8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 24, 2006

RADISYS CORPORATION

(Exact name of registrant as specified in its charter)

Oregon	0-26844	93-0945232
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5445 NE Dawson Creek Drive
Hillsboro, Oregon	97124
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (503) 615-1100

No Change
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 204.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry Into a Material Definitive Agreement.

On October 26, 2006, RadiSys Corporation (the “Company”) announced that Julia A. Harper will be assuming a new role within the Company as Vice President of Corporate Operations effective the day after the filing of the Quarterly Report on Form10-Q for the third quarter, currently expected to be filed during the week of November 6, 2006. Brian Bronson, who currently serves as Vice President of Finance and Business Development of the Company, will succeed Ms. Harper and become the Company’s Chief Financial Officer. In connection with the appointment of Brian Bronson as Chief Financial Officer of the Company, discussed further below under Item 5.02, the Company has entered into an Executive Change of Control Agreement with Mr. Bronson to become effective on the date that he assumes the position of Chief Financial Officer. For further discussion of the terms of the Executive Change of Control Agreement and the compensation terms, see Item 5.02 below.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

As noted above under Item 1.01, Ms. Harper, age 47, the Company’s current Chief Financial Officer since 2001, will become the Vice President of Corporate Operations and be responsible for the design and execution of an efficient and cost-effective global operations capability that supports the Company’s strategies. In this role, Ms. Harper will oversee manufacturing operations, IT, systems and facilities to design and implement a comprehensive operations capability. Keith Lambert, Vice President of Manufacturing Operations, will report to Ms. Harper in her new role.

Brian Bronson, age 35, who currently serves as Vice President of Finance and Business Development of the Company, will succeed Ms. Harper and become the Company’s Chief Financial Officer. Mr. Bronson joined RadiSys in 1999 and has been an officer of the Company since 2000. Prior to his current role as Vice President of Finance and Business Development, Mr. Bronson held the position of Treasurer and Chief Accounting Officer of the Company. Before joining RadiSys, from 1995 to 1999, Mr. Bronson held a number of financial management roles at Tektronix, Inc. where he was responsible for investor relations, finance and accounting functions for both domestic and international operations. Prior to joining Tektronix, Inc. Mr. Bronson practiced as a Certified Public Accountant with the accounting firm Deloitte and Touche, LLP. Mr. Bronson holds a bachelors degree in Business Administration and Communications from Oregon State University.

Mr. Bronson will be granted equity awards of 12,000 shares of restricted stock and 36,000 options under the Company’s 1995 Employee Stock Incentive Plan effective on the date he assumes the role of Chief Financial Officer. Additionally, the Company has entered into an Executive Change of Control Agreement (the “Agreement”) with Mr. Bronson. The Agreement provides for certain payments and benefits in the event that the Company undergoes a change of control, as defined in the Agreement. The foregoing description is a summary description, does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement. You are encouraged to read the Agreement for a more complete understanding of the terms of such agreement. The Agreement is filed as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.

A summary setting forth the officers’ compensation and performance goals and business criteria required for payment of incentive awards is filed as Exhibit 10.2 to this Form 8-K and is incorporated herein by reference.

2

Item 7.01 Regulation FD Disclosure.

On October 26, 2006, the Company issued a press release announcing the management changes described above under Item 5.02. A copy of the press release is furnished as Exhibit 99.1 attached hereto and is incorporated herein by reference.

Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number	Description
10.1	Executive Change of Control Agreement by and between the Company and Brian Bronson
10.2	Summary of Compensation and Performance Goals and Business Criteria for Payment of Incentive Awards
99.1	Press Release, dated October 26, 2006

3

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	RADISYS CORPORATION
Date:     October 27, 2006	By:	/s/ Scott C. Grout
	Name:	Scott C. Grout
	Title:	President and Chief Executive Officer

4

Exhibit Index

Exhibit
Number	Description
10.1	Executive Change of Control Agreement by and between the Company and Brian Bronson
10.2	Summary of Compensation and Performance Goals and Business Criteria for Payment of Incentive Awards
99.1	Press Release, dated October 26, 2006

5

EX-10.1

                                                                    EXHIBIT 10.1

                      EXECUTIVE CHANGE OF CONTROL AGREEMENT

                                October 26, 2006

Brian Bronson
[Address]

                                                                       EXECUTIVE

RadiSys Corporation, an Oregon corporation
5445 NE Dawson Creek Parkway
Hillsboro, OR  97124

                                                                     THE COMPANY

      1. EMPLOYMENT RELATIONSHIP. Effective on the day after the filing of the
Form 10Q for the quarterly period ended September 30, 2006, Executive is
employed by the Company as Chief Financial Officer. Executive and the Company
acknowledge that either party may terminate this employment relationship at any
time and for any or no reason, provided that each party complies with the terms
of this Agreement.

