Metrowerks acquires Embedix Inc. (aka Lineo)

Metrowerks to Expand Embedded Linux(r) Tools and Solutions Offerings Through
Embedix(tm) Asset Acquisition

Company to Add Embedix(tm) Tools and Technology to Integrated Development
Platforms for PDAs, Smart Handheld Devices, Residential Gateways, Digital
TVs

AUSTIN, Texas and LINDON, Utah - December 17, 2002 - Building on its
strategy of delivering fully integrated development platforms to help
customers reach market faster, Metrowerks, a Motorola company (NYSE:MOT),
has signed an agreement to acquire the key assets of Embedix(tm) Inc., a
leading provider of Linux(r) tools and solutions.

As part of the acquisition, Metrowerks will retain a significant portion of
the global Embedix team, including key management, engineering, marketing
and sales personnel.

The acquisition of assets from Embedix and the addition of the Embedix team
will enable Metrowerks to provide Linux OS-based development tools and
platforms for creating applications for PDAs, smart handheld devices,
residential gateways and digital TVs.  These development platforms, which
work with and can import most embedded Linux kernels, will consist of
Metrowerks' CodeWarrior(tm) line of development solutions (including the
recently acquired assets of Applied Microsystems) and the Embedix
development tools.

Additionally, Metrowerks will provide developers and platform designers with
middleware solutions and IP stacks targeting the netcom, wireless and
consumer electronics markets.  These end-to-end solutions, complemented with
professional services, are designed to decrease time to market for companies
developing Linux OS-based products.

The acquisition is expected to close shortly, pending certain consents and
approvals.

"Unlike Linux in the enterprise space, the embedded Linux market has been
hampered by a lack of credibility and stability," said Paul Zorfass, senior
analyst with International Data Corp./First Technology Inc.  "This
announcement is important because it signifies a further maturation of the
embedded Linux market, as well as the support and backing from as
significant an organization as the Metrowerks subsidiary of Motorola.  The
acquisition of Embedix assets by Metrowerks, an established provider of
development tools and services, will place embedded Linux choices on a more
level playing field for OEMs evaluating whether or not to commit to the
embedded Linux OS as a strategic platform."

Metrowerks will purchase all of the key Embedix assets, including the
Embedix SDK, the leading development tool for configuring and packaging
embedded Linux distributions; Embedix Plus for Smart Handheld Devices;
Embedix Plus RG for Residential Gateway; and Embedix Plus for Digital TV.

"Embedded Linux is an important emerging technology in the communications
and networking space," said David Perkins, vice president and general
manager of Motorola's Networking and Computing Systems Group.  "Metrowerks'
acquisition of Embedix, combined with the infrastructure of embedded Linux
developers and third party product and service providers, represent a
comprehensive set of choices for customers looking for embedded Linux
solutions on Motorola's market leading communication processors."

To help drive these Linux OS-based development platforms into the market,
Metrowerks has created a new business unit, the Metrowerks Linux Solutions
Group.  The group is responsible for aggregating technology from Metrowerks
and third parties, creating Linux OS-based development platforms, and adding
services for an end-to-end solution that helps OEMs reach market faster.

The business unit is led by Berardino Baratta, Metrowerks vice president of
Linux solutions and chief technology officer.

Stated Baratta, "Linux OS is an ideal platform on which to build embedded
applications across multiple architectures.  It helps lower development
costs and has a broad developer community, which leads to a high rate of
innovation.  By adding the Embedix technology to our CodeWarrior tools,
we'll be able to offer a full suite of open source solutions and services
across the development spectrum."

Metrowerks will continue to support leading embedded Linux distributions,
including Embedix, LynuxWorks BlueCat(r), TimeSys(tm) Linux, and
MontaVista(tm) Linux.

The acquisition is the next phase of Metrowerks' strategy to expand its
technology base to better meet developers' needs.  In November, the company
announced the successful completion of its acquisition of select technology
assets from Applied Microsystems Corporation (AMC).

About Metrowerks
Metrowerks creates CodeWarrior software and hardware products and services
for developers with a particular focus on the following industries: consumer
electronics; transportation; wireless; and networking and communications.
The CodeWarrior product line includes development tools and middleware that
enable customers to decrease their time to market. The company also offers
services, training, custom software development and managed developer
programs. Founded in 1985, Metrowerks is today an independently operating
subsidiary of Motorola, Inc.  Metrowerks corporate headquarters are in
Austin, Texas; Metrowerks European headquarters is Basel, Switzerland; and
Metrowerks Japan is headquartered in Tokyo. For more information, please
visit: www.metrowerks.com

About Motorola
As the world's #1 producer of embedded processors, Motorola's Semiconductor
Products Sector creates DigitalDNA(tm) system-on-chip solutions for a
connected world. Our strong focus on wireless communications and networking
enables customers to develop smarter, simpler, faster and synchronized
products for the person, work team, home and automobile.  Motorola's
worldwide semiconductor sales were $4.9 billion (USD) in 2001.
www.motorola.com/semiconductors

Motorola, Inc. (NYSE:MOT) is a global leader in providing integrated
communications and embedded electronic solutions. Sales in 2001 were $30
billion.  For more information, please visit: www.motorola.com

# # #

Media Contacts

North America:
Jeff Tieszen	Cristina Salinas
Metrowerks	PetersGroup Public Relations
+1 (512) 997-4717	+1 (512) 794-8600
jtieszen@metrowerks.com	cristina@petersgrouppr.com

Japan:	Europe, Middle East, Africa:
Mitsuko Sakai	Matthias Joesch
Metrowerks Japan	Metrowerks Europe
+81-3-3780-6091	+41-61-690-7500
sakai@metrowerks.com	mjoesch@metrowerks.com


MOTOROLA and the Stylized M Logo are registered in the US Patent & Trademark
Office. Metrowerks and CodeWarrior are trademarks of Metrowerks Corp in the
US and other countries. All other tradenames and trademarks are the property
of their respective owners.  (c) 2002 Motorola, Inc.  All rights reserved.
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