SecProbe.io

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Mail Stop 4561
July 6, 2005

Thomas E. Hogan
President, Chief Executive Officer
Vignette Corporation
1301 South MoPac Expressway
Austin, Texas 78746

Re:	Vignette Corporation
      Form 10-K for the year ended December 31, 2004
Form 10-Q for the period ended March 31, 2005
Form 10-K for the year ended December 31,2004 as amended
Form 10-Q for the period ended March 31, 2005 as amended

Dear Mr. Hogan:

      We have reviewed the above referenced filings and have the
following comments. Please note that we have limited our review to
the matters addressed in the comments below.  Where indicated, we
think you should revise your documents in response to these
comments.
If you disagree, we will consider your explanation as to why our
comment is inapplicable or a revision is unnecessary.  Please be
as
detailed as necessary in your explanation.  In some of our
comments,
we may ask you to provide us with supplemental information so we
may
better understand your disclosure.  After reviewing this
information,
we may or may not raise additional comments.
	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.
Form 10-K filed for the period ended December 31,2004
Note 2. Summary of Significant Accounting Policies
Reclassification, page F-9
1. We note the reclassification of auction rate securities from
cash
and cash equivalents to short term investments which occurred
during
the 4th quarter of fiscal 2004 and were reflected for all periods
presented. Revise the  December 31, 2004 Form 10-K to address the
following:

* Footnote disclosure explaining why the reclassification was made
(i.e., to comply with SFAS 95) and clearly describing the impact
on
the financial statements;
* The impact on the financial statements should be clearly
described
and quantified
* Disclosure regarding this reclassification should be addressed
under Items 307 and 308(c) of Regulation S-K. If you determine
that
disclosure is not necessary, explain to us why; and
* Footnote disclosure explaining the basis for the current or non-
current classification of the securities in accordance with
paragraph
17 of SFAS 115 and Chapter 3A of ARB 43.

* * * * *

       As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we
may
have additional comments after reviewing your amendment and
responses
to our comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

	You may contact Marc Thomas at (202) 551-3452, or Brad
Skinner
at (202) 551-3489 or me at (202) 551-3730 if you have any
questions
regarding comments on the financial statements and related
matters.

						Very truly yours,

						Craig D. Wilson
						Senior Assistant Chief Accountant

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Thomas E. Hogan
Vignette Corporation
July 6, 2005

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