      2.    RELEASE OF CLAIMS.  In consideration for and as a condition
precedent to receiving the severance benefits outlined in this Agreement,
Executive agrees to execute a Release of Claims in the form attached as EXHIBIT
A ("Release of Claims"). Executive promises to execute and deliver the Release
of Claims to the Company within the later of (a) 21 days from the date Executive
receives the Release of Claims or (b) the last day of Executive's active
employment.

      3.    ADDITIONAL COMPENSATION UPON CERTAIN TERMINATION EVENTS.

            3.1. CHANGE OF CONTROL. In the event of a Termination of Executive's
Employment (as defined in Section 6.1) (i) other than for Cause (as defined in
Section 6.2), death or Disability (as defined in Section 6.4), or (ii) as a
result of a requirement to accept a position greater than twenty-five (25) miles
from Executive's current work location or a position of less total compensation
(i.e. base salary plus bonus target), and provided any of the events identified
in subparts (i)-(ii) in this Section 3.1 occur within 12 months following a
Change of Control (as defined in Section 6.3 of this Agreement) or within three
months preceding a Change of Control, and contingent upon Executive's execution
of the Release of Claims without revocation and compliance with Section 8,
Executive shall be entitled to the following benefits:

            (a) As severance pay and in lieu of any other compensation for
periods subsequent to the date of termination, the Company shall pay Executive,
in a lump sum, an amount equal to twelve (12) months of Executive's annual base
pay at the rate in effect immediately prior to the date of termination.
Severance pay that is payable under this Agreement shall be paid to Executive no
sooner than the 1st day of the 7th calendar month following the date of
termination;

            (b) As an additional severance benefit, the Company will provide
Executive with up to twelve (12) months of continued coverage pursuant to COBRA
under the Company's group health plan at the level of benefits previously
elected by Executive immediately before the Termination of Executive's
Employment and to the extent that Executive elects to continue coverage during
such 12-month period.

            (c) All stock options, stock appreciation rights, restricted stock
and other similar stock-based rights granted to Executive under the Company's
1995 Stock Incentive Plan, 2001 Nonqualified Stock Option Plan or any other
equity plan shall vest in full, all stock options and stock appreciation rights
shall be immediately exercisable in full in accordance with the applicable
provisions of the relevant award agreement and plan; and any risk of forfeiture
included in any restricted stock or other stock-based right shall immediately
lapse. Stock options that are not Incentive Stock Options under the Internal
Revenue Code of 1986, as amended, and stock appreciation rights shall also be
amended to permit Executive to exercise such stock options and stock
appreciation rights for a period of time equal to the shorter of (i) the period
of 90 days after the date of Executive's termination; or (ii) the longer of (A)
the period ending on the 15th day of the 3rd calendar month following the date
at which the stock option or stock appreciation right would otherwise have
expired due to Executive's termination based on the terms of the stock option or
stock appreciation right at the original grant date or (B) December 31 of the
calendar year in which the stock option or stock appreciation right would
otherwise have expired due to Executive's termination based on the terms of the
stock option or stock appreciation right at the original grant date. Such
vesting and extension of stock options and stock appreciation rights shall occur
notwithstanding any provision in any plan or award agreement which provides a
shorter period of exercise following termination of employment, and such vesting
and lapsing of any risk of forfeiture shall occur notwithstanding any provision
in any plan or award agreement to the contrary.

            3.2 PARACHUTE PAYMENTS. Notwithstanding the foregoing, if the total
payments and benefits to be paid to or for the benefit of Executive under this
Agreement would cause any portion of those payments and benefits to be
"parachute payments" as defined in section 280G(b)(2) of the Internal Revenue
Code of 1986, as amended, or any successor provision, the total payments and
benefits to be paid to or for the benefit of Executive under this Agreement
shall be reduced to an amount that would not cause any portion of those payments
and benefits to constitute "parachute payments."

