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Metrowerks To Acquire Key Assets of Applied Microsystems Corporation

Addition of Run Control Solutions and Software Analysis Tools 
Complements CodeWarrior(tm) Development Tools

AUSTIN, Texas and REDMOND, Washington - September 3, 2002 - Metrowerks, 
a worldwide leader in development tools and services, today announced a 
definitive agreement to acquire select technology assets of Applied 
Microsystems Corporation (AMC/Applied, NASDAQ: APMC), a leading provider 
of integrated hardware and software tools for programming, testing and 
debugging embedded systems.

Metrowerks plans to purchase the NetROM(r), PowerTAP(r), CodeTAP(r), 
SuperTAP(r), and CodeTEST(r) products, as well as AMC's game development 
console manufacturing business and DVD emulation technology.  The 
closing of the asset acquisition is subject to a number of conditions, 
including approval by the shareholders of AMC.

Metrowerks will enhance the "TAP" and CodeTEST families to add support 
for new architectures, like Motorola's revolutionary new PowerQUICC 
III(tm) System-on-Chip Architecture (SoC), which was announced at the 
Smart Networks Developer Forum in New Orleans earlier this year.

"Metrowerks is always looking for ways to shorten our customers' 
time-to-market and expand our product offerings," said Jim Welch, 
president and chief executive officer, Metrowerks.  "These products fill 
a critical customer need and enable us to offer an end-to-end solution 
with tremendous value for our customers and our semiconductor partners 
alike."

"Having been a key partner of Applied for many years, Metrowerks is 
uniquely positioned to take advantage of this technology and continue to 
improve upon it," said Steve Verleye, president and chief executive 
officer, Applied Microsystems. "Like Metrowerks, we believe that 
customers will benefit from having a complete integrated solution 
provided by a single source."

"Metrowerks is helping us shorten our time-to-market and improve our 
product development cycle," said Carl McGrath, corporate vice president 
and general manager of Motorola's digital consumer gateways business.  
"The less time that we spend integrating all of the various tools 
components needed in our development cycle, the faster we get our 
products to market."

The AMC CodeTEST product line, with its patented instrumentation 
technology, provides one of the most comprehensive software analysis and 
verification tool suites in the industry today.

The AMC "TAP" family of microprocessor emulation products enables 
in-circuit debugging during the early phases of embedded designs; such 
as board bring-up, BSP and device driver development.  

CodeWarrior products featuring AMC technology are available in the 
market today.

About Applied Microsystems 
Applied Microsystems expedites the development, test and deployment of 
business- and safety-critical embedded systems. Applied is a leading 
provider of innovative technologies, such as application and low-level 
embedded software test, debug, and verification tools. 

Using Applied's tools, engineers test, debug, and verify embedded 
software found in optical or wireless voice and data communications 
networks; airborne, medical, and automotive systems; industrial 
automation, console games, and consumer electronics. Applied's solutions 
deliver the visibility, reliability, and credibility required in today's 
complex business-critical embedded systems. Applied's most popular tools 
include NetROM(r), PowerTAP(r), CodeTAP(r), SuperTAP(r), and 
CodeTEST(r). 

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. (NYSE:MOT). 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 
http:/www.metrowerks.com/

About Motorola
Motorola, Inc. (NYSE:MOT) is a global leader in providing integrated 
communications and embedded electronic solutions. Sales in 2001 were $30 
billion. http://www.motorola.com

# # #

Media Contacts:

Jeff Tieszen
Metrowerks
+1-512-997-4717
jtieszen@metrowerks.com

Lauren Peters
PetersGroup Public Relations for Metrowerks
+1-512-794-8600
lauren@petersgrouppr.com

Mark Budzinski
Applied Microsystems Corp.
+1-800-426-3925
markb@amc.com

MOTOROLA and the Stylized M Logo are trademarks of Motorola, Inc.  
Metrowerks and CodeWarrior are trademarks of Metrowerks Corp in the US 
and other countries.  All other product or service names are the 
property of their respective owners. (c) Motorola, Inc. 2002.

This news release contains forward-looking statements that involve risks 
and uncertainties that could cause actual results or outcomes to differ 
materially from those contemplated by the forward-looking statements. 
Factors that could cause or contribute to such differences include, but 
are not limited to, risks relating to the consummation of the 
contemplated transaction, including the risk that required regulatory 
clearances or shareholder approval might not be obtained in a timely 
manner or at all.  In addition, statements in this press release 
relating to the expected benefits of the contemplated transaction are 
subject to risks relating to the timing and successful completion of 
technology and product development through production readiness, 
integration of the technologies of Metrowerks and Applied Microsystems, 
unanticipated expenditures, changing relationships with customers, 
suppliers and strategic partners and other factors described in the most 
recent Form 10-K and other periodic reports filed by Applied with the 
Securities and Exchange Commission.

-- 
  Do what you do best and let Metrowerks do the rest !!
  http://www.metrowerks.com/MW/Services/SSG/default.htm

 Metrowerks, maker of CodeWarrior  -  "Software Starts Here"
Ron Liechty - MWRon@metrowerks.com - http://www.metrowerks.com