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BOARD OF DIRECTORS

 *Gary P. Arnold has extensive experience in the international electronics industry in finance, strategic planning and operations. Since January 1993, he has been President, Chief Executive Officer and Chairman of the Board of Analogy, Inc., a leading supplier of product design and simulation software headquartered in Beaverton, Oregon. Prior to that he held Chief Financial Officer positions at Tektronix, Inc., and at National Semiconductor.
 *Robert Beshar, formerly Secretary of the company and Special Counsel, has been an attorney since 1954 and in private practice since 1972. His legal career includes positions with the New York-New Jersey Waterfront Commission, the Appellate Division of the New York Supreme Court and the U.S. Justice Department. He served in the U.S. Commerce Department as a Deputy Assistant Secretary, as Director of the Bureau of International Commerce and as National Export Coordinator before joining National Semiconductor's board.
 Brian L. Halla joined the Company as Chairman of the Board, President and Chief Executive Officer on May 3, 1996. He was formerly Executive Vice President of LSI Logic Corporation, responsible for the development of all LSI Logic product lines. Prior to that he was with Intel Corporation for 14 years, most recently as Director of Marketing for Intel's Microcomputer Group.

 Dr. Modesto A. Maidique has since 1986 been President of Florida International University in Miami, a public research university that enrolls 30,000. Prior to that, he served on the faculties of Stanford University, Harvard University and the Massachusetts Institute of Technology. Previously, he was a co-founder of Analog Devices Semiconductor and Vice President and General Manager of the Analog Devices Linear IC Division.

 *Edward R. McCracken is Chairman of the Board and Chief Executive Officer of Silicon Graphics, Inc., Mountain View, California, which designs, manufactures and markets visual computer systems used for conceptual design, analysis and simulation. He previously was associated with Hewlett-Packard Corporation for 16 years. Currently he is co-chair for President Bill Clinton's National Information Infrastructure Advisory Council and also co-chair of Joint Venture Silicon Valley.

 J. Tracy O'Rourke has since 1990 been Chairman and Chief Executive Officer of Varian Associates, which has annual sales exceeding $1.5 billion. Before joining Varian, he was one of three Executive Vice Presidents and Chief Operating Officers of Rockwell International Corporation. He also served earlier as President and Chief Operating Officer of Allen-Bradley Corporation, where he is credited with transforming the $450 million private company into a $1.4 billion international electronics business.

 Charles E. Sporck served as President and Chief Executive Officer of National Semiconductor from 1967 to 1991, building the company from a small transistor manufacturer with annual sales of $7 million to a nearly $2 billion global semiconductor supplier. He is credited with opening the first offshore semiconductor assembly and test facilities in Southeast Asia. He started his career at General Electric Corporation, and prior to joining National he was General Manager of Fairchild Camera & Instrument Corporation.

 *Donald E. Weeden, as Chairman of the Wall Street firm of Weeden Securities Corporation, has been a leading advocate for progressive change in the securities industry. He is a recognized entrepreneur and venture capitalist, and a trustee of the Weeden Foundation, which supports projects related to environmental and population concerns.


* Member of the Audit Committee

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9 October 1996