shall
                    become immediately due and payable without notice or demand;
                    no notice of termination by Borrower shall be effective
                    until Borrower shall have paid all Obligations to Bank in
                    full. Notwithstanding termination, until all Obligations
                    have been fully satisfied, Bank shall retain its security
                    interest in all existing Collateral and Collateral arising
                    thereafter, and Borrower shall continue to perform all of
                    its Obligations.

Section 6.17b       Tangible Effective Net Worth in an amount not less than
                    $9,500,000.00, to increase by 75% of quarterly net profit
                    after tax and 100% of any equity and subordinated debt
                    raised after Q1 - March 31, 1998


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Section 6.17d        a quick ratio of cash plus securities plus
                     Receivables to Current Liabilities of greater than
                     1.10:1.00 (Q2 1998) and greater than 1.50:1.00 (Q3 1998)
                     and forward

Section 6.17e        a ratio of Total Liabilities (less debt subordinated to
                     Bank) to Tangible Effective Net Worth of less than
                     1.50:1.00

Section 6.17f        a ratio of Cash Flow to Fixed Charges of greater than
                     1.50:1.00 beginning Q4 1998

Section 6.17k        Borrower is to raise a minimum of $5,000,000 in capital by
                     September 30, 1998

Section 6.17l        All foreign receivable advances subject to insurance by
                     either Letter of Credit or policy and amount acceptable to
                     bank. Bank will allow until June 15, 1998 to put policy
                     in place.

Section 6.17m        Operating Profit of greater than ($1,000,000.00) for X0
                     0000; greater than ($250,000.00) for Q3 1998; beginning
                     X0 0000, borrower is not to have two consecutive and after
                     tax losses, no quarterly operating or after tax loss shall
                     exceed $500,000.00

     Legal Effect. Except as specifically set forth in this Modification, all of
the terms and conditions of the Agreement remain in full force and effect.

     Integration. This is an integrated Modification and supersedes all prior
negotiations and agreements regarding the subject matter hereon. All amendments
hereto must be in writing and signed by the parties.

     IN WITNESS WHEREOF, the parties have agreed as of the date first set forth
above.

BORROWER:

VERSANT OBJECT TECHNOLOGY CORPORATION        COMERICA BANK-CALIFORNIA

By: ______________________________           By: ______________________________
              Xxxx Xxxx                                Xxxx Xxxxxx
Title: CFO                                   Title: Vice President