Be Incorporated Announces Distribution Agreement with Ingram Micro for BeOS; BeOS Also Available at Major Retail Outlets.

MENLO PARK, Calif.--(BUSINESS WIRE)--Sept. 30, 1999--

Be Incorporated, (Nasdaq: BEOS), developer of BeOS(R), the operating system designed for digital media applications and Internet appliances, today announced a distribution agreement with Ingram Micro, (NYSE:IM), the world's largest wholesale provider of technology products and services. Ingram Micro began to distribute BeOS in August throughout North America.

This agreement demonstrates Be's commitment to developing a strong network of distributors and resellers for BeOS. Be also announced that BeOS is available at major retail outlets, including Best Buy, Border's, Creative Computers/PC Mall, Fry's, J&R Music and Micro Center. Customers can now purchase BeOS directly from these outlets.

"We are committed to offering the most comprehensive software and hardware solutions to our resellers and reinforcing our presence in the digital media space," said Al Mann, senior vice president, product management at Ingram Micro. "The addition of BeOS to our roster of products provides resellers with an alternative operating system that is ideally suited for customers seeking next generation solutions best suited for handling high-bandwidth digital media."

"This partnership with Ingram Micro is another step forward in our `Be Everywhere' campaign enabling us to bring BeOS to targeted resellers in North America," said Bob Smith, vice president of sales for the Americas and Asia at Be, Inc. "In addition to providing resellers with an opportunity to increase their profit potential, our objective is to successfully meet the demands of consumers who want alternative operating systems that allow them to manipulate graphics, audio and video on-the-fly."

Be, Inc. recently began shipping BeOS Release 4.5 to bring developers and users new features and improvements that make BeOS ideal for digital media. Key new features include Media Kit additions that manage and synchronize multiple streams of audio and video and other real-time data coming from various hardware inputs and outputs. BeOS Release 4.5 also ships with an array of services including a Web-Browser, an e-mail client, media player, TV viewer, 3D audio mixer, utilities, translators, and an integrated development environment. In addition, there are more than 800 applications currently available for BeOS including audio, video, graphics, office productivity, Internet and networking, development tools, utilities and games.

Ingram Micro is the world's largest wholesale provider of technology products and services, and a leader of assembly and integration services with sales of $25.5 billion for the past four reported quarters. The company and its subsidiaries operate in 34 countries and distribute more than 225,000 products to more than 140,000 resellers in 130 countries.

In related news, Be, Inc. has signed partnerships with major European distributors and resellers including Dixons of England, FNAC and Surcouf of France and ProMarkt of Germany.

Be offers free reseller kits to qualified resellers. The kits contain an evaluation package of BeOS as well as additional informational materials. Resellers can learn more by visiting Be's Reseller Program web pages at http://be.com/resellers/programintro.html.

About Be Incorporated

Be Incorporated delivers BeOS(R) an operating system designed for digital media applications and Internet appliances. BeOS provides faster response times, greater stability and significantly higher throughput for digital media applications than traditional desktop operating systems.

BeOS runs on a wide range of devices including Internet appliances, desktop PCs and high-performance multiprocessor workstations. BeOS is promoted through relationships with OEMs, retailers, applications developers, consumer electronic manufacturers and Internet service and content providers. Be, Inc. was founded in 1990, is headquartered in Menlo Park, California and has offices in Asia and in Europe. Be, Inc. is publicly traded on Nasdaq under the symbol BEOS and can be reached at 650/462-4100 or http://www.be.com.

Forward Looking Statements

The statements contained in this Press Release that are not historical facts are "forward-looking statements" including without limitation statements regarding future market penetration and market acceptance of BeOS, and our ability to meet customer demands. 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 the continued availability of third party BeOS applications, ability to establish and maintain strategic relationships, and the competition and market acceptance of BeOS. All forward-looking statements are expressly qualified in their entirety by the "Risk Factors" and other cautionary statements included in Be Incorporated's prospectus filed pursuant to Rule 424(b) of the Securities Act of 1933 on July 20, 1999 (Commission File No. 333- 77855), and other public filings with the Securities and Exchange Commission.