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Published on 1/14/2008 in the Prospect News Special Situations Daily.

Riley Investment continues to seek information from Transmeta as part of its investigation

By Lisa Kerner

Charlotte, N.C, Jan. 14 - Transmeta Corp. investor Riley Investment Management LLC demanded certain of the company's books and records in a Jan. 14 letter to the company.

The letter was included in a schedule 13D filing with the Securities and Exchange Commission.

Riley Investment, with a 7% stake in Transmeta, is investigating "potential wrongdoing, mismanagement, waste of corporate assets and breaches of fiduciary duties" by members of the company's board.

Specifically, the investor asked for:

• Lester Crudele's, Sujan Jain's, John O'Hara Horsley's, and Daniel Hillman's direct and indirect compensation;

• All books, records, reports, memoranda and materials relating to severance payments and benefits for Ralph Harms, Mark Kent, David Ditzel, Patrick Boudreau and Matthew Perry;

• All books, records, reports, memoranda and materials relating to the grant of stock options of the company from Dec. 1, 2007 through Jan. 14, 2008;

• All books, records, reports, memoranda and materials relating to the company's cash bonuses granted to executive officers and key employees for 2004, 2005, 2006 and 2007;

• All compensation committee minutes and related materials relating to executive compensation and severance for 2004, 2005, 2006 and 2007;

• Any expert's or consultant's reports or opinions concerning compensation or severance paid to executive officers between 2004 and the present;

• All minutes of the company's board of directors or any other committee for the period from Jan. 1, 2004 through the present; and

• Documents summarizing or reflecting any business or social relationships between the members of the board and executive officers.

In December 2007, Riley Investment expressed concern about Transmeta's strategic direction and demanded changes to the board and other actions.

Riley demanded it be allowed to designate four new board members "to replace those board members who have held their position since the company's initial public offering," a prior SEC filing stated.

Santa Clara, Calif.-based Transmeta develops computing, microprocessor, semiconductor technologies and related intellectual property.


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