      4.    WITHHOLDING; SUBSEQUENT EMPLOYMENT.

            4.1 WITHHOLDING. All payments provided for in this Agreement are
subject to applicable withholding obligations imposed by federal, state and
local laws and regulations.

            4.2 OFFSET. The amount of any payment provided for in this Agreement
shall not be reduced, offset or subject to recovery by the Company by reason of
any compensation earned by Executive as the result of employment by another
employer after termination.

      5. OTHER AGREEMENTS. If severance benefits are payable to Executive under
any other agreement with the Company in effect at the time of termination
(including but not limited


                                       2

to any employment agreement, but excluding for this purpose any stock option
agreement that may provide for accelerated vesting or related benefits upon the
occurrence of a change in control), the benefits provided in this Agreement
shall not be payable to Executive. Executive may, however, elect to receive all
of the benefits provided for in this Agreement in lieu of all of the benefits
provided in all such other agreements. Any such election shall be made with
respect to the agreements as a whole, and Executive cannot select some benefits
from one agreement and other benefits from this Agreement.

      6.    DEFINITIONS.

            6.1   TERMINATION OF EXECUTIVE'S EMPLOYMENT. Termination of
Executive's Employment means that the Company has terminated Executive's
employment with the Company (including any subsidiary of the Company).

            6.2 CAUSE. Termination of Executive's Employment for "Cause" shall
mean termination upon (a) the willful and continued failure by Executive to
perform substantially Executive's reasonably assigned duties with the Company
(other than any such failure resulting from Executive's incapacity due to
physical or mental illness) after a demand for substantial performance is
delivered to Executive by the Board of Directors, the Chief Executive Officer or
the President of the Company which specifically identifies the manner in which
the Board of Directors or the Company believes that Executive has not
substantially performed Executive's duties or (b) the willful engaging by
Executive in illegal conduct which is materially and demonstrably injurious to
the Company. No act, or failure to act, on Executive's part shall be considered
"willful" unless done, or omitted to be done, by Executive without reasonable
belief that Executive's action or omission was in, or not opposed to, the best
interests of the Company. Any act, or failure to act, based upon authority given
pursuant to a resolution duly adopted by the Board of Directors shall be
conclusively presumed to be done, or omitted to be done, by Executive in the
best interests of the Company.

            6.3   CHANGE OF CONTROL.  A Change of Control shall mean that one of
the following events has taken place:

                  (a)   The shareholders of the Company approve one of the
            following:

                        (i) Any merger or statutory plan of exchange involving
            the Company ("Merger") in which the Company is not the continuing or
            surviving corporation or pursuant to which Common Stock would be
            converted into cash, securities or other property, other than a
            Merger involving the Company in which the holders of Common Stock
            immediately prior to the Merger continue to represent more than 50
            percent of the voting securities of the surviving corporation after
            the Merger; or


                                       3

                        (ii) Any sale, lease, exchange, or other transfer (in
            one transaction or a series of related transactions) of all or
            substantially all of the assets of the Company.

                  (b) A tender or exchange offer, other than one made by the
            Company, is made for Common Stock (or securities convertible into
            Common Stock) and such offer results in a portion of those
            securities being purchased and the offeror after the consummation of
            the offer is the beneficial owner (as determined pursuant to Section
            13(d) of the Securities Exchange Act of 1934, as amended (the
            "Exchange Act")), directly or indirectly, of securities representing
            more than 50 percent of the voting power of outstanding securities
            of the Company.

                  (c) The Company receives a report on Schedule 13D of the
            Exchange Act reporting the beneficial ownership by any person of
            securities representing more than 50 percent of the voting power of
            outstanding securities of the Company, except that if such receipt
            shall occur during a tender offer or exchange offer described in (b)
            above, a Change of Control shall not take place until the conclusion
            of such offer.

Notwithstanding anything in the foregoing to the contrary, no Change of Control
shall be deemed to have occurred for purposes of this Agreement by virtue of any
transaction which results in Executive, or a group of persons which includes
Executive, acquiring, directly or indirectly, securities representing 20 percent
or more of the voting power of outstanding securities of the Company.

