CHANGE IN CONTROL AGREEMENT



      This Change in Control Agreement (the "Agreement") is made and entered

into as of March   , 2003 (the "Execution Date"), by and among IONA

Technologies, Inc., a Delaware corporation ("IONA, Inc."), its parent, IONA

Technologies PLC, a public limited company organized under the laws of Ireland

(the "Company"), and _____________ ("Executive").



      WHEREAS, Executive currently is an employee of IONA, Inc. and an Executive

Officer (as hereinafter defined), and has made and is expected to continue to

make significant contributions to the business, growth and financial strength of

the Company and the Group (as hereinafter defined);



      WHEREAS, the Company recognizes that, as is the case for most publicly

held companies, the possibility of a Change in Control (as hereinafter defined)

exists, which may alter the nature and structure of the Company, and recognizes

that the uncertainty regarding the consequences of such an event adversely

affects the Company's ability to retain Executive as an Executive Officer and

IONA Inc.'s ability to retain Executive in its employ;



      WHEREAS, the Company and IONA, Inc. desire to more closely align

Executive's interests with those of the shareholders of the Company with respect

to any Change in Control that may benefit the shareholders;



      WHEREAS, the Company and IONA, Inc. desire to assure themselves of both

present and future continuity of management in the event of a Change in Control,

and desire to induce Executive to remain employed with IONA, Inc. by

establishing certain benefits for Executive applicable under certain

circumstances in the event of a Change in Control, and Executive desires to be

so induced; and



      WHEREAS, the parties desire to set forth in writing the terms and

conditions of their agreement with respect to the provision of benefits for

Executive applicable under certain circumstances in the event of a Change in

Control;



      NOW, THEREFORE, in consideration of the premises and the mutual covenants

and obligations herein contained, it is agreed among the parties hereto as

follows:



      1.    Term. This Agreement shall continue for a term commencing on the

Execution Date and ending on the date one year thereafter ("Initial Term"), and

shall be automatically renewed from year to year thereafter for successive

one-year terms (each a "Renewal Term") unless ninety (90) days prior to the

expiration of the initial term or any renewal term, any party gives written

notice of non-renewal to the other parties; provided that any such notice

provided by the Company or IONA, Inc. any time during the period beginning on

the date that is three months prior to the date upon which a definitive

agreement for a Change in Control is publicly announced as having been executed

by the Company (the "Announcement Date") and ending on the second anniversary of

the effective date of a Change in Control, shall have no effect whatsoever, and

the Agreement shall continue in force until such time as otherwise terminated in

accordance with the terms hereof. If an effective notice of non-renewal is given

as permitted hereunder, this Agreement will expire at the conclusion of either

the initial term or the renewal term, whichever is applicable, unless terminated

earlier in accordance with Section 2 hereof. The "Term" of this Agreement shall

include the Initial Term, as well as any Renewal Term, if applicable, subject to

termination at any time prior to the expiration of the Term as provided in

Section 2 hereof; provided, however, that in the event of the first Change in

Control to occur during the Term (including after any notice of non-renewal is

given), the Term shall automatically continue through the second anniversary of

the effective date of such Change in Control.

<PAGE>

      2.    At-Will Status. Notwithstanding any provision of this Agreement,

Executive will remain employed at-will, so that Executive, IONA, Inc. or any

other member of the Group by which Executive may become employed from time to

time, may terminate Executive's employment at any time, with or without notice,

for any or no reason, and this Agreement shall not create or imply any right or

duty of Executive or any member of the Group to have Executive remain in the

employ thereof for any period of time. This Agreement shall automatically

terminate on the earliest date of (a) Executive's Termination Date (as

hereinafter defined) if Executive's employment ceases for any reason other than

due to an Involuntary Termination Upon a Change in Control or a Resignation for

Good Reason Upon a Change in Control (as such terms are hereinafter defined);

provided, however, that if, immediately following such cessation of employment,

Executive becomes employed by another member of the Group, then this Agreement

shall not terminate but shall remain in effect until such time as otherwise

terminated in accordance with this Agreement; or (b) the date upon which

Executive ceases to hold an Executive Office (as hereinafter defined), if

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