EGAIN Corp — Director's Dealing 2004

Sep 9, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EGAIN COMMUNICATIONS CORP (egan.ob)
CIK: 0001066194
Period of Report: 2004-09-07

Reporting Person: SMIT ERIC (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-09-07	6.75% Series A Cumulative Convertible Preferred Stock	$56.875	A	10	Acquired		Common Stock (23069)	Direct

Footnotes

F1: The 6.75% Series A Cumulative Convertible Stock (the "Series A Preferred Stock") was initially issued on August 22, 2000. The exercise price has been adjusted to reflect that on August 20, 2003, the Company effected a reverse stock split of its Common Stock at a ratio of 1-for-10 (the "Reverse Stock Split"). As a result of the Reverse Stock Split, each outstanding share of Common Stock automatically converted into one-tenth of a share of Common Stock, with the par value per share remaining at one-tenth of a cent ($0.0001). The Series A Preferred Stock is convertible into shares of Common Stock on the basis of its stated value (plus accrued interest) divided by its conversion price.

F2: The amount of securities underlying the Series A Preferred Stock reported herein reflects interest accrued on the stated value of the Series A Preferred Stock through September 7, 2004, and assumes a conversion price of $56.875.

F3: Expiration date field is not applicable.