            6.4 DISABILITY. "Disability" means Executive's absence from
Executive's full-time duties with the Company for 180 consecutive days as a
result of Executive's incapacity due to physical or mental illness, unless
within 30 days after notice of termination by the Company following such absence
Executive shall have returned to the full-time performance of Executive's
duties. This Agreement does not apply if the Executive is terminated due to
Disability.

      7.    SUCCESSORS; BINDING AGREEMENT.  This Agreement shall be binding on
and inure to the benefit of the Company and its successors and assigns. This
Agreement shall inure to the benefit of and be enforceable by Executive and
Executive's legal representatives, executors, administrators and heirs.

8. ENTIRE AGREEMENT. The Company and Executive agree that the foregoing terms
and conditions constitute the entire agreement between the parties relating to
the matters covered by this Agreement, that this Agreement supercedes and
replaces any prior agreements relating to the matters covered by this Agreement,
specifically the Executive Change of Control Agreement between the Company and
Executive dated September 1, 2006, and that there exist no other


                                       4

agreements between the parties, oral or written, express or implied, relating to
any matters covered by this Agreement.

      9. RESIGNATION OF CORPORATE OFFICES; REASONABLE ASSISTANCE. Executive will
resign Executive's office, if any, as a director, officer or trustee of the
Company, its subsidiaries or affiliates and of any other corporation or trust of
which Executive serves as such at the request of the Company, effective as of
the date of termination of employment. Executive further agrees that, if
requested by the Company or the surviving company following a Change of Control,
Executive will continue his employment with the Company or the surviving company
for a period of up to six months following the Change of Control in any capacity
requested, consistent with Executive's area of expertise, provided that the
Executive receives the same salary and substantially the same benefits as in
effect prior to the Change of Control. Executive agrees to provide the Company
such written resignation(s) and assistance upon request and that no severance
will be paid until after such resignation(s) or services are provided.

      10.   GOVERNING LAW.  This Agreement shall be construed in accordance with
and governed by the laws of the State of Oregon.

      11.   AMENDMENT.  No provision of this Agreement may be modified unless
such modification is agreed to in writing signed by Executive and the Company.

      12. SEVERABILITY. If any of the provisions or terms of this Agreement
shall for any reason be held invalid or unenforceable, such invalidity or
unenforceability shall not affect any other terms of this Agreement, and this
Agreement shall be construed as if such unenforceable term had never been
contained in this Agreement.

 RADISYS CORPORATION



By:  /s/ Scott Grout                             /s/ Brian Bronson
    --------------------------------            -------------------
    Scott Grout, President and CEO              Brian Bronson


                                       5

                                    EXHIBIT A

                                RELEASE OF CLAIMS

1.    PARTIES.

      The parties to Release of Claims (hereinafter "Release") are Brian Bronson
and RadiSys Corporation, an Oregon corporation, as hereinafter defined.

      1.1   EXECUTIVE.

            For the purposes of this Release, "Executive" means Brian Bronson
and his attorneys, heirs, executors, administrators, assigns, and spouse.

      1.2   THE COMPANY.

            For purposes of this Release the "Company" means RadiSys
Corporation, an Oregon corporation, its predecessors and successors, corporate
affiliates, and all of each corporation's officers, directors, employees,
insurers, agents, or assigns, in their individual and representative capacities.

2.    BACKGROUND AND PURPOSE.

            Executive was employed by Company. Executive's employment is ending
effective __________ under the conditions described in Section 3.1 of the
Executive Change of Control Agreement ("Agreement").

            The purpose of this Release is to settle, and the parties hereby
settle, fully and finally, any and all claims Executive may have against
Company, whether asserted or not, known or unknown, including, but not limited
to, claims arising out of or related to Executive's employment, any claim for
reemployment, or any other claims whether asserted or not, known or unknown,
past or future, that relate to Executive's employment, reemployment, or
application for reemployment.

