Explanatory Note

This current report on Form 8-K/A is being filed to disclose that on February 2, 2006, 3Com Corporation (the “Company”) and R. Scott Murray entered into an amended employment agreement (the “Agreement”). The purpose of the Agreement is to clarify certain provisions of the January 25, 2006 employment agreement. The January 25, 2006 employment agreement provides that, in addition to certain other benefits, upon a termination of employment without cause or resignation for good reason in connection with a change of control (as such terms are defined in the January 25, 2006 employment agreement), Mr. Murray would be entitled to continued payment of two years Base Salary (as such term is defined in the agreement), plus Mr. Murray’s target bonus for the year in which the termination occurs, less applicable withholdings in accordance with the Company’s normal payroll practices. The Agreement provides that, in addition to certain other benefits, upon a termination of employment without cause or resignation for good reason in connection with a change of control (as such terms are defined in the Agreement), Mr. Murray is entitled to continued payment of Mr. Murray’s Base Salary (as that term is defined in the Agreement), plus the target Annual Incentive (as that term is defined in the Agreement), for the year in which the termination occurs (less applicable withholding taxes) for twenty-four (24) months, such amounts to be paid out bi-weekly in accordance with the Company’s normal payroll policies.

Item 1.01 has been amended and restated in its entirety to clarify that Mr. Murray is entitled to, among other things: (i) an amount equal to his target annual incentive for the year in which a termination of his employment occurs in the event that his employment is terminated without cause or he resigns for good reason, other than in connection with a change of control; and (ii) an amount equal to two times his target annual incentive for the year in which a termination of his employment occurs in the event that his employment is terminated without cause or he resigns for good reason in connection with a change of control.

On January 25, 2006, the Company entered into an employment agreement with R. Scott Murray to become the Company’s new President and Chief Executive Officer. On February 2, 2006, the Company and Mr. Murray amended the employment agreement to make certain clarifying changes. The terms of the Agreement include:

It is expected that the Company will not make additional equity awards to Mr. Murray in the near term, other than those described above. The foregoing description of the Agreement is qualified in its entirety by reference to the provisions of the Agreement attached as Exhibit 10.1 to this current report on Form 8-K.

Effective on January 25, 2006, Mr. Murray was appointed the President and Chief Executive Officer and a member of the Board of Directors of the Company. Simultaneously therewith, Bruce L. Claflin ceased being the Company’s President and Chief Executive Office and a member of the Company’s Board of Directors. Mr. Claflin will continue to serve the Company in an advisory capacity to ensure a smooth transition.

Mr. Murray has been engaged in private consulting and advisory services from 2004 to the present. From 2002 to 2004, Mr. Murray was the chief executive officer of Modus Media International Inc., an IT services company and from 2000 to 2002, he was the president of Stream International Inc., a customer relationship management service company. Mr. Murray was the chief financial officer of The Learning Company, Inc., a consumer software development company from 1994 to 1999. Mr. Murray holds a B.A. from the University of Western Ontario.

For a description of Mr. Murray’s employment terms, see Item 1.01 above.