FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Slusky Alexander R

2. Date of Event Requiring Statement (MM/DD/YYYY)
12/1/2009 

3. Issuer Name and Ticker or Trading Symbol

COREL CORP [CREL]

(Last)        (First)        (Middle)

C/O VECTOR CAPITAL CORPORATION, 1 MARKET STREET, STEUART TOWER, 23RD FL.

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

SAN FRANCISCO, CA 94105       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 		2. Amount of Securities Beneficially Owned
(Instr. 4) 		3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 		4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   22200565   I   See footnote   (1)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 		4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option     (2) 9/30/2015   Common Stock   29888   $1.17   D   (5)  
Stock Option     (3) 4/24/2017   Common Stock   15000   $13.03   D   (5)  
Stock Option     (4) 7/24/2019   Common Stock   50000   $2.20   D   (5)  

Explanation of Responses:
( 1)  The reported securities are owned directly by Corel Holdings, L.P., a Cayman Islands limited partnership. The sole general partner of Corel Holdings, L.P. is Vector Capital Partners II International, Ltd., which is wholly owned by VCPII International LLC. The managing member of VCPII International LLC is Alexander Slusky. Mr. Slusky disclaims beneficial ownership of these Shares, except to the extent of his pecuniary interest in them.
( 2)  Options vest over 4 years, beginning on 10/01/05, with 25% vesting 1 year after the grant and quarterly vesting thereafter.
( 3)  Options vest over 4 years, beginning on 04/24/07, with 25% vesting 1 year after the grant and quarterly vesting thereafter.
( 4)  Options vest over 4 years, beginning on 07/24/09, with 25% vesting 1 year after the grant and quarterly vesting thereafter.
( 5)  Mr. Slusky received these stock options as a non-employee director of Corel Corporation.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Slusky Alexander R
C/O VECTOR CAPITAL CORPORATION
1 MARKET STREET, STEUART TOWER, 23RD FL.
SAN FRANCISCO, CA 94105 		X X

Vector Capital Partners II International, Ltd.
1 MARKET STREET, STEUART TOWER, 23RD FL.
SAN FRANCISCO, CA 94105
X

Corel Holdings, L.P.
1 MARKET STREET, STEUART TOWER, 23RD FL.
SAN FRANCISCO, CA 94105
X


Signatures
/s/ Alexander R. Slusky 11/30/2009
** Signature of Reporting Person Date

/s/ Alexander R. Slusky, Director, for Vector Capital Partners II International, Ltd. 11/30/2009
** Signature of Reporting Person Date

/s/ Alexander R. Slusky, Director, by Vector Capital Partners II International, Ltd., Its General Partner, for Corel Holdings, L.P. 11/30/2009
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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