3.    RELEASE.

            In consideration for the payment set forth in Paragraph 3 of the
Agreement and other promises by the Company all of which constitute good and
sufficient consideration, Executive waives, acquits and forever discharges
Company from any obligations Company has and all claims Executive may have as of
the Effective Date of this Release, including but not limited to, obligations
and/or claims arising from the Agreement or any other document or oral agreement
relating to employment compensation, benefits, severance or post-employment
issues. Executive hereby releases Company from any and all claims, demands,
actions, or causes of action, whether known or unknown, arising from or related
in any way to any employment of or past failure or


                                       A-1

refusal to employ Executive by Company, or any other past claim that relates in
any way to Executive's employment, compensation, benefits, reemployment, or
application for employment, with the exception of any claim Executive may have
against Company for enforcement of this Release. This release includes any and
all claims, direct or indirect, which might otherwise be made under any
applicable local, state or federal authority, including but not limited to any
claim arising under state statutes dealing with employment, discrimination in
employment, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of
1991, the Americans With Disabilities Act, the Family and Medical Leave Act of
1993, the Equal Pay Act of 1963, Executive Order 11246, the Rehabilitation Act
of 1973, the Uniformed Services Employment and Reemployment Rights Act of 1994,
the Age Discrimination in Employment Act ("ADEA") the Older Workers Benefit
Protection Act, the Fair Labor Standards Act, state wage and hour statutes, all
as amended, any regulations under such authorities, and any applicable contract
(express or implied), tort, or common law theories. Further, Executive waives
and releases the Company from any claims that this Release was procured by fraud
or signed under duress or coercion so as to make the Release not binding.
Executive is not relying upon any representations by the Company's legal counsel
in deciding to enter into this Release. EXECUTIVE UNDERSTANDS AND AGREES THAT BY
SIGNING THIS RELEASE EXECUTIVE IS GIVING UP THE RIGHT TO PURSUE ANY LEGAL CLAIMS
THAT EXECUTIVE MAY HAVE AGAINST THE COMPANY. Provided, nothing in this provision
of this Release shall be construed to prohibit Executive from challenging the
validity of the ADEA release in this Section of the Release or from filing a
charge or complaint with the Equal Employment Commission or any state agency or
from participating in any investigation or proceeding conducted by the Equal
Employment Opportunity Commission or state agency. However, the Company will
assert all such claims have been released in a final binding settlement.

      3.1   IMPORTANT INFORMATION REGARDING ADEA RELEASE.
Executive understands and agrees that:

      a.    this Release is worded in an understandable way;

      b.    claims under the ADEA that may arise after the date of this Release
            are not waived;

      c.    the rights and claims waived in this Release are in exchange for
            additional consideration over and above any consideration to which
            Executive was already undisputedly entitled;

      d.    Executive has been advised to consult with an attorney prior to
            executing this Release and has had sufficient time and opportunity
            to do so;

      e. Executive has been given a period of time of 21 days, if desired, to
consider this Release, and understands that Executive may revoke his or her
waiver and release of any ADEA claims covered by this Release within seven (7)
days from the date Executive executes this Release. Notice of revocation must be
in writing and received by RadiSys Corporation, 5445 NE Dawson Creek Drive,
Hillsboro, Oregon 97124


                                       A-2

Attention: Vice President, Human Resources within seven (7) days after Executive
signs this Release;

      f.    any changes made to this Release, whether material or immaterial,
            will not restart the running of this 21-day period.

      3.2   RESERVATIONS OF RIGHTS.

            This Release shall not affect any rights which Executive may have
under any medical insurance, disability plan, workers' compensation,
unemployment compensation, indemnifications, applicable company stock incentive
plan(s), or the 401(k) plan maintained by RadiSys Corporation.

      3.3   NO ADMISSION OF LIABILITY.

            It is understood and agreed that the acts done and evidenced hereby
and the release granted hereunder is not an admission of liability on the part
of Executive or Company, by whom liability has been and is expressly denied.

4.    EFFECTIVE DATE AND PAYOUT.

            The Effective Date of this Release shall be the eighth day after it
is signed by Executive. Following the Effective Date, the payment by RadiSys
Corporation as described in Paragraph 3 of the Agreement will be forwarded by
mail in a timely manner as provided therein.

5.    NO DISPARAGEMENT.

            Executive agrees that henceforth Executive will not disparage or
make false or adverse statements about Company. RadiSys Corporation should
report to Executive any actions or statements that are attributed to Executive
that the Company believes are disparaging. RadiSys Corporation may take actions
consistent with breach of this Release should it determine that Executive has
disparaged or made false or adverse statements about Company.

