Filed by Be Incorporated
                                Pursuant to Rule 425 under the Securities Act of
                                1933 and deemed filed pursuant to Rule 14a-12(b)
                                       under the Securities Exchange Act of 1934
                                                Subject Company: Be Incorporated
                                                   Commission File No. 333-69234

PRESS RELEASE

Institutional Shareholder Services Recommends Be Incorporated Stockholders
Vote FOR Proposals Seeking Approval of Sale of Assets and Dissolution

MENLO  PARK,  CA  (November  1, 2001) - Be  Incorporated  (NASDAQ:  BEOS)  today
announced that  Institutional  Shareholder  Services (ISS), the nation's leading
institutional  shareholder advisory firm, has recommended that stockholders vote
FOR  the  proposals  that  will  be  considered  at  Be's  special   meeting  of
stockholders  on  November  12,  2001  seeking  approval  of  (1)  the  sale  of
substantially all of Be's  intellectual  property and other technology assets to
ECA Subsidiary Acquisition Corporation, a wholly owned subsidiary of Palm, Inc.,
and (2) the  subsequent  dissolution  of Be pursuant  to a plan of  dissolution.
Institutional  Shareholder  Services,  based in Bethesda,  MD, is an independent
advisor  to  several  hundred   institutional   investors  and  provides  voting
recommendations  for proxy contests,  corporate  governance  proposals and other
shareholder-related issues.

Jean-Louis Gassee,  Chairman of the Board, President and Chief Executive Officer
of Be Incorporated, said, "We are very pleased with the ISS recommendation. They
have a strong reputation for advocacy of shareholder interests. We strongly urge
shareholders to follow ISS's  recommendation  and to sign, date and return their
proxy  cards  by  mail,  by  phone  or over  the  internet,  with a vote FOR the
proposals  seeking  approval  of our asset  sale  transaction  with Palm and the
subsequent dissolution of Be in accordance with our plan of dissolution."

Be's board of directors has recommended that Be's  stockholders vote FOR each of
the proposals.  Both proposals must be approved by a majority of the outstanding
shares of common stock.  The failure of stockholders to return their proxy cards
or to vote via phone or the internet before November 12, 2001 will have the same
effect as voting AGAINST the asset sale and the dissolution. If either the asset
sale or the dissolution is not approved,  it is likely that Be will file for, or
will be forced to resort to, bankruptcy protection.

Stockholders of Be Incorporated are urged to read the proxy statement/prospectus
and any  other  relevant  documents  filed  with  the  Securities  and  Exchange
Commission  ("SEC") by Be  Incorporated  and Palm,  Inc.  because  they  contain
important information.  You may obtain the documents free of charge at the SEC's
web site,  http://www.sec.gov.  In addition,  documents filed by Be Incorporated
with the SEC can be obtained by  contacting  Be  Incorporated  at the  following
address and telephone number:  Shareholder Relations,  800 El Camino Real, Menlo
Park, California 94025, telephone: 650-462-4100. Investors should read the proxy
statement/prospectus carefully before making a decision concerning the proposals
described  above.  Be, its  officers,  directors,  employees  and agents will be
soliciting  proxies  from Be  stockholders  in  connection  with  such  matters.
Information  concerning the participants in the solicitation is set forth in the
proxy statement/prospectus.


For more information contact:
Be Incorporated
Guillaume Perrotin,
Corporate Controller
650/462-4100
investors@be.com