[MD1] Be Going Public
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[MD1] Be Going Public


In the U.S. and Pacific: Europe:
Sylvie Pelaprat Marie-Franoise Lelong-Weinberg
sylvie@be.com mflelong@beeurope.com
(650) 462-4113 +33-1-55-91-7736

Shelly Eckenroth or Mary Leddy
(650) 357-8749
Be Incorporated Announces The Sale of 6,000,000 Shares of Common Stock

MENLO PARK, CA, July 20, 1999 - Be Incorporated (Nasdaq: BEOS) today
announced the initial public offering of 6,000,000 shares of its
Common Stock at an initial public offering price of $6.00 per share.
The underwriters have an option to purchase up to an additional
900,000 shares at the initial public offering price to cover
over-allotments, if any. The initial public offering is being managed
by Volpe Brown Whelan & Company, LLC and Needham & Company, Inc.

Be Incorporated offers the BeOS operating system, an operating
system designed for digital media applications and Internet
appliances. BeOS is capable of providing faster and more predictable
processing times for digital media applications than traditional
desktop operating systems. BeOS can run on a wide range of devices
including Internet appliances, desktop PCs and high-performance
multiprocessor workstations. BeOS is promoted through relationships
with OEMs, applications developers, consumer electronic manufacturers
and Internet service and content providers.

A prospectus relating to the offering may be obtained from Volpe
Brown Whelan & Company, LLC at One Maritime Plaza, 5th Floor, San
Francisco, CA 94111; or Needham & Company, Inc. at 3000 San Hill
Road, Building 2, Suite 190, Menlo Park, CA 94025.

A registration statement relating to these securities was filed and
declared effective by the Securities and Exchange Commission. This
press release shall not constitute an offer to sell or the
solicitation of any offer to buy nor shall there be any sale of the
securities in any state in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state.

The statements contained in this Press Release may contain
"forward-looking statements". Actual events or results may differ
materially as a result of risks facing Be Incorporated or actual
results differing from the assumptions underlying such statements.
Such risks and assumptions include, but are not limited to, risks
related to competition and market acceptance of BeOS, ability to
establish and maintain strategic relationships, availability of third
party applications that operate on BeOS, and ability to increase
sales and market awareness for BeOS. All forward-looking statements
are expressly qualified in their entirety by the "Risk Factors" and
other cautionary statements included in the Company's amended
Registration Statement on Form S-1 (Commission File No. 333- 77855).
About Be
Be Incorporated., founded in 1990 by Jean-Louis Gasse, is a software
company focusing on building new foundations for the next generation
of digital content and media design tools. With a team of
industry-leading engineers and business executives in the United
States and Europe, the company is dedicated to removing the
limitations of existing computer architectures and delivering a new
level of price performance on both personal computers and Internet
appliances. In 1997, Be published the first public release of the Be
Operating System (BeOS), the core product of this strategy.
Additional information on Be and BeOS is available online at
http://www.be.com/. Be Incorporated is headquartered in Menlo Park,


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