6.    CONFIDENTIALITY, PROPRIETARY, TRADE SECRET AND RELATED INFORMATION

            Executive acknowledges the duty and agrees not to make unauthorized
use or disclosure of any confidential, proprietary or trade secret information
learned as an employee about Company, its products, customers and suppliers, and
covenants not to breach that duty. Moreover, Executive acknowledges that,
subject to the enforcement limitations of applicable law, RadiSys Corporation
reserves the right to enforce the terms of Executive's Employee Agreement with
Company and any paragraph(s) therein. Should Executive, Executive's attorney or
agents be requested in any judicial, administrative, or other proceeding to
disclose confidential, proprietary or trade secret information Executive learned
as an employee of Company, Executive shall promptly


                                       A-3

notify RadiSys Corporation of such request by the most expeditious means in
order to enable RadiSys Corporation to take any reasonable and appropriate
action to limit such disclosure.

7.    SCOPE OF RELEASE.

            The provisions of this Release shall be deemed to obligate, extend
to, and inure to the benefit of the parties; Company's parents, subsidiaries,
affiliates, successors, predecessors, assigns, directors, officers, and
employees; and each parties insurers, transferees, grantees, legatees, agents
and heirs, including those who may assume any and all of the above-described
capacities subsequent to the execution and effective date of this Release.

8.    ENTIRE RELEASE.

            This Release and the Agreement signed by Executive contain the
entire agreement and understanding between the parties and, except as reserved
in paragraphs 3 and 6, supersede and replace all prior agreements, written or
oral, prior negotiations and proposed agreements, written or oral. Executive and
RadiSys Corporation acknowledge that no other party, nor agent nor attorney of
any other party, has made any promise, representation, or warranty, express or
implied, not contained in this Release concerning the subject matter of this
Release to induce this Release, and Executive and RadiSys Corporation
acknowledge that they have not executed this Release in reliance upon any such
promise, representation, or warranty not contained in this Release.

9.    SEVERABILITY.

            Every provision of this Release is intended to be severable. In the
event any term or provision of this Release is declared to be illegal or invalid
for any reason whatsoever by a court of competent jurisdiction or by final and
unappealed order of an administrative agency of competent jurisdiction, such
illegality or invalidity should not affect the balance of the terms and
provisions of this Release, which terms and provisions shall remain binding and
enforceable.

10.   REFERENCES.

            RadiSys Corporation agrees to follow the applicable policy(ies)
regarding release of employment reference information.

11.   PARTIES MAY ENFORCE RELEASE.

            Nothing in this Release shall operate to release or discharge any
parties to this Release or their successors, assigns, legatees, heirs, or
personal representatives from


                                       A-4

any rights, claims, or causes of action arising out of, relating to, or
connected with a breach of any obligation of any party contained in this Release
..

12.   COSTS AND ATTORNEYS' FEES.

            In the event of any administrative or civil action to enforce the
provisions of this Release, RadiSys Corporation shall pay Executive's reasonable
attorneys' fees through trial and/or on appeal, provided that no payment or
reimbursement of attorneys' fees shall be made hereunder to the extent that
compensation attributable to such payment or reimbursement would be includible
in Executive's income and subject to a 20 percent additional tax under Section
409A of the Internal Revenue Code of 1986, as amended.


                                       A-5

                                                Dated:
- ------------------------------------                  ----------------, ------
Brian Bronson

STATE OF OREGON           )
                          )
County of _______________ )

      Personally appeared the above named Brian Bronson and acknowledged the
foregoing instrument to be his voluntary act and deed.

                  Before me:
                                          ------------------------------
- ---------------
                                          NOTARY PUBLIC - OREGON

                                          My commission expires: ______
- ---------------

 RADISYS CORPORATION

By:                                             Dated:
   ---------------------------------------
- ------------------------------------------
Its:
    --------------------------------------
    On Behalf of RadiSys Corporation and
    "Company"


                                       A-6

EX-10.2

                                                                               .
                                                                               .
                                                                               .
                                                                    EXHIBIT 10.2

SUMMARY OF COMPENSATION AND PERFORMANCE GOALS AND BUSINESS CRITERIA FOR PAYMENT
OF INCENTIVE AWARDS

      Compensation



                                                                   ANNUAL SALARY
                                                                   -------------
                                                                
Julia A. Harper, Vice President of Corporate Operations              $240,000

Brian Bronson, Chief Financial Officer                               $261,000


      Incentive Awards

      Bonus targets are set between the 50th and 75th percentile of market data
as an average. The officers were assigned the following target annual bonus
amounts:



                                                                   TARGET ANNUAL
                                                                   BONUS AMOUNT
                                                                   ------------
                                                                
Julia A. Harper, Vice President of Corporate Operations               $160,000
Brian Bronson, Chief Financial Officer                                $121,000
Keith Lambert, Vice President of Manufacturing Operations             $100,000


       Actual bonus payouts are calculated and paid semi-annually and are based
on achievement of planned operating income, as well as the following parameters:



PARAMETER               PAYOUT                                        WEIGHT
- -------------------     ----------------------------------          -----------
                                                              
Individual objectives   Payout from 0 - 200% based on results           50%

Design win target       Payout from 0 - 200% based on results           20%

Revenue target          Payout from 0 - 200% based on results           15%

Gross margin target     Payout from 0 - 200% based on results           15%

EX-99.1

Exhibit 99.1

NEWS RELEASE

For more information, contact:

Julia Harper

Chief Financial Officer

1-503-615-1250

julia.harper@radisys.com

Brian Bronson

VP of Finance and Business Development

1-503-615-1281

brian.bronson@radisys.com

RADISYS ANNOUNCES MANAGEMENT CHANGES
JULIA HARPER NAMED VP OF CORPORATE OPERATIONS AND BRIAN
BRONSON NAMED CHIEF FINANCIAL OFFICER;

On October 26, 2006, RadiSys Corporation (the “Company”) announced Julia A. Harper will be assuming a new role within the Company as Vice President of Corporate Operations after the filing of the Quarterly Report on 10Q for the third quarter, currently expected to occur the week of November 6, 2006. Brian Bronson, currently Vice President of Finance and Business Development of the Company, will succeed Ms. Harper and become the Company’s Chief Financial Officer.

Julia Harper, the Company’s current Chief Financial Officer since 2001, will become the Vice President of Corporate Operations and be responsible for the design and execution of an efficient and cost-effective global operations capability that supports the Company’s core strategies. In this role, Ms. Harper will oversee manufacturing operations, IT, systems and facilities to design and implement a comprehensive operations capability that gives RadiSys a competitive advantage in the market. This is a key new role at RadiSys intended to accelerate our progress in implementing a cohesive operating capability that supports the company’s core strategies of providing market leading new products and platforms on a global basis, at highly competitive levels of cost, quality and customer service. Keith Lambert, Vice President of Manufacturing Operations, will report to Ms. Harper in her new role.

“The Company has significant new opportunities unfolding in front of it and requires a more flexible and competitive delivery execution capability to seize these opportunities” stated Scott Grout, President and CEO. “We’ve made significant progress over the past few years on outsourcing and now require even

Exhibit 99.1

greater focus on the end-to-end design of our global operations. Julia’s strong financial and operational background is extremely well suited to direct our manufacturing and IT leadership teams to drive a world-class capability for RadiSys that fully supports our strategies.”

At the same time, Brian Bronson currently Vice President of Finance and Business Development of the Company, will succeed Ms. Harper and become the Company’s Chief Financial Officer. Mr. Bronson joined RadiSys in 1999 and has been an officer of the Company since 2000. Prior to his current role as Vice President of Finance and Business Development, Mr. Bronson held the position of Treasurer and Chief Accounting Officer for the Company. Before joining RadiSys, Mr. Bronson held a number of financial management roles at Tektronix, Inc. where he was responsible for investor relations, finance and accounting functions for both domestic and international operations. Prior to Tektronix, he practiced as a Certified Public Accountant with the accounting firm Deloitte and Touche, LLP. Mr. Bronson holds a bachelors degree in Business Administration and Communications from Oregon State University.

“With over 13 years in finance including seven years of superb financial leadership at RadiSys, I have the highest confidence in Brian’s capabilities and in-depth financial expertise.” stated Scott Grout, President and CEO. “In addition, Brian has built very effective relationships with our investor base, our external advisors and the RadiSys Management team. Brian’s background, knowledge of RadiSys and ability to work with key constituencies will make him an excellent CFO for RadiSys”